Transactions with General Partner and Its Affiliates

12 Months Ended

Dec. 31, 2012

Transactions with General Partner and Its Affiliates [Abstract]

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, 2012, the minimum annual Base Fee and the maximum Expense reimbursement increased by 3.16% from the prior year, which represents the allowable annual Consumer Price Index adjustment per the PMA. Therefore, as of March 1, 2012, the minimum monthly Base Fee paid by the Partnership was raised to $21,140 and the maximum monthly Expense reimbursement was increased to $1,705.

For purposes of computing the four percent overall fees, 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 $59,729 on the amounts recovered, which includes restoration fees received for 2012, 2011 and 2010 of $40, $299, and $479, respectively. The fees received from the Partnership on the amounts recovered reduce the four percent minimum fee by that same amount.

Amounts paid and/or accrued to the General Partner and its affiliates for the years ended December 31, 2012, 2011, and 2010, are as follows:

	Incurred for the		Incurred for the		Incurred for the
	Year ended December 31, 2012		Year ended December 31, 2011		Year ended December 31, 2010
General Partner
Management fees	$	252,344	$	244,943	$	241,579
Restoration fees		40		299		497
Overhead allowance		20,356		19,782		19,524
Advisory fee on sale		0		14,250		0
Outsourced XBRL Fees		6,200		0		0
Leasing commissions		8,405		5,346		0
Reimbursement for out-of-pocket expenses		6,849		5,822		5,273
Cash distribution		2,878		3,081		3,260
	$	297,072	$	293,523	$	270,133

At December 31, 2012 and 2011 $1,332 and $1,757, respectively, was payable to the General Partner, which primarily represented the applicable year’s fourth quarter distribution.

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 from discontinued operations in the condensed statements of income.

As of December 31, 2012, TPG Finance Corp. owned 200 limited partnership interests 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.