<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 20, 1997
WINDSOR REAL ESTATE INVESTMENT TRUST 8
-----------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
California 000-21470 33-6109499
- ---------------- ----------- -------------
(State or other (Commission File (IRS Employer
jurisdiction of Number) Identification No.)
incorporation)
120 W. Grand Avenue, Suite 202, Escondido, CA 92025
------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (619) 746-2411
------------------
<PAGE>
Item 2. Acquisition or Disposition of Assets
------------------------------------
Purchase of Apache East Estates and Denali Park Estates Manufactured Home
- -------------------------------------------------------------------------
Communities
- -----------
On February 20, 1997, Windsor Real Estate Investment Trust 8 (the Trust)
purchased an 11% interest in the Apache East Estates and Denali Park Estates
manufactured home communities (the Communities) located in Apache Junction,
Arizona. The remaining interests in the Communities were acquired by affiliated
entities. The Communities are in good condition, and the Trust intends to hold
them as a medium-term (four to six year) investment. During the investment
period the Trust intends to continue to operate the Communities as manufactured
home communities.
Apache East Estates is situated on approximately 16 acres of land and was
developed around 1982. The community contains 123 manufactured home spaces, and
amenities include a clubhouse, swimming pool and spa. Denali Park Estates is
situated on approximately 33 acres of land and was developed around 1979. The
community contains 162 manufactured home spaces, and amenities include a
clubhouse, swimming pool and spa. All assets acquired will continue to be used
in the operations of the Communities. The Advisors of the Trust anticipate
expending $15,000 for various capital improvement and maintenance projects at
the Communities over the next 12 months. It is the opinion of the Advisors that
the Communities are adequately insured.
The total cost of the Communities was approximately $5,183,000 ($5,150,000 paid
to the sellers and other costs of $33,000). The Trust's cost of its interest in
the Communities was approximately $570,100 ($566,500 paid to the sellers and
other costs of $3,600). The purchase prices were negotiated through arms-length
bargaining processes with the sellers. Apache East Estates was acquired from
Apache East Estates M.H.P., an Arizona general partnership and Denali Park
Estates was acquired from Denali Park Estates M.H.P., an Arizona general
partnership. The registrant's Advisor is not affiliated with the sellers of the
Communities.
In connection with the purchase, the Trust and the affiliated buyers of the
Communities obtained a $3,040,000 mortgage loan. The loan, which is
collateralized by the Communities, initially bears interest at a fixed rate of
8.375%. In March 2000 and March 2003, the interest rate adjusts to the yield on
the three year Treasury Note plus 2.2%. The loan is due in March 2006. Loan
costs of approximately $95,000 were incurred.
The Communities' manufactured home spaces are rented to tenants on a month-to-
month basis, and current base rental rates average $209 per month. The
Communities are located near several other manufactured home communities with
comparable base rental rates.
The Communities are currently 73% occupied and have been approximately 70%
occupied for the past three years. Other manufactured home communities in the
immediate area are approximately 97% occupied.
Other material factors considered by the Advisors in assessing the Communities
include ad valorem taxes for the 1996 tax year which totaled $39,600 ($17.63 per
$1,000 full cash value) and utility rates which are expected to increase 4% per
year.
The sources of funds for this acquisition were proceeds from the sale of the
Griffwood manufactured home community and the mortgage loan obtained as
described above.
After reasonable inquiry, the Trust is not aware of any material factors related
to the Communities, other than as set forth in this Form 8-K/A, that would cause
the reported financial information not to be necessarily indicative of future
operating results.
2
<PAGE>
Sale of Griffwood Manufactured Home Community
- ---------------------------------------------
On April 14, 1997 the Trust sold the Griffwood manufactured home community
(Griffwood), located in Leesburg, Florida. Griffwood was originally acquired in
October 1993 at a total purchase price of $2,012,400, including acquisition fees
and other costs. Griffwood contains 117 manufactured home spaces.
Griffwood was sold for approximately $1,883,900 (net of selling and closing
costs of $52,300 and a $60,800 real estate commission paid to an unrelated third
party). The sales price was arrived at through an arms-length bargaining
process with the purchaser, Griffwood Co-Op Inc., (the Co-Op), a Florida not-
for-profit corporation which was formed by the residents of the community for
the purpose of purchasing Griffwood. The registrant's Advisor is not affiliated
with the purchaser of the community.
In connection with the sale, $188,000 of sales proceeds were retained by the Co-
Op. These proceeds will be remitted to the Trust as additional shares of the
Co-Op are sold. The proceeds are non-interest bearing and are due no later than
April 2002.
The Trust has adopted the cost recovery method to account for the sale.
Accordingly, an accounting gain on sale of $110,200 has been deferred pending
the receipt of additional sales proceeds from the Co-Op. The transaction is
summarized as follows:
<TABLE>
<CAPTION>
<S> <C>
Net selling price $ 1,883,900
Net book value (1,773,700)
-----------------
110,200
Deferred gain on sale (110,200)
-----------------
Gain on sale of investment property $ 0
=================
</TABLE>
The proceeds from the sale were used to purchase interests in the Apache East
Estates and Denali Park Estates manufactured home communities and to replenish
the Trust's cash reserves.
3
<PAGE>
Item 7. Financial Statements, Proforma Financial Information and Exhibits
-----------------------------------------------------------------
<TABLE>
<CAPTION>
Page
----
<S> <C>
(a) Financial Statements and Proforma Financial Information of
----------------------------------------------------------
Apache East Estates and Denali Park Estates Manufactured
--------------------------------------------------------
Home Communities
----------------
(i) Combined Historical Summary of Gross Income and
Direct Operating Expenses for the year ended
December 31, 1996 (audited) 5
(ii) Estimated Proforma Statement of Taxable Net
Operating Income (Loss) for the year ended December
31, 1997 (unaudited) 9
(iii) Estimated Proforma Statement of Cash Available for
the year ended December 31, 1997 (unaudited) 9
(b) Proforma Financial Information of Windsor Real Estate Investment Trust 8
------------------------------------------------------------------------
(i) Proforma Balance Sheet at December 31, 1996 (unaudited) 11
(ii) Proforma Statement of Operations for the year ended
December 31, 1996 (unaudited) 14
(c) Exhibits
--------
10) Material Contracts
Apache East Estates Mobile Home Park
------------------------------------
Denali Park Estates Mobile Home Park
------------------------------------
The Purchase and Sale Contracts (both dated November 8, 1996)
were previously filed on Form 8-K dated March 5, 1997 and are
incorporated herein by reference.
</TABLE>
4
<PAGE>
Item 7(a)(i)
- ------------
APACHE EAST ESTATES AND
DENALI PARK ESTATES
MANUFACTURED HOME COMMUNITIES
COMBINED HISTORICAL SUMMARY OF GROSS INCOME
AND DIRECT OPERATING EXPENSES
FOR THE YEAR ENDED DECEMBER 31, 1996
AND INDEPENDENT AUDITORS' REPORT
5
<PAGE>
INDEPENDENT AUDITORS' REPORT
The Partners and Shareholders
Windsor Park Properties 3
Windsor Park Properties 4
Windsor Park Properties 5
Windsor Park Properties 7
Windsor Real Estate Investment Trust 8
Escondido, California
We have audited the accompanying combined historical summary of gross income and
direct operating expenses (historical summary) of Apache East Estates and Denali
Park Estates Manufactured Home Communities (the Communities), both of which are
under common ownership and management, for the year ended December 31, 1996.
This historical summary is the responsibility of the Communities' management.
Our responsibility is to express an opinion on the historical summary based on
our audit.
We conducted our audit in accordance with generally accepted auditing standards.
Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether the historical summary is free of material misstatement.
An audit includes examining, on a test basis, evidence supporting the amounts
and disclosures in the historical summary. An audit also includes assessing the
accounting principles used and significant estimates made by management, as well
as evaluating the overall presentation of the historical summary. We believe
that our audit provides a reasonable basis for our opinion.
The accompanying combined historical summary was prepared for the purpose of
complying with the rules and regulations of the Securities and Exchange
Commission (for inclusion in the Current Report on Form 8-K/A of Windsor Park
Properties 3, Windsor Park Properties 4, Windsor Park Properties 5, Windsor Park
Properties 7, and Windsor Real Estate Investment Trust 8) as described in Note 1
to the combined historical summary, and is not intended to be a complete
presentation of the Communities' combined revenues and expenses.
In our opinion, such historical summary presents fairly, in all material
respects, the combined gross income and direct operating expenses described in
Note 1 to the combined historical summary of gross income and direct operating
expenses of Apache East Estates and Denali Park Estates Manufactured Home
Communities for the year ended December 31, 1996 in conformity with generally
accepted accounting principles.
Deloitte & Touche LLP
Costa Mesa, California
February 6, 1997
6
<PAGE>
APACHE EAST ESTATES AND DENALI PARK ESTATES
MANUFACTURED HOME COMMUNITIES
COMBINED HISTORICAL SUMMARY OF GROSS INCOME
AND DIRECT OPERATING EXPENSES
FOR THE YEAR ENDED DECEMBER 31, 1996
- --------------------------------------------------------------------------------
<TABLE>
<S> <C>
GROSS INCOME:
Rent and utilities $ 595,000
Other 4,000
----------
Total gross income 599,000
DIRECT OPERATING EXPENSES:
Utilities 79,000
Wages 43,000
Property taxes 39,000
Repairs and maintenance 23,000
Insurance 6,000
Other 21,000
----------
Total direct operating expenses 211,000
----------
NET OPERATING INCOME $ 388,000
==========
</TABLE>
See accompanying note to combined historical summary
of gross income and direct operating expenses.
7
<PAGE>
APACHE EAST ESTATES AND DENALI PARK ESTATES
MANUFACTURED HOME COMMUNITIES
NOTE TO COMBINED HISTORICAL SUMMARY OF GROSS INCOME
AND DIRECT OPERATING EXPENSES
FOR THE YEAR ENDED DECEMBER 31, 1996
- --------------------------------------------------------------------------------
1. BASIS OF PRESENTATION
The accompanying Combined Historical Summary of Gross Income and Direct
Operating Expenses (the historical summary) includes the accounts of Apache
East Estates and Denali Park Estates Manufactured Home Communities (the
Communities), both of which are under common ownership and management. The
historical summary has been prepared for the purpose of complying with the
rules and regulations of the Securities and Exchange Commission (for
inclusion in the Current Report on Form 8-K/A of Windsor Park Properties 3,
Windsor Park Properties 4, Windsor Park Properties 5, Windsor Park
Properties 7, and Windsor Real Estate Investment Trust 8). Net operating
income is computed as gross income from mobile home operations, less direct
operating expenses from mobile home operations, excluding items not
comparable to the proposed future operations of the Communities including
depreciation, amortization, interest and nonproperty administrative
expenses. Consequently, net operating income as presented is not intended
to be a complete presentation of the Communities' revenues and expenses.
8
<PAGE>
Item 7(a)(ii)
- -------------
Apache East Estates and Denali Park Estates Manufactured Home Communities
-------------------------------------------------------------------------
Estimated Proforma Statement
Of Taxable Net Operating Income (Loss)
For The Year Ended December 31, 1997
<TABLE>
<CAPTION>
Proforma
Year Ended Proforma Year Ended
December 31, 1996 Adjustments December 31, 1997
------------------ ----------- -----------------
(unaudited) (unaudited)
<S> <C> <C> <C>
Revenues:
- ---------
Rent and utilities $595,000 $ $595,000
Other 4,000 4,000
------------------ ----------- -----------------
599,000 -- 599,000
------------------ ----------- -----------------
Expenses:
- --------
Utilities 79,000 79,000
Wages 43,000 43,000
Property taxes 39,000 39,000
Repairs and
maintenance 23,000 23,000
Insurance 6,000 6,000
Other 21,000 21,000
Management fees 30,000 30,000
Interest 265,000 265,000
Depreciation 183,000 183,000
------------------ ----------- -----------------
211,000 478,000 689,000
------------------ ----------- -----------------
Taxable net operating
income (loss) $388,000 $(478,000) $(90,000)
================== =========== =================
</TABLE>
Item 7(a)(iii)
- --------------
Apache East Estates and Denali Park Estates Manufactured Home Communities
-------------------------------------------------------------------------
Estimated Proforma Statement of Cash Available
For The Year Ended December 31, 1997
(unaudited)
<TABLE>
<S> <C>
Proforma Taxable Net Operating Loss $(90,000)
Add: Depreciation 183,000
--------
Proforma Cash Available $ 93,000
========
</TABLE>
See accompanying notes to proforma financial statements.
9
<PAGE>
Apache East Estates and Denali Park Estates Manufactured Home Communities
-------------------------------------------------------------------------
Notes To Estimated Proforma Statement Of
Taxable Net Operating Income (Loss) And Estimated
Proforma Statement Of Cash Available
(unaudited)
Note 1. Basis Of Presentation:
----------------------
The preceding proforma financial statements for the year ended December 31, 1997
are based on the audited Combined Historical Summary of Gross Income and Direct
Operating Expenses of Apache East Estates and Denali Park Estates manufactured
home communities for the year ended December 31, 1996. They contain certain
proforma adjustments made to reflect changes in operations in existence at the
date of acquisition which will be reflected in the properties first year of
operations.
Note 2. Proforma Adjustments:
---------------------
(a) Management Fees
---------------
This adjustment reflects expected management fees of 5% of estimated gross
revenues payable to the Advisor.
(b) Interest
--------
This adjustment reflects interest expense incurred on the loan obtained to
acquire the properties as well as the amortization of loan costs incurred
to obtain the loan. Interest rates are assumed to be those in effect on
the date of acquisition.
(c) Depreciation
------------
The computation of depreciation is based on the cost of the properties
including estimated acquisition expenses and subsequent capital improvement
projects. The allocation of the cost of the properties to the various
asset categories is estimated based on appraised values. Depreciation has
been computed on a straight-line basis over the estimated useful lives of
the asset.
<TABLE>
<CAPTION>
Depreciable
Life Cost Depreciation
----------- ---------- ------------
<S> <C> <C> <C>
Land $1,597,000
Buildings and improvements 20 yrs. 3,573,000 $179,000
Furniture and equipment 7 yrs. 28,000 4,000
---------- ------------
$5,198,000 $183,000
========== ============
</TABLE>
The costs above include $15,000 of anticipated property improvements.
Note 3. Trust Income and Expenses:
--------------------------
The proforma statements of taxable net operating income and of cash available do
not include any income, cost or expense pertaining to the operation of the
Trust.
10
<PAGE>
Item 7(b)(i) - Proforma Financial Information
- ---------------------------------------------
The following unaudited proforma balance sheet presents the financial position
of Windsor Real Estate Investment Trust 8 (the Trust) on December 31, 1996,
assuming that the purchase of the interests in the Apache East Estates and
Denali Park Estates manufactured home communities (accounted for as joint
ventures) and the sale of the Griffwood manufactured home community occurred on
that date. The Apache East Estates and Denali Park Estates communities were
purchased on February 20, 1997 and the Griffwood community was sold on April 14,
1997.
The interests in the Apache East Estates and Denali Park Estates communities
were purchased with a portion of the proceeds from the sale of the Griffwood
community and borrowings from a third party lender. The following unaudited
proforma balance sheet has been prepared assuming that the acquisition of the
Apache East Estates and Denali Park Estates communities was accounted for as an
investment using the equity method of accounting.
This statement should be read in conjunction with the other proforma financial
statements and notes thereto and the discussion of the properties contained in
Item 2, included elsewhere in this Form 8-K/A.
Windsor Real Estate Investment Trust 8
--------------------------------------
Proforma Balance Sheet
December 31, 1996
(unaudited)
<TABLE>
<CAPTION>
Proforma Proforma
December 31, 1996 Adjustments December 31, 1996
----------------- ------------- -----------------
<S> <C> <C> <C>
ASSETS
- ------
Property held for
investment, net $4,031,900 $ $4,031,900
Property held for
sale, net 1,773,700 (1,773,700)
Investments in joint
ventures 628,500 246,200 874,700
Cash and cash equivalents 142,000 144,900 286,900
Due from seller 77,800 77,800
Other assets 132,600 (23,400) 109,200
----------------- ------------- -----------------
$6,708,700 $(1,328,200) $5,380,500
================= ============= =================
LIABILITIES AND
- ---------------
SHAREHOLDERS' EQUITY
- --------------------
Mortgage notes payable $3,363,800 $(1,313,800) $2,050,000
Accounts payable and
other liabilities 92,600 (14,400) 78,200
Due to Advisor 155,500 155,500
Shareholders' equity 3,096,800 3,096,800
----------------- ------------- -----------------
$6,708,700 $(1,328,200) $5,380,500
================= ============= =================
</TABLE>
See accompanying notes to proforma balance sheet.
11
<PAGE>
Windsor Real Estate Investment Trust 8
--------------------------------------
Notes To Proforma Balance Sheet
December 31, 1996
(unaudited)
Note 1. Basis Of Presentation
---------------------
The unaudited proforma balance sheet of Windsor Real Estate Investment Trust 8
(the Trust) presents the financial position of the Trust at December 31, 1996
assuming that the purchase of the interests in the Apache East Estates and
Denali Park Estates manufactured home communities (accounted for as joint
ventures) and the sale of the Griffwood manufactured home community occurred on
that date. The Apache East Estates and Denali Park Estates communities were
purchased on February 20, 1997 and the Griffwood community was sold on April 14,
1997.
The interests in the Apache East Estates and Denali Park Estates communities
were purchased with a portion of the proceeds from the sale of the Griffwood
community and borrowings from a third party lender. The unaudited proforma
balance sheet has been prepared assuming that the acquisition of the Apache East
Estates and Denali Park Estates communities was accounted for as an investment
using the equity method of accounting.
Note 2. Proforma Adjustments
--------------------
(a) Property Held for Sale
----------------------
This adjustment eliminates the net book value of the Griffwood manufactured
home community at December 31, 1996.
(b) Investments in Joint Ventures
-----------------------------
This adjustment reflects the Trust's cost of its interests in the Apache
East Estates and Denali Park Estates communities ($570,100), less its
proportionate obligation in the new loan placed on the Communities
($323,900).
(c) Cash and Cash Equivalents
-------------------------
This adjustment represents the assumed net effect of the proceeds received
from the sale of the Griffwood community offset by the funds used to
purchase the interests in the Apache East Estates and Denali Park Estates
communities.
(d) Due from Seller
---------------
This adjustment represents the sales proceeds receivable of $188,000
relating to the sale of the Griffwood community, offset by the deferred
gain on sale of $110,200.
(e) Other Assets
------------
This adjustment eliminates other assets associated with the Griffwood
community at December 31, 1996.
12
<PAGE>
Windsor Real Estate Investment Trust 8
--------------------------------------
Notes to Proforma Balance Sheet
December 31, 1996
(unaudited)
Note 2. Proforma Adjustments (continued)
--------------------
(f) Mortgage Notes Payable
----------------------
This adjustment eliminates the mortgage note payable repaid in connection
with the sale of the Griffwood community.
(g) Accounts Payable and Other Liabilities
--------------------------------------
This adjustment eliminates accounts payable and other liabilities
associated with the Griffwood community at December 31, 1996.
13
<PAGE>
Item 7(b)(ii) - Proforma Financial Information
- ----------------------------------------------
The following unaudited proforma statement of operations of Windsor Real Estate
Investment Trust 8 (the Trust) for the year ended December 31, 1996 combines the
historical results of operations of the Trust and the Apache East Estates and
Denali Park Estates manufactured home communities for the year ended December
31, 1996, with the estimated proforma results of the Apache East Estates and
Denali Park Estates communities assuming that they were purchased on January 1,
1996. The proforma statement of operations also assumes that the sale of the
Griffwood community occurred on January 1, 1996. The Apache East Estates and
Denali Park Estates communities were purchased on February 20, 1997 and the
Griffwood community was sold on April 14, 1997.
The Apache East Estates and Denali Park Estates communities were purchased with
a portion of the proceeds from the sale of the Griffwood community and
borrowings from a third party lender. The unaudited proforma statement of
operations has been prepared based on the assumption that the acquisition of the
Apache East Estates and Denali Park Estates communities was accounted for as an
investment using the equity method of accounting.
This statement should be read in conjunction with the other proforma financial
statements and notes thereto and the discussion of the properties contained in
Item 2 included elsewhere in this Form 8-K/A.
14
<PAGE>
Windsor Real Estate Investment Trust 8
--------------------------------------
Proforma Statement of Operations
For the Year Ended December 31, 1996
(unaudited)
<TABLE>
<CAPTION>
Year Ended December 31, 1996
----------------------------
Proforma
Year Ended
December
Apache East/ Proforma 31,
The Trust Denali Park Adjustments 1996
---------- -------- --------- --------
<S> <C> <C> <C> <C>
Revenues
- --------
Rent and utilities $1,144,100 $595,000 $(912,700) $826,400
Equity in earnings
(losses) of joint ventures 6,100 (10,300) (4,200)
Interest 9,600 9,600
Other 15,000 4,000 (8,800) 10,200
---------- -------- --------- --------
1,174,800 599,000 (931,800) 842,000
---------- -------- --------- --------
Expenses
- --------
Property operating 580,700 211,000 (418,100) 373,600
Interest 299,900 (114,000) 185,900
Depreciation 268,400 (106,700) 161,700
Advisory fee 80,500 80,500
General and
administrative 66,800 66,800
---------- -------- --------- --------
1,296,300 211,000 (638,800) 868,500
---------- -------- --------- --------
Net Loss $ (121,500) $388,000 $(293,000) $(26,500)
========== ======== ========= ========
</TABLE>
See accompanying notes to proforma statement of operations.
15
<PAGE>
Windsor Real Estate Investment Trust 8
--------------------------------------
Notes To Proforma Statement Of Operations
For The Year Ended December 31, 1996
(unaudited)
Note 1. Basis Of Presentation
---------------------
The unaudited proforma statement of operations of Windsor Real Estate Investment
Trust 8 (the Trust) for the year ended December 31, 1996 combines the historical
results of operations of the Trust and the Apache East Estates and Denali Park
Estates manufactured home communities for the year ended December 31, 1996, with
the estimated proforma results of the Apache East Estates and Denali Park
Estates communities assuming that they were purchased on January 1, 1996. The
proforma statement of operations also assumes that the sale of the Griffwood
community occurred on January 1, 1996. The Apache East Estates and Denali Park
Estates communities were purchased on February 20, 1997 and the Griffwood
community was sold on April 14, 1997.
The Apache East Estates and Denali Park Estates communities were purchased with
a portion of the proceeds from the sale of the Griffwood community and
borrowings from a third party lender. The unaudited proforma statement of
operations has been prepared based on the assumption that the acquisition of the
Apache East Estates and Denali Park Estates communities was accounted for as an
investment using the equity method of accounting.
Note 2. Proforma Adjustments
--------------------
The Trust's interests in the Apache East Estates and Denali Park Estates
manufactured home communities are accounted for as investments using the equity
method of accounting. Accordingly, all historical revenue and expense
components of Apache East Estates and Denali Park Estates are eliminated through
proforma adjustments and the Trust's interest in the net earnings of Apache East
Estates and Denali Park Estates is reflected as a proforma adjustment to "Equity
in earnings (losses) of joint ventures."
Other proforma adjustments are discussed below.
(a) Rent and Utilities
------------------
This adjustment reflects the elimination of Apache East Estates and Denali
Park Estates historical rent and utilities revenues of $595,000 (due to
equity method accounting) as well as the elimination of rent and utilities
revenues of $317,700 relating to the Griffwood community for the year ended
December 31, 1996.
(b) Equity in Earnings (Losses) of Joint Ventures
---------------------------------------------
This adjustment reflects the Trust's interest in the net earnings of the
Apache East Estates and Denali Park Estates communities. The net earnings
of the communities include adjustments to management fees, interest expense
and depreciation, based on facts and circumstances in existence on the date
of acquisition.
(c) Other Revenue
-------------
This adjustment reflects the elimination of Apache East Estates and Denali
Park Estates historical other revenue of $4,000 (due to equity method
accounting) as well as the elimination of other revenues of $4,800 relating
to the Griffwood community for the year ended December 31, 1996.
16
<PAGE>
Windsor Real Estate Investment Trust 8
--------------------------------------
Notes to Proforma Statement of Operations
For The Year Ended December 31, 1996
(unaudited)
Note 2. Proforma Adjustment (continued)
-------------------
(d) Property Operating
------------------
This adjustment reflects the elimination of Apache East Estates and Denali
Park Estates historical property operating expenses of $211,000 (due to
equity method accounting) as well as the elimination of property operating
expenses of $207,100 relating to the Griffwood community for the year ended
December 31, 1996.
(e) Interest
--------
This adjustment eliminates interest expense on the mortgage note payable
related to the Griffwood community for the year ended December 31, 1996.
(f) Depreciation
------------
This adjustment eliminates depreciation expense on the Griffwood community
for the year ended December 31, 1996.
17
<PAGE>
SIGNATURE
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.
WINDSOR REAL ESTATE INVESTMENT TRUST 8
By /s/John A. Coseo, Jr.
----------------------------------
JOHN A. COSEO, JR.
Chairman, Chief Executive Officer,
President, Chief Financial Officer
Secretary
Date: April 28, 1997
18
