BEACON CAPITAL INVESTMENT INC
8-K, 1997-03-28
BLANK CHECKS
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                      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.



                                 March 17, 1997
               Date of Report (Date of earliest event reported)


                         BEACON CAPITAL INVESTMENT, INC.
            (Exact name of Registrant as specified in its charter)


                     Delaware         33-45838-C          36-3729989
                     State of      Commission File No.    IRS Employer
                   Incorporation                          Identification No.



                        330 East Main Street, Suite 201
                           Barrington, Illinois 60010
                   (Address of principal executive offices)

                                (847) 516-2900
                        (Registrant's telephone number)



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Item 5.  Other Events

      On September  30, 1996,  one-half of the Common  Stock  Purchase  Warrants
("Warrants")  sold  in  the  Company's  initial  public  offering  expired.  The
remaining  warrants are scheduled to expire on March 31, 1997.  Effective  March
17, 1997, the Company's Board of Directors  adopted  resolutions  which extended
the exercise period of the remaining Warrants to March 31, 1997.

      There can be no assurance that these Warrants will ever become exercisable
before they expire.  The  Warrants  may not be exercised  until such time as the
Company files a post-effective  amendment to its registration  statement,  which
amendment  contains  updated  financial  statements  and  thereafter  until such
amendment is declared effective by the Securities and Exchange Commission.


                                  SIGNATURES

      Pursuant to the requirements of the Securities Act of 1934, the Registrant
has duly  caused  this  report  to be signed  on its  behalf by the  undersigned
thereunto duly authorized.


Dated: March 17, 1997                     BEACON CAPITAL INVESTMENT, INC.




                                          By /s/ Douglas P. Morris
                                                Douglas P. Morris
                                                President

                                      2

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