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
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EXCHANGE ACT OF 1934.
For the quarterly period ended September 30, 1997
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OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
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EXCHANGE ACT OF 1934.
For the transition period from to
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Commission file number 0-11805
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BALCOR REALTY INVESTORS-83
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(Exact name of registrant as specified in its charter)
Illinois 36-3189175
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
2355 Waukegan Rd.
Bannockburn, Illinois 60015
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (847) 267-1600
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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
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BALCOR REALTY INVESTORS-83
(An Illinois Limited Partnership)
BALANCE SHEETS
September 30, 1997 and December 31, 1996
(Unaudited)
ASSETS
1997 1996
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Cash and cash equivalents $ 4,619,033 $ 4,948,152
Escrow deposits 1,398,303
Accounts and accrued interest receivable 34,426 69,605
Prepaid expenses 116,589
Deferred expenses, net of accumulated
amortization of $572,658 in 1996 341,827
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4,653,459 6,874,476
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Investment in real estate:
Land 6,914,189
Buildings and improvements 40,057,396
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46,971,585
Less accumulated depreciation 20,970,059
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Investment in real estate, net of
accumulated depreciation 26,001,526
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$ 4,653,459 $ 32,876,002
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LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)
Accounts payable $ 25,040 $ 84,668
Due to affiliates 70,890 111,221
Accrued liabilities, principally real
estate taxes 775,260
Security deposits 236,745
Mortgage note payable - affiliate 734,154
Mortgage notes payable 33,220,951
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Total liabilities 95,930 35,162,999
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Commitments and contingencies
Limited Partners' capital (75,005
Interests issued and outstanding) 4,662,520 623,237
General Partner's deficit (104,991) (2,910,234)
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Total partners' capital (deficit) 4,557,529 (2,286,997)
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$ 4,653,459 $ 32,876,002
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The accompanying notes are an integral part of the financial statements.
BALCOR REALTY INVESTORS-83
(An Illinois Limited Partnership)
STATEMENTS OF INCOME AND EXPENSES
for the nine months ended September 30, 1997 and 1996
(Unaudited)
1997 1996
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Income:
Rental and service $ 1,159,961 $ 10,012,063
Interest on short-term investments 354,317 119,126
Settlement income 208,250
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Total income 1,514,278 10,339,439
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Expenses:
Interest on mortgage notes payable 390,626 2,550,062
Depreciation 145,762 1,137,787
Amortization of deferred expenses 14,561 122,134
Property operating 695,953 3,772,043
Real estate taxes 140,715 869,633
Property management fees 65,844 505,932
Administrative 274,670 382,342
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1,728,131 9,339,933
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(Loss) income before gains on sales of
properties and extraordinary item (213,853) 999,506
Gains on sales of properties 28,828,617 7,982,491
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Income before extraordinary item 28,614,764 8,981,997
Extraordinary item:
Debt extinguishment expenses (1,432,632) (56,825)
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Net income $ 27,182,132 $ 8,925,172
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Income before extraordinary item
allocated to General Partner $ 2,953,093 $ 449,100
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Income before extraordinary item
allocated to Limited Partners $ 25,661,671 $ 8,532,897
============= =============
Income before extraordinary item
per Limited Partnership Interest
(75,005 issued and outstanding) $ 342.13 $ 113.76
============= =============
Extraordinary item allocated to
General Partner $ (147,850) $ (2,841)
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BALCOR REALTY INVESTORS-83
(An Illinois Limited Partnership)
STATEMENTS OF INCOME AND EXPENSES
for the nine months ended September 30, 1997 and 1996
(Unaudited)
(Continued)
1997 1996
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Extraordinary item allocated to
Limited Partners $ (1,284,782) $ (53,984)
============= =============
Extraordinary item per Limited
Partnership Interest (75,005
issued and outstanding) $ (17.13) $ (0.72)
============= =============
Net income allocated to General Partner $ 2,805,243 $ 446,259
============= =============
Net income allocated to Limited Partners $ 24,376,889 $ 8,478,913
============= =============
Net income per Limited Partnership Interest
(75,005 issued and outstanding) $ 325.00 $ 113.04
============= =============
Distributions to Limited Partners $ 20,337,606 $ 7,462,998
============= =============
Distributions per Limited Partnership
Interest (75,005 issued and outstanding) $ 271.15 $ 99.50
============= =============
The accompanying notes are an integral part of the financial statements.
BALCOR REALTY INVESTORS-83
(An Illinois Limited Partnership)
STATEMENTS OF INCOME AND EXPENSES
for the quarters ended September 30, 1997 and 1996
(Unaudited)
1997 1996
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Income:
Rental and service $ 213,260 $ 2,997,257
Interest on short-term investments 51,939 35,131
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Total income 265,199 3,032,388
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Expenses:
Interest on mortgage notes payable 57,616 761,489
Depreciation 20,260 338,731
Amortization of deferred expenses 3,053 36,198
Property operating 111,556 1,197,771
Real estate taxes 27,234 267,068
Property management fees 10,909 159,609
Administrative 85,987 101,612
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Total expenses 316,615 2,862,478
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(Loss) income before gain on sale of
property and extraordinary item (51,416) 169,910
Gain on sale of property 3,988,519
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Income before extraordinary item 3,937,103 169,910
Extraordinary item:
Debt extinguishment expenses (95,553)
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Net income $ 3,841,550 $ 169,910
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Income before extraordinary item
allocated to General Partner $ 1,719,210 $ 8,496
============= =============
Income before extraordinary item
allocated to Limited Partners $ 2,217,893 $ 161,414
============= =============
Income before extraordinary item
per Limited Partnership Interest
(75,005 issued and outstanding) $ 29.56 $ 2.15
============= =============
Extraordinary item allocated to
General Partner $ (80,996) None
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BALCOR REALTY INVESTORS-83
(An Illinois Limited Partnership)
STATEMENTS OF INCOME AND EXPENSES
for the quarters ended September 30, 1997 and 1996
(Unaudited)
(Continued)
1997 1996
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Extraordinary item allocated to
Limited Partners $ (14,557) None
============= =============
Extraordinary item per Limited
Partnership Interest (75,005
issued and outstanding) $ (0.19) None
============= =============
Net income allocated to General Partner $ 1,638,214 $ 8,496
============= =============
Net income allocated to Limited Partners $ 2,203,336 $ 161,414
============= =============
Net income per Limited Partnership Interest
(75,005 issued and outstanding) $ 29.37 $ 2.15
============= =============
Distribution to Limited Partners None $ 5,775,385
============= =============
Distribution per Limited Partnership
Interest (75,005 issued and outstanding) None $ 77.00
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The accompanying notes are an integral part of the financial statements.
BALCOR REALTY INVESTORS-83
(An Illinois Limited Partnership)
STATEMENTS OF CASH FLOWS
for the nine months ended September 30, 1997 and 1996
(Unaudited)
1997 1996
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Operating activities:
Net income $ 27,182,132 $ 8,925,172
Adjustments to reconcile net income to net
cash (used in) provided by
operating activities:
Debt extinguishment expenses 327,266 56,825
Gains on sales of properties (28,828,617) (7,982,491)
Depreciation of properties 145,762 1,137,787
Amortization of deferred expenses 14,561 122,134
Net change in:
Escrow deposits 1,398,303 430,426
Accounts receivable 35,179 (184,234)
Prepaid expenses 116,589 (31,910)
Accounts payable (59,628) (57,677)
Due to affiliates (40,331) 42,346
Accrued liabilities (775,260) (274,955)
Security deposits (236,745) (31,147)
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Net cash (used in) provided by
operating activities (720,789) 2,152,276
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Investing activities:
Proceeds from sales of properties 56,099,667 14,529,423
Payment of selling costs (1,415,286) (124,346)
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Net cash provided by investing activities 54,684,381 14,405,077
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Financing activities:
Distributions to Limited Partners (20,337,606) (7,462,998)
Repayment of mortgage note payable - (734,154)
affiliate
Repayment of mortgage notes payable (33,191,739) (8,951,783)
Principal payments on mortgage notes
payable (29,212) (431,303)
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Net cash used in financing activities (54,292,711) (16,846,084)
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Net change in cash and cash equivalents (329,119) (288,731)
Cash and cash equivalents at beginning
of period 4,948,152 2,734,729
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Cash and cash equivalents at end of period $ 4,619,033 $ 2,445,998
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The accompanying notes are an integral part of the financial statements.
BALCOR REALTY INVESTORS-83
(An Illinois Limited Partnership)
NOTES TO FINANCIAL STATEMENTS
1. Accounting Policies:
(a) For financial statement purposes, in previous years partners were allocated
income and loss in accordance with the profit and loss percentages in the
Partnership Agreement. In order for the capital accounts of the General Partner
and Limited Partners to appropriately reflect their remaining economic
interests as provided for in the Partnership Agreement, the income allocations
between partners have been adjusted for financial statement purposes in 1997.
(b) In the opinion of management, all adjustments necessary for a fair
presentation have been made to the accompanying statements for the nine months
and quarter ended September 30, 1997, and all such adjustments are of a normal
and recurring nature.
2. Partnership Termination:
The Partnership Agreement provides for the dissolution of the Partnership upon
the occurrence of certain events, including the disposition of all interests in
real estate. During 1996, the Partnership sold the Desert Sands Village and
Sandridge - Phase II apartment complexes. During 1997, the Partnership sold its
remaining properties, the Deer Oaks, Eagle Crest - Phase I, Springs Pointe
Village and Walnut Ridge - Phases I and II apartment complexes. The Partnership
has retained a portion of the cash to satisfy obligations of the Partnership as
well as establish a reserve for contingencies. The timing of the termination of
the Partnership and final distribution of cash will depend upon the nature and
extent of liabilities and contingencies which exist or may arise. Such
contingencies may include legal and other fees and costs stemming from
litigation involving the Partnership including, but not limited to, the
lawsuits discussed in Note 7 of Notes to Financial Statements. In the absence
of any contingency, the reserves will be paid within twelve months of the last
property being sold. In the event a contingency continues to exist or arises,
reserves may be held by the Partnership for a longer period of time.
3. Interest Expense:
During the nine months ended September 30, 1997 and 1996, the Partnership
incurred and paid interest expense on mortgage notes payable to non-affiliates
of $383,988 and $2,491,333, respectively.
4. Transactions with affiliates:
Fees and expenses paid and payable by the Partnership to affiliates during the
nine months and quarter ended September 30, 1997 are:
Paid
----------------------
Nine Months Quarter Payable
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Reimbursement of expenses to
the General Partner, at cost $ 102,467 $ 17,441 $ 70,890
In February 1997, the Partnership repaid the Walnut Ridge - Phase II apartment
complex note payable to The Balcor Company ("TBC"), an affiliate of the General
Partner. The Partnership repaid the $734,154 loan with proceeds received from
the sale of the property. During the nine months ended September 30, 1997 and
1996, the Partnership incurred interest expense on the TBC loan of $6,638 and
$58,729, and paid interest expense of $13,276 and $52,305, respectively.
5. Property Sales:
(a) In January 1997, the Partnership sold the Springs Pointe Village Apartments
in an all cash sale for $20,166,667. From the proceeds of the sale, the
Partnership paid $10,645,034 to the third party mortgage holder in full
satisfaction of the first mortgage loan, and paid $393,011 in selling costs.
The basis of the property was $7,171,168 which is net of accumulated
depreciation of $6,097,437. For financial statement purposes, the Partnership
recognized a gain of $12,602,488 from the sale of this property.
(b) In January 1997, the Partnership sold the Walnut Ridge - Phases I and II
apartment complexes in an all cash sale for $19,475,000. The purchaser received
a $300,000 credit against the purchase price for certain repairs at the
properties. From the proceeds of the sale, the Partnership paid $10,752,114 to
the third party mortgage holder in full satisfaction of the first mortgage
loans, repaid a $740,792 loan including accrued interest from TBC, paid
$470,165 in selling costs and $430,085 of prepayment penalties. The basis of
the properties was $10,277,246 which is net of accumulated depreciation of
$8,176,330. For financial statement purposes, the Partnership recognized a gain
of $8,427,589 from the sale of these properties.
(c) Eagle Crest - Phase I Apartments was owned by a joint venture between the
Partnership and seller. In January 1997, the joint venture sold the property in
an all cash sale for $9,508,000. From the proceeds of the sale, the Partnership
paid $7,093,430 to the third party mortgage holder in full satisfaction of the
first mortgage loan, $357,702 in selling costs and $675,281 of prepayment
penalties. The basis of the property was $5,340,277 which is net of accumulated
depreciation of $4,172,793. For financial statement purposes, the Partnership
recognized a gain of $3,810,021 from the sale of this property, and the joint
venture partner was not allocated any of the gain. The Partnership received all
net proceeds from the sale.
(d) Deer Oaks Apartments was owned by a joint venture between the Partnership
and seller. In August 1997, the joint venture sold the property in an all cash
sale for $7,250,000. From the proceeds of the sale, the Partnership paid
$4,701,161 to the third party mortgage holder in full satisfaction of the first
mortgage loan and $194,408 in selling costs. The basis of the property was
$3,067,073 which is net of accumulated depreciation of $2,669,261. For
financial statement purposes, the Partnership recognized a gain of $3,988,519
from the sale of this property, and the joint venture partner was not allocated
any of the gain. The Partnership received all net proceeds from the sale.
6. Extraordinary Item:
In 1997, the Partnership paid prepayment penalties totaling $1,105,366 in
connection with the sales of the Eagle Crest - Phase I and Walnut Ridge -
Phases I and II apartment complexes and wrote off the remaining unamortized
deferred expenses totaling $327,266 in connection with the sales of the Deer
Oaks, Eagle Crest - Phase I, Springs Pointe Village and Walnut Ridge - Phases I
and II apartment complexes. These amounts were recognized as an extraordinary
item and classified as debt extinguishment expenses for financial statement
purposes.
7. Contingencies:
The Partnership is currently involved in two lawsuits whereby the Partnership
and certain affiliates have been named as defendants alleging substantially
similar claims involving certain federal securities law violations with regard
to the adequacy and accuracy of disclosures of information concerning, as well
as marketing efforts related to, the offering of the Limited Partnership
Interests of the Partnership. The defendants continue to vigorously contest
these actions. A plaintiff class has not been certified in either action and,
no determinations of the merits have been made. It is not determinable at this
time whether or not an unfavorable decision in either action would have a
material adverse impact on the financial position, operations and liquidity of
the Partnership. The Partnership believes it has meritorious defenses to
contest the claims.
8. Subsequent Event:
In October 1997, the Partnership made a distribution of $2,390,409 ($31.87 per
Interest) to Limited Partners representing a special distribution of Net Cash
Proceeds received in connection with the sale of the Deer Oaks Apartments.
BALCOR REALTY INVESTORS-83
(An Illinois Limited Partnership)
MANAGEMENT'S DISCUSSION AND ANALYSIS
Balcor Realty Investors-83 (the "Partnership") is a limited partnership formed
in 1981 to invest in and operate income-producing real property. The
Partnership raised $75,005,000 from sales of Limited Partnership Interests and
utilized these proceeds to acquire eleven real property investments and a
minority joint venture interest in one additional real property. Prior to 1996,
the Partnership disposed of five of these properties, including the property in
which the Partnership held a minority joint venture interest. The Partnership
sold two properties during 1996 and the remaining five properties in 1997.
Inasmuch as the management's discussion and analysis below relates primarily to
the time period since the end of the last fiscal year, investors are encouraged
to review the financial statements and the management's discussion and analysis
contained in the annual report for 1996 for a more complete understanding of
the Partnership's financial position.
Operations
- ----------
Summary of Operations
- ---------------------
The Partnership recognized substantially larger gains in connection with the
sales of four of its properties in January 1997 and one property in August 1997
as compared to the gain recognized during June 1996 related to the sale of one
of its properties. This was the primary reason net income increased during the
nine months and quarter ended September 30, 1997 as compared to the same
periods in 1996. Further discussion of the Partnership's operations is
summarized below.
1997 Compared to 1996
- ---------------------
Unless otherwise noted, discussions of fluctuations between 1997 and 1996 refer
to both the nine months and quarters ended September 30, 1997 and 1996.
The Partnership sold the Eagle Crest - Phase I, Springs Pointe Village and
Walnut Ridge - Phases I and II apartment complexes during January 1997, and the
Deer Oaks Apartments in August 1997. The Partnership recognized gains in
connection with these 1997 sales totaling of $28,828,617. The Partnership sold
the Desert Sands Village Apartments in June 1996 and recognized a gain in
connection with the sale of $7,982,491. The sales of these properties and the
Sandridge - Phase II Apartments in November 1996 resulted in decreases in
rental and service income, interest expense on mortgage notes payable,
depreciation, amortization, property operating expenses, real estate taxes and
property management fees during 1997 as compared to 1996.
Higher average cash balances were available for investment in 1997 due to
proceeds received in connection with the 1997 property sales prior to
distribution to Limited Partners. This resulted in an increase in interest
income on short-term investments during 1997 as compared to 1996.
The Partnership reached a settlement with the seller of the Deer Oaks
Apartments in February 1996 and received $208,250 of settlement income relating
primarily to amounts due from the seller under the management and guarantee
agreement.
The Partnership incurred additional legal, postage, printing and investor
processing costs in 1996 in connection with the Partnership's response to a
tender offer. This was the primary reason for the decrease in administrative
expenses during 1997 as compared to 1996. The Partnership also incurred higher
portfolio management fees during 1996 which contributed to the decrease.
During 1997, the Partnership wrote off the remaining unamortized deferred
expenses in connection with the sales of the Deer Oaks, Eagle Crest - Phase I
and Walnut Ridge - Phases I and II apartment complexes totaling $327,266, and
paid prepayment penalties in connection with the sales of the Eagle Crest -
Phase I and Walnut Ridge - Phases I and II apartment complexes totaling
$1,105,366. During 1996, the Partnership wrote off the remaining unamortized
deferred expenses in connection with the sale of Desert Sands Village
Apartments totaling $56,825. These amounts were recognized as an extraordinary
item and classified as debt extinguishment expenses for financial statement
purposes.
Liquidity and Capital Resources
- -------------------------------
The cash position of the Partnership decreased by approximately $329,000 as of
September 30, 1997 when compared to December 31, 1996 primarily due to the
payment of a special distribution to Limited Partners in 1997 of proceeds
received from the sale of Sandridge - Phase II Apartments in November 1996,
which was offset by the net proceeds received from the sale of the Deer Oaks
Apartments in August 1997. The Partnership used cash of approximately $721,000
to fund its operating activities. The payment of administrative expenses and
prepayment penalties was partially offset by the cash flow generated by the
Partnership's properties, interest income earned on short-term investments and
the collection of certain escrow deposits related to sold properties. The
Partnership received cash of approximately $54,684,000 from its investing
activities relating to proceeds received from the 1997 property sales, net of
closing costs. The Partnership used cash to fund its financing activities which
consisted of distributions to Limited Partners of approximately $20,337,000,
the repayment of the loan payable to an affiliate of the General Partner,
related to the Walnut Ridge - Phase II Apartments of approximately $734,000,
principal payments on mortgage notes payable of approximately $29,000, and the
repayment of mortgage notes payable of approximately $33,192,000. In addition,
in October 1997, the Partnership made a special distribution of $2,390,409 to
Limited Partners from available proceeds received from the Deer Oaks Apartments
sale, as discussed below.
The Partnership Agreement provides for the dissolution of the Partnership upon
the occurrence of certain events, including the disposition of all interests in
real estate. During 1996, the Partnership sold the Desert Sands Village and
Sandridge - Phase II apartment complexes. During 1997, the Partnership sold its
remaining properties, the Deer Oaks, Eagle Crest - Phase I, Springs Pointe
Village, and Walnut Ridge - Phases I and II apartment complexes. The
Partnership has retained a portion of the cash to satisfy obligations of the
Partnership as well as establish a reserve for contingencies. The timing of the
termination of the Partnership and final distribution of cash will depend upon
the nature and extent of liabilities and contingencies which exist or may
arise. Such contingencies may include legal and other fees and costs stemming
from litigation involving the Partnership including, but not limited to, the
lawsuits discussed in Note 7 of Notes to Financial Statements. In the absence
of any contingency, the reserves will be paid within twelve months of the last
property being sold. In the event a contingency continues to exist or arises,
reserves may be held by the Partnership for a longer period of time.
In January 1997, the Partnership sold the Springs Pointe Village Apartments in
an all cash sale for $20,166,667. From the proceeds of the sale, the
Partnership paid $10,645,034 to the third party mortgage holder in full
satisfaction of the first mortgage loan and paid $393,011 in selling costs.
Pursuant to the terms of the sale, $344,729 of the proceeds was retained by the
Partnership and unavailable for distribution until April 1997, at which time
the funds were released in full. The remaining proceeds from this sale were
distributed to Limited Partners in April 1997. See Note 5 of Notes to Financial
Statements for additional information.
In January 1997, the Partnership sold the Walnut Ridge - Phases I and II
apartment complexes in an all cash sale for $19,475,000. The purchaser received
a $300,000 credit against the purchase price for certain repairs at the
property. From the proceeds of the sale, the Partnership paid $10,752,114 to
the third party mortgage holder in full satisfaction of the first mortgage
loans, repaid a $740,792 loan including accrued interest from an affiliate of
the General Partner, and paid $470,165 in selling costs and a prepayment
penalty of $430,085. The remaining proceeds from this sale were distributed to
Limited Partners in April 1997. See Note 5 of Notes to Financial Statements
for additional information.
Eagle Crest - Phase I Apartments was owned by a joint venture between the
Partnership and seller. In January 1997, the joint venture sold the property in
an all cash sale for $9,508,000. From the proceeds of the sale, the property
paid $7,093,430 to the third party mortgage holder in full satisfaction of the
first mortgage loan, and paid $357,702 in selling costs and a prepayment
penalty of $675,281. The Partnership received all remaining net proceeds from
this sale, which were distributed to Limited Partners in April 1997. See Note 5
of Notes to Financial Statements for additional information.
Deer Oaks Apartments was owned by a joint venture between the Partnership and
seller. In August 1997, the joint venture sold the property in an all cash sale
for $7,250,000. From the proceeds of the sale, the joint venture paid
$4,701,161 to the third party mortgage holder in full satisfaction of the first
mortgage loan and paid $194,408 in selling costs. The Partnership received all
remaining net proceeds from this sale, which were distributed to Limited
Partners in October 1997. See Note 5 of Notes to Financial Statements for
additional information.
In October 1997, the Partnership made a distribution of $2,390,409 ($31.87 per
Interest) to the holders of Limited Partnership Interests. This amount
represents a special distribution of available Net Cash Proceeds received in
connection with the sale of the Deer Oaks Apartments. Including the October
1997 distribution, Limited Partners have received distributions of Net Cash
Receipts of $105.50 and Net Cash Proceeds of $541.02, totaling $646.52 per
$1,000 Interest, as well as certain tax benefits. Since all of the
Partnership's properties have been sold, no additional distributions are
expected. Limited Partners will not recover all of their original investment.
BALCOR REALTY INVESTORS-83
(An Illinois Limited Partnership)
PART II - OTHER INFORMATION
Item 5. Other Information
- --------------------------
Deer Oaks Apartments
- --------------------
As previously reported, on July 18, 1997, the limited partnership (the "Limited
Partnership") which owns Deer Oaks Apartments, San Antonio, Texas, and which
consists of the Partnership as general partner and the seller of the property
to the Limited Partnership as limited partner, contracted to sell the property
to an unaffiliated party, Churchill Forge, Inc., a Delaware corporation, for a
sale price of $7,250,000. The purchaser assigned its rights under the agreement
of sale to its affiliate, C.F. Deer Oaks Associates Limited Partnership, a
Texas limited partnership, and the sale closed on August 29, 1997. From the
proceeds of the sale, the Limited Partnership repaid the outstanding balance of
the first mortgage loan of $4,701,161 and paid $145,000 as a brokerage
commission to an affiliate of the third party providing property management
services for the property and $49,408 in closing costs. The Limited Partnership
received the remaining $2,354,431 of sale proceeds. The Partnership is entitled
to receive all of these net sale proceeds.
Item 6. Exhibits and Reports on Form 8-K
- -----------------------------------------
(a) Exhibits:
(4) Amended and Restated Certificate of Limited Partnership set forth as
Exhibit 4.1 to Amendment No. 1 to Registrant's Registration Statement on
Form S-11 dated December 10, 1982 (Registration No. 2-79043) and Form of
Confirmation regarding Interests in the Registrant set forth as Exhibit 4.2 to
the Registrant's Report on Form 10-Q for the quarter ended June 30, 1992
(Commission File No. 0-11805) are incorporated herein by reference.
(10) Material Contracts:
(a)(i) Agreement of Sale and attachment thereto relating to the sale of Desert
Sands Village Apartments previously filed as Exhibit (2)(a) to the Registrant's
Current Report on Form 8-K dated April 23, 1996, is incorporated herein by
reference.
(a)(ii) Master Amendment and Agreement dated May 22, 1996 relating to the sale
of Desert Sands Village Apartments, previously filed as Exhibit (10)(b)(ii) to
the Registrant's Report on form 10-Q for the quarter ended June 30, 1996 is
incorporated herein by reference.
(a)(iii) Master Amendment and Agreement #2 dated May 22, 1996 relating to the
sale of Desert Sands Village Apartments, previously filed as Exhibit
(10)(b)(iii) to the Registrant's Report on form 10-Q for the quarter ended June
30, 1996 is incorporated herein by reference.
(a)(iv) Letter Agreement dated May 22, 1996 relating to the sale of Desert
Sands Village Apartments, previously filed as Exhibit (99) to the Registrant's
Current Report on Form 8-K dated June 28, 1996, is incorporated herein by
reference.
(b) Agreement of Sale and attachment thereto relating to the sale of Springs
Pointe Apartments, previously filed as Exhibit (10)(c) to the Registrant's
Report on Form 10-Q for the quarter ended September 30, 1996, is incorporated
herein by reference.
(c)(i) Agreement of Sale and attachment thereto relating to the sale of the
Walnut Ridge apartment complex, Phases I and II, previously filed as Exhibit
(2)(a) to the Registrant's Current Report on Form 8-K dated October 7, 1996 is
incorporated herein by reference.
(c)(ii) Amendment to Agreement of Sale relating to the sale of Walnut Ridge
Apartments, Phases I and II, previously filed as Exhibit (10)(d)(ii) to the
Registrant's Report on Form 10-Q for the quarter ended September 30, 1996, is
incorporated herein by reference.
(c)(iii) Second Amendment to Agreement of Sale relating to the sale of the
Walnut Ridge Apartments, Phases I and II, previously filed as Exhibit (99) to
the Registrant's Current Report on Form 8-K dated January 20, 1997 is
incorporated herein by reference.
(d)(i) Agreement of Sale and attachments thereto relating to the Eagle Crest
Apartments, Phase I, previously filed as Exhibit (2)(a) to the Registrant's
Current Report on Form 8-K dated January 20, 1997 is incorporated herein by
reference.
(d)(ii) Modification to Agreement of Sale relating to the Eagle Crest
Apartments, Phase I, previously filed as Exhibit (2)(b) to the Registrant's
Current Report on Form 8-K dated January 20, 1997 is incorporated herein by
reference.
(e)(i) Agreement of Sale and attachment thereto relating to the sale of the
Deer Oaks Apartments, San Antonio, Texas, previously filed as Exhibit (2)(i) to
the Registrant's Report on Form 8-K dated July 18, 1997 is incorporated herein
by reference.
(e)(ii) First Amendment to Agreement of Sale relating to the sale of the Deer
Oaks Apartments, San Antonio, Texas, previously filed as Exhibit (2)(ii) to the
Registrant's Report on Form 8-K dated July 18, 1997 is incorporated herein by
reference.
(27) Financial Data Schedule of the Registrant for the nine month period ending
September 30, 1997 is attached hereto.
(b) Reports on Form 8-K: A Current Report on Form 8-K dated July 18, 1997 was
filed reporting the contract to sell the Deer Oaks Apartments, in San Antonio,
Texas.
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.
BALCOR REALTY INVESTORS-83
By:/s/Thomas E. Meador
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Thomas E. Meador
President and Chief Executive Officer
(Principal Executive Officer) of Balcor
Partners-XIII, the General Partner
By:/s/Jayne A. Kosik
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Jayne A. Kosik
Managing Director and Chief Financial
Officer (Principal Accounting Officer) of
Balcor Partners-XIII, the General Partner
Date: November 13, 1997
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