Exhibit (a)(3) December 22, 1998 TO: UNIT HOLDERS OF S/M REAL ESTATE FUND VII, LTD. SUBJECT: OFFER TO PURCHASE UNITS Dear Unit Holder: As described in the enclosed Offer to Purchase and related Letters of Transmittal (the "Offer"), MP VALUE FUND 4,...Offer to Purchase • December 22nd, 1998 • Mp Value Fund 4 LLC • Real estate
As described in the enclosed Offer to Purchase and related Letters of Transmittal (the "Offer"), MP VALUE FUND 4, LLC; MORAGA-DEWAAY FUND, LLC; MP VALUE FUND 6, LLC; and IG HOLDINGS (collectively the "Purchasers") are offering to purchase up to 3,324 Units of limited partnership interest (the "Units") in S/M REAL ESTATE FUND VII, LTD., a Delaware limited partnership(the "Partnership") at a purchase price equal to:
