1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A(1) (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, 1997 [ ] 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 1-12386 LEXINGTON CORPORATE PROPERTIES, INC. ----------------------------------------------------- (Exact name of registrant as specified in its charter) Maryland 13-3717318 -------------------------------- ------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 355 Lexington Avenue New York, NY 10017 -------------------------------- ------------- (Address of principal executive offices) (Zip Code) (212) 692-7260 ----------------------------------------- (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 of 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____. Indicate the number of shares outstanding of each registrant's classes of common stock, as of the latest practicable date: 9,441,716 shares of common stock, par value $.0001 per share as of April 30, 1997. - -------------------------- 1 Notwithstanding such Amendment, information set forth herein speaks as of and for the dates referred to in the Form 10-Q originally filed by the Registrant. Reference is made to annual and current reports filed by the Registrant since March 31, 1997, for information regarding the Registrant. 2 PART II - OTHER INFORMATION ITEM 1. Legal Proceedings - not applicable. ITEM 2. Changes in Securities - not applicable. ITEM 3. Defaults under the Senior Securities - not applicable. ITEM 4. Submission of Matters to a Vote of Security Holders - not applicable. ITEM 5. Other Information - not applicable. ITEM 6. Exhibits and Reports on Form 8-K. (a) Exhibits - Exhibit No. Exhibit 11 Schedule of Computations of Per Share Earnings* 10.36 Amended and Restated Revolving Credit Agreement with Fleet National Bank dated February 20, 1997 in the amount of $60,000,000 27 Financial Data Schedule* (b) Reports on Form 8-K filed during the quarter ended March 31, 1997. Acquisition of five properties from three limited partnerships through three exchange transactions dated December 31, 1996 - filed January 15, 1997.* Acquisition of five properties from three limited partnerships through three exchange transactions dated December 31, 1996 - filed January 15, 1997, and Amendment No.1 thereto filed March 14, 1997.* Announcement of the Company's intentions regarding legal proceedings with Ross Stores, Inc. dated February 4, 1997 - Item 5 - Other Events - filed February 6, 1997.* Sale of 700,000 shares of the Company's Class A Senior Cumulative Convertible Preferred Stock (the "Preferred Stock") pursuant to an Investment Agreement between the Company and Five Arrows Realty Securities L.L.C. for the sale of up to 2,000,000 shares of the Company's Preferred Stock, dated January 21, 1997 - filed February 10, 1997.* - ---------------------- * Incorporated by reference. 3 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. Lexington Corporate Properties, Inc. Date: May 15, 1997 By: /s/ E. Robert Roskind -------------------- ----------------------------------- E. Robert Roskind Chairman and Co-Chief Executive Officer Date: May 15, 1997 By: /s/ Paul R. Wood -------------------- ----------------------------------- Paul R. Wood Vice President and Chief Accounting Officer 4 EXHIBIT INDEX Exhibit No. Exhibit 11 Schedule of Computations of Per Share Earnings* 10.36 Amended and Restated Revolving Credit Agreement with Fleet National Bank dated February 20, 1997 in the amount of $60,000,000 27 Financial Data Schedule* - ---------------------- * Incorporated by reference.