U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20459 FORM 10-Q (Mark One) X QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 1997 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 0-13500 1626 New York Associates Limited Partnership (Exact name of Registrant as specified in its charter) Massachusetts 04-2808184 (State or other jurisdiction of (I.R.S. Employer Identification No.) incorporation or organization) One International Place, Boston, MA 02110 (Address of principal executive office) (Zip Code) Registrant's telephone number, including area code (617) 330-8600 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 ___ 1 of 16 1626 NEW YORK ASSOCIATES LIMITED PARTNERSHIP FORM 10-Q JUNE 30, 1997 PART 1 - FINANCIAL INFORMATION ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS CONSOLIDATED BALANCE SHEETS (UNAUDITED) (IN THOUSANDS, EXCEPT UNIT DATA) JUNE 30, DECEMBER 31, 1997 1996 --------------------- --------------------- ASSETS Real estate: Land $ 24,440 $ 24,440 Buildings and improvements, net of accumulated depreciation of $135,893 and $130,617 as of June 30, 1997 and December 31, 1996, respectively 110,198 110,878 --------------------- --------------------- 134,638 135,318 Other Assets: Cash and cash equivalents 382 125 Restricted cash 7,062 8,935 Accounts receivable, net of reserves of $638 and $748 as of June 30, 1997 and December 31, 1996, respectively 801 751 Prepaid expenses and other assets 5,478 5,267 Deferred rent receivable 8,514 8,424 Deferred costs, net of accumulated amortization of $22,895 and $21,786 as of June 30, 1997 and December 31, 1996, respectively 6,117 4,827 --------------------- --------------------- Total Assets $ 162,992 $ 163,647 ===================== ===================== See notes to consolidated financial statements. 2 of 16 1626 NEW YORK ASSOCIATES LIMITED PARTNERSHIP FORM 10-Q JUNE 30, 1997 CONSOLIDATED BALANCE SHEETS (UNAUDITED) (IN THOUSANDS, EXCEPT UNIT DATA) (CONTINUED) LIABILITIES AND PARTNERS' DEFICIT JUNE 30, DECEMBER 31, 1997 1996 --------------------- --------------------- Liabilities: Mortgage notes payable to affiliates $ 204,690 $ 205,171 Other mortgage notes payable 19,112 19,171 Notes payable and accrued interest to general partners and affiliates 18,201 13,695 Accounts payable, accrued expenses, security deposits and other liabilities 9,303 8,826 Accrued interest on mortgage notes to affiliates 45,272 38,108 Accrued interest on other mortgage notes 960 960 Deferred purchase price obligation 1,498 1,498 --------------------- --------------------- Total Liabilities 299,036 287,429 --------------------- --------------------- Commitments and Contingencies Partners' Deficit: Limited Partners Deficit - Units of Investor Limited Partnership Interest $250,000 stated value per unit; authorized, issued and outstanding -1,340 as of June 30, 1997 and December 31, 1996, respectively (140,873) (129,148) Less: investor notes (68) (68) --------------------- --------------------- (140,941) (129,216) General Partners Equity 4,897 5,434 --------------------- --------------------- Total Partners' Deficit (136,044) (123,782) --------------------- --------------------- Total Liabilities and Partners' Deficit $ 162,992 $ 163,647 ===================== ===================== See notes to consolidated financial statements. 3 of 16 1626 NEW YORK ASSOCIATES LIMITED PARTNERSHIP FORM 10-Q JUNE 30, 1997 CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) (IN THOUSANDS, EXCEPT UNIT DATA) FOR THE SIX MONTHS ENDED JUNE 30, JUNE 30, 1997 1996 ------------------- ------------------- Revenues: Rental and escalation income $ 18,719 $ 22,450 Interest and other income 678 169 ------------------- ------------------- Total revenues 19,397 22,619 ------------------- ------------------- Expenses: Interest on obligations to affiliates 12,799 6,485 Interest 710 3,990 Depreciation and amortization 6,803 8,295 Real estate and other taxes 4,697 4,847 Utilities 2,066 2,156 Cleaning and security 2,000 1,902 Asset and property management fees 267 432 Repairs and maintenance 681 900 Payroll 645 731 General and administrative 639 714 Professional fees 302 252 Provision for doubtful accounts 50 - ------------------- ------------------- Total expenses 31,659 30,704 ------------------- ------------------- Loss before extraordinary gain (12,262) (8,085) Extraordinary gain on transfer of 227 East 45th Street - 13,688 ------------------- ------------------- Net (loss) income $ (12,262) $ 5,603 =================== =================== Net (loss) income allocated to general partners $ (537) $ 747 =================== =================== Net loss before extraordinary item allocated to investor limited partners $ (11,725) $ (7,882) Extraordinary gain allocated to investor limited partners - 12,738 ------------------- ------------------- Net (loss) income allocated to investor limited partners $ (11,725) $ 4,856 =================== =================== Net loss per unit of investor limited partnership interest before extraordinary gain $ (8,750.00) $ (5,882.09) Extraordinary gain per unit of investor limited partnership interest - 9,505.97 ------------------- ------------------- Net (loss) income per unit of investor limited partnership interest $ (8,750.00) $ 3,623.88 =================== =================== See notes to consolidated financial statements. 4 of 16 1626 NEW YORK ASSOCIATES LIMITED PARTNERSHIP FORM 10-Q JUNE 30, 1997 CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) (IN THOUSANDS, EXCEPT UNIT DATA) FOR THE THREE MONTHS ENDED JUNE 30, JUNE 30, 1997 1996 ------------------- ------------------- Revenues: Rental and escalation income $ 8,892 $ 10,628 Interest and other income 313 27 ------------------- ------------------- Total revenues 9,205 10,655 ------------------- ------------------- Expenses: Interest on obligations to affiliates 6,443 4,179 Interest 302 975 Depreciation and amortization 3,498 4,686 Real estate and other taxes 2,351 2,417 Utilities 981 1,047 Cleaning and security 966 951 Asset and property management fees 132 88 Repairs and maintenance 401 635 Payroll 335 243 General and administrative 343 444 Professional fees 148 172 Provision for doubtful accounts 50 - ------------------- ------------------- Total expenses 15,950 15,837 ------------------- ------------------- Net loss (6,745) (5,182) =================== =================== Net loss allocated to general partners $ (307) $ (165) =================== =================== Net loss allocated to investor limited partners $ (6,438) $ (5,017) =================== =================== Net loss per unit of investor limited partnership interest $ (4,804.48) $ (3,744.03) =================== =================== See notes to consolidated financial statements. 5 of 16 1626 NEW YORK ASSOCIATES LIMITED PARTNERSHIP FORM 10-Q JUNE 30, 1997 CONSOLIDATED STATEMENT OF PARTNERS' DEFICIT (UNAUDITED) (IN THOUSANDS, EXCEPT UNIT DATA) UNITS OF INVESTOR INVESTOR LIMITED LIMITED GENERAL TOTAL PARTNERSHIP PARTNERS' PARTNERS' PARTNERS' INTEREST (DEFICIT) EQUITY DEFICIT ------------------ ---------------------- --------------------- --------------------- Balance - December 31, 1996 1,340 $ (129,216) $ 5,434 $ (123,782) Net Loss - (11,725) (537) (12,262) ------------------ ---------------------- --------------------- --------------------- Balance - June 30, 1997 1,340 $ (140,941) $ 4,897 $ (136,044) ================== ====================== ===================== ===================== See notes to consolidated financial statements. 6 of 16 1626 NEW YORK ASSOCIATES LIMITED PARTNERSHIP FORM 10-Q JUNE 30, 1997 CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) FOR THE SIX MONTHS ENDED (IN THOUSANDS) JUNE 30, JUNE 30, 1997 1996 ----------------- ----------------- Cash Flows from Operating Activities: Net (loss) income $ (12,262) $ 5,603 Adjustments to reconcile net (loss) income to net cash (used in) provided by operating activities: Depreciation 5,276 8,295 Amortization 1,527 - Change in deferred rent receivable (508) 28 Gain on transfer of 227 East 45th Street - (13,688) Provision for doubtful accounts 50 - Changes in operating assets and liabilities: Increase in accounts receivable, prepaid expenses and other assets (311) 899 Decrease in accounts payable, accrued expenses, security deposits and other liabilities 477 987 ----------------- ----------------- Net cash (used in) provided by operating activities (5,751) 2,124 ----------------- ----------------- Cash Flows from Investing Activities: Additions to buildings and improvements (4,596) (3,265) Increase in deferred costs (2,399) (108) ----------------- ----------------- Cash used in investing activities (6,995) (3,373) ----------------- ----------------- Cash Flows from Financing Activities: Increase in accrued mortgage interest 7,164 - Principal payments on mortgage notes to affiliates (481) - Increase in notes payable and accrued interest to general partners and affiliates 4,506 (1,104) Principal payments on other mortgage notes (59) (55) Decrease in restricted cash 1,873 2,443 ----------------- ----------------- Net cash provided by financing activities 13,003 1,284 ----------------- ----------------- Net increase in cash and cash equivalents 257 35 Cash and cash equivalents, beginning of period 125 267 ----------------- ----------------- Cash and cash equivalents, end of period $ 382 $ 302 ================= ================= Supplemental Disclosure of Cash Flow Information: Cash paid for interest $ 5,876 $ 7,221 ================= ================= Supplemental Disclosure of Non-Cash Investing and Financing Activities: Deed in lieu of foreclosure - See Note 4 Related party debt forgiveness and modification - See Note 2 See notes to consolidated financial statements. 7 of 16 1626 NEW YORK ASSOCIATES LIMITED PARTNERSHIP FORM 10-Q JUNE 30, 1997 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 1. General The accompanying consolidated financial statements, footnotes and discussions should be read in conjunction with the consolidated financial statements, related footnotes and discussions contained in the Partnership's Annual Report on Form 10-K for the year ended December 31, 1996. The financial information contained herein is unaudited. In the opinion of management, all adjustments necessary for a fair presentation of such financial information have been included. All adjustments are of a normal recurring nature except as discussed in Notes 2, 3 and 4. Certain amounts have been reclassified to conform to the June 30, 1997 presentation. The balance sheet at December 31, 1996 was derived from audited financial statements at such date. The results of operations for the three and six months ended June 30, 1997 and 1996 are not necessarily indicative of the results to be expected for the full year. 2. Related Parties The Partnership incurred approximately $329,000 of property and asset management fees and approximately $135,000 of leasing and construction fees through February 28, 1996, payable to an affiliate of the general partner. As part of the sale of the Fuji Loan, (described in Note 3), the Partnership agreed to retain new, unaffiliated management and leasing agents for all of its properties. In connection with the sale of the Fuji Loan, Winthrop Financial Associates ("WFA") and certain of its affiliates entered into an agreement with the Investor Partnership, the Operating Partnership and an affiliate of Zeus Property LLC ("Zeus") with regard to amounts owed to WFA and its affiliates by the Investor Partnership and the Operating Partnership (the "Winthrop Debt Agreement"). Prior to this agreement, Winthrop and its affiliates were owed, in the aggregate, $47,162,000 by the Investor Partnership and the Operating Partnership. This amount was comprised of cash advances made by Winthrop to the Operating Partnership, as well as unpaid deferred fees related to the on-site management of the properties, asset management and syndication. This amount also included accrued interest on these outstanding balances. Under the Winthrop Debt Agreement, Winthrop and its affiliates contributed approximately $37,162,000 of the $47,162,000 to the Operating Partnership. The remaining $10,000,000 receivable has been evidenced by a promissory note issued by the Operating Partnership (the "Receivables Note") and is payable from the excess cash flow, as defined, from 509 Fifth Avenue and 300 Park Avenue South. WFA then sold the Receivables Note to an affiliate of Zeus for a payment of $6 million in cash. The Receivables Note has an annual base interest rate of 6% and an additional annual contingent interest rate of 9% and was scheduled to mature on July 31, 1997. Interest is payable only from available cash flow after payment of debt service on the Dime loans. Interest, to the extent that it cannot be paid currently, accrues until the repayment of this Note. However, the holder of the Receivables Note previously entered into a forbearance agreement which prohibits it from exercising its remedies if the Receivables Note is not satisfied at maturity. The Note was not satisfied on July 31, 1997. The Partnership is currently negotiating to extend the Receivables Note. 8 of 16 1626 NEW YORK ASSOCIATES LIMITED PARTNERSHIP FORM 10-Q JUNE 30, 1997 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 2. Related Parties (Continued) As of June 30, 1997, the outstanding balance against the Unsecured Note was $6,929,000 and is included in notes payable and accrued interest to general partners and affiliates. 3. Debt Modification On February 28, 1996, Zeus purchased the existing debt held by The Fuji Bank, Ltd. for $115 million. The Operating Partnership obtained a reduction in the current interest required to be paid under the modified loan which, based on current projections, will greatly reduce the likelihood of monetary default under the loan prior to February 28, 1998, the new maturity date for a portion of the loan. As part of the restructuring of the Fuji loan, each of the Operating Partnership's 535 and 545 Fifth Avenue, 1372 Broadway and 757 Third Avenue properties (the "Fuji Properties") were conveyed by the Operating Partnership to newly-created limited liability companies which are wholly-owned, indirectly, by the Operating Partnership and its partners. The modified Fuji loan (the "Modified Loan") is comprised of several component non-recourse loans, all held by Zeus and its affiliates. The senior loan component consists of a series of secured notes in the aggregate principal amount of $102,240,000 at June 30, 1997. These notes have an annual interest rate of 295 basis points over 30-day LIBOR (8.64% at June 30, 1997), maturing on February 28, 1998 unless extended at Zeus' option (the "Secured A Notes"). A junior component consists of secured notes in the aggregate principal amount of $102,450,000, each having a fixed annual interest rate of 14% for the next three years and then 16.75% thereafter, maturing on February 28, 2016 (the "Secured B Notes"). The Secured A Notes and Secured B Notes are collectively secured by first mortgages on the Fuji Properties. A third component is the unsecured $19,550,000 note (the "Unsecured Note") representing the additional financing expected to be drawn upon by the Operating Partnership to fund capital improvements and tenant lease-up costs with respect to the Fuji Properties. The Unsecured Note bears interest at a fixed annual rate of 14% for the next three years and then 16.75% thereafter and matures on February 28, 1998, unless extended at Zeus' option. The Partnership has maturing mortgage debt, totaling approximately $29,000,000, plus accrued interest, due between July 31, 1997 and December 31, 1997, approximately $102,000,000 due February 28, 1998 and a $25,000,000 mandatory principal payment due March 15, 1998. The Partnership is currently negotiating to refinance or restructure the 1997 liabilities. It is anticipated that loans, representing $19,000,000 of the $29,000,000 due in 1997, will be refinanced with a new lender. However, based on the current value of the Properties it is highly unlikely the Partnership will be able to meet its 1998 obligations. Accordingly, it appears there is a substantial likelihood that some or all of the Properties will be lost through foreclosure in 1998. This raises substantial doubt about the Partnerships' ability to continue as a going concern. 9 of 16 1626 NEW YORK ASSOCIATES LIMITED PARTNERSHIP FORM 10-Q JUNE 30, 1997 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 4. Deed in Lieu of Foreclosure In early January 1996, a deed in lieu of foreclosure agreement was reached between the Operating Partnership and Sanwa Business Credit Corporation ("Sanwa"). Pursuant to the deed in lieu of foreclosure agreement, the Operating Partnership transferred title to the property located at 227 East 45th St. to Sanwa on January 24, 1996. In exchange, Sanwa released, as of the closing date, the Operating Partnership from all claims, demands, liabilities, obligations, actions and causes of any kind with regard to Sanwa. As of December 31, 1995, the related indebtedness to Sanwa was approximately $24,409,000. As a result of the above described transactions, the Operating Partnership has recognized an extraordinary gain of approximately $13,688,000. The property was stated at its fair value as of December 31, 1995 as a result of a recorded write-down. 5. Contract for Sale of Property In May 1997, the Partnership contracted to sell its 1372 Broadway property to an unaffiliated third party for $52,000,000. The sale is expected to close in January 1998. All of the proceeds from such sale will be required to be used to partially satisfy the Modified Loan. For financial statement purposes, the Partnership will recognize a substantial gain on the sale. 6. Subsequent Event In August 1997, Zeus sold the portion of the Modified Loan allocated to 1372 Broadway to the ultimate purchaser of the property. The terms of the loan remain unchanged. 10 of 16 1626 NEW YORK ASSOCIATES LIMITED PARTNERSHIP FORM 10-Q JUNE 30, 1997 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations This Item should be read in conjunction with the Consolidated Financial Statements and other items contained elsewhere in this Report. Liquidity and Capital Resources The Registrant serves as the general partner of Nineteen New York Properties Limited Partnership (the "Operating Partnership"). All of the Operating Partnership's six remaining properties (the "Properties") are office buildings located in New York City. The Registrant's sole source of revenue is from distributions from the Operating Partnership and interest income on cash reserves. The Registrant is responsible for its operating expenses. The Operating Partnership receives rental revenue from tenants and is responsible for operating expenses, administrative expenses, capital improvements and debt service payments. The Registrant and the Operating Partnership had $382,000 of cash and cash equivalents and $7,062,000 of restricted cash at June 30, 1997, as compared to $125,000 and $8,935,000 respectively, at December 31, 1996. Restricted cash primarily includes amounts held in mortgage collateral accounts. The $257,000 increase in cash and cash equivalents at June 30, 1997, as compared to December 31, 1996, was due to $13,003,000 of cash provided by financing activities, which was substantially offset by $6,995,000 of cash used in investing activities and $5,751,000 of cash used in operating activities. Cash used in investing activities consisted primarily of $4,596,000 of improvements to real estate, the majority of which were building improvements, and $2,399,000 of cash expended on leasing activities. Cash provided by financing activities consisted primarily of the accrual of $7,164,000 of interest on mortgage notes payable, $4,037,000 in borrowings against the unsecured line of credit, and $368,000 of accrued and unpaid interest on the Receivables Note. In addition, Registrant used $481,000 of cash provided by financing activities for principal payments on mortgage notes to affiliates. All other increases (decreases) in certain assets and liabilities are the result of the timing of receipt and payment of various activities. The Operating Partnership's only other source of liquidity is a $19,550,000 unsecured credit line provided by Zeus Property LLC ("Zeus"). This credit line can be used by the Operating Partnership to fund capital improvements and tenant lease-up costs at the Fuji Properties. However, any borrowings under this credit line are subject to Zeus' discretion. Accordingly, it is possible that the Operating Partnership may not be able to borrow against this credit line each time it deems it necessary. As of June 30, 1997, the outstanding borrowings against the unsecured credit line were $6,929,000. 11 of 16 1626 NEW YORK ASSOCIATES LIMITED PARTNERSHIP FORM 10-Q-JUNE 30, 1997 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations (Continued) Liquidity and Capital Resources (Continued) The Registrant has maturing mortgage debt, totaling approximately $29,000,000, plus accrued interest, due between July 31, 1997 and December 31, 1997, approximately $102,000,000 due February 28, 1998 and a $25,000,000 mandatory principal payment due March 15, 1998. The Registrant is currently negotiating to refinance, extend, or restructure the 1997 maturing liabilities. It is anticipated that loans, representing $19,000,000 of the $29,000,000 due in 1997, will be refinanced with a new lender. The $10,000,000 Receivables Note, which was scheduled to mature July 31, 1997, was not satisfied at maturity. The holder of the Receivables Note previously entered into a forbearance agreement which prohibits it from exercising its remedies if the Receivables Note was not satisfied at maturity. However, based on the current value of the Properties it is highly unlikely the Registrant will be able to meet its 1998 maturing debt obligations. Accordingly, some or all of the Properties will be lost through foreclosure in 1998. This raises substantial doubt about the Partnerships' ability to continue as a going concern. In May 1997, the Registrant entered into an agreement to sell its 1372 Broadway property for $52,000,000. All of the proceeds from such sale will be required to be used to partially satisfy the Modified Loan. The sale is expected to close in January 1998. In August 1997, Zeus sold the portion of the Modified Loan allocated to 1372 Broadway to the ultimate purchaser of the property. This transaction is not expected to have any effect on the Registrant. The Registrant's original objective of capital appreciation will not be achieved and it is anticipated that the Registrant's partners will not receive any future distributions. Accordingly, the Registrant's partners will not receive a return of their original investment. There have been, and it is possible there may be other Federal, state and local legislation and regulations enacted relating to the protection of the environment and individual rights (such as the American with Disabilities Act). The Registrant is unable to predict the extent, if any, to which such new legislation or regulation might occur and the degree to which such existing or new legislation or regulations might adversely affect the Registrant's liquidity and capital resources. Real Estate Market The income and expenses of operating the Properties owned by the Operating Partnership are subject to factor's outside its control, such as the over-supply of similar properties, increases in unemployment, population shifts, or changes in patterns or needs of users. Expenses, such as local real estate taxes and miscellaneous expenses, are subject to change and cannot always be reflected in rental rate increases due to market conditions. In addition, there are risks inherent in owning and operating office buildings because such properties are labor intensive and are susceptible to the impact of economic and other conditions outside the control of the Registrant. 12 of 16 1626 NEW YORK ASSOCIATES LIMITED PARTNERSHIP FORM 10-Q-JUNE 30, 1997 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations (Continued) Results of Operations Six Months ended June 30, 1997 vs. June 30, 1996 The Partnership generated a net loss of approximately $12.3 million for the six months ended June 30, 1997, as compared to a net loss before extraordinary gain of approximately $8.1 million for the six months ended June 30, 1996. The increase in net loss before the extraordinary gain was due to a decrease in revenues and an increase in expenses. Base rent and rent escalations (collectively "rental and escalation income") decreased to approximately $18.7 million for the six months ended June 30, 1997 as compared to approximately $22.5 million for the six months ended June 30, 1996. Rental and escalation income declined due to a decrease in rental revenues at 757 Third Avenue, 1372 Broadway, 535 Fifth Avenue and 300 Park Avenue South for the six months ended June 30, 1997, as compared to 1996. The lower rental revenues were primarily the result of lower effective rental rates. Rental and escalation income at the other properties remained relatively constant. Expenses increased by $955,000 for the six months ended June 30, 1997, as compared to 1996. The increase in interest expense was partially offset by decreases in overall operating expenses (i.e., real estate and other taxes, payroll, utilities, repairs and maintenance, and cleaning and security) asset and property management fees and depreciation and amortization expense. Interest expense increased due to the Modified Loan incurring interest at an overall higher interest rate than on the prior loan. Asset and property management fees declined due to the elimination of the asset management fee payable to a related party and the new management agreement (which changed the previous fee of 2.5% of cash receipts to a fixed fee). Depreciation and amortization expenses declined due to fixed assets and intangible assets becoming fully amortized during 1996, which was only partially offset by the current years fixed asset additions. All other expenses remained relatively constant. On May 27, 1997, approximately 90,000 square feet of unoccupied space at the Partnerships 757 Third Avenue Property was re-leased, representing approximately 20% of the building. As of June 30, 1997 and 1996, the current portfolio's occupancy was 86% and 82%, respectively. During the first six months of 1997, the Operating Partnership signed new, renewal, extension, and expansion leases totaling 380,742 square feet at rental terms comparable to buildings of similar quality in the market. 13 of 16 1626 NEW YORK ASSOCIATES LIMITED PARTNERSHIP FORM 10-Q-JUNE 30, 1997 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations (Continued) Results of Operations Three Months ended June 30, 1997 vs. June 30, 1996 The Partnership generated a net loss of approximately $6.7 million for the three months ended June 30, 1997, as compared to a net loss before extraordinary gain of approximately $5.2 million for the three months ended June 30, 1996. The increase in net loss was due to a decrease in revenues and an increase in expenses. Rental and escalation income decreased to approximately $8.9 million for the three months ended June 30, 1997 as compared to approximately $10.6 million for the three months ended June 30, 1996. Rental and escalation income declined due to a decrease in rental revenues at 757 Third Avenue, 1372 Broadway, 535 Fifth Avenue and 300 Park Avenue South for the three months ended June 30, 1997, as compared to 1996. The lower rental revenues were primarily the result of lower effective rental rates. Rental and escalation income at the other properties remained relatively constant. Expenses increased by $113,000 for the three months ended June 30, 1997, as compared to 1996. The increase in interest expense was partially offset by decreases in overall operating expenses (i.e., real estate and other taxes, payroll, utilities, repairs and maintenance, and cleaning and security) and depreciation and amortization expense. 14 of 16 1626 NEW YORK ASSOCIATES LIMITED PARTNERSHIP FORM 10-Q-JUNE 30, 1997 Part II - Other Information Item 6. Exhibits and Reports on Form 8-K a) Exhibit 27, Financial Data Schedule, is filed as an exhibit to this report. b) Reports on Form 8K: No report on Form 8-K was filed during the period. 15 of 16 1626 NEW YORK ASSOCIATES LIMITED PARTNERSHIP FORM 10-Q-JUNE 30, 1997 SIGNATURES Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. 1626 NEW YORK ASSOCIATES LIMITED PARTNERSHIP BY: TWO WINTHROP PROPERTIES, INC. MANAGING GENERAL PARTNER BY: /s/ Michael L. Ashner ---------------------------- Michael L. Ashner Chief Executive Officer BY: /s/ Edward V. Williams ---------------------------- Edward V. Williams Chief Financial Officer DATED: August 14, 1997 16 of 16