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
March 31, 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
MARCH 31, 1998 AND DECEMBER 31, 1997
(UNAUDITED)
ASSETS
------
<CAPTION>
MARCH 31, DECEMBER 31,
1998 1997
------------- -----------
<S> <C> <C>
Current assets:
Cash and cash equivalents. . . . . . . . . . . . . . . . . . $ 23,114,373 39,301,294
Interest, rents and other receivables, net of allowance
for doubtful accounts of $133,440 in 1998
and $100,112 in 1997 . . . . . . . . . . . . . . . . . . . 291,127 284,974
Prepaid expenses . . . . . . . . . . . . . . . . . . . . . . 12,291 30,426
Escrow deposits . . . . . . . . . . . . . . . . . . . . . . 186,384 761,465
------------ -----------
Total current assets . . . . . . . . . . . . . . . . 23,604,175 40,378,159
------------ -----------
Investment property held for sale or disposition . . . . . . . 12,180,146 12,177,898
------------ -----------
Investment in unconsolidated ventures, at equity . . . . . . . 630,323 12,069,269
Deferred expenses. . . . . . . . . . . . . . . . . . . . . . . 137,673 149,847
Accrued rents receivable . . . . . . . . . . . . . . . . . . . 281,934 287,733
------------ -----------
$ 36,834,251 65,062,906
============ ===========
<PAGE>
JMB INCOME PROPERTIES, LTD. - X
(A LIMITED PARTNERSHIP)
CONSOLIDATED BALANCE SHEETS - CONTINUED
LIABILITIES AND PARTNERS' CAPITAL ACCOUNTS
------------------------------------------
MARCH 31, DECEMBER 31,
1998 1997
------------- ------------
Current liabilities:
Current portion of long-term debt. . . . . . . . . . . . . . $ 140,029 137,564
Accounts payable . . . . . . . . . . . . . . . . . . . . . . 168,329 350,052
Accrued interest . . . . . . . . . . . . . . . . . . . . . . 45,889 46,088
Accrued real estate taxes. . . . . . . . . . . . . . . . . . 131,625 519,413
------------ -----------
Total current liabilities. . . . . . . . . . . . . . . 485,872 1,053,117
Tenant security deposits . . . . . . . . . . . . . . . . . . . 11,650 14,800
Long-term debt, less current portion . . . . . . . . . . . . . 7,588,641 7,624,586
------------ -----------
Commitments and contingencies
Total liabilities. . . . . . . . . . . . . . . . . . . 8,086,163 8,692,503
Partners' capital accounts:
General partners:
Capital contributions. . . . . . . . . . . . . . . . . . . 1,000 1,000
Cumulative net earnings (losses) . . . . . . . . . . . . . 1,313,782 1,278,637
Cumulative cash distributions. . . . . . . . . . . . . . . (250,000) (250,000)
------------ -----------
1,064,782 1,029,637
------------ -----------
Limited partners (150,005 interests):
Capital contributions, net of offering costs . . . . . . . 135,651,080 135,651,080
Cumulative net earnings (losses) . . . . . . . . . . . . . 88,720,876 87,877,386
Cumulative cash distributions. . . . . . . . . . . . . . . (196,688,650)(168,187,700)
------------ -----------
27,683,306 55,340,766
------------ -----------
Total partners' capital accounts . . . . . . . . . . . 28,748,088 56,370,403
------------ -----------
$ 36,834,251 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 MONTHS ENDED MARCH 31, 1998 AND 1997
(UNAUDITED)
<CAPTION>
1998 1997
------------ -----------
<S> <C> <C>
Income:
Rental income. . . . . . . . . . . . . . . . . . . . . . . . . . $ 1,372,666 1,493,869
Interest income. . . . . . . . . . . . . . . . . . . . . . . . . 485,008 252,432
----------- ----------
1,857,674 1,746,301
----------- ----------
Expenses:
Mortgage and other interest. . . . . . . . . . . . . . . . . . . 137,867 140,176
Depreciation . . . . . . . . . . . . . . . . . . . . . . . . . . -- 200,773
Property operating expenses. . . . . . . . . . . . . . . . . . . 760,452 1,008,083
Professional services. . . . . . . . . . . . . . . . . . . . . . 17,000 2,410
Amortization of deferred expenses. . . . . . . . . . . . . . . . 12,174 12,201
General and administrative . . . . . . . . . . . . . . . . . . . 152,662 109,168
----------- ----------
1,080,155 1,472,811
----------- ----------
777,519 273,490
Partnership's share of operations of
unconsolidated ventures. . . . . . . . . . . . . . . . . . . . . 101,116 480,405
----------- ----------
Net earnings (loss). . . . . . . . . . . . . . . . . . . . $ 878,635 753,895
=========== ==========
Net earnings (loss) per limited
partnership interest. . . . . . . . . . . . . . . . . . . $ 5.62 4.82
=========== ==========
Cash distributions per
limited partnership
interest. . . . . . . . . . . . . . . . . . . . . . . . . $ 190.00 --
=========== ==========
<FN>
See accompanying notes to consolidated financial statements.
</TABLE>
<PAGE>
<TABLE>
JMB INCOME PROPERTIES, LTD. - X
(A LIMITED PARTNERSHIP)
CONSOLIDATED STATEMENTS OF CASH FLOWS
THREE MONTHS ENDED MARCH 31, 1998 AND 1997
(UNAUDITED)
<CAPTION>
1998 1997
----------- -----------
<S> <C> <C>
Cash flows from operating activities:
Net earnings (loss). . . . . . . . . . . . . . . . . . . . . . . $ 878,635 753,895
Items not requiring (providing) cash or cash equivalents:
Depreciation . . . . . . . . . . . . . . . . . . . . . . . . . -- 200,773
Amortization of deferred expenses. . . . . . . . . . . . . . . 12,174 12,201
Partnership's share of operations of uncon-
solidated ventures . . . . . . . . . . . . . . . . . . . . . (101,116) (480,405)
Changes in:
Interest, rents and other receivables. . . . . . . . . . . . . (6,153) (476,823)
Escrow deposits. . . . . . . . . . . . . . . . . . . . . . . . 575,081 433,757
Prepaid expenses . . . . . . . . . . . . . . . . . . . . . . . 18,135 27,839
Accrued rents receivable . . . . . . . . . . . . . . . . . . . 5,799 8,104
Accounts payable . . . . . . . . . . . . . . . . . . . . . . . (181,723) 25,369
Accrued interest . . . . . . . . . . . . . . . . . . . . . . . (199) (186)
Accrued real estate taxes. . . . . . . . . . . . . . . . . . . (387,788) (461,083)
Tenant security deposits . . . . . . . . . . . . . . . . . . . (3,150) (2,100)
---------- -----------
Net cash provided by (used in) operating activities. . . . 809,695 41,341
---------- -----------
Cash flows from investing activities:
Additions to investment properties . . . . . . . . . . . . . . . (2,248) --
Partnership's distributions from unconsolidated ventures . . . . 11,540,062 --
Payment of deferred expenses . . . . . . . . . . . . . . . . . . -- (886)
---------- -----------
Net cash provided by (used in) investing activities. . . . 11,537,814 (886)
---------- -----------
<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 . . . . . . . . . . . . . . (33,480) (31,185)
Distributions to limited partners. . . . . . . . . . . . . . . . (28,500,950) --
------------ -----------
Net cash provided by (used in) financing activities. . . (28,534,430) (31,185)
------------ -----------
Net increase (decrease) in cash and cash equivalents . . (16,186,921) 9,270
Cash and cash equivalents, beginning of year . . . . . . 39,301,294 21,269,359
------------ -----------
Cash and cash equivalents, end of period . . . . . . . .$ 23,114,373 21,278,629
============ ===========
Supplemental disclosure of cash flow information:
Cash paid for mortgage and other interest. . . . . . . . . . . .$ 138,066 140,362
============ ===========
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
MARCH 31, 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 March 31, 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 $467,489 and $0, respectively, for the three months ended March 31,
1998 and 1997. In addition, the accompanying consolidated financial
statements include $101,116 and $480,405, respectively, of the
Partnership's share of total operations of $196,386 and $1,099,480,
respectively, for the three months ended March 31, 1998 and 1997 of the 40
Broad Street and Royal Executive Park ventures, unconsolidated properties
classified as held for sale at March 31, 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 March 31, 1998 and for the three months ended
March 31, 1998 and 1997 were as follows:
<PAGE>
Unpaid at
March 31,
1998 1997 1998
------- ------- -------------
Property management
and leasing fees. . . . . $ 31,071 36,139 --
Reimbursement (at cost)
for out-of-pocket salary
and salary related ex-
penses related to the
on-site and other costs
for the Partnership
and its investment
properties. . . . . . . . 30,048 26,179 2,097
-------- ------- ------
$ 61,119 62,318 2,097
======== ======= ======
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, $10,353,187 (approximately $69 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 Venture and the Partnership 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 78%, only 65% 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 and the Partnership 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 three months ended March 31, 1998 and 1997 is as
follows:
1998 1997
---------- ---------
Total income . . . . . . . . $ 232,178 2,752,230
Expenses applicable to
operations. . . . . . . . . 35,792 1,652,750
---------- ---------
Net earnings . . . . . . . . $ 196,386 1,099,480
========== =========
Partnership's share
of net earnings. . . . . . $ 101,116 480,405
========== =========
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 March 31,
1998 and for the three months ended March 31, 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.
During 1996, 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 $150 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 6.35%
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. 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.
At March 31, 1998, the Partnership had cash and cash equivalents of
approximately $23,114,000. 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 expects to make 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
March 31, 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
March 31, 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 March 31, 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 decrease in rental income for the three months ended March 31,
1998 as compared to the three months ended March 31, 1997 is primarily due
to the overall decrease in occupancy at the North Hills Mall investment
property for the periods compared and decreased rental income from many of
the remaining tenants whose leases have recently been modified or altered
to provide lower effective rental rates than previously achieved at the
property.
The increase in interest income for the three months ended March 31,
1998 as compared to the three months ended March 31, 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 months ended
March 31, 1998 as compared to the three months ended March 31, 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 months ended
March 31, 1998 as compared to the three months ended March 31, 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 months ended March 31, 1998 as compared to the three
months ended March 31, 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 three
months ended March 31, 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%
- -----------------
<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 and 65% at March 31, 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: May 13, 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: May 13, 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 MARCH 31, 1998 AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS
INCLUDED IN SUCH REPORT.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> MAR-31-1998
<CASH> 23,114,373
<SECURITIES> 0
<RECEIVABLES> 489,802
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 23,604,175
<PP&E> 12,180,146
<DEPRECIATION> 0
<TOTAL-ASSETS> 36,834,251
<CURRENT-LIABILITIES> 485,872
<BONDS> 7,588,641
<COMMON> 0
0
0
<OTHER-SE> 28,748,088
<TOTAL-LIABILITY-AND-EQUITY>36,834,251
<SALES> 1,372,666
<TOTAL-REVENUES> 1,857,674
<CGS> 0
<TOTAL-COSTS> 772,626
<OTHER-EXPENSES> 169,662
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 137,867
<INCOME-PRETAX> 878,635
<INCOME-TAX> 0
<INCOME-CONTINUING> 878,635
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 878,635
<EPS-PRIMARY> 5.62
<EPS-DILUTED> 5.62
</TABLE>
