L&C Springs Associates, Solomon A. Weisgal Investment Associates, Tax Matters Partner, et al. - Page 11

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            Tanglewood, and L&C Springs made no further payments of real                              
            estate taxes due on the L&C Properties.                                                   
                  Neither in 1987 nor at any time thereafter did Tanglewood                           
            take any foreclosure action against L&C Springs' leasehold                                
            interest in the L&C Properties, nor did Tanglewood take any other                         
            formal action to recover the $2,250,000 stated balance due on the                         
            L&C Note.                                                                                 
                  After January 31, 1987, on its books and records, L&C                               
            Springs continued to accrue unpaid interest on the $2,250,000                             
            principal balance due on the L&C Note, and rental income received                         
            from the L&C Properties, after operating expenses, was turned                             
            over to Tanglewood and Cal Fed and was used to pay down                                   
            Tanglewood’s senior debt obligation to Cal Fed.  No portion of                            
            such net rental income paid to Cal Fed appears to have been                               
            applied to reduce the principal amount of the balance owed on the                         
            L&C Note.                                                                                 
                  From approximately 1985 forward, rental activities relating                         
            to the L&C Properties operated at an annual cash deficit of at                            
            least $63,000.                                                                            
                  During 1988, 1989, and 1990, Eastern, National, and Pan                             
            American Airlines each encountered financial difficulties.  By                            
            1990, layoffs of airline employees had occurred, and the                                  
            occupancy rate of the L&C Properties declined.                                            
                  In 1988, Tanglewood defaulted on its mortgage loan payments                         
            owed to Cal Fed, and Cal Fed commenced foreclosure proceedings.                           




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