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, 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: 0-13329 HUTTON/CONAM REALTY INVESTORS 4 Exact Name of Registrant as Specified in its Charter California State or Other Jurisdiction of 11-2685746 Incorporation or Organization 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 June 30, At December 31, 1997 1996 Assets Property: Land $ 5,627,763 $ 5,627,763 Buildings and improvements 20,452,272 20,448,021 26,080,035 26,075,784 Less accumulated depreciation (10,147,588) (9,754,730) 15,932,447 16,321,054 Property held for disposition 7,358,300 7,358,300 Cash and cash equivalents 2,540,992 2,314,876 Other assets 13,235 15,370 Total Assets $25,844,974 $26,009,600 Liabilities and Partners' Capital Liabilities: Accounts payable and accrued expenses $ 340,865 $ 108,269 Due to affiliates 20,176 20,443 Distribution payable 533,792 533,792 Security deposits payable 146,018 144,220 Total Liabilities 1,040,851 806,724 Partners' Capital: General Partners $ -- $ -- Limited Partners 24,804,123 25,202,876 Total Partners' Capital 24,804,123 25,202,876 Total Liabilities and Partners' Capital $25,844,974 $26,009,600 Consolidated Statement of Partners' Capital For the six months ended June 30, 1997 General Limited Partners Partners Total Balance at December 31, 1996 $ -- $25,202,876 $25,202,876 Net Income 106,759 562,072 668,831 Cash Distributions (106,759) (960,825) (1,067,584) Balance at June 30, 1997 $ -- $24,804,123 $24,804,123 Consolidated Statements of Operations Three months Six months ended June 30, ended June 30, 1997 1996 1997 1996 Income Rental $1,219,739 $1,191,023 $2,427,500 $2,372,172 Interest 28,057 26,041 55,147 53,372 Other -- 4,295 5,305 4,295 Total Income 1,247,796 1,221,359 2,487,952 2,429,839 Expenses Property operating 682,385 607,417 1,318,591 1,253,179 Depreciation 196,465 298,922 392,858 597,414 General and administrative 49,523 28,106 107,672 76,381 Total Expenses 928,373 934,445 1,819,121 1,926,974 Net Income $ 319,423 $ 286,914 $ 668,831 $ 502,865 Net Income Allocated: To the General Partners $ 53,380 $ 53,379 $ 106,759 $ 106,758 To the Limited Partners 266,043 233,535 562,072 396,107 $ 319,423 $ 286,914 $ 668,831 $ 502,865 Per limited partnership unit (128,110 outstanding) $ 2.08 $ 1.82 $ 4.39 $ 3.09 Consolidated Statements of Cash Flows For the six months ended June 30, 1997 1996 Cash Flows From Operating Activities: Net income $ 668,831 $ 502,865 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation 392,858 597,414 Increase (decrease) in cash arising from changes in operating assets and liabilities: Other assets 2,135 (3,513) Accounts payable and accrued expenses 232,596 191,190 Security deposits payable 1,798 3,775 Due to affiliates (267) 323 Net cash provided by operating activities 1,297,951 1,292,054 Cash Flows From Investing Activities: Additions to real estate (4,251) (63,655) Net cash used for investing activities (4,251) (63,655) Cash Flows From Financing Activities: Distributions (1,067,584) (1,120,962) Net cash used for financing activities (1,067,584) (1,120,962) Net increase in cash and cash equivalents 226,116 107,437 Cash and cash equivalents, beginning of period 2,314,876 2,436,356 Cash and cash equivalents, end of period $2,540,992 $2,543,793 Notes to the Consolidated Financial Statements The unaudited interim consolidated financial statements should be read in conjunction with the Partnership's annual 1996 audited consolidated financial statements within Form 10-K. The unaudited interim consolidated financial statements include all adjustments consisting of only normal recurring accruals which are, in the opinion of management, necessary to present a fair statement of financial position as of June 30, 1997 and the results of operations for the three and six months ended June 30, 1997 and 1996, cash flows for the six months ended June 30, 1997 and 1996 and the statement of partners' capital for the six months ended June 30, 1997. Results of operations for the period are not necessarily indicative of the results to be expected for the full year. Certain prior year amounts have been reclassified to conform to the current year's presentation. The following significant event has occurred subsequent to fiscal year 1996 and material contingencies exist, which require disclosure in this interim report per Regulation S-X, Rule 10-01, Paragraph (a)(5). On August 6, 1997, the Partnership sold River Hill Apartments to an unaffiliated institutional buyer for a sales price of $7,275,000. As a result, a cash distribution, representing the proceeds from this sale will be distributed in the near future to the partners. Part I, Item 2.Management's Discussion and Analysis of Financial Condition and Results of Operations Liquidity and Capital Resources At June 30, 1997, the Partnership had cash and cash equivalents of $2,540,992, which were invested in unaffiliated money market funds, compared with $2,314,876 at December 31, 1996. The increase is attributable to cash provided by operating activities exceeding cash used for distributions and additions to real estate. The Partnership expects sufficient cash to be generated from operations to meet its current operating expenses. Given the performance of the Partnership's properties, and the improvement in the real estate capital markets which has increased demand by potential buyers, the General Partners have determined that it is in the best interest of the Partnership to attempt to sell the remaining properties in an orderly manner over the next few years. Assuming these efforts are successful, the General Partners expect to distribute the sales proceeds and subsequently dissolve the Partnership in 1998 or 1999. However, meeting this objective will be dependent upon a variety of factors, many of which are not within the Partnership's control. Consequently, there can be no assurance that any specific property or all the properties can be sold, that particular prices will be achieved, or that all the properties can be sold within this time frame. In keeping with this objective, on August 6, 1997 the Partnership sold River Hill Apartments to an unaffiliated institutional buyer for a sales price of $7,275,000. As a result, a cash distribution, representing the proceeds from this sale will be distributed in the near future to the partners. In addition, the Partnership recently engaged a real estate broker to commence marketing Pelican Landing Apartments for sale. The General Partners declared a cash distribution of $3.75 per Unit for the quarter ended June 30, 1997 which will be paid to investors on or about August 19, 1997. 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. As a result of the River Hill sale on August 6, quarterly cash distributions will be reduced to reflect the corresponding reduction in the Partnership's cash flow. Accounts payable and accrued expenses increased from $108,269 at December 31, 1996 to $340,865 at July 30, 1997 primarily as a result of accruals for real estate taxes for all four properties. Results of Operations Partnership operations for the three and six months ended June 30, 1997 resulted in net income of $319,423 and $668,831, respectively, compared with net income of $286,914 and $502,865 for the corresponding periods in 1996. The increase is primarily attributable to higher rental income at three of the four properties and lower depreciation expense due to the reclassification of the River Hill property as property held for disposition. Net cash provided by operating activities was $1,297,951 for the six months ended June 30, 1997, largely unchanged from $1,292,054 for the corresponding period in 1996. Rental income for the three and six months ended June 30, 1997 was $1,219,739 and $2,427,500, respectively, compared with $1,191,023 and $2,372,172 for the corresponding periods in 1996. The increases reflect higher rental revenues at Pelican Landing and River Hill Apartments. At Village of the Foothills II and Shadowood Village, rental income remained relatively unchanged. Property operating expenses for the three and six months ended June 30, 1997 totaled $682,385 and $1,318,591, respectively, compared to $607,417 and $1,253,179 for the corresponding periods in 1996. The increases for both periods are primarily attributable to an increase in repair and maintenance expense at Pelican Landing and Shadowood Village during the 1997 periods. As a result of the reclassification of the River Hill property as held for disposition, depreciation expense decreased from $298,922 and $597,414 for the three and six months ended June 30, 1996, respectively, to $196,465 and $392,858 for the corresponding periods in 1997. General and administrative expenses for the three and six months ended June 30, 1997 were $49,523 and $107,672, respectively, compared to $28,106 and $76,381 for the same periods in 1996. During the 1997 periods, certain expenses incurred by an unaffiliated third party service provider in servicing the Partnership, which were voluntarily absorbed by affiliates of RI 3-4 Real Estate Services, Inc. in prior periods, were reimbursable to RI 3-4 Real Estate Services, Inc. and its affiliates. During the first six months of 1997 and 1996, average occupancy levels at each of the properties were as follows: Property 1997 1996 Pelican Landing 97% 97% River Hill Apartments 95% 95% Shadowood Village 93% 96% Village at the Foothills II 93% 94% 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, 1997. 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: August 13, 1997 BY: /s/ Paul L. Abbott Director, President, Chief Executive Officer and Chief Financial Officer