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) November 7, 1997 E & J PROPERTIES, LTD. a California Limited Partnership (Exact name of registrant as specified in charter) California (State or other jurisdiction of incorporation) O-9608 (Commission File Number) 94-2763152 (IRS Employer Identification Number) 2710 Gateway Oaks Drive, Suite 300 South Sacramento, California 95833 (Address of principal executive office) Registrant's telephone number, including area code: (916) 925-6620 ITEM 5. OTHER MATERIAL EVENTS E & J Properties, Ltd., a California Limited Partnership, has signed a non-binding letter of intent to sell approximately 1,850 accres of its real estate holdings in Sacramento County, California to Lee Sammis and K. Mark Nelson. Under the terms of the Letter of Intent, neither party will be bound unless and until a mutually satisfactory Purchase and Sale Agreement has been executed by both Seller and Buyer. The parties are currently negotiating the terms and conditions of the Purchase and Sale Agreement. The purchase price set forth in the Letter of Intent is $13,324,500.00. SIGNATURES Pursuant to the requirement of the Securities Exchange Act of 1934, the registrant has duly caused this Report to be signed on its behalf by the undersigned, hereunder duly authorized. Date: November 7, 1997 E & J PROPERTIES,LTD. a California Limited Partnership By: /s/ Elaine McKeon ELAINE McKEON General Partner