UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
[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
Commission File Number 2-95449
NATIONAL PROPERTIES INVESTMENT TRUST
Formerly Richard Roberts Real Estate Growth Trust I
(Exact name of registrant as specified in its charter)
Massachusetts 06-6290322
- -------------------------------- ---------------------------
(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification Number)
P.O. Box 148 Canton Center, CT 06020
- ---------------------------------------- ----------
(Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number, Including Area Code: (860) 693-9624
Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Section 12, 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 filin
g requirements for the past 90 days. Yes X No
--- ---
PART I
------
FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS.
NATIONAL PROPERTIES INVESTMENT TRUST
INDEX
Accountants' Review Report
Comparative Balance Sheet as of June 30, 1997 and December 31, 1996
Comparative Statement of Operations for the Six Months Ended June 30, 1997
and 1996
Comparative Statement of Changes in Shareholders' Equity for the Six Months
Ended June 30, 1997 and 1996
Comparative Statement of Cash Flows for the Six Months Ended June 30, 1997
and 1996
Notes to the Financial Statements
[LETTERHEAD OF BERNARDI, ALFIN & KOOS, L.L.C. APPEARS HERE]
July 29, 1997
Trustees
National Properties Investment Trust
P.O. Box 148
Canton Center, Connecticut 06020
We have reviewed the accompanying balance sheet of National Properties
Investment Trust as of June 30, 1997 and the related statements of operations,
changes in shareholders' equity and cash flows for the six months ended June 30,
1997 and 1996, included in the accompanying Securities and Exchange Commission
Form 10-Q for the period ended June 30, 1996 in accordance with Statements on
Standards for Accounting and Review Services issued by the American Institute of
Certified Public Accountants. All information included in these financial
statements is the representation of the management of National Properties
Investment Trust.
A review of interim financial information consists principally of inquiries of
company personnel and analytical procedures applied to financial data. It is
substantially less in scope than an audit conducted in accordance with generally
accepted auditing standards, the objective of which is the expression of an
opinion regarding the financial statements taken as a whole. Accordingly, we do
not express such an opinion.
Based on our review, we are not aware of any material modifications that should
be made to the accompanying financial statements for them to be in conformity
with generally accepted accounting principles.
We have previously audited, in accordance with generally accepted auditing
standards, the balance sheet as of December 31, 1996, and the related statements
of operations, shareholders' equity and cash flows for the year then ended (not
presented herein). In our report dated March 18, 1997, we expressed an
unqualified opinion on those financial statements. In our opinion, the
information set forth in the accompanying balance sheet as of December 31, 1996
is fairly stated in all material respects in relation to the balance sheet from
which it has been derived.
Respectfully submitted,
BERNARDI, ALFIN & KOOS, L.L.C.
Certified Public Accountants
NATIONAL PROPERTIES INVESTMENT TRUST
------------------------------------
CANTON CENTER, CONNECTICUT
--------------------------
COMPARATIVE BALANCE SHEET
-------------------------
See Accountants' Review Report
June 30, December 31,
1997 1996
---- ----
ASSETS:
- -------
Investments in real estate and personal property $ 1,011,235 $ 948,583
Cash and cash equivalents 10,616 44,403
Receivables 23,659 18,248
Other assets 27,097 39,633
----------- -----------
TOTAL ASSETS $ 1,072,607 $ 1,050,867
- ------------ =========== ===========
LIABILITIES:
- ------------
Accounts payable and accrued expenses $ 37,343 $ 53,107
Security deposits & prepaid rent 25,471 20,821
Mortgage payable 557,029 571,258
----------- -----------
Total Liabilities 619,843 645,186
----------- -----------
SHAREHOLDERS' EQUITY:
- ---------------------
Shares of beneficial interest, no par value,
unlimited authorization, shares issued and
outstanding were 749,276 in 1997 and 718,860
in 1996 11,772,347 11,735,447
Accumulated deficit (11,319,583) (11,329,766)
----------- -----------
Total Shareholders' Equity 452,764 405,681
----------- -----------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $ 1,072,607 $ 1,050,867
- ------------------------------------------ =========== ===========
The accompanying notes are an integral part of the financial statements.
NATIONAL PROPERTIES INVESTMENT TRUST
------------------------------------
CANTON CENTER, CONNECTICUT
--------------------------
COMPARATIVE STATEMENT OF OPERATIONS
-----------------------------------
See Accountants' Review Report
For the Six Months Ended
June 30,
--------
1997 1996
---- ----
PROPERTY OPERATIONS:
- --------------------
Gross rental income $ 175,687 $ 178,437
Rental expenses 119,962 122,364
--------- ---------
Net Income from Property Operations 55,725 56,284
--------- ---------
OTHER INCOME (EXPENSE):
- -----------------------
Interest income 397 1,033
General and administrative expenses (45,938) (52,043)
--------- ---------
Total Other Income (Expense) (45,541) (51,010)
--------- ---------
NET INCOME
- ---------- $ 10,184 $ 5,274
========= =========
INCOME PER SHARE OF BENEFICIAL INTEREST $ 0.01 $ 0.01
- --------------------------------------- ========= =========
AVERAGE NUMBER OF SHARES OF BENEFICIAL INTEREST 738,915 718,860
- ----------------------------------------------- ========= =========
NATIONAL PROPERTIES INVESTMENT TRUST
------------------------------------
CANTON CENTER, CONNECTICUT
--------------------------
COMPARATIVE STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY
--------------------------------------------------------
See Accountants' Review Report
For the Six Months Ended For the Six Months Ended
June 30, June 30,
-------- --------
1997 1996
---------------------------- ----------------------------
Shares Amount Shares Amount
------ ------ ------ ------
SHARES OF BENEFICIAL INTEREST
- -----------------------------
Balance - Beginning of the Period 718,860 $ 11,735,447 718,860 $ 11,735,447
Shares issued 30,416 36,900 - -
-------- ------------ -------- ------------
Balance - End of the Period 749,276 $ 11,772,347 718,860 $ 11,735,447
======== ============ ======== ============
ACCUMULATED DEFICIT
- -------------------
Balance - Beginning of the Period $ (11,329,767) $ (11,274,829)
Net income 10,184 5,274
Dividends paid - (36,339)
------------ ------------
Balance - End of the Period $ (11,319,583) $ (11,305,894)
============ ============
The accompanying notes are an integral part of the financial statements.
NATIONAL PROPERTIES INVESTMENT TRUST
------------------------------------
CANTON CENTER, CONNECTICUT
--------------------------
COMPARATIVE STATEMENT OF CASH FLOWS
-----------------------------------
Increase (Decrease) in Cash and Cash Equivalents
See Accountants' Review Report
For the Six Months Ended
June 30,
--------
1997 1996
---- ----
CASH FLOWS FROM OPERATING ACTIVITIES:
- -------------------------------------
Net income $ 10,184 $ 5,274
--------- ---------
Adjustments to reconcile net income to net cash
provided by operating activities
Depreciation and amortization 27,157 24,482
Changes in Assets and Liabilities:
Receivables (5,411) (12,014)
Other assets 8,048 2,777
Accounts payable and accrued expenses (15,764) (1,444)
Security deposits & prepaid rent 4,650 -
--------- ---------
Total Adjustments 18,680 13,801
--------- ---------
Net Cash Provided By Operating Activities 28,864 19,075
--------- ---------
CASH FLOWS FROM INVESTING ACTIVITIES:
- -------------------------------------
Purchase of personal property (85,322) (13,186)
--------- ---------
CASH FLOWS FROM FINANCING ACTIVITIES:
- -------------------------------------
Principal payments on debt (14,229) (13,236)
Proceeds from the issuance of shares 36,900 -
Dividends paid - (36,339)
--------- ---------
Net Cash Provided By (Used In) Financing Activities 22,671 (49,575)
--------- ---------
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS (33,787) (43,686)
- ----------------------------------------------------
CASH AND CASH EQUIVALENTS, BEGINNING OF THE PERIOD 44,403 108,081
- -------------------------------------------------- --------- ---------
CASH AND CASH EQUIVALENTS, END OF THE PERIOD $ 10,616 $ 64,395
============================================ ========= =========
The accompanying notes are an integral part of the financial statements.
NATIONAL PROPERTIES INVESTMENT TRUST
NOTES TO FINANCIAL STATEMENTS
NOTE 1 - Organization and Summary of Accounting Policies:
-----------------------------------------------
A. Organization:
------------
National Properties Investment Trust (formerly Richard
Roberts Real Estate Growth Trust I) (the "Trust") was organized on
January 16, 1985 as a Massachusetts Business Trust. The Trust invests
directly in equity interests in commercial, industrial and/or
residential properties in the United States which have income-producing
capabilities and intends to hold its properties for long-term
investment (approximately four to seven years). The Trust currently
owns a single property located in central Florida. The results of the
Trust's operations depend upon the Trust's property's competitive
position in its respective leasing market. The Shoppes at Lake Mary, a
strip shopping center located in Lake Mary, Florida, is the Trust's
sole remaining property.
B. Method of Accounting:
--------------------
The financial statements of the Trust have been prepared on the
accrual basis of accounting.
C. Cash Equivalents:
----------------
For financial statement purposes, the Trust considers all highly
liquid investments with original maturities of three months or less to
be cash equivalents.
D. Income Taxes:
------------
The Trust has made for prior years, and intends to make for 1997,
an election to file as a real estate investment trust (REIT) for
federal tax purposes, and if so qualified, will not be taxed on
earnings distributed to shareholders. Accordingly, no provision for
federal income taxes has been made for the periods ended June 30, 1997
and June 30, 1996. However, the Trust is subject to state income taxes,
where applicable.
E. Depreciation:
------------
Depreciation was computed using the straight-line method over an
estimated depreciable life of 40 years for real property, 7 years for
personal property, and over the life of the related lease for tenant
improvements.
F. Accumulated Deficit:
-------------------
The accumulated deficit, reported as a reduction of Shareholders'
Equity, includes net losses recognized and distributions made to
Shareholders as a return of capital invested.
NATIONAL PROPERTIES INVESTMENT TRUST
NOTES TO FINANCIAL STATEMENTS
NOTE 1 - Organization and Summary of Accounting Policies: (Continued)
-----------------------------------------------
G. Use of Estimates:
----------------
The preparation of financial statements in conformity with
generally accepted accounting principles requires management to make
estimates and assumptions that affect certain reported amounts and
disclosures. Accordingly, actual results could differ from those
estimates.
NOTE 2 - Related Party Transactions:
--------------------------
The Trust has entered into a temporary management agreement with
the Managing Trustee for a one-year term. The agreement calls for the
Managing Trustee to be paid $4,000 per month plus Trust related
expenses. The Trust paid the Managing Trustee $24,000 as compensation
for managing the Trust property for the six months ended June 30, 1997.
In addition, the Trust offices are located at premises owned by the
Managing Trustee. No rent was charged to the Trust in the six months
ended June 30, 1997, however, the Trust paid utility bills for the
office of $1,136 in the six months ended June 30, 1997.
On March 3, 1997, the Trust issued 30,416 shares of beneficial
interest to an IRA for the benefit of a Trustee of the Trust. The
shares were issued for $1.2132 per share, totaling $36,900.
NOTE 3 - Earnings Per Share:
------------------
Earnings per Share of Beneficial Interest are computed on the
weighted average number of Shares of Beneficial Interest outstanding
during the period.
NOTE 4 - Investment in Real Estate and Personal Property:
-----------------------------------------------
The Trust purchased The Shoppes at Lake Mary, a 38,125 square foot
shopping center located in Lake May, Florida on March 31, 1986 for
$3,200,000. Pursuant to the purchase agreement, the seller guaranteed
that the revenues generated by the project during the first two years
of its operation would be at least equal to the aggregate of all
expenses incurred in connection with the use and operation of the
project during each such year plus $360,000. The seller placed $300,000
of the purchase price in an interest bearing escrow account as security
for the guarantee. On September 26, 1986, the Trust released the seller
from the guarantee in consideration for the funds held in escrow. The
funds held in escrow were forwarded to the Trust on October 2, 1986.
The basis of the property acquired has been reduced by the amount
received under the terms of the cash flow guarantee. On December 31,
1991 the Trust reduced the book value of real property by $1,677,901 to
its net realizable value.
All of the Trust's property are recorded at historical cost, except
for it's real property which is recorded at its historical cost, less
$310,762 for the reduction in basis due to the release of funds
escrowed at closing, and less $1,677,901 loss reserve to reduce the
property value to its net realizable value.
NATIONAL PROPERTIES INVESTMENT TRUST
NOTES TO FINANCIAL STATEMENTS
NOTE 4 - Investment in Real Estate and Personal Property: (Continued)
------------------------------------------------
The Trust's property and equipment are as follows:
The Shoppes at Lake Mary
June 30, December 31,
1997 1996
---- ----
Land $ 307,273 $ 230,299
Buildings 1,147,584 1,147,584
Tenant Improvements 219,090 210,742
Furnishings and Equipment 19,544 19,544
--------- ---------
Total 1,693,491 1,608,169
Less: Accumulated Depreciation (682,256) (659,586)
--------- ---------
Net Investment in Real Estate
and Personal Property $ 1,011,235 $ 948,583
========= =========
NOTE 5- Receivables:
------------
Receivables consist of the following:
6/30/97 12/31/96
--------- ---------
Tenant Receivables $ 23,659 $ 18,248
Allowance for Doubtful Accounts - -
--------- ---------
Tenant Receivables net of Allowance $ 23,659 $ 18,248
========= =========
NOTE 6 - Mortgages Payable:
------------------
6/30/97 12/31/96
--------- ---------
Mortgage payable in monthly installments of principal
of $7,201 plus interest charged at 2% over prime on
the outstanding balance. The balance of principal &
interest is due in full in October, 1998. The loan is
secured by a first mortgage lien on the Shoppes
at Lake Mary. $ 557,029 $ 571,258
========= =========
The following sets forth the principal payments due on the mortgages payable:
June 30, 1998 30,734
June 30, 1999 526,295
NATIONAL PROPERTIES INVESTMENT TRUST
NOTES TO FINANCIAL STATEMENTS
NOTE 7- Tenant Leases:
-------------
The Trust has entered into operating lease agreements with tenants
of its rental property, which have various termination dates. Certain
leases also contain provisions for inflationary increases and the pass
through of a portion of operating expenses under specified
circumstances. Future minimum lease payments under noncancellable
operating leases are as follows:
1998 $ 262,782
1999 187,996
2000 125,157
2001 25,201
-------
Total $ 601,136
=======
NOTE 8- Contingencies:
-------------
Salvatore R. Carabetta, an Independent Trustee, resigned on June 30,
1996. A successor Trustee was not appointed until June 16, 1997, which
is greater than 60 day period required by the Declaration of Trust for
the appointment of a successor Trustee. The Declaration of the Trust
requires a new Trustee to be appointed within 60 days. On June 16, 1997
Robert Reibstein was appointed as Trustee of the Trust.
On January 6, 1996 the Managing Trustee has declared a dividend
without the express approval of Mr. Carabetta. Mr. Stein believes that
the request for a vote sent to Mr. Carabetta twice by certified mail and
not responded to, constitutes a presence at a vote and abstention from
the vote. Additionally until June 25, 1996 when Jay Goldman was elected
as Trustee of the Trust, Peter Stein, the Managing Trustee, had been
acting on behalf of the Trust without the express approval of the
majority of the Trustees. Peter Stein and Salvatore Carabetta were the
sole remaining Trustees and since a majority of Trustees need to be
present to have a vote, both Trustees need to be present to hold a vote.
On June 16, 1997, a Trustee meeting was held and the Trustees
acknowledged that the Trust was operating with out the full complement
of Trustees and approved and ratified all actions carried out by the
officers of the Trust.
On June 16, 1997, the Trustees adopted an amended and restated
Declaration of Trust, which defined the powers and limitations on the
"Officers", and "Board of Directors" of the Trust. A group of Trustee's
has not been appointed to serve as the "Board of Directors" to oversee
the management of the Trust by the Managing Trustee.
NATIONAL PROPERTIES INVESTMENT TRUST
NOTES TO FINANCIAL STATEMENTS
NOTE 8- Contingencies: (Continued)
-------------
As of July 29,1997, the Trust is near the completion of negotiations
for the sale of the real estate of the Trust to a new entity REIT. The
sale will be an exchange of the real estate for stock in the new REIT,
with the Trust receiving one share of the new REIT's stock for each
share of beneficial interest held by the Trust's shareholders, with a
projected value for each share of $2.25. The new REIT will have 10
properties at its inception, 9 to be contributed from the merger
partner, one from the Trust. All shareholders of the Trust will receive
a distribution of a portion of the new REIT stock and the remaining new
REIT stock will be held by the Trust. The total of the shares
distributed plus the shares received by the Trust will equal the total
of the shares received by the real estate on a one-to-one basis.
Two documents, the first a proxy, and the second a contribution and
exchange agreement, have gone through three drafts up to now and are
being worked on in a attempt to have a final draft done by August 15,
1997. Once completed, copies will be sent to all of the Trust's
shareholders for review and for a vote on the sale and "merger" itself.
Within these documents are all the details of the parties involved, the
properties that are being placed into the new REIT, the individuals that
will run the new REIT, the shares that each of the participating people
involved with the new REIT will get, the warrants/options, if any, that
are being made available, and to whom, and all the other details of the
transaction.
The Board of Trustees of the Trust has taken a very active role in
these negotiations and the drafting of the documents. The board believes
that the approach being taken is in the best interest of the
shareholders since they will participate in. a new REIT that will 1. be
listed on a stock exchange, thereby giving the shareholders liquidity,
2. pay dividends, 3. have growth potential, and 4. require no additional
funds from any of the shareholders unless additional shares are
purchased. At this time, it is projected that two of the Trustees, Jay
Goldman and Peter Stein are to receive the following compensation
package from the "merger" partner at the time of the completion of this
transaction; a) $250,000 worth of new REIT stock, and b) warrants for
200,000 shares at a price $1.00 below the net asset value of the shares
at the time of closing.
It is contemplated that this transaction will be completed by the
end of October/November, 1997, with December 31, 1997 as the final
fallback date for a closing.
By agreement, the names of the participants are not allowed to be
disclosed at this time. They will be disclosed in the proxy and
contribution and exchange agreement being drafted.
NATIONAL PROPERTIES INVESTMENT TRUST
NOTES TO FINANCIAL STATEMENTS
NOTE 8- Contingencies: (Continued)
-------------
Management is unable to determine the effects the above events will
have on the financial condition of the Trust, if any.
NOTE 9- Supplemental Disclosure of Cash Flow Information:
------------------------------------------------
6-30-97 6-30-96
-------- --------
Cash paid during the year -
Income taxes $ - $ -
Interest $ 28,976 $ 30,945
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS.
NATIONAL PROPERTIES INVESTMENT TRUST (the "Trust") was organized on January 16,
1985, as a Massachusetts Business Trust. On July 23, 1993, the Trust changed its
name from Richard Roberts Real Estate Growth Trust I to its current name. The
Trust has made for 1996 and prior years, and intends to make for 1997, an
election to file as a real estate investment trust "REIT" under the provisions
of the Internal Revenue Code and intends to maintain this status as long as it
will benefit the Trust's shareholders. The Trust considers its business to be
operating in one industry segment, investment in real property.
Liquidity and Capital Resources
- -------------------------------
The Trust's primary cash requirements are for capital expenditures and operating
expenses, including utilities, insurance, sales taxes, maintenance and
management costs. Historically, the Trust's primary sources of cash have been
from operations and bank borrowings.
At June 30, 1997 the Trust has cash of approximately $10,616, which is comprised
almost entirely of net income from operations.
As of July 29,1997, the Trust is near the completion of
negotiations for the sale of the real estate of the Trust to a new
entity REIT. The sale will be an exchange of the real estate for stock
in the new REIT, with the Trust receiving one share of the new REIT's
stock for each share of beneficial interest held by the Trust's
shareholders, with a projected value for each share of $2.25. The new
REIT will have 10 properties at its inception, 9 to be contributed
from the merger partner, one from the Trust. All shareholders of the
Trust will receive a distribution of a portion of the new REIT stock
and the remaining new REIT stock will be held by the Trust. The total
of the shares distributed plus the shares received by the Trust will
equal the total of the shares received by the real estate on a one-to-
one basis.
Two documents, the first a proxy, and the second a contribution
and exchange agreement, have gone through three drafts up to now and
are being worked on in a attempt to have a final draft done by August
15, 1997. Once completed, copies will be sent to all of the Trust's
shareholders for review and for a vote on the sale and "merger"
itself. Within these documents are all the details of the parties
involved, the properties that are being placed into the new REIT, the
individuals that will run the new REIT, the shares that each of the
participating people involved with the new REIT will get, the
warrants/options, if any, that are being made available, and to whom,
and all the other details of the transaction.
The Board of Trustees of the Trust has taken a very active role
in these negotiations and the drafting of the documents. The board
believes that the approach being taken is in the best interest of the
shareholders since they will participate in. a new REIT that will 1.
be listed on a stock exchange, thereby giving the shareholders
liquidity, 2. pay dividends, 3. have growth potential, and 4. require
no additional funds from any of the shareholders unless additional
shares are purchased. At this time, it is projected that two of the
Trustees, Jay Goldman and Peter Stein are to receive the following
compensation package from the "merger" partner at the time of the
completion of this transaction; a) $250,000 worth of new REIT stock,
and b) warrants for 200,000 shares at a price $1.00 below the net
asset value of the shares at the time of closing.
It is contemplated that this transaction will be completed by the end of
October/November, 1997, with December 31, 1997 as the final fallback date for a
closing.
By agreement, the names of the participants are not allowed to be disclosed at
this time. They will be disclosed in the proxy and contribution and exchange
agreement being drafted.
The principal assets of the Trust consist of an equity position in an income
producing commercial property and cash.
Inflation
- ---------
Inflation has been consistently low during the periods presented in these
financial statements and, as a result, has not had a significant effect on the
operations of the Trust.
Competition
- -----------
The Trust's remaining property investment is subject to competition from similar
types of properties in the vicinity in which it is located. While the market in
which the property operates is experiencing a recovery, the property values
generally remain below the highs realized in the mid-1980's. The properties
current 100% occupancy rate, and the Trust's holding of several long-term leases
with automatic escalation clauses, are indicators that the Trust is not
currently facing heavy competition for tenants.
Results of Operations
- ---------------------
For the six months ended June 30, 1997, the Trust reported net income from
property operations (before General and Administrative expenses) of $55,725 as
compared to net income from property operations of $56,284 for the six months
ended June 30, 1996. This decrease is related to increased repairs and
maintenance and insurance costs. Also, the Trust experienced a net income from
operations of $10,184 for the six months ended June 30, 1997, compared to a
income of $5,274 for the six months ended June 30, 1996. The difference is
primarily due to the decrease in costs associated with operational expenses, and
the travel and related costs incurred with evaluating new investments.
The Managing Trustee was paid $24,000 for the six months ended June 30, 1997. In
addition, the Trust offices are located at premises owned by the Managing
Trustee. No rent was charged to the Trust in the six months ended June 30, 1997,
however, the Trust paid utility bills for the office of $1,136 in the six months
ended June 30, 1997.
PART II
-------
OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS.
NONE
ITEM 2. CHANGES IN SECURITIES.
NONE
ITEM 3. DEFAULTS UPON SENIOR SECURITIES.
NOT APPLICABLE
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF HOLDERS OF BENEFICIAL
INTEREST
NONE
ITEM 5. OTHER INFORMATION.
The Trust filed a Form 10-K/A, Amendment No. 1 to the Annual Report
pursuant to Section 13 or 15(d) of the Securities and Exchange Act
of 1934.
On June 16, 1997, a Trustee meeting was held and the Trustees
acknowledged that the Trust was operating with out the full
complement of Trustees and approved and ratified all actions
carried out by the officers of the Trust.
On June 16, 1997, the Trustees adopted an amended and restated
Declaration of Trust, which defined the powers and limitations on
the "Officers", and "Board of Directors" of the Trust.
On June 16, 1997 Robert Reibstein was appointed as Trustee
of the Trust.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
NONE FILED FOR THE QUARTER
Signatures
Pursuant to the requirements of Section 13 of 15(d) 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.
NATIONAL PROPERTIES INVESTMENT TRUST
Date: By:
------------------- ----------------------------------
Peter M. Stein
Managing Trustee
Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following persons on behalf of the Registrant and
in the capacities and on the date indicated:
Signature Title Date
Managing Trustee
- --------------------------- --------------
Peter M. Stein
Trustee
- --------------------------- --------------
Jay W. Goldman
Trustee
- --------------------------- --------------
Robert Reibstein