SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) May 29, 1998
HOTEL PROPERTIES L.P.
Exact Name of Registrant as Specified in its Charter
Delaware 0-16991 13-3430078
State or Other Jurisdiction Commission I.R.S. Employer
of Incorporation or Organization File Number Identification No.
3 World Financial Center, 29th Floor
New York, NY Attn.: Andre Anderson 10285
Address of principal executive offices Zip Code
Registrant's telephone number, including area code (212) 526-3237
Item 2. ACQUISITION OR DISPOSITION OF ASSETS
On May 29, 1998, Hotel Properties L.P., a Delaware limited partnership
(the "Partnership"), consummated the sale of the four hotels comprising the
principal assets of the Partnership (the "Sale"), the Los Angeles Airport
Marriott Hotel, the St. Louis Airport Marriott Hotel, the Nashville Airport
Marriott Hotel, and Marriott's Tan-Tar-A Resort Hotel, Lake of the Ozarks,
Missouri (the "Hotels"). The Hotels were sold to Marriott Hotel Services, Inc.
(the "Buyer"). The Sale was subject to the satisfaction of certain conditions,
including the Partnership obtaining the approval of a majority in interest of
the outstanding Unitholders, which was obtained by written vote in May 1998.
The Sale was accomplished pursuant to a Purchase and Sale Agreement and Joint
Escrow Instructions dated as of April 23, 1998, between the Partnership and the
Buyer. Pursuant to the Purchase Agreement, the Hotels were sold for $114
million in cash, subject to various closing adjustments and prorations. The
transaction resulted in a gain on sale of approximately $5.3 million, which
will be reflected in the Partnership's statement of operations for the period
ending June 30, 1998. As a result of the Sale, the Partnership is expected to
make one or more distributions to its limited partners, and after satisfying
all liabilities and obligations and establishing a reserve for contingencies,
the Partnership will dissolve.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
HOTEL PROPERTIES L.P.
BY: EHP/GP INC.
General Partner
Date: June 12, 1998 BY: /s/Jeffrey C. Carter
Director, President and
Chief Financial Officer
