EXHIBIT 99.2
LEGAL PROCEEDINGS

        On January 24, 1994, The Russell F. Knapp Revocable Trust (the
"Plaintiff") filed a complaint (the "Iowa Complaint") in the United States
District Court for the Northern District of Iowa (the "Iowa Court") against the
General Partner alleging breach of the Partnership Agreement, breach of
fiduciary duty, fraud, and civil conspiracy. The Plaintiff subsequently amended
the Iowa Complaint, adding Forum Group as a defendant. The Iowa Complaint
alleged, among other things, that the Plaintiff holds a substantial number of
Units, that the Board of Directors of the General Partner is not comprised of a
majority of independent directors as required by the Partnership Agreement and
as allegedly represented in the Partnership's 1986 Prospectus for its initial
public offering, and that the General Partner's Board of Directors has approved
and/or acquiesced to an 8% management fee charged by Forum Group under the
Management Agreement. The Iowa Complaint further alleged that the "industry
standard" for such fees is 4%, thereby resulting in an "overcharge" to the
Partnership estimated by the Plaintiff at $1.8 million per annum beginning in
1994. The Plaintiff sought the restoration of certain former directors to the
Board of Directors of the General Partner and the removal of certain other
directors from the Board, an injunction prohibiting the payment of an 8%
management fee, and unspecified compensatory and punitive damages. On April 4,
1995, the District Court entered an order dismissing the Iowa Complaint on
jurisdictional grounds. Although the Plaintiff filed a notice of appeal of the
Iowa Court's ruling, it subsequently dismissed this appeal.

        On June 15, 1995, the Plaintiff filed a complaint (the "Indiana 
Complaint") in the United States District Court for the Southern District of 
Indiana (the "Indiana Court") against the General Partner and Forum Group 
containing essentially the same allegations asserted in the Iowa Complaint, and 
seeking essentially the same relief. The defendants moved to dismiss the Indiana
Complaint for failure to state a claim for which relief could be granted and, in
response, on December 11, 1995 the Plaintiff amended the Indiana Complaint. The 
defendants have also moved to dismiss the amended complaint on similar grounds. 
The parties are awaiting the Indiana Court's ruling.

        The General Partner intends to vigorously defend against this 
litigation. The Partnership, in accordance with the Management Agreement, 
reimbursed the General Partner for $89,000 and $146,000 of litigation costs 
relating to this claim in 1995 and 1994, respectively.