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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) AUGUST 21, 1996
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NYLIFE GOVERNMENT MORTGAGE PLUS LIMITED PARTNERSHIP
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(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
MASSACHUSSETTS 0-18226 13-3487910
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(State or other jurisdiction of (Commission File Number) (I.R.S. Employer
incorporation or organization) Identification Number)
51 MADISON AVENUE, ROOM 1700, NEW YORK, NEW YORK 10010
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (212) 576-6456
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Item 2 - DISPOSITION OF ASSETS
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On August 21, 1996, the Partnership sold its investments in the GNMA
certificates and the Participating Guaranteed Loans relating to Cross Creek
and Signature Place to Greystone Funding Corporation, an unaffiliated third
party, for $17,291,379.53 in cash in a privately negotiated transaction. The
purchaser withheld $50,000 pending receipt of UCC searches and correction
filings.
As reported in the Partnership's Quarterly Report on Form 10-Q dated August
14, 1996, the General Partner is in the process of winding up and liquidating
the Partnership. It is anticipated that liquidating distributions to
Unitholders pursuant to both the litigation settlement and the liquidation of
the Partnership will be paid prior to year end.
ITEM 7 - FINANCIAL STATEMENT, PRO FORMA
FINANCIAL INFORMATION AND EXHIBITS
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(c) Exhibits
1. Assignment Without Recourse, Representation or
Warranty of the documents representing the
Partnership's interest in the Participating
Guaranteed Loan to the partners of Boiling Springs
Apartments, Ltd.
2. Assignment Without Recourse, Representation or
Warranty of the documents representing the
Partnership's interest in the Participating
Guaranteed Loan to the partners of HG Partners
Limited Partnership.
1
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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.
NYLIFE Government Mortgage Plus
Limited Partnership
By NYLIFE Realty Inc.
General Partner
Date: September 5, 1996
By: /s/ Kevin M. Micucci
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Kevin M. Micucci
President (Principal Executive,
Financial and Accounting Officer)
2
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EXHIBIT 1
ASSIGNMENT WITHOUT RECOURSE, REPRESENTATION
OR WARRANTY
NYLIFE Government Mortgage Plus Limited Partnership, a
Massachusetts limited partnership having an address at 51 Madison
Avenue, New York, New York 10010 (herein the "Assignor"), in
consideration of ten ($10.00) dollars and other good and valuable
consideration the receipt and sufficiency of which are hereby
acknowledged, does hereby as of August 21, 1996 (herein the
"Effective Date") sell, assign, transfer, set over, grant and
convey, without representation, recourse or warranty, express or
implied, of any sort whatsoever or for any reason whatsoever,
to Greystone Funding Corporation, having an address at 132 West
57th Street, 60th Floor, New York, New York 10019 (herein the
"Assignee"), from and after the Effective Date, all of
Assignor's right, title, and interest in and to the following
documents (hereinafter referred to collectively as the
"Documents"):
1. Additional Interest Agreement dated February 21, 1990 by
and between Boiling Springs Apartments, Ltd. ("Borrower") and
Assignor;
2. Subordinate Mortgage, Assignment of Leases and Rents and
Security Agreement made by Borrower, dated February 21, 1990,
recorded February 23, 1990 in Mortgage Book 2057, Page 610 and
Deed Book 1369, Page 845 securing performance of Borrower's
obligations under the Additional Interest Agreement;
3. Security Agreement dated February 21, 1990 executed by
A. Bowen Ballard (hereinafter "Ballard") pledging Ballard's
partnership interest in Borrower to secure performance of
Borrower's obligations under the Additional Interest Agreement;
4. Security Agreement dated February 21, 1990 executed by
James M. Bohannon (hereinafter "Bohannon") pledging Bohannon's
partnership interest in Borrower to secure performance of
Borrower's obligations under the Additional Interest Agreement;
5. Security Agreement dated February 21, 1990 executed by
Joseph C. Williams, Jr. (hereinafter "Williams") pledging
William's partnership interest in Borrower to secure performance
of Borrower's obligations under the Additional Interest
Agreement;
6. Security Agreement dated February 21, 1990 executed by
John D. Blanchard (hereinafter "Blanchard") pledging Blanchard's
partnership interest in Borrower to secure performance of
Borrower's obligations under the Additional Interest Agreement;
7. Security Agreement dated February 21, 1990 executed by
Steven D. Hughes (hereinafter "Hughes") pledging Hughes'
partnership interest in Borrower to secure performance of
Borrower's obligations under the Additional Interest Agreement;
8. Security Agreement dated February 21, 1990 executed by
Steven D. Hughes, Jr. (hereinafter "Hughes, Jr") pledging Hughes,
Jr's partnership interest in Borrower to secure performance of
Borrower's obligations under the Additional Interest Agreement;
9. Security Agreement dated February 21, 1990 executed by
Stephen B. Maxwell (hereinafter "Maxwell") pledging Maxwell's
partnership interest in Borrower to secure performance of
Borrower's obligations under the Additional Interest Agreement;
10. Security Agreement dated February 21, 1990 executed by
William E. Noblin, III, M.D. (hereinafter "Noblin"; Ballard,
Bohannon, Williams, Blanchard, Hughes, Hughes, Jr., Maxwell and
Noblin being hereinafter sometimes referred to jointly and
severally as the "Partners") pledging Noblin's partnership
interest in Borrower to secure performance of Borrower's
obligations under the Additional Interest Agreement;
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EXHIBIT 1
11. Supplemental Interest Agreement dated February 22, 1990
by and between Partners and Assignor;
12. Security Agreement dated February 21, 1990 executed by
Ballard pledging Ballard's partnership interest in Borrower to
secure performance of (a) Partners obligations under that certain
Promissory Note in the amount of $600,000.00 dated February 21,
1990 made jointly and severally and delivered to Assignor by the
Partners as makers thereunder (hereinafter the "Note") and (b)
Partners' obligations under the Supplemental Interest Agreement;
13. Security Agreement dated February 21, 1990 executed by
Bohannon pledging Bohannon's partnership interest in Borrower to
secure performance of (a) Partners' obligations under the Note
and (b) Partners' obligations under the Supplemental Interest
Agreement;
14. Security Agreement dated February 21, 1990 executed by
Williams pledging William's partnership interest in Borrower to
secure performance of (a) Partners' obligations under the Note
and (b) Partners' obligations under the Supplemental Interest
Agreement;
15. Security Agreement dated February 21, 1990 executed by
Blanchard pledging Blanchard's partnership interest in Borrower
to secure performance of (a) Partners' obligations under the Note
and (b) Partners' obligations under the Supplemental Interest
Agreement;
16. Security Agreement dated February 21, 1990 executed by
Hughes pledging Hughes' partnership interest in Borrower to
secure performance of (a) Partners' obligations under the Note
and (b) Partners' obligations under the Supplemental Interest
Agreement;
17. Security Agreement dated February 21, 1990 executed by
Hughes, Jr pledging Hughes, Jr's partnership interest in Borrower
to secure performance of (a) Partners' obligations under the Note
and (b) Partners's obligations under the Supplemental Interest
Agreement;
18. Security Agreement dated February 21, 1990 executed by
Maxwell pledging Maxwell's partnership interest in Borrower to
secure performance of (a) Partners' obligations under the Note
and (b) the Supplemental Interest Agreement;
19. Security Agreement dated February 21, 1990 executed by
Noblin pledging Noblin's partnership interest in Borrower to
secure performance of (a) Partners' obligations under the Note
and (b) the Supplemental Interest Agreement;
TOGETHER with the bonds, notes or obligations described in
the Documents and all moneys and interest due and to become due
thereon from and after the Effective Date.
TO HAVE AND TO HOLD the same unto the Assignee, and to the
successors, legal representatives and assigns of the Assignee
forever from and after the Effective Date.
IN WITNESS WHEREOF, Assignor has caused this Assignment to
be executed by its duly authorized officer on this 19th day of
August, 1996.
Witness: NYLIFE Mortgage Government Plus
Limited Partnership
By: NYLIFE Realty Inc.
general partner
/s/ Neil D. Bramwell By: /s/ Kevin M. Micucci
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Name: Neil D. Bramwell Name: Kevin M. Micucci
Title: President
<PAGE>
State of New York )
) ss.:
County of New York )
On this 19th day of August, 1996, before me personally came
Kevin M. Micucci, to me known, who being by me duly sworn did depose
and say that he resides at 336 Kimberly Place, West Islip, NY
11795; that NYLIFE Realty Inc., the general partner of the
corporation which executed the foregoing instrument on behalf of NYLIFE
Government Mortgage Plus Limited Partnership, the Massachusetts limited
partnership described in the foregoing instrument; and that he (she)
signed his name thereto by order of the Board of Directors of said
corporation.
/s/ Elizabeth M. Akian
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Notary Public
ELIZABETH M. AKIAN
Notary Public, State of New York
No. 5027206
Qualified in New York County
Commission Expires May 2, 1998
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Exhibit 2
ASSIGNMENT WITHOUT RECOURSE, REPRESENTATION
OR WARRANTY
NYLIFE Government Mortgage Plus Limited Partnership, a
Massachusetts limited partnership having an address at 51 Madison
Avenue, New York, New York 10010 (herein the "Assignor"), in
consideration of ten ($10.00) dollars and other good and valuable
consideration the receipt and sufficiency of which are hereby
acknowledged, does hereby as of August 21, 1996 (herein the
"Effective Date") sell, assign, transfer, set over, grant and
convey, without representation, recourse or warranty, express or
implied, of any sort whatsoever or for any reason whatsoever,
to Greystone Funding Corporation, having an address at 132 West
57th Street, 60th Floor, New York, New York 10019 (herein the
"Assignee"), from and after the Effective Date, all of Assignor's
right, title, and interest in and to the following documents
(hereinafter referred to collectively as the "Documents"):
1. Additional Interest Agreement dated May 8, 1991 by and
between HG Partners Limited Partnership ("Borrower") and Assignor;
2. Additional Interest Deed of Trust, Security Agreement
and Assignment of Leases, Rents and Profits dated May 8, 1991
made by Borrower, recorded May 10, 1991, in the Clerk's Office
Circuit Court of the City of Hampton, State of Virginia, as
Instrument No. 910005222, securing performance of Borrower's
performance under the Additional Interest Agreement;
3. Security Agreement dated May 8, 1991 executed by
Borrower securing Borrower's performance of its obligations under
the Additional Interest Agreement;
4. Pledge of Partnership Interests and Security Agreement
dated May 8, 1991 executed by Bradley J. Waitzer (hereinafter
"Waitzer") pledging Waitzer's partnership interest in Borrower to
secure performance of Borrower's obligations under the Additional
Interest Agreement;
5. Pledge of Partnership Interests and Security Agreement
dated May 8, 1991 executed by Richard M. Waitzer (hereinafter
"RMW") pledging RMW's partnership interest in Borrower to secure
performance of Borrower's obligations under the Additional
Interest Agreement;
6. Pledge of Partnership Interests and Security Agreement
dated May 8, 1991 executed by Scott G. Waitzer (hereinafter
"SGW") pledging SGW's partnership interest in Borrower to secure
performance of Borrower's obligations under the Additional
Interest Agreement;
7. Pledge of Partnership Interests and Security Agreement
dated May 8, 1991 executed by Edwin S. Waitzer (hereinafter
"ESW") pledging ESW's partnership interest in Borrower to secure
performance of Borrower's obligations under the Additional
Interest Agreement;
8. Pledge of Partnership Interests and Security Agreement
dated May 8, 1991 executed by Murray Wholesale Drug Corporation
(hereinafter "Murray") pledging Murray's partnership interest in
Borrower to secure performance of Borrower's obligations under
the Additional Interest Agreement;
9. Pledge of Partnership Interests and Security Agreement
dated May 8, 1991 executed by Sterling Development Inc.
(hereinafter "Sterling"; Waitzer, RMW, SGW, ESW, Murray and
Sterling being hereinafter sometimes jointly and severally
referred to as "Partners") pledging Sterling's partnership
interest in Borrower to secure performance of Borrower's
obligations under the Additional Interest Agreement;
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Exhibit 2
10. Supplemental Interest Agreement dated May 8, 1991 by
and between Partners and Assignor;
11. Pledge of Partnership Interests and Security Agreement
dated May 8, 1991 executed by Waitzer pledging Waitzer's
partnership interest in Borrower to secure performance of (a)
Partners obligations under that certain Promissory Note in the
amount of $1,200,000.00 dated May 8, 1991 made jointly and
severally and delivered to Assignor by the Partners as makers
thereunder (hereinafter the "Note") and (b) Partners' obligations
under the Supplemental Interest Agreement;
12. Pledge of Partnership Interests and Security Agreement
dated May 8, 1991 executed by RMW pledging RMW's partnership
interest in Borrower to secure performance of (a) Partners'
obligations under the Note and (b) Partners' obligations under
the Supplemental Interest Agreement;
13. Pledge of Partnership Interests and Security Agreement
dated May 8, 1991 executed by SGW pledging SGW's partnership
interest in Borrower to secure performance of (a) Partners'
obligations under the Note and (b) Partners' obligations under
the Supplemental Interest Agreement;
14. Pledge of Partnership Interests and Security Agreement
dated May 8, 1991 executed by ESW pledging ESW's partnership
interest in Borrower to secure performance of (a) Partners'
obligations under the Note and (b) Partners' obligations under
the Supplemental Interest Agreement;
15. Pledge of Partnership Interests and Security Agreement
dated May 8, 1991 executed by Murray pledging Murray' partnership
interest in Borrower to secure performance of (a) Partners'
obligations under the Note and (b) Partners' obligations under
the Supplemental Interest Agreement;
16. Pledge of Partnership Interests and Security Agreement
dated May 8, 1991 executed by Sterling pledging Sterling's
partnership interest in Borrower to secure performance of (a)
Partners' obligations under the Note and (b) Partners's
obligations under the Supplemental Interest Agreement;
TOGETHER with the bonds, notes or obligations described in
the Documents and all moneys and interest due and to become due
thereon from and after the Effective Date.
TO HAVE AND TO HOLD the same unto the Assignee, and to the
successors, legal representatives and assigns of the Assignee
forever from and after the Effective Date.
IN WITNESS WHEREOF, Assignor has caused this Assignment to
be executed by its duly authorized officer on this 19th day of
August, 1996.
Witness: NYLIFE Mortgage Government Plus
Limited Partnership
By: NYLIFE Realty Inc. general
partner
/s/ Neil D. Bramwell By: /s/ Kevin M. Micucci
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Name: Neil D. Bramwell Name: Kevin M. Micucci
Title: President
<PAGE>
State of New York )
) ss.:
County of New York )
On this 19th day of August, 1996, before me personally came Kevin M.
Micucci, to me known, who being by me duly sworn did depose and say that
he resides at 336 Kimberly Place, West Islip, NY 11795; that NYLIFE
Realty Inc., the general partner of the corporation which executed the foregoing
instrument on behalf of NYLIFE Government Mortgage Plus Limited Partnership,
the Massachusetts limited partnership described in the foregoing instrument;
and that he signed his name thereto by order of the Board of Directors of said
corporation.
/s/ Elizabeth M. Akian
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Notary Public
ELIZABETH M. AKIAN
Notary Public, State of New York
No. 5027206
Qualified in New York County
Commission Expires May 2, 1998
