JMB INCOME PROPERTIES LTD X, 10-Q, 1995-11-13

JMB INCOME PROPERTIES LTD X
10-Q, 1995-11-13
REAL ESTATE

Previous: CONSECO INC ET AL, 8-K/A, 1995-11-13

Next: HYCOR BIOMEDICAL INC /DE/, 10-Q, 1995-11-13

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q

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

For the quarter ended September 30, 1995 Commission File #0-12140

JMB INCOME PROPERTIES, LTD. - X
(Exact name of registrant as specified in its charter)

Illinois 36-3235999
(State of organization) (IRS Employer Identification No.)

900 N. Michigan Ave., Chicago, IL 60611
(Address of principal executive office) (Zip Code)

Registrant's telephone number, including area code 312/915-1987

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

TABLE OF CONTENTS

PART I FINANCIAL INFORMATION

Item 1. Financial Statements. . . . . . . . . . . . 3

Item 2. Management's Discussion and Analysis
of Financial Condition and
Results of Operations . . . . . . . . . . . 18

PART II OTHER INFORMATION

Item 3. Defaults Upon Senior Securities . . . . . . 23

Item 5. Other Information . . . . . . . . . . . . . 24

Item 6. Exhibits and Reports on Form 8-K. . . . . . 25

<TABLE>
PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

JMB INCOME PROPERTIES, LTD. - X
(A LIMITED PARTNERSHIP)
AND CONSOLIDATED VENTURE

CONSOLIDATED BALANCE SHEETS

SEPTEMBER 30, 1995 AND DECEMBER 31, 1994

(UNAUDITED)

ASSETS
------
<CAPTION>
SEPTEMBER 30, DECEMBER 31,
1995 1994
------------- -----------
<S> <C> <C>
Current assets:
Cash and cash equivalents (note 1) . . . . . . . . . . . . . $ 2,938,191 84,869,716
Short-term investments (note 1). . . . . . . . . . . . . . . 18,266,269 2,880,712
Rents and other receivables, net of allowance
for doubtful accounts of $87,307 in 1995 and
$109,345 in 1994 . . . . . . . . . . . . . . . . . . . . . 808,426 455,293
Prepaid expenses . . . . . . . . . . . . . . . . . . . . . . 87,721 88,265
Escrow deposits . . . . . . . . . . . . . . . . . . . . . . -- 35,190
------------ -----------
Total current assets . . . . . . . . . . . . . . . . 22,100,607 88,329,176
------------ -----------
Investment properties, at cost (notes 1, 2 and 3):
Land . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5,812,677 8,486,896
Buildings and improvements . . . . . . . . . . . . . . . . . 44,421,000 80,610,282
------------ -----------
50,233,677 89,097,178
Less accumulated depreciation. . . . . . . . . . . . . . . . 18,032,381 31,896,865
------------ -----------
Total investment properties, net of
accumulated depreciation . . . . . . . . . . . . . . 32,201,296 57,200,313
Investment in unconsolidated ventures, at equity
(notes 1, 3 and 7) 14,917,578 24,030,924
Deferred expenses. . . . . . . . . . . . . . . . . . . . . . . 51,344 78,319
Accrued rents receivable . . . . . . . . . . . . . . . . . . . 866,429 1,071,784
------------ -----------

$ 70,137,254 170,710,516
============ ===========

JMB INCOME PROPERTIES, LTD. - X
(A LIMITED PARTNERSHIP)
AND CONSOLIDATED VENTURE

CONSOLIDATED BALANCE SHEETS - CONTINUED

LIABILITIES AND PARTNERS' CAPITAL ACCOUNTS
------------------------------------------

SEPTEMBER 30, DECEMBER 31,
1995 1994
------------- -----------
Current liabilities:
Bank overdrafts. . . . . . . . . . . . . . . . . . . . . . . $ 541,110 383,252
Current portion of long-term debt
(notes 2 and 3(b)) . . . . . . . . . . . . . . . . . . . . 21,675,350 49,254,780
Accounts payable . . . . . . . . . . . . . . . . . . . . . . 278,364 400,600
Accrued interest . . . . . . . . . . . . . . . . . . . . . . 787,194 2,644,247
Accrued real estate taxes. . . . . . . . . . . . . . . . . . 1,026,302 1,448,958
------------ -----------
Total current liabilities. . . . . . . . . . . . . . . 24,308,320 54,131,837

Tenant security deposits . . . . . . . . . . . . . . . . . . . 14,245 19,844
------------ -----------
Commitments and contingencies (notes 1, 2 and 3)

Total liabilities. . . . . . . . . . . . . . . . . . . 24,322,565 54,151,681

Partners' capital accounts:
General partners:
Capital contributions. . . . . . . . . . . . . . . . . . . 1,000 1,000
Cumulative net earnings. . . . . . . . . . . . . . . . . . 1,124,785 1,367,150
Cumulative cash distributions. . . . . . . . . . . . . . . (250,000) (250,000)
------------ -----------
875,785 1,118,150
------------ -----------
Limited partners (150,005 interests):
Capital contributions, net of offering costs . . . . . . . 135,651,080 135,651,080
Cumulative net earnings. . . . . . . . . . . . . . . . . . 72,675,364 73,874,835
Cumulative cash distributions. . . . . . . . . . . . . . . (163,387,540) (94,085,230)
------------ -----------
44,938,904 115,440,685
------------ -----------
Total partners' capital accounts . . . . . . . . . . . 45,814,689 116,558,835
------------ -----------
$ 70,137,254 170,710,516
============ ===========

<FN>
See accompanying notes to consolidated financial statements.
</TABLE>
<TABLE>
JMB INCOME PROPERTIES, LTD. - X
(A LIMITED PARTNERSHIP)
AND CONSOLIDATED VENTURE

CONSOLIDATED STATEMENTS OF OPERATIONS

THREE AND NINE MONTHS ENDED SEPTEMBER 30, 1995 AND 1994

(UNAUDITED)
<CAPTION>
THREE MONTHS ENDED NINE MONTHS ENDED
SEPTEMBER 30 SEPTEMBER 30
----------------------------------------------------
1995 1994 1995 1994
----------- ---------- ----------- ----------
<S> <C> <C> <C> <C>
Income:
Rental income. . . . . . . . . . . . . . $ 2,906,446 7,875,413 11,363,225 22,987,885
Interest income. . . . . . . . . . . . . 324,284 55,703 1,704,883 118,197
----------- ---------- ----------- ----------
3,230,730 7,931,116 13,068,108 23,106,082
----------- ---------- ----------- ----------
Expenses:
Mortgage and other interest. . . . . . . 739,151 2,046,353 3,282,571 6,247,436
Depreciation . . . . . . . . . . . . . . 342,574 1,127,178 1,585,345 3,365,748
Property operating expenses. . . . . . . 1,560,448 3,625,824 6,243,734 10,806,011
Professional services. . . . . . . . . . 27,127 1,485 151,659 112,535
Amortization of deferred expenses. . . . 8,846 37,224 35,930 111,205
General and administrative . . . . . . . 140,972 67,299 443,150 202,213
Provision for value impairment of
Partnership's investment in
unconsolidated venture
(notes 1 and 3(c)) . . . . . . . . . . 9,300,000 -- 9,300,000 --
----------- ---------- ----------- ----------
12,119,118 6,905,363 21,042,389 20,845,148
----------- ---------- ----------- ----------
Operating earnings (loss) . . . . (8,888,388) 1,025,753 (7,974,281) 2,260,934

Partnership's share of operations of
unconsolidated ventures (note 1) . . . . 178,257 529,772 376,054 957,746
----------- ---------- ----------- ----------
Net operating earnings (loss). . . (8,710,131) 1,555,525 (7,598,227) 3,218,680

Gain on sale of investment properties
(notes 2(b) and 3(b)). . . . . . . . . . -- -- 3,936,783 571,428
Extraordinary item (note 3(b)) . . . . . . -- -- 2,219,608 --
----------- ---------- ----------- ----------
Net earnings (loss). . . . . . . . $(8,710,131) 1,555,525 (1,441,836) 3,790,108
=========== ========== =========== ==========

JMB INCOME PROPERTIES, LTD. - X
(A LIMITED PARTNERSHIP)
AND CONSOLIDATED VENTURE

CONSOLIDATED STATEMENTS OF OPERATIONS (CONTINUED)

THREE MONTHS ENDED NINE MONTHS ENDED
SEPTEMBER 30 SEPTEMBER 30
----------------------------------------------------
1995 1994 1995 1994
----------- ---------- ----------- ----------

Net earnings (loss) per limited
partnership interest (note 1):
Net operating earnings. . . . . $ (55.74) 9.96 (48.63) 20.60
Gain on sale of investment properties -- -- 25.98 3.77
Extraordinary item. . . . . . . -- -- 14.65 --
----------- ---------- ----------- ----------
Net earnings (loss) . . . . . . . $ (55.74) 9.96 (8.00) 24.37
=========== ========== =========== ==========
Cash distributions per limited
partnership interest. . . . . . $ 4.00 4.00 462.00 12.00
=========== ========== =========== ==========

<FN>
See accompanying notes to consolidated financial statements.
</TABLE>
<TABLE>
JMB INCOME PROPERTIES, LTD. - X
(A LIMITED PARTNERSHIP)
AND CONSOLIDATED VENTURE

CONSOLIDATED STATEMENTS OF CASH FLOWS

NINE MONTHS ENDED SEPTEMBER 30, 1995 AND 1994

(UNAUDITED)

<CAPTION>
1995 1994
------------ -----------
<S> <C> <C>
Cash flows from operating activities:
Net earnings (loss). . . . . . . . . . . . . . . . . . . . . . . $(1,441,836) 3,790,108
Items not requiring (providing) cash or cash equivalents:
Depreciation . . . . . . . . . . . . . . . . . . . . . . . . . 1,585,345 3,365,748
Amortization of deferred expenses. . . . . . . . . . . . . . . 35,930 111,205
Partnership's share of operations of uncon-
solidated ventures, net of distributions . . . . . . . . . . (61,654) (375,837)
Gain on sale of investment properties. . . . . . . . . . . . . (3,936,783) (571,428)
Extraordinary item . . . . . . . . . . . . . . . . . . . . . . (2,219,608) --
Provision for value impairment . . . . . . . . . . . . . . . . 9,300,000 --
Changes in:
Rents and other receivables. . . . . . . . . . . . . . . . . . (353,133) 202,347
Escrow deposits. . . . . . . . . . . . . . . . . . . . . . . . 35,190 (62,687)
Prepaid expenses . . . . . . . . . . . . . . . . . . . . . . . 544 134,467
Accrued rents receivable . . . . . . . . . . . . . . . . . . . 9,500 (381,686)
Accounts payable . . . . . . . . . . . . . . . . . . . . . . . (122,236) (94,276)
Accrued interest . . . . . . . . . . . . . . . . . . . . . . . 362,555 (102,351)
Accrued real estate taxes. . . . . . . . . . . . . . . . . . . (422,656) (558,173)
Tenant security deposits . . . . . . . . . . . . . . . . . . . (5,599) (3,437)
----------- -----------

Net cash provided by operating activities. . . . . . . . . 2,765,559 5,454,000
----------- -----------

Cash flows from investing activities:
Cash proceeds from sale of investment property,
net of selling expenses. . . . . . . . . . . . . . . . . . . . 797,286 620,615
Net sales and maturities (purchases) of short-term investments . (15,385,557) (1,417,958)
Additions to investment properties . . . . . . . . . . . . . . . (250,976) (2,289,363)
Payment of deferred expenses . . . . . . . . . . . . . . . . . . (8,955) (39,345)
Partnership's contribution to unconsolidated ventures. . . . . . (125,000) (409,180)
----------- -----------

Net cash used in investing activities. . . . . . . . . . . (14,973,202) (3,535,231)
----------- -----------
JMB INCOME PROPERTIES, LTD. - X
(A LIMITED PARTNERSHIP)
AND CONSOLIDATED VENTURE

CONSOLIDATED STATEMENTS OF CASH FLOWS - CONTINUED

1995 1994
------------ -----------
Cash flows from financing activities:
Bank overdrafts. . . . . . . . . . . . . . . . . . . . . . . . . 157,858 --
Principal payments on long-term debt . . . . . . . . . . . . . . (579,430) (217,136)
Distributions to limited partners. . . . . . . . . . . . . . . . (69,302,310) (1,800,060)
------------ -----------
Net cash used in financing activities. . . . . . . . . . (69,723,882) (2,017,196)
------------ -----------
Net decrease in cash and cash equivalents. . . . . . . . (81,931,525) (98,427)

Cash and cash equivalents, beginning of year . . . . . . 84,869,716 1,061,308
------------ -----------

Cash and cash equivalents, end of period . . . . . . . .$ 2,938,191 962,881
============ ===========

Supplemental disclosure of cash flow information:
Cash paid for mortgage and other interest. . . . . . . . . . . .$ 2,920,016 6,349,787
============ ===========
Non-cash investing and financing activities:

Sale of investment properties (notes 2(b) and 3(b)):
Total sale proceeds, net of selling expenses . . . . . . . .$ 27,797,286 --
Principal balance due on mortgage payable. . . . . . . . . . (27,000,000) --
------------ -----------
Cash proceeds from sale of investment properties,
net of selling expenses. . . . . . . . . . . . . . . .$ 797,286 --
============ ===========
Extraordinary item:
Non-cash gain recognized on forgiveness
of indebtedness (note 3(b)) . . . . . . . . . . . . . . . .$ 2,219,608 --
============ ===========

<FN>
See accompanying notes to consolidated financial statements.
</TABLE>

JMB INCOME PROPERTIES, LTD. - X
(A LIMITED PARTNERSHIP)
AND CONSOLIDATED VENTURE

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

SEPTEMBER 30, 1995 AND 1994

Readers of this report should refer to the Partnership's audited
financial statements for the year ended December 31, 1994, which are
included in the Partnership's 1994 Annual Report, as certain footnote
disclosures which would substantially duplicate those contained in such
audited financial statements have been omitted from this report.

(1) BASIS OF ACCOUNTING

The accompanying consolidated financial statements include the
accounts of the Partnership and its venture, Animas Valley Mall Associates
("Animas") (note 3(b)). The effect of all transactions between the
Partnership and its venture has been eliminated in the consolidated
financial statements. The equity method of accounting has been applied in
the accompanying consolidated financial statements with respect to the
Partnership's venture interests in Royal Executive Park - I ("Royal
Executive Park") (note 3(c)) and JMB-40 Broad Street Associates ("Broad
Street") (note 3(d)). Accordingly, the accompanying consolidated financial
statements do not include the accounts of Royal Executive Park, or of Broad
Street.

The Partnership records are maintained on the accrual basis of
accounting as adjusted for Federal income tax reporting purposes. The
accompanying consolidated financial statements have been prepared from such
records after making appropriate adjustments to present the Partnership's
accounts in accordance with generally accepted accounting principles
("GAAP") and to consolidate the accounts of the venture as described above.

Such adjustments are not recorded on the records of the Partnership. The
net effect of these items for the nine months ended September 30 is
summarized as follows:
1995 1994
----------------------- -------------------------
GAAP BASIS TAX BASIS GAAP BASIS TAX BASIS
---------- --------- ---------- ---------
Net earnings
(loss). . . . .$(1,441,836) 1,599,484 3,790,108 (156,753)
Net earnings
(loss) per
limited
partnership
interest. . . .$ (8.00) 10.45 24.37 (.93)
=========== ======== ========= ========

The net earnings (loss) per limited partnership interest is based upon
the number of limited partnership interests outstanding at the end of each
period (150,005).

Partnership distributions from unconsolidated ventures are considered
cash flow from operating activities only to the extent of the Partnership's
cumulative share of net earnings. The Partnership records amounts held in
U.S. Government obligations at cost, which approximates market. Therefore,
for the purposes of these statements, the Partnership's policy is to
consider all such amounts held with original maturities of three months or
less, ($2,938,191 and $84,869,716 at September 30, 1995 and December 31,
1994, respectively), as cash equivalents with any remaining amounts
(generally with original maturities of one year or less) reflected as
short-term investments being held to maturity.

JMB INCOME PROPERTIES, LTD. - X
(A LIMITED PARTNERSHIP)
AND CONSOLIDATED VENTURE

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED

As more fully discussed in note 2(a), due to the uncertainty of the
Partnership's ability to recover the net carrying value of the Pasadena
Town Square investment property through future operations and sale, as of
December 31, 1994, the Partnership recorded, as a matter of prudent
accounting practice, a provision for value impairment of such investment of
$8,434,103. Such provisions were recorded to reduce the net carrying value
of the investment property to the then outstanding balance of the related
non-recourse financing.

As more fully discussed in note 3(c), due to the uncertainty of the
Partnership's ability to recover the net carrying value of the Royal
Executive Park joint venture investment through future operations and sale
during the estimated holding period, as of September 30, 1995, the
Partnership recorded as a matter of prudent accounting practice, a
provision for value impairment of such investment of $9,300,000. Such
provisions were recorded to reduce the net carrying value of the joint
venture investment to its now estimated recoverable value.

Certain amounts in the 1994 consolidated financial statements have
been reclassed to conform to the 1995 presentation.

(2) INVESTMENT PROPERTIES

(a) Pasadena Town Square Mall

The non-recourse first mortgage secured by the Pasadena Town Square
Mall investment property matured in January, 1995. The Partnership
continued to remit debt service payments to the lender based on the cash
generated by the property while negotiating for an extension or refinancing
of the loan. In 1995, the lender appointed a receiver to oversee the
property management obligations which are being performed by an affiliate
of the General Partner. The lender notified the Partnership of its demand
for payment of all sums owed. Subsequent to the period covered in this
report, further negotiations with the lender to obtain a loan refinancing
and/or extension proved futile. The Partnership, after taking into
consideration the costs to retain and/or add another anchor tenant and
associated mall leasing difficulties, current and projected local economic
conditions, decreasing sales and increased competition from new and
recently renovated retail properties within the trade area of the
investment property, decided not to commit any significant further amounts
of capital to this property.

Effective October 3, 1995, due to the Partnership's default in the
payment of all amounts owed, the mortgage lender concluded proceedings to
realize upon its mortgage security and obtained title to the property.
Although the Partnership no longer has a ownership interest in Pasadena
Town Square Mall, it has retained ownership of an approximately two acre
unencumbered unimproved land outparcel adjacent to the property. The
Partnership expects to recognize a gain of approximately $1,200,000 for
financial reporting purposes and $2,600,000 for Federal income tax purposes
in 1995 without any net realizable proceeds. Previously, due to the
factors discussed above, and due to the uncertainty of the Partnership's
ability to recover the net carrying value of the Pasadena Town Square
investment property through future operations and sale, the Partnership at
December 31, 1994, recorded as a matter of prudent accounting practice, a
provision for value impairment of such investment of $8,434,103. Such
provisions were recorded to reduce the net carrying value of the investment
property to the then outstanding balance of the related non-recourse
financing.

JMB INCOME PROPERTIES, LTD. - X
(A LIMITED PARTNERSHIP)
AND CONSOLIDATED VENTURE

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED

(b) North Hills Mall

The Partnership continues to seek the replacement of a major tenant,
which owns its own store, with another major tenant and/or adding another
major tenant to the center. The major tenant, which is currently using
only the first level of its two-story store, has expressed an interest in
closing its store. In order to replace the major tenant with another
and/or add another major tenant, the Partnership may need to commit
substantial capital. Any decision to commit additional funds to this
investment property for these purposes will be based on, among other
things, the likelihood of the return of such additional investment plus a
reasonable profit thereon. The Partnership believes the replacement of the
major tenant and/or addition of another major department store to this
center would greatly enhance the competitive position of this center within
the North Richland Hills (Dallas) retail market. However, there can be no
assurance that such replacement and/or addition will ultimately occur.

The Partnership is in the third year of a five year program to repair
the property's roof and parking lot. The total cost of the repair is
expected to be approximately $1,500,000. Such amounts are partially
recoverable from tenants pursuant to provisions in their leases.

The Partnership and the mortgage lender agreed to extend the July 1,
1995 maturity date of the mortgage loan on the property until November 1,
1995. During this four month extension, the Partnership was required to
pay monthly principal and interest payments of $250,000. The interest rate
of 12.5% mortgage loan remained unchanged during this time. Subsequently,
on October 31, 1995, the mortgage loan was further extended until December
1, 1995 on the same terms. As a result, the Partnership, as of December 1,
1995, will accumulatively paydown principal of approximately $860,000. In
October 1995, the Partnership received a loan commitment for replacement
financing in the principal amount of $8,000,000 from a new lender. The
projected interest rate will be at a rate per annum equal to the current
U.S. Treasury bonds or other obligations having the nearest equivalent
maturity of five years, plus 1-1/2%. The term will be for five years, and
the monthly payments of principal and interest will be based on a 25 year
amortization schedule. However, there is no assurance that such
refinancing will be consummated or that an additional extension of all or
substantially all of the existing mortgage loan will occur by the new
maturity date.

In February 1994, the Partnership sold its remaining land outparcel to
an unaffiliated third party. The sale price for the outparcel was $700,000
(before selling costs and prorations). The Partnership retained the net
sale proceeds in its working capital. The Partnership recognized a gain of
$517,128 for financial reporting purposes and a gain of $518,710 for
Federal income tax purposes for the year ended 1994.

(3) VENTURE AGREEMENTS

(a) General

The Partnership at September 30, 1995 is a party to three joint
venture agreements. Under certain circumstances, either pursuant to the
venture agreements or due to the Partnership's obligations as a general
partner, the Partnership may be required to make additional cash
contributions to the ventures.

JMB INCOME PROPERTIES, LTD. - X
(A LIMITED PARTNERSHIP)
AND CONSOLIDATED VENTURE

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED

There are certain risks associated with the Partnership's investments
made through joint ventures including the possibility that the
Partnership's joint venture partners might become unable or unwilling to
fulfill their financial or other obligations, or that such joint venture
partners may have economic or business interests or goals that are
inconsistent with those of the Partnership.

(b) Animas Valley Mall

Operating profits and losses were allocated to the Partnership and the
joint venture partner according to their respective contributions to fund
operating deficits with any remaining losses allocated to the Partnership.

In April 1992, the Partnership and its joint venture partner settled
certain legal disputes regarding the joint venture agreement and management
of the property. Under the terms of the settlement, the Partnership
agreed, among other things to pay the unaffiliated venture partner a
certain settlement amount in connection with the disposition of the
property. On June 16, 1995, the joint venture acquired a 99% interest in
RIC Wausau Associates, L.L.C., a Wisconsin limited liability company
("LLC"), which owns an unimproved land parcel, for the sum of $75,000. On
June 22, 1995, this interest in the LLC was assigned via a tax-free
exchange to the unaffiliated joint venture partner in return for the
relinquishment of its entire interest in the joint venture, including any
right to the settlement payment upon disposition discussed above.
Concurrently, the Partnership admitted the General Partner of the
Partnership into the joint venture with a 1% interest.

In April 1992, the joint venture finalized a modification of the
existing long-term mortgage note secured by the Animas Valley Mall. Under
the terms of the modification, the joint venture, commencing with the
January 1991 payment, was obligated to pay debt service of interest only
installments at a rate of 10.25% per annum, through the original term of
the note, with the deferred interest (2.25%) accruing at 12.5% and payable
monthly to the extent of any cash flow (as defined) or upon the earlier of
the sale of the property or maturity of the note in January 1994. The
joint venture has paid debt service in 1991, 1992, 1993 and through
February 1994 in accordance with these modified terms. In addition, under
the terms of the modification, the joint venture was required to make
monthly real estate tax escrow deposits. In April 1994, the joint venture
and the existing lender finalized an amendment to the loan (effective March
1, 1994) providing for the extension of its maturity to March 1995 and
lowering the pay and accrual rate on the principal balance to 8% per annum.

Any excess cash flow generated by the property during this period was
payable to the lender quarterly towards interest accrued as of December 31,
1994 (approximately $2,200,000). As of the date of sale, no excess cash
flow was paid to the lender. In addition, the joint venture agreed to
market this property for sale during the extension period. The lender
agreed to allow the joint venture to retain a portion of the net sale
proceeds (as defined) in excess of $27,000,000 (as defined). The lender
agreed to further extend the maturity date to July 1, 1995 and subsequently
to September 1, 1995 under the prior modification terms. In addition, the
lender agreed to increase the joint venture's participation in the net sale
proceeds in excess of the $27,000,000 (as defined). On June 30, 1995, the
joint venture sold the land, related improvements and personal property of
the Animas Valley Mall and related land outparcel located in Farmington,
New Mexico. The purchaser was not affiliated with the Partnership or its

JMB INCOME PROPERTIES, LTD. - X
(A LIMITED PARTNERSHIP)
AND CONSOLIDATED VENTURE

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED

General Partners and the sale price was determined by arm's-length
negotiations. The aggregate sale price of the above was $27,800,000
(before selling costs and prorations), all of which was paid in cash at
closing. A majority of the cash proceeds ($27,000,000) was utilized to
retire the first mortgage secured by the improved property. The
Partnership recognized a gain of $3,936,783 on the sale of the investment
property and an extraordinary gain of $2,219,608 on the forgiveness of debt
for financial reporting purposes. The Partnership expects to recognize a
gain for Federal income tax purposes in 1995.

Annual cash flow is distributed 49.9% to the Partnership and 50.1% to
the joint venture partner. However, since the joint venture partner did
not receive $2,605,200 of cash flow for each of the initial five years, the
joint venture partner will be entitled to receive such deficiency, up to a
total of $400,000 from annual cash flow, if any, available for distribution
to the partners after the Partnership and the joint venture partners have
received $2,594,800 and $2,605,200, respectively, per annum. Operating
profits and losses are generally allocated to the joint venture partners in
the same ratio that annual cash flow is distributed to the partners.

The joint venture agreement further provides that proceeds from sale
or refinancing of the complex will be distributed 49.9% to the Partnership
and 50.1% to the joint venture partner.

MCI Realty, Inc. ("MCI"), which has two leases at Royal Executive
Park, comprising of 180,000 square feet and 30,000 square feet,
respectively, had approached the joint venture seeking a current rent
reduction in return for a lease extension (beyond its prior lease
expiration date of March 31, 1998) on its 180,000 square foot lease.
During the second quarter of 1994, the joint venture finalized a
modification and extension of MCI's 180,000 square foot lease. The terms
of the agreement provide for a reduction in MCI's rental rate, effective
July 1994, to a rental rate which approximated then current market rental
rates. The agreement provides for set rental rate increases in April 1998
and in April 2002. The extended lease expiration date is June 2006. In
addition, the joint venture provided a tenant improvement allowance of
$1,500,000 to MCI in 1994 to enhance its leased space. The joint venture's
decision to modify MCI's 180,000 square foot lease was based upon an
analysis of current and expected future market conditions. The joint
venture believes, given the risk of losing this tenant in 1998 and the
resulting potential downtime and costs associated with releasing the space,
that a current reduction in the rental rate and a contribution towards
enhancement of MCI's space in return for a long term extension of its lease
will maximize the property's cash flow over the long term. The 1994 costs
associated with MCI's expansion and modification were paid for from cash
generated by the property in 1993 and 1994 and net capital contributions by
the Partnership and the joint venture partner totalling $503,844
(contributed in their respective ownership percentages).

The Westchester County, New York class "A" vacancy rate is
approximately 18%. The Eastern sub-market (the competitive market for the
building) is approximately 16%. While office building development in this
market is virtually at a standstill, significant improvement in the
competitive market conditions is not expected for several years. The
competitive market conditions have resulted in lower than originally
anticipated effective rental rates that can be achieved and high releasing
costs that will be incurred in conjunction with releasing space which
expires. Consequently, the property cash flow has been significantly
reduced as a result of increased vacancy and the modification and extension

JMB INCOME PROPERTIES, LTD. - X
(A LIMITED PARTNERSHIP)
AND CONSOLIDATED VENTURE

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED

of MCI's lease. Consequently, the Partnership and joint venture partner
may need to contribute capital to the joint venture in the future in order
to pay for leasing costs associated with the lease-up of the current vacant
space. In response to the uncertainty of the Partnership's ability to
recover the net carrying value of the Royal Executive Park joint venture
investment through future operations and sale during the estimated holding
period, as of September 30, 1995, the Partnership recorded as a matter of
prudent accounting practice, a provision for value impairment of such
investment of $9,300,000. Such provisions were recorded to reduce the net
carrying value of the joint venture investment to its now estimated
recoverable value.

(d) 40 Broad Street

The Broad Street venture agreement provides that the Partnership will
be allocated or distributed profits and losses, cash flow from operations
and sale or refinancing proceeds in the ratio of its capital contributions
to Broad Street which is 31.44%. The Partnership and the venture partner
(JMB Income Properties, Ltd. - XII, a partnership sponsored by the Managing
General Partner of the Partnership) are current with respect to their
required capital contributions to Broad Street.

The downtown New York City market remains extremely competitive due to
the significant amount of space available primarily resulting from the
layoffs, cutbacks and consolidations by financial service companies and
related businesses which dominated this market. Rental rates in the
downtown market are currently at depressed levels and this can be expected
to continue for the foreseeable future while the current vacant space is
gradually absorbed. Little, if any, new construction is planned for
downtown over the next few years and it is expected that the building will
continue to be adversely affected by the lower than originally projected
effective rental rates now achieved upon releasing of existing leases which
expire over the next few years. In addition, new leases will likely
require expenditures for lease commissions and tenant improvements prior to
tenant occupancy. This decline in rental rates, the increase in re-leasing
time and the costs upon re-leasing will result in a continued decrease in
cash flow from operations over the near-term.

(4) PARTNERSHIP AGREEMENT

Pursuant to the terms of the Partnership Agreement, net profits or
losses of the Partnership from operations are allocated 96% to the Limited
Partners and 4% to the General Partners. Profits from the sale or
refinancing of investment properties are to be allocated to the General
Partners to the greater of 1% of such profits or the amount of cash
distributable to the General Partners from any such sale or refinancing (as
described below). Losses from the sale or refinancing of investment
properties are to be allocated 1% to the General Partners. The remaining
sale or refinancing profits and losses will be allocated to the Limited
Partners.

An amendment to the Partnership Agreement, effective January 1, 1991,
generally provides that notwithstanding any allocation contained in the
Agreement, if at any time that profits are realized by the Partnership, any
current or anticipated event would cause the deficit balance in absolute
amount in the Capital Account of the General Partners to be greater than

JMB INCOME PROPERTIES, LTD. - X
(A LIMITED PARTNERSHIP)
AND CONSOLIDATED VENTURE

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED

their share of the Partnership's indebtedness (as defined) after such
event, then the allocation of Profits to the General Partners shall be
increased to the extent necessary to cause the deficit balance in the
Capital Account of the General Partners to be no less than their respective
shares of the Partnership's indebtedness after such event. In general, the
effect of this amendment is to allow the deferral of the recognition of
taxable gain to the Limited Partners.

The General Partners are not required to make any capital contribu-
tions except under certain limited circumstances upon termination of the
Partnership. Distributions of "cash flows" of the Partnership are
allocated 90% to the Limited Partners and 10% to the General Partners.
However, portions of such distributions to the General Partners are
subordinated to the Limited Partners' receipt of a stipulated return on
capital. Through September 30, 1995, a portion of the General Partners'
distributions have been deferred (note 5).

The Partnership Agreement provides that the General Partners shall
receive as a distribution from the sale of a real property by the
Partnership 3% of the selling price and any cumulative deferrals of their
10% distribution of disburseable cash, subject to certain limitations. Any
remaining proceeds (net after expenses and retained working capital) will
be distributed 85% to the Limited Partners and 15% to the General
Partners. However, the Limited Partners shall receive 100% of such net
sale proceeds until the Limited Partners (i) have received cash
distributions of sale or refinancing proceeds in an amount equal to the
Limited Partners' aggregate initial capital investment in the Partnership,
and (ii) have received cumulative cash distributions from the Partnership's
operations which, when combined with sale or refinancing proceeds
previously distributed, equal a 10% annual return on the Limited Partners'
average capital investment for each year (their initial capital investment
as reduced by sale or refinancing proceeds previously distributed)
commencing with the first fiscal quarter of 1984. Therefore, in accordance
with the Partnership agreement, the General Partners have deferred the
receipt of certain sale proceeds ($3,503,000 or approximately $23 per
Interest) from the Partnership in connection with the sale of the Towne
Square Mall, Collin Creek Mall and Animas Valley Mall.

(5) TRANSACTIONS WITH AFFILIATES

Fees, commissions and other expenses required to be paid by the
Partnership to the General Partners and their affiliates for the nine
months ended September 30, 1995 and 1994 are as follows:

Unpaid at
September 30,
1995 1994 1995
-------- ------ -------------
Property management
and leasing fees. . . . . $259,159 499,932 --
Insurance commissions. . . 22,175 43,940 --
Reimbursement
(at cost) for
out-of-pocket
expenses. . . . . . . . . 63,232 77,309 996
-------- ------- -----
$344,566 621,181 996
======== ======= =====

JMB INCOME PROPERTIES, LTD. - X
(A LIMITED PARTNERSHIP)
AND CONSOLIDATED VENTURE

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED

North Hills Mall, Pasadena Town Square (prior to the lender realizing
upon its security in October 1995) and Animas Valley Mall (prior to its
sale in June 1995) are managed by an affiliate of the General Partners.
Royal Executive Park (note 3(c)) and 40 Broad Street (note 3(d)) are
managed by a former affiliate of the General Partners. In December 1994,
the former affiliate of the General Partner was sold, and its interest in
its management contracts assigned, to an unaffiliated third party.

The Managing General Partner and its affiliates are entitled to
reimbursement for salaries and direct expenses of officers and employees of
the Managing General Partner and its affiliates relating to the
administration of the Partnership and operation of Partnership investment
properties. In 1994 and through the third quarter of 1995, such costs
aggregated $157,029 and $278,238, respectively, all of which was paid at
September 30, 1995.

The Managing General Partner of the Partnership has determined to use
independent third-parties to perform certain of these administrative
services beginning in the fourth quarter of 1995. Use of such third
parties is not expected to have a material effect on the operations of the
Partnership.

The General Partners have deferred (in accordance with the Partnership
agreement) payment of certain of their distributions of net cash flow from
the Partnership. The cumulative amount of such distributions aggregated
$9,819,721 at September 30, 1995 (approximately $65 per interest). In
addition, the General Partners have deferred certain sale proceeds of
$3,503,000 (approximately $23 per Interest) from the Partnership as more
fully described in note 4. All amounts due to the General Partner do not
bear interest and are expected to be paid, if allowable, in accordance with
the Partnership Agreement, from cash generated from future operations and
sales.

(6) SALE OF INVESTMENT PROPERTY

On December 29, 1994, the Partnership sold the land, related
improvements and personal property of the Collin Creek Mall located in
Plano, Texas. The purchaser was not affiliated with the Partnership or its
General Partners and the sale price was determined by arm's-length
negotiations. The sale price of the land, related improvements and
personal property was $108,000,000 (before selling costs and prorations),
all of which was paid in cash at closing. A portion of the cash proceeds
($24,546,213) was utilized to retire the first mortgage secured by the
property. An affiliate of the General Partner has retained management of
the property. The Partnership recognized a gain of $64,054,814 for
financial reporting purposes and has recognized a gain of $79,757,206 for
Federal income tax purposes in 1994.

JMB INCOME PROPERTIES, LTD. - X
(A LIMITED PARTNERSHIP)
AND CONSOLIDATED VENTURE

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONCLUDED

(7) UNCONSOLIDATED VENTURES - SUMMARY INFORMATION

The summary income statement information for the Royal Executive Park
and Broad Street ventures for the nine months ended September 30, 1995 and
1994 is as follows:

1995 1994
---------- ----------

Total income. . . . . . . . . $7,918,422 14,115,379
========== ==========

Operating earnings. . . . . . $1,277,308 2,751,113
========== ==========
Net earnings (loss)
to Partnership. . . . . . . $ 376,054 957,746
========== ==========

(8) ADJUSTMENTS

In the opinion of the Managing General Partner, all adjustments
(consisting solely of normal recurring adjustments) necessary for a fair
presentation have been made to the accompanying figures as of September 30,
1995 and for the three and nine months ended September 30, 1995 and 1994.

PART I. FINANCIAL INFORMATION

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS

LIQUIDITY AND CAPITAL RESOURCES

All references to "Notes" are to Notes to Consolidated Financial
Statements contained in this report.

During February 1995, approximately $68,100,000 was distributed to the
Limited Partners, substantially all of which represented sales proceeds
from the December 1994, sale of the Collin Creek Mall as discussed below.
The Partnership has retained a portion of the Collin Creek Mall sales
proceeds as working capital as also discussed below. At September 30,
1995, the Partnership and its consolidated venture had cash and cash
equivalents of approximately $2,938,000. Bank overdrafts of $541,110 as of
September 30, 1995 have been subsequently repaid as of October 1995. Such
remaining funds and short-term investments of approximately $18,266,000 are
available for distributions to partners and for working capital
requirements including tenant and capital improvements, to the extent not
funded from future operations, and to fund any cash flow deficits at Royal
Executive Park as discussed below. The Partnership and its consolidated
venture have currently budgeted in 1995 approximately $820,000 for tenant
improvements and other capital expenditures. The Partnership's share of
such items and its share of such similar items for its unconsolidated
ventures in 1995 is currently budgeted to be approximately $1,070,000.
Actual amounts expended in 1995 may vary depending on a number of factors
including actual leasing activity, results of property operations,
liquidity considerations and other market conditions over the course of the
year. The source of capital for such items and for both short-term and
long-term future liquidity and distributions is expected to be through net
cash generated by the Partnership's investment properties and through the
sale of such investments. As more fully described in Notes 6 and 3(b), the
Partnership sold the Collin Creek Mall in December 1994 and Animas Valley
Mall in June 1995. The Partnership's and its ventures' mortgage
obligations are all non-recourse. Therefore, the Partnership and its
ventures are not obligated to pay mortgage indebtedness unless the related
property produces sufficient net cash flow from operations or sale.

Currently, as more fully discussed below, the Partnership is exploring
the addition of a major department store at the North Hills Mall which, if
undertaken, may require the Partnership to commit a substantial amount of
capital. Also, the Partnership may need to commit capital for its share of
leasing costs associated with the vacant space at the Royal Executive Park
office building as discussed below. Any decision to commit additional
amounts to these investment properties for any purpose will be based on,
among other things, the likelihood of the return of such additional
investment plus a reasonable profit thereon within the expected holding
period of these assets as discussed below. Future distributions from sales
or operations will depend upon a combination of the operating cash flow
from the remaining investment properties and the longer term capital
requirements of the Partnership. The Partnership has currently maintained
a $4 per interest per quarter distribution from operations to the Limited
Partners in 1995. Starting in November 1995, in an effort to reduce
partnership operating expenses, the Partnership has elected to make semi-
annual, rather than quarterly, distributions of operating cash flow of $8
per Interest ($4 for each of the third and fourth quarters).

Overall cash flow returns at 40 Broad Street for the next few years
are expected to be lower than in previous years. The Partnership will
continue its aggressive leasing program; however, the downtown New York
City market remains extremely competitive due to the significant amount of
space available primarily resulting from the layoffs, cutbacks and
consolidations by financial service companies and related businesses which
dominated this market. In addition to competition for tenants in the
downtown Manhattan market from other buildings in the area, there is
increasing competition from less expensive alternatives to Manhattan.
Rental rates in the downtown market are currently at depressed levels and
this can be expected to continue for the foreseeable future while the
current vacant space is gradually absorbed. Little, if any new
construction is planned for downtown over the next few years and it is
expected that the building will continue to be adversely affected by the
lower than originally expected effective rental rates achieved upon
releasing of existing leases which expire over the next few years. In
addition, new leases will likely require expenditures for lease commissions
and tenant improvements prior to tenant occupancy. This decline in rental
rates, the anticipated increase in re-leasing time and the costs upon re-
leasing will result in a decrease in cash flow from operations over the
near term.

The Partnership continues to seek the replacement of a major tenant,
which owns its own store, at the North Hills Mall with another major tenant
and/or adding another major tenant to the center. The major tenant, which
is currently using only the first level of its two-story store, has
expressed an interest in closing its store. In order to replace the major
tenant with another and/or add another major tenant, the Partnership may
need to commit substantial capital. However, there can be no assurance
that such replacement and/or addition will ultimately occur. The
Partnership is in the third year of a five year program to repair the
property's roof and parking lot. The total cost of the repair is expected
to be approximately $1,500,000. The work scheduled to be incurred in 1995
has been included in the budgeted improvement costs described above. The
total five-year costs will be partially recoverable from tenants pursuant
to provisions in their leases.

The Partnership and the mortgage lender agreed to extend the July 1,
1995 maturity date of the mortgage loan on the property until November 1,
1995. During this four month extension, the Partnership was required to
pay monthly principal and interest payments of $250,000. The interest rate
of 12.5% remained unchanged during this time. Subsequently, on October 31,
1995, the mortgage loan was further extended until December 1, 1995 on the
same terms. As a result, the Partnership, as of December 1, 1995, will
accumulatively paydown principal of approximately $860,000. In October
1995, the Partnership received a loan commitment for replacement financing
in the principal amount of $8,000,000 from a new lender. The projected
interest rate will be a rate per annum equal to the current U.S. Treasury
bonds or other obligations having the nearest equivalent maturity of five
years, plus 1-1/2%. The term will be for five years, and the monthly
payments of principal and interest will be based on a 25 year amortization
schedule. However, there is no assurance that such refinancing will be
consummated or that an additional extension of all or substantially all of
the existing mortgage loan will occur by the new maturity date.

The Partnership through the joint venture sold the Animas Valley Mall
and a related land outparcel on June 30, 1995. The mortgage loan secured
by the property was satisfied in full from proceeds of the sale. Reference
is made to Note 3(b) for a further description of this sale.

MCI Realty, Inc. ("MCI"), which has two leases at Royal Executive
Park, comprising of 180,000 square feet and 30,000 square feet,
respectively, had approached the Royal Executive Park joint venture seeking
a current rent reduction in return for a lease extension (beyond its
current lease expiration date of March 31, 1998) on its existing 180,000
square foot lease. During the second quarter of 1994, the joint venture
finalized a modification and extension of MCI's 180,000 square foot lease.
The terms of the agreement provide for a reduction in MCI's rental rate,
effective July 1994, to a rental rate which approximate then current market
rental rates. The agreement provides for set rental rate increases in
April 1998 and in April 2002. The extended lease expiration date is June
2006. In addition, the joint venture provided a tenant improvement
allowance of $1,500,000 to MCI in 1994 to enhance its leased space. The
joint venture's decision to modify MCI's 180,000 square foot lease was
based upon an analysis of current and expected future market conditions.
The joint venture believes, given the risk of losing this tenant in 1998
and the resulting potential downtime and costs associated with releasing
the space, that a current reduction in the rental rate and contribution
towards enhancement of its space in return for a long term extension of its
lease will maximize the property's cash flow over the long term. The 1994
costs associated with MCI's expansion and modification were paid for from
cash generated by the property in 1993 and 1994 net capital contributions
by the Partnership and the joint venture partner totalling $503,844
(contributed in their respective ownership percentages).

The Westchester County, New York class "A" vacancy rate is
approximately 18%. The Eastern submarket (the competitive market for the
building) is approximately 16%. While office building development in this
market is virtually at a standstill, significant improvement in the
competitive market conditions is not expected for several years. The
competitive market conditions have resulted in lower than originally
anticipated effective rental rates that can be achieved and high releasing
costs that will be incurred in conjunction with releasing space which
expires. Consequently, the property cash flow has been significantly
reduced as a result of increased vacancy and the modification and extension
of MCI's lease. Consequently, the Partnership and joint venture partner
may need to contribute capital to the joint venture in the future in order
to pay for leasing costs associated with the lease-up of the current vacant
space. In response to the uncertainty of the Partnership's ability to
recover the net carrying value of the Royal Executive Park joint venture
investment through future operations and sale during the estimated holding
period, as of September 30, 1995, the Partnership recorded as a matter of
prudent accounting practice, a provision for value impairment of such
investment of $9,300,000. Such provisions were recorded to reduce the net
carrying value of the joint venture investment to its estimated recoverable
value.

The property was managed by an affiliate of the joint venture partner
under an agreement which provided for fees equal to 2% of the base rent
paid by tenants. Effective July 1, 1994, a former affiliate of the General
Partner of the Partnership assumed the property management responsibilities
for the joint venture. The new manager essentially assumed the previous
management agreement with the exception that a portion of the 2% management
fee will be paid to the previous manager annually by the new manager as
compensation to the previous manager for relinquishing management of the
property. In December 1994, the above affiliated property manager of the
General Partner of the Partnership was sold, and its interest in its
management contracts assigned, to an unaffiliated third party. In
addition, the former affiliate assumed the leasing responsibilities for the
property.

There are certain risks associated with the Partnership's investments
made through joint ventures including the possibility that the
Partnership's joint venture partners in an investment might become unable
or unwilling to fulfill their financial or other obligations, or that such
joint venture partners may have economic or business interests or goals
that are inconsistent with those of the Partnership.

While the real estate markets are recuperating, highly competitive
market conditions continue to exist in most locations. The Partnership's
approach has been to aggressively and creatively manage the Partnership's
real estate assets to attract and retain tenants. Net effective rents to
the landlord from renewal tenants are generally more favorable than lease
terms which can be negotiated with new tenants. However, the Partnership's
capital resources must also be preserved and allocated in such a manner as
to maximize the total value of the portfolio. As a result of the real
estate market conditions discussed above, the Partnership continues to
conserve its working capital. All expenditures are carefully analyzed and
certain capital projects are deferred when appropriate. The Partnership
has also sought or is seeking additional loan modifications where
appropriate. By conserving working capital, the Partnership will be in a
better position to meet the future needs of its properties since outside
sources of capital may be limited. The Partnership has decided to retain
approximately $15.7 million of the Collin Creek Mall and approximately
$800,000 of the Animas Valley Mall sale proceeds (Notes 6 and 3(b)) in its
working capital. These funds will be available, if necessary or deemed
appropriate by the General Partners, for the programs to enhance the
Partnership's properties as discussed above. Due to these factors, the
Partnership has held certain of its investment properties longer than
originally anticipated in an effort to maximize the return to the Limited
Partners. After reviewing the remaining properties and their competitive
marketplace, the General Partners of the Partnership expect to be able to
liquidate the remaining assets as quickly as practicable. Therefore, the
affairs of the Partnership are expected to be wound up no later than 1999
(sooner if the properties are sold in the nearer term), bearing unforeseen
economic developments.

RESULTS OF OPERATIONS

The aggregate decrease in cash and cash equivalents and short-term
investments, at September 30, 1995 as compared to December 31, 1994, is due
primarily to the February 1995 partial distribution of sale proceeds of
$68,102,270 from the sale of Collin Creek Mall in 1994.

The increase in rents and other receivables, at September 30, 1995 as
compared to December 31, 1994, is due primarily to the timing of receipt of
interest income on the Partnership's cash equivalents and short-term
investments.

The decrease in land, buildings and improvements, accumulated
depreciation, accrued rents receivable, current portion of long-term debt
and accrued interest, at September 30, 1995 as compared to December 31,
1994, is due primarily to the sale of the Animas Valley Mall and a related
land outparcel in June 1995 (Note 3(b)). The decrease in accrued interest
noted above is partially offset by an increase in accrued interest at the
Pasadena Town Square Mall (Note 2(a)).

The decrease in investment in unconsolidated ventures at September 30,
1995 as compared to December 31, 1994 is primarily due to the Partnership
provision for value impairment of its investment in the Royal Executive
Park Joint Venture as discussed in Note 3(c).

The increase in bank overdraft at September 30, 1995 as compared to
December 31, 1994 is primarily due to the timing of the Partnership's
maturities of short-term investments as discussed above.

The decrease in accounts payable, at September 30, 1995 as compared to
December 31, 1994, is primarily due to the timing of operating expenses and
prepayment of rent at certain of the Partnership's properties.

The decrease in accrued real estate taxes, at September 30, 1995 as
compared to December 31, 1994, is primarily due to the timing of real
estate tax payments at the North Hills Mall and Pasadena Town Square
investment properties.

The decrease in rental income, mortgage and other interest,
depreciation, property operating expenses, and amortization of deferred
expenses for the three and nine months ended September 30, 1995 as compared
to the three and nine months ended September 30, 1994 is due primarily to
the sale of the Collin Creek Mall in December 1994 (Note 6) and the sale of
the Animas Valley Mall in June 1995 (Note 3(b)). The decrease in rental
income is also partially due to lower occupancy levels and lower effective
rents earned upon renewals at the Pasadena Town Square investment property.

The decrease in depreciation expense is also due to the provision for value
impairment of $8,434,103 which was recorded at December 31, 1994 relating
to the Pasadena Town Square (Note 1).

The increase in interest income for the three and nine months ended
September 30, 1995 as compared to the three and nine months ended September
30, 1994 is due to the increase in the Partnership's average balance in
U.S. Government obligations due to the temporary investment of proceeds
from the Collin Creek Mall investment property sale.

The increase in professional services for the three and nine months
ended September 30, 1995 as compared to the three months ended September
30, 1994 is primarily due to increased legal costs at the Animas Valley
Mall investment property.

The increase in general and administrative for the three and nine
months ended September 30, 1995 as compared to the three and nine months
ended September 30, 1994 are attributable to an increase in and the
recognition of certain additional prior year reimbursable costs to
affiliates of the General Partners in 1995 (Note 5) and due to costs
associated with the attempted replacement or addition of new anchor tenants
at both Pasadena Town Square and North Hills Mall investment properties as
discussed in Notes 2(a) and (b).

The increase in provision for value impairment for the three and nine
months ended September 30, 1995 as compared to the three and nine months
ended September 30, 1994 is due to the Partnership provision for value
impairment of its investment in the Royal Executive Park Joint Venture as
discussed in Note 3(c).

The decrease in Partnership's share of operations of unconsolidated
ventures for the three and nine months ended September 30, 1995 as compared
to the three and nine months ended September 30, 1994 is due primarily to
the MCI lease modification that included reduced rent at the Royal
Executive Park investment property as more fully explained above and in
Note 3(c).

The gain on sale of investment property of $571,428 in 1994 is the
result of the land outparcel sale at the North Hills Mall in June 1995
(Note 2(b)).

The gain on sale of investment property of $3,936,783 and the
extraordinary item of $2,219,608 in 1995 are due to the result of the sale
of the Animas Valley Mall and a related land outparcel in June 1995 (Note
3(b)).

PART II. OTHER INFORMATION

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

Reference is made to Note 2(a) of the Notes to Consolidated Financial
Statements and to the Liquidity and Capital Resources section of
Management's Discussion and Analysis of Financial Condition and Results of
Operations filed with this report for discussions of default (or alleged
defaults) under, and the unsuccessful attempt to obtain refinancing,
modification or extension of the mortgage loan secured by the Pasadena Town
Square which discussions are hereby incorporated herein by reference.

<TABLE>
ITEM 5. OTHER INFORMATION

OCCUPANCY

The following is a listing of approximate physical occupancy levels by quarter for the Partnership's
investment properties.

<CAPTION>
1994 1995
--------------------------------------------------------------------
At At At At At At At At
3/31 6/30 9/30 12/31 3/31 6/30 9/30 12/31
---- ---- ---- ----- ---- ---- ----- -----
<S> <C> <C> <C> <C> <C> <C> <C> <C>
1. North Hills Mall
North Richland Hills,
Texas (a). . . . . . . 95% 95% 96% 95% 92% 89% 90%

2. Pasadena Town Square
Pasadena, Texas (b). . 84% 80% 73% 72% 72% 72% 67%

3. Collin Creek Mall
Plano, Texas . . . . . 92% 91% 97% N/A N/A N/A N/A

4. Animas Valley Mall
Farmington, New Mexico 90% 90% 90% 90% 91% N/A N/A

5. Royal Executive Park
Ryebrook, New York . . 78% 78% 78% 78% 78% 78% 78%

6. 40 Broad Street
New York, New York . . 80% 86% 83% 83% 76% 76% 77%

- -----------------
<FN>

(a) The occupancy has been restated to reflect occupancy by temporary tenants which were not previously
included. Occupancy without the temporary tenants is 87% at March 31, 1994, 87% at June 30, 1994, 85% at
September 30, 1994, 89% at December 31, 1994, 88% at March 31, 1995, 80% at June 30, 1995 and 79% at September 30,
1995.

(b) Subsequent to this report, on October 3, 1995, title to Pasadena Town Square was transferred to the
lender as discussed in Note 2(a).

</TABLE>
ITEM 6. EXHIBIT AND REPORTS ON FORM 8-K

Response:

(a) Exhibits:

4-A. Document relating to the mortgage loan secured by the
Pasadena Town Square shopping center in Pasadena, Texas is hereby
incorporated by reference to the Partnership's report for December 31, 1992
on Form 10-K (File No. 0-12140) dated March 19, 1993.

10-A. Acquisition documents relating to the purchase by the
Partnership of an interest in the 40 Broad Street office building in new
York, New York are hereby incorporated by reference to the Partnership's
report on Form 8-K (File No. 0-12432) dated December 31, 1985.

10-B. Acquisition documents relating to the purchase by the
Partnership of an interest in the Royal Executive Park office complex in
Ryebrook, New York are hereby incorporated by reference to the
Partnership's report on Form 8-K (File No. 0-12432) dated December 30,
1983.

10-C. Acquisition documents relating to the purchase by the
Partnership of the North Hills Mall in North Richland Hills, Texas are
hereby incorporated by reference to the Partnership's Registration
Statement on Post-Effective Amendment No. 2 to Form S-11 (File No. 2-83599)
dated June 29, 1983.

10-D. Acquisition documents relating to the purchase by the
Partnership of the Pasadena Town Square shopping center in Pasadena, Texas
are hereby incorporated by reference to the Partnership's Registration
Statement on Post-Effective Amendment No. 2 to Form S-11 (File No. 2-83599)
dated June 29, 1983.

10-E. Sale documents relating to the outparcel sale at the North
Hills Mall in North Richard Hills, Texas are hereby incorporated by
reference to the Partnership's report for December 31, 1993 on Form 10-K
(File No. 0-12140) dated March 25, 1994.

10-F. Sale documents relating to the sale of the Collin Creek
Mall in Plano, Texas are hereby incorporated by reference to the
Partnership's report for December 29, 1994 on Form 8-K (File No. 0-12140)
dated January 13, 1995.

10-G. Sale documents relating to the sale of Animas Valley Mall
and a related land outparcel sale in Farmington, New Mexico are hereby
incorporated by reference to the Partnership's report for June 30, 1995 on
Form 8-K (File No. 0-12140) dated July 14, 1995.

10-H. Documents describing the transferred title of the
Partnership's interest in the Pasadena Town Square Shopping Center to the
first mortgage lender, a copy of which is filed herewith.

27. Financial Data Schedule

(b) The following report on Form 8-K has been filed for the quarter
covered by this report.

(1) None

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of
1934, the Company has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.

JMB INCOME PROPERTIES, LTD. - X

BY: JMB Realty Corporation
(Managing General Partner)

By: GAILEN J. HULL
Gailen J. Hull, Senior Vice President
Date: November 9, 1995

Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed below by the following person in the capacity
and on the date indicated.

GAILEN J. HULL
Gailen J. Hull, Principal Accounting Officer
Date: November 9, 1995

SUBSTITUTE TRUSTEE'S DEED

THE STATE OF TEXAS)

COUNTY OF HARRIS )

WHEREAS, JMB INCOME PROPERTIES, LTD.-X, an Illinois
limited partnership qualified to do business in Texas, whose
Managing General Partner is JMB Properties-X, Inc., an
Illinois corporation ("Debtor") executed a Deed of Trust and
Security Agreement (the "Deed of Trust") conveying to Paul A.
Patrick, Trustee, covering and encumbering the real and
personal property hereinafter described (the "Mortgaged
Property"), to secure THE VARIABLE ANNUITY LIFE INSURANCE
COMPANY, a Texas corporation ("VALIC"), in the payment of the
principal of, interest on all and all other amounts, due under
that certain Promissory Note (the Note") dated December 20,
1984, in the original principal sum of $15,150,000.00,
executed by Debtor and payable to the order of VALIC;

WHEREAS, the Deed of Trust was filed under Clerk's File
No. J829724, and recorded under Film Code Reference No. 002-
78-0802, et seq., Official Public Records of Real Property of
Harris County, Texas;

WHEREAS, payment of the Note is further secured by
various other financing statements, assignments from Debtor,
as assignor, to VALIC, as assignee, including without
limitation: (a) an Assignment of Lessor's Interest in Leases
dated December 20, 1984, filed under Clerk's File No. J829725,
and recorded under Film Code Reference No. 002-78-0815, et
seq., Official Public Records of Real Property of Harris
County, Texas; and (b) an Assignment of Operating Agreement
dated December 20, 1984, such instruments together with the
Deed of Trust being collectively referred to as the "Security
Instruments";

WHEREAS, the Note matured on January 1, 1995, and remains
unpaid;

WHEREAS, VALIC, pursuant to the provisions of the Deed
of Trust, has removed all prior Trustees and named, designated
and appointed IRENE K. CRUDEN, SUBSTITUTE TRUSTEE by that
certain instrument entitled "Removal of All Prior Trustees and
Appointment of Substitute Trustee" dated July 10, 1995, filed
under Clerk's File No. R474573, Official Public Records of
Real Property of Harris County, Texas;

WHEREAS, VALIC, the present owner and holder of the Note,
has requested the undersigned Substitute Trustee to sell the
hereinafter described real and personal property to satisfy
the unpaid principal amount of the Note, with accrued interest
thereon, and other sums due and payable under the Deed of
Trust; accordingly, Irene K. Cruden the Substitute Trustee
caused notices to be posted as required by law and as directed
by and on behalf of VALIC, mailed at least twenty-one (21)
days preceding the date of the sale, a Notice of Substitute
Trustee's Sale (the "Notice") dated September 8, 1995, by
certified U.S. Mail, return receipt requested, to Debtor, at
the addresses most recently shown on the records of VALIC, all
as set forth in the affidavit of Irene K. Cruden attached
hereto as Exhibit "B";
----------
the Notice required to be posted was posted at the County
Court House of Harris County, Texas, on September 11, 1995,
and a duplicate copy of the Notice was filed in the Office of
the County Clerk of Harris County, Texas, on September 11,
1995, all as set forth in the affidavit of John Searcy
attached hereto as Exhibit "C";
- ----------
WHEREAS, pursuant to the foregoing and in accordance with
the Deed of Trust and the laws of the State of Texas, Irene K.
Cruden, Substitute Trustee under the Deed of Trust, proceeded
to sell the hereinafter described real and personal property
for cash to the highest bidder at public vendue at the area
Northwest of the stairwell railing in the first floor lobby of
the Harris County Family Law Center as the area at the
Courthouse Where Sales Pursuant to Section 51.002 of the Texas
Property Code are to take place, which Order was filled on
November 18, 1987, under County Clerk's File No. L-430550, and
recorded under Film Code Reference No. 198-25-0322, in the
Official Public Records of Real Property of Harris County,
Texas); said location being the county in which said real and
personal property is located and being the county designated
in the Notice as the County of Sale. In accordance with the
provisions of the Texas Property Code, Section 51.002, the
sale did begin at 1:41 p.m. on October 3, 1995, being not
later than three hours after the time set forth in the Notice,
and the real and personal property herein described was sold
to THE VARIABLE ANNUITY LIFE INSURANCE COMPANY, a Texas
corporation (the"Purchaser"), for the sum of Seven Million Six
Hundred Thousand and No/100 Dollars ($7,600,000.00), said sum
being the highest cash bid for the herein described real and
personal property, and the Purchaser being the highest cash
bidder.

NOW, THEREFORE, KNOW ALL MEN BY THESE PRESENTS: That I,
Irene K. Cruden of Harris County, Texas, the Substitute
Trustee under the Deed of Trust and under and by virtue of the
power of sale granted me under the Deed of Trust and in
consideration of the sum of Seven Million Six hundred Thousand
and No/100 Dollars ($7,600,000.00), in cash paid by Purchaser,
the receipt of which is hereby acknowledged, have GRANTED,
SOLD, and CONVEYED, and by these presents do GRANT, SELL, and
CONVEY unto Purchaser, the following described real and
personal property, to wit:

A. Tract I: 24.7553 acre tract of land situated in
the William Vince Survey, Abstract No. 78, Harris
County, Texas. Said 24.7553 acre tract is part of the
original Southmore Addition Subdivision (now abandoned), as
recorded in Volume 26, Page 5 of the Harris County Map
Records, said 24.7553 acres being more particularly described
by metes and bounds on Exhibit "A" attached hereto and made a
part hereof for all purposes.

Tract II: Easement and other rights appurtenant to
---------
Tract I, as created by that certain Operating
Agreement dated as of February 20, 1981, filed for record on
April 28, 1981, in the Official Public Records of Real
Property of Harris County, Texas under County Clerk's File No.
G951778 by and among Federated Stores Realty, Inc., Federated
Department Stores Inc., Alstores Realty Corporation and Allied
Stores of Texas, Inc. and supplement letters and agreements
thereto as described in Assignment of Operating
Agreement from Federated Stores Realty, Inc. to JMB Income
Properties, Ltd.-X dated October 19, 1983, filed for record on
October 20, 1983 in the Official Public Records of Real
Property of Harris County, Texas under County Clerk's File No.
J197059 (Tract I and Tract II being collectively referred to
as the "Land").

B. Any and all buildings, open parking areas and other
improvements, and any and all additions,
alterations, or appurtenances thereto, placed or constructed
upon the Land or any part thereof (the "Buildings").

C. All materials, supplies, equipment, apparatus and
other items owned by Debtor on the date of the Deed of Trust
or thereafter attached to, installed in or used in connection
with (temporarily or permanently) any of the Buildings or the
Land, including but not limited to any and all partitions,
window screens and shades, drapes, rugs, and other floor
coverings, awnings, motors, engines, boilers, furnaces, pipes,
plumbing, cleaning, call and sprinkler systems, fire
extinguishing apparatus and equipment, water tanks, swimming
pools, heating, ventilating, plumbing, laundry, incinerating,
air conditioning and air cooling equipment and systems, gas
and electric machinery, appurtenances and equipment,
disposals, dishwashers, refrigerators and ranges, and
recreational equipment and facilities of all kinds (the
"Fixtures").

D. Any and all leases, subleases, licenses, concessions
or other agreements (written or verbal, in effect onthe date
of the Deed of Trust or thereafter) which grant a possessory
interest in and to, or the right to use, the Land, save and
except any and all leases, subleases or other agreements
pursuant to which Debtor is granted a possessory interest in
the Land (the "Leases").

E. All rights, privileges, tenements, hereditaments,
rights-of-way, easements, appendages and appurtenances in
anywise appertaining to the Land, Buildings, Fixtures,
Personalty, and Rents, and all right, title and interest of
Debtor in and to any streets, ways, alleys, strips or gores of
land adjoining the Land or any part thereof.

F. All additions, appurtenances, substitutions,
replacements and revisions of the Land, Buildings, Fixtures,
Personalty, and Rents and all reversions and remainders
therein.

G. All of Debtor's right, title and interest in to any
award, awards, remuneration, settlements or compensation made
prior to the date of the Deed of Trust or thereafter to be
made by any governmental authority to the present or any
subsequent owner of the Land, Buildings, Fixtures or
Personalty (as hereinafter described), including those for any
vacation of, or change of grade in, any streets affecting the
Land or the Buildings.

H. Any and all of other security and collateral of any
nature whatsoever, on the date of the Deed of Trust or
thereafter given for the repayment of the Note or the
performance and discharge of the Obligations (defined in the
Deed of Trust).

I. All of the right, title and interest of Debtor in
and to all furniture, furnishings, equipment, machinery,
goods, general intangibles, money, accounts, contract rights,
inventory and all other personal property (other than the
Fixtures) of any kind or character as defined in and subject
to the provisions of the Texas Business and Commerce Code
(Article 9-Secured Transactions) on the date of the Deed of
Trust or thereafter located upon, within or about the Land and
the Buildings, together with all accessories, replacements and
substitutes thereto or therefor and the proceeds thereof (the
"Personalty").

J. All of the rents, revenues, income, proceeds,
profits and other benefits paid or payable by parties to the
Leases other than Debtor for using, leasing, licensing,
possessing, operating from, residing in, selling in, selling
or otherwise enjoying the Mortgaged Property ("Rents").

TO HAVE AND TO HOLD the Mortgaged Property, together with
all and singular the rights and appurtenances thereto in
anywise belonging unto Purchaser, its successors and assigns
forever; and for and on behalf of Debtor, its successors and
assigns I, Irene K. Cruden, Substitute Trustee under the Deed
of Trust and in no other capacity do hereby bind Debtor, its
successors and assigns, to warrant and forever defend the
Mortgaged Property unto Purchaser, its successors and assigns,
against all persons whomsoever lawfully claiming or to claim
the same or any part thereof, subject to (i) all liens,
easements, building lines, restrictive covenants, and other
matters existing of record on the date of the Deed of Trust or
subsequently made superior to the Deed of Trust by written
agreement of VALIC, (ii) all unpaid ad valorem taxes which are
not being paid out of the proceeds of the foreclosure sale and
(iii) that certain Declaration of Subordination executed by
VALIC on August 31, 1995 and filed in the Official Public
Records of Real Property of Harris County, Texas, on September
1, 1995 under County Clerk's File No. R558053 and the Leases
described therein. The warranty of title herein made is made
on behalf of Debtor, its successors and assigns, and I, Irene
K. Cruden, Substitute Trustee, make no warranty of title
(express or implied), whether individually or in any capacity
whatsoever, except on behalf of and binding upon Debtor, its,
successors and assigns, and to the extent that I, Irene K.
Cruden, Substitute Trustee under the Deed of Trust, am
authorized to do so.

EXECUTED this 5th day of October, 1995.
---

Irene Cruden, Substitute Trustee
-----------------------------------
IRENE K. CRUDEN, SUBSTITUTE TRUSTEE

Purchaser's Address for purposes of V.T.C.A.,
Property Code, Section 11.003:

The Variable Annuity Life Insurance Company
2929 Allen Parkway, 34th Floor
Houston, Texas 77019
Attn: Real Estate Director
EXHIBIT "A"
----------

TRACT I
--------

THE STATE OF TEXAS)

COUNTY OF HARRIS)

FIELDNOTE DESCRIPTION OF 24.7553 acre tract of land
situated in the William Vince Survey, Abstract No. 78 in
Harris County, Texas. Said 24.7553 acre tract is part of the
original Southmore Addition Subdivision (now abandoned), as
recorded in Volume 26, Page of the Harris County Map Records,
said 24.7553 acres is more particularly described by metes and
bounds as follows:

BEGINNING at a 5/8-inch iron rod found at the
intersection of the Southerly right-of-way line of Ellsworth
Drive (60-foot wide right-of-way) with the Westerly right-of-
way line of Minerva Drive (60-foot wide-right-of-way);

THENCE, South 01 degrees 47' 00" East, along said Westerly
right-of-way line of Minerva Drive, for a distance of 247.37
feet to a point for corner;

THENCE, North 89 degrees 58' 56" West, leaving said Westerly
right-of-way line of Minerva Drive, for a distance of 320.36
feet to a point for corner;

THENCE, North, for a distance of 30.00 feet to a point
for corner;

THENCE, North 45 degrees 00'00" West, for a distance of 65.08
feet to a point for corner;

THENCE, West, for a distance of 58.98 feet to a point for
corner;

THENCE, North, for a distance of 114.00 feet to a point
for corner;

THENCE North, 45 degrees 00' 00" West, for a distance of 42.43
feet to a point for corner;

THENCE, North, for a distance of 168.00 feet to a point
for corner;

THENCE, North, 45 degrees 00" 00" West, for a distance of 42.43
feet to a point for corner;

THENCE. North, for a distance of 164.54 feet to a point
for corner;

THENCE, North, 45 degrees 00' 00" West, for a distance of 314.63
feet to a point for corner;

THENCE, South 45 degrees 00' 00" West, for a distance of 275.00
feet to a point for corner;

THENCE, North, 45 degrees 00' 00" West, for a distance of 67.00
feet to a point for corner;

THENCE, North 45 degrees 00' 00" East, for a distance of
275.00 feet to a point for corner;

THENCE, North 45 degrees 0 00' 00" West, for a distance of
5.31 feet to a point for corner;

THENCE, North 45 degrees 00' 00" East, for a distance of 357.50
feet to a point for corner;

THENCE, South 45 degrees 00'00" East, for a distance of 45.00
feet to a point for corner;

THENCE, North 45 degrees 00' 00" East, for a distance of 64.50
feet to a point for corner;

THENCE, North 45 degrees 00' 00" West for a distance of 39.69
feet to a point for corner;

THENCE, North 45 degrees 00' 00" East, for a distance of 116.33
feet to a point for corner

THENCE, North 25 degrees 00' 00" West, for a distance of 60.65
feet to a point for corner;

THENCE, North 65 degrees 00' 00" West, for a distance of 60.65
feet to a point for corner;

THENCE, North 25 degrees 00' 00" West, for a distance of 60.65
feet to a point for corner;

THENCE, North 65 degrees 00' 00" West, for a distance 60.65 feet
to a point for corner;

THENCE, North, 25 degrees 00' 00" West, for a distance 60.65
feet to a point for corner;

THENCE, North 65 degrees 00' 00" West, for a distance 69.58 feet
to a point for corner;

THENCE, North , for a distance of 98.45 feet to a point
for corner;

THENCE, South 89 degrees 58' 30" East, for a distance of 22.50
feet to a 5/8-inch iron rod found for corner;

THENCE, North, for a distance of 140.00 feet to a "X" cut
in concrete found for corner in the Southerly right-of-way
line of East Harris Avenue (60-foot wide right-of-way);

THENCE, South 89 degrees 58' 30" East, along said Southerly
right-of-way line of East Harris Avenue, for a distance 770.15
feet to a 5/8-inch iron rod found for corner;

THENCE, South 00 degrees 00' 15" East, leaving said Southerly
right-of-way line of East Harris Avenue, for a distance of
1,174.62 feet to a 5/8-inch iron rod found for corner;

THENCE, North 89 degrees 59' 35" West, for a distance of 305.00
feet to a 5/8-inch iron rod found for corner;

THENCE, South 00 degrees 02' 29" West, for a distance of 235.00
feet to a 5/8-inch iron rod found for corner in the Northerly
right-of-way line of said Ellsworth Drive;

THENCE, South 00 degrees 01' 24" West, for a distance of 60.00
feet to a 5/8-inch iron rod found for corner in the Southerly
right-of-way line of said Ellsworth Drive;

THENCE, South 89 degrees 58' 36" East, along said Southerly
right-of-way line of Ellsworth Drive, for a distance of 129.25
feet to the POINT OF BEGINNING; CONTAINING within these metes
and bounds 24.7553 acres (1,078,335 square feet) of land area.

EXHIBIT "B"

AFFIDAVIT

THE STATE OF TEXAS)

COUNTY OF HARRIS )

BEFORE ME, on this 5th day of October, 1995, personally
----
appeared IRENE K. CRUDEN, having knowledge of the matters
hereinafter set forth, and after being duly sworn, deposed and
stated under oath as follows:

I, Irene K. Cruden, on behalf of The Variable Annuity
Life Insurance Company (the "Lender"), the owner and holder of
the indebtedness secured by that certain Deed of Trust and
Security Agreement dated December 20 , 1984, executed by JMB
Income Properties, Ltd. -X, an Illinois limited partnership,
to Paul A. Patrick, Trustee, filed under Clerk's File No.
J829724, and recorded under Film Code Reference No. 002-78-
0802, et seq., Official Public Records of Real Property of
Harris County, Texas did give all demands and notices
necessary to conduct a foreclosure sale of the property
encumbered by the Deed of Trust, including, without
limitation, at least twenty-one days preceding the date of the
sale made by Irene K. Cruden, Substitute Trustee on the 3rd
day of October, 1995, the sending of written notice of the
proposed sale by certified U.S. Mail, return receipt
requested, postage prepaid, to all persons and parties known
to Lender to be obligated on the indebtedness according to the
records of Lender, by the deposit of a copy of the Notice of
Substitute Trustee's Sale ("Notice") in a post office or
official depository under the care and custody of the United
States Postal Service. The Notice was sent to the following
parties:

Certified Mail - R.R.R. Certified Mail - R.R.R.
Receipt No. Z 160 995 874 Receipt No. Z 160 995 877
JMB Income Properties, Ltd. - X JMB Income Properties, Ltd-X
900 N. Michigan Avenue 875 N. Michigan Avenue
Chicago, Illinois 60611-1575 John Hancock Building Suite 3900
Chicago, Illinois 60611

Certified Mail - R.R.R. Certified Mail - R.R.R.
Receipt No. Z 160 995 875 Receipt No. Z 160 995 878
JMB Income Properties - X, Inc. JMB Income Properties-X, Inc.
900 North Michigan Avenue 875 N. Michigan Avenue
Chicago, Illinois 60611-1575 John Hancock Building, Suite 3900
Chicago, Illinois 60611

Certified Mail - R.R.R. Certified Mail - R.R.R.
Receipt No. Z 160 995 876 Receipt No. Z 160 995-879
JMB Income Properties-X, Inc. JMB Income Properties, Ltd.-X
875 N. Michigan Avenue 875 N. Michigan Avenue
John 'Hancock Building, Suite 3000 John Hancock Building,
Suite Chicago, Illinois 60611 3000
Chicago, Illinois 60611

Irene K. Cruden
_______________________________
IRENE K. CRUDEN

SUBSCRIBED AND SWORN TO before me, by the said IRENE K.
CRUDEN, SUBSTITUTE TRUSTEE, this 5th day of October, 1995.
----

Shirley P. Wuest
_______________________________
Notary Public in and for the State
of Texas

SHIRLEY P. WUEST
Notary Public, State of Texas
My Commission Expires 6/9/97
------

THE STATE OF TEXAS)

COUNTY OF HARRIS )

This instrument was acknowledged before me on October 5,
1995, by IRENE K. CRUDEN.

Shirley P. Wuest
_____________________________
Notary Public in and for
The State of Texas

SHIRLEY P. WUEST
Notary Public, State of Texas
My Commission Expires 6/9/97
------
EXHIBIT "C"

AFFIDAVIT OF NOTICE OF POSTING

THE STATE OF TEXAS)
KNOW ALL MEN BY THESE PRESENT:
COUNTY OF HARRIS )

BEFORE ME, the undersigned authority, on this day
personally appeared JOHN SEARCY, the undersigned Affiant, who
is of lawful age and personally known to me, who, after being
by me duly Scorn, on oath deposed and said:

A true and copy of the Notice of Substitute Trustee's
Sale ("Notice") pursuant to that certain Deed of Trust
and Security Agreement dated December 20, 1984, executed by
JMB Income Properties, Ltd.-X, an Illinois limited
partnership, to Paul A. Patrick. Trustee, filed under Clerk's
File No. ###-##-####, et seq., Official Public Records of Real
Property of Harris County, Texas, which Notice is attached to
this Affidavit of Posting as Schedule 1 and made a part hereof
for all purposes, was posted at the following place, on the
following date:

Place of Posting Date of Posting
---------------- ---------------

Harris County Family Law Center
(a Harris County Court House)
1115 Congress
Houston, Texas September 11, 1995

and filed a duplicate copy of the Notice with the County
Clerk's office of Harris County, Texas.

John Searcy
--------------------------------
- -
JOHN SEARCY
Affiant 's Address:

1603 Cortlandt
Houston, Texas 77008

SWORN TO AND SUBSCRIBED BEFORE ME, by the said JOHN
SEARCY, this the 4th day of October, 1995.
---

Shirley P. Wuest
-------------------------------------
Notary Public in and for the
State of Texas

SHIRLEY P. WUEST
Notary Public, State of Texas
My Commission Expires 6/9/97
------

This instrument was acknowledged before me on October 4,

1995, by JOHN SEARCY.

Shirley P. Wuest
-------------------------------------
- - Notary Public in and for the
State of Texas

SHIRLEY P. WUEST
Notary Public, State of Texas
My Commission Expires 6/9/97
------

THE STATE OF TEXAS)

COUNTY OF HARRIS )

BEFORE ME, the undersigned authority, on this day
appeared IRENE K. CRUDEN, SUBSTITUTE TRUSTEE, known to me to
be the person whose name is subscribed to the foregoing
instrument and acknowledged to me that she executed the same
for the purposes and consideration therein expressed, and in
the capacity therein stated.

GIVEN UNDER MY HAND AND SEAL OF OFFICE, this the 5th day
of October, 1995.

Shirley P. Wuest
---------------------------------------------
Notary Public in and for the State of Texas

SHIRLEY P. WUEST
Notory Public, State of Texas
My Commission Expires 6/9/97
------

After Recording, Return to:

Irene K. Cruden, Substitute Trustee
Dow, Cogburn & Friedman, P.C.
Suite 2300, 9 Greenway Plaza
Houston, Texas 77046

<ARTICLE> 5

<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
REGISTRANT'S FORM 10-Q FOR THE QUARTER ENDED SEPTEMBER 30, 1995 AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS
INCLUDED IN SUCH REPORT.
</LEGEND>

<CIK> 0000719244
<NAME> JMB INCOME PROPERTIES, LTD. - X

<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> SEP-30-1995

<CASH> 2,938,191
<SECURITIES> 18,266,269
<RECEIVABLES> 896,147
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 22,100,607
<PP&E> 50,233,677
<DEPRECIATION> 18,032,381
<TOTAL-ASSETS> 70,137,254
<CURRENT-LIABILITIES> 24,308,320
<BONDS> 0
<COMMON> 0
0
0
<OTHER-SE> 45,814,689
<TOTAL-LIABILITY-AND-EQUITY> 70,137,254
<SALES> 11,363,225
<TOTAL-REVENUES> 13,068,108
<CGS> 0
<TOTAL-COSTS> 7,865,009
<OTHER-EXPENSES> 594,809
<LOSS-PROVISION> 9,300,000
<INTEREST-EXPENSE> 3,282,571
<INCOME-PRETAX> (7,974,281)
<INCOME-TAX> 0
<INCOME-CONTINUING> (7,598,227)
<DISCONTINUED> 3,936,783
<EXTRAORDINARY> 2,219,608
<CHANGES> 0
<NET-INCOME> (1,441,836)
<EPS-PRIMARY> (8.00)
<EPS-DILUTED> (8.00)

</TABLE>