7
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 March 31, 1998
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
<TABLE>
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
DEAN WITTER REALTY YIELD PLUS, L.P.
CONSOLIDATED BALANCE SHEETS
<CAPTION>
March 31,
December 31,
1998 1997
<S> <C>
<C>
ASSETS
Real estate:
Land $
6,267,858 $ 6,267,858
Buildings and improvements 44,100,611
44,072,371
50,368,469
50,340,229
Accumulated depreciation 6,148,995
5,847,422
44,219,474
44,492,807
Real estate held for sale 37,032,730
36,896,371
Investment in unconsolidated partnership 18,899,908
19,721,195
Cash and cash equivalents 7,259,088
4,584,786
Deferred expenses, net 983,209
882,731
Other assets 1,258,917
1,384,385
$109,653,326
$107,962,275
LIABILITIES AND PARTNERS' CAPITAL
Mortgage notes payable $ 10,566,268 $
10,566,268
Accounts payable and other liabilities 2,778,937
3,343,047
Minority interest 19,229,110
18,544,593
32,574,315
32,453,908
Partners' capital (deficiency):
General partners (7,315,901)
(7,472,965)
Limited partners ($20 per Unit, 8,909,969 Units issued)
84,394,912 82,981,332
Total partners' capital 77,079,011
75,508,367
$109,653,326
$107,962,275
See accompanying notes to consolidated financial statements.
</TABLE>
<TABLE>
DEAN WITTER REALTY YIELD PLUS, L.P.
CONSOLIDATED STATEMENTS OF OPERATIONS
Three months ended March 31, 1998 and 1997
<CAPTION>
1998 1997
<S> <C>
<C>
Revenues:
Rental $4,200,008
$4,216,005
Equity in earnings of unconsolidated partnership 48,713
- -
Interest on short-term investments and other 210,730
167,990
Interest on participating mortgage loan - 28,140
4,459,451
4,412,135
Expenses:
Property operating 387,525
3,158,597
Depreciation 301,573
969,222
Amortization 76,083
95,700
Interest 186,678
394,506
General and administrative 178,760
235,680
1,130,619
4,853,705
Income (loss) before minority interest 3,328,832
(441,570)
Minority interest 530,592
224,461
Net income (loss) $2,798,240 $
(666,031)
Net income (loss) allocated to:
Limited partners $2,518,416 $
(599,428)
General partners 279,824
(66,603)
$2,798,240 $
(666,031)
Net income (loss) per Unit of limited partnership interest $
0.28 $ (0.07)
See accompanying notes to consolidated financial statements.
</TABLE>
<TABLE>
DEAN WITTER REALTY YIELD PLUS, L.P.
CONSOLIDATED STATEMENT OF PARTNERS' CAPITAL (DEFICIENCY)
Three months ended March 31, 1998
<CAPTION>
Limited General
Partners Partners Total
<S> <C> <C>
<C>
Partners' capital (deficiency)
at January 1, 1998 $82,981,332
$(7,472,965) $75,508,367
Net income 2,518,416
279,824 2,798,240
Cash distributions (1,104,836)
(122,760) (1,227,596)
Partners' capital (deficiency)
at March 31, 1998 $84,394,912
$(7,315,901) $77,079,011
See accompanying notes to consolidated financial statements.
</TABLE>
<TABLE>
DEAN WITTER REALTY YIELD PLUS, L.P.
CONSOLIDATED STATEMENTS OF CASH FLOWS
Three months ended March 31, 1998 and 1997
<CAPTION>
1998 1997
<S> <C>
<C>
Cash flows from operating activities:
Net income (loss) $ 2,798,240 $
(666,031)
Adjustments to reconcile net income (loss) to net cash
provided by operating activities:
Minority interest in earnings of consolidated partnership
530,592 224,461
Depreciation and amortization 377,656
1,064,922
Equity in earnings of unconsolidated partnership
(48,713) -
Increase in deferred expenses (176,561)
(106,934)
Decrease in other assets 125,468
298,310
Decrease in accounts payable and other liabilities
(564,110) (121,129)
Net cash provided by operating activities
3,042,572 693,599
Cash flows from investing activities:
Distributions from unconsolidated partnership
870,000 -
Additions to real estate held for sale (136,359)
- -
Additions to real estate (28,240)
(394,269)
Net cash provided by (used in) investing activities
705,401 (394,269)
Cash flows from financing activities:
Cash distributions (1,227,596)
(1,286,996)
Contributions by minority interest to consolidated partnership
153,925 132,173
Minority interest in distributions from consolidated
partnership -
(540,350)
Repayments of mortgage note payable -
(75,924)
Net cash used in financing activities (1,073,671)
(1,771,097)
Increase (decrease) in cash and cash equivalents
2,674,302 (1,471,767)
Cash and cash equivalents at beginning of period
4,584,786 6,799,320
Cash and cash equivalents at end of period $ 7,259,088 $
5,327,553
Supplemental disclosure of cash flow information:
Cash paid for interest $ 186,678 $
327,397
See accompanying notes to consolidated financial statements.
</TABLE>
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 ("DMA"), DW Lakeshore Associates, Deptford
Crossing Associates, DW Community Centers Limited
Partnership and DW Maplewood Inc. on a consolidated basis.
All significant intercompany accounts and transactions have
been eliminated.
Effective October 27, 1997, the Partnership began accounting
for its investment in GCGA Limited Partnership ("GCGA")
under the equity method.
The Partnership's records are maintained on the accrual
basis of accounting for financial reporting and tax
purposes.
Net income (loss) per Unit amounts are calculated by
dividing net income (loss) allocated to Limited Partners, in
accordance with the Partnership Agreement, by the weighted
average number of Units outstanding.
In the opinion of management, the accompanying financial
statements, which have not been audited, include all
adjustments necessary to present fairly the results for the
interim periods. Except for reserves of uncollected
interest relating to the participating mortgage loan in
1997, such adjustments consist only of normal recurring
accruals.
The Partnership adopted Financial Accounting Standards Board
Statement No. 130, "Reporting Comprehensive Income" and
Statement No. 131, "Disclosures about Segments of an
Enterprise and Related Information" during the first quarter
of 1998. Adoption of these standards had no impact on the
Partnership's computation or presentation of net income per
Unit of Limited Partnership interest or other disclosures.
DEAN WITTER REALTY YIELD PLUS, L.P.
Notes to Consolidated Financial Statements
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, 1997. Operating results of interim
periods may not be indicative of the operating results for
the entire year.
2. Real Estate
In March 1998, the Partnership received $1.2 million
(recognized as a reduction of property operating expenses)
pursuant to a settlement with the architect and engineer of
the 401 East Ontario Street property. The Partnership had
initiated litigation against these parties and others
because it deemed them responsible for defects in the design
and construction of the building which, in turn, caused the
Partnership to incur significant repair costs in 1995-1997.
The Partnership is continuing its litigation against the
general contractor and others.
In August 1997, the Genessee Crossing shopping center was
foreclosed upon by the first mortgage lender, and, in March
1998, the lender took final possession of the property. The
Partnership's extraordinary gain on the extinguishment of
the related debt was recognized in the third quarter of
1997.
3. Real Estate Held for Sale
Pursuant to a Purchase and Sale Agreement dated as of
December 26, 1997, DMA agreed to sell to SC Enterprises
("SCE") DMA's 90% general partnership interest in Michelson
Company Limited Partnership (the "Company"), owner of the
Michelson property, and two promissory notes (totaling
approximately $1.2 million) due from SCE for a negotiated
aggregate sale price of $64 million. SCE, an affiliate of
the developer of the property, owns the remaining 10%
limited partnership interest in the Company. SCE assigned
its right to purchase the interest in the Company to Spieker
Properties, L.P., which is not affiliated with the
Partnership, its affiliated partnerships or SCE.
DEAN WITTER REALTY YIELD PLUS, L.P.
Notes to Consolidated Financial Statements
The sale price was received in cash at closing on April 3,
1998. The Partnership's 50.81% share of proceeds from the
sale, net of closing costs, was approximately $32.4 million;
such proceeds were distributed 100% to the Limited Partners
($3.635 per Unit) on April 28, 1998.
4. Investment in Unconsolidated Partnership
Summarized financial information of GCGA is as follows:
Quarter ended March 31,
1998 1997
Revenue $ 2,495,901
$ 2,888,298
Expenses:
Interest on second mortgage loan 1,787,625
2,028,900
Other interest 948,903
886,181
Property operating 1,192,435
1,133,613
Depreciation and amortization 459,082
485,036
4,388,045
4,533,730
Net loss $(1,892,144)
$(1,645,432)
GCGA's second mortgage loan is the participating mortgage
loan from the Partnership (58%) and Dean Witter Realty Yield
Plus II L.P., an affiliated partnership (42%). Prior to
October 27, 1997, the Partnership recognized interest income
on this loan and reserved any interest not paid by GCGA
(during the first quarter of 1997, GCGA paid to the
Partnership $28,140 of $677,590 total interest due).
Effective October 27, 1997, the Partnership recognizes its
share of GCGA's earnings exclusive of GCGA's interest
expense on the second mortgage loan.
5. Related Party Transactions
In 1998 and 1997, Realty and an affiliate of Realty provided
property management services for the Deptford Crossing and
Michelson properties, and, in 1997 only, the Genessee
Crossing and Greenway Pointe properties. The Partnership
paid Realty and its affiliate management fees of
DEAN WITTER REALTY YIELD PLUS, L.P.
Notes to Consolidated Financial Statements
approximately $27,000 and $62,000 for the three-months ended
March 31, 1998 and 1997, 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 the three-month periods ended March 31,
1998 and 1997, the Partnership incurred approximately
$92,000 and $99,000, respectively, for these services.
These amounts are included in general and administrative
expenses.
As of March 31, 1998, Realty and its affiliate were owed a
total of approximately $36,000 for the above-mentioned
services.
6. Litigation
Various public partnerships sponsored by Realty (including
the Partnership and its Managing 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,
misrepresentation and related claims, and seek compensatory
and other damages and equitable relief. The defendants
intend to vigorously defend against these actions. It is
impossible to predict the effect, if any, the outcome of
these actions might have on the Partnership's financial
statements.
7. Subsequent Cash Distributions
On April 27, 1998, the Partnership paid a cash distribution
of $.124 per Unit to Limited Partners. The cash
distribution aggregated $1,227,596 with $1,104,836
distributed to Limited Partners and $122,760 distributed to
the General Partners.
DEAN WITTER REALTY YIELD PLUS, L.P.
Notes to Consolidated Financial Statements
On May 8, 1998, the Partnership distributed a portion of its
cash reserves ($.151 per Unit) to Limited Partners. The
total distribution aggregated $1,494,895 with $1,345,405
distributed to the Limited Partners and $149,490 distributed
to the General Partners.
DEAN WITTER REALTY YIELD PLUS, L.P.
ITEM 2. MANAGEMENT'S DISCUSSION AND
ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS
Liquidity and Capital Resources
The Partnership completed a $178,199,380 public offering 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, the
properties securing the loans did not generate sufficient
cash flow to fully service their debt. As a result, the
Partnership acquired all of the properties in which it
originally invested. No additional investments are planned.
The partnership which owns the Michelson property (in which
the Partnership is a 50.81% general partner) sold the
property on April 3, 1998 (see Note 3 to the consolidated
financial statements). During the three months ended March
31, 1998, the property generated cash flow from operations
of approximately $1,142,000. On April 28, 1998, the
Partnership distributed approximately $32.4 million ($3.635
per Unit), its share of the net proceeds from the sale, 100%
to Limited Partners.
The Managing General Partner is currently marketing for sale
the 401 East Ontario Street property, and believes that,
barring a change in circumstances, it will market for sale
the Deptford Crossing property later in 1998. The
partnership which owns the One Congress Street property (in
which a subsidiary of the Partnership is a general partner)
plans to market this property for sale later in 1998. There
can no assurance that these properties will be sold.
Employment growth, especially in the communications,
technology and financial services industries, has increased
demand for space in many office markets. Such increasing
demand and a controlled amount of speculative construction
has resulted in falling vacancies and rising rents.
Improved property performance along with an influx of
capital from REITs, pension funds and foreign investors are
increasing property values. Some office markets, especially
suburban markets, are faring better than others and, in
certain areas, improved market conditions can support new
construction. Currently, the office vacancy rate in the
DEAN WITTER REALTY YIELD PLUS, L.P.
downtown financial market and government center of Boston
(the location of One Congress Street) is less than 7% and
rental rates in this market are still increasing but at a
slower pace. In Orange County, CA (the location of the
Michelson property), the strong demand for quality office
space combined with a lack of new construction have
decreased vacancy and increased rental rates. In the retail
sector, there is an oversupply of space, consolidation among
retailers has reduced the demand for space, and many
outdated properties are being redeveloped in order to
compete with newer retail properties. The abundance of
available retail space and sub-lease space offered by
retailers (usually at lower rents) has exerted downward
pressure on rents in many markets. The vacancy rate in the
retail market in Deptford, NJ, the location of the Deptford
Crossing shopping center, is currently 5%. Although
investment interest for retail properties has waned
somewhat, REITs continue to purchase retail properties
nationwide. The vacancy rate for apartment buildings in the
downtown Chicago area, the location of the 401 East Ontario
Street property, is currently 4%.
In 1998, the Partnership's liquidity will be primarily
affected by sales of the Partnership's properties; when
properties are sold, the Partnership will have fewer income-
producing investments, Partnership cash from operations will
decrease and Partnership distributions will decline. The
Partnership will also require less cash reserves to fund
capital expenditures and leasing commissions. Future cash
distribution levels will fluctuate based on cash flow
generated by the Partnership's remaining property interests,
requirements for capital expenditures and leasing
commissions as discussed below, and proceeds received from
property sales.
During the quarter ended March 31, 1998, all of the
Partnership's properties generated positive cash flow from
operations, and it is anticipated that the remaining
properties will continue to do so during the period the
Partnership continues to own its property interests.
During the three months ended March 31, 1998, the
Partnership incurred approximately $190,000 (net of
contributions by the minority interest) primarily for tenant-
related capital expenditures at the Michelson property.
DEAN WITTER REALTY YIELD PLUS, L.P.
During the quarter ended March 31, 1998, cash flow from
operations of real estate (net of minority interest share)
and distributions from the partnership which owns the One
Congress Street property ("GCGA") exceeded distributions to
investors and capital expenditures.
The Partnership's mortgage note payable, secured by the 401
East Ontario Street property, matures December 1999. During
the first quarter of 1998, the loan bore interest at
7.0562%. The Managing General Partner plans to use a
portion of the proceeds from the sale of the 401 East
Ontario Street property to repay the loan in full later in
1998.
The current lease between GCGA and the Government Services
Administration ("GSA"), the sole tenant of the office space
at the One Congress Street property, requires GCGA to fund
tenant improvements aggregating between $1,110,000 and
$1,935,000; any amount funded over $1,110,000 will be repaid
monthly by GSA over five years plus interest at 8%. In
addition, GCGA is required to fund leasing commissions of up
to $1,475,000. The maximum amount of the Partnership's
share of the above-mentioned tenant-related expenditures
(58%) is approximately $1,978,000 (of which $478,500 would
be repaid by GSA, as discussed above); the Partnership has
not paid any of these expenditures through March 31, 1998.
During the remainder of 1998, the Partnership expects to use
a portion of its cash reserves to fund its share of the
lease-related capital expenditures at the One Congress
Street property, and distribute any excess cash reserves to
investors. On May 8, 1998, the Partnership distributed
$.151 per Unit from cash reserves to the Limited Partners.
This cash distribution aggregated $1,494,895, with
$1,345,405 distributed to the Limited Partners and $149,490
distributed to the General Partners.
On April 27, 1998, the Partnership paid the first quarter
cash distribution of $.124 per Unit to the Limited Partners.
The cash distribution aggregated $1,227,596, with $1,104,836
distributed to the Limited Partners and $122,760 distributed
to the General Partners.
Except as discussed above and in the consolidated financial
statements, the Managing General Partner is not aware of any
trends or events, commitments or uncertainties that may have
a material impact on liquidity.
DEAN WITTER REALTY YIELD PLUS, L.P.
Operations
Fluctuations in the Partnership's operating results for the
three month periods ended March 31, 1998 compared to 1997
are primarily attributable to the following:
The sale of the Greenway Pointe property in November 1997
caused the absence of the following income and expense items
in 1998: rental revenues ($282,000 in 1997), property
operating expenses ($129,000 in 1997) and depreciation and
amortization expenses ($163,000 in 1997).
The loss of the Genessee Crossing property in August 1997
caused the absence of the following income and expense items
in 1998: rental revenues ($333,000 in 1997), property
operating expenses ($118,000 in 1997), interest expense
($201,000 in 1997) and depreciation and amortization
expenses ($43,000 in 1997).
Rental revenue at the 401 East Ontario Street property
increased by approximately $500,000 in 1998 compared to
1997 primarily due to increased occupancy and rental rates
at the property in 1998 and the discontinuance of rental
concessions and free rent which resulted from significant
repairs to the fire and life safety systems (completed
September 1997). These increases in rental revenues were
offset by the loss of rental revenues from the Greenway
Pointe and Genessee Crossing properties as discussed above.
In 1998, there was no interest recorded on the Partnership's
participating mortgage loan to GCGA because, effective
October 27, 1997, the Partnership began recognizing its
share of income from the property using the equity method of
accounting.
Property operating expenses decreased at 401 East Ontario
Street in 1998 compared to 1997 primarily due to the receipt
of a $1.2 million settlement for litigation concerning the
repairs made at the property during 1995-1997 (see Note 2 to
the consolidated financial statements) and due to the
absence of $1 million of expenditures for repairs and
related litigation which was incurred in 1997. Property
operating expenses also decreased in 1998 due to the loss of
the Greenway Pointe and Genessee Crossing properties as
discussed above.
DEAN WITTER REALTY YIELD PLUS, L.P.
Since the Michelson property was classified as real estate
held for sale on December 31, 1997, the Partnership did not
record depreciation on the property in 1998 (such costs
totaled $470,000 in 1997). Depreciation and amortization
expenses also decreased in 1998 due to the loss of the
Greenway Pointe and Genessee Crossing properties as
discussed above.
There were no other individually significant factors which
caused changes to revenues or expenses.
A summary of the office, retail and residential building
markets where the Partnership's remaining properties are
located, and the performance of each property is as follows:
Currently, the vacancy rate in the downtown Boston office
market, the location of One Congress Street, is less than 7%
and rental rates in this market are still increasing but at
a slower pace. There is no significant new construction in
this market. The lease with GSA (for approximately 70% of
the office space) is scheduled to expire no earlier than
July 31, 2002. The remaining 30% of the office space
remained vacant. The lease for 100% of the parking lot
space at the property with Kinney Systems, Inc. expires in
2003. In 1998, the retail space, which is not a significant
portion of the overall space, remained substantially vacant.
During the first quarter of 1998, the vacancy rate in the
retail market in Deptford, New Jersey, the location of
Deptford Crossing, remained at 5%. There are two retail
developments which opened in the second quarter of 1997 and
two retail developments planned for construction in the near
future. This space will be primarily occupied by large
tenants, and the Partnership anticipates that the new
centers will benefit the tenants at Deptford Crossing
because the new retailers will increase consumer traffic in
the market. During the first quarter of 1998, occupancy at
the property decreased slightly to 76%. No significant
amount of leases expire before 2001.
The luxury residential sub-market in Chicago, IL, the
location of the 401 East Ontario property, continues to be
strong. It has a current vacancy rate of 4%, and rental
rates continue to increase. During the first quarter of
1998, occupancy at the property remained at 93%.
DEAN WITTER REALTY YIELD PLUS, L.P.
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 REALTY YIELD PLUS, L.P.
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.
(b) Report on Form 8-K.
None.
DEAN WITTER REALTY YIELD PLUS, L.P.
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: May 15, 1998 By: /s/E. Davisson
Hardman, Jr.
E. Davisson Hardman, Jr.
President
Date: May 15, 1998 By: /s/Lawrence
Volpe
Lawrence Volpe
Controller
(Principal Financial and
Accounting Officer)
DEAN WITTER REALTY YIELD PLUS, L.P.
Quarter Ended March 31, 1998
Exhibit Index
Exhibit No. Description
27 Financial Data Schedule
E1
[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.
<TABLE>
<S> <C>
[PERIOD-TYPE] 3-MOS
[FISCAL-YEAR-END] DEC-31-1998
[PERIOD-END] MAR-31-1998
[CASH] 7,259,088
[SECURITIES] 0
[RECEIVABLES] 71,557
[ALLOWANCES] 0
[INVENTORY] 0
[CURRENT-ASSETS] 0
[PP&E] 0
[DEPRECIATION] 0
[TOTAL-ASSETS] 109,653,326<F1>
[CURRENT-LIABILITIES] 0
[BONDS] 0
[COMMON] 0
[PREFERRED-MANDATORY] 0
[PREFERRED] 0
[OTHER-SE] 77,079,011<F2>
[TOTAL-LIABILITY-AND-EQUITY] 109,653,326<F3>
[SALES] 0
[TOTAL-REVENUES] 4,459,451<F4>
[CGS] 0
[TOTAL-COSTS] 0
[OTHER-EXPENSES] 1,474,533
[LOSS-PROVISION] 0
[INTEREST-EXPENSE] 186,678
[INCOME-PRETAX] 2,798,240
[INCOME-TAX] 0
[INCOME-CONTINUING] 2,798,240
[DISCONTINUED] 0
[EXTRAORDINARY] 0
[CHANGES] 0
[NET-INCOME] 2,798,240
[EPS-PRIMARY] 0.28<F5>
[EPS-DILUTED] 0
<FN>
<F1>In addition to cash and receivables, total assets include net investments
in real estate of $44,219,474, real estate held for sale of $37,032,730, net
investment in unconsolidated partnership of $18,899,908, net deferred
expenses of $983,209 and other assets of $1,187,360.
<F2>Represents partners' capital.
<F3>Liabilities include mortgage notes payable of $10,566,268, minority
interest of $19,229,110, and accounts payable and other liabilities of
$2,778,937.
<F4>Total revenue includes rent of $4,200,008, equity in earnings of
unconsolidated partnership of $48,713, interest on short-term investments
and other revenue of $210,730.
<F5>Represents net income per Unit of limited partnership interest.
</FN>
</TABLE>
