PUBLIC STORAGE PROPERTIES LTD
10-Q, 1998-05-14
LESSORS OF REAL PROPERTY, NEC
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 10-Q


[X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities  Exchange
Act of 1934

For the period ended March 31, 1998

                                       or

[ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934

For the transition period from                 to
                              -----------------  ----------------

Commission File Number 0-8667
                       ------

                         PUBLIC STORAGE PROPERTIES, LTD.
                         -------------------------------
             (Exact name of registrant as specified in its charter)


         California                                           95-3196921
- ---------------------------------                 ----------------------
(State or other jurisdiction of                         (I.R.S. Employer
incorporation or organization)                    Identification Number)

         701 Western Ave.
       Glendale, California                                   91201-2349
- ---------------------------------                 ----------------------
(Address of principal executive offices)                      (Zip Code)

Registrant's telephone number, including area code:       (818) 244-8080
                                                       -----------------




Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports)  and  (2)  has  been  subject  to such  filing
requirements for the past 90 days.

                                    Yes X No
                                       ---  ---

<PAGE>


                                      INDEX

                                                                           Page
PART I.   FINANCIAL INFORMATION

   Condensed balance sheets at March 31, 1998
     and December 31, 1997                                                    2

   Condensed statements of income for the three
     months ended March 31, 1998 and 1997                                     3

   Condensed statement of partners' deficit for the
     three months ended March 31, 1998                                        4

   Condensed statements of cash flows for the
     three months ended March 31, 1998 and 1997                               5

   Notes to condensed financial statements                                    6

   Management's discussion and analysis of
     financial condition and results of operations                            7


PART II.  OTHER INFORMATION                                                   8

<PAGE>

                         PUBLIC STORAGE PROPERTIES, LTD.
                            CONDENSED BALANCE SHEETS

<TABLE>
<CAPTION>

                                                                                      March 31,            December 31,
                                                                                        1998                   1997
                                                                                ---------------------    --------------------
                                                                                     (Unaudited)
                                     ASSETS
                                     ------

<S>                                                                                <C>                    <C>            
Cash and cash equivalents                                                          $      620,000         $       546,000
Rent and other receivables                                                                 41,000                  46,000

Real estate facilities, at cost:
     Building, land improvements and equipment                                          8,012,000               8,001,000
     Land                                                                               2,511,000               2,511,000
                                                                                ---------------------    --------------------
                                                                                       10,523,000              10,512,000

     Less accumulated depreciation                                                     (5,609,000)             (5,492,000)
                                                                                ---------------------    --------------------
                                                                                        4,914,000               5,020,000
                                                                                ---------------------    --------------------

Other assets                                                                              140,000                 148,000
                                                                                ---------------------    --------------------

Total assets                                                                       $    5,715,000         $     5,760,000
                                                                                =====================    ====================


                        LIABILITIES AND PARTNERS' DEFICIT
                        ---------------------------------

Accounts payable                                                                   $       60,000         $        32,000
Deferred revenue                                                                          136,000                 131,000
Notes payable                                                                          13,655,000              14,093,000

Partners' deficit:
     Limited partners' deficit, $500 per unit, 20,000 units
          authorized, issued and outstanding                                           (6,041,000)             (6,308,000)
     General partners' deficit                                                         (2,095,000)             (2,188,000)
                                                                                ---------------------    --------------------

     Total partners' deficit                                                           (8,136,000)             (8,496,000)
                                                                                ---------------------    --------------------

Total liabilities and partners' deficit                                            $    5,715,000         $     5,760,000
                                                                                =====================    ====================

</TABLE>
                            See accompanying notes.
                                       2
<PAGE>


                         PUBLIC STORAGE PROPERTIES, LTD.
                         CONDENSED STATEMENTS OF INCOME
                                   (UNAUDITED)
<TABLE>
<CAPTION>


                                                                                 Three Months Ended
                                                                                     March 31,
                                                                       ----------------------------------------
                                                                              1998                   1997
                                                                       ------------------   -------------------
REVENUES:

<S>                                                                     <C>                    <C>         
Rental income                                                           $  1,107,000           $  1,050,000
Other income                                                                   8,000                  2,000
                                                                       ------------------   -------------------
                                                                           1,115,000              1,052,000
                                                                       ------------------   -------------------

COSTS AND EXPENSES:

Cost of operations                                                           262,000                256,000
Management fees paid to affiliate                                             66,000                 63,000
Depreciation expense                                                         117,000                107,000
Administrative                                                                13,000                 10,000
Interest expense                                                             297,000                310,000
                                                                       ------------------   -------------------
                                                                             755,000                746,000
                                                                       ------------------   -------------------

NET INCOME                                                              $    360,000           $    306,000
                                                                       ==================   ===================
Limited partners' share of net income ($17.80 per unit in 1998
     and $15.15 per unit in 1997)                                       $    356,000           $    303,000

General partners' share of net income                                          4,000                  3,000
                                                                       ------------------   -------------------
                                                                        $    360,000           $    306,000
                                                                       ==================   ===================
</TABLE>
                            See accompanying notes.
                                       3
<PAGE>


                         PUBLIC STORAGE PROPERTIES, LTD.
                    CONDENSED STATEMENT OF PARTNERS' DEFICIT
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                                                                      Total
                                                       Limited                General               Partners'
                                                       Partners              Partners                Deficit
                                                   ----------------      ----------------       ----------------

<S>                                                <C>                   <C>                    <C>             
Balance at December 31, 1997                       $    (6,308,000)      $    (2,188,000)       $    (8,496,000)

Net income                                                 356,000                 4,000                360,000

Equity transfer                                            (89,000)               89,000                  -
                                                   ----------------      ----------------       ----------------

Balance at March 31, 1998                          $    (6,041,000)      $    (2,095,000)       $    (8,136,000)
                                                   ================      ================       ================
</TABLE>
                            See accompanying notes.
                                       4

<PAGE>

                         PUBLIC STORAGE PROPERTIES, LTD.
                       CONDENSED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)

<TABLE>
<CAPTION>

                                                                            Three Months Ended
                                                                                   March 31,
                                                                      ------------------------------------
                                                                            1998                   1997
                                                                      -----------------   ----------------

Cash flows from operating activities:

     <S>                                                              <C>                    <C>         
     Net income                                                       $    360,000           $    306,000

     Adjustments to reconcile net income to net cash
         provided by operating activities:

         Depreciation                                                      117,000                107,000
         Decrease in rent and other receivables                              5,000                  1,000
         Amortization of prepaid loan fees                                   8,000                  8,000
         Decrease in other assets                                             -                    13,000
         Increase in accounts payable                                       28,000                 57,000
         Increase in deferred revenue                                        5,000                  4,000
                                                                      -----------------   ----------------

         Total adjustments                                                 163,000                190,000
                                                                      -----------------   ----------------

         Net cash provided by operating activities                         523,000                496,000
                                                                      -----------------   ----------------

Cash flows from investing activities:

     Additions to real estate facilities                                   (11,000)               (34,000)
                                                                      -----------------   ----------------

         Net cash used in investing activities                             (11,000)               (34,000)
                                                                      -----------------   ----------------
Cash flows from financing activities:

     Principal payments on note payable                                   (438,000)              (277,000)
                                                                      -----------------   ----------------

         Net cash used in financing activities                            (438,000)              (277,000)
                                                                      -----------------   ----------------

Net increase in cash and cash equivalents                                   74,000                185,000

Cash and cash equivalents at the beginning of the period                   546,000                 69,000
                                                                      -----------------   ----------------

Cash and cash equivalents at the end of the period                    $    620,000           $    254,000
                                                                      =================   ================
</TABLE>

                            See accompanying notes.
                                       5
<PAGE>

                         PUBLIC STORAGE PROPERTIES, LTD.
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
                                   (UNAUDITED)


1.       The accompanying  unaudited  condensed  financial  statements have been
         prepared  pursuant to the rules and  regulations  of the Securities and
         Exchange  Commission.  Certain  information  and  footnote  disclosures
         normally included in financial  statements  prepared in accordance with
         generally accepted accounting principles have been condensed or omitted
         pursuant to such rules and regulations,  although  management  believes
         that  the  disclosures  contained  herein  are  adequate  to  make  the
         information   presented  not  misleading.   These  unaudited  condensed
         financial  statements  should be read in conjunction with the financial
         statements and related notes appearing in the  Partnership's  Form 10-K
         for the year ended December 31, 1997.

2.       In the opinion of  management,  the  accompanying  unaudited  condensed
         financial statements reflect all adjustments, consisting of only normal
         accruals,  necessary  to  present  fairly the  Partnership's  financial
         position at March 31, 1998, the results of its operations for the three
         months  ended  March 31,  1998 and its cash flows for the three  months
         then ended.

3.       The results of operations for the three months ended March 31, 1998 are
         not necessarily indicative of the results expected for the full year.


                                       6
<PAGE>

                        PUBLIC STORAGE PROPERTIES, LTD.,
                      MANAGEMENT'S DISCUSSION AND ANALYSIS
                OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS


RESULTS OF OPERATIONS
- ---------------------

         Three months ended March 31, 1998  compared to three months ended March
31, 1997:

         The  Partnership's net income for the three months ended March 31, 1998
was  $360,000  compared to $306,000  for the three  months ended March 31, 1997,
representing  an increase of $54,000 or 18%. This increase is primarily a result
of increased operating results at the Partnership's real estate facilities and a
decrease in interest expense resulting from a lower note payable balance in 1998
compared to 1997.

         Rental income for the three months ended March 31, 1998 was  $1,107,000
compared to $1,050,000  for the three months ended March 31, 1997,  representing
an  increase  of $57,000 or 5%.  This  increase  is  primarily  attributable  to
increased  occupancy  levels and rental rates.  The weighted  average  occupancy
levels at the  mini-warehouse  facilities  were 94% and 92% for the three months
ended March 31, 1998 and 1997,  respectively.  Average monthly realized rent for
the three months ended March 31, 1998 increased to $.77 per occupied square foot
from $.75 per occupied square foot for the three months ended March 31, 1997.

         Cost of operations (including management fees paid to an affiliate) for
the three months ended March 31, 1998 was $328,000  compared to $319,000 for the
three  months ended March 31,  1997,  representing  an increase of $9,000 or 3%.
This increase is mainly attributable to increases in advertising and promotion.

         Interest  expense  decreased  $13,000 to $297,000  in the three  months
ended March 31, 1998 from  $310,000  in the same period in 1997  reflecting  the
lower outstanding principal balances on the Partnership's notes payable.

LIQUIDITY AND CAPITAL RESOURCES
- -------------------------------

         Cash  generated  from  operations  ($523,000 for the three months ended
March 31,  1998) has been  sufficient  to meet all  current  obligations  of the
Partnership.

         In  the  fourth   quarter  of  1990,   quarterly   distributions   were
discontinued  to enable the  Partnership  to  increase  its cash  available  for
principal payments that commenced in 1993.


                                       7
<PAGE>

                           PART II. OTHER INFORMATION


ITEMS 1 through 5 are inapplicable.

ITEM 6   Exhibits and Reports on Form 8-K

             (a)  The following Exhibit is included herein:

                  (27) Financial Data Schedule

             (b)  Form 8 - K

                  None.


                                   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 thereunto duly authorized.




                                             DATED: May 13, 1998

                                             PUBLIC STORAGE PROPERTIES, LTD.

                                             BY:  Public Storage, Inc.
                                                  General Partner




                                             BY:   /s/ John Reyes
                                                   --------------------
                                                  John Reyes
                                                  Senior Vice President and
                                                    Chief  Financial Officer


                                       8

<TABLE> <S> <C>


<ARTICLE>                     5
<CIK>                         0000202953
<NAME>                        Public Storage Properties, Ltd.
<MULTIPLIER>                                                               1
<CURRENCY>                                                                US
       
<S>                                                                      <C>
<PERIOD-TYPE>                                                          3-MOS
<FISCAL-YEAR-END>                                                Dec-31-1998
<PERIOD-START>                                                   Jan-01-1998
<PERIOD-END>                                                     Mar-31-1998
<EXCHANGE-RATE>                                                            1
<CASH>                                                               620,000
<SECURITIES>                                                               0
<RECEIVABLES>                                                         41,000
<ALLOWANCES>                                                               0
<INVENTORY>                                                                0
<CURRENT-ASSETS>                                                     801,000
<PP&E>                                                            10,523,000
<DEPRECIATION>                                                   (5,609,000)
<TOTAL-ASSETS>                                                     5,715,000
<CURRENT-LIABILITIES>                                                196,000
<BONDS>                                                           13,655,000
                                                      0
                                                                0
<COMMON>                                                                   0
<OTHER-SE>                                                       (8,136,000)
<TOTAL-LIABILITY-AND-EQUITY>                                       5,715,000
<SALES>                                                                    0
<TOTAL-REVENUES>                                                   1,115,000
<CGS>                                                                      0
<TOTAL-COSTS>                                                        328,000
<OTHER-EXPENSES>                                                     130,000
<LOSS-PROVISION>                                                           0
<INTEREST-EXPENSE>                                                   297,000
<INCOME-PRETAX>                                                      360,000
<INCOME-TAX>                                                               0
<INCOME-CONTINUING>                                                  360,000
<DISCONTINUED>                                                             0
<EXTRAORDINARY>                                                            0
<CHANGES>                                                                  0
<NET-INCOME>                                                         360,000
<EPS-PRIMARY>                                                          17.80
<EPS-DILUTED>                                                          17.80
        

</TABLE>


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