SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
- -----
EXCHANGE ACT OF 1934.
For the quarterly period ended September 30, 1995
------------------
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
- -----
EXCHANGE ACT OF 1934.
For the transition period from to
------------ ------------
Commission file number 0-11128
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BALCOR PENSION INVESTORS-III
-------------------------------------------------------
(Exact name of registrant as specified in its charter)
Illinois 36-3164211
- ------------------------------- -------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
2355 Waukegan Road
Bannockburn, Illinois 60015
- ---------------------------------------- -------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (708) 267-1600
--------------
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>
BALCOR PENSION INVESTORS-III
(An Illinois Limited Partnership)
BALANCE SHEETS
September 30, 1995 and December 31, 1994
(UNAUDITED)
ASSETS
1995 1994
------------- -------------
Cash and cash equivalents $ 20,185,313 $ 18,445,509
Cash and cash equivalents - Early
Investment Incentive Fund 122,008 21,171
Escrow deposits 92,505 427,562
Escrow deposits - restricted 899,929
Accounts and accrued interest receivable 343,754 286,756
Prepaid expenses 54,064
Deferred expenses, net of accumulated
amortization of $37,493 in 1995 and
$28,120 in 1994 24,995 34,368
------------- -------------
20,822,639 20,115,295
------------- -------------
Investment in loans receivable:
Loans receivable - wrap-around
and first mortgages 58,286,120 75,491,676
Less:
Loans payable - underlying mortgages 33,976,577 42,548,988
Allowance for potential loan losses 3,943,630 5,013,959
------------- -------------
Net investment in loans receivable 20,365,913 27,928,729
Real estate held for sale 14,214,705 23,801,567
Investment in joint ventures with affiliates 6,223,346 6,023,084
------------- -------------
40,803,964 57,753,380
------------- -------------
$ 61,626,603 $ 77,868,675
============= =============
LIABILITIES AND PARTNERS' CAPITAL
Accounts payable $ 91,888 $ 119,483
Due to affiliates 31,327 110,862
Other liabilities, principally real estate
taxes and escrow deposits 353,190 1,541,327
Security deposits 87,755 120,870
Mortgage notes payable 1,676,601 7,153,074
------------- -------------
Total liabilities 2,240,761 9,045,616
------------- -------------
Partners' capital (237,476 Limited
Partnership Interests issued) 64,698,166 73,437,669
Less Interests held by Early Investment
Incentive Fund (12,690 at September 30,
1995 and 10,208 at December 31, 1994) (5,312,324) (4,614,610)
------------- -------------
59,385,842 68,823,059
------------- -------------
$ 61,626,603 $ 77,868,675
============= =============
The accompanying notes are an integral part of the financial statements.
<PAGE>
BALCOR PENSION INVESTORS-III
(An Illinois Limited Partnership)
STATEMENTS OF INCOME AND EXPENSES
for the nine months ended September 30, 1995 and 1994
(UNAUDITED)
1995 1994
------------- -------------
Income:
Interest on loans receivable $ 5,646,324 $ 7,732,045
Less interest on loans payable -
underlying mortgages 2,885,429 3,258,431
------------- -------------
Net interest income on loans receivable 2,760,895 4,473,614
Income from operations of real estate
held for sale 1,172,276 615,746
Participation in income of joint
ventures with affiliates 463,530 374,327
Interest on short-term investments 745,036 344,459
------------- -------------
Total income 5,141,737 5,808,146
------------- -------------
Expenses:
Provision for potential losses on loans,
real estate and accrued interest
receivable 300,000
Administrative 549,476 669,251
------------- -------------
Total expenses 549,476 969,251
------------- -------------
Income before gain on sales of
real estate 4,592,261 4,838,895
Gain on sales of real estate 2,540,646 119,842
------------- -------------
Net income $ 7,132,907 $ 4,958,737
============= =============
Net income allocated to General Partner $ 534,968 $ 371,905
============= =============
Net income allocated to Limited Partners $ 6,597,939 $ 4,586,832
============= =============
Net income per average number of Limited
Partnership Interests outstanding
(226,941 in 1995 and 228,870 in 1994) $ 29.07 $ 20.04
============= =============
Distributions to General Partner $ 237,477 $ 267,161
============= =============
Distributions to Limited Partners $ 15,634,933 $ 6,935,238
============= =============
Distributions per Limited Partnership
Interest outstanding $ 68.94 $ 30.35
============= =============
The accompanying notes are an integral part of the financial statements.
<PAGE>
BALCOR PENSION INVESTORS-III
(An Illinois Limited Partnership)
STATEMENTS OF INCOME AND EXPENSES
for the quarters ended September 30, 1995 and 1994
(UNAUDITED)
1995 1994
------------- -------------
Income:
Interest on loans receivable $ 1,706,082 $ 2,182,554
Less interest on loans payable -
underlying mortgages 861,970 1,028,447
------------- -------------
Net interest income on loans receivable 844,112 1,154,107
Income from operations of real estate
held for sale 121,609 67,279
Participation in income of joint
ventures with affiliates 116,313 122,542
Interest on short-term investments 229,036 148,262
------------- -------------
Total income 1,311,070 1,492,190
------------- -------------
Expenses:
Provision for potential losses on loans,
real estate and accrued interest
receivable 300,000
Administrative 176,385 196,045
------------- -------------
Total expenses 176,385 496,045
------------- -------------
Income before gain on sales of
real estate 1,134,685 996,145
Gain on sale of real estate 1,822,746 119,842
------------- -------------
Net income $ 2,957,431 $ 1,115,987
============= =============
Net income allocated to General Partner $ 221,807 $ 83,699
============= =============
Net income allocated to Limited Partners $ 2,735,624 $ 1,032,288
============= =============
Net income per average number of Limited
Partnership Interests outstanding
(226,319 in 1995 and 228,506 in 1994) $ 12.07 $ 4.52
============= =============
Distribution to General Partner $ 79,159 $ 79,159
============= =============
Distribution to Limited Partners $ 8,135,113 $ 912,049
============= =============
Distribution per Limited Partnership
Interest outstanding $ 35.94 $ 4.00
============= =============
The accompanying notes are an integral part of the financial statements.
<PAGE>
BALCOR PENSION INVESTORS-III
(An Illinois Limited Partnership)
STATEMENTS OF CASH FLOWS
for the nine months ended September 30, 1995 and 1994
(UNAUDITED)
1995 1994
------------- -------------
Operating activities:
Net income $ 7,132,907 $ 4,958,737
Adjustments to reconcile net income to net
cash provided by operating activities:
Gain on sales of real estate (2,540,646) (119,842)
Participation in income of joint
ventures with affiliates (463,530) (374,327)
Provision for potential losses on
loans, real estate and accrued
interest receivable 300,000
Amortization of deferred expenses 9,373 9,373
Net change in:
Escrow deposits 335,057 (40,925)
Escrow deposits - restricted 899,929 371,637
Accounts and accrued interest
receivable (56,998) 388,888
Prepaid expenses (54,064)
Accounts payable (27,595) (90,485)
Due to affiliates (79,535) 68,971
Other liabilities (1,188,137) (189,570)
Security deposits (33,115) 56,432
------------- -------------
Net cash provided by operating activities 3,933,646 5,338,889
------------- -------------
Investing activities:
Capital contributions to joint venture
partners - affiliates (78,147)
Distributions from joint venture
partners - affiliates 263,268 118,594
Collection of principal payments on
loans receivable 8,335,413 4,900,471
Additions to real estate (60,698)
Proceeds from sales of real estate 10,856,240 1,200,000
Costs incurred in connection with sales
of real estate (461,794) (49,586)
Costs incurred in connection with real
estate acquired through foreclosure (40,471)
------------- -------------
Net cash provided by investing activities 18,932,429 6,050,861
------------- -------------
Financing activities:
Distributions to Limited Partners (15,634,933) (6,935,238)
Distributions to General Partner (237,477) (267,161)
Increase in cash and cash equivalents -
Early Investment Incentive Fund (100,837) 18,139
Repurchase of Limited Partnership Interests (697,714) (380,431)
Principal payments on underlying
loans payable (772,597) (891,991)
Repayment of mortgage notes payable (3,545,699)
Principal payments on mortgage notes payable (137,014) (1,216,029)
------------- -------------
Net cash used in financing activities (21,126,271) (9,672,711)
------------- -------------
Net change in cash and cash equivalents 1,739,804 1,717,039
Cash and cash equivalents at beginning of
period 18,445,509 10,156,355
------------- -------------
Cash and cash equivalents at end of period $ 20,185,313 $ 11,873,394
============= =============
The accompanying notes are an integral part of the financial statements.
BALCOR PENSION INVESTORS-III
(An Illinois Limited Partnership)
NOTES TO FINANCIAL STATEMENTS
1. Accounting Policy:
Mortgage servicing fees have been reclassified and are included in
administrative expenses during 1995. This reclassification has also been made
to the previously reported 1994 financial statements to conform with the
classification used in 1995. This reclassification has not changed the 1994
results. In the opinion of management, all adjustments necessary for a fair
presentation have been made to the accompanying statements for the nine months
and quarter ended September 30, 1995 and all such adjustments are of a normal
and recurring nature.
2. Interest Expense:
During the quarters ended September 30, 1995 and 1994, the Partnership incurred
and paid interest expense on mortgage notes payable on properties owned by the
Partnership of $425,124 and $610,968, respectively.
3. Transactions with Affiliates:
Fees and expenses paid and payable by the Partnership to affiliates during the
nine months and quarter ended September 30, 1995 are:
Paid
--------------------------
Nine Months Quarter Payable
------------- ---------- ----------
Mortgage servicing fees $ 42,197 $ 13,163 $ 3,485
Reimbursement of expenses to
the General Partner, at cost 209,363 17,483 27,842
4. Investments in Joint Ventures with Affiliates:
The Partnership owns a 27.5% joint venture interest in the Brookhollow/Stemmons
Office Center and a 12.68% joint venture interest in the Perimeter 400 Center
Office Building.
<PAGE>
The following information has been summarized from the financial statements of
the joint ventures:
1995
-------------
Net investment in real estate as of September 30 $34,450,862
Total liabilities as of September 30 673,747
Total income 5,833,416
Net income 2,680,418
5. Sale of Real Estate:
In January and August 1995, the Partnership sold the Crossings Shopping Center
and the Candlewyck Apartments in separate all cash sales for $2,650,000 and
$10,000,000, respectively. The purchaser of the Crossings Shopping Center took
title to the property subject to the existing first mortgage loan which had a
balance of $1,793,760. From the proceeds of the Candlewyck sale, the
Partnership repaid the outstanding amounts due under the first, second, and
third mortgage loans, which totaled $3,545,699. The carrying value of the real
estate sold totaled $9,647,560. For financial statement purposes, the
Partnership recognized a gain of $2,540,646 from sales of real estate during
1995.
6. Subsequent Event:
In October 1995, the Partnership paid $15,003,737 to Limited Partners
representing the regular quarterly distribution of available Cash Flow of
$11.00 per Interest for the third quarter of 1995 and $52.18 per Interest
representing Mortgage Reductions received from the Colony loan repayment and
the Candlewyck Apartments sale.
<PAGE>
BALCOR PENSION INVESTORS-III
(An Illinois Limited Partnership)
MANAGEMENT'S DISCUSSION AND ANALYSIS
Balcor Pension Investors-III (the "Partnership") is a limited partnership
formed in 1982 to invest in wrap-around mortgage loans and, to a lesser extent,
other junior mortgage loans and first mortgage loans. The Partnership raised
$118,738,000 through the sale of Limited Partnership Interests and utilized
these proceeds to fund thirty-two loans. In addition, proceeds from prior loan
repayments were used to fund five additional loans. As of September 30, 1995,
six loans remain outstanding in the Partnership's portfolio. In addition, the
Partnership was operating two properties held for sale and holds minority joint
venture interests in two properties.
Inasmuch as the management's discussion and analysis below relates primarily to
the time period since the end of the last fiscal year, investors are encouraged
to review the financial statements and the management's discussion and analysis
contained in the annual report for 1994 for a more complete understanding of
the Partnership's financial position.
Operations
- ----------
Summary of Operations
- ---------------------
During 1995 and 1994 the Partnership sold two properties and received
repayments on three loans. The Partnership also acquired The Woods Apartments
through foreclosure in July 1994. The combined effect of these events,
especially the recognition of gains on the sales of the properties, resulted in
an increase in net income for the nine months and quarter ended September 30,
1995 when compared to 1994. Further discussion of the Partnership's operations
is summarized below.
1995 Compared to 1994
- ---------------------
Unless otherwise noted, discussions of fluctuations between 1994 and 1995 refer
to both the quarter and nine months ended September 30, 1995 and 1994.
The repayment of the Colony loan in August 1995, the prepayment of the
Continental Park and North Morris Estates loans in June and November 1994,
respectively, and the foreclosure of The Woods Apartments in July 1994 resulted
in a decrease in net interest income on loans receivable during 1995 as
compared to 1994.
The Partnership has two nonaccrual loans at September 30, 1995 which are
collateralized by Carmel on Providence Apartments and Bannockburn Executive
Plaza. The funds advanced by the Partnership for these two loans total
approximately $6,200,000. For nonaccrual loans, income is recorded only as cash
payments are received from the borrower. During 1995, the Partnership received
cash payments of net interest income totaling approximately $258,000 on the
Carmel on Providence loan. The Partnership would have received approximately
$221,000 of net interest income under the terms of the original loan agreement.
In addition, $416,000 was received on the Bannockburn Executive Plaza loan.
<PAGE>
This loan originally matured in January 1994 and was subsequently extended to
December 1997.
Allowances are charged to income when the General Partner believes an
impairment has occurred, either in a borrower's ability to repay the loan or in
the value of the collateral property. Determinations of fair value are made
periodically on the basis of performance under the terms of the loan agreement
and assessments of property operations. Determinations of fair value represent
estimations based on many variables which affect the value of real estate,
including economic and demographic conditions. The Partnership recognized a
provision for potential losses on its loans and real estate held for sale
during the nine months ended September 30, 1994; however, no such provision was
recognized during 1995. During the third quarter of 1995, allowances of
$1,070,329 related to the Colony loan were written-off in connection with the
repayment of the loan.
Operations of real estate held for sale represent the net operations of those
properties acquired by the Partnership through foreclosure. At September 30,
1995, the Partnership was operating The Woods Apartments and the Orchards
Shopping Center. Original funds advanced by the Partnership total approximately
$6,678,000 for these real estate investments. The Partnership acquired The
Woods Apartments in July 1994, and this property generated income during 1995.
In addition, operations improved at the Orchards Shopping Center during 1995
due to increased occupancy levels and decreased interest expense resulting from
the paydown of the first mortgage loan in connection with the sale of the
Orchards Office Building in September 1994. The combined effect of these
events resulted in an increase in income from real estate held for sale during
1995 as compared to 1994. The August 1995 sale of Candlewyck Apartments, which
was generating income, partially offset the above increase.
Participation in income of joint ventures with affiliates represents the
Partnership's 27.5% and 12.68% shares of income from the Brookhollow/Stemmons
and Perimeter 400 Center office buildings, respectively. Increased real estate
tax, common area maintenance and tenant construction reimbursements from
tenants at the Brookhollow/Stemmons Office Building resulted in an increase in
income for the nine months ended September 30, 1995 as compared to the same
period in 1994. Leasing and tenant improvement costs incurred in 1995 at
Perimeter 400 Center Office Building resulted in a decrease in income for the
quarter ended September 30, 1995 as compared to the same period in 1994.
Proceeds received in connection with the 1995 and 1994 loan repayments and
property sales were invested when received and resulted in an increase in
interest income on short-term investments during 1995 as compared to 1994.
Higher interest rates earned on short-term investments also contributed to the
increase. Portions of these proceeds were distributed to Limited Partners in
April, July, and October of 1995.
Decreases in legal expenses and mortgage servicing fees resulted in a decrease
in administrative expenses during 1995 as compared to 1994.
During the nine months ended September 30, 1995, the Partnership recognized
gains of $717,900 and $1,822,746 in connection with the sales of the Crossings
Shopping Center and the Candlewyck Apartments, respectively. See Note 6 of
Notes to Financial Statements for additional information. During the nine
months ended September 30, 1994, the Partnership recognized a gain of $119,842
on the sale of the Orchards Office Building.
<PAGE>
Liquidity and Capital Resources
- -------------------------------
The cash position of the Partnership increased as of September 30, 1995 when
compared to December 31, 1994 due to the loan repayment and two property sales
during 1995. Special distributions to the Limited Partners were made in April
and July 1995. An additional special distribution was made in October 1995 as
further described below. The Partnership has retained cash reserves for
anticipated capital requirements at the Partnership's properties.
The Partnership classifies the cash flow performance of its properties as
either positive, a marginal deficit or a significant deficit, each after
consideration of debt service payments unless otherwise indicated. The
Partnership defines cash flow generated from its properties as an amount equal
to the property's revenue receipts less property related expenditures, which
include debt service payments. During the nine months ended September 30, 1995
and 1994, the Orchards Shopping Center and The Woods Apartments generated
positive cash flow. The Crossings Shopping Center, which was sold in January
1995, generated positive cash flow during 1994 and prior to its sale in 1995.
However, the Candlewyck Apartments which was sold in August 1995 generated
positive cash flow in 1994 and a marginal deficit prior to its sale in 1995.
The Brookhollow/Stemmons and Perimeter 400 Center office complexes, properties
in which the Partnership holds minority joint venture interests, generated
positive cash flow during the nine months ended September 30, 1995 and 1994.
Significant leasing costs were incurred at the Brookhollow/Stemmons Office
Building during 1994 to lease vacant space and renew existing tenant leases
which were scheduled to expire. These costs were not included in classifying
the cash flow performance of the property since they are nonrecurring
expenditures. Had these costs been included, the Brookhollow/ Stemmons Office
Building would have operated at a marginal deficit for the nine months ended
September 30, 1994.
As of September 30, 1995 The Woods Apartments and the Orchards Shopping Center
have occupancy rates of 97% and 82%, respectively. Many rental markets continue
to remain extremely competitive, therefore, the General Partner's goals are to
maintain high occupancy levels, while increasing rents where possible, and to
monitor and control operating expenses and capital improvement requirements at
the properties. The General Partner will also examine the terms of any mortgage
loans collateralized by its properties, and may refinance or, in certain
instances, use Partnership reserves to repay such loans.
Certain borrowers have failed to make payments when due to the Partnership for
more than ninety days and, accordingly, these loans have been placed on
non-accrual status (income is recorded only as cash payments are received). The
General Partner has negotiated with some of these borrowers regarding
modifications of the loan terms and has instituted foreclosure proceedings
under certain circumstances. Such foreclosure proceedings may be delayed by
factors beyond the General Partner's control such as bankruptcy filings by
borrowers and state law procedures regarding foreclosures. Further, certain
loans made by the Partnership have been restructured to defer and/or reduce
interest payments where the properties collateralizing the loans were
generating insufficient cash flow to support property operations and debt
service.
Because of the current weak real estate markets in certain cities and regions
of the country, attributable to local and regional market conditions such as
overbuilding and recessions in local economies and specific industry segments,
<PAGE>
certain borrowers have requested that the Partnership allow prepayment of
mortgage loans. The Partnership has allowed some of these borrowers to prepay
such loans, in some cases without assessing prepayment premiums, under
circumstances where the General Partner believed that refusing to allow such
prepayment would ultimately prove detrimental to the Partnership because of the
likelihood that the properties would not generate sufficient revenues to keep
loan payments current. In other cases, borrowers have requested prepayment in
order to take advantage of lower available interest rates. In these cases, the
Partnership has collected substantial prepayment premiums.
During February 1995, a plan of reorganization related to the Bannockburn
Executive Plaza loan was confirmed by the Bankruptcy Court effective March
1995. Pursuant to the plan, the maturity date of the loan was extended to
December 1, 1997 and the loan will continue to bear interest at 14.5% per annum
with a pay rate of 9% per annum. The maturity of the underlying loan was also
extended to December 1, 1997, and the borrower was required to pay $232,031
directly to the holder of the underlying loan to reduce the principal balance
of the loan. In addition, the borrower is required to remit all excess cash
flow from property operations on a monthly basis directly to the holder of the
underlying loan to further reduce the principal balance of the loan. Excess
cash flow of $189,628 was remitted during the second and third quarters of
1995.
In January and August 1995, the Partnership sold the Crossings Shopping Center
and the Candlewyck Apartments in all cash sales for $2,650,000 and $10,000,000,
respectively. The purchaser of the Crossings Shopping Center took title to the
property subject to the existing $1,793,760 first mortgage loan. From the
proceeds of the Candlewyck sale, the Partnership repaid the outstanding amounts
due under the first, second, and third mortgage loans, which totaled
$3,545,699. See Note 5 of Notes to Financial Statements for additional
information.
In August 1995, the borrower of the $16,750,000 Colony Apartments wrap-around
loan repaid the loan. The Partnership received proceeds of approximately
$8,301,516 which is comprised of the funds advanced on the loan ($6,501,516)
and the amount representing the difference between the funds advanced by the
Partnership and the outstanding principal balance on the underlying loan in
accordance with the original loan terms. In addition, the borrower repaid the
underlying mortgage note payable which had a balance of $7,378,155. Allowances
in the amount of $1,070,329 were written off in connection with the repayment
of the loan.
In October 1995, the Rivergate Apartments loan matured. The borrower is in the
process of obtaining new financing and the loan is expected to be repaid by
year-end 1995.
Distributions to Limited Partners can be expected to fluctuate for various
reasons. Generally, distributions are made from Cash Flow generated by interest
and other payments made by borrowers under the Partnership's mortgage loans.
Loan prepayments and repayments can initially cause Cash Flow to increase as
prepayment premiums and participations are paid; however, thereafter
prepayments and repayments will have the effect of reducing Cash Flow. If such
proceeds are distributed, Limited Partners will have received a return of
capital and the dollar amount of Cash Flow available for distribution
thereafter can be expected to decrease. Distribution levels can also vary as
loans are placed on non-accrual status, modified or restructured and, if the
<PAGE>
Partnership has taken title to properties through foreclosure or otherwise, as
a result of property operations.
In October 1995, the Partnership paid $15,003,737 to Limited Partners
representing the quarterly distribution for the third quarter of 1995 of $11.00
of Cash Flow per Interest and a special distribution of $52.18 per Interest
representing mortgage reductions received from the Colony loan repayment and
the sale of the Candlewyck Apartments. The Partnership also paid $217,686 to
the General Partner as its distributive share of the Cash Flow distributed for
the third quarter of 1995 and $72,562 as its contribution to the Early
Investment Incentive Fund. To date, the Partnership has distributed $640.92 per
$500 Interest, of which $446.80 represents Cash Flow from operations and
$194.12 represents a return of Original Capital.
The Partnership expects to continue making cash distributions from the Cash
Flow generated by the receipt of mortgage payments and Cash Flow from property
operations, less payments on the underlying loans and administrative expenses.
The General Partner believes the Partnership has retained an appropriate amount
of working capital to meet cash or liquidity requirements which may occur.
During the nine months ended September 30, 1995, the General Partner on behalf
of the Partnership used amounts placed in the Early Investment Incentive Fund
to repurchase 2,482 Interests from Limited Partners at a total cost of
$697,714.
Inflation has several types of potentially conflicting impacts on real estate
investments. Short-term inflation can increase real estate operating costs
which may or may not be recovered through increased rents and/or sales prices,
depending on general or local economic conditions. In the long-term, inflation
can be expected to increase operating costs and replacement costs and may lead
to increased rental revenues and real estate values.
<PAGE>
BALCOR PENSION INVESTORS - III
(An Illinois Limited Partnership)
PART II - OTHER INFORMATION
Item 5. Other Information
- --------------------------
Candlewyck Apartments
- ---------------------
As previously reported, in June 1995 the Partnership contracted to sell
Candlewyck Apartments in Dallas, Texas for a sale price of $10,000,000 to Price
Realty Corporation. The sale closed on August 23, 1995 on the terms previously
disclosed. From the proceeds of the sale, the Partnership paid the outstanding
amounts due under the first, second and third mortgage loans which totaled
$3,545,699, brokerage commissions of $219,375 to an unaffiliated entity and
$100,000 to the purchaser and $62,669 in closing costs. The General Partner is
being reimbursed by the Partnership for its actual expenses incurred in
connection with the sale.
Item 6. Exhibits and Reports on Form 8-K
- -----------------------------------------
(a) Exhibits:
(4) Form of Subscription Agreement, previously filed as Exhibit 4(a) to
Amendment No. 2 to the Registrant's Registration Statement on Form S-11 dated
May 20, 1982 (Registration Statement No. 2-75938) and as Exhibit 4(a) to the
Registrant's Registration Statement on Form S-11 dated November 2, 1982
(Registration No. 2-80123); and Form of Confirmation regarding Interests in the
Registrant set forth as Exhibit 4.2 to the Registrant's Report on Form 10-Q for
the quarter ended June 30, 1992 (Commission File No. 0-11128) are incorporated
herein by reference.
(27) Financial Data Schedule of the Registrant for the nine month period ended
September 30, 1995 is attached hereto.
(b) Reports on form 8-K: A Current Report on Form 8-K dated September 14,
1995, as amended by Form 8-K/A dated October 27, 1995, was filed reporting a
change in the Registrant's certifying public accountants.
<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.
BALCOR PENSION INVESTORS-III
By: /s/Thomas E. Meador
-------------------------------
Thomas E. Meador
President and Chief Executive Officer
(Principal Executive Officer) of Balcor
Mortgage Advisors-II, the General Partner
By: /s/Brian D. Parker
------------------------------
Brian D. Parker
Senior Vice President, and Chief Financial
Officer (Principal Accounting and Financial
Officer) of Balcor Mortgage Advisors-II, the
General Partner
Date: November 8, 1995
----------------------------
<PAGE>
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<PERIOD-END> SEP-30-1994
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0
0
<OTHER-SE> 59386
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<SALES> 0
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<CGS> 0
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<OTHER-EXPENSES> 549
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