<PAGE>1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1996
Commission File Number 0-19180
Exact Name of Registrant as Specified in Its Charter: T. ROWE
PRICE RENAISSANCE FUND, LTD., A SALES-COMMISSION-FREE REAL ESTATE
INVESTMENT
State or Other Jurisdiction of Incorporation or Organization:
Maryland
I.R.S. Employer Identification No.: 52-1657028
Address and zip code of principal executive offices: 100 East
Pratt Street, Baltimore, Maryland 21202
Registrant's telephone number, including area code: 1-800-638-
5660
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
Shares of common stock outstanding as of May 13, 1996: 1,524,602
<PAGE>2
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
The financial statements of T. Rowe Price Renaissance Fund,
Ltd., A Sales-Commission-Free Real Estate Investment ("the
Corporation") are set forth in Exhibit 19 hereto, which
statements are incorporated by reference herein.
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations.
Liquidity and Capital Resources and Results of Operations
The Corporation's liquidity and capital resources and its
results of operation are discussed in the Stockholders' letter on
pages 1-2 of Exhibit 19 hereto, the Corporation's Quarterly
Report to Security-Holders, which letter is hereby incorporated
by reference herein.
Reinvestment and Repurchase Plans
The public offering of shares was terminated on April 30,
1990, and additional shares will be sold only in connection with
the Corporation's dividend reinvestment plan. Additional capital
in the amount of $3,748,265 was raised from dividend
distributions reinvested through March 31, 1996, and 301,358
additional shares were issued in connection therewith. The
amount of additional capital to be raised from this source in the
future will depend on the size of the Corporation's dividends per
share, and the number of shares in the reinvestment plan at any
given time. Organizational and offering expenses are not
deducted from such proceeds. This capital will be used, to the
extent necessary, to repurchase shares in connection with the
Corporation's liquidity enhancement plan; the balance will be
available for investment in real estate. As of March 31, 1996,
99,315 shares had been repurchased for a total of $1,087,583.
PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits:
19 - Quarterly Report Furnished to Security-
Holders including Financial Statements for the
Corporation.
27 - Financial Data Schedule
All other items are omitted because they are not applicable or
the answers are none.
<PAGE>3
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.
T. ROWE PRICE RENAISSANCE FUND,
LTD.,
A SALES-COMMISSION-FREE REAL ESTATE
INVESTMENT
Date: May 15, 1996 By: /s/Kenneth J. Rutherford
Kenneth J. Rutherford
Vice President
Date: May 15, 1996 By: /s/Joseph P. Croteau
Joseph P. Croteau
Principal Financial Officer
of the Corporation
The Quarterly Report to Limited Partners for the Quarter ended
March 31, 1996 should be inserted here.
T. Rowe Price Renaissance Fund, Ltd.
A Sales-Commission-Free Real Estate Investment
For information on your Renaissance Fund account, call:
1-800-962-8300 toll free
For information on your mutual fund account, call:
1-800-225-5132 toll free
625-6500 Baltimore area
T. Rowe Price Real Estate Group
100 East Pratt Street
Baltimore, Maryland 21202
Quarterly Report For The Period Ended March 31, 1996
FELLOW STOCKHOLDER:
We have changed the format of our reports in an effort to improve the
information given to you and reduce the complexity of the message. A major
addition is in the table below where you will find the period-end as well as
average leased status and the contribution to net income from each property in
the portfolio. The leased status may fluctuate during a quarter, so we feel
the average number will give you a better indication of individual
performance. By showing the contribution to net income by property along with
its total square footage and average leased status, we also believe you will
have a better perspective on the relative contribution of each holding.
Finally, we have broken out properties earmarked for sale so that you have an
idea of the effect the absence of these properties may have on future income.
Results of Operations
Buschwood III, which was not in the portfolio at this time last year, had a
positive effect on rental income and on the portfolio's average leased status
for the quarter ended March 31, 1996. As shown in the table below, it
contributed $13,000 to net income for the period after interest expense on the
mortgage which was used to buy the property.
Without Buschwood, the average leased status was five percentage points
lower than in the comparable 1995 period, and rental income was off $49,000.
The only property owned during both periods which maintained its occupancy
rate was Buckley Square. Without the net income contribution from this
property, which is being sold, the Fund would have experienced a net loss for
the first three months of 1996.
Real Estate Investments (Dollars in thousands)
______________________________________________________________________________
Contribution
Leased StatusAverage Leased Status to Net Income
________________________________________________
Gross Three Months Three Months
Property Leasable March 31, Ended March 31, Ended March 31,
Name Area (Sq. Ft.) 1996 1995 1996 1995 1996
____________________________________________________ ________ ________ ____
Valley Business Center 202,540 97% 100% 94% $ 97 $ 51
Post Oak Place 56,449 74 77 75 42 37
Gatehall I 112,532 78 83 72 51 (101)
Buschwood III 76,960 100 - 96 0 13
________ _________ ________ ________ ________ _________
448,481 90 91 86 190 0
Held for Sale
Buckley Square 121,602 93 93 93 81 141
________ _________ ________ ________ ________ _________
570,083 91 92 88 81 141
Fund Expenses Less
Interest Income - - - - (53) (12)
________ _________ ________ ________ ________ _________
Total 570,083 91% 92% 88% $218 $129
Of the remaining properties, Gatehall I was the major factor in the
decline in average space leased as well as in rental and net income relative
to the first quarter of last year. On a positive note, we are seeing increased
interest in the property and have one financially strong prospect for a space
which represents 21% of the total building. Also, the Blizzard of '96 had a
pronounced effect on Gatehall, as snow removal costs accounted for $60,000 of
the $85,000 increase in that property's expenses compared to last year.
Hopefully, the winter of '97 will be less harsh.
We are optimistic about successfully negotiating renewals for the leases
which expire at Valley Business Center and Buschwood over the remainder of the
year. Post Oak Place, on the other hand, continues to be a challenge. Houston
is still an energy town and is one of the top four nondiversified large cities
in the nation. As a result of continued downsizing in the oil and gas
industry, vacancy in the the West Loop/Galleria office submarket where the
center is located remains high.
Disposition Review
Buckley Square, the neighborhood retail center located in Aurora, Colorado,
was listed for sale in the second quarter of last year. We replaced the broker
several months later with an agent who focused on a broad base of potential
buyers rather than just large institutions. Through this broker, we have
received an offer on the property which, if we close on it, will result in a
taxable gain that must be distributed to you in order for the Fund to avoid
paying taxes. The remainder, and majority, of the sale proceeds must be used
to pay down the principal balance of the loan which largely financed the
purchase of Buschwood. At this point, we believe we are close to a signed
purchase and sale agreement, but there is no assurance that we will
successfully complete the transaction.
Distributions From Operations
The Fund declared a $0.15 per share dividend for the first quarter, $0.03 less
than the amount paid for the same period last year. We will review this rate
each quarter to see if operating conditions warrant a change. The effect of
the sale of Buckley Square, which has been a positive contributor to cash
flow, is currently being reviewed relative to the budgeted cash needs of the
remaining properties.
Outlook
As mentioned earlier, prospects for maintaining or improving occupancy levels
at a number of properties are favorable. Therefore, barring any major downturn
in the local real estate markets, we hope operating results will stabilize. In
addition, if we are able to reduce the Fund's debt and interest expense, it
will help offset the absence of Buckley Square's contribution to cash flow and
net income.
Sincerely,
James S. Riepe
Chairman
May 10, 1996
CONDENSED CONSOLIDATED BALANCE SHEETS
Unaudited
(In thousands except share data)
March 31, December 31,
1996 1995
___________ __________
Assets
Real Estate Property Investments
Land . . . . . . . . . . . . . . $ 6,037 $ 6,037
Buildings and Improvements . . . 16,051 15,971
________ ________
22,088 22,008
Less: Accumulated Depreciation
and Amortization. . . . . . . (1,551) (1,387)
________ ________
20,537 20,621
Held for Sale. . . . . . . . . . 5,332 5,332
________ ________
25,869 25,953
Cash and Cash Equivalents. . . . . 1,418 1,608
Accounts Receivable
(less allowances of $31 and $11) 289 281
Other Assets . . . . . . . . . . . 180 194
________ ________
$ 27,756 $ 28,036
________ ________
________ ________
Liabilities and Stockholders' Equity
Liabilities
Mortgage Loans Payable . . . . . $ 8,748 $ 8,976
Security Deposits and
Prepaid Rents . . . . . . . . 323 326
Accrued Real Estate Taxes. . . . 217 284
Accounts Payable and
Other Accrued Expenses. . . . 276 285
Dividends Declared . . . . . . . 229 76
Minority Interest. . . . . . . . 540 541
________ ________
Total Liabilities. . . . . . . . . 10,333 10,488
________ ________
Stockholders' Equity
Common Stock, $.001 Par Value,
Authorized 5,500,000 Shares;
Issued and Outstanding
1,524,602 and 1,527,191 Shares 1 1
Additional Paid-In Capital . . . 18,422 18,447
Dividends in Excess of Net Income (1,000) (900)
________ _________
Total Stockholders' Equity . . . . 17,423 17,548
________ _________
$ 27,756 $ 28,036
________ ________
________ ________
See the accompanying notes to condensed consolidated financial statements.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
Unaudited
(In thousands except per-share amounts)
Three Months Ended
March 31,
1996 1995
___________ ___________
Revenues
Rental Income. . . . . . . . . . . $ 1,304 $ 1,073
Interest Income. . . . . . . . . . 26 9
________ ________
1,330 1,082
________ ________
Expenses
Property Operating Expenses. . . . 519 364
Real Estate Taxes. . . . . . . . . 192 120
Depreciation and Amortization. . . 164 161
Investment Advisory Fees . . . . . 70 60
Fund Management Expenses . . . . . 37 49
Interest Expense . . . . . . . . . 199 87
Amortization of Organization Costs - 11
Minority Interest. . . . . . . . . 20 12
________ ________
1,201 864
________ ________
Net Income . . . . . . . . . . . . 129 218
________ ________
________ ________
Activity per Share
Net Income . . . . . . . . . . . . $ 0.08 $ 0.15
________ ________
________ ________
Dividends Declared . . . . . . . . $ 0.15 $ 0.18
________ ________
________ ________
Weighted Average Number of
Shares Outstanding . . . . . . . 1,525,199 1,496,467
________ ________
________ ________
See the accompanying notes to condensed consolidated financial statements.
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
Unaudited
(In thousands except share data)
AdditionalDividends
Common Stock Paid-InIn Excess Of
Shares Amount CapitalNet Income Total
________ ____________________________________
Balance,
December 31, 1995 .1,527,191 $1 $18,447 $ (900) $17,548
Net Income . . . . . - - - 129 129
Dividend
Reinvestments . . . 4,048 0 54 - 54
Share Repurchases. . (6,637) 0 (79) - (79)
Dividends Declared . - - - (229) (229)
________ ____ _______ _______ _______
Balance,
March 31, 1996. . .1,524,602 $1 $18,422 $(1,000) $17,423
________ ____ _______ _______ _______
________ ____ _______ _______ _______
See the accompanying notes to condensed consolidated financial statements.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
Unaudited
(In thousands)
Three Months Ended
March 31,
1996 1995
______________________
Cash Flows from Operating Activities
Net Income . . . . . . . . . . . . . . . . $ 129 $ 218
Adjustments to Reconcile Net Income to Net Cash
Provided by Operating Activities
Depreciation and Amortization . . . . . . 164 161
Amortization of Organization Costs. . . . - 11
Minority Interest's Share of Net Income . 20 12
Other Changes in Assets and Liabilities . (73) (301)
________ ________
Net Cash Provided by Operating Activities. 240 101
________ ________
Cash Flows Used in Investing Activities
Investments in Real Estate . . . . . . . . (80) (108)
________ ________
Cash Flows from Financing Activities
Dividends Paid . . . . . . . . . . . . . . (76) (327)
Reinvestments in Shares. . . . . . . . . . 54 221
Repurchases of Shares. . . . . . . . . . . (79) (41)
Minority Interest Distribution . . . . . . (21) (14)
Repayment of Mortgage Loan Principal . . . (228) -
________ ________
Net Cash Used in Financing Activities. . . (350) (161)
________ ________
Cash and Cash Equivalents
Net Decrease during Period . . . . . . . . (190) (168)
At Beginning of Year . . . . . . . . . . . 1,608 1,460
________ ________
At End of Period . . . . . . . . . . . . . $1,418 $1,292
________ ________
________ ________
See the accompanying notes to condensed consolidated financial statements.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Unaudited
The unaudited interim condensed consolidated financial statements reflect all
adjustments which are, in the opinion of management, necessary for a fair
statement of the results for the interim periods presented. All such
adjustments are of a normal, recurring nature.
The unaudited interim financial information contained in the
accompanying condensed consolidated financial statements should be read in
conjunction with the consolidated financial statements contained in the 1995
Annual Report to Stockholders.
NOTE 1 - TRANSACTIONS WITH RELATED PARTIES AND OTHER
Pursuant to contracts executed in 1991, the Fund pays advisory fees to T. Rowe
Price Real Estate Group, Inc. (the "Investment Manager"), an affiliate of the
Fund's Sponsor, and LaSalle Advisors Limited Partnership (the "Investment
Advisor"). The Investment Manager provides communications, cash management,
administrative, and other related services to the Fund for an advisory fee of
.45% per year of the fair market value, as defined, of the Fund's assets and
earned $33,000 for the first three months of 1996. The Investment Advisor
provides the Fund with real estate advisory, accounting, and other related
services for an advisory fee of .50% per year of the fair market value, as
defined, of the Fund's assets and earned $37,000 for the first three months of
1996. Recognition of these investment advisory fees is subject to limitations
adopted by the Fund pursuant to guidelines promulgated by the North American
Securities Administrators Association.
An affiliate of the General Partner earned a normal and customary fee of
$1,000 from the money market mutual funds in which the Partnership made its
interim cash investments during the first three months of 1996.
The Fund also reimburses the Investment Manager and Investment Advisor
for certain defined expenses incurred in operating and administering the
affairs of the Fund. Expense reimbursements for the Investment Manager and
Investment Advisor totaled $5,000 and $7,000, respectively, for the first
three months of 1996.
NOTE 2 - BUCKLEY SQUARE
The Fund is presently negotiating a sales agreement for the Buckley Square
property. If an agreement is reached with this potential buyer, the Fund would
expect the closing would occur this summer. Sales proceeds from this property
would be distributed first to the Fund shareholders in the amount of the gain,
for tax purposes, on the sale and the balance used to repay a significant
portion of the Fund's outstanding debt.
NOTE 3 - DIVIDEND DECLARED
The Fund declared a quarterly cash dividend of $.15 per share to stockholders
of record at March 31, 1996. The total dividend payable is $229,000 and will
be paid in May 1996.
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted
from the unaudited condensed consolidated financial statements of
T. Rowe Price Renaissance Fund, Ltd., A Sales-Commission-Free
Real Estate Investment included
in the accompanying Form 10-Q for the period ended March 31, 1996
and is
qualified in its entirety by reference to such financial
statements.
</LEGEND>
<CIK> 0000852160
<NAME> T. ROWE PRICE RENAISSANCE FUND, LTD., A
SALES-COMMISSION-FRE
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> MAR-31-1996
<CASH> 1,418,000
<SECURITIES> 0
<RECEIVABLES> 320,000
<ALLOWANCES> 31,000
<INVENTORY> 0
<CURRENT-ASSETS> 0<F1>
<PP&E> 27,420,000
<DEPRECIATION> 1,551,000
<TOTAL-ASSETS> 27,756,000
<CURRENT-LIABILITIES> 0<F1>
<BONDS> 8,748,000
0
0
<COMMON> 1,000
<OTHER-SE> 17,422,000
<TOTAL-LIABILITY-AND-EQUITY> 27,756,000
<SALES> 0
<TOTAL-REVENUES> 1,330,000
<CGS> 0
<TOTAL-COSTS> 1,201,000
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0<F2>
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 129,000
<INCOME-TAX> 0
<INCOME-CONTINUING> 129,000
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 129,000
<EPS-PRIMARY> .08
<EPS-DILUTED> 0
<FN>
<F1>Not contained in registrant's unclassified balance sheet.
<F2>Not reported at interim.
</FN>
