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BROWN-BENCHMARK PROPERTIES LIMITED PARTNERSHIP
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
(Mark One)
{ X } ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934 (FEE REQUIRED)
For the fiscal year ended December 31, 1997
OR
{ } TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 (NO FEE REQUIRED)
For the transition period from to
Commission file number 000-16698
Brown-Benchmark Properties Limited Partnership
(Exact Name of Registrant as Specified in its Charter)
Delaware 31-1209608
(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification Number)
225 East Redwood Street, Baltimore, Maryland 21202
(Address of Principal Executive Offices) (Zip Code)
Securities registered pursuant to Section 12(b) of the Act:
Title of each class Name of each exchange on which registered
None
Securities registered pursuant to section 12(g) of the Act:
Assignee Units of Limited Partnership Interests
(Title of class)
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 such reports), and (2) has been subject to such
filing requirements for the past 90 days.
Yes X No
As of December 31, 1997, there were 499,600 Units of Assignee Limited
Partnership Interests held by non-affiliates of the Registrant. Because there is
not an established public trading market for the Units, the aggregate market
value of the Units held by non-affiliates of the Registrant cannot be
calculated.
Documents Incorporated by Reference
The Annual Report for 1997 is incorporated by reference.
BROWN-BENCHMARK PROPERTIES LIMITED PARTNERSHIP
INDEX
Page (s)
Part I
Item 1. Business 3
Item 2. Properties 4
Item 3. Legal Proceedings 4
Item 4. Submission of Matters to a Vote
of Security Holders 4
Part II
Item 5. Market for Registrant's Common Equity
and Related Stockholder Matters 5
Item 6. Selected Financial Data 5
Item 7. Management's Discussion and Analysis of Financial
Condition and Results of Operations 6-7
Item 8. Financial Statements and Supplementary Data 7
Item 9. Changes in and Disagreements with Accountants on
Accounting and Financial Disclosure 7
Part III
Item 10. Directors and Executive Officers of Registrant 8-9
Item 11. Executive Compensation 9
Item 12. Security Ownership of Certain Beneficial Owners
and Management 10
Item 13. Certain Relationships and Related Transactions 10
Part IV
Item 14. Exhibits, Financial Statement Schedules and
Reports on Form 8-K 11-13
Signatures 14
BROWN-BENCHMARK PROPERTIES LIMITED PARTNERSHIP
PART I
Item 1. Business
Brown-Benchmark Properties Limited Partnership (the "Partnership") is a
Delaware limited partnership formed on June 1, 1987. The Partnership was formed
to develop and operate three residential multifamily communities ("Properties")
in Ohio. See Item 2, Properties, herein. The offering proceeds raised from the
sale of the Assignee Units (the "Units") and moderate leverage enabled the
Partnership to acquire the land and develop the three Properties. Construction
was completed at all three Properties by September of 1989.
The Partnership's objectives are to (i) preserve and protect
Unitholders' capital; (ii) obtain capital appreciation through increases in the
value of the Properties; and (iii) provide quarterly cash distributions to
Unitholders, a portion of which may be sheltered from taxation, from income
generated by the Properties's rental income.
The General Partners of the Partnership are Brown-Benchmark AGP, Inc.,
a Maryland corporation (the "Administrative General Partner"), and Benchmark
Equities, Inc., an Ohio corporation (the "Development General Partner").
Pursuant to the Registration Statement, a minimum of 320,000 Units and
a maximum of 500,000 Units were registered under the Securities and Exchange Act
of 1933, as amended. On February 19, 1988, the minimum offering of $8,000,000
was subscribed and investors holding 320,000 Units were recognized on the books
of the Partnership, and on March 23, 1988, the Partnership completed the maximum
offering of $12,500,000 with the recognition on the books of the Partnership of
investors purchasing the remaining 180,000 Units.
Each of the Partnership's three Properties was constructed by an
affiliate of the Development General Partner under the terms of a guaranteed
fixed-price development agreement. The Partnership's investment in real estate
at December 31, 1997 was $24,655,249 before depreciation charges, of which
approximately 60% was funded by permanent loans.
The Partnership's residential apartment communities face competition
with similar properties in their locations. The competition is based on the
proximity of the Properties to area employers and commercial and retail
facilities. In addition, consideration has been given to the comparability of
quality, amenities, rental rates and unit sizes. The Partnership's annual report
discusses operations and current leasing information at the properties and is
incorporated by reference in Item 14. Exhibits, Financial Statement Schedules
and Reports on Form 8-K, herein.
Pursuant to the terms of a Property Management Agreement with the
Partnership, each of the Properties is managed by Benchmark Properties, Inc.,
the Property Manager. The Property Management Agreements are renewable on a
year-to-year basis and may be terminated by the Partnership upon 60 days notice
without cause. The Property Manager receives a Property Management Fee of 4.5%
of gross monthly operating revenues of each Property. Under the terms of the
Property Management Agreements, the Property Manager is responsible for
performing, or paying others to perform on its behalf, all leasing-related and
other property management services for the Properties. The management and
administration of the Partnership is performed by the General Partners or an
affiliate thereof. See Note 5, "Related Party Transactions," in Item 8.
Financial Statements and Supplementary Data, herein.
-3-
BROWN-BENCHMARK PROPERTIES LIMITED PARTNERSHIP
Item 2. Properties
The Partnership owns land and improvements as described below:
Name and Location
Woodhills
West Carrollton,
Montgomery Co.
Ohio
Oakbrook
Reynoldsburg,
Franklin, Ohio
Deerfield
Union Township
(Greater Cincinnati
area)
Clermont County,
Ohio
Description of Properties
Approximately 15 acres as a 186- unit multifamily community, consisting of 12
one-story villas, 54 two-story town-houses, 5 three-story garden-style buildings
containing 120 units, a swimming pool, volleyball court, and a clubhouse.
Approximately 22 acres as a 181- unit multifamily community, consisting of 20
one-story villas, 81 two-story townhouses, 5 two-story garden-style buildings
containing 80 units, a swimming pool, volleyball court and a clubhouse.
Approximately 19 acres as a 223- unit multifamily community, consisting of 32
one- and two-story apartment buildings, a swimming pool, volleyball court and a
clubhouse.
Gross Investment
in Property
$7,592,926
$7,576,004
$9,486,319
1997
Rental Income
$1,178,112
$1,169,283
$1,498,921
For additional information on the Properties, reference is made to Item
7. Management's Discussion and Analysis of Financial Condition and Results of
Operations, herein.
Item 3. Legal Proceedings
The Partnership is not subject to any material pending legal
proceedings.
Item 4. Submission of Matters to a Vote of Security Holders
There were no matters submitted to the security holders for a vote
during the last quarter of the fiscal year covered by this report.
-4-
BROWN-BENCHMARK PROPERTIES LIMITED PARTNERSHIP
PART II
Item 5. Market for Registrant's Common Equity and Related Partner Matters
An established public trading market for the Units does not exist and
the Partnership does not anticipate that a public market will develop. Transfer
of Units by an investor and purchase of Units by the Partnership may be
accommodated under certain terms and conditions. The Partnership Agreement
imposes certain limitations on the transfer of Units and may restrict, delay or
prohibit a transfer primarily if:
o the transfer of Units would result in 50% or more of all Units
having been transferred by assignment or otherwise within a
12-month period;
o such a transfer would be a violation of any federal or state
securities laws that may cause the Partnership to be classified
other than as a partnership for federal income tax purposes;
o such transfers would cause the Partnership to be treated as a
"publicly traded partnership" under Sections 7704 and 469(k) of
the Internal Revenue Code; and
o the transfer of Units would cause a technical termination of the
Partnership within meaning of Section 708(b)(1)(A) of the Internal
Revenue Code.
As of December 31, 1997, there were 528 holders of 500,000 Units of the
registrant. See Item 12, Security Ownership of Certain Beneficial Owners and
Management, herein.
Distributions of cash to the investors during the year ended December
31, 1997 and 1996 were $574,009 and $510,243 respectively, of which 98% was
allocated to Unitholders and 2% to the General Partners. Annual distributions of
cash to investors during the years ended December 31, 1995, 1994, and 1993 were
$446,464, of which 98% was allocated to Unitholders and 2% to the General
Partners. See Item 8, Financial Statements and Supplementary Data, herein.
Item 6. Selected Financial Data
Revenues and net loss information furnished below is for the five years
ended December 31, 1996:
1997 1996 1995 1994 1993
Rental income $ 3,846,316 $ 3,729,659 $ 3,597,317 $ 3,492,459 $ 3,394,416
Net loss (56,798) (204,011) (277,337) (379,539) (388,777)
Net loss
per Unit (.11) (.40) (.54) (.74) (.76)
Total assets 16,405,766 16,735,683 17,589,969 18,497,552 19,488,483
Mortgage loan
payable 14,385,782 14,202,270 14,387,506 14,556,855 14,711,682
Partners'
capital 1,259,106 1,889,913 2,604,167 3,327,968 4,153,971
Cash distribution
paid per Unit of assignee
limited partnership
interest from operations 1.13 1.00 .88 .88 .88
The above selected financial data should be read in conjunction with
the financial statements and accompanying notes in Item 8, Financial Statements
and Supplementary Data, herein.
-5-
BROWN-BENCHMARK PROPERTIES LIMITED PARTNERSHIP
Item 7. Management's Discussion and Analysis of Financial Condition and
Results of Operations
Liquidity and Capital Resources
The Partnership's liquidity is largely dependent on its ability to
maintain reasonably high occupancy levels, achieve rental rate increases as the
respective markets allow and to control operating expenses. The Partnership
currently has sufficient liquid assets from its rental revenues to satisfy its
anticipated operating expenditures and debt service obligations.
In 1996, the properties generated cash flow which yielded 4.35% on
invested capital and the General Partners maintained a 4% payout to investors in
1996. In 1997, after a 4% distribution rate in the first and second quarters,
the Partnership increased the distribution rate to 6% in the third and fourth
quarters and anticipates maintaining the 6% distribution rate in 1998. Cash flow
generated in 1997 represented a yield of 6.30% on invested capital. On February
12, 1998, the Partnership made a cash distribution to its partners totaling
$191,327, representing an annualized return of 6% on invested capital.
On February 28, 1997, the Partnership closed its mortgage loan
refinancing with its existing lender, The Canada Life Assurance Company. The new
loans totaling $14,500,000 were sufficient to retire the existing debt, and
establish a capital improvement reserve of approximately $285,000. The renewal
term for the new loans became effective on June 1, 1997 and provide for a term
of 5 years with an interest rate of 7.70% with monthly payments based on a 25
year amortization schedule. Until the effective date of June 1, 1997, the
mortgage loan terms provided for interest of 9%. Although the loan amounts have
increased, the annual debt service payments will decrease by approximately
$164,000 due to the lower interest rate on the new loans.
In the second half of 1997, the Partnership has finalized a capital
improvement plan that will utilize all of the $285,000 reserve established from
excess refinancing proceeds. The funds will primarily be used for replacing
roofs, re-surfacing parking lots and enhancing the curb appeal throughout all
three properties in 1997 and 1998.
The Partnership does not anticipate an outlay for any other significant
capital improvements or repair costs that might adversely impact its liquidity.
Results of Operations
Rental revenues increased $116,657, or 3.13%, for the year ended
December 31, 1997 as compared to the year ended December 31, 1996. This increase
resulted from higher rental revenues at each of the three communities.
Collectively, the properties' aggregate occupancy level of 93% was the same in
1997 and 1996. Rental rates increased on unit types at each property as the
respective markets allowed. The average rental rate for the portfolio increased
from $561 in 1996 to $572 in 1997, representing an increase of approximately 2%.
Management was again diligent in its efforts to control operating
expenditures at each of the three communities. Total operating expenses,
excluding interest charges, depreciation and amortization costs increased by 5%
in 1997 compared to 1996. The majority of the increase was due to higher
compensation and benefit and administrative expenses. The higher compensation
and benefit expenses were due to additional staffing at the properties to
perform maintenance procedures as opposed to using third party contractors. The
administrative expense increased because of the additional costs associated with
refinancing the Partnership's debt. Controllable operating expenses for the
communities remained stable. Operating expenses rose 4% from 1995 to 1996.
Due to the larger increase in revenues versus expenses (excluding
interest charges, depreciation and amortization costs) during 1997, the net
operating income of the property increased $48,763, or approximately 2.27%, when
compared to 1996 and $69,012, or approximately 3.3%, when comparing 1996 to
1995.
Capital improvements during 1997 totaled $209,786 and consisted of
roofing repairs at Woodhills and Oakbrook, resurfacing the parking lot at
Oakbrook, remodeling the clubhouse at Woodhills and the replacement of carpets,
vinyl flooring, and compressors and all three properties. Similar improvements
to the properties during 1996 were $117,569 and in 1995 were $73,397.
-6-
BROWN-BENCHMARK PROPERTIES LIMITED PARTNERSHIP
Item 7. Management's Discussion and Analysis of Financial Condition and
Results of Operations (continued)
Results of Operations (continued)
The average occupancy level experienced at the Oakbrook property in
Columbus, Ohio, has remained stable and was 93% in 1997, 95% in 1996, and 96% in
1995. Although occupancy decreased slightly in 1997, the average rental rates
increased from $551 in 1996 to $566 in 1997. As a result of the increase in
rental rates, rental revenues received at the property during 1997 increased
$18,295 when compared to 1996. While the Columbus rental market remains
competitive, our excellent location and curb appeal should assist management in
maintaining high occupancy levels throughout 1998. In addition to maintaining
cost controls, management's focus in 1998 will be to achieve a 2% rental rate
increase and to maintain occupancy at or above 95%.
At the Woodhills property, in Dayton, Ohio, the average occupancy level
in 1997 was 93%, 1% higher than during 1996 and 1% higher than 1995. In
addition, rental rates at the community increased from $552 in 1996 to $560 in
1997. As a result of the increase in occupancy and rental rates, rental revenues
increased $25,886. While the rental market surrounding the property remains
competitive management is optimistic that the positive trends in occupancy can
be maintained. Preliminary review of the 1998 operating budget suggests
occupancy levels will remain stable at 93%.
Deerfield, our Cincinnati, Ohio property experienced an increase in its
annual average occupancy level in 1997 which was 94% compared to 92% in 1996 and
94% in 1995 . The effective rental rates at the property increased from $576 in
1996 to $587 in 1997. Rental revenues, as a result, increased $72,476 during
1997 when compared to 1996. Management's goal in 1998 is to increase average
occupancy to 95% while implementing rental rate increases of approximately 3%.
Management is committed to sustaining the positive trends in occupancy
levels and increasing rental rates experienced at each of the properties. We are
optimistic that these improved operating results will continue through 1998.
These trends combined with the decrease in debt service payments in the second
half of the year has enabled the Partnership to increase its distribution rate
to 6%.
Year 2000
Management has initiated an enterprise-wide program to prepare the
Partnership's computer systems and applications for the year 2000. The
Partnership expects to incur internal staff costs as well as consulting and
other expenses related to infrastructure and facilities enhancements necessary
to prepare the systems for the year 2000. A significant proportion of these
costs are not likely to be incremental costs to the Partnership, but rather will
represent the redeployment of existing information technology resources. The
cost of the Year 2000 initiatives is not expected to be material to the
Partnership's results of operations or financial position.
Item 8. Financial Statements and Supplementary Data
The financial statements, included on pages 5 through 15 of the 1997
Annual Report are incorporated herein by reference.
Item 9. Changes in and Disagreements with Accountants on Accounting and
Financial Disclosure
None.
-7-
BROWN-BENCHMARK PROPERTIES LIMITED PARTNERSHIP
PART III
Item 10. Directors and Executive Officers of the Registrant
The General Partners of the Partnership are Brown-Benchmark AGP, Inc.,
the Administrative General Partner, and Benchmark Equities, Inc., the
Development General Partner. The Partnership's principal executive offices are
located at 225 East Redwood Street, Baltimore, Maryland 21202, telephone (410)
727-4083. The General Partners have primary responsibility for overseeing the
performance of those who contract with the Partnership, as well as making
decisions with respect to the financing, sale and liquidation of the
Partnership's assets. The General Partners are responsible for all reports to
and communications with investors and others, all distributions and allocations
to investors, the administration of the Partnership's business and all filings
with the Securities and Exchange Commission and other federal or state
regulatory authorities. The Partnership's limited partnership agreement provides
for the removal of a General Partner and the election of successor general
partners by investors holding a majority of the Units.
The directors and executive officers of the Partnership are as follows:
The Development General Partner
Benchmark Equities, Inc., the Development General Partner, is an Ohio
corporation. Affiliated companies of the Development General Partner include its
parent, Benchmark Communities, Inc., formerly known as "Vindale Corporation,"
which was organized in 1946, and since 1978 has concentrated on the development,
construction and marketing of residential developments, Benchmark Homes, Inc.,
the general contractor for the properties and Benchmark Properties, Inc., the
property manager at the properties.
The Development General Partner and its Affiliates were engaged in all
aspects of the building and real estate development process, including
manufacturing the industrialized housing components in their plant, developing
the site, constructing the components on-site, landscaping and paving the site,
marketing the completed housing units and financing.
The following individuals are the directors and principal officers of
Benchmark Equities, Inc.:
Daniel P. Riedel, age 58, has been the Chairman, President and Director of
Benchmark Equities, Inc. since its inception in 1987. His responsibilities
include administration, marketing, finance and planning. His background includes
29 years in manufacturing, land development and marketing. Mr. Riedel has been
an officer or director of Benchmark Communities, Inc. for 23 years and has held
management positions for his entire 33 year career with Benchmark Communities,
Inc. He graduated Cum Laude from Michigan State University in 1961, majoring in
Industrial Management.
Edward L. Patch, age 43, has been the Treasurer, Secretary and Director of
Benchmark Equities, Inc. and Vice President of Operations and Treasurer of
Benchmark Communities, Inc. since 1990. His responsibilities include finance and
operations. He was President of Benchmark Capital from 1989 to 1990. Prior to
joining Benchmark Capital, Mr. Patch was Treasurer of Oberer Development Co.
Enterprises from 1985 to 1989, Treasurer of C. H. Huber Enterprises from 1981 to
1985 and the Controller of the W. B. Marvin Manufacturing Co. Mr. Patch
graduated from Wright State University with a degree in Business Administration
and is a Certified Public Accountant.
The Administrative General Partner
Brown-Benchmark AGP, Inc., the Administrative General Partner, is a
Maryland corporation and is wholly owned by Alex. Brown Realty, Inc. The
Administrative General Partner is responsible for administering the business of
the Partnership including providing clerical services, investor communications
services and reports, and for making all reports and filings to regulatory
authorities. The Administrative General Partner is reimbursed for such services
to the Partnership on a cost basis.
-8-
BROWN-BENCHMARK PROPERTIES LIMITED PARTNERSHIP
Item 10. Directors and Executive Officers of the Registrant (continued)
The Administrative General Partner (continued)
The following individuals are the directors and principal officers of
Brown-Benchmark AGP, Inc.:
John M. Prugh, age 49, has been a Director and President of the
Administrative General Partner since 1987 and of Alex. Brown Realty, Inc. and
Armata Financial Corp. since 1984. Mr. Prugh graduated from Gettysburg College
in 1970, and was designated a Certified Property Manager by the Institute of
Real Estate Management in 1979. He has worked in property management for H. G.
Smithy Co., in Washington, D.C., and Dreyfuss Bros., Inc. in Bethesda, Maryland.
Since 1977, Mr. Prugh has been involved in managing, administering, developing
and selling real estate investment projects sponsored by Alex. Brown Realty,
Inc. and its subsidiaries.
Peter E. Bancroft, age 45, has been the Director and Vice President of the
Administrative General Partner since its inception in 1987. He has also been a
Senior Vice President of Alex. Brown Realty, Inc. and Armata Financial Corp.
since 1983. Mr. Bancroft graduated from Amherst College in 1974, attended the
University of Edinburgh, and received a J.D. degree from the University of
Virginia School of Law in 1979. Prior to joining Alex. Brown Realty, Inc. in
1983, Mr. Bancroft held legal positions with Venable, Baetjer and Howard and T.
Rowe Price Associates, Inc.
Terry F. Hall, age 51, has been the Secretary of the Administrative General
Partner and a Vice President and Secretary of, and Legal Counsel for, Alex.
Brown Realty, Inc. since 1989. Mr. Hall graduated from the University of
Nebraska-Lincoln in 1968, and received a J.D. degree from the University of
Pennsylvania Law School in 1973. Prior to joining Alex. Brown Realty, Inc. in
1989, Mr. Hall was a Partner at the law firm of Venable, Baetjer and Howard from
1981 to 1986 and an associate at the same firm from 1973 to 1981.
Timothy M. Gisriel, age 41, has been the Treasurer of the Administrative
General Partner and of Alex. Brown Realty, Inc. and Armata Financial Corp. since
1990. He was Controller of Alex. Brown Realty, Inc. and Armata Financial Corp.
from 1984 through 1990. Mr. Gisriel graduated from Loyola College in 1978 and
received his Masters of Business Administration degree from the Robert G.
Merrick School of Business, University of Baltimore. Prior to joining Alex.
Brown Realty, Inc. in 1984, Mr. Gisriel was an audit supervisor in the Baltimore
office of Coopers & Lybrand. He is a Maryland Certified Public Accountant.
There is no family relationship among the officers and directors of the
Development General Partner or the Administrative General Partner.
Item 11. Executive Compensation
The officers and directors of the Administrative General Partner and
the Development General Partner received no compensation from the Partnership.
The General Partners are entitled to receive a share of cash distributions
and a share of profits and losses as described in the Agreement of Limited
Partnership. (See Note 9. "Partners' Capital" in Item 8. Financial Statements
and Supplementary Data, herein.)
For a discussion of compensation and fees to which the General Partners
are entitled, see Item 13, Certain Relationships and Related Transactions,
herein.
-9-
BROWN-BENCHMARK PROPERTIES LIMITED PARTNERSHIP
Item 12. Security Ownership of Certain Beneficial Owners and Management
No person is known to the Partnership to own beneficially more than 5%
of the outstanding assignee units of limited partnership interest of the
Partnership.
The Assignor Limited Partner, Brown-Benchmark Holding Co., Inc. an
affiliate of the Administrative General Partner, holds 40 Units representing a
beneficial interest in limited partnership interests in the Partnership. The
Units held by the Assignor Limited Partner have all rights attributable to such
Units under the Limited Partnership Agreement except that these Units of
assigned limited partnership interests are nonvoting.
The General Partners each have a 1% interest in the Partnership as
General Partners, but hold no Units of assigned limited partnership interests.
There are no arrangements, known to the Partnership, the operation of
which may at a subsequent date result in a change of control of the registrant.
Item 13. Certain Relationships and Related Transactions
The General Partners and their affiliates have and are permitted to
engage in transactions with the Partnership. For a summarization of fees paid
during 1997, 1996 and 1995, and to be paid to the General Partners and their
affiliates at December 31, 1997, see Note 5. "Related Party Transactions" in
Item 8. Financial Statements and Supplementary Data, herein.
-10-
BROWN-BENCHMARK PROPERTIES LIMITED PARTNERSHIP
PART IV
Item 14. Exhibits, Financial Statement Schedules and Reports on Form 8-K
(a) 1. and 2. Index of Financial Statements and Financial
Statement Schedule
The following financial statements of Brown-Benchmark Properties
Limited Partnership, included in the 1997 Annual Report of the
registrant to its partners are incorporated by reference in Item 8:
Balance Sheets
Statements of Operations
Statements of Partners' Capital
Statements of Cash Flows
Notes to Financial Statements
The following financial statement schedule of Brown-Benchmark
Properties Limited Partnership is included in Item 14(d):
Schedule III. Real Estate and Accumulated Depreciation
All other schedules for which provision is made in the applicable
accounting regulation of the Securities and Exchange Commission are not
required under the related instructions or are inapplicable, and
therefore have been omitted.
3. Exhibits:
(3,4)Limited Partnership Agreement pages 1 through 41 of Exhibit A to
the Partnership's Registration Statement on Form S-11 (File No.
33-15480) incorporated herein by reference.
(13) Annual Report for 1997.
(23) Consent of Independent Auditors
(b) Reports on Form 8-K: None.
-11-
BROWN-BENCHMARK PROPERTIES LIMITED PARTNERSHIP Page 1
SCHEDULE III. REAL ESTATE AND ACCUMULATED DEPRECIATION
DECEMBER 31, 1997
FILE SCHIII97
ITEM 14D
COLUMN A COLUMN B C O L U M N C COLUMN D
COST CAPITAL
SUB. TO
INITIAL COST TO THE PARTNERSHIP ACQUISITION
FURN. FURN.
ENCUMB- BLDG. & FIX & BLDG. & FIX. &
DESCRIPTION ERANCES LAND IMPROV. EQUIP IMPROV. EQUP
WOODHILLS 4,365,342 245,000 6,608,969 540,981 79,587 118,389
WEST CARROLLTON, OHIO
186-Unit garden apartment
community on
approx. 15 acres.
OAKBROOK 4,266,128 455,000 6,320,080 528,603 140,144 132,177
REYNOLDSBURG, OHIO
181-Unit garden apartment
community on
approx. 22 acres.
DEERFIELD 5,754,312 557,000 8,129,417 669,000 29,076 101,826
UNION TOWNSHIP, OHIO
223-Unit garden apartment
community on
approx. 19 acres.
14,385,782 1,257,000 21,058,466 1,738,584 248,807 352,392
-12-
BROWN-BENCHMARK PROPERTIES LIMITED PARTNERSHIP Page 2
SCHEDULE III. REAL ESTATE AND ACCUMULATED DEPRECIATION
DECEMBER 31, 1997
FILE SCHIII97
COLUMN A C O L U M N E COLUMN F COL. G COL. H COLUMN I
GROSS AMOUNT AT WHICH CARRIED AT
CLOSE OF PERIOD
FURN. LIFE ON WHICH DEPREC
BLDG. & FIX ACCUM. DATE OF DATE IN LATEST INC. STMT
DESCRIPTION LAND IMPROV. EQUIP TOTAL DEPR CONST. ACQ. IS COMPUTED
WOODHILLS 245,000 6,688,556 659,370 7,592,926 3,092,880 1987-88 10/87 Real prop. -25 yr S/L
WEST CARROLLTON, OHIO Pers. prop.-10 yr S/L
186-Unit garden apartment
community on
approx. 15 acres.
OAKBROOK 455,000 6,460,224 660,780 7,576,004 2,950,290 1987-88 10/87 Real prop. -25 yr S/L
REYNOLDSBURG, OHIO Pers. prop.-10 yr S/L
181-Unit garden apartment
community on
approx. 22 acres.
DEERFIELD 557,000 8,158,493 770,826 9,486,319 3,535,778 1988-89 08/88 Real prop. -25 yr S/L
UNION TOWNSHIP, OHIO Pers. prop.-10 yr S/L
223-Unit garden apartment
community on
approx. 19 acres.
1,257,000 21,307,273 2,090,976 24,655,249 9,578,948
(1) 1997 1996 1995
REAL ACCUM. REAL ACCUM. REAL ACCUM.
ESTATE DEP ESTATE DEPREC. ESTATE DEPREC.
BALANCE AT BEGINNING OF PERIOD 24,445,462 8,526,539 24,327,893 7,481,859 24,254,496 6,445,305
ADDITIONS 209,787 1,052,409 117,569 1,044,680 73,397 1,036,554
BALANCE AT CLOSE OF PERIOD 24,655,249 9,578,948 24,445,462 8,526,539 24,327,893 7,481,859
(2)AGGREGATE COST FOR FEDERAL INCOME TAX PURPOSES IS $24,655,249 AT
DECEMBER 31, 1997.
(3) SEE NOTE 5 OF NOTES TO FINANCIAL STATEMENTS FOR INFORMATION CONCERNING
TRANSACTIONS WITH AFFILIATES.
(4) SEE NOTE 6 OF NOTES TO THE FINANCIAL STATEMENTS FOR INFORMATION REGARDING
MORTGAGE LOAN AGREEMENTS, COLLATERALIZED BY THE LAND, BUILDINGS AND
IMPROVEMENTS.
-13-
BROWN-BENCHMARK PROPERTIES LIMITED PARTNERSHIP
SIGNATURES
Pursuant to the requirements of Section 13 or 15 (d) 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.
BROWN-BENCHMARK PROPERTIES
LIMITED PARTNERSHIP
DATE: 3/24/98 BY: /s/ John M. Prugh
John M. Prugh
President and Director
Administrative General Partner
Pursuant to the requirements of the Securities Exchange Act of 1934 as amended,
this report has been signed by the following in the capacities and on the dates
indicated.
DATE: 3/24/98 By: /s/ John M. Prugh
John M. Prugh
President and Director
Brown-Benchmark AGP, Inc.
Administrative General Partner
DATE: 3/26/98 By: /s/ Peter E. Bancroft
Peter E. Bancroft
Vice President and Director
Brown-Benchmark AGP, Inc.
Administrative General Partner
DATE: 3/24/98 By: /s/ Terry F. Hall
Terry F. Hall
Secretary
Brown-Benchmark AGP, Inc.
Administrative General Partner
DATE: 3/24/98 By: /s/ Timothy M. Gisriel
Timothy M. Gisriel
Treasurer
Brown-Benchmark AGP, Inc.
Administrative General Partner
DATE: 3/25/98 By: /s/ Daniel P. Riedel
Daniel P. Riedel
Chairman, President and Director
Benchmark Equities, Inc.
Development General Partner
DATE: 3/25/98 By: /s/ Edward L. Patch
Edward L. Patch
Secretary, Treasurer and Director
Benchmark Equities, Inc.
Development General Partner
-14-
Consent of Independent Auditors
The Partners
Brown-Benchmark Properties
Limited Partnership
We consent to the incorporation by reference in this Annual Report (Form 10K) of
Brown- Benchmark Properties Limited Partnership of our report dated January 29,
1997 included in the 1997 Annual Report of Brown-Benchmark Properties Limited
Partnership
Our audits also included the financial statement schedule of Brown-Benchmark
Properties Limited Partnership listed in item 14(a). This schedule is the
responsibility of the Partnership's management. Our responsibility is to express
an opinion based on our audits. In our opinion, the financial statement schedule
referred to above, when considered in relation to the basic financial statements
taken as a whole, presents fairly in all material respects the information set
forth therein.
/s/ Ernst & Young LLP
March 23, 1998
Baltimore, Maryland