REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP
10-Q, 1997-05-19
REAL ESTATE INVESTMENT TRUSTS
Previous: CENTENNIAL MONEY MARKET TRUST, 497, 1997-05-19
Next: ENERCORP INC, 10-Q, 1997-05-19






                                    FORM 10-Q

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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

For the Quarter Ended                               Commission File Number
March 31, 1997                                             2-65391


                 REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP
             (Exact Name of Registrant as specified in its Charter)

Delaware                                   16-1173249
- --------------------                      ---------------------------------
(State of Formation)                      (IRS Employer Identification No.)


2350 North Forest Road
Suite 12-A
Getzville, New York  14068
(Address of Principal Executive Office)

Registrant's Telephone Number:      (716) 636-0280


Indicate  by a 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 
                                                ----     ----
 
Indicate by a check mark if disclosure of delinquent  filers  pursuant to Item
405 of Regulation S-K is not contained herein,  and will not be contained,  to
the best of the  registrant's  knowledge,  in definitive  proxy or information
statements  incorporated  by  reference  in part III of this  Form 10-Q or any
amendment to this Form 10-Q.   (X)

As of March 31, 1997, the issuer had 3,100 units of limited partnership interest
outstanding.



<PAGE>





                 REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP
                 -----------------------------------------------

                                      INDEX
                                      -----



                                                                      PAGE NO.
                                                                      --------
PART I:     FINANCIAL INFORMATION
- -------     ---------------------

            Balance Sheets -
                  March 31, 1997 and December 31, 1996                  3

            Statements of Operations -
                  Three Months Ended March 31, 1997 and 1996            4

            Statements of Cash Flows -
                  Three Months Ended March 31, 1997 and 1996            5

            Statements of Partners' (Deficit) -
                  Three Months Ended March 31, 1997 and 1996            6

            Notes to Financial Statements                             7 - 13


PART II:    MANAGEMENT'S DISCUSSION AND ANALYSIS OF
            FINANCIAL CONDITION AND RESULTS OF
            ----------------------------------
            OPERATIONS                                               14 - 15
            ----------



















                                     -2-


<PAGE>
                 REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP
                                 BALANCE SHEETS
                      March 31, 1997 and December 31, 1996
                                   (Unaudited)
<TABLE>
<CAPTION>
                                                          March 31,   December 31,
                                                           1997           1996
                                                           ----           ----
<S>                                                    <C>            <C>   
ASSETS

Property, at cost:
     Land                                              $   182,500    $   182,500
     Land improvements                                     185,000        185,000
     Buildings                                           2,413,805      2,413,805
     Furniture and fixtures                                164,141        164,141
                                                       -----------    -----------
                                                         2,945,446      2,945,446
     Less accumulated depreciation                       1,784,164      1,753,995
                                                       -----------    -----------
          Property, net                                  1,161,282      1,191,451

Cash - security deposits                                    29,591         29,406
Escrow deposits                                            220,992        187,815
Note receivable                                             47,200         47,200
Mortgage costs, net of accumulated
     amortization of $28,229 and $26,794                   172,722        174,157
Other assets                                                15,350         23,134
                                                       -----------    -----------

            Total Assets                               $ 1,647,137    $ 1,653,163
                                                       ===========    ===========


LIABILITIES AND PARTNERS' (DEFICIT)

Liabilities:
     Cash overdraft                                    $   294,009    $   208,100
     Mortgages payable                                   2,925,655      2,930,266
     Accounts payable and accrued expenses                 213,316        229,897
     Accounts payable - affiliates                         780,401        784,461
     Non-refundable deposits on sale of property           220,000        220,000
     Accrued interest                                       23,356         21,977
     Security deposits and prepaid rent                     28,129         31,858
                                                       -----------    -----------
            Total Liabilities                            4,484,866      4,426,559
                                                       -----------    -----------

Minority interest in consolidated
     joint venture                                         251,632        274,180
                                                       -----------    -----------

Partners' (Deficit):
     General partners                                     (793,387)      (792,969)
     Limited partners                                   (2,295,974)    (2,254,607)
                                                       -----------    -----------
           Total Partners' (Deficit)                    (3,089,361)    (3,047,576)
                                                       -----------    -----------

           Total Liabilities and Partners' (Deficit)   $ 1,647,137    $ 1,653,163
                                                       ===========    ===========
</TABLE>

                        See notes to financial statements

                                       -3-

<PAGE>

                 REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP
                            STATEMENTS OF OPERATIONS
                   Three Months Ended March 31, 1997 and 1996
                                   (Unaudited)

                                                      Three Months  Three Months
                                                          Ended         Ended
                                                        March 31,     March 31,
                                                          1997          1996
                                                          ----          ----

Income:
     Rental                                            $ 156,659      $ 177,317
     Interest and other income                            10,461          7,943
                                                       ---------      ---------
     Total income                                        167,120        185,260
                                                       ---------      ---------

Expenses:
     Property operations                                  86,091         84,995
     Interest:
          Paid to affiliates                              20,190         22,993
          Other                                           65,862         66,282
     Depreciation and amortization                        31,605         31,507
     Administrative:
          Paid to affiliates                              15,918         10,065
          Other                                           11,787         52,129
                                                       ---------      ---------
     Total expenses                                      231,453        267,971
                                                       ---------      ---------

Loss before allocation
     to minority interest                                (64,333)       (82,711)

Loss allocated to minority interest                       22,548         18,275
                                                       ---------      ---------

Net loss                                               $ (41,785)     $ (64,436)
                                                       =========      =========

Loss per limited partnership unit                      $  (13.34)     $  (20.58)
                                                       =========      =========

Distributions per limited partnership unit             $    --        $    --
                                                       =========      =========

Weighted average number of
     limited partnership units
     outstanding                                           3,100          3,100
                                                       =========      =========



                        See notes to financial statements



                                       -4-

<PAGE>

                 REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP
                            STATEMENTS OF CASH FLOWS
                   Three Months Ended March 31, 1997 and 1996
                                   (Unaudited)

                                                      Three Months  Three Months
                                                           Ended         Ended
                                                        March 31,     March 31,
                                                           1997          1996
                                                           ----          ----

Cash flow from operating activities:
     Net loss                                             $(41,785)    $(64,436)

Adjustments to reconcile net loss to net cash
 (used in) operating activities:
     Depreciation and amortization                          31,605       31,507
     Minority interest share of net loss                   (22,548)     (18,275)
Changes in operating assets and liabilities:
     Cash - security deposits                                 (185)        (174)
     Escrow deposits                                       (33,177)     (31,915)
     Other assets                                            7,783        9,312
     Accounts payable and accrued expenses                 (16,581)      47,008
     Accrued interest                                        1,379          (11)
     Security deposits and prepaid rent                     (3,729)       3,302
                                                          --------     --------
Net cash (used in) operating activities                    (77,238)     (23,682)
                                                          --------     --------

Cash flow from investing activities:
     Property additions and net cash
     provided by investing activities                         --           --
                                                          --------     --------

Cash flows from financing activities:
     Cash overdraft                                         85,909       81,686
     Accounts payable - affiliates                          (4,060)     (53,788)
     Principal payments on mortgage(s)                      (4,611)      (4,216)
     Mortgage costs                                           --           --
                                                          --------     --------
Net cash provided by financing activities                   77,238       23,682
                                                          --------     --------

Increase (decrease) in cash                                   --           --

Cash - beginning of period                                    --           --
                                                          --------     --------

Cash - end of period                                      $   --       $   --
                                                          ========     ========


Supplemental Disclosure of Cash Flow Information:
     Cash paid for interest                               $ 84,673     $ 66,271
                                                          ========     ========

                        See notes to financial statements

                                       -5-

<PAGE>

                 REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP
                        STATEMENTS OF PARTNERS' (DEFICIT)
                   Three Months Ended March 31, 1997 and 1996
                                   (Unaudited)


                                      General            Limited Partners
                                     Partners       ---------------------------
                                      Amount          Units             Amount
                                      ------          -----             ------

Balance, January 1, 1996           $  (790,336)           3,100     $(1,993,893)

Net loss                                  (644)            --           (63,791)
                                   -----------      -----------     -----------

Balance, March 31, 1996            $  (790,980)           3,100     $(2,057,684)
                                   ===========      ===========     ===========


Balance, January 1, 1997           $  (792,969)           3,100     $(2,254,607)

Net loss                                  (418)            --           (41,367)
                                   -----------      -----------     -----------

Balance, March 31, 1997            $  (793,387)           3,100     $(2,295,974)
                                   ===========      ===========     ===========




























                        See notes to financial statements

                                       -6-

<PAGE>


                 REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP
                          NOTES TO FINANCIAL STATEMENTS
                   Three Months Ended March 31, 1997 and 1996
                                   (Unaudited)


1.    GENERAL PARTNER'S DISCLOSURE
      ----------------------------

      In the opinion of the General  Partners  of  Realmark  Property  Investors
      Limited Partnership,  all adjustments  necessary for the fair presentation
      of the  Partnership's  financial  position,  results  of  operations,  and
      changes in cash flows for the three  months  ended March 31, 1997 and 1996
      have been made in the financial  statements.  The financial statements are
      unaudited and subject to any year-end adjustments which may be necessary.

2.    FORMATION AND OPERATION OF PARTNERSHIP
      --------------------------------------

      Realmark Property  Investors Limited  Partnership (the  "Partnership"),  a
      Delaware Limited  Partnership,  was formed August 28, 1979, to invest in a
      diversified portfolio of income-producing real estate.

      In March 1981, the  Partnership  commenced the public offering of units of
      limited  partnership  interest.  On  December  31, 1981 the  offering  was
      concluded,  at which time 3,100 units of limited partnership interest were
      outstanding.  The  General  Partners  are  Realmark  Properties,  Inc.,  a
      Delaware  corporation,  the corporate  General Partner,  and Mr. Joseph M.
      Jayson,  the  individual  General  Partner.  Joseph M.  Jayson is the sole
      shareholder of J.M. Jayson & Company, Inc. Realmark Properties,  Inc. is a
      wholly-owned subsidiary of J.M. Jayson & Company, Inc.

      Under the Partnership  agreement,  the General Partners and affiliates can
      receive  compensation for services rendered and reimbursement for expenses
      incurred on behalf of the Partnership.  The Partnership agreement provides
      for taxable  income or loss of the  Partnership to be allocated 99% to the
      limited  partners  and 1% to the general  partners.  Through  December 31,
      1986,  and for 1991 and  1996,  taxable  income or loss was  allocated  in
      accordance  with this  provision.  For the years 1987 through 1990,  1992,
      1993,  1994 and 1995, the  Partnership  was required to allocate losses in
      accordance  with Internal  Revenue  Section  704(b).  In general,  Section
      704(b) may be applicable when Partnership  capital is negative and limited
      partners are not required to restore  negative capital  accounts.  In such
      instances,  the IRS code requires that the general partners bear a greater
      portion of the economic  loss than that which would be allocated  pursuant
      to the partnership agreement and, therefore, the loss must be reallocated.
      For the three month period ended March 31,  1997,  Section  704(b) was not
      applicable.






                                       -7-

<PAGE>

      FORMATION AND OPERATION OF PARTNERSHIP (CONTINUED)
      --------------------------------------------------

      Losses  arising from the sale of properties  shall be allocated 99% to the
      Limited  Partners and 1% to the General  Partners subject to the revisions
      made in the Internal Revenue Code, pursuant to the Tax Reform Act of 1986.
      Net proceeds arising from a sale or refinancing shall be distributed first
      to the Limited  Partners in an amount  equivalent  to a 7% return on their
      average  adjusted  capital  balances,   plus  an  amount  equal  to  their
      respective positive capital account balances.

      Additional proceeds after property  disposition fees shall be allocated to
      the  Limited  Partners  in an  amount  equivalent  to 5% of their  average
      adjusted capital  balances and the remainder,  if any, in the ratio of 90%
      to the Limited  Partners and 10% to the General  Partners.  Income arising
      from the sale or refinancing  shall be allocated in the same manner as the
      proceeds are to be distributed, except that the General Partners are to be
      allocated at least 1% of the income.

 3.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

      Cash
      ----

      For purposes of reporting cash flows,  cash includes the following  items:
      cash on hand; cash in checking; and money market savings.

      Cash - security deposits
      ------------------------

      Cash - security deposits represents cash on deposit in accordance with the
     HUD regulatory agreement for the one property with a HUD mortgage.

      Escrow deposits
      ---------------

      Escrow  deposits  represent  cash which is  restricted  for the payment of
      property  taxes or for repairs and  replacements  in  accordance  with the
      mortgage agreement.

      Property and depreciation
      -------------------------

      Depreciation is provided using the straight-line method over the estimated
      useful lives of the respective  assets.  Expenditures  for maintenance and
      repairs are expensed as incurred,  and major renewals and  betterments are
      capitalized.  The  Accelerated  Cost Recovery  System is used to calculate
      depreciation expense for tax purposes.








                                       -8-

<PAGE>

      SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES  (CONTINUED)
      ------------------------------------------  -----------

      Minority interest in consolidated joint venture
      -----------------------------------------------

      The minority  interest in a  consolidated  joint  venture is stated at the
      amount of capital  contributed by the minority  investor  adjusted for its
      share of joint venture losses.

      Rental income
      -------------

      Rental income is recognized  under the operating  method.  The outstanding
      leases with  respect to rental  properties  owned are for terms of no more
      than one year.

      Income (loss) per limited partnership unit
      ------------------------------------------

      The income or loss per limited  partnership  unit is based on the weighted
      average number of limited  partnership units outstanding during the period
      then ended.

 4.   ACQUISITION AND DISPOSITION OF RENTAL PROPERTY
      ----------------------------------------------

      In November 1981, the  Partnership  acquired a 144 unit apartment  complex
      (Carriage  House  of  Englewood,  formerly  Gold Key  Village  Apartments)
      located in Englewood,  Ohio,  for a purchase  price of  $2,860,754,  which
      included $191,872 in acquisition fees.

      In  July  1982 , the  Partnership  acquired  a 99 unit  apartment  complex
      (Clarewood)  located in  Lafayette,  Louisiana,  for a  purchase  price of
      $2,428,834, which included $134,992 in acquisition fees.

      In July  1982,  the  Partnership  acquired  a 155 unit  apartment  complex
      (Gallery)  located  in  Lafayette,  Louisiana,  for a  purchase  price  of
      $3,546,653, which included $197,987 in acquisition fees.

      In October 1989, the Partnership sold the Clarewood and Gallery apartments
     for a combined  price of $4,647,516,  which  generated a total net gain for
     financial statement purposes of $1,209,164.

      In July  1996,  the  Partnership  entered  into a plan to  dispose  of the
      property,  plant and  equipment  of  Carriage  House of  Englewood  with a
      carrying  amount of $1,191,451.  Management has determined  that a sale of
      the  property is in the best  interest of the  investors.  As of March 31,
      1997, the sales contract, with a price of $3.7 million, may be canceled by
      the buyer at any time;  management has reason to believe the contract will
      be canceled during the next quarter of 1997.

      In connection with the pending sale, the Partnership has received $220,000
      in  non-refundable  deposits,  of which $47,200 is  represented  by a note
      receivable from the buyer.

                                       -9-

<PAGE>

 5.   MORTGAGES PAYABLE

      Carriage House of Englewood (formerly Gold Key Village Apartments)
      ------------------------------------------------------------------

      On May 5, 1992, the  Partnership's  first and second mortgages on Carriage
      House of Englewood were  refinanced  with a 9% U.S.  Department of Housing
      and  Urban  Development  (HUD)  guaranteed   mortgage  in  the  amount  of
      $2,997,800 due June 1, 2027. The mortgage  provides for monthly  principal
      and interest  payments of $23,503,  plus monthly escrow  deposits for real
      estate taxes,  insurance and repairs and maintenance totaling $11,346. The
      balance of the  mortgage  at March 31,  1997 and 1996 was  $2,925,655  and
      $2,943,495,  respectively. The mortgage is secured by all of the assets of
      Carriage House of Englewood.

      The mortgage is subject to a HUD regulatory  agreement which,  among other
      things, places restrictions on the uses and handling of cash and restricts
      distributions  to the property  owner to amounts that are considered to be
      surplus cash as defined in the agreement.

      The maturity of the  mortgage  payable for each of the next five years and
      thereafter is as follows:

             Year                                    Amount
             ----                                    ------

             1997                               $      19,080
             1998                                      20,871
             1999                                      22,829
             2000                                      24,970
             2001                                      27,312
             Thereafter                             2,815,204
                                                    ---------

             TOTAL                              $   2,930,266
                                                =============

6.    MINORITY  INTEREST OF RELATED PARTY IN CARRIAGE  HOUSE OF ENGLEWOOD  JOINT
      --------------------------------------------------------------------------
      VENTURE
      -------

      On May 5, 1992, the Partnership  entered into an agreement to form a joint
      venture with Realmark Property  Investors Limited  Partnership VI-A (RPILP
      VI-A). The joint venture was formed for the purpose of operating  Carriage
      House  of  Englewood  owned by the  Partnership.  Under  the  terms of the
      original agreement,  RPILP VI-A contributed  $497,911 with the Partnership
      contributing  the  property net of the first  mortgage.  On March 1, 1993,
      RPILP VI-A contributed an additional $125,239, amending the original joint
      venture agreement in the process.






                                      -10-

<PAGE>

      MINORITY  INTEREST OF RELATED PARTY IN CARRIAGE  HOUSE OF ENGLEWOOD  JOINT
      --------------------------------------------------------------------------
      VENTURE (CONTINUED)
      -------------------

      The amended agreement now provides that any income, loss, gain, cash flow,
      or sale proceeds be allocated  60.0% to the Partnership and 40.0% to RPILP
      VI-A.  The net loss from the date of inception  has been  allocated to the
      minority  interest in  accordance  with the terms of the agreement and has
      been recorded as a reduction of the capital contribution.

      A  reconciliation  of the  minority  interest  share in Carriage  House of
      Englewood joint venture is as follows:

      Balance, January 1                        $ 274,180
      Capital contribution                           -
      Allocated loss                              (22,548)
                                                ---------
      Balance, March 31                         $ 251,632
                                                =========

 7.   RELATED PARTY TRANSACTIONS

      Management  fees for Carriage House of Englewood are paid or accrued to an
      affiliate of the General Partners.  The management  agreement provides for
      5% of gross monthly rental  receipts of the complex to be paid as fees for
      administering  the  operations of the property.  These fees totaled $8,275
      and  $8,700  for  the  three   months  ended  March  31,  1997  and  1996,
      respectively.

      The general  partner is also entitled to receive a Partnership  management
      fee  equal  to  9% of  net  cash  flow  (as  defined  in  the  partnership
      agreement),  2% of which is  subordinated  to the limited  partners having
      received  an annual  cash  return  equal to 7% of their  adjusted  capital
      contributions. No such fee has been paid or accrued by the Partnership for
      the three months ended March 31, 1997 and 1996.

      Accounts  payable - affiliates  amounted to $780,401 and $820,696 at March
      31,  1997 and 1996,  respectively.  The  payable  represents  fees due and
      advances from the General Partner.  Interest charged on accounts payable -
      affiliates  totaled  $20,191  for the three month  period  ended March 31,
      1997.

      Pursuant to the terms of the Partnership agreement,  the corporate general
      partner  charged the Partnership  for  reimbursement  of certain costs and
      expenses  incurred by the corporate  general  partner and its  affiliates.
      These  charges  were for the  Partnership's  allocated  share of costs and
      expenses  such as  payroll,  travel and  communication,  costs  related to
      partnership accounting, and partner's communication and relations.






                                      -11-

<PAGE>

      RELATED PARTY TRANSACTIONS  (CONTINUED)
      ---------------------------------------

      Computer  service  charges for the  Partnership  are paid or accrued to an
      affiliate  of the  General  Partners.  The fee is based upon the number of
      apartment  units and totaled $758 for the three month  periods ended March
      31, 1997 and 1996.

      The corporate  general partner is allowed to collect property  disposition
      fees upon the sale of acquired  properties.  This fee is not to exceed the
      lesser of 9% of the  gross  proceeds  of the  offering  applicable  to the
      property or 50% of normal rates,  subordinated  to: (1) the payment to the
      limited partners of a cumulative  annual return (not compounded)  equal to
      7% of their average  adjusted capital  balances;  (2) the repayment to the
      limited   partners  of  a  cumulative   amount  equal  to  their   capital
      contributions;  and (3) the payment to all  partners of an amount equal to
      their  respective  positive  capital  account  balances to the extent such
      balances exceed the amounts provided for in the preceding  clauses (1) and
      (2).

 8.   INCOME TAXES
      ------------

      No  provision  has been made for income  taxes since the income or loss of
      the  Partnership  is to be included  in the tax returns of the  individual
      partners.

      The tax returns of the  Partnership  are subject to examination by federal
      and state  taxing  authorities.  Under  federal and state income tax laws,
      regulations  and rulings,  certain types of  transactions  may be accorded
      varying  interpretations  and,  accordingly,  reported Partnership amounts
      could be changed as a result of any such examination.

      The reconciliation of net loss for the three month periods ended March 31,
      1997 and 1996 as reported in the statements of operations, and as would be
      reported for tax purposes respectively, is as follows:
 

                                                   March 31,         March 31,
                                                     1997              1996    
                                                     ----              ----    
     Net loss -
          Statement of operations                $ (41,785)         $ (64,436)
     (Add to)  deduct from:
          Difference in depreciation                 8,779              9,774
          Difference in amortization                  -                  -
          Difference in bad debt reserve             7,130              5,380
          Tax adjustment - Joint Venture              -               ( 1,499)
                                                 ---------          ---------
     Net loss for tax purposes                   $ (25,876)         $ (50,781)
                                                 =========          ========= 





                                      -12-

<PAGE>

      INCOME TAXES (CONTINUED)

      The  reconciliation of partners'  (deficit) at March 31, 1997 and December
      31,  1996 as  reported in the  balance  sheets,  and as  reported  for tax
      purposes, is as follows:

                                                   March 31,      December 31,
                                                     1997             1996  
                                                     ----             ----  
               
    Partners' (Deficit) - balance sheet        $ (3,089,361)     $ (3,047,576)
     Add to (deduct from):
          Accumulated difference in
          depreciation                           (  951,776)       (  960,555)
          Accumulated amortization                  240,000           240,000
          Syndication fees                          248,000           248,000
          Reserve for bad debts                      75,683            68,553
           Tax Basis Adjustment
           - Joint Venture                          (17,085)          (17,085)
          Other                                       1,711             1,711
                                               ------------      ------------  
     Partners' (Deficit) - tax return          $ (3,492,828)     $ (3,466,952)
                                               ============      ============ 




























                                      -13-

<PAGE>

PART II:   MANAGEMENT'S DISCUSSION AND ANALYSIS OF
           ---------------------------------------
           FINANCIAL CONDITION AND RESULTS OF OPERATIONS
           ---------------------------------------------
          
Liquidity and Capital Resources
- -------------------------------

The Partnership  continued to struggle  financially  during the first quarter of
1997 with declining receipts due to lower occupancy and poorer cash collections.
The partnership is still  operating with cash flow  shortages,  with the General
Partner advancing funds to the Partnership to cover  shortfalls,  although under
no  obligation  to do so.  There is no assurance  that the General  Partner will
continue to do so. The General  Partner has advanced  $780,401,  as of March 31,
1997, all of which is payable on demand.

The  Partnership did not make any  distributions  during the three month periods
ending March 31, 1997 and 1996, nor does it anticipate  making any distributions
in the  near  future  due  to  the  considerable  financial  obligations  of the
Partnership  which must be attended to first.  The General Partner believes that
unless  there is a  significant  increase  in income  and a major  reduction  in
expenses,  the  property  could be in default of its  mortgage.  If the  General
Partner  ceases to advance funds to the  Partnership  to cover any negative cash
flow, the Partnership could lose the property in a foreclosure.  At this time it
is highly unlikely that the Limited  Partners will receive any proceeds from the
sale. The General Partner  continues to market Carriage House of Englewood,  the
Partnership's one remaining property,  to other buyers since the pending sale is
subject to a number of contingencies.

Management  continues to communicate and work with the United States  Department
of Housing and Urban  Development  (HUD) for the release of escrowed funds to be
used to do needed capital improvements to the property,  such as roofing repairs
and  interior  painting.  Thus far,  HUD and the  mortgagor  have  assisted  the
Partnership with its cash needs through the release of escrowed funds,  although
they are under no obligation  to do so and there is no guarantee  that they will
continue to do so.


Results of Operations:
- ----------------------

For the quarter ended March 31, 1997, the  Partnership's net loss was $41,785 or
$13.34 per limited  partnership  unit.  Net loss for the quarter ended March 31,
1996, amounted to $64,436 or $20.58 per unit.

Partnership revenue for the quarter ended March 31, 1997 totaled $167,120, which
is a decrease of over  $18,000 from the quarter  ended March 31,  1996.  The net
change  between the two periods is a direct  result of a decrease in  occupancy,
increased   concessions  given  to  lease  vacant  units,  and  an  increase  in
delinquencies  at Carriage  House of  Englewood.  Partnership  revenues  for the
period  ended March 31,  1996 were  $185,260.  A decrease  in rental  income was
responsible for the entire decrease in total revenues between the quarters ended
March 31, 1997 and 1996; such income decreased from $177,317 in 1996 to $156,659
during the same quarter in 1997.  The increase in other income can be attributed
to an increase in security deposit forfeitures.

                                      -14-

<PAGE>

Results of Operations  (continued):
- -----------------------------------

For the three month period ended March 31, 1997,  Partnership  expenses  totaled
$231,453, a decrease of $36,518 from the quarter ended March 31, 1996. Decreases
in contracted  services and utility expenses were offset by increases in payroll
and related  expenses  and repairs and  maintenance  resulting  in only a slight
increase in total property  operation  expenses between the quarters ended March
31, 1997 and 1996.  The  significant  decrease in  administrative  costs was the
result of less  advertising  expense.  Insurance  expense and real estate  taxes
remained fairly constant between the two quarters. The same was true of interest
expense and depreciation and amortization.

The  Partnership  is  expecting  the  property  operation  expenses  to increase
slightly over the next several months as management continues to put emphasis on
improving the  property's  appearance in order to lease up the vacant units.  As
the condition of the property  improves,  operations  expenses should level out.
Management is continuing to make every effort to reduce and/or control  expenses
in coming quarters. Administrative charges are also expected to level off as the
property's   performance   improves;   expenses  that  are  indirectly  tied  to
performance  such as  advertising  and legal  fees (i.e.  collection  fees) will
decline as vacancies decrease and collections improve.

For the three month  period  March 31,  1997,  the tax basis loss was $25,876 or
$8.26 per limited  partnership  unit compared to a tax loss of $50,781 or $16.22
per unit for the three month period ended March 31, 1996.

























                                     -15-

<PAGE>
                 REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP
                 -----------------------------------------------


                                     PART II
                                     -------

                                OTHER INFORMATION
                                -----------------


Item 1 - Legal Proceedings
- --------------------------

The Partnership is not a party to, nor are any of the  Partnership's  properties
subject to any material pending legal proceedings  other than ordinary,  routine
litigation incidental to the Partnership's business.

Items 2, 3, 4 and 5
- -------------------

Not applicable.

Item 6 - Exhibits and reports on Form 8-K
- -----------------------------------------

None.



























                                      -16-

<PAGE>

                                   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.


REALMARK PROPERTY INVESTORS
LIMITED PARTNERSHIP


By:   /s/Joseph M. Jayson                       May 17, 1997 
      ------------------------------            ------------------------
      Joseph M. Jayson,                         Date
      Individual General Partner



Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed by the following  persons on behalf of the registrant and in the
capacities and on the dates indicated.


By:   REALMARK PROPERTIES, INC.
      Corporate General Partner

      /s/Joseph M. Jayson                       May 17, 1997  
      ------------------------------            ------------------------
      Joseph M. Jayson,                         Date
      President and Director



      /s/Michael J. Colmerauer                  May 17, 1997  
      ------------------------------            ------------------------
      Michael J. Colmerauer                     Date
      Secretary














<TABLE> <S> <C>


        

<ARTICLE> 5
<LEGEND>
THIS  SCHEDULE  CONTAINS  SUMMARY  FINANCIAL   INFORMATION  EXTRACTED  FROM  THE
FINANCIAL  STATEMENTS OF REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP FOR THE
THREE MONTHS ENDED MARCH 31, 1997, AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE
TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1

<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          DEC-31-1997
<PERIOD-START>                             JAN-01-1997
<PERIOD-END>                               MAR-31-1997
<CASH>                                          29,591
<SECURITIES>                                         0
<RECEIVABLES>                                   47,200
<ALLOWANCES>                                         0 
<INVENTORY>                                          0
<CURRENT-ASSETS>                               283,542   
<PP&E>                                       2,945,446  
<DEPRECIATION>                               1,784,164   
<TOTAL-ASSETS>                               1,647,137
<CURRENT-LIABILITIES>                        1,559,211
<BONDS>                                      2,925,655
                                0
                                          0
<COMMON>                                             0
<OTHER-SE>                                           0
<TOTAL-LIABILITY-AND-EQUITY>                 1,647,137
<SALES>                                              0
<TOTAL-REVENUES>                               167,120
<CGS>                                                0
<TOTAL-COSTS>                                  231,453
<OTHER-EXPENSES>                                22,548
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                              86,052
<INCOME-PRETAX>                                (41,785)
<INCOME-TAX>                                         0
<INCOME-CONTINUING>                                  0 
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                   (41,785)
<EPS-PRIMARY>                                   (13.34)
<EPS-DILUTED>                                        0

        

</TABLE>


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission