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SEC Comment Letter for NEWKIRK MASTER LP (CIK 0001165460) — Jul 22, 2005

NEWKIRK MASTER LP (CIK 0001165460)
Date: July 22, 2005 · CIK: 0001165460 · Accession: 0000000000-05-037646

AI Filing Summary & Sentiment

File numbers found in text: 000-50268

Date
July 21, 2005
Author
Steven Jacobs
Form
UPLOAD
Company
NEWKIRK MASTER LP (CIK 0001165460)

Letter

Mail Stop 4561 VIA U.S. MAIL AND FAX (617) 742-4641 Mr. Thomas Staples Chief Financial Officer MLP GP LLP 7 Bulfinch Place, Suite 500 Boston, MA 02114-9507

Re: Newkirk Master Limited Partnership Item 4.02 Form 8-K Filed July 14, 2005 File No. 000-50268

Dear Mr. Staples:

We have reviewed your Item 4.02 Form 8-K for compliance with the form requirements and have the following comment(s).

1. Please amend your report to include the information required by Item 4.02(a)(2) of Form 8-K, including an adequate description of the facts underlying the conclusion to the extent known to you at the time of filing.

* * * *

We urge all persons who are responsible for the accuracy and adequacy of the disclosure in the filings reviewed by the staff to be certain that they have provided all information investors require for an informed decision. Since the company and its management are in possession of all facts relating to a company`s disclosure, they are responsible for the accuracy and adequacy of the disclosures they have made.

In connection with responding to our comments, please provide, in writing, a statement from the company acknowledging that

* the company is responsible for the adequacy and accuracy of the disclosure in the filings;

* staff comments or changes to disclosure in response to staff comments do not foreclose the Commission from taking any action with respect to the filings; and

* the company may not assert staff comments as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

In addition, please be advised that the Division of Enforcement has access to all information you provide to the staff of the Division of Corporation Finance in our review of your filings or in response to our comments on your filings.

You should file an amendment to the Form 8-K in response to this comment on or before July 28, 2005. You may contact Josh Forgione, at (202) 551-3431, or me, at (202) 551-3403, if you have questions.

Sincerely,
Steven Jacobs
Accounting Branch Chief

Show Raw Text
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<TEXT>

July 21, 2005

Mail Stop 4561

VIA U.S. MAIL AND FAX (617) 742-4641

Mr. Thomas Staples
Chief Financial Officer
MLP GP LLP
7 Bulfinch Place, Suite 500
Boston, MA  02114-9507

Re:	Newkirk Master Limited Partnership
Item 4.02 Form 8-K
Filed July 14, 2005
File No. 000-50268

Dear Mr. Staples:

	We have reviewed your Item 4.02 Form 8-K for compliance with
the
form requirements and have the following comment(s).

1. Please amend your report to include the information required by
Item 4.02(a)(2) of Form 8-K, including an adequate description of
the
facts underlying the conclusion to the extent known to you at the
time of filing.

*  *  *  *

	We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filings reviewed by the staff to
be
certain that they have provided all information investors require
for
an informed decision.  Since the company and its management are in
possession of all facts relating to a company`s disclosure, they
are
responsible for the accuracy and adequacy of the disclosures they
have made.

	In connection with responding to our comments, please
provide,
in writing, a statement from the company acknowledging that

* the company is responsible for the adequacy and accuracy of the
disclosure in the filings;

* staff comments or changes to disclosure in response to staff
comments do not foreclose the Commission from taking any action
with
respect to the filings; and

* the company may not assert staff comments as a defense in any
proceeding initiated by the Commission or any person under the
federal securities laws of the United States.

      In addition, please be advised that the Division of
Enforcement
has access to all information you provide to the staff of the
Division of Corporation Finance in our review of your filings or
in
response to our comments on your filings.

	You should file an amendment to the Form 8-K in response to
this
comment on or before July 28, 2005.  You may contact Josh
Forgione,
at (202) 551-3431, or me, at (202) 551-3403, if you have
questions.

							Sincerely,

Steven Jacobs
      Accounting Branch Chief

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Mr. Thomas Staples
Newkirk Master Limited Partnership
July 21, 2005
Page 1

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