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 June 30, 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: 0-10223 HUTTON/CONAM REALTY INVESTORS 81 Exact Name of Registrant as Specified in its Charter California 13-3069026 State or Other Jurisdiction of Incorporation or Organization I.R.S. Employer Identification No. 3 World Financial Center, 29th Floor, 10285 New York, NY Attn: Andre Anderson Zip Code Address of Principal Executive Offices (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 June 30, At December 31, 1996 1995 Assets Investments in real estate: Land $3,944,195 $3,944,195 Buildings and improvements 21,299,382 21,299,382 25,243,577 25,243,577 Less accumulated depreciation (11,796,283) (11,370,295) 13,447,294 13,873,282 Cash and cash equivalents 1,502,094 1,499,119 Restricted cash 388,935 394,147 Mortgage fees, net of accumulated amortization of $240,558 in 1996 and $209,153 in 1995 199,114 230,519 Other assets 6,236 24,946 Total Assets $15,543,673 $16,022,013 Liabilities and Partners' Capital Liabilities: Mortgage payable $11,893,417 $11,954,188 Distribution payable 173,978 173,978 Accounts payable and accrued expenses 203,822 210,876 Security deposits 82,327 77,433 Due to general partners and affiliates 27,182 30,138 Total Liabilities 12,380,726 12,446,613 Partners' Capital (Deficit): General Partners (223,654) (188,213) Limited Partners 3,386,601 3,763,613 Total Partners' Capital 3,162,947 3,575,400 Total Liabilities and Partners' Capital $15,543,673 $16,022,013 Consolidated Statement of Partners' Capital (Deficit) For the six months ended June 30, 1996 Limited General Partners Partners Total Balance at January 1, 1996 $3,763,613 $(188,213) $3,575,400 Net loss (63,852) (645) (64,497) Distributions (313,160) (34,796) (347,956) Balance at June 30, 1996 $3,386,601 $(223,654) $3,162,947 Consolidated Statements of Operations Three months ended June 30, Six months ended June 30, 1996 1995 1996 1995 Income Rental $921,287 $1,203,702 $1,842,392 $2,432,492 Interest 18,109 24,506 33,989 48,313 Total Income 939,396 1,228,208 1,876,381 2,480,805 Expenses Property operating $414,526 $657,315 $880,696 $1,247,729 Interest 251,983 329,307 504,606 659,374 Depreciation and amortization 228,696 306,552 457,393 613,101 General and administrative 51,543 43,431 98,183 82,203 Total Expenses 946,748 1,336,605 1,940,878 2,602,407 Net Loss $(7,352) $(108,397) $(64,497) $(121,602) Net Loss Allocated: To the General Partners $ (74) $(1,084) $ (645) $(1,216) To the Limited Partners (7,278) (107,313) (63,852) (120,386) $(7,352) $(108,397) $(64,497) $(121,602) Per limited partnership unit (78,290 outstanding) $(.09) $(1.37) $(.82) $(1.54) Consolidated Statements of Cash Flows For the six months ended June 30, 1996 1995 Cash Flows From Operating Activities: Net loss $(64,497) $(121,602) Adjustments to reconcile net loss to net cash provided by operating activities: Depreciation and amortization 457,393 613,101 Increase (decrease) in cash arising from changes in operating assets and liabilities: Fundings to restricted cash (225,961) (319,266) Release of restricted cash to property operations 231,173 394,030 Other assets 18,710 30,791 Accounts payable and accrued expenses (7,054) 45,136 Security deposits 4,894 (16,285) Due to general partners and affiliates (2,956) 591 Net cash provided by operating activities 411,702 626,496 Cash Flows From Financing Activities: Distributions (347,956) (347,956) Mortgage principal payments (60,771) (72,089) Net cash used for financing activities (408,727) (420,045) Net increase in cash and cash equivalents 2,975 206,451 Cash and cash equivalents, beginning of period 1,499,119 1,535,391 Cash and cash equivalents, end of period $1,502,094 $1,741,842 Supplemental Disclosure of Cash Flow Information: Cash paid during the period for interest $504,606 $659,374 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 June 30, 1996 and the results of operations and cash flows for the six months ended June 30, 1996 and 1995 and the statement of partner's capital (deficit) for the six months ended June 30, 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 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 June 30, 1996, the Partnership had cash and cash equivalents of $1,502,094, which were invested in unaffiliated money market funds, relatively unchanged from the balance at December 31, 1995. The Partnership also maintains a restricted cash balance, which totaled $388,935 at June 30, 1996, representing escrows for insurance, real estate taxes, and property replacements and repairs, required under the terms of the current mortgage loans. Pursuant to the terms of the loans, as costs are incurred for property improvements or when real estate taxes and insurance are due, reimbursements are made from the escrow accounts maintained by the lender to the Partnership. The Partnership expects sufficient cash to be generated from operations to meet its current operating expenses and debt service requirements. The General Partners continue to perform various improvements at the properties. These improvements include landscaping work at Tierra Catalina and roof repairs at Las Colinas as well as interior repairs at both properties. The improvements are currently underway and are expected to be finished by the end of the year. The General Partners declared a cash distribution of $2.00 per Unit for the quarter ended June 30, 1996 which will be paid to investors on or about August 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. Given favorable market conditions in the Tulsa, Oklahoma area the General Partners have engaged a commercial real estate broker to market Ridge Park for sale. There can be no assurances that a sale will be completed or that any particular price for the property will be obtained. In the event that a sale is not consummated, the Partnership will continue to hold the property as an investment. Results of Operations Partnership operations for the three and six months ended June 30, 1996, resulted in net losses of $7,352 and $64,497, respectively, compared with net losses of $108,397 and $121,602, respectively, for the same periods in 1995. The decrease in net loss is due primarily to a decrease in property operating expenses, interest expense, and depreciation and amortization expense, partially offset by a decrease in rental income resulting from the sale of Kingston Village and Cedar Bay Village in July 1995. Net cash provided by operating activities was $411,702 for the six months ended June 30,1996, compared to $626,496, for the same period in 1995. The decreases in net cash provided by operating activities from the 1995 to 1996 period is primarily due to the decrease in the release of restricted cash to property operations, and the sale of Kingston Village and Cedar Bay Village. Rental income for the three and six months ended June 30, 1996 was $921,287 and $1,842,392, respectively, compared with $1,203,702 and $2,432,492 for the same periods in 1995. The decreases reflect the sale of Kingston Village and Cedar Bay Village and a decline in occupancy at Tierra Catalina, partially offset by increases in rental income at Las Colinas and Ridge Park as a result of increased rental rates. Property operating expenses were lower for the three and six months ended June 30, 1996 compared to the same periods in 1995 due to the July 1995 sale of Kingston Village and Cedar Bay Village. The decreases for each period were partially offset by increases in repairs and maintenance expenses at Las Colinas primarily due to asphalt repairs. Interest expense and depreciation and amortization also declined primarily due to the sale of the two properties. During the six months ended June 30, 1996 and 1995, average occupancy levels at each of the properties were as follows: Property 1996 1995 Las Colinas I & II 96% 93% Ridge Park 95% 96% Tierra Catalina 89% 93% 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 - No reports on Form 8-K were filed during the quarter ended June 30, 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 81 BY: RI81 REAL ESTATE SERVICES INC. General Partner Date: August 13, 1996 BY: /s/ Paul L. Abbott Director, President, Chief Executive Officer and Chief Financial Officer