<PAGE> 1
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 September 30, 1997
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OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from to
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0-7798
Commission File No. -----------
FIRST WILKOW VENTURE
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(Exact name of registrant as specified in its charter)
ILLINOIS 36-6169280
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(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
180 NORTH MICHIGAN AVENUE, CHICAGO, ILLINOIS 60601
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (312) 726-9622
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NOT APPLICABLE
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Former name, former address and former fiscal year, if changed since last
report.
Indicate by check mark whether the registrant (1) has filed all
reports to be filed by Section 13 or 15(d) of the Securities
Exchange Act of 1934 during the preceding 12 months and (2) has
been subject to such filing requirements for the past 90 days.
YES X NO
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FIRST WILKOW VENTURE
(A LIMITED PARTNERSHIP)
CONSOLIDATED BALANCE SHEET
<TABLE>
<CAPTION>
September 30,
1997 December 31,
(Unaudited) 1996
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ASSETS
<S> <C> <C>
REAL ESTATE AND INVESTMENTS IN REAL ESTATE PARTNERSHIPS
Real Estate:
Land $6,230,711 $6,230,711
Buildings and Improvements 46,383,354 45,672,807
Fixtures and Equipment 117,117 116,955
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Total 52,731,182 52,020,473
Less-Accumulated Depreciation 17,599,045 16,543,394
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Net Real Estate 35,132,137 35,477,079
Investment in Real Estate Partnerships 3,708,553 5,180,049
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Total 38,840,690 40,657,128
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LOANS RECEIVABLE 921,113 1,224,274
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OTHER ASSETS
Cash 595,693 466,870
Certificates of Deposit 2,210,000 840,000
Receivable 672,923 702,376
Prepaid Expenses 391 -
Deposits 411,491 715,053
Deferred Charges 938,018 988,991
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Total 4,828,516 3,713,290
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TOTAL ASSETS $44,590,319 $45,594,692
============= ============
LIABILITIES AND PARTNERS' CAPITAL
MORTGAGES AND LOANS PAYABLE
Mortgages Payable $30,796,313 $31,339,400
Notes Payable 712,105 829,488
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Total 31,508,418 32,168,888
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OTHER LIABILITIES
Accounts Payable and Accrued Expenses 115,098 182,975
Accrued Property Taxes 1,856,984 2,328,926
Deferred State Income Taxes 200,000 200,000
Security Deposits and Prepaid Rent 438,458 404,507
Accrued Interest 72,784 69,110
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Total 2,683,324 3,185,518
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MINORITY INTEREST 1,424,610 1,449,774
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PARTNERS' CAPITAL (178,972 units authorized and issued) 8,973,967 8,790,512
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TOTAL LIABILITIES AND PARTNERS' CAPITAL $44,590,319 $45,594,692
============= ============
</TABLE>
Note: Balance Sheet at 12/31/96 has been taken from the audited financial
statements at that date.
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<PAGE> 3
FIRST WILKOW VENTURE
CONSOLIDATED STATEMENT OF OPERATIONS
THREE AND NINE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months Nine Months
Ended September 30, Ended September 30,
-------------------------- --------------------------
1997 1996 1997 1996
---------- ---------- ---------- ----------
<S> <C> <C> <C> <C>
REVENUES
Rental Income $2,474,001 $2,263,803 $7,037,207 $6,841,820
Interest Income 63,050 41,772 162,766 112,549
Other Income 17,953 55,646 53,996 83,210
---------- ---------- ---------- ----------
2,555,004 2,361,221 7,253,969 7,037,579
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PARTNERSHIP INVESTMENTS' INCOME (LOSS)
Share of Net Income (Loss) 501,443 70,361 1,082,979 206,879
---------- ---------- ---------- ----------
501,443 70,361 1,082,979 206,879
---------- ---------- ---------- ----------
EXPENSES
Operating Expenses 638,097 683,638 2,020,129 1,919,026
Real Estate Taxes 636,179 577,857 1,843,800 1,765,205
Depreciation and Amortization 433,363 432,389 1,304,527 1,283,904
Interest Expense 675,539 675,839 2,046,314 2,078,582
General and Administrative 127,958 222,600 433,808 498,289
---------- ---------- ---------- ----------
2,511,136 2,592,323 7,648,578 7,545,006
---------- ---------- ---------- ----------
INCOME (LOSS) BEFORE
MINORITY INTEREST
AND TAXES 545,311 (160,741) 688,370 (300,548)
MINORITY INTEREST IN
SUBSIDIARIES NET INCOME/LOSS (60,489) 20,134 (57,486) 64,674
PROVISION FOR STATE
INCOME TAXES 0 0 0 0
---------- ---------- ---------- ----------
NET INCOME (LOSS) $484,822 ($140,607) $630,884 ($235,874)
========== ========== ========== ==========
NET INCOME (LOSS)/PER UNIT BASED
ON 178,972 UNITS OUTSTANDING $2.71 ($0.79) $3.53 ($1.32)
========== ========== ========== ==========
DISTRIBUTION PER UNIT $0.25 $0.00 $2.50 $0.00
========== ========== ========== ==========
</TABLE>
NOTE 1: No provision for Federal Income Taxes has been made since First Wilkow
Venture is a partnership and the partners report their pro-rata share
of income or loss individually.
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<PAGE> 4
FIRST WILKOW VENTURE
CONSOLIDATED STATEMENT OF CASH FLOWS
NINE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996
(UNAUDITED)
<TABLE>
<CAPTION>
Nine Months Ended September 30,
---------------------------------
1997 1996
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<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net Income (Loss) $630,884 ($235,874)
Non Cash Items Included in Net Income
Loss on Sale of Real Estate - 271,076
Minority Interest in Subsidiaries Net Income/Loss 57,486 (64,674)
Depreciation and Amortization 1,304,528 1,283,904
Amortization of Debt Forgiveness Income (53,996) (312,827)
(Decrease) Increase in Net Payable and Accrued Expense (169,570) (562,996)
Share of Partnership's Net (Income) Loss (1,082,979) (206,879)
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Total Cash Provided (Used) from Operating Activities 686,353 171,730
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CASH FLOWS FROM INVESTING ACTIVITIES
Partnership Investment Draws 293,956 183,330
Partnership Investment Sale Proceeds 2,333,956 -
Cash Provided from Sale of Real Estate - 8,197,646
(Increase) in Land and Buildings (710,709) (316,634)
Investment in Partnerships (73,438) (139,983)
(Decrease) Increase in Minority Interest (82,650) (82,650)
(Decrease) Increase in Mortgage and Notes Payable (247,893) (970,333)
(Increase) Decrease in Mortgage and Notes Receivable 303,161 228,365
Investment in Deferred Charges (197,902) (240,362)
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Total Cash Provided (Used) from Investing Activites 1,618,481 6,859,379
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CASH FLOWS FROM FINANCING ACTIVITIES
Mortgage Principal Payments Upon Sale of Real Estate - (5,185,580)
Cash Distribution to Partners (447,430) -
Mortgage Principal Payments (358,581) (1,843,669)
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Total Cash Provided (Used) from Financing Activities (806,011) (7,029,249)
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INCREASE (DECREASE) IN CASH AND EQUIVALENTS 1,498,823 1,860
CASH AND EQUIVALENTS - BEGINNING OF PERIOD 1,306,870 491,850
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CASH AND EQUIVALENTS - END OF PERIOD $2,805,693 $493,710
============ ============
</TABLE>
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<PAGE> 5
FIRST WILKOW VENTURE
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
SEPTEMBER 30, 1997
1. Financial Statements
The financial statements have been prepared in accordance with
generally accepted accounting principles. Under this method of accounting,
revenues are recorded when earned and expenses are recorded when incurred.
Reference is made to the Partnership's annual report for the year
ended December 31, 1996, for a description of other accounting policies and
additional details for the Partnership's financial condition, results of
operations, changes in partners' capital and statement of cash flows for the
year then ended. The details provided in the notes thereto have not changed as
a result of normal transactions in the interim.
2. Subsequent Events
On October 8, 1997, the Partnership invested $200,000 in M & J/Hotel
Investors L.P., which acquired a 164-room hotel in the greater Orlando area,
three miles from the main entrance at Walt Disney World.
On October 10, 1997, 8,056 limited partnership units owned by 52
partners (out of a total of 480 partners) were redeemed as of October 1, 1997
at the redemption rate of $40 per unit. The redemption price paid by the
Partnership was $322,240. As a result of the redemption, there are now 170,916
units outstanding owned by 428 partners. Also on this date, the Partnership
made a distribution in the amount of $44,743 or $.25 per unit based on 178,972
units outstanding at September 30, 1997.
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<PAGE> 6
FIRST WILKOW VENTURE
FORM 10-Q
MANAGEMENT DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
SEPTEMBER 30, 1997
Overview
Reference is made to partnership's annual report for the year ended
December 31, 1996 for a discussion of the partnership's business.
On January 10, 1997, the Partnership made a distribution in the amount
of $357,944, or $2 per unit.
On January 16, 1997, the property known as 2221 Camden Court Office
Building was sold for $11,750,000, resulting in repayment of Partnership loans
and an equity distribution of $690,360 to the Partnership. A provision for
loss in book value of $154,000, equal to the estimated loss to the Partnership
on the disposition of the investment was recognized in 1996.
On February 12, 1997, Sun Pointe Place Limited Partnership sold a
140-unit apartment complex it developed and owned in Largo, Florida, for
$2,600,000. M & J/Largo Limited Partnership, which owns a 91.12% interest,
exercised its option to withdraw as a limited partner of Sun Pointe Place
Limited Partnership simultaneously with the sale of the property, entitling it
to all the available sale proceeds. The Partnership received an equity
distribution from M & J/Largo Limited Partnership of $615,384. A gain of
$40,157 was recognized as a result of the equity distribution for the
disposition of the investment and included in net income from Partnership
Investments.
On April 10, 1997, the Partnership made a distribution in the amount
of $44,743 or $.25 per unit.
The Partnership on April 15, 1997 converted 25,000 units in Duke
Realty Limited Partnership to 25,000 shares of common stock of Duke Realty
Investments, Inc.
On June 12, 1997, the Partnership sold 12,500 shares of Duke Realty
Investments, Inc. for $500,044. This transaction resulted in a gain of
$383,419, which was included in net income for Partnership Investments.
On July 10, 1997, the Partnership made a distribution in the amount of
$44,743 or $.25 per unit.
On July 21, 1997, the Partnership sold an additional 12,500 shares of
Duke Realty Investments, Inc. for $528,168. This transaction resulted in a
gain $411,543, which was included in net income for Partnership Investment.
On August 26, 1997, the Partnership invested $70,000 in M & J/Mid Oak
L.P., which has a 9% interest in Mid Oak Plaza LLC which acquired a 77,942
square foot shopping center in Midlothian, Illinois.
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<PAGE> 7
REMARKS
In the opinion of the General Partners, the financial information of
this report includes all adjustments, including estimated provisions for items
normally settled at year end, and is a fair statement of the results for the
interim ended September 30, 1997 and 1996.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.
FIRST WILKOW VENTURE
By: Marc R. Wilkow
-----------------------------------
Marc R. Wilkow, General Partner and
President of M & J Wilkow, Ltd., its
Managing Agent
DATED: November 12, 1997
Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed below by the following persons on behalf of the
Registrant, in the capacities indicated, on November 11, 1997.
Clifton J. Wilkow
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Clifton J. Wilkow, General Partner and
Executive Vice President of
M & J Wilkow, Ltd.
Thomas Harrigan
--------------------------------------
Thomas Harrigan, Vice President of
M & J Wilkow, Ltd.
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<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> SEP-30-1997
<CASH> 2,805,693
<SECURITIES> 0
<RECEIVABLES> 1,594,030
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 3,890,498
<PP&E> 52,731,182
<DEPRECIATION> 17,599,045
<TOTAL-ASSETS> 44,590,319
<CURRENT-LIABILITIES> 1,972,082
<BONDS> 31,508,418
0
0
<COMMON> 0
<OTHER-SE> 8,973,967
<TOTAL-LIABILITY-AND-EQUITY> 44,590,319
<SALES> 7,037,207
<TOTAL-REVENUES> 7,253,969
<CGS> 0
<TOTAL-COSTS> 2,020,129
<OTHER-EXPENSES> 2,277,608
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 2,046,314
<INCOME-PRETAX> 630,884
<INCOME-TAX> 0
<INCOME-CONTINUING> 630,884
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 630,884
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
