SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility
Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
GOTHAM PARNERS III L P

(Last) (First) (Middle)

(Street)

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
FIRST UNION REAL ESTATE EQUITY & MORTGAGE INVESTMENTS [ FUR ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
Officer (give title below) X Other (specify below)
Former 10% Owner
3. Date of Earliest Transaction (Month/Day/Year)
06/27/2003
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Shares of Beneficial Interest 06/27/2003 06/27/2003 S 5841233 D 1.90 0 I ( 1 ) (1)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
1. Name and Address of Reporting Person*
GOTHAM PARNERS III L P

(Last) (First) (Middle)

(Street)

(City) (State) (Zip)
1. Name and Address of Reporting Person*
KARENINA CORP

(Last) (First) (Middle)

(Street)

(City) (State) (Zip)
1. Name and Address of Reporting Person*
DPB CORP

(Last) (First) (Middle)

(Street)

(City) (State) (Zip)
1. Name and Address of Reporting Person*
GOTHAM HOLDINGS II LLC

(Last) (First) (Middle)

(Street)

(City) (State) (Zip)
1. Name and Address of Reporting Person*
GOTHAM PARTNERS INTERNATIONAL LTD

(Last) (First) (Middle)

(Street)

(City) (State) (Zip)
1. Name and Address of Reporting Person*
GOTHAM INTERNATIONAL ADVISORS LLC

(Last) (First) (Middle)

(Street)

(City) (State) (Zip)
1. Name and Address of Reporting Person*
SECTION H PARTNERS L P

(Last) (First) (Middle)

(Street)

(City) (State) (Zip)
1. Name and Address of Reporting Person*
GOTHAM HOLDINGS MANAGEMENT LLC

(Last) (First) (Middle)

(Street)

(City) (State) (Zip)
1. Name and Address of Reporting Person*
ACKMAN WILLIAM A

(Last) (First) (Middle)

(Street)

(City) (State) (Zip)
1. Name and Address of Reporting Person*
BERKOWITZ DAVID P

(Last) (First) (Middle)

(Street)

(City) (State) (Zip)
Explanation of Responses:
1 . Amount reported includes (a) 2,873,158 shares held by Gotham Partners, LP ("Gotham"), (b) 2,431,664 shares held by Gotham International Advisors, LLC ("Gotham International"), (c) 58,448 shares held by Gotham Partners III, LP ("Gotham III"), and (d) 477,963 shares held by Gotham Holdings II LLC ("Holdings II"). The general partner of Gotham and Gotham III is Section H Partners, LP ("Section H"). The general partner of Section H is Karenina Corporation ("Karenina") and DPB Corporation ("DBP"). The president of Karenina is William A. Ackman, and the president of DPB is David P. Berkowitz. Ackman is the senior managing member of Gotham International and Gotham Holdings Management, LLC, which is the manager of Holdings II.
William A. Ackman, on behalf of Gotham Partners III, LP 07/02/2003
William Ackman, on behalf of Gotham Partners International, Ltd 07/02/2003
William Ackman, on behalf of Gotham International Advisors, LLC 07/02/2003
William Ackman, on behalf of Section H Partners, LP 07/02/2003
William Ackman, on behalf of Gotham Holdings Management LLC 07/02/2003
William Ackman 07/02/2003
William Ackman, on behalf of Karenina Corporation 07/02/2003
William Ackman, on behalf of Gotham Holdings II, LLC 07/02/2003
David P. Berkowitz 07/02/2003
David P. Berkowtiz, on behalf of DPB Corporation 07/02/2003
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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