A group headed by Jay Schottenstein said in June that it intended to wincontrol of the San Diego-based company's board and replace managementbecause of what it called a "dramatic" loss in shareholder value. OnMonday, Schottenstein and another shareholder, Michael Ashner, said they would nominate a slate of directors for election at theannual shareholders meeting in October.

Schottenstein, an Ohio-based retail investor, says the directors will run on the platform that management should be replacedand the company liquidated at a price no lower than $8 per share of commonstock. He made a $13.50-a-share offer for Burnham Pacific last August, but the REIT's board said it was too low.

As some Wall Street analysts expected, the company announced Monday that funds from operations totaled $2.7 million, or 8 cents per share, in the quarter ended June 30. Thatcompares to $13.2 million, or 32 cents per share, for the same time a year ago.For the first six months of 2000, funds from operations were $9.1 million,compared to $21.9 million a year ago.