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FORM 10-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1996
[ ] 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 O-2666
250 WEST 57TH ST. ASSOCIATES
(Exact name of registrant as specified in its charter)
New York 13-6083380
State or other jurisdiction of (I.R.S. Employer
incorporation or organization Identification No.)
60 East 42nd Street, New York, New York 10165
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (212) 687-8700
Securities registered pursuant to Section 12(b) of the Act:
None
Securities registered pursuant to section 12(g) of the Act:
$3,600,000 of Participations in Joint-Venture Interests
Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 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
reports), and (2) has been subject to such filing requirements for
the past 90 days. Yes [ x ] No [ ]
The aggregate market of the voting stock held by non-affiliates of
the Registrant: Not applicable, but see Items 5 and 10 of this
report.
Indicate by check mark if disclosure of delinquent filers pursuant
to Item 405 of Regulation S-K is not contained herein, and will
not be contained, to the best of Registrant's knowledge, in
definitive proxy or information statements incorporated by
reference in Part III of this Form 10-K or any amendment to this
Form 10-K.
An Exhibit Index is located on pages 31 through 33 hereof.
Number of pages (including exhibits) in this filing: 49
PART I
Item 1. Business.
(a) General
Registrant is a joint venture which was organized on May
25, 1953. On September 30, 1953, Registrant acquired fee title to
The Fisk Building, 250-264 West 57th Street, New York, New York
(the "Building") and to the land thereunder (the "Property").
Registrant's joint venturers are Peter L. Malkin, Stanley Katzman
and Ralph W. Felsten (individually, a "Joint Venturer" and,
collectively, the "Joint Venturers") each of whom also acts as an
agent for holders of participations in their undivided joint
venture interests in Registrant (each holder of a participation,
individually, a "Participant" and, collectively, the
"Participants").
Registrant leases the Property to Fisk Building
Associates (the "Net Lessee"), a partnership, under a net
operating lease dated May 1, 1954 (the "Net Lease"), the current
term of which expires on September 30, 2003. Net Lessee is a
partnership in which Mr. Malkin is one of the Partners. Two of
three Joint Venturers are also current members, and one is a
retired, former member, of the law firm of Wien & Malkin LLP, 60
East 42nd Street, New York, New York, counsel to Registrant and
the Net Lessee ("Counsel"). See Items 10, 11, 12 and 13 hereof
for a description of the ongoing services rendered by, and
compensation paid to, Counsel and for a discussion of certain
relationships which may pose actual or potential conflicts of
interest among Registrant, Net Lessee and certain of their respec-
tive affiliates.
As of December 31, 1996, the Building was approximately
93% occupied by approximately 280 tenants, a majority of whom are
engaged in the practices of law, dentistry and accounting, and the
businesses of publishing, insurance and entertainment. Registrant
does not maintain a full-time staff. See Item 2 hereof for
additional information concerning the Building.
(b) Net Lease
Under the Net Lease, Net Lessee must pay (i) annual
basic rent equal to the sum of $28,000 plus an amount equal to the
rate of constant payments for interest and amortization required
annually under the first mortgage described below (the "Basic
Rent"), and (ii)(A) primary overage rent equal to the lesser of
(1) Net Lessee's net operating income for the lease year or (2)
$752,000 (the "Primary Overage Rent"), and (B) secondary overage
rent equal to 50% of any remaining balance of Net Lessee's net
operating income for such lease year ("Secondary Overage Rent").
Net Lessee is required to make a monthly payment to
Registrant, as an advance against Primary Overage Rent, of an
amount equal to its operating profit for its previous lease year
in the maximum amount of $752,000 per annum. Net Lessee currently
advances $752,000 each year, which permits Registrant to make
regular monthly distributions at 20% per annum on the
Participants' original cash investment.
For the lease year ended September 30, 1996, Net Lessee
reported net operating profit of $4,068,953 after deduction of
Basic Rent. Net Lessee paid Primary Overage Rent of $752,000,
together with Secondary Overage Rent of $1,658,477 for the fiscal
year ended September 30, 1996. The Secondary Overage Rent of
$1,658,477 represents 50% of the excess of the net operating
profit of $4,068,953 over $752,000. After the payment of $165,848
to Counsel as an additional payment for supervisory services, the
balance of $1,492,629 was distributed to the Participants on
November 30, 1996.
Secondary Overage Rent income is recognized when earned
from Net Lessee, at the close of the lease year ending September
30. Such income is not determinable until Net Lessee, pursuant to
the Net Lease, renders to Registrant a certified report on the Net
Lessee's operation of the Property. The Net Lease requires that
this report be delivered to Registrant annually within 60 days
after the end of each such lease year. Accordingly, all Secondary
Overage Rent income and related supervisory service expense can
only be determined after the receipt of such report. The Net
Lease does not provide for the Net Lessee to render interim
reports to Registrant, so no income is reflected for the period
between the end of the lease year and the end of Registrant's
fiscal year. See Note 4 of Notes to Financial Statements filed
under Item 8 hereof (the "Notes") regarding Secondary Overage Rent
payments by Net Lessee for the fiscal years ended December 31,
1996, 1995 and 1994.
The Net Lease provides for one renewal option of 25
years. The Participants in Registrant and the partners in Net
Lessee have agreed to execute three additional 25-year renewal
terms on or before the expiration of the then applicable renewal
term.
(c) Mortgage Loan Refinancing
Effective March 1, 1995, the first mortgage loan on the
Property, in the principal amount of $2,890,758, held by Apple
Bank for Savings ("Apple Bank") was refinanced (the
"Refinancing"). The material terms of the refinanced mortgage
loan (the "Mortgage Loan") are as follows:
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(i) a maturity date of June 1, 2000;
(ii) monthly payments of $24,096, aggregating
$289,157 per annum, applied first to interest at the
rate of 9.4% per annum and the balance in reduction of
principal;
(iii) no prepayment until after the third loan year.
Thereafter, a 3% penalty will be imposed in the fourth
loan year and a 2% penalty during the fifth loan year.
No prepayment penalty will be imposed if the Mortgage
Loan is paid in full during the last 90 days prior to
maturity of the Mortgage Loan; and
(iv) no Partner or Participant will have any
personal liability for principal of, or interest on, the
Mortgage Loan.
Registrant incurred $36,758 of expenses in connection
with the Refinancing, including $17,754 which was paid to Counsel
for various services and disbursements. Net Lessee paid $14,453
of these expenses as additional basic rent and advanced the
balance of $22,305, which was repaid from the receipt of Secondary
Overage Rent, thus obviating the need to increase the principal
amount of the Mortgage Loan.
Net Lessee is obligated to pay Basic Rent equal to the
sum of annual mortgage charges and basic supervisory fees.
Accordingly, effective March 3, 1995, Basic Rent was reduced by
$4,329 a year, such amount representing the annual savings in
mortgage charges under the refinanced Mortgage Loan. Assuming
that Net Lessee continues to earn a profit in excess of Basic Rent
and Primary Overage Rent, Registrant should receive increased
Secondary Overage Rent at the annual rate of $2,164 (one half of
the annual savings on the Mortgage Loan). The Refinancing will
not affect the amount of regular monthly distributions to the
Participants.
Prior to the Refinancing, the Property was subject to a
mortgage loan with the following material terms:
(i) a maturity date of June 1, 1995, with an
option to extend the loan for an additional five-year
term at 300 basis points over the highest five-year U.S.
Treasury Note Yield, but not less than 9.75% per annum,
with constant monthly payments based upon a 30-year
amortization schedule;
(ii) during the initial term, monthly payments of
$24,457, aggregating $293,486 per annum, applied first
to interest at the rate of 9.75% per annum and the
balance in reduction of principal; and
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(iii) no prepayment until the fourth loan year or,
if Registrant exercises its option to extend the loan,
no prepayment until the fourth extended loan year.
Thereafter, prepayment in full, but not in part, upon
furnishing to Apple Bank (a) not more than 120 days and
not less than 60 days' prior written notice and (b) a
prepayment fee of 3% based on the then outstanding
principal balance, which fee shall decrease to 2% during
the fifth loan year (or fifth extended loan year),
except that no prepayment fee will be charged to
Registrant if prepayment is made within 90 days prior to
maturity under the initial term or extended term of the
Mortgage Loan.
(d) Competition
Pursuant to currently offered tenant space leases at the
Building, the average annual base rental rate payable to Net
Lessee approximates $26 per square foot (exclusive of electricity
charges and escalation). This rental rate is competitive with the
average rental rates charged by similar office buildings currently
offering comparable space in the immediate vicinity. Registrant
has been advised that the currently offered average rental rate is
approximately $27 per square foot at one neighboring office build-
ing with certain upgraded interior improvements, located at 1775
Broadway (across 57th Street). A building located at 1780
Broadway, which contains 12 stories and provides no rear or side
window exposure (due to its location in the middle of the block),
offers space at approximately $22 per square foot. 1776 Broadway,
a building which contains 24 stories and offers approximately the
same grade facilities as the Building, currently offers a rental
rate averaging approximately $26 per square foot.
In the overall rental market for commercial space in
Manhattan, rents range from approximately $50 per square foot on
Fifth Avenue to approximately $12 per square foot in less-
developed industrial and/or commercial areas. Accordingly, rents
at the Building may be considered competitive in the area, given
the relative condition of surrounding buildings and the nature of
services, amenities and office space offered by them as compared
to the Building.
(e) Tenant Leases
Net Lessee operates the Building free from any federal,
state or local government restrictions involving rent control or
other similar rent regulations which may be imposed upon
residential real estate in Manhattan. Any increase or decrease in
the amount of rent payable by a tenant is governed by the
provisions of the tenant's particular lease. With respect to the
retail leases, the tenants are required to pay electricity charges
and taxes, and some tenants are required to pay cost of living
-4-
increases in rent. In one particular instance, percentage rent
was included in the tenant's lease in lieu of cost of living
increases.
Item 2. Properties.
As stated in Item 1 hereof, Registrant owns the Building
located at 250-264 West 57th Street, New York, New York, known as
the "Fisk Building", and the land thereunder. Registrant's fee
title to the Property is encumbered by the Mortgage Loan which, at
December 31, 1996, had an unpaid principal balance of $2,859,449.
For a description of the terms of the Mortgage Loan see Note 3 of
the Notes.
The Building, erected in 1921 and containing 26 floors,
occupies the entire block front on the south side of West 57th
Street between Broadway and Eighth Avenue, New York, New York.
The Building has ten passenger and three freight elevators and is
equipped with a combination of central and individual window unit
air-conditioning.
The Building is net leased to Net Lessee under the Net
Lease. A modification of the Net Lease, effective October 1,
1984, provides for a further renewal term of 25 years, from
October 1, 2003 through September 30, 2028. Registrant and Net
Lessee have agreed to execute separate lease modification
agreements covering three additional 25-year renewal terms on or
before the expiration of the then applicable renewal term. There
is no change in the terms of the Net Lease during the renewal
periods. See Item 1 hereof.
A majority of the Building's tenants are engaged in the
entertainment business, insurance business, publishing, and the
practice of law, accounting and dentistry. In addition, there are
several commercial tenants located on the street level of the
Building, including a restaurant and several retail stores.
Item 3. Legal Proceedings.
There are no material pending legal proceedings to which
Registrant is a party.
Item 4. Submission of Matters to a Vote of Security Holders.
During the fourth quarter of the fiscal year ended
December 31, 1996, Registrant did not submit any matter to a vote
of the Participants through the solicitation of proxies or other-
wise.
-5-
PART II
Item 5. Market for Registrant's Common Stock
and Related Security Holder Matters.
Registrant is a joint venture organized pursuant to a
joint venture agreement entered into among various individuals
dated May 1, 1954.
Registrant has not issued any common stock. The
securities registered by it under the Securities Exchange Act of
1934, as amended, consist of participations in the joint venture
interests of the Joint Venturers in Registrant (each,
individually, a "Participation" and, collectively,
"Participations") and are not shares of common stock or their
equivalent. The Participations represent each Participant's
fractional share in the Joint Venturers' undivided interest in
Registrant and are divided approximately equally among the Joint
Venturers. Each unit of the Participations was originally offered
at a purchase price of $5,000; fractional units were also offered
at proportionate purchase prices. Registrant has not repurchased
Participations in the past and it is not likely to change its
policy in the future.
(a) The Participations neither are traded on an
established securities market nor are readily tradable on a
secondary market or the substantial equivalent thereof. Based on
Registrant's transfer records, Participations are sold by the
holders thereof from time to time in privately negotiated
transactions and, in many instances, Registrant is not aware of
the prices at which such transactions occur. Registrant was
advised of 31 transfers of Participations during 1996. In four
instances, the indicated purchase price was equal to 2.5 times the
face amount of the Participation transferred, i.e., $12,500 for a
$5,000 Participation. In all other cases, no consideration was
indicated.
(b) As of December 31, 1996, there were 550 holders of
Participations of record.
(c) Registrant does not pay dividends. During the
years ended December 31, 1996 and 1995, Registrant made regular
monthly distributions of $83.33 for each $5,000 Participation
($1,000 per annum for each $5,000 Participation). On November 30,
1996 and November 30, 1995, Registrant made additional
distributions for each $5,000 Participation of $2,073 and $1,415,
respectively. Such distributions represented primarily Secondary
Overage Rent payable by Net Lessee. There are no restrictions on
Registrant's present or future ability to make distributions;
-6-
however, the amount of such distributions, particularly
distributions of Secondary Overage Rent, depends solely on Net
Lessee's ability to make payments of Basic Rent, Primary Overage
Rent and Secondary Overage Rent to Registrant. (See Item 1
hereof). Registrant expects to make distributions so long as it
receives the payments provided for under the Net Lease. See Item
7 hereof.
-7-
250 WEST 57th ST. ASSOCIATES
SELECTED FINANCIAL DATA
Year ended December 31,
1996 1995 1994 1993 1992
Basic minimum annual rent income. $ 317,157 $ 331,691 $ 321,486 $ 321,486 $ 321,486
Primary overage rent income...... 752,000 752,000 752,000 752,000 752,000
Secondary overage rent income.... 1,658,477 1,154,342 1,367,772 1,146,828 1,003,181
Total revenue................. $2,727,634 $2,238,033 $2,441,258 $2,220,314 $2,076,667
Net income....................... $2,224,320 $1,781,573 $1,944,494 $1,744,631 $1,614,436
Earnings per $5,000 participation
unit, based on 720 participation
units outstanding during each
year............................ $ 3,089 $ 2,474 $ 2,701 $ 2,423 $ 2,242
Total assets..................... $2,228,311 $2,236,141 $2,209,164 $2,226,533 $2,243,909
Long-term obligations............ $2,838,179 $2,859,449 $2,877,271 $2,893,621 $2,904,401
Distributions per $5,000
participation unit, based on
720 participation units
outstanding during each year:
Income........................ $ 3,073 $ 2,415 $ 2,701 $ 2,423 $ 2,242
Return of capital............. - - 9 11 12
Total distributions........... $ 3,073 $ 2,415 $ 2,710 $ 2,434 $ 2,254
-8-
Item 7. Management's Discussion and Analysis of Financial
Condition and Results of Operation.
Registrant was organized solely for the purpose of
owning the Property described in Item 2 hereof subject to a net
operating lease of the Property held by Net Lessee. Registrant is
required to pay, from Basic Rent, the mortgage charges and amounts
for supervisory services, and to then distribute the balance of
such Basic Rent to holders of Participations. Pursuant to the Net
Lease, Net Lessee has assumed sole responsibility for the
condition, operation, repair, maintenance and management of the
Property. Accordingly, Registrant need not maintain substantial
reserves or otherwise maintain liquid assets to defray any
operating expenses of the Property.
Registrant's results of operations are affected
primarily by the amount of rent payable to it under the Net Lease.
The amount of Secondary Overage Rent is affected by the New York
City economy and its real estate market. It is difficult to
forecast whether the New York City economy and real estate market
will improve or deteriorate over the next few years. The
following summarizes the material factors for the three most re-
cent years affecting Registrant's results of operations for such
periods:
(a) Total income increased for the year ended December 31, 1996
as compared with the year ended December 31, 1995. The
increase resulted from an increase in Secondary Overage Rent
net of a decrease in Basic Rent received by Registrant for
the lease year ended September 30, 1996 as compared with the
lease year ended September 30, 1995. See Note 4 of the
Notes. Total income decreased for the year ended December
31, 1995 as compared with the year ended December 31, 1994.
The decrease resulted from a decrease in Secondary Overage
Rent net of an increase in Basic Rent received by Registrant
for the lease year ended September 30, 1995 as compared with
the lease year ended September 30, 1994. See Note 4 of the
Notes.
(b) Total expenses increased for the year ended December 31, 1996
as compared with the year ended December 31, 1995. The
increase was the net result of (i) an increase in supervisory
service expense, (ii) a decrease in interest on the Mortgage
Loan and (iii) a decrease in amortization of mortgage
refinancing costs. See Notes 2b, 3a and 5 of the Notes.
Total expenses decreased for the year ended December 31, 1995
as compared with the year ended December 31, 1994. The
decrease was the result of (x) a decrease in supervisory
service expense, (y) a decrease in interest on the Mortgage
Loan, and (z) a decrease in amortization of mortgage
refinancing costs. See Notes 2b, 3a and 5 of the Notes.
-9-
Liquidity and Capital Resources
There has been no significant change in Registrant's
liquidity for the year ended December 31, 1996 as compared with
the year ended December 31, 1995.
Based on the current net profit from the Building and
current trends in the geographic area in which the Property is
located, the value of the Property is estimated to be in excess of
the amount of the Mortgage Loan balance at December 31, 1996.
Consequently, there are no material changes anticipated in the
short-term or long-term financial liquidity position of
Registrant, other than the need to refinance the Mortgage Loan
upon maturity. Registrant foresees no need to make material
commitments for capital expenditures from its own resources while
the Net Lease is in effect.
Inflation
Inflationary trends in the economy do not directly
affect Registrant's operations since Registrant does not actively
engage in the operation of the Property. Inflation may impact the
operations of Net Lessee. Net Lessee is required to pay Basic
Rent, regardless of the results of its operations. Inflation and
other operating factors affect only the amount of Primary and
Secondary Overage Rent payable by Net Lessee, which is based on
Net Lessee's net operating profit.
Item 8. Financial Statements and Supplementary Data.
The financial statements, together with the accompanying
report by, and the consent to the use thereof, of Jacobs Evall &
Blumenfeld LLP immediately following, are being filed in response
to this item.
Item 9. Disagreements on Accounting and Financial Disclosure.
Not applicable.
-10-
PART III
Item 10. Directors and Executive Officers of the Registrant.
Registrant has no directors or officers or any other
centralization of management. There is no specific term of office
for any Joint Venturer in Registrant. The table below sets forth
as to each individual who served as a Joint-Venturer in Registrant
as of December 31, 1996 the following: name, age, nature of any
family relationship with any other Joint Venturer, business exper-
ience during the past five years and principal occupation and
employment during such period, including the name and principal
business of any corporation or any organization in which such
occupation and employment was carried on and the date such
individual became a Joint-Venturer in Registrant:
Date
Principal Individual
Nature of Occupation became
Family Business and Joint
Name Age Relationship Experience Employment Venturer
Ralph W. Felsten 70 None Attorney-at-Law Retired Former 1990
Senior Partner
Wien & Malkin,
LLP,
Counsellors-
at-Law
Stanley Katzman 64 None Attorney-at-Law Senior Partner 1995
Wien & Malkin
LLP,
Counsellors-
at-Law
Peter L. Malkin 63 None Attorney-at-Law Senior Partner 1982
Wien & Malkin
LLP,
Counsellors-
at-Law
As stated in Item 1 hereof, two of the Joint Venturers
are current members and one of the Joint Venturers is now a
retired former member of Counsel. See Items 11, 12 and 13 hereof
for a description of the services rendered by, and the
compensation paid to, Counsel and for a discussion of certain
relationships which may pose actual or potential conflicts of
interest among Registrant, Net Lessee and certain of their respec-
tive affiliates.
The names of entities which have a class of securities
registered pursuant to Section 12 of the Securities Exchange Act
-11-
of 1934 or are subject to the requirements of Section 15(d) of
that Act, and in which the Joint Venturers are also either a
director, joint venturer or general partner are as follows:
Ralph W. Felsten is a general partner in 60 East 42nd
St. Associates.
Stanley Katzman is a general partner in Garment Capitol
Associates, 60 East 42nd St. Associates, Navarre-500
Building Associates and Empire State Building
Associates.
Peter L. Malkin is a general partner in Garment Capitol
Associates, 60 East 42nd St. Associates, Navarre-500
Building Associates and Empire State Building
Associates.
Item 11. Executive Compensation.
As stated in Item 10 hereof, Registrant has no directors
or officers or any other centralization of management.
No remuneration was paid during the fiscal year ended
December 31, 1996 by Registrant to any of the Joint Venturers as
such. Registrant pays Counsel, for legal fees and supervisory
services and disbursements, fees of $40,000 per annum, plus 10% of
all distributions to the Participants in any year in excess of the
amount representing a return at the rate of 15% per annum on their
remaining original cash investment. At December 31, 1996, such
remaining original cash investment was $3,600,000. See Item 1
hereof. Pursuant to such fee arrangements, Registrant paid
Counsel $225,848 during the fiscal year ended December 31, 1996.
The supervisory services include, among other items, the
preparation of reports and related documentation required by the
Securities and Exchange Commission, the monitoring of all areas of
federal and local securities law compliance, the preparation of
certain financial reports, as well as the supervision of
accounting and other documentation related to the administration
of Registrant's business. Out of its fees, Counsel paid all
disbursements and costs of regular accounting services. As noted
in Items 1 and 10 hereof, the Joint Venturers are members of
Counsel.
Item 12. Security Ownership of Certain Beneficial Owners and
Management.
(a) Registrant has no voting securities. See Item 5
hereof. At December 31, 1996, no person owned of record or was
known by Registrant to own beneficially more than 5% of the
outstanding Participations in the undivided Joint Venture
interests in Registrant.
-12-
(b) At December 31, 1996, the Joint Venturers (see Item
10 hereof) beneficially owned, directly or indirectly, the
following Participations in Registrant:
Name & Address Amount of
of Beneficial Beneficial Percent
Title of Class Owners Ownership of Class
Participations Ralph W. Felsten $ 5,000.00 .1388%
in Joint Venture 300 East 54th St.
Interests Apartment 15H
New York, NY 10022
Stanley Katzman $ 5,833.34 .1620%
30 East 62nd Street
New York, NY 10021
Peter L. Malkin $18,333.34 .5093%
21 Bobolink Lane
Greenwich, CT 06830
At such date, the spouse of one of the Joint Venturers
(see Item 10 hereof) held additional Participations as follows:
Isabel Malkin, the wife of Peter L. Malkin, owned
of record and beneficially $70,000 of Participations.
Mr. Malkin disclaims any beneficial ownership of such
Participations.
(c) Not applicable.
Item 13. Certain Relationships and Related Transactions.
(a) As stated in Item 1 hereof, each Joint
Venturer acts as agent for his respective group of Participants.
Mr. Malkin is also a partner in Net Lessee. Mr. Felsten is a
participant in the Net Lessee. As a consequence of one of the
three Joint Venturers being a partner in Net Lessee, one being a
participant in the Net Lessee, and two of the three Joint
Venturers currently being members of Counsel (which represents
Registrant and Net Lessee), certain actual or potential conflicts
of interest may arise with respect to the management and
administration of the business of Registrant. However, under the
respective participating agreements pursuant to which the Joint
Venturers act as agents for the Participants, certain transactions
require the prior consent from Participants owning a specified
interest under the Agreements in order for the agents to act on
their behalf. Such transactions include modifications and exten-
sions of the Net Lease or the Mortgage Loan, or a sale or other
disposition of the Property or substantially all of Registrant's
other assets.
-13-
Reference is made to Items 1 and 2 hereof for a
description of the terms of the Net Lease between Registrant and
Net Lessee. The respective interest, if any, of each Joint
Venturer in Registrant and in Net Lessee arises solely from
ownership of Participations in Registrant and partnership
interests or participations in Net Lessee. The Joint Venturers
receive no extra or special benefit not shared on a pro rata basis
with all other Participants in Registrant or partners and
participants in Net Lessee. However, each of the two Joint
Venturers who is currently a member of Counsel, by reason of his
respective partnership interest in Counsel, is entitled to receive
his pro rata share of any legal fees or other remuneration paid to
Counsel for professional services rendered to Registrant and Net
Lessee. See Item 11 hereof for a description of the remuneration
arrangements between Registrant and Counsel relating to
supervisory services provided by Counsel.
Reference is also made to Items 1 and 10 hereof for a
description of the relationship between Registrant and Counsel of
which the Joint Venturers are members. The respective interests
of the Joint Venturers in any remuneration paid or given by
Registrant to Counsel arose and arises solely from the ownership
of their respective partnership interests therein. See Item 11
hereof for a description of the remuneration arrangements between
Registrant and Counsel relating to supervisory services provided
by Counsel.
(b) Reference is made to Paragraph (a) above.
(c) Not applicable.
(d) Not applicable.
-14-
PART IV
Item 14. Exhibits, Financial Statement Schedules and
Reports on Form 8-K.
(a)(1) Financial Statements:
Consent of Jacobs Evall & Blumenfeld LLP, Certified
Public Accountants, dated January 31, 1997.
Accountant's Report of Jacobs Evall & Blumenfeld LLP,
Certified Public Accountants, dated January 31, 1997.
Balance Sheets at December 31, 1996 and at December 31,
1995 (Exhibit A).
Statements of Income for the fiscal years ended December
31, 1996, 1995 and 1994 (Exhibit B).
Statement of Partners' Capital Deficit for the fiscal
year ended December 31, 1996 (Exhibit C-1).
Statement of Partners' Capital Deficit for the fiscal
year ended December 31, 1995 (Exhibit C-2).
Statement of Partners' Capital Deficit for the fiscal
year ended December 31, 1994 (Exhibit C-3).
Statements of Cash Flows for the fiscal years ended
December 31, 1996, 1995 and 1994 (Exhibit D).
Notes to Financial Statements for the fiscal years ended
December 31, 1996, 1995 and 1994.
(2) Financial Statement Schedules:
List of Omitted Schedules.
Real Estate and Accumulated Depreciation - December 31,
1996 (Schedule III).
(3) Exhibits: See Exhibit Index.
(b) No report on Form 8-K was filed by Registrant
during the last quarter of the period covered by
this report.
-15-
[LETTERHEAD OF
JACOBS EVALL & BLUMENFELD LLP
CERTIFIED PUBLIC ACCOUNTANTS]
INDEPENDENT ACCOUNTANTS' REPORT
To the participants in 250 West 57th St. Associates
(a Joint Venture)
New York, N. Y.
We have audited the accompanying balance sheets of 250 West 57th St.
Associates (the "Company") as of December 31, 1996 and 1995, and the
related statements of income, partners' capital deficit and cash flows
for each of the three years in the period ended December 31, 1996 and
the supporting financial statement schedule as contained in Item
14(a)(2) of this Form 10-K. These financial statements and
schedule are the responsibility of the Company's management. Our
responsibility is to express an opinion on these financial statements
and financial statement schedule 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 financial position of 250 West
57th St. Associates as of December 31, 1996 and 1995, and the results
of its operations and its cash flows for each of the three years in
the period ended December 31, 1996 in conformity with generally
accepted accounting principles, and the related financial statement
schedule, when considered in relation to the basic financial
statements, presents fairly, in all material respects, the information
set forth therein.
Jacobs Evall & Blumenfeld LLP
Certified Public Accountants
New York, N. Y.
January 31, 1997
-16-
January 31, 1997
250 West 57th St. Associates
New York, N.Y.
We consent to the use of our independent accountants' report dated
January 31, 1997, covering our audits of the accompanying financial
statements of 250 West 57th St. Associates in connection with and as
part of your December 31, 1996 annual report (Form 10-K) to the
Securities and Exchange Commission.
Jacobs Evall & Blumenfeld LLP
Certified Public Accountants
-17-
EXHIBIT A
250 WEST 57th ST. ASSOCIATES
BALANCE SHEETS
A S S E T S
December 31,
1996 1995
Current Assets:
Cash in NatWest Bank N.A................... $ 24,125 $ 24,125
Cash in distribution account held by
Wien, Malkin & Bettex LLP (Note 9)...... 60,000 60,000
TOTAL CURRENT ASSETS............... 84,125 84,125
Real Estate, at cost:
Property situated at 250-264 West 57th
Street, New York, N. Y. (Notes 2a and 3):
Land.................................... 2,117,435 2,117,435
Building................................ $4,940,682 $4,940,682
Less: Accumulated depreciation........ 4,940,682 - 4,940,682 -
Building improvements................... 688,000 688,000
Less: Accumulated depreciation........ 688,000 - 688,000 -
Tenants' installations and
improvements........................... 249,791 249,791
Less: Accumulated depreciation....... 249,791 - 249,791 -
Other Assets:
Mortgage refinancing costs (Note 2b)....... 41,106 41,106
Less: Accumulated amortization........... 14,355 6,525
26,751 34,581
TOTAL ASSETS....................... $2,228,311 $2,236,141
LIABILITIES AND PARTNERS' CAPITAL DEFICIT
Current Liabilities:
Accrued interest payable................... $ 22,399 $ 22,551
Principal payments of first mortgage
payable within one year (Note 3).......... 21,270 19,369
TOTAL CURRENT LIABILITIES.......... 43,669 41,920
Long-term Liabilities:
Bonds, mortgages and similar debt:
First mortgage payable (Note 3).......... $2,859,449 $2,878,818
Less: Current installments shown
above................................. 21,270 19,369
2,838,179 2,859,449
TOTAL LIABILITIES.................. 2,881,848 2,901,369
Partners' Capital Deficit (Exhibit C)........ (653,537) (665,228)
TOTAL LIABILITIES AND
PARTNERS' CAPITAL DEFICIT......... $2,228,311 $2,236,141
See accompanying notes to financial statements.
-18-
EXHIBIT B
250 WEST 57th ST. ASSOCIATES
STATEMENTS OF INCOME
Year ended December 31,
1996 1995 1994
Revenues:
Rent income, from a
related party (Note 4)......... $2,727,634 $2,238,033 $2,441,258
Expenses:
Interest on mortgage
(Note 3)....................... 269,636 273,835 282,611
Supervisory services, to
a related party (Note 5)....... 225,848 173,204 196,777
Amortization of mortgage
refinancing costs
(Note 2b)...................... 7,830 9,421 17,376
503,314 456,460 496,764
NET INCOME, CARRIED TO
PARTNERS' CAPITAL
DEFICIT (NOTE 8)....... $2,224,320 $1,781,573 $1,944,494
Earnings per $5,000
participation unit, based
on 720 participation units
outstanding during each
year............................. $ 3,089 $ 2,474 $ 2,701
See accompanying notes to financial statements.
-19-
EXHIBIT C-1
250 WEST 57th ST. ASSOCIATES
STATEMENT OF PARTNERS' CAPITAL DEFICIT
YEAR ENDED DECEMBER 31, 1995
Partners' Partners'
capital deficit Share of capital deficit
January 1, 1995 net income Distributions December 31, 1995
Ralph W. Felsten
Joint Venture #1.............. $ (70,797) $ 178,157 $ 173,883 $ (66,523)
Ralph W. Felsten
Joint Venture #2.............. (70,797) 178,157 173,883 (66,523)
Ralph W. Felsten
Joint Venture #3.............. (70,797) 178,157 173,883 (66,523)
Ralph W. Felsten
Joint Venture #4.............. (70,797) 178,158 173,884 (66,523)
Stanley Katzman
Joint Venture #1
(formerly
Alvin Silverman
Joint Venture #1)............ (70,797) 178,158 173,884 (66,523)
Stanley Katzman
Joint Venture #2
(formerly
Alvin Silverman
Joint Venture #2)............ (70,797) 178,158 173,884 (66,523)
Stanley Katzman
Joint Venture #3
(formerly
Alvin Silverman
Joint Venture #3)............ (70,796) 178,157 173,883 (66,522)
Stanley Katzman
Joint Venture #4
(formerly
Alvin Silverman
Joint Venture #4)............ (70,797) 178,157 173,883 (66,523)
Peter L. Malkin
Joint Venture #1.............. (70,797) 178,157 173,883 (66,523)
Peter L. Malkin
Joint Venture #2.............. (70,796) 178,157 173,883 (66,522)
$(707,968) $1,781,573 $1,738,833 $(665,228)
See accompanying notes to financial statements.
-20-
EXHIBIT C-2
250 WEST 57th ST. ASSOCIATES
STATEMENT OF PARTNERS' CAPITAL DEFICIT
YEAR ENDED DECEMBER 31, 1994
Partners' Partners'
capital deficit Share of capital deficit
January 1, 1994 net income Distributions December 31, 1994
Ralph W. Felsten
Joint Venture #1.............. $ (70,147) $ 194,450 $ 195,100 $ (70,797)
Ralph W. Felsten
Joint Venture #2.............. (70,147) 194,450 195,100 (70,797)
Ralph W. Felsten
Joint Venture #3.............. (70,147) 194,450 195,100 (70,797)
Ralph W. Felsten
Joint Venture #4.............. (70,147) 194,450 195,100 (70,797)
Alvin Silverman
Joint Venture #1.............. (70,147) 194,449 195,099 (70,797)
Alvin Silverman
Joint Venture #2.............. (70,146) 194,449 195,100 (70,797)
Alvin Silverman
Joint Venture #3.............. (70,146) 194,449 195,099 (70,796)
Alvin Silverman
Joint Venture #4.............. (70,147) 194,449 195,099 (70,797)
Peter L. Malkin
Joint Venture #1.............. (70,147) 194,449 195,099 (70,797)
Peter L. Malkin
Joint Venture #2.............. (70,146) 194,449 195,099 (70,796)
$(701,467) $1,944,494 $1,950,995 $(707,968)
See accompanying notes to financial statements.
-21-
EXHIBIT C-3
250 WEST 57th ST. ASSOCIATES
STATEMENT OF PARTNERS' CAPITAL DEFICIT
YEAR ENDED DECEMBER 31, 1996
Partners' Partners'
capital deficit Share of capital deficit
January 1, 1996 net income Distributions December 31, 1996
Ralph W. Felsten
Joint Venture #1.............. $ (66,523) $ 222,432 $ 221,263 $ (65,354)
Ralph W. Felsten
Joint Venture #2.............. (66,523) 222,432 221,263 (65,354)
Ralph W. Felsten
Joint Venture #3.............. (66,523) 222,432 221,263 (65,354)
Ralph W. Felsten
Joint Venture #4.............. (66,523) 222,432 221,262 (65,353)
Stanley Katzman
Joint Venture #1.............. (66,523) 222,432 221,263 (65,354)
Stanley Katzman
Joint Venture #2.............. (66,523) 222,432 221,263 (65,354)
Stanley Katzman
Joint Venture #3.............. (66,522) 222,432 221,263 (65,353)
Stanley Katzman
Joint Venture #4.............. (66,523) 222,432 221,263 (65,354)
Peter L. Malkin
Joint Venture #1.............. (66,523) 222,432 221,263 (65,354)
Peter L. Malkin
Joint Venture #2.............. (66,522) 222,432 221,263 (65,353)
$(665,228) $2,224,320 $2,212,629 $(653,537)
See accompanying notes to financial statements.
-22-
EXHIBIT D
250 WEST 57th ST. ASSOCIATES
STATEMENTS OF CASH FLOWS
Year ended December 31,
1996 1995 1994
Cash flows from operating activities:
Net income.............................. $ 2,224,320 $ 1,781,573 $ 1,944,494
Adjustments to reconcile net income
to cash provided by operating
activities:
Amortization......................... 7,830 9,421 17,376
Change in accrued interest payable... (152) (960) (88)
Payments of mortgage refinancing costs:
To a related party (Note 2b).......... - (17,754) -
Other................................. - (19,004) -
Net cash provided by
operating activities........... 2,231,998 1,753,276 1,961,782
Cash flows from financing activities:
Cash distributions...................... (2,212,629) (1,738,833) (1,950,995)
Principal payments on long-term debt.... (19,369) (14,803) (10,780)
Net cash used in financing
activities..................... (2,231,998) (1,753,636) (1,961,775)
Net change in cash.............. - (360) 7
Cash, beginning of year................... 84,125 84,485 84,478
CASH, END OF YEAR............... $ 84,125 $ 84,125 $ 84,485
Supplemental disclosures of cash flow information:
Year ended December 31,
1996 1995 1994
Cash paid for:
Interest............................. $ 269,788 $ 274,795 $ 282,699
See accompanying notes to financial statements.
-23-
250 WEST 57th ST. ASSOCIATES
NOTES TO FINANCIAL STATEMENTS
1. Business Activity
250 West 57th Street Associates (the "Company") is a joint venture
which owns commercial property situated at 250 West 57th Street, New
York, New York, known as the "Fisk Building". The property is net
leased to Fisk Building Associates (the "Lessee").
2. Summary of Significant Accounting Policies
a. Real Estate and Depreciation:
Land and building:
The basis for building valuation was seventy per cent (70%) of
the total purchase price in 1953 of the land and building,
$7,058,117, which amounts to $4,940,682. The balance of the
purchase price, $2,117,435, was allocated to land cost. The
seventy per cent allocation of total cost to the building was
based upon the percentage of assessed valuation of the building
to the total assessed valuation on the land and building at the
time of acquisition.
The building, building improvements and tenants installations and
improvements are fully depreciated.
b. Mortgage Refinancing Costs, Amortization and Related Party
Transactions:
Mortgage refinancing costs of $87,333 were incurred in connection
with the 1990 refinancing of the first mortgage payable and were
charged to income ratably over the five year term of the mortgage
(see Note 3a). Such costs include payments of $45,020 to the
firm of Wien, Malkin & Bettex LLP; some members of that firm are
partners in the Company.
Effective March 1, 1995, the first mortgage was modified and
extended (see Note 3b) and new mortgage refinancing costs of
$36,758 were incurred.
Mortgage refinancing costs of $41,106 consist of the unamortized
balance of the 1990 refinancing costs of $4,348 plus the new
refinancing costs of $36,758 (including payments of $17,754 to
the firm of Wien, Malkin & Bettex LLP). Such costs are being
amortized ratably over the extended term of the first mortgage,
from March 1, 1995 through June 1, 2000.
c. Use of Estimates:
In preparing financial statements in conformity with generally
accepted accounting principles, management often makes estimates
and assumptions that affect the reported amounts of assets and
liabilities and disclosures of contingent assets and liabilities
at the date of the financial statements, as well as the reported
amounts of revenues and expenses during the reporting period.
Actual results could differ from those estimates.
-24-
250 WEST 57th ST. ASSOCIATES
NOTES TO FINANCIAL STATEMENTS
(continued)
3. First Mortgage Payable
a. On May 24, 1990, a first mortgage was placed on the property with
Apple Bank for Savings in the amount of $2,934,861. Annual
mortgage charges were $293,486, payable in equal monthly
installments, applied first to interest at the rate of 9.75% per
annum and the balance to principal. The first mortgage was
scheduled to mature on June 1, 1995.
b. Effective March 1, 1995, the first mortgage, having a balance of
$2,890,758, was modified and extended to mature on June 1, 2000,
when the principal balance will be $2,777,754. Annual mortgage
charges are $289,157, payable in equal monthly installments,
applied first to interest at the rate of 9.4% per annum and the
balance to principal.
Principal payments required to be made on long-term debt are as
follows:
Year ending December 31,
1997............................... $ 21,270
1998............................... 23,358
1999............................... 25,650
Through June 1, 2000............... 2,789,171
$2,859,449
The real estate is pledged as collateral for the first mortgage.
4. Related Party Transactions - Rent Income
Rent income earned during the year ended December 31, 1996, 1995 and
1994, totaling $2,727,634, $2,238,033 and $2,441,258, respectively,
constitutes the basic minimum annual rental plus overage rent under an
operating lease dated September 30, 1953 (as modified June 12, 1961,
June 10, 1965, May 1, 1975 and October 1, 1984) with the Lessee,
consisting of the following:
Year ended December 31,
1996 1995 1994
Basic minimum annual rent... $ 317,157 $ 331,691 $ 321,486
Primary overage rent........ 752,000 752,000 752,000
Secondary overage rent...... 1,658,477 1,154,342 1,367,772
$2,727,634 $2,238,033 $2,441,258
The lease modification dated October 1, 1984 provides for rent income
until September 30, 2003, as follows:
A) A basic annual rent equal to the sum of $28,000 plus current
mortgage requirements for interest and amortization. Upon any
further refinancing of the first mortgage (Note 3), the annual
basic rent will be modified and will be equal to the sum of
$28,000 plus an amount equal to the rate of constant payments for
interest and amortization required annually under any such first
mortgage immediately subsequent to refinancing computed on the
principal balance of the mortgage immediately prior to such
refinancing;
-25-
250 WEST 57th ST. ASSOCIATES
NOTES TO FINANCIAL STATEMENTS
(continued)
4. Related Party Transactions - Rent Income (continued)
B) A primary overage rent equal to the lesser of $752,000 per annum
for each year ending September 30th, or the lessee's defined net
operating profit for its lease year ending September 30th after
deduction of basic rent and advances previously paid on account of
primary overage rent; and
C) A secondary overage rent consisting of 50% of any remaining
balance of the lessee's defined net operating profit (after
payment of basic rent and primary overage rent) for its lease year
ending September 30th.
Primary overage rent has been billed to and advanced by the Lessee in
equal monthly installments of $62,667. While it is not practicable to
estimate that portion of overage rent for the lease year ending on the
ensuing September 30th which would be allocable to the current three
month period ending December 31st, the Company's policy is to include
in its income each year the advances of primary overage rent income
received from October 1st to December 31st.
No other overage rent is accrued by the Company for the period between
the end of the Lessee's lease year ending September 30th and the end
of the Company's fiscal year ending December 31st.
In 1978, the Lessee exercised its option to renew the lease for a
twenty-five year period from October 1, 1978 through September 30,
2003 on the same terms as provided during the balance of the initial
period. The lease modification effective October 1, 1984 provides for
an option for one renewal term of 25 years commencing October 1, 2003.
The terms of the lease remain the same during the renewal period.
The Lessee may surrender the lease at the end of any month, upon sixty
days' prior written notice; the liability of the Lessee will end on
the effective date of such surrender.
A partner in the Company is also a partner in the Lessee.
5. Related Party Transactions - Supervisory Services
Fees for supervisory services (including disbursements and cost of
regular accounting services) during the years ended December 31, 1996,
1995 and 1994, totaling $225,848, $173,204 and $196,777, respectively,
were paid to the firm of Wien, Malkin & Bettex LLP. Some members of
that firm are partners in the Company. Fees for supervisory services
are paid pursuant to an agreement, which amount is based on a rate of
return of investment achieved by the participants of the Company each
year.
6. Number of Participants
There were approximately 550 participants in the various joint
ventures as at December 31, 1996, 1995 and 1994.
-26-
250 WEST 57th ST. ASSOCIATES
NOTES TO FINANCIAL STATEMENTS
(continued)
7. Determination of Distributions to Participants
Distributions to participants during each year represent mainly the
excess of rent income received over the mortgage requirements and cash
expenses.
8. Distributions and Amount of Income per $5,000 Participation Unit
Distributions per $5,000 participation unit for each fiscal period,
based on 720 participation units outstanding during each such period,
consisted of the following:
Year ended December 31,
1996 1995 1994
Income................. $3,073 $2,415 $2,701
Return of capital...... - - 9
TOTAL DISTRIBUTIONS.. $3,073 $2,415 $2,710
Net income is computed without regard to income tax expense since the
Company does not pay a tax on its income; instead, any such taxes are
paid by the participants in their individual capacities.
9. Concentration of Credit Risk
The Company maintains cash balances in a bank and in a distribution
account held by Wien, Malkin & Bettex LLP. The bank balance is
insured by the Federal Deposit Insurance Corporation up to $100,000,
and at December 31, 1996 was completely insured. The distribution
account held by Wien, Malkin & Bettex LLP is not insured. The funds
held in the distribution account were paid to the participants on
January 1, 1997.
-27-
250 WEST 57th ST. ASSOCIATES
OMITTED SCHEDULES
The following schedules have been omitted as not applicable in the
present instance:
SCHEDULE I - Condensed financial information of registrant.
SCHEDULE II - Valuation and qualifying accounts.
SCHEDULE IV - Mortgage loans on real estate.
-28-
SCHEDULE III
250 WEST 57th ST. ASSOCIATES
Real Estate and Accumulated Depreciation
December 31, 1996
Column
A Description Office building and land located at
250-264 West 57th Street, New York,
New York, known as the "Fisk
Building".
B Encumbrances Apple Bank for Savings
Balance at December 31, 1996.................................. $2,859,449
C Initial cost to company
Land.......................................................... $2,117,435
Building...................................................... $4,940,682
D Costs capitalized subsequent to acquisition
Improvements.................................................. $ 937,791
Carrying costs................................................ $ NONE
E Gross amount at which carried at
close of period
Land......................................................... $2,117,435
Building and Improvements.................................... 5,878,473
Total........................................................ $7,995,908(a)
F Accumulated depreciation........................................ $5,878,473(b)
G Date of construction 1921
H Date acquired September 30, 1953
I Life on which depreciation in latest
income statements is computed Not applicable
(a) There have been no changes in the carrying value of real estate for
the year ended December 31, 1996, December 31, 1995 and December 31,
1994. The costs for federal income tax purposes are the same as
for financial statement purposes.
(b) Accumulated depreciation
Balance at January 1, 1994 $5,878,473
Depreciation:
F/Y/E 12/31/94 None
12/31/95 None
12/31/96 None None
Balance at December 31, 1996 $5,878,473
-29-
SIGNATURE
Pursuant to the requirements of Section 13 or 15(d) of
the Securities Exchange Act of 1934, the Registrant has duly
caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
The individual signing this report on behalf of
Registrant is Attorney-in-Fact for Registrant and each of the
Joint Venturers in Registrant, pursuant to a Power of Attorney,
dated March 29, 1996 (the "Power").
250 WEST 57TH ST. ASSOCIATES
(Registrant)
By /s/ Stanley Katzman
Stanley Katzman, Attorney-in-Fact*
Date: March __, 1997
Pursuant to the requirements of the Securities Exchange
Act of 1934, this report has been signed by the undersigned as
Attorney-in-Fact for each of the Joint Venturers in Registrant,
pursuant to the Power, on behalf of the Registrant and as a Joint
Venturer in Registrant on the date indicated.
By /s/ Stanley Katzman
Stanley Katzman, Attorney-in-Fact*
Date: March __, 1997
______________________
* Mr. Katzman supervises accounting functions for Registrant.
-30-
EXHIBIT INDEX
Number Document Page*
3(a) Registrant's Joint Venture Agreement, dated
May 25, 1953, which was filed as Exhibit No.
3(a) to Registrant's Registration Statement on
Form S-1 (the "Registration Statement"), is
incorporated by reference as an exhibit
hereto.
3(b) Amended Business Certificate of Registrant
filed with the Clerk of New York County on
December 22, 1995 reflecting a change in the
Partners of Registrant which was filed as
Exhibit 3(b) to Registrant's Annual Report on
10-K for the fiscal year ended December 31,
1995 and is incorporated by reference as an
exhibit hereto.
3(c) Registrant's Memorandum of Agreement among
Joint Venturers in 250 West 57th St.
Associates, dated June 9, 1953, filed as
Exhibit 1 to the Registration Statement, is
incorporated by reference as an exhibit
hereto.
4 Registrant's form of Participation Agreement,
which was filed as Exhibit No. 4(a) to the
Registration Statement, is incorporated by
reference as an exhibit hereto.
10(a) Net Lease between Registrant and Fisk Building
Associates dated September 30, 1957, which was
filed as Exhibit No. 2(d) to the Registration
Statement, is incorporated by reference as an
exhibit hereto.
10(b) Modification of Net Lease dated November 10,
1961, was filed by letter dated November 21,
1961 as Exhibit B to Registrant's Statement of
Registration on Form 8-K for the month of
October, 1961, is incorporated by reference as
an exhibit hereto.
______________________
* Page references are based on a sequential numbering system.
-31-
Number Document Page*
10(c) Second Modification Agreement of Net Lease
dated June 10, 1965, between Registrant and
Fisk Building Associates which was filed by
letter dated December 29, 1981 as Exhibit
10(c) to Registrant's Annual Report on Form
10-K for the year ended September 30, 1981 is
incorporated by reference as an exhibit
hereto.
10(d) Fourth Lease Modification Agreement dated
November 12, 1985 between Registrant and Fisk
Building Associates, which was filed by letter
dated January 13, 1986 as Exhibit 10(g) to
Registrant's Annual Report on Form 10-K for
the year ended, September 30, 1985, is
incorporated herein by reference as an exhibit
hereto.
10(e) Modification of Mortgage dated as of March 1,
1995 between Registrant and the Apple Bank for
Savings, which was filed on March 30, 1995 as
Exhibit 10(e) to Registrant's Annual Report on
Form 10-K, is incorporated herein by reference
as an exhibit hereto.
13(a) Letter to Participants dated February 3, 1997
and supplementary financial reports for the
fiscal year ended December 31, 1996. The
foregoing material shall not be deemed "filed"
with the Commission or otherwise subject to
the liabilities of Section 18 of the
Securities Exchange Act of 1934.
13(b) Letter to Participants dated November 30, 1996
and supplementary financial reports for the
lease year ended September 30, 1996. The
foregoing material shall not be deemed "filed"
with the Commission or otherwise subject to
the liabilities of Section 18 of the
Securities Exchange Act of 1934.
______________________
* Page references are based on a sequential numbering system.
-32-
24 Power of Attorney dated March 29, 1996,
between Peter L. Malkin, Stanley Katzman and
Ralph W. Felsten as partners of Registrant and
Stanley Katzman and Richard A. Shapiro,
attached as Exhibit 24 to Registrant's Annual
Report on Form 10-K for the year ended 1995,
and incorporated herein by reference as an
exhibit hereto.
27 Financial Data Schedule of Registrant for
fiscal year ended December 31, 1996.
-33-