UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
[ X ] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended October 31, 1994
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ________ to ________.
Commission File Number 0-13260
DEAN WITTER REALTY INCOME PARTNERSHIP I, L.P.
(Exact name of registrant as specified in its charter)
Delaware 13-3174553
(State of organization) (IRS Employer Identification No.)
2 World Trade Center, New York, NY 10048
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (212) 392-1054
Securities registered pursuant to Section 12(b) of the Act:
Title of each class Name of each exchange on which registered
None None
Securities registered pursuant to Section 12(g) of the Act:
Units of Limited Partnership Interests
(Title of Class)
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
Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to
the best of registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K's or any
amendment to this Form 10-K. [X]
State the aggregate market value of the voting stock held by nonaffiliates
of the registrant. Not Applicable
DOCUMENTS INCORPORATED BY REFERENCE
None
<PAGE>
PART I.
ITEM 1.BUSINESS.
The Registrant, Dean Witter Realty Income Partnership I, L.P. (the
"Partnership"), is a limited partnership formed in August 1983 under
the Uniform Limited Partnership Act of the State of Delaware for the
purpose of investing primarily in income-producing office, industrial
and retail properties.
The Managing General Partner of the Partnership is Dean Witter
Realty Income Properties I Inc. (the "Managing General Partner"), a
Delaware corporation which is wholly owned by Dean Witter Realty Inc.
The Associate General Partner is Dean Witter Realty Income Associates
I, L.P. (the "Associate General Partner"), a Delaware limited
partnership, the general partner of which is Dean Witter Realty Income
Associates I Inc., a wholly-owned subsidiary of the Managing General
Partner. The Managing General Partner manages and controls all aspects
of the business of the Partnership. The terms of transactions between
the Partnership and its affiliates are set forth in Item 13 below.
The Partnership issued 92,780 units of limited partnership
interest (the "Units") with gross proceeds from the offering of
$92,780,000. The offering has been terminated and no additional Units
will be sold.
The proceeds from the offering were used to make equity
investments in four office properties, two office/research and
development properties and one retail property which were acquired
without mortgage debt. The properties are described in Item 2 below.
The Partnership considers its business to include one industry
segment, investment in real property.
The Partnership's real property investments are subject to
competition from similar types of properties in the vicinities in which
they are located. In recent years, an oversupply condition has
persisted nationally and many markets have experienced high vacancy
rates. Currently, many real estate markets are beginning to stabilize,
primarily due to the continued absence of significant construction
activity; however, the recovery is expected to be slow. Further
information regarding competition in the markets where the
Partnership's properties are located is set forth in Item 7,
"Management's Discussion and Analysis of Financial Condition and
Results of Operations."
The Partnership has no employees.
All of the Partnership's business is conducted in the United
States.
ITEM 2.PROPERTIES.
The Partnership owns directly or through a partnership interest
the following seven property interests, none of which is encumbered by
mortgage debt. Generally, the leases pertaining to the properties
provide for pass-throughs to the tenants of their pro-rata share of
certain operating expenses.
<TABLE>
<CAPTION>
Year(s) Acquisition Net Rentable Type of Ownership
Completed/ Cost Area of land and
Property, location and type Acquired ($000) (000 sq. ft.) Improvements
<S> <C> <C> <C> <C>
Westwood 10
Westwood, MA 1986/1984,86 $8,952 122 Fee ownership
Office/research and
development building
1718 Connecticut Avenue 1982/1984 $8,213 35 99.9% General Part-
Washington, DC nership interest1
Office building
North Lake Plaza
Altamonte Springs, FL 1985/1984,86 $10,110 137 Fee ownership
Shopping center
Harborgate
Los Angeles, CA 1984/1984 $13,000 68 Fee ownership
Office Building
Arlington Business Center
Arlington Heights, IL 1984/1984 $9,721 98 Fee ownership
Three office/research and
development buildings
Carmel Park I and II
Charlotte, NC 1985/1985 $18,530 168 Fee ownership
Office buildings
Century Square
Pasadena, CA 1984/1985 $ 9,700 206 25% General Part-
Office building nership interest2
1. The .1% limited partnership interest was purchased by the Managing General Partner.
2. An affiliate of the Partnership, Dean Witter Realty Income Partnership II, L.P. purchased the
remaining 75% general partnership interest in the partnership. The total cost of the property was
$38.8 million.
Each property has been built with on-site parking facilities.
</TABLE>
An affiliate of the Partnership is the property manager for
Century Square, North Lake Plaza, 1718 Connecticut Avenue, Westwood 10,
Carmel Park and Harborgate.
Further information relating to the Partnership's properties
is included in Item 7 and footnotes 4 and 5 to the consolidated
financial statements in Item 8 below.
ITEM 3. LEGAL PROCEEDINGS.
Neither the Partnership nor any of its properties is subject
to any material pending legal proceedings.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
No matter was submitted during the fourth quarter of the
fiscal year to a vote of Unit holders.
PART II.
ITEM 5. MARKET FOR THE REGISTRANT'S COMMON EQUITY AND RELATED
STOCKHOLDER MATTERS.
An established public trading market for the Units does not
exist, and it is not anticipated that such a market will develop in the
future. Accordingly, information as to the market value of a Unit at
any given date is not available. However, the Partnership does allow
its limited partners (the "Limited Partners") to transfer their units
if a suitable buyer can be located.
As of October 31, 1994 there were 15,148 holders of limited
partnership interests.
The Partnership is a limited partnership and, accordingly,
does not pay dividends. It does, however, make quarterly distributions
of cash to its partners. Pursuant to the partnership agreement,
distributable cash, as defined, is paid 90% to the Limited Partners and
10% to the general partners (the "General Partners").
The Partnership paid quarterly cash distributions during the
year ended October 31, 1994 aggregating $15.00 per Unit to Limited
Partners. The total distribution aggregated $1,546,333 with $1,391,700
distributed to the Limited Partners and $154,633 due to the General
Partners. The General Partners deferred receipt of their 1994
distributions.
On November 29, 1994, the Partnership paid a cash distribution
of $3.75 per Unit to Limited Partners. The total distribution
aggregated $386,583 with $347,925 of cash distributed to the Limited
Partners and $38,658 due to the General Partners. The General Partners
deferred receipt of their distribution.
The Partnership anticipates making regular distributions to
its partners in the future.
Sale or financing proceeds will be distributed, to the extent
available, first, to each Limited Partner, until there has been a
return of the Limited Partner's capital contribution plus cumulative
distributions of distributable cash and sale or financing proceeds in
an amount sufficient to provide a 9% cumulative annual return on the
Limited Partner's adjusted capital contribution. Thereafter, any
remaining sale or financing proceeds will be distributed 85% to the
Limited Partners and 15% to the General Partners after the Managing
General Partner receives a brokerage fee of up to 3% of the selling
price of any equity investment.
Taxable income generally will be allocated in the same
proportions as distributions of distributable cash or sale or financing
proceeds. In the event there is no distributable cash or sale or
financing proceeds, taxable income will be allocated 90% to the Limited
Partners and 10% to the General Partners. Any tax loss will be
allocated 90% to the Limited Partners and 10% to the General Partners.
<PAGE>
<TABLE>
ITEM 6. SELECTED FINANCIAL DATA.
The following sets forth a summary of the selected financial data for
the Partnership:
<CAPTION> DEAN WITTER REALTY INCOME PARTNERSHIP I, L.P.
For the years ended October 31, 1994, 1993, 1992, 1991 and 1990
1994 1993 1992 1991 1990
<S> <C> <C> <C> <C> <C>
Total revenues $ 7,900,587 $ 7,211,147 $ 6,980,117 $ 7,640,551 $ 7,199,685
Net (loss) income $(10,175,630)$ 191,052 $ 459,493 $ 1,340,196 $ 1,807,625
Net (loss) income per
Unit of
limited
partnership
interest $(98.71) $ 1.85 $ 4.46 $13.00 $17.53
Cash distributions
paid per Unit
of limited
partnership
interest $ 15.00 $ 15.00 $ 15.00 $ 27.50 $ 72.50
Total assets at
October 31 $58,611,333 $73,292,198 $74,016,333 $74,968,981 $75,295,544
Loan payable to bank
due after one year
(See note 6 to the
financial statements)$ - $ 2,785,665 $ - $ - $ -
<FN>
The above financial data should be read in conjunction with the consolidated financial statements
and the related notes appearing in Item 8.
</TABLE>
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS.
Liquidity and Capital Resources
The Partnership raised $92,780,000 in a public offering which was
terminated in 1984. The Partnership has no plans to raise additional
capital.
The Partnership has purchased six properties and has made one
investment in a partnership on an all-cash basis. The Partnership's
acquisition program has been completed. No additional investments are
planned.
Many real estate markets are stabilizing primarily due to the
continued absence of significant construction activity. However, the
recovery of the office market will be slow because tenant demand is
weak as a result of continued downsizing by many major corporations.
Increased consumer spending has helped the retail property market
although increased interest rates have slowed spending. Most
geographic regions of the country are stabilizing or improving, with
the exception of Southern California, where the impact of defense
industry reductions has not been offset by growth in other industries.
Real estate markets are generally divided into sub-markets by
geographic location and property type. Not all sub-markets have been
affected equally by the above factors.
The Partnership's liquidity depends on the cash flow from
operations of its properties, expenditures for tenant improvements and
leasing commissions in connection with the leasing of vacant space. In
1994 all of the Partnership's properties generated positive cash flow
from operations, and it is anticipated that they will continue to do
so.
In 1994, Partnership cash flow from operations and distributions
received from its joint venture investment exceeded distributions to
investors and capital expenditures. The Partnership expects that such
cash flows will be sufficient to fund capital expenditures and
distributions to investors in 1995. The Partnership expects to
increase the cash distribution rate from 1.5% to 2% per Unit beginning
with the cash distribution for the first fiscal quarter of 1995. In
addition, the General Partners will no longer defer their share of cash
distributions.
In 1994, the Partnership incurred approximately $400,000 for tenant
improvements and leasing commissions at Arlington Business Center and
approximately $333,000 on tenant improvements and leasing commissions
at the Carmel Park I and II.
The office market in Los Angeles, California, the location of the
Harborgate office building is weak, primarily as a result of cuts in
the defense industry. The vacancy rate (including sublet space) in
this market is approximately 29%. It is unlikely that this vacant
space will be absorbed in this market for several years. Approximately
62% of the Harborgate building's net rentable space is scheduled for
lease renewal in 1995. Accordingly net cash flow is anticipated to
decline in the near term, as it will be necessary to offer lower rents
to attract new and retain existing tenants. These factors have
resulted in a decline in the value of this property. The Partnership
believes this decline is other than temporary and has therefore
recorded a loss on impairment of its investment in the property of
approximately $6,130,000 at October 31, 1994.
Although the Arlington Business Center property located in
Arlington Heights, Illinois is 100% leased, the office/research and
development building market in its market area has been negatively
impacted by an over supply of research and development buildings. The
vacancy rate in this market is currently 20%. To maintain high
occupancy at this property, it has been necessary to offer lower rents
in order to attract new and retain existing tenants. These factors
have resulted in a decline in the value of the property. The
Partnership believes this decline is other than temporary and has
recorded a loss on impairment of real estate of approximately
$4,707,000 at October 31, 1994.
Subsequent to year-end, the lease term of Countrywide Credit, the
largest tenant at the Century Square office building, was extended from
March 2000 to March 2010. The rental rate will remain constant over
the next five years rather than increasing, as provided for under the
original leases.
As of October 31, 1994, $4,048,307 was outstanding on a demand loan
from an affiliate of the Managing General Partner. The loan bears
interest at the prime rate (7.75% as of October 31, 1994). Interest
expense on the affiliate loan amounted to $281,361, $287,091 and
$451,845 for the years ended October 31, 1994, 1993 and 1992,
respectively.
In December 1992, the Partnership established a $3.8 million line
of credit with a bank. Borrowings bore interest, payable monthly, at
the prime rate plus three quarters percent and were repayable in 18
consecutive equal payments beginning September 1, 1994. In September
1994, the loan was repaid in its entirety.
On November 29, 1994 the Partnership paid the fourth quarter cash
distribution of $3.75 per Unit to Limited Partners. The total
distribution aggregated $386,583 with $347,925 of cash distributed to
the Limited Partners and $38,658 due to the General Partners. The
General Partners deferred the receipt of their distribution.
Operations
Fluctuations in the Partnership's operating results for the year
ended October 31, 1994 compared to 1993 and for the year ended October
31, 1993 compared to 1992 are primarily attributable to the following:
The increase in rental revenue in 1994 compared to 1993 is
primarily attributable to increased average occupancy levels at 1718
Connecticut, Westwood 10 and Arlington Business Center during 1994.
The increase in rental revenue in 1993 compared to 1992 relates
primarily to an increase in average occupancy during 1993 at Arlington
Business Center and Carmel Park. 1993 fourth quarter revenues include
adjustments to estimates made to recognize lease-by-lease income and
expense reimbursement pass-throughs.
The decrease in interest and other revenue in 1994 compared to 1993
is primarily due to the receipt of lease termination fees in 1993 of
$52,500 from a tenant at the Arlington Business Center and $160,000
from another tenant at Carmel Park I. This decrease was partially
offset by an increase in interest income resulting from greater funds
invested in short-term investments as well as an increase in interest
rates. The decrease in interest and other revenue in 1993 as compared
to 1992 is attributable to the following fees received in 1992: a
$225,000 lease termination fee received from a tenant at Carmel Park
II and a $200,000 fee received from Home Depot in connection with its
relocation from North Lake Plaza, partially offset by the lease
termination fees received at Arlington Business Center and Carmel Park
I in 1993.
The increase in operating expense in 1994 compared to 1993 is
primarily attributable to increases in real estate taxes in 1994 at
Arlington Business Center as a result of an increase in the assessed
value of the property and at Harborgate due to a refund received in
1993. These increases were partially offset by a real estate tax
refund received at Westwood 10 in 1994. The increase in operating
expenses in 1993 compared to 1992 relates primarily to increased
average occupancy at Carmel Park and increased expenditures in 1993 at
North Lake Plaza for repairs, maintenance and landscaping.
The increases in depreciation and amortization in 1994 compared to
1993 and 1993 compared to 1992 corresponds to increased expenditures
for tenant improvement and leasing commissions in each year.
The decrease in general and administrative expense in 1994 as
compared to 1993 is primarily due to decreased legal fees in 1994.
Losses on impairments of real estate in 1994 represent impairment
writedowns of the Harborgate office building and the Arlington Business
Center properties.
A summary of the office, retail and research and development
building markets where the Partnership's properties are located and the
performance of each property is as follows:
In Pasadena, California, the location of the Century Square office
building, the office market overall vacancy rate is approximately 16%,
and it is expected to face some deterioration in the near term as a
result of downsizing by two large employers in that market. However,
Century Square remained 100% leased during the year. The occupancy of
the property's largest tenant, Countrywide Credit, remained at
approximately 83%.
The Los Angeles, California office market, the location of
Harborgate, is weak primarily as a result of cuts in the defense
industry. The vacancy rate (including sublet space) in this market is
approximately 29%. At October 31, 1994, occupancy at the property was
88%. The property is leased to 12 tenants. The lease to U.S. Sprint
Communications, which occupies approximately 52% of the property's net
rentable space, was extended until October 31, 1995.
Arlington Business Center, located in Arlington Heights, Illinois,
had been negatively impacted by the oversupply of research and
development buildings in its market area. The vacancy rate in this
market is currently 20%. However, as of October 31, 1994, occupancy
at the property remained at 100%. The property is leased to 9 tenants.
Major tenants include Racal Data Communications, CTC International,
Inc. and Digital Equipment, whose leases expire in 1997, 2001, and
1995, respectively.
Westwood 10, located in Westwood, Massachusetts, has also been
subject to significant competition from an oversupply of research and
development buildings. This is due in large part to the sharp decline
in the Boston economy and the severe contraction experienced by the
primary users of research and development type space. During 1994,
occupancy at the property remained at 55%. However, subsequent to
year-end, the Partnership signed a lease with a publicly traded
surgical products company which will increase occupancy at the property
to approximately 85%. As of October 31, 1994, the property was leased
to 5 tenants. Major tenants include Executive Information Systems and
Mobile Media X-Ray, both of whose leases expire in 1997.
The Washington D.C., office market in which 1718 Connecticut is
located has begun to improve. As of October 31, 1994, occupancy at the
property was 88%. The property is leased to 8 tenants. Major tenants
include Policy Studies Association and Island Press whose leases expire
in 1997 and 1998, respectively.
The Charlotte, North Carolina office market vacancy rate is
approximately 7% and there is little new construction. In addition,
market rental rates have increased slightly. Carmel Park's occupancy
was 93% as of October 31, 1994. The property is leased to 15 tenants.
Major tenants include CIGNA and Royal Indemnity whose leases expire in
1997 and 2000, respectively.
Altamonte Springs, Florida, the location of the North Lake Plaza
Shopping Center, is a difficult retail market where overbuilding has
exerted downward pressure on rents and the market vacancy rate is
approximately 20%. Occupancy at the property as of October 31, 1994
was 91%. The property was leased to 12 tenants as of October 31, 1994.
Major tenants include Marshalls and Burlington Coat Factory, whose
leases expire in 1997 and 1998, respectively. In March 1992, Home
Depot subleased its space to Burlington Coat Factory for the remainder
of the lease term. Home Depot will remain obligated to pay rent under
its lease until the lease expires in 1998.
Inflation
Inflation has been consistently low during the periods presented
in the financial statements and, as a result, has not had a significant
effect on the operations of the Partnership or its properties.
<PAGE>
<TABLE>
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.
DEAN WITTER REALTY INCOME PARTNERSHIP I, L.P.
INDEX
<CAPTION>
Page
<S> <C>
Independent Auditors' Report 13
Consolidated Balance Sheets at October 31, 1994 and 1993 14
Consolidated Statements of Operations for the years ended
October 31, 1994, 1993 and 1992 15
Consolidated Statements of Partners' Capital for the years
ended October 31, 1994, 1993 and 1992 16
Consolidated Statements of Cash Flows for the years ended
October 31, 1994, 1993 and 1992 17
Notes to Consolidated Financial Statements 18-24
</TABLE>
<TABLE>
<CAPTION>
Schedule
<S> <C> <C>
Supplementary Income Statement Information X 25
Real Estate and Accumulated Depreciation XI 26-27
All schedules other than those indicated above have been omitted because either
the required information is not applicable or the information is shown in the
consolidated financial statements or notes thereto.
/TABLE
<PAGE>
Independent Auditors' Report
To The Partners of
Dean Witter Realty Income Partnership I, L.P.:
We have audited the accompanying consolidated balance sheets of Dean
Witter Realty Income Partnership I, L.P. and consolidated partnerships
(the "Partnership") as of October 31, 1994 and 1993, and the related
consolidated statements of income, partners' capital, and cash flows for
each of the three years in the period ended October 31, 1994. Our audits
also included the financial statement schedules listed in the index at
Item 8. These financial statements and financial statement schedules are
the responsibility of the Partnerships' management. Our responsibility
is to express an opinion on the financial statements and financial
statement schedules based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit
to obtain reasonable assurance about whether the financial statements are
free of material misstatement. An audit includes examining, on a test
basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles
used and significant estimates made by management, as well as evaluating
the overall financial statement presentation. We believe that our audits
provide a reasonable basis for our opinion.
In our opinion, such financial statements present fairly in all material
respects, the financial position of Dean Witter Realty Income Partnership
I, L.P. and consolidated partnerships as of October 31, 1994 and 1993,
and the results of their operations and their cash flows for each of the
three years in the period ended October 31, 1994 in conformity with
generally accepted accounting principles. Also in our opinion, such
financial statement schedules, when considered in relation to the basic
consolidated financial statements taken as a whole, present fairly in all
material respects, the information set forth therein.
/s/Deloitte & Touche LLP
DELOITTE & TOUCHE LLP
New York, New York
January 27, 1995
<PAGE>
<TABLE>
DEAN WITTER REALTY INCOME PARTNERSHIP I, L.P.
CONSOLIDATED BALANCE SHEETS
October 31, 1994 and 1993
<CAPTION>
ASSETS
1994 1993
<S> <C> <C>
Cash and short-term investments, at cost,
which approximates market $ 2,230,923 $ 2,979,407
Restricted cash (note 6) - 250,000
Real estate (notes 4 and 6):
Land 12,230,400 12,230,400
Buildings and improvements 55,830,515 65,975,359
68,060,915 78,205,759
Accumulated depreciation 21,555,012 18,605,656
46,505,903 59,600,103
Investment in joint venture (notes 5 and 6) 8,489,748 9,064,548
Deferred expenses, net 418,725 507,090
Other assets 966,034 891,050
$ 58,611,333 $ 73,292,198
LIABILITIES AND PARTNERS' CAPITAL
Accounts payable and accrued liabilities $ 791,896 $ 793,417
Security deposits 167,218 162,611
Loan payable to bank (note 6) - 3,116,621
Due to affiliate (notes 6 and 8) 4,048,307 4,048,307
Deferred distributions (note 8) 2,429,016 2,274,383
7,436,437 10,395,339
Partners' capital (deficiency) (note 3):
General partners (3,250,024) (2,077,828)
Limited partners ($1,000 per Unit,
92,780 Units issued) 54,424,920 64,974,687
Total partners' capital 51,174,896 62,896,859
$ 58,611,333 $ 73,292,198
<FN>
See accompanying notes to consolidated financial statements.
/TABLE
<PAGE>
<TABLE>
DEAN WITTER REALTY INCOME PARTNERSHIP I, L.P.
CONSOLIDATED STATEMENTS OF OPERATIONS
For the years ended October 31, 1994, 1993 and 1992
<CAPTION>
1994 1993 1992
<S> <C> <C> <C>
Revenues:
Rental (notes 6 and 7) $7,141,940 $6,355,640 $5,897,919
Equity in earnings of
joint venture (note 5) 586,104 562,451 559,056
Interest and other 172,543 293,056 523,142
7,900,587 7,211,147 6,980,117
Expenses:
Property operating expenses (note 8) 3,064,472 2,962,090 2,805,971
Depreciation 2,949,356 2,822,776 2,586,356
Amortization 292,590 254,160 191,088
Interest (notes 6 and 8) 490,260 468,069 451,845
General and administrative (note 8) 442,475 513,000 485,364
Losses on impairment of real estate
(note 4) 10,837,064 - -
18,076,217 7,020,095 6,520,624
Net (loss) income $(10,175,630) $ 191,052 $ 459,493
Net (loss) income per Unit of limited
partnership interest (note 2) $(98.71) $1.85 $ 4.46
<FN>
See accompanying notes to consolidated financial statements.
/TABLE
<PAGE>
<TABLE>
DEAN WITTER REALTY INCOME PARTNERSHIP I, L.P.
CONSOLIDATED STATEMENTS OF PARTNERS' CAPITAL
For the years ended October 31, 1994, 1993 and 1992
<CAPTION>
Limited General
Partners Partners Total
<S> <C> <C> <C>
Partners' capital (deficiency)
at November 1, 1991 $67,172,596 $(1,833,616) $65,338,980
Net income 413,544 45,949 459,493
Distributions (1,391,700) (154,633) (1,546,333)
Partners' capital (deficiency)
at October 31, 1992 66,194,440 (1,942,300) 64,252,140
Net income 171,947 19,105 191,052
Distributions (1,391,700) (154,633) (1,546,333)
Partners' capital (deficiency)
at October 31, 1993 64,974,687 (2,077,828) 62,896,859
Net loss (9,158,067) (1,017,563) (10,175,630)
Distributions (1,391,700) (154,633) (1,546,333)
Partners' capital (deficiency)
at October 31, 1994 $54,424,920 $(3,250,024) $51,174,896
<FN>
See accompanying notes to consolidated financial statements.
/TABLE
<PAGE>
<TABLE>
DEAN WITTER REALTY INCOME PARTNERSHIP I, L.P.
CONSOLIDATED STATEMENTS OF CASH FLOWS
For the years ended October 31, 1994, 1993 and 1992
<CAPTION>
1994 1993 1992
<S> <C> <C> <C>
Cash flows from operating activities:
Net (loss) income $(10,175,630) $ 191,052 $ 459,493
Adjustments to reconcile net (loss) income to net
cash provided by operating activities:
Depreciation 2,949,356 2,822,776 2,586,356
Amortization 292,590 254,160 191,088
Equity in earnings of joint venture (586,104) (562,451) (559,056)
Losses on impairment of real estate 10,837,064 - -
Deferred expenses (204,225) (195,063) (168,381)
Decrease (increase) in operating assets:
Other assets (74,984) 316,160 254,034
Increase (decrease) in operating liabilities:
Accounts payable and accrued liabilities (1,521) 90,264 (147,334)
Security deposits 4,607 8,292 6,646
Net cash provided by operating activities3,041,153 2,925,190 2,622,846
Cash flows from investing activities:
Additions to real estate (692,220) (726,579) (1,806,622)
Distributions from joint venture 1,171,262 991,540 811,474
Investment in joint venture (10,358) (8,989) (171,672)
Net cash provided by (used in)
investing activities 468,684 255,972 (1,166,820)
Cash flows from financing activities:
(Decrease) increase in due to affiliates - (2,738,664) 120,247
(Repayment) proceeds from loan payable to bank(3,116,621) 3,116,621 -
Distributions to Limited Partners (1,391,700) (1,391,700) (1,391,700)
Decrease (increase) in restricted cash 250,000 (250,000) -
Net cash used in financing activities(4,258,321) (1,263,743) (1,271,453)
(Decrease) increase in cash and short-term
investments (748,484) 1,917,419 184,573
Cash and short-term investments at beginning
of year 2,979,407 1,061,988 877,415
Cash and short-term investments at end of year$ 2,230,923$ 2,979,407 $ 1,061,988
Supplemental disclosure of cash flow information:
Cash paid for interest $ 490,260 $ 468,069 $ 331,598
<FN>
See accompanying notes to consolidated financial statements.
/TABLE
<PAGE>
1. The Partnership
Dean Witter Realty Income Partnership I, L.P. (the "Partnership") is
a limited partnership organized under the laws of the State of Delaware
in 1983. The Partnership is managed by Dean Witter Realty Income
Properties I Inc. (the "Managing General Partner"). The Partnership's
fiscal year ends on October 31.
In 1984, the Partnership issued 92,780 units of limited partnership
interest (the "Units") for $92,780,000. No additional Units will be
sold. The proceeds of the offering were used to make equity
investments in income-producing office, industrial and retail
properties which were not encumbered by debt when acquired.
2. Summary of Significant Accounting Policies
The financial statements include the accounts of the Partnership and
1718 Connecticut, Ltd. on a consolidated basis. The Partnership's 25%
interest in the Century Square property is accounted for on the equity
method.
The Partnership's records are maintained on the accrual basis of
accounting for financial reporting and tax purposes.
The carrying value of real estate includes the purchase price paid by
the Partnership and acquisition fees and expenses. Costs of
improvements to the properties are capitalized, and repairs are
expensed. Depreciation is recorded on the straight-line method.
The Partnership periodically evaluates the recoverability of the net
carrying value of its real estate. The evaluation is based on a review
of expected future cash flows, determination of the Partnership's
expected holding period of these assets and other factors. At October
31, 1994, the Partnership determined that certain of its real estate
assets were impaired, and that such impairments are likely to be other-
than-temporary. Accordingly, the Partnership has recorded losses on
impairment of real estate. See Note 4.
Deferred expenses consist of leasing commissions which are amortized
over the applicable lease terms.
Rental income is recognized on a straight-line basis.
The Partnership considers short-term investments with original
maturities of three months or less to be cash equivalents.
Net (loss) income per Unit amounts are calculated by dividing net
(loss) income allocated to Limited Partners, in accordance with the
Partnership Agreement, by the weighted average number of Units
outstanding.
No provision for income taxes has been made in the financial
statements, since the liability for such taxes is that of the partners
rather than the Partnership.
For income tax purposes, Partnership results are reported for the
calendar year. The accounting policies used for tax reporting purposes
differ from those used for financial reporting as follows: (a)
depreciation is calculated using accelerated methods, (b) rental income
is recognized based on the payment terms in the applicable leases, and
(c) writedowns for impairment of real estate are not deductible. In
addition, offering costs are treated differently for tax and financial
reporting purposes. The tax basis of the Partnership's assets and
liabilities is approximately $5 million higher than the amounts
reported for financial statement purposes.
3. Partnership Agreement
The Partnership Agreement provides that distributable cash, as defined,
will be paid 90% to the Limited Partners and 10% to the General
Partners.
Sale or financing proceeds will be distributed, to the extent
available, first, to each Limited Partner, until there has been a
return of the Limited Partner's capital contribution, plus cumulative
distributions of distributable cash and sale or financing proceeds, in
an amount sufficient to provide a 9% cumulative annual return on the
Limited Partner's adjusted capital contribution. Thereafter, any
remaining sale or financing proceeds will be distributed 85% to the
Limited Partners and 15% to the General Partners after the Managing
General Partner receives a brokerage fee of up to 3% of the selling
price of any equity investment.
Taxable income generally will be allocated in the same proportions as
distributions of distributable cash or sale or financing proceeds. In
the event there is no distributable cash or sale or financing proceeds,
taxable income will be allocated 90% to the Limited Partners and 10%
to the General Partners. Any tax loss will be allocated 90% to the
Limited Partners and 10% to the General Partners.
<TABLE>
4. Real Estate Investments
The locations, years of acquisition and net carrying values of the
properties are as follows:
<CAPTION>
Year(s) of
Property Acquisition October 31, 1994 October 31,1993
<S> <C> <C> <C>
Westwood 10,
Westwood, MA 1984,1986 $ 8,237,326 $ 8,391,476
1718 Connecticut,
Washington, DC 1984 6,420,677 6,698,009
North Lake Plaza
Altamonte
Springs, FL 1984,1986 8,646,459 8,867,845
Harborgate
Los Angeles, CA 1984 4,100,000 10,602,336
Arlington Business
Center, Arlington
Heights, IL 1984 3,650,000 8,855,817
Carmel Park
Charlotte, NC 1985 15,451,441 16,184,620
$46,505,903 $59,600,103
</TABLE>
The office market in Los Angeles, California, the location of the
Harborgate office building is weak, primarily as a result of cuts in
the defense industry. The vacancy rate (including sublet space) in
this market is approximately 29%. It is unlikely that this vacant
space will be absorbed in this market for several years. Additionally,
approximately 62% of the Harborgate building's net rentable space is
scheduled for lease renewal in 1995. Accordingly net cash flow is
anticipated to decline in the near term, as it will be necessary to
offer lower rents to attract new and retain existing tenants. These
factors have resulted in a decline in the value of this property. The
Partnership believes this decline is other than temporary and has
therefore recorded a loss on impairment of its investment in the
property of approximately $6,130,000 at October 31, 1994.
Although the Arlington Business Center property located in Arlington
Heights, Illinois is 100% leased, the office/research and development
building market in its market area has been negatively impacted by an
over supply of research and development buildings. The vacancy rate
in this market is currently 20%. To maintain high occupancy at this
property, it has been necessary to offer lower rents in order to
attract new and retain existing tenants. These factors have resulted
in a decline in the value of the property. The Partnership believes
this decline is other than temporary and has recorded a loss on
impairment of real estate of approximately $4,707,000 at October 31,
1994.
5. Investment in Joint Venture
Century Square, Pasadena, California
In 1985, the Partnership purchased, for $9.7 million, a 25% general
partnership interest in the partnership which owns the property. An
affiliate of the Partnership, Dean Witter Realty Income Partnership II,
L.P., purchased the remaining 75% general partnership interest. The
Partnership and the affiliate receive cash flow and profits and losses
according to their shares in the partnership.
In fiscal 1994, the Century Square joint venture settled a lawsuit with
the developer of the property relating to certain defects in the
parking structure and heating, ventilation and air conditioning
systems. Pursuant to the settlement, the joint venture received
$835,000 in 1994. The proceeds were distributed to the co-venturers
according to their interests; accordingly the Partnership received
$208,750. The joint venture will receive an additional $100,000 in
each of fiscal years 1995 and 1996. The Partnership recorded the
proceeds, which represent the recovery of costs incurred and
capitalized to correct the defects, as a reduction of its investment
in joint venture. <PAGE>
<TABLE>
Summarized balance sheet information of the partnership is as follows:
<CAPTION>
October 31,
1994 1993
<S> <C> <C>
Land and building, net $33,129,398 $35,288,974
Other 2,093,361 2,277,490
Total assets $35,222,759 $37,566,464
Liabilities $ 205,938 $ 291,770
Partners' capital 35,016,821 37,274,694
Total liabilities and capital $35,222,759 $37,566,464
<FN>
</TABLE>
<TABLE>
Summarized results of operations of the partnership are as follows:
<CAPTION>
Year ended October 31,
1994 1993 1992
<S> <C> <C> <C>
Rental income $5,939,457 $5,911,475 $5,692,924
Other income 33,383 14,532 91,495
5,972,840 5,926,007 5,784,419
Property operating expenses 2,110,092 2,147,453 2,023,884
Depreciation and amortization 1,518,333 1,528,750 1,524,313
3,628,425 3,676,203 3,548,197
Net income $2,344,415 $2,249,804 $2,236,222
Activity in the Investment in Joint Venture is as follows:
Year ended October 31,
1994 1993 1992
Investment at beginning
of year $9,064,548 $9,484,648 $9,565,394
Equity in earnings 586,104 562,451 559,056
Distributions (1,171,262) (991,540) (811,474)
Additional investments 10,358 8,989 171,672
Investment at end of year $ 8,489,748 $9,064,548 $9,484,648
<FN>
</TABLE>
The accounting policies employed by the joint venture are the same as
those of the Partnership.
Subsequent to year-end, the lease term of Countrywide Credit, the largest
tenant at the Century Square office building, was extended from March
2000 to March 2010. The rental rate will remain constant over the next
five years rather than increasing, as provided for under the original
leases.
6. Loan Payable to Bank
In December 1992, the Partnership established a $3.8 million line of
credit with a bank. Borrowings were secured by a first mortgage on North
Lake Plaza, an assignment of distributions from the Century Square and
1718 Connecticut properties, and an assignment of leases in the
Partnership's other properties. Additionally, a $250,000 interest-
bearing deposit was maintained with the lender. Borrowings bore
interest, payable monthly, at the prime rate plus three quarters percent
and were repayable in 18 consecutive equal payments beginning September
1, 1994. Approximately $2.7 million of the initial draw under this line
of credit was used to repay amounts borrowed from an affiliate of the
Managing General Partner. In September, 1994, this loan was repaid in
its entirety.
7. Leases
Minimum future rental income under noncancellable operating leases as of
October 31, 1994 is as follows:
Year ending October 31:
1995 $5,468,805
1996 4,927,913
1997 4,127,213
1998 2,733,244
1999 2,120,269
Thereafter 3,904,799
Total $23,282,243
The Partnership has determined that all leases relating to its
properties are operating leases. The lease terms range from three to
fifteen years, and generally provide for fixed minimum rents with
rental escalation and/or expense reimbursement clauses.
8. Related Party Transactions
An affiliate of the Managing General Partner provided property
management services for six properties in 1994 and 1993, and five
properties in 1992. The Partnership paid the affiliate management fees
of $232,272, $221,284 and $149,321 for the years ended October 31,
1994, 1993 and 1992 respectively.
Another affiliate of the Managing General Partner performs
administrative functions and processes certain investor and tax
information on behalf of the Partnership. For the years ended October
31, 1994, 1993 and 1992 the affiliate was reimbursed $278,250, $278,500
and $280,364 respectively for these services. As of October 31, 1994,
the affiliate was owed $70,091 for these services.
The Partnership borrowed funds from an affiliate of the Managing
General Partner. Interest expense, which was calculated at the prime
rate, amounted to $281,361 in 1994, $287,091 in 1993 and $451,845 in
1992. At October 31, 1994 and 1993 the balance due to the affiliate
was $4,048,307.
Through October 31, 1994, the General Partners have deferred receipt
of an aggregate amount of $2,429,016 of distributions to which they are
entitled, including distributions of $154,633 for each of the years
ended October 31, 1994, 1993 and 1992. Amounts deferred are charged
against partners' capital and recorded as liabilities owing to the
General Partners.
9. Subsequent Events
On November 29, 1994, the Partnership paid a cash distribution of $3.75
per Unit to Limited Partners. The distribution was $386,583 with
$347,925 of cash distributed to the Limited Partners and $38,658 due
to the General Partners. The General Partners deferred receipt of
their distribution.
<PAGE>
<TABLE>
DEAN WITTER REALTY INCOME PARTNERSHIP I, L.P.
Supplementary Income Statement Information
For the years ended October 31, 1994, 1993 and 1992
<CAPTION>
Charged to costs and expenses
1994 1993 1992
<S> <C> <C> <C>
Maintenance and repairs $ 84,201 $ 154,074 $ 108,028
Real estate taxes 1,267,225 1,133,235 1,135,497
<FN>
</TABLE>
<PAGE>
<TABLE>
SCHEDULE XI
DEAN WITTER REALTY INCOME PARTNERSHIP I, L.P.
Real Estate and Accumulated Depreciation
October 31, 1994
<CAPTION>
Initial Cost to Partnership (A)
Cost
Capitalized
Building and Subsequent to
Description Land Improvements Total Acquisition
<S> <C> <C> <C> <C>
Office/R&D
Building
Westwood, MA $ 1,750,000 $6,780,006 $8,530,006 $1,994,607
Office Building
Washington, DC 1,186,400 7,402,062 8,588,462 623,828
Shopping Center
Altamonte
Springs, FL 2,300,000 7,626,517 9,926,517 870,005
Office Building
Los Angeles, CA 2,630,000 10,919,123 13,549,123 671,252
Office Buildings
Arlington
Heights, IL 2,280,000 7,860,616 10,140,616 1,779,155
Office Buildings
Charlotte, NC 1,934,000 17,186,456 19,120,456 3,103,952
$12,080,400 $57,774,780 $69,855,180 $9,042,799
</TABLE>
<TABLE>
<CAPTION>
Gross Amount at which
Carried at End of Period (B)
Losses on
Impairment of Buildings &
Description Real Estate Land Improvements Total
<S> <C> <C> <C> <C>
Office/R&D
Building
Westwood, MA $ - $ 1,750,000 $8,774,613 $10,524,613
Office Building
Washington, DC - 1,186,400 8,025,890 9,212,290
Shopping Center
Altamonte
Springs, FL - 2,450,000 8,346,522 10,796,522
Office Building
Los Angeles, CA (6,129,699) 2,630,000 5,460,676 8,090,676
Office Buildings
Arlington
Heights, IL (4,707,365) 2,280,000 4,932,406 7,212,406
Office Buildings
Charlotte, NC - 1,934,000 20,290,408 22,224,408
$(10,837,064) $12,230,400 $55,830,515 $68,060,915
</TABLE>
<TABLE>
<CAPTION>
Life on which
Depreciation
in Latest Income
Accumulated Date of Date Statements is
Description Depreciation Construction Acquired Computed
<S> <C> <C> <C> <C>
Office/R&D
Building
Westwood, MA $2,287,287 1983-1986 April 1984 5-40 years
Office Building
Washington, DC 2,791,613 1982 October 1984 5-40 years
Shopping Center
Altamonte
Springs, FL 2,150,063 1981-1985 October 1984 5-40 years
Office Building
Los Angeles, Ca 3,990,676 1984 October 1984 5-40 years
Office Buildings
Arlington
Heights, IL 3,562,406 1984 December 1984 5-40 years
Office Buildings
Charlotte, NC 6,772,967 1983-1985 July 1985 5-40 years
$21,555,012
</TABLE>
<TABLE>
Notes:
(A) The initial cost includes the purchase price paid by the Partnership and acquisition fees
and expenses. No carrying costs have been capitalized subsequent to acquisition. There
is no difference between cost for financial reporting purposes and federal income tax
purposes.
<CAPTION>
(B) Reconciliation of real estate owned
at October 31: 1994 1993 1992
<S> <C> <C> <C>
Balance at beginning of period $78,205,759 $77,479,180 $75,672,558
Additions during period:
Improvements 692,220 726,579 1,806,622
Losses on impairments of
real estate (10,837,064) - -
Balance at end of period $68,060,915 $78,205,759 $77,479,180
(C) Reconciliation of accumulated depreciation:
Balance at beginning of period $18,605,656 $15,782,880 $13,196,524
Depreciation expense 2,949,356 2,822,776 2,586,356
Balance end of period $21,555,012 $18,605,656 $15,782,880
<FN>
</TABLE>
<PAGE>
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE.
None.
PART III.
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT.
The Partnership is a limited partnership which has no directors or
officers.
The directors and executive officers of the Managing General
Partner are as follows:
Position with the
Name Managing General Partner
William B. Smith Chairman of the Board of Directors
E. Davisson Hardman, Jr. President and Director
Lawrence Volpe Controller, Assistant Secretary and
Director
Ronald T. Carman Secretary and Director
All of the directors have been elected to serve until the next
annual meeting of the shareholder of the Managing General Partner or
until their successors are elected and qualify. Each of the officers has
been elected to serve until his successor is elected and qualifies.
William B. Smith, age 51, is a Managing Director of Dean Witter
Realty Inc. and has been with Dean Witter Realty Inc. since April 1982.
E. Davisson Hardman, Jr., age 45, is a Managing Director of Dean
Witter Realty Inc. and has been with Dean Witter Realty Inc. since April
1982.
Lawrence Volpe, age 47, is a Director and the Controller of Dean
Witter Realty Inc. He is a Senior Vice President and Controller of Dean
Witter Reynolds Inc., which he joined in 1983.
Ronald T. Carman, age 43, is a Director and the Secretary of Dean
Witter Realty, Inc. He is a Senior Vice President and Associate General
Counsel of Dean Witter Reynolds Inc., which he joined in 1984.
There is no family relationship among any of the foregoing persons.
ITEM 11. EXECUTIVE COMPENSATION.
The General Partners are entitled to receive cash distributions,
when and as cash distributions are made to the Limited Partners, and a
share of taxable income or tax loss. Descriptions of such distributions
and allocations are in Item 5 above. The General Partners were entitled
to receive cash distributions of $154,633 during each of the years ended
October 31, 1994, 1993 and 1992, which they agreed to defer. At October
31, 1994, the General Partners have deferred receipt of a total of
$2,429,016 of such distributions. The General Partners will no longer
defer their share of cash distributions beginning with the cash
distribution for the first fiscal quarter of 1995.
The General Partners and their affiliates were paid certain fees
and reimbursed for certain expenses. Information concerning such fees
and reimbursements is contained in Note 8 of the Notes to Consolidated
Financial Statements in Item 8 above.
The directors and officers of the Partnership's Managing General
Partner received no remuneration from the Partnership.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT.
(a) No person is known to the Partnership to be the beneficial
owner of more than five percent of the Units.
(b) The directors of the Managing General Partner and the officers
and directors of the Managing General Partner as a group own the
following Units as of January 28, 1995:
<TABLE>
<CAPTION>
(1) (2) (3)
Amount and
Title of Name and Address Nature of
Class Beneficial Owner Beneficial Ownership
<S> <S> <S>
Limited Directors and officers Directly: Four Units (.004
Partnership of Managing General percent of class)
Interests Partner, as a group
Indirectly: The Associate General
Dean Witter Realty Inc. Partner, the limited partner of
2 World Trade Center which includes officers and
New York, NY 10048 directors of the Managing General
Partner, owns five Units (.005
percent of class)
</TABLE>
ITEM 13.CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.
As a result of their being partners of a limited partnership
which is the limited partner of the Associate General Partner, certain
current and former officers and directors of the Managing General
Partner also own indirect general partnership interests in the
Partnership. The Partnership Agreement of the Partnership provides
that cash distributions and allocations of income and loss to the
General Partners be distributed or allocated 50% to the Managing
General Partner and 50% to the Associate General Partner. The General
Partners' share of cash distributions and income or loss is described
in Item 5 above.
All of the outstanding shares of common stock of the Managing
General Partner are owned by Dean Witter Realty Inc. ("Realty"), a
Delaware corporation which is a wholly-owned subsidiary of Dean Witter,
Discover & Co. The general partner of the Associate General Partner
is Dean Witter Realty Income Associates I Inc., which is a wholly-owned
subsidiary of Realty. The limited partner of the Associate General
Partner is LSA 84 L.P., a Delaware limited partnership. Realty and
certain current and former officers and directors of Realty are
partners of LSA 84 L.P. Additional information with respect to the
directors and executive officers and compensation of the Managing
General Partner and affiliates is contained in Items 10 and 11 above.
The General Partners and their affiliates were paid certain fees
and reimbursed for certain expenses. Information concerning such fees
and reimbursements is contained in Note 8 to the Consolidated Financial
Statements in Item 8 above.
<PAGE>
PART IV
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM
8-K.
(a) The following documents are filed as part of this Annual Report:
1. Financial Statements (see Index to Financial Statements filed
as part of Item 8 of this Annual Report).
2. Financial Statement Schedules (see Index to Financial
Statements filed as part of Item 8 of this Annual Report).
3. Exhibits
(3) Amended and Restated Agreement of Limited Partnership
dated as of August 15, 1983 set forth in Exhibit A to the
Prospectus included in Registration Statement Number 2-
86041 is incorporated herein by reference.
(4) Not applicable.
(9) Not applicable.
(10) Purchase and Sale Agreements for properties purchased were
filed as Exhibits to Form 8-K on October 17, 1984, October
25, 1984, October 31, 1984, December 20, 1984, July 30,
1985 and October 29, 1985 and are incorporated herein by
reference.
(11) Not applicable.
(12) Not applicable.
(13) Not applicable.
(18) Not applicable.
(19) Not applicable.
(22) Subsidiary: 1718 Connecticut, Ltd., a District of Columbia
limited partnership.
(23) Not applicable.
(24) Not applicable.
(25) Not applicable.
(28) Not applicable.
(29) Not applicable.
(b) No Forms 8-K were filed by the Partnership during the last
quarter of the period covered by this report.
<PAGE>
<TABLE>
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.
DEAN WITTER REALTY INCOME PARTNERSHIP I, L.P.
<S> <S>
By: Dean Witter Realty Income Properties I Inc.
Managing General Partner
By: /s/E. Davisson Hardman Date: January 27, 1995
E. Davisson Hardman, Jr.
President
By: /s/Lawrence Volpe Date: January 27, 1995
Lawrence Volpe
Controller
(Principal Financial and Accounting Officer)
Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the registrant
and in the capacities and on the dates indicated.
DEAN WITTER REALTY INCOME PROPERTIES I INC.
Managing General Partner
/s/William B. Smith Date: January 27, 1995
William B. Smith
Chairman of the Board of Directors
/s/E. Davisson Hardman, Jr. Date: January 27, 1995
E. Davisson Hardman, Jr.
Director
/s/Lawrence Volpe Date: January 27, 1995
Lawrence Volpe
Director
/s/Ronald T. Carman Date: January 27, 1995
Ronald T. Carman
Director
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
Registrant is a limited partnership which invests in real estate and real
estate joint ventures. In accordance with industry practice, its balance
sheet is unclassified. For full information, refer to the accompanying
audited financial statements.
</LEGEND>
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> OCT-31-1994
<PERIOD-END> OCT-31-1994
<CASH> 2,230,923
<SECURITIES> 0
<RECEIVABLES> 791,064
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 58,611,333<F1>
<CURRENT-LIABILITIES> 0
<BONDS> 0
<COMMON> 0
0
0
<OTHER-SE> 51,174,896<F2>
<TOTAL-LIABILITY-AND-EQUITY> 58,611,333<F3>
<SALES> 0
<TOTAL-REVENUES> 7,900,587<F4>
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 6,748,893
<LOSS-PROVISION> 10,837,064
<INTEREST-EXPENSE> 490,260
<INCOME-PRETAX> (10,175,630)
<INCOME-TAX> 0
<INCOME-CONTINUING> (10,175,630)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (10,175,630)
<EPS-PRIMARY> (98.71)<F5>
<EPS-DILUTED> 0
<FN>
<F1>In addition to cash and receivables, total assets include net investments
in real estate of $46,505,903, investment in joint venture of $8,489,748,
net deferred expenses of $418,725 and other assets of $174,970.
<F2>Represents partners' capital.
<F3>Liabilities include accounts payable and accrued liabilities of
$791,896, and other liabilities of $6,644,541.
<F4>Total revenue includes rent of $7,141,940, equity in earnings of joint
venture of $586,104, and interest and other revenue of $172,543.
<F5>Represents net loss per Unit of limited partnership interest.
</FN>
</TABLE>
