UNITED STATES

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): July 25, 2013



REAL ESTATE ASSOCIATES LIMITED

(Exact name of registrant as specified in its charter)



California

0-09262

95-3187912

(State or Other Jurisdiction of

(Commission File Number)

(I.R.S. Employer

Incorporation)

 

Identification No.)

 

 

 

 

80 International Drive

Post Office Box 1089

Greenville, South Carolina 29602

 

(Address of Principal Executive Offices, including zip code)

 

 


Registrant’s Telephone Number, Including Area Code:  (864) 239-1000


Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

     ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

     ¨  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

     ¨  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

     ¨  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))








Item 8.01

Completion of Acquisition or Disposition of Assets


Real Estate Associates Limited (the Registrant”) is the general partner and the 99% limited partner of Bethel Towers Dividend Housing Association, a Michigan limited partnership (the “Partnership”).

As previously disclosed, on August 14, 2012, the Partnership entered into a purchase and sale contract to sell its investment property to a third party.   

On July 25, 2013, the Partnership entered into an amendment to its purchase and sale contract, the terms of which, among other things, extended the closing date for the sale of the Partnership’s investment property to December 13, 2013.  The Registrant’s investment in the Partnership was zero as of December 10, 2012, the date on which the Registrant began consolidating its investment in the Partnership in the Registrant’s financial statements.






1






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 hereunto duly authorized.




 

REAL ESTATE ASSOCIATES LIMITED             

 

 

 

 

 

By:

National Partnership Investments, LLC

Corporate General Partner


By:  /s/ Edward Schmidt                      

 

        Edward Schmidt

 

        Director of Reporting



     DATED:  July 31, 2013