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SCHEDULE 14A INFORMATION
PROXY STATEMENT PURSUANT TO SECTION 14(a)
OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. )
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Filed by a Party other than the Registrant [ ]
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[ ] Preliminary Proxy Statement
[ ] Confidential, for Use of the Commission Only (as permitted by
Rule 14a-6(e)(2))
[ ] Definitive Proxy Statement
[ ] Definitive Additional Materials
[X] Soliciting Material Pursuant to 240.14a-11(c) or 240.14a-12
REAL ESTATE ASSOCIATES LIMITED III
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(Name of Registrant as Specified In Its Charter)
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(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
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[ ] Fee paid previously with preliminary materials.
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REAL ESTATE ASSOCIATES LIMITED III
9090 WILSHIRE BOULEVARD
BEVERLY HILLS, CALIFORNIA 90211
CAUTION
May 15, 2001
Dear Limited Partners:
Your General Partners of Real Estate Associates Limited III want to alert
you that an organization controlled by David L. Johnson, Bond Purchase L.L.C.,
has started a consent solicitation in an attempt to seize control of your
Limited Partnership. Mr. Johnson's group will be asking limited partners to sign
consent forms to remove, without cause, your existing General Partners and
replace your experienced Managing General Partner with Mr. Johnson's affiliate,
which has no significant assets, net worth or business history. YOUR GENERAL
PARTNERS ARE UNANIMOUSLY OPPOSED TO THE JOHNSON GROUP'S SOLICITATION.
Your Managing General Partner is preparing consent revocation materials
relating to the Johnson Group's solicitation to clarify the facts and our
position on the issues raised by Mr. Johnson. Our materials will be mailed to
you shortly.
In the meantime, you will most likely be approached by Bond Purchase or
other affiliates of Mr. Johnson, in their attempts to get you to sign their blue
consent card. WE CAUTION YOU AGAINST INADVERTENTLY SIGNING A BLUE CONSENT CARD
FOR THE JOHNSON GROUP OR TAKING ANY OTHER ACTION WHICH MIGHT NOT BE IN YOUR OWN
BEST INTERESTS.
We regret that your Limited Partnership is faced with a disruptive and
costly consent process but we assure you that your General Partners are acting
and will continue to act vigorously to protect your best interests. AGAIN, WE
CAUTION YOU NOT TO SIGN ANY BLUE CONSENT CARD OR OTHER MATERIALS YOU MAY RECEIVE
FROM THE JOHNSON GROUP UNTIL YOU HAVE THE OPPORTUNITY TO REVIEW OUR CONSENT
REVOCATION MATERIALS.
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As further information becomes known we will keep you updated. On behalf
of your General Partners, thank you for your interest and continued support.
Sincerely,
National Partnership Investments Corp.
Managing General Partner
THIS INFORMATION WAS FURNISHED ON BEHALF OF REAL ESTATE ASSOCIATES LIMITED
III BY ITS GENERAL PARTNERS. INFORMATION REGARDING THE PARTICIPANTS IN REAL
ESTATE ASSOCIATES LIMITED III'S CONSENT REVOCATION SOLICITATION AND THEIR
INTEREST IN SUCH SOLICITATION MAY BE OBTAINED BY REVIEWING REAL ESTATE
ASSOCIATES LIMITED III'S PRELIMINARY CONSENT REVOCATION MATERIALS AS FIRST FILED
WITH THE SECURITIES AND EXCHANGE COMMISSION ("SEC") ON MAY 9, 2001 AND AS MAY BE
AMENDED. REAL ESTATE ASSOCIATES LIMITED III WILL SHORTLY BE SENDING YOU
DEFINITIVE CONSENT REVOCATION MATERIALS WHICH YOU SHOULD READ AS THEY CONTAIN
IMPORTANT INFORMATION. YOU MAY OBTAIN A COPY OF REAL ESTATE ASSOCIATES LIMITED
III'S PRELIMINARY CONSENT REVOCATION MATERIALS FILED ON FORM PREC14A AND, WHEN
FILED, OUR DEFINITIVE CONSENT REVOCATION MATERIALS, FREE OF CHARGE AT THE SEC'S
WEB SITE AT HTTP://WWW.SEC.GOV. REAL ESTATE ASSOCIATES LIMITED III WILL ALSO
PROVIDE YOU WITH A COPY OF ITS MATERIALS WITHOUT CHARGE. PLEASE CONTACT D.F.
KING AT THE TOLL-FREE NUMBER PROVIDED BELOW.
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IF YOU HAVE ANY QUESTIONS OR NEED ASSISTANCE, PLEASE CALL D.F. KING & CO., INC.,
WHICH IS ASSISTING US IN THIS MATTER, AT 1-800-269-6427.
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