SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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) December 6, 1995
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LANDSING PACIFIC FUND, INC.
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(Exact name of registrant as specified in its charter)
1-9942
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Commission File Number
MARYLAND 94 - 3066597
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(State or other jurisdiction (I.R.S. Employer
of incorporation) Identification number)
155 Bovet Road, Suite 101, San Mateo, California 94402
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(Address of principal executive offices)
(415) 513-5252
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(Registrant's telephone number, including area code)
N/A
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(Former name or former address, if changed since last report)
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ITEM 5. OTHER EVENTS:
On December 6, 1995, the registrant announced that the Board of
Directors of Bedford Property Investors, Inc. approved the previously
reported acquisition of all of the registrant's real estate assets. The
registrant also reported that, if the transaction closes, it intends to
make an initial liquidating distribution of approximately $4.50. The
complete announcement is contained in the press release attached hereto
as Exhibit 99.1 and is incorporated by reference herein.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
The following exhibits are filed as part of this report:
99.1 Landsing Pacific Fund, Inc. Press Release dated December
6, 1995.
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.
Date: December 12, 1995 Signed by: /s/ Dean Banks
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Name: Dean Banks
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Title: Treasurer & Secretary
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EXHIBIT 99.1
N E W S R E L E A S E
December 6, 1995
CONTACT:
Martin I. Zankel Dean Banks
Chairman of the Board Chief Financial Officer
415/956-1900 415/513-5259
FOR IMMEDIATE RELEASE:
LANDSING PACIFIC FUND, INC. ANNOUNCES
BEDFORD BOARD APPROVES PURCHASE
OF FUND ASSETS
SAN MATEO, CA -- Landsing Pacific Fund, Inc. (AMEX:LPF) announced today that the
Board of Directors of Bedford Property Investors, Inc., (NYSE:BED) ("Bedford")
has approved the previously reported acquisition of 15 properties from the Fund
for a purchase price of approximately $50,760,000. Subject to satisfactory
completion of certain title matters, the sale to Bedford would occur on or about
December 14, 1995.
The Fund reported that, if the transaction closes, it intends to make an initial
liquidating distribution to stockholders of approximately $4.50 per share in
late December 1995. Before the end of 1995, it also intends to transfer all of
its remaining assets to the Landsing Pacific Fund Liquidating Trust (the
"Trust"). Stockholders of the Fund would become beneficiaries of the Trust. The
beneficial interests held by the former stockholders would not be transferable.
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The purpose of the Trust is to complete the liquidation of the Fund's assets,
pay all liabilities and make final liquidating distributions. If the sale to
Bedford is completed, the final liquidating distributions are estimated to be
between $.30 and $.40 per share, in addition to the initial distribution.
After the record date for the initial liquidating distribution in December 1995,
the Fund's common stock would no longer be eligible for trading on the American
Stock Exchange and the corporate transfer books would be closed.
Landsing Pacific Fund, Inc. is a self-administered real estate investment trust
with equity investments in industrial properties, and shopping centers. Its
shares are traded on the American Stock Exchange under the symbol "LPF."
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