FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Quarterly Report Under Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarter Ended June 30, 1996 ------------- Commission file number 33-11096 -------------- CRI HOTEL INCOME PARTNERS, L.P. - ------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware 52-1500621 - ---------------------------------------- ---------------------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 11200 Rockville Pike, Rockville, Maryland 20852 - ----------------------------------------- --------------------------- (Address of principal executive offices) (Zip Code) (301) 468-9200 - ------------------------------------------------------------------------- (Registrant's telephone number, including area code) 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 and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No [ ] Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. Class Outstanding at June 30, 1996 - --------------------------------- -------------------------------------- (Not applicable) (Not applicable) CRI HOTEL INCOME PARTNERS, L.P. INDEX TO FORM 10-Q FOR THE QUARTER ENDED JUNE 30, 1996 Page ---- PART I. Financial Information (Unaudited) Item 1. Financial Statements Balance Sheets - June 30, 1996 and December 31, 1995 . . . . . . . . . . . . . . . . 1 Statements of Income - for the three and six months ended June 30, 1996 and 1995 . . . . . . . . . . . . 2 Statement of Changes in Partners' Capital (Deficit) - for the six months ended June 30, 1996 . . . . . . 3 Statements of Cash Flows - for the six months ended June 30, 1996 and 1995 . . . . . . . . . . . . 4 Notes to Financial Statements . . . . . . . . . . . . . 5 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations . . . . . . . . . 8 PART II. Other Information Item 6. Exhibits and Reports on Form 8-K . . . . . . . . . . . 12 Signature . . . . . . . . . . . . . . . . . . . . . . . . . . . 13 Exhibit Index . . . . . . . . . . . . . . . . . . . . . . . . . . . 14 PART I. FINANCIAL INFORMATION --------------------- ITEM 1. FINANCIAL STATEMENTS --------------------- CRI HOTEL INCOME PARTNERS, L.P. BALANCE SHEETS ASSETS June 30, December 31, 1996 1995 ------------ ------------ (Unaudited) Property and equipment - at cost Land $ 1,574,490 $ 1,574,490 Buildings and site improvements 13,112,968 13,112,968 Furniture, fixtures and equipment 4,670,363 4,501,971 Leasehold improvements 1,382,000 1,382,000 ------------ ------------ 20,739,821 20,571,429 Less: accumulated depreciation and amortization (8,116,569) (7,700,997) ------------ ------------ 12,623,252 12,870,432 Cash and cash equivalents 590,341 677,454 Working capital reserve 225,000 225,000 Receivables, reserve for replacements and other assets 939,928 700,722 Acquisition fees, principally paid to related parties, net of accumulated amortization of $286,928 and $269,926, respectively 733,176 750,178 Property purchase costs, net of accumulated amortization of $50,917 and $47,880, respectively 131,349 134,387 ------------ ------------ Total assets $ 15,243,046 $ 15,358,173 ============ ============ LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) Distributions payable $ 495,285 $ 549,562 Hotel trade payables 398,698 305,473 Accounts payable and accrued expenses 255,043 306,592 Building lease payable 109,327 38,596 Accrued property taxes 42,261 64,183 Accrued salaries and wages 78,660 71,767 Sales tax payable 67,665 62,268 Accrued management fees 34,846 107,804 ------------ ------------ 1,481,785 1,506,245 Notes payable 6,907,827 6,604,974 ------------ ------------ Total liabilities 8,389,612 8,111,219 ------------ ------------ Commitments and contingencies The accompanying notes are an integral part of these financial statements. -1- PART I. FINANCIAL INFORMATION --------------------- ITEM 1. FINANCIAL STATEMENTS --------------------- CRI HOTEL INCOME PARTNERS, L.P. BALANCE SHEETS LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) - Continued June 30, December 31, 1996 1995 ------------ ------------ (Unaudited) Partners' capital (deficit): General Partner (251,736) (243,841) Beneficial Assignee Certificates (BACs) Series A; 868,662 BACs issued and outstanding 7,105,170 7,490,795 ------------ ------------ Total partners' capital 6,853,434 7,246,954 ------------ ------------ Total liabilities and partners' capital $ 15,243,046 $ 15,358,173 ============ ============ The accompanying notes are an integral part of these financial statements. -2- PART I. FINANCIAL INFORMATION --------------------- ITEM 1. FINANCIAL STATEMENTS --------------------- CRI HOTEL INCOME PARTNERS, L.P. STATEMENTS OF INCOME (Unaudited) For the three months ended For the six months ended June 30, June 30, ---------------------------- ---------------------------- 1996 1995 1996 1995 ------------ ------------ ------------ ------------ Revenue: Rooms $ 2,303,013 $ 2,399,635 $ 4,887,891 $ 4,981,482 Rental and other 87,208 98,133 178,197 194,995 Telephone 87,283 112,751 179,918 217,600 Food and beverage 32,162 18,721 43,548 32,514 ------------ ------------ ------------ ------------ 2,509,666 2,629,240 5,289,554 5,426,591 ------------ ------------ ------------ ------------ Departmental expenses: Rooms (713,213) (706,363) (1,384,719) (1,392,389) Telephone (25,593) (43,427) (56,551) (78,225) Rental and other (20,858) (35,822) (42,602) (72,076) Food and beverage (24,820) (19,393) (36,813) (33,491) ------------ ------------ ------------ ------------ (784,484) (805,005) (1,520,685) (1,576,181) ------------ ------------ ------------ ------------ Gross operating income 1,725,182 1,824,235 3,768,869 3,850,410 ------------ ------------ ------------ ------------ Unallocated operating income (expenses): Interest and other income 18,332 18,729 38,576 44,546 General and administrative (235,904) (283,843) (528,943) (603,011) Building lease expense (153,555) (149,255) (404,650) (378,732) Marketing (247,955) (232,086) (473,332) (479,764) Depreciation and amortization (222,371) (215,152) (443,520) (428,141) Energy (120,639) (113,128) (260,470) (257,937) Property taxes (128,010) (172,874) (266,124) (323,242) Property operations and maintenance (148,841) (163,711) (279,223) (315,677) Management fees (87,747) (91,806) (184,916) (189,738) Base asset management fee, paid to related parties (23,438) (26,250) (46,876) (52,500) Professional fees (9,051) (12,426) (19,603) (22,790) ------------ ------------ ------------ ------------ (1,359,179) (1,441,802) (2,869,081) (3,006,986) ------------ ------------ ------------ ------------ Operating income 366,003 382,433 899,788 843,424 Other income (expenses): Interest expense (153,124) (159,163) (302,853) (314,798) Cash flow guarantees/(recoveries) -- -- -- ------------ ------------ ------------ ------------ Net income $ 212,879 $ 223,270 $ 596,935 $ 528,626 ============ ============ ============ ============ The accompanying notes are an integral part of these financial statements. -3- PART I. FINANCIAL INFORMATION --------------------- ITEM 1. FINANCIAL STATEMENTS --------------------- CRI HOTEL INCOME PARTNERS, L.P. STATEMENTS OF INCOME - Continued (Unaudited) For the three months ended For the six months ended June 30, June 30, ---------------------------- ---------------------------- 1996 1995 1996 1995 ------------ ------------ ------------ ------------ Net income allocated to General Partner (2%) $ 4,258 $ 4,466 $ 11,939 $ 10,573 ============ ============ ============ ============ Net income allocated to BAC Holders (98%) $ 208,621 $ 218,804 $ 584,996 $ 518,053 ============ ============ ============ ============ Net income per BAC based on 868,662 BACs outstanding $ 0.24 $ 0.26 $ 0.67 $ .60 ============ ============ ============ ============ The accompanying notes are an integral part of these financial statements. -4- PART I. FINANCIAL INFORMATION --------------------- ITEM 1. FINANCIAL STATEMENTS --------------------- CRI HOTEL INCOME PARTNERS, L.P. STATEMENT OF CHANGES IN PARTNERS' CAPITAL (DEFICIT) For the six months ended June 30, 1996 (Unaudited) Beneficial Assignee General Certificate Partner Holders Total --------- ------------ ------------ Balance, December 31, 1995 $(243,841) $ 7,490,795 $ 7,246,954 Distributions paid or accrued of $1.12 per BAC (19,834) (970,621) (990,455) Net income 11,939 584,996 596,935 --------- ------------ ------------ Balance, June 30, 1996 $(251,736) $ 7,105,170 $ 6,853,434 ========= ============ ============ The accompanying notes are an integral part of these financial statements. -5- PART I. FINANCIAL INFORMATION --------------------- ITEM 1. FINANCIAL STATEMENTS --------------------- CRI HOTEL INCOME PARTNERS, L.P. STATEMENTS OF CASH FLOWS (Unaudited) For the six months ended June 30, ------------------------------ 1996 1995 ------------ ------------ Cash flows from operating activities: Net income $ 596,935 $ 528,626 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 443,520 428,141 Accrued interest on notes payable 302,853 314,798 Changes in assets and liabilities: Increase in receivables and other assets, net (129,118) (4,970) (Decrease) increase in accounts payable and accrued expenses (51,549) 30,521 Increase (decrease) in hotel trade payables 93,225 (124,607) Increase (decrease) in accrued salaries and wages 6,893 (7,713) Increase (decrease) in building lease payable 70,731 (24,951) Increase in sales tax payable 5,397 10,210 (Decrease) increase in accrued property taxes (21,922) 39,404 Decrease in accrued management fees (72,958) (64,601) ------------ ------------ Net cash provided by operating activities 1,244,007 1,124,858 ------------ ------------ Cash flows from investing activities: Purchase of property and equipment (168,392) (173,033) Net (deposits to) withdrawals from reserve for replacements (117,997) 20,730 Decrease in working capital reserves -- 77,000 ------------ ------------ Net cash used in investing activities (286,389) (75,303) ------------ ------------ Cash flows from financing activities: Distributions paid to BAC Holders and General Partner (1,044,731) (904,118) ------------ ------------ Net (decrease) increase in cash and cash equivalents (87,113) 145,437 Cash and cash equivalents, beginning of period 677,454 537,352 ------------ ------------ Cash and cash equivalents, end of period $ 590,341 $ 682,789 ============ ============ The accompanying notes are an integral part of these financial statements. -6- CRI HOTEL INCOME PARTNERS, L.P. NOTES TO FINANCIAL STATEMENTS (Unaudited) 1. BASIS OF PRESENTATION In the opinion of CRICO Hotel Associates I, L.P. (the General Partner), the accompanying unaudited financial statements of CRI Hotel Income Partners, L.P. (the Partnership) contain all adjustments of a normal recurring nature necessary to present fairly the Partnership's financial position as of June 30, 1996 and December 31, 1995, and the results of its operations for the three and six months ended June 30, 1996 and 1995 and its cash flows for the six months ended June 30, 1996 and 1995. These unaudited financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and note disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted. While the General Partner believes that the disclosures presented are adequate to make the information not misleading, it is suggested that these financial statements be read in conjunction with the financial statements and the notes included in the Partnership's Annual Report filed on Form 10-K for the year ended December 31, 1995. Certain amounts in the 1995 financial statements have been reclassified to conform to the 1996 presentation. 2. COMMITMENTS a. Hotel operations management agreements -------------------------------------- The Partnership entered into management agreements with Buckhead Hotel Management Company, Inc. (Buckhead) in connection with operations of the hotels. Each agreement is for an initial term of twelve to fifteen years, with a five-year renewal option. The agreements call for a base management fee of 3.5% of gross revenue from operations, a marketing fee of 1.5% of net room revenues, and a reservation fee of 2.3% of gross revenues from rental of hotel guest rooms. The agreements also call for incentive management fees generally equal to 25% of net cash flow available after payment of a preferred cash flow return to the Partnership equal to 11% of the aggregate purchase price for the hotels owned by the Partnership. No incentive management fees were earned for the first two quarters of 1996 or 1995. b. Ground lease agreement ---------------------- The Partnership entered into a lease with Vicorp Restaurants, Inc. (Vicorp) effective January 1991, for a portion of the Minneapolis Days Inn property to operate a restaurant (Baker's Square). Gross rental income pursuant to the lease agreement was $12,619 and $25,238 for the three and six months ended June 30, 1996, respectively and $12,193 and $24,385 for the three and six months ended June 30, 1995, respectively. 3. DISTRIBUTIONS TO BAC HOLDERS The following distributions were paid or accrued to BAC Holders of record during the first and second quarters of 1996 and 1995: -7- CRI HOTEL INCOME PARTNERS, L.P. NOTES TO FINANCIAL STATEMENTS (Unaudited) 3. DISTRIBUTIONS TO BAC HOLDERS - Continued 1996 1995 Distributions to Distributions to BAC Holders BAC Holders -------------------- -------------------- Quarter Ended Total Per BAC Total Per BAC ------------- ---------- ------- ---------- ------- March 31 $ 485,242 $ 0.56 $ 443,018 $ 0.51 June 30 485,379 0.56 469,077 0.54 ---------- ------- ---------- ------- $ 970,621 $ 1.12 $ 912,095 $ 1.05 ========== ======= ========== ======= Distributions are dependent on the net cash flow produced from hotel operations, net of Partnership expenses. The cash flow from certain hotels may be materially affected by changing market conditions and by seasonality. 4. RELATED-PARTY TRANSACTIONS The Partnership, in accordance with the terms of the Partnership Agreement, is obligated to reimburse the General Partner or its affiliates for their direct expenses in connection with managing the Partnership. The Partnership paid or accrued $11,900 and $22,093 for the three and six months ended June 30, 1996, respectively, and $14,606 and $26,141 for the three and six months ended June 30, 1995, respectively, to the General Partner or its affiliates as direct reimbursement of expenses incurred on behalf of the Partnership. Such reimbursements are included in general and administrative expense on the statements of income. The amount of the base asset management fee earned by the General Partner or its affiliates is equal to 0.50% of the weighted average balance of the adjusted partnership investment during the period, as defined in the Partnership Agreement. The Partnership paid or accrued a base asset management fee of $23,438 and $46,876, during the three and six months ended June 30, 1996, and $26,250 and $52,500 for the three and six months ended June 30, 1995. 5. HOTELS OWNED BY THE PARTNERSHIP On October 20, 1994, a contract for the sale of the Kankakee hotel was signed. The sale was completed on July 19, 1995. The sale price of the property of $1.2 million generated sufficient proceeds to the Partnership to retire the purchase money note obligation of the Partnership with respect to such property. The Partnership is investigating the extent of building damage to the foundation at the Roseville hotel. Erosion and settlement have caused some of the walls to buckle and the hotel concrete floor to crack and sink. Excavation to determine the severity of the problem is expected to begin during September 1996. All repair work is expected to be completed this fall. As of August 5, 1996, there is no estimate of the total expected costs to be incurred. -8- PART I. FINANCIAL INFORMATION --------------------- ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL ------------------------------------------------- CONDITION AND RESULTS OF OPERATIONS ----------------------------------- Financial Condition/Liquidity ------------------------------ CRI Hotel Income Partners, L.P. (the Partnership) expects that the hotels in the aggregate will generate sufficient cash flow to achieve a positive cash flow after operating expenses. During the six months ended June 30 1996, certain hotels retained aggregate additional replacement reserves of approximately $176,700 for the purpose of funding the purchase of electronic door locks. The installation of these electronic door locks is a franchise requirement imposed by Days Inn. As of June 30, 1996, $85,000 was paid relating to the lock replacements. Other than the purchase of electronic door locks and the periodic replacement of fixed assets, which are funded from the replacement reserves, and the Roseville excavation and repair work, as discussed below, there are no material commitments for capital expenditures. The Partnership's liquidity and future results of operations are primarily dependent upon the performance of the underlying hotels. Hotel operations may be materially affected by changing market conditions and by seasonality caused by variables such as vacations, holidays and climate. The Partnership closely monitors its cash flow position in an effort to ensure that sufficient cash is available for operating requirements and distributions to BAC Holders. The Partnership's net cash provided by operating activities for the six months ended June 30, 1996, along with existing cash resources, was adequate to support operating, investing and financing requirements and declared distributions to BAC Holders and the General Partner. Cash and cash equivalents decreased in 1996 principally due to deposits to replacement reserves. The Partnership estimates that existing cash and cash equivalents along with future cash flows from the hotels' operations, in the aggregate, will be sufficient to pay operating expenses and short term commitments, fund replacement reserves, and make distributions to BAC Holders. Short-term liabilities of $1,481,785 decreased slightly from 1995. This resulted primarily from a decrease in accrued management fees payable at two hotels as well as a decrease in distributions payable. The Partnership's notes payable, including accrued interest, are scheduled to mature in 1997 and 1998. The Kankakee note payable of $434,925 plus accrued interest of $440,746 was retired on July 19, 1995 in connection with the sale of the hotel, as discussed below. The Managing General Partner is currently investigating refinancing options for the remaining notes. There is no assurance that a refinancing or refinancings will be completed. On October 20, 1994, a contract for the sale of the Kankakee hotel was signed. The sale was completed on July 19, 1995. The sale price of the property of $1.2 million generated sufficient proceeds to the Partnership to retire the purchase money note obligation of the Partnership with respect to such property. The following distributions were paid or accrued to BAC Holders of record during the first and second quarters of 1996 and 1995: -9- PART I. FINANCIAL INFORMATION --------------------- ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL ------------------------------------------------- CONDITION AND RESULTS OF OPERATIONS - Continued ----------------------------------- 1996 1995 Distributions to Distributions to BAC Holders BAC Holders -------------------- -------------------- Quarter Ended Total Per BAC Total Per BAC ------------- ---------- ------- ---------- ------- March 31 $ 485,242 $ 0.56 $ 443,018 $ 0.51 June 30 485,379 0.56 469,077 0.54 ---------- ------- ---------- ------- $ 970,621 $ 1.12 $ 912,095 $ 1.05 ========== ======= ========== ======= Distributions are dependent on the net cash flow produced from hotel operations, net of Partnership expenses. The cash flow from certain hotels may be materially affected by changing market conditions and by seasonality. Results of Operations --------------------- The Partnership's net income, which consists principally of revenues form hotel operations, decreased $10,391 during the three months ended June 30, 1996 from the comparable period in 1995 primarily due to a $96,622 decrease in room revenue. Room revenue decreased $114,744 due to the sale of the Kankakee hotel which was partially offset by a $18,122 increase in room revenues at the remaining hotels resulting from an increase in room rates. Partially offsetting the decrease in net income was a $103,144 decrease in departmental expenses and unallocated operating expenses resulting from a $180,797 decrease due to the sale of the Kankakee hotel partially offset by a $77,653 increase at the remaining hotels primarily due to an increase in air conditioning and utilities for the Scottsdale hotel, along with an increase of sales and marketing costs for the Clearwater and Scottsdale hotels. The Partnership's net income increased $68,309 during the six months ended June 30, 1996 from the comparable period in 1995 primarily due to a $193,401 decrease in unallocated operating expenses and departmental expenses. These expenses decreased $332,362 due to the sale of the Kankakee hotel in July 1995 and was partially offset by a $138,961 increase at the remaining hotels primarily due to an increase in air conditioning and utilities for the Scottsdale hotel, along with an increase of sales and marketing costs for the Clearwater and Scottsdale hotels. Partially offsetting the increase in net income was a $93,591 decrease in room revenue. Room revenue decreased $189,882 due to the sale of the Kankakee hotel which was partially offset by $96,291 increase in room revenues at the remaining hotels resulting from an increase in room rates. -10- PART I. FINANCIAL INFORMATION --------------------- ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL ------------------------------------------------- CONDITION AND RESULTS OF OPERATIONS - Continued ----------------------------------- Hotels' Results of Operations ----------------------------- The hotels' results of operations are affected by changing market conditions and by seasonality caused by variables such as vacations, holidays and climate. Based on the hotels' operating budgets, the following months should provide the highest gross operating income and net cash flow: Hotel Location Peak Months -------------- --------------------- Clearwater, FL October through April Minneapolis, MN May through October Plymouth, MN June through October Roseville, MN May through October Scottsdale, AZ January through May The Partnership's Statements of Income include operating results for each of the hotels as outlined below. Gross Operating Income represents total revenue from rooms, telephone, food and beverage, and rental and other, less the related departmental expenses. Operating Income (Loss) represents Gross Operating Income less unallocated operating income (expenses). The operating results and average occupancy for the hotels for the three and six months ended June 30, 1996 and 1995 are as follows: -11- PART I. FINANCIAL INFORMATION --------------------- ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL ------------------------------------------------- CONDITION AND RESULTS OF OPERATIONS - Continued ----------------------------------- Gross Operating Income Gross Operating Income For the three months ended For the six months ended June 30, June 30, ---------------------------- ---------------------------- Hotel Location 1996 1995 1996 1995 - -------------- ------------ ------------ ------------ ------------ Clearwater, FL $ 276,782 $ 300,935 $ 666,923 $ 663,392 Minneapolis, MN 414,722 415,510 729,886 771,157 Plymouth, MN 213,895 216,777 367,924 388,640 Roseville, MN 242,750 246,157 431,439 438,770 Scottsdale, AZ 577,033 567,935 1,572,697 1,473,323 ------------ ------------ ------------ ------------ Total from continuing operations 1,725,182 1,747,314 3,768,869 3,735,282 Kankakee, IL (1) -- 76,921 -- 115,128 ------------ ------------ ------------ ------------ Total $ 1,725,182 $ 1,824,235 $ 3,768,869 $ 3,850,410 ============ ============ ============ ============ Operating Income (Loss) Operating Income (Loss) For the three months ended For the six months ended June 30, June 30, ---------------------------- ---------------------------- Hotel Location 1996 1995 1996 1995 - -------------- ------------ ------------ ------------ ------------ Clearwater, FL $ 113,337 $ 141,192 $ 322,948 $ 353,475 Minneapolis, MN 212,221 215,708 315,008 353,502 Plymouth, MN 63,287 82,091 74,022 109,370 Roseville, MN 100,831 105,021 125,219 136,829 Scottsdale, AZ 133,847 155,868 577,831 522,056 Depreciation and Partnership operating expenses (257,520) (266,801) (515,240) (507,776) ------------ ------------ ------------ ------------ Total from continuing operations $ 366,003 $ 433,079 $ 899,788 $ 967,456 Kankakee, IL (1) -- (50,646) -- (124,032) ------------ ------------ ------------ ------------ Total $ 366,003 $ 382,433 $ 899,788 $ 843,424 ============ ============ ============ ============ -12- PART I. FINANCIAL INFORMATION --------------------- ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL ------------------------------------------------- CONDITION AND RESULTS OF OPERATIONS - Continued ----------------------------------- Average Occupancy Average Occupancy For the three months ended For the six months ended June 30, June 30, ---------------------------- ---------------------------- Hotel Location 1996 1995 1996 1995 - -------------- ------------ ------------ ------------ ------------ Clearwater, FL 75% 84% 79% 85% Minneapolis, MN 91% 91% 83% 87% Plymouth, MN 86% 84% 77% 78% Roseville, MN 94% 93% 87% 89% Scottsdale, AZ 96% 96% 95% 97% ------ ------- ------ ------ Total from continuing operations (2) 89% 90% 85% 87% Kankakee, IL(1) -- 33% -- 29% ------ ------ ------ ------ Total (2) 89% 82% 85% 80% ====== ====== ====== ====== (1) The 1995 operating results presented for the Kankakee hotel are through July 19, 1995, the date of sale. (2) The sub-totals and totals for average occupancy are based on a weighted average taking into consideration the number of rooms at each location. Gross operating income for the Clearwater hotel for the three months ended June 30, 1996 decreased from the same period in 1995 primarily due to the loss of a major client in the fourth quarter of 1995. Gross operating income for the Clearwater hotel for the six months ended June 30, 1996 increased from the same period in 1995 primarily due to strong sales department generated business and record breaking results from the corporate connection program. Operating income for the Clearwater hotel for the three and six months ended June 30, 1996 decreased from the same period in 1995 primarily due to the lost room nights previously generated by a major client that was lost during the fourth quarter of 1995 and increased marketing and advertising expenses incurred as a result of increased sales efforts. Gross operating income and operating income for the Minneapolis hotel for the three and six months ended June 30, 1996 decreased from the same periods in 1995 primarily due to unusually harsh weather conditions and a temporary quarantine of Shriner's Hospital, which indirectly provides a significant amount of business to the hotel. Gross operating income and operating income for the Plymouth hotel for the three and six months ended June 30, 1996 decreased from the same period in 1995 primarily due to unusually harsh weather conditions and increased competition for local advertising space. Gross operating income and operating income for the Roseville hotel for the three and six months ended June 30, 1996 decreased primarily due to decreased special rated business and certain state of Minnesota business which did not return in 1996. Gross operating income for the Scottsdale hotel for the three and six months ended June 30, 1996 increased primarily due to an increase in room rates. Operating income for the Scottsdale hotel for the three months ended June 30, 1996 decreased from the same period in 1995 primarily due to increased utilities during an extremely hot spring compared to 1995 and -13- PART I. FINANCIAL INFORMATION --------------------- ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL ------------------------------------------------- CONDITION AND RESULTS OF OPERATIONS - Continued ----------------------------------- additional sales and marketing expenses incurred the second quarter of 1996. Operating income for the Scottsdale hotel for the six months ended June 30, 1996 increased from the same period in 1995 primarily due to increased room demand in the area as a result of Super Bowl XXX being hosted by the City of Phoenix. The 878Kankakee hotel was sold on July 19, 1995, as previously discussed. The Partnership is investigating the extent of building damage to the foundation at the Roseville hotel. Erosion and settlement have caused some of the walls to buckle and the concrete floor to crack and sink. Excavation to determine the severity of the problem is expected to begin during September 1996. All repair work is expected to be completed this fall. As of August 5, 1996, there is no estimate of the total expected costs to be incurred. PART II. OTHER INFORMATION ----------------- ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K -------------------------------- No reports on Form 8-K were filed with the Commission during the quarter ended June 30, 1996. All other items are not applicable. -14- SIGNATURE Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. CRI HOTEL INCOME PARTNERS, L.P. By: CRICO Hotel Associates I, L.P. General Partner By: CRI, Inc. General Partner August 14, 1996 By: /s/ Deborah K. Browning - --------------------- ------------------------------------- Date Deborah K. Browning Vice President/Chief Accounting Officer Signing on behalf of the Registrant and as Principal Accounting Officer -15- EXHIBIT INDEX ------------- Exhibit Method of Filing - ------- ----------------------------- 27 Financial Data Schedule Filed herewith electronically -16-