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BPP LIQUIDATING TRUST

 

On June 28, 2002, Burnham Pacific Properties, Inc. ("Burnham") transferred its remaining assets to (and its remaining liabilities were assumed by) the trustees of the BPP Liquidating Trust, Scott C. Verges and Douglas Wilson (the "Trustees") in accordance with Burnham's Plan of Complete Liquidation and Dissolution, and Burnham was dissolved.  On that date, Burnham's common stock was delisted by the New York Stock Exchange and a Form 15 was filed with the Securities and Exchange Commission ("SEC") terminating the registration of Burnham's common stock under the Securities Exchange Act of 1934, as amended (the "Exchange Act").  June 27, 2002 (the "Record Date") was the last day of trading of Burnham's common stock on the New York Stock Exchange, and Burnham's stock transfer books were closed as of the close of business on such date.

 

Under the terms of the Liquidating Trust Agreement, dated as of June 28, 2002, between Burnham and the Trustees, each stockholder of Burnham as of the close of business on the Record Date, automatically became the holder of one unit of beneficial interest in the BPP Liquidating Trust for each share of Burnham common stock then held of record by such stockholder.  Beneficial interests in the BPP Liquidating Trust are not represented by any form of certificate or other instrument.  The BPP Liquidating Trust was organized for the sole purpose of winding up Burnham's affairs and the liquidation of its assets. 

 

On December 29, 2005, the Trustees made a final distribution of the trust assets, which completed the distribution of the remaining trust assets.  Whereas the Trustees have determined the liabilities and all other claims, expenses, charges, and other obligations of the Trust have been paid or discharged and all remaining Trust assets have been distributed; accordingly, the Trust has been terminated in accordance with the Liquidating Trust Agreement effective as of this date.  The Trustees intend to file a final report to the Beneficiaries and a Form 10-K with the Securities and Exchange Commission for the fiscal year ended December 31, 2005 within sixty days of dissolution. 

 

For additional information on Burnham prior to its dissolution, you may read the filings Burnham made with the SEC on and before June 28, 2002 on the Internet at the SEC's website at http://www.sec.gov.   For additional information on the BPP Liquidating Trust, you may read information filed by the Trustees on and after June 28, 2002 with the SEC at the same website address.