SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
Quarterly Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
For the Quarter Ended September 30, 1997
Commission file number 0-8779
TEECO PROPERTIES L.P.
------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 13-2954060
- -----------------------------------------------------------------
(State or other Jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
520 Madison Avenue, New York, N.Y. 10022
- -----------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code:(212) 715-0300
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 periods 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 [ ]
Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practical date.
Units of Limited Partnership Interest - 6,479,516 units
outstanding as of November 5, 1997.
<PAGE>
FORM 10-Q
Page 2
INDEX
TEECO PROPERTIES L.P. and SUBSIDIARY COMPANIES
PART I. Financial Information
Item 1. Financial Statements (Unaudited)
Consolidated balance sheets - September 30, 1997 and
December 31, 1996.
Consolidated statements of operations - Three and nine months
ended September 30, 1997 and 1996.
Consolidated statements of partners' equity - Year
ended December 31, 1996 and nine months ended September 30, 1997.
Consolidated statements of cash flows - Nine months
ended September 30, 1997 and 1996.
Notes to consolidated financial statements - September 30, 1997.
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations.
PART II. Other Information
Item 1. Legal Proceedings
Item 6. Exhibits and Reports on Form 8-K
Signatures
<PAGE>
PART I - FINANCIAL INFORMATION
FORM 10 - Q
Page 3
TEECO PROPERTIES L.P.
(A Limited Partnership)
AND SUBSIDIARY COMPANIES
<TABLE>
CONSOLIDATED BALANCE SHEETS
<CAPTION>
September 30, December 31,
1997 1996
(Unaudited) (Note)
------------ ------------
(In thousands)
<S> <C> <C>
ASSETS
Cash $ 118 $ 342
Certificates of deposit -- int.bearing 107 104
Other receivables 1 1
Sundry other assets 52 63
------ ------
TOTAL ASSETS $ 279 $ 510
====== ======
LIABILITIES AND PARTNERS' EQUITY
Accounts payable, accrued expenses and sundry
liabilities -- representing total liabilities $ 72 $ 87
------ ------
Partners' equity
General partners -- 200 units - -
Limited partners -- 6,479,316 units 207 423
------ ------
TOTAL PARTNERS' EQUITY 207 423
Contingencies and other comments -- Note C ------ ------
TOTAL LIABILITIES AND PARTNERS' EQUITY $ 279 $ 510
====== ======
Note: The balance sheet at December 31, 1996 has been
derived from the audited financial statements at that date
but does not include all of the information and footnotes
required by generally accepted accounting principles for
complete financial statements.
</TABLE>
See notes to consolidated financial statements.
<PAGE>
PART I - FINANCIAL INFORMATION
FORM 10 - Q
Page 4
TEECO PROPERTIES L.P.
(A Limited Partnership)
AND SUBSIDIARY COMPANIES
<TABLE>
CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)
<CAPTION>
Three Months Ended Nine Months Ended
September 30, June 30,
--------------- ------------------
1997 1996 1997 1996
------ ------- -------- -------
(In thousands, Except Per
Partnership Unit Data)
<S> <C> <C> <C> <C>
Interest income, principally from
certificates of deposit $ 2 $ 4 $ 9 $ 14
General and administrative expenses 67 76 225 236
------ ------ ------ ------
Net (loss) $ (65) $ (72) $ (216) $ (222)
====== ====== ====== ======
Net (loss) attributable to -- Note B:
General Partners $ -0- $ -0- $ -0- $ -0-
Limited Partners (65) (72) (216) (222)
------ ------ ------ ------
$ (65) $ (72) $ (216) $ (222)
====== ====== ====== ======
Net (loss) per limited partnership unit
(Based on 6,479,516 Units) $ (.0101) $ (.0111) $ (.0334) $ (.0343)
====== ====== ====== ======
</TABLE>
See notes to consolidated financial statements.
<PAGE>
PART I - FINANCIAL INFORMATION
FORM 10 - Q
Page 5
TEECO PROPERTIES L.P.
(A Limited Partnership)
AND SUBSIDIARY COMPANIES
<TABLE>
CONSOLIDATED STATEMENTS OF PARTNERS' EQUITY (Unaudited)
<CAPTION>
Year Ended December 31, 1996 (1) and Nine Months Ended September 30, 1997
(Unaudited)
(In Thousands, Except Units Outstanding)
General Limited Total
Partners' Partners' Partners'
Equity Equity Equity
--------- --------- ---------
<S> <C> <C> <C>
Balance at January 1, 1996 $ - $ 708 $ 708
(Charges) arising from Net (loss) - (285) (285)
--------- --------- ---------
Balance at December 31, 1996 - 423 423
(Charges) arising from Net (loss) - (216) (216)
--------- --------- ---------
Balance at Septebmer 30, 1997 $ - $ 207 $ 207
========= ========= =========
Units outstanding at December 31, 1996
and September 30, 1997 200 6,479,316 6,479,516
========= ========== ==========
</TABLE>
(1) See Note appearing on Consolidated Balance Sheets (Page 3).
See notes to consolidated financial statements.
<PAGE>
PART I - FINANCIAL INFORMATION
FORM 10 - Q
Page 6
TEECO PROPERTIES L.P.
(A Limited Partnership)
AND SUBSIDIARY COMPANIES
<TABLE>
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
<CAPTION>
Nine Months Ended
September 30,
--------------------------
1997 1996
----------- -----------
(In Thousands)
<S> <C> <C>
OPERATING ACTIVITIES:
Net (loss) $ (216) $ (222)
Adjustments to reconcile net (loss) to net
cash (used in) operating activities:
Changes in operating assets and liabilities:
Decrease in other receivables and
sundry other assets 10 29
(Decrease) in accounts payable, accrued expenses
and sundry liabilities (15) (34)
------- -------
NET CASH (USED IN) OPERATING ACTIVITIES (221) (227)
Cash and certificates of deposit
at beginning of period 446 738
CASH AND CERTIFICATES OF DEPOSIT ------- -------
AT END OF PERIOD $ 225 $ 511
======= =======
</TABLE>
See notes to consolidated financial statements.
<PAGE>
FORM 10-Q
Page 7
TEECO PROPERTIES L.P.
(A Limited Partnership)
AND SUBSIDIARY COMPANIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
September 30, 1997
NOTE A - BASIS OF PRESENTATION
- ------------------------------
The accompanying unaudited consolidated financial
statements have been prepared in accordance with
generally accepted accounting principles for interim
financial information and with the instructions to
Form 10-Q and Article 10 of Regulation S-X.
Accordingly, they do not include all of the
information and footnotes required by generally
accepted accounting principles for complete financial
statements. In the opinion of management, all
adjustments (consisting of normal recurring accruals)
considered necessary for a fair presentation have
been included. Operating results for the three
and nine month periods ended September 30, 1997 are
not necessarily indicative of the results that may be
expected for the year ended December 31, 1997. For
further information, refer to the consolidated
financial statements and footnotes thereto included
in Teeco Properties L.P. and Subsidiary Companies'
annual report on Form 10-K for the year ended
December 31, 1996. (See Note C).
NOTE B - PARTNERS' EQUITY
- -------------------------
Pursuant to the Limited Partnership Agreement,
twenty-five percent (25%) of Partnership income,
gains, losses, deductions and credits for each fiscal
year shall be allocated among the persons who were
owners of Partnership units at the end of each of the
four fiscal quarters of such year in proportion to
the number of units held by each of them at the end
of the fiscal quarter in question. In addition, any
gain or loss of more than $100,000 from a single
transaction shall be allocated among the Unit holders
at the end of the fiscal quarter in which such gain
or loss is included in Teeco's taxable income or loss
on the same method as stated above.
On May 14, 1993, Robert V. Tishman retired as a
General Partner of the Partnership and transferred
his 70,000 General Partner Units (approximately
$21,000) to Limited Partner Units.
<PAGE>
FORM 10-Q
Page 8
TEECO PROPERTIES L.P.
(A Limited Partnership)
AND SUBSIDIARY COMPANIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
September 30, 1997
NOTE C - CONTINGENCIES AND OTHER COMMENTS
- -----------------------------------------
(1) In connection with Tishman Liquidating
Corporation's ("TLC") Plan of Complete Liquidation
and Dissolution (the "Plan"), TLC retained assets to
liquidate certain fixed and contingent liabilities,
consisting of claims, litigation and disputed
obligations, as to which uncertainties exist. During
the period from October 1, 1992 to February 11, 1993,
TLC exhausted substantially all of its assets and was
liquidated; accordingly, Teeco will be required to
pay the remaining balance of such fixed and
contingent liabilities under an agreement with TLC in
accordance with the Plan. The ultimate outcome of
the foregoing cannot be determined at this time.
Accordingly, no provision for any liability that may
result has been made in the accompanying consolidated
financial statements. See Item 1 (Legal Proceedings
and Contingent Liabilities) included in Part II of
this report for a description of certain of the
contingent liabilities to which TLC and Teeco
Properties L.P. ("Teeco" or the "Partnership") are
subject.
(2) On May 14, 1993, following the retirement of
Robert V. Tishman as General Partner of Teeco, the
remaining General Partners authorized the dissolution
of the Partnership pursuant to Article 16 of the
Limited Partnership Agreement. On June 30, 1993 all
the remaining assets of Teeco were to be transferred
to a Liquidating Trust and the Trustees of such
Liquidating Trust, acting solely in their fiduciary
capacity as Trustees, were to assume all liabilities
of Teeco.
On June 30, 1993 after further consideration, the
General Partners determined that it is in the best
interest of the Partnership and the Unitholders to
continue the dissolution and liquidation of the
Partnership in partnership form. Therefore, the
Partnership will continue to maintain its Unit
transfer books and the Units will continue to be
registered under the Securities Exchange Act of 1934.
<PAGE>
FORM 10-Q
Page 9
TEECO PROPERTIES L.P.
(A Limited Partnership)
AND SUBSIDIARY COMPANIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
INTRODUCTION AND HISTORY
- ------------------------
The Partnership commenced its business operations on
October 1, 1978. The Partnership was formed pursuant
to the Plan. TLC had been engaged for many years in
the development, construction and ownership of office
buildings. The Partnership's principal objective is
to sell or otherwise dispose of the real properties
and other assets it acquired pursuant to the Plan and
distribute the proceeds to its holders of units.
Pursuant to the Plan, which was approved by TLC's
shareholders at the Combined Annual and Special
Meeting of Shareholders held on November 7, 1977, on
September 30, 1978 TLC transferred all of its
remaining assets to the Partnership in exchange for
units representing substantially all of the
outstanding interests in the Partnership. On
September 30, 1978, TLC assigned to its shareholders
a one-unit interest in the Partnership for each share
of TLC Common Stock held of record as of the close of
business on September 29, 1978, after giving effect
to trading on that date. Trading in TLC's common
stock ceased and TLC's stock transfer books were
permanently closed at such date.
Effective February 11, 1993 the shareholders and the
Board of Directors of TLC approved the liquidation of
TLC.
On May 14, 1993, following the retirement of Robert
V. Tishman as General Partner of the Partnership, the
remaining General Partners then authorized the
dissolution of the Partnership pursuant to Article 16
of the Limited Partnership Agreement. On June 30,
1993 all the remaining assets of the Partnership were
to be transferred to a Liquidating Trust (the
"Liquidating Trust"), and the Trustees of the
Liquidating Trust, acting solely in their fiduciary
capacity as Trustees, were to assume all liabilities
of the Partnership. Upon such transfer to the
Liquidating Trust, the Partnership was to close its
Unit transfer books; and was to request the National
Quotation Bureau, Inc. to cease carrying quotations
of the Units.
<PAGE>
FORM 10-Q
Page 10
TEECO PROPERTIES L.P.
(A Limited Partnership)
AND SUBSIDIARY COMPANIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
INTRODUCTION AND HISTORY (continued)
- ------------------------------------
All Unitholders of the Partnership were deemed to be
beneficial owners (the "Beneficiaries") of a pro rata
share of the aggregate beneficial interest of the
Liquidating Trust (the "Beneficial Interest"). The
Beneficial Interests were to be non-transferrable
except by will, intestate succession or operation of
law.
On June 30, 1993, after further consideration, the
General Partners determined that it is in the best
interest of the Partnership and the Unitholders to
continue the dissolution and liquidation of the
Partnership in partnership form. Therefore, the
Partnership will continue to maintain its Unit
transfer books and the Units will continue to be
registered under the Securities Exchange Act of 1934.
RESULTS OF OPERATIONS
- ---------------------
The cost of continuing the liquidation process remains
stable with cash investments available to continue
the process through the first quarter 1998.
FINANCIAL CONDITION
- -------------------
It is the opinion of management that all of the
Partnership assets which had market values in excess
of the carrying values reflected in the financial
statements have already been disposed of. Refer to
Part II, Item 7 included in the Annual Report to the
Partners for the year ended December 31, 1996.
Future distributions by the Partnership are suspended
until such time as it can be determined that the
Partnership's net worth is sufficient to meet its
exposure under various pending litigations, etc.
See Note C to unaudited consolidated financial
statements.
<PAGE>
FORM 10-Q
Page 11
PART II
OTHER INFORMATION
Item 1. Legal Proceedings and Contingent Liabilities
There are no material pending legal proceedings,
other than ordinary routine litigation incidental to
the business, to which the Partnership or any of its
subsidiaries is a party or of which any of their
property is the subject, except the following.
The most material of the Partnership's liabilities
are litigations and other contingent liabilities of
TLC for which the Partnership is contingently liable.
In connection with its liquidation, TLC established
a reserve fund for certain fixed and contingent
liabilities which during the period from October 1,
1992 to February 11, 1993 was substantially exhausted
and TLC was then liquidated. In accordance with the
agreement under the Plan, the Partnership will pay
any remaining TLC liabilities. Such agreement
states, however, that none of the Partners of the
Partnership shall be personally liable for any of the
liabilities or obligations incurred by the
Partnership under such agreement (see discussion at
the end of this Item for potential liabilities of the
partners).
TLC Litigation
- --------------
An informal claim has been asserted against TLC as a
guarantor of the alleged obligations of a dissolved
subsidiary of TLC to advance or contribute up to
$11,125,000 to a joint venture formed to develop the
building at 1166 Sixth Avenue and certain other
properties. Counsel to TLC in the litigation
believes that the maximum amount that TLC was
required to contribute was $6,125,000 and that in any
event, prior advances substantially in excess of
$11,125,000 fully satisfied its obligation to make
advances to the joint venture.
TLC has been named as one of many defendants in
numerous law suits brought between November 1989
and September 1997 by persons who allege injuries from
exposure to asbestos at various work sites,
including some at which predecessors of TLC were
involved in construction activities. Management of
the Partnership believes, based in part upon the
advice of counsel, including the experience of
similar cases, that while the cost of resolving these
cases could be material in relation to the assets of
the Partnership, the resources of the Partnership,
including insurance coverage, will be sufficient to
cover the costs of resolving these cases and
possible unasserted claims.
<PAGE>
FORM 10-Q
Page 12
PART II
OTHER INFORMATION
Item 1. Legal Proceedings and Contingent Liabilities
Provision for Liabilities
- -------------------------
Under state law, the Partnership is required, prior
to making any distribution to Unitholders, to pay or
adequately provide for the payment of its
liabilities. The Partnership has also agreed with
TLC that prior to distributing the proceeds of sale
of any material assets of the Partnership the
Partnership will, to the extent reasonably required
at the time of such distribution, taking into account
the amounts remaining in TLC's reserve fund and the
remaining assets of the Partnership, set aside
reserves for the payment of the liabilities of the
Partnership including liabilities of TLC assumed by
the Partnership.
The Partnership established a reserve fund for
contingent liabilities to supplement the TLC reserve
fund which has been exhausted during the period from
October 1, 1992 to February 11, 1993. Based on (i)
opinions of counsel received by the Partnership and
TLC, regarding certain of the litigations to which
TLC and/or the Partnership is a party, (ii) reports
from counsel regarding the status of other
litigations, and (iii) the General Partners'
evaluation of the potential for additional claims
based on prior business operations of TLC, the
General Partners believe that the amount in the fund
taken together with the other remaining assets of the
Partnership will be adequate provision for the
liabilities of the Partnership. However, in view of
the contingent nature of such liabilities, the
General Partners cannot be certain of the sufficiency
of the provision that has been made for these
liabilities. The reserve fund of the Partnership may
be used to indemnify former officers and directors of
TLC and/or General Partners of the Partnership.
If the reserve fund of the Partnership and the
remaining assets of the Partnership were inadequate
to provide for the liabilities of TLC and the
Partnership, the Unitholders of the Partnership could
be obligated to pay these liabilities to the
following extent: (i) depending on the resolution of
certain unresolved legal questions, Unitholders could
be liable for the
<PAGE>
FORM 10-Q
Page 13
PART II
OTHER INFORMATION
Item 1. Legal Proceedings and Contingent Liabilities
Provision for Liabilities (continued)
- -------------------------------------
return of distributions received from the Partnership
and (ii) if as a result of participation in the
management of the Partnership, a Limited Partner is
treated as a general partner of the Partnership, such
Limited Partners would be generally liable for
Partnership obligations, which could be satisfied out
of such Unitholder's personal assets, except to the
extent that the liability for such obligation is
limited by agreement to the assets of the
Partnership. The sale agreement with the Purchaser
and other material agreements of the Partnership
contain such a limitation.
Possible Liability for Return of Distributions
- ----------------------------------------------
Under the Delaware Limited partnership Act, a limited
partner may not receive a return of any part of his
contribution unless, among other things, the
remaining assets of the partnership are sufficient to
pay all the liabilities of the partnership, excluding
certain liabilites to partners. Messrs. Fried,
Frank, Harris, Shriver & Jacobson have advised the
Partnership that while there is no authority directly
on point, it appears that these provisions also apply
to distributions to holders of interests in a limited
partnership who have not been admitted as limited
partners. The Partners' contributions to the
Partnership were made in the form of a transfer of
assets by TLC to the Partnership in exchange for all
the outstanding Units. The Partnership's Certificate
of Limited Partnership (the "Certificate") states
that the agreed value of the property contributed to
the Partnership by TLC is equal to the excess of the
amount at which such property was initially recorded
on the books of the Partnership over the amount at
which the liabilities of the Partnership were
initially recorded on its books. Based on this
provision in the Certificate, the Partners'
contribution would equal approximately $2.21 per
unit, which was the total Partners' Equity per Unit
as reflected in the Consolidated Balance Sheet of the
Partnership and Subsidiary Companies at October 1,
1978. The total Partners' Equity at September 30, 1997
is $.03 per Unit. Accordingly, counsel has advised
the General Partners that if the Partners'
contributions are determined on the basis provided in
the Certificate, $2.18 of the distributions made to
Unitholders on or before September 30, 1997 and a portion
of the distributions subsequent to September 30, 1997
will be treated as return of the Partners'
<PAGE>
FORM 10-Q
Page 14
PART II
OTHER INFORMATION
Item 1. Legal Proceedings and Contingent Liabilities
Possible Liability for Return of Distributions
(continued)
- ----------------------------------------------
contribution to the Partnership. Such counsel have
also advised the General Partners, however, that it
is uncertain whether the assets of a partnership are
valued at book value or fair market value for purpose
of determining whether a distribution is a return of
the Partners' contribution. If the amount of the
Partners' contribution was determined on the basis of
the fair market value of the Partnership's assets at
the time such assets were transferred to the
Partnership, it is likely that an additional portion
of the distribution made following the closing of the
sale of assets would be treated as a return of the
Partners' contribution. The precise amount that
would be treated as a return of the Partners'
contribution would depend on fair market value of the
Partnership's assets at the time of the transfer from
TLC and the fair market value of the Partnership's
remaining assets following the sale of assets and the
distribution to Unitholders.
Possible Liability as General Partners
- --------------------------------------
Limited Partners are generally not liable for the
debts or losses of a limited partnership beyond the
amount of their capital contributions. Under the
Partnership Agreement, the General Partners are
vested with exclusive authority to manage and conduct
the business and affairs of the Partnership and
Limited Partners are entitled to vote only in limited
circumstances. The Partnership has received an
opinion from its Delaware counsel that under Delaware
Law the existence and exercise of rights granted to
the Limited Partners in the Certificate, including
the right to vote on the sale of assets and amendment
to the Partnership Agreement, will not cause the
Limited Partners to be treated as partners of the
Partnership. Any General Partner acting alone may
amend the Partnership Agreement and the Certificate
to add additional matters material to the business of
the Partnership which a General Partner may submit to
a vote of the Partners in the event of disagreement
among the General Partners, provided that such
General Partners obtains an opinion of counsel that
neither the existence nor the exercise of such voting
rights will cause the Limited Partners to be liable
as a general partner for the debts of the
Partnership.
There is uncertainty as to whether Limited Partners
exercising the powers granted to the Limited Partners
by the Partnership Agreement, including the right to
vote on the proposed sale of assets and amendment to
the Partnership Agreement could, under certain
circumstances, be treated as general partners under
the laws of jurisdictions other than Delaware in
which the Partnership conducts business. If Limited
Partners were deemed to be general partners, they
<PAGE>
FORM 10-Q
Page 15
PART II
OTHER INFORMATION
Item 1. Legal Proceedings and Contingent Liabilities
Possible liability as General Partners (continued)
- --------------------------------------------------
would be generally liable for Partnership
obligations, which could be satisfied out of their
personal assets. The Partnership has, however,
followed a general policy of providing in all its
material agreements, including the Partnership's
conditional agreement and the Sale Agreement with the
Purchaser, to pay the liabilities of TLC and that the
Partners shall not be personally liable for the
Partnership's obligation under such agreements.
Accordingly, counsel has advised that a Limited
Partner who is deemed to be a general partner would
not be personally liable for such obligations of the
Partnership. However, counsel had advised the
General Partners that such a partner could, if assets
of TLC were deemed to have been transferred to the
Partnership without fair consideration, be liable to
creditors of TLC up to the amount by which the value
of the assets of the Partnership at the time of the
initial transfer of assets of TLC to the Partnership
exceeds the value of the assets of the Partnership at
the time they become available to such creditors.
Counsel has advised the Partnership that whether fair
consideration has been given in a particular case is
a question of fact. In their opinion it is unlikely,
however, that the transfer of assets to the
Partnership would be deemed to be without fair
consideration since, in view of the Partnership's
agreement to pay the liabilities of TLC, the transfer
did not diminish the assets available to satisfy the
claims of creditors of TLC and, at the time the
assets were transferred, the Partnership did not have
any liabilities other than those assumed from TLC.
Therefore, counsel has advised that it is unlikely
that a Limited Partner of the Partnership who is
deemed to be a general partner would have any
liability to creditors of TLC in excess of
distributions received by such partner from TLC and
the Partnership (plus interest).
Under the Delaware Limited Partnership Act, even if
the General Partners were deemed to have sufficiently
provided for the Partnership's liabilities by the
establishment of a reserve fund, a Unitholder
receiving a distribution could be liable for a period
of one year thereafter for the return of the
distribution to the extent necessary to discharge the
Partnership's liabilities to creditors who extend
credit or whose claims arose prior to such
distribution, including any liabilities in respect of
litigations and other contingent obligations of TLC,
if the distribution were deemed to have been a return
of all or part of his contribution and subsequent
distributions diminished the reserve fund to an
amount insufficient to pay all the Partnership's
liabilities. Counsel has also advised the General
Partners that while there is no authority directly on
point, it appears that this provision would also
apply to distributions to holders of interests in a
partnership who have not been admitted as limited
partners.
<PAGE>
FORM 10 - Q
Page 16
PART II
OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
b) No reports on Form 8-K have been filed during
the quarter for which this report is filed.
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.
TEECO PROPERTIES L.P.
---------------------
(Registrant)
Dated November 6, 1997
------------
By: /S/ JERRY I. SPEYER
Jerry I. Speyer, General Partner
Dated November 6, 1997
------------
By: /S/ DAVID AUGARTEN
David Augarten, Chief Financial Officer
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCEHDULE CONTAINS SUMMARY INFORMATION EXTRACTED FROM THE TEECO PROPERTIES
L.P. FORM 10-Q QUARTERLY REPORT FOR THE PERIOD ENDED SEPTEMBER 30, 1997 AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> SEP-30-1997
<CASH> 118,000
<SECURITIES> 107,000
<RECEIVABLES> 2,000
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 52,000
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 279,000
<CURRENT-LIABILITIES> 72,000
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 207,000
<TOTAL-LIABILITY-AND-EQUITY> 279,000
<SALES> 0
<TOTAL-REVENUES> 9,000
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 225,000
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (216,000)
<INCOME-TAX> 0
<INCOME-CONTINUING> (216,000)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (216,000)
<EPS-PRIMARY> (.033)
<EPS-DILUTED> (.033)
</TABLE>
