1 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): November 25, 1997 CLUSTER HOUSING PROPERTIES, A California Limited Partnership ---------------------------------------------------------- (Exact name of registrant as specified in its charter) California ---------------------------------------------- (State or other jurisdiction of incorporation) 0-13556 04-2817478 ------------------------- --------------------------------- (Commission File Number) (IRS Employer Identification No.) 5110 Langdale Way, Colorado Springs, CO 80906 ------------------------------------------------------- (Address of principal executive offices) (Zip Code) (Registrant's telephone number, including area code): (719) 527-0544 NA -------------------------------------------------------------- (Former name or former address, if changed since last report) ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS. On November 25, 1997, Cluster Housing Properties, A California Limited Partnership (the "Partnership") sold Villa Sin Vacas, a 72-unit multi-family rental property in Scottsdale, Arizona pursuant to the terms of a Purchase and Sale Agreement and Escrow Instructions (the "Agreement") dated May 6, 1997, as amended. Villa Sin Vacas was sold to Villa Sin Vacas Townhome Ventures Limited Partnership, an Arizona Limited Partnership unaffiliated with the Partnership, the assignee of Capital Management Systems, Inc., a Pennsylvania Corporation. The purchase price for Villa Sin Vacas was $5,040,000, subject to certain customary adjustments. The Partnership repaid first mortgage financing in the amount of $2,396,000 at closing utilizing a portion of proceeds from the sale. 2 ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (a) Financial Statements of Business Acquired. Not Applicable. (b) Pro Forma Financial Information. Not Applicable. (c) Exhibits. 10.1 Purchase and Sale Agreement and Escrow Instructions, dated as of May 6, 1997, as amended. SIGNATURE 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 thereunto duly authorized. CLUSTER HOUSING PROPERTIES, A California Limited Partnership By: GP L'Auberge Communities, L.P., A California Limited Partnership, General Partner By: L'Auberge Communities, Inc., its General Partner By: /s/ STEPHEN B. BOYLE ----------------------------------------- Stephen B. Boyle, President Date: December 8, 1997 -2-