HIGH EQUITY PARTNERS L P SERIES 88
10-Q, 1997-11-14
REAL ESTATE
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                                  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 quarterly period ended September 30, 1997

                         Commission file number 0-16855

                      HIGH EQUITY PARTNERS L.P. - SERIES 88
             (Exact name of registrant as specified in its charter)


        DELAWARE                                                13-3394723
(State or other jurisdiction of                              (I.R.S. Employer
incorporation or organization)                               Identification No.)


                   411 West Putnam Avenue, Greenwich, CT 06830
                    (Address of principal executive offices)

                                 (203) 862-7444
              (Registrant's telephone number, including area code)

                                      None
              (Former name, former address and former fiscal year,
                         if changed since last report)

Indicate by check 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> 
       HIGH EQUITY PARTNERS L.P. - SERIES 88-FORM 10-Q - SEPTEMBER 30,1997


                                      INDEX

                                                                         


Part I. Financial Information:

         Balance Sheets--September 30, 1997 and December 31, 1996  

         Statements  of  Operations--Three  and Nine Months Ended  September 30,
         1997 and l996  

         Statement of Partners' Equity--Nine Months Ended September 30, 1997  

         Statements  of Cash Flows-- Nine Months  Ended  September  30, 1997 and
         1996  

         Notes to Financial Statements  

         Management's Discussion and Analysis of Financial Condition and Results
         of Operations  

Part II. Other Information:

         Legal Proceedings, Exhibits and Reports on Form 8-K  



<PAGE>
<TABLE>
<CAPTION>
       HIGH EQUITY PARTNERS L.P. - SERIES 88-FORM 10-Q - SEPTEMBER 30,1997


                                 BALANCE SHEETS


                                                  September 30,      December 31,  
                                                      1997               1996
                                                   -----------       -----------
<S>                                                <C>               <C>
ASSETS

Real estate ................................       $48,558,121       $49,566,804
Cash and cash equivalents ..................         6,720,169         5,353,731
Other assets ...............................         1,290,180         1,372,081
Receivables ................................           379,097            89,074
                                                   -----------       -----------

                                                   $56,947,567       $56,381,690
                                                   ===========       ===========

LIABILITIES AND PARTNERS' EQUITY

Distributions payable ......................       $   998,874       $   684,832
Accounts payable and accrued expenses ......           684,999           508,257
Due to affiliates ..........................           298,089         1,152,658
                                                   -----------       -----------

                                                     1,981,962         2,345,747
                                                   -----------       -----------

Commitments and contingencies

PARTNERS' EQUITY:

Limited partners' equity (371,766
     units issued and outstanding) .........        52,217,301        51,334,121
General partners' equity ...................         2,748,304         2,701,822
                                                   -----------       -----------

                                                    54,965,605        54,035,943
                                                   -----------       -----------

                                                   $56,947,567       $56,381,690
                                                   ===========       ===========


</TABLE>
                        See notes to financial statements
<PAGE>
<TABLE>
<CAPTION>
                 HIGH EQUITY PARTNERS L.P. - SERIES 88-FORM 10-Q - SEPTEMBER 30,1997

                                       STATEMENTS OF OPERATIONS



                                             For the Three Months Ended     For the Nine Months Ended
                                                     September 30,                  September 30,
                                             --------------------------     -------------------------
                                                 1997            1996           1997          1996
                                              ----------     ----------     ----------     ----------
<S>                                           <C>            <C>            <C>            <C>
Rental Revenue ..........................     $2,046,917     $1,755,457     $7,633,161     $5,864,524
                                              ----------     ----------     ----------     ----------

Costs and Expenses:

         Operating expenses .............        501,045        419,172      1,471,158      1,392,085
         Depreciation and amortization ..        455,100        425,729      1,295,300      1,277,187
         Partnership asset management fee        220,101        220,101        660,303        660,303
         Administrative expenses ........        132,979        131,848        546,695        363,647
         Property management fee ........         55,863         48,941        181,934        157,072
                                              ----------     ----------     ----------     ----------

                                               1,365,088      1,245,791      4,155,390      3,850,294
                                              ----------     ----------     ----------     ----------

Income before interest and other income .        681,829        509,666      3,477,771      2,014,230

         Interest income ................         85,215         48,252        218,862        115,449

         Other income ...................         14,130         22,891         27,145         47,911
                                              ----------     ----------     ----------     ----------

Net income ..............................     $  781,174     $  580,809     $3,723,778     $2,177,590
                                              ==========     ==========     ==========     ==========

Net income attributable to:

         Limited partners ...............     $  742,115     $  551,769     $3,537,589     $2,068,710

         General partners ...............         39,059         29,040        186,189        108,880
                                              ----------     ----------     ----------     ----------

Net income ..............................     $  781,174     $  580,809     $3,723,778     $2,177,590
                                              ==========     ==========     ==========     ==========

Net income per unit of limited part-
         nership interest (371,766 units
         outstanding) ...................     $     2.00     $     1.48     $     9.52     $     5.56
                                              ==========     ==========     ==========     ==========


</TABLE>
                        See notes to financial statements
<PAGE>
<TABLE>
<CAPTION>
                 HIGH EQUITY PARTNERS L.P. - SERIES 88-FORM 10-Q - SEPTEMBER 30,1997


                                    STATEMENT OF PARTNERS' EQUITY


                                                        General           Limited
                                                       Partners'         Partners'
                                                        Equity            Equity            Total
                                                    ------------      ------------      ------------
<S>                                                 <C>               <C>               <C>

Balance, January 1, 1997 ......................     $  2,701,822      $ 51,334,121      $ 54,035,943

Net income for the nine months
ended September 30, 1997 ......................          186,189         3,537,589         3,723,778

Distributions as a return of capital for
the nine months ended September 30, 1997
($7.14 per limited partnership unit) ..........         (139,707)       (2,654,409)       (2,794,116)
                                                    ------------      ------------      ------------

Balance, September 30, 1997 ...................     $  2,748,304      $ 52,217,301      $ 54,965,605
                                                    ============      ============      ============


</TABLE>
                        See notes to financial statements
<PAGE>
<TABLE>
<CAPTION>
           HIGH EQUITY PARTNERS L.P. - SERIES 88-FORM 10-Q - SEPTEMBER 30,1997


                                STATEMENTS OF CASH FLOWS


                                                              For the Nine Months Ended
                                                                    September 30,
                                                            ----------------------------
                                                                1997             1996
                                                            -----------      -----------
<S>                                                         <C>              <C> 
Cash Flows From Operating Activities:

         Net income ...................................     $ 3,723,778      $ 2,177,590
         Adjustments to reconcile net income
         to net cash provided by operating activities:
                  Depreciation and amortization .......       1,295,300        1,277,187
                  Straight line adjustment for stepped
                       lease rentals ..................          36,627           28,338
         Changes in assets and liabilities:
                  Accounts payable and accrued expenses         176,742         (121,807)
                  Receivables .........................        (290,023)          31,891
                  Due to affiliates ...................        (854,569)         (12,730)
                  Other assets ........................         (68,647)        (190,016)
                                                            -----------      -----------

         Net cash provided by operating activities ....       4,019,208        3,190,453
                                                            -----------      -----------

Cash Flows From Investing Activities:

         Improvements to real estate ..................        (172,696)         (89,826)
                                                            -----------      -----------

Cash Flows From Financing Activities:

         Distributions to partners ....................      (2,480,074)      (2,054,496)
                                                            -----------      -----------

Increase in Cash and Cash Equivalents .................       1,366,438        1,046,131

Cash and Cash Equivalents, Beginning of Year ..........       5,353,731        3,898,548
                                                            -----------      -----------

Cash and Cash Equivalents, End of Quarter .............     $ 6,720,169      $ 4,944,679
                                                            ===========      ===========

</TABLE>
                        See notes to financial statements
<PAGE>
       HIGH EQUITY PARTNERS L.P. - SERIES 88-FORM 10-Q - SEPTEMBER 30,1997

                          NOTES TO FINANCIAL STATEMENTS

l.    GENERAL

The accompanying  financial statements,  notes and discussions should be read in
conjunction  with  the  financial  statements,  related  notes  and  discussions
contained in the  Partnership's  annual report on Form l0-K/A for the year ended
December 3l, l996.

The financial information contained herein is unaudited; however, in the opinion
of management, all adjustments (consisting only of normal recurring adjustments)
necessary  for a fair  presentation  of such  financial  information  have  been
included.

2.    SIGNIFICANT ACCOUNTING POLICIES

Impairment of Assets

The Partnership  evaluates the  recoverability  of the net carrying value of its
real  estate  and  related  assets  at  least   annually,   and  more  often  if
circumstances  dictate.  If this review  indicates  that the carrying value of a
property may not be recoverable, the Partnership estimates the future cash flows
expected to result from the use of the property  and its  eventual  disposition,
generally over a five-year holding period. In performing this review, management
takes into account,  among other things,  the existing  occupancy,  the expected
leasing prospects of the property and the economic situation in the region where
the property is located.

If the sum of the  expected  future cash flows,  undiscounted,  is less than the
carrying amount of the property,  the Partnership recognizes an impairment loss,
and reduces the carrying  amount of the asset to its estimated fair value.  Fair
value is the  amount  at which  the  asset  could be bought or sold in a current
transaction  between  willing  parties,  that  is,  other  than in a  forced  or
liquidation sale. Management estimates fair value using discounted cash flows or
market comparables, as most appropriate for each property. Independent certified
appraisers are utilized to assist management, when warranted.

Impairment  write-downs  recorded by the Partnership do not affect the tax basis
of the assets and are not  included in the  determination  of taxable  income or
loss.

Because the cash flows used to  evaluate  the  recoverability  of the assets and
their fair values are based upon projections of future economic events,  such as
property  occupancy  rates,  rental rates,  operating  cost inflation and market
capitalization  rates, the amounts ultimately realized at disposition may differ
materially  from the net carrying  values at the balance  sheet dates.  The cash
flows and  market  comparables  used in this  process  are  based on good  faith
estimates and  assumptions  developed by  management.  Unanticipated  events and
circumstances  may occur and some  assumptions may not  materialize;  therefore,
actual results may vary  materially  from the estimates.  The Partnership may in
the  future  provide  additional  write-downs,   which  could  be  material,  in
subsequent years if real estate markets or local economic conditions change.
<PAGE>
       HIGH EQUITY PARTNERS L.P. - SERIES 88-FORM 10-Q - SEPTEMBER 30,1997

                          NOTES TO FINANCIAL STATEMENTS

2.    SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Recently Issued Accounting Pronouncements

The  Financial  Accounting  Standards  Board has  recently  issued  several  new
accounting  pronouncements.  Statement No. 128 "Earnings per Share"  establishes
standards for computing and presenting  earnings per share, and is effective for
financial  statements  for both interim and annual periods ending after December
15, 1997. Statement No. 129, "Disclosure of Information about Capital Structure"
establishes  standards  for  disclosing  information  about an entity's  capital
structure,  and is effective for financial  statements  for periods ending after
December  15,  1997.  Statement  No.  130,  "Reporting   Comprehensive   Income"
establishes  standards for reporting and display of comprehensive income and its
components, and is effective for fiscal years beginning after December 15, 1997.
Statement No. 131,  "Disclosures  about  Segments of an  Enterprise  and Related
Information"  establishes standards for the way that public business enterprises
report information about operating  segments in annual financial  statements and
requires that those  enterprises  report  selected  information  about operating
segments  in  interim  financial   reports  issued  to  shareholders.   It  also
establishes  standards  for related  disclosures  about  products and  services,
geographic areas, and major customers and is effective for financial  statements
for periods beginning after December 15, 1997.

Management does not believe that these new standards will have a material effect
on the Partnership's  reported  operating results,  per unit amounts,  financial
position or cash flows.

Certain  reclassifications were made to the prior period financial statements in
order to conform them to the current period presentation.

Results of  operations  for the nine  months  ended  September  30, 1997 are not
necessarily indicative of the results to be expected for the entire year.

3.    CONFLICTS OF INTEREST AND TRANSACTIONS WITH RELATED PARTIES

The Managing General Partner of the Partnership, Resources High Equity, Inc., is
a wholly-owned subsidiary of Presidio Capital Corp.  ("Presidio").  Presidio AGP
Corp., which is a wholly-owned  subsidiary of Presidio, is the Associate General
Partner  (together with the Managing General Partner,  the "General  Partners").
The General  Partners and affiliates of the General Partners are also engaged in
businesses related to the acquisition and operation of real estate.  Presidio is
also the parent of other  corporations  that are or may in the future be engaged
in businesses  that may be in  competition  with the  Partnership.  Accordingly,
conflicts  of  interest  may  arise  between  the  Partnership  and  such  other
businesses. Subject  to the rights of the  Limited  Partners  under the  Limited
Partnership  Agreement,  Presidio controls the Partnership  through its indirect
ownership  of all the  shares of the  General  Partners. On November 2, 1997 the
Administrative  Services Agreement with Wexford Management LLC ("Wexford"),  the
administrator  for  Presidio,  expired  pursuant to its terms.  Pursuant to that
agreement, Wexford had authority to designate directors of the General Partners.
Effective  November 3, 1997, Wexford and Presidio entered into an Administrative
Services  Agreement  dated as of November 3, 1997 (the "ASA").  The ASA provides
that Wexford will continue to provide consulting and administrative  services to
Presidio and its affiliates  for a term of six months.  During the quarter ended
September  30,  1997,  reimburseable  expenses  to  Wexford  by the  Partnership
amounted to $25,500.
<PAGE>
       HIGH EQUITY PARTNERS L.P. - SERIES 88-FORM 10-Q - SEPTEMBER 30,1997

                          NOTES TO FINANCIAL STATEMENTS

3.    CONFLICTS OF INTEREST AND TRANSACTIONS WITH RELATED PARTIES (CONTINUED)

The  Partnership  has a property  management  services  agreement with Resources
Supervisory  Management  Corp.  ("Resources  Supervisory"),  an affiliate of the
Managing  General  Partner,   to  perform  certain  functions  relating  to  the
management  of the  properties  of the  Partnership.  A portion of the  property
management  fees are paid to  unaffiliated  management  companies  which perform
certain  management  functions for certain  properties.  For the quarters  ended
September  30,  1997 and 1996,  Resources  Supervisory  was  entitled to receive
$55,863  and  $48,941,  respectively,  of which  $27,875 and $30,183 was paid to
unaffiliated management companies, respectively.

For the  administration  of the  Partnership,  the Managing  General  Partner is
entitled to receive  reimbursement of expenses of a maximum of $200,000 per year
(exclusive of the  reimbursement  of expenses paid to Wexford).  For each of the
quarters  ended  September 30, 1997 and 1996, the Managing  General  Partner was
entitled to receive $50,000.

For managing the affairs of the  Partnership,  the Managing  General  Partner is
entitled to receive an annual partnership asset management fee equal to 1.05% of
the amount of original  gross  proceeds paid or allocable to the  acquisition of
property by the  Partnership.  For each of the quarters ended September 30, 1997
and 1996, the Managing General Partner was entitled to receive $220,101.

The General  Partners  are  allocated  5% of the net income of the  Partnership,
which amounted to $39,059 and $29,040 for the quarters ended  September 30, 1997
and 1996,  respectively.  They are also entitled to receive 5% of distributions,
which amounted to $50,871 and $34,241 for the quarters ended  September 30, 1997
and 1996, respectively.

During the liquidation stage of the Partnership, the Managing General Partner or
an affiliate may be entitled to receive certain fees,  which are subordinated to
the limited  partners  receiving  their  original  invested  capital and certain
specified minimum returns on their investment.

From July 1996 through October 1997,  Millenium Funding IV Corp., a wholly owned
indirect  subsidiary of Presidio,  purchased 5,952 units of the Partnership from
various  limited  partners.   These  units  represent  less  than  1.6%  of  the
outstanding limited partnership units of the Partnership.
<PAGE>
       HIGH EQUITY PARTNERS L.P. - SERIES 88-FORM 10-Q - SEPTEMBER 30,1997

                          NOTES TO FINANCIAL STATEMENTS

4.    REAL ESTATE

The following table is a summary of the Partnership's real estate as of:
<TABLE>
<CAPTION>

                                               September 30,        December 31,
                                                   1997                1996
                                               ------------        ------------
<S>                                            <C>                 <C>
 Land ...................................      $  8,040,238        $  8,040,238
Buildings and improvements .............         53,396,786          53,224,091
                                               ------------        ------------

                                                 61,437,024          61,264,329
Less: Accumulated depreciation .........        (12,878,903)        (11,697,525)
                                               ------------        ------------
                                               $ 48,558,121        $ 49,566,804
                                               ============        ============
</TABLE>
No write-downs  for impairment were recorded for the nine months ended September
30, 1997 or 1996.

5.    DISTRIBUTIONS PAYABLE
<TABLE>
<CAPTION>
                                                       September 30,   December 31,
                                                           1997            1996
                                                         --------       --------
<S>                                                      <C>            <C>
Limited partners ($2.55 and $1.75 per unit) ......       $948,003       $650,591
General partners .................................         50,871         34,241
                                                         --------       --------
                                                         $998,874       $684,832
                                                         ========       ========
</TABLE>
Such  distributions  were paid in the quarters  subsequent to September 30, 1997
and December 31, 1996, respectively.
<PAGE>
      HIGH EQUITY PARTNERS L.P. - SERIES 88-FORM 10-Q - SEPTEMBER 30,1997

                          NOTES TO FINANCIAL STATEMENTS

6.    DUE TO AFFILIATES
<TABLE>
<CAPTION>
                                                         September 30,    December 31,
                                                             1997            1996
                                                          ----------     ----------
<S>                                                       <C>            <C>
Partnership asset management fee ....................     $  220,101     $  220,101
Settlement and ligitation cost reimbursement (Note 7)           --          824,511
Property management fee .............................         27,988         58,046
Non-accountable expense reimbursement ...............         50,000         50,000
                                                          ----------     ----------

                                                          $  298,089     $1,152,658
                                                          ==========     ==========
</TABLE>
Such  amounts  were paid in the quarters  subsequent  to September  30, 1997 and
December 31, 1996, respectively.

7.     COMMITMENTS AND CONTINGENCIES

On or about May 11, 1993 High Equity  partners L.P. - Series 86  ("HEP-86"),  an
affiliated  partnership,  was  advised  of  the  existence  of  an  action  (the
"California Action') in which a complaint (the "HEP Complaint") was filed in the
Superior  Court for the State of  California  for the County of Los Angeles (the
"Court") on behalf of a purported  class  consisting of all of the purchasers of
limited  partnership  interests in HEP-86.  On April 7, 1994 the plaintiffs were
granted leave to file an amended complaint (the "Amended Complaint").

On November 30, 1995, after the Court preliminarily approved a settlement of the
California Action but ultimately  declined to grant final approval and after the
Court granted  motions to  intervene,  the original and  Intervening  Plaintiffs
filed a Consolidated  Class and Derivative  Action Complaint ( the "Consolidated
Complaint")  against  the  Administrative  and  Investment  General  Partners of
HEP-86,  the managing general partner of HEP-85, the managing general partner of
the Partnership and the indirect  corporate parent of the General Partners.  The
Consolidated  Complaint  alleged various state law class and derivative  claims,
including claims for breach of fiduciary duties; breach of contract;  unfair and
fraudulent  business  practices  under  California Bus. & Prof. Code Sec. 17200;
negligence;  dissolution,  accounting  and  receivership;  fraud;  and negligent
misrepresentation.  The Consolidated Complaint alleged, among other things, that
the general  partners  caused a waste of HEP  Partnership  assets by  collecting
management  fees in lieu of  pursuing a strategy  to  maximize  the value of the
investments  owned by the limited  partners;  that the general partners breached
their duty of loyalty  and due care to the  limited  partners  by  expropriating
management fees from the partnerships without trying to run the HEP Partnerships
for the  purposes  for which they are  intended;  that the general  partners are
acting improperly to enrich themselves in their position of control over the HEP
Partnerships and that their actions prevent non-affiliated  entities from making
and completing tender offers to purchase HEP Partnership Units; that by refusing
to seek the sale of the HEP Partnerships' properties,  the general partners have
diminished the value of the limited  partners'  equity in the HEP  Partnerships;
that the general  partners  have taken a heavily  overvalued  partnership  asset
management  fee;  and that  limited  partnership  units  were sold and  marketed
through the use of false and misleading statements.
<PAGE>
      HIGH EQUITY PARTNERS L.P. - SERIES 88-FORM 10-Q - SEPTEMBER 30,1997

                          NOTES TO FINANCIAL STATEMENTS

7.     COMMITMENTS AND CONTINGENCIES (CONTINUED)

On February 24, 1997, after the Court again preliminarily  approved a settlement
of the California Action but again ultimately  declined to grant final approval,
the Court  recused  itself from  considering a motion to intervene and to file a
new complaint in intervention by two of the objectors to the Revised Settlement,
granted the request of one plaintiffs' law firm to withdraw as class counsel and
scheduled future hearings on various matters.

Thereafter,  the  Intervening  Plaintiffs  filed  and then  revised  an  Amended
Consolidated  Class Action and Derivative  Action  Complaint (the Second Amended
Consolidated   Complaint)   which  asserts  many  of  the  same  claims  as  the
Consolidated   Complaint,   eliminates   certain  legal  infirmities  from  that
Consolidated  Complaint,  and presents more  detailed  factual  allegations.  In
particular,  that  pleading  no longer  asserts  claims  of fraud and  negligent
misrepresentation.  The  General  Partners  believed  that  the  Second  Amended
Consolidated Complaint continued to be subject to challenge on legal grounds and
filed  demurrers and a motion to strike.  On October 7, 1997,  the Court granted
substantial portions of these motions.  Thereafter,  the General Partners served
answers denying the allegations and asserting numerous affirmative defenses.

The Limited  Partnership  Agreement provides for  indemnification of the General
Partners and their  affiliates in certain  circumstances.  The  Partnership  has
agreed to reimburse  the General  Partners  for their  actual costs  incurred in
defending  this  litigation  and the costs of  preparing  settlement  materials.
Through  December 31, 1996,  the General  Partners had billed the  Partnership a
total of $824,511 for these costs which was paid in February 1997.

The  General   Partners  believe  that  each  of  the  claims  asserted  in  the
Consolidated Complaint are meritless and intend to continue to vigorously defend
the California Action. It is impossible at this time to predict what the defense
of the California  Action will cost, the Partnership's  financial  exposure as a
result of the  indemnification  agreement discussed above, and whether the costs
of defending could adversely  affect the Managing General  Partner's  ability to
perform its obligations to the Partnership.
<PAGE>
      HIGH EQUITY PARTNERS L.P. - SERIES 88-FORM 10-Q - SEPTEMBER 30,1997
 
                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS

LIQUIDITY AND CAPITAL RESOURCES

Working capital reserves are temporarily invested in short-term  instruments and
together  with  operating  cash  flow  are  expected  to be  sufficient  to fund
anticipated  capital  improvements  to  the  Partnership's   properties.  As  of
September 30, 1997,  total working capital  reserves  amounted to  approximately
$3,979,000.  The Partnership intends to distribute to its partners less than all
of its future  cash flow from  operations  in order to assure  adequate  working
capital reserves for capital improvements and lease procurement costs.

During the nine months  ended  September  30,  1997,  cash and cash  equivalents
increased  $1,366,438  as a result of cash  flows from  operations  in excess of
capital  expenditures and distributions to partners.  The Partnership's  primary
source of funds is cash flow from the operation of its  properties,  principally
rents  received from tenants,  which  amounted to $4,019,208 for the nine months
ended September 30, 1997. The Partnership used $172,696 for capital expenditures
related to capital and tenant  improvements to the properties and $2,480,074 for
distributions to partners for the nine months ended September 30, 1997.

The  Partnership  expects to continue to utilize a portion of its cash flow from
operations and its reserves to pay for various  capital and tenant  improvements
to the  properties  and  leasing  commission,  the  amount  of which  cannot  be
predicted  with  certainty.   Capital  and  tenant   improvements   and  leasing
commissions  may  in  the  future  exceed  the  Partnership's   cash  flow  from
operations.  In that event, the Partnership  would utilize the remaining working
capital  reserves or sell one or more  properties.  Except as discussed  herein,
management is not aware of any trends, events, commitments or uncertainties that
will have a significant impact on liquidity.

RESULTS OF OPERATIONS

The  Partnership  experienced  an  increase in net income for the nine and three
months ended  September 30, 1997 compared to the same periods in 1996  primarily
due to an increase in rental revenues,  partially offset by an increase in costs
and expenses during 1997.

Rental revenue  increased  during both the nine and three months ended September
30, 1997 as compared to the same periods in the prior year, primarily due to the
increased occupancy at Tri-Columbus. In addition, revenues increased during 1997
due to the  approximately  $1.5 million received in April,  1997 pursuant to the
bankruptcy settlement of Handy Andy, the sole tenant at Melrose II.

Costs and expenses  increased for the nine and three months ended  September 30,
1997 compared to the same periods in 1996.  Operating expenses increased for the
nine and three months ended  September  30, 1997 compared to the same periods in
1996 due primarily to higher repair and maintenance  costs at Sunrise due to the
receipts of insurance proceeds in 1996,  offsetting  previously  incurred costs.
Administrative  expenses  increased for the nine months ended September 30, 1997
compared  to the same  period in 1996 due to higher  legal and  accounting  fees
related to ongoing  litigation.  Property  management fees increased  during the
nine and three months ended  September 30, 1997 due to the increase in revenues,
as previously discussed.
<PAGE>
      HIGH EQUITY PARTNERS L.P. - SERIES 88-FORM 10-Q - SEPTEMBER 30,1997
 
                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Interest income  increased due to higher cash balances during the nine and three
months ended  September 30, 1997 as compared to the same periods in 1996.  Other
income  decreased  during the nine and three  months  ended  September  30, 1997
compared to 1996 due to fewer ownership transfers, which result in transfer fees
received by the Partnership.

Inflation  is not  expected  to  have a  material  impact  on the  Partnership's
operations or financial position.

Legal Proceedings

The  Partnership  is a party to  certain  litigation.  See  Note 7 to  financial
statements for a description thereof.
<PAGE>
      HIGH EQUITY PARTNERS L.P. - SERIES 88-FORM 10-Q - SEPTEMBER 30,1997
 

                          PART II. - OTHER INFORMATION


Item 1 - Legal Proceedings

         (a)      See   Management's   Discussion   and  Analysis  of  Financial
                  Condition  and Results of  Operations  and Notes to  Financial
                  Statements - Note 7 which is herein incorporated by reference.

Item 6 - Exhibits and Reports on Form 8-K

         (a)      Exhibits: There were no exhibits filed.

         (b)      Reports on Form 8-K: 

                  Current report on Form 8-K dated August 7, 1997 Current report
                  on Form 8-K dated September 19, 1997





<PAGE>
      HIGH EQUITY PARTNERS L.P. - SERIES 88-FORM 10-Q - SEPTEMBER 30,1997
 


                                   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.



                                         High Equity Partners L.P. - Series 88


                                    By:   Resources High Equity, Inc.
                                          Managing General Partner





Dated: November 14, 1997            By:   /S/  Richard Sabella
                                          --------------------
                                          Richard Sabella
                                          President
                                          (Duly Authorized Officer)




Dated: November 14, 1997            By:   /S/  Kevin Reardon
                                          ------------------
                                          Kevin Reardon
                                          Vice President, Secretary
                                          and Treasurer
                                          (Principal Financial and
                                          Accounting Officer)


<TABLE> <S> <C>

<ARTICLE> 5
<LEGEND>
The  schedule  contains  summary   information   extracted  from  the  financial
statements  of the  September  30,  1997  Form  10-Q  of  High  Equity  Partners
L.P.-Series  88 and is qualified in its entirety by reference to such  financial
statements.
</LEGEND>
       
<S>                             <C>
<PERIOD-TYPE>                   9-MOS
<FISCAL-YEAR-END>                          DEC-31-1997
<PERIOD-END>                               SEP-30-1997
<CASH>                                       6,720,169
<SECURITIES>                                         0
<RECEIVABLES>                                  379,097
<ALLOWANCES>                                         0
<INVENTORY>                                          0
<CURRENT-ASSETS>                                     0
<PP&E>                                               0
<DEPRECIATION>                                       0
<TOTAL-ASSETS>                              56,947,567
<CURRENT-LIABILITIES>                                0
<BONDS>                                              0
                                0
                                          0
<COMMON>                                             0
<OTHER-SE>                                  54,965,605
<TOTAL-LIABILITY-AND-EQUITY>                56,947,567
<SALES>                                              0
<TOTAL-REVENUES>                             7,633,161
<CGS>                                                0
<TOTAL-COSTS>                                1,471,158
<OTHER-EXPENSES>                             2,684,232
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                                   0
<INCOME-PRETAX>                              3,723,778
<INCOME-TAX>                                         0
<INCOME-CONTINUING>                          3,723,778
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                 3,723,778
<EPS-PRIMARY>                                        0
<EPS-DILUTED>                                        0
        

</TABLE>


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