Bond Purchase, L.L.C.
104 Armour Road
North Kansas City, Missouri 64116
August 2, 2001
Dear Fellow Limited Partner:
We are writing to you again to inform you that our solicitation to remove
NAPICO as the general partner of REAL III and elect our affiliate, NEW G.P. as
the new general partner, unfortunately, must be extended to September 14, 2001.
As you will remember from our earlier communications, we first received the
books and records of the Partnership only a few short weeks ago.
We believe we have uncovered numerous questionable transactions in the
Partnership's books and records we have reviewed to date. Unfortunately, the
order handed down by the Superior Court of the State of California granting us
access to the books and records limits our dissemination of specific information
regarding the Partnership. However, the questionable transactions we have
uncovered are serious enough for us to extend this solicitation until we
complete a comprehensive review of all the documents given to us by NAPICO. We
will use this additional time to complete our review and assess our exposure
should our affiliate be elected as the new general partner.
While under no obligation to provide the REAL III Partnership information
in any format or chronological order, NAPICO delivered more than 100 boxes of
material to us in reverse chronological order. In addition to the REAL III
Partnership documents, many irrelevant documents from the local limited
partnerships over the past 20 years were also included. We are making every
effort possible to rearrange, catalog and review those documents.
NAPICO'S MOST RECENT LAWSUIT
In NAPICO's most recent letter to you dated July 26, 2001, it claims we
conveniently failed to tell you about a lawsuit filed by NAPICO on June 19,
2001, against Mr. Johnson and entities with which he is affiliated. We did not
fail to mention the lawsuit - we believe the claims made in the lawsuit are
absurd and not worthy of discussion. However, since NAPICO chooses to give you
half-truths in an attempt to sway your opinion, we will give you the facts and
let you decide for yourself.
NAPICO is an investor in two partnerships, commonly known as Pineridge and
Quivira, in which affiliates of Mr. Johnson are a general partner. Those
partnerships do indeed hold over $2.2 million that, according to their
respective partnership agreements, is due to be distributed on or before August
30, 2001. We are unaware of any valid reason why NAPICO demanded the early
distribution of those funds that were received on June 11, 2001, and then sued
us 8 days later alleging a violation of the partnership agreements. Apparently,
NAPICO wants its money in a matter of days but expects investors in its
Partnership to wait over three years for their money. We believe this vindictive
and retaliatory lawsuit is baseless and without merit.
We also believe implicit in NAPICO's lawsuit is the underlying fact that
NAPICO is an investor in partnerships that are affiliated with Mr. Johnson.
Clearly, NAPICO had enough trust in Mr. Johnson to invest tens of millions of
dollars in 20 separate partnerships he is affiliated with, and with good reason
- - Mr. Johnson gets results.
When Mr. Johnson began to demand that NAPICO adhere to the REAL III and
REAL VI partnership agreements, NAPICO unleashed what we believe to be a series
of baseless and retaliatory lawsuits. We believe Mr. Johnson's compliance with
the Pineridge and Quivira partnership agreements, and his commitment to adhere
to the REAL III Partnership Agreement are precisely the reasons you should
support Bond Purchase and New G.P.
WE WILL CONTINUE
Due to the overwhelming support we have received from limited partners who
have returned our BLUE consent form, our intention was to terminate this
solicitation and move on to the next phase in our quest to replace NAPICO as the
general partner of REAL III. We ask for your forbearance while we complete our
review of the Partnership's books and records. We appreciate all the support we
have received from limited partners and we hope you will remain steadfast in
your support until September 14, 2001.
If you have executed a valid BLUE consent by marking, dating and signing
exactly as your name appears on the Partnership's registration, including your
title as trustee or corporate officer if appropriate AND HAVE NOT SIGNED A
REVOCATION, you do not need to sign a new BLUE consent form. If you are unsure,
please take this opportunity to mark, sign and date the enclosed BLUE consent
form.
If you have not voted, please take this opportunity to mark, sign, date and
return the enclosed BLUE consent form in the postage paid envelope provided. If
you inadvertently signed a NAPICO consent revocation, you have every right to
change your vote. Properly executing a BLUE consent form to remove NAPICO and
elect New G.P., L.L.C. as the new general partner will replace your prior vote.
Only your latest dated, properly executed consent form will be voted.
If you need additional information, please call N.S. Taylor & Associates,
Inc. who is assisting us with this solicitation. They can be reached toll free
at 1.800.711.8662 and will answer any additional questions you may have.
This letter is being mailed to all unitholders on or about August 2, 2001.
Very Truly Yours,
Bond Purchase, L.L.C.