Back to GetFilings.com
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
- ----- EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2002
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
- ----- EXCHANGE ACT OF 1934
Commission File Number 0-24656
LIBERTY TAX CREDIT PLUS III L.P.
--------------------------------
(Exact name of registrant as specified in its charter)
Delaware 13-3491408
- --------------------------- -----------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
625 Madison Avenue, New York, New York 10022
- -------------------------------------- --------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (212)421-5333
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes X No
--- ---
PART I - Financial Information
Item 1. Financial Statements
LIBERTY TAX CREDIT PLUS III L.P.
AND SUBSIDIARIES
Consolidated Balance Sheets
(Unaudited)
============ ============
September 30, March 31,
2002 2002
------------ ------------
ASSETS
Property and equipment at cost,
net of accumulated depreciation
of $122,004,661 and $116,934,212,
respectively $182,635,945 $187,488,092
Cash and cash equivalents 5,193,027 6,104,774
Cash held in escrow 14,425,829 13,589,564
Deferred costs, net of accumulated
amortization of $2,190,551
and $2,098,206, respectively 3,293,485 3,385,830
Other assets 2,981,824 2,265,062
------------ ------------
Total assets $208,530,110 $212,833,322
============ ============
2
LIBERTY TAX CREDIT PLUS III L.P.
AND SUBSIDIARIES
Consolidated Balance Sheets
(Unaudited)
(continued)
============= ==============
September 30, March 31,
2002 2002
------------- --------------
LIABILITIES AND PARTNERS' DEFICIT
Liabilities:
Mortgage notes payable $ 186,577,473 $ 187,964,269
Due to debt guarantor 44,565,658 42,858,984
Accounts payable and other
liabilities 23,629,996 22,103,625
Due to local general partners and
affiliates 16,005,430 15,900,869
Due to general partners and
affiliates 9,439,078 8,537,001
------------- -------------
Total liabilities 280,217,635 277,364,748
------------- -------------
Minority interest (295,722) 171,145
------------- -------------
Commitments and contingencies
(Note 3)
Partners' deficit:
Limited partners (139,101.5 BACs
issued and outstanding) (69,442,428) (62,820,088)
General Partners (1,949,375) (1,882,483)
------------- -------------
Total partners' deficit (71,391,803) (64,702,571)
------------- -------------
Total liabilities and partners'
deficit $ 208,530,110 $ 212,833,322
============= =============
See Accompanying Notes to Consolidated Financial Statements.
3
LIBERTY TAX CREDIT PLUS III L.P.
AND SUBSIDIARIES
Consolidated Statements of Operations
(Unaudited)
=========================== ===========================
Three Months Ended Six Months Ended
September 30, September 30,
--------------------------- ---------------------------
2002 2001* 2002 2001*
--------------------------- ---------------------------
Revenues
Rental income $ 8,657,599 $ 8,778,704 $17,370,279 $17,581,117
Other 520,285 508,800 900,810 909,429
----------- ----------- ----------- -----------
Total revenue 9,177,884 9,287,504 18,271,089 18,490,546
----------- ----------- ----------- -----------
Expenses
General and
administrative 1,730,037 1,848,694 3,738,229 3,899,868
General and
administrative-
related parties
(Note 2) 930,454 964,362 1,847,233 1,880,566
Operating 931,340 1,064,746 2,129,570 2,335,969
Repairs and
maintenance 1,576,761 1,789,670 2,779,195 3,216,201
Real estate taxes 585,441 601,379 1,156,094 1,195,644
Insurance 354,028 332,949 730,763 681,986
Interest 3,795,021 3,852,028 7,536,244 7,655,671
Depreciation and
amortization 2,546,684 2,661,011 5,162,794 5,348,959
----------- ----------- ----------- -----------
Total expenses 12,449,766 13,114,839 25,080,122 26,214,864
----------- ----------- ----------- -----------
Loss before
minority interest (3,271,882) (3,827,335) (6,809,033) (7,724,318)
Minority interest
in losses of
subsidiary
partnerships 59,973 78,303 119,801 136,238
----------- ----------- ----------- -----------
Net loss $(3,211,909) $(3,749,032) $(6,689,232) $(7,588,080)
=========== =========== =========== ===========
Net loss - limited
partners $(3,179,790) $(3,711,541) $(6,622,340) $(7,512,199)
=========== =========== =========== ===========
Number of BACs
outstanding 139,101.5 139,101.5 139,101.5 139,101.5
=========== =========== =========== ===========
Net loss per BAC $ (22.86) $ (26.68) $ (47.61) $ (54.00)
=========== =========== =========== ===========
* Reclassified for comparative purposes.
See Accompanying Notes to Consolidated Financial Statements.
4
LIBERTY TAX CREDIT PLUS III L.P.
AND SUBSIDIARIES
Consolidated Statement of Changes in Partners' Deficit
(Unaudited)
=================================================
Limited General
Total Partners Partners
-------------------------------------------------
Partners' deficit -
April 1, 2002 $(64,702,571) $(62,820,088) $ (1,882,483)
Net loss -
six months ended
September 30, 2002 (6,689,232) (6,622,340) (66,892)
------------ ------------ ------------
Partners' deficit -
September 30, 2002 $(71,391,803) $(69,442,428) $ (1,949,375)
============ ============ ============
See Accompanying Notes to Consolidated Financial Statements.
5
LIBERTY TAX CREDIT PLUS III L.P.
AND SUBSIDIARIES
Consolidated Statements of Cash Flows
(Unaudited)
=============================
Six Months Ended
September 30,
-----------------------------
2002 2001
-----------------------------
Cash flows from operating activities:
Net loss $(6,689,232) $(7,588,080)
Adjustments to reconcile net loss to
net cash provided by
operating activities:
Depreciation and amortization 5,162,794 5,348,959
Minority interest in loss of
subsidiaries (119,801) (136,238)
Increase in accounts payable and
other liabilities 1,526,371 1,326,259
Increase in cash held in escrow (836,265) (1,404,346)
Increase in other assets (716,762) (96,729)
Increase in due to general partners
and affiliates 902,077 700,843
Increase in due to local
general partners and affiliates 355,739 223,555
Decrease in due to local general
partners and affiliates (187,776) (82,772)
Increase in due to debt guarantor 1,706,674 2,005,525
----------- -----------
Net cash provided by operating
activities 1,103,819 296,976
----------- -----------
Cash flows from investing activities:
Acquisitions of property
and equipment (218,302) (397,124)
Decrease in due to local general
partners and affiliates (63,402) 0
----------- -----------
Net cash used in investing activities (281,704) (397,124)
----------- -----------
6
LIBERTY TAX CREDIT PLUS III L.P.
AND SUBSIDIARIES
Consolidated Statements of Cash Flows
(Unaudited)
(continued)
=============================
Six Months Ended
September 30,
-----------------------------
2002 2001
-----------------------------
Cash flows from financing activities:
Principal payments of mortgage
notes payable (1,386,796) (1,116,579)
Decrease in capitalization of
consolidated subsidiaries
attributable to minority interest (347,066) (303,599)
----------- -----------
Net cash used in financing activities (1,733,862) (1,420,178)
----------- -----------
Net decrease in cash and
cash equivalents (911,747) (1,520,326)
Cash and cash equivalents at
beginning of period 6,104,774 4,905,819
----------- -----------
Cash and cash equivalents at
end of period $ 5,193,027 $ 3,385,493
=========== ===========
See Accompanying Notes to Consolidated Financial Statements.
7
LIBERTY TAX CREDIT PLUS III L.P.
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
September 30, 2002
(Unaudited)
Note 1 - General
The consolidated financial statements for the six months ended September 30,
2002 and 2001 include the accounts of Liberty Tax Credit Plus III L.P. (the
"Partnership") and 61 and 62 subsidiary partnerships (the "subsidiary
partnerships", "Local Partnerships" or "subsidiaries"), respectively. The
Partnership holds a 98% limited partnership interest in each subsidiary
partnership except one subsidiary partnership, in which the Partnership holds a
27% limited partnership interest (the other 71% limited partnership interest is
owned by an affiliate of the Partnership with the same management). Through the
rights of the Partnership and/or an affiliate of Related Credit Properties III
L.P. and Liberty GP III Inc. (the "General Partners"), which affiliate has a
contractual obligation to act on behalf of the Partnership, to remove the
general partner of each subsidiary partnership (each a "Local General Partner")
and to approve certain major operating and financial decisions, the Partnership
has a controlling financial interest in the subsidiary partnerships.
For financial reporting purposes, the Partnership's fiscal quarter ends
September 30. All subsidiaries have fiscal quarters ending June 30. Accounts of
the subsidiaries have been adjusted for intercompany transactions from July 1
through September 30. The Partnership's fiscal quarter ends September 30 in
order to allow adequate time for the subsidiaries financial statements to be
prepared and consolidated.
All intercompany accounts and transactions have been eliminated in
consolidation.
Increases (decreases) in the capitalization of consolidated subsidiaries
attributable to minority interest arise from cash contributions from and cash
distributions to the minority interest partners.
Losses attributable to minority interests which exceed the minority interests'
investment in a subsidiary have been charged to the Partnership. Such losses
aggregated approximately $58,000 and $61,000 and $116,000 and $126,000 for the
three and six months ended September 30, 2002 and 2001, respectively. The
Partnership's investment in each subsidiary is generally equal to the respective
8
LIBERTY TAX CREDIT PLUS III L.P.
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
September 30, 2002
(Unaudited)
subsidiary partners' equity less minority interest capital, if any. In
consolidation, all subsidiary partnership losses are included in the
Partnership's capital account except for losses allocated to minority interest
capital.
The books and records of the Partnership are maintained on the accrual basis of
accounting in accordance with generally accepted accounting principles ("GAAP").
In the opinion of the General Partners of the Partnership, the accompanying
unaudited financial statements contain all adjustments (consisting only of
normal recurring adjustments) necessary to present fairly the financial position
of the Partnership as of September 30, 2002, the results of operations of the
Partnership for the three and six months ended September 30, 2002 and 2001 and
the cash flows of the Partnership for the six months ended September 30, 2002
and 2001. However, the operating results for the six months ended September 30,
2002 may not be indicative of the results for the year.
Certain information and note disclosure normally included in financial
statements prepared in accordance with GAAP have been omitted or condensed.
These consolidated financial statements should be read in conjunction with the
financial statements and notes thereto included in the Partnership's Annual
Report on Form 10-K for the period ended March 31, 2002.
Note 2 - Related Party Transactions
Liberty Associates IV L.P. ("Liberty Associates"), an affiliate of the General
Partners, has a 1% and .998% interest as a Special Limited Partner in 60 and 1
of the Local Partnerships, respectively. Affiliates of the General Partners also
have a minority interest in certain Local Partnerships.
9
LIBERTY TAX CREDIT PLUS III L.P.
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
September 30, 2002
(Unaudited)
The costs incurred to related parties for the three and six months ended
September 30, 2002 and 2001 were as follows:
======================= =======================
Three Months Ended Six Months Ended
September 30, September 30,
----------------------- -----------------------
2002 2001 2002 2001
----------------------- -----------------------
Partnership management
fees (a) $ 358,500 $ 358,500 $ 717,000 $ 717,000
Expense reimburse-
ment (b) 66,210 60,809 113,111 107,309
Local administrative
fee (d) 52,000 49,000 104,000 98,000
---------- ---------- ---------- ----------
Total general and ad-
ministrative-General
Partners 476,710 468,309 934,111 922,309
---------- ---------- ---------- ----------
Property management
fees incurred to af-
filiates of the subsidi-
ary partnerships'
general partners (c) 453,744 496,053 913,122 958,257
---------- ---------- ---------- ----------
Total general and ad-
ministrative-related
parties $ 930,454 $ 964,362 $1,847,233 $1,880,566
========== ========== ========== ==========
(a) The General Partners are entitled to receive a partnership management fee
after payment of all Partnership expenses, which together with the annual local
administrative fees will not exceed a maximum of 0.5% per annum of invested
assets (as defined in the Partnership Agreement), for administering the affairs
of the Partnership. The partnership management fee, subject to the foregoing
limitation, will be determined by the General Partners in their sole discretion
based upon their review of the Partnership's investments. Unpaid partnership
management fees for any year will be accrued without interest and will be
payable only to the extent of available funds after the Partnership has made
distributions to the limited partners of sale or refinancing proceeds equal to
their original capital contributions plus a 10% priority return thereon (to the
extent not theretofore paid out of cash flow). Partnership management fees owed
to the General Partners amounting to approximately $7,752,000 and $7,035,000
were accrued and unpaid at September 30, 2002 and March 31, 2002, respectively.
Without the General Partners' continued accrual without payment of these fees
and expense reimbursements, the Partnership will not be in a position to meet
10
LIBERTY TAX CREDIT PLUS III L.P.
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
September 30, 2002
(Unaudited)
its obligations. The General Partners have allowed for the accrual without
payment of these amounts but are under no obligation to continue to do so.
(b) The Partnership reimburses the General Partners and their affiliates for
actual Partnership operating expenses incurred by the General Partners and their
affiliates on the Partnership's behalf. The amount of reimbursement from the
Partnership is limited by the provisions of the Partnership Agreement. Another
affiliate of the General Partners performs asset monitoring for the Partnership.
These services include site visits and evaluations of the subsidiary
partnerships' performance.
(c) The subsidiary partnerships incurred property management fees amounting to
$582,655 and $626,580 and $1,162,625 and $1,203,139 for the three and six months
ended September 30, 2002 and 2001, respectively, of which $453,744 and $496,053
and $913,122 and $958,257 for the three and six months ended September 30, 2002
and 2001, respectively, were incurred to affiliates of the Local General
Partners. There were no property management fees incurred to affiliates of the
General Partners.
(d) Liberty Associates IV L.P., a special limited partner of the subsidiary
partnerships, is entitled to receive a local administrative fee of up to $2,500
per year from each subsidiary partnership.
Note 3 - Commitments and Contingencies
The following disclosure includes changes and/or additions to disclosures
regarding the Subsidiary Partnership which were included in the Partnership's
Annual Report on Form 10-K for the period ended March 31, 2002.
Manhattan A Associates ("Manhattan A")
- --------------------------------------
The financial statements for Manhattan A have not been audited for the 2001
Fiscal Year. In August 2001 the Local General Partner of Manhattan A was
replaced as the managing agent. The auditors for Manhattan A have been unable to
obtain all the books and records to complete the audit. Liberty Associates IV,
L.P. has replaced the Local General Partner.
11
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
Liquidity and Capital Resources
- -------------------------------
The Partnership's primary sources of funds include (i) working capital reserves
and (ii) cash distributions from the operations of the Local Partnerships,
neither of which are substantial in amount.
Through September 30, 2002, the Partnership has invested all of the net proceeds
of its original offering in 62 Local Partnerships. As of September 30, 2002, the
Partnership has sold its limited partnership interest in one Local Partnership.
Approximately $260,000 of the purchase price remains to be paid (which includes
approximately $242,000 held in escrow).
During the six months ended September 30, 2002, cash and cash equivalents of the
Partnership and its consolidated Local Partnerships decreased approximately
$912,000. This decrease was attributable to acquisitions of property and
equipment ($218,000), principal payments of mortgage notes payable ($1,387,000),
a net decrease in due to local general partners and their affiliates relating to
investing activities ($63,000) and a decrease in capitalization of consolidated
subsidiaries attributable to minority interest ($347,000) which exceeded cash
provided by operating activities ($1,104,000). Included in the adjustments to
reconcile the net loss to cash provided by operating activities is depreciation
and amortization ($5,163,000) and an increase in due to debt guarantor
($1,707,000).
The Partnership has working capital reserves of approximately $12,000 at
September 30, 2002.
Cash distributions received from the Local Partnerships remain relatively
immaterial. These distributions, as well as the working capital reserves
referred to in the preceding paragraph, will be used towards the future
operating expenses of the Partnership. During the six months ended September 30,
2002, the amounts received from operations of the Local Partnerships
approximated $174,000.
Partnership management fees owed to the General Partners amounting to
approximately $7,752,000 and $7,035,000 were accrued and unpaid at September 30,
2002 and March 31, 2002, respectively. Without the General Partners' continued
accrual without payment of these fees and expense reimbursements, the
12
Partnership will not be in a position to meet its obligations. The General
Partners have allowed for the accrual without payment of these amounts but are
under no obligation to continue to do so.
For a discussion of contingencies affecting certain Local Partnerships, see Note
3 to the financial statements. Since the maximum loss the Partnership would be
liable for is its net investment in the respective Local Partnerships, the
resolution of the existing contingencies is not anticipated to impact future
results of operations, liquidity or financial condition in a material way.
However, the Partnership's loss of its investment in a Local Partnership will
eliminate the ability to generate future tax credits from such Local Partnership
and may also result in recapture of tax credits if the investment is lost prior
to the end of the fifteenth anniversary after the beginning of the tax credit
period.
Management is not aware of any trends or events, commitments or uncertainties,
which have not otherwise been disclosed, that will or are likely to impact
liquidity in a material way. Management believes the only impact would be for
laws that have not yet been adopted. The portfolio is diversified by the
location of the properties around the United States so that if one area of the
country is experiencing downturns in the economy, the remaining properties in
the portfolio may be experiencing upswings. However, the geographic
diversification of the portfolio may not protect against a general downturn in
the national economy. The Partnership has fully invested the proceeds of its
offering in 62 Local Partnerships, one of which has been sold and twenty-four of
which had their Tax Credits in place. The tax credits are attached to the
project for a period of ten years and are transferable with the property during
the balance of such ten year period. If the General Partners determine that a
sale of a property is warranted, the remaining tax credits would transfer to the
new owner, thereby adding value to the property on the market, which are not
included in the financial statement carrying amount.
Results of Operations
- ---------------------
Results of operations for the three and six months ended September 30, 2002 and
2001 consisted primarily of the results of the Partnership's investment in the
consolidated Local Partnerships.
During the Fiscal Year ended March 31, 2002, the Partnership's limited
partnership interest in Northwood was sold ("Sold Asset"). Excluding the Sold
Asset, the results of the operations of the Partnership, as well as the Local
Partnerships remained fairly consistent during the three and six months ended
13
September 30, 2002 as compared to the corresponding periods in 2001. The
majority of Local Partnerships' income continues to be in the form of rental
income with the corresponding expenses being divided among operations,
depreciation and mortgage interest.
Rental income decreased approximately 1% for both the three and six months ended
September 30, 2002 as compared to the corresponding periods in 2001. Excluding
the Sold Asset, rental income increased approximately 2% for each period,
primarily due to rental rate increases.
Total expenses, excluding the Sold Asset, remained fairly consistent with
decreases of approximately 3% and 2% for the three and six months ended
September 30, 2002 as compared to the corresponding periods in 2001.
Operating and repairs and maintenance decreased approximately $133,000 and
$206,000 and $213,000 and $437,000 for the three and six months ended September
30, 2002, respectively, as compared to the corresponding periods in 2001,
primarily due to decreases relating to the Sold Asset.
Item 3. Quantitative and Qualitative Disclosures about Market Risk.
None.
Item 4. Controls and Procedures
The Chief Executive Officer and Chief Financial Officer of Related Credit
Properties III Inc., the general partner of the General Partners of the
Partnership, has evaluated the Partnership's disclosure controls and procedures
relating to the Partnership's quarterly report on Form 10-Q for the period
ending September 30, 2002 as filed with the Securities and Exchange Commission
and has judged such controls and procedures to be effective as of September 30,
2002 (the "Evaluation Date").
There have been no significant changes in the internal controls or in other
factors that could significantly affect internal controls relating to the
Partnership since the Evaluation Date.
14
PART II. OTHER INFORMATION
Item 1. Legal Proceedings - None
Item 2. Changes in Securities and Use of Proceeds - None
Item 3. Defaults Upon Senior Securities - None
Item 4. Submission of Matters to a Vote of Security Holders - None
Item 5. Other Information - None
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits:
99.1 Certification Pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
(b) Reports on Form 8-K - No reports on Form 8-K were filed during the
quarter.
SIGNATURES
Pursuant to the requirements 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.
LIBERTY TAX CREDIT PLUS III L.P.
--------------------------------
(Registrant)
By: RELATED CREDIT PROPERTIES III L.P.,
a General Partner
By:Related Credit Properties III Inc.,
General Partner
Date: November 5, 2002
By: /s/ Alan P. Hirmes
------------------
Alan P. Hirmes,
President and Chief Executive Officer
(principal executive and financial officer)
Date: November 5, 2002
By: /s/ Glenn F. Hopps
------------------
Glenn F. Hopps,
Treasurer
(principal accounting officer)
By: LIBERTY GP III INC.,
a General Partner
Date: November 5, 2002
By:/s/ Alan P. Hirmes
------------------
Alan P. Hirmes,
President and Chief Executive Officer
(principal executive and financial officer)
Date: November 5, 2002
By:/s/ Glenn F. Hopps
------------------
Glenn F. Hopps,
Treasurer
(principal accounting officer)
CERTIFICATION
I, Alan P. Hirmes, Chief Executive Officer and Chief Financial Officer of
Related Credit Properties III Inc. the General Partner of Related Credit
Properties III L.P. and of Liberty GP III Inc. (the "General Partners"), each of
which is a general partner of Liberty Tax Credit Plus III L.P. (the
"Partnership"), hereby certify that:
1. I have reviewed this quarterly report on Form 10-Q for the period
ending September 30, 2002 of the Partnership;
2. Based on my knowledge, this quarterly report does not contain any
untrue statement of a material fact or omit to state a material fact
necessary in order to make the statements made, in light of the
circumstances under which such statements were made, not misleading
with respect to the period covered by this quarterly report;
3. Based on my knowledge, the financial statements, and other financial
information included in this quarterly report, fairly present in all
material respects the financial condition, results of operations and
cash flows of the Partnership as of, and for, the periods presented in
this quarterly report;
4. I am responsible for establishing and maintaining disclosure controls
and procedures (as defined in Exchange Act Rules 13a-14 and 15-d-14)
for the Partnership and I have:
a) designed such disclosure controls and procedures to ensure the
material information relating to the Partnership is made known to me,
particularly during the period in which this quarterly report was
being prepared;
b) evaluated the effectiveness of the Partnership's disclosure
controls and procedures as of September 30, 2002 (the "Evaluation
Date"); and
c) presented in this quarterly report my conclusions about the
effectiveness of the disclosure controls and procedures based on our
evaluation as of the Evaluation Date;
5. I have disclosed, based on my most recent evaluation, to the
Partnership's auditors and to the boards of directors of the General
Partners:
a) all significant deficiencies in the design or operation of internal
controls which could adversely affect the Partnership's ability to
record, process, summarize and report financial data and have
identified for the Partnership's auditors any material weaknesses in
internal controls; and
b) any fraud, whether or not material, that involves management or
other employees who have a significant role in the Partnership's
internal controls; and
6. I have indicated in this quarterly report whether or not there were
significant changes in internal controls or in other factors that
could significantly affect internal controls subsequent to the date of
our most recent evaluation, including any corrective actions with
regard to significant deficiencies and material weaknesses.
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Partnership has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
By:/s/ Alan P. Hirmes
------------------
Alan P. Hirmes
Chief Executive Officer and
Chief Financial Officer
November 5, 2002
Exhibit 99.1
CERTIFICATION PURSUANT TO
18.U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly Report of Liberty Tax Credit Plus III L.P. (the
"Partnership") on Form 10-Q for the period ending September 30, 2002 as filed
with the Securities and Exchange Commission on the date hereof (the "Report"),
I, Alan P. Hirmes, Chief Executive Officer and Chief Financial Officer of
Related Credit Properties III Inc., the General Partner of Related Credit
Properties III, L.P. and of Liberty GP III Inc., each of which is a general
partner of the Partnership, certify, pursuant to 18 U.S.C. Section 1350, as
adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:
(1) The Report fully complies with the requirements of section 13(a) or
15(d) of the Securities Exchange Act of 1934; and
(2) The information contained in the Report fairly presents, in all
material respects, the financial condition and result of operations of the
Partnership.
By: /s/ Alan P. Hirmes
------------------
Alan P. Hirmes
Chief Executive Officer and Chief Financial Officer
November 5, 2002