COHEN & STEERS TOTAL RETURN REALTY FUND INC
N-30B-2, 1997-05-13
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                 COHEN & STEERS TOTAL RETURN REALTY FUND, INC.
 
April 14, 1997
 
To Our Shareholders:
 
     We  are pleased to submit to you our report for Cohen & Steers Total Return
Realty Fund, Inc. for the period ended  March 31, 1997. The net asset value  per
share  at that date was $16.87. In addition, during the quarter, three $0.08 per
share dividends were declared and paid.
 
INVESTMENT REVIEW
 
     During the quarter ended March 31, 1997, Cohen & Steers Total Return Realty
Fund had a  total return  of 1.4%,  a performance  that was  notable in  several
respects.  These  positive  returns,  following  the  extraordinary  1996 fourth
quarter surge in prices,  surprised many who had  been expecting a retreat  from
the  higher price  levels. In addition,  REITs achieved positive  returns in the
face of  rising  interest  rates  and  a  turbulent  stock  market  environment,
particularly  during the month of March. It appears that the increasingly strong
US economy has been the single most important factor influencing both  financial
market  and REIT  performance so  far this  year. Economic  indicators have been
strong all year, pushing  the stock market  on an upward  path until, in  March,
fears  of rising inflation  and a Federal Reserve  tightening of monetary policy
caused meaningful  weakness  in  the  stock  and  bond  markets.  Despite  these
crosscurrents,  REITs  held steady  in March  and  for the  quarter as  well. In
response to the strong economy, the  Hotel and Regional Mall sectors were  among
the  best performers during the first quarter. In contrast, the Triple Net Lease
and Health Care sectors, both of  which are highly sensitive to interest  rates,
were among the worst performers.
 
     The  resilience of REITs during this period of financial market turbulence,
however, has  been tested  recently  as share  prices  have undergone  a  modest
decline  since the Federal Reserve increased interest rates on March 25th. We do
not believe that the  interest rate increase  alone has been  the cause of  this
decline.  This  decline was  also  precipitated by  the  potential supply/demand
imbalance created by  a large  bulge in the  public offering  calendar for  REIT
shares;  several billion dollars worth of equity offerings were expected to come
to market in April, following a record $5 billion of offerings completed in  the
first  quarter. Most of these offerings are from office building owners, an area
that has been  one of the  strongest performers  of late. There  have also  been
several  initial public offerings filed which, upon preliminary analysis, appear
to us to  be somewhat  aggressively priced and  poorly structured,  a sign  that
underwriting  and  investment discipline  may be  eroding.  This new  supply was
brought about by the substantial price appreciation of REITs in general over the
past year, which elevated valuations to levels that enticed issuers all over the
quality spectrum. It was therefore natural  for the marketplace to correct  this
imbalance  by re-pricing many company's shares.  We believe that this process is
nearly, if not fully, complete and expect the postponement, cancellation or more
attractive pricing of many equity offerings.
 
     The recent  deliberate Fed  action  has created  an atmosphere  of  greater
uncertainty about the future course of the economy. While we believe the economy
shows  few, if any, signs of slowing, it  is clear that monetary policy, for the
first time in a  year, is aimed at  reducing the rate of  economic growth. As  a
result, portfolio managers in general appear to be undertaking a reevaluation of
the investment merits of various asset classes and industry sectors. Real estate
investors,  including us, are  doing the same with  regard to different property
sectors.
 
     We have maintained very low weightings in the more interest rate  sensitive
sectors for some time due to our belief that a strong economy would, at the very
least,   prevent  interest   rates  from   declining  further   in  this  cycle.
 
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                 COHEN & STEERS TOTAL RETURN REALTY FUND, INC.

This strategy  has  enabled  us  to  continue  to  outperform  the  real  estate
securities averages. Should we sense that the economy is going to enter a severe
slowdown  phase, it is likely  that we would alter this  approach. We do not see
that on the immediate horizon, however,  because we believe that the economy  is
so  strong  that  several interest  rate  increases  over many  months  would be
required to cause a material slowing. While less clear, we believe that the  Fed
is  not likely to act  in so restrictive a manner  as to precipitate an economic
recession. As a result, we foresee an economic environment that continues to  be
characterized by sustainable growth with upward pressure on inflation.
 
     Notwithstanding  the pending slowdown in  the public offering calendar, the
market capitalization of the equity REIT universe expanded by over 8% during the
first quarter. Further, the pace of acquisitions of properties and companies  by
the  existing market leaders shows no signs  of abating. This affirms our belief
that the transfer of property ownership from private hands to public  companies,
so-called  'securitization,' can be  expected to continue  at a substantial pace
for the foreseeable future.
 
     As  the  real   estate  cycle  continues   to  mature,  the   supply/demand
relationships  for most property sectors  and regions of the  country may now be
approaching equilibrium. By equilibrium, we refer to the situation in which  the
economics  of new development  begin to make sense,  thereby creating new supply
that roughly  matches incremental  demand.  For example,  demand for  space  has
driven  occupancy  and  rental rates  to  levels  that are  now  encouraging new
development of apartment, industrial and  office properties in several  regions.
Similarly, the supply of capital from both public and private sources has raised
property  values to levels at which investors have become willing to finance new
development rather than purchase existing  assets. For those few property  types
or  markets where this has not yet occurred, the forces that we expect will lead
to development are firmly in place.
 
     If we are right about where we are in the real estate cycle, there are  two
very  important  implications. First,  real estate  returns  would be  likely to
decline from the high levels that have been enjoyed over the past several years.
This may also affect  prospective investment results  from REITs, whose  returns
may  revert to  the mid-teens levels  that they have  historically averaged. The
second implication is that  investment success would not  be as easy to  achieve
due  to the more highly competitive environment that now prevails. Consequently,
effective management, though always the most critical factor, would assume  even
greater importance than any other investment consideration.
 
     As  a result,  our strategy  continues to  emphasize those  companies whose
management teams are capable of finding  or adding value in almost any  economic
or  real estate  situation. In  fact, we  believe these  companies are  the best
positioned to take advantage of opportunities  that would materialize in a  more
challenging  operating environment. We  therefore are not  concerned about their
ability to continue to enjoy substantial growth  and see few, if any, limits  to
their prospects for continued success. For this reason, we remain confident that
we will able to continue to achieve satisfactory investment returns.
 
Sincerely,
 
<TABLE>
<S>                                                        <C>
/s/ MARTIN COHEN                                           /s/ ROBERT H. STEERS
MARTIN COHEN                                               ROBERT H. STEERS
President                                                  Chairman
</TABLE>

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                 COHEN & STEERS TOTAL RETURN REALTY FUND, INC.
 
                            SCHEDULE OF INVESTMENTS
                           MARCH 31, 1997 (UNAUDITED)
 
<TABLE>
<CAPTION>
                                                                              NUMBER
                                                                            OF SHARES               VALUE
                                                                         ----------------        ------------
<S>                                                                      <C>                     <C>
EQUITIES                                                   103.75%
     APARTMENT/RESIDENTIAL                                  26.32%
           Associated Estates Realty Corp.........................            139,700            $  3,125,788
           Avalon Properties......................................            109,700               3,016,750
           Camden Property Trust..................................            126,600               3,449,850
           Charles E. Smith Residential Realty....................            139,100               3,773,087
           Colonial Properties Trust..............................            127,900               3,709,100
           Columbus Realty Trust..................................            105,000               2,113,125
           Oasis Residential -- Preferred.........................            210,200               5,649,125
           Summit Properties......................................            164,700               3,335,175
           Wellsford Residential Property Trust...................            161,700               4,689,300
                                                                                                 ------------
                                                                                                   32,861,300
                                                                                                 ------------
     DIVERSIFIED                                             2.16%
           Pacific Gulf Properties................................            124,000               2,697,000
                                                                                                 ------------
 
     HEALTH CARE                                             9.76%
           American Health Properties.............................            154,900               3,814,413
           Health Care REIT.......................................            159,600               3,790,500
           Healthcare Realty Trust................................             22,400                 613,200
           National Health Investors..............................             32,300               1,199,137
           Omega Healthcare Investors.............................             88,800               2,775,000
                                                                                                 ------------
                                                                                                   12,192,250
                                                                                                 ------------
     HOTEL                                                   5.69%
           Innkeepers USA Trust...................................            199,100               2,911,838
           Sunstone Hotel.........................................            319,200               4,189,500
                                                                                                 ------------
                                                                                                    7,101,338
                                                                                                 ------------
     INDUSTRIAL                                              2.06%
           Eastgroup Properties...................................             92,500               2,566,875
                                                                                                 ------------
 
     OFFICE                                                  6.75%
           Brandywine Realty Trust................................            100,000               2,025,000
           Cali Realty Corp.......................................             83,400               2,668,800
           CarrAmerica Realty Corp................................            121,400               3,733,050
                                                                                                 ------------
                                                                                                    8,426,850
                                                                                                 ------------
     OFFICE/INDUSTRIAL                                       6.07%
           Kilroy Realty..........................................             38,400               1,022,400
           Prentiss Properties Trust..............................             78,100               1,981,787
           Reckson Associates Realty Corp.........................             41,500               1,914,188
           TriNet Corporate Realty Trust..........................             84,100               2,659,663
                                                                                                 ------------
                                                                                                    7,578,038
                                                                                                 ------------
     SELF STORAGE                                            1.03%
           Sovran Self Storage....................................             41,700               1,282,275
                                                                                                 ------------
</TABLE>
 
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                 COHEN & STEERS TOTAL RETURN REALTY FUND, INC.
 
                     SCHEDULE OF INVESTMENTS -- (CONTINUED)
                           MARCH 31, 1997 (UNAUDITED)
<TABLE>
<CAPTION>
                                                                              NUMBER
                                                                            OF SHARES               VALUE
                                                                         ----------------        ------------
<S>                                                                      <C>                     <C>
     SHOPPING CENTER                                        43.91%
        COMMUNITY CENTER                                    22.91%
           Alexander Haagen Properties............................             85,000            $  1,179,375
           Bradley Real Estate....................................            125,200               2,394,450
           Developers Diversified Realty Corp.....................             37,700               1,423,175
           Federal Realty Investment Trust........................            123,100               3,169,825
           Glimcher Realty Trust..................................            271,800               5,198,175
           Mid-America Realty Investments.........................            128,300               1,266,962
           Pennsylvania Real Estate Investment Trust..............            214,700               4,535,538
           Price REIT.............................................             67,400               2,493,800
           Regency Realty Corp....................................             60,100               1,607,675
           Sizeler Property Investors.............................            103,800               1,076,925
           Vornado Realty Trust...................................             40,000               2,670,000
           Western Investment Real Estate Trust...................            127,200               1,590,000
                                                                                                 ------------
                                                                                                   28,605,900
                                                                                                 ------------
        FACTORY OUTLET                                       3.55%
           Chelsea GCA Realty.....................................             70,000               2,511,250
           Horizon Group..........................................             29,300                 377,237
           Tanger Factory Outlet Centers..........................             58,700               1,540,875
                                                                                                 ------------
                                                                                                    4,429,362
                                                                                                 ------------
        REGIONAL MALL                                       17.45%
           CBL & Associates Properties............................            100,400               2,459,800
           JP Realty..............................................            120,300               3,187,950
           Macerich Company.......................................            137,900               3,861,200
           Simon DeBartolo Group..................................            114,900               3,475,725
           Taubman Centers........................................            160,000               2,080,000
           The Mills Corp.........................................            153,300               3,870,825
           Urban Shopping Centers.................................             94,900               2,847,000
                                                                                                 ------------
                                                                                                   21,782,500
                                                                                                 ------------
           TOTAL SHOPPING CENTER..................................                                 54,817,762
                                                                                                 ------------
TOTAL INVESTMENTS IN EQUITIES (Identified cost
  $109,933,505)........................................... 103.75%                                129,523,688
LIABILITIES IN EXCESS OF OTHER ASSETS.....................  (3.75%)                                (4,676,705)
                                                           -------                               ------------
NET ASSETS (Equivalent to $16.87 per share based on
  7,399,100 shares of capital stock outstanding).......... 100.00%                               $124,846,983
                                                           -------                               ------------
                                                           -------                               ------------
</TABLE>
 
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                  COHEN & STEERS TOTAL RETURN REALTY FUND, INC.

                             FINANCIAL HIGHLIGHTS*
                           MARCH 31, 1997 (UNAUDITED)
 
<TABLE>
<CAPTION>
                                                                                                      NET ASSET VALUE
                                                                     TOTAL NET ASSETS                    PER SHARE
                                                                --------------------------   ---------------------------------
<S>                                                             <C>           <C>            <C>               <C>
NET ASSET VALUE:
      Beginning of period: 12/31/96...........................                $124,806,122                         $ 16.87
            Net investment income.............................  $ 1,846,121                      $  0.25
            Net realized and unrealized losses from security
               transactions...................................      (29,534)                       (0.01)
      Dividends to shareholders...............................   (1,775,726)                       (0.24)
                                                                -----------                      -------
      Net increase in net asset value.........................                      40,861                            0.00
                                                                              ------------                         -------
      End of period: 3/31/97..................................                $124,846,983                         $ 16.87
                                                                              ------------                         -------
                                                                              ------------                         -------
</TABLE>
 
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* Financial  information included in this report has been taken from the records
  of the Fund without examination by independent accountants.
 





 
<TABLE>
<S>                                                          <C>
KEY INFORMATION                                                              REINVESTMENT PLAN
                                                              We urge shareholders  who want to  take advantage  of
For general information and weekly net                        this  plan and whose shares are held in 'Street Name'
asset value call: 800-543-6217                                to  consult  your  broker  as  soon  as  possible  to
                                                              determine  if you must  change registration into your
NEW YORK STOCK EXCHANGE SYMBOL:                               own name to participate.
The New York Stock Exchange Symbol is RFI

</TABLE>
 
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                 COHEN & STEERS TOTAL RETURN REALTY FUND, INC.
 
OFFICERS AND DIRECTORS
 
Robert H. Steers
Director and Chairman
 
Martin Cohen
Director and President
 
Gregory C. Clark
Director
 
Jeffrey H. Lynford
Director
 
Willard H. Smith Jr.
Director
 
Elizabeth O. Reagan
Vice President
 
INVESTMENT ADVISER
Cohen & Steers Capital Management, Inc.
757 Third Avenue
New York, NY 10017
(212) 832-3232
 
FUND ADMINISTRATOR
Princeton Administrators, L.P.
P.O. Box 9095
Princeton, NJ 08543-9095
1-800-543-6217
 
CUSTODIAN AND TRANSFER AGENT
State Street Bank and Trust Company
P.O. Box 8200
Boston, MA 02266-8200
 
LEGAL COUNSEL
Dechert Price & Rhoads
30 Rockefeller Plaza
New York, NY 10112
 
This report is for shareholder information. This is not a prospectus intended
for use in the purchase or sale of Fund shares.
 
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     COHEN & STEERS 
TOTAL RETURN REALTY FUND  
    757 THIRD AVENUE
   NEW YORK, NY 10017



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                              QUARTERLY REPORT
                               MARCH 31, 1997





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