SC 13D/A: General Statement of Acquisition of Beneficial Ownership
Published on July 3, 2001
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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SCHEDULE 13D
(Amendment No. 10)
Under the Securities Exchange Act of 1934
BLUE RIDGE REAL ESTATE COMPANY
BIG BOULDER CORPORATION
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(Name of Issuer)
Common Stock without par value, stated value $.30 per combined share
(Title of Class of Securities)
096005 4 20 2 (common)
096005 4 10 3 (unit)
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(CUSIP Number)
Milton Cooper
Kimco Realty Services, Inc.
3333 New Hyde Park Road
New Hyde Park, NY 11042-0020
(516) 869-9000
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
Copies to:
Raymond Y. Lin, Esq.
Latham & Watkins
885 Third Avenue
New York, New York 10022-4802
June 27, 2001
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(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 which is subject of this Schedule 13D, and is
filing this statement because of Rule 13d-1(b)(3) or (4),
check the following box: [ ]
Page 1 of 7
SCHEDULE 13D
CUSIP No. 096005 4 20 2 (common), 096005 4 10 3 (unit)
1. Name of Reporting Person
Kimco Realty Corporation
2. Check The Appropriate Box If A Member of Group / /
3. SEC Use Only
4. Source of Funds
AF
5. Check Box If Disclosure of Legal Proceedings is Required
Pursuant to Items 2(d) or 2(e) / /
6. Citizenship or Place of Organization
Maryland
7. Sole Voting Power
0
Number of
Shares 8. Shared Voting Power
Beneficially 1,012,579
Owned By
Reporting 9. Sole Dispositive Power
Person With 0
10. Shared Dispositive Power
1,012,579
11. Aggregate Amount Beneficially Owned By Each Reporting Person
1,012,579
12. Check Box if The Aggregate Amount In Row (11) Excludes Certain Shares
(excludes Shares held by KC Holdings, Inc. and Milton Cooper) /X/
13. Percent Of Class Represented By Amount In Row (11)
52.7%
14. Type of Reporting Person
CO
Page 2 of 7
SCHEDULE 13D
CUSIP No. 096005 4 20 2 (common), 096005 4 10 3 (unit)
1. Name of Reporting Person
Kimco Realty Services, Inc.
2. Check The Appropriate Box If A Member of Group / /
3. SEC Use Only
4. Source of Funds
AF
5. Check Box If Disclosure of Legal Proceedings is Required
Pursuant to Items 2(d) or 2(e) / /
6. Citizenship or Place of Organization
Delaware
7. Sole Voting Power
0
Number of
Shares 8. Shared Voting Power
Beneficially 1,012,579
Owned By
Reporting 9. Sole Dispositive Power
Person With 0
10. Shared Dispositive Power
1,012,579
11. Aggregate Amount Beneficially Owned By Each Reporting Person
1,012,579
12. Check Box if The Aggregate Amount In Row (11) Excludes Certain Shares
(excludes Shares held by KC Holdings, Inc. and Milton Cooper) /X/
13. Percent Of Class Represented By Amount In Row (11)
52.7%
14. Type of Reporting Person
CO
Page 3 of 7
SCHEDULE 13D
CUSIP No. 096005 4 20 2 (common), 096005 4 10 3 (unit)
1. Name of Reporting Person
KC Holdings, Inc.
2. Check The Appropriate Box If A Member of Group / /
3. SEC Use Only
4. Source of Funds
OO
5. Check Box If Disclosure of Legal Proceedings is Required
Pursuant to Items 2(d) or 2(e) / /
6. Citizenship or Place of Organization
Delaware
7. Sole Voting Power
67,803
Number of
Shares 8. Shared Voting Power
Beneficially 0
Owned By
Reporting 9. Sole Dispositive Power
Person With 67,803
10. Shared Dispositive Power
0
11. Aggregate Amount Beneficially Owned By Each Reporting Person
67,803
12. Check Box if The Aggregate Amount In Row (11) Excludes Certain Shares
(excludes Shares held by Kimco Realty Services, Inc. and Milton /X/
Cooper)
13. Percent Of Class Represented By Amount In Row (11)
3.5%
14. Type of Reporting Person
CO
Page 4 of 7
SCHEDULE 13D
CUSIP No. 096005 4 20 2 (common), 096005 4 10 3 (unit)
1. Name of Reporting Person
Milton Cooper
2. Check The Appropriate Box If A Member of Group / /
3. SEC Use Only
4. Source of Funds
OO
5. Check Box If Disclosure of Legal Proceedings is Required
Pursuant to Items 2(d) or 2(e) / /
6. Citizenship or Place of Organization
U.S.A.
7. Sole Voting Power
153,893
Number of
Shares 8. Shared Voting Power
Beneficially 0
Owned By
Reporting 9. Sole Dispositive Power
Person With 153,893
10. Shared Dispositive Power
0
11. Aggregate Amount Beneficially Owned By Each Reporting Person
153,893
12. Check Box if The Aggregate Amount In Row (11) Excludes Certain Shares
(excludes Shares held by Kimco Realty Services, Inc. and KC /X/
Holdings, Inc.)
13. Percent Of Class Represented By Amount In Row (11)
8.0%
14. Type of Reporting Person
IN
Page 5 of 7
This Amendment No. 10 amends and supplements the Schedule 13D filed on
January 21, 1986, as previously amended by Amendments No. 1 through 9 thereto
(as amended, the "Schedule 13D"), filed by Milton Cooper, KC Holdings, Inc.,
Kimco Realty Services, Inc. and Kimco Realty Corporation as follows (unless
otherwise indicated herein, all capitalized terms used herein shall have the
meanings given to them in the Schedule 13D, and unless amended or supplemented
hereby, all information previously filed remains in effect):
Item 3. Source and Amount of Funds or Other Consideration
On June 27, 2001, Services purchased 169,939 Shares for $10.50
per Share in cash in a privately negotiated transaction from Allen J. Model, a
director of the Companies. The funds to purchase the Shares, totaling
$1,784,359.50, were obtained from Services' parent, Kimco.
Item 5. Interest in Securities of the Issuer
(a)-(b) Services beneficially owns 1,012,579 Shares, or
approximately 52.7% of the outstanding Shares. Kimco, by virtue of its ownership
of all of the outstanding voting common stock of Services, may be deemed to be
the beneficial owner of all Shares reported as beneficially owned by Services.
The percentages stated in this section are based on 1,920,927
Shares reported by the Companies to be outstanding as of March 31, 2001 in the
Companies' Annual Report (Form 10-K) filed June 29, 2001.
Each Reporting Person has sole power to vote, or direct the vote,
and to dispose of, or direct the disposition of, all Shares reported as
beneficially owned by it or him, except that Kimco, as the owner of all of the
outstanding voting common stock of Services, may be deemed to have the power to
direct the vote or the disposition of all Shares reported as beneficially owned
by Services.
Neither the filing of this statement nor any of its contents
shall be deemed to constitute an admission that any of the Reporting Persons is
the beneficial owner of any securities owned by the other Reporting Person, or
that such Reporting Persons constitute a "group" either for purposes of Section
13(d) of the Securities Exchange Act of 1934, as amended, or for any other
purpose, and such beneficial ownership and "group" designation are expressly
disclaimed.
(c) Except for the purchase on June 27, 2001 by Services of
169,939 Shares for $10.50 per Share in cash in a privately negotiated
transaction from Allen J. Model, a director of the Companies, no transactions in
Shares have been effected by or for the account of any of the Reporting Persons
since the most recent filing on Schedule 13D on May 17, 2001.
Page 6 of 7
SIGNATURE
After reasonable inquiry and the best of its knowledge and belief, the
undersigned certifies that the information set forth in this statement is true,
complete and correct.
Kimco Realty Corporation
By: /s/ Milton Cooper
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Name: Milton Cooper
Title: Chief Executive Officer
Kimco Realty Services, Inc.
By: /s/ Milton Cooper
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Name: Milton Cooper
Title: President
KC Holdings, Inc.
By: /s/ Milton Cooper
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Name: Milton Cooper
Title: President
/s/ Milton Cooper
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Milton Cooper
Dated: July , 2001
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