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
(Amendment No. 4)
Filed by the Registrant [ ]
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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:
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(4) Date filed:
AMENDMENT NO. 6
to
SOLICITATION OF CONSENTS
of
LIMITED PARTNERS
of
REAL ESTATE ASSOCIATES
LIMITED III
by
BOND PURCHASE, L.C.C.
July 2, 2001
Bond Purchase, L.L.C., a Missouri limited liability company ("Bond
Purchase"), hereby amends its Solicitation of Consents dated March 13, 2001, as
amended (the "Solicitation"), by which Bond Purchase is seeking the approval by
written consent (the "Consents") of the limited partners (the "Limited
Partners"), of Real Estate Associates Limited III, a California limited
partnership (the "Partnership"), to remove the current general partners and to
continue the Partnership and elect New G.P., L.L.C., ("New G.P."), a Missouri
limited liability company, as the new general partner of the Partnership. New
G.P. is an affiliate of Bond Purchase. The election of New G.P. as a general
partner is conditioned upon the approval of the removal of the current general
partners.
As indicated previously, we have received support from unitholders
representing more than 50% of the outstanding units of REAL III on proposals 1
and 2 -- to remove NAPICO as the general partner and elect NEW G.P. as the new
general partner. However, without the benefit of knowing how many unitholders
may have inadvertently signed a revocation, we are continuing to solicit
unitholders to increase our margin of support and have extended the solicitation
period to July 31, 2001. Based on conversations with many unitholders, we
believe we are very close to obtaining this margin of support. While reserving
the right to extend further this solicitation for unforeseen extraordinary
reasons, it is our intention that this solicitation will terminate on July 31,
2001.
In addition, as a further step to taking immediate, positive steps toward
liquidating the Partnership, we have decided to move up the date by which we
earlier indicated that we would attempt to liquidate the Partnership from
January 1, 2006. As a result, we intend to obtain the Limited Partners' consent
to amend the Partnership Agreement to provide that the Partnership be liquidated
on or before December 31, 2004 (the Partnership Agreement currently provides
that the Partnership does not have to be liquidated until the year 2032);
As provided above, the solicitation of Consents is hereby extended to 11:59
p.m. Central Standard Time on the earlier to occur of the following dates (the
"Expiration Date"): (i) July 31, 2001 or such later date to which Bond Purchase
determines to extend the solicitation, and (ii) the date the required Consents
are received. Bond Purchase reserves the right to extend this solicitation of
Consents on a daily basis or for such period or periods as it may determine in
its sole discretion from time to time. Any such extension will be followed as
promptly as practicable by notice thereof by press release or by written notice
to the Limited Partners. During any extension of this solicitation of Consents,
all Consents delivered to Bond Purchase will remain effective, unless validly
revoked prior to the Expiration Date.
The Consents are solicited upon the terms and subject to the conditions of
the original Solicitation of Consents dated March 13, 2001, as amended, and the
accompanying form of Consent. This Amendment No. 6 and the accompanying form of
Consent of Limited Partners are first being mailed to Limited Partners on or
about July 2, 2001.
CONSENTS SHOULD BE DELIVERED TO BOND PURCHASE AND NOT TO THE PARTNERSHIP.
THE SECURITIES AND EXCHANGE COMMISSION HAS NOT PASSED UPON THE ACCURACY OR
ADEQUACY OF THE INFORMATION CONTAINED IN THIS DOCUMENT. ANY REPRESENTATION TO
THE CONTRARY IS UNLAWFUL.
THIS SOLICITATION OF CONSENTS EXPIRES NO LATER THAN 11:59 P.M. CENTRAL STANDARD
TIME ON THURSDAY, JULY 31, 2001, UNLESS EXTENDED.
(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, L.L.C.
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.
The undersigned has received the Consent Solicitation Statement dated March 13,
2001 as amended July 2, 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)
[Limited Partner Name,
address and units held]
___________________________________Signature/Title
___________________________________Signature/Title
__________________________________Telephone Number