SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
- -----
EXCHANGE ACT OF 1934.
For the quarterly period ended September 30, 1997
------------------
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 0-13334
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BALCOR REALTY INVESTORS 84-SERIES II,
A REAL ESTATE LIMITED PARTNERSHIP
-------------------------------------------------------
(Exact name of registrant as specified in its charter)
Maryland 36-3223939
- ------------------------------- -------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
2355 Waukegan Road
Bannockburn, Illinois 60015
- ---------------------------------------- -------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (847) 267-1600
--------------
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>
BALCOR REALTY INVESTORS 84-SERIES II,
A REAL ESTATE LIMITED PARTNERSHIP
(A Maryland Limited Partnership)
BALANCE SHEETS
September 30, 1997 and December 31, 1996
(Unaudited)
ASSETS
1997 1996
------------- -------------
Cash and cash equivalents $ 6,205,312 $ 2,025,727
Escrow deposits 634,200
Accounts and accrued interest receivable 41,548 648,039
Prepaid expenses 44,776
Deferred expenses, net of accumulated
amortization of $187,891 in 1996 200,423
------------- -------------
6,246,860 3,553,165
------------- -------------
Investment in real estate:
Land 2,714,509
Buildings and improvements 17,638,625
-------------
20,353,134
Less accumulated depreciation 8,291,565
-------------
Investment in real estate, net of
accumulated depreciation 12,061,569
------------- -------------
$ 6,246,860 $ 15,614,734
============= =============
LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)
Accounts payable $ 25,991 $ 66,808
Due to affiliates 61,846 134,062
Accrued real estate taxes 147,601
Security deposits 125,211
Mortgage notes payable 17,211,741
------------- -------------
Total liabilities 87,837 17,685,423
------------- -------------
Commitments and contingencies
Limited Partners' capital (deficit)
(87,037 interests issued and outstanding) 6,756,085 (1,343,455)
General Partner's deficit (597,062) (727,234)
------------- -------------
Total partners' capital (deficit) 6,159,023 (2,070,689)
------------- -------------
$ 6,246,860 $ 15,614,734
============= =============
The accompanying notes are an integral part of the financial statements.
<PAGE>
BALCOR REALTY INVESTORS 84-SERIES II,
A REAL ESTATE LIMITED PARTNERSHIP
(A Maryland Limited Partnership)
STATEMENTS OF INCOME AND EXPENSES
for the nine months ended September 30, 1997 and 1996
(Unaudited)
1997 1996
------------- -------------
Income:
Rental and service $ 1,970,579 $ 8,144,984
Interest on short-term investments 127,768 78,982
------------- -------------
Total income 2,098,347 8,223,966
------------- -------------
Expenses:
Interest on mortgage notes payable 771,770 2,576,015
Interest on short-term loans from
an affiliate 189,838
Depreciation 246,374 1,096,062
Amortization of deferred expenses 31,315 111,029
Property operating 996,240 3,486,440
Real estate taxes 193,078 690,293
Property management fees 103,726 390,289
Other expenses 176,685
Administrative 242,403 498,256
------------- -------------
Total expenses 2,761,591 9,038,222
------------- -------------
Loss before gains on sale of properties,
participation in joint ventures and
extraordinary items (663,244) (814,256)
Gains on sale of properties 12,350,293 24,331,787
Affiliates' participation in income
from joint ventures (3,288,528)
------------- -------------
Income before extaordinary items 11,687,049 20,229,003
------------- -------------
Extraordinary items:
Debt extinguishment expense (921,926) (360,073)
Affiliate's participation in debt
extinguishment expense 20,945
------------- -------------
Total extraordinary items (921,926) (339,128)
------------- -------------
Net income $ 10,765,123 $ 19,889,875
============= =============
The accompanying notes are an integral part of the financial statements.
<PAGE>
BALCOR REALTY INVESTORS 84-SERIES II,
A REAL ESTATE LIMITED PARTNERSHIP
(A Maryland Limited Partnership)
STATEMENTS OF INCOME AND EXPENSES
for the nine months ended September 30, 1997 and 1996
(Unaudited)
(Continued)
1997 1996
------------- -------------
Income before extaordinary items
allocated to General Partner $ 141,559 $ 202,290
============= =============
Income before extaordinary items
allocated to Limited Partners $ 11,545,490 $ 20,026,713
============= =============
Income before extaordinary items
per Limited Partnership Interest(87,037
issued and outstanding) $ 132.65 $ 230.10
============= =============
Extraordinary items allocated to
General Partner $ (11,387) $ (3,391)
============= =============
Extraordinary items allocated to
Limited Partners $ (910,539) $ (335,737)
============= =============
Extraordinary items per Limited
Partnership Interest (87,037 issued
and outstanding) $ (10.46) $ (3.86)
============= =============
Net income allocated to
General Partner $ 130,172 $ 198,899
============= =============
Net income allocated to
Limited Partners $ 10,634,951 $ 19,690,976
============= =============
Net income per Limited Partnership
Interests (87,037 issued and outstanding) $ 122.19 $ 226.24
============= =============
Distributions to Limited Partners $ 2,175,925 $ 4,177,776
============= =============
Distributions per Limited Partnership
Interest (87,037 issued and outstanding) $ 25.00 $ 48.00
============= =============
The accompanying notes are an integral part of the financial statements.
<PAGE>
BALCOR REALTY INVESTORS 84-SERIES II,
A REAL ESTATE LIMITED PARTNERSHIP
(A Maryland Limited Partnership)
STATEMENTS OF INCOME AND EXPENSES
for the quarters ended September 30, 1997 and 1996
(Unaudited)
1997 1996
------------- -------------
Income:
Rental and service $ 1,559,453
Interest on short-term investments $ 85,054 14,456
------------- -------------
Total income 85,054 1,573,909
------------- -------------
Expenses:
Interest on mortgage notes payable 517,205
Depreciation 188,638
Amortization of deferred expenses 23,427
Property operating 86,216 817,562
Real estate taxes 117,528
Property management fees 71,451
Administrative 56,885 117,458
------------- -------------
Total expenses 143,101 1,853,269
------------- -------------
Net loss $ (58,047) $ (279,360)
============= =============
Net loss allocated to General Partner $ (3,508) $ (2,793)
============= =============
Net loss allocated to Limited Partners $ (54,539) $ (276,567)
============= =============
Net loss per Limited Partnership Interest
(87,037 issued and outstanding) $ (0.63) $ (3.17)
============= =============
Distribution to Limited Partners $ 1,305,555 $ 4,177,776
============= =============
Distribution per Limited Partnership
Interest (87,037 issued and outstanding) $ 15.00 $ 48.00
============= =============
The accompanying notes are an integral part of the financial statements.
<PAGE>
BALCOR REALTY INVESTORS 84-SERIES II,
A REAL ESTATE LIMITED PARTNERSHIP
(A Maryland Limited Partnership)
STATEMENTS OF CASH FLOWS
for the nine months ended September 30, 1997 and 1996
(Unaudited)
1997 1996
------------- -------------
Operating activities:
Net income $ 10,765,123 $ 19,889,875
Adjustments to reconcile net income to
net cash used in operating activities:
Debt extinguishment expense 169,108 188,412
Affiliate's participation in debt
extinguishment expense (20,945)
Gains on sale of properties (12,350,293) (24,331,787)
Affiliates' participation in income
from joint ventures 3,288,528
Depreciation of properties 246,374 1,096,062
Amortization of deferred expenses 31,315 111,029
Net change in:
Escrow deposits 634,200 540,535
Accounts and accrued interest
receivable 606,491 (648,824)
Prepaid expenses 44,776 42,259
Accounts payable (40,817) (37,795)
Due to affiliates (72,216) (53,183)
Accrued liabilities (147,601) (607,888)
Security deposits (125,211) (135,777)
------------- -------------
Net cash used in operating activities (238,751) (679,499)
------------- -------------
Investing activities:
Proceeds from sale of properties 24,725,000 58,215,000
Payment of selling costs (559,512) (1,069,817)
------------- -------------
Net cash provided by investing activities 24,165,488 57,145,183
------------- -------------
Financing activities:
Distributions to Limited Partners (2,175,925) (4,177,776)
Deemed distribution to Limited Partners (359,486)
Distributions to joint venture partners-
affiliates (1,753,050)
Repayment of loans payable-affiliate (8,385,555)
Principal payments on mortgage notes
payable (25,686) (571,458)
Repayment of mortgage notes payable (17,186,055) (40,464,579)
------------- -------------
Net cash used in financing activities (19,747,152) (55,352,418)
------------- -------------
The accompanying notes are an integral part of the financial statements.
<PAGE>
BALCOR REALTY INVESTORS 84-SERIES II,
A REAL ESTATE LIMITED PARTNERSHIP
(A Maryland Limited Partnership)
STATEMENTS OF CASH FLOWS
for the nine months ended September 30, 1997 and 1996
(Unaudited)
(Continued)
1997 1996
------------- -------------
Net change in cash and cash equivalents 4,179,585 1,113,266
Cash and cash equivalents at beginning
of year 2,025,727 419,227
------------- -------------
Cash and cash equivalents at end of period $ 6,205,312 $ 1,532,493
============= =============
The accompanying notes are an integral part of the financial statements.
<PAGE>
BALCOR REALTY INVESTORS 84-SERIES II,
A REAL ESTATE LIMITED PARTNERSHIP
(A Maryland Limited Partnership)
NOTES TO FINANCIAL STATEMENTS
1. Accounting Policies:
(a) In the opinion of management, all adjustments necessary for a fair
presentation have been made to the accompanying statements for the nine months
and quarter ended September 30, 1997, and all such adjustments are of a normal
and recurring nature.
(b) Several reclassifications have been made to the previously reported 1996
financial statements in order to provide comparability with the 1997
statements. These reclassifications have not changed the 1996 results.
(c) For financial statement purposes, in previous years partners were allocated
income and loss in accordance with the provisions in the Partnership Agreement.
In order for the capital accounts of the General Partner and Limited Partners
to appropriately reflect their remaining economic interests as provided for in
the Partnership Agreement, income allocations between the partners have been
adjusted for financial statement purposes in 1997.
2. Partnership Termination:
The Partnership Agreement provides for the dissolution of the Partnership upon
the occurrence of certain events, including the disposition of all interests in
real estate. During 1996, the Partnership sold six properties. During June
1997, the Partnership sold its remaining two properties, the Spring Creek and
Park Colony apartment complexes. The Partnership has retained a portion of the
cash from the property sales to satisfy obligations of the Partnership as well
as establish a reserve for contingencies. The timing of the termination of the
Partnership and final distribution of cash will depend upon the nature and
extent of liabilities and contingencies which exist or may arise. Such
contingencies may include legal and other fees and costs stemming from
litigation involving the Partnership including, but not limited to, the
lawsuits discussed below in Note 8 of Notes to Financial Statements. In the
absence of any such contingency, the reserves will be paid within twelve months
of the last property being sold. In the event a contingency continues to exist
or arises, reserves may be held by the Partnership for a longer period of time.
3. Interest Expense:
During the nine months ended September 30, 1997 and 1996, the Partnership
incurred interest expense on mortgage notes payable of $771,770 and $2,576,015
and paid interest expense of $738,380 and $2,903,698, respectively.
4. Transactions with Affiliates:
Fees and expenses paid and payable by the Partnership to affiliates during the
nine months and quarter ended September 30, 1997 were:
<PAGE>
Paid
----------------------
Nine Months Quarter Payable
------------ --------- ----------
Reimbursement of expenses to
the General Partner, at cost $ 125,648 $ 24,827 $ 61,846
During the six months ended June 30, 1996, the Partnership repaid the General
Partner loan, primarily with proceeds from the sales of the Seabrook, La
Contenta and Meadow Creek apartment complexes. During the nine months ended
September 30, 1996, the Partnership incurred interest expense of $189,838 and
paid interest expense of $277,324 on these loans. Interest expense was computed
at the American Express Company cost of funds rate plus a spread to cover
administrative expenses. The interest rate was 5.911% at the date of the loan
repayment.
5. Property Sales:
(a) In June 1997, the Partnership sold the Spring Creek Apartments in an all
cash sale for $10,225,000. From the proceeds of the sale, the Partnership paid
$7,297,746 to the third party mortgage holder in full satisfaction of the first
mortgage loan, $244,437 in selling costs and $218,932 in prepayment penalties.
The basis of the property was $5,093,533, which is net of accumulated
depreciation of $3,509,545. For financial statement purposes, the Partnership
recognized a gain of $4,887,030 from the sale of this property.
(b) In June 1997, the Partnership sold the Park Colony Apartments in an all
cash sale for $14,500,000. From the proceeds of the sale, the Partnership paid
$9,888,309 to the third party mortgage holder in full satisfaction of the first
mortgage loan, $315,075 in selling costs and $533,886 in prepayment penalties.
In addition, the Partnership paid a state withholding tax of $359,486 on behalf
of the Limited Partners relating to the gain on the sale of the property, which
has been recorded as a deemed distribution for financial statement purposes.
The basis of the property was $6,721,662 which is net of accumulated
depreciation of $5,028,394. For financial statement purposes, the Partnership
recognized a gain of $7,463,263 from the sale of this property.
6. Extraordinary Item:
In connection with the sales of the Spring Creek and Park Colony apartment
complexes in June 1997, the Partnership paid $752,818 in prepayment penalties
and wrote off the remaining unamortized deferred expenses of $169,108. These
amounts were recognized as an extraordinary item and classified as debt
extinguishment expense.
7. Other Expense:
In connection with the 1996 sale of Meadow Creek Apartments, the Partnership
paid $176,685 in April 1997 for a state income tax liability related to the
gain on sale, which has been recorded as other expense for financial statement
purposes.
<PAGE>
8. Contingencies:
The Partnership is currently involved in two lawsuits whereby the Partnership
and certain affiliates have been named as defendants alleging substantially
similar claims involving certain federal securities law violations with regard
to the adequacy and accuracy of disclosures of information concerning, as well
as marketing efforts related to, the offering of the Limited Partnership
Interests of the Partnership. The defendants continue to vigorously contest
these actions. A plaintiff class has not been certified in either action and,
no determinations of the merits have been made. It is not determinable at this
time whether or not an unfavorable decision in either action would have a
material adverse impact on the financial position, operations and liquidity of
the Partnership. The Partnership believes it has meritorious defenses to
contest the claims.
9. Subsequent Event:
In October 1997, the Partnership made a distribution of $3,307,406 ($38.00 per
Interest) to the holders of Limited Partnership Interests representing a
special distribution of available Net Cash Proceeds from the sales of Park
Colony and Spring Creek apartment complexes.
<PAGE>
BALCOR REALTY INVESTORS 84-SERIES II,
A REAL ESTATE LIMITED PARTNERSHIP
(A Maryland Limited Partnership)
MANAGEMENT'S DISCUSSION AND ANALYSIS
Balcor Realty Investors 84-Series II, A Real Estate Limited Partnership (the
"Partnership") is a limited partnership formed in 1983 to invest in and operate
income-producing real property. The Partnership raised $87,037,000 through the
sale of Limited Partnership Interests and utilized these proceeds to acquire
fourteen real property investments. Prior to 1996, the Partnership disposed of
six of these properties. The Partnership sold six properties during 1996 and
the remaining two properties in 1997.
Inasmuch as the management's discussion and analysis below relates primarily to
the time period since the end of the last fiscal year, investors are encouraged
to review the financial statements and the management's discussion and analysis
contained in the annual report for 1996 for a more complete understanding of
the Partnership's financial position.
Operations
- ----------
Summary of Operations
- ---------------------
The Partnership recognized substantially larger gains in connection with the
sales of five of its properties in 1996 as compared to the gains recognized
during 1997 related to the sales of two of its properties. As a result, the
Partnership recognized a decrease in net income during the nine months ended
September 30, 1997 as compared to the same period in 1996. The Partnership
recognized a decrease in the net loss during the quarter ended September 30,
1997 as compared to the same period in 1996 due to the sales of its remaining
properties in the fourth quarter of 1996 and the second quarter of 1997.
Further discussion of the Partnership's operations is summarized below.
1997 Compared to 1996
- ---------------------
Unless otherwise noted, discussions of fluctuations between 1997 and 1996 refer
to both the nine months and quarters ended September 30, 1997 and 1996.
In June 1997 the Partnership sold the Spring Creek and Park Colony apartment
complexes and recognized gains in connection with these sales of $12,350,293.
During the nine months ended September 30, 1996, the Partnership sold the La
Contenta, Meadow Creek, Ridgetree - Phase II, Rosehill Pointe and Seabrook
apartment complexes and recognized gains in connection with these sales of
$24,331,787. The sales of these properties and Westwood Village Apartments in
November 1996 resulted in decreases in rental and service income, interest
expense on mortgage notes payable, depreciation, amortization, property
operating expenses, real estate taxes and property management fees during 1997
as compared to 1996.
<PAGE>
Due to higher average cash balances resulting from the investment of a portion
of the net proceeds received by the Partnership from the June 1997 sales of
Spring Creek and Park Colony apartment complexes prior to distribution to
Limited Partners in October 1997, interest income on short-term investments
increased during 1997 as compared to 1996.
Due to the repayment in full of the short-term loan from an affiliate during
June 1996 with proceeds from the sales of the Seabrook, La Contenta and Meadow
Creek apartment complexes, interest expense on short-term loans from an
affiliate ceased during 1996.
In connection with the 1996 sale of Meadow Creek Apartments, the Partnership
paid $176,685 in April 1997 for a state income tax liability related to the
gain on sale, which has been recorded as other expense for financial statement
purposes.
The Partnership incurred higher professional fees during the second quarter of
1996 in connection with the valuation of the Partnership's assets. In addition,
legal and portfolio management fees decreased during 1997 due to the sale of
the Partnership's properties. As a result, administrative expenses decreased
during 1997 as compared to 1996.
Due to the sales of the Rosehill Pointe and Seabrook apartment complexes in
1996, affiliates' participation in income from joint ventures, which included
the affiliates' share of the gains on the sales of these properties, ceased
during 1996.
In connection with the sales of the Spring Creek and Park Colony apartment
complexes in 1997, the Partnership paid $752,818 in prepayment penalties and
wrote off the remaining unamortized deferred expenses of $169,108. In addition,
in connection with the sales of the LaContenta, Meadow Creek, Ridgetree - Phase
II and Rosehill Pointe apartment complexes in 1996, the Partnership paid
$171,661 in prepayment penalties and wrote off the remaining unamortized
deferred expenses of $188,412, the total of which includes $20,945 representing
the Rosehill Pointe Apartments affiliate's share. These amounts were recorded
as extraordinary items and classified as debt extinguishment expense for
financial statement purposes.
Liquidity and Capital Resources
- -------------------------------
The cash position of the Partnership increased by approximately $4,180,000 as
of September 30, 1997 when compared to December 31, 1996 primarily due to the
net proceeds received from the sale of the Partnership's remaining two
properties, which was partially offset by distributions to Limited Partners.
The Partnership used cash of approximately $239,000 to fund its operating
activities. The payment of administrative expenses, prepayment penalties
relating to the two property sales, an expense for a state income tax liability
related to a gain on a 1996 property sale and non-reimburseable expenditures
relating to the fire damage incurred at the Spring Creek Apartments was
partially offset by the net cash flow generated by the Partnership's
properties, interest income earned on short-term investments, the collection of
certain escrow deposits related to sold properties and insurance reimbursements
for a portion of the costs of the fire damage to the Spring Creek Apartments.
<PAGE>
The Partnership received cash of approximately $24,165,000 from its investing
activities consisting of net proceeds received in connection with the sales of
the Partnership's remaining two properties. Financing activities consisted of a
distribution of sale proceeds of approximately $2,176,000 to Limited Partners,
a deemed distribution to Limited Partners of approximately $359,000
representing a state withholding tax related to the sale of Park Colony
Apartments, principal payments on mortgage notes payable of approximately
$26,000 and the repayment of mortgage notes payable of approximately
$17,186,000. In addition, in October 1997, the Partnership made a special
distribution of $3,307,406 to Limited Partners, as discussed below.
During 1996, the Partnership sold six properties. During June 1997, the
Partnership sold its remaining two properties, the Spring Creek and Park Colony
apartment complexes. The Partnership has retained a portion of the cash from
the property sales to satisfy obligations of the Partnership as well as
establish a reserve for contingencies. The timing of the termination of the
Partnership and final distribution of cash will depend upon the nature and
extent of liabilities and contingencies which exist or may arise. Such
contingencies may include legal and other fees and costs stemming from
litigation involving the Partnership including, but not limited to, the
lawsuits discussed in Note 8 of Notes to Financial Statements. In the absence
of any such contingency, the reserves will be paid within twelve months of the
last property being sold. In the event a contingency continues to exist or
arises, reserves may be held by the Partnership for a longer period of time.
In June 1997, the Partnership sold the Spring Creek Apartments in an all cash
sale for $10,225,000. From the proceeds of the sale, the Partnership paid
$7,297,746 to the third party mortgage holder in full satisfaction of the first
mortgage loan, $244,437 in selling costs and $218,932 in prepayment penalties.
Pursuant to the terms of the sale, $250,000 of the proceeds was retained by the
Partnership until October 1997, at which time the funds were released in full.
The available proceeds were distributed to Limited Partners in July and October
1997. See Note 5 of Notes to Financial Statements for additional information.
In June 1997, the Partnership sold the Park Colony Apartments in an all cash
sale for $14,500,000. From the proceeds of the sale, the Partnership paid
$9,888,309 to the third party mortgage holder in full satisfaction of the first
mortgage loan, $315,075 in selling costs and $533,886 in prepayment penalties.
In addition, the Partnership paid a state withholding tax of $359,486 on behalf
of the Limited Partners relating to the gain on sale of the property. Pursuant
to the terms of the sale, $100,000 of the sale proceeds was placed in escrow
and was not to be disbursed until the later of the settlement of any claims by
the purchaser or August 1, 1997. Of the escrow amount, approximately $94,100
was disbursed to the Partnership in August 1997 and the balance of
approximately $5,900 was paid to the purchaser to settle the remaining claims.
The available proceeds were distributed to Limited Partners in October 1997.
See Note 5 of Notes to Financial Statements for additional information.
In October 1997, the Partnership made a distribution of $3,307,406 ($38.00 per
Interest) to the holders of Limited Partnership Interests representing a
special distribution of available Net Cash Proceeds from the sale of Park
Colony and Spring Creek apartment complexes. Since all of the Partnership's
properties have been sold, no additional quarterly distributions are expected.
<PAGE>
Including the October 1997 distribution, Limited Partners have received
distributions of Net Cash Proceeds totaling $121 per $1,000 Interest, as well
as certain tax benefits. Investors will not recover a substantial portion of
their original investment.
<PAGE>
BALCOR REALTY INVESTORS 84-SERIES II,
A REAL ESTATE LIMITED PARTNERSHIP
(A Maryland Limited Partnership)
PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
- -----------------------------------------
(a) Exhibits:
(4) Form of Subscription Agreement set forth as Exhibit 4.1 to Amendment No. 2
of the Registrant's Registration Statement on Form S-11 dated May 16, 1984
(Registration No. 2-89319), and Form of Confirmation regarding Interests in the
Registrant set forth as Exhibit 4.2 to the Registrant's Report on Form 10-Q for
the quarter ended June 30, 1992 (Commission File No. 0-13334) is incorporated
herein by reference.
(10) Material Contracts:
(a)(i) Agreement of Sale and attachment thereto relating to the sale of
Ridgetree Apartments, Phase II, previously filed as Exhibit 2(a) to the
Registrant's Current Report on Form 8-K dated April 23, 1996, is incorporated
herein by reference.
(ii) Master Amendment and Agreement dated May 22, 1996 relating to the sale of
Ridgetree Apartments, Phase II and Rosehill Pointe Apartments, previously filed
as Exhibit 2(a)(i) to the Registrant's Current Report on Form 8-K dated May 31,
1996, is incorporated herein by reference.
(iii) Master Amendment and Agreement #2 dated May 22, 1996 relating to the sale
of Ridgetree Apartments, Phase II and Rosehill Pointe Apartments, previously
filed as Exhibit 2(a)(ii) to the Registrant's Current Report on Form 8-K dated
May 31, 1996, is incorporated herein by reference.
(b) Agreement of Sale and attachment thereto relating to the sale of Rosehill
Pointe Apartments, previously filed as Exhibit 2(b) to the Registrant's Current
Report on Form 8-K dated April 23, 1996, is incorporated herein by reference.
(c)(i) Agreement of Sale and attachment thereto relating to the sale of
Westwood Village Apartments, previously filed as Exhibit (2) to the
Registrant's Current Report on Form 8-K dated September 4, 1996, is
incorporated herein by reference.
(ii) Modification Agreement relating to the sale of Westwood Village
Apartments, previously filed as Exhibit (10)(c)(ii) to the Registrant's Report
on Form 10-Q for the quarter ended September 30, 1996, is incorporated herein
by reference.
(iii) Letter Agreement relating to the sale of Westwood Village Apartments,
previously filed as Exhibit (10)(c)(iii) to the Registrant's Report on Form
10-Q for the quarter ended September 30, 1996, is incorporated herein by
reference.
<PAGE>
(d)(i) Agreement of Sale and attachment thereto relating to the sale of Park
Colony Apartments, previously filed as Exhibit (10)(d)(i) to the Registrant's
Report on Form 10-Q for the quarter ended March 31, 1997 is incorporated herein
by reference.
(ii) First Amendment to Agreement of Sale relating to the sale of Park Colony
Apartments, previously filed as Exhibit (10)(d)(ii) to the Registrant's Report
on Form 10-Q for the quarter ended March 31, 1997 is incorporated herein by
reference.
(iii) Second Amendment to Agreement of Sale relating to the sale of Park Colony
Apartments, Gwinnett County, Georgia, previously filed as Exhibit (10)(d)(iii)
to the Registrant's Report on Form 10-Q for the quarter ended June 30, 1997 is
incorporated herein by reference.
(iv) Third Amendment to Agreement of Sale relating to the sale of Park Colony
Apartments, previously filed as Exhibit (99) to the Registrant's Report on Form
8-K dated May 30, 1997 is incorporated herein by reference.
(e) Agreement of Sale and attachment thereto relating to the sale of Spring
Creek Apartments previously filed as Exhibit (2) to the Registrant's Report on
Form 8-K dated May 30, 1997 is incorporated herein by reference.
(27) Financial Data Schedule of the Registrant for the nine months ended
September 30, 1997 is attached hereto.
(b) Reports on Form 8-K: No reports were filed on Form 8-K during the quarter
ended September 30, 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.
BALCOR REALTY INVESTORS 84-SERIES II,
A REAL ESTATE LIMITED PARTNERSHIP
By: /s/Thomas E. Meador
--------------------------------
Thomas E. Meador
President and Chief Executive Officer and
Director (Principal Executive Officer) of
Balcor Partners-84 II, Inc., the General
Partner
By: /s/Jayne A. Kosik
---------------------------------
Jayne A. Kosik
Managing Director and Chief
Financial Officer (Principal Accounting
Officer) of Balcor Partners-84 II, Inc., the
General Partner
Date: November 7, 1997
---------------------------
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> SEP-30-1997
<CASH> 6205
<SECURITIES> 0
<RECEIVABLES> 42
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 6247
<PP&E> 0
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0
0
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</TABLE>
