GRIFFIN REAL ESTATE FUND IV
10-Q, 1997-08-14
REAL ESTATE
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                                  UNITED STATES

                       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, 1997

                         COMMISSION FILE NUMBER 0-13426

               GRIFFIN REAL ESTATE FUND-IV, A LIMITED PARTNERSHIP

                              MINNESOTA 41-1470203

                         510 MARQUETTE AVENUE, SUITE 300

                          MINNEAPOLIS, MINNESOTA 55402

                  REGISTRANT'S TELEPHONE NUMBER (612) 338-2828

                            WATS NUMBER 800-328-3788

Indicate by check mark whether the registrant (1) has filed reports 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 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 (229.405 of this chapter) 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-Q
or any amendment to this Form 10-Q.          [  ]
<PAGE>


                          GRIFFIN REAL ESTATE FUND-IV,

                              A LIMITED PARTNERSHIP

                                      INDEX

PART 1.        Financial Information

               Condensed Balance Sheets
                  June 30, 1997 and December 31, 1996..................   1

               Condensed Statements of Operations
                  for the three months and the six months ended
                  June 30, 1997 and 1996...............................   2

               Condensed Statements of Cash Flows
                  for the six months ended
                  June 30, 1997 and 1996...............................   3

               Condensed Statements of Changes
                  in Partners' Equity for the
                  six months ended June 30, 1997.......................   4

               Notes to Financial Statements...........................   5

               Management's Discussion and Analysis of
                  Financial Conditions and Results
                  of Operations........................................ 6-7

PART II.       Other Information.......................................   8



SIGNATURES.............................................................   9
<PAGE>


                          GRIFFIN REAL ESTATE FUND-IV,
                              A LIMITED PARTNERSHIP
                            CONDENSED BALANCE SHEETS
                                   (unaudited)

                                                  June 30,          December 31,
                                                    1997               1996
                                                ------------       ------------
ASSETS
Cash and cash equivalents                       $    595,634       $    609,754
Receivables and other assets                         667,694            728,896
                                                ------------       ------------
   Total                                           1,263,328          1,338,650
                                                ------------       ------------

PROPERTY:
   Land                                            1,065,093          1,203,093
   Buildings and improvements                     13,672,828         14,715,385
   Furniture and equipment                           889,787          1,009,394
                                                ------------       ------------
      Total                                       15,627,708         16,927,872
   Less accumulated depreciation                   7,291,626          7,628,555
                                                ------------       ------------
   Property - net                                  8,336,082          9,299,317
                                                ------------       ------------

TOTAL ASSETS                                    $  9,599,410       $ 10,637,967
                                                ============       ============



LIABILITIES AND PARTNERSHIP EQUITY

LIABILITIES:
   Accounts payable and accrued liabilities     $    543,329       $    628,658
   Security deposits                                  79,787             88,396
   Mortgage notes payable                         11,309,536         12,267,599
                                                ------------       ------------
      Total liabilities                           11,932,652         12,984,653
                                                ------------       ------------


PARTNERS' DEFICIT:
   General partner                                  (235,545)          (224,576)
   Limited partners                               (2,097,697)        (2,122,110)
                                                ------------       ------------
      Total partners' deficit                     (2,333,242)        (2,346,686)
                                                ------------       ------------

TOTAL LIABILITIES AND PARTNERS' DEFICIT         $  9,599,410       $ 10,637,967
                                                ============       ============

See notes to condensed financial statements.
<PAGE>


                          GRIFFIN REAL ESTATE FUND-IV,
                              A LIMITED PARTNERSHIP
                       CONDENSED STATEMENTS OF CASH FLOWS
                                   (unaudited)

<TABLE>
<CAPTION>

                                  For the Three Months          For the Six Months
                                     Ended June 30,               Ended June 30,

                                   1997         1996         1997             1996
                                ----------   ---------    -----------    -----------
<S>                             <C>          <C>          <C>            <C>        
REVENUES
Rental income                   $  846,048   $ 856,767    $ 1,719,837    $ 1,719,712
Interest income                      6,574       4,407         12,505          9,201
Other income                        26,347      29,538         49,964         54,768
Gain on sale of property           291,087        --          291,087           --
                                ----------   ---------    -----------    -----------
   Total revenues                1,170,056     890,712      2,073,393      1,783,681
                                ----------   ---------    -----------    -----------


OPERATING EXPENSES

Operating expenses                 451,730     525,660        947,038        994,788
Interest expense                   282,162     282,764        564,696        566,524
Depreciation and
   amortization                    181,584     156,216        339,796        312,432
                                ----------   ---------    -----------    -----------
Total operating expenses           915,476     964,640      1,851,530      1,873,744
                                ----------   ---------    -----------    -----------


NET INCOME (LOSS)                  254,580     (73,928)       221,863        (90,063)

NET INCOME (LOSS) ALLOCATED
   TO GENERAL PARTNER                1,086        (740)          (550)          (901)
                                ----------   ---------    -----------    -----------

NET INCOME (LOSS) ALLOCATED
   TO LIMITED PARTNERS          $  253,494   $ (73,188)   $   222,413    $   (89,162)
                                ==========   =========    ===========    ===========

NET INCOME (LOSS) PER LIMITED
   PARTNERSHIP UNIT             $    19.20   $   (5.54)   $     16.85    $     (6.75)
                                ==========   =========    ===========    ===========
   (weighted average basis)

</TABLE>

See notes to condensed financial statements.
<PAGE>


                          GRIFFIN REAL ESTATE FUND-IV,
                              A LIMITED PARTNERSHIP
                       CONDENSED STATEMENTS OF CASH FLOWS
                                   (unaudited)


                                                         For the Six Months
                                                           Ended June 30,

                                                        1997          1996
                                                    -----------    ---------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income (loss)                                $   221,863    $ (90,063)
   Adjustments to reconcile net income (loss)
      to net cash provided by operating
      activities:

         Gain on sale of property                      (291,087)        --
         Depreciation and amortization                  339,796      312,432
         Decrease (Increase) in other assets-net         16,531      (48,943)
         Decrease in accounts payable
            and accrued liabilities                     (85,329)     (59,888)
         Increase (decrease) in security deposits        (8,609)       2,470
                                                    -----------    ---------
Net cash provided by operating activities               193,165      116,008
                                                    -----------    ---------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Purchase of property                                 (40,998)     (84,079)
   Proceeds from sale of property & equipment         1,000,195         --
                                                    -----------    ---------
Net cash used by investing activities                   959,197      (84,079)
                                                    -----------    ---------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Reduction in notes payable                              --        (33,333)
   Reduction in mortgage payable                       (958,063)     (47,732)
   Distributions to partners                           (208,419)        --
                                                    -----------    ---------
Net cash used by financing activities                (1,166,482)     (81,065)
                                                    -----------    ---------

DECREASE IN CASH AND CASH EQUIVALENTS                   (14,120)     (49,136)

CASH AND CASH EQUIVALENTS - BEGINNING OF PERIOD         609,754      423,615
                                                    -----------    ---------
CASH AND CASH EQUIVALENTS - END OF PERIOD           $   595,634    $ 374,479
                                                    ===========    =========

CASH PAID DURING THE PERIOD FOR INTEREST            $   574,617    $ 570,108
                                                    ===========    =========

See notes to condensed financial statements.
<PAGE>

                          GRIFFIN REAL ESTATE FUND-IV,
                              A LIMITED PARTNERSHIP
               CONDENSED STATEMENTS OF CHANGES IN PARTNERS' EQUITY
                     FOR THE SIX MONTHS ENDED JUNE 30, 1997
                                   (unaudited)

                             GENERAL           LIMITED               TOTAL
                             PARTNER           PARTNERS           PARTNERSHIP

PARTNERS' DEFICIT
   JANUARY 1, 1997         $(224,576)        $(2,122,110)        $(2,346,686)

NET INCOME (LOSS)               (550)            222,413             221,863

DISTRIBUTIONS                (10,419)           (198,000)           (208,419)
                           ---------         -----------         -----------

PARTNERS' DEFICIT          $(235,545)        $(2,097,697)        $(2,333,242)
  JUNE 30, 1997            =========         ===========          ==========
   

See notes to condensed financial statements.
<PAGE>


                          GRIFFIN REAL ESTATE FUND-IV,
                              A LIMITED PARTNERSHIP
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
                                  JUNE 30, 1997
                                   (unaudited)

1.    Griffin Real Estate Fund-IV, A Limited Partnership (the Partnership) was
      formed by Griffin Associates-IV, A Limited Partnership (the General
      Partner) on March 13, 1984 under the laws of the State of Minnesota. The
      limited partnership offering terminated on December 22, 1984 at which time
      13,220 units had been sold at a value of $1,000 per unit. As of June 30,
      1997 there were 13,200 limited partnership units outstanding.

      In the opinion of management, the accompanying unaudited financial
      statements contain all adjustments necessary to present fairly Griffin
      Real Estate Fund-IV, A Limited Partnership's financial position as of June
      30, 1997 and December 31, 1996 and the results of its operations for the
      three months and six months ended June 30, 1997 and 1996 and its cash
      flows for the six months ended June 30, 1997 and 1996.

      The accounting policies followed by the Partnership are set forth in Note
      1 to the Partnership financial statements in the 1996 Griffin Real Estate
      Fund-IV, A Limited Partnership Form 10K.

2.    RELATED PARTY TRANSACTIONS

      The partners of Griffin Associates-IV, A Limited Partnership, the general
      partner of the Partnership, are also owners, directors, and officers of
      the Griffin Companies, A Minnesota corporation. The following is a summary
      of fees incurred for the six months ended June 30, 1997 and 1996 relating
      to the Griffin Companies and its affiliates:

                                                   1997                1996
                                                   ----                ----

            Management fees                    $  97,745           $  96,563
            Supervisory fees                   $  20,189           $  20,488


3.    TAXABLE LOSS

      The net loss shown on the statement of operations is reconciled to the
taxable loss as follows:

                                                            For the Six Months
                                                              Ended June 30,

                                                          1997           1996
                                                          ----           ----

     Net income (loss) per statement of operations  $   221,863     $  (90,063)

     Excess of tax depreciation over
       book depreciation                                (43,346)       (78,807)
                                                      ---------       --------

     Taxable income (loss)                          $   178,517    $  (168,870)
                                                      =========       ========
<PAGE>


                          GRIFFIN REAL ESTATE FUND-IV,
                              A LIMITED PARTNERSHIP
                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS

LIQUIDITY AND CAPITAL RESOURCES

At June 30, 1997, the Partnership had cash and cash equivalents of $595,634
which will be used for working capital requirements of the Partnership and its
properties. It is anticipated that the Partnership will be able to meet current
obligations and commitments from cash on hand and from cash generated from
operations during 1997.

Distributions to partners of $5 per Limited Partnership unit were made following
the first quarter and again following the second quarter of 1997 to unitholders
of record on June 30, 1997. In addition, distributions of $6 per unit were made,
together with the second quarter amount, representing the proceeds from the sale
of Ravenwood Apartments on June 16, 1997. Future cash distributions will depend
on future property operations.

RESULTS OF OPERATIONS

The General Partner, after reasonable inquiry, is not aware of any material
factors relating to any of the Partnership's properties or the operations of the
Partnership that would cause the financial information of the Partnership not to
be indicative of future operating results or of future financial conditions.

The sale of Ravenwood Apartments on June 16, 1997 had a small impact on the
comparablity of results of operations form one period to the next. Excluding the
gain on the sale of Ravenwood, revenues and expenses for the three month and six
month periods ended June 30, 1997 are quite similar to the same periods a year
earlier. Capital improvements to the remaining properties total $40,998 so far
in 1997, which contributed to a decrease in cash of $14,120 from the beginning
of the year. This compares with a drop in cash of $49,136 in the first six
months of 1996.

On June 22, 1997 a severe storm struck the Milwaukee area, and due to water
runoff, a portion of the basements at Brooklane Apartments were flooded. The
damage was largely limited to the contents within the basement and the
subsequent cleanup. Insurance claims will cover the damage, except for the
deductible.


<PAGE>


                          GRIFFIN REAL ESTATE FUND-IV,
                              A LIMITED PARTNERSHIP

                                 OCCUPANCY TABLE

Approximate occupancy levels of the Partnership's investment property by
quarter.

<TABLE>
<CAPTION>

                                             1996                                   1997
                            -------------------------------         ------------------------------
                                              at                                     at
                            3/31     6/30     9/30    12/31         3/31     6/30    9/30    12/31
<S>                          <C>      <C>      <C>      <C>          <C>      <C>     <C>      <C>
1.    Presidential
      Estates Apts.
      Indianapolis, IN       92%      88%      92%      89%          88%      92%

2.    Brooklane Apts.
      Brown Deer, WI         92%      98%      99%      96%          94%      89%

3.    Ravenwood Apts.
      Cincinnati, OH         87%      87%      87%      85%          85%       *

</TABLE>

     * Indicates the Partnership did not own this property at the end of the
       quarter
<PAGE>


                          GRIFFIN REAL ESTATE FUND-IV,
                              A LIMITED PARTNERSHIP

                                     PART II
                                OTHER INFORMATION

Item 1.       Legal Proceedings

                      On September 20, 1995 Everest Investors, LLC ("Everest")
              filed a lawsuit in Hennepin County Minnesota's Fourth Judicial
              District Court against Griffin Associates IV ("General Partner"),
              the general partner of Griffin Real Estate Fund-IV, A Limited
              Partnership ("Partnership"). The lawsuit alleged that the General
              Partner had wrongfully denied Everest access to the books and
              records of the Partnership. The court granted, in part, Everest's
              request for access to the books and records and ordered the
              General Partner to provide Everest access to these records. The
              General Partner complied with this court order. Everest continued
              to seek access to additional books and records of the Partnership
              beyond the scope of the court order. The General Partner
              vigorously defended the Partnership's right to keep its
              proprietary records from being reviewed by Everest, who has not
              been admitted as a limited partner of the Partnership despite
              having been assigned a financial interest in 649 units by some
              original limited partners. The General Partner filed for a
              dismissal of the matter. The court heard arguments on September
              29, 1995, October 26, 1995 and November 17, 1995. On November 27,
              1995 the court dismissed Everest's lawsuit. Everest appealed the
              dismissal in the Minnesota Court of Appeals on March 12, 1996.
              Briefs were filed and oral arguments were heard by the court on
              July 1, 1996. On September 10, 1996 the court affirmed the
              dismissal.

Item 6.       Exhibits and Reports on Form 8-K

              (a)    Exhibits
                     Exhibit 27 - Financial Data Schedule

              (b)    No reports on Form 8-K have been filed during the quarter
                     for which this report is filed. However, form 8-K was filed
                     on July 1, 1997 to report the sale of the Partnership's 30%
                     interest in Ravenwood Apartments on June 16, 1997.
<PAGE>


                                   SIGNATURES

Pursuant to the requirements 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.

                                               GRIFFIN REAL ESTATE FUND-IV,
                                               A LIMITED PARTNERSHIP

Date:  August 14, 1997                         By    /s/ Larry D. Fransen
                                                     --------------------
                                                     Larry D. Fransen, for the
                                                     General Partner, Griffin
                                                     Associates-IV, A Limited
                                                     Partnership

Date:  August 14, 1997                         By    /s/ Larry D. Fransen
                                                     --------------------
                                                     Larry D. Fransen, for the
                                                     Managing General Partner
                                                     of the General Partner
                                                     Griffin Associates-IV
                                                     A Limited Partnership


<TABLE> <S> <C>


<ARTICLE> 5
       
<S>                             <C>
<PERIOD-TYPE>                   6-MOS
<FISCAL-YEAR-END>                          DEC-31-1997
<PERIOD-END>                               JUN-30-1997
<CASH>                                         595,634
<SECURITIES>                                         0
<RECEIVABLES>                                  667,694
<ALLOWANCES>                                         0
<INVENTORY>                                          0
<CURRENT-ASSETS>                             1,263,328
<PP&E>                                      15,627,708
<DEPRECIATION>                               7,291,626
<TOTAL-ASSETS>                               9,599,410
<CURRENT-LIABILITIES>                          623,116
<BONDS>                                     11,309,536
                                0
                                          0
<COMMON>                                             0
<OTHER-SE>                                 (2,333,242)<F1>
<TOTAL-LIABILITY-AND-EQUITY>                 9,599,410
<SALES>                                              0
<TOTAL-REVENUES>                             2,060,888
<CGS>                                                0
<TOTAL-COSTS>                                        0
<OTHER-EXPENSES>                             1,286,834
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                             552,191
<INCOME-PRETAX>                                221,863
<INCOME-TAX>                                         0
<INCOME-CONTINUING>                            221,863
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                   221,863
<EPS-PRIMARY>                                    16.85<F2>
<EPS-DILUTED>                                        0
<FN>
<F1>THIS ENTITY IS A LIMITED PARTNERSHIP. THE OTHER STOCKHOLDERS EQUITY LINE
REPRESENTS TOTAL PARTNERSHIP EQUITY.
<F2>THE EPS-PRIMARY LINE REPRESENTS NET INCOME PER LIMITED PARTNERSHIP UNIT.
</FN>
        

</TABLE>


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