<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A
AMENDMENT NO. 1
THE PURPOSE OF THIS FILING IS TO ATTACH THE
FINANCIAL DATA SCHEDULE AS EXHIBIT 27.
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For The Quarterly Period Ended September 30, 1996
Commission file number 0-16285
MID-ATLANTIC CENTERS LIMITED PARTNERSHIP
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(Exact name of registrant as specified in its partnership
agreement)
MARYLAND 52-1490861
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(State or other jurisdiction (I.R.S. Employer
of the organization) Identification No.)
111 South Calvert Street - Baltimore, MD 21203-1476
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(Address of principal executive offices) (Zip Code)
(410) 539-0000
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(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Sections 13 or 15 (d) of the
Securities Exchange Act of 1934 during the preceding 12 months
(or for such shorter period that the registrant was required to
file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
Yes X No
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<PAGE> 2
ITEM 6. REVISED EXHIBITS INDEX
(a) EXHIBITS
3.1 Third Amended and Restated Agreement and Certificate of
Limited Partnership. (1)
3.2 Third Certificate of Amendment to Third Amended and Restated
Agreement and Certificate of Limited Partnership. (3)
3.3 Second Certificate of Amendment to Third Amended and Restated
Agreement and Certificate of Limited Partnership. (3)
3.4 First Certificate of Amendment to Third Amended and Restated
Agreement and Certificate of Limited Partnership. (3)
4.1 Third Amended and Restated Agreement and Certificate of
Limited Partnership. (1)
4 The Partnership hereby agrees, pursuant to Item 601(b)(4)
(iii)(A) of Regulation S-K, to furnish to the Commission
upon request a copy of each instrument with respect to the
rights of holders of the Edgewood Plaza long-term debt of the
Partnership.
10.1 Form of Shopping Center Management and Leasing Agreement. (2)
10.2 Lease Agreement between Mid-Atlantic Centers Limited
Partnership and Food Lion, Inc. (3)
10.3 Lease Agreement between Mid-Atlantic Centers Limited
Partnership and Revco Drug Centers of Virginia Inc. (3)
10.4 Lease Agreement between Mid-Atlantic Centers Limited
Partnership and The Kroger Company. (3)
10.5 Lease Agreement between Mid-Atlantic Centers Limited
Partnership and Santoni's Markets Incorporated. (3)
10.6 Lease Agreement between Mid-Atlantic Centers Limited
Partnership and Rite-Aid of Maryland, Inc. (3)
10.7 Lease Agreement between Mid-Atlantic Centers Limited
Partnership and Family Dollar Stores of Martinsville,
Virginia, Inc. (3)
10.8 Lease Agreement between Mid-Atlantic Centers Limited
Partnership and Southeastern Outdoorsman, Inc. (3)
10.9 Lease Agreement between Mid-Atlantic Centers Limited
Partnership and Noland Company, Inc. (3)
10.10 Lease Agreement between Mid-Atlantic Centers Limited
Partnership and The Grand Union Company. (3)
10.11 Lease Agreement between Mid-Atlantic Centers Limited
Partnership and The Reed Company. (3)
10.12 Lease Agreement between Mid-Atlantic Centers Limited
Partnership and Family Dollar Stores of Pennsylvania, Inc. (3)
10.13 Lease Agreement between Mid-Atlantic Centers Limited
Partnership and R.H. Properties Co. D/B/A New Ephrata
Farmer's Market. (3)
10.14 Lease Agreement between Mid-Atlantic Centers Limited
Partnership and Santoni's, Inc. (3)
10.15 Lease Agreement between Mid-Atlantic Centers Limited
Partnership and People's Service Drug Stores, Inc. (3)
10.16 Lease Agreement between Mid-Atlantic Centers Limited
Partnership and Montgomery Ward Co., Inc. (3)
10.17 Lease Agreement between Mid-Atlantic Centers Limited
Partnership and S.E. Nichols, Inc. (3)
10.18 Lease Agreement between Mid-Atlantic Centers Limited
Partnership and Robert E. Lawlar. (3)
10.19 Lease Agreement between Mid-Atlantic Centers Limited
Partnership and Ottis T. Cato D/B/A Bingo Time. (3)
10.20 Lease Agreement between Mid-Atlantic Centers Limited
Partnership and Housewares Merchandisers, Inc. (3)
10.21 First Addendum to that certain contract between First
Washington Development Group, Inc. and BPT Lynnwood Place
Associates, LTD. dated March 11, 1987. (3)
10.22 Escrow Agreement between BPT Lynnwood Place Associates, Ltd.
and Mid-Atlantic Centers Limited Partnership (pursuant to
First Addendum to the Contract) dated July 16, 1987. (3)
10.23 Lease Guarantee Agreement between Mid-Atlantic Centers
Limited Partnership and The Mitchell Company dated
December 30, 1987. (3)
10.24 Escrow Agreement between The Mitchell Company, Mid-Atlantic
Centers Limited Partnership and Mid-South Title Insurance
Corporation dated December 30, 1987. (3)
10.25 First Amendment of Real Estate Purchase Contract between First
Washington Development Group, Inc. and Five Shopping Center
Co. dated December 7, 1987. (3)
10.26 First Addendum to Real Estate Purchase Contract between Quality
Centers/Lancaster Limited Partnership and First Washington
Development Group, Inc. dated September 13, 1988. (3)
10.27 Escrow Agreement between Fidelity Title & Guaranty Company,
Quality Centers/Lancaster Limited Partnership and Mid-Atlantic
Centers Limited Partnership dated January 31, 1989. (3)
10.28 Lease Agreement between Mid-Atlantic Centers Limited
Partnership and Southeastern Health Spa, Inc. (4)
10.29 Lease Agreement between Mid-Atlantic Centers Limited
Partnership and Frensleys, Inc. (4)
10.30 Lease Agreement between Mid-Atlantic Centers Limited
Partnership and Nike Retail Services, Inc. (4)
10.31 Lease Agreement between Mid-Atlantic Centers Limited
Partnership and Wanda Fay Toney and T.A. Coats, Jr. (5)
10.32 Lease Agreement between Mid-Atlantic Centers Limited
Partnership and Video Vibes. (6)
10.33 Modification of Promissory Note and Statement of Loan Status
between Mid-Atlantic Centers Limited Partnership and The
Mitchell company. (7)
10.34 Supplemental agreement by and between Mid-Atlantic Centers
Limited Partnership and Montgomery Ward & Co., Incorporated
amending lease agreement included as Exhibit 10.16 of Form
10-K for the year ended December 31, 1988. (7)
10.35 Lease agreement by and between Mid-Atlantic Centers Limited
Partnership and Wholesale Depot Holding Company, Inc. (7)
10.36 Amended and Restated Nonrecourse Purchase Money Promissory
Note dated January 13, 1994. (8)
10.37 Amendment to Note, Deed of Trust and Other Loan Documents
dated January 13, 1994. (8)
10.38 Promissory Note ($196,710.00) dated January 13, 1994. (8)
10.39 Loan Agreement between Mid-Atlantic Centers and FirstTrust
Bank dated January 13, 1994. (8)
10.40 Promissory Note between Mid-Atlantic Centers and FirstTrust
Bank dated January 13, 1994. (8)
10.41 Lease agreement by and between Mid-Atlantic Centers Limited
Partnership and W.S. Badcock Corporation. (8)
10.42 Purchase and Sale Agreement between Mid-Atlantic Centers
Limited Partnership, RRC Acquisitions, Inc. and Ulmer,
Murchison, Ashby and Taylor dated December 29, 1995. (10)
27.1 Financial Data Schedule for the nine months ended September 30, 1996.
28.1 Letter of Valuation for 11 Shopping Center Properties as of
January 1, 1993. (6)
28.2 Pages 10-14 of the Registrant's Prospectus dated March 25,
1987. (1)
28.3 Pages 14-17 of the Registrant's Prospectus dated March 25,
1987. (1)
28.4 Pages 24-26 of the Registrant's Prospectus dated March 25,
1987. (1)
28.5 Pages 37-39 of the Registrant's Prospectus dated March 25,
1987. (1)
28.6 Pages 59-62 of the Registrant's Prospectus dated March 25,
1987. (1)
28.7 Page 66 of the Registrant's Prospectus dated March 25,
1987. (1)
28.8 Letter of Valuation for 11 Shopping Centers as of January 1,
1994. (8)
28.9 Letter of Valuation for 11 Shopping Centers as of November 30,
1994. (9)
28.10 Letter of Valuation for Ten Shopping Centers as of January 1,
1996. (10)
(1) Incorporated by reference to the Registrant's Registration Statement on
Form S-11 under the Securities Act of 1933 (File No. 33-11086).
(2) Incorporated by reference to Amendment No. 3 to the Registrant's
Registration Statement on Form S-11 under the Securities Act of 1933
(File No. 33-11086).
(3) Incorporated by reference to the Registrant's Annual Report on Form
10-K for the fiscal year ended December 31, 1988 pursuant to Section
13 or 15(d) of the Securities Exchange Act of 1934 (File No. 0-16285).
(4) Incorporated by reference to the Registrant's Annual Report on Form
10-K for the fiscal year ended December 31, 1989 pursuant to Section
13 or 15(d) of the Securities Exchange Act of 1934 (File No. 0-16285).
(5) Incorporated by reference to the Registrant's Annual Report on Form
10-K for the fiscal year ended December 31, 1990 pursuant to Section
13 or 15(d) of the Securities Exchange Act of 1934 (File No. 0-16285).
(6) Incorporated by reference to the Registrant's Annual Report on Form
10-K for the fiscal year ended December 31, 1992 pursuant to Section
13 or 15(d) of the Securities Exchange Act of 1934 (File No. 0-16285).
(7) Incorporated by reference to the Registrant's Quarterly Report on Form
10-Q for the quarterly period ended June 30, 1993 pursuant to Section
13 or 15(d) of the Securities Exchange Act of 1934 (File No. 0-16285).
(8) Incorporated by reference to the Registrant's Annual Report on Form
10-K for the fiscal year ended December 31, 1993 pursuant to Section 13
or 15(d) of the Securities Exchange Act of 1934 (File No. 0-16285).
(9) Incorporated by reference to the Registrant's Annual Report on Form
10-K for the fiscal year ended December 31, 1994 pursuant to Section 13
or 15(d) of the Securities Exchange Act of 1934 (File No. 0-16285).
(10) Incorporated by reference to the Registrant's Annual Report on Form
10-K for the fiscal year ended December 31, 1995 pursuant to Section 13
or 15(d) of the Securities Exchange Act of 1934 (File No. 0-16285).
<PAGE> 6
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
MID-ATLANTIC CENTERS LIMITED PARTNERSHIP
By: Realty Capital IV Limited Partnership
General Partner
By: LMRC IV, Inc., General Partner
Date: January 9, 1997 By: /s/ Richard J. Himelfarb
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Richard J. Himelfarb, President
<PAGE> 7
EXHIBIT INDEX
Exhibit
Number
27.1 Financial Data Schedule for the nine months
ended September 30, 1996.
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THE SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM
BALANCE SHEETS AND STATEMENTS OF OPERATIONS AND IS QUALIFIED IN ITS
ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> SEP-30-1996
<CASH> 3,119,967
<SECURITIES> 0
<RECEIVABLES> 982,534
<ALLOWANCES> (244,388)
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 51,334,043
<DEPRECIATION> 13,704,941
<TOTAL-ASSETS> 42,790,766
<CURRENT-LIABILITIES> 0
<BONDS> 28,303,367
0
0
<COMMON> 0
<OTHER-SE> 12,153,838
<TOTAL-LIABILITY-AND-EQUITY> 42,790,766
<SALES> 0
<TOTAL-REVENUES> 4,810,347
<CGS> 0
<TOTAL-COSTS> 3,196,582
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 52,801
<INTEREST-EXPENSE> 2,090,052
<INCOME-PRETAX> (301,958)
<INCOME-TAX> 0
<INCOME-CONTINUING> (301,958)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (301,958)
<EPS-PRIMARY> (.30)
<EPS-DILUTED> (.30)
</TABLE>
