THIS DOCUMENT IS A COPY OF THE 10Q FILED ON 8/16/94 PURSUANT TO A
RULE 201 TEMPORARY HARDSHIP EXEMPTION.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
QUARTERLY REPORT UNDER SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
for Quarter ended June 30, 1994 Commission File Number 0-8952
SB PARTNERS
New York 13-6294787
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
1290 Avenue of the Americas, N.Y., N.Y. 10104
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (212) 408-2900
NONE
Former name, former address and former fiscal year, of 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
Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date (applicable only to
corporate issuers).
SB PARTNERS
INDEX
Part I Financial Information
Balance Sheets
June 30, 1994 and December 31, 1993 1
Statements of Operations
For the three and six months ended June 30, 1994
and 1993 2
Statements of Cash Flows
For the six months ended June 30, 1994
and 1993 3
Statements of Changes in Partners' Capital
For the years ended December 31, 1993 and 1992
and six months ended June 30, 1994 4
Notes to Financial Statements 5 - 6
Managements' Discussion and Analysis of
Financial Condition and Results of Operations 7 - 11
Part II Other Information 12
<TABLE>
SB PARTNERS
(a limited partnership)
BALANCE SHEETS
June 30, 1994 (Not Audited) and
December 31, 1993 (Audited, but not covered by
the report of independent accountants)
<CAPTION>
June 30, December 31,
1994 1993
<S> <C> <C>
Assets:
Investments -
Real Estate, at cost
Land $13,763,602 $16,226,405
Buildings, furnishings
and improvements 146,906,296 164,919,564
Less - accumulated depreciation (39,097,960) (44,396,664)
------------ -----------
121,571,938 136,749,305
------------ -----------
Mortgage notes receivable, net of
allowance for possible losses of
$5,212,248 and $5,212,248 respectively
and gains of $5,178,632 and
$5,178,632 respectively 5,933,929 5,933,929
Investment in joint venture 11,322,101 11,635,207
------------ -----------
138,827,968 154,318,441
Other assets:
Cash and cash equivalents 3,157,881 423,262
Accounts receivable, accrued interest
and other 7,153,487 8,628,406
------------ ------------
Total assets $149,139,336 $163,370,109
============ ============
Liabilities:
Mortgage notes payable, net of
unamortized discount of $490,017 and
$654,764 respectively $118,310,428 $136,003,934
Accounts payable and accrued expenses 5,789,529 3,826,033
Tenants security deposits 1,110,692 1,163,546
------------ ------------
Total liabilities 125,210,649 140,993,513
Partners' Capital:
Units of partnership interest
without par value:
Limited partner - 7,753 units 23,944,036 22,392,145
General partner - 1 unit (15,349) (15,549)
------------ ------------
23,928,687 22,376,596
------------ ------------
Total liabilities & partners' capital $149,139,336 $163,370,109
============ ============
The accompanying notes are an integral part of these balance sheets.
</TABLE>
<TABLE>
SB PARTNERS
(a limited partnership)
STATEMENTS OF OPERATIONS (Unaudited)
<CAPTION>
For the Three Months For the Six Months
Ended June 30, Ended June 30,
1994 1993
<S> <C> <C> <C> <C>
Revenues:
Rental income $5,474,571 $5,770,255 $11,911,763 $12,526,244
Interest on mortgage notes receivable 249,334 258,466 496,834 582,195
Interest on short-term investments 77,902 8,062 92,988 20,288
Other 727,451 421,388 906,237 863,558
--------- --------- ----------- -----------
Total revenues 6,529,258 6,458,171 13,407,822 13,992,285
--------- --------- ----------- -----------
Expenses:
Interest on mortgage notes payable 3,331,763 2,771,316 6,788,150 6,271,863
Real estate operating expenses 2,974,472 2,572,465 5,973,852 5,123,785
Depreciation and amortization 1,263,500 1,231,586 2,591,934 2,607,856
Real estate taxes 581,383 505,290 1,231,961 1,030,346
Management fees 512,779 495,000 1,044,549 980,000
Other 129,762 214,850 354,077 391,386
---------- ---------- ---------- -----------
Total expenses 8,793,659 7,790,507 17,984,523 16,405,236
---------- ---------- ---------- -----------
Income (loss) (2,264,401) (1,332,336) (4,576,701) (2,412,951)
Equity in net loss of joint venture (108,319) (167,188) (313,106) (237,301)
Gain on sale of investments in real estate 6,441,898 0 6,441,898 0
---------- ---------- ---------- -----------
Net Income (loss) 4,069,178 (1,499,524) 1,552,091 (2,650,252)
Less - Net income (loss) allocated to
general partner 525 (193) 200 (342)
---------- ---------- ---------- -----------
Net income (loss) allocated to
limited partners $4,068,653 ($1,499,331) $1,551,891 ($2,649,910)
========== =========== ========== ============
Net Income (Loss) Per Unit of
Limited Partnership Interest:
Net income (loss) $524.78 ($193.39) $200.17 ($341.79)
========== ========== ========= ==========
Weighted Average Number of Units of Limited
Partnership Interest Outstanding 7,753 7,753 7,753 7,753
========== ========== ========= ==========
The accompanying notes are an integral part of these statements.
</TABLE>
<TABLE>
SB PARTNERS
(a limited partnership)
STATEMENTS OF CASH FLOWS (Not Audited)
<CAPTION>
For the Six Months Ended June 30,
1994 1993
---------- -----------
<S> <C> <C>
Cash Flows From Operating Activities:
Net Income (Loss) $1,552,091 ($2,650,252)
Adjustments to reconcile net loss to
net cash provided by (used in) operating activities:
Gain on sale of investment in real estate (6,441,898) 0
Equity in net loss of joint venture 313,106 237,301
Depreciation and amortization 2,591,934 2,607,856
Amortization of discount on mortgage notes payable 164,747 144,143
Increase in other assets (66,527) 2,099,320
Increase in other liabilities 2,171,238 1,698,838
---------- ----------
Net cash provided by (used in) operating activities 284,691 (61,434)
---------- ----------
Cash Flows From Investing Activities:
Proceeds from sale of real estate 4,337,423 0
Net principal collections on mortgage notes receivable 0 300,000
Capital additions to real estate (1,391,604) (949,438)
Additional advances under guarantees (113,651) (299,014)
---------- ---------
Net cash provided by (used in) investing activities 2,832,168 (948,452)
---------- ---------
Cash Flows From Financing Activities:
Principal payments on mortgage notes payable (382,240) (724,086)
---------- --------
Net cash used in financing activities (382,240) (724,086)
---------- --------
Net increase (decrease) in cash and cash equivalents 2,734,619 (1,733,972)
Cash and cash equivalents at beginning of period 423,262 1,937,778
---------- ----------
Cash and cash equivalents at end of period $3,157,881 $203,806
========== ==========
Supplemental disclosures of cash flow information:
Cash paid during the period for interest $5,074,576 $6,134,450
========== ==========
The accompanying notes are an intregal part of these statements.
</TABLE>
<TABLE>
SB PARTNERS
(a limited partnership)
STATEMENTS OF CHANGES IN PARTNERS' CAPITAL
For the six months ended June 30, 1994 (Not Audited) and
for the years ended December 31, 1993 and 1992 (Audited, but not
covered by the report of independent public accountants)
<CAPTION>
Limited Partners:
Units of
Partnership Cumulative
Interest Cash Accumulated
Number Amount Distrbutions Earnings Total
------ ------ ------------- ----------- -----
<S> <C> <C> <C> <C> <C>
Balance, December 31, 1991 7,753 $119,968,973 ($97,728,323) $18,544,277 $40,784,927
Net loss for the period - - - (9,415,946) (9,415,946)
------ ------------ ------------ ----------- -----------
Balance, December 31, 1992 7,753 119,968,973 (97,728,323) 9,128,331 31,368,981
Net loss for the period - - - (8,976,836) (8,976,836)
------ ------------ ------------ ----------- -----------
Balance, December 31, 1993 7,753 119,968,973 (97,728,323) 151,495 22,392,145
Net loss for the period - - - 1,551,891 1,551,891
------ ------------ ------------ ----------- -----------
Balance, June 30, 1994 7,753 $119,968,973 ($97,728,323) $1,703,386 $23,944,036
====== ============ ============ =========== ===========
General Partner:
Units of
Partnership Cumulative
Interest Cash Accumulated
Number Amount Distributions Earnings Total
------ ------ -------------- ------------ -----
Balance, December 31, 1991 1 $10,000 ($24,559) $1,383 ($13,176)
Net loss for the period - - - (1,215) (1,215)
------ ------- --------- ------ ---------
Balance, December 31, 1992 1 10,000 (24,559) 168 (14,391)
Net loss for the period - - - (1,158) (1,158)
------ ------- --------- ------ ---------
Balance, December 31, 1993 1 10,000 (24,559) (990) (15,549)
Net loss for the period - - - 200 200
------ ------- --------- ------ ---------
Balance, June 30, 1994 1 $10,000 ($24,559) ($790) ($15,349)
====== ======= ========= ====== =========
The accompanying notes are an integral part of these statements.
</TABLE>
SB PARTNERS
(a limited partnership)
NOTES TO FINANCIAL STATEMENTS (Unaudited)
(1) Accounting and Financial Reporting
The financial statements included herein are unaudited;
however, the information reflects all adjustments (consisting
solely of normal recurring adjustments) that are, in the
opinion of management, necessary to a fair presentation of the
financial position, results of operations and cash flows for
the interim periods. Certain information and footnote
disclosures normally included in financial statements prepared
in accordance with generally accepted accounting principles
have been condensed or omitted pursuant to such rules and
regulations, although the Registrant believes that the
disclosures are adequate to make the information presented not
misleading. It is suggested that these financial statements
be read in conjunction with the financial statements and the
notes thereto included in the Registrant's latest annual
report on Form 10-K.
The results of operations for the three and six month
periods ended June 30, 1994 and 1993 are not necessarily
indicative of the results to be expected for the full year.
(2) Commitments and Contingencies
In connection with the sale of one property, the
Registrant entered into a management agreement whereby it is
obligated to advance funds to the buyer, on a secured basis,
to fund cash flow deficits, as defined. Advances made during
the six months ended June 30, 1994 were approximately
$ 114,000. On July 7, 1994, such property was reacquired by
the Registrant (refer to note 4).
The Registrant has secured irrevocable letters of credit
of approximately $ 1,817,000 which primarily serve as
additional collateral securing certain financing, and utility
and tenant security deposit bonds.
(3) Sale of Real Estate Investment
On June 2, 1994, the Registrant sold Woodlake Apartments
for $ 22,055,000. In connection with the sale the buyer
assumed the existing first mortgage secured by the property in
the amount of $ 17, 476,000. For the three and six months
ended June 30, 1994, the Registrant recognized a gain on sale
of real estate investment of $ 6,442,000.
(4) Subsequent Events
On July 7, 1994, the Registrant reacquired Nob Hill
Apartments for $ 700,000 cash subject to an existing first
lien. Prior to the reacquisition, the Registrant owned
junior liens secured by Nob Hill with a carrying amount of
$ 5,772,000 net of deferred gain of $ 5,179,000 and allowance
for possible loan losses of $ 5,212,000. In connection with
this transaction, these liens were extinguished.
(5) Other Matters
Due to the continuing decline in commercial office rents
in the downtown Los Angeles office market, cash flow generated
by the International Jewelry Center has not been sufficient to
carry debt service on the mortgage encumbering the property.
Discussions with the lender on restructuring the terms of the
mortgage note are on going and during this time, the
Registrant has only been paying debt service based on
available cash flow from the building to be applied to debt
service and ground rent. Although discussions with the lender
have been open and cooperative, the lender declared the loan
in default in November 1993. The lender has not taken any
action to accelerate the mortgage debt or foreclose upon the
property, however, there can be no assurance that a permanent
restructuring will be agreed upon or that the rental market
will stabilize or improve so that the Registrant will be able
to perform such a restructuring and allow the Registrant to
continue to hold this property.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
THREE AND SIX MONTHS ENDED JUNE 30, 1994
General
The financial statements as of and for the three and six
month period ended June 30, 1994 reflect the operations of
three office properties, one shopping center, four
residential garden apartment properties and two joint
ventures, although one of the garden apartment properties was
sold in June 1994 (as referred to in the notes to the
Financial Statements).
Changes in Total Income and Net Loss are in part
attributable to the sale of 400 Office Park office building
and Oakwood mortgage note, and the reacquisition of Cherry
Hill Office Center in the third quarter of 1993 and the sale
of Woodlake Village Apartments in June 1994.
Total income for the three months ended June 30, 1994
increased to approximately $ 6,529,000 from approximately
$ 6,458,000 for the three months ended June 30, 1993 and
there was net income after gain on sale of investments in
real estate of approximately $ 4,069,000 for the three months
ended June 30, 1994 compared to loss of $ 1,500,000 for the
three months ended June 30, 1993.
Total income for the six months ended June 30, 1994
decreased to approximately $ 13,408,000 from approximately
$ 13,992,000 for the six months ended June 30, 1993. There
was net income after gain on sale of investments in real
estate of approximately $ 1,552,000 for the six months ended
June 30, 1994 compared with a net loss of $ 2,650,000 for the
six months ended June 30, 1993.
Holiday Park Apartments
Total revenues for the three months ended June 30, 1994
increased to $ 269,000 from $ 254,000 for the three months
ended June 30, 1993. There was a net loss after depreciation
and mortgage interest expense for the three months ended June
30, 1994 of $ 19,000 compared with net loss of $ 7,000 for
the three months ended June 30, 1993. The decrease in net
income is due to an increase in real estate operating
expenses. Operating expenses are higher primarily due to
increases in non-capital replacement costs ($ 17,000) and real
estate taxes ($ 7,000).
Total revenue for the six months ended June 30, 1994
increased to $ 538,000 from $ 517,000 for the six months ended
June 30, 1993. Net loss after mortgage interest and
depreciation expense increased to $ 30,000 for the six months
ended June 30, 1994 compared with a net loss of $ 2,000 for
the six months ended June 30, 1993.
Meadow Wood Apartments
Total revenues for the three months ended June 30, 1994
increased to $ 1,047,000 from $ 1,013,000 for the three months
ended June 30,1993. There was a net loss after depreciation
and mortgage interest expense for the three months ended June
30, 1994 of $ 72,000 compared with a net loss of $ 84,000 for
the three months ended June 30, 1993.
Total revenues for the six months ended June 30, 1994
increased to $ 2,108,000 from $ 2,000,000 for the six months
ended June 30, 1993. Net loss after mortgage interest and
depreciation expense decreased to $ 77,000 for the six months
ended June 30, 1994 compared with a net loss of $ 139,000 for
the six months ended June 30, 1993.
The increase in revenue for the six months ended June 30
is primarily is due to an increase in base rent ($ 104,000).
The decrease in net loss for the six months ended June 30,1994
is due primarily to the increase in base rent ($ 104,000),
partially offset due to increases in utilities ($ 14,000),
professional fees ($ 14,000), and general & administrative
costs ($ 9,000).
Sahara Palms Apartments
Total revenues for the three months ended June 30, 1994
increased to $ 490,000 from $ 451,000 for the three months
ended June 30, 1993. There was a net loss after depreciation
and mortgage interest expense for the three months ended June
30, 1994 of $ 54,000 compared with a net loss of $ 58,000 for
the three months ended June 30, 1993.
The increase in revenues is primarily the result of an
increase in occupancy from 96% at June 30, 1993 to 97.1% at
June 30, 1994. Operating expenses are higher primarily due to
an increase in payroll costs ($ 21,000).
Total revenue for the six months ended June 30, 1994
increased to $ 985,000 from $ 908,000 for the six months ended
June 30, 1993. Net loss after mortgage interest and
depreciation expense decreased to $ 84,000 for the six months
ended June 30, 1994 compared with a net loss of $ 116,000 for
the six months ended June 30 1993.
Woodlake Village / Redwood Village
Total revenues for the period from April 1, 1994 through
June 1,1994 (date of sale) decreased to $ 616,000 from
$ 893,000 for the three months ended June 30, 1993. There was
a net loss after depreciation and mortgage interest expense
for the period from April 1, 1994 through June 1, 1994 (date
of sale) $ 92,000 compared with a net loss of $ 160,000 for
the three months ended June 30, 1993.
Total revenue for the period from January 1, 1994 through
June 1, 1994 (date of sale) decreased to $ 1,530,000 from
$ 1,832,000 for the six months ended June 30, 1993. Net loss
after mortgage interest and depreciation expense decreased to
$ 214,531 for the period from January 1, 1994 through June 1,
1994 (date of sale) compared with a net loss of $ 290,500
for the six months ended June 30, 1993.
As mentioned in the footnotes to the Financial
Statements, the Registrant sold Woodlake Village/ Redwood
Village Apartments on June 1, 1994 for $ 22,055,000. A
gain on sale of investments in real estate of $ 6,442,000
was reported for the three and six months ended June 30, 1994.
International Jewelry Center
Total income for the three months ended June 30, 1994 of
$1,606,000 was $102,000 less than total income of $1,504,000
for the three months ended June 30, 1993. Net loss for the
three months ended June 30, 1994 of $ 794,000 was an
increase of $ 144,000 over net loss of $ 650,000 for the
three months ended June 30, 1993.
Total revenue for the six months ended June 30, 1994
decreased to $ 3,255,000 from $ 3,657,000 for the six months
ended June 30, 1993. Net loss after mortgage interest and
depreciation expense increased to $ 1,604,000 for the six
months ended June 30, 1994 compared with a net loss of
$ 862,000 for the six months ended June 30, 1993.
The reduction in total income was due primarily to a
decrease in average base rental of renewal and restructured
leases ($ 504,000) and a decrease in escalation income
($ 153,000), partially offset by the receipt of a settlement
of $ 480,000 from a bankrupt tenant during the six months
ended June 30, 1994. In addition to the reduction in total
income, the increase in net loss was primarily due to an
increase in real estate and other taxes ($ 81,000), an
increase in security costs ($ 68,000) and increases in repairs
and maintenance costs ($ 95,000).
Plantation Shopping Center
Total income for the three months ended June 30, 1994 of
$ 326,000 was $ 26,000 less than total income of $ 352,000 for
the three months ended June 30, 1993. Net loss for the three
months ended June 30, 1994 of $ 386,000 was an increase of
$ 171,000 over a net loss of $ 215,000 for the three months
ended June 30, 1993.
Total revenue for the six months ended June 30, 1994
increased to $ 668,000 from $ 648,000 for the six months ended
June 30, 1993. Net loss after mortgage interest and
depreciation expense increased to $ 531,000 for the six months
ended June 30, 1994 compared with a net loss of $ 423,000 for
the six months ended June 30, 1993.
Legal fees incurred in connection with a tenant collection
matter contributed to the increase in net loss.
1010 Market Street
Total income for the three months ended June 30, 1994 of
$ 1,446,000 was $ 205,000 higher than total income of
$ 1,241,000 for the three months ended June 30, 1993. Net
loss for the three months ended June 30, 1994 of $ 390,000
was $ 147,000 lower than net loss of $ 537,000 for the three
months ended June 30, 1993.
Total revenue for the six months ended June 30, 1994
increased to $ 2,919,000 from $ 2,555,000 for the six months
ended June 30, 1993. Net loss after mortgage interest and
depreciation expense decreased to $ 559,000 for the six months
ended June 30, 1994 compared with a net loss of $ 828,000 for
the six months ended June 30 1993.
The increase in total income and decrease in net
loss is due to an increase in property occupancy, partially
offset by lower effective base rents for new and renewal
leases ($ 322,000) and an increase in escalation income
($ 90,000).
Cherry Hill Office Center
Cherry Hill Office Center was reacquired by the
Registrant by credit bid of its mortgage, such bid approved
by the bankruptcy court, in September 1993. Total income was
$ 390,000 and net income was $ 44,000 for the three months
ended June 30, 1994. Total income was $ 770,000 and net
income was $133,000 for the six months ended June 30, 1994.
Mortgage Notes Receivable Portfolio
Interest income from the mortgage notes receivable
portfolio decreased $ 9,000 to $ 249,000 for the three months
ended June 30, 1994 as compared with $ 258,000 for the three
month period ended June 30, 1993. The decrease reflects the
acquisition of Cherry Hill Office Center through foreclosure
in September 1993. Interest income for the three and six
months ended June 30, 1993 includes only amounts received from
the former Cherry Hill borrower as that entity was operating
under bankruptcy court protection during that period.
Investment in Joint Venture
Equity in loss of joint venture increased from $ 237,000
for the six months ended June 30, 1993 to $ 313,000 for the
six months ended June 30, 1994.
Equity in loss of joint venture decreased $ 59,000 from
$ 167,000 for the three months ended June 30, 1993 to
$ 108,000 for the three months ended June 30, 1994.
The improvement in performance in the most recent three
month period is due to an increase in the property's occupancy
to 85 % at June 30, 1994.
Liquidity and Capital Resources
As of June 30, 1994, the Registrant had cash and cash
equivalents of $ 3,158,000 in addition to $ 1,343,000 of
deposits held in escrow by certain lenders for the payment of
insurance, real estate taxes and certain capital and
maintenance costs. These balances are approximately
$ 1,978,000 more than cash and deposits held in escrow on
December 31, 1993.
The mortgage note receivable portfolio consists of notes
secured by liens on Nob Hill Apartments. As referred to in
the Notes to the Financial Statements, the Registrant
reacquired Nob Hill Apartments on July 7, 1994. The carrying
amount of mortgage notes receivable ,net of deferred gains and
allowances for possible loan losses, was approximately
$ 5,933,000 as of June 30, 1994.
Debt at June 30, 1994 consisted of approximately
$ 118.3 million of first mortgage notes payable secured by
real estate owned by the Registrant. The reduction in the
balance of mortgage notes payable is substantially due to the
sale of Woodlake Apartments in June 1994. In that sale, the
buyer assumed the mortgage note secured by Woodlake with an
outstanding balance of $ 17,476,000 on the transaction date.
Scheduled principal payments will approximate $ 475,000 for
the balance of 1994 and the terms of certain mortgage notes
require monthly escrow of estimated annual real estate tax and
insurance and reserves for repairs, maintenance and
improvements to the secured property in addition to the
payments of principal and interest. The Registrant has no
other debt except normal trade accounts payable and expenses,
although it has a commitment referred to in the notes to the
financial statements to fund cash flow deficits on the Nob
Hill property.
Rental revenue from the Registrant's apartment and retail
properties has been stable. Cash flow from all sources is
projected to be sufficient to cover operating, financing and
improvement costs in the near future at such properties.
Office markets where the Registrant owns properties, have
experienced extended periods of high vacancy rates,
significantly lower effective rental rates, reduced demand,
and high risks of tenant failures and overbuilding. Terms of
new and renewals of existing leases are being made that are
significantly more in favor of tenants with reduced rental
rates, period of free or reduced rent and costs of altering
and improving rented premises being borne by the landlord.
All of the Registrant's mortgage obligations are without
recourse to the Registrant and are limited to the encumbered
property. Accordingly, the Registrant has the power to limit
the effect of the negative cash flow of a particular property
to that property (other than Nob Hill) and, if the Registrant
is unable to restructure the terms of the mortgage
indebtedness or otherwise to cure the cause of the cash flow
deficit, may choose to turn over such property to its
mortgagee. As noted in the notes to the Financial Statements,
the Registrant is currently undertaking negotiations with
respect to the International Jewelry Center for the
restructuring of the indebtedness secured by that property,
and if the results of those negotiations do not produce a debt
service consistent with the rental income and capital
expenditures required by that property, the Registrant may
turn over that property to the mortgage lender.
PART II - OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
None
(b) Reports on Form 8-K
None
All other item numbers are not submitted
because they are not applicable.
SIGNATURES
Pursuant to the requirements of the Securities and Exchange
Act of 1934, the Registrant has duly caused this report to be
signed on its behalf by the undersigned thereunto duly
authorized.
SB PARTNERS
(Registrant)
By: SB PARTNERS REAL ESTATE CORPORATION
General Partner
Dated: August 15, 1994 By: /s/ John H. Streicker
John H. Streicker
President
Dated: August 15, 1994 By: /s/ Elizabeth B. Longo
Elizabeth B. Longo
Chief Financial Officer
Dated: August 15, 1994 By: /s/ George N. Tietjen
George N. Tietjen III
Vice President and Controller
