<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
[x] ANNUAL REPORT PURSUANT TO SECTION 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1996
----------------------------
Commission File No. 1-13038
CRESCENT REAL ESTATE EQUITIES, LTD. 401(K) PLAN
777 Main Street, Suite 2100
Fort Worth, Texas 76102
(Full title and address of plan)
CRESCENT REAL ESTATE EQUITIES COMPANY
(formerly known as Crescent Real Estate Equities, Inc.)
777 Main Street, Suite 2100
Fort Worth , Texas 76102
(Name of issuer and address of principal executive offices)
<PAGE> 2
CRESCENT REAL ESTATE EQUITIES, LTD.
401(K) PLAN
-----------------------------
INDEX TO FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULES
<TABLE>
<CAPTION>
Page
----
<S> <C>
Report of Independent Public Accountants.............................................. 1
Statement of Net Assets Available for Plan Benefits with Fund Information
as of December 31, 1996...................................................... 2
Statement of Net Assets Available for Plan Benefits with Fund Information
as of December 31, 1995...................................................... 3
Statement of Changes in Net Assets Available for Plan Benefits with Fund
Information for the year ended December 31, 1996............................. 4
Statement of Changes in Net Assets Available for Plan Benefits with Fund
Information for the year ended December 31, 1995............................. 5
Notes to Financial Statements......................................................... 6
Schedule I - Item 27a - Supplemental Schedule of Assets Held for Investment
Purposes as of December 31, 1996............................................. 10
Schedule II - Item 27d - Supplemental Schedule of Reportable Transactions
for the Year Ended December 31, 1996......................................... 11
</TABLE>
<PAGE> 3
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To the Trustees of
Crescent Real Estate Equities, Ltd. 401(k) Plan:
We have audited the accompanying statements of net assets available for plan
benefits of the Crescent Real Estate Equities, Ltd. 401(k) Plan (the "Plan") as
of December 31, 1996 and 1995, and the related statements of changes in net
assets available for plan benefits for the years then ended. These financial
statements and the schedules referred to below are the responsibility of the
Plan's management. Our responsibility is to express an opinion on these
financial statements and schedules based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial
statement presentation. We believe that our audits provide a reasonable basis
for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for plan benefits of the Plan
as of December 31, 1996 and 1995, and the changes in net assets available for
plan benefits for the years then ended, in conformity with generally accepted
accounting principles.
Our audits were performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules of Assets
Held for Investment Purposes and Reportable Transactions are presented for the
purpose of additional analysis and are not a required part of the basic
financial statements but are supplementary information required by the
Department of Labor Rules and Regulations for Reporting and Disclosure under
the Employee Retirement Income Security Act of 1974. The Fund information in
the statements of net assets available for plan benefits and the statements of
changes in net assets available for plan benefits is presented for purposes of
additional analysis rather than to present the net assets available for plan
benefits and changes in net assets available for plan benefits for each fund.
The supplemental schedules and Fund information have been subjected to the
auditing procedures applied in the audits of the basic financial statements
and, in our opinion, are fairly stated in all material respects in relation to
the basic financial statements taken as a whole.
The schedule of reportable transactions that accompanies the Plan's financial
statements does not disclose the historical cost of certain transactions or
gains and losses on sales for assets held by the Plan custodian. Disclosure of
this information is required by the Department of Labor Rules and Regulations
for Reporting and Disclosure under the Employee Retirement Income Security Act
of 1974.
ARTHUR ANDERSEN LLP
Dallas, Texas
June 17, 1997
1
<PAGE> 4
CRESCENT REAL ESTATE EQUITIES, LTD. 401(k) PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS WITH FUND INFORMATION
AS OF DECEMBER 31, 1996
<TABLE>
<CAPTION>
NATIONWIDE
FIDELITY FIDELITY MONEY NATIONWIDE
DREYFUS MAGELLAN ASSET MARKET GUARANTEED STOCK LOAN
BONDS FUND MANAGER FUND ACCOUNT FUND FUND TOTAL
------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
ASSETS
Investments, at fair value:
Mutual funds $78,995 $528,078 $267,698 $20,647 $ -- $ -- $ -- $ 895,418
Guaranteed investment contract -- -- -- -- 308,968 -- -- 308,968
Employer stock -- -- -- -- -- 306,338 -- 306,338
Participant loans -- -- -- -- -- -- 21,485 21,485
Receivables:
Company's contribution 2,775 18,127 8,102 486 4,225 10,975 -- 44,690
------- -------- -------- ------- -------- -------- ------- ----------
TOTAL ASSETS 81,770 546,205 275,800 21,133 313,193 317,313 21,485 1,576,899
------- -------- -------- ------- -------- -------- ------- ----------
LIABILITIES
Excess contributions payable 2,024 24,419 19,175 600 7,035 -- -- 53,253
------- -------- -------- ------- -------- -------- ------- ----------
TOTAL LIABILITIES 2,024 24,419 19,175 600 7,035 -- -- 53,253
------- -------- -------- ------- -------- -------- ------- ----------
NET ASSETS AVAILABLE FOR
PLAN BENEFITS $79,746 $521,786 $256,625 $20,533 $306,158 $317,313 $21,485 $1,523,646
======= ======== ======== ======= ======== ======== ======= ==========
</TABLE>
The accompanying notes are an integral part of this financial statement.
2
<PAGE> 5
CRESCENT REAL ESTATE EQUITIES, LTD. 401(K) PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS WITH FUND INFORMATION
AS OF DECEMBER 31, 1995
<TABLE>
<CAPTION>
NATIONWIDE
FIDELITY FIDELITY MONEY NATIONWIDE
DREYFUS MAGELLAN ASSET MARKET GUARANTEED STOCK LOAN
BONDS FUND MANAGER FUND ACCOUNT FUND FUND TOTAL
--------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
ASSETS
Investments, at fair value:
Mutual funds $61,350 $372,879 $175,457 $13,670 $ -- $ -- $ -- $ 623,356
Guaranteed investment contract -- -- -- -- 378,394 -- -- 378,394
Employer stock -- -- -- -- -- 126,652 -- 126,652
Participant loans -- -- -- -- -- -- 22,912 22,912
Receivables:
Company's contribution 2,522 17,134 6,949 80 4,860 9,279 -- 40,824
Participants' contribution -- -- -- -- -- 3,455 -- 3,455
------- -------- -------- ------- -------- -------- ------- ----------
Total Receivables 2,522 17,134 6,949 80 4,860 12,734 -- 44,279
------- -------- -------- ------- -------- -------- ------- ----------
TOTAL ASSETS 63,872 390,013 182,406 13,750 383,254 139,386 22,912 1,195,593
------- -------- -------- ------- -------- -------- ------- ----------
LIABILITIES
Excess contributions payable 106 13,353 3,370 -- 12,090 9,250 -- 38,169
------- -------- -------- ------- -------- -------- ------- ----------
TOTAL LIABILITIES 106 13,353 3,370 -- 12,090 9,250 -- 38,169
------- -------- -------- ------- -------- -------- ------- ----------
NET ASSETS AVAILABLE FOR
PLAN BENEFITS $63,766 $376,660 $179,036 $13,750 $371,164 $130,136 $22,912 $1,157,424
======= ======== ======== ======= ======== ======== ======= ==========
</TABLE>
The accompanying notes are an integral part of this financial statement.
3
<PAGE> 6
CRESCENT REAL ESTATE EQUITIES, LTD. 401(K) PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN
BENEFITS WITH FUND INFORMATION
FOR THE YEAR ENDED DECEMBER 31, 1996
<TABLE>
<CAPTION>
NATIONWIDE
FIDELITY FIDELITY MONEY NATIONWIDE
DREYFUS MAGELLAN ASSET MARKET GUARANTEED STOCK CASH LOAN
BONDS FUND MANAGER FUND ACCOUNT FUND ACCOUNT FUND TOTAL
-----------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
ADDITIONS:
Additions to net assets
attributed to:
Net realized/unrealized gain $ 1,510 $ 45,076 $ 24,677 $ -- $ -- $ 92,230 $ -- $ -- $ 163,493
Interest income -- -- -- 578 17,801 -- -- 2,074 20,453
Contributions:
Company's 2,775 18,127 8,102 486 4,225 10,975 -- -- 44,690
Participants' 21,015 156,642 72,864 2,713 42,298 86,351 10,716 -- 392,599
Rollovers 3,594 47,888 7,932 215 410 -- -- -- 60,039
-------- --------- --------- -------- --------- --------- -------- -------- ----------
Total Contributions 27,384 222,657 88,898 3,414 46,933 97,326 10,716 -- 497,328
-------- --------- --------- -------- --------- --------- -------- -------- ----------
TOTAL ADDITIONS 28,894 267,733 113,575 3,992 64,734 189,556 10,716 2,074 681,274
-------- --------- --------- -------- --------- --------- -------- -------- ----------
DEDUCTIONS:
Deductions from net assets
attributed to:
Refunds to participants 2,024 24,419 19,175 600 7,035 -- -- -- 53,253
Benefits paid to participants 7,508 94,266 16,675 12,340 123,186 -- -- 7,824 261,799
-------- --------- --------- -------- --------- --------- -------- -------- ----------
TOTAL DEDUCTIONS 9,532 118,685 35,850 12,940 130,221 -- -- 7,824 315,052
-------- --------- --------- -------- --------- --------- -------- -------- ----------
LOANS ISSUED TO PARTICIPANTS (1,800) (2,238) -- (1,000) (3,000) -- -- 8,038 --
LOAN PRINCIPAL REPAYMENTS 291 1,934 1,005 -- 485 -- -- (3,715) --
FORFEITURES (269) (2,740) (699) 4,440 (732) -- -- -- --
INTERFUND TRANSFERS (1,604) (878) (442) 12,291 3,728 (2,379) (10,716) -- --
-------- --------- --------- -------- --------- --------- -------- -------- ----------
NET INCREASE (DECREASE) 15,980 145,126 77,589 6,783 (65,006) 187,177 -- (1,427) 366,222
NET ASSETS AVAILABLE FOR PLAN
BENEFITS,
BEGINNING OF YEAR 63,766 376,660 179,036 13,750 371,164 130,136 -- 22,912 1,157,424
-------- --------- --------- -------- --------- --------- -------- -------- ----------
END OF YEAR $ 79,746 $ 521,786 $ 256,625 $ 20,533 $ 306,158 $ 317,313 $ -- $ 21,485 $1,523,646
======== ========= ========= ======== ========= ========= ======== ======== ==========
</TABLE>
The accompanying notes are an integral part of this financial statement.
4
<PAGE> 7
CRESCENT REAL ESTATE EQUITIES, LTD. 401(K) PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN
BENEFITS WITH FUND INFORMATION
FOR THE YEAR ENDED DECEMBER 31, 1995
<TABLE>
<CAPTION>
NATIONWIDE
FIDELITY FIDELITY MONEY NATIONWIDE
DREYFUS MAGELLAN ASSET MARKET GUARANTEED STOCK LOAN
BONDS FUND MANAGER FUND ACCOUNT FUND FUND TOTAL
---------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
ADDITIONS:
Additions to net assets attributed to:
Net realized/unrealized gain $ 7,095 $ 69,871 $ 22,251 $ -- $ -- $ 23,239 $ -- $ 122,456
Interest income -- -- -- 586 16,553 -- 244 17,383
Contributions:
Company's 2,522 17,134 6,949 80 4,860 9,279 -- 40,824
Participants' 16,739 126,438 54,428 299 41,308 75,576 -- 314,788
Rollovers 34,846 177,429 120,241 20,949 203,994 -- -- 557,459
-------- --------- --------- -------- -------- -------- -------- ----------
Total Contributions 54,107 321,001 181,618 21,328 250,162 84,855 -- 913,071
-------- --------- --------- -------- -------- -------- -------- ----------
TOTAL ADDITIONS 61,202 390,872 203,869 21,914 266,715 108,094 244 1,052,910
-------- --------- --------- -------- -------- -------- -------- ----------
DEDUCTIONS:
Deductions from net assets attributed to:
Refunds to participants 106 13,353 3,370 -- 12,090 9,250 -- 38,169
Benefits paid to participants 979 2,699 2,230 -- -- -- -- 5,908
-------- --------- --------- -------- -------- -------- -------- ----------
TOTAL DEDUCTIONS 1,085 16,052 5,600 -- 12,090 9,250 -- 44,077
-------- --------- --------- -------- -------- -------- -------- ----------
LOANS ISSUED TO PARTICIPANTS (2,933) (12,493) (7,500) -- -- -- 22,926 --
LOAN PRINCIPAL REPAYMENTS -- 129 129 -- -- -- (258) --
INTERFUND TRANSFERS 109 (35,006) (42,677) (8,164) 85,738 -- -- --
-------- --------- --------- -------- -------- -------- -------- ----------
NET INCREASE 57,293 327,450 148,221 13,750 340,363 98,844 22,912 1,008,833
NET ASSETS AVAILABLE FOR PLAN
BENEFITS,
BEGINNING OF YEAR 6,473 49,210 30,815 -- 30,801 31,292 -- 148,591
-------- --------- --------- -------- -------- -------- -------- ----------
END OF YEAR $ 63,766 $ 376,660 $ 179,036 $ 13,750 $371,164 $130,136 $ 22,912 $1,157,424
======== ========= ========= ======== ======== ======== ======== ==========
</TABLE>
The accompanying notes are an integral part of this financial statement.
5
<PAGE> 8
CRESCENT REAL ESTATE EQUITIES, LTD.
401(K) PLAN
NOTES TO FINANCIAL STATEMENTS
1. DESCRIPTION OF PLAN:
The following description of the Crescent Real Estate Equities, Ltd. (the
"Company") 401(k) Plan (the "Plan") provides only general information.
Participants should refer to the Plan agreement for a more comprehensive
description of the Plan's provisions.
General - The Plan was established on July 1, 1994. The Plan is a defined
contribution plan covering all employees of the Company who have completed
one month of service and are age twenty-one or older. Eligible employees
may elect to participate in the Plan on the first day of the month, (as
amended on September 9, 1996), after their first month of service. It is
subject to the applicable provisions of the Employee Retirement Income
Security Act of 1974, as amended ("ERISA"). Nationwide Life Insurance
Company ("Nationwide") serves as the asset custodian for the Plan.
Contributions - Each year, participants may contribute up to 15 percent of
pretax annual compensation, as defined in the Plan. A participant's
contribution may not exceed an amount determined by the Internal Revenue
Service each calendar year ($9,500 and $9,240 in 1996 and 1995,
respectively). The participants may change their percent contribution
election monthly. The Company matches 25 percent of participants'
contributions up to the first 4 percent of base compensation. In addition
to the matching contribution, the Company may make a discretionary
contribution which is determined and approved by the board of directors
annually. No discretionary contribution payment was made for the years
ended December 31, 1996 and 1995. All Company contributions are invested
based on participant account elections.
Participant accounts - Each participant's account is credited with the
participant's contribution and allocations of (a) Company's contribution,
(b) Plan earnings, and (c) forfeited balances of terminated participants'
non-vested accounts. Allocations are based on participant earnings or
account balances, as defined.
Vesting - Participants are immediately vested in their voluntary
contributions plus actual earnings thereon. Vesting in the Company's
matching and discretionary contribution portion of the participants'
accounts inclusive of forfeitures plus actual earnings thereon is based on
years of continuous service. A participant is 100 percent vested after five
years of credited service. The vesting schedule is as follows:
<TABLE>
<CAPTION>
Years of
Service Percentage
--------- ----------
<S> <C>
1 20%
2 40%
3 60%
4 80%
5 100%
</TABLE>
Investment options - Upon enrollment in the Plan, a participant may direct
employee contributions in one of or in a combination of any six of the
following investment options.
6
<PAGE> 9
1. Dreyfus Bonds -
Funds are invested in corporate and government instruments
seeking current income and preservation of capital.
2. Fidelity Magellan Fund-
A mutual fund investing primarily in common stocks and
convertible securities, both domestic and foreign.
3. Fidelity Asset Manager -
A mutual fund investing in stocks, bonds and short-term
instruments seeking high total return with reduced risk over
the long term.
4. Nationwide Money Market Fund-
Funds are invested in a diversified portfolio of high quality
money market instruments maturing in 397 days or less.
5. Nationwide Guaranteed Account -
Funds are invested in a guaranteed return investment contract
that provides an annual interest guarantee, based on the
investment yield realized on Nationwide's General Account,
the crediting interest yield was 5.6% and 6.35% for 1996 and
1995, respectively. The average yield was 5.2% and 8.08% for
1996 and 1995, respectively.
6. Stock Fund - Funds are invested in common stock of Crescent
Real Estate Equities Company.
Participants may change their investment options daily for any of the funds
except the Stock Fund. Investment option changes that affect the Stock Fund
may be done monthly.
Participant notes receivable - Participants may borrow from their fund
accounts, for hardship purposes, a minimum of $1,000 and a maximum equal to
the lesser of $50,000 or 50 percent of their vested account balance. Loans
are available to all participants only after the trustees have evaluated
the applicant's credit worthiness, financial need, and purpose and terms of
the loan. Loan transactions are treated as a transfer to (from) the
investment fund from (to) the Participant Loan fund. Loan terms range from
one to five years or a reasonable period of time greater than 5 years for
the purchase of a principal residence. The loans are secured by the balance
in the participant's account and bear interest at the prime rate listed in
the Wall Street Journal plus 1%. The interest rate must be one that a bank
or other professional lender would charge for making a loan in a similar
circumstance. The interest rate at December 31, 1996 and 1995 was 9.25% and
9.75%, respectively. Principal and interest have a definite repayment
period which provides for payments to be made not less frequently than
quarterly.
Payment of benefits - Upon termination of service due to death, total and
permanent disability, or retirement, a participant may elect to either
receive a lump-sum amount equal to the value of the participant's vested
interest in his or her account or select the installment plan, only if the
participant's account balance exceeds $3,500. For termination of service
due to other reasons, a participant may receive the value of the vested
interest in his or her account as a lump-sum distribution.
Disposition of forfeitures - Forfeitures attributable to the Company
matching contributions shall be allocated among the participants' accounts
annually determined by the percentage which the participant's account
balance for the year bears to the total of all participants' accounts for
the year. Forfeitures for 1996 and 1995 were $4,440 and $96, respectively.
7
<PAGE> 10
2. SUMMARY OF ACCOUNTING POLICIES:
Basis of Accounting
The financial statements of the Plan are prepared under the accrual method
of accounting in conformity with generally accepted accounting principles
("GAAP").
The preparation of financial statements in conformity with GAAP requires
management to make estimates and assumptions that affect the reported
amounts of assets and liabilities and disclosure of contingent assets and
liabilities at the date of the financial statements and the reported
amounts of income and expenses during the reporting period. Actual results
could differ from those estimates.
Certain of the funds in which the Plan invests utilize several investment
strategies including the use of derivative investments. Derivatives are used
for such strategies as portfolio structuring, return enhancement and hedging
against currency and interest rate fluctuations. Derivative investments
underlying funds are stated at fair market value.
Investment Valuation and Income Recognition
The Plan's investments are stated at fair value, except for its investment
contract, which is valued at contract value. Shares of registered
investment companies are valued at quoted market prices, which represent
the net asset value of shares held by the Plan at year end. The Company
stock is valued at its quoted market price. Participant loans are valued at
cost, which approximates fair value.
The contract value of the Nationwide Guaranteed Account is determined by
summing principal, contributions and interest earned less administrative
expenses. The contract is included in the financial statements at contract
value, which approximates fair value, as reported to the Plan by
Nationwide.
Purchases and sales of securities are recorded on a trade date basis.
Interest income is recorded on the accrual basis. Dividends are recorded on
the ex-dividend date.
Payment of Benefits
Benefits are recorded when paid.
3. ASSETS HELD FOR INVESTMENT PURPOSES:
The fair market value of the following investments represent 5% or more of
the Plan's net assets available for plan benefits at December 31, 1996 and
1995:
<TABLE>
<CAPTION>
1996 1995
---- ----
<S> <C> <C>
Dreyfus Bonds $ 78,995 $ 61,350
Fidelity Magellan Fund 528,078 372,879
Fidelity Asset Manager 267,698 175,457
Nationwide Guaranteed Account 308,968 378,394
Stock Fund 306,338 126,652
</TABLE>
4. PLAN TERMINATION:
Although it has not expressed any intent to do so, the Company has the
right under the Plan to discontinue its contributions at any time and to
terminate the Plan subject to the provisions of ERISA. In the event of Plan
termination, participants will become 100 percent vested in their accounts.
Amounts will be distributed in accordance with Plan provisions.
5. TAX STATUS:
The Plan is designed to be a qualified plan under Section 401(a) of the
Internal Revenue Code ("Code") and therefore, the Plan and related trusts
are exempt from federal income tax under Section 501(a) of the Code.
8
<PAGE> 11
The Plan filed its determination letter application on January 25, 1995
with the Internal Revenue Service and received a favorable determination
letter dated March 23, 1996 from the Internal Revenue Service as to the
qualification for tax exempt status.
6. RELATED PARTY TRANSACTIONS:
All administrative expenses and accounting fees of the Plan are to be paid
by the Company. The Company paid approximately $12,995 and $9,700 for
administrative and accounting fees on behalf of the Plan during fiscal year
1996 and 1995, respectively. Under the terms of the Plan, the Plan is not
responsible for reimbursing the Company for any fees paid by the Company.
7. SUBSEQUENT EVENT:
The trustees of the Plan voted to transfer the assets of the Plan from
Nationwide to The Principal Group ("Principal") effective on April 18,
1997. Funds placed in the Plan on or after April 18, 1997 were deposited in
the new accounts with Principal. The funds with Nationwide will be
transferred to Principal in the third quarter of 1997.
9
<PAGE> 12
SCHEDULE I
CRESCENT REAL ESTATE EQUITIES, LTD. 401 (K) PLAN
ITEM 27A - SUPPLEMENTAL SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
AS OF DECEMBER 31, 1996
PLAN NUMBER: 001
EIN: 75-2526839
<TABLE>
<CAPTION>
(B) (C) (D) (E)
IDENTITY OF DESCRIPTION CURRENT
(A) ISSUER OF INVESTMENT COST VALUE
- ---------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Dreyfus A Bonds Plus, Inc. Mutual Fund - Dreyfus Bonds $ 77,485 $ 78,995
Fidelity Investments Mutual Fund - Fidelity Magellan 483,002 528,078
(Domestic and International Stocks and Bonds)
Fidelity Investments Mutual Fund - Fidelity Asset Manager 243,021 267,698
(Domestic Stocks and Bonds)
* Nationwide Life Insurance Company Money Market 20,647 20,647
* Nationwide Life Insurance Company Guaranteed Fixed Income Account @ 5.6% 308,968 308,968
* Crescent Real Estate Equities Company Common Stock (Par value $.01) 214,108 306,338
* Participant Loans Loans to Participants (Interest rates range
from 9.25% to 9.75%) -- 21,485
-------------- -------------
$ 1,347,231 $ 1,532,209
============== =============
</TABLE>
*in column (a) indicates each identified person/entity known
to be a party-in-interest.
This supplemental schedule lists assets held for investment purposes at
December 31, 1996, as required by the Department of Labor Rules and
Regulations for Reporting and Disclosure.
10
<PAGE> 13
SCHEDULE II
CRESCENT REAL ESTATE EQUITIES, LTD. 401(K) PLAN
ITEM 27D - SUPPLEMENTAL SCHEDULE OF REPORTABLE TRANSACTIONS
FOR THE YEAR ENDED DECEMBER 31, 1996
PLAN NUMBER: 001
EIN: 75-2526839
<TABLE>
<CAPTION>
(a) (b) (c) (d)
Identity Description
of of Purchase Selling
Issuer Asset Price Price
- ------------------------------------- -------------------------------------- ---------- -----------
<S> <C> <C> <C>
INDIVIDUAL TRANSACTIONS:
None
SERIES OF TRANSACTIONS:
Fidelity Investments Mutual Fund - Fidelity Magellan $ 221,459 $ -
Fidelity Investments Mutual Fund - Fidelity Magellan - 114,044
Fidelity Investments Mutual Fund - Fidelity Asset Manager 87,500 -
Nationwide Life Insurance Company Guaranteed Fixed Income Acct. @ 5.6% - 139,007
Crescent Real Estate Equities Company Common Stock (Par Value $.01) 111,022 -
<CAPTION>
(a) (f) (g) (h) (i)
Expense Current Value
Identity Incurred Cost of Asset on Net
of with of Transaction Gain
Issuer Transaction Asset Date (Loss)
- ------------------------------------- ----------------------- ----------- ---------
<S> <C> <C> <C> <C>
INDIVIDUAL TRANSACTIONS:
None
SERIES OF TRANSACTIONS:
Fidelity Investments $ - $ 221,459 $ 221,459 $ -
Fidelity Investments - * 114,044 *
Fidelity Investments - 87,500 87,500 -
Nationwide Life Insurance Company - 139,007 139,007 -
Crescent Real Estate Equities Company 1,281 112,303 111,022 -
</TABLE>
Column (e)Lease Rental has been excluded from this schedule because it
does not apply for this Plan.
This supplemental schedule lists individual and series of transactions
in excess of 5% of the fair market value of plan assets at the
beginning of the year as required by the Department of
Labor Rules and Regulations for
Reporting and Disclosure.
* This information is not provided by asset custodian.
11
<PAGE> 14
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the trustees have duly caused this annual report to be signed on its behalf by
the undersigned thereunto duly authorized, on the 27th day of June, 1997.
CRESCENT REAL ESTATE EQUITIES, LTD. 401(k) PLAN
BY: /s/ DALLAS E. LUCAS
---------------------------------------------
Dallas E. Lucas
Trustee
12