-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Lg9N29AQDGrRQQXxK7aV8tFJ39AczguPZf3zTcOCaTtSxdbt6vlgVTL1TW2vfseU C2CpZX7hSoi3u2ZESGyKmg== 0000928385-96-000615.txt : 19960522 0000928385-96-000615.hdr.sgml : 19960522 ACCESSION NUMBER: 0000928385-96-000615 CONFORMED SUBMISSION TYPE: SC 14D1/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 19960521 SROS: NYSE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: BALCOR COLONIAL STORAGE INCOME FUND 86 CENTRAL INDEX KEY: 0000795748 STANDARD INDUSTRIAL CLASSIFICATION: TRUCKING & COURIER SERVICES (NO AIR) [4210] IRS NUMBER: 363435425 STATE OF INCORPORATION: IL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 14D1/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-44689 FILM NUMBER: 96570494 BUSINESS ADDRESS: STREET 1: 4381 GREEN OAKS BLVD WEST STREET 2: SUITE 100 CITY: ARLINGTON STATE: TX ZIP: 76016 BUSINESS PHONE: 817-561-0100 MAIL ADDRESS: STREET 1: 4381 GREEN OAKS BLVD WEST STREET 2: SUITE 100 CITY: ARLINGTON STATE: TX ZIP: 76016 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: PUBLIC STORAGE INC /CA CENTRAL INDEX KEY: 0000318380 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 953551121 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 14D1/A BUSINESS ADDRESS: STREET 1: 600 N BRAND BLVD STREET 2: SUITE 300 CITY: GLENDALE STATE: CA ZIP: 91203 BUSINESS PHONE: 8182448080 FORMER COMPANY: FORMER CONFORMED NAME: STORAGE EQUITIES INC DATE OF NAME CHANGE: 19920703 SC 14D1/A 1 SCHEDULE 14D-1/A AMENDMENT #2 ================================================================================ SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 -------------------- SCHEDULE 14D-1/A Tender Offer Statement Pursuant To Section 14(d)(1) of the Securities Exchange Act of 1934 (Amendment No. 2) -------------------- BALCOR/COLONIAL STORAGE INCOME FUND - 86, AN ILLINOIS LIMITED PARTNERSHIP (Name of Subject Company) PUBLIC STORAGE, INC. (Bidder) -------------------- Interests in Limited Partnership (Title of Class of Securities) -------------------- NONE (CUSIP Number of Class of Securities) -------------------- DAVID B.H. MARTIN, JR. Hogan & Hartson L.L.P. Columbia Square 555 Thirteenth Street, N.W. Washington, D.C. 20004-1109 (202) 637-5600 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications on Behalf of Bidder) -------------------- CALCULATION OF REGISTRATION FEE
------------------------------------------------- Transaction Valuation * Amount of Filing Fee ------------------------------------------------- $26,000,000 $5,200 -------------------------------------------------
* This Amended Tender Offer Statement on Schedule 14D-1/A is being filed in connection with an amended Offer made by Public Storage, Inc. to acquire up to 100,000 of the outstanding Limited Partnership interests in Balcor/Colonial Storage Income Fund - 86, an Illinois Limited Partnership. The total value of the transaction was estimated solely for purposes of calculating the filing fee. /x/ Check box if any part of the fee is offset as provided by Rule 0- 11(a)(2) and identify the filing with which the offsetting fee was previously paid. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. Amount Previously Paid: $3,696; $1,504 Form or Registration No.: Schedule 14D-1; Schedule 14D-1/A, Amendment No. 1 Filing Party: Public Storage, Inc. Date Filed: April 15, 1996; May 7, 1996 1) Name of Reporting Person: Public Storage, Inc. S.S. or I.R.S. Identification No. of Above Person: 95-355121 2) Check the Appropriate Box if a Member of a Group (See Instructions) / / (a) ----------------------------------------------------------- / / (b) ----------------------------------------------------------- 3) SEC Use Only ------------------------------------------------------- 4) Sources of Funds (See Instructions): WC 5) / / Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(e) or 2(f). 6) Citizenship or Place of Organization: California 7) Aggregate Amount Beneficially Owned by Each Reporting Person: 20,141.678 Limited Partnership interests. 8) / / Check if the Aggregate Amount in Row 7 Excludes Certain Shares (See Instructions). 9) Percent of Class Represented by Amount in Row 7: 7.8% 10) Type of Reporting Person (See Instructions): CO -2- The Statement on Schedule 14D-1 dated April 15, 1996 (the "Schedule 14D-1") as amended by the Statement on Schedule 14D-1/A, Amendment No. 1 dated May 7, 1996 ("Amendment No. 1") relating to the Company's offer to purchase limited partnership interests in Balcor/Colonial Storage Income Fund - 86 (the "Partnership") is amended by this Amendment No. 2 as set forth below. Capitalized terms that are not defined herein have the meanings assigned to those terms in the Schedule 14D-1. Item 6. Interest in Securities of the Subject Company. ---------------------------------------------- (b) The Company has purchased 10,814 Interests from Everest Storage Investors, LLC for $240 per Interest pursuant to the Everest Agreement. The Company expects to purchase an additional 160 Interests pursuant to the Everest Agreement in the near future. Item 10. Additional Information. ----------------------- (f) The Letter to Interest Holders dated May 17, 1996 attached hereto as Exhibit (a) is incorporated herein by reference in its entirety. Item 11. Material to be filed as Exhibits. --------------------------------- See Exhibit Index contained herein. -3- SIGNATURE --------- After reasonable inquiry and to the best of its knowledge and belief, the undersigned certifies that the information set forth in this statement is true, correct and complete. Dated: May 20, 1996 PUBLIC STORAGE, INC. By: /s/ Harvey Lenkin --------------------------------- Harvey Lenkin President -4- Exhibit Index ------------- Exhibit No. (1) Letter to Interest Holders dated May 17, 1996. (b) Not applicable. (c) Not applicable. (d) Not applicable. (e) Not applicable. (f) Not applicable. -5- EX-1 2 EXHIBIT 1 [PUBLIC STORAGE, INC. LETTERHEAD] May 17, 1996 Re: Tender Offer for Interests in Balcor/Colonial Storage Income Fund 86 and Solicitation of Votes Dear Interest Holder: On May 8, 1996, we advised you to vote AGAINST the sale of our Partnership's properties to Storage Trust Properties, L.P. because the sale does not maximize the return on our investment. We believe our view is supported by subsequent developments. The General Partners have reported that U-Haul made an offer to purchase the properties for $69 million (about $2 million more than the proposed sale to Storage Trust). U-Haul's offer has apparently been withdrawn after discussions with Storage Trust, but we believe it still supports our view that the properties should not be sold to Storage Trust for $67.1 million. --- We believe that limited partners who desire liquidity have a better alternative under our Offer to purchase your Interests (subject to proration) at $260 per Interest than under the proposed sale with its lower liquidating distribution. Based on the number of Interests that have been tendered to date, we do not believe our Offer will be over-subscribed. We are seeking 100,000 Interests and to date only 14,083 Interests have been tendered. We are extending the period of time for which the Offer is open until 5:00 p.m., New York City time, on May 24, 1996. Our obligation to purchase validly tendered Interests is conditioned on the holders of at least 75% of the Interests tendered voting "Abstain" or "Against" the proposed sale of the properties. IF YOU WISH TO SELL YOUR INTERESTS FOR $260 EACH, PLEASE COMPLETE THE ENCLOSED LETTER OF TRANSMITTAL, MARK THE FORM OF CONSENT "ABSTAIN" OR "AGAINST" THE PROPOSED SALE OF THE PROPERTIES AND RETURN THE LETTER OF TRANSMITTAL TO THE FIRST NATIONAL BANK OF BOSTON AS SOON AS POSSIBLE IN THE POSTAGE-PAID ENVELOPE PROVIDED OR BY FACSIMILE AT (617) 575-2233. IF YOU DO NOT WISH TO SELL YOUR INTERESTS AND HAVE ALREADY VOTED IN FAVOR OF THE PROPOSED SALE OF THE PROPERTIES, WE URGE YOU TO RETURN THE ENCLOSED WHITE NOTICE OF REVOCATION TO THE FIRST NATIONAL BANK OF BOSTON AS SOON AS POSSIBLE IN THE ENVELOPE PROVIDED OR BY FACSIMILE AT (617) 575-2233. We thank you for your consideration and prompt attention to this matter. Very truly yours, PUBLIC STORAGE, INC. By: /s/ Harvey Lenkin --------------------------------------- Harvey Lenkin President NOTICE OF REVOCATION The undersigned, a Limited Partner of the Partnership, hereby revokes any previously executed Consents relating to the sale of the properties of Balcor/Colonial Storage Income Fund - 86. - ----------------------------------- -------------------------------- Registered owner name (please print) Signature - ----------------------------------- -------------------------------- Registered owner name (continued) Date - ----------------------------------- -------------------------------- Registered owner address Signature, if held jointly - ----------------------------------- -------------------------------- Registered owner city, state, zip Date - ----------------------------------- Signature of Custodian or Trustee (Required for all Custodial Accounts) When limited partnership interest(s) are held by joint tenants, both joint tenants should sign. When signing as attorney, executor, administrator, trustee or guardian, please give full title as such. When the limited partnership interest(s) are held of record by tax-exempt Limited Partner, the signature of the custodian or trustee is also required. If a corporation, please have signed in full corporate name by the president or other authorized officer. If a partnership, please have signed in partnership name by an authorized person. LETTER OF TRANSMITTAL (With Form of Consent) To Purchase Limited Partnership Interests of Balcor/Colonial Storage Income Fund - 86, an Illinois limited partnership Pursuant to the Offer to Purchase dated April 15, 1996, as amended May 8, 1996 of Public Storage, Inc. - -------------------------------------------------------------------------------- DESCRIPTION OF INTERESTS TENDERED Name and Address of Registered Holder Number of Interests Tendered - ------------------------------------- ---------------------------- ---------------------------* * Unless otherwise indicated, it will be assumed that all Interests held by the registered holder are being tendered. - -------------------------------------------------------------------------------- THIS OFFER WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON MAY 22, 1996, UNLESS EXTENDED. INTERESTS TENDERED PURSUANT TO THIS OFFER MAY BE WITHDRAWN AT ANY TIME PRIOR TO THE EXPIRATION OF THIS OFFER. This Letter of Transmittal is to be executed and returned to The First National Bank of Boston (the "Depositary") at one of the following addresses: By Mail By Hand By Overnight Courier For Information The First National Bank of BancBoston Trust The First National Bank of The First National Bank of Boston Company of New York Boston Boston Shareholder Services 55 Broadway Corporate Agency & Shareholder Services P.O. Box 1872 3rd Floor Reorganization (617) 575-3120 Mail Stop 45-01-19 New York, NY 10006 150 Royall Street Boston, MA 02105 Mail Stop 45-01-19 Canton, MA 02021
Delivery of this instrument to an address other than as set forth above will not constitute a valid delivery. The accompanying instructions should be read carefully before this Letter of Transmittal is completed. PLEASE READ THE ACCOMPANYING INSTRUCTIONS CAREFULLY Tender of Interests ------------------- The undersigned hereby tenders to Public Storage, Inc., a California corporation (the "Company"), the above-described limited partnership interests (the "Interests") of Balcor/Colonial Storage Income Fund - 86, an Illinois limited partnership (the "Partnership"), for $260 per Interest in cash in accordance with the terms and subject to the conditions of the Company's Offer to Purchase dated April 15, 1996, as amended May 8, 1996 (the "Offer to Purchase"), and in this Letter of Transmittal (which together with the Offer to Purchase and any supplements or amendments constitutes the "Offer"). The undersigned hereby acknowledges receipt of the Offer to Purchase. Capitalized terms used but not defined herein have the respective meanings assigned in the Offer to Purchase. Subject to, and effective upon, acceptance for payment of the Interests tendered hereby in accordance with the terms and subject to the conditions of the Offer, the undersigned hereby sells, assigns, transfers, conveys and delivers to the Company, all right, title and interest in and to such Interests tendered hereby and accepted for payment pursuant to the Offer and any and all non-cash distributions, other Interests or other securities issued or issuable in respect thereof on or after April 15, 1996 including, without limitation, all rights in and claims to any Partnership profits and losses, voting rights, rights to be substituted as a Limited Partner of the Partnership and other benefits of any nature whatsoever distributable or allocable to each such tendered Interest under the Partnership Agreement. The undersigned hereby appoints the Depositary the true and lawful agent and attorney-in-fact of the undersigned with respect to such Interests and (and any and all non-cash distributions, other Interests or securities issued or issuable in respect thereof on or after April 15, 1996), with full power of substitution (such power of attorney being deemed to be an irrevocable power coupled with an interest), to (a) transfer ownership of such Interests (and any such non-cash distributions, other Interests or securities), to or upon the order of the Company, (b) present such Interests (and any such non-cash distributions, other Interests or securities) for transfer on the books of the Partnership and (c) receive all benefits and otherwise exercise all rights of beneficial ownership of such Interests (and any such non-cash distributions, other Interests or securities), all in accordance with the terms of the Offer. The undersigned hereby represents and warrants that the undersigned (i) has received and reviewed the Offer to Purchase and (ii) has full power and authority to sell, assign, transfer, convey and deliver the Interests tendered hereby (and any and all non-cash distributions, other Interests or securities issued or issuable in respect thereof on or after April 15, 1996) and that when the same are accepted for payment by the Company, the Company will acquire good, marketable and unencumbered title thereto, free and clear of all liens, restrictions, charges and encumbrances, and the same will not be subject to any adverse claim. The undersigned, upon request, will execute and deliver any additional documents deemed by the Depositary or the Company to be necessary or desirable to complete the sale, assignment, transfer, conveyance and delivery of the Interests tendered hereby and any and all non-cash distributions, other Interests or other securities issued or issuable in respect of such Interests on or after April 15, 1996. In addition, the undersigned shall promptly remit and transfer to the Depositary for the account of the Company any and all non-cash distributions, other Interests or other securities issued to the undersigned on or after April 15, 1996 in respect of the Interests tendered hereby, accompanied by appropriate documentation of transfer, and pending such remittance or appropriate assurance thereof, the Company shall be entitled to all rights and privileges as owner of any such non-cash distributions, other Interests or other securities and may withhold the entire consideration or deduct from the consideration the amount of value thereof as determined by the Company, in its sole discretion. The undersigned understands that under certain circumstances set forth in the Offer, and subject to the applicable rules of the Securities and Exchange Commission, the Company may not be required to accept for payment any of the tendered Interests. In such event, the undersigned understands that any Letter of Transmittal for Interests not accepted for payment will be destroyed by the Company. The undersigned understands that, if proration is required pursuant to the terms of the Offer, the Company will accept for payment from among those Interests validly tendered prior to or on the Expiration Date and not properly withdrawn, the maximum number of Interests permitted pursuant to the Offer on a pro rata basis, with adjustments to avoid purchases of prorated fractional Interests. The undersigned hereby irrevocably constitutes and appoints the Company and any designee of the Company as the true and lawful attorney-in-fact and proxy of the undersigned with respect to such Interests with full power of substitution, to vote, in such manner as each such attorney and proxy or his substitute shall, in his sole discretion, deem proper, and otherwise act (including pursuant to written consent) with respect to all of the Interests tendered hereby which have been accepted for payment by the Company prior to the time of such vote or action (and any and all non-cash distributions, other Interests or securities issued or issuable in respect thereof on or after April 15, 1996), which the undersigned is entitled to vote, at any meeting (whether annual or special and whether or not an adjourned meeting) of Limited Partners of the Partnership, or with respect to which the undersigned is empowered to act in connection with action by written consent in lieu of any such meeting or otherwise. This proxy and power of attorney is coupled with an interest in the Interests tendered hereby, is irrevocable and is granted in consideration of, and is effective upon, the acceptance for payment of such Interests by the Company in accordance with the terms of the Offer. Such acceptance for payment shall revoke any other proxy granted by the undersigned at any time with respect to such Interests (and any such non-cash distributions, other Interests or securities), other than the consent granted to the Company below, and other than the irrevocable proxy granted to the General Partners pursuant to Article XXI of the Partnership Agreement, and no subsequent proxies will be given (and if given will be deemed not to be effective) with respect thereto by the undersigned. The undersigned understands that tenders of Interests pursuant to the procedures described in the Offer and in the instructions hereto will constitute a binding agreement between the undersigned and the Company upon the terms and subject to the conditions of the Offer. All authority herein conferred or agreed to be conferred shall survive the death or incapacity of the undersigned hereunder shall be binding upon the heirs, executors, administrators, legal and personal representatives, successors and assigns of the undersigned. This tender is irrevocable except as stated in the Offer, however, Interests tendered pursuant to the Offer may be withdrawn at any time prior to the Expiration Date. The undersigned hereby certifies, under penalties of perjury, that (1) the number shown on this form below the undersigned's signature is my correct Taxpayer Identification Number and (2) I am not subject to backup withholding either (a) because I have not been notified by the Internal Revenue Service (the "IRS") that I am subject to backup withholding as a result of a failure to report all interest or dividends, (b) the IRS has notified me that I am no longer subject to backup withholding, or (c) I am exempt from backup withholding. The undersigned hereby also certifies, under penalties of perjury, that the undersigned, if an individual, is not a nonresident alien for purposes of U.S. income taxation, and if not an individual, is not a foreign corporation, foreign partnership, foreign trust, or foreign estate (as those terms are defined in the Code and Income Tax Regulations). The undersigned understands that this certification may be disclosed to the IRS by the Company and that any false statements contained herein could be punished by fine, imprisonment, or both. Please issue the payment for the Interests in the name(s) of the undersigned. Similarly, unless otherwise indicated under "Special Mailing Instructions," please mail the payment (and accompanying documents, as appropriate) to the undersigned at the registered address. In the event that the "Special Mailing Instructions" are completed, please deliver the payment to the registered holder(s) at the address so indicated. ANY INTEREST HOLDER WHO DESIRES TO TENDER HIS OR HER INTERESTS BUT IS UNABLE TO CERTIFY ANY OF THE STATEMENTS SET FORTH ABOVE SHOULD CONTACT THE COMPANY AT (800) 421-2856 OR (818) 244-8080 FOR FURTHER INSTRUCTIONS. Solicitation of Vote Regarding Proposed Sale of Partnership Assets ------------------------------------------------------------------ The undersigned hereby consents with respect to all Interests held of record by the undersigned on April 1, l996, to the following action regarding the proposal to approve the sale of substantially all of the assets of the Partnership as described in the Consent Solicitation of Limited Partners dated April 29, 1996 and disseminated to Interest Holders by the Partnership (the "Partnership's Consent Solicitation"). The undersigned hereby acknowledges the receipt of the Partnership's Consent Solicitation and the Offer to Purchase and revokes any other previously given proxy or consent other than the irrevocable proxy granted to the General Partners pursuant to Article XXI of the Partnership Agreement. -2- - -------------------------------------------------------------------------------- TENDER OF INTERESTS IN OFFER AND GRANT OF CONSENT REGARDING PROPOSED SALE OF PARTNERSHIP ASSETS I. TENDER OF INTERESTS The undersigned tenders Interests in the Offer on the terms described above. II. GRANT OF CONSENT THIS CONSENT IS BEING SOLICITED ON BEHALF OF PUBLIC STORAGE, INC. (THE "COMPANY"). The undersigned, a Limited Partner of the Partnership, hereby votes all Interests held of record by the undersigned on April 1, l996, as follows by checking the appropriate blank below in blue or black ink: Proposal to approve the sale of substantially all of the assets of the Partnership as described in the Consent Solicitation of Limited Partners dated April 29, 1996. ______ For ______ Against ______ Abstain IN THE ABSENCE OF SPECIFIED INSTRUCTIONS, SIGNED CONSENTS WILL BE VOTED AGAINST THE PROPOSAL SET FORTH ABOVE. III. SIGNATURE(S) When the Interests are held by joint tenants, both joint tenants should sign. When the Interests are held of record by a tax-exempt Interest Holder, the signature of the custodian for trustee is also required. Signature(s) ___________________________________________________________________ ___________________________________________________________________ Social Security or Taxpayer Identification Number ______________________________ Date _______________________________ (________) _______________________ Telephone number (Must be signed by registered holder(s) as name(s) appear(s) under registration above. If signature is by trustees, executors, administrators, guardians, attorneys-in-fact, agents, officers of corporations or partnerships or others acting in a fiduciary or representative capacity, please provide the following information. See Instruction 3.) Name ___________________________________________________________________________ ___________________________________________________________________________ (Please print) Capacity (full title) __________________________________________________________ Address ________________________________________________________________________ Zip Code ________________________________________________________________________________ - ------------------------------------------------------------------------------- - ------------------------------------------------------------------------------- SPECIAL MAILING INSTRUCTIONS To be completed ONLY if payment is to be issued to the registered holders(s) but mailed to OTHER than the address of record. (See Instruction 5.) Mail payment to: Name ___________________________________________________________________________ (Must be same as registered holder(s)) Address ________________________________________________________________________ (Please print) ________________________________________________________________________ Zip Code - -------------------------------------------------------------------------------- -3- INSTRUCTIONS Forming Part of the Terms and Conditions of the Offer 1. DELIVERY OF LETTER OF TRANSMITTAL. A properly completed and duly executed Letter of Transmittal and any other documents required by this Letter of Transmittal must be received by the Depositary at its address set forth herein on or prior to May 22, 1996, unless extended. The method of delivery of this Letter of Transmittal and all other required documents is at the option and risk of the tendering Interest Holder, and the delivery will be deemed made only when actually received by the Depositary. If delivery is by mail, registered mail with return receipt requested, properly insured, is recommended. In all cases, sufficient time should be allowed to assure timely delivery. No alternative, conditional or contingent tenders will be accepted. All tendering Interest Holders, by execution of this Letter of Transmittal, waive any right to receive any notice of the acceptance of their Interests for payment. 2. PARTIAL TENDERS. If fewer than all the Interests held by an Interest Holder are to be tendered, fill in the number of Interests which are to be tendered in the section entitled "Number of Interests Tendered." All Interests held by an Interest Holder will be deemed to have been tendered unless otherwise indicated. 3. SIGNATURES ON LETTER OF TRANSMITTAL. (a) If this Letter of Transmittal is signed by the registered holder(s) of the Interests, the signature(s) must correspond exactly with the Interest Holder's registration. (b) If any of the Interests are owned of record by two or more joint owners, all such owners must sign this Letter of Transmittal. (c) If any Interests are registered in different names, it will be necessary to complete, sign and submit as many separate Letters of Transmittal as there are different registrations. (d) If this Letter of Transmittal is signed by a trustee, executor, administrator, guardian, attorney-in-fact, officer of a corporation or partnership or other person acting in a fiduciary or representative capacity, such person should so indicate when signing, and if requested, proper evidence satisfactory to the Company of such person's authority so to act must be submitted. 4. TRANSFER TAXES. Except as set forth in this Instruction 4, the Company will pay or cause to be paid any transfer taxes with respect to the transfer and sale of Interests to it pursuant to the Offer. If payment of the Offer Price is to be made to any person other than the registered holder, the amount of any transfer taxes (whether imposed on the registered holder or such other person) payable on account of the transfer to such person will be deducted from the Offer Price unless satisfactory evidence of the payment of such taxes or exemption therefrom is submitted. 5. SPECIAL MAILING INSTRUCTIONS. If payment for the Interests is to be issued to the registered holder(s) but mailed to other than the address of record, the section entitled "Special Mailing Instructions" must be completed. 6. REQUESTS FOR ASSISTANCE OR ADDITIONAL COPIES. Requests for assistance may be directed to, or additional copies of the Offer to Purchase and this Letter of Transmittal may be obtained from, the Company or the Soliciting Agent at their respective telephone numbers set forth below. 7. IRREGULARITIES. All questions as to the validity, form, eligibility (including time of receipt) and acceptance of any tender of Interests will be determined by the Company, in its sole discretion, and its determination shall be final and binding. The Company reserves the absolute right to reject any or all tenders of any particular Interests (i) determined by it not to be in the appropriate form or (ii) the acceptance for purchase of Interests which may, in the opinion of the Company's counsel, be unlawful. IMPORTANT. This Letter of Transmittal, together with all other required documents, must be received by the Depositary on or prior to May 22, 1996, unless extended. THE DEPOSITARY: THE SOLICITING AGENT: THE COMPANY: THE FIRST NATIONAL BANK OF BOSTON CHRISTOPHER WEIL & COMPANY PUBLIC STORAGE, INC. Shareholder Services (800) 478-2605 Investor Services Department P.O. Box 1872 (800) 421-2856 Mail Stop 45-01-19 (818) 244-8080 Boston, Massachusetts 02105 (617) 575-3120
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