-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, SmpxAjVAkY0DlwEXu2EvEhUeu9m1RZEtBruHBoJsKhNYtZb4poc98vLElGONR8YW nEamadgVtKU9hO6CmQ6AdQ== 0000929638-97-000276.txt : 19971022 0000929638-97-000276.hdr.sgml : 19971022 ACCESSION NUMBER: 0000929638-97-000276 CONFORMED SUBMISSION TYPE: 10-Q/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19970630 FILED AS OF DATE: 19971021 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: NATIONAL PROPERTIES INVESTMENT TRUST CENTRAL INDEX KEY: 0000761236 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE [6500] IRS NUMBER: 066290322 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q/A SEC ACT: SEC FILE NUMBER: 000-15713 FILM NUMBER: 97698689 BUSINESS ADDRESS: STREET 1: PO BOX 148 CITY: CANTON CENTER STATE: CT ZIP: 06020 BUSINESS PHONE: 8886781109 MAIL ADDRESS: STREET 1: P O BOX 148 CITY: CANTON CENTER STATE: CT ZIP: 06020 FORMER COMPANY: FORMER CONFORMED NAME: ROBERTS RICHARD REAL ESTATE GROWTH TRUST I DATE OF NAME CHANGE: 19920703 10-Q/A 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q/A Amendment No. 1 [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 filing requirements for the past 90 days. Yes X No Item 1 of the Registrant's Form 10-Q for the quarter ended June 30, 1997 is amended as follows: The financial statements of the Registrant have been revised to include quarterly operating information in accordance with Rule 10-01(c)(2) of Regulation S-X. * Item 2 of the Registrant's Form 10-Q for the quarter ended June 30, 1997 is amended as follows: Liquidity and Capital Resources have been revised. * Results of Operations have been revised in accordance with Item 303 of Regulation S-K. * * Filed herewith 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 Quarter and 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] 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 for the quarter and six months ended June 30, 1997 and 1996, and 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 Trust 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 reports dated March 18, 1997 and October 7, 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. July 29, 1997, except for the Respectfully submitted, Comparative Statement of Operations And Notes 1, 2, 8 and 10, as to which /s/Bernardi, Alfin & Koos, L.L.C. the date is October 7, 1997 --------------------------------- 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 Quarter Ended For the Six Months Ended June 30, June 30, 1997 1996 1997 1996 PROPERTY OPERATIONS: Gross rental income ................... $ 88,671 $ 90,802 $ 175,687 $ 178,648 Rental expenses ...................... (57,485) (59,559) (119,962) (122,364) General and administrative expenses .. (22,391) (26,875) (45,938) (52,043) -------- -------- -------- -------- Net Income from Property Operations 8,795 4,368 9,787 4,241 OTHER INCOME (EXPENSE): Interest income ...................... 288 438 397 1,033 -------- -------- -------- -------- NET INCOME ................................ $ 9,083 $ 4,806 $ 10,184 $ 5,274 INCOME PER SHARE OF BENEFICIAL INTEREST ... $ 0.01 $ 0.01 $ 0.01 $ 0.01 AVERAGE NUMBER OF SHARES OF BENEFICIAL INTEREST ............................. 738,915 718,860 738,915 718,860
The accompanying notes are an integral part of the financial statements.
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. Organizaion: 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. 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 at Lake Mary, Florida, is the Trust's sole remaining property. B. Basis of Presentation: The accompanying unaudited financial statements of the Trust have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three- and six-month periods ended June 30, 1997 are not necessarily indicative of the results that may be expected for the year ended December 31, 1997. For further information, refer to the financial statements and accompanying footnotes thereto included in the Trust's annual report on Form 10-K for the year ended December 31, 1996 C. Method of Accounting: The financial statements of the Trust have been prepared on the accrual basis of accounting. D. 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. E. 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. NATIONAL PROPERTIES INVESTMENT TRUST NOTES TO FINANCIAL STATEMENTS NOTE 1 - Organization and Summary of Accounting Policies: (Continued) F. Real Estate Assets and Depreciation: The Trust recognizes impairment losses for long-lived assets, on a property by property basis, used in operations when indicators of impairment are present and the undiscounted future cash flows are not sufficient to recover the asset's carrying value. If such indicators are present, an impairment loss is recognized based on the excess of the carrying amount of the impaired asset over its fair value during the period that the indicators are present. For long-lived assets to be disposed of, impairment losses are recognized when the fair value of the asset, less the estimated cost to sell, is less than the carrying value of the asset measured at the time management commits to a plan to dispose of the asset. Assets are classified as assets to be disposed of when management has committed to sell and is actively marketing the property. Assets to be disposed of are carried at the lower of carrying value or fair value less cost to dispose, determined on an asset by asset basis. Depreciation is not recorded during the period in which assets are held for disposal and gains (losses) from initial and subsequent adjustments to the carrying value of the assets, if any, are recorded as a separate component of income from continuing operations. No impairment losses have been recognized since the Trust's adoption of Statement of Financial Accounting Standards ("SFAS") No. 121 "Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed of". 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. G. 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. H. 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 $12,000 and $24,000 as compensation for managing the Trust property for the quarter and 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 quarter and six months ended June 30, 1997, although, the Trust paid utility bills for the office of $365 and $1,136 in the quarter and 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 Mary, 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 is recorded at historical cost, except for its 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. 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 $7,201 of principal and interest at 2% over prime on the outstanding balance. The balance of principal and 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 mortgage payable for the twelve months ended: June 30, 1998 30,734 June 30, 1999 526,295 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 the 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 a Trustee of the Trust. On January 6, 1996 the Managing Trustee, Peter Stein, 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 needed to be present to have a vote, both Trustees needed 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 without 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 provides that the Trust may choose to elect officers, including a President who shall act as Managing Trustee, and which further defines the powers and limitations of the officers of the Trust. As of June 30, 1997, no officers of the Trust had been appointed to oversee the management of the Trust. 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 newly formed-entity that expects to qualify as a REIT. As currently structured, the sale will be an exchange of the Trust's real estate for common stock in the new REIT. The new REIT will have ten retail properties at its formation, nine to be contributed from affiliates of the newly-formed entity and 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. Shareholders of the Trust will receive a proxy statement/prospectus pursuant to which they will be asked to approve the proposed business combination with the new REIT. The proxy statement/prospectus will contain all the material details of the transaction and is expected to be mailed to shareholders of the Trust in November 1997. It is contemplated that this transaction will be completed by the end of December 1997. 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 six months ended - Income taxes $ -- $ -- Interest ... $28,976 $30,945 NOTE 10 - Restatement of Financial Statements: The Comparative Statement of Operations has been restated to reflect general and administrative expenses as a component of income from operations in accordance with generally accepted accounting principles. Previously, general and administrative expenses were reported as other expenses. This change has no effect on the income (loss) reported by the Trust. Quarterly information for the quarter ended June 30, 1997 and 1996 have been added to the Comparative Statement of Operations in accordance with Rule 10-01(c)(2) of Regulation S-X. Note 1 of these financial statements has been amended to reflect the adoption Statement of Financial Accounting Standards ("SFAS") No. 121 of the Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed of". Adoption of this standard did not have a material impact on the Trust's financial position or results of operations. Note 1 of these financial statements have been amended to provide a description of the Trust's basis of presentation. Note 8 of these financial statements have been restated to reflect the current status of the proposed merger of the Trust property into a new REIT. These changes have no effect on the financial position and results of operations of the Trust. 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 had 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 newly formed-entity that expects to qualify as a REIT. As currently structured, the sale will be an exchange of the Trust's real estate for common stock in the new REIT. The new REIT will have 10 retail properties at its inception, nine to be contributed from affiliates of the newly formed entity and 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. Shareholders of the Trust will receive a proxy statement/prospectus pursuant to which they will be asked to approve the proposed business combination with the new REIT. The proxy statement/prospectus will contain all the material details of the transaction and is expected to be mailed to the shareholders of the Trust in November. It is contemplated that this transaction will be consummated by the end of December 31, 1997. 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 property's 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 quarter ended June 30, 1997, the Trust's net income from property operations was $8,795 as compared to net income from property operations of $4,368 for the quarter ended June 30, 1996. For the six months ended June 30, 1997, the Trust had net income from property operations of $9,787 as compared to net income from property operations of $4,030 for the six months ended June 30, 1996. The increases are related to decreases in required repairs to the property, costs associated with operational expenses and the travel and related costs incurred with evaluating new investments. Also, the Trust had net income of $9,083 and $10,184 for the quarter and six months ended June 30, 1997, compared to income of $4,806 and $5,063 for the quarter and six months ended June 30, 1996. The Managing Trustee was paid $12,000 and $24,000 for the quarter and 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 quarter and six months ended June 30, 1997, although, the Trust paid utility bills for the office of $365 and $1,136 in the quarter and six months ended June 30, 1997. Signatures Pursuant to the requirements of Section 13 or 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: 10/20/97 By: \s\ Peter M. Stein ------------------- 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 /s/ Peter M. Stein Managing Trustee 10/21/97 - -------------------- Peter M. Stein /s/ Jay Goldman Trustee 10/21/97 - -------------------- Jay W. Goldman /s/ Robert H. Reibstein Trustee 10/21/97 - -------------------- Robert H. Reibstein -----END PRIVACY-ENHANCED MESSAGE-----