SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): December 5, 1995
JMB INCOME PROPERTIES, LTD. - VIII
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(Exact name of registrant as specified in its charter)
Illinois 0-10206 36-3075978
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(State or other) (Commission (IRS Employer
Jurisdiction of File Number) Identification No.)
Organization
900 N. Michigan Avenue, Chicago, Illinois 60611-1575
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(Address of principal executive office)
Registrant's telephone number, including area code: (312) 915-1987
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TOWN AND COUNTRY CENTER
Houston, Texas
ITEM 2. ACQUISITION OR DISPOSITION OF ASSET. JMB Income Properties, Ltd. -
VIII (the "Partnership"), in a joint venture with an affiliated partnership,
JMB Income Properties, Ltd.-IX, owned an interest in Town and Country Center,
a 1,054,000 square foot regional shopping center located in Houston, Texas,
through another joint venture ("T&C") with the developer of the center. The
center includes six free-standing buildings and a three-level enclosed mall,
of which T&C owned approximately 370,000 square feet of mall space (the
"Property"). On December 5, 1995, the lender, American General Life and
Accident Insurance Company, realized upon its security for its non-recourse
mortgage loan, which included the land, building and related improvements of
the Property, in discharge of the loan. The Property was approximately 76%
occupied (including temporary tenants) on the disposition date. As previously
reported, the Property faced strong competition in its area. T&C had
prepared and evaluated a plan for an extensive renovation and
re-merchandising of the Property. Given T&C's level of debt, the strong
competition that the Property faced and the significant
cost that would have been required to lease, renovate and re-merchandise the
Property, T&C decided in September 1995 not to commit any additional capital
to pay continued operating deficits of the Property, including funding for
debt service payments, without obtaining a modification to the existing non-
recourse mortgage loan. Consequently, T&C remitted to the lender only the
amount of cash flow from property operations after expenses rather than the
full debt service payment required for the month of September 1995. The
lender was unwilling to modify the loan and realized upon its security as a
result of the default in the payment of debt service.
As a result of the disposition of the Property to the lender and the
liquidation of the joint ventures mentioned above, the Partnership has
recognized a gain of approximately $9,800,000, excluding the venture partners'
shares, for financial reporting purposes and a gain of approximately
$8,400,000, excluding the venture partners' shares, for tax reporting purposes.
Substantially all of the gain for financial reporting purposes results from the
liquidation of the joint ventures. The Partnership had previously recorded a
$30,115,000 loss on value impairment for financial reporting purposes relating
to the underlying real estate assets. There are no proceeds from the
disposition. Under the terms of the applicable venture agreements, gain on
disposition of the Property and liquidations of joint ventures is to be
allocated according to the respective ownership percentages of the venture
partners. The Partnership's ownership percentage in the Property was 50.10%.
The Partnership's interest in the Town and Country Center was its only
remaining investment property and due to its disposition, the Partnership
intends to wind up its affairs and liquidate by year-end. The Partnership
will distribute its remaining cash after payment of expenses and liabilities.
It is currently expected that a final liquidating distribution in excess of
$200 per Limited Partnership Interest will be made in connection with the
liquidation and termination of the Partnership. However, this is an estimate
only, and the final liquidating distribution to the Limited Partners, which
will depend upon, among other things, amounts needed to pay or provide for the
Partnership's remaining expenses and liabilities, may vary from such estimate.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(a) Financial Statements. Not applicable.
(b) Proforma financial information - Narrative.
As a result of the lender realizing upon its security interest in the
Property, there will be no further rental income, mortgage and other interest,
depreciation and amortization, property operating expenses or venture
partners' share of ventures' operations recorded for the Property, which for
the Partnership's most recent fiscal year (the year ended December 31, 1994)
were approximately $6,912,000, $3,535,000, $2,829,000, $4,192,000 and
$1,795,000, respectively, and for the nine months ended September 30, 1995
were approximately $4,658,000, $2,641,000, $2,095,000, $3,096,000 and
$16,625,000, respectively. Additionally, there will be no further provision
for value impairment for the Property, which was approximately $30,115,000 at
September 30 1995. Also, there will be no further assets and liabilities
related to the Property, which at December 31, 1994 and September 30, 1995
consisted of (i) land, building and improvements and deferred expenses (net of
accumulated depreciation and amortization) of approximately $59,342,000 and
$27,099,000, respectively; (ii) cash and other current assets of approximately
$3,270,000 and $2,281,000, respectively; (iii) current portion of long-term
debt of approximately $1,515,000 and $30,824,000, respectively; (iv) other
current liabilities of $2,299,000 and $2,123,000, respectively; (v) other
liabilities of approximately $1,645,000 and $1,099,000, respectively; (vi)
long-term debt less current portion of approximately $29,651,000 and none,
respectively; and (vii) venture partners' subordinated equity of approximately
$23,338,000 and $6,978,000, respectively.
(c) Exhibits.
None<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.
JMB INCOME PROPERTIES, LTD. - VIII
By: JMB Realty Corporation
Managing General Partner
By: GAILEN J. HULL
Gailen J. Hull
Senior Vice President
Dated: December 20, 1995
