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
June 30, 1998 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 [ ]
<PAGE>
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 . . . . . . . . . . . 12
PART II OTHER INFORMATION
Item 5. Other Information . . . . . . . . . . . . . 14
Item 6. Exhibits and Reports on Form 8-K. . . . . . 15
<PAGE>
<TABLE>
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
JMB INCOME PROPERTIES, LTD. - X
(A LIMITED PARTNERSHIP)
CONSOLIDATED BALANCE SHEETS
JUNE 30, 1998 AND DECEMBER 31, 1997
(UNAUDITED)
ASSETS
------
<CAPTION>
JUNE 30, DECEMBER 31,
1998 1997
------------- -----------
<S> <C> <C>
Current assets:
Cash and cash equivalents. . . . . . . . . . . . . . . . . . $ 22,678,189 39,301,294
Interest, rents and other receivables, net of allowance
for doubtful accounts of $173,026 in 1998
and $100,112 in 1997 . . . . . . . . . . . . . . . . . . . 324,433 284,974
Prepaid expenses . . . . . . . . . . . . . . . . . . . . . . -- 30,426
Escrow deposits . . . . . . . . . . . . . . . . . . . . . . 340,960 761,465
------------ -----------
Total current assets . . . . . . . . . . . . . . . . 23,343,582 40,378,159
------------ -----------
Investment property held for sale or disposition . . . . . . . 12,181,074 12,177,898
------------ -----------
Investment in unconsolidated ventures, at equity . . . . . . . 669,098 12,069,269
Deferred expenses. . . . . . . . . . . . . . . . . . . . . . . 125,499 149,847
Accrued rents receivable . . . . . . . . . . . . . . . . . . . 276,134 287,733
------------ -----------
$ 36,595,387 65,062,906
============ ===========
<PAGE>
JMB INCOME PROPERTIES, LTD. - X
(A LIMITED PARTNERSHIP)
CONSOLIDATED BALANCE SHEETS - CONTINUED
LIABILITIES AND PARTNERS' CAPITAL ACCOUNTS
------------------------------------------
JUNE 30, DECEMBER 31,
1998 1997
------------- ------------
Current liabilities:
Current portion of long-term debt. . . . . . . . . . . . . . $ 142,538 137,564
Accounts payable . . . . . . . . . . . . . . . . . . . . . . 153,633 350,052
Accrued interest . . . . . . . . . . . . . . . . . . . . . . 45,687 46,088
Accrued real estate taxes. . . . . . . . . . . . . . . . . . 263,250 519,413
------------ -----------
Total current liabilities. . . . . . . . . . . . . . . 605,108 1,053,117
Tenant security deposits . . . . . . . . . . . . . . . . . . . 10,150 14,800
Long-term debt, less current portion . . . . . . . . . . . . . 7,552,052 7,624,586
------------ -----------
Commitments and contingencies
Total liabilities. . . . . . . . . . . . . . . . . . . 8,167,310 8,692,503
Partners' capital accounts:
General partners:
Capital contributions. . . . . . . . . . . . . . . . . . . 1,000 1,000
Cumulative net earnings (losses) . . . . . . . . . . . . . 1,336,983 1,278,637
Cumulative cash distributions. . . . . . . . . . . . . . . (250,000) (250,000)
------------ -----------
1,087,983 1,029,637
------------ -----------
Limited partners (150,005 interests):
Capital contributions, net of offering costs . . . . . . . 135,651,080 135,651,080
Cumulative net earnings (losses) . . . . . . . . . . . . . 89,277,694 87,877,386
Cumulative cash distributions. . . . . . . . . . . . . . . (197,588,680)(168,187,700)
------------ -----------
27,340,094 55,340,766
------------ -----------
Total partners' capital accounts . . . . . . . . . . . 28,428,077 56,370,403
------------ -----------
$ 36,595,387 65,062,906
============ ===========
<FN>
See accompanying notes to consolidated financial statements.
</TABLE>
<PAGE>
<TABLE>
JMB INCOME PROPERTIES, LTD. - X
(A LIMITED PARTNERSHIP)
CONSOLIDATED STATEMENTS OF OPERATIONS
THREE AND SIX MONTHS ENDED JUNE 30, 1998 AND 1997
(UNAUDITED)
<CAPTION>
THREE MONTHS ENDED SIX MONTHS ENDED
JUNE 30 JUNE 30
----------------------------------------------------
1998 1997 1998 1997
----------- ---------- ----------- ----------
<S> <C> <C> <C> <C>
Income:
Rental income. . . . . . . . . . . . . . $ 1,371,419 1,325,862 2,744,085 2,819,731
Interest income. . . . . . . . . . . . . 286,284 257,001 771,292 509,433
----------- ---------- ---------- ----------
1,657,703 1,582,863 3,515,377 3,329,164
----------- ---------- ---------- ----------
Expenses:
Mortgage and other interest. . . . . . . 137,263 139,614 275,130 279,790
Depreciation . . . . . . . . . . . . . . -- 201,000 -- 401,773
Property operating expenses. . . . . . . 865,415 883,805 1,625,867 1,891,888
Professional services. . . . . . . . . . 35,748 7,363 52,748 9,773
Amortization of deferred expenses. . . . 12,174 12,178 24,348 24,379
General and administrative . . . . . . . 71,284 141,088 223,946 250,256
----------- ---------- ---------- ----------
1,121,884 1,385,048 2,202,039 2,857,859
----------- ---------- ---------- ----------
535,819 197,815 1,313,338 471,305
Partnership's share of operations of
unconsolidated ventures. . . . . . . . . 44,200 401,000 145,316 881,405
----------- ---------- ---------- ----------
Net earnings (loss). . . . . . . . $ 580,019 598,815 1,458,654 1,352,710
=========== ========== ========== ==========
Net earnings (loss) per limited
partnership interest. . . . . . . $ 3.72 3.84 9.34 8.66
=========== ========== ========== ==========
Cash distributions per
limited partnership
interest. . . . . . . . . . . . . $ 6.00 6.00 196.00 6.00
=========== ========== ========== ==========
<FN>
See accompanying notes to consolidated financial statements.
</TABLE>
<PAGE>
<TABLE>
JMB INCOME PROPERTIES, LTD. - X
(A LIMITED PARTNERSHIP)
CONSOLIDATED STATEMENTS OF CASH FLOWS
SIX MONTHS ENDED JUNE 30, 1998 AND 1997
(UNAUDITED)
<CAPTION>
1998 1997
----------- -----------
<S> <C> <C>
Cash flows from operating activities:
Net earnings (loss). . . . . . . . . . . . . . . . . . . . . . . $ 1,458,654 1,352,710
Items not requiring (providing) cash or cash equivalents:
Depreciation . . . . . . . . . . . . . . . . . . . . . . . . . -- 401,773
Amortization of deferred expenses. . . . . . . . . . . . . . . 24,348 24,379
Partnership's share of operations of uncon-
solidated ventures . . . . . . . . . . . . . . . . . . . . . (145,316) (881,405)
Changes in:
Interest, rents and other receivables. . . . . . . . . . . . . (39,459) 122,311
Escrow deposits. . . . . . . . . . . . . . . . . . . . . . . . 420,505 279,182
Prepaid expenses . . . . . . . . . . . . . . . . . . . . . . . 30,426 31,563
Accrued rents receivable . . . . . . . . . . . . . . . . . . . 11,599 16,209
Accounts payable . . . . . . . . . . . . . . . . . . . . . . . (196,419) (51,052)
Accrued interest . . . . . . . . . . . . . . . . . . . . . . . (401) (374)
Accrued real estate taxes. . . . . . . . . . . . . . . . . . . (256,163) (333,833)
Tenant security deposits . . . . . . . . . . . . . . . . . . . (4,650) (3,600)
---------- -----------
Net cash provided by (used in) operating activities. . . . 1,303,124 957,863
---------- -----------
Cash flows from investing activities:
Additions to investment properties . . . . . . . . . . . . . . . (3,176) (43,791)
Partnership's distributions from unconsolidated ventures . . . . 11,545,487 --
Payment of deferred expenses . . . . . . . . . . . . . . . . . . -- (667)
---------- -----------
Net cash provided by (used in) investing activities. . . . 11,542,311 (44,458)
---------- -----------
<PAGE>
JMB INCOME PROPERTIES, LTD. - X
(A LIMITED PARTNERSHIP)
CONSOLIDATED STATEMENTS OF CASH FLOWS - CONTINUED
1998 1997
------------ -----------
Cash flows from financing activities:
Principal payments on long-term debt . . . . . . . . . . . . . . (67,560) (62,928)
Distributions to limited partners. . . . . . . . . . . . . . . . (29,400,980) (900,030)
------------ -----------
Net cash provided by (used in) financing activities. . . (29,468,540) (962,958)
------------ -----------
Net increase (decrease) in cash and cash equivalents . . (16,623,105) (49,553)
Cash and cash equivalents, beginning of year . . . . . . 39,301,294 21,269,359
------------ -----------
Cash and cash equivalents, end of period . . . . . . . .$ 22,678,189 21,219,806
============ ===========
Supplemental disclosure of cash flow information:
Cash paid for mortgage and other interest. . . . . . . . . . . .$ 275,531 280,164
============ ===========
Non-cash investing and financing activities. . . . . . . . . . .$ -- --
============ ===========
<FN>
See accompanying notes to consolidated financial statements.
</TABLE>
<PAGE>
JMB INCOME PROPERTIES, LTD. - X
(A LIMITED PARTNERSHIP)
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
JUNE 30, 1998 AND 1997
GENERAL
Readers of this report should refer to the Partnership's audited
financial statements for the year ended December 31, 1997, which are
included in the Partnership's 1997 Annual Report, as certain footnote
disclosures which would substantially duplicate those contained in such
audited financial statements have been omitted from this report.
The preparation of financial statements in accordance with GAAP
requires the Partnership to make estimates and assumptions that affect the
reported or disclosed amount of assets and liabilities at the date of the
financial statements and the reported amounts of revenues and expenses
during the reporting period. Actual results could differ from those
estimates.
The Partnership adopted Statement of Financial Accounting Standards
No. 121 "Accounting for the Impairment of Long-Lived Assets and for Long-
Lived Assets to Be Disposed of" ("SFAS 121") as required in the first
quarter of 1996. The Partnership's policy is to consider a property to be
held for sale or disposition when the Partnership has committed to a plan
to sell such property and active marketing activity has commenced or is
expected to commence in the near term. In accordance with SFAS 121, any
properties identified as "held for sale or disposition" are no longer
depreciated. As of June 30, 1998, the Partnership has previously committed
to plans to sell or dispose of its remaining investment property.
Accordingly, the consolidated property has been classified as held for sale
or disposition in the accompanying consolidated financial statements as of
the respective date of such plan's adoption. The results of operations for
this property and for properties sold or disposed of in the past two years
were $838,472 and $261,255, respectively, for the six months ended June 30,
1998 and 1997. In addition, the accompanying consolidated financial
statements include $145,316 and $881,405, respectively, of the
Partnership's share of total operations of $336,124 and $2,034,109,
respectively, for the three and six months ended June 30, 1998 and 1997 of
the 40 Broad Street and Royal Executive Park ventures, unconsolidated
properties classified as held for sale at June 30, 1998 or sold or disposed
of in the past two years.
TRANSACTIONS WITH AFFILIATES
The Partnership, pursuant to the Partnership Agreement, is permitted
to engage in various transactions involving the Managing General Partner
and its affiliates including the reimbursement for salaries and salary-
related expenses of its employees, certain of its officers, and other
direct expenses relating to the administration of the Partnership and the
operation of the Partnership's investments. Fees, commissions and other
expenses required to be paid by the Partnership to the General Partners and
their affiliates as of June 30, 1998 and for the six months ended June 30,
1998 and 1997 were as follows:
<PAGE>
Unpaid at
June 30,
1998 1997 1998
-------- ------- ----------
Property management and
leasing fees. . . . . . . $ 61,987 63,260 --
Insurance commissions. . . 4,949 4,798 --
Reimbursement (at cost) for
out-of-pocket salary and
salary related expenses
related to the on-site
and other costs for the
Partnership and its
investment properties . . 60,096 26,382 5,358
-------- ------- ------
$127,032 94,440 5,358
======== ======= ======
The General Partners have deferred (in accordance with the Partnership
agreement) payment of certain of their distributions of net cash flow from
the Partnership. Accordingly, $10,453,190 (approximately $70 per interest)
of distributable cash has been deferred by the General Partners. These
amounts, together with the unpaid fees and expenses set forth in the chart
above, do not bear interest and may be paid in future periods in accordance
with the Partnership agreement to the extent of sufficient distributable
proceeds from property operations, sales or refinancings. The Partnership
does not expect that the subordination requirements of the Partnership
agreement will be satisfied over the expected remaining term of the
Partnership to permit payment of the majority of these amounts.
40 BROAD STREET
On December 30, 1997, the Partnership, through a joint venture
partnership (the "Affiliated Joint Venture") with JMB Income Properties,
Ltd. - XII (a partnership sponsored by the Managing General Partner of the
Partnership), sold the land, building, related improvements and personal
property of the 40 Broad Street office building to an unaffiliated third
party for a sale price of $34,735,000 (before selling expenses and
prorations). The sale resulted in a gain of $20,532,803 (predominantly due
to provisions for value impairment totaling approximately $52,000,000
recorded in 1990 and 1991, of which the Partnership's share was
approximately $16,349,000) and a loss of $9,703,264 in 1997 for financial
reporting and Federal income tax purposes, respectively, of which
$6,432,431 of gain and $3,050,706 of loss was allocated to the Partnership,
respectively. In addition, in connection with the sale of the property, as
is customary in such transactions, the Affiliated Joint Venture agreed to
certain representations, warranties and covenants with a stipulated
survival period that expires December 1, 1998. Although it is not
expected, the Affiliated Joint Venture may ultimately have some liability
under such representations, warranties and covenants, but such liability
has been limited in the sale agreement to actual damages in an amount not
to exceed $1,500,000 in the aggregate, of which the Partnership's share is
limited to $471,600.
NORTH HILLS MALL
The Partnership has been seeking a replacement anchor department store
for the existing Stripling & Cox store. Based upon discussions with a
number of major department store owners and given the market and property
operating conditions discussed more fully below, it does not appear that
the Partnership will be able to attract a traditional department store
anchor to the center in the near term.
North Hills Mall's major competition, Northeast Mall (located within a
mile from the center) has announced that it would be undertaking a major
redevelopment that would increase its mall space as well as add up to two
new anchor department stores. Completion is expected sometime in 1999.
Nordstrom's department store has committed to be one of those anchor
stores. Northeast already has four anchor department store tenants.
<PAGE>
In addition to the increased competition from Northeast Mall, over the
last several years a significant number of strip center developments have
been opened within a close proximity to the center. Many of these centers
include large retail "Big Box" tenants that have adversely affected the
center's tenant sales.
North Hills Mall has three anchor department stores, none of which are
owned by the Partnership. The operating agreements that require these
stores to remain open expire in 1999 and 2000. There is no certainty that
any of these stores will continue operations beyond the operating agreement
expiration dates.
The effect of all these conditions is that mall sales have decreased
in recent years and the manager has had difficulty retaining and attracting
typical national or regional tenants. As indicated above, while the
occupancy of the center is 80%, only 64% is occupied by permanent tenants.
The center's operating cash flow has been and will continue to be reduced
due to increased vacancy and lower effective rental rates achieved on re-
leasing vacant space. If the Foley's anchor department store were to close
in 1999 without some form of replacement, it would be very difficult to
lease space in the center.
The Partnership continues to consider alternatives for the
redevelopment of the property to co-exist with the increased competition.
Due to competitive pressures in the marketplace, the Partnership has been
unable to finalize a redevelopment plan to date. The goal is to develop a
plan that will stabilize the center and allow the Partnership to preserve
as much value as possible.
While any redevelopment plan is likely to involve substantial costs,
the Partnership will not make additional investments in the property for a
redevelopment unless it believes that the incremental investment will be
returned with a reasonable profit thereon. There are no assurances that,
even if the Partnership desired to do so, a redevelopment or sale of the
property would occur. In the meantime, the center produces sufficient
operating cash flow to cover the required debt service and provide the
Partnership with a cash return.
As the Partnership had committed to a plan to sell or dispose of the
property, North Hills Mall was classified as held for sale or disposition
as of September 30, 1997, and therefore has not been subject to continued
depreciation beyond such date. The Partnership has recently begun
marketing the property for sale. However, there can be no assurance that a
sale will be consummated.
ROYAL EXECUTIVE PARK
On December 19, 1997, the Partnership, through the Royal Executive
Park joint venture, sold the land, buildings, related improvements and
personal property of the Royal Executive Park office complex to an
unaffiliated third party for a sale price of $37,000,000 (before selling
expenses and prorations). The sale resulted in a gain in 1997 of
$10,736,881 and $28,437,135 for financial reporting and Federal income tax
purposes, respectively, of which $7,252,278 and $12,360,718 of gain was
allocated to the Partnership, respectively. In addition, in connection
with the sale of the property, as is customary in such transactions, the
joint venture agreed to certain representations, warranties and covenants
with a stipulated survival period that expires November 15, 1998. Although
it is not expected, the joint venture may ultimately have some liability
under such representations, warranties and covenants, but such liability
has been limited in the sale agreement to actual damages in an amount not
to exceed $2,000,000 in the aggregate, of which the Partnership's share is
limited to approximately $456,000.
<PAGE>
UNCONSOLIDATED VENTURES - SUMMARY INFORMATION
Summary income statement information for Royal Executive Park and 40
Broad Street for the six months ended June 30, 1998 and 1997 is as follows:
1998 1997
---------- ---------
Total income . . . . . . . . $ 390,774 5,488,562
Expenses applicable to
operations. . . . . . . . . 54,650 3,454,453
---------- ---------
Net earnings . . . . . . . . $ 336,124 2,034,109
========== =========
Partnership's share
of net earnings. . . . . . $ 145,316 881,405
========== =========
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 June 30, 1998
and for the three and six months ended June 30, 1998 and 1997.
<PAGE>
PART I. FINANCIAL INFORMATION
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Reference is made to the notes to the accompanying financial
statements for additional information concerning the Partnership's
investments.
The board of directors of JMB Realty Corporation ("JMB") the Managing
General Partner of the Partnership, has established a special committee
(the "Special Committee") consisting of certain directors of JMB to deal
with all matters relating to tender offers for Interests in the
Partnership, including any and all responses to such tender offer. The
Special Committee has retained independent counsel to advise it in
connection with any potential tender offers for Interests and has retained
Lehman Brothers Inc. as financial advisor to assist the Special Committee
in evaluating and responding to any additional potential tender offers for
Interests.
During 1997 and early 1998, some of the Limited Partners in the
Partnership received unsolicited tender offers from unaffiliated third
parties to purchase up to 4.9% of the Interests in the Partnership at
prices ranging from $100 to $225 per Interest. The Partnership recommended
against acceptance of these offers on the basis that, among other things,
the offer prices were inadequate. All of such offers have expired. As of
the date of this report, the Partnership is aware that approximately 6.41%
of the Interests in the Partnership have been purchased by such
unaffiliated third parties either pursuant to such tender offers or through
negotiated purchases. It is possible that other offers for Interests may
be made by unaffiliated third parties in the future, although there is no
assurance that any other third party will commence an offer for Interests,
the terms of any such offer or whether any such offer, if made, will be
consummated, amended or withdrawn.
At June 30, 1998, the Partnership had cash and cash equivalents of
approximately $22,678,000. Such funds are available for distributions to
partners (as discussed below), for working capital requirements including
tenant and capital improvements, to the extent not funded from future
operations, and for potential liability related to representations made
pursuant to sales of real estate investments in December 1997 as more fully
described in the Notes.
In May 1998, the Partnership made a semi-annual distribution of cash
generated from operations of $6 per Interest. Future distributions from
sales or property operations will depend upon a combination of operating
cash flow from the remaining investment property and the longer term
capital requirements of the Partnership.
After reviewing the remaining property and the marketplace in which it
operates, the General Partners of the Partnership expect to be able to
conduct an orderly liquidation of its remaining investment property as
quickly as practicable. Therefore, the affairs of the Partnership are
expected to be wound up no later than December 31, 1999, barring unforeseen
economic developments.
RESULTS OF OPERATIONS
The decrease in escrow deposits and accrued real estate taxes at
June 30, 1998 as compared to December 31, 1997 is primarily due to the
timing of payment of real estate taxes at the North Hills Mall investment
property.
<PAGE>
The decrease in investment in unconsolidated ventures, at equity at
June 30, 1998 as compared to December 31, 1997 is primarily due to the
distribution to the venture partners in January 1998 of sale proceeds of
approximately $33,155,000 relating to the sale of the 40 Broad Street
investment property in December 1997, of which the Partnership's share was
approximately $10,424,000. In addition, the decrease is also due to the
distribution to the venture partners in January 1998 of remaining operating
cash of approximately $2,369,000 at the Royal Executive Park investment
property as a result of its sale in December 1997, of which the
Partnership's share was approximately $1,182,000.
The decrease in accounts payable at June 30, 1998 as compared to
December 31, 1997 is primarily due to the timing of payments of certain
recurring professional fees by the Partnership and certain property
operating expenses at the North Hills Mall investment property.
The increase in interest income for the six months ended June 30, 1998
as compared to the six months ended June 30, 1997 is primarily due to the
temporary investment of sale proceeds relating to the sale in December 1997
of the Royal Executive Park and 40 Broad Street investment properties.
Substantially all of such proceeds were distributed by the Partnership to
the Limited Partners in February 1998.
The decrease in depreciation expense for the three and six months
ended June 30, 1998 as compared to the three and six months ended June 30,
1997 is primarily due to the North Hills Mall investment property being
identified as held for sale or disposition as of September 30, 1997, and
therefore, no longer subject to depreciation beyond such date.
The decrease in property operating expenses for the three and six
months ended June 30, 1998 as compared to the three and six months ended
June 30, 1997 is primarily due to a decrease in advertising expense at the
North Hills Mall investment property due to the timing of promotional
campaigns at the mall and also to a decrease in real estate taxes due to a
successful appeal of such taxes in 1997.
The decrease in Partnership's share of operations of unconsolidated
ventures for the three and six months ended June 30, 1998 as compared to
the three and six months ended June 30, 1997 is primarily due to the sale
in December 1997 of the Royal Executive Park and 40 Broad Street investment
properties. The Partnership's share of operations of unconsolidated
ventures for the six months ended June 30, 1998 is primarily due to an
adjustment of prorations in 1998 related to the sale of the Royal Executive
Park investment property.
<PAGE>
<TABLE>
PART II. OTHER INFORMATION
ITEM 5. OTHER INFORMATION
OCCUPANCY
The following is a listing of approximate physical occupancy levels by quarter for the Partnership's
investment property owned during 1998.
<CAPTION>
1997 1998
--------------------------------------------------------------------
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>
North Hills Mall
North Richland Hills,
Texas (a). . . . . . . . . 84% 82% 81% 78% 78% 80%
- -----------------
<FN>
(a) The percentage represents physical occupancy which includes temporary tenants. Occupancy without
temporary tenants is 68% at March 31, 1997, 69% at June 30, 1997, 67% at September 30, 1997, 67% at December 31,
1997, 65% at March 31, 1998 and 64% at June 30, 1998.
</TABLE>
<PAGE>
ITEM 6. EXHIBIT AND REPORTS ON FORM 8-K
Response:
(a) Exhibits:
3-A. The Prospectus of the Partnership dated June 29, 1983 as
supplemented September 12, 1983 and October 21, 1983, as filed with the
Commission pursuant to Rules 424(b) and 424(c), is hereby incorporated
herein by reference to Exhibit 3-A to the Partnership's Report for December
31, 1992 on Form 10-K (File No. 0-12140) dated March 19, 1993.
3-B. Amended and Restated Agreement of Limited Partnership set
forth as Exhibit A to the Prospectus, which agreement is hereby
incorporated herein by reference to the Partnership's Report for December
31, 1992 on Form 10-K (File No. 0-12140) dated March 19, 1993.
3-C. Acknowledgement of rights and duties of the General
Partners of the Partnership between ABPP Associates, L.P. (a successor
Associated General Partner of the Partnership) and JMB Realty Corporation
as of December 31, 1995 is hereby incorporated herein by reference to the
Partnership's Report for September 30, 1996 on Form 10-Q/A (as amended)
(File No. 0-12140) dated November 25, 1996.
4-A. Document relating to the mortgage loan secured by the
North Hills Mall in North Richland Hills, Texas, is hereby incorporated
herein by reference to the Partnership's Report on Form 10-K (File No. 0-
12432) dated December 31, 1995.
10-A. Acquisition documents relating to the purchase by the
Partnership of the North Hills Mall in North Richland Hills, Texas are
hereby incorporated herein 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-B. Sale documents relating to the sale of the 40 Broad Street
office building in New York, New York are hereby incorporated by reference
to the Partnership's report for December 30, 1997 on Form 8-K (File No. 0-
12140) dated February 27, 1998.
10-C. Sale-Purchase Agreement with exhibits dated December 5,
1997 relating to the sale of the Royal Executive Park office complex in Rye
Brook, New York between Royal Executive Park I, Royal Executive Park II,
Royal Executive Park III and Reckson Operating Partnership, L.P. are hereby
incorporated by reference to the Partnership's Report for December 31, 1997
on Form 10-K (File No. 0-12140) dated March 25, 1998.
27. Financial Data Schedule
(b) No reports on Form 8-K have been filed during the last quarter
of the period covered by this report.
<PAGE>
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: August 12, 1998
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.
By: GAILEN J. HULL
Gailen J. Hull, Principal Accounting Officer
Date: August 12, 1998
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
REGISTRANT'S FORM 10-Q FOR THE QUARTER ENDED JUNE 30, 1998 AND IS QUALIFIED
IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS INCLUDED IN SUCH
REPORT.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> JUN-30-1998
<CASH> 22,678,189
<SECURITIES> 0
<RECEIVABLES> 665,393
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 23,343,582
<PP&E> 12,181,074
<DEPRECIATION> 0
<TOTAL-ASSETS> 36,595,387
<CURRENT-LIABILITIES> 605,108
<BONDS> 7,552,052
<COMMON> 0
0
0
<OTHER-SE> 28,428,077
<TOTAL-LIABILITY-AND-EQUITY>36,595,387
<SALES> 2,744,085
<TOTAL-REVENUES> 3,515,377
<CGS> 0
<TOTAL-COSTS> 1,650,215
<OTHER-EXPENSES> 276,694
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 275,130
<INCOME-PRETAX> 1,458,654
<INCOME-TAX> 0
<INCOME-CONTINUING> 1,458,654
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,458,654
<EPS-PRIMARY> 9.34
<EPS-DILUTED> 9.34
</TABLE>
