SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K/A
Amendment No. 1
to
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 30, 1997
GROVE PROPERTY TRUST
(Exact name of registrant as specified in its charter)
Maryland 1-13080 06-1391084
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File No.) Identification Number)
598 Asylum Avenue, Hartford, Connecticut 06105
(Address of principal executive offices and zip code)
Registrant's telephone number, including area code: (860) 246-1126
N/A
(Former name or former address, if changed since last report)
<PAGE>
Item 7. Financial Statements and Exhibits.
(a) Financial Statements of Businesses Acquired.
Four Winds Apartments Statement of Revenue and Certain Expenses for the three
months ended March 31, 1997 and the year ended December 31, 1996 and for the
period September 28, 1995 (date operations commenced) to December 31, 1995.
Brooksyde Apartments
Statement of Revenue and Certain Expenses for the three months ended March 31,
1997 and the period from October 1, 1996 (date operations commenced) to December
31, 1996, the period from January 1, 1996 to September 30, 1996 and the year
ended December 31, 1995.
River's Bend Apartments
Statement of Revenue and Certain Expenses for the three months ended March 31,
1997 and years ended December 31, 1996 and 1995.
(b) Pro Forma Financial Statements
Pro Forma Condensed Balance Sheet as of March 31, 1997. Pro Forma Condensed
Consolidated Statement of Operations for the year ended December 31, 1996 and
the three months ended March 31, 1997.
(c) Exhibits.
Exhibit No. Description
2.1 Contribution Agreement, dated as of May 30, 1997, by and between
Grove Operating, L.P., Northeast Apartments I Limited Partnership,
West Hartford Center Associates Limited Partnership, Windsor Equity
Partnership and Windsor Commons Corporation (incorporated by
reference to Exhibit 2.1 to the Company's Current Report on Form
8-K dated May 30, 1997 (Commission File No. 1-13080))
2.2 Form of First Amendment effective as of June 1, 1997 to Agreement
of Limited Partnership of Windsor Arbor Limited Partnership
(incorporated by reference to Exhibit 2.2 to the Company's Current
Report on Form 8-K dated May 30, 1997(Commission File No. 1-13080))
<PAGE>
GROVE PROPERTY TRUST
PRO FORMA CONDENSED CONSOLIDATED BALANCE SHEET
AS OF MARCH 31, 1997
(UNAUDITED)
The following unaudited Pro Forma Condensed Consolidated Balance Sheet has been
presented as if the acquisition of Four Winds Apartments, River's Bend
Apartments and Brooksyde Apartments had occurred on March 31, 1997. The
unaudited Pro Forma Condensed Consolidated Balance Sheet should be read in
conjunction with the consolidated financial statements of the Company included
in the Quarterly Reports on Form 10-Q for the fiscal quarter ended March 31,
1997. In management's opinion, all adjustments necessary to reflect this
transaction have been made. The unaudited Pro Forma Condensed Consolidated
Balance Sheet is not necessarily indicative of what the actual financial
position would have been at March 31, 1997, nor does it purport to present the
future financial position of the Company.
Historical New Pro Forma Pro Forma
GPT Acquisitons Adjustments Consolidated
ASSETS
Real estate, net ........ $65,667,344 $20,879,103 $ 522,478 (A) 87,068,925
Cash and cash equivalents 4,865,648 687,693 (67,541)(B) 5,485,800
Cash - resident security
deposits .............. 848,200 299,880 1,148,080
Other assets ............ 1,463,527 1,283,191 (565,022)(C) 2,181,696
--------- --------- -------- ---------
Total assets ........... $72,844,719 $23,149,867 $ (110,085) $95,884,501
=========== =========== ========== ===========
LIABILITIES AND SHAREHOLDERS' EQUITY
Liabilities:
Mortgage notes payable ... $29,149,658 $16,144,029 $(1,337,024)(D)$43,956,663
Revolving credit facility -- 1,825,000 (E) 1,825,000
Other liabilities ........ 6,340,574 571,159 - 6,911,733
Due to affiliates ........ 669,722 21,500 - 691,222
------- ------ --------- -------
Total liabilities ........ 36,159,954 16,736,688 487,976 53,384,618
---------- ---------- ------- ----------
Minority interest ........ 33,627 3,443,278 -- 3,476,905
Shareholders' equity:
Preferred shares,
Common shares ............ 39,534 -- 39,534
Additional paid-in capital 37,013,258 2,371,840(G 39,385,098
Distributions in excess of
earnings ................. (401,654) -- (401,654)
Partners' equity ......... 2,969,901 (565,022)(C) 0
(33,039)(F)
(2,371,840)(G)
----------- --------- ----------- ---------
Total equity ............. 36,651,138 2,969,901 (598,061) 39,022,978
Total liabilities and
shareholders' equtiy $72,844,719 $23,149,867 $(110,085) $ 95,884,501
=========== =========== ========= ============
<PAGE>
(A) Reflects the acquisition costs of Four Winds
Apartments, River's Bend Apartments and Brooksyde
Apartments. $ 522,478
==============
(B) Reflects the following transactions:
Drawdown of credit facility $ 1,825,000
Pay down of existing mortgages (1,337,024)
Closing costs and conveyance taxes (555,517)
---------
$ ( 67,541)
=================
(C) Reflects the reduction to partners'
capital accounts for contributions receivable $ (565,022)
=============
(D) Reflects the paydown of existing mortgages $(1,337,024)
============
(E) Reflects the drawdown of revolving credit facility $ 1,825,000
=============
(F) Represents the reduction to partners
capital accounts for reimbursement of conveyance taxes $ ( 33,039)
===============
(G) Represents the conversion of partnership interests
to Operating Partnership Unit $ 2,371,840
=============
<PAGE>
GROVE PROPERTY TRUST
PRO FORMA CONDENSED CONSOLIDATED STATEMENTS OF INCOME
FOR THE YEAR ENDED DECEMBER 31,1996 AND THE
THREE MONTHS ENDED MARCH 31, 1997
(UNAUDITED)
The following unaudited Pro Forma Condensed Consolidated Statements of Income
have been presented as if the acquisition of Four Winds Apartments, River's Bend
Apartments and Brooksyde Apartments had occurred on January 1, 1996. The
unaudited Pro Forma Condensed Consolidated Statements of Income should be read
in conjunction with the consolidated financial statements of the Company filed
on Form 10-KSB, and Form 10-QSB, for the year ended December 31, 1996 and for
the period ended March 31, 1997, respectively, and the historical financial
statements for Four Winds Apartments, River's Bend Apartments and Brooksyde
Apartments included elsewhere herein. In management's opinion, all adjustments
necessary to reflect this transaction have been made. The unaudited Pro Forma
Condensed Consolidated Statements of Income are not necessarily indicative of
what actual results of operations of the company would have been had these
transactions actually occurred as of January 1, 1996 nor do they purport to
represent the results of operations of the Company for future periods.
Three months ended March 31, 1997
-------------------------------------------------------------
Previously
Historical Acquired New Pro Forma Pro Forma
GPT Properties Acquisitons AdjustmentsConsolidated
Revenues:
Rental income .......$1,177,022 $2,610,787 $1,192,961 $ -- $4,980,770
Property management . 227,545 -- (80,582)(E) 146,963
Interest and other .. 129,146 90,728 25,602 (7,362)(A) 238,114
------- ------ ------ ------ -------
Total revenue ...... 1,306,168 2,929,060 1,218,563 (87,944) 5,365,847
--------- --------- --------- ------- ---------
Expenses
Property operating
and maintenance ... 487,630 1,139,274 365,487 -- 1,992,391
Real estate taxes ... 116,018 255,149 144,056 -- 515,223
Management fees ..... 21,795 58,787 (80,582)(E) --
General and
administrative .... 69,035 177,520 8,420 -- 254,975
------ ------- ----- ------- -------
Total expenses .. 694,478 1,571,943 576,750 (80,582) 2,762,589
------- --------- ------- ------- ---------
611,690 1,357,117 641,813 (7,362) 2,603,258
Interest ............ 173,121 354,189 304,150 (7,594)(B) 823,866
Depreciation and
amortization .... 239,628 616,861 231,345 7,041 (C) 1,094,875
Conveyance taxes .... 68,761 -- -- 68,761
------ ------- -------- --------- ------
Income before
minority interest 130,180 386,067 106,318 (6,809) 615,756
Minority interest ... 33,627 140,010 -- 170,758(D) 344,395
------ ------- -------- ------- -------
Net income .......... $ 96,553 $246,057 $106,318 $(177,567) $271,361
====== ======= ======= ======== =======
<PAGE>
Year Ended December 31, 1996
--------------------------------------------------------------
Previously
Historical Acquired New Pro Forma Pro Forma
GPT Properties Acquisitons Adjustments Consolidated
Revenues:
Rental income ......$ 2,046,390$12,653,095 $4,511,476 $ - $ 19,210,961
Property management - 1,173,881 - (244,228) (E) 929,653
Interest and other . 35,849 556,565 134,960 (25,214) (A) 702,160
------ ------- ------- ------- -------
Total revenue . 2,082,239 14,383,541 4,646,436 (269,442) 20,842,774
--------- ---------- --------- -------- ----------
Expenses
Property operating
and maintenance . 655,821 4,738,384 1,703,350 -- 7,097,555
Real estate taxes .. 208,302 1,273,388 632,244 -- 2,113,934
Management fees .... 108,731 - 160,183 (244,228)(E) 24,686
General and
administrative .. 66,798 851,518 50,918 -- 969,234
------ ------- ------ -------- -------
Total expenses 1,039,652 6,863,290 2,546,695 (244,228) 10,205,409
--------- --------- --------- -------- ----------
1,042,587 7,520,251 2,099,741 (25,214) 10,637,365
Interest ........... 394,657 1,796,404 1,294,404 (115,196)(B) 3,370,269
Depreciation and
amortization ..... 386,641 3,033,890 920,398 4,705(C) 4,345,634
------- --------- ------- ----- ---------
Income before
minority interest 261,289 2,689,957 (115,061) 85,277 2,921,462
Minority interest .. -- 972,923 - 267,821(D)1,240,744
------- ------- -------- ------- ---------
Net income ......... $ 261,289 $1,717,034 $ (115,061) $(182,544) $1,680,718
========= ========== ========== ========= ==========
<PAGE>
Three Year
Months Ended Ended
March 31, December 31,
1997 1996
---- ----
(A) INTEREST AND OTHER
Reflects the elimination of interest earned on
investornotes which will be repaid in conjunction
with theacquistions. $ (7,362) $ (25,214)
========== ===========
(B) INTEREST EXPENSE
Represents the following:
To reflect a decrease in interest expense on the
existing mortgages on theacquired properties that
were paid down in the amount of $1,337,024 and a
reduction in the rate of interest to LIBOR plus 1.20%. $ (42,611) $ (227,574)
To reflect an increase in interest expense on
the draw of $1,825,000 on theBankof Boston credit
line that was used to pay down the existing
mortgages and payment of closing costs. 35,017 140,069
To reflect the elimination of interest
expense on notes payable to affiliates that
were paid off during 1996. 0 (27,691)
- -------
$ (7,594) $ (115,196)
========= ===========
(C) DEPRECIATION AND AMORTIZATION
Reflects increased depreciation on acquisition costs. $ 7,041 $ 4,705
=========== ========
(D) MINORITY INTEREST
(i) To reflect the non-controlling interest of
River's BendApartments and (ii)adjust income
allocated to minorityinterest resulting from Pro
Forma adjustmentsrelated to the acquisition of the
acquired properties. $ 170,758 $ 267,821
========== ============
(E) Elimination of intercompany management
fees against property management income. $ (80,582) $ (244,228)
========= ==========
(F) PREVIOUSLY ACQUIRED PROPERTIES
Reflects properties acquired on March
14,1997.
<PAGE>
Four Winds Apartments
Statement of Revenues and Certain Expenses
Year Ended December 31, 1996 and for the period September 28, 1995
(date operations commenced) to December 31, 1995
with Report of Independent Auditors
<PAGE>
Statement of Revenues and Certain Expenses
Year Ended December 31, 1996 and for the period September 28, 1995
(date operations commenced) to December 31, 1995
Contents
Report of Independent Auditors................................................1
Statement of Revenues and Certain Expenses....................................2
Notes to Statement of Revenues and Certain Expenses...........................3
<PAGE>
Report of Independent Auditors
To the Shareholders and Board of Trust Managers
Grove Property Trust
We have audited the statement of revenues and certain expenses of Four Winds
Apartments (the Property) for the year ended December 31, 1996 and for the
period from September 28, 1995 to December 31, 1995. The statement of revenues
and certain expenses is the responsibility of the Property's management. Our
responsibility is to express an opinion on the statement of revenues and certain
expenses 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 statement of revenues and certain
expenses is free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the statement of
revenues and certain expenses. An audit also includes assessing the accounting
principles used and estimates made by management, as well as evaluating the
overall presentation of the statement of revenues and certain expenses. We
believe that our audits provide a reasonable basis for our opinion.
The accompanying statement of revenues and certain expenses was prepared for the
purpose of complying with the rules and regulations of the Securities and
Exchange Commission for inclusion on the Current Report on Form 8-K of Grove
Property Trust described in Note 2 and is not intended to be a complete
presentation of the Property's revenues and expenses.
In our opinion, the statement of revenues and certain expenses referred to above
presents fairly, in all material respects, the revenues and certain expenses as
described in Note 2 of Four Winds Apartments for the year ended December 31,
1996 and for the period from September 28, 1995 to December 31, 1995, in
conformity with generally accepted accounting principles.
ERNST & YOUNG LLP
Hartford, Connecticut
May 22, 1997
<PAGE>
Four Winds Apartments
Statement of Revenues and Certain Expenses
Three Peroid from
Months Year September 28,
Ended ended 1995 to
March 31, December 31, December 31,
1997 1996 1995
---- ---- ----
(unaudited)
Revenues:
Rental income ........................ $ 321,190 $1,085,745 $ 370,080
Miscellaneous income ................. 10,305 68,478 10,302
---------- ---------- ----------
Total revenues ....................... 331,495 1,154,223 380,382
---------- ---------- ----------
Certain Expenses:
Property operating and maintenance ... 106,839 434,135 91,453
Real estate taxes .................... 20,150 82,596 18,658
Management fees ...................... 15,258 54,896 18,713
General and administrative ........... 6,186 2,093 800
---------- ---------- ----------
148,433 573,720 129,624
---------- ---------- ----------
Revenues in excess of certain expenses $ 183,062 $ 580,503 $ 250,758
========== ========== ==========
See accompanying notes.
<PAGE>
Four Winds Apartments
Notes to the Statement of Revenues and Certain Expenses
December 31, 1996
1. Business
The accompanying Statement of Revenues and Certain Expenses relates to the
operation of Four Winds Apartments (the Property). The Property was acquired on
May 30, 1997 by Grove Property Trust. The Property was previously owned by
Northeast Apartments I Associates Limited Partnership, who acquired the property
on September 28, 1995 from an unrelated party.
2. Summary of Significant Accounting Policies
Basis of Presentation
The accompanying Statement of Revenues and Certain Expenses was prepared for the
purpose of complying with the rules and regulation of the Securities and
Exchange Commission. Accordingly, the financial statement excludes certain
expenses that may not be comparable to those expected to be incurred by Grove
Property Trust in the proposed future operations of the aforementioned property.
Items excluded consist of depreciation, amortization, interest and certain
non-operating expenses.
The preparation of the Statement of Revenues and Certain Expenses in conformity
with generally accepted accounting principles requires management to make
estimates and assumptions that affect the amounts reported in the Statement of
Revenues and Certain Expenses and accompanying notes. Actual results could
differ from those estimates.
Revenue Recognition
Rental income attributable to leases is recognized on a straight-line basis over
the term of the leases, which are generally for one year.
<PAGE>
Brooksyde Apartments
Statement of Revenues and Certain Expenses
Period from October 1,1996 (date operations
commenced) to December 31, 1996, the
period from January 1, 1996 to
September 30, 1996 and the year ended
December 31, 1995 with Report of
Independent Auditors
<PAGE>
Statement of Revenues and Certain Expenses
Period from October 1,1996 (date operations
commenced) to December 31, 1996, the
period from January 1, 1996 to
September 30, 1996 and the year ended December 31, 1995
Contents
Report of Independent Auditors................................................1
Statement of Revenues and Certain Expenses....................................2
Notes to Statement of Revenues and Certain Expenses...........................3
<PAGE>
Report of Independent Auditors
To the Shareholders and Board of Trust Managers
Grove Property Trust
We have audited the statement of revenues and certain expenses of Brooksyde
Apartments (the Property) for the period from October 1, 1996 to December 31,
1996, the period from January 1, 1996 to September 30, 1996 (predecessor) and
the year ended December 31, 1995 (predecessor). The statement of revenues and
certain expenses is the responsibility of the Property's management. Our
responsibility is to express an opinion on the statement of revenues and certain
expenses 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 statement of revenues and certain
expenses is free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the statement of
revenues and certain expenses. An audit also includes assessing the accounting
principles used and estimates made by management, as well as evaluating the
overall presentation of the statement of revenues and certain expenses. We
believe that our audits provide a reasonable basis for our opinion.
The accompanying statement of revenues and certain expenses was prepared for the
purpose of complying with the rules and regulations of the Securities and
Exchange Commission for inclusion on the Current Report on Form 8-K of Grove
Property Trust described in Note 2 and is not intended to be a complete
presentation of the Property's revenues and expenses.
In our opinion, the statement of revenues and certain expenses referred to above
presents fairly, in all material respects, the revenues and certain expenses as
described in Note 2 of Brooksyde Apartments for the period from October 1, 1996
to December 31, 1996, the period from January 1, 1996 to September 30, 1996
(predecessor) and the year ended December 31, 1995 (predecessor), in conformity
with generally accepted accounting principles.
ERNST & YOUNG LLP
Hartford, Connecticut
July1, 1997
<PAGE>
Brooksyde Apartments
Statement of Revenues and Certain Expenses
Three Peroid from Peroid from
Months October 1, January 1, Year
Ended 1996 to 1996 to ended
March 31, December September December 31,
1997 31, 1996 30, 1996 1996
---- -------- -------- ----
(unaudited)
Rental income .................... $ 149,947 144,310 $ 448,566 $ 60,590
Miscellaneous income ............. 9,523 3,857 11,323 9,394
----- ----- ------ -----
Total revenues .................. 153,804 155,633 457,960 570,113
------- ------- ------- -------
Certain Expenses
Property operating and maintenance 90,842 71,580 223,921 248,218
Real estate taxes ................ 17,330 17,450 50,820 66,130
Management fees .................. 7,436 7,321 24,686 30,106
General and administrative ....... 1,827 -- 11,302 2,300
----- ------ -----
117,435 96,351 310,729 346,754
------- ------ ------- -------
Revenues in excess of
certain expenses ................. $ 36,369 $ 59,282 $ 147,231 $223,359
========= ========= ========= ========
See accompanying notes.
<PAGE>
Brooksyde Apartments
Notes to the Statement of Revenues and Certain Expenses
Period from October 1,1996 (date operations
commenced) to December 31, 1996, the
period from January 1, 1996 to
September 30, 1996 and the year ended December 31, 1995
1. Business
The accompanying Statement of Revenue and Certain Expenses relates to the
operation of Brooksyde Apartments (the Property). The Property was acquired on
May 30, 1997 by Grove Property Trust. The Property was previously owned by West
Hartford Centre Associates Limited Partnership, who acquired the property on
October 1, 1996 from an unrelated party.
2. Summary of Significant Accounting Policies
Basis of Presentation
The accompanying Statement of Revenues and Certain Expenses was prepared for the
purpose of complying with the rules and regulation of the Securities and
Exchange Commission. Accordingly, the financial statement excludes certain
expenses that may not be comparable to those expected to be incurred by Grove
Property Trust in the proposed future operations of the aforementioned property.
Items excluded consist of depreciation, amortization, interest and certain
non-operating expenses.
The preparation of the Statement of Revenues and Certain Expenses in conformity
with generally accepted accounting principles requires management to make
estimates and assumptions that affect the amounts reported in the Statement of
Revenues and Certain Expenses and accompanying notes. Actual results could
differ from those estimates.
Revenue Recognition
Rental income attributable to leases is recognized on a straight-line basis over
the term of the leases, which are generally for one year.
<PAGE>
River's Bend Apartments
Statement of Revenues and Certain Expenses
Years Ended December 31, 1996 and 1995
with Report of Independent Auditors
<PAGE>
Statement of Revenues and Certain Expenses
Years Ended December 31, 1996 and 1995
Contents
Report of Independent Auditors................................................1
Statement of Revenues and Certain Expenses....................................2
Notes to Statement of Revenues and Certain Expenses...........................3
<PAGE>
Report of Independent Auditors
To the Shareholders and Board of Trust Managers
Grove Property Trust
We have audited the statement of revenues and certain expenses of River's Bend
Apartments (the Property) for the years ended December 31, 1996 and 1995. The
statement of revenues and certain expenses is the responsibility of the
Property's management. Our responsibility is to express an opinion on the
statement of revenues and certain expenses 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 statement of revenues and certain
expenses is free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the statement of
revenues and certain expenses. An audit also includes assessing the accounting
principles used and estimates made by management, as well as evaluating the
overall presentation of the statement of revenues and certain expenses. We
believe that our audits provide a reasonable basis for our opinion.
The accompanying statement of revenues and certain expenses was prepared for the
purpose of complying with the rules and regulations of the Securities and
Exchange Commission for inclusion on the Current Report on Form 8-K of Grove
Property Trust described in Note 2 and is not intended to be a complete
presentation of the Property's revenues and expenses.
In our opinion, the statement of revenues and certain expenses referred to above
presents fairly, in all material respects, the revenues and certain expenses as
described in Note 2 of River's Bend Apartments for the years ended December 31,
1996 and 1995, in conformity with generally accepted accounting principles.
ERNST & YOUNG LLP
Hartford, Connecticut
May 22, 1997
<PAGE>
River's Bend Apartments
Statement of Revenues and Certain Expenses
Three
Months
Ended
March 31, Years ended December 31,
1997 1996 1995
---- ---- ----
(unaudited)
Revenues:
Rental income $ 721,825 $2,783,065 $ 2,599,361
Miscellaneous income 11,440 58,803 95,884
------ ------ ------
Total revenues 733,265 2,841,868 2,695,245
------- --------- ---------
Certain Expenses:
Property operating and maintenance 167,805 973,714 877,034
Real estate taxes 106,576 481,378 463,252
Management fees 36,093 73,280 86,845
General and administrative 407 30,023 25,232
--- ------ ------
310,881 1,558,395 1,452,363
------- --------- ---------
Revenues in excess of certain expense $ 422,384 $ 1,283,473 $ 1,242,882
========= =========== ===========
See accompanying notes.
<PAGE>
River's Bend Apartments
Notes to the Statement of Revenues and Certain Expenses
December 31, 1996
1. Business
The accompanying Statement of Revenues and Certain Expenses relates to the
operation of River's Bend Apartments (the Property). The Property was acquired
on May 30, 1997 by Grove Property Trust. The Property was previously owned by
Windsor Arbor Limited Partnership, who acquired the property on May 1, 1994 from
an unrelated party.
2. Summary of Significant Accounting Policies
Basis of Presentation
The accompanying Statement of Revenues and Certain Expenses was prepared for the
purpose of complying with the rules and regulation of the Securities and
Exchange Commission. Accordingly, the financial statements exclude certain
expenses that may not be comparable to those expected to be incurred by Grove
Property Trust in the proposed future operations of the aforementioned property.
Items excluded consist of depreciation, amortization, interest and certain
non-operating expenses.
The preparation of the Statement of Revenues and Certain Expenses in conformity
with generally accepted accounting principles requires management to make
estimates and assumptions that affect the amounts reported in the Statement of
Revenues and Certain Expenses and accompanying notes. Actual results could
differ from those estimates.
Revenue Recognition
Rental income attributable to leases is recognized on a straight-line basis over
the term of the leases, which are generally for one year.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Company has duly caused this amendment to its report to be signed on its
behalf by the undersigned hereunto duly authorized.
GROVE PROPERTY TRUST
Date: July 25, 1997 By: /s/Joseph R. LaBrosse
---------------------
Joseph R. LaBrosse
Chief Financial Officer
<PAGE>
Exhibit Index
Exhibit No. Description
2.1 Contribution Agreement, dated as of May 30, 1997, by and between
Grove Operating, L.P., Northeast Apartments I Limited Partnership,
West Hartford Center Associates Limited Partnership, Windsor Equity
Partnership and Windsor Commons Corporation (incorporated by
reference to Exhibit 2.1 to the Company's Current Report on Form
8-K dated May 30, 1997 (Commission File No. 1-13080))
2.2 Form of First Amendment effective as of June 1, 1997 to Agreement
of Limited Partnership of Windsor Arbor Limited Partnership
(incorporated by reference to Exhibit 2.2 to the Company's Current
Report on Form 8-K dated May 30, 1997(Commission File No. 1-13080))
<PAGE>
