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) October 8, 1999
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HOMEFED CORPORATION
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Exact name of registrant as specified in its charter)
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<S> <C> <C>
Delaware 1-10153 33-0304982
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(State of other jurisdiction of (Commission (I.R.S. Employer
incorporation or organization) File No.) Identification No.)
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1903 Wright Place, Suite 220
Carlsbad, California 92008
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(Address of principal executive offices) (Zip Code)
(760) 918-8200
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(Registrant's telephone number, including area code)
N/A
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(Former name, former address and former fiscal year,
if changed since last report)
NY2:\819670\01\HKGM01!.DOC\76830.0194
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Item 5. Other Events
On October 8, 1999, a trust (the "Trust") created under a Trust
Agreement dated August 14, 1998 (the "Trust Agreement") between Leucadia
National Corporation ("Leucadia"), then the principal shareholder of HomeFed
Corporation (the "Company"), and Joseph A. Orlando, as Trustee, distributed to
its beneficiaries (the "Beneficiaries") 50,675,812 shares of common stock, par
value $.01 per share of the Company ("Common Stock") that were held by the Trust
(the "Trust Distribution"). The Beneficiaries consist of all of the shareholders
of record of Leucadia at August 25, 1998 (the "Record Date"). For each common
share of Leucadia held on the Record Date, Beneficiaries received approximately
0.79 shares of Common Stock. The Common Stock was distributed without cost to
the Beneficiaries. The Trust Distribution was made pursuant to an effective
registration statement filed by the Company. Upon the Trust Distribution, the
Trust held no assets and terminated pursuant to the terms of the Trust
Agreement.
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SIGNATURE
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.
REGISTRANT:
HOMEFED CORPORATION
By: /s/ Corinne A. Maki
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Date: October 12, 1999 Corinne A. Maki, Treasurer
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