UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the period ended July 31, 1996
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 0-18146
DEAN WITTER REALTY INCOME PARTNERSHIP III, L.P.
(Exact name of registrant as specified in its charter)
Delaware
(State of organization)
13-3293754
(IRS Employer Identification No.)
2 World Trade Center, New York, NY
(Address of principal executive offices)
10048
(Zip Code)
Registrant's telephone number, including area code: (212) 392-1054
Former name, former address and former fiscal year, if changed since last
report: not applicable
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 1 of 15 <PAGE>
<TABLE>
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
DEAN WITTER REALTY INCOME PARTNERSHIP III, L.P.
CONSOLIDATED BALANCE SHEETS
<CAPTION>
July 31, October 31,
1996 1995
ASSETS
<S> <C> <C>
Cash and cash equivalents $ 3,595,298 $ 4,687,564
Real estate:
Land 11,263,904 15,200,000
Buildings and improvements 90,639,599 88,128,571
101,903,503 103,328,571
Accumulated depreciation 24,494,061 22,180,045
77,409,442 81,148,526
Real estate held for sale - 45,495,628
Investments in joint ventures 41,961,662 42,784,835
Deferred leasing commissions, net 1,001,658 968,202
Other assets 2,170,011 2,904,092
$126,138,071 $177,988,847
LIABILITIES AND PARTNERS' CAPITAL
Accounts payable and accrued liabilities $ 988,493 $ 596,476
Security deposits 179,676 169,245
1,168,169 765,721
Partners' capital (deficiency):
General partners (7,846,226) (6,166,797)
Limited partners ($500 per Unit,
534,020 Units issued) 132,816,128 183,389,923
Total partners' capital 124,969,902 177,223,126
$126,138,071 $177,988,847
See accompanying notes to consolidated financial statements.
</TABLE>
<TABLE>
DEAN WITTER REALTY INCOME PARTNERSHIP III, L.P.
CONSOLIDATED STATEMENTS OF OPERATIONS
Three and nine months ended July 31, 1996 and 1995
<CAPTION>
Three months ended Nine months ended
July 31, July 31,
1996 1995 1996 1995
Revenues:
<S> <C> <C> <C> <C>
Rental $2,760,079 $4,078,828 $ 8,901,713 $12,500,819
Equity in earnings of joint ventures 894,363 810,575 2,608,030 2,482,656
Interest 31,243 65,558 639,136 177,514
Other 37,237 79,544 112,337 202,518
3,722,922 5,034,505 12,261,216 15,363,507
Expenses:
Property operating 1,086,496 1,317,355 3,461,969 4,056,682
Depreciation 751,319 1,143,943 2,314,016 3,412,573
Amortization 71,788 70,527 205,922 203,876
General and administrative 222,637 267,628 726,861 776,068
Loss on impairment of real estate - - 12,422,872 -
2,132,240 2,799,453 19,131,640 8,449,199
Net income (loss) $1,590,682 $2,235,052 $ (6,870,424) $6,914,308
Net income (loss) allocated to:
Limited Partners $1,431,614 $2,011,547 $(6,183,382) $6,222,877
General Partners 159,068 223,505 (687,042) 691,431
$1,590,682 $2,235,052 $(6,870,424) $6,914,308
Net income (loss) per Unit of limited
partnership interest $2.68 $3.76 $(11.58) $11.65
See accompanying notes to consolidated financial statements.
</TABLE>
<TABLE>
DEAN WITTER REALTY INCOME PARTNERSHIP III, L.P.
CONSOLIDATED STATEMENT OF PARTNERS' CAPITAL
Nine months ended July 31, 1996
<CAPTION>
Limited General
Partners Partners Total
<S> <C> <C> <C>
Partners' capital (deficiency)
at November 1, 1995 $183,389,923 $(6,166,797) $177,223,126
Net loss (6,183,382) (687,042) (6,870,424)
Cash distributions (44,390,413) (992,387) (45,382,800)
Partners' capital (deficiency)
at July 31, 1996 $132,816,128 $(7,846,226) $124,969,902
See accompanying notes to consolidated financial statements.
/TABLE
<PAGE>
<TABLE>
DEAN WITTER REALTY INCOME PARTNERSHIP III, L.P.
CONSOLIDATED STATEMENTS OF CASH FLOWS
Nine months ended July 31, 1996 and 1995
<CAPTION>
1996 1995
<S> <C> <C>
Cash flows from operating activities:
Net income (loss) $(6,870,424) $ 6,914,308
Adjustments to reconcile net income (loss) to net
cash provided by operating activities:
Depreciation 2,314,016 3,412,573
Amortization 205,922 203,876
Equity in earnings of joint ventures (2,608,030) (2,482,656)
Loss on impairment of real estate 12,422,872 -
(Increase) decrease in operating assets:
Deferred expenses (239,378) (361,791)
Other assets 734,081 (12,104)
Increase (decrease) in operating liabilities:
Accounts payable and accrued liabilities 392,017 240,220
Security deposits 10,431 (19,409)
Net cash provided by operating activities 6,361,507 7,895,017
Cash flows from investing activities:
Proceeds from disposition of real estate
held for sale 35,256,585 -
Additions to real estate (758,761) (344,435)
Investments in joint ventures (567,845) (1,559,494)
Distributions from joint ventures 3,999,048 4,384,189
Net cash provided by investing
activities 37,929,027 2,480,260
Cash flows from financing activities:
Cash distributions (45,382,800) (10,012,876)
(Decrease) increase in cash and cash equivalents (1,092,266) 362,401
Cash and cash equivalents at beginning of period 4,687,564 5,683,026
Cash and cash equivalents at end of period $ 3,595,298 $ 6,045,427
Supplemental disclosure of non-cash investing activities (Note 2):
Reclassification of real estate held for sale:
Increase to real estate:
Land $ 1,023,904
Buildings and improvements 9,215,139
Decrease to real estate held for sale $ 10,239,043
See accompanying notes to consolidated financial statements.
/TABLE
<PAGE>
Notes to Consolidated Financial Statements
1. The Partnership
Dean Witter Realty Income Partnership III, L.P. (the "Partnership") is
a limited partnership organized under the laws of the State of Delaware
in 1985. The Partnership's fiscal year ends on October 31.
The financial statements include the accounts of the Partnership, Part
Six Associates and Laurel-Vincent Place Associates Limited Partnership
on a consolidated basis. The Partnership's interests in Taxter Corporate
Park, Tech Park Reston and the partnership which owns interests in
Chesterbrook Corporate Center are accounted for on the equity method.
The Partnership's records are maintained on the accrual basis of
accounting for financial reporting and tax reporting purposes.
Net income (loss) per Unit of limited partnership interest amounts are
calculated by dividing net income (loss) allocated to Limited Partners,
in accordance with the Partnership Agreement, by the weighted average
number of Units outstanding.
In the opinion of management, the accompanying financial statements,
which have not been audited, include all adjustments necessary to present
fairly the results for the interim period. Except for the losses on
impairment of real estate, such adjustments consist only of normal
recurring accruals.
These financial statements should be read in conjunction with the annual
financial statements and notes thereto included in the Partnership's
annual report on Form 10-K filed with the Securities and Exchange
Commission for the year ended October 31, 1995. Operating results of
interim periods may not be indicative of the operating results for the
entire year.
2. Real Estate
In the fourth quarter of fiscal 1995, the Partnership entered into an
agreement with New Plan Realty Trust, an unaffiliated party, to sell the
Delta Center, Fashion Corners, Hall Road Crossing and Westland Crossing
shopping centers. The net carrying values of these properties were
reduced to the net sales price in October 1995.
The closing of the sale of the Delta Center, Fashion Corners and Hall
Road Crossing shopping centers, for a negotiated sale price of
approximately $35.5 million (net of closing costs), took place on
December 11, 1995. No gain or loss was incurred as a result of the
closing. The net proceeds from the sale ($66.40 per Unit) were
distributed to Limited Partners in March 1996.
Notes to Consolidated Financial Statements
The sale of the Westland Crossing shopping center was cancelled, pursuant
to the sale agreement, because the Partnership was unable to obtain a
replacement tenant for an anchor tenant which vacated its space.
Westland Crossing is no longer being actively marketed for sale;
accordingly, its carrying value was reclassified from real estate held
for sale to real estate in the first quarter of fiscal 1996.
In accordance with its policies, the Partnership evaluated the
recoverability of its investments in real estate and concluded that,
based on revised expectations as to the holding periods of the
properties, the Partnership will be unable to recover its investments in
certain properties. Accordingly, in the first quarter of fiscal 1996,
the Partnership wrote down to fair value (based on independent
appraisals) its Glenhardie and Holcomb Woods properties, and recorded
losses on impairment of approximately $4.7 million and $7.7 million,
respectively.
During the third quarter of 1996, the partnership which owns the Tech
Park property agreed to sell a narrow strip of land adjacent to the
roadway at the property to Fairfax County, VA., and to grant certain
easements on the property to the County. The sale was completed in
September 1996, and the Partnership's share of the gain is approximately
$65,000. The Partnership believes that the transaction will not affect
the future value of the remaining Tech Park property.
3. Related Party Transactions
An affiliate of the Managing General Partner provided property management
services for eight properties (including the three shopping centers sold)
as well as for five buildings at the Chesterbrook Corporate Center. The
Partnership incurred management fees of approximately $229,000 and
$362,000 for the nine months ended July 31, 1996 and 1995, respectively.
These amounts are included in property operating expenses.
Another affiliate of the Managing General Partner performs administrative
functions, processes investor transactions and prepares tax information
for the Partnership. For the nine months ended July 31, 1996 and 1995,
the Partnership incurred approximately $507,000 and $569,000,
respectively, for these services. These amounts are included in general
and administrative expenses.
As of July 31, 1996, the affiliates were owed a total of approximately
$77,000 for these services.
4. Litigation
Various public partnerships sponsored by Realty (including the
Partnership and, in certain cases, its Managing General Partner) are
Notes to Consolidated Financial Statements
defendants in a number of class action lawsuits pending in state and
federal courts. The complaints allege a variety of claims, including
breach of fiduciary duty, fraud, misrepresentation and related claims,
and seek compensatory and other damages and equitable relief. The
defendants intend to vigorously defend the actions. It is impossible to
predict the effect, if any, the outcome of these actions might have on
the Partnership's financial statements.
5. Subsequent Event
On August 29, 1996, the Partnership paid a cash distribution of
approximately $4.85 per Unit to the Limited Partners. The total cash
distribution amounted to $2,877,774, with $2,589,997 distributed to the
Limited Partners and $287,777 to the General Partners.<PAGE>
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS.
Liquidity and Capital Resources
The Partnership raised $267,010,000 in a public offering of 534,020 units
which was terminated in 1987. The Partnership has no plans to raise
additional capital.
The Partnership has purchased eight properties (three of which have been
sold) and has made three investments in partnerships on an all-cash
basis. The Partnership's acquisition program has been completed. No
additional investments are planned.
The closing of the sale of the Delta Center, Fashion Corners and Hall
Road Crossing shopping centers occurred on December 11, 1995. See Note
2 to the consolidated financial statements. During the three- and nine-
month periods ended July 31, 1996, the Partnership's aggregate cash flow
from operations was reduced by approximately $1,119,000 and $2,713,000,
respectively, as a result of the sale of the shopping centers.
In most regions of the country, the growth in demand for office space
exceeds the growth in supply. Office construction remains primarily on
a build-to-suit basis as current rental rates do not justify speculative
development. Some office markets are faring better than others.
Increasing demand for office space by smaller to medium sized firms is
improving the Southeast and suburban Northeast office markets. Vacancies
at many office/research and development properties are declining as
communications, computers and software companies demand additional space.
In the retail sector, a changing tenant base caused by the domination of
certain power center tenants coupled with bankruptcies and major
restructurings of other tenants is resulting in higher vacancies and
stagnant rents.
The Partnership's liquidity depends upon cash flow from operations of its
properties and expenditures for building improvements and tenant
improvements and leasing commissions in connection with the leasing of
space. During the three- and nine-month periods ended July 31, 1996, all
of the Partnership's properties and joint venture interests generated
positive cash flow from operations, and the Partnership anticipates that
they will continue to do so.
In addition, the Partnership's liquidity will be affected by the sale of
the Partnership's properties. In accordance with the provisions of the
Partnership Agreement, the net sales proceeds from the sale of the
shopping centers of $35.5 million ($66.40 per Unit) were distributed to
the Limited Partners in March 1996, representing a return of invested
capital. Because the Partnership has fewer income producing investments,
the Partnership's cash from operations available for distribution will
decline in 1996 and thereafter. Accordingly, the Partnership decreased
its quarterly cash distribution to Limited Partners from $5.9375 to $4.85
per Unit, beginning with the second quarter distribution paid in May
1996.
Given the weaker retail property fundamentals and reduced investor
interest for retail properties, absent changed circumstances, the
Managing General Partner currently does not plan to offer the
Partnership's two remaining shopping centers for sale until 1997. The
Managing General Partner currently plans to offer for sale certain of the
Partnership's office properties in 1996, with the objective of completing
sales of all the Partnership's properties by 1998. There is no assurance
the Partnership will be able to achieve these objectives.
During the nine months ended July 31, 1996, the Partnership's
distributions to investors, capital expenditures, leasing commissions and
contributions to its joint ventures exceeded its cash flow from
operations, net proceeds from sale of shopping centers and distributions
received from its joint ventures. This deficit was funded from cash
reserves.
During the nine months ended July 31, 1996, the Partnership incurred
approximately $1,000,000 of tenant improvements and leasing commissions,
primarily relating to the Glenhardie and Holcomb Woods properties and
contributed approximately $568,000, its share of capital expenditures,
to the Chesterbrook and Taxter joint ventures.
As of July 31, 1996, the Partnership has commitments to fund
approximately $756,000 of tenant improvements and leasing commissions,
primarily relating to the Holcomb Woods property, and to contribute
approximately $314,000, its share of tenant-related capital expenditures,
most of which relates to the Chesterbrook joint venture.
Also, the Partnership may incur material capital expenditures to lease
vacant space at the Laurel Lakes Centre and Westland Crossing shopping
centers. The amount of such expenditures is uncertain at this time. To
the extent that the vacant space at these two properties cannot be re-
leased, the Partnership's cash flow will be reduced.
During the remainder of 1996, the Partnership expects that its cash flow
from operations and distributions received from its joint ventures will
exceed distributions to its investors; the Partnership expects to fund
capital expenditures, leasing commissions and contributions to its joint
ventures from cash reserves.
The Partnership expects that cash flow from the Taxter joint venture will
decrease by approximately $490,000 in 1996 (approximately $320,000 of
which was incurred through July 31, 1996) because the extension of the
lease with Fuji Photo USA Inc. (for approximately 25% of the property's
space) provides for six months of free rent beginning April 1, 1996 and
reduced rent during the remaining term of the extension.
The joint venture which owns Tech Park Reston is discussing with Sprint
Communications, the property's sole tenant, a possible sale of the
property or a restructing of its leases. At present, the outcome of
these discussions and their effect on the Partnership's cash flow and
income is uncertain.
Except as discussed herein and in the consolidated financial statements,
the Managing General Partner is not aware of any trends or events,
commitments or uncertainties that will materially impact liquidity.
Other assets decreased during the nine months ended July 31, 1996
primarily because of the sale of the shopping centers and the
amortization of prepaid real estate taxes at Laurel Lakes Centre.
On August 29, 1996, the Partnership paid the third quarter distribution
of $4.85 per Unit to the Limited Partners. The total cash distribution
amounted to $2,877,774 with $2,589,997 distributed to the Limited
Partners and $287,777 to the General Partners.
Operations
Fluctuations in the Partnership's operating results for the three- and
nine-month periods ended July 31, 1996 compared to 1995 were primarily
attributable to the following:
Rental revenues decreased primarily due to the absence of rents of
approximately $1,340,000 and $3,400,000, from the shopping centers sold.
Revenues also decreased because of decreases in occupancy at the Laurel
Lakes Centre and Westland Crossing shopping centers. These decreases
were partially offset by higher rental income due to increases in
occupancy at the Glenhardie and Holcomb Woods properties.
Equity in earnings of joint ventures increased primarily due to lower
depreciation charges from the Chesterbrook joint venture (due to the
writedown of the property in October 1995) partially offset by lower
rental income and increased depreciation costs recognized at the Taxter
joint venture.
The increase in interest income during the nine months ended July 31,
1996 represents interest earned on the proceeds from the shopping centers
sold until such proceeds were distributed to investors in March 1996.
The decreases in property operating expenses are primarily due to the
absence of approximately $357,000 and $757,000, respectively, in
operating expenses from the shopping centers sold.
Depreciation decreased primarily because no depreciation was recorded in
1996 on the shopping centers sold. Depreciation also decreased at the
Glenhardie and Holcomb Wood properties due to the writedown of these
properties in January 1996.
In the first quarter of fiscal 1996, the Partnership recorded losses on
impairment of the Glenhardie and Holcomb Woods properties totaling
approximately $12.4 million. See Note 2 to the consolidated financial
statements.
A summary of the markets in which the Partnership's properties are
located and the performance of each property is as follows:
The office market in suburban Atlanta, the location of the Business Park
at Holcomb Woods, has a current vacancy rate of approximately 8% and
rental rates have continued to increase in 1996 but at a slower rate than
in 1995. An increase in employment growth from corporate relocations and
improvements to Atlanta's infrastructure are contributing to the area's
prosperity. As a result, a number of office developments have commenced
in this market, and several other projects are in the planning stage of
development; the Partnership expects that these projects will have
minimal effect on the Holcomb Woods property. During the first quarter
of 1996, the Partnership negotiated a 3-year lease renewal with Kimberly
Clark at a higher rental rate for approximately 14% of the property's
space. During the third quarter of 1996, occupancy at the property
increased to 95%. No leases for significant amounts of space expire
before 1998.
Chesterbrook Corporate Center is located in Valley Forge, Pennsylvania,
an improving market with increasing demand and a current vacancy rate of
approximately 12%. During the third quarter of 1996, occupancy at the
property was 95%. No leases for significant amounts of space expire
before 1998.
Glenhardie Corporate Center III and IV is also located in Valley Forge,
Pennsylvania. During the third quarter of 1996, occupancy at the
property was 96%. No leases for significant amounts of space expire
before 1999.
The vacancy level in the office market in Westchester County, New York,
the location of Taxter Corporate Park, remained at 19%. The Partnership
believes that it is unlikely that the vacant space will be absorbed in
the market for several years. However, during the third quarter of 1996,
occupancy at the property increased slightly to 99%. Leases aggregating
approximately 12% of the space are scheduled to expire in 1997.
The Reston market in Virginia, the location of Tech Park Reston, has a
vacancy rate of approximately 10%. The leases with Sprint
Communications, which occupies 100% of the space, expire in 2003. Sprint
has the option to terminate its leases on approximately 96% of the
property's space beginning in 1997 and 1998. As discussed above, the
joint venture which owns the property is discussing with Sprint a sale
of the building or a modification of its leases.
Laurel Lakes Centre is located in a suburb of Baltimore and Washington,
D.C. Retail centers in this market have generally experienced lower net
rental rates and, currently, a vacancy rate of approximately 16%. Many
retailers in this market are experiencing financial difficulties.
However, the property's design, location and tenant mix has enabled it
to maintain relatively stable rental rates. At July 31, 1996, occupancy
at the property decreased to 81% because several small tenants have moved
out upon expiration of their leases or as a result of bankruptcies. The
Partnership is considering the consolidation of portions of the vacant
small shop space at the center. The Partnership is discussing the
possibility of a current tenant's expansion into a 55,000 square foot
block of space. In addition, a national retailer has expressed interest
in leasing another 50,000 square foot area at the property. Although
conversion into "big box" type space would require additional investment
by the Partnership, the Partnership believes that the potential for
higher rental rates and increased occupancy levels would increase the
Partnership's cash flow as well as overall value of the center. Leases
aggregating approximately 10% of the property's space expire in 1997.
Westland Crossing is situated outside downtown Detroit and is in an
overbuilt market with a current vacancy rate of approximately 20%. A
significant amount of new retail space is under construction in this
market. When complete, this space will compete with Westland Crossing
for tenants. In January 1996, Marshalls vacated the property upon the
expiration of its lease (for approximately 18% of the property's space).
During the third quarter of 1996, occupancy at the property decreased
slightly to 60%. The Partnership is considering consolidating vacant
small shop space at this property in order to make room for an additional
anchor tenant. Leases for approximately 13% of the property's space
expire in 1997.
Inflation
Inflation has been consistently low during the periods presented in the
financial statements and, as a result, has not had a significant effect
on the operations of the Partnership or its properties.<PAGE>
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
The following developments have occurred since the filing of the
Partnership's most recent quarterly report on Form 10-Q with respect to
the purported class actions filed against the Partnership.
The parties in the Schechtman Action, the Dosky Action and the Segal
Action intend to ask the Delaware Court of Chancery that such Actions be
consolidated in a single matter. The Grigsby Action has been stayed
indefinitely subject to being reopened for good cause. The Young Action
has been dismissed without prejudice. The defendants in the Young Action
understand that the plaintiffs in the Young Action intend to join the
Schechtman Action, the Dosky Action and the Segal Action if such Actions
are consolidated.
Item 6. Exhibits and Reports on Form 8-K.
a) Exhibits
An exhibit index has been filed as part of this Report
on Page E1.
b) Reports on Form 8-K - None.
<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.
Dean Witter Realty Income
Partnership III, L.P.
By: Dean Witter Realty Income
Properties III Inc.
Managing General Partner
Date: September 12, 1996 By: /s/E. Davisson Hardman, Jr.
E. Davisson Hardman, Jr.
President
Date: September 12, 1996 By: /s/Lawrence Volpe
Lawrence Volpe
Controller
(Principal Financial and
Accounting Officer)
<PAGE>
Dean Witter Realty Income Partnership III, L.P.
Quarter Ended April 30, 1996
Exhibit Index
Exhibit No. Description
27 Financial Data Schedule
E1
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
Registrant is a limited partnership which invests in real estate and real
estate joint ventures. In accordance with industry practice, its balance
sheet is unclassified. For full information, refer to the accompanying
unaudited financial statements.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> OCT-31-1996
<PERIOD-END> JUL-31-1996
<CASH> 3,595,298
<SECURITIES> 0
<RECEIVABLES> 1,783,140
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 126,138,071<F1>
<CURRENT-LIABILITIES> 0
<BONDS> 0
<COMMON> 0
0
0
<OTHER-SE> 124,969,902<F2>
<TOTAL-LIABILITY-AND-EQUITY> 126,138,071<F3>
<SALES> 0
<TOTAL-REVENUES> 12,261,216<F4>
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 19,131,640
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (6,870,424)
<INCOME-TAX> 0
<INCOME-CONTINUING> (6,870,424)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (6,870,424)
<EPS-PRIMARY> (11.58)<F5>
<EPS-DILUTED> 0
<FN>
<F1>In addition to cash and receivables, total assets include net investments
in real estate of $77,409,442, investment in joint ventures of $41,961,662,
net deferred leasing commissions of $1,001,658 and other assets of
$386,871.
<F2>Other Stockholders' Equity represents partners' capital.
<F3>Liabilities include accounts payable and accrued liabilities of $988,493,
and security deposits of $179,676.
<F4>Total revenue includes rent of $8,901,713, equity in earnings of joint
ventures of $2,608,030 interest of $639,136 and other revenues of
$112,337.
<F5>Represents net income per Unit of limited partnership interest.
</FN>
</TABLE>
