ITEM 1. BUSINESS.
Dean Witter/Coldwell Banker Tax Exempt Mortgage Fund, L.P. (the "Partnership"), is a limited partnership formed in August 1986 under the Uniform Limited Partnership Act of the State of Delaware for the purpose of investing in a portfolio of federally tax-exempt revenue bonds. These bonds, which are commonly known as industrial development or revenue bonds, are issued as special obligations of various state or local governments or their agencies or authorities. The proceeds of such bonds were used to fund mortgage loans to finance the construction and/or ownership of income-producing multi-family residential properties. Each of the revenue bonds is primarily secured by the real property financed by the mortgage loan.
TEMPO-GP Inc. (the "General Partner"), a Delaware corporation which is wholly-owned by Dean Witter, Discover & Co. ("DWD") is the sole general partner of the Partnership. The General Partner manages and controls the affairs of the Partnership. The terms of the transactions between the Partnership and the General Partner and its affiliates are set forth in Item 13 below.
TEMPO-LP Inc. (the "Limited Partner"), a Delaware corporation which is wholly-owned by DWD, is the sole limited partner of the Partnership. The Limited Partner assigned its interests in the Partnership to investors; such interests are represented by assigned benefit certificates ("ABCs"). The Limited Partner acts as nominee or agent for the investors with respect to matters pertaining to the Partnership. The Limited Partner has no power to conduct any other business or investment activity. The Partnership and the Limited Partner are sometimes collectively referred to herein as the "Registrants".
In 1986, the Partnership issued 7,454,110 units of ABCs with gross proceeds from the offering of $149,082,200. The offering has been terminated and no additional ABCs will be sold.
The proceeds from the offering were used to purchase ten series of revenue bonds which funded the development of eight multi-family residential properties (the "Properties"). The terms of the mortgage loans funded by the revenue bonds mirror the terms of the corresponding revenue bonds. The mortgage loans are obligations of the respective owners of the properties and are collateralized by first mortgages on the properties. The revenue bonds are non-recourse with respect to the issuers of the bonds. The revenue bonds and the related mortgage loans and properties are described in Item 2
ITEM 3. LEGAL PROCEEDINGS.
Neither the Registrants nor any of the properties in which the Partnership has an interest is subject to any material pending legal proceedings.
ITEM 4.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF ABC HOLDERS.
No matter was submitted during the fourth quarter of the fiscal year to a vote of ABC holders.
PART II
ITEM 5.
ITEM 5. MARKET FOR THE REGISTRANT'S ASSIGNED BENEFIT CERTIFICATES AND RELATED ABC HOLDER MATTERS.
An established public trading market for the ABCs does not exist, and it is not anticipated that such a market will develop in the future. Accordingly, information as to the market value of an ABC at any given date is not available. However, the Partnership does allow the ABC holders (the "Investors") to transfer their ABCs.
As of December 31, 1994, there were 8,329 Investors.
The Partnership is a limited partnership and, accordingly, does not pay dividends. It does, however, make quarterly distributions of cash to its partners. Pursuant to the partnership agreement, distributable cash, as defined, is paid 98% to the Investors and 2% to the General Partners, until the Investors have received a non-cumulative annual return of 9.5%. Thereafter, net income will be distributed 90% to the Investors and 10% to the General Partner.
Payments of principal from repayment of the revenue bonds or sale of the related properties will generally be distributed 100% to the Investors. Payments of base and contingent interest (see Note 4 to the financial statements in Item 8 below) on maturity of the bond or the sale of the property will generally be distributed 98% to the Investors and 2% to the General Partner, until the Investors have received in the aggregate $20.00 per ABC plus interest payments sufficient to provide an average cumulative noncompounded return of 9.5% per annum. Thereafter, interest proceeds will be distributed 90% to the Investors and 10% to the General Partner. During the years ended December 31, 1994 and December 31, 1993, the Partnership did not distribute any sale or financing proceeds.
During the year ended December 31, 1994, the Partnership paid cash distributions aggregating $6,465,300 with $6,335,994 distributed to the Investors and $129,306 to the General Partner. During the year ended December 31, 1993, the Partnership paid cash distributions aggregating $7,035,764 with $6,895,050 distributed to the Investors and $140,714 to the General Partner. The distributions aggregated $0.85 per ABC in 1994 and $.925 per ABC in 1993.
On February 10, 1995, the Partnership paid the fourth quarter distribution of $1,583,998 to the Investors ($0.2125 per ABC) and $32,326 to the General Partner.
The Partnership anticipates making regular distributions to its partners in the future.
The sole shareholder of TEMPO L.P. Inc. was DWD.
ITEM 7.
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.
Liquidity and Capital Resources
The Partnership raised $149,082,200 in a public offering of 7,454,110 ABCs which was terminated in 1987. The Registrants have no plans to raise additional capital.
The Partnership has purchased ten series of revenue bonds, the proceeds of which funded the development of the Properties. The Partnership's acquisition program has been completed. No additional investments are planned.
Cash flow generated by the Properties is the primary source of all payments due the Partnership under the terms of the revenue bonds, which are collateralized by the Properties.
The Partnership's business is indirectly affected by competition to the extent that the Properties may be subject to competition from neighboring properties. Many residential real estate markets are stabilizing because new construction has been significantly less than new renter household formation over the past several years. Another indication of improvement in the residential market is that rental rates in many metropolitan areas are slowly increasing. Employment is projected to grow in certain regions such as the Southwest, Southeast and areas of Florida resulting in a steady increase in demand for multifamily housing. At several of the properties securing the mortgage loans in the Partnership's portfolio, rental rates have increased during 1994 and, therefore, the Partnership's cash flow from operations should gradually increase.
In 1994, Partnership cash flow from operations exceeded its distributions and other cash requirements. The Partnership expects that its cash flow from operations will continue to exceed its distributions and other cash needs in 1995. The Partnership will increase the cash distribution rate from 4.25% to 5% beginning with the cash distribution for the first quarter of 1995.
The payment status of each revenue bond follows:
Cash flow from the Pine Club Apartments, High Ridge Apartments and Township in Hampton Woods properties enabled their owners to pay debt service at effective interest rates of 7.75%, 8.20%, and 8.91%, respectively. These payment rates exceeded the minimum interest rates required on the Pine Club loan (7.50%), High Ridge loan (7.25%) and the Township in Hampton Woods loan (8.50%). The excess payments were applied to base interest due under the loans. In 1995, each of these properties is expected to operate at a modest cash flow surplus after payment of minimum debt service and, therefore, each should be able to pay a portion of the base interest in 1995.
In 1993, the Partnership allowed America First Tax Exempt Mortgage Fund, L.P., the original owner of the Township in Hampton Woods property, to transfer ownership and the related mortgage loan payable to American First REIT Inc. ("AFREIT"), a real estate investment trust. Subsequently, AFREIT informed the Partnership that it intended to refinance the property and prepay the related mortgage loan and, in 1994, filed suit to compel the Partnership to accept prepayment. In February 1995, the Court, in a summary judgment, ruled that the loan agreements
are clear that there can be no voluntary prepayments prior to November 1, 1996. AFREIT has until April 12, 1995 to appeal the decision.
The owner of Wildcreek Apartments property paid its minimum debt service and required reserves in full in 1994. The Partnership is holding the remaining proceeds from the letter of credit opened by this owner as additional security on the loan, approximately $251,000, in a segregated cash account. The Partnership does not expect that it will need to use these proceeds to fund minimum debt service or reserve shortfalls of the owner in the near future.
In April 1994, the Partnership and the owner of Burlington Arboretum Apartments reached a settlement with respect to various defaults in debt service and other matters, and in July 1994, the Burlington Arboretum debt was modified effective with the September 1 payment. See Note 4 to the financial statements in Item 8
Item 8 above.
The directors and executive officers of the General Partner and the Limited Partner received no remuneration from the Partnership.
Item 12. Security Ownership of Certain Beneficial Owners and Management.
(a) No person is known to the Partnership to be the beneficial owner of more than five percent of the ABCs.
(b) The executive officers and directors of the General Partner and the Limited Partner do not own any ABCs as of March 31, 1995.
Item 13. Certain Relationships and Related Transactions.
The General Partner's share of cash distributions and income or loss is described in Item 5 above.
All of the outstanding shares of common stock of the General Partner and the Limited Partner are owned by Dean Witter, Discover & Co. Additional information with respect to the directors and executive officers and compensation of the General Partner and Limited Partner is contained in Items 10 and 11 above.
The General Partner and its affiliates were paid certain fees and reimbursed for certain expenses. Information concerning such fees and reimbursements is contained in Note 5 to the financial statements in Item 8 above.
The Park at Landmark property is owned by Landmark Acquisition Corp. The Partnership owns 50% of the common stock of the corporation; an affiliate of the General Partner owns the remaining 50%.
The SunBrook Apartments property is owned by DWR SB Partnership. The Partnership owns 50% of DWR SB Partnership; an affiliate of the General Partner owns the remaining 50%.
The Fountain Head Apartments property is owned by Fountain Head Acquisition Corp. The Partnership owns 50% of the corporation; an unaffiliated third party owns the remaining 50%.
PART IV
Item 14. Exhibits, Financial Statement Schedules, and Reports on Form 8-K.
(a) Documents filed as a part of this report:
1. FINANCIAL STATEMENTS
Financial Statements of the Partnership (see Index to Financial Statements as part of Item 8 of this Annual Report).
Financial Statements of TEMPO-LP, Inc. (see Index to Financial Statements as part of Item 8 of this Annual Report).
2. SCHEDULES
Financial Statement Schedules of the Partnership and TEMPO-LP, Inc. (see Index to respective Financial Statements as part of Item 8 of this Annual Report).
3. EXHIBITS
(2) Not applicable.
(3)(a) (i) Certificate of Incorporation of TEMPO-LP, Inc. Incorporated by reference to Exhibit 3(a) to Registrants' Registration Statement, No 33-6216, filed on June 4, 1986.
(ii) Certificate of Amendment of Certificates of Incorporation of TEMPO-LP, Inc. Incorporated by reference to Exhibit 3(a)(ii) to Pre-Effective Amendment No. 1 to Registrants' Registration Statement, No. 33-6216, filed on August 25, 1986.
(3)(b) Bylaws of TEMPO-LP, Inc. Incorporated by reference to Exhibit 3(b) of Registrants' Registration Statement, No. 33-6216, filed on June 4, 1986.
(3)(c) Certificate of Limited Partnership of Dean Witter/ Coldwell Banker Tax Exempt Mortgage Fund L.P.Incorporated by reference to Exhibit 4(a)(i) to Pre-Effective Amendment No. 1 to Registrants' Registration Statement, No. 33-6216, filed on August 25, 1986.
(3)(d) Form of Agreement of Limited Partnership. Incorporated by reference to Exhibit D to
Registrants' Prospectus, dated October 8, 1986, included in the Registrants' Registration Statement No. 33-6216.
(4)(a) Certificate of Limited Partnership of Dean Witter/ Coldwell Banker Tax Exempt Mortgage Fund L.P. Incorporated by reference to Exhibit 4(a)(i) to Pre-Effective Amendment No. 1 to Registrants' Registration Statement, No. 33-6216, filed on August 25, 1986.
(4)(b) Form of Assigned Benefit Certificate. Incorporated by reference to Exhibit 4(c) to Pre- Effective Amendment No. 1 to Registrants' Registration Statement, No. 33-6216, filed on August 25, 1986.
(4)(c) Revised Form of Assigned Benefit Certificate. Incorporated by reference to Exhibit 4(c) to Registrants' Annual Report on Form 10-K for the fiscal year ended December 31, 1986.
(4)(d) Form of Assignment Agreement. Incorporated by reference to Exhibit 4(d) to Registrants' Annual Report on Form 10-K for the fiscal year ended December 31, 1986.
(4)(e) Form of Agreement of Limited Partnership. Incorporated by reference to Exhibit D to Registrants' Prospectus, dated October 8, 1986, included in the Registrants' Registration Statement, No. 33-6216.
(9) Not applicable.
(10)(a) Mortgage bond, dated March 12, 1987, with respect to Park at Landmark. Incorporated by reference to Exhibit 10 (a) in Registrants' Report on Form 8-K, Commission File No. 0-15764, dated March 12, 1987.
(10)(b) Mortgage bond, dated July 16, 1987, with respect to Wildcreek Apartments. Incorporated by reference to Exhibit 10 (a) in Registrants' Report on Form 8-K,Commission File No. 0-15764, dated July 16, 1987.
(10)(c) Mortgage bond, dated September 22, 1987, with respect to Burlington Arboretum Apartments. Incorporated by reference to Exhibit 10 (a) in Registrants' Report on Form 8-K,Commission File No. 0-15764, dated September 22, 1987.
(10)(d) Mortgage bond, dated December 16, 1987, with respect to SunBrook Apartments. Incorporated by reference to Exhibit 10 (a) in Registrants' Report on Form 8-K,Commission File No. 0-15764, dated December 16, 1987.
(10)(e) Mortgage bond, dated December 21, 1987, with respect to High Ridge Apartments. Incorporated by reference to Exhibit 10 (a) in Registrants' Report on Form 8-K,Commission File No. 0-15764, dated December 21, 1987.
(10)(f) Mortgage bond, dated December 31, 1987, with respect to Fountain Head Apartments. Incorporated by reference to Exhibit 10 (a) in Registrants' Report on Form 8-K,Commission File No. 0-15764, dated December 31, 1987.
(10)(g) Mortgage bond, dated September 23, 1988, with respect to Pine Club Apartments. Incorporated by reference to Exhibit 10 (a) in Registrants' Report on Form 8-K,Commission File No. 0-15764, dated September 23, 1988.
(10)(h) Mortgage bond, dated November 14, 1988, with respect to Township in Hampton Woods Apartments. Incorporated by reference to Exhibit 10 (a) in Registrants' Report on Form 8-K,Commission File No. 0-15764, dated November 14, 1988.
(11) Not applicable.
(12) Not applicable.
(13) Not applicable.
(16) Not applicable.
(18) Not applicable.
(21) Subsidiaries: Landmark Acquisition Corp., a Virginia Corporation SBA/DW/CBTemp. Inc., a Missouri Corporation
(22) Not applicable.
(23) Not applicable.
(24) Not applicable.
(27) Financial Data Schedules.
(28) Not applicable.
(99) Not applicable.
(b) No Forms 8-K were filed by the Partnership during the last quarter of the period covered by this report.
(d) Financial Statements Schedule
(1) Financial statements of Burlington Arboretum Limited Partnership, an apartment complex located in Burlington, Massachusetts. To be filed by Form 10-K/A when received from Burlington Arboretum Limited Partnership.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrants has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
DEAN WITTER/COLDWELL BANKER TAX EXEMPT MORTGAGE FUND, L.P.
By: TEMPO-GP, Inc. Managing General Partner
By: /s/E. Davisson Hardman, Jr. Date: March 31, 1995 E. Davisson Hardman, Jr. President
By: /s/Lawrence Volpe Date: March 31, 1995 Lawrence Volpe Controller (Principal Financial and Accounting Officer)
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 Partnership and in the capacities and on the dates indicated.
TEMPO-GP, Inc. Managing General Partner
/s/William B. Smith Date: March 31, 1995 William B. Smith Chairman of the Board of Directors
/s/E. Davisson Hardman, Jr. Date: March 31, 1995 E. Davisson Hardman, Jr. Director
/s/Lawrence Volpe Date: March 31, 1995 Lawrence Volpe Director
/s/Ronald T. Carman Date: March 31, 1995 Ronald T. Carman Director
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrants has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
By: TEMPO-LP, Inc.
By: /s/E. Davisson Hardman, Jr. Date: March 31, 1995 E. Davisson Hardman, Jr. President
By: /s/Lawrence Volpe Date: March 31, 1995 Lawrence Volpe Controller (Principal Financial and Accounting Officer)
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 Partnership and in the capacities and on the dates indicated.
TEMPO-LP, Inc.
/s/William B. Smith Date: March 31, 1995 William B. Smith Chairman of the Board of Directors
/s/E. Davisson Hardman, Jr. Date: March 31, 1995 E. Davisson Hardman, Jr. Director
/s/Lawrence Volpe Date: March 31, 1995 Lawrence Volpe Director
/s/Ronald T. Carman Date: March 31, 1995 Ronald T. Carman Director
Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosures.
None PART III
Item 10.
Item 10. Directors and Executive Officers of the Registrants
The Partnership is a limited partnership which has no directors or executive officers.
The directors and executive officers of both the General Partner and Limited Partner are as follows:
Name Position
William B. Smith Chairman of the Board of Directors E. Davisson Hardman, Jr. President and Director Lawrence Volpe Controller, Assistant Secretary and Director Ronald T. Carman Secretary and Director
All of the directors have been elected to serve until the next annual meeting of the shareholder of the General Partner and Limited Partner or until their successors are elected and qualify. Each of the executive officers has been elected to serve until his successor is elected and qualifies.
William B. Smith, age 51, is a Managing Director of Dean Witter Realty Inc. and has been with Dean Witter Realty Inc. since 1982.
E. Davisson Hardman, Jr., age 45, is a Managing Director of Dean Witter Realty Inc. and has been with Dean Witter Realty Inc. since 1982.
Lawrence Volpe, age 47, is a Director and the Controller of Dean Witter Realty Inc. He is a Senior Vice President and Controller of Dean Witter Reynolds Inc., which he joined in 1983.
Ronald T. Carman, age 43, is a Director and the Secretary of Dean Witter Realty Inc. He is a Senior Vice President of Dean Witter, Discover & Co. and of Dean Witter Reynolds, Inc. which he joined in 1984.
There is no family relationship among any of the foregoing persons.
Item 11.
Item 11. Executive Compensation.
The General Partner is entitled to receive a share of cash distributions, when and as cash distributions are made to the Limited Partner and a share of taxable income or tax loss, if any . Descriptions of such distributions and allocations are in Item 5 above. The General Partner received cash distributions of $129,306, $140,714 and $152,124 during the years ended December 31, 1994, 1993 and 1992, respectively.
All of the distributions to the Limited Partner are assigned and paid to the Investors.
Certain affiliates of the General Partner were paid certain fees and reimbursed for certain expenses. Information concerning such fees and reimbursements is contained in Note 5 to the financial statements in Item 8 above.
The directors and executive officers of the General Partner and the Limited Partner received no remuneration from the Partnership.
Item 12.
Item 12. Security Ownership of Certain Beneficial Owners and Management.
(a) No person is known to the Partnership to be the beneficial owner of more than five percent of the ABCs.
(b) The executive officers and directors of the General Partner and the Limited Partner do not own any ABCs as of March 31, 1995.
Item 13.
Item 13. Certain Relationships and Related Transactions.
The General Partner's share of cash distributions and income or loss is described in Item 5 above.
All of the outstanding shares of common stock of the General Partner and the Limited Partner are owned by Dean Witter, Discover & Co. Additional information with respect to the directors and executive officers and compensation of the General Partner and Limited Partner is contained in Items 10 and 11 above.
The General Partner and its affiliates were paid certain fees and reimbursed for certain expenses. Information concerning such fees and reimbursements is contained in Note 5 to the financial statements in Item 8 above.
The Park at Landmark property is owned by Landmark Acquisition Corp. The Partnership owns 50% of the common stock of the corporation; an affiliate of the General Partner owns the remaining 50%.
The SunBrook Apartments property is owned by DWR SB Partnership. The Partnership owns 50% of DWR SB Partnership; an affiliate of the General Partner owns the remaining 50%.
The Fountain Head Apartments property is owned by Fountain Head Acquisition Corp. The Partnership owns 50% of the corporation; an unaffiliated third party owns the remaining 50%.
PART IV
Item 14.
Item 14. Exhibits, Financial Statement Schedules, and Reports on Form 8-K.
(a) Documents filed as a part of this report:
1. FINANCIAL STATEMENTS
Financial Statements of the Partnership (see Index to Financial Statements as part of Item 8 of this Annual Report).
Financial Statements of TEMPO-LP, Inc. (see Index to Financial Statements as part of Item 8 of this Annual Report).
2. SCHEDULES
Financial Statement Schedules of the Partnership and TEMPO-LP, Inc. (see Index to respective Financial Statements as part of Item 8 of this Annual Report).
3. EXHIBITS
(2) Not applicable.
(3)(a) (i) Certificate of Incorporation of TEMPO-LP, Inc. Incorporated by reference to Exhibit 3(a) to Registrants' Registration Statement, No 33-6216, filed on June 4, 1986.
(ii) Certificate of Amendment of Certificates of Incorporation of TEMPO-LP, Inc. Incorporated by reference to Exhibit 3(a)(ii) to Pre-Effective Amendment No. 1 to Registrants' Registration Statement, No. 33-6216, filed on August 25, 1986.
(3)(b) Bylaws of TEMPO-LP, Inc. Incorporated by reference to Exhibit 3(b) of Registrants' Registration Statement, No. 33-6216, filed on June 4, 1986.
(3)(c) Certificate of Limited Partnership of Dean Witter/ Coldwell Banker Tax Exempt Mortgage Fund L.P.Incorporated by reference to Exhibit 4(a)(i) to Pre-Effective Amendment No. 1 to Registrants' Registration Statement, No. 33-6216, filed on August 25, 1986.
(3)(d) Form of Agreement of Limited Partnership. Incorporated by reference to Exhibit D to
Registrants' Prospectus, dated October 8, 1986, included in the Registrants' Registration Statement No. 33-6216.
(4)(a) Certificate of Limited Partnership of Dean Witter/ Coldwell Banker Tax Exempt Mortgage Fund L.P. Incorporated by reference to Exhibit 4(a)(i) to Pre-Effective Amendment No. 1 to Registrants' Registration Statement, No. 33-6216, filed on August 25, 1986.
(4)(b) Form of Assigned Benefit Certificate. Incorporated by reference to Exhibit 4(c) to Pre- Effective Amendment No. 1 to Registrants' Registration Statement, No. 33-6216, filed on August 25, 1986.
(4)(c) Revised Form of Assigned Benefit Certificate. Incorporated by reference to Exhibit 4(c) to Registrants' Annual Report on Form 10-K for the fiscal year ended December 31, 1986.
(4)(d) Form of Assignment Agreement. Incorporated by reference to Exhibit 4(d) to Registrants' Annual Report on Form 10-K for the fiscal year ended December 31, 1986.
(4)(e) Form of Agreement of Limited Partnership. Incorporated by reference to Exhibit D to Registrants' Prospectus, dated October 8, 1986, included in the Registrants' Registration Statement, No. 33-6216.
(9) Not applicable.
(10)(a) Mortgage bond, dated March 12, 1987, with respect to Park at Landmark. Incorporated by reference to Exhibit 10 (a) in Registrants' Report on Form 8-K, Commission File No. 0-15764, dated March 12, 1987.
(10)(b) Mortgage bond, dated July 16, 1987, with respect to Wildcreek Apartments. Incorporated by reference to Exhibit 10 (a) in Registrants' Report on Form 8-K,Commission File No. 0-15764, dated July 16, 1987.
(10)(c) Mortgage bond, dated September 22, 1987, with respect to Burlington Arboretum Apartments. Incorporated by reference to Exhibit 10 (a) in Registrants' Report on Form 8-K,Commission File No. 0-15764, dated September 22, 1987.
(10)(d) Mortgage bond, dated December 16, 1987, with respect to SunBrook Apartments. Incorporated by reference to Exhibit 10 (a) in Registrants' Report on Form 8-K,Commission File No. 0-15764, dated December 16, 1987.
(10)(e) Mortgage bond, dated December 21, 1987, with respect to High Ridge Apartments. Incorporated by reference to Exhibit 10 (a) in Registrants' Report on Form 8-K,Commission File No. 0-15764, dated December 21, 1987.
(10)(f) Mortgage bond, dated December 31, 1987, with respect to Fountain Head Apartments. Incorporated by reference to Exhibit 10 (a) in Registrants' Report on Form 8-K,Commission File No. 0-15764, dated December 31, 1987.
(10)(g) Mortgage bond, dated September 23, 1988, with respect to Pine Club Apartments. Incorporated by reference to Exhibit 10 (a) in Registrants' Report on Form 8-K,Commission File No. 0-15764, dated September 23, 1988.
(10)(h) Mortgage bond, dated November 14, 1988, with respect to Township in Hampton Woods Apartments. Incorporated by reference to Exhibit 10 (a) in Registrants' Report on Form 8-K,Commission File No. 0-15764, dated November 14, 1988.
(11) Not applicable.
(12) Not applicable.
(13) Not applicable.
(16) Not applicable.
(18) Not applicable.
(21) Subsidiaries: Landmark Acquisition Corp., a Virginia Corporation SBA/DW/CBTemp. Inc., a Missouri Corporation
(22) Not applicable.
(23) Not applicable.
(24) Not applicable.
(27) Financial Data Schedules.
(28) Not applicable.
(99) Not applicable.
(b) No Forms 8-K were filed by the Partnership during the last quarter of the period covered by this report.
(d) Financial Statements Schedule
(1) Financial statements of Burlington Arboretum Limited Partnership, an apartment complex located in Burlington, Massachusetts. To be filed by Form 10-K/A when received from Burlington Arboretum Limited Partnership.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrants has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
DEAN WITTER/COLDWELL BANKER TAX EXEMPT MORTGAGE FUND, L.P.
By: TEMPO-GP, Inc. Managing General Partner
By: /s/E. Davisson Hardman, Jr. Date: March 31, 1995 E. Davisson Hardman, Jr. President
By: /s/Lawrence Volpe Date: March 31, 1995 Lawrence Volpe Controller (Principal Financial and Accounting Officer)
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 Partnership and in the capacities and on the dates indicated.
TEMPO-GP, Inc. Managing General Partner
/s/William B. Smith Date: March 31, 1995 William B. Smith Chairman of the Board of Directors
/s/E. Davisson Hardman, Jr. Date: March 31, 1995 E. Davisson Hardman, Jr. Director
/s/Lawrence Volpe Date: March 31, 1995 Lawrence Volpe Director
/s/Ronald T. Carman Date: March 31, 1995 Ronald T. Carman Director
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrants has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
By: TEMPO-LP, Inc.
By: /s/E. Davisson Hardman, Jr. Date: March 31, 1995 E. Davisson Hardman, Jr. President
By: /s/Lawrence Volpe Date: March 31, 1995 Lawrence Volpe Controller (Principal Financial and Accounting Officer)
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 Partnership and in the capacities and on the dates indicated.
TEMPO-LP, Inc.
/s/William B. Smith Date: March 31, 1995 William B. Smith Chairman of the Board of Directors
/s/E. Davisson Hardman, Jr. Date: March 31, 1995 E. Davisson Hardman, Jr. Director
/s/Lawrence Volpe Date: March 31, 1995 Lawrence Volpe Director
/s/Ronald T. Carman Date: March 31, 1995 Ronald T. Carman Director