Transactions With General Partner And Its Affiliates

6 Months Ended

Jun. 30, 2011

Transactions With General Partner And Its Affiliates

Transactions With General Partner And Its Affiliates

6. TRANSACTIONS WITH GENERAL PARTNER AND ITS AFFILIATES:

Pursuant to the terms of the Permanent Manager Agreement ("PMA") executed in 1993 and renewed for an additional two year term as of January 1, 2011, the General Partner receives a Base Fee for managing the Partnership equal to four percent of gross receipts, subject to an initial annual minimum amount of $159,000. The PMA also provides that the Partnership is responsible for reimbursement of the General Partner for office rent and related office overhead ("Expenses") up to an initial annual maximum of $13,250. Both the Base Fee and Expense reimbursement are subject to annual Consumer Price Index based adjustments. Effective March 1, 2011, the minimum annual Base Fee and the maximum Expense reimbursement increased by 1.64% from the prior year, which represents the allowable annual Consumer Price Index adjustment per the PMA. Therefore, as of March 1, 2011, the minimum monthly Base Fee paid by the Partnership was raised to $20,492 and the maximum monthly Expense reimbursement was increased to $1,653.

For purposes of computing the four percent overall fee paid to the General Partner, gross receipts include amounts recovered in connection with the misappropriation of assets by the former general partners and their affiliates. To date, TPG has received fees from the Partnership totaling $59,638 on the amounts recovered, which includes restoration fees received for 2011 and 2010 of $249. The fee received from the Partnership on the amounts recovered reduces the minimum monthly Base Fee by that same amount.

Amounts paid and/or accrued to the General Partner and its affiliates for the three and six month periods ended June 30, 2011 and 2010 are as follows:

	Incurred for the Three Month Period ended June 30, 2011		Incurred for the Three Month Period ended June 30, 2010		Incurred for the Six Month Period ended June 30, 2011		Incurred for the Six Month Period ended June 30, 2010
	(Unaudited)		(Unaudited)		(Unaudited)		(Unaudited)
General Partner
Management fees	$	61,352	$	60,359	$	122,041	$	120,861
Restoration fees		124		124		249		249
Overhead allowance		4,959		4,878		9,864		9,768
Lease commission		5,346		0		5,346		0
Reimbursement for out-of-pocket expenses		1,682		1,521		3,019		2,961
Cash distribution		459		470		712		706
	$	73,922	$	67,352	$	141,231	$	134,545

At June 30, 2011 and December 31, 2010, $912 and $1,825, respectively, was payable to the General Partner.

Due to the Denny's lease modifications, approximately $1,200 of the $4,000 lease commission paid in 2009 to the General Partner was reimbursed to the Partnership in May of 2011 and is included in other income in the condensed statements of income.

As of June 30, 2011 and December 31, 2010, TPG Finance Corp. owned 200 limited partnership units of the Partnership. The President of the General Partner, Bruce A. Provo, is also the President of TPG Finance Corp., but he is not a shareholder of TPG Finance Corp.