SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934.
For the quarterly period ended March 31, 1994
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 0-13233
BALCOR PENSION INVESTORS-V
(Exact name of registrant as specified in its charter)
Illinois 36-3254673
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
Balcor Plaza
4849 Golf Road, Skokie, Illinois 60077-9894
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (708) 677-2900
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 .
BALCOR PENSION INVESTORS-V
(An Illinois Limited Partnership)
BALANCE SHEETS
March 31, 1994 and December 31, 1993
(Unaudited)
ASSETS
1994 1993
------------- -------------
Cash and cash equivalents $ 15,773,004 $ 23,623,906
Escrow deposits - restricted 438,549 379,685
Accounts and accrued interest receivable 660,897 1,285,486
Deferred expenses, net of accumulated
amortization of $257,306 in 1994
and $172,787 in 1993 172,484 257,003
------------- -------------
17,044,934 25,546,080
------------- -------------
Investment in loans receivable:
Loans receivable - wrap-around, first
and junior mortgages 55,152,337 45,482,975
Investment in acquisition loan 8,567,781 8,587,042
Less:
Loans payable - underlying mortgages 4,317,955 9,160,291
Allowance for potential loan losses 5,957,614 5,957,614
------------- -------------
Net investment in loans receivable 53,444,549 38,952,112
Loans in substantive foreclosure (net of
allowance of $1,300,000) 11,548,672
Real estate held for sale (net of allowance
of $6,055,000 in 1994 and 1993) 41,630,697 41,430,697
Investment in joint ventures - affiliates 5,175,280 3,222,981
------------- -------------
100,250,526 95,154,462
------------- -------------
$117,295,460 $120,700,542
============= =============
LIABILITIES AND PARTNERS' CAPITAL
Accounts and accrued interest payable $ 169,445 $ 266,687
Due to affiliates 217,758 136,721
Other liabilities, principally escrow
deposits and accrued real estate taxes 1,401,417 927,341
Security deposits 274,178 290,169
Mortgage note payable 2,245,353
------------- -------------
Total liabilities 2,062,798 3,866,271
Partners' capital (439,305 Limited Partnership
Interests issued and outstanding) 115,232,662 116,834,271
------------- -------------
$117,295,460 $120,700,542
============= =============
The accompanying notes are an integral part of the financial statements.
BALCOR PENSION INVESTORS-V
(An Illinois Limited Partnership)
STATEMENTS OF INCOME AND EXPENSES
for the quarters ended March 31, 1994 and 1993
(Unaudited)
1994 1993
------------- -------------
Income:
Interest on loans receivable, loans
in substantive foreclosure and from
investment in acquisition loans $ 2,000,329 $ 3,666,395
Less interest on loans payable -
underlying mortgages 205,501 632,763
------------- -------------
Net interest income on loans receivable 1,794,828 3,033,632
Income from operations of real estate
held for sale 1,163,908 770,540
Interest on short-term investments 179,611 241,802
Participation income 6,203,000
Participation in income of joint ventures -
affiliates 128,259 94,829
------------- -------------
Total income 3,266,606 10,343,803
------------- -------------
Expenses:
Provision for potential losses on loans,
real estate and accrued interest
receivable 500,000
Amortization of deferred expenses 84,519 8,423
Mortgage servicing fees 32,834 45,249
Administrative 338,551 289,588
------------- -------------
Total expenses 455,904 843,260
------------- -------------
Income before equity in loss from investment
in acquisition loan 2,810,702 9,500,543
Equity in loss from investment in
acquisition loan (19,261) (24,689)
------------- -------------
Net income $ 2,791,441 $ 9,475,854
============= =============
Net income allocated to General Partner $ 279,144 $ 947,585
============= =============
Net income allocated to Limited Partners $ 2,512,297 $ 8,528,269
============= =============
Net income per Limited Partnership Interest
(439,305 issued and outstanding) $ 5.72 $ 19.41
============= =============
Distribution to General Partner $ 439,305 $ 305,073
============= =============
Distribution to Limited Partners $ 3,953,745 $ 2,745,656
============= =============
Distribution per Limited Partnership Interest $ 9.00 $ 6.25
============= =============
The accompanying notes are an integral part of the financial statements.
BALCOR PENSION INVESTORS-V
(An Illinois Limited Partnership)
STATEMENTS OF CASH FLOWS
for the quarters ended March 31, 1994 and 1993
(Unaudited)
1994 1993
------------- -------------
Operating activities:
Net income $ 2,791,441 $ 9,475,854
Adjustments to reconcile net income to net
cash provided by operating activities:
Equity in loss from investment in
acquisition loan 19,261 24,689
Participation in income of joint
ventures - affiliates (128,259) (94,829)
Amortization of deferred expenses 84,519 8,423
Provision for potential losses on
loans, real estate and accrued
interest receivable 500,000
Accrued interest income due at maturity (210,616) (168,631)
Collection of interest income due at
maturity 616,266
Net change in:
Escrow deposits - restricted (58,864) (366,371)
Accounts and accrued interest
receivable 624,589 1,460,149
Accounts and accrued interest payable (97,242) (185,209)
Due to affiliates 81,037 37,240
Other liabilities 474,076 315,382
Security deposits (15,991) 17,851
------------- -------------
Net cash provided by operating activities 3,563,951 11,640,814
------------- -------------
Investing activities:
Capital contributions to joint venture -
affiliate (5,625)
Distributions from joint venture - affiliate 125,632
Payment of foreclosure costs (92,206)
Collection of principal payments on loans
receivable 140,254 36,079,643
Improvements to real estate (200,000) (112,204)
------------- -------------
Net cash provided by investing activities 65,886 35,869,608
------------- -------------
Financing activities:
Distribution to Limited Partners (3,953,745) (2,745,656)
Distribution to General Partner (439,305) (305,073)
Principal payments on loans payable -
underlying mortgages (152,465) (273,701)
Repayment of loans payable - underlying
mortgages (4,689,871) (22,110,207)
Principal payments on mortgage notes payable (4,004) (28,798)
Repayment of mortgage note payable (2,241,349)
------------- -------------
Net cash used in financing activities (11,480,739) (25,463,435)
------------- -------------
Net change in cash and cash equivalents (7,850,902) 22,046,987
Cash and cash equivalents at beginning
of period 23,623,906 24,859,520
------------- -------------
Cash and cash equivalents at end of period $ 15,773,004 $ 46,906,507
============= =============
The accompanying notes are an integral part of the financial statements.
BALCOR PENSION INVESTORS-V
(An Illinois Limited Partnership)
NOTES TO FINANCIAL STATEMENTS
1. Accounting Policy:
Several reclassifications have been made to the previously reported 1993
statements in order to provide comparability with the 1994 statements. In the
opinion of management, all adjustments necessary for a fair presentation have
been made to the accompanying statements for the quarter ended March 31, 1994,
and all such adjustments are of a normal and recurring nature.
2. Interest Expense:
During the quarters ended March 31, 1994 and 1993, the Partnership incurred and
paid interest expense on mortgage notes payable for properties held during the
quarter of $34,585 and $52,897, respectively.
3. Transactions with Affiliates:
Fees and expenses paid and payable by the Partnership to affiliates for the
quarter ended March 31, 1994 are:
Paid Payable
Mortgage servicing fees $ 21,902 $ 21,883
Property management fees 117,134 40,322
Reimbursement of expenses to
the General Partner, at cost:
Accounting 3,123 25,764
Data processing None 73,115
Investor communications 468 3,964
Legal 502 5,176
Portfolio management 3,533 36,361
Other 1,449 11,173
4. Subsequent Event:
In April 1994, the Partnership made a distribution of $2,921,378 ($6.65 per
Interest) to the holders of Limited Partnership Interests for the first quarter
of 1994. This distribution includes a regular quarterly distribution of $4.00
per Interest from Cash Flow and a special distribution of $2.65 per Interest
from Mortgage Reductions.
BALCOR PENSION INVESTORS-V
(An Illinois Limited Partnership)
MANAGEMENT'S DISCUSSION AND ANALYSIS
Balcor Pension Investors-V (the "Partnership") is a limited partnership formed
in 1983 to invest in wrap-around mortgage loans and first mortgage loans and,
to a lesser extent, other junior mortgage loans. The Partnership raised
$219,652,500 from sales of Limited Partnership Interests and utilized these
proceeds to fund a net of thirty-four loans. The Partnership subsequently
reclassified its investment in two of these loans in which it held minority
participations to investment in joint ventures - affiliates. Currently, there
are ten loans outstanding in the Partnership's portfolio, and the Partnership
is operating eight properties acquired through foreclosure and two investments
in joint ventures with affiliates.
Inasmuch as the management's discussion and analysis below relates primarily to
the time period since the end of the last fiscal year, investors are encouraged
to review the financial statements and the management's discussion and analysis
contained in the annual report for 1993 for a more complete understanding of
the Partnership's financial position.
Operations
Summary of Net Income
In March 1993, the borrower of the wrap-around mortgage collateralized by the
Valley West Shopping Center prepaid the loan in full. In connection with this
prepayment, the Partnership received additional interest and participation
income of approximately $7,900,000. As a result, net income decreased during
the quarter ended March 31, 1994 as compared to the same period in 1993.
Further discussion of the Partnership's operations is summarized below.
1994 Compared to 1993
Interest income on loans receivable and interest expense on loans payable
decreased during the quarter ended March 31, 1994 as compared to the same
period in 1993 due to the Valley West loan prepayment in March 1993. The
Partnership also received significant participation income from this loan
prepayment.
The Partnership's four non-accrual loans at March 31, 1994 are collateralized
by Fairview Plaza I and II located in Charlotte, North Carolina; Seven Trails
West Apartments located in West Saint Louis, Missouri; Springwells Park
Apartments located in Dearborn, Michigan; and Villa Medici Apartments located
in Overland Park, Kansas. For non-accrual loans, income is recorded only as
cash payments are received from the borrowers. The funds advanced by the
Partnership for these non-accrual loans totaled approximately $26,770,000,
representing approximately 14% of the original funds advanced. Certain of these
non-accrual loans are collateralized by properties located in areas which are
experiencing weak rental markets due to various factors, including adverse
local economic conditions, which have resulted in declining rental and
occupancy rates. The reduced cash flows from these properties have adversely
affected the borrowers' abilities to make mortgage payments to the Partnership
on a timely basis. During the quarter ended March 31, 1994, the Partnership
received cash payments totaling approximately $880,000 of net interest income
on these four loans. Under the terms of the original loan agreements, the
Partnership would have received approximately $929,000 of net interest income
during the quarter ended March 31, 1994.
Income from operations of real estate held for sale represents net property
operations on the Huntington Meadows apartment complex located in Arlington,
Texas; the Comerica Plaza office building located in Dallas, Texas; the Union
Tower office building located in Lakewood, Colorado; The Glades on Ulmerton
apartment complex located in Largo, Florida; the International Teleport office
building located in Alameda County, California; the Plantation apartment
complex located in Temple Terrace, Florida; the Granada apartment complex
located in Hillsborough County, Florida; and the Waldengreen apartment complex
located in Orlando, Florida. These eight properties comprise approximately 35%
of the Partnership's portfolio based on original funds advanced. The
Partnership foreclosed on the Plantation, Granada and Waldengreen apartment
complexes in April, June and September 1993, respectively. In addition, the
occupancy of International Teleport Office Building has increased
significantly, resulting in increased rental income. As a result, income from
operations of real estate held for sale increased for the quarter ended March
31, 1994 as compared to the same period in 1993. See Liquidity and Capital
Resources for further information.
Due to the Valley West loan prepayment and the timing of the subsequent
distribution, the Partnership's cash balances were significantly higher during
March 1993, which resulted in a decrease in interest income on short-term
investments for the quarter ended March 31, 1994 as compared to the same period
in 1993.
Effective January 1994, the Partnership reclassified its investment in the loan
collateralized by the 45 West 45th Street Office Building to investment in
joint ventures - affiliates from loans in substantive foreclosure.
Participation in income of joint ventures - affiliates represents the
Partnership's 25% share of the income of the Whispering Hills Apartments and
22% share of the income of the 45 West 45th Street Office Building for the
quarter ended March 31, 1994 and the Partnership's 25% share of the income of
the Whispering Hills Apartments for the quarter ended March 31, 1993. The
addition of the 45 West 45th Street Office Building in 1994 resulted in an
increase in income during the quarter ended March 31, 1994 as compared to the
same period in 1993.
The allowance for potential losses provides for potential loan losses and is
based upon loan loss experience for similar loans and for the industry, upon
prevailing economic conditions and the General Partner's analysis of specific
loans in the Partnership's portfolio. The Partnership did not recognize a
provision for potential losses during the quarter ended March 31, 1994. While
actual losses may vary from time to time because of changes in circumstances
(such as occupancy rates, rental rates, and other economic factors), the
General Partner believes that adequate recognition has been given to loss
exposure in the portfolio at March 31, 1994.
As a result of the prepayment of the underlying mortgage on The Glades on
Ulmerton Apartments and the full amortization of the related deferred expenses,
amortization expense increased during the quarter ended March 31, 1994 as
compared to the same period in 1993.
Due to the loan foreclosures and prepayments during 1993, the total amount of
loans outstanding decreased, resulting in decreased mortgage servicing fees
during the quarter ended March 31, 1994 as compared to the same period in 1993.
Legal fees incurred during 1994 in connection with non-accrual loans and loan
defaults were the primary reason administrative expenses increased during the
quarter ended March 31, 1994 as compared to the same period in 1993.
Liquidity and Capital Resources
The Partnership's cash flow provided by operating activities during the quarter
ended March 31, 1994 was generated by interest income received from the
Partnership's loans receivable and short-term investments, and cash flow from
the operation of the Partnership's properties held for sale. This cash flow was
partially offset by the payment of administrative expenses and mortgage
servicing fees. This cash flow and Partnership reserves were utilized for
financing activities primarily consisting of distributions to Limited Partners
and the General Partner, the prepayment of the underlying mortgage loan on The
Glades on Ulmerton Apartments and the purchase of the underlying mortgage loan
on Seven Trails West Apartments. As of March 31, 1994, the Partnership had
undistributed Mortgage Reductions of approximately $5,006,000. Approximately
$1,164,000 of this amount was distributed to Limited Partners in April 1994.
The balance has been retained while the Partnership determines its working
capital needs. The Partnership's cash or near cash position also fluctuates
during each quarter, initially decreasing with the payment of Partnership
distributions for the previous quarter, and then gradually increasing each
month in the quarter as mortgage payments and cash flow from property
operations are received.
The Partnership classifies the cash flow performance of its properties as
either positive, a marginal deficit or a significant deficit, each after
consideration of debt service payments unless otherwise indicated. A deficit is
considered to be significant once it exceeds $250,000 annually or 20% of the
property's rental and service income. All eight properties held by the
Partnership at March 31, 1994, are generating positive cash flow, as compared
to four of the five properties held by the Partnership at March 31, 1993. The
Glades on Ulmerton apartment complex, located in Largo, Florida, generated a
significant cash flow deficit after debt service payments during the quarter
ended March 31, 1993 as a result of extensive repairs completed at the property
during 1993. The General Partner's goals are to maintain high occupancy levels,
while increasing rents where possible, and to monitor and control operating
expenses and capital improvement requirements at the properties. The General
Partner will also examine the terms of any mortgage loans collateralized by its
properties, and may refinance or, in certain instances, use Partnership
reserves to repay such loans.
Because of the current weak real estate markets in certain cities and regions
of the country, attributable to local and regional market conditions such as
overbuilding and recessions in local economies and specific industry segments,
certain borrowers have requested that the Partnership allow prepayment of
mortgage loans. The Partnership has allowed some of these borrowers to prepay
such loans, in some cases without assessing prepayment premiums, under
circumstances where the General Partner believed that refusing to allow such
prepayment would ultimately prove detrimental to the Partnership in light of
the probable inability of the properties to generate sufficient revenues to
keep loan payments current. In other cases, borrowers have requested prepayment
in order to take advantage of lower available interest rates. In these cases,
the General Partner evaluates the request for prepayment along with the market
conditions on a case by case basis, and in some cases the Partnership collects
substantial prepayment premiums.
In addition, certain borrowers have failed to make payments when due to the
Partnership for more than ninety days and, accordingly, these loans have been
placed on non-accrual status (income is recorded only as cash payments are
received). The General Partner has negotiated with some of these borrowers
regarding modifications of the loan terms and has instituted foreclosure
proceedings under certain circumstances. Such foreclosure proceedings may be
delayed by factors beyond the General Partner's control such as bankruptcy
filings by borrowers and state law procedures regarding foreclosures. Further,
certain loans made by the Partnership have been restructured to defer and/or
reduce interest payments where the properties collateralizing the loans were
generating insufficient cash flow to support property operations and debt
service. In the case of most loan restructurings, the Partnership receives
concessions, such as increased participations or additional interest accruals,
in return for modifications, such as deferral or reduction of basic interest
payments. There can be no assurance, however, that the Partnership will receive
actual benefits from the concessions.
In February 1994, the Partnership prepaid the $2,241,349 underlying mortgage on
The Glades on Ulmerton Apartments.
In March 1994, the Seven Trails West Apartments loan was extended for two years
on the same terms as the previously modified loan, except for an increase in
the interest rate from 10% to 11%. In connection with this extension, the
Partnership received a $147,000 extension fee which has been included in
interest income from loans receivable. In addition, in March 1994 the
$4,689,871 underlying loan was purchased by the Partnership.
In April 1994, the Partnership received $600,000 from the borrower on the
Cinnamon Square loan as settlement in full for additional interest owed
totaling $1,141,771.
The loan collateralized by the Villa Medici apartment complex was placed in
default by the Partnership in 1991. This borrower subsequently filed for
protection under the U.S. Bankruptcy Code. In addition, in April 1993, the
Partnership accelerated the second mortgage loan collateralized by the
Springwells Park Apartments. During December 1993, this borrower filed for
protection under the U.S. Bankruptcy Code. See Item 1. Legal Proceedings for
additional information.
The Partnership and three affiliated partnerships (the "Participants") funded a
$23,000,000 mortgage loan collateralized by the 45th Street Office Building.
The Partnership funded $5,000,000 of the total loan amount for a participating
percentage of approximately 22%. In September 1991, the loan was placed in
default due to the failure of the borrower to make payments due pursuant to the
terms of the loan. The loan has been reclassified to investment in joint
ventures - affiliates and the Participants intend to file foreclosure
proceedings during 1994.
The loan collateralized by the Noland Fashion Square shopping center located in
Independence, Missouri, is recorded by the Partnership as an investment in an
acquisition loan. The Partnership has recorded its share of the collateral
property's operations as equity in loss from investment in acquisition loan.
The Partnership's share of operations has no effect on the cash flow of the
Partnership. Amounts representing contractually required debt service are
recorded as interest income.
Distributions to Limited Partners can be expected to fluctuate for various
reasons. Generally, distributions are made from Cash Flow generated by interest
and other payments made by borrowers under the Partnership's mortgage loans and
by the operations of the Partnership's properties. Loan prepayments and
repayments can initially cause Cash Flow to increase as prepayment premiums and
participations are paid; however, thereafter, prepayments and repayments will
have the effect of reducing Cash Flow. These fluctuations can be partially
offset if prepayment or repayment proceeds are reinvested in new mortgage
loans. If such proceeds are distributed rather than reinvested, Limited
Partners will receive a return of capital and the dollar amount of Cash Flow
available for distribution thereafter can be expected to decrease. Distribution
levels can also vary as loans are placed on non-accrual status, modified or
restructured and, if the Partnership has taken title to properties through
foreclosure or otherwise, as a result of property operations.
In April 1994, the Partnership made a distribution of $2,921,378 ($6.65 per
Interest) to the holders of Limited Partnership Interests for the first quarter
of 1994. This distribution includes a regular quarterly distribution of $4.00
per Interest from Cash Flow and a special distribution of $2.65 per Interest
from Mortgage Reductions. The level of the regular quarterly distribution
remained the same as the fourth quarter of 1993. In addition, during January
1994, the Partnership paid $329,479 to the General Partner as its distributive
share of the Cash Flow distributed for the fourth quarter of 1993 and made a
contribution of $109,826 to the Early Investment Incentive Fund.
The General Partner presently expects to continue making cash distributions
from the Cash Flow generated from property operations and by the receipt of
mortgage payments, less payments on the underlying loans, fees to the General
Partner and administrative expenses. The General Partner believes it has
retained, on behalf of the Partnership, an appropriate amount of working
capital to meet current cash or liquidity requirements which may occur.
Inflation has several types of potentially conflicting impacts on real estate
investments. Short-term inflation can increase real estate operating costs
which may or may not be recovered through increased rents and/or sales prices,
depending on general or local economic conditions. In the long-term, inflation
can be expected to increase operating costs and replacement costs and may lead
to increased rental revenues and real estate values. The Partnership's use of
participations for loans receivable is intended to provide a hedge against the
impact of inflation; sharing in cash flow or rental income and/or the capital
appreciation of the properties securing the loans should result in increases in
the total yields on the loans as inflation rises.
BALCOR PENSION INVESTORS-V
(An Illinois Limited Partnership)
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
Springwells Park Apartments
As previously described, the Partnership received three notes totaling
$4,200,000 representing unpaid amounts upon the partial repayment of the first
mortgage loan on Springwells Park Apartments (the "Property"). One of the
notes was previously placed in default by the Partnership. The borrower then
filed for protection under Chapter 11 of the U. S. Bankruptcy Code in the U. S.
Bankruptcy Court for the Eastern District of Michigan, (In re Springwell
Properties Limited Partnership, Case No.: 93-53186), which stayed the non-
judicial foreclosure proceedings commenced by the first mortgage holder, the
Federal National Mortgage Association ("FNMA"). A hearing on FNMA's motion to
lift the stay was held on May 5, 1994. The Partnership filed objection to this
motion. No decision has been issued at this time. Pursuant to an agreement
between the borrower and FNMA, if the borrower agrees to lift the stay FNMA has
agreed to allow the borrower to redeem the Property by December 23, 1994, for
$11,500,000 in satisfaction of FNMA's loan. In addition, the borrower filed a
plan of reorganization which mirrors this agreement between the borrower and
FNMA and also provides that the Partnership would receive $50,000 as payment in
full under its notes and the Partnership's second mortgage lien would be
extinguished. The Partnership would, however, be permitted to continue
litigation against a principal of the borrower who guaranteed the notes
("Guarantor"). The Partnership filed objections to the plan on April 29, 1994.
The two remaining notes are collateralized by a second mortgage on other real
property owned by an affiliate of the borrower ("Affiliate") and are also
guaranteed by the Guarantor. The Affiliate filed for protection under Chapter
11 of the U. S. Bankruptcy Code in March 1993 (In re Aspen Hotel Partners
Limited Partnership, U. S. Bankruptcy Court, Eastern District of Michigan, Case
No.: 93-42354) and, pursuant to a plan of reorganization confirmed by the
bankruptcy court in February 1994, the Partnership received $45,000 in February
1994 and was scheduled to obtain $55,000 on or before May 1, 1994, at which
time this second mortgage lien would be extinguished. This amount was not
received. The Partnership intends to seek judgments against the Guarantor in
satisfaction of all three notes, in excess of $4,000,000.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits:
(4) Form of Subscription Agreement set forth as Exhibit 4.1 to Amendment No. 1
dated January 16, 1984 to the Registrant's Registration Statement on Form S-11
(Registration No. 2-87662) and Form of Confirmation regarding Interests in the
Registrant set forth as Exhibit 4.2 to the Registrant's Report on Form 10-Q for
the quarter ended June 30, 1992 (Commission File No. 0-13233) are incorporated
herein by reference.
(b) Reports on Form 8-K: No reports were filed on Form 8-K during the quarter
ended March 31, 1994.
SIGNATURES
Pursuant to the requirements 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.
BALCOR PENSION INVESTORS-V
By: /s/ Thomas E. Meador
Thomas E. Meador
President and Chief Executive Officer
(Principal Executive Officer) of Balcor
Mortgage Advisors-V, the General Partner
By: /s/ Allan Wood
Allan Wood
Executive Vice President, and Chief
Accounting and Financial Officer (Principal
Accounting and Financial Officer) of Balcor
Mortgage Advisors-V, the General Partner
Date: May 11, 1994