<PAGE>
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                UNITED STATES SECURITIES AND EXCHANGE COMMISSION
 
                             WASHINGTON, D.C. 20549
 
                                   FORM 10-K
 
    /X/ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE
        ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 1997 OR
 
    / / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
        EXCHANGE ACT OF 1934
 
                            ------------------------
 
                         COMMISSION FILE NUMBER 1-9663
 
                      MID-AMERICA REALTY INVESTMENTS, INC.
             (Exact name of registrant as specified in its charter)
 
               MARYLAND                                47-0700007
       (State of incorporation)           (I.R.S. Employee Identification No.)
 
            11506 NICHOLAS STREET, SUITE 100, OMAHA, NEBRASKA 68154
              (Address of principal executive offices) (Zip Code)
 
                                 (402) 496-3300
              (Registrant's telephone number, including area code)
 
          SECURITIES REGISTERED PURSUANT TO SECTION 12(B) OF THE ACT:
 
  COMMON STOCK, PAR VALUE $0.01 PER
                SHARE                           NEW YORK STOCK EXCHANGE
        (Title of Each Class)            (Name of Exchange on which registered)
 
          SECURITIES REGISTERED PURSUANT TO SECTION 12(G) OF THE ACT:
 
                                      None
 
    Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K (Section 229.405 of this chapter) is not contained herein,
and will not be contained, to the best of the registrant's knowledge, in
definitive proxy or information statements incorporated by reference in Part III
of this Form 10-K or any amendment to Form 10-K. / /
 
    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 _
 
    The number of shares of common stock outstanding as of February 27, 1998 was
8,285,235 shares. The aggregate market value of the 8,233,798 shares of common
stock held by non-affiliates on such date was $85,425,654.
 
    The following documents are incorporated into this report by reference: a
portion of the Company's proxy statement for its 1998 Annual Meeting of
Shareholders ("1998 Proxy Statement") is incorporated by reference in Part III.
 
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<PAGE>
                      MID-AMERICA REALTY INVESTMENTS, INC.
                        1997 ANNUAL REPORT ON FORM 10-K
                               TABLE OF CONTENTS
                                     PART I
 
<TABLE>
<CAPTION>
                                                                           PAGE
                                                                           -----
<S>         <C>                                                            <C>
Item 1.     Business....................................................     3
Item 2.     Properties..................................................     5
Item 3.     Legal Proceedings...........................................     7
Item 4.     Submission of Matters to a Vote of Security Holders.........     7
 
                                    PART II
 
Item 5.     Market for the Registrant's Common Stock and Related
             Shareholder Matters........................................     7
Item 6.     Selected Financial Data.....................................     8
Item 7.     Management's Discussion and Analysis of Financial Condition
             and Results of Operations..................................     9
Item 8.     Financial Statements and Supplementary Data.................    15
Item 9.     Changes in and Disagreements With Accountants on Accounting
             and Financial Disclosure...................................    15
 
                                    PART III
 
Item 10.    Directors and Executive Officers of the Registrant..........    15
Item 11.    Executive Compensation......................................    15
Item 12.    Security Ownership of Certain Beneficial Owners and
             Management.................................................    15
Item 13.    Certain Transactions and Relationships......................    15
 
                                    PART IV
 
Item 14.    Exhibits, Financial Statement Schedules and Reports on Form
             8-K........................................................    16
</TABLE>
<PAGE>
                                     PART I
 
ITEM 1.  BUSINESS
 
GENERAL DESCRIPTION OF BUSINESS
 
    Mid-America Realty Investments, Inc. (the "Company") is a self-administered
real estate investment trust ("REIT") which owns, manages and operates
income-producing commercial real estate, primarily enclosed malls and
neighborhood shopping centers. The Company was incorporated under the laws of
Maryland in October 1986. At December 31, 1997, the Company owned 18
neighborhood shopping centers and four enclosed malls located in Nebraska, Iowa,
Illinois, South Dakota, Minnesota, Michigan, Wisconsin, Indiana, Arkansas,
Georgia and Tennessee. Additionally, the Company is a 50% partner in Mid-America
Bethal Limited Partnership ("Mid-America Bethal") which owns two neighborhood
shopping centers and one enclosed mall. Most of the properties are situated in
middle-sized communities and, in many cases, represent the major retail facility
in their trade areas.
 
    The Company's investment objectives are to own and manage income-producing
commercial real estate that will provide cash for distribution to its
shareholders on a quarterly basis and preserve investor capital, while providing
potential for capital appreciation. The Company's policy is to acquire
commercial properties that are capable of generating income through active
management, leasing, re-leasing or development of additional tenant space.
 
DEVELOPMENTS DURING 1997
 
    OUTLOT SALES--During 1997, the Company sold two outlot parcels for total
proceeds of approximately $344,000, resulting in a book gain of approximately
$130,000.
 
    LAKEWOOD MALL--During 1997, the Company completed the expansion of its five
screen theatre at Lakewood Mall in Aberdeen, South Dakota to nine screens. Total
project costs were approximately $337,500.
 
    MID-AMERICA BETHAL MALL RENOVATION--During 1997, the Partnership
substantially completed the exterior renovation of Imperial Mall in Hastings,
Nebraska. Total project cost will approximate $600,000 of which $524,000 was
paid in 1997.
 
    YIELD MAINTENANCE AGREEMENT--During 1997, the Company received final
payments under the June 1992 Yield Maintenance Agreement with former related
parties. Total proceeds of $1,517,000 were received in 1997 under this
agreement. See Note F to the Company's Consolidated Financial Statements.
 
PROPERTY MANAGEMENT AND LEASING
 
    The Company is a fully integrated real estate company and manages its own
properties through Mid-America Centers Corp. (formerly Dial Enterprises Corp.),
its wholly-owned subsidiary. The management and leasing of the properties is
"hands on" and conducted by experienced professionals with knowledge of local
markets and relationships with local and national retailers.
 
INDUSTRY AND GEOGRAPHIC FACTORS
 
    The Company is subject to various risks typically associated with the
ownership of real estate, such as defaults or non-renewal of leases, increased
operating costs or costs resulting from leveraging, changes in interest rates
and the availability of favorable financing which may render the sale or
refinancing of properties difficult or unattractive, environmental problems,
problems attributable to the location of properties, changes in general or local
economic conditions, changes in real estate and zoning laws, and increases in
real property tax rates. Real estate investments tend to be illiquid and,
consequently, the
 
                                       3
<PAGE>
Company could have difficulty responding to adverse changes in any of the
aforementioned factors or similar factors (particularly if adverse changes occur
in Nebraska and the greater Midwest where most of the Company's properties are
located).
 
CERTAIN SIGNIFICANT TENANTS
 
    The continued success of the Company's anchor tenants is important to the
success of the Company's properties because such anchor tenants attract other
tenants and customers to the shopping center. Wal-Mart, Herberger's, Hy-Vee
grocery stores, Kmart, J.C. Penney, Walgreens, Target and/or Shopko anchored a
total of 17 of the Company's properties either as lessees or as occupants of
buildings adjacent to the properties and lease in the aggregate approximately
39% of the total leasable space in the Company's properties.
 
    Additionally, Kmart, Hy-Vee grocery stores, Herberger's and/or Wal-Mart
anchored all Mid-America Bethal properties as either lessees or as occupants of
buildings adjacent to the properties and lease in the aggregate approximately
38% of the total leasable space in the Mid-America Bethal properties.
 
    The only lessee that occupies more than 10% of the gross leasable space of
the properties owned by the Company at December 31, 1997 is Wal-Mart, whose five
stores at properties owned by the Company account for approximately 15% of total
gross leasable area. Wal-Mart also operates stores adjacent to three of the
Company's properties and to one of Mid-America Bethal's properties.
 
ENVIRONMENTAL MATTERS
 
    Pursuant to the terms of the Company's leases with its tenants, the Company
does not have control over the operational activities of its tenants, nor does
it monitor its tenants with respect to environmental matters. Although the
Company is not aware of any material environmental liabilities in connection
with its properties, the owner of real property with latent hazardous waste
problems may be liable for such problems even if such problems were not caused
by the current landowner. Liability for such problems under federal and state
law is generally strict, joint and several.
 
COMPETITION
 
    The Company competes for acquisitions of real property with a wide variety
of investors, including insurance companies, pension funds, corporate and
individual real estate developers, other REITs and syndicators, many of which
have investment objectives similar to those of the Company and may have greater
financial resources, larger staffs and longer operating histories than those of
the Company. In addition, the Company competes with other owners of similar
properties for tenants on the basis of location, rental rates, amenities and
other factors.
 
INSURANCE
 
    The Company considers its insurance coverage to be adequate. The Company
carries comprehensive general liability coverage with limits of liability of no
less than $5,000,000 per occurrence to insure against liability claims and
provide for the cost of defense. Similarly, the Company is insured against the
risk of direct physical damage in amounts structured to reimburse the Company on
a replacement cost basis for amounts incurred to repair or rebuild each
property, including loss of rental income during the period of repair or
reconstruction. When considered prudent, the Company insures against losses from
earthquakes, which coverage has a 5% deductible. The Company carries flood
insurance for the properties that are in designated 100-year flood plains.
 
                                       4
<PAGE>
EMPLOYEES
 
    The Company and its subsidiary had 101 employees (56 full-time and 45
part-time) at December 31, 1997. The corporate office in Omaha, Nebraska had 23
employees at December 31, 1997.
 
TAXATION OF THE COMPANY AND ITS SHAREHOLDERS
 
    The Company was organized and intends to conduct its operations so as to
continue to qualify for taxation as a REIT under Sections 856-860 of the
Internal Revenue Code of 1986. A REIT generally is not subject to federal
corporate income tax on its net income if certain requirements are met. To
qualify as a REIT, the Company is required, among other things, to meet certain
stock ownership, income, asset and distribution rules and tests. As a REIT, the
Company distributes to its shareholders substantially all of its cash flow from
operations and, in any event, at least 95% of its real estate investment trust
taxable income.
 
CERTAIN RESTRICTIONS ON TRANSFER OF COMMON STOCK
 
    Provisions of the Company's Articles of Incorporation, primarily intended to
enable the Company to maintain its status as a REIT, authorize the Company i) to
refuse to transfer common stock to, or prohibit exercise of shareholder rights
by, any person who as a result would beneficially own, directly or indirectly by
attribution, common stock in excess of 9.8% of the total outstanding capital
stock of the Company ("Excess Shares") and ii) to redeem Excess Shares of common
stock, the accumulation of which would jeopardize the status of the Company as a
REIT.
 
ITEM 2.  PROPERTIES
 
    The following tables set forth information concerning each of the properties
that the Company owns directly or has an equity interest in through Mid-America
Bethal as of December 31, 1997.
 
<TABLE>
<CAPTION>
                                                                          GROSS     LEASED RATE AT YEAR
                                                              DATE       LEASABLE          END(1)
                                                           ACQUIRED OR     AREA     --------------------
                                                            COMPLETED   (SQ. FT.)     1997       1996
                                                           -----------  ----------  ---------  ---------      1998
                                                                                                          BASE RENT(2)
                                                                                                          ------------
                                                                                                          (THOUSANDS)
<S>                                                        <C>          <C>         <C>        <C>        <C>
COMPANY PROPERTIES:
ENCLOSED MALLS:
Delta Plaza--Escanaba, Michigan..........................    12/30/86      188,000        93%        94%   $      838
Lakewood Mall--Aberdeen, South Dakota....................    08/28/92      240,000        88%        92%        1,584
Monument Mall--Scottsbluff, Nebraska.....................    12/30/86      205,000        96%        95%        1,311
Thunderbird Mall--Virginia, Minnesota....................    12/30/86      256,000        98%       100%        1,614
                                                                        ----------  ---------  ---------  ------------
                                                                           889,000        94%        95%        5,347
</TABLE>
 
                                       5
<PAGE>
<TABLE>
<CAPTION>
                                                                          GROSS     LEASED RATE AT YEAR
                                                              DATE       LEASABLE          END(1)
                                                           ACQUIRED OR     AREA     --------------------
                                                            COMPLETED   (SQ. FT.)     1997       1996
                                                           -----------  ----------  ---------  ---------
                                                                                                              1998
                                                                                                          BASE RENT(2)
                                                                                                          ------------
                                                                                                          (THOUSANDS)
NEIGHBORHOOD SHOPPING CENTERS:
<S>                                                        <C>          <C>         <C>        <C>        <C>
Bishop Heights--Lincoln, Nebraska........................    12/30/86       26,000       100%       100%          170
Cornhusker Plaza--South Sioux City, Nebraska.............    06/27/91       63,000        97%       100%          447
Eastville Plaza--Fremont, Nebraska.......................    12/30/86       69,000        91%        86%          405
Edgewood Shopping Center--Lincoln, Nebraska
  Phase I................................................    06/01/87       72,000        96%        96%          535
  Phase II...............................................    06/26/91      100,000       100%        99%          709
Fairacres Shopping Center--Oshkosh, Wisconsin............    12/22/92       74,000        98%        94%          597
Fitchburg Ridge Shopping Center--Fitchburg, Wisconsin....    08/31/94       50,000       100%        97%          280
Germantown Shopping Center--Jasper, Indiana..............    12/21/88      232,000        94%        93%          965
Ile de Grand--Grand Island, Nebraska.....................    04/09/87       82,000       100%        99%          455
Kimberly West Shopping Center--Davenport, Iowa...........    12/14/92       97,000        75%        82%          477
Macon County Plaza--Lafayette, Tennessee.................    12/21/88       87,000        92%        82%          277
Meadows Shopping Center--Lincoln, Nebraska...............    06/01/88       68,000        96%       100%          418
Miracle Hills Park Shopping Center--Omaha, Nebraska......    07/05/88       71,000        94%        93%          660
Moorland Square--New Berlin, Wisconsin...................    11/23/92       84,000       100%        98%          740
Rivergate Shopping Center--Shelbyville, Indiana..........    12/21/88      133,000       100%        96%          563
Shenandoah Plaza--Newnan, Georgia........................    12/21/88      141,000        97%        92%          648
Southport Centre--Apple Valley, Minnesota................    01/01/94      125,000        99%        98%        1,513
Town West Center--Paragould, Arkansas....................    12/21/88      143,000        95%        94%          440
Twin Oaks Centre--Silvis, Illinois.......................    04/19/95       95,000        91%        92%          590
                                                                        ----------  ---------  ---------  ------------
                                                                         1,812,000        95%        94%       10,889
                                                                        ----------  ---------  ---------  ------------
Total Enclosed Malls and Neighborhood Centers............                2,701,000        95%        94%   $   16,236
                                                                        ----------  ---------  ---------  ------------
                                                                        ----------  ---------  ---------  ------------
MID-AMERICA BETHAL LIMITED PARTNERSHIP PROPERTIES (3):
ENCLOSED MALLS:
Imperial Mall--Hastings, Nebraska........................    12/01/87      324,000        91%        90%   $    1,720
NEIGHBORHOOD SHOPPING CENTERS:
Stockyards--Omaha, Nebraska
  Plaza (Phase I)........................................    06/01/89      103,000        89%        95%          617
  Theaters (Phase II)....................................    07/17/90       26,000       100%       100%          232
Taylor Heights Shopping Center--Sheboygan, Wisconsin.....    07/30/90       85,000       100%       100%          782
                                                                        ----------  ---------  ---------  ------------
                                                                           214,000        95%        98%        1,631
                                                                        ----------  ---------  ---------  ------------
Total Enclosed Malls and Neighborhood Centers............                  538,000        93%        93%   $    3,351
                                                                        ----------  ---------  ---------  ------------
                                                                        ----------  ---------  ---------  ------------
</TABLE>
 
------------------------
 
(1) Leased rate represents the percentage of gross leasable area which is leased
    to third-party tenants.
 
(2) Amounts are based on the 1998 lease terms of existing lessees at December
    31, 1997.
 
(3) The Company owns a 50% partnership interest in Mid-America Bethal Limited
    Partnership. All information presented is for the entire center.
 
                                       6
<PAGE>
ITEM 3.  LEGAL PROCEEDINGS
 
    The Company is subject to a number of lawsuits and claims for various
amounts which arise out of the normal course of business. In the opinion of
management, the disposition of claims currently pending will not have a material
adverse effect on the Company's financial position or results of operations.
 
ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
 
    No matters were submitted to a vote of the Company's security holders during
the fourth quarter of 1997.
 
                                    PART II
 
ITEM 5.  MARKET FOR THE REGISTRANT'S COMMON EQUITY AND RELATED SHAREHOLDER
         MATTERS
 
    The Company's Common Stock is traded on the New York Stock Exchange under
the symbol MDI. The following table sets forth the high and low sale prices of
the Common Stock, as reported on the New York Stock Exchange Composite Tape and
the dividends declared per share of Common Stock by the Company for each
calendar quarter in the periods indicated. Dividends declared for a calendar
quarter were paid in the next calendar quarter. The stock price at the close of
business on December 31, 1997 was $10 1/8.
 
<TABLE>
<CAPTION>
                                                                                               DIVIDENDS
                                                                        HIGH        LOW        DECLARED
                                                                     ----------    -----     -------------
<S>                                                                  <C>         <C>         <C>
1996:
  First Quarter....................................................  $       83/8 $       73/4   $     .22
  Second Quarter...................................................  $       87/8 $       81/4   $     .22
  Third Quarter....................................................  $       93/8 $       8    $     .22
  Fourth Quarter...................................................  $      101/8 $       87/8   $     .22
1997:
  First Quarter....................................................  $      11   $       91/2   $     .22
  Second Quarter...................................................  $      10   $       93/8   $     .22
  Third Quarter....................................................  $      101 /16 $       91/2   $     .22
  Fourth Quarter...................................................  $      107/8 $       97/8   $     .22
</TABLE>
 
    At December 31, 1997, there were 8,284,743 shares of common shares issued
and outstanding which were held by approximately 1,722 shareholders of record.
The shareholders of record do not reflect the persons or entities who held their
stock in nominee or "street" name.
 
                                       7
<PAGE>
ITEM 6.  SELECTED FINANCIAL DATA
  (DOLLARS IN THOUSANDS EXCEPT PER SHARE DATA)
 
<TABLE>
<CAPTION>
                                                                FOR THE YEAR ENDED DECEMBER 31,
                                                   ----------------------------------------------------------
                                                      1997        1996        1995        1994        1993
                                                   ----------  ----------  ----------  ----------  ----------
<S>                                                <C>         <C>         <C>         <C>         <C>
Total Revenues...................................  $   23,265  $   23,066  $   22,333  $   21,152  $   18,433
Net Income (Loss)................................  $    4,648  $    3,889  $    3,384  $     (128) $    2,196
Dividends Declared:
  Ordinary Income................................  $    6,124  $    5,135  $      414  $    2,650  $    3,222
  Return of Capital..............................       1,166       2,153       6,872       4,637       4,051
                                                   ----------  ----------  ----------  ----------  ----------
                                                   $    7,290  $    7,288  $    7,286  $    7,287  $    7,273
Per Share Amounts:
  Net Income (Loss)..............................  $      .56  $      .47  $      .41  $     (.02) $      .27
  Dividends Declared:
    Ordinary Income..............................  $      .74  $      .62  $      .05  $      .32  $      .39
    Return of Capital............................         .14         .26         .83         .56         .49
                                                   ----------  ----------  ----------  ----------  ----------
                                                   $      .88  $      .88  $      .88  $      .88  $      .88
Weighted Average Number of Shares Outstanding....   8,283,850   8,281,696   8,280,051   8,280,052   8,092,024
OTHER DATA
Funds From Operations (1)(2).....................  $    9,905  $    9,502  $    8,631  $    8,018  $    7,629
</TABLE>
 
------------------------
 
(1) Persons formerly related to the Company paid certain amounts to the Company
    as described in Note F Consolidated Financial Statements. Such amounts are
    not included in the Funds From Operations shown above.
 
(2) The White Paper on Funds From Operations approved by the Board of Governors
    of the National Association of Real Estate Investment Trusts ("NAREIT") in
    March 1995 (the "White Paper") defines Funds From Operations as net income
    (loss) (computed in accordance with GAAP), excluding gains (or losses) from
    debt restructuring and sales of property, plus real estate related
    depreciation and amortization and after adjustments for unconsolidated
    partnerships and joint ventures. The Company believes Funds From Operations
    is helpful to investors as a measure of the performance of an equity REIT
    because, along with cash flows from operating activities, financing
    activities and investing activities, it provides investors with an
    understanding of the ability of the Company to incur and service debt and
    make capital expenditures. The Company computes Funds From Operations in
    accordance with the standards established by the White Paper, which may
    differ from the methodology for calculating Funds From Operations utilized
    by other equity REITs, and, accordingly, may not be comparable to such other
    REITs. Further, Funds From Operations does not represent amounts available
    for management's discretionary use because of needed capital replacement or
    expansion, debt service obligations, property acquisitions, development,
    dividends and distributions or other commitments and uncertainties. Funds
    From Operations should not be considered as an alternative to net income
    (determined in accordance with GAAP) as an indication of the Company's
    financial performance or to cash flows from operating activities (determined
    in accordance with GAAP) as a measure of the Company's liquidity, nor is it
    indicative of funds available to fund the Company's cash needs, including
    its ability to make dividends/distributions. The Company adopted the White
    Paper recommendations for reporting periods beginning January 1, 1996. In
    addition, 1995 Funds From Operations has been restated to conform to the
    prescribed FFO White Paper.
 
                                       8
<PAGE>
 
<TABLE>
<CAPTION>
                                                                          DECEMBER 31,
                                                   ----------------------------------------------------------
                                                      1997        1996        1995        1994        1993
                                                   ----------  ----------  ----------  ----------  ----------
<S>                                                <C>         <C>         <C>         <C>         <C>
Real Estate Investments:
  Property, net..................................  $  119,590  $  124,312  $  127,765  $  127,261  $  116,439
  Investment in Mid-America Bethal...............      15,027      15,201      15,597      16,367      16,522
  Interest in Twin Oaks Centre, net..............      --          --          --           2,953       5,697
  Investment in Valley Park Centre...............      --          --          --          --           2,889
                                                   ----------  ----------  ----------  ----------  ----------
                                                   $  134,617  $  139,513  $  143,362  $  146,581  $  141,547
Total Assets.....................................  $  140,530  $  145,840  $  150,339  $  151,442  $  147,178
Mortgages and Notes Payable......................  $   61,522  $   64,348  $   65,592  $   63,486  $   51,868
Shareholders' Equity.............................  $   76,913  $   79,535  $   82,916  $   86,813  $   94,081
Shares Outstanding...............................   8,284,743   8,283,255   8,280,524   8,279,892   8,264,627
</TABLE>
 
ITEM 7.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         OF OPERATIONS
 
    Certain information included in this report contains, and other materials
filed or to be filed by the Company with the Securities and Exchange Commission
(as well as information included in oral statements made or to be made by the
Company) contain or will contain forward looking statements within the meaning
of the Securities Act of 1933 as amended, and the Securities Act of 1934, as
amended, which reflect management's current views and estimates of future
economic circumstances, industry conditions, company performance and the
financial results. The statements are based on many assumptions and factors,
including general economic conditions, interest rates, consumer behavior,
competitive environment and related market conditions, operating efficiencies,
and actions of governments. Any changes in such assumptions or factors could
produce significantly different results.
 
    The Company was organized in October 1986 as a real estate investment trust
and first issued shares of its common stock to the public in December 1986 to
finance the acquisition of seven properties. Since that time, 18 currently-owned
additional properties (or equity interests therein) have been acquired through
cash, debt financing and/or in exchange for common stock. The following
discussion should be read in conjunction with the Consolidated Financial
Statements and Notes thereto.
 
CAPITAL RESOURCES AND LIQUIDITY
 
    The Company's primary sources of funds are (i) cash generated from
operations which includes distributions from Mid-America Bethal, (ii)
borrowings, (iii) sales of real estate, and (iv) principal repayments on notes
receivable. Management anticipates that these sources will provide the necessary
funds for its operating expenses, interest expense on outstanding indebtedness,
recurring capital expenditures and dividends to shareholders in accordance with
REIT requirements, during the next twelve months. Management also believes that
it has capital, and the access to capital resources, sufficient to expand and
develop its business in accordance with its strategy for growth. In general, the
Company intends to acquire and finance additional real estate properties and
investments, to the extent possible, in such a manner as to maintain the ability
to make regular distributions to shareholders. However, the future issuance of
debt or equity securities by the Company or the acquisition of new properties or
investments could affect the yield to shareholders.
 
    At December 31, 1997, the Company had invested approximately 96% of its
assets in enclosed malls and neighborhood shopping centers, including the
Company's investment in Mid-America Bethal. The remainder of the Company's
assets primarily consisted of accounts and notes receivable.
 
    Net cash flows from investing activities were $563,000. Net cash flows
provided during 1997 from the sales of real estate totaled $344,000. In
addition, principal proceeds from the Company's notes receivable and the Yield
Maintenance Agreement with the former related parties totaled approximately
$1,674,000
 
                                       9
<PAGE>
for the year ended December 31, 1997, while principal proceeds from the
repayment of tax increment financing bonds totaled $160,000 for the same period.
During 1997, the Company invested approximately $1,527,000 in expansion
projects, tenant improvements and other capital expenditures.
 
    Net cash flows from financing activities were ($10,198,000). Dividends paid
for the year ended December 31, 1997 were $.88 per share or $7,290,000. At the
present time, the Company has sufficient funds to support operations and the
payment of dividends in accordance with the Company's dividend policy.
 
    At December 31, 1997, the Company had a debt-to-equity ratio of .80 to 1,
compared to .81 to 1 at December 31, 1996, based upon the ratio of mortgages and
notes payable to total shareholders' equity. The decrease in the ratio from
December 31, 1996 resulted primarily from the effect of the Company's use of
proceeds from the Yield Maintenance Agreement and the sale of real estate to
reduce variable rate debt. The Company's ratio of debt to total market
capitalization was 38% at December 31, 1997, compared to 45% at December 31,
1996.
 
    During 1998, principal payments of approximately $12,241,000 under mortgage
and revolving credit agreements will mature. The mortgages collateralized by
Lakewood Mall ($6,912,000 at 8.5%) and the Meadows Shopping Center ($2,899,000
at 9.88%) are expected to be extended for a period of five to seven years.
Revolving credit agreements of approximately $1,871,000 mature during 1998 and
are expected to be extended for one year.
 
RESULTS OF OPERATIONS--YEARS ENDED DECEMBER 31, 1997 AND 1996
 
    Net income for the year ended December 31, 1997 was $4,648,000 or $.56 per
share, which included a net gain on the sale of real estate of $130,000, or $.02
per share. These results compare to $3,889,000 or $.47 per share for the year
ended December 31, 1996, which included a net loss on the sale of real estate of
$289,000 or $.03 per share.
 
    The increase in net income for the year ended December 31, 1997 compared to
the year ended December 31, 1996 was primarily due to increased base and
percentage rents, positive impact of recent expansion activities, and a decrease
in the weighted average debt outstanding which reduced the weighted average cost
of funds during 1997. Also impacting the increase in net income is a $130,000
gain on sale of real estate sold during 1997 compared to a $289,000 loss on sale
of real estate sold in 1996. The Company experienced an increase of $199,000 in
total revenues and a $70,000 decrease in total expenses from the year ended
December 31, 1997 compared to the same period in 1996.
 
    RENTAL INCOME
 
    Rental income for the year ended December 31, 1997 was $17,348,000 compared
to $17,012,000 for the year ended December 31, 1996, an increase of $336,000 or
2%. This increase in rental income reflects the effect of new leases and rent
increases, the full year impact of 1996 expansion activities and the partial
year impact of 1997 expansion activities, specifically the Herberger's
Department Store expansion at Lakewood Mall in Aberdeen, South Dakota which
began operating in March 1996, and the theatre expansion at Monument Mall in
Scottsbluff, Nebraska which began operating in September 1996, and the partial
year impact of the theatre expansion at Lakewood Mall in Aberdeen, South Dakota
which began operating in May 1997.
 
    REIMBURSEMENT INCOME
 
    Reimbursement income for the year ended December 31, 1997 was $5,130,000
compared to $5,097,000 for the year ended December 31, 1996, an increase of
$33,000 or 1%. This increase in reimbursement income reflects the effect of new
leases and the positive impact of recent expansion activities.
 
                                       10
<PAGE>
    PROPERTY MANAGEMENT INCOME
 
    Property management income, which primarily consists of lease and property
management fees from properties managed for Mid-America Bethal, was $172,000 for
the year ended December 31, 1997 compared to $194,000 for the year ended
December 31, 1996, a decrease of $22,000 or 11%. The decrease was attributable
to fewer new leases at properties owned by Mid-America Bethal during 1997
compared to 1996.
 
    OTHER INCOME
 
    Other income for the year ended December 31, 1997 was $615,000 compared to
$763,000 for the year ended December 31, 1996, a decrease of $148,000 or 19%.
The decrease was primarily attributable to a $90,000 final settlement from the
Company's investment in Valley Park Center in 1996 and a decrease in interest
income on the Company's temporary investments, notes receivable and tax
increment financing bonds for the year ended December 31, 1997 compared to the
same period in 1996.
 
    REAL ESTATE TAXES
 
    Real estate taxes for the year ended December 31, 1997 were $2,952,000
compared to $3,076,000 for the year ended December 31, 1996, a decrease of
$124,000 or 4%. This decrease was primarily due to successfully negotiating a
reduction of taxable value at several properties, coupled with a decrease in the
tax assessed levy at several properties.
 
    OTHER PROPERTY COSTS
 
    Other property costs for the year ended December 31, 1997 were $3,813,000
compared to $3,584,000 for the year ended December 31, 1996, an increase of
$229,000 or 6%. This increase was due primarily to an increase in legal and
professional fees related to litigation arising from the normal course of
business.
 
    INTEREST EXPENSE
 
    Interest expense for the year ended December 31, 1997 was $5,539,000
compared to $5,787,000 for the year ended December 31, 1996, a decrease of
$248,000 or 4%. The decrease was due primarily to a decrease in the average
total debt outstanding in 1997 over 1996 coupled with a decrease in the average
cost of funds. The Company's average total debt was $62,768,000 for the twelve
months ended December 31, 1997 compared to $65,306,000 for the twelve months
ended December 31, 1996. In addition, the average cost of funds for the twelve
months ended December 31, 1997 was 8.83% compared to 8.86% during the same
period in 1996.
 
    ADMINISTRATIVE EXPENSES
 
    Administrative expenses for the year ended December 31, 1997 were $1,370,000
compared to $1,268,000 for the year ended December 31, 1996, an increase of
$102,000 or 8%. This increase related primarily to legal and consulting fees
paid by the Company for evaluation of strategic alternatives.
 
    PROPERTY MANAGEMENT AND LEASING EXPENSES
 
    Property management and leasing expenses for the year ended December 31,
1997 were $1,118,000 compared to $1,062,000 for the year ended December 31,
1996, an increase of $56,000 or 5%. This increase was primarily attributable to
an increase in occupancy costs coupled with an increase in salary levels for
existing employees for cost of living increases.
 
                                       11
<PAGE>
    DEPRECIATION AND AMORTIZATION
 
    Depreciation and amortization expense for the year ended December 31, 1997
was $4,981,000 compared to $5,066,000 for the year ended December 31, 1996, a
decrease of $85,000 or 2%. This decrease was related to a reduction of the basis
of the specific properties related to proceeds received under the Yield
Maintenance Agreement. See Footnote F on the Company's Consolidated Financial
Statements.
 
    EQUITY IN EARNINGS OF MID-AMERICA BETHAL LIMITED PARTNERSHIP
 
    The Company's equity in earnings of Mid-America Bethal Limited Partnership
for the year ended December 31, 1997 was $1,026,000 compared to $955,000 for the
year ended December 31, 1996, an increase of $71,000 or 7%. The increase was a
result of the full year impact of 1996 leasing activities and the partial year
impact of 1997 leasing activities coupled with a slight decrease in real estate
taxes and other property expenses for the twelve months ended December 31, 1997
compared to the same period in 1996.
 
RESULTS OF OPERATIONS--YEARS ENDED DECEMBER 31, 1996 AND 1995
 
    Net income for the year ended December 31, 1996 was $3,889,000 or $.47 per
share, which included a net loss on the sale of real estate of $289,000, or $.03
per share. These results compare to $3,384,000 or $.41 per share for the year
ended December 31, 1995, which included a net gain on sales of real estate of
$189,000 or $.02 per share.
 
    The increase in net income for the year ended December 31, 1996 compared to
the year ended December 31, 1995 was primarily due to increased base and
percentage rents, positive impact of expansion activities, a decrease in the
weighted average cost of funds during 1996 and the continued impact of the
Company's expense reduction initiatives. The Company experienced an increase of
$733,000 in total revenues and a $254,000 decrease in total expenses from the
year ended December 31, 1996 compared to the same period in 1995.
 
    RENTAL INCOME
 
    Rental income for the year ended December 31, 1996 was $17,012,000 compared
to $16,564,000 for the year ended December 31, 1995, an increase of $448,000 or
3%. This increase in rental income reflects the effect of new leases and rent
increases, the full year impact of 1995 expansion activities and the partial
year impact of 1996 expansion activities, specifically the Herberger's
Department Store expansion at Lakewood Mall in Aberdeen, South Dakota which
began operating in March 1996, and the theatre expansion at Monument Mall in
Scottsbluff, Nebraska which began operating in September 1996, and the full year
impact of the acquisition of the Twin Oaks Centre in April 1995.
 
    REIMBURSEMENT INCOME
 
    Reimbursement income for the year ended December 31, 1996 was $5,097,000
compared to $4,834,000 for the year ended December 31, 1995, an increase of
$263,000 or 5%. This increase in reimbursement income reflects the effect of new
leases and the positive impact of recent expansion activities.
 
    PROPERTY MANAGEMENT INCOME
 
    Property management income, which primarily consists of lease and property
management fees from properties managed for Mid-America Bethal, was $194,000 for
the year ended December 31, 1996 compared to $200,000 for the year ended
December 31, 1995, a decrease of $6,000 or 3%. The decrease was attributable to
fewer new leases at properties owned by Mid-America Bethal during 1996 compared
to 1995.
 
                                       12
<PAGE>
    OTHER INCOME
 
    Other income for the year ended December 31, 1996 was $763,000 compared to
$735,000 for the year ended December 31, 1995, an increase of $28,000 or 4%. The
increase was primarily attributable to a $90,000 final settlement from the
Company's investment in Valley Park Center offset by a decrease in interest
income on the Company's temporary investments, notes receivable and tax
increment financing bonds.
 
    REAL ESTATE TAXES
 
    Real estate taxes for the year ended December 31, 1996 were $3,076,000
compared to $3,063,000 for the year ended December 31, 1995, an increase of less
than 1%.
 
    OTHER PROPERTY COSTS
 
    Other property costs for the year ended December 31, 1996 were $3,584,000
compared to $3,674,000 for the year ended December 31, 1995, a decrease of
$90,000 or 2%. This decrease was due to timing of certain recurring property
expenses offset by an increase in property expenses of approximately $30,000 at
Twin Oaks Centre due to the full year impact.
 
    INTEREST EXPENSE
 
    Interest expense for the year ended December 31, 1996 was $5,787,000
compared to $5,965,000 for the year ended December 31, 1995, a decrease of
$178,000 or 3%. The decrease was due primarily to a decrease in the average cost
of funds slightly offset by an increase in average total debt in 1996 over 1995.
The Company's average total debt was $65,306,000 for the twelve months ended
December 31, 1996 compared to $65,209,000 for the twelve months ended December
31, 1995. In addition, the average cost of funds for the twelve months ended
December 31, 1996 was 8.86% compared to 9.17% during the same period in 1995.
 
    ADMINISTRATIVE EXPENSES
 
    Administrative expenses for the year ended December 31, 1996 were $1,268,000
compared to $1,458,000 for the year ended December 31, 1995, a decrease of
$190,000 or 13%. This decrease reflects the continued impact of improved cost
control throughout the Company and a decrease in legal and consulting costs due
to one-time items incurred in 1995.
 
    PROPERTY MANAGEMENT AND LEASING EXPENSES
 
    Property management and leasing expenses for the year ended December 31,
1996 were $1,062,000 compared to $812,000 for the year ended December 31, 1995,
an increase of $250,000 or 31%. This increase was primarily attributable to the
impact of the acquisition of the Twin Oaks Centre in April 1995, an increase in
leasing and marketing activities and the timing of certain property management
expenses.
 
    DEPRECIATION AND AMORTIZATION
 
    Depreciation and amortization expense for the year ended December 31, 1996
was $5,066,000 compared to $5,125,000 for the year ended December 31, 1995, a
decrease of $59,000 or 1%. This decrease was related to certain intangible
assets that were fully amortized in 1996 offset by an increase due to the full
year impact of the Twin Oaks Centre acquisition in April 1995, renovation and
expansion projects and tenant finish projects which were completed during 1995
and 1996.
 
                                       13
<PAGE>
    EQUITY IN EARNINGS OF MID-AMERICA BETHAL LIMITED PARTNERSHIP
 
    The Company's equity in earnings of Mid-America Bethal Limited Partnership
for the year ended December 31, 1996 was $955,000 compared to $959,000 for the
year ended December 31, 1995, a decrease of $4,000 or less than 1%. The decrease
was a result of higher real estate taxes and other property expenses offset by
an increase in total revenues for the twelve months ended December 31, 1996
compared to the same period in 1995.
 
FUNDS FROM OPERATIONS
 
    Management considers Funds From Operations to be an appropriate measure of
the performance of an equity REIT. See "Selected Financial Data" above for the
definition of Funds From Operations.
 
    Funds From Operations were $9,905,000 for the year ended December 31, 1997
compared to $9,502,000 for the year ended December 31, 1996. The increase of
$403,000 or 4%, was attributable to the positive impact of recent expansion
activities, a decrease in the Company's weighted average debt outstanding which
reduced the weighted average cost of funds and, to a lesser degree, increased
base rents.
 
    Funds From Operations is computed as follows:
 
<TABLE>
<CAPTION>
                                                                                 YEAR ENDED DECEMBER 31,
                                                                             -------------------------------
                                                                               1997       1996       1995
                                                                             ---------  ---------  ---------
                                                                                     (IN THOUSANDS)
<S>                                                                          <C>        <C>        <C>
Net Income.................................................................  $   4,648  $   3,889  $   3,384
Depreciation and Amortization (1)..........................................      4,818      4,859      4,857
(Gain) Loss on Sales of Real Estate, net (2)...............................       (130)       289       (189)
Investment in Mid-America Bethal:
  Equity in Earnings.......................................................     (1,026)      (955)      (959)
  Equity in Funds From Operations (3)......................................      1,595      1,510      1,538
  Other....................................................................     --            (90)    --
                                                                             ---------  ---------  ---------
Funds From Operations......................................................  $   9,905  $   9,502  $   8,631
                                                                             ---------  ---------  ---------
                                                                             ---------  ---------  ---------
</TABLE>
 
------------------------
 
(1) Depreciation and amortization for the year ended December 31, 1997, 1996 and
    1995, respectively, consisted of real property depreciation of $4,487,000,
    $4,489,000 and $4,389,000, lease fee amortization of $229,000, $266,000 and
    $366,000, and other intangible amortization of $102,000, $104,000 and
    $102,000.
 
(2) Gain on sale of real estate for year ended 1997 consists of a $130,000 gain
    from the sale of two outlot parcels. Loss on sales of real estate for the
    year ended December 31, 1996 consisted of a net loss of $314,000 on the sale
    of the Westview Plaza in McCook, Nebraska and a net gain of $24,400 on the
    sale of an outlot parcel. Gains on sales of real estate for the year ended
    December 31, 1995 consisted of a $189,000 gain from the sale of two outlot
    parcels.
 
(3) Equity in Funds From Operations of Mid-America Bethal for the years ended
    December 31, 1997, 1996 and 1995, respectively, included real property
    depreciation of $548,000, $536,000 and $542,000, and lease fee amortization
    of $19,000, $19,000 and $37,000.
 
YEAR 2000 CHANGES
 
    The Company plans to install vendor upgrades for each of its computer-based
applications that will accommodate the millennium change. The Company does not
believe the Year 2000 computer issues will have a material impact on the
financial position or results of operations of the Company, although the Company
is unable to quantify at this time the potential adverse effects associated with
external relationships.
 
                                       14
<PAGE>
ITEM 8.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
 
    The financial statements required by this item appear in the audited
consolidated financial statements and schedules included herein and listed in
the index on page 17 of this report. The supplementary data required by this
item appears at footnote J entitled "Quarterly Information (Unaudited)" on page
33 of this report.
 
ITEM 9.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
         FINANCIAL DISCLOSURE
 
    There has been no change in the Company's independent accountants during the
two most recent fiscal years.
 
                                    PART III
 
ITEM 10.  DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
 
    The information required by this Item is incorporated by reference to the
Sections entitled "Persons Nominated for Election as Directors" and "Executive
Officers of the Company" in the 1998 Proxy Statement.
 
ITEM 11.  EXECUTIVE COMPENSATION
 
    The information required by this Item is incorporated by reference to the
Sections entitled "Director Meetings and Compensation", "Summary Compensation
Table", "Option Grants in 1997", "Option Exercises in 1997 and Year-End Values
Table", and "Employment Agreements" in the 1998 Proxy Statement.
 
ITEM 12.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
 
    The information required by this Item is incorporated by reference to the
Sections entitled "Ownership of Shares by Directors and Executive Officers" and
"Ownership of Certain Beneficial Owners" in the 1998 Proxy Statement.
 
ITEM 13.  CERTAIN TRANSACTIONS AND RELATIONSHIPS
 
    The Company has no transactions or relationships reportable pursuant to this
Item.
 
                                       15
<PAGE>
                                    PART IV
 
ITEM 14.  EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K
 
(A) THE FOLLOWING DOCUMENTS ARE FILED AS PART OF THIS REPORT:
 
    (1) Financial Statements:
       The audited Consolidated Financial Statements and Schedules of
       Mid-America Realty Investments, Inc. are included herein and listed on
       the index on page 17 of this report.
 
    (2) Financial Statement Schedules: Certain financial statement schedules of
       Mid-America Realty Investments, Inc. are included herein and listed on
       the index on page 17 of this report.
 
    (3) Exhibits:
       The Exhibit Index, set forth below, is incorporated herein by reference.
 
(B) REPORTS ON FORM 8-K
 
    The Company did not file any reports on Form 8-K during the last quarter of
the fiscal year ended December 31, 1997.
 
(C) EXHIBITS
 
    See Item 14(a)(3) above.
 
(D) FINANCIAL STATEMENTS REQUIRED BY REGULATIONS S-X WHICH ARE EXCLUDED FROM THE
    ANNUAL REPORT BY RULE 14A-3(B)
 
    The financial statements and schedules of Mid-America Bethal Limited
Partnership (financial statements of significant subsidiary, pursuant to Rule
3-09) are filed as part of this report.
 
                                       16
<PAGE>
                      MID-AMERICA REALTY INVESTMENTS, INC.
                   INDEX TO CONSOLIDATED FINANCIAL STATEMENTS
                 AND CONSOLIDATED FINANCIAL STATEMENT SCHEDULE
 
    The following Consolidated Financial Statements of Mid-America Realty
Investments, Inc. and the related Independent Auditors' Report are included in
Item 8 and Item 14 (a) (1):
 
<TABLE>
<CAPTION>
                                                                                            PAGE
                                                                                            -----
<S>                                                                                      <C>
Report of Management...................................................................          18
Independent Auditors' Report...........................................................          19
Consolidated Balance Sheets at December 31, 1997 and 1996..............................          20
Consolidated Statements of Operations for the Years Ended December 31, 1997, 1996 and
 1995..................................................................................          21
Consolidated Statements of Shareholders' Equity for the Years Ended December 31, 1997,
 1996 and 1995.........................................................................          22
Consolidated Statements of Cash Flows for the Years Ended December 31, 1997, 1996 and
 1995..................................................................................          23
Notes to Consolidated Financial Statements.............................................          25
</TABLE>
 
    The following Consolidated Financial Statement Schedule of Mid-America
Realty Investments, Inc. is included in Item 14(a)(2):
 
<TABLE>
<S>                                                                     <C>
Schedule III--Real Estate and Accumulated Depreciation................          34
</TABLE>
 
    All other schedules have been omitted because they are not applicable or not
required, or because the required information is shown in the consolidated
financial statements or notes thereto.
 
                                       17
<PAGE>
                              REPORT OF MANAGEMENT
 
    The management of Mid-America Realty Investments, Inc. has prepared and is
responsible for the consolidated financial statements and other financial
information included in this Form 10-K Annual Report. The consolidated financial
statements have been prepared in conformity with generally accepted accounting
principles and include amounts that are based upon informed judgments and
estimates by management. The other financial information in this annual report
is consistent with the consolidated financial statements.
 
    The Company maintains a system of internal accounting controls. Management
believes the internal accounting controls provide reasonable assurance that
transactions are executed and recorded in accordance with Company policy and
procedures and that the accounting records may be relied on as a basis for
preparation of the consolidated financial statements and other financial
information.
 
    The Audit Committee of the Board of Directors, composed of directors who are
not employees of the Company, meets periodically with management and the
independent auditors to discuss the adequacy of internal accounting controls and
the quality of financial reporting. The independent auditors have full and free
access to the Audit Committee.
 
<TABLE>
<S>                                            <C>
                             [SIG]                                 [SIG]
 
Jerome L. Heinrichs                            Dennis G. Gethmann
CHAIRMAN AND CHIEF EXECUTIVE OFFICER           PRESIDENT AND CHIEF OPERATING OFFICER
</TABLE>
 
                                       18
<PAGE>
                          INDEPENDENT AUDITORS' REPORT
 
The Board of Directors and Shareholders
Mid-America Realty Investments, Inc.
 
    We have audited the accompanying consolidated balance sheets of Mid-America
Realty Investments, Inc. and subsidiary as of December 31, 1997 and 1996, and
the related consolidated statements of operations, shareholders' equity, and
cash flows for each of the three years in the period ended December 31, 1997.
Our audits also included the financial statement schedule listed in the Index at
Item 14(a)(2). These financial statements and financial statement schedule are
the responsibility of the Company's management. Our responsibility is to express
an opinion on the financial statements and financial statement schedule based on
our audits.
 
    We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
 
    In our opinion, such consolidated financial statements present fairly, in
all material respects, the financial position of Mid-America Realty Investments,
Inc. and subsidiary as of December 31, 1997 and 1996, and the results of their
operations and their cash flows for each of the three years in the period ended
December 31, 1997 in conformity with generally accepted accounting principles.
Also, in our opinion, such financial statement schedule, when considered in
relation to the basic consolidated financial statements taken as a whole,
presents fairly in all material respects the information set forth therein.
 
DELOITTE & TOUCHE LLP
January 28, 1998
Omaha, Nebraska
 
                                       19
<PAGE>
              MID-AMERICA REALTY INVESTMENTS, INC. AND SUBSIDIARY
 
                          CONSOLIDATED BALANCE SHEETS
 
                        (COLUMNAR DOLLARS IN THOUSANDS)
 
                                     ASSETS
 
<TABLE>
<CAPTION>
                                                                                                 DECEMBER 31,
                                                                                            ----------------------
                                                                                               1997        1996
                                                                                            ----------  ----------
<S>                                                                                         <C>         <C>
Cash......................................................................................  $   --      $   --
Accounts receivable, net of allowance of $175,000 and $195,000............................       1,744       1,571
Notes receivable, net of allowance of $70,000.............................................         400         498
Property:
  Land and land improvements..............................................................      37,129      37,352
  Buildings...............................................................................     114,935     114,913
  Equipment and fixtures..................................................................         559         555
                                                                                            ----------  ----------
                                                                                               152,623     152,820
  Less: Accumulated depreciation..........................................................     (33,033)    (28,508)
                                                                                            ----------  ----------
  Property, net...........................................................................     119,590     124,312
Investment in Mid-America Bethal Limited Partnership......................................      15,027      15,201
Intangible assets, less accumulated amortization of $3,834,000 and $3,422,000.............       1,382       1,623
Other assets..............................................................................       2,387       2,635
                                                                                            ----------  ----------
                                                                                            $  140,530  $  145,840
                                                                                            ----------  ----------
                                                                                            ----------  ----------
 
LIABILITIES AND SHAREHOLDERS' EQUITY
 
Mortgages and notes payable...............................................................  $   61,522  $   64,348
Accrued liabilities.......................................................................       2,095       1,957
                                                                                            ----------  ----------
    Total Liabilities.....................................................................      63,617      66,305
 
Commitments and Contingencies
 
Shareholders' Equity:
  Common stock, $.01 par value; authorized 25,000,000 shares; issued and outstanding
    8,284,743 and 8,283,255 shares........................................................          83          83
  Capital in excess of par value..........................................................     119,720     119,700
  Distributions in excess of net income...................................................     (42,890)    (40,248)
                                                                                            ----------  ----------
    Total Shareholders' Equity............................................................      76,913      79,535
                                                                                            ----------  ----------
                                                                                            $  140,530  $  145,840
                                                                                            ----------  ----------
                                                                                            ----------  ----------
</TABLE>
 
                See notes to consolidated financial statements.
 
                                       20
<PAGE>
              MID-AMERICA REALTY INVESTMENTS, INC. AND SUBSIDIARY
 
                     CONSOLIDATED STATEMENTS OF OPERATIONS
 
             (COLUMNAR DOLLARS IN THOUSANDS EXCEPT PER SHARE DATA)
 
<TABLE>
<CAPTION>
                                                                                  YEAR ENDED DECEMBER 31,
                                                                             ----------------------------------
                                                                                1997        1996        1995
                                                                             ----------  ----------  ----------
<S>                                                                          <C>         <C>         <C>
REVENUES
  Rental income............................................................  $   17,348  $   17,012  $   16,564
  Reimbursement income.....................................................       5,130       5,097       4,834
  Property management and leasing income...................................         172         194         200
  Other income.............................................................         615         763         735
                                                                             ----------  ----------  ----------
  Total Revenues...........................................................      23,265      23,066      22,333
 
EXPENSES
  Real estate taxes........................................................       2,952       3,076       3,063
  Other property costs.....................................................       3,813       3,584       3,674
  Interest expense.........................................................       5,539       5,787       5,965
  Administrative expenses..................................................       1,370       1,268       1,458
  Property management and leasing expenses.................................       1,118       1,062         812
  Depreciation and amortization............................................       4,981       5,066       5,125
                                                                             ----------  ----------  ----------
  Total Expenses...........................................................      19,773      19,843      20,097
                                                                             ----------  ----------  ----------
  Income Before Equity in Earnings of Mid-America Bethal Limited
    Partnership and Gain (Loss) on Sales of Real Estate, net...............       3,492       3,223       2,236
  Equity in Earnings of Mid-America Bethal Limited Partnership.............       1,026         955         959
                                                                             ----------  ----------  ----------
 
INCOME FROM OPERATIONS.....................................................       4,518       4,178       3,195
Gain (Loss) on Sales of Real Estate, net...................................         130        (289)        189
                                                                             ----------  ----------  ----------
 
NET INCOME.................................................................  $    4,648  $    3,889  $    3,384
                                                                             ----------  ----------  ----------
                                                                             ----------  ----------  ----------
Weighted Average Shares Outstanding During Period..........................   8,283,850   8,281,696   8,280,051
                                                                             ----------  ----------  ----------
                                                                             ----------  ----------  ----------
 
NET INCOME PER COMMON SHARE................................................  $      .56  $      .47  $      .41
                                                                             ----------  ----------  ----------
                                                                             ----------  ----------  ----------
</TABLE>
 
                See notes to consolidated financial statements.
 
                                       21
<PAGE>
              MID-AMERICA REALTY INVESTMENTS, INC. AND SUBSIDIARY
 
                CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY
 
                        (COLUMNAR DOLLARS IN THOUSANDS)
 
<TABLE>
<CAPTION>
                                                                                   CAPITAL IN  DISTRIBUTIONS
                                                                       COMMON      EXCESS OF   IN EXCESS OF
                                                                        STOCK      PAR VALUE    NET INCOME     TOTAL
                                                                    -------------  ----------  ------------  ---------
<S>                                                                 <C>            <C>         <C>           <C>
BALANCE, JANUARY 1, 1995..........................................    $      83    $  119,677   $  (32,947)  $  86,813
  Issuance of shares..............................................       --                 5       --               5
  Net income......................................................       --            --            3,384       3,384
  Dividends declared and paid--$.88 per share.....................       --            --           (7,286)     (7,286)
                                                                            ---    ----------  ------------  ---------
BALANCE, DECEMBER 31, 1995........................................           83       119,682      (36,849)     82,916
  Issuance of shares..............................................       --                18       --              18
  Net income......................................................       --            --            3,889       3,889
Dividends declared and paid--$.88 per share.......................       --            --           (7,288)     (7,288)
                                                                            ---    ----------  ------------  ---------
BALANCE, DECEMBER 31, 1996........................................           83       119,700      (40,248)     79,535
  Issuance of shares..............................................       --                20       --              20
  Net income......................................................       --            --            4,648       4,648
  Dividends declared and paid--$.88 per share.....................       --            --           (7,290)     (7,290)
                                                                            ---    ----------  ------------  ---------
BALANCE, DECEMBER 31, 1997........................................    $      83    $  119,720   $  (42,890)  $  76,913
                                                                            ---    ----------  ------------  ---------
                                                                            ---    ----------  ------------  ---------
</TABLE>
 
                See notes to consolidated financial statements.
 
                                       22
<PAGE>
              MID-AMERICA REALTY INVESTMENTS, INC. AND SUBSIDIARY
 
                     CONSOLIDATED STATEMENTS OF CASH FLOWS
 
                        (COLUMNAR DOLLARS IN THOUSANDS)
 
<TABLE>
<CAPTION>
                                                                                       YEAR ENDED DECEMBER 31,
                                                                                  ---------------------------------
                                                                                     1997       1996        1995
                                                                                  ----------  ---------  ----------
<S>                                                                               <C>         <C>        <C>
CASH FLOWS FROM OPERATING ACTIVITIES
  Net Income....................................................................  $    4,648  $   3,889  $    3,384
  Adjustments:
    Depreciation and amortization...............................................       4,981      5,066       5,125
    Investment in Mid-America Bethal Limited Partnership:
      Equity in earnings........................................................      (1,026)      (955)       (959)
      Distributions received....................................................       1,200      1,350       1,500
    (Gain) loss on sales of real estate, net....................................        (130)       289        (189)
    (Decrease) increase in related liabilities..................................        (167)       145         537
    Decrease (increase) in related assets.......................................         129       (358)       (542)
                                                                                  ----------  ---------  ----------
Net Cash Flows From Operating Activities........................................       9,635      9,426       8,856
CASH FLOWS FROM INVESTING ACTIVITIES
  Proceeds from sales of real estate............................................         344        572         469
  Principal repayments of notes receivable......................................         157        334         123
  Additions to property:
    Expansion projects & other capital expenditures.............................      (1,107)    (1,725)     (1,184)
    Tenant improvements.........................................................        (420)      (280)       (667)
  Cash paid for leasing fees....................................................         (88)       (55)       (263)
  Payments from Yield Maintenance Agreement.....................................       1,517         19       1,027
  Principal repayments of Tax Increment Financing Bonds.........................         160        242          71
                                                                                  ----------  ---------  ----------
  Net Cash Flows From Investing Activities......................................         563       (893)       (424)
CASH FLOWS FROM FINANCING ACTIVITIES
  Payments on short-term debt, net..............................................      (2,989)      (119)     (2,147)
  Proceeds of mortgages payable.................................................         726     --          14,500
  Principal payments on mortgages payable.......................................        (563)    (1,126)    (13,279)
  Cash paid for loan fees.......................................................         (82)    --            (220)
  Dividends paid................................................................      (7,290)    (7,288)     (7,286)
                                                                                  ----------  ---------  ----------
  Net Cash Flows From Financing Activities......................................     (10,198)    (8,533)     (8,432)
                                                                                  ----------  ---------  ----------
NET CHANGE IN CASH..............................................................      --         --          --
CASH, BEGINNING OF YEAR.........................................................      --         --          --
                                                                                  ----------  ---------  ----------
CASH, END OF YEAR...............................................................  $   --      $  --      $   --
                                                                                  ----------  ---------  ----------
                                                                                  ----------  ---------  ----------
</TABLE>
 
                See notes to consolidated financial statements.
 
                                       23
<PAGE>
              MID-AMERICA REALTY INVESTMENTS, INC. AND SUBSIDIARY
 
               CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED)
 
     SUPPLEMENTAL SCHEDULE OF NON-CASH INVESTING AND FINANCING ACTIVITIES:
 
<TABLE>
<S>        <C>        <C>
1997:      (A)        Both of the Company's acquisition lines of credit were extended, one to July 1998
                       and the other to July 1999.
           (B)        The Company extended its working line of credit two years to July 1999.
           (C)        The Company refinanced the Miracle Hills Park Shopping Center fixed rate mortgage
                       for seven years to August 2004. Proceeds of $4,000,000 were used to repay the
                       maturing $3,300,000 fixed rate mortgage secured by Miracle Hills Shopping Center
                       and to repay variable rate acquisition line debt.
 
1996:      (A)        One of the Company's acquisition lines of credit was extended one year to July
                       1997.
           (B)        The Company extended the two Twin Oaks Centre mortgages for three years to April
                       1999.
           (C)        The Company repaid the maturing fixed rate mortgage loan secured by Bishop
                       Heights Shopping Center with proceeds from one of the Company's acquisition
                       lines of credit.
 
1995:      (A)        Both of the Company's acquisition lines of credit were extended, one to July 1996
                       and the other to July 1997.
           (B)        The Company extended its working line of credit two years to July 1997.
           (C)        The Company extended the Lakewood Mall mortgage loan for three years to August
                       1998.
           (D)        The Company assumed the Twin Oaks Centre loan. See Note B to the Company's
                       Consolidated Financial Statements.
</TABLE>
 
                See notes to consolidated financial statements.
 
                                       24
<PAGE>
              MID-AMERICA REALTY INVESTMENTS, INC. AND SUBSIDIARY
 
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
 
             FOR THE YEARS ENDED DECEMBER 31, 1997, 1996, AND 1995
     (COLUMNAR DOLLARS IN FOOTNOTES ARE IN THOUSANDS EXCEPT PER SHARE DATA)
 
A.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 
    NATURE OF OPERATIONS--Mid-America Realty Investments, Inc. (the "Company"),
a Maryland corporation, owns and manages income-producing properties, primarily
enclosed malls and neighborhood shopping centers. The Company has qualified as a
real estate investment trust ("REIT") under the provisions of the Internal
Revenue Code.
 
    At December 31, 1997, the Company owned 18 neighborhood shopping centers and
four enclosed malls located as follows: eight in Nebraska, three in Wisconsin,
two each in Indiana and Minnesota, and one each in Arkansas, Georgia, Illinois,
Iowa, Michigan, South Dakota and Tennessee. Additionally, the Company is a 50%
partner in Mid-America Bethal Limited Partnership ("Mid-America Bethal") which
owns two neighborhood shopping centers in Nebraska and Wisconsin and one
enclosed mall in Nebraska.
 
    USE OF ESTIMATES--In preparing financial statements in conformity with
generally accepted accounting principles, management is required to make
estimates and assumptions that affect the reported amounts of assets and
liabilities and the disclosure of contingent assets and liabilities at the date
of the financial statements and revenues and expenses during the reporting
period. Actual results could differ from those estimates.
 
    PRINCIPLES OF CONSOLIDATION--The consolidated financial statements are
prepared on an accrual basis and include the accounts of the Company and its
wholly-owned subsidiary, Mid-America Centers Corp. All significant intercompany
balances and transactions have been eliminated.
 
    CASH AND CASH EQUIVALENTS--The Company considers short-term investments with
a maturity at acquisition of three months or less as cash equivalents. The
Company currently utilizes daily cash receipts to pay down any working capital
balances.
 
    INVESTMENT IN MID-AMERICA BETHAL LIMITED PARTNERSHIP--The Company's 50%
investment in Mid-America Bethal is accounted for using the equity method.
 
    PROPERTY--Property is stated at the lower of depreciated cost or the amount
estimated to be recoverable through future cash flows from property operations
and dispositions. Assets are depreciated using the straight-line method over the
following lives: land improvements--15 years; buildings--40 years; tenant
improvements--shorter of the term of the lease or the estimated useful life of
the improvement; and equipment and fixtures--5 to 7 years. Real property
depreciation for the years ended December 31, 1997, 1996 and 1995 was
$4,487,000, $4,489,000 and $4,389,000, respectively. Statement of Financial
Accounting Standards ("SFAS") No. 121, "Accounting for the Impairment of
Long-Lived Assets and Long-Lived Assets to be Disposed of" requires that
long-lived assets such as real estate assets be reviewed whenever events or
changes in circumstances indicate that the book value of the asset may not be
recoverable. If the sum of the estimated future net cash flows (undiscounted and
without interest charges) from an asset to be held and used is less than the
book value of the asset, an impairment loss must be recognized in the amount of
the difference between book value and fair value as opposed to the difference
between book value and net realizable value under the previous accounting
standard. For long-term assets like those held by the Company, the determination
of whether there is an impairment loss is dependent primarily on the Company's
estimates on occupancy, rent and expense increases, which involves numerous
assumptions and judgments as to future events over a period of many years. At
December 31, 1997, the Company does not hold any assets that meet the impairment
criteria of SFAS No. 121.
 
                                       25
<PAGE>
              MID-AMERICA REALTY INVESTMENTS, INC. AND SUBSIDIARY
 
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 
             FOR THE YEARS ENDED DECEMBER 31, 1997, 1996, AND 1995
     (COLUMNAR DOLLARS IN FOOTNOTES ARE IN THOUSANDS EXCEPT PER SHARE DATA)
 
A.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
    INTANGIBLE ASSETS--Fees paid for leasing commissions on new or renewed
leases are amortized using the straight-line method over the initial term or
extension of the lease. Costs incurred to obtain mortgages and notes payable are
being amortized over the term of the obligation or agreement. Other intangible
assets, primarily from the acquisition of Mid-America Centers Corp., are being
amortized using the straight-line method over periods of 60-120 months.
 
    LEASES--All leases with tenants are classified as operating leases.
 
    REVENUE RECOGNITION--Minimum rents from tenants are recognized monthly based
upon total fixed cash flow over the initial term of the lease, using the
straight-line method. Percentage rents are based upon tenant sales levels for a
specified period. Reimbursed expenses for real estate taxes, common area
maintenance, utilities, janitorial and building maintenance are recognized in
the period in which the expenses are incurred, based upon the provisions of the
tenant's lease.
 
    FEDERAL INCOME TAXES--The Company has qualified as a REIT under the Internal
Revenue Code and, accordingly, will not be subject to federal income taxes on
amounts distributed to shareholders provided certain requirements are met,
including the provision that at least 95% of its real estate investment trust
taxable income is distributed by March 15 of the following year.
 
    The dividends paid during 1997, 1996 and 1995 were allocated between
ordinary income and non-taxable return of capital as follows (amounts are per
share):
 
<TABLE>
<CAPTION>
                                                                            1997       1996       1995
                                                                          ---------  ---------  ---------
<S>                                                                       <C>        <C>        <C>
Ordinary income.........................................................  $     .74  $     .62  $     .05
Return of capital.......................................................        .14        .26        .83
                                                                                ---        ---        ---
                                                                          $     .88  $     .88  $     .88
                                                                                ---        ---        ---
                                                                                ---        ---        ---
</TABLE>
 
    In 1995, a portion of previously recorded book losses associated with the
Company's interest in Twin Oaks Centre were utilized for income tax purposes. As
a result of the settlement described in footnote B, these losses affected the
taxation of dividends paid during 1995 by increasing the return of capital
portion and decreasing the ordinary income portion.
 
    REPURCHASE OF COMMON STOCK--Under the laws of the state of Maryland, all
shares of common stock reacquired by the Company must be retired.
 
    NET INCOME PER SHARE--Net income per share was determined by dividing net
income for the periods presented by the weighted average number of shares of
common stock outstanding for the period. Dilutive net income per share, which
includes the effect of common stock equivalents, as required by SFAS No. 128,
"Earnings Per Share", was determined to have no impact on earnings per share.
 
    OTHER--In February 1997, the FASB issued SFAS No. 129, "Disclosure of
Information about Capital Structure." In June 1997, the FASB issued SFAS No.
130, "Reporting Comprehensive Income" and SFAS No. 131, "Disclosures about
Segments of an Enterprise and Related Information", all of which are effective
for fiscal years beginning after December 15, 1997. The provisions of these
statements are of a disclosure nature only and will not have an impact on the
operations of the Company.
 
                                       26
<PAGE>
              MID-AMERICA REALTY INVESTMENTS, INC. AND SUBSIDIARY
 
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 
             FOR THE YEARS ENDED DECEMBER 31, 1997, 1996, AND 1995
     (COLUMNAR DOLLARS IN FOOTNOTES ARE IN THOUSANDS EXCEPT PER SHARE DATA)
 
B.  PROPERTY TRANSACTIONS
 
    WESTVIEW PLAZA--In August 1996, the Company completed the sale of Westview
Plaza in McCook, Nebraska. The gross sales price was $425,000 resulting in a
book loss of approximately $314,000. Proceeds from the sale were used to reduce
bank debt.
 
    OUTLOT SALES,--During 1997, the Company sold two outlot parcels for total
proceeds of $344,000, resulting in a gain of $130,000. During 1996 and 1995, the
Company sold one and two outlot parcels, respectively, for total proceeds of
$183,000 and $469,000, respectively, resulting in book gains of $24,400 and
$189,000, respectively.
 
    TWIN OAKS CENTRE--On April 19, 1995, the Company entered into a settlement
agreement with the Twin Oaks Centre Limited Partnership (the "Partnership"). The
Partnership was in default on a mortgage loan to the Company. Pursuant to the
settlement, the Company took ownership of the underlying collateral which
consisted of the Twin Oaks Centre ("TOC"), a 95,000 square foot neighborhood
shopping center in Silvis, Illinois and tax increment financing bonds ("TIF")
payable from incremental sales and real estate taxes generated by the shopping
center and adjacent properties. In conjunction with the Settlement, the Company
transferred from "Interest in Twin Oaks Centre" on the Consolidated Balance
Sheet, the estimated value of the TOC ($4,136,000) to "Property", the estimated
value of the TIF Bonds ($2,000,000) to "Other Assets", and the balance of a
first mortgage (the "TOC Loan"), which was assumed by the Company, to "Mortgages
and Notes Payable". The TOC Loan had a balance of $3,033,000 on April 19, 1995.
Since the settlement date, the Company has received approximately $1,144,000
from the City of Silvis, Illinois related to the TIF Bonds; approximately
$472,000 of this payment was recorded by the Company as principal reduction.
 
C.  NOTES RECEIVABLE
 
    Notes receivable at December 31, 1997 consists of two separate notes from
parties formerly related to the Company. The notes carry interest rates of 9.50%
and 12%, mature in varying amounts through 2004 and are collateralized by
specific tangible assets and personal guarantees.
 
D.  INVESTMENT IN MID-AMERICA BETHAL LIMITED PARTNERSHIP
 
    The Company has a 50% general partnership interest in Mid-America Bethal, a
Nebraska limited partnership. The Company is the managing general partner of
Mid-America Bethal and a European investor is the limited partner. Mid-America
Bethal owns and operates two neighborhood shopping centers and one enclosed
mall.
 
                                       27
<PAGE>
              MID-AMERICA REALTY INVESTMENTS, INC. AND SUBSIDIARY
 
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 
             FOR THE YEARS ENDED DECEMBER 31, 1997, 1996, AND 1995
     (COLUMNAR DOLLARS IN FOOTNOTES ARE IN THOUSANDS EXCEPT PER SHARE DATA)
 
D.  INVESTMENT IN MID-AMERICA BETHAL LIMITED PARTNERSHIP (CONTINUED)
    Summarized financial information on Mid-America Bethal is as follows:
 
<TABLE>
<CAPTION>
                                                                                                  DECEMBER 31,
                                                                                              --------------------
                                                                                                1997       1996
                                                                                              ---------  ---------
<S>                                                                                           <C>        <C>
BALANCE SHEETS
  Assets:
    Cash and cash equivalents...............................................................  $     823  $     751
    Property, net of accumulated depreciation of $8,471,000 and $7,370,000..................     28,652     29,097
    Other assets............................................................................        592        572
                                                                                              ---------  ---------
                                                                                              $  30,067  $  30,420
                                                                                              ---------  ---------
                                                                                              ---------  ---------
 
  Liabilities and Partners' Capital:
    Accrued liabilities.....................................................................  $      13  $      18
    Partners' capital.......................................................................     30,054     30,402
                                                                                              ---------  ---------
                                                                                              $  30,067  $  30,420
                                                                                              ---------  ---------
                                                                                              ---------  ---------
</TABLE>
 
<TABLE>
<CAPTION>
                                                                                           YEAR ENDED DECEMBER 31,
                                                                                       -------------------------------
                                                                                         1997       1996       1995
                                                                                       ---------  ---------  ---------
<S>                                                                                    <C>        <C>        <C>
STATEMENTS OF OPERATIONS
  Total Revenues.....................................................................  $   4,561  $   4,442  $   4,330
                                                                                       ---------  ---------  ---------
                                                                                       ---------  ---------  ---------
  Net Income.........................................................................  $   2,052  $   1,909  $   1,918
                                                                                       ---------  ---------  ---------
                                                                                       ---------  ---------  ---------
 
EQUITY IN EARNINGS OF MID-AMERICA BETHAL RECORDED BY THE COMPANY.....................  $   1,026  $     955  $     959
                                                                                       ---------  ---------  ---------
                                                                                       ---------  ---------  ---------
</TABLE>
 
    Mid-America Centers Corp. has agreements with Mid-America Bethal for the
management and leasing of properties owned by Mid-America Bethal. For the years
ended December 31, 1997, 1996 and 1995, Mid-America Bethal paid property
management fees of $178,000, $171,000, and $172,000, respectively, and incurred
and capitalized leasing commissions of $16,000, $32,000, and $28,000,
respectively. In addition, the Company administers the day-to-day activities of
Mid-America Bethal. For these services, the Company received administrative fees
from Mid-America Bethal of $25,000, $20,000 and $20,000 for the twelve months
ended December 31, 1997, 1996 and 1995, respectively.
 
                                       28
<PAGE>
              MID-AMERICA REALTY INVESTMENTS, INC. AND SUBSIDIARY
 
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 
             FOR THE YEARS ENDED DECEMBER 31, 1997, 1996, AND 1995
     (COLUMNAR DOLLARS IN FOOTNOTES ARE IN THOUSANDS EXCEPT PER SHARE DATA)
 
E.  MORTGAGES AND NOTES PAYABLE
 
    Mortgages and notes payable are comprised of the following:
 
<TABLE>
<CAPTION>
                                                                                                      DECEMBER 31,
                                                MAXIMUM    INTEREST     ANNUAL                    --------------------
                                               AVAILABLE     RATE       PAYMENT    MATURITY DATE    1997       1996
                                              -----------  ---------  -----------  -------------  ---------  ---------
<S>                                           <C>          <C>        <C>          <C>            <C>        <C>
Fixed-Rate Mortgage Debt:
  Mortgages and Notes Payable:
    Lakewood Mall...........................                   8.50%   $     768       Aug. 1998  $   7,043  $   7,204
    Meadows S.C.............................                   9.88%   $     346       Nov. 1998      2,950      3,002
    Twin Oaks Centre........................                   8.50%   $      84       Apr. 1999        688        699
    Twin Oaks Centre (See Note B)...........                   8.50%   $     342       Apr. 1999      2,854      2,915
    Eastville Plaza.........................                   9.25%   $     292       Feb. 2001      2,902      2,925
    Rivergate S.C...........................                  10.00%   $     336       Jan. 2002      3,064      3,093
    Shenandoah Plaza........................                  10.00%   $     456       Jan. 2002      4,117      4,156
    Edgewood S.C............................                   9.08%   $     590       Feb. 2002      6,500      6,500
    Southport Centre........................                   9.20%   $     736       Apr. 2002      8,000      8,000
    Moorland Square.........................                   9.00%   $     384       Nov. 2002      3,539      3,600
    Kimberly West...........................                   8.00%   $     403       Dec. 2002      4,014      4,092
    Miracle Hills Park......................                   8.28%   $     379       Aug. 2004      3,980      3,302
                                                                                                  ---------  ---------
  Total Fixed-Rate Mortgage Debt............                                                         49,651     49,488
Adjustable-Rate Debt:
  Revolving Credit Agreements:
    Working Line of Credit..................   $   5,000       7.66%                   July 1999     --            545
    Lines of Credit for Acquisitions........   $  10,000       7.66%                   July 1999     10,000      4,756
                                               $  15,000       7.97%                   July 1998      1,871      9,559
                                                                                                  ---------  ---------
Total Adjustable Rate Debt..................                                                         11,871     14,860
                                                                                                  ---------  ---------
Total Mortgages and Notes Payable...........                                                      $  61,522  $  64,348
                                                                                                  ---------  ---------
                                                                                                  ---------  ---------
</TABLE>
 
    During 1997, the Company finalized a $4,000,000, 8.28% fixed rate mortgage
loan secured by the Miracle Hills Park Shopping Center. The net proceeds from
this loan were used to repay the maturing $3,300,000 fixed rate mortgage secured
by the Miracle Hills Park Shopping Center and to repay variable rate acquisition
line debt. This loan has a seven (7) year term with payments based on a 25-year
amortization. The Company paid fees of approximately $46,000. In addition, the
Company renegotiated the terms of its revolving credit agreements. The
$5,000,000 working capital and the $10,000,000 acquisition lines of credit were
extended to July 1999 for an extension fee of $15,000. Both lines are priced at
200 basis points over LIBOR. The $15,000,000 acquisition line was extended until
July 1998 with the interest rate remaining at 250 basis points over LIBOR;
non-use fee of 25 basis points was eliminated. The interest rate can be reduced
by 25 basis points if $100,000 of non-interest bearing deposits are kept with
the lending institution. At December 31,1997, the Company had $100,000 of
deposits with the lending institution and the interest rate of the acquisition
line was LIBOR plus 225 basis points.
 
                                       29
<PAGE>
              MID-AMERICA REALTY INVESTMENTS, INC. AND SUBSIDIARY
 
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 
             FOR THE YEARS ENDED DECEMBER 31, 1997, 1996, AND 1995
     (COLUMNAR DOLLARS IN FOOTNOTES ARE IN THOUSANDS EXCEPT PER SHARE DATA)
 
E.  MORTGAGES AND NOTES PAYABLE (CONTINUED)
    Principal maturities of total mortgages and notes payable, after giving
effect to the commitments described above, for the next five years are as
follows: 1998--$12,241,000; 1999--$13,795,000; 2000-- $479,000;
2001--$3,351,000; 2002--$27,982,000, and thereafter--$3,674,000.
 
    Substantially all of the Company's properties serve as collateral on one or
more of the above-mentioned obligations. The Company was in compliance with all
debt covenants at December 31, 1997 which require, among other covenants, that
the Company's total debt will not exceed 50% of total assets.
 
F. COMMITMENTS AND CONTINGENCIES
 
    YIELD MAINTENANCE AGREEMENT--In June 1992, the Company entered into a Yield
Maintenance Agreement (as amended, the "YMA") with parties formerly related to
the Company. Under the YMA, the formerly related parties guaranteed a 10% return
from June 1, 1992 to December 31, 1996, calculated on a quarterly basis, to the
Company based upon the amount of the Company's Investment Base for five specific
properties purchased from the formerly related parties.
 
    Under the YMA, the market value of these properties was determined as of
December 31, 1996. The determined market value was based on a 10.25%
capitalization rate applied to net operating income for the year ended December
31, 1996. The determined market value of the properties was less than the
Company's adjusted acquisition cost, and pursuant to the YMA, the difference was
owed to the Company, subject to certain limits. The obligations of the formerly
related parties under the YMA were limited to $2,800,000.
 
    During second quarter 1997, the Company received the final settlement of
approximately $1,421,000 due under the YMA. The proceeds, which prior to receipt
were not reflected in the consolidated financial statements of the Company, were
used to reduce bank line debt. In addition, because receipt of these amounts was
not considered operating income, these amounts were not considered net income
and were applied against the carrying value of the properties purchased from the
formerly related parties.
 
    LITIGATION--The Company is subject to a number of lawsuits and claims for
various amounts which arise out of the normal course of business. In the opinion
of management, the disposition of claims currently pending will not have a
material adverse effect on the Company's financial position or results of
operations.
 
G. EMPLOYEE BENEFIT AND STOCK PLANS
 
    RETIREMENT SAVINGS PLAN--In 1994, the Company established a qualified
savings 401(k) plan covering substantially all full-time employees. Participants
may contribute up to 15% of their pre-tax base pay with a discretionary Company
matching contribution. During 1996, the Company contribution was equal to 25% of
the first 4% of participant contributions. Effective January 1, 1997, the
Company contribution was increased to 50% of the first 4% of participant
contributions. Participants vest in Company contributions over five years.
Contribution expense for the years ended December 31, 1997 and 1996 was $19,600
and $14,400, respectively.
 
                                       30
<PAGE>
              MID-AMERICA REALTY INVESTMENTS, INC. AND SUBSIDIARY
 
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 
              FOR THE YEARS ENDED DECEMBER 31, 1997, 1996 AND 1995
     (COLUMNAR DOLLARS IN FOOTNOTES ARE IN THOUSANDS EXCEPT PER SHARE DATA)
 
    STOCK PLANS--Pursuant to the Amended Stock Option Plan which was approved by
shareholders in 1992 and the 1995 Stock Plan approved by shareholders in 1995
(collectively, the "Plans"), the Compensation Committee of the Board of
Directors is authorized to issue options to purchase shares of common stock at
the then current market price of such shares and other stock awards to employees
of the Company and Mid-America Centers Corp. Stock options become exercisable
over discretionary periods not to exceed 10 years from the date of grant. At
December 31, 1997, approximately 200,000 shares remained available for issuance
under the Plans.
 
    Following is a summary of the option activity under the Plans:
 
<TABLE>
<CAPTION>
                                                                   SHARES UNDER
                                                                      OPTION      OPTION PRICE PER SHARE
                                                                   -------------  ----------------------
<S>                                                                <C>            <C>
Outstanding January 1, 1992......................................       --                  --
Granted..........................................................       108,000   $ 10.375 to $25.375
                                                                   -------------
Outstanding December 31, 1992....................................       108,000   $ 10.375 to $25.375
Granted..........................................................       140,000   $       10.75
Canceled.........................................................      (108,000)  $ 10.375 to $25.375
                                                                   -------------
Outstanding December 31, 1993....................................       140,000   $       10.75
Forfeited........................................................       (15,000)  $       10.75
                                                                   -------------
Outstanding at December 31, 1994.................................       125,000   $       10.75
Granted..........................................................       100,000   $        8.00
Forfeited........................................................       (10,000)  $       10.75
                                                                   -------------
Outstanding at December 31, 1995, 1996 and 1997..................       215,000   $   8.00 to $10.75
                                                                   -------------
                                                                   -------------
</TABLE>
 
At December 31, 1997, 215,000 stock options were exercisable.
 
    In October 1995, the Financial Accounting Standards Board issued SFAS No.
123, "Accounting for Stock Based Compensation" (FAS 123), effective for fiscal
years beginning after December 15, 1995. The statement requires employers to
adopt a fair value method of accounting for the recognition of employee stock
based compensation expense or, as an alternative, supplemental disclosure of the
impact such expense recognition would have had on the Company's results of
operations. The Company has elected the supplemental disclosure option and has
determined, based on the use of the Black-Scholes option-pricing model and
appropriate Company-specific assumptions, that expense recognition of employee
stock based compensation would have had an immaterial impact on the Company's
consolidated operating results or net income per share.
 
H. DISCLOSURE OF FAIR VALUE
 
    The following disclosure of the estimated fair value of financial
instruments is made in accordance with the requirements of SFAS No. 107,
"Disclosures about Fair Value of Financial Instruments." The estimated fair
value amounts have been determined by the Company, using available market
information and appropriate valuation methodologies. However, considerable
judgment is necessarily required in interpreting market data to develop the
estimates of fair value. Accordingly, the estimates presented herein are not
necessarily indicative of the amounts that the Company could realize in a
current market exchange. The use of different market assumptions and/or
estimation methodologies may have a material effect on the estimated fair value
amounts.
 
                                       31
<PAGE>
              MID-AMERICA REALTY INVESTMENTS, INC. AND SUBSIDIARY
 
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 
              FOR THE YEARS ENDED DECEMBER 31, 1997, 1996 AND 1995
     (COLUMNAR DOLLARS IN FOOTNOTES ARE IN THOUSANDS EXCEPT PER SHARE DATA)
 
H. DISCLOSURE OF FAIR VALUE (CONTINUED)
    The fair value estimates presented herein are based on pertinent information
available to management as of December 31, 1997. Although management is not
aware of any factors that would significantly affect the estimated fair value
amounts, such amounts have not been comprehensively revalued for purposes of
these financial statements since that date, and current estimates of fair value
may differ significantly from the amounts presented herein.
 
    NOTES RECEIVABLE AND TIF BOND:
 
    The carrying amounts of these items represent the Company's reasonable
estimate of their fair value.
 
    MORTGAGES AND NOTES PAYABLE--FIXED RATE MORTGAGE DEBT:
 
    At December 31, 1997, the carrying amount was $49,651,000 compared to an
estimated fair market value of approximately $50,102,000. Interest rates that
are currently available to the Company for the issuance of mortgages with
similar terms and remaining maturities were used to estimate fair value of these
mortgages.
 
I. LEASING ACTIVITIES
 
    Spaces in the Company's properties are leased under operating leases with
initial terms ranging from one to 40 years. Certain of the leases contain
options to renew. Leases generally provide for minimum rents and percentage
rents plus reimbursement of certain operating expenses. The majority of tenants
pay reimbursements for their pro rata share of certain operating expenses.
 
    Rent income in excess of base rent from tenants with percentage rent
provisions (based upon tenant sales levels for a specified period) for the years
ended December 31, 1997, 1996 and 1995 was $597,000, $471,000, and $536,000,
respectively.
 
    Wal-Mart, Herberger's, Hy-Vee grocery stores, Kmart, Walgreens, Target
and/or Shopko and J.C. Penney anchored a total of 17 of the Company's properties
either as tenants or as occupants of buildings adjacent to the properties and
lease in the aggregate approximately 39% of the total leasable space in the
Company's properties.
 
    Additionally, Kmart, Hy-Vee grocery stores, Herberger's and/or Wal-Mart
anchored all Mid-America Bethal properties as either lessees or as occupants of
buildings adjacent to the properties and lease approximately 38% of the total
leasable space in the Mid-America Bethal properties.
 
    The only tenant with rental commitments more than 10% of the gross leasable
space of the properties owned by the Company at December 31, 1997 is Wal-Mart,
whose five stores at properties owned by the Company account for approximately
15% of total gross leasable area. Wal-Mart also operates stores adjacent to
three of the Company's properties and to one of Mid-America Bethal's properties.
 
                                       32
<PAGE>
              MID-AMERICA REALTY INVESTMENTS, INC. AND SUBSIDIARY
 
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 
              FOR THE YEARS ENDED DECEMBER 31, 1997, 1996 AND 1995
     (COLUMNAR DOLLARS IN FOOTNOTES ARE IN THOUSANDS EXCEPT PER SHARE DATA)
 
I. LEASING ACTIVITIES (CONTINUED)
    Future base rents under non-cancelable operating leases on properties owned
solely by the Company at December 31, 1997 are as follows:
 
<TABLE>
<CAPTION>
                                                                                     OTHER
YEAR ENDING DECEMBER 31,                                               WAL-MART     TENANTS      TOTAL
--------------------------------------------------------------------  -----------  ----------  ----------
<S>                                                                   <C>          <C>         <C>
      1998..........................................................   $   1,232   $   15,005  $   16,237
      1999..........................................................       1,232       14,161      15,393
      2000..........................................................       1,232       13,256      14,488
      2001..........................................................       1,232       12,170      13,402
      2002..........................................................       1,232       10,940      12,172
      Thereafter....................................................       4,457       76,092      80,549
                                                                      -----------  ----------  ----------
                                                                       $  10,617   $  141,624  $  152,241
                                                                      -----------  ----------  ----------
                                                                      -----------  ----------  ----------
</TABLE>
 
    The Company had no tenant which in any of the three years ended December 31,
1997 provided 10% or more of the Company's rental income or total revenues.
 
J. QUARTERLY INFORMATION (UNAUDITED)
 
<TABLE>
<CAPTION>
                                                     FIRST       SECOND      THIRD       FOUTH
                                                    QUARTER     QUARTER     QUARTER     QUARTER      TOTAL
                                                   ----------  ----------  ----------  ----------  ----------
<S>                                                <C>         <C>         <C>         <C>         <C>
Year Ended December 31, 1997:
  Total revenues.................................  $    5,789  $    5,815  $    5,815  $    5,846  $   23,265
  Net income.....................................  $    1,243  $    1,082  $    1,130  $    1,193  $    4,648
  Net income per share...........................  $      .15  $      .13  $      .14  $      .14  $      .56
  Dividends declared per share...................  $      .22  $      .22  $      .22  $      .22  $      .88
  Weighted average number of shares
    outstanding..................................   8,283,255   8,283,759   8,284,275   8,284,743   8,283,850
 
Year Ended December 31, 1996:
  Total revenues.................................  $    5,893  $    5,797  $    5,736  $    5,640  $   23,066
  Net income.....................................  $    1,166  $      950  $      769  $    1,004  $    3,889
  Net income per share...........................  $      .14  $      .11  $      .09  $      .13  $      .47
  Dividends declared per share...................  $      .22  $      .22  $      .22  $      .22  $      .88
  Weighted average number of shares
    outstanding..................................   8,280,842   8,281,407   8,281,978   8,282,548   8,281,696
</TABLE>
 
K. SUBSEQUENT EVENT
 
    On January 27, 1998, the Company declared a cash dividend of $.22 per common
share payable on February 24, 1998 to stockholders of record on February 10,
1998.
 
                                       33
<PAGE>
               MID-AMERICA REALTY INVESTMENTS INC. AND SUBSIDIARY
             SCHEDULE III--REAL ESTATE AND ACCUMULATED DEPRECIATION
                        (COLUMNAR DOLLARS IN THOUSANDS)
<TABLE>
<CAPTION>
                                                                         REDUCTIONS     GROSS AMOUNT AT WHICH CARRIED AT
                                                           ADDITIONAL       FROM
                                 INITIAL COST TO COMPANY      COSTS       RECEIPTS             DECEMBER 31, 1997
                                -------------------------  SUBSEQUENT    SUBSEQUENT   ------------------------------------
                      ENCUM-                BUILDINGS AND      TO            TO                  BUILDINGS AND
    DESCRIPTION       BRANCES      LAND     IMPROVEMENTS   ACQUISITION  ACQUISITION     LAND     IMPROVEMENTS     TOTAL
-------------------  ---------  ----------  -------------  -----------  ------------  ---------  -------------  ----------
<S>                  <C>        <C>         <C>            <C>          <C>           <C>        <C>            <C>
Monument Mall,        Line of
  Scottsbluff, NE    Credit(2)  $      420   $     9,691    $   3,679    $   (1,612)  $     353   $    11,825   $   12,178
Delta Plaza,          Line of
  Escanaba, MI       Credit(2)         527         6,949        4,814          (311)      1,096        10,883       11,979
Thunderbird Mall,     Line of
  Virginia, MN       Credit(2)         305         6,027        3,862            --         305         9,889       10,194
Eastville Plaza,
 Fremont, NE          $2,902           706         3,529          678          (403)        633         3,877        4,510
Bishop Heights,       Line of
  Lincoln, NE        Credit(2)         710           723          156            --         710           879        1,589
Ile de Grand,         Line of
  Grand Island, NE   Credit(2)         690         2,880        1,061            --         690         3,941        4,631
Edgewood-Phase I,    (
  Lincoln, NE        (               1,396         1,993        1,512            --       1,396         3,505        4,901
                     ( $6,500
Edgewood-Phase II,   (
  Lincoln, NE        (               1,387         4,327          776            --       1,387         5,103        6,490
The Meadows,
  Lincoln, NE         $2,950         1,179         3,121           75            --       1,179         3,196        4,375
Miracle Hills Park,
 Omaha, NE            $3,980         2,250         4,972          461          (274 )     2,147         5,262        7,409
Macon County,         Line of
  Lafayette, TN      Credit(2)         228         3,021          108           (40 )       225         3,092        3,317
Town West Center,     Line of
  Paragould, AR      Credit(2)         366         4,263          169            --         366         4,432        4,798
Rivergate,
 Shelbyville, IN      $3,064           163         4,058          301           (25 )       162         4,335        4,497
 
<CAPTION>
 
                     ACCUMULATED                    DATE OF
                     DEPRECIATION   COMPLETION    ACQUISITION
                     AT DECEMBER     DATE FOR         OR
    DESCRIPTION        31, 1997    CONSTRUCTION   COMPLETION
-------------------  ------------  -------------  -----------
<S>                  <C>           <C>            <C>
Monument Mall,
  Scottsbluff, NE     $   (3,792)      08/1986      12/30/86
Delta Plaza,
  Escanaba, MI            (3,267)      09/1971      12/30/86
Thunderbird Mall,
  Virginia, MN            (2,714)      09/1971      12/30/86
Eastville Plaza,
 Fremont, NE              (1,376)      08/1986      12/30/86
Bishop Heights,
  Lincoln, NE               (334)      09/1971      12/30/86
Ile de Grand,
  Grand Island, NE        (1,385)      07/1977      04/09/87
Edgewood-Phase I,
  Lincoln, NE             (1,343 )     09/1980      06/01/87
 
Edgewood-Phase II,
  Lincoln, NE             (1,148 )     06/1991      06/26/91
The Meadows,
  Lincoln, NE               (985 )     12/1987      06/01/88
Miracle Hills Park,
 Omaha, NE                (1,780 )     03/1987      07/05/88
Macon County,
  Lafayette, TN             (944 )     12/1985      12/21/88
Town West Center,
  Paragould, AR           (1,236 )     04/1987      12/21/88
Rivergate,
 Shelbyville, IN          (1,227 )     03/1986      12/21/88
</TABLE>
 
                                       34
<PAGE>
               MID-AMERICA REALTY INVESTMENTS INC. AND SUBSIDIARY
       SCHEDULE III--REAL ESTATE AND ACCUMULATED DEPRECIATION (CONTINUED)
                        (COLUMNAR DOLLARS IN THOUSANDS)
<TABLE>
<CAPTION>
                                                                         REDUCTIONS     GROSS AMOUNT AT WHICH CARRIED AT
                                                           ADDITIONAL       FROM
                                 INITIAL COST TO COMPANY      COSTS       RECEIPTS             DECEMBER 31, 1997
                                -------------------------  SUBSEQUENT    SUBSEQUENT   ------------------------------------
                      ENCUM-                BUILDINGS AND      TO            TO                  BUILDINGS AND
    DESCRIPTION       BRANCES      LAND     IMPROVEMENTS   ACQUISITION  ACQUISITION     LAND     IMPROVEMENTS     TOTAL
-------------------  ---------  ----------  -------------  -----------  ------------  ---------  -------------  ----------
<S>                  <C>        <C>         <C>            <C>          <C>           <C>        <C>            <C>
Germantown,           Line of
  Jasper, IN         Credit(2)         488         8,766          602           (15)        540         9,301        9,841
Shenandoah Plaza,
 Newnan, GA           $4,117           485         5,281          130        --             485         5,411        5,896
Cornhusker Plaza,
  South Sioux City,   Line of
    NE               Credit(2)       1,185         3,143           62        --           1,185         3,205        4,390
Lakewood Mall,
 Aberdeen, SD         $7,043           600        13,890        2,008        (1,682)        766        14,050       14,816
Kimberly West,
 Davenport, IA        $4,014         1,700         4,691          281          (614)      1,617         4,441        6,058
Moorland Square,
 New Berlin, WI       $3,539         1,550         3,750        1,162           (45)      1,750         4,667        6,417
Fairacres,            Line of
  Oshkosh, WI        Credit(2)       1,500         3,310          580          (635)      1,389         3,366        4,755
Southport Centre,
 Apple Valley, MN     $8,000         3,675         8,946          328        --           3,675         9,274       12,949
Fitchburg Ridge,
 Fitchburg, WI         None            500         1,545           47        --             500         1,592        2,092
Twin Oaks Centre
 Silvis, IL           $3,543         1,075         3,062           53          (208)        867         3,115        3,982
                                ----------  -------------  -----------  ------------  ---------  -------------  ----------
                                $   23,085   $   111,938    $  22,905    $   (5,864)  $  23,423   $   128,641   $  152,064
                                ----------  -------------  -----------  ------------  ---------  -------------  ----------
                                ----------  -------------  -----------  ------------  ---------  -------------  ----------
 
<CAPTION>
 
                     ACCUMULATED                    DATE OF
                     DEPRECIATION   COMPLETION    ACQUISITION
                     AT DECEMBER     DATE FOR         OR
    DESCRIPTION        31, 1997    CONSTRUCTION   COMPLETION
-------------------  ------------  -------------  -----------
<S>                  <C>           <C>            <C>
Germantown,
  Jasper, IN              (2,443)      12/1985      12/21/88
Shenandoah Plaza,
 Newnan, GA               (1,576)      02/1988      12/21/88
Cornhusker Plaza,
  South Sioux City,
    NE                      (696)      02/1990      06/27/91
Lakewood Mall,
 Aberdeen, SD             (2,680)      08/1990      08/28/92
Kimberly West,
 Davenport, IA              (795)      01/1989      12/14/92
Moorland Square,
 New Berlin, WI             (692)      02/1990      11/23/92
Fairacres,
  Oshkosh, WI               (705)      05/1992      12/22/92
Southport Centre,
 Apple Valley, MN         (1,042)      01/1992      01/01/94
Fitchburg Ridge,
 Fitchburg, WI              (133)      12/1980      08/31/94
Twin Oaks Centre
 Silvis, IL                 (245)      01/1992      04/19/95
                     ------------
                      $  (32,538)
                     ------------
                     ------------
</TABLE>
 
------------------------------
 
(1) The aggregate cost for federal income tax purposes for these properties is
    approximately $152,064,000.
 
(2) Revolving credit agreements totaled $11,871,000 at December 31, 1997.
 
                                       35
<PAGE>
               MID-AMERICA REALTY INVESTMENTS INC. AND SUBSIDIARY
       SCHEDULE III--REAL ESTATE AND ACCUMULATED DEPRECIATION (CONTINUED)
 
                        (COLUMNAR DOLLARS IN THOUSANDS)
<TABLE>
<CAPTION>
                                                                                                        BUILDINGS
                                                                                                           AND
                                                                                           LAND          TENANT       EQUIPMENT AND
                                                                              LAND     IMPROVEMENTS   IMPROVEMENTS      FIXTURES
                                                                            ---------  -------------  -------------  ---------------
<S>                                                                         <C>        <C>            <C>            <C>
REAL ESTATE
Balance, January 1, 1995                                                    $  23,469    $  13,343      $ 109,356       $     559
  Additions at cost                                                             1,075           22          5,181          --
  Retirements                                                                    (250)      --             --              --
  Reductions for receipts under Yield Maintenance Agreement                       (92)      --               (935)         --
  Transfer of assets when placed into service                                  --           --             --              --
                                                                            ---------  -------------  -------------         -----
Balance, December 31, 1995                                                     24,202       13,365        113,602             559
  Additions at cost                                                            --              167            832          --
  Retirements                                                                    (232)        (148)          (801)             (4)
  Reductions for receipts under Yield Maintenance Agreement                        (2)      --                (18)         --
  Transfer of assets when placed into service                                  --           --              1,298          --
                                                                            ---------  -------------  -------------         -----
Balance, December 31, 1996                                                     23,968       13,384        114,913             555
  Additions to cost                                                                26          320          1,178               4
  Retirements                                                                    (208)      --             --              --
  Reductions for receipts under Yield Maintenance Agreement                      (361)      --             (1,156)         --
  Transfer of assets when placed into service                                  --           --             --              --
                                                                            ---------  -------------  -------------         -----
Balance, December 31, 1997                                                  $  23,425    $  13,704      $ 114,935       $     559
                                                                            ---------  -------------  -------------         -----
                                                                            ---------  -------------  -------------         -----
ACCUMULATED DEPRECIATION
Balance, January 1, 1995                                                    $  --        $   4,647      $  14,809       $     344
  Additions charged to cost and expenses                                       --              884          3,506              60
  Retirements                                                                  --           --             --              --
                                                                            ---------  -------------  -------------         -----
Balance, December 31, 1995                                                     --            5,531         18,315             404
  Additions charged to costs and expenses                                      --              883          3,605              53
  Retirements                                                                  --              (67)          (216)         --
                                                                            ---------  -------------  -------------         -----
Balance, December 31, 1996                                                     --            6,347         21,704             457
  Additions charged to costs and expenses                                      --              887          3,599              39
  Retirements                                                                  --           --             --              --
                                                                            ---------  -------------  -------------         -----
Balance, December 31, 1997                                                  $  --        $   7,234      $  25,303       $     496
                                                                            ---------  -------------  -------------         -----
                                                                            ---------  -------------  -------------         -----
 
<CAPTION>
 
                                                                            CONSTRUCTION-
                                                                             IN-PROGRESS     TOTAL
                                                                            -------------  ---------
<S>                                                                         <C>            <C>
REAL ESTATE
Balance, January 1, 1995                                                      $     334    $ 147,061
  Additions at cost                                                                 599        6,877
  Retirements                                                                    --             (250)
  Reductions for receipts under Yield Maintenance Agreement                      --           (1,027)
  Transfer of assets when placed into service                                      (646)        (646)
                                                                            -------------  ---------
Balance, December 31, 1995                                                          287      152,015
  Additions at cost                                                               1,011        2,010
  Retirements                                                                    --           (1,185)
  Reductions for receipts under Yield Maintenance Agreement                      --              (20)
  Transfer of assets when placed into service                                    (1,298)      --
                                                                            -------------  ---------
Balance, December 31, 1996                                                       --          152,820
  Additions to cost                                                              --            1,528
  Retirements                                                                    --             (208)
  Reductions for receipts under Yield Maintenance Agreement                      --           (1,517)
  Transfer of assets when placed into service                                    --           --
                                                                            -------------  ---------
Balance, December 31, 1997                                                    $  --        $ 152,623
                                                                            -------------  ---------
                                                                            -------------  ---------
ACCUMULATED DEPRECIATION
Balance, January 1, 1995                                                      $  --        $  19,800
  Additions charged to cost and expenses                                         --            4,450
  Retirements                                                                    --           --
                                                                            -------------  ---------
Balance, December 31, 1995                                                       --           24,250
  Additions charged to costs and expenses                                        --            4,541
  Retirements                                                                    --             (283)
                                                                            -------------  ---------
Balance, December 31, 1996                                                       --           28,508
  Additions charged to costs and expenses                                        --            4,525
  Retirements                                                                    --           --
                                                                            -------------  ---------
Balance, December 31, 1997                                                    $  --        $  33,033
                                                                            -------------  ---------
                                                                            -------------  ---------
</TABLE>
 
                                       36
<PAGE>
                     MID-AMERICA BETHAL LIMITED PARTNERSHIP
                         INDEX TO FINANCIAL STATEMENTS
                        AND FINANCIAL STATEMENT SCHEDULE
 
    The following Financial Statements of Mid-America Bethal Limited Partnership
and the related Independent Auditors' Report are included in Item 14(d) of
Mid-America Realty Investments, Inc.'s Form 10-K:
 
<TABLE>
<CAPTION>
                                                                                            PAGE
                                                                                            -----
<S>                                                                                      <C>
Independent Auditors' Report...........................................................          38
Balance Sheets at December 31, 1997 and 1996...........................................          39
Statements of Operations for the Years Ended December 31,
  1997, 1996 and 1995..................................................................          40
Statements of Partners' Capital for the Years Ended
  December 31, 1997, 1996 and 1995.....................................................          41
Statements of Cash Flows for the Years Ended December 31,
  1997, 1996 and 1995..................................................................          42
Notes to Financial Statements..........................................................          43
</TABLE>
 
    The following Financial Statement Schedule of Mid-America Bethal Limited
Partnership is furnished pursuant to Rule 3-09:
 
<TABLE>
<CAPTION>
Schedule III--Real Estate and Accumulated Depreciation................          45
<S>                                                                     <C>
</TABLE>
 
    All other schedules have been omitted because they are not applicable or not
required or because the required information is shown in the financial
statements or notes thereto.
 
                                       37
<PAGE>
                          INDEPENDENT AUDITORS' REPORT
 
The Partners
 
Mid-America Bethal Limited Partnership
 
Omaha, Nebraska
 
    We have audited the accompanying balance sheets of Mid-America Bethal
Limited Partnership as of December 31, 1997 and 1996, and the related statements
of operations, partners' capital and cash flows for each of the three years in
the period ended December 31, 1997. Our audits also included the financial
statement schedule listed in the Index on page 37. These financial statements
and financial statement schedule are the responsibility of the Partnership's
management. Our responsibility is to express an opinion on the financial
statements and financial statement schedule based on our audits.
 
    We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
 
    In our opinion, such financial statements present fairly, in all material
respects, the financial position of Mid-America Bethal Limited Partnership as of
December 31, 1997 and 1996, and the results of its operations and its cash flows
for each of the three years in the period ended December 31, 1997 in conformity
with generally accepted accounting principles. Also, in our opinion, such
financial statement schedule, when considered in relation to the basic financial
statements taken as a whole, presents fairly in all material respects the
information set forth therein.
 
DELOITTE & TOUCHE LLP
 
January 28, 1998
 
Omaha, Nebraska
 
                                       38
<PAGE>
                     MID-AMERICA BETHAL LIMITED PARTNERSHIP
                                 BALANCE SHEETS
 
<TABLE>
<CAPTION>
                                                                          DECEMBER 31,
                                                                     ----------------------
ASSETS                                                                  1997        1996
                                                                     ----------  ----------
<S>                                                                  <C>         <C>
Cash and cash equivalents..........................................  $  823,144  $  750,587
Accounts receivable, net of allowance of $40,500 and $36,000.......     403,327     365,048
Property:
  Land and land improvements.......................................   6,497,545   6,497,545
  Buildings........................................................  29,870,791  29,738,735
  Equipment and fixtures...........................................     231,353     231,353
  Construction-in-process..........................................     523,916      --
                                                                     ----------  ----------
                                                                     37,123,605  36,467,633
  Less: Accumulated depreciation...................................  (8,471,322) (7,370,141)
                                                                     ----------  ----------
                                                                     28,652,283  29,097,492
Intangible assets, less accumulated amortization of $287,000 and
 $250,000..........................................................     185,234     206,848
Other assets.......................................................       2,690      --
                                                                     ----------  ----------
                                                                     $30,066,678 $30,419,975
                                                                     ----------  ----------
                                                                     ----------  ----------
LIABILITIES AND PARTNERS' CAPITAL
Accrued liabilities................................................  $   12,300  $   17,499
Partners' capital..................................................  30,054,378  30,402,476
                                                                     ----------  ----------
                                                                     $30,066,678 $30,419,975
                                                                     ----------  ----------
                                                                     ----------  ----------
</TABLE>
 
                       See notes to financial statements.
 
                                       39
<PAGE>
                     MID-AMERICA BETHAL LIMITED PARTNERSHIP
                            STATEMENTS OF OPERATIONS
 
<TABLE>
<CAPTION>
                                                                                  YEAR ENDED DECEMBER 31,
                                                                          ----------------------------------------
                                                                              1997          1996          1995
                                                                          ------------  ------------  ------------
<S>                                                                       <C>           <C>           <C>
REVENUES
  Rental income.........................................................  $  3,622,468  $  3,510,511  $  3,480,916
  Reimbursement income..................................................       823,921       833,159       739,796
  Other income..........................................................       114,468        98,630       109,233
                                                                          ------------  ------------  ------------
    Total Revenues......................................................     4,560,857     4,442,300     4,329,945
EXPENSES
  Real estate taxes.....................................................       356,000       365,061       319,972
  Management fees.......................................................       178,084       171,205       172,086
  Other property costs..................................................       792,304       834,522       708,426
  Administrative expenses...............................................        43,832        38,654        42,394
  Depreciation and amortization.........................................     1,138,735     1,123,460     1,168,567
                                                                          ------------  ------------  ------------
    Total Expenses......................................................     2,508,955     2,532,902     2,411,445
                                                                          ------------  ------------  ------------
NET INCOME..............................................................  $  2,051,902  $  1,909,398  $  1,918,500
                                                                          ------------  ------------  ------------
                                                                          ------------  ------------  ------------
</TABLE>
 
                       See notes to financial statements.
 
                                       40
<PAGE>
                     MID-AMERICA BETHAL LIMITED PARTNERSHIP
                        STATEMENTS OF PARTNERS' CAPITAL
 
<TABLE>
<CAPTION>
                                                                                        ALBETH
                                                                 MID-AMERICA REALTY  INVESTMENTS,
                                                                 INVESTMENTS, INC.       L.P.           TOTAL
                                                                 ------------------  -------------  -------------
<S>                                                              <C>                 <C>            <C>
BALANCE, JANUARY 1, 1995.......................................    $   16,137,289    $  16,137,289  $  32,274,578
Allocation of net income.......................................           959,250          959,250      1,918,500
Distributions paid.............................................        (1,500,000)      (1,500,000)    (3,000,000)
                                                                 ------------------  -------------  -------------
BALANCE, DECEMBER 31, 1995.....................................        15,596,539       15,596,539     31,193,078
Allocation of net income.......................................           954,699          954,699      1,909,398
Distributions paid.............................................        (1,350,000)      (1,350,000)    (2,700,000)
                                                                 ------------------  -------------  -------------
BALANCE, DECEMBER 31, 1996.....................................        15,201,238       15,201,238     30,402,476
Allocation of net income.......................................         1,025,951        1,025,951      2,051,902
Distributions paid.............................................        (1,200,000)      (1,200,000)    (2,400,000)
                                                                 ------------------  -------------  -------------
BALANCE, DECEMBER 31, 1997.....................................    $   15,027,189    $  15,027,189  $  30,054,378
                                                                 ------------------  -------------  -------------
                                                                 ------------------  -------------  -------------
</TABLE>
 
                       See notes to financial statements.
 
                                       41
<PAGE>
                     MID-AMERICA BETHAL LIMITED PARTNERSHIP
                            STATEMENTS OF CASH FLOWS
 
<TABLE>
<CAPTION>
                                                                                  YEAR ENDED DECEMBER 31,
                                                                          ----------------------------------------
                                                                              1997          1996          1995
                                                                          ------------  ------------  ------------
<S>                                                                       <C>           <C>           <C>
CASH FLOWS FROM OPERATING ACTIVITIES
  Net Income............................................................  $  2,051,902  $  1,909,398  $  1,918,500
  Adjustments:
    Depreciation and amortization.......................................     1,138,735     1,123,460     1,168,567
    Decrease in related liabilities.....................................        (5,200)         (501)      (15,599)
    (Increase) decrease in related assets...............................       (40,967)     (117,002)       57,255
                                                                          ------------  ------------  ------------
  Net Cash Flows From Operating Activities..............................     3,144,470     2,915,355     3,128,723
 
CASH FLOWS FROM INVESTING ACTIVITIES
  Additions to property:
    Tenant improvements.................................................       (93,557)     (219,200)      (27,227)
    Other capital expenditures..........................................      (562,416)      (30,705)      (85,129)
  Cash paid for leasing fees............................................       (15,940)      (32,167)      (28,579)
                                                                          ------------  ------------  ------------
  Net Cash Flows From Investing Activities..............................      (671,913)     (282,072)     (140,935)
 
CASH FLOWS FROM FINANCING ACTIVITIES
  Distributions made to partners........................................    (2,400,000)   (2,700,000)   (3,000,000)
                                                                          ------------  ------------  ------------
  Net Cash Flows From Financing Activities..............................    (2,400,000)   (2,700,000)   (3,000,000)
                                                                          ------------  ------------  ------------
NET CHANGE IN CASH......................................................        72,557       (66,717)      (12,212)
CASH, BEGINNING OF YEAR.................................................       750,587       817,304       829,516
                                                                          ------------  ------------  ------------
CASH, END OF YEAR.......................................................  $    823,144  $    750,587  $    817,304
                                                                          ------------  ------------  ------------
                                                                          ------------  ------------  ------------
</TABLE>
 
                       See notes to financial statements.
 
                                       42
<PAGE>
                     MID-AMERICA BETHAL LIMITED PARTNERSHIP
 
                         NOTES TO FINANCIAL STATEMENTS
 
              FOR THE YEARS ENDED DECEMBER 31, 1997, 1996 AND 1995
 
A.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 
    NATURE OF OPERATIONS--Mid-America Bethal Limited Partnership, a Nebraska
limited partnership, was formed on June 1, 1989 between Mid-America Realty
Investments, Inc. (Mid-America Realty) and Albeth Investments, L.P. (Albeth),
pursuant to provisions of an Amended and Restated Partnership Agreement (the
"Partnership Agreement"). Mid-America Realty holds a 50% interest and is the
managing general partner and Albeth holds a 50% limited partner interest.
 
    CASH AND CASH EQUIVALENTS--Mid-America Bethal considers short-term
investments with a maturity at acquisition of three months or less as cash
equivalents.
 
    USE OF ESTIMATES--In preparing financial statements in conformity with
Generally Accepted Accounting Principles, management is required to make
estimates and assumptions that affect the reported amounts of assets and
liabilities and the disclosure of contingent assets and liabilities at the date
of the financial statements and revenues and expenses during the reporting
period. Actual results could differ from those estimates.
 
    PROPERTY--Property is stated at the lower of depreciated cost or the amount
estimated to be recoverable through future cash flows from property operations
and dispositions. Assets are depreciated using the straight-line method over the
following lives: land improvements--15 years; buildings--40 years; tenant
improvements--shorter of the term of the lease or the estimated useful life of
the improvement; and equipment and fixtures--5 to 7 years. Statement of
Financial Accounting Standards ("SFAS") No. 121, "Accounting for the Impairment
of Long-Lived Assets and Long-Lived Assets to be Disposed of" requires that
long-lived assets such as real estate assets be reviewed whenever events or
changes in circumstances indicate that the book value of the asset may not be
recoverable. If the sum of the estimated future net cash flows (undiscounted and
without interest charges) from an asset to be held and used is less than the
book value of the asset, an impairment loss must be recognized in the amount of
the difference between book value and fair value as opposed to the difference
between book value and net realizable value under the previous accounting
standard. For long-term assets like those held by the Partnership, the
determination of whether there is an impairment loss is dependent primarily on
the Partnership's estimates on occupancy, rent and expense increases, which
involves numerous assumptions and judgments as to future events over a period of
many years. At December 31, 1997, the Partnership does not hold any assets that
meet the impairment criteria of SFAS No. 121.
 
    INTANGIBLE ASSETS--Costs incurred in the organization of Mid-America Bethal
are amortized using the straight-line method over a 60-month period. Fees paid
for leasing commissions on new or renewed leases are amortized using the
straight-line method over the initial term or extension of the lease.
 
    LEASES--All leases with tenants are classified as operating leases.
 
    REVENUE RECOGNITION--Minimum rents from tenants are recognized monthly based
upon total fixed cash flow over the initial term of the lease, using the
straight-line method. Percentage rents are based upon tenant sales levels for a
specified period. Reimbursed expenses for real estate taxes, common area
maintenance, utilities, janitorial and building maintenance are recognized in
the period in which the expenses are incurred, based upon the provisions of the
tenant's lease.
 
    INCOME TAXES--The financial statements do not include any provision for
income taxes on Mid-America Bethal's earnings as such taxes are the
responsibility of the individual partners.
 
    RECENTLY ADOPTED ACCOUNTING STANDARDS--In February 1997, the FASB issued
SFAS No. 129, "Disclosure of Information about Capital Structure." In June 1997,
the FASB issued SFAS No. 130, "Reporting
 
                                       43
<PAGE>
                     MID-AMERICA BETHAL LIMITED PARTNERSHIP
 
                   NOTES TO FINANCIAL STATEMENTS (CONTINUED)
 
              FOR THE YEARS ENDED DECEMBER 31, 1997, 1996 AND 1995
 
A.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
Comprehensive Income" and SFAS No. 131, "Disclosures about Segments of an
Enterprise and Related Information" all of which are effective for fiscal years
beginning after December 15, 1997. The provisions of these statements are of a
disclosure nature only and will not have a material impact on the operations of
the Partnership.
 
B.  RELATED PARTY TRANSACTIONS
 
    ADMINISTRATION OF MID-AMERICA BETHAL--Pursuant to the Partnership Agreement,
Mid-America Realty provides administrative services and manages the day-to-day
affairs of Mid-America Bethal as managing general partner. For these services
during each of the years ended December 31, 1997, 1996, and 1995, Mid-America
Bethal paid $25,000, $20,000 and $20,000, respectively.
 
    PROPERTY MANAGEMENT AND LEASING--Mid-America Bethal has entered into
property management agreements with Mid-America Centers Corp. ("Mid-America
Centers"), a wholly-owned subsidiary of Mid-America Realty. Under these
agreements, Mid-America Centers is responsible for the day-to-day operations of
all the properties, including leasing, rent collections and maintenance. For
these services, Mid-America Bethal pays a management fee of 4% of gross
revenues. Mid-America Centers also receives leasing commissions upon the
obtaining of new tenant leases, the renegotiation of existing tenant leases and
the renewal of existing tenant leases if the tenants did not have a renewal
option in the original lease. For the years ended December 31, 1997, 1996 and
1995, $178,084, $171,205 and $172,086, respectively, was incurred for management
fees and $15,940, $32,167 and $28,579, respectively, was incurred and
capitalized as leasing fee commissions.
 
C.  LEASING ACTIVITIES
 
    Space in the properties is leased under operating leases with initial terms
ranging from one year to thirty years. Certain of the leases contain options to
renew. Leases generally provide for minimum rents and percentage rents plus
reimbursement of certain operating expenses. The majority of tenants pay
reimbursements for their pro rata share of certain operating expenses.
 
    Rent income in excess of base rent for tenants with percentage rent
provisions (based upon tenants sales levels for a specified period) for the
years ended December 31, 1997, 1996 and 1995 was $71,970, $71,880 and $48,901,
respectively.
 
    Future base rents under non-cancelable operating leases at December 31, 1997
are as follows:
 
<TABLE>
<CAPTION>
                      YEAR ENDING DECEMBER 31,                            AMOUNT
---------------------------------------------------------------------  -------------
<S>                                                                    <C>
1998.................................................................  $   3,352,655
1999.................................................................      2,986,889
2000.................................................................      2,679,858
2001.................................................................      2,418,863
2002.................................................................      2,109,645
Thereafter...........................................................     20,611,342
                                                                       -------------
                                                                       $  34,159,252
                                                                       -------------
                                                                       -------------
</TABLE>
 
                                       44
<PAGE>
                     MID-AMERICA BETHAL LIMITED PARTNERSHIP
            SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
<TABLE>
<CAPTION>
                                                                            REDUCTIONS     GROSS AMOUNT AT WHICH CARRIED AT
                                                               ADDITIONAL      FROM
                                     INITIAL COST TO COMPANY      COSTS      RECEIPTS             DECEMBER 31, 1997
                                     ------------------------  SUBSEQUENT   SUBSEQUENT   ------------------------------------
                                                BUILDINGS AND      TO           TO                  BUILDINGS AND
DESCRIPTION           ENCUMBRANCES     LAND     IMPROVEMENTS   ACQUISITION  ACQUISITION    LAND     IMPROVEMENTS     TOTAL
--------------------  -------------  ---------  -------------  -----------  -----------  ---------  -------------  ----------
<S>                   <C>            <C>        <C>            <C>          <C>          <C>        <C>            <C>
Imperial Mall,
 Hastings, NE             None       $ 677,826   $11,851,303    $7,046,340   $  --       $ 834,020   $18,741,449   $19,575,469
 
Stockyards Plaza,
 Omaha, NE                None         944,111     6,602,742      497,672     (372,877)  1,041,577     6,630,071    7,671,648
 
Stockyards Theatres,
 Omaha, NE                None         251,645     1,849,242       --           --         251,645     1,849,242    2,100,887
 
Taylor Heights
 Shopping Center,
 Sheboygan, WI            None       1,029,223     5,697,723      293,385       --       1,034,231     5,986,100    7,020,331
                                     ---------  -------------  -----------  -----------  ---------  -------------  ----------
 
                                     $2,902,805  $26,001,010    $7,837,397   $(372,877)  $3,161,473  $33,206,862   $36,368,335
                                     ---------  -------------  -----------  -----------  ---------  -------------  ----------
                                     ---------  -------------  -----------  -----------  ---------  -------------  ----------
 
<CAPTION>
 
                      ACCUMULATED                    DATE OF
                      DEPRECIATION   COMPLETION    ACQUISITION
                      AT DECEMBER     DATE FOR         OR
DESCRIPTION             31, 1997    CONSTRUCTION   COMPLETION
--------------------  ------------  -------------  -----------
<S>                   <C>           <C>            <C>
Imperial Mall,
 Hastings, NE          $(4,354,910)     09/1970      12/01/87
Stockyards Plaza,
 Omaha, NE             (1,909,833)      08/1988      06/01/89
Stockyards Theatres,
 Omaha, NE               (505,674)      06/1990      07/17/90
Taylor Heights
 Shopping Center,
 Sheboygan, WI         (1,469,838)      02/1989      07/30/90
                      ------------
                       $(8,240,255)
                      ------------
                      ------------
</TABLE>
 
------------------------
 
(1) The aggregate cost for federal income tax purposes for these properties is
    approximately $36,368,335.
 
                                       45
<PAGE>
                     MID-AMERICA BETHAL LIMITED PARTNERSHIP
      SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION (CONTINUED)
<TABLE>
<CAPTION>
                                                                                                 BUILDINGS
                                                                                    LAND        AND TENANT     EQUIPMENT
                                                                      LAND      IMPROVEMENTS   IMPROVEMENTS   AND FIXTURES
                                                                  ------------  -------------  -------------  ------------
<S>                                                               <C>           <C>            <C>            <C>
REAL ESTATE
Balance, January 1, 1995........................................     3,161,473     3,327,612      29,384,934      231,353
  Additions at cost.............................................       --              8,460         103,896       --
  Retirements...................................................       --            --             --             --
                                                                  ------------  -------------  -------------  ------------
Balance, December 31, 1995......................................     3,161,473     3,336,072      29,488,830      231,353
  Additions at cost.............................................       --            --              249,905       --
  Retirements...................................................       --            --             --             --
                                                                  ------------  -------------  -------------  ------------
Balance, December 31, 1996......................................     3,161,473     3,336,072      29,738,735      231,353
  Additions at cost.............................................       --            --              132,056       --
  Retirements...................................................       --            --             --             --
                                                                  ------------  -------------  -------------  ------------
Balance, December 31, 1997......................................  $  3,161,473   $ 3,336,072   $  29,870,791   $  231,353
                                                                  ------------  -------------  -------------  ------------
                                                                  ------------  -------------  -------------  ------------
ACCUMULATED DEPRECIATION
Balance, January 1, 1995........................................       --          1,144,504       3,837,620      205,587
  Additions charged to costs and expenses.......................       --            221,879         856,338       12,160
  Retirements...................................................       --            --             --             --
                                                                  ------------  -------------  -------------  ------------
Balance, December 31, 1995......................................       --          1,366,383       4,693,958      217,747
  Additions charged to costs and expenses.......................       --            222,128         857,987       11,938
  Retirements...................................................       --            --             --             --
                                                                  ------------  -------------  -------------  ------------
Balance, December 31, 1996......................................       --          1,588,511       5,551,945      229,685
  Additions charged to costs and expenses.......................       --            222,111         877,688        1,382
  Retirements...................................................       --            --             --             --
                                                                  ------------  -------------  -------------  ------------
Balance, December 31, 1997......................................  $    --        $ 1,810,622   $   6,429,633   $  231,067
                                                                  ------------  -------------  -------------  ------------
                                                                  ------------  -------------  -------------  ------------
 
<CAPTION>
 
                                                                  CONSTRUCTION-
                                                                   IN-PROGRESS       TOTAL
                                                                  -------------  -------------
<S>                                                               <C>            <C>
REAL ESTATE
Balance, January 1, 1995........................................       --           36,105,372
  Additions at cost.............................................       --              112,356
  Retirements...................................................       --             --
                                                                  -------------  -------------
Balance, December 31, 1995......................................       --           36,217,728
  Additions at cost.............................................       --              249,905
  Retirements...................................................       --             --
                                                                  -------------  -------------
Balance, December 31, 1996......................................       --           36,467,633
  Additions at cost.............................................       523,916         655,972
  Retirements...................................................       --             --
                                                                  -------------  -------------
Balance, December 31, 1997......................................   $   523,916   $  37,123,605
                                                                  -------------  -------------
                                                                  -------------  -------------
ACCUMULATED DEPRECIATION
Balance, January 1, 1995........................................       --            5,187,711
  Additions charged to costs and expenses.......................       --            1,090,377
  Retirements...................................................       --             --
                                                                  -------------  -------------
Balance, December 31, 1995......................................       --            6,278,088
  Additions charged to costs and expenses.......................       --            1,092,053
  Retirements...................................................       --             --
                                                                  -------------  -------------
Balance, December 31, 1996......................................       --            7,370,141
  Additions charged to costs and expenses.......................       --            1,101,181
  Retirements...................................................       --             --
                                                                  -------------  -------------
Balance, December 31, 1997......................................   $   --        $   8,471,322
                                                                  -------------  -------------
                                                                  -------------  -------------
</TABLE>
 
                                       46
<PAGE>
                                   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
behalf by the undersigned, thereunto duly authorized.
 
MID-AMERICA REALTY INVESTMENTS, INC.
 
<TABLE>
<C>                                             <S>
     by:         /s/ JEROME L. HEINRICHS
   ------------------------------------------
      Jerome L. Heinrichs, Chairman and         March 11, 1998
           Chief Executive Officer
</TABLE>
 
    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 dates indicated.
 
<TABLE>
<C>                                             <S>
                 /s/ JEROME L. HEINRICHS
---------------------------------------------
      Jerome L. Heinrichs, Director and         March 11, 1998
           Chief Executive Officer
 
                  /s/ MICHAEL F. LAWLER
---------------------------------------------   March 11, 1998
         Michael F. Lawler, Director
 
                 /s/ DANIEL A. BURKHARDT
---------------------------------------------   March 11, 1998
        Daniel A. Burkhardt, Director
 
                   /s/ GARY R. HAWKINS
---------------------------------------------   March 11, 1998
          Gary R. Hawkins, Director
 
                   /s/ JOHN L. MAGINN
---------------------------------------------   March 11, 1998
           John L. Maginn, Director
 
                 /s/ DENNIS G. GETHMANN
---------------------------------------------
   Dennis G. Gethmann, President and Chief      March 11, 1998
  Operating Officer (Principal Financial and
             Accounting Officer)
</TABLE>
<PAGE>
                                   EXHIBIT INDEX
                                          

<TABLE>
<CAPTION>

     EXHIBIT                         DESCRIPTION                                  PAGE
<S>            <C>                                                                <C>
     3.        Articles of Incorporation and By-Laws
     3.1       Articles of Incorporation of the Company, as amended,
               incorporated by reference to Exhibit 3.1 of the Company's Form
               10-Q for the quarter ended March 31, 1994.
     3.2       By-Laws of the Company, as amended.  ...........................   49
    10.        Material Contracts
    10.1       Settlement Agreement dated April 19, 1995 among inter alia Twin
               Oaks Centre Limited Partnership and Mid-America Realty
               Investments, Inc. incorporated by reference to Exhibit 10.1 of
               the Company's Quarterly Report on Form 10-Q for the quarter ended
               March 31, 1995.
    10.2       Company Stock Option Plan (as amended and restated June 1994),
               incorporated by reference to Exhibit 10.10 on the Company's
               Annual Report on Form 10-K for the year ended December 31, 1994.
    10.3       Company 1995 Stock Plan, incorporated by reference to Exhibit
               10.3 of the Company's Quarterly Report on Form 10-Q for the
               quarter ended March 31, 1995.
    10.4       Employment Agreement dated April 13, 1992 by and between Jerome
               L. Heinrichs and the Company ...................................   74
    10.5       Employment Agreement dated January 20, 1994 by and between Dennis
               G. Gethmann and the Company filed as Exhibit 10.12 to the 1993
               Form 10-K and incorporated by reference herein.
    10.6       Company's Executive Death Benefit Plan incorporated by reference
               to Exhibit 10.1 of the Company's Quarterly Report on Form 10-Q
               for the quarter ended March 31, 1994.
    10.7       Company's Executive Deferred Compensation Plan incorporated by
               reference to Exhibit 10.2 of the Company's Quarterly Report on
               Form 10-Q for the quarter ended March 31, 1994.
    10.8       Amendment to Employment Agreement dated February 4, 1998 by and
               between Jerome L. Heinrichs and the Company. ...................   94
    21.        Subsidiaries of the registrant. ................................   95
    23.        Consent of Experts and Counsel.
    23.1       Consent of Deloitte & Touche LLP. ..............................   96
    27.        Financial Data Schedule

</TABLE>

Pursuant to Item 601(b) (4) of Regulation S-K, certain instruments with 
respect to the Company's long-term debt obligations are not filed with this 
Form 10-K. The Company will furnish a copy of any such long-term debt 
agreement to the Securities and Exchange Commission upon request.

Management contracts and compensatory plans are set forth as Exhibits 10.2 
through 10.8.




                                    48