CNL INCOME FUND XVII LTD
10-Q, 1997-05-15
REAL ESTATE
Previous: PORTLAND BREWING CO /OR/, SC 13G, 1997-05-15
Next: CNL INCOME FUND XVIII LTD, 10-Q, 1997-05-15



<TABLE> <S> <C>

<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the balance
sheet of CNL Income Fund XVII, Ltd. at March 31, 1997, and its statement of
income for the three months then ended and is qualified in its entirety by
reference to the Form 10-Q of CNL Income Fund XVII, Ltd. for the three months
ended March 31, 1997.
</LEGEND>
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          DEC-31-1997
<PERIOD-START>                             JAN-01-1997
<PERIOD-END>                               MAR-31-1997
<CASH>                                       2,165,307
<SECURITIES>                                         0
<RECEIVABLES>                                   49,662
<ALLOWANCES>                                     6,784
<INVENTORY>                                          0
<CURRENT-ASSETS>                                     0<F1>
<PP&E>                                      22,574,841
<DEPRECIATION>                                 270,500
<TOTAL-ASSETS>                              28,009,518
<CURRENT-LIABILITIES>                                0<F1>
<BONDS>                                              0
                                0
                                          0
<COMMON>                                             0
<OTHER-SE>                                  26,263,763
<TOTAL-LIABILITY-AND-EQUITY>                28,009,518
<SALES>                                              0
<TOTAL-REVENUES>                               596,918
<CGS>                                                0
<TOTAL-COSTS>                                  147,387
<OTHER-EXPENSES>                                     0
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                                   0
<INCOME-PRETAX>                                468,617
<INCOME-TAX>                                         0
<INCOME-CONTINUING>                            468,617
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                   468,617
<EPS-PRIMARY>                                        0
<EPS-DILUTED>                                        0
<FN>
<F1>Due to the nature of its industry, CNL Income Fund XVII, Ltd. has an
unclassified balance sheet; therefore, no values are shown above for current
assets and current liabilities.
</FN>
        

</TABLE>



                                   FORM 10-Q

                      SECURITIES AND EXCHANGE COMMISSION

                            Washington, D.C.  20549


(X)  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d)
       OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended             March 31, 1997         

                                      OR

( )  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d)
       OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from                 to                 


                            Commission file number
                                    0-22485       


                          CNL Income Fund XVII, Ltd.
            (Exact name of registrant as specified in its charter)


          Florida                             59-3295393           
(State or other jurisdiction            (I.R.S. Employer
of incorporation or organiza-           Identification No.)
tion)


400 E. South Street, #500
Orlando, Florida                                32801              
(Address of principal                        (Zip Code)
executive offices)


Registrant's telephone number
(including area code)                     (407) 422-1574         


Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Sections 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days.   Yes     X      No         







                                   CONTENTS



Part I                                                              Page

  Item 1.  Financial Statements:

             Condensed Balance Sheets                               1

             Condensed Statements of Income                         2

             Condensed Statements of Partners' Capital              3

             Condensed Statements of Cash Flows                     4-5

             Notes to Condensed Financial Statements                6-10

  Item 2.  Management's Discussion and Analysis
             of Financial Condition and
             Results of Operations                                  11-14


Part II

  Other Information                                                 15









                          CNL INCOME FUND XVII, LTD.
                        (A Florida Limited Partnership)
                           CONDENSED BALANCE SHEETS


                                                  March 31,      December 31,
             ASSETS                                 1997             1996     
                                                 -----------     ------------

Land and buildings on operating
  leases, less accumulated
  depreciation                                   $22,304,341    $21,364,032 
Net investment in direct financing
  leases                                           1,975,750      1,982,164
Investment in joint venture                        1,132,462        201,171
Cash and cash equivalents                          2,165,307      4,716,719
Receivables, less allowance for
  doubtful accounts of $6,784 and
  $4,469                                              42,878         63,253
Due from related parties                                 836             - 
Prepaid expenses                                       3,065             - 
Organization costs, less accumulated
  amortization of $2,809 and $2,309                    7,191          7,691
Accrued rental income                                242,764        167,216
Other assets                                         134,924        172,761
                                                 -----------    -----------

                                                 $28,009,518    $28,675,007
                                                 ===========    ===========

LIABILITIES AND PARTNERS' CAPITAL

Accounts payable                                 $     9,867    $     2,985
Accrued construction costs payable                   723,110      1,560,712
Distributions payable                                525,000        490,084
Due to related parties                                 5,458         17,153
Rents paid in advance                                 64,844         52,769
Deferred rental income                               149,461         90,482
                                                 -----------    -----------
  Total liabilities                                1,477,740      2,214,185

Commitments (Note 5)

Minority interest                                    268,015        140,676

Partners' capital                                 26,263,763     26,320,146
                                                 -----------    -----------

                                                 $28,009,518    $28,675,007
                                                 ===========    ===========


           See accompanying notes to condensed financial statements.

                                       1








                          CNL INCOME FUND XVII, LTD.
                        (A Florida Limited Partnership)
                        CONDENSED STATEMENTS OF INCOME


                                                           Quarter Ended     
                                                             March 31,       
                                                          1997        1996   
                                                       ---------    ---------

Revenues:
  Rental income from operating leases                  $ 516,107    $  31,846
  Earned income from direct financing
    leases                                                49,710        1,968
  Interest and other income                               31,101       60,051
                                                       ---------    ---------
                                                         596,918       93,865
                                                       ---------    ---------

Expenses:
  General operating and administrative                    33,900       16,708
  Professional services                                    6,289          941
  Management fees to related party                         5,293          300
  State and other taxes                                    6,316           - 
  Depreciation and amortization                           95,589        6,040
                                                       ---------    ---------
                                                         147,387       23,989
                                                       ---------    ---------

Income Before Minority Interest in Loss
  of Consolidated Joint Venture and
  Equity in Earnings of Unconsolidated
  Joint Ventures                                         449,531       69,876

Minority Interest in Loss of Consolidated
  Joint Venture                                              241           - 

Equity in Earnings of Unconsolidated
  Joint Ventures                                          18,845           - 
                                                       ---------    ---------

Net Income                                             $ 468,617    $  69,876
                                                       =========    =========

Allocation of Net Income:
  General partners                                     $    (564)   $     (60)
  Limited partners                                       469,181       69,936
                                                       ---------    ---------

                                                       $ 468,617    $  69,876
                                                       =========    =========


Net Income Per Limited Partner Unit                    $    0.16    $    0.08
                                                       =========    =========

Weighted Average Number of Limited
  Partner Units Outstanding                            3,000,000      922,883
                                                       =========    =========


           See accompanying notes to condensed financial statements.

                                       2










                          CNL INCOME FUND XVII, LTD.
                        (A Florida Limited Partnership)
                   CONDENSED STATEMENTS OF PARTNERS' CAPITAL


                                              Quarter Ended       Year Ended 
                                                March 31,        December 31,
                                                  1997               1996    
                                              -------------      ------------

General partners:
  Beginning balance                            $       288       $       997
  Net income                                          (564)             (709)
                                               -----------       -----------
                                                      (276)              288
                                               -----------       -----------

Limited partners:
  Beginning balance                             26,319,858         4,641,236
  Contributions                                         -         24,303,079
  Syndication costs                                     -         (2,554,236)
  Net income                                       469,181         1,096,468
  Distributions ($0.18 and
    $0.39 per limited partner
    unit, respectively)                           (525,000)       (1,166,689)
                                               -----------       -----------
                                                26,264,039        26,319,858
                                               -----------       -----------

Total partners' capital                        $26,263,763       $26,320,146
                                               ===========       ===========


           See accompanying notes to condensed financial statements.

                                       3









                          CNL INCOME FUND XVII, LTD.
                        (A Florida Limited Partnership)
                      CONDENSED STATEMENTS OF CASH FLOWS


                                                        Quarter Ended       
                                                          March 31,         
                                                    1997              1996   
                                                 -----------      -----------

Increase (Decrease) in Cash and Cash
  Equivalents:

    Net Cash Provided by Operating
      Activities                                 $   568,705      $    75,084
                                                 -----------      -----------

    Cash Flows From Investing
      Activities:
        Additions to land and
          buildings on operating
          leases                                  (1,796,769)      (6,300,677)
        Investment in direct
          financing leases                            (8,337)        (625,291)
        Investment in joint ventures                (932,003)              - 
        Increase in other assets                          -           (20,059)
                                                 -----------      -----------
            Net cash used in
              investing activities                (2,737,109)      (6,946,027)
                                                 -----------      -----------

    Cash Flows From Financing
      Activities:
        Reimbursement of acquisition
          and syndication costs paid
          by related parties on behalf
          of the Partnership                         (20,504)        (209,577)
        Contributions from limited
          partners                                        -         7,401,066
        Contributions from minority
          interest                                   134,107               - 
        Distributions to limited
          partners                                  (490,084)         (27,076)
        Distribution to holder of
          minority interest                           (6,527)              - 
        Payment of syndication costs                      -          (748,068)
                                                 -----------      -----------
            Net cash provided by
              (used in) financing
              activities                            (383,008)       6,416,345
                                                 -----------      -----------

Net Decrease in Cash and Cash
  Equivalents                                     (2,551,412)        (454,598)

Cash and Cash Equivalents at
  Beginning of Quarter                             4,716,719        4,198,859
                                                 -----------      -----------

Cash and Cash Equivalents at End of
  Quarter                                        $ 2,165,307      $ 3,744,261
                                                 ===========      ===========


           See accompanying notes to condensed financial statements.

                                       4











                          CNL INCOME FUND XVII, LTD.
                        (A Florida Limited Partnership)
                CONDENSED STATEMENTS OF CASH FLOWS - CONTINUED


                                                        Quarter Ended        
                                                          March 31,          
                                                    1997              1996   
                                                 -----------      -----------

Supplemental Schedule of Non-Cash
  Investing and Financing Activities:

    Related parties paid certain acqui-
      sition and syndication costs
      on behalf of the Partnership
      as follows:
        Acquisition costs                        $     6,308      $    35,570
        Syndication costs                                 -           173,678
                                                 -----------      -----------

                                                 $     6,308      $   209,248
                                                 ===========      ===========

    Distributions declared and unpaid
      at end of quarter                          $   525,000      $   115,044
                                                 ===========      ===========


           See accompanying notes to condensed financial statements.

                                       5






                          CNL INCOME FUND XVII, LTD.
                        (A Florida Limited Partnership)
                    NOTES TO CONDENSED FINANCIAL STATEMENTS
                    Quarters Ended March 31, 1997 and 1996


1.    Significant Accounting Policies:

      Basis of Presentation - The accompanying unaudited condensed financial
      statements have been prepared in accordance with the instructions to
      Form 10-Q and do not include all of the information and note disclosures
      required by generally accepted accounting principles.  The financial
      statements reflect all adjustments, consisting of normal recurring
      adjustments, which are, in the opinion of management, necessary to a
      fair statement of the results for the interim periods presented. 
      Operating results for the quarter ended March 31, 1997, may not be
      indicative of the results that may be expected for the year ending
      December 31, 1997.  Amounts as of December 31, 1996, included in the
      financial statements, have been derived from audited financial
      statements as of that date.

      These unaudited financial statements should be read in conjunction with
      the financial statements and notes thereto included in Form 10-K of CNL
      Income Fund XVII, Ltd. (the "Partnership") for the year ended December
      31, 1996.

      The Partnership was a development stage enterprise from February 10,
      1995 through November 3, 1995.  Since operations had not begun,
      activities through November 3, 1995, were devoted to organization of the
      Partnership.

      The Partnership accounts for its 80 percent interest in the accounts of
      CNL/GC El Cajon Joint Venture using the consolidation method.  Minority
      interest represents the minority joint venture partner's proportionate
      share of the equity in the Partnership's consolidated joint venture. 
      All significant intercompany accounts and transactions have been
      eliminated.

      Certain items in the prior years' financial statements have been
      reclassified to conform to 1997 presentation.  These reclassifications
      had no effect on partners' capital or net income.


                                       6








                          CNL INCOME FUND XVII, LTD.
                        (A Florida Limited Partnership)
              NOTES TO CONDENSED FINANCIAL STATEMENTS - CONTINUED
                    Quarters Ended March 31, 1997 and 1996


2.    Land and Buildings on Operating Leases:

      Land and buildings on operating leases consisted of the following at:

                                             March 31,       December 31,
                                               1997              1996    
                                            -----------      ------------

            Land                            $10,150,071      $10,148,827
            Buildings                        11,193,233       11,168,540
                                            -----------      -----------
                                             21,343,304       21,317,367
            Less accumulated
              depreciation                     (270,500)        (176,995)
                                            -----------      -----------
                                             21,072,804       21,140,372
            Construction in progress          1,231,537          223,660
                                            -----------      -----------

                                            $22,304,341      $21,364,032
                                            ===========      ===========

      Some leases provide for escalating guaranteed minimum rents throughout
      the lease term.  Income from these scheduled rent increases is
      recognized on a straight-line basis over the terms of the leases.  For
      the quarters ended March 31, 1997 and 1996, the Partnership recognized
      $75,548 and $2,004, respectively, of such rental income.

      The following is a schedule of the future minimum lease payments to be
      received on noncancellable operating leases at March 31, 1997:

            1997                                             $ 1,452,519
            1998                                               1,962,199
            1999                                               1,974,764
            2000                                               1,987,403
            2001                                               2,044,044
            Thereafter                                        27,927,765
                                                             -----------

                                                             $37,348,694
                                                             ===========

      Since lease renewal periods are exercisable at the option of the tenant,
      the above table only presents future minimum lease payments due during
      the initial lease terms.  In addition, this table does not include any
      amounts for future contingent rentals which may be received on the
      leases based on a percentage of the tenant's gross sales.  These amounts
      do not include minimum lease payments that will become due when the
      property under is completed (See Note 5).


                                       7









                          CNL INCOME FUND XVII, LTD.
                        (A Florida Limited Partnership)
              NOTES TO CONDENSED FINANCIAL STATEMENTS - CONTINUED
                    Quarters Ended March 31, 1997 and 1996


3.    Investment in Joint Ventures:

      In January 1997, the Partnership acquired an approximate 27 percent
      interest in a Black-Eyed Pea property in Corpus Christi, Texas, and an
      approximate 37 percent interest in a Burger King property in Akron,
      Ohio, as tenants-in-common with affiliates of the general partners.  The
      Partnership accounts for its investment in these properties using the
      equity method since the Partnership shares control with an affiliate,
      and amounts relating to these investments are included in investment in
      joint ventures.  In addition, during February 1997, the Partnership
      entered into a joint venture arrangement, CNL Mansfield Joint Venture,
      with an affiliate of the general partners, to own an approximate 21
      percent interest in this joint venture.  The Partnership accounts for
      its investment in this joint venture using the equity method since the
      Partnership shares control with an affiliate.

      The following presents the combined, condensed financial information for
      all of the Partnership's investments in joint ventures at:

                                               March 31,     December 31,
                                                 1997           1996      
                                              ----------     ------------

            Land and buildings on
              operating leases,
              less accumulated
              depreciation                    $4,041,307     $  960,732
            Cash                                  14,755            100
            Receivables                           14,147            -  
            Accrued rental income                 15,389          3,929
            Liabilities                           29,386             23
            Partners' capital                  4,056,212        964,738
            Revenues                              85,055         29,293
            Net income                            70,541         24,502

      The Partnership recognized income totalling $18,845 for the quarter
      ended March 31, 1997, from these joint ventures.


                                       8








                          CNL INCOME FUND XVII, LTD.
                        (A Florida Limited Partnership)
              NOTES TO CONDENSED FINANCIAL STATEMENTS - CONTINUED
                    Quarters Ended March 31, 1997 and 1996


4.    Concentration of Credit Risk:

      The following schedule presents total rental and earned income from
      individual lessees, or affiliated groups of lessees, each representing
      more than ten percent of the Partnership's total rental and earned
      income for at least one of the quarters ended March 31:

                                                     1997         1996  
                                                   --------     --------

            Golden Corral Corporation              $113,797     $ 14,784
            DenAmerica Corporation                  103,997        5,242
            National Restaurant
              Enterprises, Inc.                      69,402       10,901
            RTM Indianapolis, Inc. and
              RTM Southwest, Texas, Inc.             67,331        2,887
            Foodmaker, Inc.                          65,265          -  

      In addition, the following schedule presents total rental and earned
      income from individual restaurant chains, each representing more than
      ten percent of the Partnership's total rental and earned income for at
      least one of the quarters ended March 31:

                                                     1997         1996  
                                                   --------     --------
            
            Golden Corral Family
              Steakhouse Restaurants               $113,797     $ 14,784
            Burger King                              76,055       10,901
            Boston Market                            74,909          -  
            Arby's                                   67,331        2,887
            Jack in the Box                          65,265          -  
            Denny's                                  63,026        5,242
            
      Although the Partnership's properties are geographically diverse
      throughout the United States and the Partnership's lessees operate a
      variety of restaurant concepts, default by any one of these lessees or
      restaurant chains could significantly impact the results of operations
      of the Partnership.  However, the general partners believe that the risk
      of such a default is reduced due to the essential or important nature of
      these properties for the ongoing operations of the lessees.


                                       9









                          CNL INCOME FUND XVII, LTD.
                        (A Florida Limited Partnership)
              NOTES TO CONDENSED FINANCIAL STATEMENTS - CONTINUED
                    Quarters Ended March 31, 1997 and 1996


5.    Commitments:

      In 1996, the Partnership acquired an 80 percent interest in CNL/GC El
      Cajon Joint Venture, for which the Partnership accounts for this 80
      percent interest using the consolidation method.  In conjunction
      therewith, the Partnership has agreed to fund 80 percent, or
      approximately $1,639,200 in development costs (including the purchase
      price of land and closing costs) relating to the property owned by the
      consolidated joint venture.  As of March 31, 1997, the Partnership had
      funded $1,116,742 of these costs.  The  building under construction
      became operational in April 1997.


                                      10







ITEM 2.     MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
            RESULTS OF OPERATIONS

      CNL Income Fund XVII, Ltd. (the "Partnership") is a Florida limited
partnership that was organized on February 10, 1995, to acquire for cash,
either directly or through joint venture arrangements, both newly constructed
and existing restaurant properties, as well as land upon which restaurants are
to be constructed, to be leased primarily to operators of national and
regional fast-food, family-style and casual dining restaurant chains
(collectively, the "Properties").  The leases will be triple-net leases, with
the lessee generally responsible for all repairs and maintenance, property
taxes, insurance and utilities.  As of March 31, 1997, the Partnership owned
27 Properties, including two Properties owned by joint ventures in which the
Partnership is a co-venturer and three Properties owned with affiliates as
tenants-in-common.

Liquidity and Capital Resources

      On September 2, 1995, the Partnership commenced an offering to the
public of up to 3,000,000 units of limited partnership interest.  The
Partnership's offering of units terminated on September 19, 1996, at which
time the maximum offering proceeds of  3,000,000 units ($30,000,000) had been
received from investors.  The Partnership, therefore, will derive no
additional capital resources from the offering.

      Net proceeds to the Partnership from its offering of units, after
deduction of organizational and offering expenses, totalled $26,400,000.  As
of March 31, 1997, approximately $25,330,400 had been used to invest, either
directly or through a joint venture arrangement, in 27 Properties and to pay
acquisition fees and certain acquisition expenses.

      As of March 31, 1997, the Partnership entered into a development
agreement with CNL/GC El Cajon Joint Venture, for which the Partnership
accounts for this 80 percent interest using the consolidation method.  In
conjunction therewith, the Partnership has agreed to fund 80 percent, or
approximately $1,639,200 in development costs (including the purchase price of
land and closing costs) relating to the Property owned by the consolidated
joint venture.  As of March 31, 1997, the Partnership had funded $1,116,742 of
these costs.  The building under construction became operational in April
1997.

      In January 1997, the Partnership acquired an approximate 27 percent
interest in a Black-eyed Pea Property in Corpus Christi, Texas, and an
approximate 37 percent interest in a Burger King property in Akron, Ohio, as
tenants-in-common with affiliates of the general partners.  In addition,
during February 1997, the Partnership entered into a joint venture
arrangement, CNL Mansfield Joint Venture, with an affiliate of the general
partners, to own an approximate 21 percent interest in this joint venture.


                                      11








Liquidity and Capital Resources - Continued

      The Partnership presently is negotiating to acquire one additional
Property, but as of April 30, 1997, had not acquired any such Property.

      Currently, the Partnership's primary source of capital is cash from
operations (which includes cash received from tenants, distributions from
joint ventures, and interest and other income received, less cash paid for
expenses).  Cash from operations was $568,705 and $75,084 for the quarters
ended March 31, 1997 and 1996, respectively.  The increase in cash from
operations for the quarter ended March 31, 1997, as compared to the quarter
ended March 31, 1996, is primarily a result of changes in income and expenses
as discussed in "Results of Operations" below, and changes in the
Partnership's working capital.

      Currently, uninvested offering proceeds and rental income from the
Partnership's Properties are invested in money market accounts or other short-
term, highly liquid investments pending the Partnership's use of such funds to
pay Partnership expenses or to make distributions to partners.  At March 31,
1997, the Partnership had $2,165,307 invested in such short-term investments,
as compared to $4,716,719 at December 31, 1996.  The decrease in the amount
invested in short-term investments is primarily attributable to the
acquisition of additional Properties as tenants-in-common, and as a result of
investing in CNL Mansfield Joint Venture,  as described above, during the
quarter ended March 31, 1997.  The funds remaining at March 31, 1997, after
the payment of accrued acquisition and construction costs and other
liabilities, will be used to purchase and develop one additional Property, to
pay limited partner distributions and to meet the Partnership's working
capital and other needs.

      Total liabilities of the Partnership, including distributions payable,
decreased to $1,477,740 at March 31, 1997, from $2,214,185 at December 31,
1996, primarily as a result of the payment during the quarter ended March 31,
1997, of construction costs accrued for certain Properties at December 31,
1996.  The general partners believe that the Partnership has sufficient cash
on hand to meet its current working capital needs.

      Based primarily on cash from operations, the Partnership declared
distributions to the limited partners of $525,000 and $115,044 for the
quarters ended March 31, 1997 and 1996, respectively.  This represents
distributions of $0.18 and $0.12 per unit for the quarters ended March 31,
1997 and 1996, respectively.  No distributions were made to the general
partners for the quarters ended March 31, 1997 and 1996.  No amounts
distributed or to be distributed to the limited partners for the quarters
ended March 31, 1997 and 1996, are required to be or have been treated by the
Partnership as a return of  capital for purposes of calculating


                                      12







Liquidity and Capital Resources - Continued

the limited partners' return on their adjusted capital contributions.  The
Partnership intends to continue to make distributions of cash available for
distribution to the limited partners on a quarterly basis.

      The Partnership's investment strategy of acquiring Properties for cash
and leasing them under triple-net leases to operators who generally meet
specified financial standards minimizes the Partnership's operating expenses. 
The general partners believe that the leases will continue to generate cash
flow in excess of operating expenses.

      The general partners have the right, but not the obligation, to make
additional capital contributions if they deem it appropriate in connection
with the operations of the Partnership.

Results of Operations

      During the quarter ended March 31, 1996, the Partnership  owned and
leased seven wholly owned Properties and during the quarter ended March 31,
1997, the Partnership and its consolidated joint venture, CNL/GC El Cajon
Joint Venture, owned and leased 23 wholly owned Properties, to operators of
fast-food and family-style restaurant chains.  In connection therewith, during
the quarters ended March 31, 1997 and 1996, the Partnership earned $565,817
and $33,814, respectively, in rental income from operating leases and earned
income from direct financing leases from these Properties.  The increase in
rental and earned income during the quarter ended March 31, 1997, as compared
to the quarter ended March 31, 1996, is primarily attributable to the
acquisition of additional Properties subsequent to March 31, 1996, and the
fact that Properties acquired during the quarter ended March 31, 1996, were
operational for the full quarter ended March 31, 1997, as compared to a
partial quarter ended March 31, 1996.

      During the quarter ended March 31, 1997, five lessees, or groups of
affiliated lessees, of the Partnership, (i) Golden Corral Corporation, (ii)
National Restaurant Enterprises, Inc., (iii) DenAmerica Corp., (iv) RTM
Indianapolis, Inc. and RTM Southwest Texas, Inc., (hereinafter referred to as
RTM, Inc.), and (v) Foodmaker Inc., each contributed more than ten percent of
the Partnership's total rental income.  As of March 31, 1997, Golden Corral
Corporation was the lessee under leases relating to three restaurants,
National Restaurant Enterprises, Inc. was the lessee under leases relating to
two restaurants, DenAmerica Corporation was the lessee under lease relating to
four restaurants, RTM, Inc. was the lessee under lease relating to three
restaurants, and  Foodmaker, Inc. was the lessee under leases relating to four
restaurants.  It is anticipated that, based on the minimum rental payments
required by the leases, these lessees or groups of affiliated lessees, each
will continue to contribute more than ten percent  of  the  Partnership's 
total  rental  income  during  the


                                      13









Results of Operations - Continued

remainder of 1997 and subsequent years.  During the quarter ended March 31,
1997, six restaurant chains, Golden Corral Family Steakhouse Restaurants, Jack
in the Box, Denny's, Arby's, Boston Market and Burger King, each accounted for
more than ten percent of the Partnership's total rental income.  During the
remainder of 1997 and subsequent years, it is anticipated that these six
restaurant chains each will continue to account for more than ten percent of
the total rental income to which the Partnership is entitled under the terms
of the leases.  Any failure of these lessees or restaurant chains could
materially affect the Partnership's income.

      During the quarters ended March 31, 1997 and 1996, the Partnership also
earned $31,101 and $60,051, respectively, in interest and other income.  The
decrease in interest and other income during the quarter ended March 31, 1997,
as compared to the quarter ended March 31, 1996, is primarily attributable to
the decrease in the amount of funds invested in short-term, liquid investments
due to the acquisition of additional Properties subsequent to the quarter
ended March 31, 1996, and during the quarter ended March 31, 1997.

      Operating expenses, including depreciation and amortization expense,
were $147,387 and $23,989 for the quarters ended March 31, 1997 and 1996,
respectively.  The increase in operating expenses during the quarter ended
March 31, 1997, as compared to the quarter ended March 31, 1996, is primarily
attributable to an increase in depreciation expense as the result of the
acquisition of additional Properties subsequent to March 31, 1996, and the
fact that Properties acquired during the quarter ended March 31, 1996, were
operational for the full quarter ended March 31, 1997, as compared to a
partial quarter ended March 31, 1996.  Operating expenses also increased
during the quarter ended March 31, 1997, as a result of an increase in (i)
accounting and administrative expenses associated with operating the
Partnership and its Properties, (ii) management fees as a result of the
increase in rental revenues, as described above, and (iii) the Partnership
incurring additional taxes relating to the filing of various state tax returns
during 1997.


                                      14







                          PART II.  OTHER INFORMATION


Item 1.     Legal Proceedings.  Inapplicable.

Item 2.     Changes in Securities.  Inapplicable.

Item 3.     Defaults upon Senior Securities.  Inapplicable.

Item 4.     Submission of Matters to a Vote of Security Holders.

            Inapplicable.

Item 5.     Other Information.  Inapplicable.

Item 6.     Exhibits and Reports on Form 8-K.

            (a)   Exhibits - None.

            (b)   The Partnership filed one report on Form 8-K on February 20,
                  1997, reporting property acquisitions.


                                      15






                                  SIGNATURES

      Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the registrant has duly caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.

      DATED this 13th day of May, 1997.


                              CNL INCOME FUND XVII, LTD.

                              By:   CNL REALTY CORPORATION
                                    General Partner


                                    By:   /s/ James M. Seneff, Jr.     
                                          -----------------------------
                                          JAMES M. SENEFF, JR.
                                          Chief Executive Officer
                                          (Principal Executive Officer)
                                          

                                    By:   /s/ Robert A. Bourne         
                                          -----------------------------
                                          ROBERT A. BOURNE
                                          President and Treasurer 
                                          (Principal Financial and
                                          Accounting Officer)



© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission