SC 13D 1 body.htm PARK GP SC 13D 08-15-2005 Park GP SC 13D 08-15-2005 (Park)


Securities and Exchange Commission,
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No.___)*


Boston Financial Qualified Housing Tax Credits L.P. IV
(Name of Issuer)


Limited Partnership Units
(Title of Class of Securities)


Not Applicable
(CUSIP Number)


Scott M. Herpich
LATHROP & GAGE L.C.
2345 Grand Avenue, Suite 2800
Kansas City, Missouri 64108-2684
(816) 292-2000
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)


8/15/05
(Date of Event Which Requires Filing of This Statement)


If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of § 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. o

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent.

*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
 



 
 
 
(1) Names of reporting Persons; I.R.S. Identification Nos. of Above Persons (entities only)
 
Park G.P., Inc.
43-1838322
       
(2) Check the appropriate box if a member of a Group (See Instructions)
 
(a) o
(b) o
 
       
(3) SEC Use Only
 
 
       
(4) Source of Funds (See Instructions)
 
WC
       
(5) Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) o
       
(6) Citizenship or Place of Organization
 
United States.
       
       
Number of Shares
(7)
Sole Voting Power
55 Units
Beneficially
     
Owned by Each
(8)
Shared Voting Power
 
Reporting
     
Person
(9)
Sole Dispositive Power
55 Units
With
     
 
(10)
Shared Dispositive Power
 
       
       
(11) Aggregate Amount Beneficially Owned by Each Reporting Person
     
55 Units
 
(12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o
       
(13) Percent of Class Represented by Amount in Row (11)
0.08%
         
(14) Type of Reporting Person (See Instructions)
CO
 
 
2

 
 
 
(1) Names of reporting Persons; I.R.S. Identification Nos. of Above Persons (entities only)
 
Bond Purchase, L.L.C.
43-1727861
       
(2) Check the appropriate box if a member of a Group (See Instructions)
 
(a) o
(b) o
 
       
(3) SEC Use Only
 
 
       
(4) Source of Funds (See Instructions)
 
WC; BK
       
(5) Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) o
       
(6) Citizenship or Place of Organization
 
Missouri.
       
       
Number of Shares
(7)
Sole Voting Power
 
Beneficially
     
Owned by Each
(8)
Shared Voting Power
10,818.5 Units
Reporting
     
Person
(9)
Sole Dispositive Power
 
With
     
 
(10)
Shared Dispositive Power
10,818.5 Units
       
       
(11) Aggregate Amount Beneficially Owned by Each Reporting Person
     
10,818.5 Units
 
(12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o
       
(13) Percent of Class Represented by Amount in Row (11)
15.9%
         
(14) Type of Reporting Person (See Instructions)
OO
 
 
3

 
 
 
(1) Names of reporting Persons; I.R.S. Identification Nos. of Above Persons (entities only)
 
Paco Development, L.L.C.
05-0578540
       
(2) Check the appropriate box if a member of a Group (See Instructions)
 
(a) o
(b) o
 
       
(3) SEC Use Only
 
 
       
(4) Source of Funds (See Instructions)
 
WC
       
(5) Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) o
       
(6) Citizenship or Place of Organization
 
United States.
       
       
Number of Shares
(7)
Sole Voting Power
1,514 Units
Beneficially
     
Owned by Each
(8)
Shared Voting Power
 
Reporting
     
Person
(9)
Sole Dispositive Power
1,514 Units
With
     
 
(10)
Shared Dispositive Power
 
       
       
(11) Aggregate Amount Beneficially Owned by Each Reporting Person
     
1,514 Units
 
(12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o
       
(13) Percent of Class Represented by Amount in Row (11)
2.2%
         
(14) Type of Reporting Person (See Instructions)
OO
 
 
4

 
 
 
(1) Names of reporting Persons; I.R.S. Identification Nos. of Above Persons (entities only)
 
Anise, L.L.C.
04-3044617
       
(2) Check the appropriate box if a member of a Group (See Instructions)
 
(a) o
(b) o
 
       
(3) SEC Use Only
 
 
       
(4) Source of Funds (See Instructions)
 
WC
       
(5) Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) o
       
(6) Citizenship or Place of Organization
 
United States.
       
       
Number of Shares
(7)
Sole Voting Power
 
Beneficially
     
Owned by Each
(8)
Shared Voting Power
2,319 Units
Reporting
     
Person
(9)
Sole Dispositive Power
 
With
     
 
(10)
Shared Dispositive Power
2,319 Units
       
       
(11) Aggregate Amount Beneficially Owned by Each Reporting Person
     
2,319 Units
 
(12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o
       
(13) Percent of Class Represented by Amount in Row (11)
3.4%
         
(14) Type of Reporting Person (See Instructions)
OO
 
 
5

 
 
 
(1) Names of reporting Persons; I.R.S. Identification Nos. of Above Persons (entities only)
 
SLCas, L.L.C.
20-1027865
       
(2) Check the appropriate box if a member of a Group (See Instructions)
 
(a) o
(b) o
 
       
(3) SEC Use Only
 
 
       
(4) Source of Funds (See Instructions)
 
AF
       
(5) Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) o
       
(6) Citizenship or Place of Organization
 
United States.
       
       
Number of Shares
(7)
Sole Voting Power
1,569 Units
Beneficially
     
Owned by Each
(8)
Shared Voting Power
 
Reporting
     
Person
(9)
Sole Dispositive Power
1,569 Units
With
     
 
(10)
Shared Dispositive Power
 
       
       
(11) Aggregate Amount Beneficially Owned by Each Reporting Person
     
1,569 Units
 
(12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o
       
(13) Percent of Class Represented by Amount in Row (11)
2.3%
         
(14) Type of Reporting Person (See Instructions)
OO
 
 
6

 
 
 
(1) Names of reporting Persons; I.R.S. Identification Nos. of Above Persons (entities only)
 
David L. Johnson
       
(2) Check the appropriate box if a member of a Group (See Instructions)
 
(a) o
(b) o
 
       
(3) SEC Use Only
 
 
       
(4) Source of Funds (See Instructions)
 
AF
       
(5) Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) o
       
(6) Citizenship or Place of Organization
 
United States.
       
       
Number of Shares
(7)
Sole Voting Power
 
Beneficially
     
Owned by Each
(8)
Shared Voting Power
12,387.5 Units
Reporting
     
Person
(9)
Sole Dispositive Power
 
With
     
 
(10)
Shared Dispositive Power
12,387.5 Units
       
       
(11) Aggregate Amount Beneficially Owned by Each Reporting Person
     
12,387.5 Units
 
(12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o
       
(13) Percent of Class Represented by Amount in Row (11)
18.2%
         
(14) Type of Reporting Person (See Instructions)
IN
 
 
7

 
 
 
(1) Names of reporting Persons; I.R.S. Identification Nos. of Above Persons (entities only)
 
Sandra L. Castetter
       
(2) Check the appropriate box if a member of a Group (See Instructions)
 
(a) o
(b) o
 
       
(3) SEC Use Only
 
 
       
(4) Source of Funds (See Instructions)
 
AF
       
(5) Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) o
       
(6) Citizenship or Place of Organization
 
United States.
       
       
Number of Shares
(7)
Sole Voting Power
 
Beneficially
     
Owned by Each
(8)
Shared Voting Power
12,387.5 Units
Reporting
     
Person
(9)
Sole Dispositive Power
 
With
     
 
(10)
Shared Dispositive Power
12,387.5 Units
       
       
(11) Aggregate Amount Beneficially Owned by Each Reporting Person
     
12,387.5 Units
 
(12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o
       
(13) Percent of Class Represented by Amount in Row (11)
18.2%
         
(14) Type of Reporting Person (See Instructions)
IN
 
 
8

 
 
 
(1) Names of reporting Persons; I.R.S. Identification Nos. of Above Persons (entities only)
 
Christopher J. Garlich Trust
       
(2) Check the appropriate box if a member of a Group (See Instructions)
 
(a) o
(b) o
 
       
(3) SEC Use Only
 
 
       
(4) Source of Funds (See Instructions)
 
AF
       
(5) Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) o
       
(6) Citizenship or Place of Organization
 
United States.
       
       
Number of Shares
(7)
Sole Voting Power
 
Beneficially
     
Owned by Each
(8)
Shared Voting Power
2,319 Units
Reporting
     
Person
(9)
Sole Dispositive Power
 
With
     
 
(10)
Shared Dispositive Power
2,319 Units
       
       
(11) Aggregate Amount Beneficially Owned by Each Reporting Person
     
2,319 Units
 
(12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o
       
(13) Percent of Class Represented by Amount in Row (11)
3.4%
         
(14) Type of Reporting Person (See Instructions)
IN
 
 
9

 
 
 
(1) Names of reporting Persons; I.R.S. Identification Nos. of Above Persons (entities only)
 
Christopher J. Garlich, as trustee of the Christopher J. Garlich Trust
       
(2) Check the appropriate box if a member of a Group (See Instructions)
 
(a) o
(b) o
 
       
(3) SEC Use Only
 
 
       
(4) Source of Funds (See Instructions)
 
AF
       
(5) Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) o
       
(6) Citizenship or Place of Organization
 
United States.
       
       
Number of Shares
(7)
Sole Voting Power
 
Beneficially
     
Owned by Each
(8)
Shared Voting Power
2,319 Units
Reporting
     
Person
(9)
Sole Dispositive Power
 
With
     
 
(10)
Shared Dispositive Power
2,319 Units
       
       
(11) Aggregate Amount Beneficially Owned by Each Reporting Person
     
2,319 Units
 
(12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o
       
(13) Percent of Class Represented by Amount in Row (11)
3.4%
         
(14) Type of Reporting Person (See Instructions)
IN
 
 
10

 
 
 
(1) Names of reporting Persons; I.R.S. Identification Nos. of Above Persons (entities only)
 
Jose L. Evans
       
(2) Check the appropriate box if a member of a Group (See Instructions)
 
(a) o
(b) o
 
       
(3) SEC Use Only
 
 
       
(4) Source of Funds (See Instructions)
 
AF
       
(5) Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) o
       
(6) Citizenship or Place of Organization
 
United States.
       
       
Number of Shares
(7)
Sole Voting Power
 
Beneficially
     
Owned by Each
(8)
Shared Voting Power
2,319 Units
Reporting
     
Person
(9)
Sole Dispositive Power
 
With
     
 
(10)
Shared Dispositive Power
2,319 Units
       
       
(11) Aggregate Amount Beneficially Owned by Each Reporting Person
     
2,319  Units
 
(12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o
       
(13) Percent of Class Represented by Amount in Row (11)
3.4%
         
(14) Type of Reporting Person (See Instructions)
IN
 
 
11

 
 
 
(1) Names of reporting Persons; I.R.S. Identification Nos. of Above Persons (entities only)
 
Denise Evans
       
(2) Check the appropriate box if a member of a Group (See Instructions)
 
(a) o
(b) o
 
       
(3) SEC Use Only
 
 
       
(4) Source of Funds (See Instructions)
 
AF
       
(5) Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) o
       
(6) Citizenship or Place of Organization
 
United States.
       
       
Number of Shares
(7)
Sole Voting Power
 
Beneficially
     
Owned by Each
(8)
Shared Voting Power
2,319 Units
Reporting
     
Person
(9)
Sole Dispositive Power
 
With
     
 
(10)
Shared Dispositive Power
2,319  Units
       
       
(11) Aggregate Amount Beneficially Owned by Each Reporting Person
     
2,319 Units
 
(12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o
       
(13) Percent of Class Represented by Amount in Row (11)
3.42%
         
(14) Type of Reporting Person (See Instructions)
IN
 
 
12


Item 1.
Security and Issuer.

This statement on Schedule 13D (this "Schedule 13D") relates to units of limited partnership interests ("Units") of Boston Financial Qualified Housing Tax Credits L.P. IV, a Massachusetts limited partnership (the "Issuer"). The principal executive offices of the Issuer are located at 101 Arch Street, Boston, Massachusetts 02110.

Item 2.
Identity and Background.

(a)           This Schedule 13D is filed jointly by each of the following persons pursuant to Rule 13d-1(k) promulgated by the Securities and Exchange commission pursuant to Section 13 of the Act:

(i)               Bond Purchase, L.L.C., a Missouri limited liability company ("Bond Purchase"),

(ii)              Park G.P., Inc., a Missouri corporation ("Park"),

(iii)             Paco Development, L.L.C., a Missouri limited liability company ("Paco"),

(iv)            Anise, L.L.C., a Missouri limited liability company ("Anise"),

(v)             SLCas, L.L.C., a Missouri limited liability company ("SLCas"),

(vi)            David L. Johnson ("Mr. Johnson"),

(vii)           Sandra L. Castetter ("Ms. Castetter"),

(viii)          Christopher J. Garlich Trust, a trust ("Garlich Trust"),

(ix)             Christopher J. Garlich, as trustee of the Garlich Trust ("Mr. Garlich"),

(x)              Jose L. Evans ("Mr. Evans"), and

(xi)             Denise Evans ("Ms. Evans").

Bond Purchase, Park, Paco, Anise, SLCas, Mr. Johnson, Ms. Castetter, the Garlich Trust, Mr. Garlich, Mr. Evans and Ms. Evans are collectively referred to as the "Reporting Persons" in this Schedule 13D. The Reporting Persons have entered into a Joint Filing Agreement, dated as of the date of this Schedule 13D, a copy of which is filed with the Schedule 13D as Exhibit 99.1 (which is incorporated by reference) pursuant to which the Reporting Persons have agreed to file this statement jointly in accordance with the provisions of Rule 13d-1(k)(1) under the Act.

Below is information concerning certain managers, executive officers and directors of the Reporting Persons, which information is disclosed in accordance with Item 2 and Instruction C to Schedule 13D. Ms. Berry, Ms. Duffield, Mr. Alvey and Mr. Watson are sometimes collectively referred to as the "Officers" in this Schedule 13D.

Michele Berry ("Ms. Berry"), a United States citizen whose business address is 104 Armour, North Kansas City, Missouri 64116, is a manager of Anise, Paco and SLCas. Since November 2002, Ms. Berry has been employed by Maxus Properties, Inc., a Missouri corporation located at 104 Armour, North Kansas City, Missouri 64116 ("Maxus Properties") as its Financial Reporting Manager. Maxus Properties principal business is commercial real estate management.

13


DeAnn Duffield ("Ms. Duffield") a United States citizen whose business address is 104 Armour, North Kansas City, Missouri 64116, is (i) Vice President of Reporting & Administration for Maxus Properties and (ii) Secretary for Maxus Realty Trust, Inc., a Missouri corporation located at 104 Armour, North Kansas City, Missouri 64116 ("MRTI"). MRTI's principal business is investing in apartment complexes. Ms. Duffield also serves as President and Secretary of Park and a manager of Anise, Paco and SLCas. 

John W. Alvey ("Mr. Alvey"), a United States citizen, serves as Vice-President of Park. Mr. Alvey also serves as Vice President and Chief Financial and Accounting Officer of MRTI. Mr. Alvey also has served as Executive Vice President of Maxus Properties since 1988.

David E. Watson ("Mr. Watson"), a United States citizen, is the sole director of Park. Since January 2004, Mr. Watson has been Managing Member of Corporate Equity Partners. Corporate Equity Partners is located at 104 Armour, North Kansas City, Missouri 64116, and its primary business is private equity investments.

(b)           (i)               The address of the principal business office of Bond Purchase is 104 Armour Road, North Kansas City, Missouri 64116.

(ii)              The address of the principal business office of Park is 104 Armour, North Kansas City, Missouri 64116.

(iii)             The address of the principal business office of Paco is PO Box 34729, North Kansas City, Missouri 64116.

(iv)             The address of the principal business office of Anise is 1001 Walnut, Kansas City, Missouri 64106.

(v)              The address of the principal business office of SLCas is 104 Armour, North Kansas City, Missouri 64116.

(vi)             The address of the principal business office of Mr. Johnson is 104 Armour Road, North Kansas City, Missouri 64116.

(vii)            The address of the residence of Ms. Castetter is 4217 N. Hickory Lane, Kansas City, Missouri 64116.

(viii)           The address of the principal business office of the Garlich Trust is 12800 Corporate Hill Drive, Suite 300, St. Louis, MO 63131.

(ix)              The address of the principal business office of Mr. Garlich is 12800 Corporate Hill Drive, Suite 300, St. Louis, MO 63131.

(x)               The address of the principal business office of Mr. Evans is 1001 Walnut Street, Kansas City, MO 64106.

14


(xi)              The address of the residence of Ms. Evans is 4400 N. Mulberry Drive, Kansas City, MO 64116.

(c)            (i)               The principal business of Bond Purchase, Park, Paco, Anise and SLCas is investing in limited partnerships such as the Issuer and in other forms of real estate oriented investments, and conducting other activities incidental to that business.

(ii)               Mr. Johnson has served as a Trustee, Chairman of the Board, President and Chief Executive Officer of MRTI since May 11, 2004. He also served as (i) a Trustee from November 27, 1999 until May 13, 2003 and (ii) Chief Executive Officer from November 27, 1999 until January 25, 2002. Mr. Johnson has also served as Chairman of Maxus Properties since its inception in 1988. Maxus Properties employs more than 200 people to manage 43 commercial properties, including more than 6,500 apartment units and approximately 400,000 square feet of retail and office space.

(iii)              Ms. Castetter is not employed.

(iv)              The Garlich Trust is a revocable living trust with Mr. Garlich's immediate family members as its beneficiaries. The trustee is Mr. Garlich, who has all voting and investment power.

(v)               Mr. Garlich has served as a Trustee of MRTI since November 27, 1999. He is the Executive Vice President and member of Bancorp Services, LLC, a Missouri limited liability company, located at 12800 Corporate Hill Drive, Suite 300, St. Louis, MO 63131, specializing in the development, administration and distribution of life insurance products to the corporate and high net worth marketplace. Mr. Garlich, through the Garlich Trust, is also the majority shareholder of Maxus Properties.

(v)               Mr. Evans has served as a Trustee of MRTI since May 13, 2003. He is President and sole owner of Assured Quality Title Trust, a real estate title insurance agency and escrow company located at 1001 Walnut Street, Kansas City, MO 64106.

(vi)              Ms. Evans is not employed.

(d)-(e)     During the past five years, the Reporting Persons, and to the best of the Reporting Persons' knowledge, the Officers, have not been (i) convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors), or (ii) a party to a civil proceeding of a judicial or administrative body of competent jurisdiction as a result of which he or she was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

(f)             Mr. Johnson, Ms. Castetter, Mr. Garlich, Mr. Evans and Ms. Evans are each a United States citizen.

Item 3.
Source and Amount of Funds or Other Consideration.

The total amount of funds used by the Reporting Persons to acquire the 14,706.5 Units reported in this Schedule 13D was approximately $742,923. Approximately 4,706.5 Units were acquired by Bond Purchase, Anise, Paco and Park with funds from cash capital contributions. Bond Purchase purchased 10,000 Units with borrowed funds under a secured line of credit with Missouri Bank & Trust.

15

 
Item 4.
Purpose of the Transaction.

The Reporting Persons acquired the Units to obtain a substantial equity interest in the Issuer for investment purposes. The following describes plans or proposals that the Reporting Persons may have with respect to the matters set forth in Item 4(a)-(j) of Schedule 13D:

(a)              Each of the Reporting Persons may, and certain of the Reporting Persons currently do intend to acquire additional Units in the future. Any such acquisition may be made through private purchases, through one or more tender or exchange offers or by any other means deemed advisable by the Reporting Persons. In determining from time to time whether to sell (either directly or by a sale of one or more interests in the Reporting Persons) the Units reported as beneficially owned in this Schedule 13D (and in what amounts) or to retain such securities, the Reporting Persons will take into consideration such factors as they deem relevant, including the business and prospects of the Issuer, anticipated future developments concerning the Issuer, existing and anticipated market conditions from time to time, general economic conditions, regulatory matters, and other opportunities available to the Reporting Persons.

(b)              Currently, none of the Reporting Persons have any plans or proposals for any extraordinary transaction such as a merger, reorganization or liquidation involving the Issuer.

(c)              Currently, none of the Reporting Persons have any plans or proposals for any sale or transfer of a material amount of assets involving the Issuer.

(d)              Each of the Reporting Persons is considering various alternatives, including taking action to affect management and control of the Issuer.

(e)              Currently, none of the Reporting Persons have any plans or proposals to change the present capitalization or dividend policy of the Issuer.

(f)               Currently, none of the Reporting Persons have any plans or proposals for any other material change in the Issuer's business or corporate structure.

(g)              Currently, none of the Reporting Persons have any plans or proposals for any changes to the Issuer's bylaws or instruments corresponding thereto or other actions that may impede the acquisition or control of the Issuer by any person.

(h)              Currently, none of the Reporting Persons have any plans or proposals to cause a class of securities of the Issuer to be delisted from a national securities exchange or to cease to be authorized to be quoted in an inter-dealer quotation system of a registered national securities association.

(i)               Currently, none of the Reporting Persons have any plans or proposals for a class of equity securities of the Issuer becoming eligible for termination of registration pursuant to section 12(g)(4) of the Act.

(j)               Except as described in this Item 4, the Reporting Persons do not have, as of the date of this Schedule 13D, any plans or proposals that relate to or would result in any of the actions or events specified in clauses (a) through (i) of Item 4 of Schedule 13D. The Reporting Persons may change their plans or proposals at any time in the future. The Reporting Persons reserve the right to acquire additional securities of the Issuer in the open market, in privately negotiated transactions or otherwise (which may be with the Issuer or with third parties), to dispose of all or a portion of their holdings of securities of the Issuer or to change their intention with respect to any or all of the matters referred to in this Item 4.

16

 
Item 5.
Interest in Securities of the Issuer.

(a) and (b). The information contained on the cover pages to this Schedule 13D is incorporated by reference. As of August 15, 2005, (i) Mr. Johnson, as a majority equity interest owner of Bond Purchase and the spouse of Ms. Castetter, is the beneficial owner of 12,387.5 Units, or approximately 18.2% of the 68,043 Units believed to be outstanding, (ii) the Garlich Trust, Mr. Evans and Ms. Evans, as the members of Anise, are beneficial owners of 2,319 Units, or approximately 3.4% of the 68,043 Units believed to be outstanding, (iii) SLCas, as the sole member of Paco and the sole shareholder of Park, is the beneficial owner of 1,569 Units, or approximately 2.3% of the 68,043 Units believed to be outstanding and (iv) Ms. Castetter, as the sole member of SLCas and a majority equity interest owner of Bond Purchase, is the beneficial owner of 12,387.5 Units, or approximately 18.2% of the 68,043 Units believed to be outstanding. Each other individual Reporting Person disclaims any indirect beneficial ownership of Units owned by other individual Reporting Persons resulting solely from the existence of a group. The Reporting Persons expressly disclaim the existence of a group between Anise and the other Reporting Persons.

(c)           The Reporting Persons effected transactions resulting in acquisitions of the following amounts in the past 60 days:

(i)               On August 15, 2005, Bond Purchase purchased 10,000 Units in a privately negotiated transaction, at a price of $53 per Unit, which consideration was paid in cash.

(ii)  Paco purchased 26 Units in secondary market transactions effective as of July 1, 2005, at an average price of $60.61 per Unit, which consideration was paid in cash.

(iii)             Anise purchased 315 Units in secondary market transactions effective as of July 1, 2005, at an average price of $53.53 per Unit, which consideration was paid in cash.

(d)           No other person is known to have the right to receive or the power to direct receipt of dividends from, or the proceeds from the sale of, the Units other than the Reporting Persons identified in this Schedule 13D.

(e)           Not applicable.

Item 6.
Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.

None of the Reporting Persons have any contract, arrangement, understanding or relationship (legal or otherwise) with any person with respect to the Units, including, but not limited to, transfer or voting of any such Units, finder's fees, joint ventures, loans or option arrangements, puts or calls, guarantees of profits, division of profits or losses, or the giving or withholding of proxies.

Park filed a lawsuit against the Issuer, which is pending in the Circuit Court of Clay County, Missouri, Case No. CV104-005765CC. Park's lawsuit against the Issuer relates to the Issuer's refusal to make available for inspection and copying books and records requested by Park. This case is ongoing.

Item 7.
Material to be Filed as Exhibits.

 
99.1
Joint Filing Agreement

17

 
SIGNATURES

After reasonable inquiry and to the best of his knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.


 
BOND PURCHASE, L.L.C.
   
 
By: /s/ David L. Johnson
 
David L. Johnson, Member
   
 
Dated: September 12, 2005
   
   
 
PARK G.P., INC.
   
 
By: /s/ DeAnn Duffield
 
DeAnn Duffield, President
   
 
Dated: September 12, 2005
   
   
 
PACO DEVELOPMENT, L.L.C.
   
 
By: /s/ DeAnn Duffield
 
DeAnn Duffield, Manager
   
 
Dated: September 12, 2005
   
   
 
ANISE, L.L.C.
   
 
By: /s/ Michele Berry
 
Michele Berry, Manager
   
 
Dated: September 12, 2005
   
   
 
SLCas, L.L.C.
   
 
By: /s/ DeAnn Duffield
 
DeAnn Duffield, Manager
   
 
Dated: September 12, 2005
   
   
 
/s/ David L. Johnson
 
David L. Johnson
   
 
Dated: September 12, 2005
 
18

 
 
/s/ Sandra L. Castetter
 
Sandra L. Castetter
   
 
Dated: September 12, 2005
   
   
 
CHRISTOPHER J. GARLICH TRUST
   
 
By: /s/ Christopher J. Garlich
 
Christopher J. Garlich, Trustee
   
 
Dated: September 9, 2005
   
   
 
/s/ Christopher J. Garlich
 
Christopher J. Garlich, as sole trustee of the Christopher J. Garlich Trust
   
 
Dated: September 9, 2005
   
   
 
/s/ Jose L. Evans
 
Jose L. Evans
   
 
Dated: September 12, 2005
   
   
 
/s/ Denise Evans
 
Denise Evans
   
 
Dated: September 12, 2005

19


EXHIBIT INDEX

99.1
Joint Filing Agreement
 
 
 
20