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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended
March 30, 1997
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 For the transition period
from ______ to ____________
0-18405
(Commission File Number)
American Tax Credit Properties II L.P.
(Exact name of registrant as specified in its governing instruments)
Delaware 13-3495678
(State or other jurisdiction of organization)
(I.R.S.Employer Identification No.)
Richman Tax Credit Properties II L.P.
599 West Putnam Avenue, 3rd floor
Greenwich, Connecticut 06830
- - ------------------------------------------------------ ------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (203) 869-0900
--------------
Securities registered pursuant to Section 12(b) of the Act:
None None
(Title of each Class) (Name of each exchange on which registered)
Securities registered pursuant to Section 12(g) of the Act:
Units of Limited Partnership Interest
- - ------------------------------------------------------------------------------
(Title of Class)
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
requirement for the past 90 days. Yes X No
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of Registrant's knowledge, in a definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. X
Registrant has no voting stock.
Documents incorporated by reference:
Part I - pages 20 through 33 and 47 through 70 of the prospectus dated May 10,
1989, as supplemented by Supplement No. 1 and Supplement No. 2 dated July 25,
1989 and September 18, 1989, respectively, filed pursuant to Rule 424(b)(3)
under the Securities Act of 1933.
PART I
Item 1. Business
Formation
American Tax Credit Properties II L.P. ("Registrant"), a Delaware limited
partnership, was formed on October 26, 1988 to invest primarily in leveraged
low-income multifamily residential complexes (the "Property" or "Properties")
which qualify for the low-income tax credit established by Section 42 of the Tax
Reform Act of 1986 (the "Low-income Tax Credit"), through the acquisition of
limited partnership equity interests in partnerships (the "Local Partnership" or
"Local Partnerships") that are the owners of the Properties. Registrant has
invested in fifty such Properties including one Property which also qualifies
for the historic rehabilitation tax credit in accordance with Section 48(g) of
the Internal Revenue Code of 1986 (the "Historic Rehabilitation Tax Credit").
Registrant considers its activity to constitute a single industry segment.
Richman Tax Credit Properties II L.P. (the "General Partner"), a Delaware
limited partnership, was formed on October 26, 1988 to act as the sole general
partner of Registrant. The general partner of the General Partner is Richman Tax
Credits Inc. ("Richman Tax Credits"), a Delaware corporation which is
wholly-owned by Richard Paul Richman. Richman Tax Credits is an affiliate of
both The Richman Group, Inc. ("Richman Group"), a Delaware corporation founded
by Richard Paul Richman in 1988 and Wilder Richman Corporation ("WRC"), a New
York corporation co-founded by Richard Paul Richman in 1979.
The Amendment No. 2 to the Registration Statement on Form S-11 was filed with
the Securities and Exchange Commission (the "Commission") on April 21, 1989
pursuant to the Securities Act of 1933 under Registration Statement No.
33-25337, which was declared effective on May 9, 1989. Reference is made to the
prospectus dated May 10, 1989, as supplemented by Supplement No. 1, and
Supplement No. 2 dated July 25, 1989 and September 18, 1989, respectively, filed
with the Commission pursuant to Rule 424(b)(3) under the Securities Act of 1933
(the "Prospectus"). Post-Effective Amendment No. 1 to the Registration Statement
on Form S-11 was filed with the Commission on November 21, 1989. Pursuant to
Rule 12b-23 of the Commission's General Rules and Regulations promulgated under
the Securities Exchange Act of 1934, as amended (the "Exchange Act"), the
description of Registrant's business set forth under the heading "Investment
Objectives and Policies" at pages 47 through 70 of the Prospectus is
incorporated herein by reference.
On June 14, 1989, Registrant commenced, through Merrill Lynch, Pierce, Fenner &
Smith Incorporated ("Merrill Lynch"), the offering of up to 100,000 units of
limited partnership interest ("Unit") at $1,000 per Unit. On June 28, 1989, July
31, 1989 and September 22, 1989, the closings for 13,533, 20,560 and 21,653
Units, respectively, took place, amounting to total limited partners' capital
contributions of $55,746,000.
Competition
Pursuant to Rule 12b-23 of the Commission's General Rules and Regulations
promulgated under the Exchange Act, the description of Registrant's competition,
general risks, tax risks and partnership risks set forth under the heading "Risk
Factors" at pages 20 through 33 of the Prospectus is incorporated herein by
reference.
Employees
Registrant employs no personnel and incurs no payroll costs. All management
activities of Registrant are conducted by the General Partner. An affiliate of
the General Partner employs individuals who perform the management activities of
Registrant. This entity also performs similar services for other affiliates of
the General Partner.
Tax Reform Act of 1986, Revenue Act of 1987, Technical and Miscellaneous Revenue
Act of 1988, Omnibus Budget Reconciliation Act of 1989, Omnibus Budget
Reconciliation Act of 1990, Tax Extension Act of 1991, Omnibus Budget
Reconciliation Act of 1993 and Uruguay Round Agreements Act (collectively the
"Tax Acts")
Registrant is organized as a limited partnership and is a "pass through" tax
entity which does not, itself, pay Federal income tax. However, the partners of
Registrant who are subject to Federal income tax may be affected by the Tax
Acts. Registrant will consider the effect of certain aspects of the Tax Acts on
the partners when making decisions regarding its investments. Registrant does
not anticipate that the Tax Acts will currently have a material adverse impact
on Registrant's business operations, capital resources and plans or liquidity.
Item 2. Properties
The executive offices of Registrant and the General Partner are located at 599
West Putnam Avenue, 3rd floor, Greenwich, Connecticut 06830. Registrant does not
own or lease any properties. Registrant pays no rent; all charges for leased
space are borne by an affiliate of the General Partner.
Registrant's primary objective is to provide Low-income Tax Credits to limited
partners generally over a ten year period. Each of Registrant's Local
Partnerships has been allocated by the relevant state tax credit agency an
amount of Low-income Tax Credits for ten years from the date the Property is
placed in service. The required holding period of each Property, in order to
avoid Low-income Tax Credit recapture, is fifteen years from the year in which
the Low-income Tax Credits commence on the last building of the Property (the
"Compliance Period"). In addition, certain of the Local Partnerships have
entered into agreements with the relevant state tax credit agencies whereby the
Local Partnerships must maintain the low-income nature of the Properties for a
period which exceeds the Compliance Period, regardless of any sale of the
Properties by the Local Partnerships after the Compliance Period. The Properties
must satisfy various requirements including rent restrictions and tenant income
limitations (the "Low-income Tax Credit Requirements") in order to maintain
eligibility for the recognition of the Low-income Tax Credit at all times during
the Compliance Period. Once a Local Partnership has become eligible for the
Low-income Tax Credit, it may lose such eligibility and suffer an event of
recapture if its Property fails to remain in compliance with the Low-income Tax
Credit Requirements. Through December 31, 1996, none of the Local Partnerships
have suffered an event of recapture of Low-income Tax Credits.
Although Registrant generally owns a 98.9%-99% limited partnership interest
("Local Partnership Interest") in the Local Partnerships, Registrant and
American Tax Credit Properties L.P. ("ATCP"), a Delaware limited partnership and
an affiliate of Registrant, together, in the aggregate, acquired a 99% Local
Partnership Interest in Santa Juanita Limited Dividend Partnership L.P. (the
"Santa Juanita Local Partnership"); the ownership percentages of Registrant and
ATCP for the Santa Juanita Local Partnership are 64.36% and 34.64%,
respectively. In addition, Registrant and American Tax Credit Properties III
L.P. ("ATCP III"), a Delaware limited partnership and an affiliate of
Registrant, together, in the aggregate, acquired a 99% Local Partnership
Interest in certain Local Partnerships as follows:
Registrant ATCP III
Batesville Family, L.P. 37.25% 61.75%
Bruce Housing Associates, L.P. 37.25 61.75
Carrington Limited Dividend
Housing Association Limited 33.05 65.95
Partnership
Ivy Family, L.P. 37.25 61.75
Lawrence Road Properties, Ltd. 37.25 61.75
Mirador del Toa Limited 39.94 59.06
Partnership
Purvis Heights Properties, L.P. 37.25 61.75
Queen Lane Investors 50.50 48.50
Many of the Local Partnerships receive rental subsidy payments, including
payments under Section 8 of Title II of the Housing and Community Development
Act of 1974 ("Section 8") (see descriptions of subsidies on pages 7 and 8). The
subsidy agreements expire at various times during and after the Compliance
Periods of the Local Partnerships. The United States Department of Housing and
Urban Development ("HUD") has issued notices which implement provisions to renew
certain project based Section 8 contracts expiring during HUD's fiscal year
1997, where requested by an owner, for an additional one year term generally at
or below current rent levels, subject to certain guidelines. HUD has an
additional program which, in general, provides for restructuring rents and/or
mortgages where rents may be adjusted to market levels and mortgage terms may be
adjusted based on the reduction in rents, although there may be instances in
which only rents, but not mortgages, are restructured. Registrant cannot
reasonably predict legislative initiatives and governmental budget negotiations,
the outcome of which could result in a reduction in funds available for the
various federal and state administered housing programs including the Section 8
program. Such changes could adversely affect the future net operating income and
debt structure of any or all Local Partnerships currently receiving such subsidy
or similar subsidies. Six Local Partnerships' Section 8 contracts, which cover
certain rental units, are scheduled to expire in 1997, three of which expired
during 1996 and were extended for one year.
Item 2. Properties (continued)
Mortgage
Name of Local Partnership Number loans payable as
of
Name of apartment complex of rental Capital December 31, Subsidy
Apartment complex location units contribution 1996 (see footnotes)
- - -------------------------------- ------------- ------------ ---------------------- ----------------
1989 Westview Arms Limited Partnership
Westview Arms
Dumas, Arkansas 60 $ 130,796 $ 546,363 (1a)
2000-2100 Christian Street Associates
Christian Street Apartments II
Philadelphia, Pennsylvania 57 1,390,449 2,837,145 (1a&f)
Ann Ell Apartments Associates, Ltd.
Ann Ell Apartments
Miami Beach, Florida 54 605,6593 2,378,972 (1a&c)
Auburn Hills Apartments Limited
Partnership
Auburn Hills Apartments
Cabot, Arkansas 24 201,649 802,220 (1c)
Auburn Hills Townhouses Limited
Partnership
Auburn Hills Townhouse Apartments
Pontiac, Michigan 250 3,206,110 6,574,035 (1a)
Batesville Family, L.P.
Westridge Apartments
Batesville, Mississippi 48 160,7412 1,446,124 (1c)
Browning Road Phase I, L.P.
Browning Road Apartments, Phase I
Greenwood, Mississippi 60 197,808 866,374 (1c)
Bruce Housing Associates, L.P.
Bruce Family Apartments
Bruce, Mississippi 40 122,8142 1,115,155 (1c&d)
Canton Partners, L.P.
Pecan Village
Canton, Mississippi 48 380,199 1,455,722 (1c)
Carrington Limited Dividend Housing
Association Limited Partnership
Carrington Place
Farmington Hills, Michigan 100 1,058,9762 3,487,158 (1e)
Christian Street Associates Limited
Partnership
Christian Street Apartments
Philadelphia, Pennsylvania 72 2,334,353 2,830,407 (1a,c&f)
Cityside Apartments, Phase II, L.P.
Cityside Apartments Phase II
Trenton, New Jersey 107 6,592,092 7,702,485 (1a)
Cleveland Square, Ltd.
Cleveland Square Apartments
Cleveland, Texas 48 223,327 852,988 (1c)
Item 2. Properties (continued)
Mortgage
Name of Local Partnership Number loans payable as
of
Name of apartment complex of rental Capital December 31, Subsidy
Apartment complex location units contribution 1996 (see footnotes)
- - -------------------------------- ------------- ------------ ---------------------- -----------
College Avenue Apartments Limited
Partnership
College Avenue Apartments
Natchitoches, Louisiana 41 $ 324,847 $ 609,266 (1a)
Corrigan Square, Ltd.
Corrigan Square Apartments
Corrigan, Texas 96 372,833 1,467,570 (1c)
De Queen Villas Limited Partnership
De Queen Villas Apartments
De Queen, Arkansas 37 296,051 1,174,439 (1c)
Dermott Villas Limited Partnership
Dermott Villas
Dermott, Arkansas 32 272,802 1,070,453 (1c)
Eagle View, Ltd.
Eagle View Apartments
Clearfield, Kentucky 24 102,850 418,251 (1c)
Elm Hill Housing Limited Partnership
Elm Hill Housing
Boston, Massachusetts 142 5,712,391 6,973,034 (1a)
Eudora Manor Limited Partnership
Eudora Manor Apartments
Eudora, Arkansas 24 188,838 755,311 (1c)
Forest Village Housing Partnership
Forest Village Apartments
Auburn, Washington 89 465,588 1,639,925 (1b)
Harborside Housing Limited
Partnership
Cal-View Apartments 255 1,789,434 3,782,222 (1a&c)
East Chicago, Indiana
Hill Com I Associates Limited
Partnership
Hill Com I Apartments
Pittsburgh, Pennsylvania 67 887,635 1,398,864 (1a)
Hill Com II Associates Limited
Partnership
Hill Com II Apartments
Pittsburgh, Pennsylvania 48 683,172 1,094,108 (1a)
Hughes Manor Limited Partnership
Hughes Manor
Hughes, Arkansas 32 287,261 1,120,365 (1c)
Ivy Family, L.P.
Ivy Apartments
Louisville, Mississippi 32 90,8782 805,507 (1c&d)
Lakeside Housing Limited Partnership
Lakeside Garden Apartments
East Chicago, Indiana 312 3,147,863 8,098,721 (1a&c)
Item 2. Properties (continued)
Mortgage
Name of Local Partnership Number loans payable as
of
Name of apartment complex of rental Capital December 31, Subsidy
Apartment complex location units contribution 1996 (see footnotes)
- - -------------------------------- ------------- ------------ ---------------------- ------------
Lawrence Road Properties, Ltd.
Hillcrest Apartments
Newton, Mississippi 24 $ 83,0132 $ 763,628 (1c&d)
Lexington Estates Ltd.,
A Mississippi Limited Partnership
Lexington Estates
Lexington, Mississippi 24 176,225 712,592 (1c)
Littleton Avenue Community Village, L.P.
Littleton Avenue Community Village
Newark, New Jersey 102 3,087,138 4,303,080 (1a&c)
Lula Courts Ltd., L.P.
Lula Courts
Lula, Mississippi 24 176,645 704,276 (1c)
Magee Elderly, L.P.
Eastgate Manor
Magee, Mississippi 24 150,952 593,802 (1c&d)
Mirador del Toa Limited Partnership
Mirador del Toa Apartments
Toa Alta, Puerto Rico 48 186,7172 1,896,098 (1c&d)
Nixa Heights Apartments, L.P.
Nixa Heights Apartments
Nixa, Missouri 40 250,030 1,011,892 (1c)
North Hills Farms Limited Partnership
North Hills Farms Apartments
Pontiac, Michigan 525 3,443,762 3,170,532 (1a)
Patton Place Limited Partnership
Patton Street Apartments
Springfield, Massachusetts 24 794,044 989,870 (1a)
Plantersville Family, L.P.
Regal Ridge Apartments
Plantersville, Mississippi 24 152,268 603,300 (1c)
Powelton Gardens Associates
Powelton Gardens Apartments
West Philadelphia, Pennsylvania 25 782,958 1,053,208 (1a&f)
Purvis Heights Properties, L.P.
Pineview Apartments
Purvis, Mississippi 40 128,4192 1,156,152 (1c)
Queen Lane Investors
Queen's Row
Philadelphia, Pennsylvania 29 603,5522 1,587,345 (1c&f)
Item 2. Properties (continued)
Mortgage
Name of Local Partnership Number loans payable as
of
Name of apartment complex of rental Capital December 31, Subsidy
Apartment complex location units contribution 1996 (see footnotes)
- - -------------------------------- ------------- ------------ ---------------------- ---------------
Renova Properties, L.P.
Hymon Lucas Manor
Renova, Mississippi 24 $ 165,582 $ 641,829 (1c&d)
Santa Juanita Limited Dividend
Partnership L.P.
Santa Juanita Apartments
Bayamon, Puerto Rico 45 584,1172 1,521,268 (1a)
Simpson County Family, L.P.
Azalea Apartments
Magee, Mississippi 24 211,823 817,698 (1d)
Summers Village Limited Partnership
Summers Village Apartments
Summersville, West Virginia 24 194,674 813,721 (1c)
Tchula Courts Apartments, L.P.
Tchula Courts Apartments
Tchula, Mississippi 24 150,984 741,111 (1c)
The Pendleton (A Louisiana
Partnership in Commendam)
The Pendleton
Shreveport, Louisiana 36 444,321 685,914 (1a&c)
Trenton Heights Apartments, L.P.
Trenton Heights Apartments
Trenton, Mississippi 40 100,434 442,886 (1c)
Twin Pine Family, L.P.
Twin Pine Apartments
Louisville, Mississippi 24 163,172 621,916 (1c)
Village Creek Limited Partnership
Village Creek Apartments
Arkadelphia, Arkansas 40 288,216 1,220,350 (1c)
York Park Associates Limited
Partnership
York Park Apartments 80 2,146,200 3,981,319 (1a)
------------- -------------
Dundalk, Maryland
$ 45,692,662 $ 93,336,971
============ ============
- - -------------------------------------- ---------- -------------------- ------------------ --------------
(1) Description of Subsidies:
(a) Section 8 of Title II of the Housing and Community Development
Act of 1974 allows qualified low-income tenants to pay thirty
percent of their monthly income as rent with the balance paid by
the federal government.
(b) King County Housing Authority provided an interest subsidy
through issuance of tax exempt bonds which provided first and
second mortgage loans for the acquisition and rehabilitation of
the complex.
(c) The Local Partnership's debt structure includes a
principal or interest payment subsidy.
Item 2. Properties (continued)
(d) The Rural Housing Service (formerly the Farmers Home
Administration) of the United States Department of Agriculture
Rental Assistance Program allows qualified low-income tenants to
receive rental subsidies.
(e) The Michigan State Housing Development Authority allows tenants,
who would otherwise pay more than 40% of their income for rent
and utilities, to receive rental subsidies.
(f) The City of Philadelphia Housing Authority allows qualified
low-income tenants to receive rental certificates.
(2) The capital contribution reflects Registrant's obligation only.
(3) The complex also qualifies for the historic rehabilitation tax
credit in accordance with Section 48(g) of the Internal Revenue
Code of 1986.
Item 3. Legal Proceedings
Littleton Avenue Community Village, L.P. (the "Littleton Local Partnership") is
a defendant in a lawsuit resulting from an accident in 1989 during the
construction of the complex owned by the Littleton Local Partnership. In
November 1995 the Littleton Local Partnership and one co-defendant were found
liable in the lawsuit, of which the Littleton Local Partnership's potential
liability is approximately $300,000. The Littleton Local Partnership has
appealed the result of the trial and has filed a lawsuit against the
construction period insurance companies, which were not co-defendants in the
lawsuit. Although the local general partner of the Littleton Local Partnership
expects the incident to be covered by insurance, it has agreed to indemnify the
Littleton Local Partnership and has established an escrow of approximately
$325,000 from development proceeds in the event the Littleton Local Partnership
is unsuccessful in its appeal and its action against the construction period
insurance companies.
The first mortgage of Ann Ell Apartments Associates, Ltd. (the "Ann Ell Local
Partnership") has been declared in default due to insufficient deposits to the
replacement reserve and the lender has alleged certain other incidents of
default including, among other things, inadequate funding of real estate tax and
insurance escrows and failure to procure certain minimum insurance coverage,
resulting in the lender filing a Complaint to Foreclose Mortgage And For Other
Relief and filing an Entry Of A Final Judgment Of Foreclosure in Circuit Court
for Dade County, Florida on January 31, 1997. The local general partner of the
Ann Ell Local Partnership reports that the Ann Ell Local Partnership incurred
costs for capital improvements and unscheduled maintenance which were in excess
of the replacement reserve funding requirement and further reports that the
other incidents have been wrongly alleged and has requested a meeting with the
lender to discuss the resolution of this matter. Registrant has taken action to
replace the local general partner and the management agent of the Ann Ell Local
Partnership.
Registrant is not aware of any other material legal proceedings.
Item 4. Submission of Matters to a Vote of Security Holders
There were no matters submitted to a vote of the limited partners of Registrant
during the fourth quarter of the fiscal year covered by this report.
PART II
Item 5. Market for Registrant's Common Equity
and Related Security Holder Matters
Market Information and Holders
There is no established public trading market for Registrant's Units. There are
provisions in the Amended and Restated Agreement of Limited Partnership of
Registrant which are intended to prevent the development of a public secondary
market. Accordingly, accurate information as to the market value of a Unit at
any given date is not available. Since November 1992, Merrill Lynch has provided
its clients who wish to buy or sell partnership units with a limited partnership
secondary service available through Merrill Lynch's Limited Partnership
Secondary Transaction Department. The number of owners of Units as of May 20,
1997 was 3,457, holding 55,746 Units.
Beginning with the December 1994 Merrill Lynch client account statements,
Merrill Lynch implemented new guidelines for providing estimated values of
limited partnerships and other direct investments reported on client account
statements. As a result, Merrill Lynch no longer reports general partner
estimates of limited partnership net asset value on its client account
statements, although Registrant may continue to provide its estimate of limited
partnership value to Unit holders. Pursuant to the guidelines, estimated values
for limited partnership interests originally sold by Merrill Lynch (such as
Registrant's Units) will be provided two times per year to Merrill Lynch by
independent valuation services. These estimated values will be based on
financial and other information available to the independent services (1) on the
prior August 15th for reporting on December year-end and subsequent client
account statements through the following May's month-end client account
statements and (2) on the prior March 31st for reporting on June through
November month-end client account statements of the same year. Merrill Lynch
clients may contact their Merrill Lynch Financial Consultants or telephone the
number provided to them on their account statements to obtain a general
description of the methodology used by the independent valuation services to
determine their estimates of value. In addition, Registrant may provide an
estimate of limited partnership value to Unit holders from time to time in
Registrant's reports to limited partners. The estimated values provided by the
independent services and Registrant, which may differ, are not market values and
Unit holders may not be able to sell their Units or realize either amount upon a
sale of their Units. In addition, Unit holders may not realize such estimated
values upon the liquidation of Registrant's assets over its remaining life.
Distributions
Registrant owns a limited partnership interest in Local Partnerships that are
the owners of Properties which are leveraged and receive government assistance
in various forms of rental and debt service subsidies. The distribution of any
cash flow generated by the Local Partnerships may be restricted, as determined
by each Local Partnership's financing and subsidy agreements. Accordingly,
Registrant does not anticipate that it will provide significant annual cash
distributions to its partners. There were no cash distributions to the partners
during the years ended March 30, 1997 and 1996.
Low-income Tax Credits and Historic Rehabilitation Tax Credits (together, the
"Tax Credits"), which are subject to various limitations, may be used by
investors to offset federal income tax liabilities. The Tax Credits per Unit
generated by Registrant and allocated to the limited partners for the tax years
ended December 31, 1996 and 1995 and the cumulative Tax Credits allocated from
inception through December 31, 1996 are as follows:
Historic
Rehabilitation Low-income
Tax Credits Tax Credits
Tax year ended December 31, 1996 $ -- $ 144.49
Tax year ended December 31, 1995 -- 144.49
Cumulative totals $ 6.56 $ 1,013.84
Notwithstanding future circumstances which may give rise to recapture or loss of
future benefits (see Part I, Item 2 - Properties, herein), Registrant expects to
generate total Tax Credits from investments in Local Partnerships of
approximately $1,500 per Unit through December 31, 2001.
Item 6. Selected Financial Data
The information set forth below presents selected financial data of Registrant.
Additional detailed financial information is set forth in the audited financial
statements included under Part II, Item 8 herein.
Years Ended March 30,
1997 1996 1995 1994 1993
--------------------------------------------------------------------------
Interest and other $ 359,806 $ 360,324 $ 335,780 $ 446,683 $ 422,873
=============== ============== ============== ============== ================
revenue
Equity in loss of
investment in local $ (5,180,297) $ (3,514,333) $ (3,914,008) $ (4,323,884) $ (4,078,752)
============= ============ ============ ============ ===============
partnerships
Net loss $ (5,506,972) $ (3,837,432) $ (4,266,419) $ (4,620,850) $ (4,347,960)
============= ============ ============ ============ ===============
Net loss per unit of
limited partnership $ (97.80)$ (68.15)$ (75.77)$ (82.06$ (77.22)
=============== ============== =============== ================================
interest
As of March 30,
1997 1996 1995 1994 1993
------------------------------------------------------------------------
Total assets $ 23,022,129 $ 28,509,605 $ 32,573,919 $ 36,497,595 $ 40,935,985
============ ============ ============ ============ =============
Item 7. Management's Discussion and Analysis of Financial Condition and Results
of Operations
Capital Resources and Liquidity
Registrant registered 100,000 units of limited partnership interest ("Units") at
$1,000 per Unit with the Securities and Exchange Commission (the "Commission")
and on May 9, 1989, the Commission declared effective Amendment No. 2 to the
Registration Statement on Form S-11. Registrant admitted limited partners
between June 28, 1989 and September 22, 1989 in three closings with aggregate
limited partners' capital contributions amounting to $55,746,000.
Registrant acquired fifty limited partnership interests (the "Local Partnership
Interests") in partnerships (the "Local Partnership" or "Local Partnerships")
representing capital contributions in the amount of $45,692,662. The Local
Partnerships own low-income multifamily residential complexes (the "Property" or
"Properties") which qualify for the low-income tax credit established by Section
42 of the Tax Reform Act of 1986 (the "Low-income Tax Credit"); one Local
Partnership owns a Property which also qualifies for the historic rehabilitation
tax credit in accordance with Section 48(g) of the Internal Revenue Code of
1986. The required holding period of each Property, in order to avoid Low-income
Tax Credit recapture, is fifteen years from the year in which the Low-income Tax
Credits commence on the last building of the Property (the "Compliance Period").
The investment in Local Partnerships are highly illiquid.
From the closing of Units, Registrant established a working capital reserve.
Registrant is not expected to have access to any source of financing.
Accordingly, if unforeseen contingencies arise that cause a Local Partnership to
require additional capital, in addition to that contributed by Registrant, the
source of such capital needs may be obtained from (i) limited working capital
reserves of Registrant (which may include distributions received from Local
Partnerships), (ii) debt financing at the Local Partnership level (which may not
be available) or (iii) additional equity contributions of the general partner of
a Local Partnership (the "Local General Partner"). In addition, the Local
Partnerships are generally expected to maintain escrow reserves over time in
addition to the reserves maintained by Registrant. There can be no assurance
that any of these sources would be readily available to provide for possible
additional capital requirements or be sufficient to remedy any such unforeseen
contingencies.
As of March 30, 1997, Registrant's working capital is comprised of cash and cash
equivalents of $674,160, investments in corporate bonds of $3,068,937,
investments in U.S. Treasury bonds of $402,845 and investments in U.S.
government agency bonds of $679,696. Registrant acquired such investments in
bonds with the intention of utilizing proceeds generated by such investments in
bonds to meet its annual obligations. Future sources of Registrant's funds are
expected primarily from interest earned on investments of working capital
reserves, retired investments in bonds and limited cash distributions from Local
Partnerships.
Item 7. Management's Discussion and Analysis of Financial Condition and
Results of Operations (continued)
During the year ended March 30, 1997, Registrant received cash from interest
earnings and distributions from the Local Partnerships and utilized cash for
operating expenses. In addition, Registrant received $200,000 from the maturity
of investments in bonds. Cash and cash equivalents and investments in bonds
available-for-sale decreased, in the aggregate, by approximately $190,000 during
the year ended March 30, 1997, which decrease includes a net unrealized loss
recorded on investments in bonds of approximately $114,000, the amortization of
net premium on investments in bonds of approximately $51,000 and the accretion
of zero coupon bonds of approximately $39,000. During the year ended March 30,
1997, the investment in Local Partnerships decreased as a result of Registrant's
equity in the Local Partnerships' net loss for the year ended December 31, 1996
of $5,180,297 and cash distributions received from Local Partnerships of
$117,999.
The Properties are principally comprised of subsidized and leveraged low-income
multifamily residential complexes located throughout the United States and
Puerto Rico. The rents of the Properties, many of which receive rental subsidy
payments, including payments under Section 8 of Title II of the Housing and
Community Development Act of 1974 ("Section 8"), are subject to specific laws,
regulations and agreements with federal and state agencies. The subsidy
agreements expire at various times during and after the Compliance Periods of
the Local Partnerships. The United States Department of Housing and Urban
Development ("HUD") has issued notices which implement provisions to renew
certain project based Section 8 contracts expiring during HUD's fiscal year
1997, where requested by an owner, for an additional one year term generally at
or below current rent levels, subject to certain guidelines. HUD has an
additional program which, in general, provides for restructuring rents and/or
mortgages where rents may be adjusted to market levels and mortgage terms may be
adjusted based on the reduction in rents, although there may be instances in
which only rents, but not mortgages, are restructured. Registrant cannot
reasonably predict legislative initiatives and governmental budget negotiations,
the outcome of which could result in a reduction in funds available for the
various federal and state administered housing programs including the Section 8
program. Such changes could adversely affect the future net operating income and
debt structure of any or all Local Partnerships currently receiving such subsidy
or similar subsidies. Six Local Partnerships' Section 8 contracts, which cover
certain rental units, are scheduled to expire in 1997, three of which expired
during 1996 and were extended for one year. In addition, the Local Partnerships
have various financing structures which include (i) required debt service
payments ("Mandatory Debt Service") and (ii) debt service payments which are
payable only from available cash flow subject to the terms and conditions of the
notes, which may be subject to specific laws, regulations and agreements with
appropriate federal and state agencies ("Non-Mandatory Debt Service or
Interest"). During the year ended December 31, 1996, revenue from operations,
Local General Partner advances and reserves of the Local Partnerships have
generally been sufficient to cover the operating expenses and Mandatory Debt
Service. Substantially all of the Local Partnerships are effectively operating
at or near break even levels, although certain Local Partnerships' accounting
information reflects operating deficits that do not represent cash deficits due
to their mortgage and financing structure and the required deferral of property
management fees. However, as discussed below, certain Local Partnerships'
operating information indicates below break even operations after taking into
account their mortgage and financing structure and the required deferral of
property management fees.
The terms of the partnership agreements of Christian Street Associates Limited
Partnership (the "Christian Street Local Partnership") and 2000-2100 Christian
Street Associates (the "2000 Christian Street Local Partnership"), which Local
Partnerships have certain common general partner interests and a common first
mortgage lender, require the Local General Partners to advance funds to cover
operating deficits up to $182,500 (through March 1996) and $130,000 (through
December 1996), respectively, and to cause the management agent to defer
property management fees in order to avoid a default under the respective
mortgages. The properties have experienced ongoing operating deficits and as of
December 31, 1996, the Local General Partners have advanced approximately
$329,000 to the Christian Street Local Partnership and approximately $248,000 to
the 2000 Christian Street Local Partnership. Pending an attempt to address a
potential loan restructuring of the respective mortgages with the lender, the
Local General Partners have informed Registrant that they do not intend to
continue to voluntarily fund the operating deficits of the properties. The Local
General Partners have further informed Registrant that the Christian Street
Local Partnership and the 2000 Christian Street Local Partnership have not made
the required principal and interest payments under their first mortgage
obligations since December 1996 and that the lender has declared both mortgages
in default. The Local General Partners have approached the lender and are
currently in the process of negotiating a workout, but the lender has clearly
indicated that in connection with any proposed workout, the Local General
Partners would be responsible for funding a portion of any remaining deficit
after taking into account the benefits of the workout. Such amounts would likely
be significant. There can be no assurance that any such workout will be
achieved. The Christian Street Local Partnership and the 2000 Christian Street
Local Partnership incurred operating deficits for the year ended December 31,
1996 of approximately $60,000 and $54,000, respectively (exclusive of property
management fees of approximately $23,000 and $18,000, respectively). Of
Item 7. Management's Discussion and Analysis of Financial Condition and
Results of Operations (continued)
Registrant's total annual Low-income Tax Credits, approximately 5% and 3% are
allocated from the Christian Street Local Partnership and the 2000 Christian
Street Local Partnership, respectively.
Due to continuing operating deficits and the uncertainty of future operating
income of the Christian Street and 2000 Christian Street Local Partnerships, the
combined financial statements of the Local Partnerships for the year ended
December 31, 1996 include a loss from impairment of long-lived assets totaling
$7,314,852, which represents an adjustment of the real property of the Christian
Street and 2000 Christian Street Local Partnerships of $3,986,977 and
$3,327,875, respectively, based on estimates of expected future cash flows.
Registrant recorded additional equity in loss of investment in Local
Partnerships of $1,371,790 as a result of such impairment. Although such loss
results in a zero investment balance in the Christian Street and 2000 Christian
Street Local Partnerships, the remaining Low-income Tax Credits available are
approximately $12 per Unit per annum collectively for January 1, 1997 through
December 31, 2000.
During the year ended December 31, 1996, Forest Village Housing Partnership (the
"Forest Village Local Partnership") incurred an operating deficit of
approximately $4,000. There is no operating deficit guarantee in connection with
the Forest Village Local Partnership. All required payments on the mortgages and
real estate taxes are current. Of Registrant's total annual Low-income Tax
Credits, approximately 1% is allocated from the Forest Village Local
Partnership.
The first mortgage of Ann Ell Apartments Associates, Ltd. (the "Ann Ell Local
Partnership") has been declared in default due to insufficient deposits to the
replacement reserve and the lender has alleged certain other incidents of
default including, among other things, inadequate funding of real estate tax and
insurance escrows and failure to procure certain minimum insurance coverage,
resulting in the lender filing a foreclosure action and a motion for summary
judgment. The Local General Partner of the Ann Ell Local Partnership reports
that the Ann Ell Local Partnership incurred costs for capital improvements and
unscheduled maintenance which were in excess of the replacement reserve funding
requirement and further reports that the other incidents have been wrongly
alleged and has requested a meeting with the lender to discuss the resolution of
this matter. Registrant has taken action to replace the Local General Partner
and the management agent of the Ann Ell Local Partnership.
Littleton Avenue Community Village, L.P. (the "Littleton Local Partnership") is
a defendant in a lawsuit resulting from an accident in 1989 during the
construction of the complex owned by the Littleton Local Partnership. In
November 1995 the Littleton Local Partnership and one co-defendant were found
liable in the lawsuit, of which the Littleton Local Partnership's potential
liability is approximately $300,000. The Littleton Local Partnership has
appealed the result of the trial and has filed a lawsuit against the
construction period insurance companies, which were not co-defendants in the
lawsuit. Although the Local General Partner of the Littleton Local Partnership
expects the incident to be covered by insurance, it has agreed to indemnify the
Littleton Local Partnership and has established an escrow of approximately
$325,000 from development proceeds in the event the Littleton Local Partnership
is unsuccessful in its appeal and its action against the construction period
insurance companies.
Results of Operations
Registrant's operating results are dependent upon the operating results of the
Local Partnerships and are significantly impacted by the Local Partnerships'
policies. In addition, the operating results herein are not necessarily the same
for tax reporting. Registrant accounts for its investment in Local Partnerships
in accordance with the equity method of accounting, under which the investment
is carried at cost and is adjusted for Registrant's share of the Local
Partnership's results of operations and by any cash distributions received.
Equity in loss of each investment in Local Partnership allocated to Registrant
is recognized to the extent of Registrant's investment balance in each Local
Partnership. Any equity in loss in excess of Registrant's investment balance in
a Local Partnership is allocated to other partners' capital in each such Local
Partnership. As a result, the equity in loss of investment in Local Partnerships
is expected to decrease as Registrant's investment balances in the respective
Local Partnerships become zero. However, the combined statements of operations
of the Local Partnerships reflected in Note 5 to Registrant's financial
statements include the operating results of all Local Partnerships, regardless
of Registrant's investment balances.
Cumulative losses and cash distributions in excess of investment in Local
Partnerships may result from a variety of circumstances, including a Local
Partnership's accounting policies, subsidy structure, debt structure and
operating deficits,
Item 7. Management's Discussion and Analysis of Financial Condition and
Results of Operations (continued)
among other things. Accordingly, cumulative losses and cash distributions in
excess of the investment are not necessarily indicative of adverse operating
results of a Local Partnership. See discussion above under Capital Resources and
Liquidity regarding certain Local Partnerships currently operating below
economic break even levels.
Year Ended March 30, 1997
For the year ended March 30, 1997, Registrant had a net loss of approximately
$5,507,000, which included an equity in loss of investment in Local Partnerships
of approximately $5,180,000 (which includes $1,371,790 from the recorded
impairment in connection with the Christian Street and 2000 Christian Street
Local Partnerships) for the year ended December 31, 1996. Nonrecognition of
losses in excess of Registrant's investment in certain Local Partnerships during
the year was approximately $6,302,000. Registrant's loss from operations for the
year ended March 30, 1997 of approximately $327,000 was attributable to interest
revenue of approximately $360,000, exceeded by operating expenses of
approximately $687,000. Interest revenue for future periods is expected to
decline as investments in bonds mature and are utilized for Registrant's
operating expenses.
The Local Partnerships' net loss of approximately $11,942,000 for the year ended
December 31, 1996 was attributable to rental and other revenue of approximately
$20,591,000, exceeded by operating and interest expenses of approximately
$19,103,000, approximately $6,115,000 of depreciation and amortization expenses
and approximately $7,315,000 incurred by the Christian Street Local Partnership
and the 2000 Christian Street Local Partnership in connection with the recorded
adjustment of the properties to their estimated fair market value. The Local
Partnerships' net loss for the year ended December 31, 1996 includes accrued
Non-Mandatory Interest charges of approximately $695,000 and does not include
principal amortization on mortgage loans payable of approximately $1,045,000.
Year Ended March 30, 1996
For the year ended March 30, 1996, Registrant had a net loss of approximately
$3,837,000, which included an equity in loss of investment in Local Partnerships
of approximately $3,514,000 for the year ended December 31, 1995. Nonrecognition
of losses in excess of Registrant's investment in certain Local Partnerships
during the year was approximately $342,000. Registrant's loss from operations
for the year ended March 30, 1996 of approximately $323,000 was attributable to
interest revenue of approximately $360,000, exceeded by operating expenses of
approximately $683,000.
The Local Partnerships' net loss of approximately $4,159,000 for the year ended
December 31, 1995 was attributable to rental and other revenue of approximately
$20,163,000, exceeded by operating and interest expenses of approximately
$18,588,000 and approximately $5,734,000 of depreciation and amortization
expenses. The Local Partnerships' net loss for the year ended December 31, 1995
includes accrued Non-Mandatory Interest charges of approximately $690,000 and
does not include principal amortization on mortgage loans payable of
approximately $942,000.
Year Ended March 30, 1995
For the year ended March 30, 1995, Registrant had a net loss of approximately
$4,266,000, which included an equity in loss of investment in Local Partnerships
of approximately $3,914,000 for the year ended December 31, 1994. Nonrecognition
of losses in excess of Registrant's investment in certain Local Partnerships
during the year was approximately $317,000. Registrant's loss from operations
for the year ended March 30, 1995 of approximately $352,000 was attributable to
interest revenue of approximately $333,000 and other income from Local
Partnerships of approximately $3,000, exceeded by operating expenses of
approximately $684,000 and amortization of organization costs of approximately
$4,000. Equity in loss of investment in Local Partnerships includes expenditures
of $105,644 incurred by Registrant in connection with its investment in the
Forest Village Local Partnership.
The Local Partnerships' net loss of approximately $4,522,000 for the year ended
December 31, 1994 was attributable to rental and other revenue of approximately
$19,286,000, exceeded by operating and interest expenses of approximately
$18,060,000 and approximately $5,748,000 of depreciation and amortization
expenses. The Local Partnerships' net loss for the year ended December 31, 1994
includes accrued Non-Mandatory Interest charges of approximately $700,000 and
does not include principal amortization on mortgage loans payable of
approximately $871,000.
Item 7. Management's Discussion and Analysis of Financial Condition and
Results of Operations (continued)
Year Ended March 30, 1997 v. 1996
Registrant's operations for the year ended March 30, 1997 resulted in a net loss
of approximately $5,507,000 as compared to a net loss of approximately
$3,837,000 for the year ended March 30, 1996. The increase in net loss is
primarily attributable to an increase in the equity in loss of investment in
Local Partnerships of approximately $1,666,000, which is primarily the result of
the adjustment to reduce the Christian Street Local Partnership and the 2000
Christian Street Local Partnership properties to their estimated fair value and
an increase in depreciation expense of two Local Partnerships associated with
payments in connection with acquisition notes which were originally not recorded
due to the uncertainty of ultimate repayment at the time the respective
Properties were placed in service, partially offset by an increase in the
nonrecognition of losses in excess of Registrant's investment in Local
Partnerships of approximately $5,960,000 in accordance with the equity method of
accounting.
Year Ended March 30, 1996 v. 1995
Registrant's operations for the year ended March 30, 1996 resulted in a net loss
of approximately $3,837,000 as compared to a net loss of approximately
$4,266,000 for the year ended March 30, 1995. The decrease in net loss is
primarily attributable to a decrease in the equity in loss of investment in
Local Partnerships of approximately $400,000. The decrease in the equity in loss
of investment in Local Partnerships is primarily the result of the improved
results of operations of the Local Partnerships, as a whole. In addition,
Registrant did not incur expenditures in connection with the Forest Village
Local Partnership during the year ended March 30, 1996.
Inflation
Inflation is not expected to have a material adverse impact on Registrant's
operations during its period of ownership of the Local Partnership Interests.
Recent Accounting Statements Not Yet Adopted
In February 1997, the Financial Accounting Standards Board issued
Statement of Financial Accounting Standards ("SFAS") No. 128, "Earnings
per Share" and SFAS No. 129, "Disclosure of Information about Capital
Structure." SFAS No. 128 provides accounting and reporting standards
for the amount of earnings per share. SFAS No. 129 requires the disclosure
in summary form within the financial statements of the pertinent rights and
privileges of the various securities outstanding. SFAS No. 128 and
SFAS No. 129 are effective for fiscal years ending after December 15, 1997
and earlier application is not permitted.
The implementation of SFAS No. 128 and SFAS No. 129 is not expected to
materially impact Registrant's financial statements because Registrant's
earnings per share would not be significantly affected and the disclosures
regarding the capital structure in the financial statements would not be
significantly changed.
AMERICAN TAX CREDIT PROPERTIES II L.P.
Item 8. Financial Statements and Supplementary Data
Table of Contents Page
Independent Auditors' Report...................................................
Balance Sheets as of March 30, 1997 and 1996..................................
Statements of Operations for the years ended March 30, 1997, 1996 and 1995....
Statements of Changes in Partners' Equity (Deficit) for the years ended
March 30, 1997, 1996 and 1995..............................................
Statements of Cash Flows for the years ended March 30, 1997, 1996 and 1995.....
Notes to Financial Statements as of March 30, 1997, 1996 and 1995.............
No financial statement schedules are included because of the absence of the
conditions under which they are required or because the information is included
in the financial statements or the notes thereto.
Independent Auditors' Report
To the Partners
American Tax Credit Properties II L.P.
We have audited the accompanying balance sheets of American Tax Credit
Properties II L.P. as of March 30, 1997 and 1996, and the related statements of
operations, changes in partners' equity (deficit) and cash flows for each of the
three years in the period ended March 30, 1997. These financial statements are
the responsibility of the partnership's management. Our responsibility is to
express an opinion on these financial statements 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, the financial statements referred to above present
fairly, in all material respects, the financial position of American Tax Credit
Properties II L.P. as of March 30, 1997 and 1996, and the results of its
operations and its cash flows for each of the three years in the period ended
March 30, 1997, in conformity with generally accepted accounting principles.
/s/ Reznick Fedder and Silverman
Bethesda, Maryland
May 8, 1997
AMERICAN TAX CREDIT PROPERTIES II L.P.
BALANCE SHEETS
MARCH 30, 1997 AND 1996
Notes 1997 1996
----- ----------------------------
ASSETS
Cash and cash equivalents 3,9 $ 674,160 $ 538,912
Investments in bonds available-for-sale 4,9 4,151,478 4,477,098
Investment in local partnerships 5,8 18,119,151 23,417,447
Interest receivable 9 77,340 76,148
---------------- ----------------
$ 23,022,129 $ 28,509,605
============ ============
LIABILITIES AND PARTNERS' EQUITY (DEFICIT)
Liabilities
Accounts payable and accrued expenses 8,9 $ 561,847 $ 480,944
Payable to general partner 6,8,9 486,224 426,440
Other 62,600 69,600
---------------- ---------------
1,110,671 976,984
-------------- --------------
Commitments and contingencies 8
Partners' equity (deficit) 2,4
General partner (272,442) (217,372)
Limited partners, $1,000 stated value per unit (55,746
units of limited partnership interest outstanding) 22,305,343 27,757,245
Unrealized loss on investments in bonds
available-for-sale, net (121,443) (7,252)
-------------- ----------------
21,911,458 27,532,621
$ 23,022,129 $ 28,509,605
============ ============
See Notes to Financial Statements.
AMERICAN TAX CREDIT PROPERTIES II L.P.
STATEMENTS OF OPERATIONS
YEARS ENDED MARCH 30, 1997, 1996 AND 1995
Notes 1997 1996 1995
----- ------------------ ------------------ -----------
REVENUE
Interest $ 359,806 $ 360,143 $ 333,280
Other income from local partnerships 181 2,500
-------------------------------------- -----------------
TOTAL REVENUE 359,806 360,324 335,780
----------------- --------------- -------------
EXPENSES
Administration fees 8 299,307 299,307 299,307
Management fees 6,8 299,307 299,307 299,307
Professional fees 57,140 56,071 61,325
Printing, postage and other 30,727 28,738 24,502
Amortization 3,750
---------------------------------------------------------
TOTAL EXPENSES 686,481 683,423 688,191
------------------ ----------------- ----------------
Loss from operations (326,675) (323,099) (352,411)
Equity in loss of investment in
local partnerships 5 (5,180,297) (3,514,333) (3,914,008)
---------------- ---------------- ----------------
NET LOSS $ (5,506,972) $ (3,837,432) $ (4,266,419)
=============== =============== ==============
NET LOSS ATTRIBUTABLE TO 2
General partner $ (55,070) $ (38,374) $ (42,664)
Limited partners (5,451,902) (3,799,058) (4,223,755)
---------------- --------------- ---------------
$ (5,506,972) $ (3,837,432) $ (4,266,419)
=============== =============== ==============
NET LOSS per unit of limited
partnership interest (55,746 units
of limited partnership interest) $ (97.80) $ (68.15) $ (75.77)
================== ================== =================
See Notes to Financial Statements.
AMERICAN TAX CREDIT PROPERTIES II L.P.
STATEMENTS OF CHANGES IN PARTNERS' EQUITY (DEFICIT)
YEARS ENDED MARCH 30, 1997, 1996 AND 1995
Unrealized
Gain (Loss) on
Investments in
Bonds Availavle
For-Sale
General Partner Limited Partners Net Total
Partners' equity (deficit), March $ (136,334)$ 35,780,058 $ $ 35,643,724
30, 1994
Net loss (42,664) (4,223,755) (4,266,419)
Unrealized loss on investments in
bonds available-for-sale, net (92,946) (92,946)
--------------------------------------------------- --------------
Partners' equity (deficit), March (178,998) 31,556,303 (92,946) 31,284,359
30, 1995
Net loss (38,374) (3,799,058) (3,837,432)
Change in unrealized loss on
investments in bonds 85,694 85,694
--------------------------------------------------- ---------------
available-for-sale, net
Partners' equity (deficit), March (217,372) 27,757,245 (7,252) 27,532,621
30, 1996
Net loss (55,070) (5,451,902) (5,506,972)
Change in unrealized loss on
investments in bonds (114,191) (114,191)
-------------------------------------------------- --------------
available-for-sale, net
Partners' equity (deficit), March $ (272,442) $ 22,305,343 $ (121,443) $ 21,911,458
================= ============== ============= ============
30, 1997
See Notes to Financial Statements.
AMERICAN TAX CREDIT PROPERTIES II L.P.
STATEMENTS OF CASH FLOWS
YEARS ENDED MARCH 30, 1997, 1996 AND 1995
1997 1996 1995
------------------------------------------
CASH FLOWS FROM OPERATING ACTIVITIES
Interest received $ 370,043 $ 395,194 $ 374,323
Other income from local partnerships 181 2,500
Cash used for local partnerships for deferred expenses (7,000) (7,000) (7,000)
Cash paid for
administration fees (239,513) (239,508) (240,520)
management fees (239,523) (241,894) (290,510)
professional fees (51,890) (53,571) (57,575)
printing, postage and other expenses (14,868) (25,467) (32,960)
interest on an outstanding capital contribution (83,100)
----------------------------- -------------
Net cash used in operating activities (182,751) (255,165) (251,742)
------------ ------------ ------------
CASH FLOWS FROM INVESTING ACTIVITIES
Cash distributions from local partnerships 117,999 186,833 95,713
Maturity/redemption of bonds 200,000 512,824
Investment in local partnership (360,000)
Transfer from (to) restricted cash 428,559 (19,813)
Investments in bonds (includes accrued interest of $6,427
paid at purchase) (1,002,661)
Expenditures in connection with a local partnership (105,644)
---------------------------------------------
Net cash provided by (used in) investing activities 317,999 (747,269) 483,080
------------- ------------ --------------
Net increase (decrease) in cash and cash equivalents 135,248 (1,002,434) 231,338
Cash and cash equivalents at beginning of year 538,912 1,541,346 1,310,008
------------- ------------ ------------
CASH AND CASH EQUIVALENTS AT END OF YEAR $ 674,160 $ 538,912 $ 1,541,346
============= ============= ===========
SIGNIFICANT NON-CASH INVESTING ACTIVITIES
Unrealized gain (loss) on investments in bonds $ (114,191) $ 85,694 $ (92,946)
============ ============== ============
available-for-sale, net
Capital contribution payable $ 360,000
============
- - ----------------------------------------------------------- --------------- --------------- ---------------
See reconciliation of net loss to net cash used in operating
activities on page 21.
See Notes to Financial Statements.
AMERICAN TAX CREDIT PROPERTIES II L.P.
STATEMENTS OF CASH FLOWS - (Continued)
YEARS ENDED MARCH 30, 1997, 1996 AND 1995
1997 1996 1995
------------------------------------------
RECONCILIATION OF NET LOSS TO NET CASH USED IN
OPERATING ACTIVITIES
Net loss $ (5,506,972) $ (3,837,432) $ (4,266,419)
Adjustments to reconcile net loss to net cash
used in operating activities
Equity in loss of investment in local 5,180,297 3,514,333 3,914,008
partnerships
Amortization of net premium on investments in bonds 50,524 69,667 49,840
Accretion of zero coupon bonds (39,095) (39,095) (39,095)
Amortization of organization costs 3,750
Decrease (increase) in interest receivable
(includes accrued interest of $6,427 paid at
purchase for the year ended March 30, 1996) (1,192) (10,062) 10,485
Increase in payable to general partner 59,784 57,413 8,797
Increase in accounts payable and accrued expenses 80,903 65,570 54,079
Decrease in other liabilities (7,000) (7,000) (7,000)
Increase (decrease) in interest payable (68,559) 19,813
------------------------------ ---------------
NET CASH USED IN OPERATING ACTIVITIES $ (182,751) $ (255,165) $ (251,742)
============ ============ ============
See Notes to Financial Statements.
AMERICAN TAX CREDIT PROPERTIES II L.P.
NOTES TO FINANCIAL STATEMENTS
MARCH 30, 1997, 1996 AND 1995
1. Organization, Purpose and Summary of Significant Accounting Policies
American Tax Credit Properties II L.P. (the "Partnership") was formed on
October 26, 1988 and the Certificate of Limited Partnership of the
Partnership was filed under the Delaware Revised Uniform Limited
Partnership Act. There was no operating activity until admission of the
limited partners on June 28, 1989. The Partnership was formed to invest
primarily in leveraged low-income multifamily residential complexes (the
"Property" or "Properties") which qualify for the low-income tax credit
established by Section 42 of the Tax Reform Act of 1986 (the "Low-income
Tax Credit"), through the acquisition of limited partnership equity
interests (the "Local Partnership Interests") in partnerships (the "Local
Partnership" or "Local Partnerships") that are the owners of the
Properties. The Partnership has invested in one Property which also
qualifies for the historic rehabilitation tax credit in accordance with
Section 48(g) of the Internal Revenue Code of 1986. Richman Tax Credit
Properties II L.P. (the "General Partner") was formed on October 26, 1988
to act as the sole general partner of the Partnership. contributions. Such
amounts were recorded as a liability and an offset to interest revenue.
Basis of Accounting and Fiscal Year
The Partnership's records are maintained on the accrual basis of
accounting for both financial reporting and tax purposes. For financial
reporting purposes, the Partnership's fiscal year ends March 30 and its
quarterly periods end June 29, September 29 and December 30. The Local
Partnerships have a calendar year for financial reporting purposes. The
Partnership and the Local Partnerships each have a calendar year for
income tax purposes.
The Partnership accounts for its investment in Local Partnerships in
accordance with the equity method of accounting (see Note 5), under which
the investment is carried at cost which includes capital contributions
payable, and is adjusted for the Partnership's share of the Local
Partnership's results of operations and by any cash distributions
received. Equity in loss of each investment in Local Partnership allocated
to the Partnership is recognized to the extent of the Partnership's
investment balance in each Local Partnership. Any equity in loss in excess
of the Partnership's investment balance in a Local Partnership is
allocated to other partners' capital in each such Local Partnership.
Previously unrecognized equity in loss of any Local Partnership is
recognized in the fiscal year in which equity in income is earned by such
Local Partnership. Distributions received subsequent to the elimination of
an investment balance for any such Local Partnership are recorded as other
income from Local Partnerships.
Use of Estimates
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the
financial statements and the reported amounts of revenue and expenses
during the reporting period. Actual results could differ from those
estimates.
Adoption of Accounting Standard
On March 31, 1996, the Partnership adopted Statement of Financial
Accounting Standards ("SFAS") No. 121, "Accounting for Impairment of
Long-Lived Assets and for Long-Lived Assets to be Disposed of." SFAS No.
121 requires that long-lived assets and certain identifiable intangibles
held and used by an entity be reviewed for impairment whenever events or
changes in circumstances indicate that the carrying amount of an asset may
not be recoverable (see Note 5).
AMERICAN TAX CREDIT PROPERTIES II L.P.
NOTES TO FINANCIAL STATEMENTS - (Continued)
MARCH 30, 1997, 1996 AND 1995
1. Organization, Purpose and Summary of Significant Accounting
Policies (continued)
Cash and Cash Equivalents
For purposes of the statements of cash flows, the Partnership considers
all highly liquid investments purchased with an original maturity of three
months or less at the date of acquisition to be cash equivalents. Cash and
cash equivalents are stated at cost which approximates market value.
Investments in Bonds Available-For-Sale
Investments in bonds classified as available-for-sale represent
investments in bonds that the Partnership intends to hold for an
indefinite period of time but not necessarily to maturity. Any decision to
sell an investment classified as available-for-sale would be based on
various factors, including significant movements in interest rates and
liquidity needs. Investments in bonds available-for-sale are carried at
estimated fair value and unrealized gains or losses are reported as a
separate component of partners' equity (deficit).
Premium/Discount on Investments
Premiums and discounts on investments in bonds available-for-sale are
amortized (accreted) using the straight-line method over the life of the
investment. Amortized premiums offset interest revenue, while the
accretion of discounts and zero coupon bonds are included in interest
revenue. Unamortized premiums and unaccreted discounts of investments
redeemed prior to maturity are offset against, or included in, interest
revenue.
Gain (Loss) on Redemption or Sale of Investments
Realized gain (loss) on redemption or sale of investments in bonds
available-for-sale are included in, or offset against, interest revenue on
the basis of the adjusted cost of each specific investment redeemed or
sold.
Organization Costs
Organization costs were amortized on a straight-line basis over five (5)
years; such costs became fully amortized during the year ended March 30,
1995.
Interest on Capital Contributions Payable to Local Partnerships
Pursuant to agreements with certain Local Partnerships, interest is
accrued on certain installments of capital contributions. Such amounts
were recorded as a liability and an offset to interest revenue.
Income Taxes
No provision for income taxes has been made because all income, losses and
tax credits are allocated to the partners for inclusion in their
respective tax returns. In accordance with SFAS No. 109, "Accounting for
Income Taxes," the Partnership has included in Note 7 certain disclosures
related to differences in the book and tax bases of accounting.
Reclassifications
Certain reclassifications of amounts have been made to conform to the
current year presentation.
AMERICAN TAX CREDIT PROPERTIES II L.P.
NOTES TO FINANCIAL STATEMENTS - (Continued)
MARCH 30, 1997, 1996 AND 1995
2. Capital Contributions
On June 14, 1989, the Partnership commenced the offering of units (the
"Units") through Merrill Lynch, Pierce, Fenner & Smith Incorporated (the
"Selling Agent"). On June 28, 1989, July 31, 1989 and September 22, 1989,
under the terms of the Amended and Restated Agreement of Limited
Partnership of the Partnership (the "Partnership Agreement"), the General
Partner admitted limited partners to the Partnership in three closings. At
these closings, subscriptions for a total of 55,746 Units representing
$55,746,000 in limited partners' capital contributions were accepted. In
connection with the offering of Units, the Partnership incurred
registration costs of $6,534,064, of which $75,000 was capitalized as
organization costs and $6,459,064 was charged to the limited partners'
equity. The Partnership received a capital contribution of $100 from the
General Partner.
Net loss is allocated 99% to the limited partners and 1% to the General
Partner in accordance with the Partnership Agreement.
3. Cash and Cash Equivalents
As of March 30, 1997, the Partnership has $674,160 in cash and cash
equivalents which are deposited in interest-bearing accounts with an
institution which is not insured by the Federal Deposit Insurance
Corporation.
4. Investments in Bonds Available-For-Sale
The Partnership carries its investments in bonds as available-for-sale
because such investments are used to facilitate and provide flexibility
for the Partnership's obligations, including resolving unforeseen
contingencies which may arise in connection with the Local Partnerships.
Investments in bonds available-for-sale are reflected in the accompanying
balance sheets at estimated fair value.
AMERICAN TAX CREDIT PROPERTIES II L.P.
NOTES TO FINANCIAL STATEMENTS - (Continued)
MARCH 30, 1997, 1996 AND 1995
4. Investments in Bonds Available-For-Sale (continued)
As of March 30, 1997, certain information concerning investments in bonds
available-for-sale is as follows:
Gross Gross
Amortized unrealized unrealized Estimated
cost gains losses fair value
Description and maturity
Corporate debt securities
Within one year $ 130,001 $ 915 $ -- $ 130,916
After one year through five
years 748,260 15,402 (6,457) 757,205
After five years through ten
years 2,079,161 10,635 (98,034) 1,991,762
After ten years 202,933 -- (13,879) 189,054
------------ ---------------------------- ------------
3,160,355 26,952 (118,370) 3,068,937
----------- ------------ ----------- -----------
U.S. Treasury debt securities
After ten years 442,441 -- (39,596) 402,845
------------ ---------------------------- ------------
U.S. government and agency
securities
After five years through ten
years 619,758 16,263 -- 636,021
After ten years 50,367 -- (6,692) 43,675
------------ ----------------------------- -------------
670,125 16,263 (6,692) 679,696
------------ ------------ ------------- ------------
$ 4,272,921 $ 43,215 $ (164,658) $ 4,151,478
=========== ============ =========== ===========
As of March 30, 1996, certain information concerning investments in bonds
available-for-sale is as follows:
Gross Gross
Amortized unrealized unrealized Estimated
cost gains losses fair value
Description and maturity
Corporate debt securities
Within one year $ 200,000 $ 1,468 $ -- $ 201,468
After one year through five
years 689,261 30,303 -- 719,564
After five years through ten
years 2,052,633 21,211 (72,516) 2,001,328
After ten years 429,265 5,738 (14,887) 420,116
----------- ----------- ---------- -----------
3,371,159 58,720 (87,403) 3,342,476
----------- ---------- ---------- ----------
U.S. Treasury debt securities
After ten years 403,346 -- (9,995) 393,351
------------ -------------- ----------- -----------
U.S. government and agency
securities
After five years through ten
years 659,445 37,242 -- 696,687
After ten years 50,400 -- (5,816) 44,584
------------- --------------- ------------- -------------
709,845 37,242 (5,816) 741,271
------------ ----------- ------------ ------------
$ 4,484,350 $ 95,962 $ (103,214) $ 4,477,098
=========== ========== ========== ===========
AMERICAN TAX CREDIT PROPERTIES II L.P.
NOTES TO FINANCIAL STATEMENTS - (Continued)
MARCH 30, 1997, 1996 AND 1995
5. Investment in Local Partnerships
As of March 30, 1997, the Partnership owns a limited partnership interest
in the following Local Partnerships:
1. 1989 Westview Arms Limited Partnership;
2. 2000-2100 Christian Street Associates (the "2000 Christian Street
Local Partnership");
3. Ann Ell Apartments Associates, Ltd.(the"Ann Ell Local Partnership");
4. Auburn Hills Apartments Limited Partnership;
5. Auburn Hills Townhouses Limited Partnership;
6. Batesville Family, L.P.;
7. Browning Road Phase I, L.P.;
8. Bruce Housing Associates, L.P.;
9. Canton Partners, L.P.;
10. Carrington Limited Dividend Housing Association Limited Partnership;
11. Christian Street Associates Limited Partnership (the "Christian
Street Local Partnership");
12. Cityside Apartments, Phase II, L.P.;
13. Cleveland Square, Ltd.;
14. College Avenue Apartments Limited Partnership;
15. Corrigan Square, Ltd.;
16. De Queen Villas Limited Partnership;
17. Dermott Villas Limited Partnership;
18. Eagle View, Ltd.;
19. Elm Hill Housing Limited Partnership;
20. Eudora Manor Limited Partnership;
21. Forest Village Housing Partnership (the "Forest Village Local
Partnership");
22. Harborside Housing Limited Partnership;
23. Hill Com I Associates Limited Partnership;
24. Hill Com II Associates Limited Partnership;
25. Hughes Manor Limited Partnership;
26. Ivy Family, L.P.;
27. Lakeside Housing Limited Partnership;
28. Lawrence Road Properties, Ltd.;
29. Lexington Estates Ltd., A Mississippi Limited Partnership;
30. Littleton Avenue Community Village, L.P.;
31. Lula Courts Ltd., L.P.;
32. Magee Elderly, L.P.;
33. Mirador del Toa Limited Partnership;
34. Nixa Heights Apartments, L.P.;
35. North Hills Farms Limited Partnership;
36. Patton Place Limited Partnership;
37. Plantersville Family, L.P.;
38. Powelton Gardens Associates;
39. Purvis Heights Properties, L.P.;
40. Queen Lane Investors;
41. Renova Properties, L.P.;
42. Santa Juanita Limited Dividend Partnership L.P. (the "Santa Juanita
Local Partnership");
43. Simpson County Family, L.P.;
44. Summers Village Limited Partnership;
45. Tchula Courts Apartments, L.P.;
46. The Pendleton (A Louisiana Partnership in Commendam);
47. Trenton Heights Apartments, L.P.;
48. Twin Pine Family, L.P.;
49. Village Creek Limited Partnership; and
50. York Park Associates Limited Partnership.
AMERICAN TAX CREDIT PROPERTIES II L.P.
NOTES TO FINANCIAL STATEMENTS - (Continued)
MARCH 30, 1997, 1996 AND 1995
5. Investment in Local Partnerships (continued)
Although the Partnership generally owns a 98.9%-99% limited partnership
interest in the Local Partnerships, the Partnership and American Tax
Credit Properties L.P. ("ATCP"), a Delaware limited partnership and an
affiliate of the Partnership, together, in the aggregate, acquired a 99%
Local Partnership Interest in the Santa Juanita Local Partnership; the
ownership percentages of the Partnership and ATCP of the Santa Juanita
Local Partnership are 64.36% and 34.64%, respectively. In addition, the
Partnership and American Tax Credit Properties III L.P. ("ATCP III"), a
Delaware limited partnership and an affiliate of the Partnership,
together, in the aggregate, acquired a 99% Local Partnership Interest in
certain Local Partnerships as follows:
The
Partnership ATCP III
Batesville Family, L.P. 37.25% 61.75%
Bruce Housing Associates, L.P. 37.25 61.75
Carrington Limited Dividend Housing
Association Limited Partnership 33.05 65.95
Ivy Family, L.P. 37.25 61.75
Lawrence Road Properties, Ltd. 37.25 61.75
Mirador del Toa Limited Partnership 39.94 59.06
Purvis Heights Properties, L.P. 37.25 61.75
Queen Lane Investors 50.50 48.50
The Properties are principally comprised of subsidized and leveraged
low-income multifamily residential complexes located throughout the United
States and Puerto Rico. The required holding period of each Property, in
order to avoid Low-income Tax Credit recapture, is fifteen years from the
year in which the Low-income Tax Credits commence on the last building of
the Property (the "Compliance Period"). The rents of the Properties are
controlled by federal and state agencies pursuant to applicable laws and
regulations (see Note 8). Under the terms of each of the fifty Local
Partnership's partnership agreements, the Partnership made capital
contributions in the aggregate amount of $45,692,662. As of December 31,
1996, the Local Partnerships have outstanding mortgage loans payable
totaling approximately $93,337,000 and accrued interest payable on such
loans totaling approximately $3,948,000, which are secured by security
interests and liens common to mortgage loans on the Local Partnerships'
real property and other assets.
Equity in loss of investment in Local Partnerships is limited to the
Partnership's investment balance in each Local Partnership; any excess is
applied to other partners' capital in any such Local Partnership (see Note
1). The amount of such excess losses applied to other partners' capital
was $6,301,666, $341,567 and $316,791 for the years ended December 31,
1996, 1995 and 1994, respectively, as reflected in the combined statements
of operations of the Local Partnerships reflected herein Note 5.
The combined balance sheets of the Local Partnerships as of December 31,
1996 and 1995 and the combined statements of operations of the Local
Partnerships for the years ended December 31, 1996, 1995 and 1994 are
reflected on pages 28 and 29, respectively.
AMERICAN TAX CREDIT PROPERTIES II L.P.
NOTES TO FINANCIAL STATEMENTS - (Continued)
MARCH 30, 1997, 1996 AND 1995
5. Investment in Local Partnerships (continued)
The combined balance sheets of the Local Partnerships as of December 31,
1996 and 1995 are as follows:
1996 1995
---------------------------
ASSETS
Cash and other investments $ 4,338,030 $ 5,021,628
Rental receivable 331,265 239,874
Escrow deposits and reserves 5,141,484 5,169,090
Land 4,180,673 4,307,489
Buildings and improvements (net of accumulated
depreciation of $37,016,338 and $33,336,052) 102,236,052 114,580,652
Intangible assets (net of accumulated amortization
of $992,006 and $996,272) 1,848,817 1,942,783
Other 993,891 1,048,066
-------------------------------
$ 119,070,212 $ 132,309,582
============= =============
LIABILITIES AND PARTNERS' EQUITY (DEFICIT)
Liabilities
Accounts payable and accrued expenses $ 1,520,643 $ 1,373,237
Due to related parties 4,650,126 4,654,626
Mortgage loans 93,336,971 94,490,718
Notes payable 2,804,927 3,450,605
Accrued interest 3,948,452 3,330,072
Other 28,190 610,617
--------------- ---------------
106,889,309 107,909,875
Partners' equity (deficit)
American Tax Credit Properties II L.P.
Capital contributions, net of distributions 45,115,322 45,256,337
Cumulative loss (26,904,774) (21,724,477)
-------------- --------------
18,210,548 23,531,860
General partners and other limited partners,
includingATCP and ATCP III
Capital contributions, net of distributions 3,503,853 3,639,386
Cumulative loss (9,533,498) (2,771,539)
--------------- ---------------
(6,029,645) 867,847
--------------- -----------------
12,180,903 24,399,707
$ 119,070,212 $ 132,309,582
============= =============
AMERICAN TAX CREDIT PROPERTIES II L.P.
NOTES TO FINANCIAL STATEMENTS - (Continued)
MARCH 30, 1997, 1996 AND 1995
5. Investment in Local Partnerships (continued)
The combined statements of operations of the Local Partnerships for the
years ended December 31, 1996, 1995 and 1994 are as follows:
1996 1995 1994
------------------- --------------------------------
REVENUE
Rental $ 19,816,507 $ 19,516,587 $ 18,757,914
Interest and other 774,491 646,027 528,115
----------------- ----------------- -----------------
TOTAL REVENUE 20,590,998 20,162,614 19,286,029
--------------- --------------- ---------------
EXPENSES
Administrative 3,061,254 3,098,156 3,066,837
Utilities 2,572,103 2,413,637 2,565,848
Operating, maintenance and other 4,511,247 4,026,163 3,319,990
Taxes and insurance 2,335,380 2,272,595 2,122,331
Interest (including amortization of
$93,966, $165,690 and $166,166) 6,717,508 6,943,019 7,150,873
Depreciation 6,020,910 5,568,319 5,581,736
Loss from impairment of long-lived 7,314,852
assets
TOTAL EXPENSES 32,533,254 24,321,889 23,807,615
--------------- --------------- ---------------
NET LOSS $ (11,942,256) $ (4,159,275) $ (4,521,586)
=============== ============== ==============
NET LOSS ATTRIBUTABLE TO
American Tax Credit Properties II $ (5,180,297) $ (3,514,333) $ (3,808,364)
L.P.
General partners and other limited partners, including ATCP & ATCP
III, which includes specially allocated items of income to certain
general partners of $38,171, $139,376 and $61,511, and $6,301,666,
$341,567 and $316,791
of American Tax (6,761,959) (644,942) (713,222)
----------------- --------------- ---------------
Credit Properties II L.P. loss
in excess of investment
$ (11,942,256) $ (4,159,275) $ (4,521,586)
============== ============= =============
AMERICAN TAX CREDIT PROPERTIES II L.P.
NOTES TO FINANCIAL STATEMENTS - (Continued)
MARCH 30, 1997, 1996 AND 1995
5. Investment in Local Partnerships (continued)
Investment activity with respect to each Local Partnership for the year
ended March 30, 1997 is as follows:
Investment in Cash
Local Partnership's distributions Investment
Partnership equity in received in Local
balance as income (loss) during the Partnership
Name of Local Partnership of March 30, for the year year ended balance as
1996 ended March 30, of March 30,
December 31, 1997 1997
1996
---------------------------------- -------------- ----------------- -------------- --------------
1989 Westview Arms Limited
Partnership $ 61,055 $ (6,594) $ -- $ 54,461
2000-2100 Christian Street
Associates 423,066 (423,066) (1) -- --
Ann Ell Apartments Associates,Ltd. -- -- (2) -- --
Auburn Hills Apartments Limited
Partnership 75,563 (23,032) -- 52,531
Auburn Hills Townhouses Limited
Partnership 1,424,845 (354,004) (2,500) 1,068,341
Batesville Family, L.P. 28,529 (20,311) -- 8,218
Browning Road Phase I, L.P. 57,453 (23,324) -- 34,129
Bruce Housing Associates, L.P. 73,339 (13,967) -- 59,372
Canton Partners, L.P. 90,063 (31,177) (1,790) 57,096
Carrington Limited Dividend Housing
Association Limited Partnership 616,836 (83,296) -- 533,540
Christian Street Associates
Limited Partnership 1,301,190 (1,301,190) (1) -- --
Cityside Apartments, Phase II, L.P. 3,445,971 (478,733) (5,000) 2,962,238
Cleveland Square, Ltd. 63,799 (25,616) -- 38,183
College Avenue Apartments
Limited Partnership 111,975 (41,959) (820) 69,196
Corrigan Square, Ltd. 139,780 (37,825) -- 101,955
De Queen Villas Limited
Partnership 30,661 (30,661) (1) -- --
Dermott Villas Limited Partnership 138,098 (33,265) -- 104,833
Eagle View, Ltd. 32,801 (4,994) -- 27,807
Elm Hill Housing Limited Partnership 3,438,461 (366,843) (5,000) 3,066,618
Eudora Manor Limited Partnership 69,579 (21,148) -- 48,431
Forest Village Housing Partnership -- -- (2) -- --
Harborside Housing Limited
Partnership 1,450,111 34,096 (2,380) 1,481,827
Hill Com I Associates Limited
Partnership 867,814 1,351 (55,586) 813,579
Hill Com II Associates Limited
Partnership 604,883 (13,147) (29,308) 562,428
Hughes Manor Limited Partnership 138,546 (29,481) -- 109,065
Ivy Family, L.P. 52,330 (9,902) -- 42,428
Lakeside Housing Limited
Partnership 1,560,517 (331,446) -- 1,229,071
Lawrence Road Properties, Ltd. 12,734 (5,002) -- 7,732
Lexington Estates Ltd. 12,536 (12,536) (1) -- --
Littleton Avenue Community
Village, L.P. 1,088,264 (403,303) -- 684,961
Lula Courts Ltd., L.P. 27,975 (22,028) -- 5,947
Magee Elderly, L.P. 55,544 (18,820) (731) 35,993
Mirador del Toa Limited Partnership -- -- (2) -- --
Nixa Heights Apartments, L.P. 79,198 (42,872) -- 36,326
North Hills Farms Limited
Partnership 2,936,302 (451,028) (2,500) 2,482,774
Patton Place Limited Partnership 515,576 (50,350) -- 465,226
Plantersville Family, L.P. 56,290 (13,934) -- 42,356
Powelton Gardens Associates 426,749 (43,054) -- 383,695
Purvis Heights Properties, L.P. 54,023 (3,503) -- 50,520
Queen Lane Investors 323,757 (55,874) (5,881) 262,002
Renova Properties, L.P. 38,278 (17,672) -- 20,606
Santa Juanita Limited Dividend
Partnership L.P. 286,739 (44,869) -- 241,870
Simpson County Family, L.P. 1,848 (1,848) (1) -- --
Summers Village Limited Partnership 76,280 (23,742) -- 52,538
Tchula Courts Apartments, L.P. -- -- (2) -- --
The Pendleton 217,353 (34,218) -- 183,135
Trenton Heights Apartments, L.P. 29,275 (14,451) -- 14,824
Twin Pine Family, L.P. 77,279 (19,657) -- 57,622
Village Creek Limited Partnership 159,435 (18,553) (1,503) 139,379
York Park Associates Limited
Partnership 644,747 (213,449) (5,000) 426,298
----------------------------- ------------- ---------------
$ 23,417,447 $ (5,180,297) $ (117,999) $ 18,119,151
============ ============ =========== ============
-------------------------------------------------------------------------------------------------
(1) The Partnership's equity in loss of an investment in a
Local Partnership is limited to the remaining investment balance.
(2) Additional equity in loss of investment is not allocated to the
Partnership until equity in income is earned.
AMERICAN TAX CREDIT PROPERTIES II L.P.
NOTES TO FINANCIAL STATEMENTS - (Continued)
MARCH 30, 1997, 1996 AND 1995
5. Investment in Local Partnerships (continued)
Investment activity with respect to each Local Partnership for the year
ended March 30, 1996 is as follows:
Cash
Partnership's distributions Cash
Investment equity in received distributions Investment
in income during classified in Local
Local (loss) for the year as other Partnership
Partnership the year ended income balance as
Name of Local Partnership balance as ended March 30, during the of March
of March December 31, 1996 year ended 30, 1996
30, 1995 1995 March 30,
1996
---------------------------------- ------------- ------------- ----------- -------------- ------------
1989 Westview Arms Limited
Partnership $ 68,428 $ (6,173) $ (1,20O) $ -- $ 61,055
2000-2100 Christian Street
Associates 628,185 (205,119) -- -- 423,066
Ann Ell Apartments Associates, Ltd. -- -- (2) -- -- --
Auburn Hills Apartments Limited
Partnership 102,021 (25,456) (1,002) -- 75,563
Auburn Hills Townhouses Limited
Partnership 1,569,911 (142,566) (2,500) -- 1,424,845
Batesville Family, L.P. 55,756 (27,227) -- -- 28,529
Browning Road Phase I, L.P. 101,239 (43,786) -- -- 57,453
Bruce Housing Associates, L.P. 84,737 (11,092) (306) -- 73,339
Canton Partners, L.P. 148,207 (58,144) -- -- 90,063
Carrington Limited Dividend
Housing Association
Limited Partnership 689,794 (72,958) -- -- 616,836
Christian Street Associates
Limited Partnership 1,481,602 (180,412) -- -- 1,301,190
Cityside Apartments, Phase II, 3,946,601 (500,630) -- -- 3,445,971
L.P.
Cleveland Square, Ltd. 88,858 (23,859) (1,200) -- 63,799
College Avenue Apartments 142,128 (30,153) -- -- 111,975
Limited Partnership
Corrigan Square, Ltd. 189,512 (47,332) (2,400) -- 139,780
De Queen Villas Limited 96,502 (65,841) -- -- 30,661
Partnership
Dermott Villas Limited 163,534 (25,436) -- -- 138,098
Partnership
Eagle View, Ltd. 41,824 ( -- -- 32,801
9,023)
Elm Hill Housing Limited 3,824,749 (383,788) (2,500) -- 3,438,461
Partnership
Eudora Manor Limited Partnership 87,648 (18,069) -- -- 69,579
Forest Village Housing -- -- (2) -- -- --
Partnership
Harborside Housing Limited 1,585,893 (116,138) (19,644) -- 1,450,111
Partnership
Hill Com I Associates Limited 913,761 ( 9,970) (35,977) -- 867,814
Partnership
Hill Com II Associates Limited 660,138 (34,770) (20,485) -- 604,883
Partnership
Hughes Manor Limited Partnership 175,419 (36,873) -- -- 138,546
Ivy Family, L.P. 60,804 (8,229) (245) -- 52,330
Lakeside Housing Limited 1,939,176 (293,201) (85,458) -- 1,560,517
Partnership
Lawrence Road Properties, Ltd. 31,560 (18,826) -- -- 12,734
Lexington Estates Ltd. 43,232 (30,696) -- -- 12,536
Littleton Avenue Community 1,476,881 (383,617) (5,000) -- 1,088,264
Village, L.P.
Lula Courts Ltd., L.P. 45,742 (17,767) -- -- 27,975
Magee Elderly, L.P. 80,020 (24,476) -- -- 55,544
Mirador del Toa Limited 30,949 (30,742) (388) 181
Partnership
Nixa Heights Apartments, L.P. 111,197 (31,999) -- -- 79,198
North Hills Farms Limited 2,903,475 35,327 (2,500) -- 2,936,302
Partnership
Patton Place Limited Partnership 578,082 (62,506) -- -- 515,576
Plantersville Family, L.P. 70,631 (13,861) (480) -- 56,290
Powelton Gardens Associates 462,309 (35,560) -- -- 426,749
Purvis Heights Properties, L.P. 67,055 (13,032) -- -- 54,023
Queen Lane Investors 377,893 (51,590) (2,546) -- 323,757
Renova Properties, L.P. 59,591 (20,833) (480) -- 38,278
Santa Juanita Limited Dividend 339,660 (52,921) -- -- 286,739
Partnership L.P.
Simpson County Family, L.P. 43,627 (41,779) -- -- 1,848
Summers Village Limited 96,158 (19,878) -- -- 76,280
Partnership
Tchula Courts Apartments, L.P. 4,540 (4,540) (1) -- -- --
The Pendleton 255,126 (37,053) (720) -- 217,353
Trenton Heights Apartments, L.P. 47,915 (18,640) -- -- 29,275
Twin Pine Family, L.P. 93,950 (16,191) (480) -- 77,279
Village Creek Limited Partnership 183,297 (22,359) (1,503) -- 159,435
York Park Associates Limited 869,29 (224,549 -- 644,747
----------------------------------------------------------------------
Partnership
$ 27,118,613 $ (3,514,333) $ (187,014)$ 181 $ 23,417,447
============ ============ =========== ============= ============
------------------------------------------------------------------------------------------------------
(1)The Partnership's equity in loss of an investment in a Local
Partnership is limited to the remaining investment balance.
(2)Additional equity in loss of investment is not allocated to the
Partnership until equity in income is earned.
AMERICAN TAX CREDIT PROPERTIES II L.P.
NOTES TO FINANCIAL STATEMENTS - (Continued)
MARCH 30, 1997, 1996 AND 1995
5. Investment in Local Partnerships (continued)
Investment and capital contribution activity with respect to each Local
Partnership for the year ended March 30, 1995 is as follows:
Cash
Cash distributions
Partnership's distributionclassified
Investment Capital equity in received as Investment
in contributions income during other in Local
Local payable (loss) for the year income Partnership
Partnership as of the year ended during balance as
Name of Local Partnership balance as March 30, ended March 30, the year of March
of March 1995 December 31, 1995 ended 30, 1995
30, 1994 1994 March 30,
1995
--------------------------------- ------------ ----------- ------------- ----------- ---------- ------------
1989 Westview Arms Limited $ 67,35$ -$ 2,277 $ (1,200) $ $ 68,428
Partnership
2000-2100 Christian Street 825,239 -- (197,054) -- -- 628,185
Associates
Ann Ell Apartments Associates, -- -- -- (2) (2,500) 2,500 --
Ltd.
Auburn Hills Apartments Limited 123,398 -- (20,897) (480) -- 102,021
Partnership
Auburn Hills Townhouses Limited 1,866,369 -- (293,958) (2,500) -- 1,569,911
Partnership
Batesville Family, L.P. 81,391 -- (25,373) (262) -- 55,756
Browning Road Phase I, L.P. 149,705 -- (48,466) -- -- 101,239
Bruce Housing Associates, L.P. 102,825 -- (17,688) (400) -- 84,737
Canton Partners, L.P. 225,346 -- (76,443) (696) -- 148,207
Carrington Limited Dividend
Housing Association Limited 762,900 -- (73,106) -- -- 689,794
Partnership
Christian Street Associates 1,669,601 -- (187,999) -- -- 1,481,602
Limited Partnership
Cityside Apartments, Phase II, 4,491,959 -- (542,858) (2,500) -- 3,946,601
L.P.
Cleveland Square, Ltd. 122,696 -- (33,238) (600) -- 88,858
College Avenue Apartments 171,478 -- (27,710) (1,640) -- 142,128
Limited Partnership
Corrigan Square, Ltd. 262,294 -- (71,582) (1,200) -- 189,512
De Queen Villas Limited 134,994 -- (38,492) -- -- 96,502
Partnership
Dermott Villas Limited 186,077 -- (22,543) -- -- 163,534
Partnership
Eagle View, Ltd. 53,473 -- (11,649) -- -- 41,824
Elm Hill Housing Limited 4,099,568 -- (274,819) -- -- 3,824,749
Partnership
Eudora Manor Limited Partnership 112,230 -- (24,582) -- -- 87,648
Forest Village Housing 48,798 -- (48,798) (1) -- -- --
Partnership
Harborside Housing Limited 1,741,431 -- (142,629) (12,909) -- 1,585,893
Partnership
Hill Com I Associates Limited 955,548 -- (18,511) (23,276) -- 913,761
Partnership
Hill Com II Associates Limited 702,157 -- (14,925) (27,094) -- 660,138
Partnership
Hughes Manor Limited Partnership 201,904 -- (26,485) -- -- 175,419
Ivy Family, L.P. 70,778 -- (9,654) (320) -- 60,804
Lakeside Housing Limited 2,257,071 -- (310,979) (6,916) -- 1,939,176
Partnership
Lawrence Road Properties, Ltd. 45,605 -- (13,565) (480) -- 31,560
Lexington Estates Ltd. 76,150 -- (32,918) -- -- 43,232
Littleton Avenue Community 1,515,762 360,000 (398,881) -- -- 1,476,881
Village, L.P.
Lula Courts Ltd., L.P. 79,667 -- (33,925) -- -- 45,742
Magee Elderly, L.P. 100,831 -- (20,811) -- -- 80,020
Mirador del Toa Limited 66,020 -- (34,295) (776) -- 30,949
Partnership
Nixa Heights Apartments, L.P. 146,218 -- (34,221) (800) -- 111,197
North Hills Farms Limited 2,867,736 -- 38,239 (2,500) -- 2,903,475
Partnership
Patton Place Limited Partnership 628,841 -- (50,759) -- -- 578,082
Plantersville Family, L.P. 90,828 -- (19,717) (480) -- 70,631
Powelton Gardens Associates 534,510 -- (72,201) -- -- 462,309
Purvis Heights Properties, L.P. 85,581 -- (18,308) (218) -- 67,055
Queen Lane Investors 436,531 -- (58,638) -- -- 377,893
Renova Properties, L.P. 75,766 -- (15,695) (480) -- 59,591
Santa Juanita Limited Dividend 374,019 -- (34,359) -- -- 339,660
Partnership L.P.
Simpson County Family, L.P. 92,232 -- (48,125) (480) -- 43,627
Summers Village Limited 118,706 -- (22,548) -- -- 96,158
Partnership
Tchula Courts Apartments, L.P. 39,903 -- (35,363) -- -- 4,540
The Pendleton 291,916 -- (36,070) (720) -- 255,126
Trenton Heights Apartments, L.P. 62,141 -- (13,426) (800) -- 47,915
Twin Pine Family, L.P. 114,974 -- (20,544) (480) -- 93,950
Village Creek Limited 204,661 -- (18,358) (3,006) -- 183,297
Partnership
York Park Associates Limited
Partnership 1,127,511 (255,715 (2,500 869,296
-----------------------------------------------------------------------------
$ 30,662,690 $ 360,000 $ (3,808,364) $ (98,213) $ 2,500$ 27,118,613
============ ========== ============ ========== =======================
------------------------------------------------------------------------------------------------------------
(1)The Partnership's equity in loss of an investment in a Local
Partnership is limited to the remaining investment balance. (2)Additional
equity in loss of investment is not allocated to the Partnership until
equity in income is earned.
AMERICAN TAX CREDIT PROPERTIES II L.P.
NOTES TO FINANCIAL STATEMENTS - (Continued)
MARCH 30, 1997, 1996 AND 1995
5. Investment in Local Partnerships (continued)
Property information for each Local Partnership as of December 31, 1996 is
as follows:
Mortgage Buildings Accumulated
Name of Local Partnership loans Land and depreciation
payable improvements
----------------------------------------------- ------------ ------------- -------------- ------------
1989 Westview Arms Limited Partnership $ 546,363 $ 20,275 $ 736,245 $ (153,879)
2000-2100 Christian Street Associates 2,837,145 -- -- --
Ann Ell Apartments Associates, Ltd. 2,378,972 199,645 2,837,476 (655,470)
Auburn Hills Apartments Limited Partnership 802,220 48,245 1,009,662 (192,880)
Auburn Hills Townhouses Limited Partnership 6,574,035 225,000 10,030,745 (3,373,834)
Batesville Family, L.P. 1,446,124 52,000 1,792,092 (430,084)
Browning Road Phase I, L.P. 866,374 43,000 998,604 (274,290)
Bruce Housing Associates, L.P. 1,115,155 16,000 1,418,598 (354,315)
Canton Partners, L.P. 1,455,722 35,000 1,801,673 (449,526)
Carrington Limited Dividend Housing
Association Limited Partnership 3,487,158 200,000 6,359,188 (1,571,765)
Christian Street Associates Limited 2,830,407 -- -- --
Partnership
Cityside Apartments, Phase II, L.P. 7,702,485 87,997 14,242,965 (3,514,576)
Cleveland Square, Ltd. 852,988 20,000 1,129,215 (288,929)
College Avenue Apartments Limited Partnership 609,266 24,600 997,538 (235,559)
Corrigan Square, Ltd. 1,467,570 63,358 1,849,084 (468,023)
De Queen Villas Limited Partnership 1,174,439 37,000 1,453,688 (301,846)
Dermott Villas Limited Partnership 1,070,453 15,000 1,348,314 (248,645)
Eagle View, Ltd. 418,251 35,000 496,686 (99,206)
Elm Hill Housing Limited Partnership 6,973,034 119,200 12,345,131 (3,297,957)
Eudora Manor Limited Partnership 755,311 16,000 936,661 (177,428)
Forest Village Housing Partnership 1,639,925 250,000 2,273,454 (565,842)
Harborside Housing Limited Partnership 3,782,222 39,400 6,583,302 (1,514,628)
Hill Com I Associates Limited Partnership 1,398,864 143,404 2,739,801 (659,012)
Hill Com II Associates Limited Partnership 1,094,108 112,110 2,092,549 (513,513)
Hughes Manor Limited Partnership 1,120,365 16,007 1,407,231 (264,616)
Ivy Family, L.P. 805,507 11,000 1,034,698 (264,504)
Lakeside Housing Limited Partnership 8,098,721 50,000 11,882,506 (2,986,046)
Lawrence Road Properties, Ltd. 763,628 50,000 928,273 (214,369)
Lexington Estates Ltd. 712,592 30,750 867,869 (258,803)
Littleton Avenue Community Village, L.P. 4,303,080 512,331 6,906,845 (1,602,998)
Lula Courts Ltd., L.P. 704,276 19,600 877,442 (250,277)
Magee Elderly, L.P. 593,802 30,000 714,094 (178,147)
Mirador del Toa Limited Partnership 1,896,098 105,000 2,327,341 (586,192)
Nixa Heights Apartments, L.P. 1,011,892 31,500 1,276,419 (326,744)
North Hills Farms Limited Partnership 3,170,532 525,000 11,262,375 (4,720,513)
Patton Place Limited Partnership 989,870 56,015 1,764,078 (308,592)
Plantersville Family, L.P. 603,300 12,000 751,194 (202,965)
Powelton Gardens Associates 1,053,208 29,207 1,919,136 (464,360)
Purvis Heights Properties, L.P. 1,156,152 47,000 1,439,927 (329,168)
Queen Lane Investors 1,587,345 60,301 2,731,943 (570,265)
Renova Properties, L.P. 641,829 22,700 787,908 (217,789)
Santa Juanita Limited Dividend Partnership 1,521,268 228,718 2,320,159 (603,379)
L.P.
Simpson County Family, L.P. 817,698 24,700 1,009,620 (251,746)
Summers Village Limited Partnership 813,721 71,000 942,038 (179,754)
Tchula Courts Apartments, L.P. 741,111 10,000 910,747 (380,781)
The Pendleton 685,914 40,000 1,269,163 (349,345)
Trenton Heights Apartments, L.P. 442,886 29,200 561,080 (166,056)
Twin Pine Family, L.P. 621,916 7,000 782,816 (201,726)
Village Creek Limited Partnership 1,220,350 37,950 1,465,634 (305,606)
York Park Associates Limited Partnership 3,981,319 321,460 5,639,183 (1,490,390)
-------------------------- -----------------------------
$ 93,336,971 $ 4,180,673 $ 139,252,390 $(37,016,338)
============ =========== ============= =============
AMERICAN TAX CREDIT PROPERTIES II L.P.
NOTES TO FINANCIAL STATEMENTS - (Continued)
MARCH 30, 1997, 1996 AND 1995
5. Investment in Local Partnerships (continued)
Property information for each Local Partnership as of December 31, 1995 is
as follows:
Mortgage Buildings Accumulated
Name of Local Partnership loans Land and depreciation
payable improvements
----------------------------------------------- ------------ ------------- -------------- ------------
1989 Westview Arms Limited Partnership $ 562,79 $ 20,275 $ 736,245 $ (133,932)
2000-2100 Christian Street Associates 2,908,042 43,712 4,341,240 (870,692)
Ann Ell Apartments Associates, Ltd. 2,420,936 199,645 2,837,476 (551,271)
Auburn Hills Apartments Limited Partnership 803,765 48,245 1,009,662 (163,103)
Auburn Hills Townhouses Limited Partnership 6,625,553 225,000 9,854,911 (2,864,958)
Batesville Family, L.P. 1,448,254 52,000 1,792,092 (363,175)
Browning Road Phase I, L.P. 871,385 43,000 997,640 (235,546)
Bruce Housing Associates, L.P. 1,117,405 16,000 1,409,439 (300,301)
Canton Partners, L.P. 1,461,351 35,000 1,798,668 (381,740)
Carrington Limited Dividend Housing
Association Limited Partnership 3,507,348 200,000 6,357,704 (1,340,249)
Christian Street Associates Limited 2,949,750 83,104 5,288,091 (1,127,726)
Partnership
Cityside Apartments, Phase II, L.P. 7,771,467 87,997 14,242,965 (2,996,702)
Cleveland Square, Ltd. 857,223 20,000 1,127,430 (244,005)
College Avenue Apartments Limited Partnership 611,257 24,600 996,705 (199,139)
Corrigan Square, Ltd. 1,474,701 63,358 1,846,553 (396,749)
De Queen Villas Limited Partnership 1,177,042 37,000 1,453,688 (260,409)
Dermott Villas Limited Partnership 1,072,545 15,000 1,348,314 (211,577)
Eagle View, Ltd. 420,439 35,000 496,686 (87,370)
Elm Hill Housing Limited Partnership 6,997,606 119,200 12,345,131 (2,848,932)
Eudora Manor Limited Partnership 756,551 16,000 936,661 (150,706)
Forest Village Housing Partnership 1,724,514 250,000 2,273,454 (477,259)
Harborside Housing Limited Partnership 3,932,439 39,400 6,440,417 (1,269,411)
Hill Com I Associates Limited Partnership 1,445,865 143,404 2,717,554 (556,594)
Hill Com II Associates Limited Partnership 1,124,676 112,110 2,080,416 (433,887)
Hughes Manor Limited Partnership 1,122,349 16,007 1,401,141 (223,751)
Ivy Family, L.P. 808,796 11,000 1,027,124 (224,639)
Lakeside Housing Limited Partnership 8,204,170 50,000 11,882,506 (2,540,424)
Lawrence Road Properties, Ltd. 764,960 50,000 925,919 (188,714)
Lexington Estates Ltd. 713,996 30,750 866,675 (226,737)
Littleton Avenue Community Village, L.P. 4,303,080 512,331 6,906,170 (1,349,735)
Lula Courts Ltd., L.P. 705,433 19,600 876,700 (217,334)
Magee Elderly, L.P. 594,705 30,000 714,094 (158,687)
Mirador del Toa Limited Partnership 1,900,249 105,000 2,325,318 (488,000)
Nixa Heights Apartments, L.P. 1,013,945 31,500 1,273,775 (278,241)
North Hills Farms Limited Partnership 3,335,238 525,000 10,845,415 (3,800,367)
Patton Place Limited Partnership 994,190 56,015 1,764,078 (264,490)
Plantersville Family, L.P. 604,709 12,000 746,904 (173,753)
Powelton Gardens Associates 1,081,056 29,207 1,916,636 (394,584)
Purvis Heights Properties, L.P. 1,158,111 47,000 1,437,402 (286,677)
Queen Lane Investors 1,593,985 60,301 2,731,343 (470,548)
Renova Properties, L.P. 642,895 22,700 783,206 (188,480)
Santa Juanita Limited Dividend Partnership 1,532,327 228,718 2,190,094 (516,270)
L.P.
Simpson County Family, L.P. 818,912 24,700 1,008,721 (213,448)
Summers Village Limited Partnership 815,130 71,000 942,038 (151,406)
Tchula Courts Apartments, L.P. 742,470 10,000 908,457 (346,616)
The Pendleton 716,424 40,000 1,268,722 (301,256)
Trenton Heights Apartments, L.P. 443,733 29,200 557,491 (143,298)
Twin Pine Family, L.P. 624,770 7,000 782,816 (171,536)
Village Creek Limited Partnership 1,222,361 37,950 1,465,634 (266,617)
York Park Associates Limited Partnership 3,989,81 321,460 5,639,18 ,285,011)
-------------------------- ------------------------------
$ 94,490,718 $ 4,307,489 $ 147,916,704 $(33,336,052)
============ =========== ============= =============
AMERICAN TAX CREDIT PROPERTIES II L.P.
NOTES TO FINANCIAL STATEMENTS - (Continued)
MARCH 30, 1997, 1996 AND 1995
5. Investment in Local Partnerships (continued)
The summary of property activity during the year ended December 31, 1996 is
as follows:
Net change
during the year
Balance as of ended Balance as of
December 31, 1995 December 31, 1996 December 31, 1996
----------------- ----------------- -----------------
Land $ 4,307,489 $ (126,816) $ 4,180,673
Buildings and improvements 147,916,704 (8,664,314) 139,252,390
-------------- -------------- -------------
152,224,193 (8,791,130) 143,433,063
Accumulated depreciation (33,336,052) (3,680,286) (37,016,338)
-------------- ------------- --------------
$ 118,888,141 $ (12,471,416) $ 106,416,725
============= ============= =============
The Partnership recorded additional equity in loss of investment in Local
Partnerships due to expenditures incurred by the Partnership in connection
with the Forest Village Local Partnership during the year ended March 30,
1995 in the amount of $105,644. Such amount is not reflected in the
combined statements of operations of the Local Partnerships included in
Note 5 herein. The Partnership did not incur expenditures in connection
with the Forest Village Local Partnership during the years ended March 30,
1997 and 1996. On December 7, 1993, the Forest Village Local Partnership
amended its limited partnership agreement, removed the original local
general partner and admitted The Richman Group of Maryland, Incorporated,
an affiliate of the General Partner, as an interim local general partner.
As of March 30, 1997, the Partnership has a zero investment balance in the
Forest Village Local Partnership and continues to account for such
investment under the equity method of accounting. The mortgage loans of the
Forest Village Local Partnership are nonrecourse to the Partnership.
Selected balance sheet data of the Forest Village Local Partnership as of
December 31, 1996 includes land and building of $1,957,612, net of
accumulated depreciation of $565,842, total assets of $2,022,455, mortgage
loans and accrued interest of $1,691,511, total liabilities of $2,166,132
(of which $387,624 represents advances due to the Partnership) and
partners' deficit of $143,677. Selected balance sheet data of the Forest
Village Local Partnership as of December 31, 1995 includes land and
building of $2,046,195, net of accumulated depreciation of $477,259, total
assets of $2,114,263, mortgage loans and accrued interest of $1,764,019,
total liabilities of $2,216,396 (of which $387,624 represents advances due
to the Partnership) and partners' deficit of $102,133. Selected statement
of operations data for the year ended December 31, 1996 includes rental
income of $395,538, interest and other revenue of $37,390, interest expense
of $154,745, depreciation and amortization expenses of $91,569, operating
and maintenance expenses of $63,959, administrative expenses of $73,725,
utilities expenses of $42,291 and taxes and insurance expenses of $48,183.
Selected statements of operations data for the year ended December 31, 1995
includes rental income of $400,151, interest and other revenue of $37,390,
interest expense of $161,913, depreciation and amortization expenses of
$92,452, operating and maintenance expenses of $66,838, administrative
expenses of $88,935, utilities expenses of $27,595 and taxes and insurance
expenses of $47,939. Selected statement of operations data for the year
ended December 31, 1994 includes rental income of $351,615, interest and
other revenue of $33,842, interest expense of $169,001, depreciation and
amortization expenses of $93,198, operating and maintenance expenses of
$59,140, administrative expenses of $86,458, utilities expenses of $27,676
and taxes and insurance expenses of $48,702.
The terms of the partnership agreements of Christian Street Local
Partnership and 2000 Christian Street Local Partnership, which Local
Partnerships have certain common general partner interests and a common
first mortgage lender, require the local general partners to advance funds
to cover operating deficits up to $182,500 (through March 1996) and
$130,000 (through December 1996), respectively, and to cause the management
agent to defer property management fees in order to avoid a default under
the respective mortgages. The properties have experienced ongoing operating
deficits and as of December 31, 1996, the local general partners have
advanced approximately $329,000 to the Christian Street Local Partnership
and approximately $248,000 to the 2000 Christian Street Local Partnership.
Pending an attempt to address a potential loan restructuring of the
respective mortgages with the lender, the local general partners have
informed the Partnership that they do not intend to continue to voluntarily
fund the operating deficits of the properties. The local general partners
have further informed the Partnership that the
AMERICAN TAX CREDIT PROPERTIES II L.P.
NOTES TO FINANCIAL STATEMENTS - (Continued)
MARCH 30, 1997, 1996 AND 1995
5. Investment in Local Partnerships (continued)
Christian Street Local Partnership and the 2000 Christian Street Local
Partnership have not made the required principal and interest payments
under their first mortgage obligations since December 1996 and that the
lender has declared both mortgages in default. The Christian Street Local
Partnership and the 2000 Christian Street Local Partnership incurred
operating deficits for the year ended December 31, 1996 of approximately
$60,000 and $54,000, respectively (exclusive of property management fees of
approximately $23,000 and $18,000, respectively).
Due to continuing operating deficits and the uncertainty of future
operating income of the Christian Street and 2000 Christian Street Local
Partnerships, the combined financial statements of the Local Partnerships
for the year ended December 31, 1996 include a loss from impairment of
long-lived assets totaling $7,314,852, which represents an adjustment of
the real property of the Christian Street and 2000 Christian Street Local
Partnerships of $3,986,977 and $3,327,875, respectively, based on estimates
of expected future cash flows. The Partnership recorded additional equity
in loss of investment in Local Partnerships of $1,371,790 as a result of
such impairment. There has been no reduction in the future Low-income Tax
Credits anticipated to be generated by the properties.
The first mortgage of Ann Ell Local Partnership has been declared in
default due to insufficient deposits to the replacement reserve and the
lender has alleged certain other incidents of default including, among
other things, inadequate funding of real estate tax and insurance escrows
and failure to procure certain minimum insurance coverage, resulting in the
lender filing a foreclosure action and a motion for summary judgment. The
local general partner of the Ann Ell Local Partnership reports that the Ann
Ell Local Partnership incurred costs for capital improvements and
unscheduled maintenance which were in excess of the replacement reserve
funding requirement and further reports that the other incidents have been
wrongly alleged and has requested a meeting with the lender to discuss the
resolution of this matter. The Partnership has taken action to replace the
local general partner and the management agent of the Ann Ell Local
Partnership.
6. Transactions with General Partner and Affiliates
For the years ended March 30, 1997, 1996 and 1995, the Partnership paid
and/or incurred the following amounts to the General Partner and/or
affiliates in connection with services provided to the Partnership:
Years Ended March 30,
1997 1996 1995
---------- ---------- -------
Paid/ Paid/ Paid/
incurred incurred incurred
Management fees (see Note 8) $ 239,523/ $ 241,894/ $ 290,510/
299,307 299,307 299,307
AMERICAN TAX CREDIT PROPERTIES II L.P.
NOTES TO FINANCIAL STATEMENTS - (Continued)
MARCH 30, 1997, 1996 AND 1995
6. Transactions with General Partner and Affiliates (continued)
For the years ended December 31, 1996, 1995 and 1994, the Local
Partnerships paid and/or incurred the following amounts to the General
Partner and/or affiliates in connection with services provided to the Local
Partnerships:
Years Ended December 31,
1996 1995 1994
---------- ---------- -------
Paid/ Paid/ Paid/
incurred incurred incurred
Property development fees $ -- / $ 102,807/ $ -- /
-- -- --
Property management fees 121,649/ 120,350/ 115,493/
124,326 120,298 114,329
Insurance 62,504/ 102,147/ 67,103/
64,315 104,595 67,103
The property development fees were capitalized by the Local Partnerships.
7. Taxable Loss
A reconciliation of the financial statement net loss of the Partnership for
the years ended March 30, 1997, 1996 and 1995 to the tax return net loss
for the years ended December 31, 1996, 1995 and 1994 is as follows:
1997 1996 1995
---------------- ----------------- -----------
Financial statement net loss for the years
ended March 30, 1997, 1996 and 1995 $ (5,506,972) $ (3,837,432) $ (4,266,419)
Add (less) net transactions occurring between:
January 1, 1994 to March 30, 1994 -- -- (81,835)
January 1, 1995 to March 30, 1995 -- (86,678) 86,678
January 1, 1996 to March 30, 1996 (76,176) 76,176 --
January 1, 1997 to March 30, 1997 92,433 -- --
------------- ------------------ --------------
Adjusted financial statement net loss for
the years ended December 31, 1996, 1995 (5,490,715) (3,847,934) (4,261,576)
and 1994
Write-off of expenditures in connection
with a Local Partnership for financial -- -- 105,645
reporting purposes
Adjustment to management fees pursuant to
Internal Revenue Code Section 267 59,791 59,792 58,791
Differences arising from equity in loss of
investment in Local Partnerships 673,859 (162,376) 41,033
Other differences 2,180 (9,196) (6,922)
--------------- -------------- --------------
Tax return net loss for the years ended
December 31, 1996, 1995 and 1994 $ (4,754,885) $ (3,959,714) $ (4,063,029)
============ ============ ============
AMERICAN TAX CREDIT PROPERTIES II L.P.
NOTES TO FINANCIAL STATEMENTS - (Continued)
MARCH 30, 1997, 1996 AND 1995
7. Taxable Loss (continued)
The differences between the equity in the investment in Local Partnerships
for tax return and financial reporting purposes as of December 31, 1996 and
1995 are as follows:
1996 1995
------------------------
Investment in Local Partnerships - financial
reporting $ 18,210,548 $ 23,531,860
Investment in Local Partnerships - tax 19,008,326 23,656,654
------------- -------------
$ (797,778)$ (124,794)
============================
8. Commitments and Contingencies
Pursuant to the Partnership Agreement, the Partnership is required to pay
the General Partner an annual management fee ("Management Fee") and an
annual additional management fee ("Additional Management Fee") for its
services in connection with the management of the affairs of the
Partnership, subject to certain provisions of the Partnership Agreement.
The annual Management Fee is equal to .14% of all proceeds as of December
31 of any year, invested or committed for investment in Local Partnerships
plus all debts of the Local Partnerships related to the Properties
("Invested Assets"). The Partnership incurred a Management Fee of $209,514
for each of the three years ended March 30, 1997. The annual Additional
Management Fee is equal to .06% of Invested Assets. The Partnership
incurred an Additional Management Fee of $89,793 for each of the three
years ended March 30, 1997. Such amounts are aggregated and reflected
under the caption management fees in the accompanying financial
statements. Unpaid Management Fees in the amount of $486,224 and $426,440
are recorded as payable to general partner in the accompanying balance
sheets as of March 30, 1997 and 1996, respectively.
In addition, pursuant to the Partnership Agreement, the Partnership is
required to pay ML Fund Administrators Inc., an affiliate of the Selling
Agent, an annual administration fee ("Administration Fee") and an annual
additional administration fee ("Additional Administration Fee") for its
administrative services provided to the Partnership. The annual
Administration Fee is equal to .14% of Invested Assets. The Partnership
incurred an Administration Fee of $209,514 for each of the three years
ended March 30, 1997. The annual Additional Administration Fee is subject
to certain provisions of the Partnership Agreement and is equal to .06% of
Invested Assets. The Partnership incurred an Additional Administration Fee
of $89,793 for each of the three years ended March 30, 1997. Such amounts
are aggregated and reflected under the caption administration fees in the
accompanying financial statements. Unpaid Administration Fees in the
amount of $486,231 and $426,437 are included in accounts payable and
accrued expenses in the accompanying balance sheets as of March 30, 1997
and 1996, respectively.
In connection with the Forest Village Local Partnership, the Partnership
facilitated the purchase of the first mortgage bonds (the "Series A
Bonds") at par by a group of investors (the "Group"). Though no member of
the Partnership is a participant of the Group, the individuals are closely
associated with the General Partner. Notwithstanding the close association
between the General Partner and the Group, the Group has all the rights
and remedies of the former first mortgagee. In connection with this
transaction, on November 12, 1993, the Partnership entered into a
Promissory Note and Loan Agreement (the "Note") with the Group for the
purpose of assisting the Partnership by providing advances to it so it may
help fund part of future operating deficits of the Forest Village Local
Partnership. The rate of interest is 10.5% per annum on the principal
balance from time to time outstanding. In the event that no balance is
outstanding under this Note, it shall continue as an effective instrument
at the option of the Group, to evidence future advances or re-advances
made by the Group. The entire outstanding principal balance and all
accrued and unpaid interest thereon shall be due and payable in full on
the earliest of the (i) final maturity of the Series A Bonds, (ii)
prepayment in full or default under the terms of the loan of the Series A
bonds or (iii) the sale or other disposition of the Forest Village Local
Partnership. The Note is nonrecourse except to the extent that the sum of
the amounts advanced under the Note and amounts received by the
Partnership from the Forest Village Local Partnership exceeds amounts paid
by the Partnership in connection with the Forest Village Local
Partnership. As of March 30, 1997 and 1996, the Partnership has no
outstanding advance due under the Note and has incurred no interest
charges for the years ended March 30, 1997, 1996 and 1995.
AMERICAN TAX CREDIT PROPERTIES II L.P.
NOTES TO FINANCIAL STATEMENTS - (Continued)
MARCH 30, 1997, 1996 AND 1995
8. Commitments and Contingencies (continued)
The rents of the Properties, many of which receive rental subsidy
payments, including payments under Section 8 of Title II of the Housing
and Community Development Act of 1974 ("Section 8"), are subject to
specific laws, regulations and agreements with federal and state agencies.
The subsidy agreements expire at various times during and after the
Compliance Periods of the Local Partnerships. The United States Department
of Housing and Urban Development ("HUD") has issued notices which
implement provisions to renew certain project based Section 8 contracts
expiring during HUD's fiscal year 1997, where requested by an owner, for
an additional one year term generally at or below current rent levels,
subject to certain guidelines. HUD has an additional program which, in
general, provides for restructuring rents and/or mortgages where rents may
be adjusted to market levels and mortgage terms may be adjusted based on
the reduction in rents, although there may be instances in which only
rents, but not mortgages, are restructured. The Partnership cannot
reasonably predict legislative initiatives and governmental budget
negotiations, the outcome of which could result in a reduction in funds
available for the various federal and state administered housing programs
including the Section 8 program. Such changes could adversely affect the
future net operating income and debt structure of any or all Local
Partnerships currently receiving such subsidy or similar subsidies. Six
Local Partnerships' Section 8 contracts, which cover certain rental units,
are scheduled to expire in 1997, three of which expired during 1996 and
were extended for one year.
9. Fair Value of Financial Instruments
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 using available market
information, assumptions, estimates and valuation methodologies.
Cash and Cash Equivalents
The carrying amount approximates fair value.
Investments in Bonds Available-For-Sale
Fair value is estimated based on market quotes provided by an independent
service as of the balance sheet dates.
Interest Receivable
The carrying amount approximates fair value due to the terms of the
underlying investments.
Accounts Payable and Accrued Expenses and Payable to General Partner
The carrying amounts approximate fair value due to the payment terms in
connection with the obligations.
The estimated fair values of the Partnership's financial instruments
as of March 30, 1997 and 1996 are disclosed elsewhere in the financial
statements.
Item 9. Changes in and Disagreements with Accountants on Accounting and
Financial Disclosure
None
PART III
Item 10. Directors and Executive Officers of the Registrant
Registrant has no officers or directors. The General Partner manages
Registrant's affairs and has general responsibility and authority in all matters
affecting its business. The responsibilities of the General Partner are
currently carried out by Richman Tax Credits. The executive officers and
directors of Richman Tax Credits are:
Served in present
Name capacity since (1) Position held
---------------------- -------------------- ----------------------
Richard Paul Richman October 26, 1988 President and Director
Eric P. Richelson October 26, 1988 Vice President
Neal Ludeke October 26, 1988 Vice President and
Treasurer
David A. Salzman October 26, 1988 Vice President
Gina S. Scotti October 26, 1988 Secretary
----------------------------------------------------------------------
(1) Director holds office until his successor is elected and qualified.
All officers serve at the pleasure of the Director.
Richard Paul Richman, age 49, is the sole Director and President of Richman
Tax Credits. Mr. Richman is the President and sole stockholder of Richman
Group. Mr. Richman is the Director, President and principal shareholder of
WRC. Mr. Richman is involved in the syndication and management of
residential property. Mr. Richman is also a director of Wilder Richman
Resources Corp., an affiliate of Richman Tax Credits and the general partner
of Secured Income L.P., a director of Wilder Richman Historic Corporation, an
affiliate of Richman Tax Credits and the general partner of Wilder Richman
Historic Properties II, L.P., a director of Richman Tax Credit Properties
Inc., an affiliate of Richman Tax Credits and the general partner of the
general partner of American Tax Credit Properties L.P., a director of
Richman Housing Credits Inc., an
affiliate of Richman Tax Credits and the general partner of the general
partner of American Tax Credit Properties III L.P. and a director of Richman
American Credit Corp., an affiliate of Richman Tax Credits and the manager
of American Tax Credit Trust, a Delaware statutory business trust.
Eric P. Richelson, age 45, is a Vice President of Richman Tax Credits.
Mr. Richelson is President of Wilder Richman Management Corporation ("WRMC")
with responsibility for all of WRMC's operating activities. In addition, Mr.
Richelson is a Vice President of R.G. Housing Advisors Inc. ("RGHA"), an
affiliate of Richman Group. Mr. Richelson's responsibilities in connection
with RGHA include advisory services provided to a small business investment
company.
Neal Ludeke, age 39, is a Vice President and Treasurer of Richman Tax
Credits. Mr. Ludeke, a Vice President and Treasurer of Richman Group, is
engaged primarily in the syndication, asset management and finance
operations of Richman Group. In addition, Mr. Ludeke is a Vice President
and Treasurer of RGHA. Mr. Ludeke's responsibilities in connection with
RGHA include advisory services provided to a small business investment
company and various partnership management functions.
David A. Salzman, age 36, is a Vice President of Richman Tax Credits. Mr.
Salzman is responsible for the acquisition and development of residential
real estate for syndication as a Vice President of acquisitions of
Richman Group.
Gina S. Scotti, age 41, is the Secretary of Richman Tax Credits. Ms. Scotti
is the Secretary of WRC and a Vice President and the Secretary of Richman
Group. As the Director of Investor Services, Ms. Scotti is responsible for
all communications with investors.
Item 11. Executive Compensation
Registrant has no officers or directors. Registrant does not pay the officers or
director of Richman Tax Credits any remuneration. During the year ended March
30, 1997, Richman Tax Credits did not pay any remuneration to any of its
officers or director.
Item 12. Security Ownership of Certain Beneficial Owners and Management
As of May 20, 1997, no person or entity was known by Registrant to be the
beneficial owner of more than five percent of the Units.
Richman Tax Credits is wholly-owned by Richard Paul Richman.
Item 13. Certain Relationships and Related Transactions
The General Partner and certain of its affiliates are entitled to receive
certain compensation, fees and reimbursement of expenses and have
received/earned fees for services provided to Registrant as described in Notes 6
and 8 to the audited financial statements included in Item 8 - "Financial
Statements and Supplementary Data" herein.
Transactions with General Partner and Affiliates
The tax losses and Low-income Tax Credits generated by Registrant during the
year ended December 31, 1996 allocated to the General Partner were $47,549 and
$81,360, respectively. The tax losses and Low-income Tax Credits generated by
the General Partner during the year ended December 31, 1996 (from the allocation
of Registrant discussed above) and allocated to Richman Tax Credits were $30,096
and $51,611, respectively.
Indebtedness of Management
No officer or director of the General Partner or any affiliate of the foregoing
was indebted to Registrant at any time during the year ended March 30, 1997.
PART IV
Item 14. Exhibits, Financial Statement Schedules, and Reports on Form 8-K
(a)Financial Statements, Financial Statement Schedules and Exhibits
(1)Financial Statements
See Item 8 - "Financial Statements and Supplementary Data."
(2)Financial Statement Schedules
No financial statement schedules are included because of the absence
of the conditions under which they are required or because the
information is included in the financial statements or the notes
thereto.
(3)Exhibits
Incorporated by
Exhibit Reference to
------- ------------
10.01 1989 Westview Arms Limited Partnership Exhibit 10.8 to Form 10-Q
Amended and Restated Certificate and Report dated September 29, 1990
Articles of Limited Partnership (File No. 0-18405)
10.02 2000-2100 Christian Street Associates Exhibit 10.8 to Form 10-Q
Amended and Restated Agreement of Report dated December 30, 1989
Limited Partnership (File No. 33-25337)
10.03 Ann Ell Apartments Associates, Ltd. Exhibit 10.1 to Form 10-Q
Second Amended and Restated Agreement of Report dated June 29, 1990
Limited Partnership (File No. 0-18405)
10.04 Auburn Hills Apartments Limited Exhibit 10.2 to Form 10-Q
Partnership Amended and Report dated June 29, 1990
Restated Certificate and Articles (File No. 0-18405)
of Limited Partnership
10.05 Auburn Hills Townhouses Limited Exhibit 10.01 to Form 10-K
Partnership Amended and Restated Report dated March 30, 1990
Agreement of Limited Partnership (File No. 0-18405)
10.06 Batesville Family, L.P. Amended and Exhibit 10.02 to Form 10-K
Restated Agreement of Limited Report dated March 30, 1990
Partnership (File No. 0-18405)
10.07 Batesville Family, L.P. First Exhibit 10.05 to Form 10-K
Amendment to the Amended and Report dated March 30, 1992
Restated Agreement of Limited Partnership (File No 0-18405)
10.08 Amendment No. 1 to the Batesville Family, L.P. Exhibit 10.06 to Form 10-K
Amended and Restated Report dated March 30, 1992
Agreement of Limited Partnership (File No. 0-18405)
10.09 Amendment No. 2 to the Batesville Exhibit 10.1 to Form 10-Q
Family, L.P. Amended and Restated Report dated December 30, 1990
Agreement of Limited Partnership (File No. 0-18405)
Incorporated by
Exhibit Reference to
------- ------------
10.10 Batesville Family, L.P. Amendment Exhibit 10.1 to Form 10-Q
No. 3 to Amended and Restated Report dated December 30, 1991
Agreement of Limited Partnership (File No. 0-18405)
10.11 Browning Road Phase I, L.P. Exhibit 10.1 to Form 10-Q
Amended and Restated Agreement Report dated September 29, 1990
of Limited Partnership (File No. 0-18405)
10.12 Browning Road Phase I, L.P. Exhibit 10.2 to Form 10-Q
First Agreement to Amended and Report dated September 29, 1990
Restated Agreement of Limited Partnership (File No. 0-18405)
10.13 Bruce Housing Associates, L.P. Exhibit 10.03 to Form 10-K
Amended and Restated Agreement of Report dated March 30, 1990
Limited Partnership (File No. 0-18405)
10.14 Amendment No. 1 to the Exhibit 10.12 to Form 10-K
Bruce Housing Associates, L.P. Report dated March 30, 1992
Amended and Restated Agreement (File No. 0-18405)
of Limited Partnership
10.15 Bruce Housing Associates, L.P. Exhibit 10.13 to Form 10-K
First Amendment to Amended and Restated Report dated March 30, 1992
Agreement of Limited Partnership (File No. 0-18405)
10.16 Amendment No. 2 to the Bruce Housing Exhibit 10.2 to Form 10-Q
Associates, L.P. Amended and Report dated December 30, 1990
Restated Agreement of Limited Partnership (File No. 0-18405)
10.17 Bruce Housing Associates, L.P. Exhibit 10.2 to Form 10-Q
Amendment No. 3 to the Amended Report dated December 30, 1991
and Restated Agreement of (File No. 0-18405)
Limited Partnership
10.18 Canton Partners, L.P. Exhibit 10.2 to Form 10-Q
Amended and Restated Agreement of Report dated December 30, 1989
Limited Partnership (File No. 33-25337)
10.19 Carrington Limited Dividend Housing Exhibit 10.3 to Form 10-Q
Association Limited Partnership Report dated September 29, 1990
Amended and Restated Agreement (File No. 0-18405)
of Limited Partnership
10.20 Carrington Limited Dividend Exhibit 10.4 to Form 10-Q
Housing Association Limited Partnership Report dated September 29, 1990
Second Amended and Restated (File No. 0-18405)
Agreement of Limited Partnership
10.21 Carrington Limited Dividend Housing Association Exhibit 10.3 to Form 10-Q
Limited Partnership Amendment No. 1 to the Report dated December 30, 1990
Second Amended and Restated Agreement (File No. 0-18405)
of Limited Partnership
10.22 Christian Street Associates Exhibit 10.2 to Form 10-Q
Limited Partnership Second Amended and Report dated September 29, 1989
Restated Agreement and Certificate (File No. 33-25337)
of Limited Partnership
Incorporated by
Exhibit Reference to
------- ------------
10.23 Cityside Apartments, Phase II, L.P. Exhibit 10.1 to Form 10-Q
Amended and Restated Agreement of Report dated September 29, 1989
Limited Partnership (File No. 33-25337)
10.24 Amendment No. 1 to Cityside Exhibit 10.22 to Form 10-K
Apartments, Phase II, L.P. Report dated March 30, 1992
Amended and Restated Agreement of (File No. 0-18405)
Limited Partnership
10.25 Cleveland Square, Ltd. Exhibit 10.07 to Form 10-K
Amended and Restated Agreement of Report dated March 30, 1990
Limited Partnership (File No. 0-18405)
10.26 College Avenue Apartments Exhibit 10.7 to Form 10-Q
Limited Partnership Amended Report dated December 30, 1989
and Restated and Articles of (File No. 33-25337)
Partnership in Commendam
10.27 Corrigan Square, Ltd. Exhibit 10.09 to Form 10-K
Amended and Restated Agreement of Report dated March 30, 1990
Limited Partnership (File No. 0-18405)
10.28 Critical Ventures Housing Exhibit 10.3 to Form 10-Q
Partnership III, A Washington Limited Report dated June 29, 1990
Partnership Amended and Restated (File No. 0-18405)
Agreement of Limited Partnership
10.29 De Queen Villas Limited Partnership Exhibit 10.11 to Form 10-K
Amended and Restated Certificate and Report dated March 30, 1990
Agreement of Limited Partnership (File No. 0-18405)
10.30 Dermott Villas Limited Partnership Exhibit 10.12 to Form 10-K
Amended and Restated Certificate and Report dated March 30, 1990
Agreement of Limited Partnership (File No. 0-18405)
10.31 Eagle View, Ltd. Second Amended and Exhibit 10.4 to Form 10-K
Restated Certificate of Limited Report dated June 29, 1990
Partnership and Limited Partnership Agreement (File No. 0-18405)
10.32 Elm Hill Housing Limited Partnership Exhibit 10.13 to Form 10-K
Second Amended and Restated Report dated March 30, 1990
Agreement and Certificate of Limited (File No. 0-18405)
Partnership
10.33 Eudora Manor Limited Partnership Exhibit 10.14 to Form 10-K
Amended and Restated Agreement Report dated March 30, 1990
and Certificate of Limited Partnership (File No. 0-18405)
10.34 Forest Village Housing Partnership Exhibit 10.2 to Form 10-Q
Amendment No. 1 to Amended and Restated Report dated December 30, 1993
Agreement of Limited Partnership (File No. 0-18405)
10.35 Amended and Restated Agreement Exhibit 10.5 to Form 10-Q
of Limited Partnership Report dated September 29, 1990
Harborside Housing Limited Partnership (File No. 0-18405)
Incorporated by
Exhibit Reference to
------- ------------
10.36 Hill Com I Associates Limited Exhibit 10.9 to Form 10-Q
Partnership Amended and Restated Report dated December 30, 1989
Agreement and Certificate of Limited (File No. 33-25337)
Partnership
10.37 Hill Com I Associates Exhibit 10.35 to Form 10-K
Limited Partnership First Amendment Report dated March 30, 1992
to Amended and Restated Agreement and (File No. 0-18405)
Certificate of Limited Partnership
10.38 Hill Com II Associates Limited Exhibit 10.10 to Form 10-Q
Partnership Amended and Restated Report dated December 30, 1989
Agreement and Certificate of Limited (File No. 33-25337)
Partnership
10.39 Hill Com II Associates Limited Exhibit 10.37 to Form 10-K
Partnership First Amendment to Report dated March 30, 1992
Amended and Restated Agreement and (File No. 0-18405)
Certificate of Limited Partnership
10.40 Hughes Manor Limited Partnership Exhibit 10.17 to Form 10-K
Amended and Restated Certificate Report dated March 30, 1990
and Articles of Limited Partnership (File No. 0-18405)
10.41 Ivy Family, L.P. Amended and Exhibit 10.18 to Form 10-K
Restated Agreement of Limited Report dated March 30, 1990
Partnership (File No. 0-18405)
10.42 Amendment No. 1 to the Ivy Family, Exhibit 10.4 to Form 10-Q
L.P. Amended and Restated Agreement Report dated December 31, 1990
of Limited Partnership (File No. 0-18405)
10.43 Ivy Family, L.P. Amendment No. 3 to the Exhibit 10.3 to Form 10-Q
Amended and Restated Agreement Report dated December 30, 1991
of Limited Partnership (File No. 0-18405)
10.44 Second Amended and Restated Agreement Exhibit 10.6 to Form 10-Q
of Limited Partnership Lakeside Housing Report dated September 29, 1990
Limited Partnership (File No. 0-18405)
10.45 Lawrence Road Properties, Ltd. Exhibit 10.11 to Form 10-Q
Amended and Restated Agreement of Report dated December 30, 1989
Limited Partnership (File No. 33-25337)
10.46 Amendment No. 2 to the Lawrence Road Exhibit 10.5 to Form 10-Q
Properties, Ltd. Amended and Report dated December 31, 1990
Restated Agreement of Limited (File No. 0-18405)
Partnership
10.47 Lawrence Road Properties, Ltd. Exhibit 10.4 to Form 10-Q
Amendment No. 3 to the Amended and Restated Report dated December 30, 1991
Agreement of Limited Partnership (File No. 0-18405)
10.48 Lexington Estates Ltd., A Mississippi Exhibit 10.20 to Form 10-K
Limited Partnership Amended and Restated Report dated March 30, 1990
Agreement of Limited Partnership (File No. 0-18405)
Incorporated by
Exhibit Reference to
------- ------------
10.49 Littleton Avenue Community Exhibit 10.3 to Form 10-Q
Village, L.P. Amended and Report dated September 29, 1989
Restated Agreement of Limited Partnership (File No. 33-25337)
10.50 Lula Courts Ltd., L.P. Exhibit 10.22 to Form 10-K
Amended and Restated Agreement of Report dated March 30, 1990
Limited Partnership (File No. 0-18405)
10.51 Magee Elderly, L.P. Amended Exhibit 10.1 to Form 10-Q
and Restated Agreement of Report dated December 30, 1989
Limited Partnership (File No. 33-25337)
10.52 Mirador del Toa Limited Partnership Exhibit 10.5 to Form 10-Q
(A Delaware Limited Partnership) Report dated June 29, 1990
Amended and Restated Agreement (File No. 0-18405)
of Limited Partnership
10.53 Amendment No. 1 to the Mirador Exhibit 10.40 to Form 10-K
del Toa Limited Partnership Report dated March 30, 1991
(A Delaware Limited Partnership) (File No. 0-18405)
Amended and Restated Agreement
of Limited Partnership
10.54 Nixa Heights Apartments, L.P. Exhibit 10.24 to Form 10-K
Amended and Restated Agreement and Report dated March 30, 1990
Certificate of Limited Partnership (File No. 0-18405)
10.55 North Hills Farms Limited Exhibit 10.6 to Form 10-Q
Partnership Second Amended and Restated Report dated June 29, 1990
Agreement of Limited Partnership (File No. 0-18405)
10.56 First Amendment to the Exhibit 10.54 to Form 10-K
North Hills Farms Limited Partnership Report dated March 30, 1992
Second Amended and Restated Agreement (File No. 0-18405)
of Limited Partnership
10.57 Patton Place Limited Partnership Exhibit 10.25 to Form 10-K
Second Amended and Restated Agreement Report dated March 30, 1990
of Limited Partnership (File No. 0-18405)
10.58 Plantersville Family, L.P. Exhibit 10.26 to Form 10-K
Amended and Restated Agreement of Report dated March 30, 1990
Limited Partnership (File No. 0-18405)
10.59 Powelton Gardens Associates Exhibit 10.6 to Form 10-Q
Amended and Restated Agreement of Report dated December 30, 1989
Limited Partnership (File No. 33-25337)
10.60 Purvis Heights Properties, L.P. Exhibit 10.28 to Form 10-K
Amended and Restated Agreement of Report dated March 30, 1990
Limited Partnership (File No. 0-18405)
10.61 Purvis Heights Properties, L.P. Exhibit 10.60 to Form 10-K
First Amendment to Amended and Report dated March 30, 1992
Restated Agreement of Limited Partnership (File No. 0-18405)
Incorporated by
Exhibit Reference to
------- ------------
10.62 Amendment No. 1 to the Purvis Heights Exhibit 10.61 to Form 10-K
Properties, L.P. Amended and Restated Report dated March 30, 1992
Agreement of Limited Partnership (File No. 0-18405)
10.63 Amendment No. 2 to the Purvis Heights Exhibit 10.6 to Form 10-Q
Properties, L.P. Amended and Report dated December 31, 1990
Restated Agreement of Limited (File No. 0-18405)
Partnership
10.64 Purvis Heights Properties, L.P. Exhibit 10.5 to Form 10-K
Amendment No. 3 to the Report dated December 30, 1991
Amended and Restated (File No. 0-18405)
Agreement of Limited Partnership
10.65 Queen Lane Investors Amended and Exhibit 10.29 to Form 10-K
Restated Agreement and Certificate Report dated March 30, 1990
of Limited Partnership (File No. 0-18405)
10.66 Queen Lane Investors Amendment No. 1 Exhibit 10.7 to Form 10-Q
to Amended and Restated Agreement Report dated December 31, 1990
and Certificate of Limited Partnership (File No. 0-18405)
10.67 Renova Properties, L.P. Amended Exhibit 10.3 to Form 10-Q
and Restated Agreement of Report dated December 30, 1989
Limited Partnership (File No. 33-25337)
10.68 Santa Juanita Limited Dividend Exhibit 10.5 to Form 10-Q
Partnership Amended and Restated Report dated December 30, 1989
Agreement of Limited Partnership (File No. 33-25337)
10.69 Second Amendment of Limited Partnership Exhibit 10.68 to Form 10-K
of Santa Juanita Limited Dividend Partnership Report dated March 30, 1994
and Amendment No. 2 to the Amended and (File No. 0-18405)
Restated Agreement of Limited Partnership
10.70 Amendment No. 1 to Santa Juanita Limited Exhibit 10.1 to Form 10-Q
Dividend Partnership L.P. Amended and Report dated September 29, 1995
Restated Agreement of Limited Partnership (File No. 0-18405)
(Replaces in its entirety Exhibit 10.69 hereof.)
10.71 Amendment No. 2 to Santa Juanita Limited Exhibit 10.2 to Form 10-Q
Dividend Partnership L.P. Amended and Report dated September 29, 1995
Restated Agreement of Limited Partnership (File No. 0-18405)
10.72 Simpson County Family, L.P. Exhibit 10.4 to Form 10-Q
Amended and Restated Agreement of Report dated December 30, 1989
Limited Partnership (File No. 33-25337)
10.73 Summers Village Limited Partnership Exhibit 10.7 to Form 10-Q
Amended and Restated Certificate Report dated June 29, 1990
of Limited Partnership and (File No. 0-18405)
Limited Partnership Agreement
10.74 Tchula Courts Apartments, L.P. Exhibit 10.33 to Form 10-K
Amended and Restated Agreement and Report dated March 30, 1990
Certificate of Limited Partnership (File No. 0-18405)
Incorporated by
Exhibit Reference to
------- ------------
10.75 The Pendleton (A Louisiana Partnership Exhibit 10.7 to Form 10-Q
in Commendam) Third Amended and Report dated September 29, 1990
Restated Articles of Partnership (File No. 0-18405)
10.76 Trenton Heights Apartments, L.P. Exhibit 10.34 to Form 10-K
Amended and Restated Agreement and Report dated March 30, 1990
Certificate of Limited Partnership (File No. 0-18405)
10.77 Twin Pine Family, L.P. Amended and Exhibit 10.35 to Form 10-K
Restated Agreement of Limited Report dated March 30, 1990
Partnership (File No. 0-18405)
10.78 Village Creek Limited Partnership Exhibit 10.8 to Form 10-Q
Amended and Restated Certificate and Report dated June 29, 1990
Articles of Limited Partnership (File No. 0-18405)
10.79 York Park Associates Limited Partnership Exhibit 10.1 to Form 10-Q
Amended and Restated Agreement of Report dated June 29, 1989
Limited Partnership (File No. 33-25337)
10.80 Non-Negotiable Purchase Money Exhibit 10.8 to Form 10-Q
Promissory Notes dated as of Report dated December 30, 1990
January 19, 1990 (File No. 0-18405)
10.81 Non-Negotiable Purchase Money Exhibit 10.9 to Form 10-Q
Promissory Notes dated as of May 1, 1990 Report dated December 30, 1990
(File No. 0-18405)
10.82 Assignment and Assumption Agreements Exhibit 10.63 to Form 10-K
dated as of June 28, 1991 on the Report dated March 30, 1991
Non-Negotiable Purchase Money (File No. 0-18405)
Promissory Notes dated as of January 19, 1990
10.83 Assignment and Assumption Agreements Exhibit 10.64 to Form 10-K
dated as of June 28, 1991 on the Report dated March 30, 1991
Non-Negotiable Purchase Money (File No. 0-18405)
Promissory Notes dated as of May 1, 1990
10.84 Promissory Note and Loan Agreement Exhibit 10.1 to Form 10-Q
dated November 12, 1993 Report dated December 30, 1993
(File No. 0-18405)
27 Financial Data Schedule
28.1 Pages 14 through 33, 47 through 70 and 86 Exhibit 28.1 to Form 10-K
through 88 Report dated March 30, 1990
of prospectus dated May 10, 1989 filed
pursuant to
Rule 424(b)(3) under the Securities Act of 1933 (File No. 0-18405)
28.2 Supplement No. 1 dated Exhibit 28.2 to Form 10-K
July 25, 1989 of Prospectus Report dated March 30, 1991
(File No. 0-18405)
28.3 Supplement No. 2 dated Exhibit 28.3 to Form 10-K
September 18, 1989 of Prospectus Report dated March 30, 1991
(File No. 0-18405)
(b)Reports on Form 8-K
No reports on Form 8-K were filed by Registrant during the last
quarter of the period covered by this report.
(c)Exhibits
See (a)(3) above.
(d)Financial Statement Schedules
See (a)(2) above.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange
Act of 1934, the Registrant has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.
AMERICAN TAX CREDIT PROPERTIES II L.P.
(a Delaware limited partnership)
By: Richman Tax Credit Properties II L.P.,
General Partner
by: Richman Tax Credits Inc.,
general partner
Dated: June 30, 1997 /s/ Richard Paul Richman
------------- ------------------------
by: Richard Paul Richman
President
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 in
the capacities and on the dates indicated.
Signature Title Date
/s/ Richard Paul Richman President, Chief Executive June 30, 1997
- - ------------------------
-------------
Officer and Director of the
general partner of the
General Partner
/s/ Neal Ludeke Vice President and Treasurer June 30, 1997
- - -------------------------- OF the -------------
general partner of the General
Partner
(Principal Financial and
Accounting
Officer of Registrant)