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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
Date of Report (Date of earliest event reported): January 29,
1999
BEAL FINANCIAL CORPORATION
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(Exact name of Registrant as specified in its Charter)
Texas 33-93212 75-2583551
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(State or other (Commission File Number) (IRS Employer
jurisdiction of Identification
incorporation) Number)
Suite 300, LB66, 15770 North Dallas Parkway 75248
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (972)
404-4000
N/A
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(Former name or former address, if changed since last report)
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Item 5. Other Events
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On January 20, 1999, Beal Financial Corporation (the
"Company")
made a term loan to its primary shareholder, Mr. D. Andrew Beal
(the
"Borrower"), in the amount of $60,000,000 (the "Loan"). The Loan
is
secured by a first priority security interest in the Borrower's
stock
or other ownership interests (including all products and proceeds
thereof) in the Company and other companies which are not
affiliated
with the Company. Accrued interest is paid quarterly on the Loan
at
a fixed-rate of 10.5% per annum, and the Loan matures on December
30,
2001.
Pursuant to the Indenture relating to the Company's 12 %
Senior
Notes due August 15, 2000 (the "Senior Notes"), the Company has
delivered to the Indenture Trustee an Officer's Certificate
certifying
that the Loan: (1) is on terms that in good faith would be
offered in
an arm's length transaction to a person that is not an affiliate
of the
Company; (2) was approved by a majority of the disinterested
board of
directors, and (3) is fair to the Company from a financial point
of
view based upon an opinion by a certified expert with experience
in
appraising transactions of a type similar to the Loan. Prior to
the
closing of the Loan, the independent Board of Directors of the
Company
approved the Loan based upon, among other things, a fairness
opinion
from Valuation Research Corporation stating that (1) the Loan is
on
terms that are no less favorable to the Company than would be
available in a comparable transaction in an arm's length dealing
with
a person that is not an affiliate of the Company or in good faith
would
be offered to a person that is not an affiliate of the Company;
(2)
after the Loan is made, the Company remains solvent under
applicable
state and Federal law; and (3) the Loan is fair to the Company
and
the holders of the Senior Notes from a financial point of view.
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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.
BEAL FINANCIAL CORPORATION
Date: January 29, 1999 By: /s/M. Molly Curl
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M. Molly Curl
Chairman/CEO