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                                                                    EXHIBIT 99.5





                             EAGLE ROCK APARTMENTS

                             STATEMENT OF REVENUES
                         AND DIRECT OPERATING EXPENSES
                          YEAR ENDED DECEMBER 31, 1996





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                          Independent Auditors' Report



To the Board of Trustees
Continental Mortgage and Equity Trust

We have audited the accompanying statement of revenues and direct operating
expenses of Eagle Rock Apartments for the year ended December 31, 1996.  This
statement of revenues and direct operating expenses is the responsibility of
the Property's management.  Our responsibility is to express an opinion on this
statement of revenues and direct operating expenses based on our audit.

We conducted our audit in accordance with generally accepted auditing
standards.  Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the statement of revenues and direct
operating expenses is free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures in
the statement of revenues and direct operating expenses.  An audit also
includes assessing the accounting principles used and significant estimates
made by management, as well as evaluating the overall statement of revenues and
direct operating expenses presentation.  We believe that our audit provides a
reasonable basis for our opinion.

The accompanying financial statement is prepared for the purpose of complying
with the rules and regulations of the Securities and Exchange Commission (for
inclusion in Form 8-K of Continental Mortgage and Equity Trust) and, as
described in Note 1, is not intended to be a complete presentation of the
results of operations.

In our opinion, the statement of revenues and direct operating expenses
referred to above presents fairly, in all material respects, the revenues and
direct operating expenses of Eagle Rock Apartments for the year ended December
31, 1996, in conformity with generally accepted accounting principles.




                                            Farmer, Fuqua, Hunt & Munselle, P.C.



Dallas, Texas
September 4, 1997





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                             EAGLE ROCK APARTMENTS
                             STATEMENT OF REVENUES
                         AND DIRECT OPERATING EXPENSES
                          Year Ended December 31, 1996




                                                                 
REVENUES                                                            
         Net rental revenues                      $       625,976   
         Other revenues                                    16,990   
                                                  ---------------   
                                                                    
         Total revenues                                   642,966   
                                                                    
DIRECT OPERATING EXPENSES                                           
         Repairs and maintenance                          261,493   
         Utilities                                        115,082   
         Salaries                                          89,532   
     Property taxes                                        59,750   
         Insurance                                         17,867   
                                                  ---------------   
                                                                    
         Total direct operating expenses                  543,724   
                                                  ---------------   
                                                                    
REVENUES IN EXCESS OF DIRECT OPERATING EXPENSES   $        99,242
                                                  ===============






         The accompanying notes are an integral part of this statement.





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                             EAGLE ROCK APARTMENTS
                         NOTES TO STATEMENT OF REVENUES
                         AND DIRECT OPERATING EXPENSES
                               December 31, 1996


NOTE 1:  ORGANIZATION AND BASIS OF PRESENTATION

         The Eagle Rock Apartments is a 99-unit apartment complex located in
         Los Angeles,  California.  During 1996, the property was owned by
         Eagle Rock Corporation.

         The accompanying financial statement does not include a provision for
         depreciation and amortization, bad debt expense, interest expense,
         significant non-recurring repairs expense and related insurance
         reimbursements or income taxes. Accordingly, this statement is not
         intended to be a complete presentation of the results of operations.

NOTE 2:  ACCOUNTING ESTIMATES

         The preparation of financial statements in conformity with generally
         accepted accounting principles requires management to make estimates
         and assumptions that affect the reported amounts of revenues and
         expenses during the reporting period.  Actual results could differ
         from those estimates.

NOTE 3:  OTHER REVENUES


                                                      
         Other revenues consist of the following:                            
                                                                             
               Damage fees, late charges and application fees     $     8,662
               Laundry and vending income                               6,610
               Miscellaneous                                            1,718
                                                                      -------
                                                                  $    16,990
                                                                      =======


NOTE 4:  SUBSEQUENT EVENT

         The property was sold to Continental Mortgage and Equity Trust, a
         California business trust, on  August 18, 1997.





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