Sample Transferor'S (Seller'S) Application For Transfer Form (Page 4 of 4) in pdf

California Residents:

It is unlawful to consummate a transfer or sale of limited partnership interests or any interest therein, or to receive any compensation therefore, without the prior written

consent of the Commissioner of Corporations of the State of California, except as permitted by the Commissioner's rules.

Secondary Address Information

If Custodial account, indicate investor's mailing address. If other than custodial account, this address may be used for distribution and other purposes (see instruction 4)

Tax Identification Information

Complete applicable sections (see instruction 5)

X Social Security or Tax ID Number*:_____________________

Custodian/Trustee Tax ID Number*:____________________

Broker/Dealer

(OPTIONAL)

Registered Representative:_____________________

Telephone: ______________________________________

__________________________________________

NAME AND NUMBER

__________________________________________

Client Account Number:______________________________

__________________________________________

Wire Code:________________________________________

ADDRESS

OPTIONAL

__________________________________________

NAME OF TRANSFEREE

Certification

Signature Execution

: (see instruction 6). The transferee certifies, under penalty of law, as

: (see instruction 7) The foregoing grant of authority

to the accuracy of the information contained herein and grants the following durable

(a) Is a Special Power of Attorney coupled with an interest, is irrevocable and shall

Power of Attorney: The undersigned hereby irrevocably makes, constitutes and

survive and not be affected by the subsequent death, incapacity or disability of the

appoints the General Partner with full power of substitution, his true and lawful

undersigned: (b) May be exercised by the General Partner for each Limited Partner by a

attorney-in-fact, for him and his name, place and stead and for his use and benefit

facsimile signature of one of the officers or with a single signature of one of its officers;

to execute and acknowledge and, to the extent necessary, to file and record:

(c ) Shall be retained by the General Partner; and (d) Shall survive the delivery of any

(a) A Certificate of Limited Partnership, as well as amendments thereto, under the

assignment by a Limited Partner of the whole or any portion of his interest in the

laws of the applicable State and under the laws of any other state in which the

Partnership; except that where the transferee thereof has been approved by the

General Partner deems it advisable to file such a certificate; (b) Any other

General Partner for admission to the Partnership as a substituted Limited Partner,

instrument which may be required to be filed by the Partnership under the laws of

the Power of Attorney shall survive the delivery of such assignment for the sole

any state or by any governmental agency, or which the General Partner deems it

purpose of enabling the General Partner to execute, acknowledge and file any instrument

advisable to file; (c )The Partnership Agreement; and (d) Any documents which

necessary to effect such substitution. In the event of any conflict between the provisions

may be required to effect the continuation of the Partnership, the admission of an

of the Partnership Agreement and any document executed or filed by the General Partner

additional or substituted Limited or General Partner or the dissolution and

pursuant to the power of attorney granted herein, the Partnership Agreement

termination of the Partnership, provided such continuation, admission or dissolution

shall govern.

and termination are in accordance with the terms of the Partnership Agreement.

TRANSFEREE'S SIGNATURE

DATE

CO-TRANSFEREE'S SIGNATURE

DATE

Must be signed by the transferee as indicated in the Registration section of this form. If signature is by trustee(s), executor(s), administrator(s),

guardian(s), attorney(s)-in-fact, agent(s), officer(s) of a corporation or another acting in a fiduciary or representative capacity, please indicate capacity.

X Signature Guarantee/Notary:

Signature must be guaranteed by a member of an approved Signature Guarantee Medallion Program.

1. TRANSFER FORMS. To effect the requested transfer both transferee and transferor forms must be submitted together

with the required fee.

2. TRANSACTION REFERENCE NUMBER. The use of this space is optional. The number placed in this space shall be

internally generated by a broker or agreed upon by two or more brokers and shall correspond to internal records tracking

system(s).

3. PARTNERSHIP IDENTIFICATION. Partnership Tax ID and Tax Shelter ID Numbers may be obtained from the K-1.

The NASD Symbol and/or CUSIP number may be obtained from the Registration Confirmation Form and/or the NASD

Partnership Symbol Directory.

4. REGISTRATION. Indicate the exact name of the registrant and include any custodial information. If a Custodial Account,

address of record should be that of the custodian/trustee.

5. TAX INFORMATION. If a Custodial Account, Custodian/Trustee's and client's tax numbers should be completed.

If individual, only Social Security number

is required.

6. CERTIFICATION. If a Custodial/Trustee account, indicate name of Custodian/Trustee and Beneficial Owner.

7. SIGNATURE EXECUTION. Transferee(s) must sign their names exactly as they appear in the Registration section. Persons who sign as a representative or

other fiduciary capacity must indicate their capacity when signing and, unless waived by the Partnership or its agent in its sole discretion, must present

satisfactory evidence of their authority to so act.

Sample Transferor'S (Seller'S) Application For Transfer Form Page 4

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