GUARANTEED HOTEL INVESTORS 1985 LP
10-Q, 1995-11-14
FINANCE SERVICES
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                                 UNITED STATES
                       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, 1995
                               -------------------------------------------------

[  ]    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
                                    0-15771

                     GUARANTEED HOTEL INVESTORS 1985, L.P.
                                      and
                    FFCA INVESTOR SERVICES CORPORATION 85-A
- --------------------------------------------------------------------------------
              (Exact name of Co-Registrants as Specified in their
                           Organizational Documents)


            Delaware                                         86-0537905
- --------------------------------------------------------------------------------
(Partnership State of Organization)                (Partnership I.R.S. Employer
                                                      Identification Number)

            Delaware                                         86-0537910
- --------------------------------------------------------------------------------
(Corporation State of Incorporation)               (Corporation I.R.S. Employer
                                                      Identification Number)

The Perimeter Center 17207 North Perimeter Drive Scottsdale, Arizona     85255
- --------------------------------------------------------------------------------
(Address of principal executive offices)                              (zip code)


Co-Registrants' telephone number including area code       (602) 585-4500
                                                     ---------------------------



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>


PART 1 - FINANCIAL INFORMATION
      Item 1. Financial Statements.
      ----------------------------

                     GUARANTEED HOTEL INVESTORS 1985, L.P.
                                 BALANCE SHEETS
                    SEPTEMBER 30, 1995 AND DECEMBER 31, 1994
                                  (Unaudited)

                                              September 30,        December 31,
                                                  1995                1994
                                            ---------------     ----------------

                        ASSETS
                        ------
CURRENT ASSETS:
    Cash and cash equivalents               $     5,978,008     $     5,652,192
    Accounts receivable, trade                      766,925             745,923
    Other receivables (Note 1)                      860,756                --
    Prepaids and other                              399,993             760,672
                                            ---------------     ---------------

          Total current assets                    8,005,682           7,158,787
                                            ---------------     ---------------

PROPERTY AND EQUIPMENT:
    Land and improvements                         5,396,153           5,396,153
    Buildings and improvements                   41,156,584          40,870,254
    Furniture and equipment                       8,127,884           7,684,026
                                            ---------------     ---------------
                                                 54,680,621          53,950,433
    Less - Accumulated depreciation
      and amortization                           (8,380,345)         (6,750,120)
                                            ---------------     ---------------

                                                 46,300,276          47,200,313
    Operating stock                                 333,580             349,857
                                            ---------------     ---------------

         Total assets                       $    54,639,538     $    54,708,957
                                            ===============     ===============

                        LIABILITIES AND PARTNERS' CAPITAL
                        ---------------------------------

CURRENT LIABILITIES:
    Distribution payable to limited
     partners                               $     1,002,104     $     1,002,104
    Payable to general partner                       10,101              10,101
    Disputed liabilities (Note 1)                      --             1,112,714
    Accounts payable and accrued
      liabilities                                 1,293,634           1,232,650
    Property taxes payable                        1,066,500             661,148
    Current portion of capital
      lease obligations                             140,324             184,888
                                            ---------------     ---------------

         Total current liabilities                3,512,663           4,203,605

CAPITAL LEASE OBLIGATIONS, less
 current portion                                     20,148             111,689
                                            ---------------     ---------------

         Total liabilities                        3,532,811           4,315,294
                                            ---------------     ---------------
CONTINGENCIES (Note 1)

PARTNERS' CAPITAL (DEFICIT):
    General partner                                (323,889)           (331,020)
    Limited partners                             51,430,616          50,724,683
                                            ---------------     ---------------

         Total partners' capital                 51,106,727          50,393,663
                                            ---------------     ---------------
         Total liabilities and
          partners' capital                 $    54,639,538     $    54,708,957
                                            ===============     ===============


<PAGE>
<TABLE>


                     GUARANTEED HOTEL INVESTORS 1985, L.P.

                              STATEMENTS OF INCOME
        FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 1995 AND 1994
                                  (Unaudited)

<CAPTION>


                                      Three Months     Three Months      Nine Months     Nine Months
                                          Ended            Ended            Ended           Ended
                                         9/30/95          9/30/94          9/30/95         9/30/94
                                     -------------    -------------    -------------   -------------

<S>                                  <C>              <C>              <C>             <C>    
REVENUE:
    Room revenue                     $   4,171,739    $   3,388,871    $  13,857,553   $  13,084,438
    Food and beverage revenue              466,419          839,785        2,149,271       1,805,592
    Other revenue (Note 1)               1,186,930          372,313        2,147,607       1,311,177
                                     -------------    -------------    -------------   -------------
          Total revenue                  5,825,088        4,600,969       18,154,431      16,201,207
                                     -------------    -------------    -------------   -------------

EXPENSES (Note 1):
    Property operating costs and
       expenses                          1,641,869        1,908,679        5,473,020       3,988,008
    General and administrative             663,244          773,469        2,337,459       4,565,448
    Advertising and promotion              513,995          372,337        1,648,739         597,876
    Utilities                              298,084          332,636          885,526         926,654
    Repairs and maintenance                268,573          284,538          812,917         603,918
    Property taxes and insurance           409,644          435,661        1,261,815       1,357,647
    Interest expense and other              28,659           28,400           87,856          66,935
    Depreciation and amortization          608,440          609,879        1,841,023       1,874,228
    Loss on sale or disposition of
       property                             59,742            3,146           62,709           9,653
                                     -------------    -------------    -------------   -------------
          Total expenses                 4,492,250        4,748,745       14,411,064      13,990,367
                                     -------------    -------------    -------------   -------------

NET INCOME (LOSS)                    $   1,332,838    $    (147,776)   $   3,743,367   $   2,210,840
                                     =============    =============    =============   =============


NET INCOME (LOSS) ALLOCATED TO:
    General partner                  $      13,328    $      (1,478)   $      37,434   $      22,108
    Limited partners                     1,319,510         (146,298)       3,705,933       2,188,732
                                     -------------    -------------    -------------   -------------

                                     $   1,332,838    $    (147,776)   $   3,743,367   $   2,210,840
                                     =============    =============    =============   =============

NET INCOME (LOSS) PER LIMITED
    PARTNERSHIP UNIT (based on
    200,000 units outstanding)       $        6.60    $        (.73)   $       18.53   $       10.94
                                     =============    =============    =============   =============

</TABLE>
<PAGE>

<TABLE>

                     GUARANTEED HOTEL INVESTORS 1985, L.P.

                   STATEMENT OF CHANGES IN PARTNERS' CAPITAL
                  FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1995
                                  (Unaudited)

<CAPTION>



                                                           Limited Partners
                                      General         --------------------------       
                                      Partner           Number                          Total
                                      Amount           of Units        Amount           Amount
                                  -------------       ----------   -------------    -------------
<S>                                <C>                <C>          <C>              <C>
   

BALANCE, December 31, 1994         $   (331,020)         200,000   $  50,724,683    $  50,393,663

      Net income                         37,434               --       3,705,933        3,743,367

      Distributions to partners         (30,303)              --      (3,000,000)      (3,030,303)
                                  -------------      -----------   -------------    -------------

BALANCE, September 30, l995        $   (323,889)         200,000    $ 51,430,616     $ 51,106,727
                                   ============      ===========    ============     ============

</TABLE>

<PAGE>


                     GUARANTEED HOTEL INVESTORS 1985, L.P.

                            STATEMENTS OF CASH FLOWS
             FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1995 AND 1994
                                  (Unaudited)




                                                         1995           1994
                                                     -----------    ------------
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net income                                         $ 3,743,367    $ 2,210,840
  Adjustments to net income:
    Depreciation and amortization                      1,841,023      1,874,228
    Loss on sale or disposition of property               62,709          9,653
    Change in assets and liabilities:
     Increase in accounts receivable, trade              (21,002)      (296,071)
     Increase in other receivables                      (860,756)          --
     Decrease in prepaids and other                      360,679        476,092
     Increase (decrease) in disputed liabilities      (1,112,714)       208,468
     Increase in accounts payable and
       accrued liabilities                                60,984         59,913
     Increase in property taxes payable                  405,352        432,344
                                                     -----------    -----------

       Net cash provided by operating activities       4,479,642      4,975,467
                                                     -----------    -----------

CASH FLOWS FROM INVESTING ACTIVITIES:
  Property additions and improvements                 (1,020,288)    (1,042,412)
  Proceeds from sale of property                          16,593          4,450
  Decrease (increase) in operating stock                  16,277        (80,312)
                                                     -----------    -----------

        Net cash used in investing activities           (987,418)    (1,118,274)
                                                     -----------    -----------

CASH FLOWS FOR FINANCING ACTIVITIES:
  Distributions to partners                           (3,030,303)    (3,030,303)
  Payments on capital lease obligations                 (136,105)      (117,605)
                                                     -----------    -----------

        Net cash used in financing activities         (3,166,408)    (3,147,908)
                                                     -----------    -----------


NET INCREASE IN CASH AND CASH EQUIVALENTS                325,816        709,285

CASH AND CASH EQUIVALENTS, beginning of period         5,652,192      5,967,056
                                                     -----------    -----------

CASH AND CASH EQUIVALENTS, end of period             $ 5,978,008    $ 6,676,341
                                                     ===========    ===========

<PAGE>


                     GUARANTEED HOTEL INVESTORS 1985, L.P.

                         NOTES TO FINANCIAL STATEMENTS
                               SEPTEMBER 30, 1995
                                  (Unaudited)


1) CONTINGENCIES:
   -------------

        Disputed  Liabilities  -  In  connection  with  the  Texas  State  court
        ---------------------
    litigation  settlement,   the  Partnership  agreed  to  pay  Crown  Sterling
    Management  (CSM)  for  management  services  through  May 19,  1994  and to
    reimburse  or  be  reimbursed  by  CSM  for  certain   expenses  subject  to
    verification and reconciliation by an outside  independent  accounting firm.
    The  independent  accounting  firm's report,  in summary,  concluded that no
    amount was owed by the  Partnership  to CSM. CSM disputed these findings and
    filed a motion to set aside the accounting  firm's report. On June 10, 1995,
    the District  Court  disallowed  a major  portion of the  accounting  firm's
    report  and  ordered  that  the  Partnership  pay CSM  $772,043,  which  the
    Partnership  had  previously  recorded  as  a  liability.  After  depositing
    approximately  $850,000 into an escrow account with the Texas State court to
    cover the  liability to CSM,  including  other costs,  the  Partnership  was
    granted its motion for a new trial on  September  8, 1995.  The  Partnership
    began negotiations with CSM related to property taxes on the hotels that the
    Partnership  paid in 1991 which  otherwise  should have been paid by Woolley
    and Sweeney.  The 1992  settlement  documents  between the  Partnership  and
    Woolley and Sweeney  state that,  under certain  circumstances,  Woolley and
    Sweeney  would be obligated to reimburse  the  Partnership  for the property
    taxes in 1996.  CSM has  agreed  to  exchange  their tax  obligation  to the
    Partnership for the pending payment of the $772,043 to CSM. Accordingly, the
    Partnership  reduced its liability by $772,043 which  reduction is reflected
    as  other  revenue  in  the  accompanying   statement  of  income.   Amounts
    recoverable  from the Texas State court escrow account related to settlement
    of this  dispute  are  included  in other  receivables  in the  accompanying
    balance sheet. This concludes all outstanding items of dispute with CSM.

        Contract  Termination  Fee -  During  1994,  Doubletree  Partners  , the
        --------------------------
    hotels'  management  company,  spent  $1,425,000  for purposes of management
    assumption,  brand  conversion,  and renovation of the three hotels owned by
    the  Partnership  in  connection  with  the  management  agreements  between
    Doubletree Partners and the Partnership.  The management  agreements provide
    that if the  Partnership  sells the hotels  during  years 1 through 5 of the
    agreements  and  Doubletree  Partners  is not  retained by the new owners as
    manager  of the  hotels,  all  of  the  $1,425,000  is to be  reimbursed  to
    Doubletree  Partners as a sale  termination  fee,  and if the sale occurs in
    years 6 through  10,  fifty  percent of the amount is to be  reimbursed.  In
    connection  with the  proposed  sale of the hotels  referred  to below,  the
    potential purchaser has agreed to assume this contingent liability.

        Proposed Sale of the Hotels - The  general  partner  of the  Partnership
        ---------------------------      
    believes  that the  conditions  in the  hotel  industry  have  substantially
    improved  over the past several years and that a sale of the hotels owned by
    the Partnership is now appropriate.  The partnership agreement provides that
    the sale of substantially all the assets of the Partnership be approved by a
    majority of the Partnership's  investors,  and that such a sale would result
    in the liquidation of the Partnership and the  distribution of assets to the
    investors.

    On behalf of the  Partnership,  the general  partner  engaged an  investment
    banking firm, with substantial  experience in executing transactions for the
    hotel industry,  to provide services to the Partnership in connection with a
    possible  sale  of  the  hotels.  The  investment  banking  firm  identified
    potential purchasers for the hotels.

    After a review of bids from potential  purchasers,  the Partnership  entered
    into an agreement on October 27, 1995 to sell, subject to the consent of the
    Partnership's  investors and the satisfactory completion of due diligence by
    the potential  purchaser,  fee simple title to the three hotels,  for a cash
    payment of $73,250,000.  The potential  purchaser is not affiliated with the
    general partner or the Partnership.

    The general  partner of the  Partnership  anticipates  filing a  preliminary
    proxy  statement  in the  near  future  with  the  Securities  and  Exchange
    Commission  and,  subsequently,  sending each investor in the  Partnership a
    definitive  proxy  statement and consent card which will contain the details
    of the proposed transaction,  including an estimate of the amount and timing
    of cash distributions.

<PAGE>


PART I  -  FINANCIAL INFORMATION
- --------------------------------

Item 2.    Management's Discussion and Analysis of
- ------     Financial Condition and Results of Operations
           ---------------------------------------------

           Liquidity and Capital Resources

    As of  September  30, 1995,  Guaranteed  Hotel  Investors  1985,  L.P.  (the
    Partnership)  had received  $100,000,000 in gross proceeds from its offering
    of assigned limited partnership  interests (Units).  Net funds available for
    investment,  after  payment of sales  commissions  and  organization  costs,
    amounted to  $89,000,000.  The offering of Units is the  Partnership's  sole
    source of capital,  and since the final closing of limited partnership units
    was held on May 9, 1986, the Partnership  will not receive  additional funds
    from the offering. As of November 1986, the Partnership was fully invested.

    As  of  September  30,  1995,  the  Partnership's  balance  sheet  reflected
    $4,493,019 of working  capital,  which  represents an increase of $1,537,837
    from the December 31, 1994 working capital amount of $2,955,182.  During the
    nine months ended  September 30, 1995, the  Partnership  generated cash from
    operating  activities of  $4,479,642 as compared to $4,975,467  generated in
    the same period in 1994. The difference  between periods is due primarily to
    an increase in other receivables  during the nine months ended September 30,
    1995,  which  represents funds in escrow with a Texas State court related to
    the settlement with Woolley and Sweeney discussed below under  "Litigation".
    These funds are  expected to be  returned to the  Partnership  in the fourth
    quarter of 1995. Cash used for investing  activities  during the nine months
    ended September 30, 1995 was $987,418 which  principally  consisted of hotel
    renovations of $1,020,288 as compared to $1,042,412 in capital  expenditures
    during the comparable period in 1994. Ongoing capital  improvements  related
    to hotel  renovations  of  approximately  $150,000 are scheduled to continue
    through  December  1995.  Management  believes  that its  existing  cash and
    short-term   investments  will  be  sufficient  to  fund  the  Partnership's
    operations and capital outlays. The Partnership declared a cash distribution
    to the limited  partners of $1,000,000  for the quarter ended  September 30,
    1995, which,  combined with the first and second quarterly  distributions of
    $2,000,000 amounts to $3,000,000 year to date. Funds held by the Partnership
    during the period were invested in U.S. Government Agency discount notes and
    bank repurchase  agreements (which are secured by United States Treasury and
    Government obligations).

    During 1994,  Doubletree  Partners,  the hotels' management  company,  spent
    $1,425,000  for purposes of management  assumption,  brand  conversion,  and
    renovation of the three hotels owned by the  Partnership in connection  with
    the management  agreements between Doubletree  Partners and the Partnership.
    The management  agreements  provide that if the Partnership sells the hotels
    during years 1 through 5 of the agreements  and  Doubletree  Partners is not
    retained by the new owners as manager of the hotels,  all of the  $1,425,000
    is to be reimbursed to Doubletree Partners as a sale termination fee, and if
    the sale occurs in years 6 through 10, fifty  percent of the amount is to be
    reimbursed.  In connection  with the proposed sale of the hotels referred to
    below,  the  potential  purchaser  has  agreed  to  assume  this  contingent
    liability.

    The general partner of the  Partnership  believes that the conditions in the
    hotel industry have  substantially  improved over the past several years and
    that a sale of the hotels owned by the Partnership is now  appropriate.  The
    partnership agreement provides that the sale of substantially all the assets
    of the Partnership be approved by a majority of the Partnership's investors,
    and that such a sale would result in the  liquidation of the Partnership and
    the distribution of assets to the investors.

    On behalf of the  Partnership,  the general  partner  engaged an  investment
    banking firm, with substantial  experience in executing transactions for the
    hotel industry,  to provide services to the Partnership in connection with a
    possible  sale  of  the  hotels.  The  investment  banking  firm  identified
    potential purchasers for the hotels.

    After a review of bids from potential  purchasers,  the Partnership  entered
    into an agreement on October 27, 1995 to sell, subject to the consent of the
    Partnership's  investors and the satisfactory completion of due diligence by
    the potential  purchaser,  fee simple title to the three hotels,  for a cash
    payment of $73,250,000.  The potential  purchaser is not affiliated with the
    general partner or the Partnership.

    The general  partner of the  Partnership  anticipates  filing a  preliminary
    proxy  statement  in the  near  future  with  the  Securities  and  Exchange
    Commission  and,  subsequently,  sending each investor in the  Partnership a
    definitive  proxy  statement and consent card which will contain the details
    of the proposed transaction,  including an estimate of the amount and timing
    of cash distributions.

         Results of  Operations

    Room revenue  increased by $782,868 or 23% to $4,171,739  for the quarter as
    compared to $3,388,871 for the same quarter of the prior year. This increase
    is  primarily  attributable  to the Irving,  TX hotel  ($523,567)  due to an
    increase in the  percentage of occupancy at the hotel from 61.93% to 82.63%.
    To a lesser  extent,  increases in room  revenue  were  generated by the Ft.
    Lauderdale,  FL hotel ($192,097) and the Tampa, FL hotel ($67,204) which are
    beginning  to regain  some of the market  share that was lost as a result of
    the litigation  discussed below. For the Florida hotels, gains in percentage
    of occupancy  of the hotels were offset by  decreases  in the average  daily
    room rate.

    Food and  beverage  revenue  decreased by $373,366 or 44% for the quarter as
    compared  to the same  quarter of the prior  year.  The  decrease  primarily
    related to leasing the Irving food and beverage  facilities to a third party
    in 1995 rather than operating the facilities directly,  as was done in 1994,
    causing a reduction in food and beverage expenses.

    Other revenues of $1,186,930 for the quarter  increased by $814,617 over the
    same quarter of the prior year due to the reversal,  during the quarter,  of
    the disputed liabilities as discussed below under "Litigation".

    Although room revenue increased during the quarter ended September 30, 1995,
    property  operating  costs and  expenses  decreased  to  $1,641,869  for the
    quarter from  $1,908,679 for the comparable  quarter of the prior year. This
    decrease is  primarily  attributable  to cost  savings  realized  from being
    associated with a fully integrated  hotel chain such as Doubletree.  General
    and administrative  expenses also decreased to $663,244 for the quarter from
    $773,469 for the same quarter in 1994. This decrease primarily resulted from
    a reduction of approximately $73,000 in legal expense as the litigation with
    Crown Sterling  Management was  substantially  over as of June 30, 1995 (see
    "Litigation" below).

    Advertising and promotion  increased by $141,658 to $513,995 for the quarter
    as compared to $372,337 for the same  quarter of the prior year.  Doubletree
    Hotels instituted a national  marketing plan in 1995 and,  accordingly,  the
    hotels pay a  percentage  of room  revenue for this new  marketing  program.
    Additionally, to cultivate the market share that was lost as a result of the
    litigation,  extra marketing personnel were hired and additional advertising
    expense was incurred.

    According  to  industry  statistics  that  the  Partnership  believes  to be
    reliable, the average daily room rate (ADR) is projected to increase in 1995
    at a rate in  excess  of  inflation,  while at the same  time  occupancy  is
    projected to reach  approximately  63%.  These  statistics  are true for the
    industry as a whole although certain markets may be stronger or weaker.

    Certain  key   statistics   and   financial   information   related  to  the
    Partnership's  hotel  operations were obtained from the unaudited  financial
    statements  as reported by  Doubletree  Partners  for the three months ended
    September 30, 1995 as compared to the same period of the prior year.

<TABLE>
<CAPTION>

                                  ADR* - Qtr Ended      % of Occupancy - Qtr Ended   REVPAS** - Qtr Ended
                                --------------------    --------------------------   --------------------

                              Sept. 30,     Sept. 30,    Sept. 30,      Sept. 30,    Sept. 30,   Sept. 30,
                                 1995          1994         1995           1994         1995        1994
                                 ----          ----         ----           ----         ----        ----

        <S>                     <C>           <C>          <C>            <C>           <C>        <C>
        Fort Lauderdale         $67.94        $73.26       62.33%         47.17%        $42.33     $34.13
        Tampa                   $78.29        $79.75       58.80%         52.83%        $45.09     $42.24
        Irving                  $89.81        $89.82       82.63%         61.93%        $74.19     $55.64

    * Average Daily Room Rate
    ** Revenue Per Available Suite

</TABLE>

    The hotel  business,  in general,  fluctuates  seasonally  depending  on the
    individual  hotel's location and type of target market each property serves.
    The  Partnership's  hotel  located  in  Irving,  Texas is  situated  near an
    airport,  primarily serves the business  traveler market and its business is
    fairly consistent  throughout the year. The Ft. Lauderdale hotel is impacted
    by the tourist market,  while also focusing on the corporate market, and its
    busiest  season is January  through  April due to the Florida  climate.  The
    hotel located in Tampa,  Florida is also impacted  cyclically by the Florida
    climate,  however,  it is located near the Tampa  International  Airport and
    therefore its cycles are less predominant.

         Litigation

    In  connection  with  the  Texas  State  court  litigation  settlement,  the
    Partnership  agreed to pay Crown  Sterling  Management  (CSM) for management
    services  through May 19, 1994 and to reimburse or be  reimbursed by CSM for
    certain expenses subject to verification  and  reconciliation  by an outside
    independent  accounting firm. The independent  accounting  firm's report, in
    summary,  concluded  that no amount was owed by the  Partnership to CSM. CSM
    disputed  these  findings  and filed a motion  to set  aside the  accounting
    firm's  report.  On June 10,  1995,  the District  Court  disallowed a major
    portion of the accounting firm's report and ordered that the Partnership pay
    CSM $772,043,  which the Partnership had previously recorded as a liability.
    After  depositing  approximately  $850,000  into an escrow  account with the
    Texas State Court to cover the liability to CSM,  including other costs, the
    Partnership was granted its motion for a new trial on September 8, 1995. The
    Partnership  began  negotiations  with CSM related to property  taxes on the
    hotels that the Partnership  paid in 1991 which  otherwise  should have been
    paid by Woolley  and  Sweeney.  The 1992  settlement  documents  between the
    Partnership and Woolley and Sweeney state that, under certain circumstances,
    Woolley and Sweeney would be obligated to reimburse the  Partnership for the
    property  taxes in 1996.  CSM has agreed to exchange their tax obligation to
    the Partnership for the pending payment of the $772,043 to CSM. Accordingly,
    the  Partnership  reduced its  liability  by  $772,043  which  reduction  is
    reflected as other revenue in the accompanying  Statement of Income. Amounts
    recoverable  from the Texas State Court escrow account related to settlement
    of this  dispute  are  included  in other  receivables  in the  accompanying
    balance sheet. This concludes all outstanding items of dispute with CSM.

    In the opinion of  management,  the financial  information  included in this
    report reflects all adjustments  necessary for fair  presentation.  All such
    adjustments  are of a normal  recurring  nature,  except for disputed  items
    related to the CSM lawsuit which have been  reclassified on the Statement of
    Income for the nine months ended September 30, 1994.


<PAGE>

                    FFCA INVESTOR SERVICES CORPORATION 85-A
                    ---------------------------------------

                       BALANCE SHEET - SEPTEMBER 30, 1995
                       ----------------------------------




                                     ASSETS


Cash                                                                       $100
Investment in Guaranteed Hotel Investors 1985, L.P.,
   at cost                                                                  100
                                                                           ----

               Total Assets                                                $200
                                                                           ====

                                   LIABILITY

Payable to Parent                                                          $100
                                                                           ----

                              STOCKHOLDER'S EQUITY


Common Stock; $l par value; 100 shares authorized,
  issued and outstanding                                                    100
                                                                           ----
              Liability and Stockholder's Equity                           $200
                                                                           ====



Note: FFCA Investor Services  Corporation 85-A (a Delaware  corporation)  (85-A)
      was organized on June 28, 1985 to act as the assignor  limited  partner in
      Guaranteed  Hotel  Investors  1985, L.P.  (GHI-85).  The assignor  limited
      partner is the owner of record of the limited partnership units of GHI-85.
      All rights and powers of 85-A have been  assigned to the holders,  who are
      the registered and beneficial owners of the units.  Other than to serve as
      assignor limited partner,  85-A has no other business purpose and will not
      engage in any other activity or incur any debt.



<PAGE>




                                   SIGNATURES

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
co-registrant  has duly  caused  this  report to be signed on its  behalf by the
undersigned thereunto duly authorized.

                              FFCA INVESTOR SERVICES CORPORATION 85-A



Date:  November 8, 1995       By  /s/ John R. Barravecchia
                                 -------------------------------------------
                                      John Barravecchia, President

<PAGE>
                                   SIGNATURES

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
co-registrant  has duly  caused  this  report to be signed on its  behalf by the
undersigned thereunto duly authorized.

                              GUARANTEED HOTEL INVESTORS 1985, L.P.

                              By  FFCA MANAGEMENT COMPANY, L.P.
                                  General Partner


                              By  PERIMETER CENTER MANAGEMENT COMPANY
                                  Corporate General Partner


Date: November 8, 1995        By  /s/ John R. Barravecchia
                                 -------------------------------------------
                                      John Barravecchia, Chief Financial Officer



<TABLE> <S> <C>

<ARTICLE>                   5
<LEGEND>
                  THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION
         EXTRACTED FROM THE BALANCE SHEET AS OF SEPTEMBER 30, 1995 AND
                     THE STATEMENT OF INCOME FOR THE NINE MONTHS ENDED
      SEPTEMBER 30, 1995 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE
                                         TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<CIK>                                                       0000773933
<NAME>                           GUARANTEED HOTEL INVESTORS 1985, L.P.
       
<S>                          <C>    
<PERIOD-TYPE>                9-MOS
<FISCAL-YEAR-END>                                          DEC-31-1995
<PERIOD-START>                                             JAN-01-1995
<PERIOD-END>                                               SEP-30-1995
<CASH>                                                       5,978,008
<SECURITIES>                                                         0
<RECEIVABLES>                                                  766,925
<ALLOWANCES>                                                         0
<INVENTORY>                                                          0
<CURRENT-ASSETS>                                             8,005,682
<PP&E>                                                      54,680,621
<DEPRECIATION>                                               8,380,345
<TOTAL-ASSETS>                                              54,639,538
<CURRENT-LIABILITIES>                                        3,512,663
<BONDS>                                                              0
<COMMON>                                                             0
                                                0
                                                          0
<OTHER-SE>                                                  51,106,727
<TOTAL-LIABILITY-AND-EQUITY>                                54,639,538
<SALES>                                                              0
<TOTAL-REVENUES>                                            18,154,431
<CGS>                                                                0
<TOTAL-COSTS>                                               14,411,064
<OTHER-EXPENSES>                                                     0
<LOSS-PROVISION>                                                     0
<INTEREST-EXPENSE>                                                   0
<INCOME-PRETAX>                                              3,743,367
<INCOME-TAX>                                                         0
<INCOME-CONTINUING>                                          3,743,367
<DISCONTINUED>                                                       0
<EXTRAORDINARY>                                                      0
<CHANGES>                                                            0
<NET-INCOME>                                                 3,743,367
<EPS-PRIMARY>                                                    18.53
<EPS-DILUTED>                                                        0
        


</TABLE>

<TABLE> <S> <C>

<ARTICLE>                  5
<LEGEND>
                THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION
           EXTRACTED FROM THE BALANCE SHEET AS OF SEPTEMBER 30, 1995
               AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH
                                                      BALANCE SHEET.
</LEGEND>
<CIK>                                                     0000778969
<NAME>                       FFCA INVESTOR SERVICES CORPORATION 85-A
       
<S>                          <C>    
<PERIOD-TYPE>                9-MOS
<FISCAL-YEAR-END>                                        DEC-31-1995
<PERIOD-START>                                           JAN-01-1995
<PERIOD-END>                                             SEP-30-1995
<CASH>                                                           100
<SECURITIES>                                                       0
<RECEIVABLES>                                                      0
<ALLOWANCES>                                                       0
<INVENTORY>                                                        0
<CURRENT-ASSETS>                                                   0
<PP&E>                                                             0
<DEPRECIATION>                                                     0
<TOTAL-ASSETS>                                                   200
<CURRENT-LIABILITIES>                                              0
<BONDS>                                                            0
<COMMON>                                                         100
                                              0
                                                        0
<OTHER-SE>                                                         0
<TOTAL-LIABILITY-AND-EQUITY>                                     200
<SALES>                                                            0
<TOTAL-REVENUES>                                                   0
<CGS>                                                              0
<TOTAL-COSTS>                                                      0
<OTHER-EXPENSES>                                                   0
<LOSS-PROVISION>                                                   0
<INTEREST-EXPENSE>                                                 0
<INCOME-PRETAX>                                                    0
<INCOME-TAX>                                                       0
<INCOME-CONTINUING>                                                0
<DISCONTINUED>                                                     0
<EXTRAORDINARY>                                                    0
<CHANGES>                                                          0
<NET-INCOME>                                                       0
<EPS-PRIMARY>                                                      0
<EPS-DILUTED>                                                      0
        


</TABLE>


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