SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K
( 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, 1995
------------------
Commission file number 0-14540
-------
FAMOUS HOST LODGING V, L.P.
---------------------------
(Exact name of registrant as specified in its charter)
California 94-2933595
---------- ----------
(State or other jurisdiction of (I.R.S. Employer Iden-
incorporation or organization) tification No.)
2030 J Street, Sacramento, California 95814
-------------------------------------- ------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (916) 442-9183
--------------
Securities registered pursuant to Section 12 (b) of the Act: None
----
Securities registered pursuant to Section 12 (g) of the Act:
UNITS OF LIMITED PARTNERSHIP INTEREST
-------------------------------------
(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 such shorter period that the registrant has been required to
file such reports) and (2) has been subject to the filing
requirements for the past 90 days. Yes X No __
---
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.(X)
---
State the aggregate market value of the voting stock held by
non-affiliates of the registrant.
Inapplicable.
- -------------
DOCUMENTS INCORPORATED BY REFERENCE
None
- 1 -
PART I
Item l. BUSINESS
General Development of Business
- --------------------------------
Famous Host Lodging V, L.P. (the "Partnership") is a limited
partnership which was organized under the Uniform Limited
Partnership Act of the State of California on January 17, 1984.
An amendment to the Certificate of Limited Partnership was
executed on February 13, 1991 which changed the Partnership's
name from Super 8 Lodging V, Ltd.
The Managing General Partner of the Partnership is Grotewohl
Management Services, Inc., a California corporation organized
and wholly-owned by Philip B. Grotewohl. The Associate General
Partner of the Partnership is Robert J. Dana. The Managing
General Partner and the Associate General Partner are sometimes
hereinafter referred to collectively as the "General Partners."
The Associate General Partner does not have general
responsibility in connection with the management of the business
and affairs of the Partnership.
Through two public offerings of units of limited partnership
interest in the Partnership (the "Units"), the Partnership sold
9,022 Units at a price of $1,000 per Unit.
Substantially all of the net proceeds of the public offerings
were expended for or committed to the acquisition and/or
development of two lodging/restaurant properties, located in
Barstow, California and San Francisco, California, respectively.
The Partnership retain its interest in the Barstow property.
See Item 2 hereof. The Partnership sold its interest and
development rights in its San Francisco property to another
developer rather than completing the purchase and development
of the property itself.
Narrative Description of Business
(a) Franchise Agreements
Through February 4, 1991, the Partnership operated its Barstow
hotel as a franchisee of Super 8 Motels, Inc. The Partnership
now operates its Barstow hotel and restaurant as a franchise of
Holiday Inns, Inc. under the name "Holiday Inn." The property
began operations under such name on February 27, 1991.
Holiday Inns offer accommodations in the mid-range of the
lodging industry in terms of facilities and prices. Holiday
Inns compete with hotels with brand names such as Ramada,
Quality Inn, Courtyard by Marriott and certain upscale Best
Westerns.
- 2 -
(b) Operation of the Hotel and Restaurant
Brown and Grotewohl, a California general partnership, which is
an affiliate of the Managing General Partner (the "Manager")
manages and operates the Partnership's hotel and restaurant.
The Manager's responsibilities include, but are not limited to,
supervision and direction of the Partnership's employees having
direct responsibility for the operation of hotel and restaurant,
establishment of room rates and direction of the promotional
activities of the Partnership's employees. In addition, the
Manager directs the purchase of replacement equipment and
supplies, maintenance activity and the engagement or selection
of all vendors, suppliers and independent contractors. The
Partnership's financial activities are performed by the
individual motel staffs and a centralized accounting staff, all
of which work under the direction of the Manager. Together,
these staffs perform all bookkeeping duties in connection with
the hotel and restaurant, including all collections and all
disbursements to be paid out of funds generated by hotel
operations or otherwise supplied by the Partnership.
As of December 31, 1995, the Partnership employed a total of 52
persons, either full or part-time at the Barstow hotel and
restaurant, including five desk clerks, 15 housekeeping and
laundry personnel, five maintenance personnel, one general
manager, 10 cooks and dishwashers, 10 servers and bus persons,
four bartenders and one restaurant manager.
In addition, and as of the same date, the Partnership employed
12 persons in administrative positions at its central office in
Sacramento, California, all of whom worked for the Partnership
on a part-time basis. They included accounting, investor
service, sales and marketing and hotel supervisory personnel, an
attorney, secretarial personnel, and purchasing personnel. The
attorney, who is also the Director of Operations, is David P.
Grotewohl, son of Philip B. Grotewohl. Also employed by the
Partnership on a part-time basis is Julie Grotewohl, daughter of
Philip Grotewohl, as Director of Sales and Mark Grotewohl, son
of Philip Grotewohl, as Director of Marketing. Mark Grotewohl
is the property manager of the Sacramento motel on a part-time
basis.
(c) Property Acquisition and Development
The net proceeds of the offering of the Units, were expended in
connection with the acquisition (by lease) and development of
the 148 room property in Barstow, California and for the partial
development of a hotel site in the Fisherman's Wharf area of San
Francisco, California.
It is the present intention of the Managing General Partner
that the proceeds of any sale or refinancing be distributed to
the Limited Partners rather than reinvested.
- 3 -
(d) Competition
As discussed in greater detail below, the Partnership faces
competition from hotels and motels of varying quality and size,
including other mid-range hotels and motels which are part of
nationwide chains and which have access to nationwide
reservation systems.
Item 2. PROPERTIES
Barstow
- -------
On May 10, 1984, the Partnership entered into a long-term
lease of 3.05 acres of unimproved land located on East Main
Street in Barstow, California. The leasehold is located within
a 15-acre parcel with was developed as a lodging, restaurant,
retail and theater complex known as "Barstow Station Too!". The
Barstow hotel is the only hotel or motel to be included in the
complex. The original term of the lease was to be for 50 years
with lessee's option to renew for three additional 10 year
periods.
The Barstow hotel, which consists of 148 guest rooms, was
placed in service on December 31, 1985, at which date 96 guest
rooms were available for occupancy. The remaining 52 guest
rooms became available for occupancy on March 15, 1986.
On June 15, 1987 the Partnership commenced operation of a
family restaurant and cocktail lounge immediately adjacent to
the Barstow hotel. The Partnership leases the restaurant
facility from Fred Rosenberg, the lessor of the hotel site.
On May 30, 1990, the Partnership entered into a written
agreement with the lessor for the amendment of the hotel and
restaurant facility leases. The restaurant facility lease term
was extended from January 1, 1991 to December 31, 2010;
however, the Partnership has the option of terminating the
lease term after January 1, 2001, upon the termination of its
license to operate its adjacent hotel as a franchise of Holiday
Inns, Inc. Additionally, the minimum rent for the restaurant
facility was adjusted downward from $12,700 monthly to $8,035
monthly, subject to adjustment for changes in consumer prices.
Additional rent for the hotel site and restaurant facility was
changed so as to be the amount by which 9% of the combined
annual gross sales from the hotel and restaurant facility
exceeds the combined annual minimum rent ($269,796 as of
September 30, 1995) under the hotel site and restaurant facility
leases.
In 1995, the Partnership incurred a total of $282,200 in ground
rent expense for its Barstow hotel site and restaurant facility.
Monthly payments of $24,004 have been made throughout the year,
and as of December 31, 1995 a credit balance of $5,844 in
accrued rent remains on the Partnership's books which was paid
to the Partnership by the landlord in January 1996.
- 4 -
The Barstow hotel achieved the following average occupancy
rates and average room rates during 1995, 1994 and 1993.
Average Occupancy Rate
1995 1994 1993
------ ------ ------
January 71.6% 78.8% 79.3%
February 69.6% 88.7% 86.0%
March 80.9% 88.3% 81.2%
April 85.0% 93.2% 83.0%
May 77.2% 78.9% 78.1%
June 76.6% 79.6% 77.1%
July 89.1% 79.6% 85.8%
August 74.5% 77.2% 82.8%
September 76.4% 74.8% 76.1%
October 77.1% 79.5% 78.5%
November 66.7% 78.7% 83.3%
December 53.7% 60.4% 62.3%
Annual Average 74.9% 79.7% 79.4%
Average Room Rate
1995 1994 1993
------ ------ ------
January $58.96 $56.59 $57.43
February $59.79 $57.74 $54.76
March $60.16 $57.29 $57.53
April $60.60 $57.58 $58.60
May $61.57 $58.80 $60.23
June $62.74 $59.44 $58.98
July $59.04 $59.27 $57.53
August $62.30 $59.56 $57.21
September $62.20 $58.73 $56.55
October $60.67 $59.48 $55.94
November $62.52 $60.29 $56.34
December $61.52 $60.07 $56.64
Annual Average $60.95 $58.67 $57.32
- 5 -
The following lodging facilities provide direct and indirect
competition to the Partnership's Barstow hotel:
APPROXIMATE
DISTANCE
NUMBER FROM THE
FACILITY OF ROOMS HOTEL
- ----------------------- -------- -------------
Quality Inn 100 Adjacent
Economy Motel of America 113 0.25 miles
Barstow Inn 62 0.50 miles
Vagabond Inn 67 0.50 miles
Best Western 79 0.50 miles
Holiday Inn Express 65 3.00 miles
The Barstow hotel's major sources of patronage are generated by
local military bases, with civilian Federal employees and
Federal government contractors generating approximately 24% of
- 5 -
the hotel's room revenue and military personnel generating
another 17% of the hotel's room revenue. The Barstow area also
attracts traveling salespeople and other commercial travelers.
For a discussion of the revenue received by the Partnership
from the restaurant and lounge see Item 7 hereof.
Item 3. LEGAL PROCEEDINGS
Inapplicable.
Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
Inapplicable.
PART II
Item 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED
STOCKHOLDER MATTERS
Market Information
The Units are not freely transferable and no public market in
the Units has developed or is expected to develop.
Holders
As of December 31, 1995 a total of 1,951 investors (the
"Limited Partners") held Units in the Partnership.
Distributions
Cash distributions are made from Cash Available for
Distribution, defined in the Partnership's Amended and Revised
Agreement of Limited Partnership (the "Partnership Agreement")
as Cash Flow, less adequate cash reserves for obligations of the
Partnership for which there is no provision. Cash Flow means
cash funds provided from operations of the Partnership, without
deduction for depreciation, but after deducting cash funds used
to pay or provide for the payment of debt service, capital
improvements and replacements and the operating expenses of each
property and the Partnership. Of the Cash Available for
Distribution fin any year, the General Partners will receive 10%
thereof, of which 9% will constitute a subordinated fee for
managing the Partnership and 1% will be attributable to their
interest in the profits of the Partnership. Notwithstanding the
preceding, the General Partners will not receive distributions
of Cash Available for Distribution in any year in which the
Limited Partners do not receive distribution of Cash Available
for distribution in an amount at least equal to 14% of their
adjusted capital contributions.
- 6 -
The Partnership's distributions of Cash Available for
Distribution during the two most recent fiscal years were as
follows:
Total Amount
Date Distribution Per Unit
-------- ------------ --------
02/15/94 $72,176 $8.00
05/15/94 $72,176 $8.00
08/15/94 $83,002 $9.20
11/15/94 $83,002 $9.20
02/15/95 $83,002 $9.20
05/15/95 $83,002 $9.20
08/15/95 $83,002 $9.20
11/15/95 $83,002 $9.20
No distributions of Cash Available for Distribution were
made to the General Partners.
Cash distributions are also made from Sale or Refinancing
Proceeds, defined in the Partnership Agreement as the cash
proceeds from a sale or refinancing of a Partnership property
remaining after retirement of mortgage debt, all expenses
related to the transaction, and any fees payable to the General
Partners. Of the Sale or Refinancing Proceeds available for
distributions in any year, the General Partners will receive 15%
thereof, of which 14% will constitute a subordinated incentive
fee and 1% will be attributable to their interest in the
Partnership. Notwithstanding the preceding, the General
Partners will not receive distributions of Sales or Refinancing
Proceeds until each 100% of his capital contributions and has
received additional distributions from all sources equal to 10%
per annum cumulative on his adjusted capital contributions.
- 7 -
Item 6. Selected Financial Data
Year Ended December 31,
1995 1994 1993 1992 1991
--------- --------- --------- --------- ---------
Guest room income $2,466,338 $2,526,730 $2,458,535 $2,256,242 $2,232,234
Restaurant income $636,141 $701,900 $775,129 $819,072 $949,249
Interest income $11,825 $13,899 $11,802 $14,037 $18,485
Net income (loss) $78,676 $188,470 $82,208 $(102,512) $165,712
Per Partnership Unit:
Cash distributions $36.80 $34.40 $16.00 $32.00 $8.00
Net income (loss) $8.63 $20.68 $9.02 $(11.25) $18.18
December 31,
1995 1994 1993 1992 1991
--------- --------- --------- --------- ---------
Total assets $3,127,918 $3,411,671 $3,523,707 $3,560,555 $3,989,404
Long-term debt - - - - -
- 8 -
Item 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATION
Liquidity and Capital Resources
- -------------------------------
The Managing General Partner believes that the Partnership's liquidity,
defined as its ability to generate sufficient cash to satisfy its cash needs,
is adequate. The Partnership's primary source of liquidity is its cash flow
from operations. The Partnership had as of December 31, 1995 current assets of
$353,250, current liabilities of $179,911 and therefore, an operating reserve
of $173,339 in excess of current liabilities. These excess net assets provide
a working capital reserve for the Partnership. The Managing General Partner had
a reserve target equal to 5% of the adjusted capital accounts, which are approx-
imately $5,536,000. Current reserves are below this $276,800 reserve target as
the Managing General Partner decided to pay for the capitalized renovations and
replacement from cash on hand rather than incur debt. The reserve will be re-
plenished during the coming fiscal year to the extent made possible by
operations.
During the fiscal year covered by this report, the Partnership
expended $383,468 for renovations and replacement, of which
$306,084 was capitalized. The capitalized items included
$58,444 for an electronic lock system required by the Holiday
Inn franchise agreement, $51,360 for a restaurant access with
ramps oriented to the hotel required by the Americans with
Disabilities Act, $45,091 for carpet in the hotel public areas
and corridors, $31,263 for guest room carpet, $13,072 for a
restaurant computer system that is compatible with the hotel
computer system required by the franchise agreement, $17,499 for
replacement televisions, $15,273 for additional signage, $2,637
for an ice machine and $68,538 for engineering and drawings
associated with the potential 30-room addition referred to below
under this caption. Items not capitalized include $14,160 for
replacement guest room chairs, $13,150 for replacement guest
room doors, $9,632 for re-upholstery of restaurant booths and
chairs, $7,799 for guest room drapes, $7,590 for replacement
bedspreads, $5,301 for replacement lamps and lampshades and
$4,329 for replacement art in the restaurant.
During the fiscal year ended December 31, 1994, the Partnership
expended $188,487 for renovations and replacements, of which
$153,085 was capitalized. Included in the capitalized amounts
was $17,283 for new bed sets, $13,796 for guest room carpets,
$12,114 for three ice machines, $12,000 for restaurant carpet,
$8,336 for a new restaurant sign, $26,401 for guest room
chairs, $17,000 for a movie satellite system, $4,703 for an
office copy machine, $4,358 for a new computer, $3,748 for the
Partnership's share of a vehicle used by an operations manager
shared by the Partnership and certain affiliated limited
partnerships and $33,348 for partial payment on the common area
carpet and pad. The uncapitalized items include $8,000 for
parking lot repairs, $4,370 for fiberglass tub repair, $7,927
for wallpaper and painting and $3,788 for new bedspreads.
- 9 -
Other than as set forth in the next paragraph, the Managing
General Partner is aware of no material trends or changes with
respect to the mix or relative cost of the Partnership's capital
resources. Adequate working capital is expected to be generated
from hotel revenues. The Managing General Partner's budget for
renovation and replacement expenditures is 3% of room revenues.
Due to the hotel's inability to satisfy mid-week demand, the
Managing General Partner is exploring the feasibility of adding
approximately 30 guest rooms to the existing hotel. Preliminary
economic research and forecasting has resulted in a positive
projection for additional rooms. The Managing General Partner
has directed that preliminary site and related studies be
performed to confirm construction costs. It is estimated that
the construction and furnishing of this addition would cost
approximately $1,000,000. The Managing General Partner
anticipates that the Partnership would obtain a loan to pay for
this addition, although there can be no assurance that such a
loan would be available on favorable terms, if at all. The
landlord has informally agreed to lease the land for this
addition on the same terms as the existing leases, i.e., with
rent to be 9% of gross sales, subject to a minimum rent to be
negotiated.
New Accounting Standards
- ------------------------
SFAS No. 121, Accounting for the Impairment of Long-Lived
Assets and for Long-Lived Assets to be Disposed Of, requires
the Partnership to disclose information about potential
impairment to the value of long-lived assets. The Partnership
is not required to adopt and does not currently plan to adopt
SFAS No. 121 until its fiscal year ending December 31, 1996.
The Partnership does not anticipate that any disclosures about
impairment of long-lived assets under SFAS No. 121 will be
necessary.
Results of Operations
- ----------------------
Combined Financial Results
- --------------------------
The following tables summarize the Partnership's operating results for
the fiscal years ended December 31, 1993, 1994 and 1995 on a combined basis.
Individual hotel and restaurant results follow in separate subsections. The
income and expense numbers in the following table are shown on an accrual basis
and other payments on a cash basis.
Average Average
Hotel Hotel
Occupancy Room
Rate Rate
Fiscal Year Ended: ------------- -----------
December 31, 1993 79.4% $57.32
December 31, 1994 79.7% $58.67
December 31, 1995 74.9% $60.95
- 10 -
Total
Expenditures Partnership
Total and Cash Flow
Revenues Debt Service (1)
Fiscal Year Ended: ------------ ------------- ------------
December 31, 1993 $3,323,119 $3,007,949 $315,170
December 31, 1994 $3,339,096 $3,041,413 $297,683
December 31, 1995 $3,213,820 $3,158,485 $55,335
(1) While Partnership Cash Flow as it is used here is not an amount
found in the financial statements, this amount is the best indicator of the
annual change in the amount, if any, available for distribution to the Limited
Partners. This calculation is reconciled to the financial statement in the
following table.
Reconciliation of Partnership Cash Flow from the chart above to
Net Income as shown on the Statements of Operations in the
financial statements is as follows:
1995 1994 1993
--------- --------- ---------
Partnership Cash Flow $55,335 $297,683 $315,170
Additions to Fixed Assets 306,084 153,085 64,069
Depreciation and Amortization (278,574) (262,299) (297,083)
Other Items (4,169) 1 52
-------- -------- -------
Net Income $78,676 $188,470 $82,208
======== ======== =======
The following is a reconciliation of the Partnership Cash Flow shown
above to the aggregate total of Cash Flow from Hotel Operations (shown below)
and the Total Restaurant Net Loss (shown below).
1995 1994 1993
--------- --------- ---------
Cash Flow from Hotel Operations $251,271 $481,530 $522,360
Total Restaurant Net Loss (207,886) (195,393) (214,428)
-------- ------- -------
Aggregate Cash Flow from Property
Operations 43,385 286,137 307,932
Interest on Cash Reserves 11,825 13,899 11,802
Other Income (net of Other Expen-
ses) not allocated to the property 125 (2,353) (4,564)
-------- ------- -------
Partnership Cash Flow $55,335 $297,683 $315,170
======== ======= =======
Hotel Operations
- ----------------
The following table sets forth a comparison of the operating results of
the Barstow hotel for its three most recent fiscal years of operation. Total
expenditures include the operating expenses of the hotel, together with the
cost of capital improvements and those Partnership expenses properly alloc-
able to such hotel.
- 11 -
Total Cash Flow
Expenditures from
Total and Combined
Revenues Debt Service Operations
----------- ------------ ----------
Fiscal Year Ended:
December 31, 1993 $2,535,958 $2,013,598 $522,360
December 31, 1994 $2,622,196 $2,140,666 $481,530
December 31, 1995 $2,565,636 $2,314,365 $251,271
The Partnership's hotel experienced a 2.2% decrease in total
revenues during the fiscal year covered by this report as
compared to the previous fiscal year. The five percentage point
decline in the average occupancy rate was not completely offset
by the $2.28 increase in the average room rate. The occupancy
generated by the corporate market segment declined while
occupancy by the other market segments remained substantially
unchanged. The average room rate for all market segments
increased due to rate increases.
The Barstow hotel achieved a 3.4% increase in total revenues
during the fiscal year ended December 31, 1994 as compared to
the previous fiscal year. Improved performance in both average
occupancy rate and in average room rate were achieved. The
hotel's increased share of the leisure market was partially
offset by decreased discount business. An increase in the
government per diem rate allowed for a $1.00 increase in the
average room rate received from military and Federal employee
guests, who represented approximately 38% of total guests.
The Barstow hotel's total expenditures and debt service
increased $173,699 (8.1%) during the fiscal year covered by this
report as compared to the previous fiscal year. If the increase
in renovations and replacements of $194,981 that was discussed
previously is excluded, the hotel achieved a $21,282 reduction
in expenditures. This decrease in expenditures included
reductions of $22,427 in bad debt expense, $14,279 in workers'
compensation insurance, $10,562 in electricity, of $10,158 in
sales salaries, $8,016 in housekeeping wages and $5,037 in
promotional materials. Partially offsetting the expense
reductions were expenditure increases of $10,882 in security
services, $7,374 in maintenance wages, $5,752 in linen
replacement and $5,505 in reservation fees.
The Barstow hotel's total expenditures and debt service
increased $127,068 or 6.3% during the fiscal year ended December
31, 1994 as compared to the previous fiscal year. Staffing
changes resulted in increased payroll costs of $5,685 for the
front desk personnel, $7,219 for a salesperson, and $12,023 for
the resident manager. Bad debt expenses increased $22,636,
$18,000 of which is related to staffing changes in the
restaurant in 1993. Advances made to a critical restaurant
employee (an executive chef) were written-off after
determination that the employee's position should be eliminated
and collection efforts proved futile. Increased costs for
electricity of $6,249 were associated with increased occupancy.
- 12 -
Elements of a cost-cutting program initiated by the General
Partners resulted in savings of $5,531 in security services,
$16,641 in print advertising, $6,097 in cleaning supplies and
$10,151 in linen replacement. The $12,641 increase in water and
sewer charges is due partially to increased occupancy, but
primarily to rate increases by the City of Barstow.
Expenditures for renovation and replacements increased from
$81,762 to $188,487. The major items expended were discussed
under the section captioned "Liquidity and Capital Resources."
Restaurant Operations
- ---------------------
The following table summarizes the operating results of the
restaurant for the fiscal years ended December 31, 1995, 1994,
and 1993:
1995 1994 1993
---------------- ---------------- ----------------
Food Sales $496,097 100.0% $575,894 100.0% $656,154 100.0%
Cost of Food Sales (183,583) -37.0% (210,662) -36.6% (216,457) -33.0%
Gross Profit from ------- ------- -------
Food Sales 312,514 63.0% 365,232 63.4% 439,697 67.0%
Beverage Sales 140,044 100.0% 126,006 100.0% 118,974 100.0%
Cost of Beverages Sold (47,772) -34.1% (44,495) -35.3% (37,271) -31.3%
------- ------- -------
Gross Profit from
Beverage Sales 92,272 65.9% 81,511 64.7% 81,703 68.7%
------- ------- -------
Combined Gross Profit 404,786 63.6% 446,743 63.6% 521,400 67.3%
Restaurant Operating
Expenses (612,672) -96.3% (642,136) -91.5% (735,828) -94.9%
------- ------- -------
Total Restaurant Net
Loss $(207,886) -32.7% $(195,393) -27.8% $(214,428) -27.7%
======= ======= =======
The Partnership's restaurant at the Barstow Holiday Inn
experienced a $12,493 increase in its net loss during the fiscal
year covered by this report as compared to the previous fiscal
year. Basically, gross profit from food sales declined at a
rate faster than the rate at which the cost-cutting programs
could compensate. Operating expenses include some renovation
and replacement associated with a name change to the "Cactus
Club Bar and Grill." The cost-control program that has been in
effect since mid-1995 should reduce the restaurant loss that
will be realized in 1996.
The restaurant achieved otherwise improved operating
performance during the fiscal year ended December 31, 1994 as
compared to the previous fiscal year despite an $80,260 decline
in food sales. The sales decline was associated with the
intense competition in the area. The sales decline was offset
by cost-cutting measures including $5,795 in food costs, $29,233
in preparation wages, $27,015 in service wages, $5,544 in
- 13 -
maintenance wages, $11,800 in restaurant repairs and $8,467 in
miscellaneous restaurant costs.
Future Trends
- --------------
The Managing General Partner expects that the hotel's occupancy
rates, room rates and restaurant revenues (and hence profits)
will be negatively impacted should the present economic downturn
continue. The Managing General Partner anticipates that
improved restaurant revenues, occupancy rates and perhaps room
rates would result from an economic recovery. None of the
federal government installations in the Barstow area are
scheduled for closure.
The Managing General Partner anticipates that any increases in
operating costs and expenses due to inflation during the period
in which the Partnership is operating its hotel and restaurant
will be met, to the extent possible, by an upward adjustment in
room rates and restaurant prices.
Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
See Financial Statements and Notes to Financial Statements
attached hereto at pages F-1 through F-12.
- 14 -
ANNUAL REPORT ON FORM 10-K
ITEM 8
FINANCIAL STATEMENTS
FAMOUS HOST LODGING V, L.P.
SACRAMENTO, CALIFORNIA
DECEMBER 31, 1995
F-1
Item 8: Financial Statements
FAMOUS HOST LODGING V, L.P.
INDEX OF FINANCIAL STATEMENTS
Pages
-----
Report of Independent Certified Public Accountants F-3
Balance Sheets, December 31, 1995 and 1994 F-4
Statements of Operations for the years ended
December 31, 1995, 1994 and 1993 F-5
Statements of Partners' Equity for the years ended
December 31, 1995, 1994 and 1993 F-6
Statements of Cash Flows for the years ended F-7 to
December 31, 1995, 1994 and 1993 F-8
Notes to Financial Statements F-9 to
F-12
Note: All schedules have been omitted since the required information is not
present or not present in amounts sufficient to require submission of the
schedule or because the information required is included in the financial
statements or notes thereto.
F-2
REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
To the Partners
Famous Host Lodging V, L.P.
We have audited the accompanying balance sheets of Famous Host Lodging V, L.P.,
a California limited partnership, as of December 31, 1995 and 1994, and the
related statements of operations, partners' equity, and cash flows for each
of the years in the three year period ended December 31, 1995. These financial
statements are the responsibility of the Partnership's management. Our
responsibility is to express an opinion on these financial statements based on
our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audits 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 esti-
mates made by management, as well as evaluating the overall financial state-
ment 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 Famous Host Lodging V, L.P. as
of December 31, 1995 and 1994, and the results of its operations and its cash
flows for each of the years in the three year period ended December 31, 1995,
in conformity with generally accepted accounting principles.
VOCKER KRISTOFFERSON AND CO.
February 16, 1996
San Mateo, California
F-3
FAMOUS HOST LODGING V, L.P.
(A California Limited Partnership)
BALANCE SHEETS
December 31, 1995 and 1994
ASSETS
1995 1994
Current Assets: ------ ------
Cash and temporary investments (Notes 1 and 3) $286,074 $564,087
Accounts receivable 31,138 52,948
Prepaid expenses 36,038 41,248
------- -------
Total Current Assets 353,250 658,283
Property and Equipment (Note 2):
Building 4,077,604 4,077,604
Furniture and equipment 1,287,518 1,007,347
--------- ---------
5,365,122 5,084,951
Accumulated depreciation and amortization (2,622,748) (2,362,857)
--------- ---------
Property and Equipment, Net 2,742,374 2,722,094
Other Assets 32,294 31,294
--------- ---------
Total Assets $3,127,918 $3,411,671
========= =========
LIABILITIES AND PARTNERS' EQUITY
Current Liabilities:
Accounts payable and accrued liabilities $ 179,911 $ 198,774
Due to related parties - 11,556
------- -------
Total Liabilities 179,911 210,330
Contingent Liabilities and Lease Commitments (Notes 4 and 5)
Partners' Equity:
General Partners 3,688 2,901
Limited Partners 2,944,319 3,198,440
--------- ---------
Total Partners' Equity 2,948,007 3,201,341
--------- ---------
Total Liabilities and Partners' Equity $3,127,918 $3,411,671
========= =========
See Accompanying notes to financial statements.
F-4
FAMOUS HOST LODGING V, L.P.
(A California Limited Partnership)
STATEMENTS OF OPERATIONS
Years Ended December 31:
------------------------------------
1995 1994 1993
Income: --------- --------- ---------
Guest room $2,466,338 $2,526,730 $2,458,535
Restaurant 636,141 701,900 775,129
Telephone and vending 54,893 59,016 50,260
Interest 11,825 13,899 11,802
Other 44,624 37,552 27,393
--------- --------- ---------
Total Income 3,213,821 3,339,097 3,323,119
--------- --------- ---------
Expenses:
Hotel and restaurant operations
(Notes 4, 5 and 6) 2,634,845 2,664,182 2,718,034
General and administrative
(Note 4) 61,637 57,941 60,240
Depreciation and amortization
(Note 2) 278,574 262,299 297,083
Property management fees
(Note 4) 160,089 166,205 165,554
--------- --------- ---------
Total Expenses 3,135,145 3,150,627 3,240,911
--------- --------- ---------
Net Income $78,676 $188,470 $82,208
========= ========= =========
Net Income Allocable to General Partners $787 $1,885 $822
==== ====== ====
Net Income Allocable to Limited Partners $77,889 $186,585 $81,386
======= ======== =======
Net Income Per Partnership Unit (Note 1) $8.63 $20.68 $9.02
===== ====== =====
Distributions to Limited Partners Per
Partnership Unit (Note 1) $36.80 $34.40 $16.00
====== ====== ======
See Accompanying notes to financial statements.
F-5
FAMOUS HOST LODGING V, L.P.
(A California Limited Partnership)
STATEMENTS OF PARTNERS' EQUITY
Years Ended December 31:
------------------------------------
1995 1994 1993
--------- --------- ---------
General Partners:
Balance, beginning of year $ 2,901 $ 1,016 $ 194
Net income 787 1,885 822
--------- --------- ---------
Balance, End of Year 3,688 2,901 1,016
Limited Partners:
Balance, beginning of year 3,198,440 3,322,212 3,385,178
Net income 77,889 186,585 81,386
Less: Cash distribution to
limited partners (332,010) (310,357) (144,352)
--------- --------- ---------
Balance, End of Year 2,944,319 3,198,440 3,322,212
--------- --------- ---------
Total Partners' Equity $2,948,007 $3,201,341 $3,323,228
========= ========= =========
See accompanying notes to financial statements.
F-6
FAMOUS HOST LODGING V, L.P.
(A California Limited Partnership)
STATEMENTS OF CASH FLOWS
Years Ended December 31:
------------------------------------
1995 1994 1993
--------- --------- ---------
Cash Flows From Operating Activities:
Received from hotel and
restaurant operations $3,224,408 $3,303,398 $3,312,787
Expended for hotel and
restaurant operations
and general and admin-
istrative expenses (2,878,610) (2,872,625) (2,877,483)
Interest received 11,223 13,822 11,778
Net Cash Provided by Operating --------- --------- ---------
Activities 357,021 444,595 447,082
--------- --------- ---------
Cash Flows From Investing Activities:
Proceeds from sale of property
and equipment 3,060 - 3,000
Purchases of property and
equipment (306,084) (153,085) (64,069)
Net Cash Used by Investing --------- --------- ---------
Activities (303,024) (153,085) (61,069)
Cash Flows From Financing Activities:
Distributions paid to limited
partners (332,010) (310,357) (144,352)
-------- --------- ---------
Net Cash Used by Financing Activities (332,010) (310,357) (144,352)
Net Increase (Decrease) in Cash -------- --------- ---------
and Temporary Investments (278,013) (18,847) 241,661
======== ========= =========
Cash and Temporary Investments:
Beginning of year 564,087 582,934 341,273
-------- --------- ---------
End of Year $286,074 $564,087 $582,934
======== ========= =========
See Accompanying notes to financial statements.
F-7
FAMOUS HOST LODGING V, L.P.
(A California Limited Partnership)
STATEMENTS OF CASH FLOWS (Continued)
Years Ended December 31:
------------------------------------
1995 1994 1993
--------- --------- ---------
Reconciliation of Net Income to
Net Cash Provided by Operating
Activities:
Net income $ 78,676 $188,470 $ 82,208
Adjustments to reconcile net income
to net cash provided by operating
activities:
Depreciation and amortization 278,574 262,299 297,083
(Gain) loss on disposition of
property and equipment 4,170 - (53)
(Increase) decrease in accounts
receivable 21,810 (21,878) 1,446
(Increase) decrease in prepaid
expenses 5,210 4,052 (3,298)
(Increase) decrease in other
assets (1,000) 1,800 44,400
Increase (decrease) in accounts
payable and accrued liabilities (18,863) 9,911 24,279
Increase (decrease) in due to
related parties (11,556) (59) 1,017
------- ------- -------
Total Adjustments 278,345 256,125 364,874
------- ------- -------
Net Cash Provided By Operating Activities $357,021 $444,595 $447,082
======= ======= =======
See accompanying notes to financial statements.
F-8
FAMOUS HOST LODGING V, L.P.
(A California Limited Partnership)
NOTES TO FINANCIAL STATEMENTS
NOTE 1 - THE PARTNERSHIP
Famous Host Lodging V, L.P. is a limited partnership organized under California
law on October 1, 1984, to acquire and/or develop and operate hotel properties
in the State of California. The term of the Partnership expires December 3,
2023, and may be dissolved earlier under certain circumstances. On February 13,
1991 the Partnership Agreement was amended to change the name of the Partner-
ship from "Super 8 Lodging V, Ltd." to "Famous Host Lodging V, L.P." The hotel
in Barstow, California was opened in December 1985. In 1987 the Partnership
commenced operation of a family restaurant and cocktail lounge immediately ad-
jacent to the hotel. The Partnership grants credit to customers, substantially
all of which are local businesses.
The managing general partner is Grotewohl Management Services, Inc., the sole
stockholder and officer of which is Philip B.Grotewohl. In addition, there is
one individual associate general partner.
The net income or net loss of the Partnership is allocated 1% to the General
Partners and 99% to the Limited Partners. Net income (loss) and distributions
per partnership unit are based upon 9,022 units outstanding. All partnership
units are owned by the Limited Partners.
The partnership agreement requires that the Partnership maintain working cap-
ital reserves for normal repairs, replacements, working capital and contin-
gencies in an amount of at least 5% of gross proceeds of the public offering
of units as adjusted for distributions of sales proceeds ($276,799 at Dec-
ember 31, 1995). As of December 31, 1995, the Partnership had working cap-
ital of only $173,339 due to capital renovations made during 1995. Manage-
ment anticipates replenishing the reserve during 1996.
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Items of Partnership income or loss are passed through to the individual
partners for income tax purposes, along with any income tax credits. Therefore,
no federal or California income taxes are provided for in the financial state-
ments of the Partnership.
Property and equipment are recorded at cost. Depreciation and amortization are
computed using the following estimated useful lives and methods:
Description Methods Useful Lives
------------------------ ----------------------------- --------------
Building and components 150% declining balance 10-25 years
and straight-line
Furniture and equipment 200% declining balance 4-7 years
and straight-line
Costs incurred in connection with maintenance and repair are charged to ex-
pense. Major renewals and betterments that materially prolong the lives of
assets are capitalized.
The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect certain reported amounts and disclosures. Accordingly, actual results
could differ from those estimates.
F-9
FAMOUS HOST LODGING V, L.P.
(A California Limited Partnership)
NOTES TO FINANCIAL STATEMENTS (Continued)
NOTE 3 - CASH AND TEMPORARY INVESTMENTS
Cash and temporary investments as of December 31, 1995 and 1994 consists of the
following:
1995 1994
---------- -----------
Cash in bank $ 73,252 $ 61,982
Money market accounts 112,822 402,105
Certificates of deposit 100,000 100,000
------- -------
Total Cash and Temporary Investments $286,074 $564,087
======= =======
Temporary investments are recorded at cost, which approximates market value.
The Partnership considers temporary investments and all highly liquid marketable
securities with original maturities of three months or less to be cash
equivalents for purposes of the statement of cash flows.
NOTE 4 - RELATED PARTY TRANSACTIONS
Franchise Fees
During the year ended December 31, 1990, the Partnership submitted an applica-
tion with a $44,400 deposit to obtain a Holiday Inn franchise. The deposit was
refundable upon completion of the Holiday Inn franchise conversion requirements
and was included in other assets as of December 31, 1992 and 1991 in the ac-
companying balance sheets. During the year ending December 31, 1993, the
Partnership was refunded the entire deposit amount of $44,400.
In February 1991, the Partnership obtained a ten-year franchise agreement with
Holiday Inns, Inc. to operate its Barstow hotel and restaurant under the name
"Holiday Inn." The Partnership pays monthly franchise fees of 4% of gross room
revenues of the hotel and makes monthly contributions of 1 1/2% and 1% of guest
room revenues to a marketing fund and reservation fund, respectively.
Property Management Fees
The General Partners, or their affiliates, handle the management of the hotel
property of the Partnership. The fee for this service is 5% of the gross
revenues from Partnership operations, as defined in the partnership agreement,
and amounted to $160,089 in 1995, $166,205 in 1994 and $165,554 in 1993.
Subordinated Distributions to General Partners
During the Partnership's operational stage, the General Partners are to receive
an aggregate of 10% of Partnership distributions from cash available for distri-
bution, of which 9% will constitute a fee for managing the Partnership and 1% on
account of their interest in the income and losses of the Partnership. These
distributions are subordinated, however, to payment to each Limited Partner
during such year of distributions from cash available for distribution, of 14%
per annum non-cumulative return on his adjusted capital contribution. Through
December 31, 1995, the Limited Partners have not received a 14% non-cumulative
return in any year, therefore no distributions have been made or have accrued
to the General Partners.
F-10
FAMOUS HOST LODGING V, L.P.
(A California Limited Partnership)
NOTES TO FINANCIAL STATEMENTS (Continued)
NOTE 4 - RELATED PARTY TRANSACTIONS (Continued)
Subordinated Incentive Distributions
Under the terms of the partnership agreement, the General Partners are to
receive an aggregate of 15% of Partnership distributions of net proceeds from
the sale or refinancing of Partnership properties. The aggregate distribution
of 15% is composed of a 14% subordinated incentive fee as additional compensa-
tion for services rendered by the General Partners and the 1% on account of
their interest in the income and losses of the Partnership. These distri-
butions are subordinated, however, to net proceeds from the sale or refinanc-
ing of Partnership properties remaining after distribution to the Limited
Partners of any portion thereof required to cause distributions to the Limited
Partners from all sources to be equal to their capital contributions plus 10%
per annum cumulative return on their adjusted capital contributions. At Dec-
ember 31, 1995, the Limited Partners had not received the 10% per annum cumu-
lative return, and accordingly, no such proceeds have been distributed to the
General Partners.
Administrative Expenses Shared by the Partnership and Its Affiliates
There are certain administrative expenses allocated between the Partnership and
other partnerships managed by the General Partners and their affiliates. These
expenses, which are allocated based on usage, are telephone, data processing,
rent of the administrative office, and administrative salaries. The administra-
tive expenses allocated to the Partnership were approximately $223,000 in 1995,
$207,000 in 1994 and $219,000 in 1993 and are included in general and adminis-
trative expenses and hotel and restaurant operations expenses in the accompany-
ing statements of operations. Included in administrative salaries are allocated
amounts paid to three employees who are related to Philip B. Grotewohl, the
sole stockholder of Grotewohl Management Services, Inc. (see Note 1), the
general partner.
NOTE 5 - LEASE COMMITMENTS
The Partnership leases 3.05 acres of land in Barstow, California for a term of
50 years beginning in 1984. The Partnership has the right to extend the lease
for three consecutive periods of ten years each. The base rent payments are
subject to annual upward or downward adjustments based on changes in the
Consumer Price Index.
The Partnership also leases the site adjacent to its Barstow hotel that con-
tains a restaurant and lounge. The lease provides for a 20-year term ending
December 31, 2010 with an option to terminate this lease after termination of
the Holiday Inn license agreement. The option cannot be exercised before the
tenth year of the renewal term and requires six months written notice.
Both leases contain provisions requiring the lessee to pay all property taxes
and assessments. The leases provide for payment of the excess of percentage
rent over the base rent. The percentage rent is 9% of the combined gross hotel
room revenues and gross restaurant and lounge sales.
Rental expense under these leases incurred by the Partnership amounted to
$297,167 in 1995, $307,493 in 1994 and $307,524 in 1993. Such amounts are in-
cluded in hotel and restaurant operations expense in the accompanying state-
ments of operations.
F-11
FAMOUS HOST LODGING V, L.P.
(A California Limited Partnership)
NOTES TO FINANCIAL STATEMENTS (Continued)
NOTE 5 - LEASE COMMITMENTS
Future lease commitments at December 31, 1995, using the current minimum
monthly amounts, are as follows:
Years Ended Hotel Land Restaurant
December 31: Lease Lease Total
------------ ------------ ------------ -----------
1996 $ 158,892 $ 110,904 $ 269,796
1997 158,892 110,904 269,796
1998 158,892 110,904 269,796
1999 158,892 110,904 269,796
2000 158,892 110,904 269,796
2001-2034 5,322,882 1,109,040 6,431,922
--------- --------- ---------
Total minimum future
lease payments $6,117,342 $1,663,560 $7,780,902
========= ========= =========
NOTE 6 - HOTEL AND RESTAURANT OPERATING EXPENSES
The following table summarizes the major components of hotel and restaurant
operating expenses for the following years:
1995 1994 1993
---------- ------------ ------------
Salaries and related expenses $ 789,516 $ 856,364 $ 884,603
Cost of food and beverage 231,355 255,156 253,728
Rent 297,168 307,493 307,524
Franchise and advertising 247,002 260,110 285,869
Utilities 214,662 231,317 213,475
Allocated costs, mainly indirect
salaries 181,607 169,655 180,492
Renovations and replacements 77,384 35,402 17,693
Other operating expenses 596,151 548,685 574,650
--------- --------- ---------
Total hotel and restaurant
operating expenses $2,634,845 $2,664,182 $2,718,034
========= ========= =========
F-12
Item 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
ACCOUNTING AND FINANCIAL DISCLOSURE
Inapplicable.
PART III
Item 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
Dennis A. Brown and Grotewohl Management Services, Inc. were
the original managing general partners of the Partnership, and
Robert J. Dana was the original associate general partner of the
Partnership. Upon the death of Mr. Brown on February 25, 1988,
Grotewohl Management Services, Inc. and Mr. Dana elected to
continue the Partnership as the Managing General Partner and
Associate General Partner, respectively.
Mr. Philip B. Grotewohl, the sole shareholder of Grotewohl
Management Services, Inc., is currently age 77. Mr. Robert J.
Dana is age 67.
Item 11. EXECUTIVE COMPENSATION
Although Mr. Brown ceased to be a general partner of the
Partnership upon his death, a trust of Mr. Brown shares in
certain of the compensation otherwise payable to the General
Partners and their affiliates. This revenue is now paid to a
trust.
Property Management Fees
The Manager, a California general partnership which is owned
equally by the Brown trust and the Managing General Partner, is
managing the Partnership's hotel and restaurant. The fee for
this service is 5% of the gross hotel and restaurant revenue.
During the fiscal year ended December 31, 1995, the Partnership
paid property management fees in the amount of $160,089 to the
Manager.
General Partners' Interest in Cash Available for Distribution
At quarterly intervals, the total amount of the Partnership's
Cash Available for Distribution is determined at the discretion
of the General Partners. (See Item 5 above.) Distributions
therefrom are made as follows: (1) 90% of such distributions are
paid to the Limited Partners; (2) 9% thereof is paid to the
General Partners as Partnership management fees; and (3) 1%
thereof is paid to the General Partners in accordance with their
interest in the income and losses of the Partnership.
Notwithstanding the foregoing, however, distributions of Cash
Available for Distribution to the General Partners which would
otherwise be paid to the General Partners are deferred and paid
only after payment to the Limited Partners of distributions of
Cash Available for Distribution in an amount equal to 14% per
annum on their Adjusted Capital Contributions.
- 15 -
No such distributions were paid or accrued for the account of
the General Partner during the fiscal year covered by this
report.
General Partners' Interest in Net Proceeds of Sales and
Refinancing of Partnership Properties
The proceeds from the sale or refinancing of properties not
reinvested are to be distributed first to the Limited Partners
until they have received cumulative payments from all the sale
or refinancing of properties equal to 100% of their original
capital contribution and a cumulative payments from all sources
equal to a 10% per annum return on their adjusted capital
contributions. When the foregoing requirement has been
satisfied, any remaining funds from the sale or refinancing of
properties will be distributed 15% to the General Partners and
85% to the Limited Partners.
No such distributions were paid or accrued for the account of
the General Partners during the fiscal year covered by this
report.
Allocation of Compensation
Compensation to the General Partners and their affiliates is
allocated as follows:
(1) Mr. Dana receives annual amounts equal to 30% of total
compensation to the General Partners and their affiliates as a
group reduced by all Partnership-related business expenses of
the General Partners and their affiliates.
(2) All compensation to the General Partners which is not
allocated to Mr. Dana is divided equally between Grotewohl
Management Services, Inc. and their affiliates and the Brown
trust.
Item 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT
Security Ownership of Certain Beneficial Owners
No person is known by the Partnership to be the beneficial
owner of more than 5% of the Units.
Security Ownership of Management
The General Partners are not the beneficial owners of any
Units.
- 16 -
Changes in Control
With the consent of all other General Partners and Limited
Partners holding more than 50% of the Units, a General Partner
may designate a successor or additional general partner, in each
case with such participation in such General Partner's interest
as such General Partner and successor or additional general
partner may agree upon, provided that the interests of the
Limited Partners are not affected thereby.
A General Partner may withdraw from the Partnership at any
time upon 60 days' prior written notice to the Limited Partners
and any other General Partners, or may transfer his interest to
an entity controlled by him; provided, however, that in either
such event, if it is determined that the Partnership business is
to be continued rather than dissolved and liquidated upon the
happening thereof, the withdrawal or transfer will be effective
only after receipt by the Partnership of an opinion of counsel
to the effect that such withdrawal or transfer will not cause
the Partnership to be classified as an association taxable as a
corporation rather than as a partnership for federal income tax
purposes.
The Limited Partners shall take no part in the management
of the Partnership's business; however, a majority in interest
of the Limited Partners, without the concurrence of the General
Partners, shall have the right to amend the Partnership
Agreement, dissolve the Partnership, remove a General Partner or
any successor general partner, elect a new general partner or
general partners upon the removal, retirement, death, insanity,
dissolution, insolvency or bankruptcy of a General Partner, and
approve or disapprove the sale, exchange or pledge in a single
transaction of all or substantially all of the properties
acquired by the Partnership.
Item 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
Administrative Expenses Shared by the Partnership and its Affiliates
There are certain administrative expenses allocated between the
Partnership and other partnerships managed by the General
Partners and their affiliates. These expenses, which are
allocated based on usage, are telephone, data processing, rent
of administrative offices and administrative salaries. The
administrative expenses allocated to the Partnership were
approximately $223,000 in 1995 and are included in general and
administrative expenses and hotel and restaurant operations
expenses in the Partnership's financial statements. Included in
administrative salaries are allocated amounts paid to three
employee who are related to Philip B. Grotewohl, the sole
shareholder of the Managing General Partner.
PART IV
- 17 -
Item 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON
FORM 8-K
(a) Documents filed as part of this report
1. Financial Statements Included in Part II of this Report
Report of Independent Certified Public Accountants
Balance Sheets, December 31, 1995 and 1994
Statements of Operations for the Years Ended December 31,
1995, 1994 and 1993
Statements of Partners' Equity for the Years Ended
December 31, 1995, 1994 and 1993
Statements of Cash Flow for the Years Ended December 31,
1995, 1994 and 1993
Notes to Financial Statements
2. Financial Statement Schedules Included in this Report
None
3. Exhibits
3.1 and 4.1 The Partnership Agreement filed as Exhibit 3.1
and 4.1 to the annual report on Form 10-K for the fiscal year
ended December 31, 1994 is incorporated herein by reference.
10.1 Ground Lease respecting the Barstow Hotel filed as
Exhibit 10.1 to post-effective amendment no. 1 to the
registration statement on Form S-1 of the Partnership (File
No.2-88942) is incorporated herein by reference.
10.2 Motel Management Agreement between the Partnership and
Super 8 Management Corporation filed as Exhibit 10.3 to the
registration statement on Form S-1 of the Partnership (File No.
33-3842) is incorporated herein by reference.
10.3 Ground Lease respecting the Barstow Restaurant filed as
Exhibit 10.9 to the annual report on Form 10-K of the
Partnership for the fiscal year ended December 31, 1989 is
incorporated herein by reference.
10.4 Amendment to Ground Leases, filed as Exhibit 10.11, to
the annual report on Form 10-K of the Partnership for the fiscal
year ended December 31, 1990 is incorporated herein by
reference.
10.5 Franchise Agreement between Partnership and Holiday
Inns, Inc. filed as Exhibit 10.6 to the annual report on Form
10-K of the Partnership for the fiscal year ended December 31,
1994 is incorporated herein by reference.
(b) Reports on Form 8-K
Inapplicable
- 18 -
SIGNATURES
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.
(Registrant) FAMOUS HOST LODGING V, L.P.
By (Signature and Title) /s/ Philip B. Grotewohl
------------------------------------------------
Philip B. Grotewohl,
President of Grotewohl Management Services, Inc.,
General Partner
Date March 28, 1996
Pursuant to the requirements of the Securities Exchange Act
of 1934, this report has been signed below by the following
persons on behalf of the registrant and in the capacities and on
the dates indicated.
By (Signature and Title) /s/ Philip B. Grotewohl
---------------------------------------------------
Philip B. Grotewohl,
Chief executive officer, chief financial officer,
chief accounting officer and sole director of
Grotewohl Management Services, Inc., General Partner
Date March 28, 1996
- 19 -