5
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 September 30, 1997
OR
[ ]TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ________ to
________.
Commission File Number: 0-15764
DEAN WITTER/COLDWELL BANKER TAX EXEMPT MORTGAGE FUND, L.P.
TEMPO-LP, INC.
(Exact name of registrant as specified in governing instrument)
Dean Witter/Coldwell Banker
Tax
Exempt Mortgage Fund, L.P.
Delaware 58-1710934
(State of organization) (IRS Employer
Identification No.)
TEMPO-LP, Inc.
58-1710930
(IRS Employer Identification
No.)
2 World Trade Center, New York, NY 10048
(Address of principal executive offices) (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 21
<TABLE>
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
DEAN WITTER/COLDWELL BANKER TAX EXEMPT MORTGAGE FUND, L.P.
BALANCE SHEETS
<CAPTION>
September 30,
December 31,
1997 1996
<S> <C>
<C>
ASSETS
Cash and cash equivalents $ 5,024,383 $
4,743,191
Investments in revenue bonds available for sale
117,786,000 110,696,721
Deferred bond selection fee, net 888,301
1,048,032
Escrowed funds 932,251
774,756
Accrued interest receivable 458,356
1,015,685
$125,089,291
$118,278,385
LIABILITIES AND PARTNERS' CAPITAL
Excess of equity in losses of property-owning investees
over investments therein $ 6,656,249 $
6,098,642
Accounts payable and other liabilities 1,127,799
908,516
7,784,048
7,007,158
Partners' capital:
Net unrealized gain on revenue bonds available for sale
9,863,911 2,774,632
General partner (668,277)
(647,230)
Limited partner Assigned Benefit Certificates
(7,454,110 ABCs outstanding) 108,109,609
109,143,825
Total Partners' capital 117,305,243
111,271,227
$125,089,291
$118,278,385
See accompanying notes to consolidated financial statements.
</TABLE>
<TABLE>
DEAN WITTER/COLDWELL BANKER TAX EXEMPT MORTGAGE FUND, L.P.
INCOME STATEMENTS
Three and nine months ended September 30, 1997 and 1996
<CAPTION>
Three months ended Nine
months ended
September 30,
September 30,
1997 1996 1997 1996
<S> <C> <C> <C>
<C>
Interest income:
Revenue bonds $2,797,259 $2,215,666
$7,213,145 $6,818,899
Short-term investments 60,221 38,858
137,926 116,374
2,857,480 2,254,524
7,351,071 6,935,273
Equity in losses of property-owning
investees 524,277 50,093
636,587 600,363
Expenses:
General and administrative 136,019 85,990
350,683 273,754
Net income $2,197,184 $2,118,441
$6,363,801 $6,061,156
Net income allocated to:
Limited partner $2,153,240 $2,076,072
$6,236,525 $5,939,933
General partner 43,944 42,369
127,276 121,223
$2,197,184 $2,118,441
$6,363,801 $6,061,156
Net income per Assigned Benefit
Certificate $ .29 $ .28 $
.84 $ .80
See accompanying notes to consolidated financial statements.
</TABLE>
<TABLE>
DEAN WITTER/COLDWELL BANKER TAX EXEMPT MORTGAGE FUND, L.P.
STATEMENT OF PARTNERS' CAPITAL
Nine months ended September 30, 1997
<CAPTION>
Net
Unrealized
Gain on
Limited General Revenue
Partner Partner Bonds Total
<S> <C> <C> <C>
<C>
Partners' capital (deficit) at
December 31, 1996 $109,143,825 $(647,230)
$2,774,632 $111,271,227
Net income 6,236,525 127,276
6,363,801
Cash distributions (7,270,741) (148,323)
(7,419,064)
Net change in fair value of
revenue bonds available
for sale - - 7,089,279
7,089,279
Partners' capital (deficit) at
September 30, 1997 $108,109,609 $(668,277)
$9,863,911 $117,305,243
See accompanying notes to consolidated financial statements.
</TABLE>
<TABLE>
DEAN WITTER/COLDWELL BANKER TAX EXEMPT MORTGAGE FUND, L.P.
STATEMENTS OF CASH FLOWS
Nine months ended September 30, 1997 and 1996
<CAPTION>
1997 1996
<S> <C>
<C>
Cash flows from operating activities:
Net income $ 6,363,801 $
6,061,156
Adjustments to reconcile net income to net cash
provided by operating activities:
Equity in losses of property-owning investees
636,587 600,363
Amortization of deferred bond selection fee
159,731 159,731
Decrease in accrued interest receivable 557,329
86,909
Increase in escrowed funds (157,495)
(135,482)
Increase in accounts payable and other liabilities
219,283 231,737
Net cash provided by operating activities
7,779,236 7,004,414
Cash flows used in investing activities:
Investment in property-owning investees (78,980)
(15,000)
Cash flows used in financing activities:
Cash distributions (7,419,064)
(6,845,610)
Increase in cash and cash equivalents 281,192
143,804
Cash and cash equivalents at beginning of period
4,743,191 5,255,586
Cash and cash equivalents at end of period $ 5,024,383 $
5,399,390
See accompanying notes to consolidated financial
statements.
</TABLE>
DEAN WITTER/COLDWELL BANKER TAX EXEMPT MORTGAGE FUND,
L.P.
NOTES TO FINANCIAL STATEMENTS
1. The Partnership and Accounting Policies
Dean Witter/Coldwell Banker Tax Exempt Mortgage Fund,
L.P. (the "Partnership") is a limited partnership
organized under the laws of the State of Delaware on
August 20, 1986.
The Partnership's records are maintained on the accrual
basis of accounting for financial reporting and tax
purposes.
Net income per Assigned Benefit Certificate ("ABC") is
calculated by dividing net income allocated to the
Investors, in accordance with the Partnership
Agreement, by the number of ABCs outstanding.
In the opinion of management, the accompanying
financial statements, which have not been audited,
include all adjustments, consisting only of normal
recurring accruals, necessary to present fairly the
results for the interim periods.
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 December 31,
1996. Operating results of interim periods may not be
indicative of the operating results for the entire
year.
The Financial Accounting Standards Board has recently
issued several new accounting pronouncements.
Statement No. 128, "Earnings per Share" establishes
standards for computing and presenting earnings per
share, and Statement No. 129, "Disclosure of
Information about Capital Structure" establishes
standards for disclosing information about an entity's
capital structure. These two standards will be
effective for the Partnership's 1997 year-end financial
statements. Statement No. 130, "Reporting
Comprehensive Income" establishes standards for
reporting and display of comprehensive income and its
components. Statement No. 131, "Disclosures about
Segments of an Enterprise and Related Information"
establishes standards for the way that public business
DEAN WITTER/COLDWELL BANKER TAX EXEMPT MORTGAGE FUND,
L.P.
NOTES TO FINANCIAL STATEMENTS
enterprises report information about operating segments
in annual financial statements and requires that those
enterprises report selected information about operating
segments in interim financial reports issued to
shareholders. It also establishes standards for
related disclosure about products and services,
geographic areas, and major customers. These two
standards are effective for the Partnership's 1998
financial statements.
Management of the Partnership does not believe that
these new standards will have any effect on the
Partnership's computation or presentation of net income
or net income per unit of limited partnership interest,
or its disclosures of capital structure, or other
disclosures, except that changes in net unrealized
gains or losses on the Partnership's revenue bonds will
be included in a computation of comprehensive income
and comprehensive income per ABC.
2. Investment in Revenue Bonds
The Partnership recognized provisions for uncollectible
interest of $685,547 and $729,134 for the nine months
ended September 30, 1997 and 1996, respectively, which
amounts represent accrued but unpaid interest on the
Park at Landmark revenue bond. These amounts were
recorded as a reduction of interest income from revenue
bonds. The Partnership has estimated that the fair
value of the Park at Landmark property (the underlying
collateral on the revenue bond) is greater than the
carrying value of the revenue bond.
Because the revenue bonds are not readily marketable,
the Partnership estimates the fair value of each bond
as the present value of its expected cash flows using a
rate of interest for similar investments taking into
account the estimated value of the underlying
collateral. The process of determining the fair value
of the revenue bonds is based upon projections of
future economic events affecting the real estate
collateralizing the bonds such as property occupancy
rates, rental rates, operating cost inflation,
DEAN WITTER/COLDWELL BANKER TAX EXEMPT MORTGAGE FUND,
L.P.
NOTES TO FINANCIAL STATEMENTS
market capitalization rates, and upon market interest
rates; therefore, amounts ultimately collected from the
revenue bonds may differ materially from their carrying
values. The cash flows used in this process are based
on good faith estimates and assumptions developed by
the General Partner. Unanticipated events and
circumstances may occur and some assumptions may not
materialize; therefore, actual results may vary from
the estimates and the variance may be material.
The amortized cost basis of the revenue bonds was
$107,922,089 at September 30, 1997 and December 31,
1996. Net unrealized gain on revenue bonds consists of
gross unrealized gains and losses of $9,984,000 and
$120,089, respectively, at September 30, 1997 and
$7,498,238 and $4,723,606, respectively, at December
31, 1996.
On October 24, 1997, Mid-America Apartment Communities,
Inc. purchased the Township in Hampton Woods revenue
bond from the Partnership for the outstanding principal
balance due of $10,800,000 and deferred interest due of
approximately $762,000. The net proceeds, totaling
approximately $11,562,000, were received in cash at
closing. The Partnership will distribute the proceeds
to the Investors during the fourth quarter of 1997.
3. Related Party Transactions
An affiliate of the General Partner performs bond
servicing and administrative functions, processes
investor transactions and prepares tax information for
the Partnership. For each of the nine-months ended
September 30, 1997 and 1996, the Partnership incurred
approximately $386,000 for these services. As of
September 30, 1997, the affiliate was owed
approximately $15,600 for these services. Another
affiliate of the General Partner earned fees of $79,615
and $76,424 for the management of the Park at Landmark
property during the nine months ended September 30,
1997 and 1996, respectively. As of September 30, 1997,
the
DEAN WITTER/COLDWELL BANKER TAX EXEMPT MORTGAGE FUND,
L.P.
NOTES TO FINANCIAL STATEMENTS
affiliate was owed approximately $9,172 by the owner of
Park at Landmark for these services.
4. Litigation
Various public partnerships sponsored by Realty
(including the Partnership and its General Partner) are
defendants in purported class action lawsuits pending
in state and federal court. The complaints allege a
number of claims, including breach of fiduciary duty,
fraud and misrepresentation, and seek an accounting of
profits, compensatory and other damages in an
unspecified amount, possible liquidation of the
Partnership under a receiver's supervision and other
equitable relief. The defendants are vigorously
defending these actions. It is impossible to predict
the effect, if any, the outcome of these actions might
have on the Partnership's financial statements.
On or about August 27, 1996, an Investor in the
Partnership filed a petition against the Partnership
and the General Partner. The action seeks access to
the list of Investors and Limited Partners in the
Partnership and unspecified damages for alleged
breaches of fiduciary duty by the General Partner in
connection with the refusal to provide such list. The
Partnership and the General Partner believe that they
have good defenses in the action.
5. Cash Distributions
On November 12, 1997, the Partnership paid a cash
distribution of $2,422,588 to the Investors ($0.325 per
ABC) and $49,441 to the General Partner.
<TABLE>
TEMPO-LP INC.
BALANCE SHEETS
<CAPTION>
September 30,
December 31,
1997
1996
ASSETS
<S> <C> <C>
Cash $ 900 $ 900
Investment in Partnership, at cost 100 100
$1,000 $1,000
STOCKHOLDER'S EQUITY
Common stock, $1 par value, 1,000 shares
authorized and outstanding $1,000 $1,000
See accompanying note.
</TABLE>
TEMPO-LP INC.
NOTE TO BALANCE SHEETS
1. Organization
TEMPO-LP, Inc. (the "Corporation"), was formed in April
1986 to be the limited partner of the Dean
Witter/Coldwell Banker Tax Exempt Mortgage Fund, L.P.
(the "Partnership"). The Partnership issued limited
partnership interests to the Corporation, which in turn
assigned those limited partnership interests to
investors. Investors received assigned benefit
certificates to represent the limited partnership
interests assigned to them. The Corporation has had no
activity since assignment of the limited partnership
interests in 1986.
The Corporation's capital stock is owned by Morgan
Stanley, Dean Witter, Discover & Co.
DEAN WITTER/COLDWELL BANKER TAX EXEMPT MORTGAGE FUND,
L.P.
TEMPO-LP INC.
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations
Liquidity and Capital Resources
The Partnership raised $149,082,200 in a public
offering of 7,454,110 ABCs which was terminated in
1987. The Registrants have no plans to raise
additional capital.
The Partnership purchased ten series of revenue bonds,
the proceeds of which funded the development of eight
multi-family residential properties (the "Properties").
The Partnership's acquisition program has been
completed. No additional investments are planned.
Cash flow generated by the Properties is the primary
source of all payments due the Partnership under the
terms of the revenue bonds, which are collateralized by
the Properties.
The Partnership's business is indirectly affected by
competition to the extent that the Properties may be
subject to competition from neighboring properties.
On October 24, 1997 the Partnership sold the Township
in the Hampton Woods revenue bond for approximately
$11,562,000 (see Note 2 to the consolidated financial
statements). The Partnership will distribute the
proceeds from the sale to the Investors during the
fourth quarter of 1997. During 1996 and the nine-
months ending September 30, 1997, the Partnership's
cash interest received on the bond was approximately
$1,060,000 and $717,000, respectively.
Due to favorable operating fundamentals and increasing
investor interest in apartment properties, the Managing
General Partner is considering a sale of the
Partnership's mortgage investments and equity ownership
interests in order to capitalize on improved real
estate and loan values. The Managing General Partner
has retained
DEAN WITTER/COLDWELL BANKER TAX EXEMPT MORTGAGE FUND,
L.P.
NOTES TO FINANCIAL STATEMENTS
a broker to assist in the sale of these investments,
but there is no assurance that any sale will be
completed.
As of September 30, 1997, the Partnership has
commitments to contribute approximately $71,000 for
building improvements at the Sunbrook Apartments
property in which the Partnership has a 50% equity
interest.
Strong growth in many markets continued to provide
increased demand for apartments during the third
quarter of 1997. Rising rents and appreciating
apartment values have led to apartment construction in
certain areas. In and around cities such as Atlanta,
Orlando, Albuquerque and Washington, D.C., apartment
development has increased, with much of the current
construction targeted at the luxury apartment market.
The addition of luxury units is generally positive in
the short-term; however, continued apartment
development (luxury or otherwise) that creates an
oversupply may negatively affect occupancy levels,
rental rates and property values over the longer term.
Because the revenue bonds owned by the Partnership are
not readily marketable, the Partnership estimates the
fair value of each bond as the present value of its
expected cash flows using a rate of interest for
similar investments taking into account the estimated
value of the underlying collateral. The process of
determining the fair value of the revenue bonds is
based upon projections of future economic events
affecting the real estate collateralizing the bonds
such as property occupancy rates, rental rates,
operating costs, inflation, market capitalization
rates, and upon market interest rates; therefore,
amounts ultimately collected from the revenue bonds may
differ materially from their carrying values. The cash
flows used in this process are based on good faith
estimates and assumptions developed by the Managing
General Partner. Unanticipated events and
circumstances may occur and some assumptions may not
materialize; therefore, actual results may vary from
the estimates and the variance may be material.
DEAN WITTER/COLDWELL BANKER TAX EXEMPT MORTGAGE FUND,
L.P.
TEMPO-LP INC.
The payment status of each revenue bond during the nine
months ended September 30, 1997 was as follows:
Cash flow from the High Ridge Apartments, Wildcreek
Apartments and Burlington Arboretum Apartments
properties enabled their owners to pay debt service
during the nine months ended September 30, 1997 at
effective interest rates of 7.91%, 8.58% and 8.74%,
respectively. These payment rates equaled or exceeded
the minimum interest required on the respective loans;
the excess payments were applied to base interest.
During the remainder of 1997, each of these properties
is expected to operate at a modest cash flow surplus
after payment of minimum debt service and, therefore,
should be able to continue to pay a portion of base
interest during 1997. The owner of the Township in
Hampton Woods property paid debt service at an
effective rate of 8.85%. As described above, the
Partnership sold the Township in Hampton Woods bond on
October 24, 1997.
Cash flow from the Pine Club Apartments enabled its
owner to pay minimum debt service. The property is
expected to generate sufficient cash flow to pay
minimum debt service during the remainder of 1997.
During the nine months ended September 30, 1997, the
Fountain Head property, owned 50% each by the
Partnership and Fountain Head Partners, an unaffiliated
party, operated at approximately breakeven on a cash
flow basis (after required minimum debt service and
additions to replacement reserves) and the General
Partner expects that it will continue to do so during
the remainder of 1997. As of September 30, 1997,
Fountain Head Partners has a remaining commitment to
fund property operating deficits of $26,500 secured by
a letter of credit in favor of the Partnership.
All of the cash flow generated by the SunBrook property
(which is partly owned by the Partnership) is paid to
the Partnership. The property operated at a cash flow
surplus for the nine months ended September 30, 1997
and the owner was able to pay its minimum debt
DEAN WITTER/COLDWELL BANKER TAX EXEMPT MORTGAGE FUND,
L.P.
TEMPO-LP INC.
service and additional base interest at an effective
interest rate of 9.30%. Cash flow from the property is
expected to be sufficient to fully pay minimum debt
service during the remainder of 1997.
All of the cash flow generated by the Park at Landmark
property (which is partly owned by the Partnership) is
paid to the Partnership. During the nine months ended
September 30, 1997, the Partnership received $1,263,515
from the property; this amount was less than required
minimum debt service by $685,547. The Partnership
believes that cash flow from the property will not be
sufficient to fully pay minimum debt service for the
next several years. However, the Partnership has
estimated that the value of the property exceeds the
carrying value of the loan.
On November 12, 1997, the Partnership paid the third
quarter cash distribution of $2,422,588 to the
Investors ($0.325 per ABC) and $49,441 to the General
Partner.
Accrued interest receivable decreased primarily due to
the receipt in January 1997 of approximately $558,000
of accrued interest from the Park at Landmark property
at December 31, 1996.
Except as discussed herein and in the financial
statements, the General Partner is not aware of any
trends or events, commitments or uncertainties that may
have a material impact on liquidity.
In June 1996, the Internal Revenue Service published
final regulations with respect to the modification of
debt instruments. These regulations, effective
September 24, 1996, limit the type and extent of
direct, indirect and implied modifications that can be
made by a bond holder with respect to the terms of the
revenue bonds without adversely affecting the tax-
exempt status of the revenue bonds. The Partnership is
in the process of determining what actions, if any,
should be taken with respect to certain of
DEAN WITTER/COLDWELL BANKER TAX EXEMPT MORTGAGE FUND,
L.P.
TEMPO-LP INC.
the revenue bonds held by the Partnership which may be
subject to the provisions of these regulations.
Operations
Fluctuations in the Partnership's operating results for
the three- and nine-month periods ended September 30,
1997 compared to 1996 were primarily attributable to
the following:
Interest income from revenue bonds increased during the
three months ended September 30, 1997 primarily due to
increases in interest from the Park at Landmark,
($256,000), Sunbrook ($250,000), and Burlington
Arboretum ($115,000) properties. Interest income from
revenue bonds increased during the nine months ended
September 30, 1997 primarily due to increases in
interest from the Burlington Arboretum and Sunbrook
Apartments properties, offset by decreased interest
primarily from the Township in Hampton Woods property
due to a loan default settlement received in the first
quarter of 1996; none of the increases during the nine
months was individually significant.
Equity in losses of property-owning investees increased
during the three-months ended September 30, 1997 due to
increased bond interest payments on the Park at
Landmark and Sunbrook Apartments properties of
approximately $256,000 and $250,000, respectively.
General and administrative expenses increased during
the nine months ended September 30, 1997 primarily due
to increased costs related to the marketing of the
revenue bonds for possible sale.
A summary of the markets in which the Properties are
located is as follows:
Burlington Arboretum Apartments, located in Burlington,
MA, a suburb of Boston, continues to operate in a
strong market with a current vacancy rate of
approximately 2%. Occupancy during the
DEAN WITTER/COLDWELL BANKER TAX EXEMPT MORTGAGE FUND,
L.P.
TEMPO-LP INC.
third quarter remained at 98%. Rental rates remained
steady. No rent increases are planned for the
remainder of 1997. New apartment construction is
planned in several nearby counties which, if completed,
would add nearly 1,500 apartments into this region.
All planned properties are luxury-type apartments with
anticipated rents above current rents at Burlington
Arboretum Apartments. As a result, relatively high
rents may be sustained in this market in the near term,
however, rental rates may become more competitive over
the longer term.
The Park at Landmark property, located in Alexandria,
VA, continues to operate in a very competitive market
experiencing a vacancy rate of approximately 10%.
Rental concessions and free rent are no longer in
effect at most properties and a few properties
increased rent slightly. Rents have increased slightly
on some units at the property during the third quarter
of 1997. Occupancy at the property increased to 97%
during the third quarter.
Pine Club Apartments, located in Orlando, FL, operates
in a market with a current vacancy rate of
approximately 6%. The market remains strong due to
continued growth in the Orlando area. Several high-end
luxury complexes completed in 1996 have not negatively
affected the property. Occupancy at the property during
the third quarter increased slightly to 91%. No rent
increases occurred during the third quarter and none
are planned during the remainder of 1997.
SunBrook Apartments, located in St. Charles County, MO,
a suburb of St. Louis, is in a market currently
experiencing a vacancy rate of approximately 7%. The
complex consists primarily of furnished apartments and
offers short-term leases to corporate renters. Market
demand for the units increases during the spring and
early summer months, and decreases during the late
summer, fall, and winter months. Occupancy during the
third quarter decreased to 87% No rent increases
occurred during the third quarter and none are planned
during the remainder of 1997.
DEAN WITTER/COLDWELL BANKER TAX EXEMPT MORTGAGE FUND,
L.P.
TEMPO-LP INC.
Wildcreek Apartments, located in Clarkston, GA, a
suburb of Atlanta, is in a highly competitive market
with a current vacancy rate of approximately 10%. There
continues to be minimal new apartment construction in
this sub-market and rental rates have remained
stagnant. Occupancy at the property remained at 94%
during the third quarter.
High Ridge Apartments, located in Albuquerque, NM, is
in a weak market currently experiencing a vacancy rate
of approximately 9%. Competing apartment buildings
continue to offer rental concessions to attract new
tenants and the property has decreased rents on
selected units to remain competitive. New units
completed in the second quarter may adversely impact
the property in 1997. Occupancy at the property
remained at 94%.
Fountain Head Apartments, located in Kansas City, MO,
is in a stable market with a vacancy rate of 5%.
Occupancy during the third quarter remained at 98%.
Rental rates remained flat during the third quarter and
no increases are planned for 1997. New apartment units
are under construction, but are not expected to
adversely affect the property.
The Township in Hampton Woods property was 95% leased
during the third quarter. The bond encumbering the
property was sold by the Partnership on October 24,
1997 (See Note 2 to the consolidated financial
statements).
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.
DEAN WITTER/COLDWELL BANKER TAX EXEMPT MORTGAGE FUND,
L.P.
TEMPO-LP INC.
PART II - OTHER INFORMATION
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.
DEAN WITTER/COLDWELL BANKER TAX EXEMPT MORTGAGE FUND,
L.P.
TEMPO-LP INC.
SIGNATURES
Pursuant to the requirements of the Securities Exchange
Act of 1934, the Registrants have duly caused this
report to be signed on their behalf by the undersigned
thereunto duly authorized.
DEAN WITTER/COLDWELL
BANKER
TAX EXEMPT MORTGAGE FUND,
L.P.
By: TEMPO-GP, INC.
Managing General Partner
Date: November 13, 1997 By: /s/E. Davisson
Hardman, Jr.
E. Davisson Hardman, Jr.
President
Date: November 13, 1997 By: /s/Lawrence
Volpe
Lawrence Volpe
Controller
(Principal Financial and
Accounting Officer)
TEMPO-LP, INC.
Date: November 13, 1997 By: /s/E. Davisson
Hardman, Jr. E. Davisson Hardman,
Jr.
President
Date: November 13, 1997 By: /s/Lawrence Volpe
Lawrence Volpe
Controller
(Principal Financial and
Accounting Officer)
Exhibit Index
Quarter Ended September 30, 1997
Exhibit
No. Description
27 Financial Data Schedule
E1
[ARTICLE] 5
[LEGEND]
Registrant is a limited partnership which invests in federally tax-exempt
revenue bonds, which financed construction and/or ownership of multi-
family residential properties. In accordance with industry practice, its
balance sheet is unclassified. For full informaiton, refer to the
accompanying unaudited financial statements.
<TABLE>
<S> <C>
[PERIOD-TYPE] 9-MOS
[FISCAL-YEAR-END] DEC-31-1997
[PERIOD-END] SEP-30-1997
[CASH] 5,024,383
[SECURITIES] 0
[RECEIVABLES] 458,356
[ALLOWANCES] 0
[INVENTORY] 0
[CURRENT-ASSETS] 0
[PP&E] 0
[DEPRECIATION] 0
[TOTAL-ASSETS] 125,089,291<F1>
[CURRENT-LIABILITIES] 0
[BONDS] 0
[COMMON] 0
[PREFERRED-MANDATORY] 0
[PREFERRED] 0
[OTHER-SE] 117,305,243<F2>
[TOTAL-LIABILITY-AND-EQUITY] 125,089,291<F3>
[SALES] 0
[TOTAL-REVENUES] 7,351,071<F4>
[CGS] 0
[TOTAL-COSTS] 0
[OTHER-EXPENSES] 987,270<F5>
[LOSS-PROVISION] 0
[INTEREST-EXPENSE] 0
[INCOME-PRETAX] 6,363,801
[INCOME-TAX] 0
[INCOME-CONTINUING] 6,363,801
[DISCONTINUED] 0
[EXTRAORDINARY] 0
[CHANGES] 0
[NET-INCOME] 6,363,801
[EPS-PRIMARY] .84<F6>
[EPS-DILUTED] 0
<FN>
<F1>In addition to cash and receivables, total assets include investment in
revenue bonds of $117,786,000, net deferred expenses of $888,301 and
escrowed funds of $932,251.
<F2>Represents partners' capital.
<F3>Liabilities include accounts payable and other liabilities of $1,127,799
and excess of equity in losses of property-owning investees over investments
therein of $6,656,249.
<F4>Total revenue includes interest income of $7,351,071.
<F5>Other expenses include equity in losses of property-owning investees of
$636,587 and general and administrative expenses of $350,683.
<F6>Represents net income per Assigned Benefit Certificate.
</FN>
</TABLE>
