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, 1996
OR
[ ]TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ________ to ________.
Commission File Number: 0-18148
DEAN WITTER REALTY YIELD PLUS, L.P.
(Exact name of registrant as specified in governing instrument)
Delaware 13-3426531
(State of organization)(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 14<PAGE>
<TABLE>
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
DEAN WITTER REALTY YIELD PLUS, L.P.
Consolidated Balance Sheets
<CAPTION>
September 30, December 31,
1996 1995
ASSETS
<S> <C> <C>
Real estate, at cost:
Land $ 13,444,875$ 13,444,875
Buildings and improvements 101,739,260 99,540,590
115,184,135 112,985,465
Accumulated depreciation (17,349,538) 14,468,727
97,834,597 98,516,738
Investment in participating mortgage loan,
net of allowances of $15,549,278 and 18,995,382 19,974,382
$14,570,278
Cash and cash equivalents 8,442,737 18,939,265
Deferred expenses, net 1,397,578 1,626,335
Other assets 2,587,677 2,697,256
$129,257,971 $141,753,976
LIABILITIES AND PARTNERS' CAPITAL
Mortgage notes payable $ 19,801,376 $ 20,003,736
Accounts payable and other liabilities4,249,926 4,249,284
Minority interest 19,587,670 19,566,955
43,638,972 43,819,975
Partners' capital (deficiency):
General partners (6,997,942) (6,407,938)
Limited partners ($20 per Unit,
8,909,969 Units issued) 92,616,941 104,341,939
Total partners' capital 85,618,999 97,934,001
$129,257,971 $141,753,976
See accompanying notes to consolidated financial statements.
/TABLE
<PAGE>
<TABLE>
DEAN WITTER REALTY YIELD PLUS, L.P.
CONSOLIDATED STATEMENTS OF OPERATIONS
Three and nine months ended September 30, 1996 and 1995
<CAPTION>
Three months ended Nine months ended
September 30, September 30,
1996 1995 1996 1995
<S> <C> <C> <C> <C>
Revenues:
Rental $4,077,314 $7,201,129 $12,596,322 $20,490,325
Interest on participating
mortgage loan 692,647 692,647 2,070,412 2,060,315
Interest on short-term investments 107,495 127,235 398,614 361,834
Other 174,065 169,857 403,248 611,844
5,051,521 8,190,868 15,468,596 23,524,318
Expenses:
Property operating 4,104,235 3,617,427 10,527,152 10,475,336
Interest 396,117 1,501,345 1,201,340 4,505,951
Depreciation 1,028,793 1,160,413 2,880,811 3,450,074
Amortization 97,865 124,744 330,648 357,577
General and administrative 198,081 160,421 793,967 604,765
Loss on impairment of real estate,
and participating mortgage loan 979,000 6,931,459 979,000 6,931,459
6,804,091 13,495,809 16,712,918 26,325,162
Loss before minority interests (1,752,570) (5,304,941) (1,244,322) (2,800,844)
Minority interests 181,231 106,356 596,807 411,572
Net loss $(1,933,801) $(5,411,297) $(1,841,129) $(3,212,416)
Net loss allocated to:
Limited partners $(1,740,421) $(4,870,167) $(1,657,016) $(2,891,174)
General partners (193,380) (541,130) (184,113) (321,242)
$(1,933,801) $(5,411,297) $(1,841,129) $(3,212,416)
Net loss per Unit of limited
partnership interest $(.20) $(.55) $(.19) $(.32)
See accompanying notes to consolidated financial statements.
</TABLE>
<TABLE>
DEAN WITTER REALTY YIELD PLUS, L.P.
Consolidated Statement of Partners' Capital
Nine months ended September 30, 1996
<CAPTION>
Limited General
Partners Partners Total
<S> <C> <C> <C>
Partners' capital (deficiency)
at January 1, 1996 $104,341,939 $(6,407,938) $ 97,934,001
Net loss (1,657,016) (184,113) (1,841,129)
Cash distributions (10,067,982) (405,891) (10,473,873)
Partners' capital (deficiency)
at September 30, 1996 $ 92,616,941 $(6,997,942) $ 85,618,999
See accompanying notes to consolidated financial statements.
/TABLE
<PAGE>
<TABLE>
DEAN WITTER REALTY YIELD PLUS, L.P.
Consolidated Statements of Cash Flows
Nine months ended September 30, 1996 and 1995
<CAPTION>
1996 1995
<S> <C> <C>
Cash flows from operating activities:
Net loss $ (1,841,129) $(3,212,416)
Adjustments to reconcile net income to
net cash provided by operating activities:
Depreciation and amortization 3,211,459 3,807,651
Minority interest in earnings of
consolidated partnership 596,807 411,572
Loss on impairment of real estate, and
participating mortgage loan 979,000 6,931,459
Deferred expenses (101,891) (669,365)
Decrease in other assets 109,579 129,298
(Decrease) increase in accounts
payable and other liabilities 642 1,302,721
Net cash provided by operating activities 2,954,467 8,700,920
Cash flows from investing activities:
Additions to real estate (2,198,670) (774,164)
Investment in participating mortgage loan - (390,034)
Net cash used in investing activities (2,198,670) (1,164,198)
Cash flows from financing activities:
Repayments of mortgage note payable (202,360) (83,423)
Cash distributions (10,473,873) (4,454,982)
Contributions by minority interest to
consolidated partnership 914,514 482,543
Minority interest in distributions from
consolidated partnership (1,490,606) (1,403,743)
Decrease in loan from affiliate - (15,625)
Net cash used in financing activities (11,252,325) (5,475,230)
(Decrease) increase in cash and cash equivalents (10,496,528) 2,061,492
Cash and cash equivalents at
beginning of period 18,939,265 4,772,726
Cash and cash equivalents at
end of period $ 8,442,737 $ 6,834,218
Supplemental disclosure of cash flow information:
Cash paid for interest $ 1,201,340 $ 4,517,560
(continued)
</TABLE>
<TABLE>
DEAN WITTER REALTY YIELD PLUS, L.P.
Consolidated Statements of Cash Flows
Nine months ended September 30, 1996 and 1995
(cont'd)
<CAPTION>
1996 1995
Supplemental disclosure of non-cash investing activites:
Reclassification of real estate held for sale:
<S> <C> <C>
Real estate, at cost
Land $ - $15,480,507
Buildings and improvements - 48,670,526
Accumulated depreciation - (2,214,963)
Real estate held for sale $ - $61,936,070
See accompanying notes to consolidated financial statements.
/TABLE
<PAGE>
DEAN WITTER REALTY YIELD PLUS, L.P.
Notes to Consolidated Financial Statements
1. The Partnership
Dean Witter Realty Yield Plus, L.P. (the "Partnership") is a limited
partnership organized under the laws of the State of Delaware in 1987.
The Managing General Partner of the Partnership is Dean Witter Realty
Yield Plus Inc., which is wholly-owned by Dean Witter Realty Inc.
("Realty").
The financial statements include the accounts of the Partnership, DW
Columbia Gateway Associates, DW Michelson Associates, DW Lakeshore
Associates, Deptford Crossing Associates, Hampton Crossing Associates,
DW Community Centers Limited Partnership and DW Maplewood Inc. on a
consolidated basis. All significant intercompany accounts and
transactions have been eliminated.
The Partnership's records are maintained on the accrual basis of
accounting for financial reporting and tax purposes.
Net loss per Unit amounts are calculated by dividing net loss allocated
to Limited Partners, in accordance with the Partnership Agreement, by the
weighted average number of Units outstanding.
In the opinion of management, the accompanying financial statements,
which have not been audited, include all adjustments necessary to present
fairly the results for the interim periods. Except for the loss on
impairment of the participating mortgage loan, such adjustments consist
only of normal recurring accruals.
These financial statements should be read in conjunction with the annual
financial statements and notes thereto included in the Partnership's
annual report on Form 10-K filed with the Securities and Exchange
Commission for the year ended December 31, 1995. Operating results of
interim periods may not be indicative of the operating results for the
entire year.
2. Real Estate
In December 1995, the Partnership sold the Hampton Village Centre,
Farmington Crossroads and Midway Crossing Shopping Centers (the "Sold
Shopping Centers").
The repair work on the exterior concrete of 401 East Ontario Street was
completed in October 1996. Through September 30, 1996, approximately
$6.0 million has been expended, of which approximately $4.2 million was
expended in 1996. Total costs are expected to approximate $7.4 million.
During the third quarter of 1996, the building's primary insurance
carrier, which denied that these repairs were covered by the
Partnership's policy, paid $125,000 to the Partnership in settlement of
this matter. Litigation continues against those the Partnership deems
responsible for the defects in the design and construction of this
building.
During the third quarter of 1996, it was discovered that certain of the
building's interior walls did not meet the city of Chicago's fire code
requirements. The Partnership retained the services of nationally
recognized consultants to investigate, test, and conduct a thorough
review of all the building fire and life safety systems. Their reports
concluded that the existing fire and life safety systems will function
if called upon to do so and the building is safe for continued occupancy,
although the reports also recommended fixing some problems they
identified with those systems. The Partnership has notified the city of
Chicago of the matter, and the City agrees with the Partnership's
proposed corrections. The Partnership notified the building's tenants
of these deficiencies. The Partnership commenced repair work during the
third quarter of 1996, and expects the work to be completed by the end
of 1997. The cost of these measures is estimated to be approximately $4
million, of which $238,000 was incurred during the third quarter of 1996.
In addition, a rent concession has been offered to the residents in order
to maintain occupancy. The building's insurance carriers have been
notified, and the Partnership has added this matter to the litigation
concerning the repair work on the exterior concrete of the building. The
litigation is being vigorously pursued but there can be no assurance that
any amounts will be recovered.
3. Investment in Participating Mortgage Loan
In 1991, one of the general partners of the general partner of the
owner/borrower of the One Congress Street property filed a voluntary
petition under Chapter 11 of the Bankruptcy Code. In 1996, as part of
the reorganization, control over this general partner's interest in the
property was transferred to a trustee in bankruptcy.
In August 1996, the General Services Administration ("GSA"), which leased
all of the office space at the property, vacated approximately 70,000
square feet (approximately 30% of the office space) pursuant to its one-
time cancellation option on a portion of its space. The GSA's annual
rent for this space approximated $2.5 million.
Subsequent to September 30, 1996, the owner/borrower defaulted on the
participating mortgage loan by failing to timely pay its debt service.
Thereafter, the Partnership and Dean Witter Realty Yield Plus II, L.P.,
accelerated the loan and attempted to take possession of the One Congress
Street property. On October 15, 1996, the owner/borrower filed a
voluntary petition under Chapter 11 of the U.S. Bankruptcy Code. The
Partnership is currently considering what actions to take in response to
the bankruptcy filing.
The Partnership believes that during the period of the bankruptcy it will
be unable to collect its interest on the loan in full and that the
bankruptcy may adversely impact future leasing at the property.
Accordingly, the Partnership has determined that the loan is impaired and
has recorded an additional valuation allowance of $979,000 to reduce the
carrying value of the laon ot its estimated fair value.
4. Related Party Transactions
Realty and an affiliate of Realty provided property management services
for four of the Partnership's properties at September 30, 1996 and 1995.
The Partnership paid Realty and its affiliate management fees of
approximately $172,000 and $241,000 for the nine months ended September
30, 1996 and 1995, respectively. These amounts are included in property
operating expenses.
Realty performs administrative functions, processes certain investor
transactions and prepares tax information for the Partnership. For each
of the nine-month periods ended September 30, 1996 and 1995, the
Partnership incurred approximately $290,000 and $336,000, respectively,
for these services. These amounts are included in general and
administrative expenses.
As of September 30, 1996, Realty and its affiliate were owed a total of
approximately $52,000 for the above-mentioned services.
In 1991, the Partnership borrowed funds from an affiliate of Realty. The
loan was repaid in December 1995 out of the proceeds of the sale of the
Sold Shopping Centers. For the nine months ended September 30, 1995,
interest on the loan totalled $116,000.
5. Litigation
Various public partnerships sponsored by Realty (including the
Partnership and its Managing General Partner) are defendants in a
consolidated class action lawsuit pending in state court. The complaint
alleges breach of fiduciary duty, and seeks compensatory damages and
equitable relief. The defendants intend to vigorously defend the action.
It is impossible to predict the effect, if any, the outcome of this
action might have on the Partnership's financial statements.
6. Cash Distributions
On October 29, 1996, the Partnership paid a cash distribution of $.13 per
Unit to Limited Partners. The cash distribution aggregated $1,286,959
with $1,158,263 distributed to Limited Partners and $128,696 distributed
to the General Partners.
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
Liquidity and Capital Resources
The Partnership raised $178,199,380 through a public offering which
terminated in 1987. The Partnership has no plans to raise additional
capital.
The Partnership originally invested in seven loans or land leases. Due
to the past weakness in real estate markets, most of the properties did
not generate sufficient cash flow to fully service their debt. As a
result, prior to December 31, 1994, the Partnership acquired all but one
of the properties in which it originally invested. No additional
investments are planned.
Many real estate markets are stabilizing or improving, primarily due to
the continued absence of significant construction activity; for example,
office vacancy levels in Boston (the location of One Congress Street)
have decreased by 2% in 1996. The relative absence of office
construction as well as growth in demand from high technology and
professional service firms has recently resulted in absorption of office
space in Orange County, CA (the location of 2600 Michelson Drive).
Vacancies at many office/research and development properties, such as
Greenway Pointe, are declining as communications, computers and software
companies demand additional space. In the retail sector, a changing
tenant base caused by the domination of certain power center tenants
coupled with bankruptcies and major restructurings of other tenants is
resulting in higher vacancies and stagnant rents.
The Partnership's liquidity depends upon the cash flow from operations
of its real estate investments, interest on its participating mortgage
loan and expenditures for building improvements and tenant improvements
and leasing commissions in connection with the leasing of space. For the
nine months ended September 30, 1996, all of the Partnership's
properties, except for 401 East Ontario Street, generated positive cash
flow from operations, and it is anticipated that they will continue to
do so. Significant repair costs at 401 East Ontario Street caused
property operating expenses to exceed rental income by approximately $2.5
million. See Note 2 to the consolidated financial statements.
In addition, the Partnership's liquidity has been and will continue to
be affected by the sale of the Partnership's properties. Because the
Partnership sold three shopping centers (the "Sold Shopping Centers") in
December 1995, the Partnership's aggregate cash flow from operations was
reduced by approximately $786,000 and $2 million during the three-and
nine-month periods ending September 30, 1996, respectively. The
Partnership accordingly adjusted the quarterly distribution rate to $.13
per Unit, beginning with the distribution for the first quarter of 1996,
which was paid in April 1996.
During the nine months ended September 30, 1996, the Partnership incurred
approximately $945,000 (net of contributions by the minority interest)
primarily for tenant-related capital expenditures at 2600 Michelson Drive
and $380,000 for building improvements at 401 East Ontario Street.
As of September 30, 1996, the Partnership has commitments to contribute
approximately $705,000, primarily for lease-related capital expenditures
at the Greenway Pointe and Deptford properties, and expects to expend
approximately $1.4 million for the remaining costs of repairs on the
exterior concrete at 401 East Ontario Street. During the third quarter
of 1996, the Partnership commenced work to repair the fire and life
safety systems of 401 East Ontario Street; the total cost of this project
is expected to be approximately $4.0 million, of which $238,000 has been
incurred to date (see Note 2 to the consolidated financial statements).
These expenditures will be primarily funded from property cash flow and
Partnership cash reserves.
As described in Note 3 to the consolidated financial statements, the
General Services Administration ("GSA"), the sole tenant of the office
space at the One Congress Street property, vacated approximately 30% of
the space at the property in August 1996, and the lease on its remaining
space expires in August 1997. As also described in Note 3, on October
15, 1996, the owner/borrower filed a voluntary petition under Chapter 11
of the U.S. bankruptcy code. The owner/borrower ceased paying interest
on the Partnership's portion of the loan of approximately $230,000 per
month. The Partnership is currently considering what actions to take in
response to the bankruptcy filing.
The cash flow generated from the garage lease is projected to be
sufficient to pay the debt service due under the first mortgage loan on
the property. However, current market rental rates in Boston are
significantly less than in the early 1990's when the GSA lease was
entered into. Therefore, the rent to be received after re-leasing the
office space at the property, as well as the Partnership's cash flow from
the property, will significantly decrease. In addition, there may be a
significant amount of time before a new tenant is found for this space,
and substantial funds may be required to re-lease the space.
The Partnership believes that during the period of the bankruptcy it will
be unable to collect its interest on the loan in full and that the
bankruptcy may adversely impact future leasing at the property.
Accordingly, the Partnership has determined that the loan is impaired and
has recorded an additional valuation allowance of $979,000 to reduce the
carrying value of the loan to its estimated fair value.
Except as discussed herein and in the consolidated financial statements,
the Managing General Partner is not aware of any trends or events,
commitments or uncertainties that will have a material impact on
liquidity.
In January 1996, the Partnership distributed the net sales proceeds from
the Sold Shopping Centers (see Note 2 to the consolidated financial
statements). All of the net proceeds of $6,414,961 ($.72 per Unit) were
distributed to the Limited Partners; the General Partners deferred
receipt of their share of proceeds.
On October 29, 1996, the Partnership paid a cash distribution of $.13 per
Unit to Limited Partners. The cash distribution aggregated $1,286,959
with $1,158,263 distributed to Limited Partners and $128,696 distributed
to the General Partners.
Operations
Fluctuations in the Partnership's operating results for the three-and
nine-month periods ended September 30, 1996 compared to 1995 are
primarily attributable to the following:
Rental income decreased primarily due to the absence in 1996 of rents of
approximately $2.5 million in the third quarter and $7 million year-to-
date from the Sold Shopping Centers. Rent also decreased at 401 East
Ontario Street due to rent concessions granted to tenants while the
repairs at the property are being completed, and at Deptford Crossing due
to a reduction of pass-through income caused by lower real estate tax
costs at the property. During the nine-months ended September 30, 1996,
these decreases were partially offset by an increase in rental income at
2600 Michelson Drive from the leasing of 22% of the property's space in
the second quarter of 1995.
Other income decreased during the nine-month period ended September 30,
1996 primarily due to the receipt of a lease termination fee at the
Michelson property of $150,000 in the first quarter of 1995.
Property operating expenses increased during the nine-month period ended
September 30, 1996 because the costs of the repairs at 401 East Ontario
Street exceeded the reduction of expenses at the Sold Shopping Centers
($2.4 million) and reduced real estate tax costs at the Michelson and
Deptford Crossing properties.
Property operating expenses increased during the three-month period ended
September 30, 1996 because the costs of repair work at 401 East Ontario
Street exceeded the reduction of expenses at the Sold Shopping Centers
($800,000) and reduced real estate tax costs at the Michelson and
Deptford Crossing properties.
Interest expense decreased primarily due to the absence in 1996 of
interest of approximately $800,000 in the third quarter and $2.3 million
year-to-date due to the repayment of debt relating to the Sold Shopping
Centers, the repayments in December 1995 of loans payable to affiliates
and banks and the partial paydown of the Deptford Crossing mortgage loan
in the fourth quarter of 1995.
Depreciation decreased primarily due to the absence in 1996 of
depreciation of approximately $268,000 in the third quarter and $801,000,
year-to-date from the Sold Shopping Centers. Depreciation on the
Deptford property was lower in 1996 because the property was written down
in the third quarter of 1995. These decreases were partially offset by
increased depreciation at the Michelson property resulting from increased
capital expenditures.
General and administrative expenses increased for the nine months ended
September 30, 1996 primarily due to additional costs related to the sale
of the Sold Shopping Centers incurred during the first quarter of 1996.
During the third quarter of 1996, the Partnership recorded a loss on the
impairment of its participating mortgage loan. See Note 3 to the
consolidated financial statements.
During the third quarter of 1995, the Partnership recorded a $6.9 million
loss on impairment of the Deptford Crossing Shopping Center.
A summary of the office, retail, residential and research and development
building markets where the Partnership's properties are located, and the
performance of each property is as follows:
The market for research and development properties in Columbia, MD, the
location of Greenway Pointe, is improving; and it currently has a vacancy
rate of 8%. During the third quarter of 1996, occupancy at the property
decreased to 97%. In October 1996, G Tech, which occupied approximately
20% of the property's space, vacated its space. During the third quarter
of 1996, the Partnership negotiated a buyout of its lease to Caremark for
approximately 11% of the property's space, and signed a new lease for the
combined space to be given up by G Tech and Caremark at a higher rental
rate. No other significant leases expire prior to 1998.
The luxury residential sub-market in Chicago, IL, location of 401 East
Ontario property, has a current vacancy rate of approximately 3%. The
occupancy at the property has decreased from 92% to 82% as a result of
the above-mentioned exterior concrete repair work continuing at the
property. Also, the Partnership expects that the above-mentioned repairs
with regard to the fire and life systems (which began during the third
quarter of 1996) will be intrusive upon residents as work will be needed
to be performed inside each rental unit. To maximize tenant retention
while these repairs are being performed, the Partnership has given
tenants temporary rent concessions. Also, tenants' rent will be abated
while work is being performed inside their units. The effect, if any,
of all the repair programs on rents and occupancy in the future cannot
be determined at this time.
During the third quarter of 1996, the market vacancy rate in Irvine,
California, the location of 2600 Michelson Drive, increased slightly.
However, the Partnership considers Irvine to be an improving market
because the steady absorption of space and the lack of new construction
are leading to a decrease in the amount of available quality office
space. Rental rates have also recently begun to increase in this market.
During the third quarter of 1996, occupancy at the property remained at
92%. No significant leases expire before 1998.
The office vacancy level in the Boston office market, the location of One
Congress Street, has recently imporved to 9%. As discussed above, GSA
vacated approximately 70,000 square feet of the property's office space
in August 1996 and its lease on the remaining space terminates in August
1997. Also, the retail space (which has been substantially vacant for
some time) has been difficult to lease. During the third quarter of
1996, occupancy at the office space decreased to 70% and the retail
space, which is not a significant portion of the overall space, remained
substantially vacant.
The retail market in Deptford, New Jersey, the location of Deptford
Crossing, has a high vacancy rate which has exerted downward pressure
on rents and has made leasing difficult. In addition, there are four
retail developments under construction in this market, all of which are
expected to be completed in 1997. This space is being built for power
retailers, traditional anchor tenants and small tenants. The sales of
tenants in the Deptford Crossing property may be negatively affected by
competition from both power retailers and similar retailers which may
move into the new space. Also, the new space will compete with the
Partnership's property as the Partnership tries to lease vacant space
(approximately 17% of the property's space) and renew the space scheduled
to expire in 1997 (approximately 19% of the space).
The vacancy rate in Flint, Michigan, the location of the Genesee Crossing
shopping center, has increased to approximately 17% as a result of the
closing of several stores due to bankruptcies. During the nine months
ended September 30, 1996, occupancy at the property remained at 99%. No
significant leases are scheduled to expire prior to 1998. A branch of
a national home electronics store and a branch of a national pet store
are being built on a site adjacent to the property. The Partnership
believes that these new retailers may increase traffic at the property.
Inflation
Inflation has been consistently low during the periods presented in the
financial statements and, as a result, has not had a significant effect
on the operations of the Partnership or its properties.
<PAGE>
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
The following developments have occurred since the filing of the
Partnership's most recent quarterly report on Form 10-Q with respect to
the purported class actions filed against the Partnership.
The Schechtman Action, the Dosky Action and the Segal Action have been
consolidated in a single action (the "Consolidated Action") in the
Delaware Court of Chancery for New Castle County. The plaintiffs in the
Young Action and the Grigbsy Action have joined the Consolidated Action.
The Grigsby Action remains stayed indefinitely subject to being reopened
for good cause.
On October 7, 1996, the plaintiffs in the Consolidated Action filed a
First Consolidated and Amended Class Action Complaint naming various
public real estate partnerships sponsored by Realty (including the
Partnership and its Managing General Partner), Realty, Dean Witter,
Discover & Co., Dean Witter Reynolds Inc. and others as defendants. This
complaint alleges breach of fiduciary duty and seeks an accounting of
profits, compensatory damages in an unspecified amount, possible
liquidation of the Partnership under a receiver's supervision and other
equitable relief. The defendants have not yet responded to this
complaint and intend to vigorously defended the action.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
An exhibit index has been filed as part of this Report on Page
E1.
(b) Reports on Form 8-K.
Report dated October 15, 1996 relating to the voluntary
bankruptcy filing of the owner of the property subject to and
collateralizing the Partnership's investment in the
participating mortgage loan.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
DEAN WITTER REALTY YIELD PLUS, L.P.
By: Dean Witter Realty Yield Plus Inc.
Managing General Partner
Date: November 14, 1996 By: /s/E. Davisson Hardman, Jr.
E. Davisson Hardman, Jr.
President
Date: November 14, 1996 By: /s/Lawrence Volpe
Lawrence Volpe
Controller
(Principal Financial and
Accounting Officer)
<PAGE>
Dean Witter Realty Yield Plus, L.P.
Quarter Ended September 30, 1996
Exhibit Index
Exhibit
No. Description
27 Financial Data Schedule
E1
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
Registrant is a limited partnership which invests in real estate,
participating mortgage loans, and real estate joint ventures. In
accordance with industry practice, its balance sheet is unclassified. For
full information, refer to the accompanying unaudited financial statements.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> SEP-30-1996
<CASH> 8,442,737
<SECURITIES> 0
<RECEIVABLES> 959,645
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 129,257,971<F1>
<CURRENT-LIABILITIES> 0
<BONDS> 0
<COMMON> 0
0
0
<OTHER-SE> 85,618,999<F2>
<TOTAL-LIABILITY-AND-EQUITY> 129,257,971<F3>
<SALES> 0
<TOTAL-REVENUES> 15,468,596<F4>
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 15,129,385
<LOSS-PROVISION> 979,000
<INTEREST-EXPENSE> 1,201,340
<INCOME-PRETAX> (1,841,129)
<INCOME-TAX> 0
<INCOME-CONTINUING> (1,841,129)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (1,841,129)
<EPS-PRIMARY> (.19)<F5>
<EPS-DILUTED> 0
<FN>
<F1>In addition to cash and receivables, total assets include net investments
in real estate of $97,834,597, net investments in participating mortgage
loans of $18,995,382, net deferred expenses of $1,397,578 and other assets
of $1,628,032.
<F2>Represents partners' capital.
<F3>Liabilities include mortgage notes payable of $19,801,376, minority
interest of $19,587,670, and accounts payable and other liabilities of
$4,249,926.
<F4>Total revenue includes rent of $12,596,322, interest on participating
mortgage loan of $2,070,412, interest on short-term investments of
$398,614 and other revenue of $403,248.
<F5>Represents net income per Unit of limited partnership interest.
</FN>
</TABLE>
