<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 10-Q
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(Mark One)
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
------ EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2000
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 NO.
0-14105
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MURRAY INCOME PROPERTIES I, LTD.
(Exact Name of Registrant as Specified in its Charter)
TEXAS 75-1946214
(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification No.)
5550 LBJ FREEWAY, SUITE 675, DALLAS, TEXAS 75240
(Address of principal executive offices) (Zip Code)
(972) 991-9090
(Registrant's Telephone Number, including Area Code)
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
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<PAGE> 2
PART I FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
MURRAY INCOME PROPERTIES I, LTD.
(A LIMITED PARTNERSHIP)
AND CONSOLIDATED JOINT VENTURE
CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
June 30, December 31,
2000 1999
------------ ------------
(unaudited)
<S> <C> <C>
ASSETS
Properties held for sale:
Land $ 6,232,801 $ 6,232,801
Buildings and improvements 18,321,876 20,490,165
------------ ------------
24,554,677 26,722,966
Less accumulated depreciation 10,301,334 11,446,824
------------ ------------
Net properties held for sale 14,253,343 15,276,142
Cash and cash equivalents 3,470,725 1,835,163
Accounts receivable, net of
allowance of $16,806 and $6,568, in 2000
and 1999, respectively 431,485 635,472
Other assets, at cost, net of accumulated
amortization of $669,819 and $636,144
in 2000 and 1999, respectively 447,437 293,169
------------ ------------
$ 18,602,990 $ 18,039,946
============ ============
LIABILITIES AND PARTNERS' EQUITY
Accounts payable $ 16,248 $ 34,880
Accrued property taxes 136,772 213,431
Security deposits 172,160 165,484
------------ ------------
Total liabilities 325,180 413,795
------------ ------------
Minority interest in joint venture 1,383,929 1,237,802
------------ ------------
Partners' equity:
General Partners:
Capital contributions 1,000 1,000
Cumulative net earnings 290,565 263,173
Cumulative cash distributions (453,244) (435,962)
------------ ------------
(161,679) (171,789)
------------ ------------
Limited Partners (28,227 Interests):
Capital contributions, net of offering costs 24,570,092 24,570,092
Cumulative net earnings 14,694,456 13,352,224
Cumulative cash distributions (22,208,988) (21,362,178)
------------ ------------
17,055,560 16,560,138
------------ ------------
Total partners' equity 16,893,881 16,388,349
------------ ------------
$ 18,602,990 $ 18,039,946
============ ============
</TABLE>
See accompanying notes to consolidated financial statements.
2
<PAGE> 3
MURRAY INCOME PROPERTIES I, LTD.
(A LIMITED PARTNERSHIP)
AND CONSOLIDATED JOINT VENTURE
CONSOLIDATED STATEMENTS OF EARNINGS
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
June 30, June 30,
------------------------- -------------------------
2000 1999 2000 1999
----------- ----------- ----------- -----------
<S> <C> <C> <C> <C>
INCOME:
Rental $ 636,243 $ 825,754 $ 1,366,574 $ 1,657,359
Interest 54,967 22,168 93,492 43,510
Gain on termination of lease -0- -0- 898,562 -0-
----------- ----------- ----------- -----------
691,210 847,922 2,358,628 1,700,869
----------- ----------- ----------- -----------
EXPENSES:
Depreciation 1,067 207,402 131,970 414,115
Property operating 248,381 210,392 466,112 413,343
General and administrative 71,880 75,606 182,782 178,034
Bad debts (recoveries), net 2,276 (113) 12,514 (185)
----------- ----------- ----------- -----------
323,604 493,287 793,378 1,005,307
----------- ----------- ----------- -----------
Earnings before minority interest 367,606 354,635 1,565,250 695,562
Minority interest in joint venture's earnings 34,253 40,370 195,626 77,232
----------- ----------- ----------- -----------
Net earnings $ 333,353 $ 314,265 $ 1,369,624 $ 618,330
=========== =========== =========== ===========
Basic earnings per limited partnership
interest $ 11.57 $ 10.91 $ 47.55 $ 21.47
=========== =========== =========== ===========
</TABLE>
See accompanying notes to consolidated financial statements.
3
<PAGE> 4
MURRAY INCOME PROPERTIES I, LTD.
(A LIMITED PARTNERSHIP)
AND CONSOLIDATED JOINT VENTURE
CONSOLIDATED STATEMENTS OF CHANGES IN PARTNERS' EQUITY
(UNAUDITED)
<TABLE>
<CAPTION>
General Limited
Partners Partners Total
------------ ------------ ------------
<S> <C> <C> <C>
SIX MONTHS ENDED JUNE 30, 1999:
Balance at December 31, 1998 $ (160,476) $ 17,114,473 $ 16,953,997
Net earnings 12,367 605,963 618,330
Cash distributions (17,282) (846,810) (864,092)
------------ ------------ ------------
Balance at June 30, 1999 $ (165,391) $ 16,873,626 $ 16,708,235
============ ============ ============
SIX MONTHS ENDED JUNE 30, 2000:
Balance at December 31, 1999 $ (171,789) $ 16,560,138 $ 16,388,349
Net earnings 27,392 1,342,232 1,369,624
Cash distributions (17,282) (846,810) (864,092)
------------ ------------ ------------
Balance at June 30, 2000 $ (161,679) $ 17,055,560 $ 16,893,881
============ ============ ============
</TABLE>
See accompanying notes to consolidated financial statements.
4
<PAGE> 5
MURRAY INCOME PROPERTIES I, LTD.
(A LIMITED PARTNERSHIP)
AND CONSOLIDATED JOINT VENTURE
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
<TABLE>
<CAPTION>
Six Months Ended
June 30,
------------------------------
2000 1999
------------ -----------
<S> <C> <C>
Cash flows from operating activities:
Net earnings $ 1,369,624 $ 618,330
Adjustments to reconcile net earnings to net
cash provided by operating activities:
Bad debts (recoveries), net 12,514 (185)
Depreciation 131,970 414,115
Amortization of other assets 33,675 33,962
Gain on termination of lease (898,562) -0-
Proceeds from termination of lease 2,206,834 0-
Minority interest in joint venture's earnings 195,626 77,232
Change in assets and liabilities:
Accounts receivable (6,484) (61,095)
Other assets (187,943) (53,777)
Accounts payable (18,632) 20,433
Accrued property taxes and security deposits (69,983) (53,781)
------------ -----------
Net cash provided by operating activities 2,768,639 995,234
------------ -----------
Cash flows from investing activities -
Additions to investment properties (219,485) (14,160)
------------ -----------
Cash flows from financing activities:
Distributions to minority interest in joint venture (49,500) (110,850)
Cash distributions (864,092) (864,092)
------------ -----------
Net cash used in financing activities (913,592) (974,942)
------------ -----------
Net increase in cash and cash equivalents 1,635,562 6,132
Cash and cash equivalents at beginning of period 1,835,163 1,808,765
------------ -----------
Cash and cash equivalents at end of period $ 3,470,725 $ 1,814,897
============ ===========
</TABLE>
See accompanying notes to consolidated financial statements.
5
<PAGE> 6
MURRAY INCOME PROPERTIES I, LTD.
(A LIMITED PARTNERSHIP)
AND CONSOLIDATED JOINT VENTURE
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
JUNE 30, 2000
1. BASIS OF ACCOUNTING
The consolidated financial statements include the accounts of the
Partnership and Tower Place Joint Venture (85% owned by the Partnership). All
significant intercompany balances and transactions have been eliminated in
consolidation.
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the financial
statements and the reported amounts of income and expenses during the reporting
period. Actual results could differ from those estimates.
On March 10, 2000, in a special meeting of the Limited Partners, the
Limited Partners approved the proposed sale of the Partnership's properties, in
one or a series of sale transactions (which may include one or more properties
owned by Murray Income Properties II, Ltd. ("MIP II"), an affiliate of the
Partnership under joint management), the subsequent dissolution and liquidation
of the Partnership upon the sale of the Partnership's last property, and an
amendment to the Partnership Agreement to permit the proposed asset sale,
dissolution and liquidation on the terms set forth in a proxy statement mailed
to the Limited Partners on or about January 14, 2000. As a result, the
Partnership has begun marketing the properties for sale and continues to operate
until such time as the properties are sold. If the Partnership is successful in
selling the properties, then after the sale of the last property and the
settlement of all other business affairs, the Partnership will be liquidated.
Effective March 10, 2000, the Partnership's properties are reported as
properties held for sale at the lower of carrying value or fair value less
estimated cost to sell. Management of the Partnership expects no loss to result
from the sale of properties, and no adjustment was made to account for the
reclassification to properties held for sale.
Rental income is recognized as earned under the leases. Accordingly, the
Partnership accrues rental income for the full period of occupancy using the
straight line method over the related terms. At June 30, 2000 and December 31,
1999, $224,232 and $414,813, respectively, of accounts receivable related to
such accruals.
Other assets consist primarily of deferred leasing costs which are
amortized using the straight line method over the lives of the related leases.
Prior to March 10, 2000, depreciation was provided over the estimated
useful lives of the respective assets using the straight line method. The
estimated useful lives of the buildings and improvements range from three to
twenty-five years. No depreciation is provided on properties held for sale after
March 10, 2000, the date on which the Partnership changed the classification of
its properties to properties held for sale.
No provision for income taxes has been made, as the liabilities for such
taxes are those of the individual Partners rather than the Partnership. The
Partnership files its tax return on the accrual basis used for Federal income
tax purposes.
Basic earnings per limited partnership interest are based upon the limited
partnership interests outstanding at period-end and the net earnings allocated
to the Limited Partners in accordance with the Partnership Agreement, as
amended.
6
<PAGE> 7
For purposes of reporting cash flows, the Partnership considers all
certificates of deposit and highly liquid debt instruments with original
maturities of three months or less to be cash equivalents.
The following information relates to estimated fair values of the
Partnership's financial instruments as of June 30, 2000 and December 31, 1999.
For cash and cash equivalents, accounts receivable, accounts payable, accrued
property taxes payable, and security deposits, the carrying amounts approximate
fair value because of the short maturity of these instruments.
2. PARTNERSHIP AGREEMENT
Pursuant to the terms of the Partnership Agreement, Cash Distributions from
Operations ("Operating Distributions") are allocated and paid 7% to the
Non-corporate General Partner, 3% to the Corporate General Partner and 90% to
the Limited Partners. An amount equal to 5% of Operating Distributions out of
the 7% allocated to the Non-corporate General Partner and the entire amount of
Operating Distributions allocated to the Corporate General Partner is
subordinated to the prior receipt by the Limited Partners of a non-cumulative 7%
annual return from either Operating Distributions or Cash Distributions from
Sales or Refinancings. Net profits or losses, excluding gain or loss from sales
or refinancing, are allocated to the General Partners and Limited Partners in
the same proportions as the Operating Distributions for the year. Cash
distributions from the sale or refinancing of a property are allocated as
follows:
(a) First, all Cash Distributions from Sales or Refinancings shall be
allocated 99% to the Limited Partners and 1% to the Non-corporate
General Partner until the Limited Partners have been returned their
Original Invested Capital from Cash Distributions from Sales or
Refinancings, plus their Preferred Return from Cash Distributions from
Operations or Cash Distributions from Sales or Refinancings, or both.
(b) Next, all Cash Distributions from Sales or Refinancings shall be
allocated 1% to the Non-corporate General Partner and 99% to the
Limited Partners and the General Partners. Such 99% will be allocated
(i) first to the Corporate General Partner in an amount equal to any
unpaid Cash Distributions from Operations subordinated to the Limited
Partners' 7% non-cumulative annual return and (ii) thereafter, 80% to
the Limited Partners and 20% to the General Partners.
Cash Distributions from Sales or Refinancings (other than the 1% of
Cash Distributions from Sales or Refinancings payable to the
Non-corporate General Partner) payable to the General Partners shall be
allocated 62 1/2% to the Non-corporate General Partner and 37 1/2% to
the Corporate General Partner.
(c) Upon the sale of the last property owned by the Partnership, Cash
Distributions from Sales or Refinancings shall be allocated and paid to
the Partners in an amount equal to, and in proportion with, their
existing capital account balances. Such distributions shall be made
only after distribution of all Cash Distributions from Operations and
only after all allocations of Partnership income, gain, loss, deduction
and credit (including net gain from the sale or other disposition of
the properties) have been closed to the Partners' respective capital
accounts.
7
<PAGE> 8
3. PROPERTIES HELD FOR SALE
The Partnership owns and operates Mountain View Plaza, a shopping center
located in Scottsdale, Arizona, and Castle Oaks Village, a shopping center
located in Castle Hills (San Antonio), Texas. In addition, the Partnership owns
an 85% interest in Tower Place Joint Venture, a joint venture which owns Tower
Place Festival Shopping Center located in Pineville (Charlotte), North Carolina.
The remaining 15% interest in the Joint Venture is owned by Murray Income
Properties II, Ltd. ("MIP II"), an affiliated real estate limited partnership.
The Tower Place Joint Venture Agreement provides that the Partnership will share
profits, losses, and cash distributions according to the Partnership's 85%
ownership interest in the joint venture.
The Partnership has adopted Statement of Financial Accounting Standards No.
131, "Disclosures about Segments of an Enterprise and Related Information",
which established standards for the way that public business enterprises report
information about operating segments in audited financial statements, as well as
related disclosures about products and services, geographic areas, and major
customers. The Partnership defines each of its shopping centers as operating
segments; however, management has determined that all of its properties have
similar economic characteristics and also meet the other criteria which permit
the properties to be aggregated into one reportable segment. Management of the
Partnership makes decisions about resource allocation and performance assessment
based on the same financial information presented throughout these consolidated
financial statements.
4. TERMINATION FEE INCOME
On February 14, 2000, the Partnership executed a lease termination
agreement with General Cinema at Tower Place Festival Shopping Center. Pursuant
to this agreement, General Cinema paid Tower Place Joint Venture a termination
fee of $2,206,834 as consideration for the Joint Venture releasing the tenant
from its future lease obligations, including $197,957 of straight line rent
receivable. In conjunction with the termination, the Joint Venture retired the
net book value of the theater and related assets of $1,110,315, which was
demolished. The Partnership recorded a gain on termination of the lease of
$898,562 as income during the six months ended June 30, 2000. Pursuant to a
lease with Bally Total Fitness Corporation, signed on February 14, 2000, a new
Bally facility is being constructed on the site previously occupied by the
theater. This new fitness facility, along with 6,500 square feet of additional
retail space, is being built utilizing working capital reserves, and it is
expected that no outside financing will be required. The addition of the Bally
Total Fitness facility and the 6,500 square feet of retail space are anticipated
to enhance the value of the shopping center which is currently being marketed
for sale.
5. OTHER
Information furnished in this interim report reflects all adjustments
consisting of normal recurring adjustments, which, in the opinion of management,
are necessary to reflect a fair presentation of the results for the periods
presented.
The financial information included in this interim report as of June 30,
2000, and for the three and six months ended June 30, 2000 and 1999, has been
prepared by management without audit by independent public accountants. The
Partnership's 1999 annual report contains audited consolidated financial
statements including the notes to the consolidated financial statements and
should be read in conjunction with the financial information contained in this
interim report.
8
<PAGE> 9
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS.
Liquidity and Capital Resources
On March 10, 2000, in a special meeting of the Limited Partners, the
Limited Partners approved the proposed sale of the Partnership's properties, in
one or a series of sale transactions (which may include one or more properties
owned by Murray Income Properties II, Ltd. ("MIP II"), an affiliate of the
Partnership under joint management), the subsequent dissolution and liquidation
of the Partnership upon the sale of the Partnership's last property, and an
amendment to the Partnership Agreement to permit the proposed asset sale,
dissolution and liquidation on the terms set forth in a proxy statement mailed
to the Limited Partners on or about January 14, 2000. As a result, the
Partnership has begun marketing the properties for sale and continues to operate
until such time as the properties are sold. If the Partnership is successful in
selling the properties, then after the sale of the last property and the
settlement of all other business affairs, the Partnership will be liquidated.
Effective March 10, 2000, the Partnership's properties are reported as
properties held for sale at the lower of carrying value or fair value less
estimated cost to sell. Management of the Partnership expects no loss to result
from the sale of properties, and no adjustment was made to account for the
reclassification to properties held for sale.
In April, 2000, the Partnership's properties were put on the market and the
General Partners began actively soliciting offers. The General Partners are
negotiating with a potential purchaser for the sale of Mountain View Plaza.
There is no guarantee that these negotiations will result in a sale of this
property. Offers have been received for Castle Oaks Village and Tower Place
Festival, though not under terms which are acceptable to the General Partners.
These properties will continue to be actively marketed for sale.
As of June 30, 2000, the Partnership had cash and cash equivalents of
$3,470,725. Such amounts represent cash generated from operations and working
capital reserves. The increase in cash and cash equivalents is due to the
receipt of approximately $2,200,000 received by Tower Place Joint Venture from
General Cinema as consideration for the termination of its lease at Tower Place
Festival Shopping Center.
Rental income from leases with escalating rental rates is accrued using the
straight line method over the related lease terms. At June 30, 2000 and December
31, 1999, there were $224,232 and $414,813, respectively, of accounts receivable
related to such accruals. Accounts receivable also consist of tenant
receivables, receivables for rent collected (but not yet remitted to the
Partnership by the property management companies), and interest receivable on
short-term investments. The decrease in accounts receivable of $191,473 from
December 31, 1999 to June 30, 2000 is primarily due to the collection in
February, 2000, of $197,957 of the receivable for accrued rent, related to the
General Cinema lease at Tower Place Festival Shopping Center, as part of the
termination fee paid by General Cinema to Tower Place Joint Venture. As of June
30, 2000 and December 31, 1999, the Partnership had allowances of $16,806 and
$6,568 respectively, for uncollectible accounts receivable.
The decrease of $76,659 in accrued property taxes from December 31, 1999 to
June 30, 2000 is primarily due to the payment of 1999 property taxes for the
Partnership's properties.
During the three months ended June 30, 2000, the Partnership made Cash
Distributions from Operations totaling $432,046 (which was reduced by $26,250
related to 1999 North Carolina state income taxes paid on behalf of the partners
in connection with the operation of Tower Place Joint Venture) related to the
three month period ended March 31, 2000. Subsequent to June 30, 2000, the
Partnership made Cash Distributions from Operations of $648,069 relating to the
three months
9
<PAGE> 10
ended June 30, 2000. The distributed funds were derived from the net cash flow
generated from operations of the Partnership's properties and from interest
earned, net of administrative expenses, on funds invested in short-term money
market instruments.
Future liquidity is currently expected to result from cash generated from
the operations of the Partnership's properties (which could be affected
negatively in the event of weakened occupancies and/or rental rates), interest
earned on funds invested in short-term money market instruments and ultimately
through the sale of the Partnership's properties.
Results of Operations
Rental income decreased $290,785 (18%) for the six months ended June 30,
2000 as compared to the same period in 1999. The following information details
the rental income generated, gain on termination of lease, bad debt expense
incurred and average occupancy for the periods shown for each of the
Partnership's properties.
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
June 30, June 30,
---------------------- ----------------------
2000 1999 2000 1999
--------- --------- --------- ---------
<S> <C> <C> <C> <C>
Mountain View Plaza Shopping Center
Rental income $ 259,532 $ 237,056 $ 542,559 $ 478,399
Bad debt expense (recovery) -0- (113) -0- (185)
Average occupancy 100% 98% 100% 97%
Castle Oaks Village Shopping Center
Rental income $ 105,660 $ 120,113 $ 209,977 $ 252,588
Bad debt expense (recovery) 2,276 -0- 2,276 -0-
Average occupancy 84% 92% 83% 94%
Tower Place Festival Shopping Center
Rental income $ 271,051 $ 468,585 $ 614,038 $ 926,372
Gain on termination of lease -0- -0- 898,562 -0-
Bad debt expense (recovery) -0- -0- 10,238 -0-
Average occupancy 76% 99% 77% 98%
</TABLE>
Rental income at Mountain View Plaza in Scottsdale, Arizona increased $64,160
for the six months ended June 30, 2000 as compared to the same period in 1999
due to higher occupancy, higher rental rates and higher tenant reimbursements
for common area maintenance costs, real estate taxes and insurance costs.
Occupancy at Mountain View averaged 100% during the second quarter, a one
percent increase over the previous quarter. One tenant who occupies 1,033 square
feet renewed its lease for three years, and a tenant who occupies 1,325 square
feet renewed its lease for four years. A tenant who occupies 1,127 square feet
renewed its lease for five years. A tenant who occupied 2,000 square feet
extended the term of its lease 6 years until 2010 and assigned the lease to a
new owner. An Italian restaurant, which occupied 1,380 square feet, was sold and
the new owner will operate as a breakfast restaurant.
Rental income at Castle Oaks Village in Castle Hills (San Antonio), Texas
decreased $42,611 for the six months ended June 30, 2000 as compared to the same
period in 1999 primarily due to lower occupancy and lower tenant reimbursements
for common area maintenance costs, real estate taxes and insurance costs.
Occupancy at Castle Oaks averaged 84% for the second quarter of 2000, a two
percent increase over the previous quarter. In March, 2000, a new tenant who had
signed a lease for 932 square
10
<PAGE> 11
feet took occupancy of its space. During the quarter, plumbing repairs were
completed at the property.
Rental income at Tower Place Festival in Pineville (Charlotte), North
Carolina decreased $312,334 for the six months ended June 30, 2000 as compared
to the same period in 1999 primarily due to lower occupancy. General Cinema,
which occupied approximately 28% of the total leaseable space at Tower Place,
terminated its lease on February 14, 2000, after payment of approximately
$2,200,000 as consideration for the termination of its lease. Pursuant to a
lease with Bally Total Fitness Corporation, signed on February 14, 2000, a new
Bally facility is being constructed on the site previously occupied by the
theater. This new fitness facility, along with 6,500 square feet of additional
retail space, is being built utilizing working capital reserves, and it is
expected that no outside financing will be required. The addition of the Bally
Total Fitness facility and the 6,500 square feet of retail space are anticipated
to enhance the value of the shopping center which is currently being marketed
for sale.
Occupancy at Tower Place averaged 76% for the second quarter of 2000, a two
percent decrease from the previous quarter. During the second quarter, the
building previously occupied by General Cinema was demolished and in July
construction began on the Bally Total Fitness space. At this time, the General
Partners anticipate that Bally will open for business during the first quarter
of 2001. During the first quarter, a tenant who had occupied 3,287 square feet
vacated its space upon the expiration of its lease. In April, this space, along
with an adjacent space containing 1,604 square feet, was leased to a new tenant
who will open for business during the third quarter. In June, a new tenant who
signed a lease for 1,050 square feet took occupancy of its space.
Prior to March 10, 2000, depreciation was provided over the estimated useful
lives of the respective assets using the straight line method. The estimated
useful lives of the buildings and improvements range from three to twenty-five
years. No depreciation is provided on properties held for sale after March 10,
2000, the date on which the Partnership changed the classification of its
properties to Properties held for sale.
Property operating expenses consist primarily of real estate taxes, property
management fees, insurance costs, utility costs, repair and maintenance costs,
leasing and promotion costs, and amortization of deferred leasing costs.
Property operating expenses increased $52,769 for the six months ended June 30,
2000 as compared to the same period in 1999 primarily because of higher repair
and maintenance costs at each of the Partnership's properties and higher pest
control costs at Mountain View. Mountain View's total operating expenses
increased, with increases in repair and maintenance costs, leasing and promotion
costs, property management fees and pest control costs being offset by lower
legal fees. Castle Oaks total operating expenses increased primarily due to
higher repair and maintenance costs and landscaping costs. Tower Place's total
operating expenses decreased, with decreases in property management fees being
offset by increases in repair and maintenance costs.
General and administrative expenses incurred are related to legal and
accounting expenses, rent, investor services costs, salaries and benefits and
various other costs required for the administration of the Partnership,
including reimbursements of shared direct operating costs to Murray Income
Properties II, Ltd. General and administrative expenses increased $4,748 for the
six months ended June 30, 2000 as compared to the same period in 1999, primarily
due to increases in office rent, telephone expenses and salaries and benefits.
Words or phrases when used in the Form 10-Q or other filings with the
Securities and Exchange Commission, such as "does not believe", "believes" and
"anticipates" or similar expressions, are intended to identify "forward-looking
statements" within the meaning of the Private Securities Litigation Reform Act
of 1995.
11
<PAGE> 12
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISKS
The Partnership's financial instruments consist of cash and cash equivalents,
accounts receivable, accounts payable, accrued property taxes payable and
security deposits. The carrying amount of these instruments approximates fair
value due to the short-term nature of these instruments. Therefore, the
Partnership believes it is relatively unaffected by interest rate changes or
other market risks.
12
<PAGE> 13
PART II. OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits:
2a Proxy Statement pursuant to Section 14(a) of the Securities
Exchange Act of 1934. Reference is made to the Partnership's
Schedule 14A, filed with the Securities and Exchange Commission
on January 13, 2000. (File No. 0-14105)
2b Definitive Soliciting Additional Materials to Proxy Statement
pursuant to Section 14(a) of the Securities Exchange Act of 1934.
Reference is made to the Partnership's Schedule 14A, filed with
the Securities and Exchange Commission on February 9, 2000. (File
No. 0-14105)
2c Definitive Soliciting Additional Materials to Proxy Statement
pursuant to Section 14(a) of the Securities Exchange Act of 1934.
Reference is made to the Partnership's Schedule 14A, filed with
the Securities and Exchange Commission on February 23, 2000.
(File No. 0-14105)
3a Agreement of Limited Partnership of Murray Income Properties Ltd.
84. Reference is made to Exhibit A of the Prospectus dated May
31, 1984 contained in Amendment No. 2 to Partnership's Form S-11
Registration Statement. (File No. 2-90016)
3b Amended and Restated Certificate and Agreement of Limited
Partnership dated as of May 23, 1984. Reference is made to
Exhibit 3b to the 1989 Annual Report on Form 10-K filed with the
Securities and Exchange Commission on March 31, 1990. (File No.
0-14105)
3c Amended and Restated Certificate and Agreement of Limited
Partnership dated as of June 25, 1984. Reference is made to
Exhibit 3c to the 1989 Annual Report on Form 10-K filed with the
Securities and Exchange Commission on March 31, 1990. (File No.
0-14105)
3d Amended and Restated Certificate and Agreement of Limited
Partnership dated as of November 27, 1984. Reference is made to
Exhibit 3d to the 1989 Annual Report on Form 10-K filed with the
Securities and Exchange Commission on March 31, 1990. (File No.
0-14105)
3e Amended and Restated Certificate and Agreement of Limited
Partnership dated as of April 1, 1985. Reference is made to
Exhibit 3e to the 1989 Annual Report on Form 10-K filed with the
Securities and Exchange Commission on March 31, 1990. (File No.
0-14105)
3f Amended and Restated Certificate and Agreement of Limited
Partnership dated as of November 15, 1989. Reference is made to
Exhibit 3f to the 1989 Annual Report on Form 10-K filed with the
Securities and Exchange Commission on March 31, 1990. (File No.
0-14105)
3g Amended and Restated Certificate and Agreement of Limited
Partnership dated as of January 10, 1990. Reference is made to
Exhibit 3g to the 1989 Annual Report on Form 10-K filed with the
Securities and Exchange Commission on March 31, 1990. (File No.
0-14105)
13
<PAGE> 14
3h Amendment to Amended and Restated Certificate and Agreement of
Limited Partnership, dated March 22, 2000. Reference is made to
Exhibit 3h to the 1999 Annual Report on Form 10-K filed with the
Securities and Exchange Commission on March 27, 2000. (File No.
0-14105)
27 Financial Data Schedule. Filed herewith.
99a Glossary, as contained in the Prospectus dated May 31, 1984 filed
as part of Amendment No. 2 to Registrant's Form S-11 Registration
Statement. (File No. 2-90016) Filed herewith.
99b Article XIII of the Agreement of Limited Partnership as contained
in the Prospectus dated May 31, 1984 filed as part of the
Amendment No. 2 to Registrant's Form S-11 Registration Statement.
(File No. 2-90016) Filed herewith.
99c Amendment number nine to the Agreement of Limited Partnership
contained in the Proxy Statement dated October 11, 1989. Filed
herewith.
99d Management Compensation as contained in the Prospectus (Pages 10
through 17) dated May 31, 1984 filed as part of Amendment No. 2
to Registrant's Form S-11 Registration Statement. (File No.
2-90016) Filed herewith.
(b) Reports on Form 8-K filed during the quarter ended June 30, 2000:
None
14
<PAGE> 15
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.
MURRAY INCOME PROPERTIES I, LTD.
By: Murray Realty Investors VIII, Inc.
A General Partner
Date: August 14, 2000 By: /s/ Mitchell Armstrong
------------------------------------
Mitchell Armstrong
President
Chief Financial Officer
15
<PAGE> 16
INDEX TO EXHIBITS
<TABLE>
<CAPTION>
Exhibit
Number Description
------- -----------
<S> <C>
2a Proxy Statement pursuant to Section 14(a) of the Securities
Exchange Act of 1934. Reference is made to the Partnership's
Schedule 14A, filed with the Securities and Exchange Commission
on January 13, 2000. (File No. 0-14105)
2b Definitive Soliciting Additional Materials to Proxy Statement
pursuant to Section 14(a) of the Securities Exchange Act of 1934.
Reference is made to the Partnership's Schedule 14A, filed with
the Securities and Exchange Commission on February 9, 2000. (File
No. 0-14105)
2c Definitive Soliciting Additional Materials to Proxy Statement
pursuant to Section 14(a) of the Securities Exchange Act of 1934.
Reference is made to the Partnership's Schedule 14A, filed with
the Securities and Exchange Commission on February 23, 2000.
(File No. 0-14105)
3a Agreement of Limited Partnership of Murray Income Properties Ltd.
84. Reference is made to Exhibit A of the Prospectus dated May
31, 1984 contained in Amendment No. 2 to Partnership's Form S-11
Registration Statement. (File No. 2-90016)
3b Amended and Restated Certificate and Agreement of Limited
Partnership dated as of May 23, 1984. Reference is made to
Exhibit 3b to the 1989 Annual Report on Form 10-K filed with the
Securities and Exchange Commission on March 31, 1990. (File No.
0-14105)
3c Amended and Restated Certificate and Agreement of Limited
Partnership dated as of June 25, 1984. Reference is made to
Exhibit 3c to the 1989 Annual Report on Form 10-K filed with the
Securities and Exchange Commission on March 31, 1990. (File No.
0-14105)
3d Amended and Restated Certificate and Agreement of Limited
Partnership dated as of November 27, 1984. Reference is made to
Exhibit 3d to the 1989 Annual Report on Form 10-K filed with the
Securities and Exchange Commission on March 31, 1990. (File No.
0-14105)
3e Amended and Restated Certificate and Agreement of Limited
Partnership dated as of April 1, 1985. Reference is made to
Exhibit 3e to the 1989 Annual Report on Form 10-K filed with the
Securities and Exchange Commission on March 31, 1990. (File No.
0-14105)
3f Amended and Restated Certificate and Agreement of Limited
Partnership dated as of November 15, 1989. Reference is made to
Exhibit 3f to the 1989 Annual Report on Form 10-K filed with the
Securities and Exchange Commission on March 31, 1990. (File No.
0-14105)
3g Amended and Restated Certificate and Agreement of Limited
Partnership dated as of January 10, 1990. Reference is made to
Exhibit 3g to the 1989 Annual Report on Form 10-K filed with the
Securities and Exchange Commission on March 31, 1990. (File No.
0-14105)
</TABLE>
16
<PAGE> 17
<TABLE>
<S> <C>
3h Amendment to Amended and Restated Certificate and Agreement of
Limited Partnership, dated March 22, 2000. Reference is made to
Exhibit 3h to the 1999 Annual Report on Form 10-K filed with the
Securities and Exchange Commission on March 27, 2000. (File No.
0-14105)
27 Financial Data Schedule. Filed herewith.
99a Glossary, as contained in the Prospectus dated May 31, 1984 filed
as part of Amendment No. 2 to Registrant's Form S-11 Registration
Statement. (File No. 2-90016) Filed herewith.
99b Article XIII of the Agreement of Limited Partnership as contained
in the Prospectus dated May 31, 1984 filed as part of the
Amendment No. 2 to Registrant's Form S-11 Registration Statement.
(File No. 2-90016) Filed herewith.
99c Amendment number nine to the Agreement of Limited Partnership
contained in the Proxy Statement dated October 11, 1989. Filed
herewith.
99d Management Compensation as contained in the Prospectus (Pages 10
through 17) dated May 31, 1984 filed as part of Amendment No. 2
to Registrant's Form S-11 Registration Statement. (File No.
2-90016) Filed herewith.
</TABLE>
17
