SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): APRIL 18, 2005
HEARTLAND PARTNERS, L.P.
(Exact Name of Registrant as Specified in Charter)
DELAWARE 1-10520 36-3606475
(State or Other Jurisdiction (Commission (I.R.S. Employer
of Incorporation or Organization) File Number) Identification No.)
330 N. JEFFERSON COURT, CHICAGO, ILLINOIS 60661
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (312) 575-0400
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
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SECTION 2 - FINANCIAL INFORMATION
ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION.
On April 18, 2005, Heartland Partners, L.P. (the "Company") issued a press
release announcing preliminary unaudited results for the fiscal quarter and year
ended December 31, 2004. The Company reported (1) a net loss for the fiscal
quarter ended December 31, 2004 of ($4,906,000) of which ($520,000) or ($0.25)
per Class A unit is allocable to the Class A limited partners and (2) a net loss
of ($4,355,000) for the fiscal year ended December 31, 2004. The full year net
losses will be allocated entirely to the Class B Unit in accordance with the
terms of the Company`s partnership agreement. The complete text of the press
release is attached as an exhibit to this current report on Form 8-K.
SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits
EXHIBIT DESCRIPTION
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99.1 Press Release of Heartland Partners, L.P. dated
April 18, 2005 (filed herewith).
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
HEARTLAND PARTNERS, L.P.
Date: April 20, 2005 By: /s/ Lawrence S. Adelson
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Lawrence S. Adelson
Manager of HTI Interests, LLC,
General Partner
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EXHIBIT INDEX
EXHIBIT DESCRIPTION
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99.1 Press Release of Heartland Partners, L.P. dated
April 18, 2005 (filed herewith).
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