REALTY PARKING PROPERTIES LP
10-Q, 2000-11-14
REAL ESTATE
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                                    FORM 10-Q


                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549


          QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES
                              EXCHANGE ACT OF 1934


(Mark One)
        { X }  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE
                SECURITIES EXCHANGE ACT OF 1934

                  For the quarterly period ended September 30, 2000

        {   }  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                SECURITIES EXCHANGE ACT OF 1934

                        For the transition period from to


       For Quarter Ended September 30, 2000     Commission file number 0-17616

                         Realty Parking Properties L.P.
             (Exact Name of Registrant as Specified in its Charter)


              Delaware                                  52-1591575
       (State or Other Jurisdiction of               (I.R.S. Employer
        Incorporation or Organization)           Identification Number)



      225 East Redwood Street, Baltimore, Maryland         21202
      (Address of Principal Executive Offices)           (Zip Code)

       Registrant's Telephone Number, Including Area Code: (410) 727-4083

                                       N/A

              (Former Name, Former Address, and Former Fiscal Year,
                         if Changed Since Last Report.)


        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>

                         REALTY PARKING PROPERTIES L.P.



                                      INDEX

                                                                       Page No.
Part I.    Financial Information

    Item 1.   Financial Statements

                 Balance Sheets                                               1
                 Statements of Operations                                     2
                 Statements of Partners' Capital                              3
                 Statements of Cash Flows                                     4
                 Notes to Financial Statements                                5


    Item 2.   Management's Discussion and Analysis of Financial
                 Condition and Results of Operations                        6-7

    Item 3.   Quantitative and Qualitative Disclosures
                 About Market Risk                                            8


Part II.      Other Information

    Item 1. through Item 6.                                                   8

     Signatures                                                               9

<PAGE>

                         REALTY PARKING PROPERTIES L.P.
                                 Balance Sheets

<TABLE>
<CAPTION>
                                                     September 30,
                                                         2000           December 31,
                                                      (Unaudited)           1999
                                                  ------------------  -----------------

Assets

<S>                                               <C>                 <C>
  Investment in real estate                       $      19,736,970   $     20,200,296
  Cash and cash equivalents                                 943,607          9,803,643
  Accounts receivable and other assets                      242,253            263,185
                                                  ------------------  -----------------

                                                  $      20,922,830   $     30,267,124
                                                  ==================  =================


Liabilities and Partners' Capital
  Liabilities

    Accounts payable and accrued expenses         $          17,830   $         32,777
    Due to affiliates                                        31,076            215,861
    Real estate taxes payable                               192,000            233,500
                                                  ------------------  -----------------
                                                            240,906            482,138
                                                  ------------------  -----------------

  Partners' Capital

    General Partner                                               -                  -
    Assignee and Limited Partnership
      Interests - $25 stated value per
      unit, 1,909,127 units outstanding                  20,681,824         29,784,886
    Subordinated Limited Partner                                100                100
                                                  ------------------  -----------------
                                                         20,681,924         29,784,986
                                                  ------------------  -----------------

                                                  $      20,922,830   $     30,267,124
                                                  ==================  =================
</TABLE>


                 See accompanying notes to financial statements
                                        1

<PAGE>

                         REALTY PARKING PROPERTIES L.P.
                            Statements of Operations
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                    Three Months Ended                   Nine Months Ended
                                              September 30,    September 30,       September 30,    September 30,
                                                  2000             1999                2000             1999
                                            ---------------------------------    ---------------------------------

Revenues

<S>                                         <C>               <C>                <C>              <C>
   Parking lot rental                       $       481,903   $      802,065     $     1,444,930  $     2,042,272
   Interest income                                   14,200           11,283              85,210           32,820
                                            ----------------  ---------------    ---------------- ----------------
                                                    496,103          813,348           1,530,140        2,075,092
                                            ----------------  ---------------    ---------------- ----------------

Expenses

   Administrative, including amounts

     to related party                                26,925           26,427              95,749           85,785
   Professional fees                                  5,000            4,500              15,000           15,822
   Management fees to related party                   6,946            8,863              23,056           31,034
   Real estate tax                                   10,444                -              21,125                -
   Depreciation                                      30,256           31,187              90,768           93,561
                                            ----------------  ---------------    ---------------- ----------------
                                                     79,571           70,977             245,698          226,202
                                            ----------------  ---------------    ---------------- ----------------

Earnings from operations                            416,532          742,371           1,284,442        1,848,890

Gain on sale of property, net                             -                -             767,622                -
                                            ----------------  ---------------    ---------------- ----------------

Net earnings                                $       416,532   $      742,371     $     2,052,064  $     1,848,890
                                            ================  ===============    ================ ================

Net earnings per unit of assignee and
  limited partnership interest-basic        $          0.21   $         0.38     $          1.06  $          0.95
                                            ================  ===============    ================ ================

</TABLE>

                 See accompanying notes to financial statements
                                        2

<PAGE>

                         REALTY PARKING PROPERTIES L.P.
                         Statements of Partners' Capital
              For the Nine Months Ended September 30, 2000 and 1999
                                   (Unaudited)
<TABLE>
<CAPTION>

                                          Assignee
                                         and Limited       Subordinated
                                         Partnership          Limited            General
                                          Interests           Partner            Partner             Total
                                     ---------------------------------------------------------------------------

<S>                                  <C>                   <C>              <C>               <C>
Balance at December 31, 1999         $   29,784,886        $    100         $          -      $     29,784,986

Net earnings                              2,020,594               -               31,470             2,052,064

Distributions to partners -
     Operations                          (1,542,032)              -              (31,470)           (1,573,502)
     Sales proceeds                      (9,581,624)              -                    -            (9,581,624)
                                     -------------------------------------------------------------------------

Balance at September 30, 2000        $   20,681,824        $    100         $          -      $     20,681,924
                                     =========================================================================



Balance at December 31, 1998         $   34,066,407        $    100         $    (55,969)     $     34,010,538

Net earnings                              1,811,912               -               36,978             1,848,890

Distributions to partners-operations     (1,817,811)              -              (37,098)           (1,854,909)
                                     -------------------------------------------------------------------------

Balance at September 30, 1999        $   34,060,508        $    100         $    (56,089)     $     34,004,519
                                     =========================================================================

</TABLE>

                 See accompanying notes to financial statements
                                        3

<PAGE>

                         REALTY PARKING PROPERTIES L.P.
                            Statements of Cash Flows
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                            Nine Months Ended
                                                                      September 30,      September 30,
                                                                          2000               1999
                                                                     -----------------------------------

Cash flows from operating activities
<S>                                                                <C>                 <C>
  Net earnings                                                     $       2,052,064   $      1,848,890
  Adjustments to reconcile net earnings to net cash
     provided by operating activities
      Gain on sale of property, net                                         (767,622)                 -
      Depreciation                                                            90,768             93,561
      Changes in assets and liabilities
         (Increase) decrease in accounts receivable and
             real estate taxes payable, net                                  (20,568)            73,274
         Decrease in accounts payable and accrued expenses                   (14,947)            (6,407)
         Decrease in due to affiliates                                      (184,785)            (1,833)
                                                                   ------------------  -----------------
Net cash provided by operating activities                                  1,154,910          2,007,485
                                                                   ------------------  -----------------

Cash flows from investing activities -
   proceeds from sale of property, net                                     1,140,180                  -
                                                                   ------------------  -----------------

Cash flows from financing activities -
   distributions to partners                                             (11,155,126)        (1,854,909)
                                                                   ------------------   ----------------

Net increase (decrease) in cash and cash equivalents                      (8,860,036)           152,576
Cash and cash equivalents
    Beginning of period                                                    9,803,643            789,876
                                                                   ------------------  -----------------

    End of period                                                  $         943,607   $        942,452
                                                                   ==================  =================
</TABLE>


                 See accompanying notes to financial statements
                                        4


<PAGE>



                         REALTY PARKING PROPERTIES L.P.

                          Notes to Financial Statements
                               September 30, 2000
                                   (Unaudited)



Note 1 - The Partnership and Basis of Preparation
The  accompanying  financial  statements of Realty Parking  Properties L.P. (the
"Partnership")  do not  include  all of the  information  and  note  disclosures
normally included in financial  statements prepared in accordance with generally
accepted  accounting  principles.  The unaudited  interim  financial  statements
reflect all adjustments which are, in the opinion of management,  necessary to a
fair statement of financial  position,  operating results and cash flows for the
interim  periods  presented.  All such  adjustments  are of a  normal  recurring
nature.   The  unaudited  interim  financial   information  should  be  read  in
conjunction with the financial statements contained in the 1999 Annual Report.

Note 2 - Cash and Cash Equivalents

The Partnership  considers all short-term  investments  with maturities of three
months  or less  at  dates  of  purchase  as cash  equivalents.  Cash  and  cash
equivalents consist entirely of cash and money market accounts and are stated at
cost,  which  approximates  market value at September  30, 2000 and December 31,
1999.

Note 3 - Investment  in Real Estate  Investment  in real estate is summarized as
follows:

<TABLE>
<CAPTION>
                                               September 30, 2000         December 31, 1999

<S>                                                  <C>                       <C>
         Land                                        $17,224,495               $17,596,092
         Buildings                                     3,445,777                 3,445,777
         Land Improvements                               188,654                   190,804
                                                      20,858,926                21,232,673
         Less accumulated depreciation                 1,121,956                 1,032,377
                                 Total               $19,736,970               $20,200,296
</TABLE>

Depreciation of the garage structures is computed using the straight-line method
over 31.5 years for property  placed in service  prior to January 1, 1994 and 39
years for property placed in service after January 1, 1994.

Note 4 - Sale of Property

On February 10, 2000, the Partnership sold its St. Paul-Tank, Minnesota property
for $1,335,586.  The Partnership's  investment in the property was $372,558, net
of accumulated  depreciation of $1,189. The gain from the sale totaled $767,622,
net of expenses of $195,406.

Note 5 - Related Party Transactions

The  Partnership's  general partner earned a management fee of $6,946 and $8,863
during the three months ended  September  30, 2000 and 1999,  respectively,  and
$23,056 and $31,034  during the nine months ended  September  30, 2000 and 1999,
respectively.  The general  partner was  reimbursed  for certain costs  incurred
relating to administrative and professional services of the Partnership totaling
$26,520 and  $21,994 for the three  months  ended  September  30, 2000 and 1999,
respectively,  and $100,684 and $74,983 for the nine months ended  September 30,
2000 and 1999, respectively.

Note 6 - Subsequent Event

On November  15, 2000 the  Partnership  will make a cash  distribution  totaling
$459,412 of which 98% will be allocated to Assignee  and Limited  Partners.  The
distribution  includes  $446,788  in funds  provided  by  operations  during the
quarter ended  September  30, 2000 and a return of capital of $12,624.  Assignee
and Limited Partners will receive a cash distribution of approximately $0.24 per
unit.

                                       -5-


<PAGE>



                         REALTY PARKING PROPERTIES L.P.

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

Liquidity and Capital Resources

         The Partnership was fully invested in parking  properties as it entered
2000 and currently has no plans to use working  capital to perform major repairs
or improvements  to any of its  properties.  The Partnership has sufficient cash
and cash equivalents to satisfy its liquidity requirements.

         At September 30, 2000, the Partnership  had a working capital  position
that included cash and cash equivalents of $943,607, accounts receivable (net of
real estate taxes payable) of $50,253 and accounts payable of $17,830.  Cash and
cash  equivalents  decreased  $100,649  during the third  quarter of 2000.  This
decrease  represents  the net effect of $358,762 in cash  provided by  operating
activities and the quarterly distribution to investors totaling $459,411.

         On November  15,  2000 the  Partnership  will make a cash  distribution
totaling  $459,412  of which  98% will be  allocated  to  Assignee  and  Limited
Partners.  The  distribution  includes  $446,788 in funds provided by operations
during the quarter ended  September 30, 2000 and a return of capital of $12,624.
Assignee and Limited Partners will receive a cash  distribution of approximately
$0.24 per unit.

Results of Operations

         Parking lot revenue  includes base and percentage rents earned pursuant
to the lease  agreements with Central Parking System (the "Advisor") and the net
operating revenues of the three properties operated under management agreements.
The  Partnership  leases nine of its  facilities to the Advisor under terms that
include a minimum rent calculated as a percentage of certain  acquisition costs.
In addition,  the Advisor is obligated to pay percentage  rent,  calculated as a
percentage  of  gross  parking  revenues  in  excess  of  a  base  amount.   The
Partnership's  remaining three properties are being managed by parking operators
under separate  management  agreements with the Partnership.  Under the terms of
the typical  management  agreement,  the operator  forwards the  property's  net
operating  revenues  to  the  Partnership.  The  operator's  management  fee  is
generally fixed,  but may include an annual  incentive fee if operations  exceed
budget.  The Partnership is responsible for the payment of real estate taxes for
all properties that are operated under management agreements.

         Total  parking  lot rents of  $481,903  were  earned  during  the third
quarter of 2000, reflecting a decrease of $320,162 from the same period in 1999.
Total parking lot rents of  $1,444,930  were earned during the nine months ended
September  30, 2000,  reflecting a decrease of $597,342  from the same period in
1999.  The decreases  are  primarily due to the sales of the Denver  property in
1999 and the St. Paul-Tank  property in early 2000. The Denver property produced
rental income of $374,261  during the nine months ended September 30, 1999, that
was not earned in 2000. The decreases are also due to a decline in revenues from
three  of  the  properties  as a  result  of  lease  expirations.  Additionally,
percentage rents totaling $177,850 earned at certain  facilities during the nine
months ended September 30, 2000,  reflected a decrease of $109,112 from the same
period in 1999. The reduction in percentage  rents is primarily  attributable to
the Milwaukee  and Denver  facilities.  Operations at the Milwaukee  garage have
been  hampered by structural  problems that have led to lower parking  revenues,
and in turn lower percentage rents.

         Expenses  incurred during the three and nine months ended September 30,
2000,  net  of  depreciation,   totaled  $49,315  and  $154,930,   respectively,
reflecting  increases of $9,525 and $22,289  over the same periods in 1999.  The
increases  are  primarily  due to higher  administrative  costs and real  estate
taxes,  net of a  decrease  in the  management  fees  due to sales of two of the
Partnership's properties.

                                       -6-


<PAGE>



                         REALTY PARKING PROPERTIES L.P.

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

Outlook

         The Advisor has notified the Partnership that it will not extend leases
on the Kansas City and Reno  facilities,  which expire in 2000.  The Kansas City
facility  will be leased to the Advisor under a new lease which will provide for
a fixed annual rent, the  Partnership,  however,  will be responsible for paying
real estate taxes. The rent the Partnership receives under this scenario will be
approximately  $35,000 less per year, than it received under the previous lease.
The Partnership continues to review operating alternatives for the Reno facility
pending its sale. It appears,  however,  that a resolution  may not occur before
the lease expires on November 30, or the  consumation  of a sale.  Annual rental
revenue  received by the Partnership  will decrease due to the expiration of the
leases.  It is not  expected  that the  operations  will  negatively  impact the
Partnership's  operating liquidity needs in 2000;  however,  the Partnership may
need to adjust its  distribution  rate to investors in the future to reflect the
actual operations of the properties and/or terms of the lease renewals.

         The  Partnership  has signed  contracts  for the sale of the Dayton and
Reno  facilities  and  is  negotiating  contracts  for  the  Rochester  and  St.
Paul-Jackson facilities. There are, however, no assurances that these facilities
will be sold.

                                       -7-


<PAGE>


                         REALTY PARKING PROPERTIES L.P.


PART I. FINANCIAL INFORMATION


Item 3.     Quantitative and Qualitative Disclosures About Market Risk

                  Inapplicable

PART II. OTHER INFORMATION


Item 1.     Legal Proceedings

                  Inapplicable

Item 2.     Changes in Securities and Use of Proceeds

                  Inapplicable

Item 3.     Defaults upon Senior Securities

                  Inapplicable

Item 4.     Submission of Matters to a Vote of Security Holders

                  Inapplicable

Item 5.     Other Information

                  Inapplicable

Item 6.     Exhibits and Reports on Form 8-K

                  a)  Exhibits:   Financial Data Schedule

                  b)  Reports on Form 8-K:   None






                                       -8-



<PAGE>

                         REALTY PARKING PROPERTIES L.P.




                                   SIGNATURES

Pursuant to the requirements of Section 13 or 15 (d) of the Securities  Exchange
Act of 1934, as amended, the registrant has duly caused this report to be signed
on its behalf by the undersigned, thereunto duly authorized.

                                        REALTY PARKING PROPERTIES L.P.




DATE:  11/10/00                         By:   /s/  John M. Prugh
                                                                   John M. Prugh
                                                          President and Director
                                                    Realty Parking Company, Inc.
                                                                 General Partner

DATE:  11/10/00                         By:  /s/ Timothy M. Gisriel
                                                              Timothy M. Gisriel
                                                                       Treasurer
                                                    Realty Parking Company, Inc.
                                                                 General Partner

                                      -9-



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