SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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SCHEDULE 13D
(Amendment No. 15)*
Under the Securities Exchange Act of 1934
BLUE RIDGE REAL ESTATE COMPANY
BIG BOULDER CORPORATION
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(Name of Issuer)
Common Stock without par value, stated value $.30 per combined share
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(Title of Class of Securities)
096005 4 20 2 (common)
096005 4 10 3 (unit)
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(CUSIP Number)
Milton Cooper
Kimco Realty Services, Inc.
333 New Hyde Park Road
New Hyde Park, NY 11042-0020
(516) 869-9000
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
Copies to:
Raymond Y. Lin, Esq.
Latham & Watkins
885 Third Avenue
New York, New York 10022-4802
June 26, 2006
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(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition that is the subject of this Schedule 13D, and is filing this
statement because of ss.240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check
the following box: [ ]
NOTE: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See s.240.13d-7 for other
parties to whom copies are to be sent.
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter
disclosures provide in a prior cover page.
The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
Page 1 of 8
SCHEDULE 13D
CUSIP No. 096005 4 20 2 (common), 096005 4 10 3 (unit)
1. Name of Reporting Person
Kimco Realty Corporation
2. Check The Appropriate Box If A Member of Group [ ]
3. SEC Use Only
4. Source of Funds
AF
5. Check Box If Disclosure of Legal Proceedings is Required Pursuant to Items
2(d) or 2(e) [ ]
6. Citizenship or Place of Organization
Maryland
7. Sole Voting Power
0
Number of Shares
Beneficially 8. Shared Voting Power
Owned By 1,402,254
Reporting Person
With 9. Sole Dispositive Power
0
10. Shared Dispositive Power
1,402,254
11. Aggregate Amount Beneficially Owned By Each Reporting Person
1,402,254
12. Check Box if The Aggregate Amount In Row (11) Excludes Certain Shares [X]
(excludes Shares held by KC Holdings, Inc. and Milton Cooper)
13. Percent Of Class Represented By Amount In Row (11)
58.2%
14. Type of Reporting Person
CO
Page 2 of 8
SCHEDULE 13D
CUSIP No. 096005 4 20 2 (common), 096005 4 10 3 (unit)
1. Name of Reporting Person
Kimco Realty Services, Inc.
2. Check The Appropriate Box If A Member of Group [ ]
3. SEC Use Only
4. Source of Funds
WC
5. Check Box If Disclosure of Legal Proceedings is Required Pursuant to Items
2(d) or 2(e) [ ]
6. Citizenship or Place of Organization
Delaware
7. Sole Voting Power
0
Number of Shares
Beneficially 8. Shared Voting Power
Owned By 1,402,254
Reporting Person
With 9. Sole Dispositive Power
0
10. Shared Dispositive Power
1,402,254
11. Aggregate Amount Beneficially Owned By Each Reporting Person
1,402,254
12. Check Box if The Aggregate Amount In Row (11) Excludes Certain Shares [X]
(excludes Shares held by KC Holdings, Inc. and Milton Cooper)
13. Percent Of Class Represented By Amount In Row (11)
58.2%
14. Type of Reporting Person
CO
Page 3 of 8
SCHEDULE 13D
CUSIP No. 096005 4 20 2 (common), 096005 4 10 3 (unit)
1. Name of Reporting Person
KC Holdings, Inc.
2. Check The Appropriate Box If A Member of Group [ ]
3. SEC Use Only
4. Source of Funds
OO
5. Check Box If Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e) [ ]
6. Citizenship or Place of Organization
Delaware
7. Sole Voting Power
86,094
Number of Shares
Beneficially 8. Shared Voting Power
Owned By 0
Reporting Person
With 9. Sole Dispositive Power
86,094
10. Shared Dispositive Power
0
11. Aggregate Amount Beneficially Owned By Each Reporting Person
86,094
12. Check Box if The Aggregate Amount In Row (11) Excludes Certain Shares [X]
(excludes Shares held by Kimco Realty Services, Inc. and Milton Cooper)
13. Percent Of Class Represented By Amount In Row (11)
3.6%
14. Type of Reporting Person
CO
Page 4 of 8
SCHEDULE 13D
CUSIP No. 096005 4 20 2 (common), 096005 4 10 3 (unit)
1. Name of Reporting Person
Milton Cooper
2. Check The Appropriate Box If A Member of Group [ ]
3. SEC Use Only
4. Source of Funds
OO
5. Check Box If Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e) [ ]
6. Citizenship or Place of Organization
U.S.A.
7. Sole Voting Power
157,809
Number of Shares
Beneficially 8. Shared Voting Power
Owned By 0
Reporting Person
With 9. Sole Dispositive Power
157,809
10. Shared Dispositive Power
0
11. Aggregate Amount Beneficially Owned By Each Reporting Person
157,809
12. Check Box if The Aggregate Amount In Row (11) Excludes Certain Shares [X]
(excludes Shares held by Kimco Realty Services, Inc. and KC Holdings, Inc.)
13. Percent Of Class Represented By Amount In Row (11)
6.6%
14. Type of Reporting Person
IN
Page 5 of 8
This Amendment No. 15 amends and supplements the Schedule 13D filed on
January 21, 1986, as previously amended by Amendments No. 1 through 14 thereto
(as amended, the "Schedule 13D"), filed by Milton Cooper, KC Holdings, Inc.,
Kimco Realty Services, Inc. and Kimco Realty Corporation as follows (unless
otherwise indicated herein, all capitalized terms used herein shall have the
meanings given to them in the Schedule 13D, and unless amended or supplemented
hereby, all information previously filed remains in effect):
Item 3. Source and Amount of Funds or Other Consideration
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On June 23, 2006, Services purchased 13,500 Shares in the open market
at a price of $38.00 per share. The funds to purchase the Shares were obtained
from Services' working capital.
On June 26, 2006, Services purchased 10,300 Shares in the open market
at a price of $38.00 per share. The funds to purchase the Shares were obtained
from Services' working capital.
Item 5. Interest in Securities of the Issuer
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(a)-(b) Services beneficially owns 1,402,254 Shares, or approximately
58.2% of the outstanding Shares. Kimco, by virtue of its ownership of all of the
outstanding voting common stock of Services, may be deemed to be the beneficial
owner of all Shares reported as beneficially owned by Services.
KC Holdings beneficially owns 86,094 Shares, or approximately 3.6% of
the outstanding Shares.
Mr. Cooper beneficially owns 157,809 Shares, or approximately 6.6%, of
the outstanding Shares. Such number of Shares does not include 862 Shares held
by a trust for which Mr. Cooper serves as a trustee or 86,094 Shares held by KC
Holdings, as to each of which Mr. Cooper disclaims beneficial ownership.
Although Mr. Cooper is a Director and the President of KC Holdings and owns
approximately 8.0% of the capital stock of KC Holdings, he disclaims beneficial
ownership of the 86,094 Shares held by KC Holdings. Although Mr. Cooper is a
Director and the Chief Executive Officer of Kimco and is a Director and the
President of Services, he disclaims beneficial ownership of the 1,402,254 Shares
held by Services.
The percentages stated in this section are based on 2,408,024 Shares
reported by the Companies to be outstanding as of June 13, 2006.
Each Reporting Person has sole power to vote, or direct the vote, and
to dispose of, or direct the disposition of, all Shares reported as beneficially
owned by it or him, except that Kimco, as the owner of all of the outstanding
voting common stock of Services, may be deemed to have the power to direct the
vote or the disposition of all Shares reported as beneficially owned by
Services.
Page 6 of 8
Neither the filing of this statement nor any of its contents shall be
deemed to constitute an admission that any of the Reporting Persons is the
beneficial owner of any securities owned by the other Reporting Person, or that
such Reporting Persons constitute a "group" either for purposes of Section 13(d)
of the Securities Exchange Act of 1934, as amended, or for any other purpose,
and such beneficial ownership and "group" designation are expressly disclaimed.
(c) Except for the purchases discussed above, no transactions in Shares
have been effected by or for the account of any of the Reporting Persons during
the past sixty days.
Page 7 of 8
SIGNATURE
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After reasonable inquiry and the best of its knowledge and belief, the
undersigned certifies that the information set forth in this statement is true,
complete and correct.
Kimco Realty Corporation
By: /s/ Milton Cooper
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Name: Milton Cooper
Title: Chief Executive Officer
Kimco Realty Services, Inc.
By: /s/ Milton Cooper
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Name: Milton Cooper
Title: President
KC Holdings, Inc.
By: /s/ Milton Cooper
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Name: Milton Cooper
Title: President
/s/ Milton Cooper
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Milton Cooper
Dated: June 27, 2006
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