SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
CURRENT REPORT
Date of Report (Date of earliest event reported).
August 28, 1997
Aircraft Income Partners L.P.
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(Exact name of registrant as specified in its charter)
Delaware 0-17785 13-3430508
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(State or other jurisdiction Commission (I.R.S. Employer
of incorporation) File Number I.D. Number)
411 West Putnam Avenue, Greenwich, CT 06830
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(Address of principal executive offices) (Zip Code)
Registrant's Telephone Number including area code: (203) 862-7000
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Item 5. Other Events
Presidio Capital Corp. ("PCC" or the "Company"), a British Virgin Islands
Corporation and the post-bankruptcy successor to Integrated Resources, Inc.
"(Integrated"), disclosed that on August 28, 1997, IR Partners, holder of the
outstanding Class B Common Shares of the Company, contributed these shares to an
affiliate. Subsequently, Presidio Holding Company, LLC ("PHC"), which had
recently acquired 63.1% of the outstanding Class A Common Shares, purchased the
interests of this affiliate. After giving effect to such sale, PHC is the owner
of approximately 67.55% of the outstanding Common Shares of the Company. In
connection with the sale, Charles E. Davidson and Joseph M. Jacobs resigned as
Class B directors.
On September 12, 1997, Martin Edelman, Dean Takahashi and Paul Walker, the Class
A Directors of the Company resigned and appointed Edward Scheetz, David Hamamoto
and David King as their successors. On August 20, 1997, Angelo, Gordon & Co.,
L.P. and M.H. Davidson & Co. sent a notice to the Company indicating that they
were the beneficial owners of a majority of the Shares of the Company not held
by "Control Parties". They requested that Jeffrey H. Aronson and Thomas L.
Kempner be appointed as directors of the Company effective as of August 20, 1997
or as promptly as practicable thereafter in accordance with the Memorandum of
Association of the Company and applicable law.
The Company has filed an application to withdraw its application for a
declaratory judgement with respect to a written resolution of PHC dated July 25,
1997.
The Company is engaged in the liquidation and disposition of the assets of
Integrated, which were acquired pursuant to the Sixth Amended Plan of
Reorganization submitted by the Subordinated Bondholders Committee and the
Steinhardt Group. The plan of the reorganization was consummated on November 3,
1994.
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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.
Aircraft Income Partners L.P.
By: Integrated Aircraft Fund Management Corp.
General Partner
/s/Douglas J. Lambert
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Douglas J. Lambert
President and Chief Financial Officer
Date: September 17, 1997
