SCHEDULE 14A
(Rule 14a-101)
INFORMATION REQUIRED IN PROXY STATEMENT
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) Securities
Exchange Act of 1934
Filed by the Registrant |_|
Filed by a party other than the Registrant
Check the appropriate box:
[ ] Preliminary Proxy Statement
[ ] Confidential, for Use of the Commission Only
(as permitted by Rule 14a-6(e)(2))
[ ] Definitive Proxy Statement
[X] Definitive Additional Materials
[ ] Soliciting material pursuant to Rule 14a-11(c) or Rule 14a-12
REAL ESTATE ASSOCIATES LIMITED III
(Name of Registrant as Specified in Its Charter)
BOND PURCHASE, L.L.C.
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of filing fee (Check the appropriate box):
[X] No fee required
[ ] Fee computed on table below per Exchange Act Rules 14a-6(i)(4)and 0-11.
(1) Title of each class of securities to which transaction applies:
(2) Aggregate number of securities to which transactions applies:
(3) Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11 (Set forth the amount on which
the filing fee is calculated and state how it was determined.)
(4) Proposed maximum aggregate value of transaction:
(5) Total Fee paid:
[ ] Fee paid previously with preliminary materials
[ ] Check box if any part of the fee is offset as provided by Exchange Act
Rule 0-11(a)(2) and identify the filing for which the offsetting fee
was paid previously. Identify the previous filing by registration
statement number, or the Form or Schedule and the date of its filing.
(1) Amount previously paid:
(2) Form, Schedule or Registration Statement No.:
(3) Filing party:
(4) Date filed:
Bond Purchase, L.L.C.
104 Armour Road
North Kansas City, MO 64116
TO: Real Estate Associates Limited III, Limited Partners
FROM: Bond Purchase, LLC
DATE: April 16, 2001
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We are writing to you as a fellow limited partner in Real Estate Associates
Limited III. You should have previously received a Consent Solicitation
Statement from us requesting your consent to remove NAPICO as our General
Partner. We need your help to remove NAPICO. The greatest problem in removing a
General Partner in a partnership like ours, that has many small investors, is
convincing each of you that your consent is important. We need you to take the
time to consent. Please consider the following track record of NAPICO:
1) In your just received partnership K-1, you were allocated interest
income (Line 4A). Despite not receiving any cash distributions
during 2000, each limited partner is now forced to pay taxes on
this income that has been held by our partnership.
2) NAPICO has refused Bond Purchase, LLC access to the books and
records. We are always concerned when a General Partner refuses to
follow the partnership agreement which provides this right. We
wonder if NAPICO is hiding something.
3) Our partnership has made no distributions since the sale of some of
our assets. We have asked NAPICO repeatedly why no distributions
have been made when our partnership has cash in the bank of
$5,655,763 at 12/31/00. This is almost $1,000 a unit.
4) NAPICO has past legal and SEC problems. Consider:
a) In the Century Hillcreste Partnership, NAPICO was censured by
the SEC for borrowing funds from the partnership's cash balances
and not disclosing this in connection with its periodic public
reporting obligations. b) The current class action lawsuit
against NAPICO which has been certified by the court regarding
our partnership.
5) Despite prohibitions against loans to NAPICO, our partnership had
an account receivable from NAPICO at the end of 1999.
April 16, 2001 Page Two
If New G.P., LLC is elected, we are committed to:
1) Complete review of the books and records. We plan to closely
inspect all related party transactions and sales of partnership
assets made by NAPICO.
2) Start Cash Distributions. We plan to immediately assess cash needs
and distribute as much of the $1,000 a unit as possible. Remember,
Bond Purchase owns almost 5% of the units and our interests are
aligned with the limited partners.
3) Assist the class action lawsuit and look for recoveries of any
damages from NAPICO and their affiliates.
4) Determine how to liquidate the partnership and distribute all
proceeds so that on-going and continuing management fees will not
deplete partnership funds until no assets are left. This would also
eliminate future K-1's and IRS reporting.
If you have already responded, please disregard this request.
Please sign, date and return the enclosed Consent to remove NAPICO as General
Partner and to replace NAPICO with our affiliate New, G.P. as promptly as
possible. If you have any questions, please do not hesitate to contact Bond
Purchase at (816) 303-4500.
(Form of Consent)
Real Estate Associates Limited III
a California Limited Partnership (the "Partnership")
CONSENT OF LIMITED PARTNER
This Consent is Solicited on Behalf of Bond Purchase
The undersigned has received the Consent Solicitation Statement dated March 13,
2001 ("Consent Solicitation Statement") by Bond Purchase, L.L.C., a Missouri
limited liability company ("Bond Purchase."), seeking the approval by written
consent of the following proposals:
(1) the removal of the current general partners, National Partnership
Investments Corp., a California corporation and Coast Housing Investments
Associates, a California limited partnership; and
(2) the continuation of the Partnership and the election of New G.P. as the new
general partner of the Partnership (which is conditioned on the approval of
proposal (1) above).
Each of the undersigned, by signing and returning this Consent, hereby
constitutes and appoints Bond Purchase, acting through its officers and
employees as his or her attorney-in-fact for the purposes of executing any and
all documents and taking any and all actions required under the Partnership
Agreement in connection with this Consent and the Consent Solicitation Statement
or in order to implement an approved proposal; and hereby votes all limited
partnership interests of the Partnership held of record by the undersigned as
follows for the proposals set forth above, subject to the Consent Solicitation
Statement.
Proposal FOR AGAINST ABSTAIN
1. Removal of General Partners [ ] [ ] [ ]
2. Continuation of the Partnership
and election of new general partner,
New G.P. [ ] [ ] [ ]
(Please sign exactly as your name appears on the Partnership's records. Joint
owners should each sign. Attorneys-in-fact, executors, administrators, trustees,
guardians, corporation officers or others acting in representative capacity
should indicate the capacity in which they sign and should give FULL title, and
submit appropriate evidence of authority to execute the Consent)
Dated: _______________, 2001
(Important - please fill in)
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PRINT Registered Name PRINT Registered Name
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Signature Signature
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Telephone Number
PLEASE MARK, SIGN, DATE & PROMPTLY RETURN THIS CONSENT BY APRIL 30, 2001.
THIS CONSENT IS SOLICITED BY BOND PURCHASE. LIMITED PARTNERS WHO RETURN A
SIGNED CONSENT BUT FAIL TO INDICATE THEIR APPROVAL OR DISAPPROVAL AS TO ANY
MATTER WILL BE DEEMED TO HAVE VOTED TO APPROVE SUCH MATTER. THIS CONSENT IS
VALID FROM THE DATE OF ITS EXECUTION UNLESS DULY REVOKED.
REAL ESTATE ASSOCIATES LIMITED III
a California Limited Partnership (the "Partnership")
CONSENT OF LIMITED PARTNER
Deliveries of Consents, properly completed and duly executed, should be
made to Bond Purchase at the address set forth below. A prepaid, return envelope
is included herewith.
Questions and requests for assistance about procedures for consenting
or other matters relating to this Solicitation may be directed to Bond Purchase
at the address and telephone number listed below. Additional copies of this
Consent Solicitation Statement and form of Consent may be obtained from Bond
Purchase as set forth below.
Bond Purchase, L.L.C.
104 Armour Road
North Kansas City, Missouri 64116
(816) 303-4500
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