UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
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): February 23, 2010
Commission
File Number: 000-24843
AMERICA
FIRST TAX EXEMPT INVESTORS, L.P.
(Exact
name of registrant as specified in its charter)
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Delaware
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47-0810385
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(State
or other jurisdiction of incorporation or organization)
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(I.R.S.
Employer Identification No.)
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1004
Farnam Street, Suite 400
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Omaha,
Nebraska 68102
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(Address
of principal executive offices)
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(Zip
Code)
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(402)
444-1630
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(Registrant's
telephone number, including area
code)
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Not
Applicable
(Former
name, former address and former fiscal year, if applicable)
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 (see General
Instruction A.2. below):
o Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
o Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item
5.02
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Departure
of Directors or Principal Officers; Election of Directors; Appointment of
Principal Officers.
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On
February 23, 2010, the Board of Managers of The Burlington Capital Group, LLC
(“Burlington”), in its capacity as the general partner of the General Partner of
America First Tax Exempt Investors, L.P. (the “Registrant”), appointed Mark A.
Hiatt as the Chief Executive Officer of the Registrant. In such
capacity, Mr. Hiatt will assume overall responsibility for the operations of the
Registrant. Lisa Y. Roskens will remain as the Chairman of the Board
and the President and Chief Executive Officer of Burlington.
Mr.
Hiatt, age 50, has been employed by Burlington since 1987 in various capacities,
and currently serves as the President of America First Real Estate Group, the
real estate operating division of Burlington. Mr. Hiatt will continue
to be employed by Burlington and will continue to serve as the President of
America First Real Estate Group in addition to performing his duties as the
Chief Executive Officer of the Registrant. Pursuant to the terms of
the Registrant’s Agreement of Limited Partnership, the Registrant will not pay
or reimburse Burlington for any portion of Mr. Hiatt’s salary, benefits or other
compensation.
As
President of America First Real Estate Group, Mr. Hiatt currently oversees all
of the company’s real estate operations. He has previously served as Chief
Operating Officer and Chief Financial Officer of Burlington, and also as the
Chief Operating Officer for America First Properties Management Company,
L.L.C. Prior to joining Burlington Capital Group, Mr. Hiatt was
Director of Finance, from 1984 to 1987, for J.L. Brandeis & Sons and, from
1982 to 1984, he was a senior accountant with Arthur Andersen & Co. Mr.
Hiatt has a Bachelor of Arts in Accounting and Finance from Hastings College and
is a Certified Public Accountant.
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.
Dated: February
25, 2010
AMERICA
FIRST TAX EXEMPT INVESTORS, L.P.
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By:
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America
First Capital Associates Limited Partnership
Two,
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By:
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The
Burlington Capital Group, LLC,
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By: /s/Michael
Draper
Michael
Draper, Chief Financial Officer