SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
/X/ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1997
OR
/ / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
Commission File Number 0-16860
EAGLE INSURED L.P.
------------------
(Exact names of registrant as specified in its charter)
Delaware 13-3442945
- - ------------------------------- -------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
625 Madison Avenue, New York, New York 10022
- - ---------------------------------------- ----------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (212) 421-5333
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>
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
EAGLE INSURED L.P.
(a limited partnership)
Statements of Financial Condition
(unaudited)
=========== ===========
March 31, December 31,
1997 1996
----------- -----------
ASSETS
Investments in mortgage loans $27,585,846 $27,623,254
Loan receivable from affiliate 3,060,000 3,060,000
Deferred loan origination fees, net 924,782 932,303
Cash and cash equivalents 1,296,497 1,228,487
Interest receivable 203,731 204,387
Other assets 3,314 6,997
----------- -----------
Total assets $33,074,170 $33,055,428
=========== ===========
LIABILITIES AND PARTNERS' CAPITAL
Liabilities:
Due to affiliates $ 71,530 $ 47,974
Accrued expenses 55,854 58,033
Distribution payable 39,214 0
----------- -----------
Total liabilities 166,598 106,007
----------- -----------
Contingencies
Partners' capital (deficit):
BUC$holders (2,641,100 BUC$
issued and outstanding) 33,245,853 33,286,865
General partners (338,281) (337,444)
----------- -----------
Total partners' capital 32,907,572 32,949,421
----------- -----------
Total liabilities and partners' capital $33,074,170 $33,055,428
=========== ===========
See accompanying notes to financial statements
2
<PAGE>
EAGLE INSURED L.P.
(a limited partnership)
STATEMENTS OF INCOME
(unaudited)
=====================
Three Months Ended
March 31,
---------------------
1997 1996
-------- --------
REVENUES
Interest income:
Mortgage loans $612,684 $614,254
Loan receivable from affiliate 70,890 72,207
Temporary investments 14,299 11,085
Equity gain 0 14,985
-------- --------
Total revenues 697,873 712,531
-------- --------
EXPENSES
General and administrative 52,915 46,960
Amortization of deferred loan
origination fees 7,521 7,521
-------- --------
Total expenses 60,436 54,481
-------- --------
Net income $637,437 $658,050
======== ========
ALLOCATION OF NET INCOME
BUC$holders $586,258 $606,459
======== ========
General partners:
Special distribution $ 39,214 $ 39,214
Other 11,965 12,377
-------- --------
$ 51,179 $ 51,591
======== ========
Net income per BUC $ .22 $ .23
======== ========
See accompanying notes to financial statements
3
<PAGE>
EAGLE INSURED L.P.
(a limited partnership)
STATEMENTS OF CHANGES IN PARTNERS' CAPITAL (DEFICIT)
(unaudited)
============================================
General
Total BUC$holder Parners
----------- ----------- -----------
Partners' capital (deficit) -
January 1, 1997 $32,949,421 $33,286,865 $(337,444)
Net income 637,437 586,258 51,179
Distributions (679,286) (627,270) (52,016)
----------- ----------- ---------
Partners' capital (deficit) -
March 31, 1997 $32,907,572 $33,245,853 $(338,281)
=========== =========== =========
See accompanying notes to financial statements
4
<PAGE>
EAGLE INSURED L.P.
(a limited partnership)
STATEMENTS OF CASH FLOWS
(unaudited)
=======================
Three Months Ended
March 31,
-----------------------
1997 1996
---------- ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
Interest received $ 698,529 $ 643,104
General and administrative expenses paid (27,855) (70,054)
---------- ----------
Net cash provided by operating activities 670,674 573,050
---------- ----------
CASH FLOWS FROM INVESTING ACTIVITIES:
Principal payments received on mortgage loans 37,408 31,282
---------- ----------
CASH FLOWS FROM FINANCING ACTIVITIES:
Distributions paid to partners (640,072) (640,072)
---------- ----------
Net increase (decrease) in cash and cash equivalents 68,010 (35,740)
Cash and cash equivalents at beginning of the period $1,228,487 1,145,895
---------- ----------
Cash and cash equivalents at end of the period $1,296,497 $1,110,155
========== ==========
RECONCILIATION OF NET INCOME TO NET
CASH PROVIDED BY OPERATING ACTIVITIES:
Net income $ 637,437 $ 658,050
---------- ----------
Adjustments to reconcile net income to net cash
provided by operating activities:
Equity gain 0 (14,985)
Amortization of deferred loan origination fees 7,521 7,521
Changes in:
Interest receivable 656 (54,442)
Other assets 3,683 3,253
Due to affiliates 23,556 (20,775)
Accrued expenses (2,179) (5,572)
---------- ----------
Total adjustments 33,237 (85,000)
---------- ----------
Net cash provided by operating activities $ 670,674 $ 573,050
========== ==========
Reconciliation of distributions paid to partners:
Distributions to partners $ (679,286) $ (679,286)
Increase in distribution payable 39,214 39,214
---------- ----------
Distributions paid to partners $ (640,072) $ (640,072)
========== ==========
See accompanying notes to financial statements
5
<PAGE>
EAGLE INSURED L.P.
(a limited partnership)
Notes to Financial Statements
March 31, 1997
(unaudited)
NOTE 1 - General
These financial statements have been prepared without audit. In the opinion of
management, the financial statements contain all adjustments (consisting of only
normal recurring adjustments) necessary to present fairly the financial position
of Eagle Insured L.P. (the "Partnership") as of March 31, 1997 and the results
of operations and cash flows for the three months ended March 31, 1997 and 1996.
However, the operating results for the interim periods may not be indicative of
the results expected for the full year.
Certain information and footnote disclosures normally included in annual
financial statements prepared in accordance with generally accepted accounting
principles have been omitted. It is suggested that these financial statements
be read in conjunction with the financial statements and notes thereto included
in the Partnership's Annual Report on Form 10-K/A-2 filed with the Securities
and Exchange Commission for the year ended December 31, 1996.
NOTE 2 - Investment in Mortgage Loans and Equity Loans to Developers
Information relating to investments in FHA co-insured mortgage loans and equity
loans to developers as of March 31, 1997 and December 31, 1996 is as follows:
<TABLE>
<CAPTION>
Interest Mortgage Mortgage Equity Equity
Funding Final Rate on Loan Loan Loan Loan
Closing Completion Maturity Mortgage Balance at Balance at Balance at Balance at
Project Date Date Date (1) Loan (2) 3/31/97 12/31/96 3/31/97(4) 12/31/96(4)
- - ------- ------- ---------- -------- -------- ---------- ---------- ---------- -----------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Cross Creek
Apartments
Charlotte,
NC (3) 06/10/88 2/1/91 1/1/30 8.95% $17,085,445 $17,106,744 $ 0 $ 0
Weatherly Walk
Apartments
Fayetteville,
GA 08/18/88 12/5/89 11/1/29 8.95% 7,543,901 7,553,454 0 0
Woodgate Manor
Gainesville,
FL (3) 12/12/88 12/13/88 1/1/24 8.95% 2,956,500 2,963,056 0 0
----------- ----------- --- ----
$27,585,846 $27,623,254 $ 0 $ 0
=========== =========== === ====
</TABLE>
(1) The Partnership may call for prepayment of the total loan at any time after
the tenth anniversary of the date the mortgage loan funding was completed.
The Partnership, in order to call for prepayment, would be required to
terminate the mortgage insurance contract with FHA (and/or the coinsurer)
not later than the accelerated payment date. Since the exercise of such
option would be at the Partnership's discretion, it is intended to be
exercised only where the Partnership determines that the value of the
Development has increased by an amount which would justify accelerating
payment in full and assuming the risks of foreclosure if the mortgagor
failed to make the accelerated payment. The Partnership presently expects
to dispose of such loans within 10 to 15 years after acquisition.
For a period of five years from the loan closing date, the owners of the
properties did not have the right to prepay the mortgage loans without the
consent of the General Partners. Beginning in the sixth year and
thereafter, any prepayment during one calendar year in an amount in excess
of 15% of the original principal amount of the mortgage loan will be
subject to a prepayment penalty. The prepayment penalty is 5% in the sixth
year and decreases 1% per year thereafter.
(2) Includes a servicing fee of 0.07% paid by the developer to Related Mortgage
Corporation (an affiliate of the Related General Partner); however, does
not include additional interest which may be payable.
(3) The general partnership interest of the project is held by an affiliate of
the Related General Partner.
(4) Equity operating losses have reduced the carrying value of these loans to
zero as of March 31, 1997 and December 31, 1996 without elimination of the
amount due and owing to the Partnership.
6
<PAGE>
EAGLE INSURED L.P.
(a limited partnership)
Notes to Financial Statements
March 31, 1997
(unaudited)
NOTE 3 - Related Parties
The General Partners and their affiliates perform services for the Partnership
which include, but are not limited to: accounting and financial management;
registrar, transfer and assignment functions; asset management; investor
communications; printing and other administrative services. The General Partners
and their affiliates receive reimbursements for costs incurred in connection
with these services, the amount of which is limited by the provisions of the
Amended and Restated Agreement of Limited Partnership (the "Partnership
Agreement"). The costs and expenses were:
Three Months Ended
March 31,
-------------------
1997 1996
Prudential-Bache Properties, Inc. --------------------
("PBP") and affiliates $ 9,923 $15,392
Related Federal Insured L.P. (the
"Related General Partner") and
affiliates 11,112 15,000
-------- -------
$ 21,035 $30,392
======== =======
The present owner of the Cross Creek property ("Walsh/Cross Creek L.P.")
acquired title to the property upon the default of the original developer.
Significant interests in Walsh/Cross Creek L.P. are held by affiliates of the
Related General Partner. The Partnership made a loan of $3,060,000 to
Walsh/Cross Creek L.P. (the "Cross Creek Loan") to pay for costs incurred to
complete construction and to fund operating deficits. The Cross Creek Loan bears
interest at the prime rate plus 1.0% and is due on January 1, 2030 or on the
occurrence of other events as more fully described in the loan agreement. The
amount loaned to Walsh/Cross Creek L.P. is classified as a loan receivable from
affiliate and is anticipated to be repaid from cash flows from the property.
Stephen M. Ross holds a majority interest in the Related General Partner and has
guaranteed to the Partnership, subject to certain conditions contained in the
Guarantee Agreement and Amendment to the Guarantee as follows: (i) the
performance of all obligations for the payment of interest on the Cross Creek
Loan when due in accordance with documentation evidencing the Cross Creek Loan;
(ii) the payment of principal on the Cross Creek Loan on or before December 31,
2000; (iii) the repayment on or before December 31, 2000 of the $1,783,900
equity loan (currently recorded at zero) previously made to the original
developer of Cross Creek; and (iv) the payment when due of interest and
principal at an interest rate of 8.95% of the $17,494,100 first mortgage loan
previously made to the original developer.
In accordance with the Guarantee Agreement and Amendment to the Guarantee and
except as otherwise required by HUD, available cash flow or capital proceeds
from the Cross Creek property will be applied first to all expenses of operating
and maintaining the property, debt service and/or satisfaction of the mortgage
loan, equity loan and Cross Creek Loan, then to reimburse Stephen M. Ross for
operating deficit payments which he has made (amounting to $80,000 for the three
months ended March 31, 1997 and $3,262,732 cumulatively), then to additional
interest, default rate and guaranteed rate payments as set forth in the
Subordinated Note and the Additional Interest Guarantee.
Prudential Securities Incorporated ("PSI"), an affiliate of PBP, owns 6,655 BUC$
at March 31, 1997.
NOTE 4 - Contingencies
On or about October 18, 1993, a putative class action, captioned Kinnes et al.
v. Prudential Securities Group, Inc. et al. (CV-93-654), was filed in the
United States District Court for the District of Arizona, purportedly on
behalf of investors in the Partnership, against the Partnership, PBP, PSI and
a number of other defendants.
By order of the Judicial Panel on Multidistrict Litigation dated April 14, 1994,
the Kinnes case, together with a number of other actions not involving the
Partnership, were transferred to a single judge of the United States District
Court for the Southern District of New York (the "Court") and consolidated for
pretrial proceedings under the caption In re Prudential Securities Incorporated
Limited Partnerships Litigation (MDL Docket 1005) (the "Class Action"). On June
8, 1994, plaintiffs in the transferred cases filed a complaint that consolidated
the previously filed complaints and named as defendants, among others, PSI,
certain of its present and former employees and the General Partners. The
Partnership was not named a defendant in the consolidated complaint, but the
name of the Partnership was listed as being among the limited partnerships at
issue in the case.
On August 9, 1995, PBP, PSI and other Prudential defendants entered into a
Stipulation and Agreement of Partial Compromise and Settlement with legal
counsel representing plaintiffs in the consolidated actions. The Court
preliminarily approved the settlement agreement by order dated August 29, 1995
and, following a hearing held November 17, 1995, found that the agreement was
fair, reasonable, adequate and in the best interests of the plaintiff class. The
Court gave final approval to the settlement, certified a class of purchasers of
specific limited partnerships, including the Partnership, released all settled
claims by members of the class against the PSI settling defendants and
permanently barred and enjoined class members from instituting, commencing or
prosecuting any settled claim against the released parties. The full amount due
under the settlement agreement has been paid by PSI. The consolidated action
remains pending against the Related General Partner
7
<PAGE>
EAGLE INSURED L.P.
(a limited partnership)
Notes to Financial Statements
March 31, 1997
(unaudited)
NOTE 4 - Contingencies (continued)
and certain of its affiliates.
On December 31, 1996, the Court issued a preliminary approval order (the
"Order") with respect to settlement (the "Related Settlement") of the Class
Action against the Related General Partner and certain of its affiliates.
Pursuant to the stipulation of settlement entered into with counsel for the
class on December 24, 1996, the proposed Related Settlement contemplates, among
other matters, the reorganization (the "Reorganization") of the Partnership and
three other partnerships co-sponsored by affiliates of the Related General
Partner and PBP.
The proposed Related Settlement and Reorganization are subject to objections by
the BUC$holders and limited partners of the Partnership as well as each of the
other concerned partnerships and final approval of the Court after review of the
proposals at a fairness hearing.
Under the proposed Reorganization plan, the BUC$holders of the Partnership and
Summit Insured Equity L.P., Summit Insured Equity L.P. II and Summit Preferred
Equity L.P. will receive shares in a newly formed real estate investment trust.
It is anticipated that the shares will be allocated proportionately among the
partnerships and their respective investors based upon appraisals and other
factors as supported by a third-party fairness opinion. Detailed information
about the proposed Related Settlement and Reorganization will be sent to
BUC$holders in the near future. The terms of the Reorganization include, among
other matters, the acquisition by affiliates of the Related Capital Company
("RCC") of PBP's general partner interest (the "PBP Interest"), transfer to the
BUC$holders of one-half of the PBP Interest, reduction of the sum of the
aggregate annual fees currently payable to both General Partners by 25%, filing
an application to list the new company's shares on an exchange and the creation
of an infinite, as opposed to finite, life-operating business.
In connection with the proposed Related Settlement and Reorganization, on
December 19, 1996, PBP and RCC entered into an agreement for the purchase by
RCC or its affiliates of the PBP Interest. The agreement is subject to numerous
conditions, including the effectiveness of the Related Settlement of the Class
Action and the approval of the sale and withdrawal of PBP as a general partner
of the Partnership by the Court.
Pending final approval of the Related Settlement, the Court's Order prohibits
class members (including the BUC$holders) from, among other matters, (i)
transferring their BUC$ unless the transferee agrees to be bound by the Related
Settlement; (ii) granting a proxy to object to the Reorganization; or (iii)
commencing a tender offer for the BUC$. In addition, the General Partners are
enjoined from (i) recording any transfers made in violation of the Order and
(ii) providing the list of investors in any of the partnerships which are the
subject of the Reorganization to any person conducting a tender offer.
There can be no assurance that the conditions to the closing of the proposed
Related Settlement and Reorganization will be satisfied nor as to the time frame
in which a closing may occur. In the event a settlement cannot be reached, the
Related General Partner believes it has meritorious defenses to the consolidated
complaint and intends to vigorously defend this action.
8
<PAGE>
EAGLE INSURED L.P.
(a limited partnership)
Notes to Financial Statements
March 31, 1997
(unaudited)
NOTE 5 - Subsequent Event
In May 1997, distributions of approximately $627,000 and $13,000 were paid to
the BUC$holders and General Partners, respectively, for the quarter ended
March 31, 1997.
9
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations.
Liquidity and Capital Resources
The Partnership originally invested in four mortgage loans which finance
multifamily residential rental properties, one of which was prepaid in 1994.
All base interest and initially at least 90% in the aggregate of the principal
of the mortgage loans made by the Partnership are coinsured by the FHA (80% of
the 90%) and an affiliate of the Related General Partner (20% of the 90%), with
the remaining 10% of the Partnership's original portfolio comprised of uninsured
non-interest bearing equity loans made directly to the same developers as are
the mortgage investments. With respect to a default on FHA co-insured loans, the
Partnership would bear the risk of loss with respect to uninsured portions of
the loans (10% of the mortgage loan and additional interest), however, these are
secured by the interests in the partnerships owning the underlying properties.
The equity loans to developers are recorded at zero as of March 31, 1997 as a
result of being accounted for under the equity method of accounting without
elimination of the amount due and owing to the Partnership.
The Partnership is entitled to receive additional interest on each mortgage loan
from the annual net cash flow of the development and from a percentage of the
residual value upon sale or refinancing. The receipt of additional interest is
dependent upon the economic performance of the underlying properties. The
Partnership did not receive additional interest payments during the three months
ended March 31, 1997.
Stephen M. Ross has guaranteed repayment of the principal and interest on a loan
to the Cross Creek developer. See Note 3 to the financial statements for further
information. Mr. Ross remains in compliance with his obligations under the
Guarantee Agreement and Amendment to the Guarantee. However, significant
portions of his assets are in the form of partnership interests and corporate
stock which are pledged or are otherwise illiquid. Furthermore, a significant
portion of the cash flow which Mr. Ross would otherwise be expected to receive
from his business operations is presently pledged to meet other obligations. Mr.
Ross also has contingent liabilities that, if simultaneously called upon, could
result in Mr. Ross having insufficient liquid assets to meet all of his current
liabilities. There can be no assurance that Mr. Ross will have the liquidity
necessary to continue to comply with his obligations under the Guarantee
Agreement and Amendment to the Guarantee. In addition, Mr. Ross has capitalized
the Related General Partner with a demand promissory note and, if called upon to
pay all or a portion of this note, there is no assurance that he will have the
liquidity necessary to meet such demand.
FAI, Ltd. Weatherly Walk Apartments ("Weatherly Walk") and Walsh/Cross Creek
Limited Partnership ("Cross Creek") have in the past experienced recurring
operating losses, working capital deficiencies and negative cash flows which
raised concerns of a potential default on the related mortgage and equity loans.
With respect to Weatherly Walk, the Fayetteville, Georgia market has improved
and the partnership which owns the property is no longer experiencing operating
deficits, working capital deficiencies or negative cash flows and it is
currently meeting its operating obligations including required mortgage
payments. With respect to Cross Creek, which continues to experience recurring
operating losses, as indicated above and in Note 3 to the financial statements,
Stephen M. Ross has guaranteed the performance of all obligations for the
payment of interest (at 8.95%) and principal of the first mortgage together with
the equity loan and has contributed $80,000 during the three months ended
March 31, 1997 ($3,262,732 cumulatively) to cover operating losses and working
capital deficiencies, allowing this property to meet all required mortgage
payments.
At the beginning of the year, the Partnership had cash and cash equivalents of
approximately $1,228,000. After the receipt of net cash flow from operations of
approximately $671,000,
10
<PAGE>
principal payments received on mortgage loans of approximately $37,000 and the
payment of distributions of approximately $640,000, the Partnership had
approximately $1,296,000 in cash and cash equivalents at March 31, 1997. The
first quarter distribution of approximately $627,000 was paid to BUC$holders in
May 1997 from adjusted cash flow from operations. Principal and interest
payments from the mortgage loans are anticipated to provide sufficient
liquidity to meet the operating expenditures of the Partnership and to pay
distributions in future years.
For a discussion of the proposed settlement of the Class Action relating to the
Partnership, See Note 4 to the financial statements.
Management is not aware of any trends or events, commitments or uncertainties,
which have not otherwise been disclosed, that will or are likely to impact
liquidity in a material way. All base interest and at least 90% of the principal
of the Partnership's investments in mortgage loans are insured or co-insured by
the FHA and a private mortgage lender (which is an affiliate of the Related
General Partner). The Partnership's investment in unsecured non-interest bearing
equity loans (which represent approximately 10% of the Partnership's original
portfolio) are secured by the interests in the partnerships owning the
underlying properties which are diversified by location so that if one state is
experiencing downturns in the economy, the remaining properties may be
experiencing upswings. However, the geographic diversifications of the portfolio
may not protect against a general downturn in the national economy.
The Partnership anticipates that cash generated currently from the operations of
the properties underlying the Partnership mortgage loans (taking into account
certain guarantees and the current performance of the properties and the
markets) will be sufficient to meet the required debt service payments to the
Partnership.
Results of Operations
The Partnership's net income for the three months ended March 31, 1997
decreased by approximately $21,000, as compared to the corresponding period
in 1996 for the reasons described below.
Interest income from temporary investments increased approximately $3,000 for
the three months ended March 31, 1997 as compared to the corresponding period in
1996 primarily due to higher cash and cash equivalents balances in 1997.
During the three months ended March 31, 1996, the Partnership recorded an equity
gain of approximately $15,000 relating to a net equity gain from the Woodgate
Manor property. The reason for not recording any equity gain (loss) in 1997 was
due to the carrying value of the Woodgate Manor equity loan being reduced to
zero by the net equity loss for the full year 1996.
General and administrative expenses increased approximately $6,000 for the three
months ended March 31, 1997 as compared to the corresponding period in 1996
primarily due to an increase in legal costs relating to the Kinnes litigation
described in Note 4 of the financial statements as well as an overaccrual of
audit fees at December 31, 1995 partially offset by a decrease in cost and
expense reimbursements to the General Partners.
11
<PAGE>
Additional Information
The following table lists the respective occupancy rates at the properties
securing the mortgage loans as of April 20, 1997:
Property Location Occupancy %
- - -------- -------- -----------
Cross Creek Apartments Charlotte, NC 91.3%
Weatherly Walk Apartments Fayetteville, GA 87.5%
Woodgate Manor Gainesville, FL 92.7%
12
<PAGE>
PART II. OTHER INFORMATION
Item 1. Legal Proceedings - Incorporated by reference to Note 4 to the
financial statements filed herewith in Item 1 of Part I of the Registrant's
Quarterly Report.
Item 2. Changes in Securities - None
Item 3. Defaults Upon Senior Securities - None
Item 4. Submission of Matters to a Vote of Security Holders - None
Item 5. Other Information
Thomas F. Lynch, III ceased to serve as President, Chief Executive Officer,
Chairman of the Board of Directors and Director of Prudential-Bache Properties,
Inc. effective May 2, 1997. Effective May 2, 1997, Brian J. Martin was elected
President, Chief Executive Officer, Chairman of the Board of Directors and
Director of Prudential-Bache Properties, Inc.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits:
3(a) and 4(a) Agreement of Limited Partnership, as
amended (incorporated by reference to Exhibits 3(a) and 4(a) to the
Partnership's Prospectus, dated December 11, 1987, filed pursuant to
Rule 424(b) under the Securities Act of 1933, File No. 33-17059).
3(b) and 4(b) Certificate of Limited Partnership, as
amended (incorporated by reference to Exhibits 3(a) and 4(a) to the
Registration Statement on Form S-11, (File No. 33-17059) dated
November 17, 1987 and to Amendment No. 2 to such Registration
Statement dated December 2, 1987).
27 Financial Data Schedule (filed herewith).
(b) Reports on Form 8-K
Current report on Form 8-K dated December 31, 1996 was
filed on January 10, 1997 relating to a preliminary approval order
with respect to the settlement of the class action litigation.
13
<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.
EAGLE INSURED L.P.
By: Related Federal Insured L.P.
A Delaware limited partnership,
General Partner
By: RFI Associates, Inc.
A Delaware corporation,
general partner of the General Partner
Date: May 14, 1997 By: /s/ Alan P. Hirmes
---------------------------------
Alan P. Hirmes
Vice President
(Principal Financial Officer)
Date: May 14, 1997 By: /s/ Richard A. Palermo
---------------------------------
Richard A. Palermo
Treasurer
(Principal Accounting Officer)
By: Prudential-Bache Properties, Inc.
A Delaware corporation, General Partner
Date: May 14, 1997 By: /s/ Eugene D. Burak
---------------------------------
Eugene D. Burak
Vice President
15
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
The Schedule contains summary financial information extracted from the
financial statements for Eagle Insured L.P. and is qualified in its entirety
by reference to such financial statements
</LEGEND>
<CIK> 0000821203
<NAME> EAGLE INSURED L.P.
<MULTIPLIER> 1
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> MAR-31-1997
<CASH> 1,296,497
<SECURITIES> 0
<RECEIVABLES> 30,849,577
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 3,314
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 33,074,170
<CURRENT-LIABILITIES> 166,598
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 32,907,572
<TOTAL-LIABILITY-AND-EQUITY> 33,074,170
<SALES> 0
<TOTAL-REVENUES> 697,873
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 60,436
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 637,437
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 637,437
<EPS-PRIMARY> .22
<EPS-DILUTED> 0
</TABLE>
