PAINE WEBBER INCOME PROPERTIES FOUR LTD PARTNERSHIP
10-Q, 1996-05-14
REAL ESTATE INVESTMENT TRUSTS
Previous: FIRST PULASKI NATIONAL CORP, 10-Q, 1996-05-14
Next: VARIABLE ANNUITY LIFE INSURANCE CO SEPARATE ACCOUNT A, 485APOS, 1996-05-14










               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 QUARTERLY PERIOD ENDED MARCH 31, 1996

                                      OR

            TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED)

                     For the transition period from to .


                       Commission File Number: 0-10980



             PAINE WEBBER INCOME PROPERTIES FOUR LIMITED PARTNERSHIP
             (Exact name of registrant as specified in its charter)



           Delaware
                                                                 04-2738053
(State or other jurisdiction of                               (I.R.S.Employer
incorporation or organization)                           Identification No.)


265 Franklin Street, Boston, Massachusetts                           02110
(Address of principal executive offices)                           (Zip Code)


Registrant's telephone number, including area code  (617) 439-8118


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>

           PAINE WEBBER INCOME PROPERTIES FOUR LIMITED PARTNERSHIP

                         CONSOLIDATED BALANCE SHEETS
              March 31, 1996 and September 30, 1995 (Unaudited)
                                (In thousands)

                                    ASSETS


                                                    March 31       September 30
Operating investment property:
   Land                                           $   1,400         $   1,400
   Buildings, improvements and equipment             12,514            12,468
                                                  ---------         ---------
                                                     13,914            13,868
   Accumulated depreciation                          (4,648)           (4,436)
                                                ------------         ---------
                                                      9,266             9,432

Cash and cash equivalents                               520               129
Tax escrow deposit                                      192               110
Repair escrow                                            44                59
Investment in joint venture at equity                   177                 -
Prepaid and other assets                                 50                57
Deferred financing costs, net                           172               175
                                              -------------         ---------
                                                   $ 10,421           $ 9,962
                                                 ==========           =======


                      LIABILITIES AND PARTNERS' CAPITAL


Accounts payable and other liabilities           $       77         $     144
Accrued real estate taxes                               168               101
Mortgage interest payable                                37                37
Tenant security deposits                                 58                58
Equity in losses of unconsolidated joint ventures
  in excess of investments and advances                   -               974
Long-term debt                                        4,885             4,915
Partners' capital                                     5,196             3,733
                                                  ---------           -------
                                                   $ 10,421           $ 9,962
                                                  =========           =======













                           See accompanying notes.


<PAGE>



             PAINE WEBBER INCOME PROPERTIES FOUR LIMITED PARTNERSHIP

                      CONSOLIDATED STATEMENTS OF OPERATIONS
     For the three and six months ended March 31, 1996 and 1995 (Unaudited)
                      (In thousands, except per Unit data)

                                    Three Months Ended      Six Months Ended
                                         March 31,              March 31,
                                    1996        1995       1996         1995
                                    ----        ----       ----         ----

Revenues:
   Rental revenues             $    542      $  476    $  1,053       $   915
   Interest and other income         10           3          12             4
                               --------     -------    --------        ------
                                    552         479       1,065           919

Expenses:
   Property operating expenses      304         337         613           653
   Interest expense and
      related fees                  113         112         226           229
   Depreciation expense             107         109         212           213
   Real estate taxes                 33          34          67            63
   General and administrative         61         34         121            90
                                --------    -------     -------      --------
                                    618         626       1,239         1,248
                                --------   --------     -------      --------

Operating loss                      (66)       (147)       (174)         (329)

Partnership's share of 
     unconsolidated ventures' 
     income (losses)                 35          36         (15)           35

Gain on sale of joint
      venture investment             -            -       2,166 
                                --------   --------     -------      --------
                     
Net income (loss)              $    (31)    $  (111)    $ 1,977      $   (294)
                               =========    =======     =======      ========

Net income (loss) per Limited
  Partnership Unit                $(1.19)   $ (4.29)    $ 76.17      $ (11.35)
                               =========    =======     =======      ========
                                 

Distributions per Limited
   Partnership Unit             $  20.00    $     -     $ 20.00      $     -
                               =========    =======     =======      ========   

   The above net income (loss) and cash  distributions  per Limited  Partnership
Unit is based upon the 25,698 Units of Limited Partnership  Interest outstanding
for each period.


                           See accompanying notes.


<PAGE>


           PAINE WEBBER INCOME PROPERTIES FOUR LIMITED PARTNERSHIP

        CONSOLIDATED STATEMENTS OF CHANGES IN PARTNERS' CAPITAL (DEFICIT)
          For the six months ended March 31, 1996 and 1995 (Unaudited)
                                 (In thousands)

                                                   General           Limited
                                                   Partners          Partners

Balance at September 30, 1994                      $ (146)           $  4,132
Net loss                                               (3)               (292)
                                                   -------           ---------
Balance at March 31, 1995                          $ (149)           $  3,840
                                                   ======            ========

Balance at September 30, 1995                      $ (150)           $  3,883
Cash distributions                                      -                (514)
Net income                                             20               1,957
                                                   ------            --------
Balance at March 31, 1996                          $ (130)           $  5,326
                                                   ======            ========




































                           See accompanying notes.


<PAGE>



           PAINE WEBBER INCOME PROPERTIES FOUR LIMITED PARTNERSHIP

                    CONSOLIDATED  STATEMENTS  OF CASH  FLOWS
 For the six  months  ended March 31, 1996 and 1995 (Unaudited)
               Increase (Decrease) in Cash and Cash Equivalents
                                (In thousands)


                                                           1995        1994
Cash flows from operating activities:
  Net income (loss)                                       $ 1,977     $  (295)
  Adjustments to reconcile net income (loss) to
    net cash used for operating activities:
    Gain on sale of joint venture investment               (2,166)          -
    Depreciation expense                                      212         213
    Amortization of deferred financing fees                     3           4
    Partnership's share of unconsolidated
     ventures' income (losses)                                 15         (35)
    Changes in assets and liabilities:
      Tax and insurance escrow deposits                       (82)        100
      Prepaid and other assets                                  7           -
      Accounts payable and other liabilities                  (67)         18
      Accrued real estate taxes                                67         (63)
      Tenant security deposits                                  -           6
                                                       ------------ ---------
        Total adjustments                                  (2,011)        243
                                                      ------------  ---------
        Net cash used for operating activities                (34)        (52)
                                                      -----------    ---------

Cash flows from investing activities:
  Proceeds received from sale of joint venture investment   1,000           -
  Distributions from unconsolidated joint ventures              -         412
  Additional investments in unconsolidated joint ventures       -         (41)
  Additions to buildings, improvements and equipment          (46)       (764)
  Decrease in repair escrow                                    15         758
                                                   --------------  ----------
        Net cash provided by investing activities             969         365
                                                    -------------  ----------

Cash flows from financing activities:
  Distributions to limited partners                          (514)          -
  Principal repayments on long-term debt                      (30)        (28)
                                                     ------------- -----------
        Net cash used for financing activities               (544)        (28)
                                                      ------------ -----------

Net increase in cash and cash equivalents                     391         285

Cash and cash equivalents, beginning of period                129          24
                                                     ------------  ----------

Cash and cash equivalents, end of period              $       520    $    309
                                                      ============   ========

Cash paid during the period for interest              $       223    $    225
                                                      ===========    ========




                           See accompanying notes.




<PAGE>


           PAINE WEBBER INCOME PROPERTIES FOUR LIMITED PARTNERSHIP
                  Notes to Consolidated Financial Statements
                                 (Unaudited)



1.  General

    The accompanying  financial  statements,  footnotes and discussion should be
    read in conjunction with the financial statements and footnotes contained in
    the Partnership's Annual Report for the year ended September 30, 1995.

     In the opinion of management, the accompanying financial statements,  which
    have not been audited,  reflect all adjustments  necessary to present fairly
    the  results  for the  interim  period.  All of the  accounting  adjustments
    reflected in the accompanying  interim financial  statements are of a normal
    recurring nature.

2.  Investments in Unconsolidated Joint Ventures

    At March 31, 1996, the Partnership  had an investment in one  unconsolidated
    joint venture (two at March 31, 1995), Charter Oak Associates, which owns an
    operating  investment  property as more fully described in the Partnership's
    Annual  Report.  The  unconsolidated  joint  venture is accounted for on the
    equity  method  in  the  Partnership's   financial  statements  because  the
    Partnership  does not have a voting control  interest in the venture.  Under
    the equity  method,  the assets,  liabilities,  revenues and expenses of the
    joint  venture  do not  appear in the  Partnership's  financial  statements.
    Instead,  the  investment is carried at cost adjusted for the  Partnership's
    share of the venture's earnings, losses and distributions.

    On December 29, 1995,  the  Partnership  sold its interest in the Braesridge
    Apartments joint venture to its co-venture partner. As previously  reported,
    the  Partnership  and its co-venture  partner had been marketing  Braesridge
    Apartments  for sale and, as part of a  marketing  effort  coordinated  by a
    national  brokerage  firm,  had  received  several  offers  from third party
    prospective  purchasers.  During  the  first  quarter  of  fiscal  1996,  an
    agreement was reached to sell the  Partnership's  interest in the Braesridge
    joint venture to the  co-venture  partner at a net sale price of $1,000,000.
    The purchase contract was signed in October 1995 and required the co-venture
    partner to make a $200,000  non-refundable  escrow  deposit and to close the
    transaction  by January 16,  1996.  On December 29,  1995,  the  transaction
    closed and the Partnership received the additional $800,000. The Partnership
    made a  special  distribution  of  $513,960,  or  $20  per  original  $1,000
    investment to the Limited Partners on February 15, 1996 from the proceeds of
    this  transaction.  The  remaining  net sale  proceeds of $486,040 are being
    retained by the Partnership  for Partnership  reserves and to fund potential
    future capital needs of its remaining investments.


<PAGE>


    Summarized  operating results of the  unconsolidated  joint ventures for the
    three and six  months  ended  March 31,  1996 and 1995 are as  follows.  The
    summary of  operations  for the six months ended March 31, 1996 includes the
    Partnership's  share of the  Braesridge  joint  venture's  net loss  through
    December  29,  1995.  The summary of  operations  for the three months ended
    March 31, 1996  includes only the  Partnership's  share of the net income of
    the Charter Oak joint venture:

                   Condensed  Combined  Summary of Operations
  For the three and six months ended March 31, 1996 and 1995 (in thousands):

                                      Three Months Ended      Six Months Ended
                                        March 31,               March 31,
                                    1996        1995       1996         1995
                                    ----        ----       ----         ----

   Rental revenues and
     expense recoveries        $    583      $1,274     $   1,897      $2,515
   Interest and other income         31          39            91         141
                               --------   ---------   -----------    --------
                                    614       1,313         1,988       2,656

   Property operating expenses      257         574           939       1,218
   Interest expense                 189         427           598         861
   Depreciation and amortization     87         167           256         329
   Real estate taxes                 39          99           140         200
                                -------  ----------    ----------   ---------
                                    572       1,267         1,933       2,608
                                -------    --------     ---------    --------
   Net income                   $    42  $       46    $       55   $      48
                                =======  ==========    ==========   =========

   Net income:
     Partnership's share of
       combined income          $    36  $       37    $       42  $       38
     Co-venturers' share of
       combined income                6           9            13          10
                               --------- ----------    ----------  ----------
                               $     42  $       46    $       55  $       48
                               ========  ==========    ==========  ==========

               Reconciliation of Partnership's Share of Operations
   For the three and six months ended March 31, 1996 and 1995 (in thousands)

                                    Three Months Ended      Six Months Ended
                                         March 31,               March 31,
                                    1996        1995        1996        1995
                                    ----        ----        ----        ----

   Partnership's share of
     combined income,
     as shown above            $     36     $     37     $    42     $    38
   Amortization of excess basis      (1)          (1)        (57)         (3)
                               ---------    --------     --------    -------
   Partnership's share of
     unconsolidated ventures'
      income(losses)           $     35     $     36     $   (15     $    35
                               ========     ========     =======     =======

3. Operating Investment Property

   Operating  investment  property  at March 31,  1996 and  September  30,  1995
   represents  the  land,  buildings  and  equipment  of  Arlington  Towne  Oaks
   Associates,  a joint  venture  in which  the  Partnership  has a  controlling
   interest, as described below.

   As  discussed   further  in  the  Annual  Report,   during  fiscal  1991  the
   Partnership's  co-venture partner in Arlington Towne Oaks Associates withdrew
   from the venture and assigned its interest to the Managing General Partner of
   the  Partnership in return for a release from any further  obligations.  As a
   result,  the  Partnership  assumed full control over the affairs of the joint
   venture.  Accordingly,  the  accompanying  financial  statements  present the
   financial  position  and  results  of  operations  of the joint  venture on a
   consolidated  basis. The joint venture owns and operates a 320-unit apartment
   complex in Arlington, Texas.

   The  Partnership  is  utilizing  a local,  unaffiliated  property  management
   company to operate the property  under the direction of the Managing  General
   Partner.  The following is a summary of property  operating  expenses for the
   three and six months ended March 31, 1996 and 1995 (in thousands):
<PAGE>

                                    Three Months Ended      Six Months Ended
                                        March 31,               March 31,
                                    1996        1995       1996         1995
                                    ----        ----       ----         ----

    Property operating expenses:
      Salaries and related costs   $   64    $     74     $   126      $  134
      Repairs and maintenance          68          83         163         179
      Utilities                       110         132         210         237
      Management fees                  22          19          42          37
      Administrative and other         40          29          72          66
                                   ------    --------     -------      ------
                                   $  304    $    337      $  613      $  653
                                   ======    ========      ======      ======

4.  Related Party Transactions

    Included in general and  administrative  expenses for six months ended March
    31,  1996  and  1995 is  $43,000  and  $42,000,  respectively,  representing
    reimbursements to an affiliate of the Managing General Partner for providing
    certain  financial,  accounting and investor  communication  services to the
    Partnership.

    Also included in general and administrative expenses for both the six months
    ended March 31, 1996 and 1995 is $400,  representing fees earned by Mitchell
    Hutchins Institutional Investors, Inc. for managing the
    Partnership's cash assets.

5.  Long-term Debt

    Long-term  debt at March 31,  1996 and  September  30,  1995  relates to the
    consolidated  joint  venture,   Arlington  Towne  Oaks  Associates,  and  is
    summarized as follows (in thousands):

                                                   March 31       September 30

      9.08% mortgage note due
      March 1, 2019, payable in
      monthly installments of $42,
      including interest, 
      collateralized by the Towne
      Oaks operating investment
      property.                                    $4,885           $4,915
                                                   ======           ======

6.   Contingencies

     The Partnership is involved in certain legal actions.  At the present time,
     the Managing  General Partner cannot estimate the impact,  if any, of these
     matters on the Partnership's financial statements, taken as a whole.


<PAGE>



             PAINE WEBBER INCOME PROPERTIES FOUR LIMITED PARTNERSHIP

                      MANAGEMENT'S DISCUSSION AND ANALYSIS
                OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS



Liquidity and Capital Resources

     On December 29, 1995, the  Partnership  sold its interest in the Braesridge
Apartments  joint venture to its co-venture  partner.  As reported in the Annual
Report, the Partnership and its co-venture partner had been marketing Braesridge
Apartments for sale and, as part of a marketing effort coordinated by a national
brokerage  firm,  had  received  several  offers  from third  party  prospective
purchasers.  During the first  quarter,  an  agreement  was  reached to sell the
Partnership's interest in the Braesridge joint venture to the co-venture partner
at a net sale price of  $1,000,000,  which  provided  more net  proceeds  to the
Partnership  than any of the  third-party  offers.  This net sale  price for the
Partnership's  equity interest  reflects the deduction of the outstanding  first
mortgage loan amount from an agreed upon  effective  sale price of  $11,750,000,
which was  supported by the most recent  independent  appraisal of the property.
The purchase  contract  was signed in October  1995 and required the  co-venture
partner  to make a  $200,000  non-refundable  escrow  deposit  and to close  the
transaction  by January 16, 1996. On December 29, 1995, the  transaction  closed
and  the  Partnership   received  the  additional   $800,000.   The  Partnership
distributed approximately $514,000 of the net sale proceeds, or $20 per original
$1,000 investment, in a special distribution to the Limited Partners on February
15, 1996.  The  remaining net sale  proceeds of  approximately  $486,000 will be
retained by the  Partnership  for  Partnership  reserves  and to fund  potential
future capital needs of the Charter Oak and Towne Oaks investments.

     The  Partnership  acquired its interest in Braesridge in September 1982 for
an equity  investment of $6,900,000.  The property was  originally  secured by a
first  mortgage  loan of  $8,500,000.  In the  years  that  followed,  there was
significant  overbuilding and a severe real estate recession.  These factors, in
combination with a weakened Texas economy, put considerable downward pressure on
occupancy levels, rental rates and property values during the latter half of the
1980s,  and was a trend that  continued  through  the early  1990s.  Due to this
severe  real  estate  downturn,  the  value  of the  Braesridge  Apartments  had
decreased  to  approximately  one-half  of its  debt  principal.  As part of its
efforts  to  recover  some  portion of the  Partnership's  original  investment,
management  was able to complete  several debt  restructurings  beginning in the
late 1980's.  These debt workouts were structured so that a major portion of the
monthly debt service could be supported from property operations. The difference
between the modified interest rate payments and the actual debt service payments
to the lender was added to loan  principal.  This  allowed  the  Partnership  to
retain its  ownership  position in the property  during  deteriorating  economic
conditions.  The effect of these interest accruals was an increase in the amount
of the first  mortgage  loan  during  the  period  covered  by the  modification
agreements  to an amount  of  approximately  $10  million.  Notwithstanding  the
increase  in the  debt  obligation,  these  successful  workouts  prevented  the
property from being foreclosed upon by the lender.

     The  recovery  of  the  real  estate  markets  for  multi-family  apartment
properties across the country over the past 2-to-3 years had allowed  Braesridge
to achieve  historically  high  occupancy  levels  and  record  levels of rental
collections in fiscal 1994 and 1995.  However,  the high occupancy levels in the
Houston  apartment market over the past two years,  combined with  significantly
increased  rental rates,  are now sufficient to justify the  construction of new
apartment units which could limit Braesridge's  future  performance.  Because of
the potential for apartment  development and the possible  adverse impact on the
future  operations  of  Braesridge,   management  believed  that  this  was  the
appropriate  time to sell the  interest  in the  property  and  recover  a small
portion of the Partnership's original investment.

     Due to the  fiscal  1996  sale  of the  interest  in the  Braesridge  joint
venture,   which  represented  31%  of  the  Partnership's  original  investment
portfolio,  for an amount which is  substantially  lower than the  Partnership's
original  investment in  Braesridge,  combined with the fiscal 1991  foreclosure
loss of the Yorktown  investment,  which  represented  16% of the  Partnership's
original investment portfolio, the Partnership will be unable to return the full
amount of the original capital  contributed by the Limited Partners.  The amount
of capital  which will be returned  will depend upon the proceeds  received from
the final  liquidation  of the two  remaining  investments.  The  amount of such
proceeds  will  ultimately  depend upon the value of the  underlying  investment
properties  at the time of their final  disposition,  which cannot  presently be
determined.  The improving market conditions  referred to above for multi-family
apartment properties, combined with the significant capital improvement programs
which  are in the  process  of being  implemented  at both of the two  remaining
investment  properties,  may  result  in  favorable  opportunities  to sell  the
Partnership's   remaining   investments   within  the  next  2-to-3  years.  The
implementation of capital  improvements made possible by the recent refinancings
of the Charter Oak and Towne Oaks  properties,  as discussed  further below, are
expected  to support  management's  ability to  increase  rents and add value to
these  properties in the near term.  Accordingly,  management  will likely defer
engaging in any  concerted  sales  efforts with respect to Charter Oak and Towne
Oaks for at least the next 12 months until the  respective  capital  improvement
programs are  substantially  completed and the effects of the  improvements  are
fully reflected in the rental rate structures for the apartment units.

     As part of the  refinancing  of the mortgage loan secured by the Towne Oaks
Apartments in fiscal 1994, the joint venture was required to establish an escrow
account for a  replacement  reserve and other  capital  repairs.  The balance of
these restricted reserves totalled approximately $1.5 million at the time of the
loan closing.  Subsequent to the refinancing,  the Partnership has implemented a
program to use these funds,  along with cash flow from property  operations,  to
repair  and  upgrade  the Towne Oaks  Apartments  property.  To date,  over $1.8
million of capital  expenditures have been incurred to complete the installation
and painting of new exterior siding on all buildings and to begin the process of
upgrading  the  apartment  interiors.   The  exterior  portion  of  the  capital
improvement  program  has been  completed  and  apartment  interiors  are  being
upgraded on a turnover  basis,  which will  continue over the next 3 years until
all of the units have been upgraded. The property improvements were necessary in
order to improve the average  occupancy  levels and rental rates at this 20-year
old facility,  which had declined during fiscal 1993 and 1994 due to competitive
conditions existing in the property's  Arlington,  Texas submarket.  The initial
impact of the renovation program is reflected in the property's  occupancy level
which had increased to 94% as of March 31, 1996 from a level of 89%  experienced
one year earlier.  As the program of planned rental rate increases  continues to
be implemented  at Towne Oaks, the property is expected to generate  excess cash
flow to support the Partnership's operations in the relatively near term.

     At March 31, 1996 the  Partnership and its  consolidated  joint venture had
available cash and cash equivalents of $520,000.  Such cash and cash equivalents
will be utilized for the  Partnership's  working  capital  requirements  and, if
necessary,  to fund property operating deficits and capital  improvements of the
two remaining  joint ventures in accordance  with the  respective  joint venture
agreements.  The source of future liquidity and distributions to the partners is
expected to be through  cash  generated  from  operations  of the  Partnership's
investment  properties  and  proceeds  from  the  sale  or  refinancing  of such
properties.

Results of Operations
Three Months Ended March 31, 1996

     The Partnership  reported a net loss of $31,000 for the three-month  period
ended March 31, 1996, as compared to a net loss of $111,000  recognized  for the
same period in the prior year. This favorable change in net operating results is
the  result of an  increase  of  $66,000  in rental  revenue  at the Towne  Oaks
Apartments  along with a decrease  of $33,000  in  property  operating  expenses
during the three months ended March 31,  1996.  The increase in rental  revenues
was due to the increase in both  occupancy  and rental rates  discussed  further
above. The decrease in property operating expenses was primarily attributable to
a $27,000 decrease in utilities expense.

     Due to the  sale of the  Partnership's  interest  in the  Braesridge  joint
venture, the Partnership's share of the unconsolidated joint ventures operations
for the current three-month period includes only the Partnerhship's share of the
operations of the Charter Oak Apartments  and is not directly  comparable to the
same period in the prior year which includes the results of both Charter Oak and
Braesridge.  The  Partnership's  share of  Charter  Oak's net  income  decreased
slightly during the current three-month period, when compared to the same period
in the prior year, primarily due to an increase in property operating expenses.






Six Months Ended March 31, 1996

      The Partnership reported net income of $1,977,000 for the six-month period
ended March 31, 1996, as compared to a net loss of $294,000  recognized  for the
same period in the prior year. This favorable change in net operating results is
a result of the sale of the  Braesridge  joint venture  interest on December 29,
1995, as discussed  further above. The Partnership  accounted for its investment
in the Braesridge  joint venture using the equity method because the Partnership
did not have voting  control  interest in the venture.  Under the equity method,
the  investment  in a  joint  venture  is  carried  at  cost  adjusted  for  the
Partnership's  share of the  venture's  earnings  or losses  and  distributions.
Despite  recovering less than 15% of its original cash investment in Braesridge,
the  Partnership  recognized a gain of $2,166,000 in connection with the sale of
its venture interest because the losses recorded in prior years under the equity
method exceeded the Partnership's  initial investment amount.  Also contributing
to  the  favorable  change  in  net  operating  results  was a  decrease  in the
Partnership's  operating loss. Operating loss decreased by $155,000 primarily as
a result of  increases  in rental  revenues  from the  consolidated  Towne  Oaks
Apartments.  Rental revenues at Towne Oaks increased as a result of increases in
both occupancy levels and rental rates.

     The gain on the sale of the Braesridge joint venture interest was partially
offset by an unfavorable change in the the Partnership's share of unconsolidated
ventures'  operations for the six months ended March 31, 1996. The Partnership's
share of Braesridge  losses increased  primarily as a result of the write-off of
the  unamortized  balance of the  Partnership's  excess basis in the  Braesridge
joint venture due to the sale. An increase in the Partnership's share of Charter
Oak net income during the current six-month period partially offset the increase
in the  Braesridge  net loss.  Charter Oak net income  increased  primarily as a
result of a decrease in professional  fees and mortgage  interest expense during
the current  six-month  period.  Professional fees and mortgage interest expense
decreased due to the HUD related refinancing fees incurred during the six months
ended March 31, 1995.






<PAGE>


                                   PART II
                              Other Information


Item 1. Legal Proceedings

     As previously disclosed, Fourth Income Properties Fund, Inc. and Properties
Associates  ("PA"),  the  General  Partners  of the  Partnership,  were named as
defendants  in  a  class  action  lawsuit   against   PaineWebber   Incorporated
("PaineWebber") and a number of its affiliates relating to PaineWebber's sale of
70 direct  investment  offerings,  including  the  offering of  interests in the
Partnership.  In January 1996,  PaineWebber signed a memorandum of understanding
with the  plaintiffs  in the class  action  outlining  the terms under which the
parties  have  agreed  to  settle  the  case.  Pursuant  to that  memorandum  of
understanding,  PaineWebber  irrevocably  deposited  $125 million into an escrow
fund under the  supervision of the United States District Court for the Southern
District of New York to be used to resolve the  litigation in accordance  with a
definitive  settlement  agreement  and a plan of  allocation  which the  parties
expect to submit to the court for its consideration and approval within the next
several months. Until a definitive settlement and plan of allocation is approved
by the court,  there can be no assurance  what, if any,  payment or non-monetary
benefits will be made available to unitholders in Paine Webber Income Properties
Four Limited Partnership.  Under certain limited circumstances,  pursuant to the
Partnership Agreement and other contractual obligations,  PaineWebber affiliates
could be entitled to indemnification  for expenses and liabilities in connection
with this litigation.  At the present time, the General Partners cannot estimate
the impact,  if any, of this matter on the Partnership's  financial  statements,
taken as a whole.

Item 2. through 5.   NONE

Item 6. Exhibits and Reports on Form 8-K

(a)  Exhibits:    NONE

(b)  Reports on Form 8-K:

     On January 16, 1996, a Current  Report on Form 8-K was filed  reporting the
sale of the Partnership's  interest in the Braesridge Apartments on December 29,
1995.


<PAGE>





           PAINE WEBBER INCOME PROPERTIES FOUR LIMITED PARTNERSHIP


                                  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.

                             PAINE WEBBER INCOME PROPERTIES FOUR
                                     LIMITED PARTNERSHIP


                             By: FOURTH INCOME PROPERTIES FUND, INC.
                            Managing General Partner





                                   By:/s/ Walter V. Arnold
                                      Walter V. Arnold
                                      Senior Vice President and Chief
                                      Financial Officer


Date:  May 12, 1996



<TABLE> <S> <C>

<ARTICLE>                        5
<LEGEND>
     This schedule  contains summary  financial  information  extracted from the
Partnership's  audited financial statements for the quarter ended March 31, 1996
and is qualified in its entirety by reference to such financial statements.
</LEGEND>
<MULTIPLIER>                          1,000
       
<S>                                <C>
<PERIOD-TYPE>                         6-MOS
<FISCAL-YEAR-END>                SEP-30-1996
<PERIOD-END>                     MAR-31-1996
<CASH>                                  520
<SECURITIES>                              0
<RECEIVABLES>                             0
<ALLOWANCES>                              0
<INVENTORY>                               0
<CURRENT-ASSETS>                        806
<PP&E>                                14091
<DEPRECIATION>                         4648
<TOTAL-ASSETS>                        10421
<CURRENT-LIABILITIES>                   340
<BONDS>                                4885
                     0
                               0
<COMMON>                                  0
<OTHER-SE>                             5196
<TOTAL-LIABILITY-AND-EQUITY>          10421
<SALES>                                   0
<TOTAL-REVENUES>                       3231
<CGS>                                     0
<TOTAL-COSTS>                          1013
<OTHER-EXPENSES>                         15
<LOSS-PROVISION>                          0
<INTEREST-EXPENSE>                      226
<INCOME-PRETAX>                        1977
<INCOME-TAX>                              0
<INCOME-CONTINUING>                    1977
<DISCONTINUED>                            0
<EXTRAORDINARY>                           0
<CHANGES>                                 0
<NET-INCOME>                           1977
<EPS-PRIMARY>                         76.17
<EPS-DILUTED>                         76.17
        

</TABLE>


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