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 18, 2000
WESTIN HOTELS LIMITED PARTNERSHIP
(Exact name of registrant as specified in its charter)
DELAWARE
(State or other jurisdiction of incorporation)
0-15097 91-1328985
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(Commission File Number) IRS Employer Identification No.
777 Westchester Avenue
White Plains, New York 10604
(Address of principal executive offices) (zip code)
Registrant's telephone number, including area code: 1-800-323-5888
ITEM 2 - ACQUISITION OR DISPOSITION OF ASSETS
On January 18, 2000, The Westin St. Francis Limited Partnership
entered into an agreement to sell the 1,192 room Westin St. Francis in San
Francisco to BRE / St. Francis L.L.C. of New York for $243 million. The sale,
which is subject to customary conditions including the consent of a majority
of the limited partners of Westin Hotels Limited Partnership ("WHLP"), is
anticipated to close in the second quarter of this year. WHLP is the sole
limited partner of The Westin St. Francis Limited Partnership.
In this document, WHLP has included certain "forward looking
statements" within the meaning of the Private Securities Litigation Reform
Act of 1995. This statement is for the express purpose of availing WHLP of
the protections of such safe harbor with respect to all "forward looking
statements". Factors that could cause actual results to differ materially
from the WHLP's expectations include performance of hotel operations,
financial performance, changes in local or national economic conditions,
failure to meet conditions to the completion of the proposed sale, and other
risks. These factors should be considered in evaluating the "forward looking
statements" and undue reliance should not be placed on such statements.
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ITEM 7 - FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial statements - not applicable.
(b) Pro forma financial information - not applicable.
(c) Exhibits:
10.1 Purchase and Sale Agreement, dated January 18, 2000, between
WHLP and Blackstone.
99.1 Press Release issued by WHLP, dated January 21, 2000
announcing an agreement to sell the Westin St. Francis.
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 hereunto duly authorized.
Dated: February 1, 2000
WESTIN HOTELS LIMITED PARTNERSHIP
By: Westin Realty Corp.,
its General Partner
By: /s/ Alan M. Schnaid
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Alan M. Schnaid,
Vice President
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EXHIBIT INDEX
10.1 Purchase and Sale Agreement, dated January 18, 2000, between WHLP
and Blackstone.
99.1 Press Release issued by WHLP, dated January 21, 2000, announcing an
agreement to sell the Westin St. Francis.