SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
Annual Report Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
For the period from January 1, 1998 to
November 30, 1998 Commission file number 0-16599
JMB MORTGAGE PARTNERS, LTD. - IV
-----------------------------------------------------
(Exact name of registrant as specified in its charter)
Illinois 36-3426138
(State of organization) (I.R.S. Employer Identification No.)
900 North Michigan Avenue, Chicago, Illinois 60611
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code 312-915-1987
Securities registered pursuant to Section 12(b) of the Act:
Name of each exchange on
Title of each class which registered
------------------- ------------------------
None None
Securities registered pursuant to Section 12(g) of the Act:
LIMITED PARTNERSHIP INTERESTS
(Title of class)
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 [ ]
Indicate by check mark if disclosure of delinquent filers pursuant to
Item 405 of Regulation S-K is not contained herein and will not be
contained, to the best of registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this
Form 10-K or any amendment to this Form 10-K [ X ]
State the aggregate market value of the voting stock held by nonaffiliates
of the registrant. Not applicable.
Documents incorporated by reference: None
<PAGE>
TABLE OF CONTENTS
Page
----
PART I
Item 1. Business. . . . . . . . . . . . . . . . . . . . 1
Item 2. Properties. . . . . . . . . . . . . . . . . . . 3
Item 3. Legal Proceedings . . . . . . . . . . . . . . . 4
Item 4. Submission of Matters to a
Vote of Security Holders. . . . . . . . . . . . 4
PART II
Item 5. Market for the Partnership's
Limited Partnership Interests and
Related Security Holder Matters . . . . . . . . 4
Item 6. Selected Financial Data . . . . . . . . . . . . 5
Item 7. Management's Discussion and
Analysis of Financial Condition and
Results of Operations . . . . . . . . . . . . . 7
Item 7A. Quantitative and Qualitative
Disclosure About Market Risk. . . . . . . . . . 9
Item 8. Financial Statements and
Supplementary Data. . . . . . . . . . . . . . . 10
Item 9. Changes in and Disagreements
with Accountants on Accounting and
Financial Disclosure. . . . . . . . . . . . . . 28
PART III
Item 10. Directors and Executive Officers
of the Partnership. . . . . . . . . . . . . . . 28
Item 11. Executive Compensation. . . . . . . . . . . . . 31
Item 12. Security Ownership of Certain
Beneficial Owners and Management. . . . . . . . 32
Item 13. Certain Relationships and
Related Transactions. . . . . . . . . . . . . . 33
PART IV
Item 14. Exhibits, Financial Statement
Schedules, and Reports on Form 8-K. . . . . . . 33
SIGNATURES . . . . . . . . . . . . . . . . . . . . . . . . 35
i
<PAGE>
PART I
ITEM 1. BUSINESS
Unless otherwise indicated, all references herein to "Notes" are to
Notes to Financial Statements contained in this annual report. Capitalized
terms used herein, but not defined, have the same meanings as used in the
Notes.
The registrant, JMB Mortgage Partners, Ltd. - IV (the "Partnership"),
was a limited partnership formed in 1986 and governed by the Revised
Uniform Limited Partnership Act of the State of Illinois to make first
mortgage loans and senior land purchase-leasebacks/leasehold mortgage loans
and, to a lesser extent, wrap-around and junior mortgage loans and land
purchase-leaseback arrangements on a subordinated basis. On September 18,
1986, the Partnership commenced an offering of $75,000,000 (subject to
increase by up to $75,000,000) in Limited Partnership Interests
("Interests") pursuant to a Registration Statement on Form S-11 under the
Securities Act of 1933 (Registration No. 33-4036). A total of 43,271.25
Interests were sold to the public at $1,000 per Interest (fractional
interests are due to a Distribution Reinvestment Program). The offering
closed on December 31, 1987. No holder of Interests (hereinafter, a
"Limited Partner") has made any additional capital contribution after such
date. The Limited Partners of the Partnership shared in their portion of
the benefits of ownership of the Partnership's mortgage investments
according to the number of Interests held.
The Partnership was engaged solely in the business of investing in
real estate, such as residential garden apartment complexes and smaller
commercial properties through participating first mortgage loans and
certain other mortgage investments. All of the Partnership's investments
in real estate have been liquidated. The Partnership's mortgage
investments were located throughout the nation, and it had no mortgage
investments located outside of the United States. A presentation of
information about industry segments, geographic regions, raw materials or
seasonality was not applicable and would not have been material to an
understanding of the Partnership's business taken as a whole. Upon the
disposition of a particular mortgage investment or property through sale,
repayment or maturity of such investment, the net proceeds, if any, were
held for working capital, distributed or reinvested in existing mortgage
investments or properties rather than invested in acquiring additional
mortgage investments. The Partnership made a final liquidating cash
distribution to its holders of Interests and wound up its affairs and
dissolved effective November 30, 1998. Reference is also made to Item 7.
The Partnership made mortgage investments in the properties listed
below.
<PAGE>
<TABLE>
<CAPTION>
DATE OF SALE OR
PROPERTY SIZE INVESTMENT REPAYMENT DATE TYPE OF INVESTMENT
- ---------------------- ---------- --------------- --------------- ---------------------
<S> <C> <C> <C> <C>
1. Calibre Pointe
Apartments
Atlanta, Georgia . . 214 units September, 1987 5-30-96 Fee ownership of land and
improvements (through joint
venture partnership) (a)
2. North Rivers Market
shopping center
North Charleston,
South Carolina . . . 204,779 December, 1987 12-30-97 Fee ownership of land and
sq.ft. improvements (through joint
venture partnership) (b)
3. Riverpoint Center
shopping center
Chicago, Illinois. . 196,080 August, 1987 12-24-96 Participating first
sq.ft. mortgage loan (c)
4. Franklin Farm
Village Center
shopping center
Fairfax County,
Virginia . . . . . . 104,000 December, 1991 10-30-96 Participating first
sq.ft. mortgage loan (c)
<FN>
- ---------------
(a) Reference is made to the Notes for a description of the events resulting in the Partnership, through a
joint venture, obtaining legal title to this property in December 1991 and for a description of the subsequent
sale of this property in May 1996.
(b) Reference is made to the Notes for a description of the events resulting in the Partnership accounting
for its investment as a joint venture investment in real estate effective September 1, 1992. Also, reference is
made to the Notes for a description of the sale of this property in December 1997.
(c) Reference is made to the Notes filed with this annual report for a description of the events resulting
in the repayment of this mortgage loan.
</TABLE>
<PAGE>
The Partnership's agreements for these mortgage investments were made
during the years 1991, 1989, 1988 and 1987. The Partnership's
participating first mortgage loan on the Calibre Pointe Apartments in
Atlanta, Georgia is described in the Notes, including a description of the
events resulting in the Partnership, through a joint venture, obtaining
legal title to the property in December 1991 and subsequent sale in May
1996. The Partnership's participating first mortgage loan on the North
Rivers Market shopping center in North Charleston, South Carolina is
described in the Notes, including the subsequent acquisition, through a
joint venture, of the underlying collateral in May 1993 and subsequent sale
in December 1997. The Partnership's fundings of a participating first
mortgage loan secured by the Riverpoint Center shopping center, located in
Chicago, Illinois and subsequent payoff in December 1996 are described in
the Notes. The Partnership's fundings of a participating first mortgage
loan secured by the Franklin Farm Village Center, located in Fairfax
County, Virginia and subsequent payoff in October 1996 are described in the
Notes. All such descriptions from the Notes are incorporated herein by
reference.
The properties including those which secured the Partnership's
mortgage investments were subject to competition from similar types of
properties (including, in certain areas, properties owned by affiliates of
the General Partners) in the respective vicinities in which they were
located. Such competition was generally for the retention of existing
tenants and for securing new tenants in markets where significant vacancies
were present.
The terms of transactions between the Partnership, the General
Partners of the Partnership and their affiliates are set forth in Items 10
and 11 below to which reference is hereby made for a description of such
terms and transactions.
ITEM 2. PROPERTIES
The Partnership made real estate/mortgage investments in the proper-
ties referred to under Item 1. Reference is made to Item 1 and the Notes
for a description of such investments.
<PAGE>
ITEM 3. LEGAL PROCEEDINGS
The Partnership is not subject to any material pending legal
proceedings.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
There were no matters submitted to a vote of security holders during
fiscal years 1997 and 1998.
PART II
ITEM 5. MARKET FOR THE PARTNERSHIP'S LIMITED PARTNERSHIP INTERESTS
AND RELATED SECURITY HOLDER MATTERS
Immediately prior to the dissolution of the Partnership, there were
6,831 record holders of Interests of the Partnership. There had been no
public market for Interests and it had not been anticipated that a public
market for Interests would develop. Upon request, the Corporate General
Partner provided information relating to a prospective transfer of
Interests to an investor desiring to transfer his Interests. The price
paid for the Interests as well as any other economic aspects of the
transaction was subject to negotiation by the investor.
Reference is made to Item 6 for a discussion of cash distributions
made to the Limited Partners.
Reference is made to Item 7 for a discussion of unsolicited tender
offers received from unaffiliated third parties.
<PAGE>
<TABLE>
ITEM 6. SELECTED FINANCIAL DATA
JMB MORTGAGE PARTNERS, LTD. - IV
(A LIMITED PARTNERSHIP)
ELEVEN MONTHS ENDED NOVEMBER 30, 1998
(IMMEDIATELY PRIOR TO FINAL LIQUIDATING DISTRIBUTION)
AND YEARS ENDED DECEMBER 31, 1997, 1996, 1995 and 1994
(NOT COVERED BY INDEPENDENT AUDITORS' REPORT)
<CAPTION>
1998 1997 1996 1995 1994
------------ ---------- ---------- ---------- ----------
<S> <C> <C> <C> <C> <C>
Total revenues . . . . . . $ 77,125 438,487 2,468,952 2,626,166 2,400,118
============ ========== ========== ========== ==========
Earnings (loss) before
gains on sales of
investment properties. . $ (219,063) 729,888 2,378,392 1,923,264 2,832,873
Gains on sales of
properties by uncon-
solidated ventures. . . . -- 1,554,939 980,379 -- --
------------ ---------- ---------- ---------- ----------
Net earnings
(loss). . . . . . . . . . $ (219,063) 2,284,827 3,358,771 1,923,264 2,832,873
============ ========== ========== ========== ==========
Net earnings (loss)
per Interest (b):
Earnings (loss)
before gains on sales
of investment
properties. . . . . . . $ (4.52) 9.60 48.85 37.05 59.89
Gains on sales of
investment properties
by unconsolidated
ventures. . . . . . . . -- 32.78 22.42 -- --
------------ ---------- ---------- ---------- ----------
Net earnings . . . . . . . $ (4.52) 42.38 71.27 37.05 59.89
============ ========== ========== ========== ==========
Total assets . . . . . . . $ 603,270 7,915,146 32,261,029 36,850,082 38,080,726
============ ========== ========== ========== ==========
Cash distributions
per Interest (c). . . . . $ 159.00 601.63 174.57 67.50 50.21
============ ========== ========== ========== ==========
<PAGE>
<FN>
- -------------
(a) The above selected financial data should be read in conjunction with the financial statements and the
related notes appearing elsewhere in this annual report.
(b) The net earnings (loss) per Interest is based upon the number of Interests outstanding at the end of
each period (43,276.25) and the specified profit and loss allocations (as discussed in the Notes) between the
Limited and General Partners.
(c) Cash distributions from the Partnership were generally not equal to Partnership income (loss) for
financial reporting or Federal income tax purposes. Each partner's taxable income (loss) from the Partnership in
each year was equal to his allocable share of the taxable income (loss) of the Partnership, without regard to the
cash generated or distributed by the Partnership. Accordingly, cash distributions to the Limited Partners since
the inception of the Partnership have not resulted in taxable income to such Limited Partners and have therefore
resulted in a return of capital.
</TABLE>
<PAGE>
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
LIQUIDITY AND CAPITAL RESOURCES
As a result of the public offering of Interests as described in
Item 1, the Partnership had approximately $37,600,000 (after deducting
selling expenses and other offering costs) with which to make mortgage
investments and to satisfy working capital requirements. A portion of such
proceeds was utilized to make the mortgage loans described in Item 1 above.
During 1996, some of the holders of Interests in the Partnership
received from unaffiliated third parties unsolicited tender offers to
purchase up to 4.9% of the Interests in the Partnership at $425 per
Interest. The Partnership recommended against acceptance of these offers
on the basis that, among other things, the offer prices were inadequate.
The board of directors of JMB Realty Corporation ("JMB"), the corporate
general partner of the Partnership, had established a special committee
(the "Special Committee") consisting of certain directors of JMB to deal
with all matters relating to tender offers for Interests in the
Partnership, including any and all responses to such tender offers. The
Special Committee had retained independent counsel to advise it in
connection with any potential tender offers for Interests and had retained
Lehman Brothers Inc. as financial advisor to assist the Special Committee
in evaluating and responding to any additional potential tender offers for
Interests.
The Partnership has been made aware that in July and September 1997
and January 1998, three unsolicited tender offers to some of the holders of
Interests were made by an unaffiliated third party. These offers sought to
purchase up to 4.9% of the Interests in the Partnership at prices ranging
from $45 to $105 per Interest. All of such offers have expired. The
Special Committee recommended against acceptance of these offers on the
basis that, among other things, the offer prices were inadequate. As of
the date of this report, the Partnership was aware that 3.38% of the
outstanding Interests were purchased by all such unaffiliated third parties
either pursuant to such tender offers or through negotiated purchases.
All of the Partnership's real estate investments were liquidated in
1996 and 1997.
In February 1998, distributions of approximately $6,881,000 ($159 per
Interest) were made to the Limited Partners, which included $109 per
Interest from the distributions received in 1998 from North Rivers Market
Associates relating to the December 1997 sale of the North Rivers Market
shopping center and $50 per Interest from Partnership operational cash flow
and reserves, including those from offering proceeds. The Partnership also
paid a distribution of $120,212 in February 1998 and $49,912 in November
1998 to the General Partners, which represented their share of Partnership
operational cash flow and reserves, including those from offering proceeds.
In connection with the sale of the North Rivers Market shopping
center, the Partnership's last remaining real estate investment, as is
customary in such transactions, the North Rivers Market Associates venture
agreed to certain representations and warranties, with a stipulated
survival period which expired, with no liability to the venture, as
scheduled in late September 1998. The General Partners did not receive
their share of any distribution of proceeds from the sale, as the
subordination requirements of the Partnership Agreement for the retention
of sales proceeds by the General Partners were not met.
The Partnership made a final liquidating cash distribution of $603,270
($13.94 per Interest) to its holders of Interests and wound up its affairs
and dissolved effective November 30, 1998. However, the Partnership's goal
of capital appreciation was not achieved. Aggregate sale and repayment
proceeds received by holders of Interests over the entire term of the
Partnership were less than their original investment.
<PAGE>
RESULTS OF OPERATIONS
Reference is made to the Notes for a description of the real estate
investments made by the Partnership.
The decrease in cash and cash equivalents at November 30, 1998 as
compared to December 31, 1997 is due primarily to distributions of
approximately $6,881,000 ($159 per Interest) made to the Limited Partners
in February 1998 which included $109 per Interest from the distributions
received in 1998 from North Rivers Market Associates relating to the
December 1997 sale of the North Rivers Market shopping center and $50 per
Interest from Partnership operational cash flow and reserves, including
those from offering proceeds. The Partnership also paid a distribution of
$120,212 in February 1998 and $49,912 in November 1998 to the General
Partners, which represented their share of Partnership operational cash
flow and reserves, including those from offering proceeds. The General
Partners did not receive their share of any distribution of proceeds from
sales due to subordination requirements of the Partnership Agreement. The
above decrease in cash and cash equivalents was partly offset by
distributions of approximately $5,113,000 received by the Partnership from
the North Rivers Market Associates venture in 1998, a substantial portion
of which represented the Partnership's share of the proceeds from the
December 1997 sale of the North Rivers Market shopping center. Such
distributions also were the primary reason for the decrease in investment
in unconsolidated venture, at equity, at November 30, 1998 as compared to
December 31, 1997.
The decrease in interest income for the eleven months ended
November 30, 1998 as compared to the year ended December 31, 1997 is due
primarily to the interest earned in 1997 on the temporary investment of the
proceeds from the repayment of the Riverpoint Center and Franklin Farm
Village Center mortgage loans during the fourth quarter of 1996. The
decrease in interest income and mortgage investment servicing fees for the
year ended December 31, 1997 as compared to the year ended December 31,
1996 is due primarily to the repayment of the Riverpoint Center and
Franklin Farm Village Center mortgage loans in 1996.
The decrease in amortization of deferred costs for the year ended
December 31, 1997 as compared to the year ended December 31, 1996 is due to
the amortization of all remaining costs in connection with the 1996
repayment of the mortgage loans secured by the Franklin Farm Village Center
and Riverpoint Center.
The provision for loan loss for the year ended December 31, 1996 is
the result of a loan loss provision recorded for the mortgage note secured
by the Riverpoint Center.
The decrease in Partnership's share of operations of unconsolidated
ventures for the eleven months ended November 30, 1998 as compared to the
years ended December 31, 1997 and 1996 is due primarily to the sales of the
North Rivers Market shopping center in December 1997 and the Calibre Pointe
Apartments in May 1996.
The gains on sales of properties by unconsolidated venture of
$1,554,939 and $980,379, for the years ended December 31, 1997 and 1996,
respectively, are due to the December 1997 sale of the North Rivers Market
shopping center and the May 1996 sale of the Calibre Pointe Apartments.
INFLATION
Due to the decrease in the level of inflation in recent years,
inflation generally has not had a material effect on the operations of the
Partnership. Inflation in future periods is not applicable since the
Partnership wound up its affairs and dissolved effective November 30, 1998.
<PAGE>
ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK
The Partnership wound up its affairs and dissolved in 1998. As a
result, there is no meaningful disclosure for this item.
YEAR 2000
The Partnership wound up its affairs and dissolved in 1998.
<PAGE>
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
JMB MORTGAGE PARTNERS, LTD. - IV
(A LIMITED PARTNERSHIP)
INDEX
Independent Auditors' Report
Balance Sheets, November 30, 1998 (Immediately prior to final
liquidating distribution) and December 31, 1997
Statements of Operations, eleven months ended November 30, 1998
(Immediately prior to final liquidating distribution)
and years ended December 31, 1997 and 1996
Statements of Partners' Capital Accounts, eleven months ended
November 30, 1998 (Immediately prior to final liquidating
distribution) and years ended December 31, 1997 and 1996
Statements of Cash Flows, eleven months ended
November 30, 1998 (Immediately prior to final liquidating
distribution) and years ended December 31, 1997 and 1996
Notes to Financial Statements
SCHEDULES NOT FILED:
All schedules have been omitted as the required information is
inapplicable or the information is presented in the financial statements or
related notes.
<PAGE>
INDEPENDENT AUDITORS' REPORT
The Partners
JMB MORTGAGE PARTNERS, LTD. - IV:
We have audited the financial statements of JMB Mortgage Partners,
Ltd. - IV (a limited partnership) as listed in the accompanying index.
These financial statements are the responsibility of the General Partners
of the Partnership. Our responsibility is to express an opinion on these
financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free
of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles
used and significant estimates made by the General Partners of the
Partnership, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for
our opinion.
In our opinion, the financial statements referred to above present
fairly, in all material respects, the financial position of JMB Mortgage
Partners, Ltd. - IV as of November 30, 1998 (immediately prior to final
liquidating distribution) and December 31, 1997, and the results of its
operations and its cash flows for the eleven months ended November 30, 1998
(immediately prior to final liquidating distribution) and for the years
ended December 31, 1997 and 1996, in conformity with generally accepted
accounting principles.
As discussed in the Notes to the financial statements, in 1996 the
Partnership changed its method of accounting for long-lived assets and
long-lived assets to be disposed of to conform with Statement of Financial
Accounting Standards No. 121.
KPMG LLP
Chicago, Illinois
February 8, 1999
<PAGE>
<TABLE>
JMB MORTGAGE PARTNERS, LTD. - IV
(A LIMITED PARTNERSHIP)
BALANCE SHEETS
NOVEMBER 30, 1998 (IMMEDIATELY PRIOR TO FINAL LIQUIDATING DISTRIBUTION)
AND DECEMBER 31, 1997
ASSETS
------
<CAPTION>
1998 1997
------------ -----------
<S> <C> <C>
Current assets:
Cash and cash equivalents. . . . . . . . . . . . . . . . . . . . . . . $ 603,270 2,783,994
Interest and other receivables . . . . . . . . . . . . . . . . . . . . -- 12,154
------------ -----------
Total current assets . . . . . . . . . . . . . . . . . . . . . 603,270 2,796,148
------------ -----------
Investment in unconsolidated venture,
at equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . -- 5,118,998
------------ -----------
$ 603,270 7,915,146
============ ==========
<PAGE>
JMB MORTGAGE PARTNERS, LTD. - IV
(A LIMITED PARTNERSHIP)
BALANCE SHEETS
LIABILITIES AND PARTNERS' CAPITAL ACCOUNTS
------------------------------------------
1998 1997
------------ -----------
Current liabilities:
Accounts payable . . . . . . . . . . . . . . . . . . . . . . . . . . . $ -- 35,854
Other liabilities. . . . . . . . . . . . . . . . . . . . . . . . . . . -- 7,683
------------ -----------
Total current liabilities. . . . . . . . . . . . . . . . . . . -- 43,537
------------ -----------
Commitments and contingencies
Partners' capital accounts:
General partners:
Capital contributions. . . . . . . . . . . . . . . . . . . . . . . . 2,772 1,000
Cumulative net earnings. . . . . . . . . . . . . . . . . . . . . . . 2,331,978 2,355,338
Cumulative cash distributions. . . . . . . . . . . . . . . . . . . . (2,334,750) (2,164,626)
------------ -----------
-- 191,712
------------ -----------
Limited partners (43,276.25 interests):
Capital contributions, net of
offering costs. . . . . . . . . . . . . . . . . . . . . . . . . . . 37,619,348 37,619,348
Cumulative net earnings. . . . . . . . . . . . . . . . . . . . . . . 23,033,063 23,228,766
Cumulative cash distributions. . . . . . . . . . . . . . . . . . . . (60,049,141) (53,168,217)
------------ -----------
603,270 7,679,897
------------ -----------
Total partners' capital accounts . . . . . . . . . . . . . . . 603,270 7,871,609
------------ -----------
$ 603,270 7,915,146
============ ===========
<FN>
See accompanying notes to financial statements.
</TABLE>
<PAGE>
<TABLE>
JMB MORTGAGE PARTNERS, LTD. - IV
(A LIMITED PARTNERSHIP)
STATEMENTS OF OPERATIONS
ELEVEN MONTHS ENDED NOVEMBER 30, 1998
(IMMEDIATELY PRIOR TO FINAL LIQUIDATING DISTRIBUTION)
AND YEARS ENDED DECEMBER 31, 1997 AND 1996
<CAPTION>
1998 1997 1996
------------ ------------ ------------
<S> <C> <C> <C>
Income:
Interest income. . . . . . . . . . . . . . . . . . . $ 77,125 438,487 2,468,952
------------ ------------ ------------
Expenses:
Mortgage investment servicing fees . . . . . . . . . -- -- 51,189
Professional services. . . . . . . . . . . . . . . . 70,658 62,708 88,258
Amortization of deferred costs . . . . . . . . . . . -- -- 221,069
General and administrative . . . . . . . . . . . . . 219,878 51,760 180,884
Provision for loan loss. . . . . . . . . . . . . . . -- -- 105,168
------------ ------------ ------------
290,536 114,468 646,568
------------ ------------ ------------
(213,411) 324,019 1,822,384
Partnership's share of operations (loss)
of unconsolidated ventures . . . . . . . . . . . . . (5,652) 405,869 556,008
------------ ------------ ------------
Earnings (loss) before gains on sales
of investment properties . . . . . . . . . (219,063) 729,888 2,378,392
Gains on sales of properties by
unconsolidated ventures. . . . . . . . . . . . . . . -- 1,554,939 980,379
------------ ------------ ------------
Net earnings (loss). . . . . . . . . . . . . $ (219,063) 2,284,827 3,358,771
============ ============ ============
<PAGE>
JMB MORTGAGE PARTNERS, LTD. - IV
(A LIMITED PARTNERSHIP)
STATEMENTS OF OPERATIONS - CONTINUED
1998 1997 1996
------------ ------------ ------------
Net earnings (loss) per
limited partnership interest:
Earnings (loss) before gains on
sales of investment properties. . . . . . $ (4.52) 9.60 48.85
Gains on sales of properties by
unconsolidated ventures . . . . . . . . . -- 32.78 22.42
------------ ------------ ------------
$ (4.52) 42.38 71.27
============ ============ ============
<FN>
See accompanying notes to financial statements.
</TABLE>
<PAGE>
<TABLE>
JMB MORTGAGE PARTNERS, LTD. - IV
(A LIMITED PARTNERSHIP)
STATEMENTS OF PARTNERS' CAPITAL ACCOUNTS
ELEVEN MONTHS ENDED NOVEMBER 30, 1998
(IMMEDIATELY PRIOR TO FINAL LIQUIDATING DISTRIBUTION)
AND YEARS ENDED DECEMBER 31, 1997 AND 1996
<CAPTION>
GENERAL PARTNERS LIMITED PARTNERS (43,276.25)
-------------------------------------------------- ---------------------------------------------------
NET NET
CONTRI- EARNINGS CASH CONTRI- EARNINGS CASH
BUTIONS (LOSS) DISTRIBUTIONS TOTAL BUTIONS (LOSS) DISTRIBUTIONS TOTAL
------- ---------- ------------- ----------- ----------- ---------- ------------- -----------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Balance at
December 31,
1995. . . . . $1,000 1,630,142 (1,585,752) 45,390 37,619,348 18,310,364 (19,577,361) 36,352,351
Net earnings
(loss). . . . -- 274,270 -- 274,270 -- 3,084,501 -- 3,084,501
Cash distri-
butions
($174.57 per
limited
partnership
interest) . . -- -- (264,466) (264,466) -- -- (7,554,605) (7,554,605)
------ --------- ---------- -------- ---------- ---------- ----------- -----------
Balance at
December 31,
1996. . . . . 1,000 1,904,412 (1,850,218) 55,194 37,619,348 21,394,865 (27,131,966) 31,882,247
Net earnings
(loss). . . . -- 450,926 -- 450,926 -- 1,833,901 -- 1,833,901
Cash distri-
butions
($601.63 per
limited
partnership
interest) . . -- -- (314,408) (314,408) -- -- (26,036,251)(26,036,251)
------ --------- ---------- -------- ---------- ---------- ----------- -----------
Balance at
December 31,
1997. . . . . $1,000 2,355,338 (2,164,626) 191,712 37,619,348 23,228,766 (53,168,217) 7,679,897
<PAGE>
JMB MORTGAGE PARTNERS, LTD. - IV
(A LIMITED PARTNERSHIP)
STATEMENTS OF PARTNERS' CAPITAL ACCOUNTS - CONTINUED
GENERAL PARTNERS LIMITED PARTNERS (43,276.25)
-------------------------------------------------- ---------------------------------------------------
NET NET
CONTRI- EARNINGS CASH CONTRI- EARNINGS CASH
BUTIONS (LOSS) DISTRIBUTIONS TOTAL BUTIONS (LOSS) DISTRIBUTIONS TOTAL
------- ---------- ------------- ----------- ----------- ---------- ------------- -----------
Capital con-
tributions. . 1,772 -- -- 1,772 -- -- -- --
Net earnings
(loss). . . . -- (23,360) -- (23,360) -- (195,703) -- (195,703)
Cash distri-
butions
($159.00 per
limited
partnership
interest) . . -- -- (170,124) (170,124) -- -- (6,880,924) (6,880,924)
------ --------- ---------- -------- ---------- ---------- ----------- -----------
Balance at
November 30,
1998. . . . . $2,772 2,331,978 (2,334,750) -- 37,619,348 23,033,063 (60,049,141) 603,270
====== ========= ========== ======== ========== ========== =========== ===========
<FN>
See accompanying notes to financial statements.
</TABLE>
<PAGE>
<TABLE>
JMB MORTGAGE PARTNERS, LTD. - IV
(A LIMITED PARTNERSHIP)
STATEMENTS OF CASH FLOWS
ELEVEN MONTHS ENDED NOVEMBER 30, 1998
(IMMEDIATELY PRIOR TO FINAL LIQUIDATING DISTRIBUTION)
AND YEARS ENDED DECEMBER 31, 1997 AND 1996
<CAPTION>
1998 1997 1996
----------- ----------- -----------
<S> <C> <C> <C>
Cash flows from operating activities:
Net earning (loss) . . . . . . . . . . . . . . . . . $ (219,063) 2,284,827 3,358,771
Items not requiring cash or cash equivalents:
Amortization of deferred costs . . . . . . . . . . -- -- 221,069
Provision for loan loss. . . . . . . . . . . . . . -- -- 105,168
Partnership's share of operations of
unconsolidated ventures, net of
distributions. . . . . . . . . . . . . . . . . . 5,652 249,146 657,946
Gain on sale of property by uncon-
solidated venture. . . . . . . . . . . . . . . . . -- (1,554,939) (980,379)
Changes in:
Interest and other receivables . . . . . . . . . . 12,154 329,841 (226,038)
Deferred interest receivable . . . . . . . . . . . -- -- 1,039,161
Accounts payable . . . . . . . . . . . . . . . . . (35,854) (190,361) (211,155)
Other liabilities. . . . . . . . . . . . . . . . . (7,683) (89,690) 82,402
----------- ----------- -----------
Net cash provided by (used in)
operating activities . . . . . . . . . . . (244,794) 1,028,824 4,046,945
----------- ----------- -----------
Cash flows from investing activities:
Partnership's distributions from
unconsolidated ventures, including
cash proceeds from sale of property. . . . . . . . 5,113,346 -- 4,708,711
Collection of principal on mortgage
notes receivable . . . . . . . . . . . . . . . . . -- -- 21,964,802
Payment of deferred costs. . . . . . . . . . . . . . -- -- (1,155)
----------- ----------- -----------
Net cash provided by (used in)
investing activities . . . . . . . . . . . 5,113,346 -- 26,672,358
----------- ----------- -----------
Cash flows from financing activities:
Contributions from general partners. . . . . . . . . 1,772 -- --
Distributions to limited partners. . . . . . . . . . (6,880,924) (26,036,251) (7,554,605)
Distributions to general partners. . . . . . . . . . (170,124) (314,408) (264,466)
----------- ----------- -----------
<PAGE>
JMB MORTGAGE PARTNERS, LTD. - IV
(A LIMITED PARTNERSHIP)
STATEMENTS OF CASH FLOWS - CONTINUED
1998 1997 1996
----------- ----------- -----------
Net cash provided by (used in)
financing activities . . . . . . . . . . . (7,049,276) (26,350,659) (7,819,071)
----------- ----------- -----------
Net increase (decrease) in
cash and cash equivalents. . . . . . . . . (2,180,724) (25,321,835) 22,900,232
Cash and cash equivalents,
beginning of period. . . . . . . . . . . . 2,783,994 28,105,829 5,205,597
----------- ----------- -----------
Cash and cash equivalents,
end of period. . . . . . . . . . . . . . . $ 603,270 2,783,994 28,105,829
=========== =========== ===========
Supplemental disclosure of cash flow
information:
Cash paid for mortgage and other interest. . . . . . $ -- -- --
=========== =========== ===========
Non-cash investing and financing activities. . . . . $ -- -- --
=========== =========== ===========
<FN>
See accompanying notes to financial statements.
</TABLE>
<PAGE>
JMB MORTGAGE PARTNERS, LTD.-IV
(A LIMITED PARTNERSHIP)
NOTES TO FINANCIAL STATEMENTS
ELEVEN MONTHS ENDED NOVEMBER 30, 1998
(IMMEDIATELY PRIOR TO FINAL LIQUIDATING DISTRIBUTION)
AND YEARS ENDED DECEMBER 31, 1997 AND 1996
OPERATIONS AND BASIS OF ACCOUNTING
GENERAL
The Partnership held an investment portfolio of first mortgage loans
and (through joint ventures) equity investments in commercial and
residential real estate. Business activities consisted of the collections
of interest and principal on such loans and, with respect to its former
equity investments, rentals to commercial and retail tenants, residential
tenants and the ultimate sale of such real estate.
The equity method of accounting has been applied in the accompanying
financial statements with respect to the Partnership's interests in Calibre
Pointe Associates (property sold in May 1996) and North Rivers Market
Associates (property sold in December 1997). Accordingly, the accompanying
financial statements do not include the accounts of the Calibre Pointe
Associates and North Rivers Market Associates ventures.
The Partnership's records were maintained on the accrual basis of
accounting as adjusted for Federal income tax reporting purposes. The
accompanying financial statements have been prepared from such records
after making appropriate adjustments to reflect the Partnership's accounts
in accordance with generally accepted accounting principles ("GAAP"). Such
adjustments were not recorded on the records of the Partnership. The net
effect of these items for the eleven months ended November 30, 1998
(immediately prior to final liquidating distribution) and the year ended
December 31, 1997 is summarized as follows:
<PAGE>
<TABLE>
<CAPTION>
1998 1997
-------------------------------------------------------------
TAX BASIS TAX BASIS
GAAP BASIS (UNAUDITED) GAAP BASIS (UNAUDITED)
------------ ----------- ------------ ----------
<S> <C> <C> <C> <C>
Total assets . . . . . . . . . . . . $ 603,270 603,270 7,915,146 13,386,118
Partners' capital
accounts:
General Partners . . . . . . . . -- -- 191,712 191,712
Limited Partners . . . . . . . . 603,270 603,270 7,679,897 13,166,347
Net earnings (loss):
General Partners . . . . . . . . (23,360) (23,360) 450,926 506,120
Limited Partners . . . . . . . . (195,703) (210,451) 1,833,901 693,146
Net earnings (loss)
per limited partnership
interest. . . . . . . . . . . . . . (4.52) (4.86) 42.38 16.02
========== ========== =========== ===========
</TABLE>
<PAGE>
The net earnings (loss) per limited partnership interest ("Interest")
was based upon the number of Interests outstanding at the end of each
period (43,276.25). Also, because net earnings (loss) was computed
immediately prior to dissolution, holders of Interests may have an
additional capital gain or loss on dissolution depending on the holders'
basis for Federal income tax purposes.
The preparation of financial statements in accordance with GAAP
required the Partnership to make estimates and assumptions that affected
the reported or disclosed amount of assets and liabilities at the date of
the financial statements and the reported amounts of revenues and expenses
during the reporting period. Actual results could have differed from those
estimates.
Certain amounts in the 1997 and 1996 financial statements have been
reclassified to conform with the 1998 presentation.
Statement of Financial Accounting Standards No. 95 requires the
Partnership to present a statement which classifies receipts and payments
according to whether they stem from operating, investing or financing
activities. The required information has been segregated and accumulated
according to the classifications specified in the pronouncement.
Partnership distributions from its unconsolidated ventures were considered
cash flow from operating activities only to the extent of the Partnership's
cumulative share of net earnings. In addition, the Partnership recorded
amounts held in U.S. Government obligations at cost which approximated
market. For the purposes of these statements, the Partnership's policy was
to consider all such amounts held with original maturities of three months
or less (approximately $2,767,000 at December 31, 1997) as cash
equivalents, which included investments in an institutional mutual fund
which held U.S. Government obligations, with any remaining amounts
(generally with original maturities of one year or less) reflected as
short-term investments being held to maturity.
Deferred costs in connection with mortgage investments were amortized
over the terms of the related agreements relating to such mortgage
investments using the straight-line method. Unamortized deferred costs
were expensed upon early payment of a mortgage loan.
No provision for state or Federal income taxes has been made as the
liability for such taxes is that of the partners rather than the
Partnership. However, in certain instances, the Partnership has been
required under applicable law to remit directly to the taxing authorities
amounts representing withholding from distributions paid to partners.
The Partnership had been recognizing interest income only as collected
on the mortgage loan secured by the Riverpoint Center shopping center.
Statement of Financial Accounting Standards No. 114, "Accounting by
Creditors for Impairment of a Loan" provides that the impairment of a
collateralized loan that is considered impaired (as defined) may be
recognized by creating a valuation allowance to the recorded balance of the
loan to yield a net carrying amount of the loan which is equal to the fair
value of the loan collateral. The Partnership elected to recognize
subsequent changes in the fair value of the collateral as adjustments to
this valuation allowance.
The Partnership adopted Statement of Financial Accounting Standards
No. 121, "Accounting for the Impairment of Long-Lived Assets and for Long-
Lived Assets to be Disposed of" ("SFAS 121") as required in the first
quarter of 1996. SFAS 121 required that the Partnership and its
unconsolidated ventures record an impairment loss on its properties to be
held for investment whenever their carrying value could not be fully
recovered through estimated undiscounted future cash flows from their
operations and sale. The amount of the impairment loss to be recognized
would have been the difference between the property's carrying value and
the property's estimated fair value. The Partnership's policy was to
consider a property to be held for sale or disposition when the Partnership
<PAGE>
had committed to a plan to sell of such property and active marketing
activity had commenced or was expected to commence in the near term. In
accordance with SFAS 121, any properties identified as "held for sale or
disposition" were no longer depreciated. Adjustments for impairment loss
for such properties (subsequent to the date of adoption of SFAS 121) were
made in each period as necessary to report these properties at the lower of
carrying value or fair value less costs to sell. The adoption of SFAS 121
did not have any significant effect on the Partnership's financial
position, results of operations or liquidity.
During the second quarter of 1997, Statements of Financial Accounting
Standards No. 128 ("Earnings per Share") and No. 129 ("Disclosure of
Information about Capital Structure") were issued. As the Partnership's
capital structure only had general and limited partnership interests, the
Partnership did not experience any significant impact on its financial
statements upon adoption of these standards when required at the end of
1997.
The accompanying financial statements include ($5,652), $405,869 and
$556,008, respectively, of the Partnership's share of total property
operations of ($14,418), $1,211,187 and $1,581,171 of unconsolidated
properties classified as held for sale or disposition or sold or disposed
of during the past three years for the eleven months ended November 30,
1998 (immediately prior to final liquidating distribution) and the years
ended December 31, 1997 and 1996.
INVESTMENTS
CALIBRE POINTE APARTMENTS
In September 1987, the Partnership participated in funding a
$13,250,000 participating first mortgage loan, secured by a 214-unit luxury
apartment complex known as Calibre Pointe Apartments, located in Atlanta,
Georgia. The Partnership funded $5,000,020 (a 37.736% participation) of
this loan and $8,249,980 (a 62.264% participation) was funded by JMB
Mortgage Partners, Ltd.-III ("Mortgage Partners-III"), a partnership
affiliated with the General Partners (jointly the "Lenders").
Due to competitive market conditions, the borrower did not make all of
its required 1991 monthly interest payments under the terms of the mortgage
note, and the Lenders obtained legal title to the property on December 3,
1991. The Lenders contributed the property to a newly formed joint venture
between themselves (Calibre Pointe Associates) to own and operate the
complex. The terms of the venture agreement provided, in general, that the
benefits of ownership, including tax effects, net cash receipts and sale
proceeds were to be allocated or distributed between the Partnership and
Mortgage Partners-III in proportion to their respective capital
contributions to the venture (37.736% by the Partnership). The Partnership
recorded its net carrying value (including liabilities of the property
assumed at acquisition) in the property contributed to the venture in an
amount not in excess of its then estimated fair value.
As the venture had committed to a plan to sell the property, the
property was classified as held for sale or disposition as of January 1,
1996 and, therefore, was not subject to continued depreciation.
Calibre Pointe Associates sold the property in May 1996 for
$14,450,000 (before selling costs and prorations) which was paid in cash at
closing. Calibre Pointe Associates recognized a gain of $2,600,763 for
financial reporting purposes and a gain of approximately $2,126,000 for
Federal income tax purposes in 1996. The Partnership recognized a gain of
$980,379 for financial reporting purposes and a gain of approximately
$802,000 for Federal income tax purposes in 1996.
<PAGE>
NORTH RIVERS MARKET ASSOCIATES
In December 1987, the Partnership participated in the initial funding
of a nonrecourse participating first mortgage loan in the maximum principal
amount of $19,250,000, secured by a shopping center known as North Rivers
Market in North Charleston, South Carolina. The other lender was Mortgage
Partners-III, (jointly the "Lenders"). The Lenders' initial funding was
$17,350,000, of which the Partnership's share was $5,813,378 (33.5065% of
the loan). Up to an additional $1,900,000 was to have been funded by the
Lenders, if certain rental and occupancy levels were achieved.
Due to the significant vacancy level at the property, the borrower
made only a portion of the required interest payments for the years 1991
and 1992.
On May 17, 1993, the borrower, pursuant to a deed in lieu of
foreclosure, transferred legal title of the property to North Rivers Market
Associates ("NRMA") to own and operate the complex. NRMA was a joint
venture in which the Partnership and Mortgage Partners-III each owned
shares in proportion to their original share of the former first mortgage
loan. The terms of the venture agreement provided, in general, that the
benefits of ownership, including tax effects, net cash receipts, sale
proceeds, and future contribution obligations were to be allocated or
distributed between the Partnership and the venture partner in proportion
to their respective capital accounts. The venture recorded its net
carrying value (including liabilities of the property assumed at
acquisition) of the property contributed to the venture in an amount not in
excess of its then estimated fair value.
An affiliate of the General Partners of the Partnership assumed
management of the property under an agreement which provided for a fee
computed as 6% of the gross income of the property. Such property
management fees for the years ended December 31, 1997 and 1996 aggregated
$109,828 and $96,783, respectively.
As NRMA had committed to a plan to sell the property, the property was
classified as held for sale or disposition as of December 31, 1996 and,
therefore, was not subject to continued depreciation.
On December 30, 1997, NRMA sold the land and related improvements of
the property. The sale price of the property was $14,708,742, which was
received in cash at closing by NRMA (net of selling costs and prorations).
The sale resulted in a gain of approximately $4,640,000 to NRMA for
financial reporting purposes (of which the Partnership's share was
$1,554,939), due in part to a value impairment provision of $2,300,000
recorded by NRMA in 1995. In addition, NRMA recognized a gain on sale of
approximately $2,245,000 for Federal income tax reporting purposes in 1997
(of which the Partnership's share was $752,467).
In connection with the sale of this property, as is customary in such
transactions, NRMA agreed to certain representations and warranties, with a
stipulated survival period which expired, with no liability to NRMA, as
scheduled in late September 1998. The remaining funds of the North Rivers
Market Associates venture were distributed to the venture partners in late
November 1998.
RIVERPOINT CENTER
In August 1989, the Partnership participated in the funding of a ten-
year nonrecourse participating first mortgage loan. The Partnership
committed to fund a maximum of $13,200,000, or approximately 45.128% of
this loan. The remaining portion of the loan was funded by Mortgage
Partners-III and IDS Life Account RE, the latter an entity advised by an
affiliate of the General Partners (jointly the "Lenders"). The loan was
secured by a first mortgage on a shopping center known as Riverpoint Center
<PAGE>
located in Chicago, Illinois. The Lenders cumulatively funded $28,039,630
($12,653,783 by the Partnership). The loan bore basic interest at the rate
of 9.25% per annum for 1994 and 1995 which increased to a rate of 9.50% per
annum in 1996. The loan also provided for simple accrued interest (payable
at maturity) and a participation by the Lenders in excess property cash
flows (as defined).
The borrower had notified the Lenders that it was experiencing
financial difficulties and approached the Lenders regarding a loan
modification. During the third quarter of 1996, the Lenders and borrowers
finalized a loan modification. In conjunction with the modification
agreement, the Lenders agreed to accept at certain dates through June 30,
1997 repayment of the loan at specified amounts. As repayment of the loan
per such agreement yielded the Lenders an amount less than the carrying
amount of the loan, the Partnership recognized, as of July 1, 1996, an
additional provision for loan loss of $105,168. On December 24, 1996, the
borrower, in accordance with the agreement, repaid the lenders $27,400,000
(of which the Partnership's share was $12,365,128) in full satisfaction of
the mortgage loan.
For financial reporting purposes, the Partnership did not recognize
any gain or loss from this transaction as a result of the Partnership's
recorded provisions for loan loss in 1991, 1995 and 1996. For Federal
income tax reporting purposes, the Partnership recognized a loss of
approximately $1,929,000 in 1996 as a result of this transaction.
FRANKLIN FARM VILLAGE CENTER
In December 1991, the Partnership participated in the funding of a
nonrecourse participating first mortgage loan secured by the Franklin Farm
Village Center shopping center, located in Fairfax County, Virginia. The
Partnership committed to fund a maximum of $11,000,000, or approximately
66.3% of the loan. The other lender was Mortgage Partners - III (jointly
the "Lenders"). The loan bore basic interest (payable monthly) at the rate
of 8.5% per annum during 1994, 1995 and 1996 and also provided for simple
accrued interest (payable at maturity) and for participation by the Lenders
in excess property cash flows (as defined). The Lenders had cumulatively
funded approximately $14,809,000 of which the Partnership's share was
approximately $9,818,000.
In June 1994, the Lenders received a partial return in the amount of
$322,907 of the original principal funding (of which the Partnership's
share was $213,974) related to an "earn down" provision in the original
purchase agreement between the borrower and the seller. The borrower
remitted the earn down proceeds back to the Lenders as required by the
terms of the loan agreement.
During July 1996, the Lenders executed an agreement with the borrower
regarding an early repayment of the mortgage loan. Such agreement allowed
the borrower to repay the loan at a predetermined amount prior to
November 8, 1996. Pursuant to such agreement, the Lenders received
$16,275,000 on October 30, 1996 as payment in full of all principal and
interest due on the mortgage loan. The Partnership had received and
recognized as income basic and simple accrued interest of approximately
$885,737 that was previously not recorded. Although such repayment did not
result in a gain or loss for financial reporting purposes, the Partnership
reported a loss on repayment of approximately $136,000 for Federal income
tax reporting purposes in 1996.
<PAGE>
PARTNERSHIP AGREEMENT
Net profits of the Partnership from operations generally were
allocated to the General Partners in an amount equal to the greater of 1%
of net profits or the amount of net cash flow actually distributed to the
General Partners (as described below), with the remaining net profits
allocated to the Limited Partners. Any net losses from Partnership
operations generally were allocated 90% to the Limited Partners and 10% to
the General Partners. Net profits from the repayment or other disposition
of mortgage investments generally were to be allocated first to the General
Partners in an amount equal to the greater of 1% of such net profits or the
cash distributions to the General Partners from the proceeds of such
repayment or other disposition (as described below). The remaining net
profits from the repayment or other disposition of mortgage investments
were to be allocated to the Limited Partners. Net losses from the
repayment or other disposition of mortgage investments were to be allocated
99% to the Limited Partners and 1% to the General Partners. Notwithstanding
such profit and loss allocation provisions, the Partnership Agreement
further provided that if at any time profits (including items thereof) were
realized by the Partnership, any current or anticipated event that would
cause the deficit balance in absolute amount in the capital accounts of the
General Partners to be greater than their share of the Partnership's
indebtedness (as defined) after such event, then the General Partners were
to be allocated profits to the extent necessary to cause the deficit
balance in the capital accounts of the General Partners to be no less than
their respective shares of the Partnership's indebtedness after such event.
In general, the effect of this provision was to defer the recognition of
gain to the Limited Partners; such provision was applied to the gain
allocated to the General Partners for financial reporting and Federal
income tax purposes in 1997. Such special allocations did not have an
effect on total assets, total partners' capital or net earnings.
The General Partners made initial capital contributions of $1,000.
Pursuant to the terms of the Partnership Agreement, the General Partners
were required to contribute $1,772 to the Partnership upon liquidation of
the Partnership, such amount representing the restoration of the net
deficit balance in the General Partner's capital accounts. Distributions
of "net cash flow" of the Partnership were made 90% to the Limited Partners
and 10% to the General Partners, with one-half of such net cash flow
distributable to the General Partners in the first twelve fiscal quarters
following the close of the offering subordinated to the receipt by the
Limited Partners of a stipulated return on their "current capital accounts"
on a non-cumulative basis. Distributions of "repayment proceeds" were to
be made 100% to the Limited Partners until the Limited Partners had
received repayment proceeds equal to their contributed capital plus a
stipulated return thereon. Since the Limited Partners did not receive sale
and repayment proceeds equal to their original contributed capital from the
investments of the Partnership, the General Partners did not receive any
distributions from the sales and repayments of the Partnership's
investments or any portion of the subordinated operating distributions
described above. Of the cumulative distributions of $60,049,141 paid to
the Limited Partners through November 30, 1998 (immediately prior to final
liquidating distribution) $1,282,285 represented a 5% return to certain
Limited Partners through January 22, 1988 (the date of the final admittance
of the Limited Partners), for the period during which the Limited Partners'
subscription proceeds were held in escrow.
TRANSACTIONS WITH AFFILIATES
The Partnership, pursuant to the Partnership Agreement, was permitted
to engage in various transactions involving the Corporate General Partner
and its affiliates including the reimbursement for salaries and salary-
related expenses of its employees, certain of its officers, and other
direct expenses relating to the administration of the Partnership and the
operation of the Partnership's investments. Costs required to be paid by
the Partnership to the General Partners and their affiliates for the eleven
months ended November 30, 1998 (immediately prior to final liquidating
distribution) and for the years ended December 31, 1997 and 1996 were as
follows:
<PAGE>
UNPAID AT
NOVEMBER 30,
1998 1997 1996 1998
------- ------- ------- ------------
Reimbursement (at cost)
for accounting
services. . . . . . . . $18,765 9,569 4,919 --
Reimbursement (at cost)
for portfolio manage-
ment services . . . . . 7,110 20,591 16,819 --
Reimbursement (at cost)
for legal services. . . 4,860 3,084 2,154 --
Reimbursement (at cost)
for administrative
charges and other out-
of-pocket expenses. . . 3,024 4,041 -- --
Partnership winding
up fee. . . . . . . . . 5,511 -- -- --
------- ------- ------- ------
$39,270 37,285 23,892 --
======= ======= ======= ======
The Corporate General Partner was entitled to receive mortgage
investment servicing fees from the Partnership at an annual rate of 1/4 of
1% of the maximum amount advanced by the Partnership and outstanding from
time to time with respect to mortgage investments. The cumulative amount
of such fees aggregated $452,670, all of which was paid.
The General Partners had deferred payment of certain of their
distributions of net cash flow from the Partnership pursuant to the
subordination requirements of the Partnership Agreement as described above.
Such subordination requirements were not met over the operating period of
the Partnership and such deferred amounts were not paid to the General
Partners.
INVESTMENT IN UNCONSOLIDATED VENTURES
The following is summary financial information for North Rivers Market
Associates (property sold in December 1997) for the eleven months ended
November 30, 1998 and the year ended December 31, 1997:
1998 1997
----------- -----------
Current assets . . . . . . . . . . . $ -- 15,316,629
Current liabilities. . . . . . . . . -- (43,046)
----------- -----------
Working capital . . . . . . . . -- 15,273,583
----------- -----------
Venture partners' equity . . . . . . -- (10,154,585)
----------- -----------
Partnership's capital . . . . . $ -- 5,118,998
=========== ===========
Represented by :
Invested capital . . . . . . . . . $ -- 4,121,730
Cumulative cash distributions. . . -- (1,520,207)
Cumulative net earnings. . . . . . -- 2,517,475
----------- -----------
$ -- 5,118,998
=========== ===========
Total income . . . . . . . . . . . . $ 30,711 1,834,177
=========== ===========
Expenses applicable to
operating income . . . . . . . . . $ 45,129 622,990
=========== ===========
Earnings (loss) before gains
on sale of property. . . . . . . . $ (14,418) 1,211,187
=========== ===========
Gain on sale . . . . . . . . . . . . $ -- 4,640,224
=========== ===========
<PAGE>
Total income, expenses related to operating income, and net earnings
of Calibre Pointe Apartments (property sold in May 1996) and North Rivers
Market Shopping Center for the year ended December 31, 1996 were
$2,837,475, $1,256,304 and $1,581,171, respectively.
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING
AND FINANCIAL DISCLOSURE
There were no changes in, or disagreements with, accountants during
the eleven months ended November 30, 1998 (immediately prior to final
liquidating distribution) and the fiscal year 1997.
PART III
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE PARTNERSHIP
The Corporate General Partner of the Partnership was JMB Realty
Corporation ("JMB"), a Delaware corporation, substantially all of the
outstanding stock of which is owned, directly or indirectly, by certain of
its officers, directors, members of their families and their affiliates.
JMB, as the Corporate General Partner, had responsibility for all aspects
of the Partnership's operations. AGPP Associates, L.P., an Illinois
limited partnership, with JMB as its sole general partner, was the
Associate General Partner and may have, upon agreement with the Corporate
General Partner, from time to time participated in managing Partnership
assets, including approval of Partnership operating budgets and maintenance
of reserves and changes in investment objectives based upon changes in
financial and economic conditions. The limited partners of the Associate
General Partner are generally officers, directors and affiliates of JMB or
its affiliates.
The Partnership was subject to certain conflicts of interest arising
out of its relationships with the General Partners and their affiliates as
well as the fact that the General Partners and their affiliates are engaged
in a range of real estate activities. Certain services were provided to
the Partnership or its investment properties by affiliates of the General
Partners, including property management services and insurance brokerage
services. In general, such services were to be provided on terms no less
favorable to the Partnership than could have been obtained from independent
third parties and were otherwise subject to conditions and restrictions
contained in the Partnership Agreement. The Partnership Agreement
permitted the General Partners and their affiliates to provide services to,
and otherwise deal and do business with, persons who may have been engaged
in transactions with the Partnership, and permitted the Partnership to
borrow from, purchase goods and services from, and otherwise to do business
with, persons doing business with the General Partners or their affiliates.
The General Partners and their affiliates may have been in competition with
the Partnership under certain circumstances, including, in certain
geographical markets, for tenants and/or for the sale of properties.
Because the timing and amount of cash distributions and profits and losses
of the Partnership may have been affected by various determinations by the
General Partners under the Partnership Agreement, including whether and
when to sell a property, the establishment and maintenance of reasonable
reserves and the determination of the source of such reserves (i.e.,
offering proceeds, cash generated from operations or sale or repayment
proceeds), the timing of expenditures and the allocation of certain tax
items under the Partnership Agreement, the General Partners may have had a
conflict of interest with respect to such determinations.
The names, positions held and length of service therein of each
director and the executive and certain other officers of the Corporate
General Partner are as follows:
<PAGE>
SERVED IN
NAME OFFICE OFFICE SINCE
- ---- ------ ------------
Judd D. Malkin Chairman 5/03/71
Director 5/03/71
Chief Financial Officer 2/22/96
Neil G. Bluhm President 5/03/71
Director 5/03/71
Burton E. Glazov Director 7/01/71
Stuart C. Nathan Executive Vice President 5/08/79
Director 3/14/73
A. Lee Sacks Director 5/09/88
John G. Schreiber Director 3/14/73
H. Rigel Barber Executive Vice President 1/02/87
Chief Executive Officer 8/01/93
Glenn E. Emig Executive Vice President 1/01/93
Chief Operating Officer 1/01/95
Gary Nickele Executive Vice President 1/01/92
General Counsel 2/27/84
Gailen J. Hull Senior Vice President 6/01/88
Howard Kogen Senior Vice President 1/02/86
Treasurer 1/01/91
There is no family relationship among any the foregoing directors or
officers. The foregoing directors have been elected to serve a one-year
term until the annual meeting of the Corporate General Partner to be held
on June 2, 1999. All of the foregoing officers have been elected to serve
one-year terms until the first meeting of the Board of Directors held after
the annual meeting of the Corporate General Partner to be held on June 2,
1999. There are no arrangements or understandings between or among any of
said directors or officers and any other person pursuant to which any
director or officer was elected as such.
JMB is the corporate general partner of Carlyle Real Estate Limited-XI
("Carlyle-XI"), Carlyle Real Estate Limited Partnership-XIII ("Carlyle-
XIII"), Carlyle Real Estate Limited Partnership-XIV ("Carlyle-XIV"),
Carlyle Real Estate Limited Partnership-XV ("Carlyle-XV"), and Carlyle
Income Plus, L.P.-II ("Carlyle Income Plus-II"), and the managing general
partner of JMB Income Properties, Ltd.-V ("JMB Income-V"), JMB Income
Properties, Ltd. - VII ("JMB Income-VII"), JMB Income Properties, Ltd.-X,
("JMB Income-X"), and JMB Income Properties, Ltd.-XI ("JMB Income-XI").
JMB is also the sole general partner of the associate general partner of
most of the foregoing partnerships. Most of the foregoing directors and
officers are also officers and/or directors of various affiliated companies
of JMB including Arvida/JMB Managers, Inc. (the general partner of
Arvida/JMB Partners, L.P. ("Arvida")). Most of such directors and officers
are also partners, directly or indirectly, of certain partnerships which
are or were associate general partners in the following real estate limited
partnerships, among others: the Partnership, Carlyle-XI, Carlyle-XIII,
Carlyle-XIV, Carlyle-XV, JMB Income-VII, JMB Income-X, JMB Income-XI, and
Carlyle Income Plus-II.
<PAGE>
The business experience during the past five years of each such
director and officer of the Corporate General Partner of the Partnership in
addition to that described above is as follows:
Judd D. Malkin (age 61) is an individual general partner of JMB
Income-V. Mr. Malkin has been associated with JMB since October, 1969.
Mr. Malkin is also a director of Urban Shopping Centers, Inc., an affiliate
of JMB that is a real estate investment trust in the business of owning,
managing and developing shopping centers. He is a Certified Public
Accountant.
Neil G. Bluhm (age 61) is an individual general partner of JMB
Income-V. Mr. Bluhm has been associated with JMB since August, 1970. Mr.
Bluhm is also a principal of Walton Street Capital, L.L.C., which sponsors
real estate investment funds, and a director of Urban Shopping Centers,
Inc. He is a member of the Bar of the State of Illinois and a Certified
Public Accountant.
Burton E. Glazov (age 60) has been associated with JMB since June,
1971 and served as an Executive Vice President of JMB until December 1990.
Mr. Glazov is currently retired. He is a member of the Bar of the State of
Illinois.
Stuart C. Nathan (age 57) has been associated with JMB since July,
1972. He is a member of the Bar of the State of Illinois.
A. Lee Sacks (age 65) has been associated with JMB since December,
1972. He is also President and a director of JMB Insurance Agency, Inc.
John G. Schreiber (age 52) has been associated with JMB since
December, 1970 and served as an Executive Vice President of JMB until
December 1990. Mr. Schreiber is President of Schreiber Investments, Inc.,
which is engaged in the real estate investing business. He is also a
senior advisor and partner of Blackstone Real Estate Advisors, L.P., an
affiliate of the Blackstone Group, L.P. He is also a director of Urban
Shopping Centers, Inc., a trustee of Amli Residential Property Trust and a
director for a number of investment companies advised or managed by T. Rowe
Price Associates, Inc. and its affiliates. He holds a Masters degree in
Business Administration from Harvard University Graduate School of
Business.
H. Rigel Barber (age 50) has been associated with JMB since March,
1982. He holds a J.D. degree from the Northwestern Law School and is a
member of the Bar of the State of Illinois.
Glenn E. Emig (age 51) has been associated with JMB since December,
1979. Prior the becoming Executive Vice President of JMB, Mr. Emig was
Executive Vice President and Treasurer of JMB Institutional Realty
Corporation. He holds a Masters Degree in Business Administration from the
Harvard University Graduate School of Business and is a certified Public
Accountant.
Gary Nickele (age 46) has been associated with JMB since February,
1984. He holds a J.D. degree from the University of Michigan Law School
and is a member of the Bar of the State of Illinois.
Gailen J. Hull (age 50) has been associated with JMB since March,
1982. He holds a Masters degree in Business Administration from Northern
Illinois University and is a Certified Public Accountant.
Howard Kogen (age 63) has been associated with JMB since March, 1973.
He is a Certified Public Accountant.
<PAGE>
ITEM 11. EXECUTIVE COMPENSATION
The General Partners of the Partnership were entitled to receive a
share of cash distributions, when and as cash distributions were made to
the Limited Partners, and a share of profits or losses. Reference is also
made to the Notes for a description of such distributions and allocations.
In 1998, 1997 and 1996, the General Partners received $170,124, $314,408
and $264,466 of cash distributions, respectively. Pursuant to the terms of
the Partnership Agreement, the General Partners were required to contribute
$1,772 to the Partnership upon liquidation of the Partnership, such amount
representing the restoration of the net deficit balance in the General
Partners' capital accounts. The General Partners were allocated taxable
loss of $23,360 in 1998.
The General Partners had deferred payment of certain of their
distributions of net cash flow from the Partnership pursuant to the
subordination requirements of the Partnership Agreement as described above.
Such subordination requirements were not met over the operating period of
the Partnership and such deferred amounts were not paid to the General
Partners.
The Corporate General Partner was entitled to receive mortgage
investment servicing fees from the Partnership at an annual rate of 1/4 of
1% of the maximum amount advanced by the Partnership and outstanding from
time to time with respect to mortgage investments. The servicing fee was
payable from the date the Partnership first advanced funds with respect to
a mortgage investment. The cumulative amount of such fees aggregated
$452,670, all of which was paid.
JMB Realty Corporation or its affiliates was entitled to receive
application and commitment fees in connection with the receipt of loan
applications and the issuance of commitments to make mortgage loans and to
enter into land purchase-leasebacks. Such application and commitment fees
were not to exceed 3% of the gross proceeds of the offering. To the extent
they were paid by actual or prospective borrowers or sellers of land, the
fees otherwise payable by the Partnership were reduced. JMB received
$667,964 of such fees from the borrowers and the Partnership paid $630,172
of such fees to the Corporate General Partner.
The Partnership, pursuant to the Partnership Agreement was permitted
to engage in various transactions involving the Corporate General Partner
and its affiliates including the reimbursement for salaries and salary
related expenses of its employees, certain of its officers, and other
direct expenses relating to the administration of the Partnership and the
operation of the Partnership's investments. The relationship of the
Corporate General Partner (and its directors and officers) to its
affiliates is set forth above in Item 10 above.
The Corporate General Partner and its affiliates were entitled to
reimbursement (at cost) in 1998 for accounting services, portfolio
management services, legal services and for administrative charges and
other out-of-pocket expenses of $18,765, $7,110, $4,860 and $3,024,
respectively, all of which was paid at November 30, 1998.
The Corporate General Partner also was entitled to and received a fee
of $5,511 in 1998, pursuant to a winding up agreement between the
Partnership and the Corporate General Partner, in consideration of the
Corporate General Partner's assumption of the obligation of potential
Partnership liabilities (as defined).
<PAGE>
<TABLE>
<CAPTION>
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
(a) No person or group was known by the Partnership to own beneficially more than 5% of the outstanding
Interests of the Partnership immediately prior to the liquidation of the Partnership.
(b) The Corporate General Partner, its officers and directors and the Associate General Partner of the
Partnership owned the following Interests of the Partnership immediately prior to its liquidation:
NAME OF AMOUNT AND NATURE
BENEFICIAL OF BENEFICIAL PERCENT
TITLE OF CLASS OWNER OWNERSHIP OF CLASS
- -------------- ---------- ----------------- --------
<S> <C> <C> <C>
Limited Partnership JMB Realty 5 Interests Less than 1%
Interests Corporation indirectly (1)
Limited Partnership
Interests Burton E. Glazov 3 Interests directly
(2) Less than 1%
Limited Partnership Corporate General 8.78371 Interests Less than 1%
Interests Partner, its (1)(2)(3)
officers and directors,
and the Associate
General Partner
as a group
<FN>
(1) Included 5 Interests owned by the Initial Limited Partner of the Partnership for which JMB Realty
Corporation, as the indirect majority shareholder of the Initial Limited Partners, was deemed to have the voting
and investment power.
(2) Included 3 Interests owned directly for which Mr. Glazov had voting and investment power.
(3) Included .78371 Interests owned directly by certain officers for which the respective officer had voting
and investment power for the Interests so owned.
No officer or director of the Corporate General Partner of the Partnership possessed a right to acquire
beneficial ownership of Interests of the Partnership.
Reference is made to Item 10 for a description of the ownership of the Corporate General Partner.
(c) There existed no arrangement, known to the Partnership, the operation of which would have resulted in a
change in control of the Partnership.
</TABLE>
<PAGE>
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
There were no significant transactions or business relationships with
the Corporate General Partner, its affiliates or their management other
than those described in Items 10 and 11 above.
PART IV
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K
(a) The following documents are filed as part of this report:
(1) Financial Statements (See Index to Financial Statements
filed with this report.)
(2) Exhibits
3-A. The Prospectus of the Partnership dated September 18,
1986, as supplemented January 22, 1987, April 23, 1987, June 12, 1987,
August 6, 1987, September 14, 1987, and September 28, 1987 as filed with
the commission pursuant to Rules 424 (b) and 424 (c), is hereby
incorporated herein by reference to the Partnership' Report on Form S-11
(File No. 33-4036) dated September 18, 1986.
3-B. Amended and Restated Agreement of Limited Partnership
set forth as Exhibit A to the Prospectus, included in the Partnership'
Report on Form S-11 (File No. 33-4036) dated September 18, 1986 which
agreement is hereby incorporated herein by reference.
3-C. Acknowledgement of rights and duties of the General
Partners of the Partnership between AGPP Associates, L.P. (a successor
Associated General Partner of the Partnership) and JMB Realty Corporation
as of December 31, 1995 is hereby incorporated herein by reference to the
Partnership's Report for June 30, 1996 on Form 10-Q (File No. 0-16599)
dated August 9, 1996.
10-A. Loan documents related to the Partnership's
participation in the funding of a first mortgage loan secured by a first
mortgage on Riverpoint Center Shopping Center located in Chicago, Illinois,
is hereby incorporated herein by reference to the Partnership's Report on
Form 8-K (File No. 33-4036) dated September 5, 1989.
10-B. Loan documents related to the Partnership's
participation in the funding of a participating first mortgage loan secured
by Franklin Farm Village Center Shopping located Fairfax County, Virginia,
is hereby incorporated herein by reference to the Partnership's Report on
Form 8-K (File No. 0-16599) dated November 21, 1991.
10-C. First and Second Amendments to the loan documents dated
September 28, 1993 and November 23, 1994, respectively, between
Rosenfeld/Franklin Farm Village Center L.P. and Mortgage Partners, Ltd.-IV,
relating to additional loan amounts, are hereby incorporated herein by
reference to the Partnership's Report for December 31, 1994 on Form 10-K
(File No. 0-16599) dated March 27, 1995.
<PAGE>
10-D. Loan documents related to the repayment of the mortgage
loan secured by Franklin Farm Village Center Shopping located in Fairfax
County, Virginia, are incorporated herein by reference to the Partnership's
Report for December 31, 1996 on Form 10-K (File No. 0-16599) dated March
21, 1997.
10-E. Loan documents related to the repayment of the mortgage
loan on Riverpoint Center Shopping Center located in Chicago, Illinois, are
incorporated herein by reference to the Partnership's Report for December
31, 1996 on Form 10-K (File No. 0-16599) dated March 21, 1997.
10-F. Agreement of Partnership of North Rivers Market
Associates between JMB Mortgage Partners, Ltd. - III and the Partnership,
dated April 26, 1993 hereby incorporated herein by reference to the
Partnership's Report for June 30, 1997 on Form 10-Q (File No. 0-16599)
dated August 8, 1997.
10-G. Real Property Purchase Agreement between North Rivers
Market Associates and KRC Acquisition Corp., dated December 4, 1997.*
10-H. Assignment of Real Property Purchase Agreement from KRC
Acquisition Corp. to Kimco North Rivers 692, Inc., dated December 17,
1997.*
10-I. Letter Agreement between North Rivers Market Associates
and Kimco North Rivers 692, Inc., dated December 29, 1997.*
21. List of Subsidiaries
24. Powers of Attorney
27. Financial Data Schedule
(b) The following report on Form 8-K was filed since the beginning
of the last quarter of the period covered by this report.
The Partnership's Report on Form 8-K (File No. 0-16599)
for November 19, 1998 describing the Partnership's final liquidating
distribution and dissolution and change in fiscal year was filed. No
financial statements were required to be filed therewith.
----------------
* Hereby incorporated herein by reference to the Partnership's
Report on Form 8-K (File No. 0-16599) dated December 4, 1997.
No annual report for the eleven months ended November 30, 1998
(immediately prior to final liquidation distribution) or proxy material has
been sent to the Partners of the Partnership. An annual report will be
sent to the Partners subsequent to this filing.
<PAGE>
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Act of 1934, the Partnership has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.
JMB MORTGAGE PARTNERS, LTD. - IV
By: JMB Realty Corporation
Corporate General Partner
GAILEN J. HULL
By: Gailen J. Hull
Senior Vice President
Date: February 26, 1999
Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed below by the following persons on behalf of the
registrant and in the capacities and on the dates indicated.
By: JMB Realty Corporation
Corporate General Partner
JUDD D. MALKIN*
By: Judd D. Malkin, Chairman and
Chief Financial Officer
Date: February 26, 1999
NEIL G. BLUHM*
By: Neil G. Bluhm, President and Director
Date: February 26, 1999
H. RIGEL BARBER*
By: H. Rigel Barber, Chief Executive Officer
Date: February 26, 1999
GLENN E. EMIG*
By: Glenn E. Emig, Chief Operating Officer
Date: February 26, 1999
GAILEN J. HULL
By: Gailen J. Hull, Senior Vice President
Principal Accounting Officer
Date: February 26, 1999
A. LEE SACKS*
By: A. Lee Sacks, Director
Date: February 26, 1999
STUART C. NATHAN*
By: Stuart C. Nathan, Executive Vice President
and Director
Date: February 26, 1999
*By: GAILEN J. HULL, Pursuant to a Power of Attorney
GAILEN J. HULL
By: Gailen J. Hull, Attorney-in-Fact
Date: February 26, 1999
<PAGE>
JMB MORTGAGE PARTNERS, LTD. - IV
EXHIBIT INDEX
DOCUMENT
INCORPORATED
BY REFERENCE PAGE
------------- ----
3-A. Copies of pages 8-15, 46-47
and A-7 to A-21 of the Prospectus
of the Partnership dated
September 18, 1986, (as
supplemented) Yes --
3-B. Amended and Restated Agreement
of Limited Partnership Yes --
3-C. Rights and duties of AGPP
Associates, L.P. Yes --
10-A. Riverpoint Center Loan Documents Yes --
10-B. Franklin Farm Village
Loan Documents Yes --
10-C. First and Second Amendments
to Franklin Farm Village
Loan Documents Yes --
10-D. Franklin Farm Village Shopping
Center Loan Documents Yes --
10-E. Riverpoint Center Shopping
Center Repayment Loan Documents Yes --
10-F. North Rivers Market Purchase Agreement Yes --
10-G. North Rivers Market Assignment of
Purchase Agreement Yes --
10-H. North Rivers Market Letter Agreement Yes --
10-I. North Rivers Market Partnership
Agreement Yes --
21. List of Subsidiaries No --
24. Powers of Attorney No --
27. Financial Data Schedule No --
EXHIBIT 21
LIST OF SUBSIDIARIES
The Partnership was a joint venture partner in North Rivers Market
Associates, a general partnership which held title to the North Rivers
Market shopping center, located in North Charleston, South Carolina.
The Partnership was a joint venture partner in Calibre Pointe
Associates, a general partnership which held title to Calibre Pointe
Apartments, located in Atlanta, Georgia.
Reference is made to the Notes for a summary description of the terms
of such partnership agreements.
EXHIBIT 24
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned officers of JMB
Realty Corporation, the corporate general partner of JMB MORTGAGE PARTNERS,
LTD. - IV, do hereby nominate, constitute and appoint GARY NICKELE, GAILEN
J. HULL, DENNIS M. QUINN or any of them, attorneys and agents of the
undersigned with full power of authority to sign in the name and on behalf
of the undersigned officers a Report on Form 10-K of said partnership for
the fiscal year ended November 30, 1998, and any and all amendments
thereto, hereby ratifying and confirming all that said attorneys and agents
and any of them may do by virtue hereof.
IN WITNESS WHEREOF, the undersigned have executed this Power of
Attorney the 31st day of December, 1998.
H. RIGEL BARBER
- -----------------------
H. Rigel Barber Chief Executive Officer
GLENN E. EMIG
- -----------------------
Glenn E. Emig Chief Operating Officer
The undersigned hereby acknowledge and accept such power of authority
to sign, in the name and on behalf of the above named officers, a Report on
Form 10-K of said partnership for the fiscal year ended November 30, 1998,
and any and all amendments thereto, the 31st day of December, 1998.
GARY NICKELE
-----------------------
Gary Nickele
GAILEN J. HULL
-----------------------
Gailen J. Hull
DENNIS M. QUINN
-----------------------
Dennis M. Quinn
<PAGE>
EXHIBIT 24
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned officers of JMB
Realty Corporation, the corporate general partner of JMB MORTGAGE PARTNERS,
LTD. - IV, do hereby nominate, constitute and appoint GARY NICKELE, GAILEN
J. HULL, DENNIS M. QUINN or any of them, attorneys and agents of the
undersigned with full power of authority to sign in the name and on behalf
of the undersigned officers a Report on Form 10-K of said partnership for
the fiscal year ended November 30, 1998, and any and all amendments
thereto, hereby ratifying and confirming all that said attorneys and agents
and any of them may do by virtue hereof.
IN WITNESS WHEREOF, the undersigned have executed this Power of
Attorney the 31st day of December, 1998.
NEIL G. BLUHM
- ----------------------- President and Director
Neil G. Bluhm
JUDD D. MALKIN
- ----------------------- Chairman and Chief Financial Officer
Judd D. Malkin
A. LEE SACKS
- ----------------------- Director of General Partner
A. Lee Sacks
STUART C. NATHAN
- ----------------------- Executive Vice President
Stuart C. Nathan Director of General Partner
The undersigned hereby acknowledge and accept such power of authority
to sign, in the name and on behalf of the above named officers, a Report on
Form 10-K of said partnership for the fiscal year ended November 30, 1998,
and any and all amendments thereto, the 31st day of December, 1998.
GARY NICKELE
-----------------------
Gary Nickele
GAILEN J. HULL
-----------------------
Gailen J. Hull
DENNIS M. QUINN
-----------------------
Dennis M. Quinn
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
REGISTRANT'S FORM 10-K FOR THE ELEVEN MONTHS ENDED NOVEMBER 30, 1998
(IMMEDIATELY PRIOR TO FINAL LIQUIDATING DISTRIBUTION) AND IS QUALIFIED IN
ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS INCLUDED IN SUCH
REPORT.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 11-MOS
<FISCAL-YEAR-END> NOV-30-1998
<PERIOD-END> NOV-30-1998
<CASH> 603,270
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 603,270
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 603,270
<CURRENT-LIABILITIES> 0
<BONDS> 0
<COMMON> 0
0
0
<OTHER-SE> 603,270
<TOTAL-LIABILITY-AND-EQUITY> 603,270
<SALES> 0
<TOTAL-REVENUES> 77,125
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 290,536
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (213,411)
<INCOME-TAX> 0
<INCOME-CONTINUING> (219,063)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (219,063)
<EPS-PRIMARY> (4.52)
<EPS-DILUTED> (4.52)
</TABLE>
