UNITED STATES
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): April 15, 2008
KAANAPALI LAND, LLC
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(Exact name of registrant as specified in its charter)
Delaware 000-50273 01-0731997
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(State or other) (Commission (IRS Employer
Jurisdiction of File Number) Identification No.)
Organization
900 N. Michigan Avenue, Chicago, Illinois 60611
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(Address of principal executive office)
Registrant's telephone number, including area code: (312) 915-1987
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N/A
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(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of
the following provisions (see General Instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under the
Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the
Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b)
under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c)
under the Exchange Act (17 CFR 240.13e-4(c))
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ITEM 5.03. AMENDMENTS TO ARTICLES OF INCORPORATION OR BYLAWS;
CHANGE IN FISCAL YEAR.
In connection with finalizing our previously announced award of
Class C Common Shares of Kaanapali Land, LLC (the "Company"), we have
amended our Amended and Restated Limited Liability Company Agreement dated
as of November 14, 2002 (the "LLC Agreement"). A copy of the Amendment
dated as of April 15, 2008 to the LLC Agreement is filed as Exhibit 3.1 to
this Current Report on Form 8-K and is incorporated herein by reference.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(a) Financial Statements of Businesses Acquired.
Not applicable.
(b) Pro Forma Financial Information.
Not applicable.
(c) Exhibits.
3.1 Amendment, dated as of April 15, 2008, to the Amended and
Restated Limited Liability Company Agreement of Kaanapali
Land, LLC dated as of November 14, 2002
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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 hereunto duly authorized.
Kaanapali Land, LLC
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(Registrant)
Date: April 21, 2008 /s/ Gailen Hull
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Name: Gailen Hull
Title: Senior Vice President
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EXHIBIT INDEX
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EXHIBIT
NO. DESCRIPTION
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3.1 Amendment, dated as of April 15, 2008, to the Amended and
Restated Limited Liability Company Agreement of Kaanapali
Land, LLC dated as of November 14, 2002
4