United States Securities and Exchange Commission Washington, D.C. 20549 FORM 10-Q (Mark One) X Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended March 31, 1996 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: 0-13329 HUTTON/CONAM REALTY INVESTORS 4 Exact Name of Registrant as Specified in its Charter California 11-2685746 State or Other Jurisdiction of Incorporation or Organizanization I.R.S. Employer Identification No. 3 World Financial Center, 29th Floor, New York, NY Attn: Andre Anderson 10285 Address of Principal Executive Offices Zip Code (212) 526-3237 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 (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 ____ Consolidated Balance Sheets At March 31, At December 31, 1996 1995 Assets Investments in real estate: Land $7,526,126 $7,526,126 Buildings and improvements 26,235,802 26,226,602 33,761,928 33,752,728 Less accumulated depreciation (9,257,041) (8,958,549) 24,504,887 24,794,179 Cash and cash equivalents 2,457,887 2,436,356 Other assets 16,206 16,206 Total Assets $26,978,980 $27,246,741 Liabilities and Partners' Capital Liabilities: Distribution payable $533,791 $ 587,171 Accounts payable and accrued expenses 270,844 168,831 Due to affiliates 34,774 32,209 Security deposits 141,921 143,040 Total Liabilities 981,330 931,251 Partners' Capital: General Partners ------ ------ Limited Partners 25,997,650 26,315,490 Total Partners' Capital 25,997,650 26,315,490 Total Liabilities and Partners'Capital $26,978,980 $27,246,741 Consolidated Statement of Partners' Capital For the three months ended March 31, 1996 Limited General Partners Partners Total Balance at December 31, 1995 $26,315,490 $ ------ $26,315,490 Net Income 162,572 53,379 215,951 Distributions (480,412) (53,379) (533,791) Balance at March 31, 1996 $25,997,650 $ ------ $25,997,650 Consolidated Statements of Operations For the three months ended March 31, 1996 1995 Income Rental $1,181,149 $1,927,525 Interest 27,331 43,193 Total Income 1,208,480 1,970,718 Expenses Property operating 645,762 1,086,744 Depreciation 298,492 497,329 Interest ------ 127,767 General and administrative 48,275 43,740 Total Expenses 992,529 1,755,580 Net Income $215,951 $215,138 Net Income Allocated: To the General Partners $53,379 $ ------ To the Limited Partners 162,572 215,138 $215,951 $215,138 Per limited partnership unit (128,110 outstanding) $ 1.27 $ 1.68 Consolidated Statements of Cash Flows For the three months ended March 31, 1996 1996 1995 Cash Flows From Operating Activities: Net income $215,951 $215,138 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation 298,492 497,329 Increase (decrease) in cash arising from changes in operating assets and liabilities: Other assets ------ (2,574) Accounts payable and accrued expenses 102,013 215,400 Security deposits (1,119) (6,936) Due to affiliates 2,565 (10,591) Net cash provided by operating activities 617,902 907,766 Cash Flows From Investing Activities: Additions to real estate (9,200) (138,223) Net cash used for investing activities (9,200) (138,223) Cash Flows From Financing Activities: Mortgage principal payments ------ (10,578) Distributions (587,171) ------ Net cash used for financing activities (587,171) (10,578) Net increase in cash and cash equivalents 21,531 758,965 Cash and cash equivalents, beginning of period 2,436,356 3,234,383 Cash and cash equivalents, end of period $2,457,887 $3,993,348 Supplemental Disclosure of Cash Flow Information: Cash paid during the period for interest $ ------ $127,767 Notes to the Consolidated Financial Statements The unaudited interim consolidated financial statements should be read in conjunction with the Partnership's annual 1995 audited consolidated financial statements within Form 10-K. The unaudited consolidated financial statements include all adjustments which are, in the opinion of management, necessary to present a fair statement of financial position as of March 31, 1996 and the results of operations and cash flows for the three months ended March 31, 1996 and 1995 and the statement of partner's capital for the three months ended March 31, 1996. Results of operations for the period are not necessarily indicative of the results to be expected for the full year. No significant events have occurred subsequent to fiscal year 1995, and no material contingencies exist which would require disclosure in this interim report per Regulation S-X, Rule 10-01, Paragraph (a)(5). Part I, Item 2 . Management's Discussion and Analysis of Financial Condition and Results of Operations Liquidity and Capital Resources At March 31, 1996, the Partnership had cash and cash equivalents of $2,457,887, which were invested in unaffiliated money market funds, relatively unchanged from the balance at December 31, 1995. The Partnership expects sufficient cash to be generated from operations to meet its current operating expenses and debt service requirements. Accounts payable increased from $168,831 at December 31, 1995 to $270,844 at March 31, 1996 primarily as a result of accruals for real estate taxes for all four properties. During 1996, the General Partners are implementing an improvement program at Pelican Landing and Shadowood Village to upgrade these properties. This program, which includes exterior painting and landscaping at Pelican Landing and interior improvements at both Pelican Landing and Shadowood Village, is intended to protect the properties' positions within their respective markets, which are growing increasingly competitive with the addition of new apartment properties, and position the properties for increases in revenue and market value. These improvements will be funded from the Partnership's cash reserves. The General Partners declared a cash distribution of $3.75 per Unit for the quarter ended March 31, 1996 which will be paid to investors on or about May 15, 1996. The level of future distributions will be evaluated on a quarterly basis and will depend on the Partnership's operating results and future cash needs. It is anticipated that cash from reserves may be required to fund a portion of the distributions during 1996, as a result of the required property improvements discussed above. Given favorable market conditions, particularly in the Irving, Texas area, the General Partners have engaged a commercial real estate broker to market River Hill Apartments for sale. There can be no assurances that a sale will be completed or that any particular price for the property can be obtained. Results of Operations Partnership operations for the three months ended March 31, 1996, resulted in net income of $215,951, virtually unchanged from net income of $215,138 in the first quarter of 1995 as a decline in rental income was offset by a reduction in property operating expenses. Net cash provided by operating activities was $617,902 for the three months ended March 31, 1996, a decrease from $907,766 for the same period in 1995. The decrease primarily was attributable to the sale of Trails at Meadowlakes and Cypress Lakes in July 1995. Rental income for the three months ended March 31, 1996 was $1,181,149 compared with $1,927,525 in the first quarter of 1995. The decrease reflects the sale of Trails at Meadowlakes and Cypress Lakes, and was partially offset by increases in rental income at the four remaining properties primarily as a result of increased rental rates. Property operating expenses and depreciation and amortization were lower in the first quarter of 1996 compared to the same period in 1995 due to the July 1995 sale of Trails at Meadowlakes and Cypress Lakes. Interest expense also was eliminated due to the repayment of the mortgage secured by Trails at Meadowlakes at the time the property was sold. During the first three months of 1996 and 1995, average occupancy levels at each of the properties were as follows: Property 1996 1995 Pelican Landing 98% 97% River Hill Apartments 95% 95% Shadowood Village 95% 95% Village at the Foothills II 95% 95% Part II Other Information Items 1-5 Not applicable. Item 6 Exhibits and reports on Form 8-K. (a) Exhibits (27) Financial Data Schedule (b) Reports on Form 8-K - On March 15, 1996, based upon, among other things, the advice of Partnership counsel, Skadden, Arps, Slate, Meagher & Flom, the General Partners adopted a resolution that states, among other things, if a Change of Control (as defined below) occurs, the General Partners may distribute the Partnership's cash balances not required for its ordinary course day-to-day operations. "Change of Control" means any purchase or offer to purchase more than 10% of the Units that is not approved in advance by the General Partners. In determining the amount of the distribution, the General Partners may take into account all material factors. In addition, the Partnership will not be obligated to make any distribution to any partner and no partner will be entitled to receive any distribution until the General Partners have declared the distribution and established a record date and distribution date for the distribution. The Partnership filed a Form 8-K disclosing this resolution on March 21, 1996. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. HUTTON/CONAM REALTY INVESTORS 4 BY: RI 3-4 REAL ESTATE SERVICES INC. General Partner Date: May 13, 1996 BY: /s/ Paul L. Abbott Director, President, Chief Executive Officer and Chief Financial Officer