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FORM 10-Q

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

(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, 2003

                                             or

( )   TRANSITION REPORT PERSUANT TO SECTION 13 OR 15 (D) OF THE SECURITIES EXCHANGE ACT OF 1934

      For the transition period from _______ to _______
Commission file number        0-19443

BOSTON CAPITAL TAX CREDIT FUND II LIMITED PARTNERSHIP.
(Exact name of registrant as specified in its charter)

Delaware

04-3066791

(State or other jurisdiction

(I.R.S. Employer

of incorporation or organization)

Identification No.)

 

One Boston Place, Suite 2100, Boston, Massachusetts  02108
(Address of principal executive offices)           (Zip Code)

Registrants telephone number, including area code (617)624-8900

(Former name, former address and former fiscal year, if changed since last report)

      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 preceeding 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

_

 

 

BOSTON CAPITAL TAX CREDIT FUND II LIMITED PARTNERSHIP

QUARTERLY REPORT ON FORM 10-Q
FOR THE QUARTER ENDED SEPTEMBER 30, 2003

TABLE OF CONTENTS

FOR THE QUARTER ENDED SEPTEMBER 30, 2003

BALANCE SHEETS

Balance_Sheet_Series_07 Page 5

Balance_Sheet_Series_09 Page 6

Balance_Sheet_Series_10 Page 7

Balance_Sheet_Series_11 Page 8

Balance_Sheet_Series_12 Page 9

Balance_Sheet_Series_14 Page 10

Statement_of_Operations_Six_Months

THREE Months Ended SEPTEMBER 30,

Statement_of_Operations_Series_07 Page 12

Statement_of_Operations_Series_09 Page 13

Statement_of_Operations_Series_10 Page 14

Statement_of_Operations_Series_11 Page 15

Statement_of_Operations_Series_12 Page 16

Statement_of_Operations_Series_14 Page 17

 

Six Months Ended SEPTEMBER 30,

Statement_of_Operations_Series_07 Page 12

Statement_of_Operations_Series_09 Page 13

Statement_of_Operations_Series_10 Page 14

Statement_of_Operations_Series_11 Page 15

Statement_of_Operations_Series_12 Page 16

Statement_of_Operations_Series_14 Page 17

 

Six Months Ended SEPTEMBER 30,

Partners_Capital_Series_7 page 19

Partners_Capital_Series_9 page 19

Partners_Capital_Series_10 page 20

Partners_Capital_Series_11 Page 20

Partners_Capital_Series_12 Page 21

Partners_Capital_Series_14 Page 21

Statement_of_Cash_Flows

Six Months Ended SEPTEMBER 30,

Cash_Flows_Series_7 page 23

Cash_Flows_Series_9 Page 24

Cash_Flows_Series_10 Page 25

Cash_Flows_Series_11 page 26

Cash_Flows_Series_12 page 27

Cash_Flows_Series_14 Page 28

 

 

 

 

 

 

 

 

 

 

 

 

 

BOSTON CAPITAL TAX CREDIT FUND II LIMITED PARTNERSHIP

QUARTERLY REPORT ON FORM 10-Q
FOR THE QUARTER ENDED SEPTEMBER 30, 2003

 

Notes_to_Financial_Statements

Note_A_Organization Page 29

Note_B_Accounting_Financial_Reporting Page 29

Note_C_Related_Party_Transaction page 30

Note_D_Investments page 32

Combined_Statements_of_Operations

Combined_Statements_Series_7 Page 33

Combined_Statements_Series_9 Page 34

Combined_Statements_Series_10 page 35

Combined_Statements_Series_11 Page 36

Combined_Statements_Series_12 page 37

Combined_Statements_Series_14 Page 38

NOTE_E_TAXABLE_LOSS Page 39

Liquidity page 40

Capital_Resources page 40

Results_of_Operations Page 42

Quantitative_and_Qualitative Page 57

Disclosure_Controls_and_Procedures Page 57

Part_II_Other_Information

Signatures page 59

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Boston Capital Tax Credit Fund II Limited Partnership
BALANCE SHEETS

 

 

September 30,
2003 

(Unaudited)

March 31,
2003

(Audited)

ASSETS

INVESTMENTS IN OPERATING
   PARTNERSHIPS(Note D)


$ 21,807,224


$ 23,401,004

OTHER ASSETS

Cash and cash equivalents

1,251,204

3,633,932

Investments

-

-

Notes receivable

543,584

543,584

Deferred acquisition costs (Note B)

922,672

946,954

Other assets

1,390,552

  981,330

$ 25,915,236

$ 29,506,804

LIABILITIES

Accounts payable

$      1,380

$      2,618

Accounts payable affiliates (Note C)

27,691,910

26,173,258

Capital contributions payable (Note D)

    236,345

    236,345

 27,929,635

 26,412,221

PARTNERS' CAPITAL

Limited Partners

  

Units of limited partnership 
interest, $10 stated value per
BAC; 20,000,000 authorized BACs;
18,679,738 issued and outstanding




(409,898)




4,672,658

General Partner

(1,604,501)

(1,578,075)

(2,014,399)

  3,094,583

$ 25,915,236

$ 29,506,804

 

 

 

The accompanying notes are an integral part of this statement

Table_of_Contents

Boston Capital Tax Credit Fund II Limited Partnership
BALANCE SHEETS

Series 7

 

 

September 30,
2003 

(Unaudited)

March 31,
2003

(Audited)

ASSETS

 

 

 

INVESTMENTS IN OPERATING
   PARTNERSHIPS(Note D)

$   81,837

$  133,996

OTHER ASSETS

Cash and cash equivalents

8,936

   9,823

Investments

-

-

Notes receivable

     -

-

Deferred acquisition costs (Note B)

-

-

Other assets

   135,672

   26,450

 

$   226,445

$   170,269

LIABILITIES

Accounts payable
  

$         -

$         -

Accounts payable affiliates (Note C)

1,694,340

1,531,754

Capital contributions payable (Note D)

        -

         -

1,694,340

1,531,754

PARTNERS' CAPITAL

Limited Partners

 
 

Units of limited partnership 
interest, $10 stated value per
BAC; 20,000,000 authorized BACs;
1,036,100 issued and outstanding




 (1,363,289)




(1,257,943)

General Partner

 (104,606)

 (103,542)

(1,467,895)

(1,361,485)

$    226,445

$   170,269

The accompanying notes are an integral part of this statement

Table_of_Contents

Boston Capital Tax Credit Fund II Limited Partnership
BALANCE SHEETS

Series 9



September 30,
2003 
(Unaudited)

March 31,
2003
(Audited)

ASSETS

 

 

INVESTMENTS IN OPERATING
   PARTNERSHIPS(Note D)

$ 1,185,612

$ 1,463,578

OTHER ASSETS

Cash and cash equivalents

248,133

2,030,872

Investments

-

-

Notes receivable

-

-

Deferred acquisition costs (Note B)

16,527

16,962

Other assets

   196,033

196,033


$ 1,646,305


$ 3,707,445

LIABILITIES

 

Accounts payable

$         -

$         -

Accounts payable affiliates (Note C)

5,935,610

5,676,451

 

Capital contributions payable(Note D)

        -

-

5,935,610

5,676,451

PARTNERS' CAPITAL

Limited Partners

 
 

Units of limited partnership 
Interest, $10 stated value per
BAC; 20,000,000 authorized BACs;
4,178,029 issued and outstanding




(3,905,504)




(1,588,976)

General Partner

(383,801)

(380,030)

(4,289,305)

(1,969,006)

$ 1,646,305

$ 3,707,445

The accompanying notes are an integral part of this statement

Table_of_Contents

Boston Capital Tax Credit Fund II Limited Partnership
BALANCE SHEETS

Series 10



September 30,
2003 

(Unaudited)

March 31,
2003

(Audited)

ASSETS

 

 

INVESTMENTS IN OPERATING 
   PARTNERSHIPS (Note D)

$2,936,072

$3,083,826

OTHER ASSETS

 Cash and cash equivalents

130,963

121,830

Investments

-

-

 Notes receivable

-

-

 Deferred acquisition costs (Note B)

65,389

67,108

 Other assets

   38,978

   38,978

 

$3,171,402

$3,311,742

LIABILITIES

 

Accounts payable

$        -

$    1,238

 

Accounts payable affiliates (Note C)

4,130,527

3,965,785

 

Capital contributions payable (Note D)

        -

        -

4,130,527

3,967,023

PARTNERS' CAPITAL

Limited Partners

 
 

Units of limited partnership 
Interest, $10 stated value per
BAC; 20,000,000 authorized BACs;
2,428,925  issued and outstanding




(746,415)




(445,609)

General Partner

(212,710)

 (209,672)

(959,125)

(655,281)

$3,171,402

$3,311,742

 

The accompanying notes are an integral part of this statement

Table_of_Contents

Boston Capital Tax Credit Fund II Limited Partnership
BALANCE SHEETS

Series 11



September 30,
2003 

(Unaudited)

March 31,
2003

(Audited)

ASSETS

 

 

INVESTMENTS IN OPERATING   
   PARTNERSHIPS (NOTE D)

$ 4,986,024

$ 5,304,019

OTHER ASSETS

 

Cash and cash equivalents

247,364

  369,202

Investments

-

-

Notes receivable

-

-

 

Deferred acquisition costs (Note B)

33,142

34,015

 

Other assets

   425,940

125,940

$ 5,692,470

$ 5,833,176

LIABILITIES

 

Accounts payable 

$         -

$         -

 

Accounts payable affiliates (Note C)

3,617,394

3,254,555

 

Capital contributions payable (Note D)

    22,528

    22,528

 3,639,922

 3,277,083

PARTNERS' CAPITAL

Limited Partners

 
 

Units of limited partnership 
Interest, $10 stated value per
BAC; 20,000,000 authorized BACs;
2,489,599 issued and outstanding




2,246,707




2,745,217

General Partner

 (194,159)

 (189,124)

 2,052,548

 2,556,093

$ 5,692,470

$ 5,833,176

The accompanying notes are an integral part of this statement

Table_of_Contents

Boston Capital Tax Credit Fund II Limited Partnership
BALANCE SHEETS

Series 12



September 30,
2003 

(Unaudited)

March 31,
2003

(Audited)

ASSETS

 

 

INVESTMENTS IN OPERATING
   PARTNERSHIPS (NOTE D)    

$ 5,250,480

$ 5,532,116

OTHER ASSETS

 

Cash and cash equivalents

30,029

  39,674

Investments

-

-

Notes receivable

-

-

Deferred acquisition costs (Note B)

253,021

259,677

Other assets

   116,367

   116,367

 

$ 5,649,897

$ 5,947,834

LIABILITIES

Accounts payable 

$         -

$      -

Accounts payable affiliates (Note C)

4,263,398

4,067,244

Capital contributions payable (Note D)

    11,405

    11,405

 4,274,803

 4,078,649

PARTNERS' CAPITAL

Limited Partners

 
 

Units of limited partnership 
Interest, $10 stated value per
BAC; 20,000,000 authorized BACs;
2,972,795 issued and outstanding




1,618,600




2,107,752

General Partner

 (243,506)

 (238,567)

 1,375,094

 1,869,185

$ 5,649,897

$ 5,947,834

The accompanying notes are an integral part of this statement

Table_of_Contents

Boston Capital Tax Credit Fund II Limited Partnership
BALANCE SHEETS

Series 14



September 30,
2003 

(Unaudited)

March 31,
2003

(Audited)

ASSETS

 

 

INVESTMENTS IN OPERATING
   PARTNERSHIPS (NOTE D)    

$ 7,367,199

$  7,883,469

OTHER ASSETS

 

Cash and cash equivalents

585,779

1,062,531

Investments

-

-

 

Notes receivable

543,584

543,584

 

Deferred acquisition costs (Note B)

554,593

569,192

 

Other assets

    477,562

    477,562

$  9,528,717

$ 10,536,338

     

LIABILITIES

   
     

 

Accounts payable

$      1,380

$      1,380

 

Accounts payable affiliates (Note C)

8,050,641

 7,677,469

Capital contributions payable (Note D)

    202,412

    202,412

  8,254,433

  7,881,261

     

PARTNERS' CAPITAL

   
     

Limited Partners

   

 
 

Units of limited partnership 
Interest, $10 stated value per
BAC; 20,000,000 authorized BACs;
5,574,290 issued and outstanding




1,740,003




3,112,217

General Partner

  (465,719)

  (457,140)

  1,274,284

  2,655,077

$  9,528,717

$ 10,536,338

 

The accompanying notes are an integral part of this statement

Table_of_Contents

 

Boston Capital Tax Credit Fund II Limited Partnership

STATEMENTS OF OPERATIONS
Three Months Ended September 30,

(Unaudited)

 


2003


2002

       

Income

     

  

Interest income

$       4,167

$      6,251

Other income

     29,922

       2,381

 

     34,089

       8,632

 

Share of loss from Operating 
  Partnerships(Note D)

  (576,114)


*


 (2,636,066)


*

       

Expenses

     

  

     

Partnership management fee (Note C)

564,854

531,053

  

Amortization

12,139

12,139

General and administrative expenses

     210,705

     148,435

  

     787,698

 

     691,627

  NET LOSS

$ (1,329,723)

$ (3,319,061)

Net loss allocated to limited partners

$ (1,316,426)

$ (3,285,870)

Net loss allocated general partner

$    (13,297)

$    (33,191)

Net loss per BAC

$       (.44)

$      (1.51)

       

 

 

 

 

 

* Includes gain on sale of Operating Partnerships of $238,000 for 2003 and loss on sale of Operating Partnership of $1,396,476 for 2002.

 

 

 

 

 

 

 

The accompanying notes are an integral part of this statement

Table_of_Contents

 

Boston Capital Tax Credit Fund II Limited Partnership

STATEMENTS OF OPERATIONS

Three Months Ended September 30,

(Unaudited)

Series 7


2003


2002

     

Income

Interest income

$       12

$       102

  

Other income

    3,150

         -

    3,162

       102

Share of loss from Operating 
  Partnerships(Note D)

 (20,885)

 (33,987)

Expenses

  

Partnership management fee (Note C)   

25,893

22,628

  

Amortization

-

-

  

General and administrative expenses

   12,272

    9,063

  

  38,165

   31,691

  NET LOSS

$ (55,888)

$ (65,576)

Net loss allocated to limited partners

$ (55,329)

$ (64,920)

Net loss allocated general partner

$    (559)

$    (656)

Net loss per BAC

$    (.05)

$    (.06)











The accompanying notes are an integral part of this statement

Table_of_Contents

 

Boston Capital Tax Credit Fund II Limited Partnership

STATEMENTS OF OPERATIONS

Three Months Ended September 30,
(Unaudited)

Series 9


2003


2002

     

Income

   

  

Interest income

$     2,376

$      797

  

Other income

    2,711

       -

 

   5,087

      797

Share of loss from Operating 
  Partnerships(Note D)

  50,415


*


 (259,898)

     

Expenses

   

  

   

Partnership management fee (Note C)   

127,023

91,489

Amortization

217

     217

General and administrative expenses

    40,689

    19,992

  

  167,929

   111,698

  NET LOSS

$ (112,427)

$ (370,799)

     

Net loss allocated to limited partners

$ (111,303)

$ (367,091)

Net loss allocated general partner

$   (1,124)

$   (3,708)

Net loss per BAC

$     (.03)

$     (.18)

     






*Includes gain on sale of Operating Partnerships of $187,718.








The accompanying notes are an integral part of this statement

 

 

 

Table_of_Contents

 

 

 

Boston Capital Tax Credit Fund II Limited Partnership

STATEMENTS OF OPERATIONS

Three Months Ended September 30,
(Unaudited)

Series 10


2003


2002

Income

  

Interest income

$      157

$   1,898

Other income

     5,433

       -

    5,590

     1,898

Share of loss from Operating 
  Partnerships(Note D)

(87,007)

(1,481,682)


*

Expenses

  

Partnership management fee (Note C)   

75,548

83,087

Amortization

860

860

General and administrative expenses

    28,456

    23,461

  

  104,864

    107,408

  NET LOSS

$ (186,281)

$(1,587,192)

Net loss allocated to limited partners

$ (184,418)

$(1,571,320)

Net loss allocated general partner

$   (1,863)

$  (15,872)

Net loss per BAC

$    (.08)

$     (.65)






* Includes loss on sale of Operating Partnership of $1,396,476.





The accompanying notes are an integral part of this statement

Table_of_Contents

 

Boston Capital Tax Credit Fund II Limited Partnership

STATEMENTS OF OPERATIONS

Three Months Ended September 30,
(Unaudited)

Series 11


2003


2002

     

Income

   

  

Interest income

$      312

$     1,669

 

Other income

     3,583

       -

 

     3,895

     1,669

Share of loss from Operating 
  Partnerships(Note D)

 (184,081)

 (183,149)

     

Expenses

   

  

   

Partnership management fee (Note C)   

79,620

75,136

  

Amortization

436

436

General and administrative expenses

    27,741

    20,964

  

   107,797

    96,536

     

 

 NET LOSS

$ (287,983)

$ (278,016)

     

Net loss allocated to limited partners

$ (285,103)

$ (275,236)

     

Net loss allocated general partner

$   (2,880)

$   (2,780)

     

Net loss per BAC

$     (.12)

$     (.11)

     















The accompanying notes are an integral part of this statement

 

 

 

Table_of_Contents

 

Boston Capital Tax Credit Fund II Limited Partnership

STATEMENTS OF OPERATIONS

Three Months Ended September 30,
(Unaudited)

Series 12


2003


2002

     

Income

   

  

Interest income

$        50

$       159

 

Other income

  4,200

     -

 

     4,250

     159

Share of loss from Operating 
  Partnerships(Note D)

 (126,986)

 (211,619)

     

Expenses

   

  

   

Partnership management fee (Note C)   

94,052

90,457

  

Amortization

3,329

3,329

General and administrative expenses

    32,738

    23,884

  

   130,119

   117,670

     

 

 NET LOSS

$ (252,855)

$ (329,130)

     

Net loss allocated to limited partners

$ (250,326)

$ (325,839)

Net loss allocated general partner

$   (2,529)

$   (3,291)

Net loss per BAC

$     (.09)

$     (.11)

     













 

 

 

 

 

 

 

Table_of_Contents

Boston Capital Tax Credit Fund II Limited Partnership

STATEMENTS OF OPERATIONS

Three Months Ended September 30,
(Unaudited)

Series 14


2003


2002

     

Income

   

  

Interest income

$     1,260

$     1,626

  

Other income

    10,845

     2,381

 

    12,105

     4,007

Share of loss from Operating 
  Partnerships(Note D)

(207,570)


*


(465,731)

     

Expenses

   

  

Partnership management fee (Note C)   

162,718

168,256

 

Amortization

7,297

7,297

 

General and administrative expenses

    68,809

    51,071

  

  238,824

   226,624

     

  NET LOSS

$ (434,289)

$ (688,348)

     

Net loss allocated to limited partners

$ (429,946)

$ (681,465)

Net loss allocated general partner

$   (4,343)

$   (6,883)

Net loss per BAC

$     (.08)

$     (.12)




* Includes gain on sale of Operating Partnerships of $50,282.






The accompanying notes are an integral part of this statement

 

 

 

 

 

 

 

 

 

 

Table_of_Contents

 

Boston Capital Tax Credit Fund II Limited Partnership

STATEMENTS OF OPERATIONS
Six Months Ended September 30,
(Unaudited)

 


2003


2002

       

Income

     

  

Interest income

$       9,636

$      12,712

Other income

      33,384

      14,509

 

      43,020

      27,221

 

Share of loss from Operating 
  Partnerships(Note D)

(1,299,506)


*


(3,824,785)


*

       

Expenses

     

  

     

Partnership management fee (Note C)

1,082,688

1,103,053

  

Amortization

24,281

24,281

General and administrative expenses

     279,461

     221,155

  

   1,386,430

 

   1,348,489

  NET LOSS

$ (2,642,916)

$ (5,146,053)

Net loss allocated to limited partners

$ (2,616,487)

$ (5,094,592)

Net loss allocated general partner

$    (26,429)

$    (51,461)

Net loss per BAC

$       (.84)

$      (1.67)

       

 

 

 

* Includes gain on sale of Operating Partnerships of $238,000 for 2003 and loss on sale of Operating Partnerships of $1,396,476 for 2002.

 

 

 

 

 

 

 

 

The accompanying notes are an integral part of this statement

Table_of_Contents

 

Boston Capital Tax Credit Fund II Limited Partnership

STATEMENTS OF OPERATIONS

Six Months Ended September 30,

(Unaudited)

Series 7


2003


2002

     

Income

Interest income

$       31

$       146

  

Other income

    3,150

         -

    3,181

       146

Share of loss from Operating 
  Partnerships(Note D)

 (42,461)

  (74,125)

Expenses

  

Partnership management fee (Note C)   

50,764

39,213

  

Amortization

-

-

  

General and administrative expenses

   16,366

    13,771

  

  67,130

    52,984

  NET LOSS

$(106,410)

$ (126,963)

Net loss allocated to limited partners

$(105,346)

$ (125,693)

Net loss allocated general partner

$  (1,064)

$   (1,270)

Net loss per BAC

$    (.10)

$    (.12)











The accompanying notes are an integral part of this statement

Table_of_Contents

 

Boston Capital Tax Credit Fund II Limited Partnership

STATEMENTS OF OPERATIONS

Six Months Ended September 30,
(Unaudited)

Series 9


2003


2002

     

Income

   

  

Interest income

$     5,424

$     1,801

  

Other income

   2,908

    6,066

 

    8,332

     7,867

Share of loss from Operating 
  Partnerships(Note D)

 (88,822)*


*


  (504,248)

     

Expenses

   

  

   

Partnership management fee (Note C)   

242,071

260,892

Amortization

435

     435

General and administrative expenses

    54,119

    35,019

  

  296,625

   296,346

  NET LOSS

$ (377,115)

$ (792,727)

     

Net loss allocated to limited partners

$ (373,344)

$ (784,800)

Net loss allocated general partner

$   (3,771)

$   (7,927)

Net loss per BAC

$     (.09)

$     (.27)

     




* Includes gain on sale of Operating Partnerships of $187,718.










The accompanying notes are an integral part of this statement

 

 

 

Table_of_Contents

 

 

 

Boston Capital Tax Credit Fund II Limited Partnership

STATEMENTS OF OPERATIONS

Six Months Ended September 30,
(Unaudited)

Series 10


2003


2002

Income

  

Interest income

$      379

$     3,042

Other income

     5,510

     1,168

   5,889

    4,210

Share of loss from Operating 
  Partnerships(Note D)

(126,315)

(1,501,624)


*

Expenses

  

Partnership management fee (Note C)   

143,298

159,238

Amortization

1,721

1,721

General and administrative expenses

    38,399

    33,771

  

  183,418

   194,730

  NET LOSS

$ (303,844)

$(1,692,144)

Net loss allocated to limited partners

$ (300,806)

$(1,675,223)

Net loss allocated general partner

$   (3,038)

$ (16,921)

Net loss per BAC

$    (.13)

$ (.70)





* Includes loss on sale of Operating Partnerships of $1,396,476.






The accompanying notes are an integral part of this statement

Table_of_Contents

 

Boston Capital Tax Credit Fund II Limited Partnership

STATEMENTS OF OPERATIONS

Six Months Ended September 30,
(Unaudited)

Series 11


2003


2002

     

Income

   

  

Interest income

$      785

$     3,916

 

Other income

     5,500

       -

 

     6,285

     3,916

Share of loss from Operating 
  Partnerships(Note D)

 (317,995)

 (308,405)

     

Expenses

   

  

   

Partnership management fee (Note C)   

154,786

147,920

  

Amortization

872

872

General and administrative expenses

    36,177

    30,402

  

   191,835

   179,194

     

 

 NET LOSS

$ (503,545)

$ (483,683)

     

Net loss allocated to limited partners

$ (498,510)

$ (478,846)

     

Net loss allocated general partner

$   (5,035)

$   (4,837)

     

Net loss per BAC

$     (.20)

$     (.19)

     















The accompanying notes are an integral part of this statement

 

 

 

Table_of_Contents

 

Boston Capital Tax Credit Fund II Limited Partnership

STATEMENTS OF OPERATIONS

Six Months Ended September 30,
(Unaudited)

Series 12


2003


2002

     

Income

   

  

Interest income

$       129

$       289

 

Other income

     4,200

      150

 

     4,329

      439

Share of loss from Operating 
  Partnerships(Note D)

 (272,823)

 (407,749)

     

Expenses

   

  

   

Partnership management fee (Note C)   

174,894

176,019

  

Amortization

6,658

6,658

General and administrative expenses

    44,047

    35,445

  

   225,599

   218,122

     

 

 NET LOSS

$ (494,093)

$ (625,432)

     

Net loss allocated to limited partners

$ (489,152)

$ (619,178)

Net loss allocated general partner

$   (4,941)

$   (6,254)

Net loss per BAC

$     (.17)

$     (.21)

     













 

 

 

 

 

 

 

Table_of_Contents

Boston Capital Tax Credit Fund II Limited Partnership

STATEMENTS OF OPERATIONS

Six Months Ended September 30,
(Unaudited)

Series 14


2003


2002

     

Income

   

  

Interest income

$     2,888

$     3,518

  

Other income

    12,116

      7,125

 

    15,004

     10,643

Share of loss from Operating 
  Partnerships(Note D)

(451,090)*

(1,028,634)

     

Expenses

   

  

Partnership management fee (Note C)   

316,875

319,771

 

Amortization

14,595

14,595

 

General and administrative expenses

    90,353

    72,747

  

  421,823

    407,113

     

  NET LOSS

$ (857,909)

$(1,425,104)

     

Net loss allocated to limited partners

$ (849,330)

$(1,410,853)

Net loss allocated general partner

$   (8,579)

$ (14,251)

Net loss per BAC

$     (.15)

$ (.26)



* Includes gain on sale of Operating Partnerships of $50,282.







The accompanying notes are an integral part of this statement

Boston Capital Tax Credit Fund II Limited Partnership

STATEMENTS OF CHANGES IN PARTNERS' CAPITAL

Six Months Ended September 30,
(Unaudited)

 





Assignees



General
Partner





Total

       

Partners' capital 
 (deficit)
  April 1, 2003



$ 4,672,658



$ (1,578,073)



$ 3,094,585

    

Distributions to

Investors

(2,466,068)

-

(2,466,068)

       

Net income (loss)

(2,616,488)

   (26,428)

(2,642,916)

       

Partners' capital 
 (deficit),
  September 30, 2003

 

$ (409,898)

 

$ (1,604,501)

 

$(2,014,399)

       






























The accompanying notes are an integral part of this statement

Boston Capital Tax Credit Fund II Limited Partnership

STATEMENTS OF CHANGES IN PARTNERS' CAPITAL


Six Months Ended September 30,
(Unaudited)

Assignees

General
Partner

Total

Series 7

Partners' capital 
 (deficit)
  April 1, 2003



$(1,257,943)



$ (103,542)



$(1,361,485)

Distribution to

Investors

-

-

-

Net income (loss)

  (105,346)

   (1,064)

  (106,410)

Partners' capital 
 (deficit)
  September 30, 2003    

 

$(1,363,289)

 

$ (104,606)

 

$(1,467,895)

Series 9

Partners' capital 
 (deficit)
  April 1, 2003



$(1,588,976)



$ (380,030)



$(1,969,006)

Distributions to

Investors

(1,943,184)

-

(1,943,184)

Net income (loss)

(373,344)

  (3,771)

(377,115)

       

Partners' capital 
 (deficit)
  September 30, 2003    

 

$(3,905,504)

 

$ (383,801)

 

$(4,289,305)

       








 

 

 

 

 

The accompanying notes are an integral part of these statements.

 

 

 

 

 

 

 

 

 

Table_of_Contents

 

Boston Capital Tax Credit Fund II Limited Partnership

STATEMENTS OF CHANGES IN PARTNERS' CAPITAL


Six Months Ended September 30,
(Unaudited)

 

Assignees

General
Partner

Total

Series 10

Partners' capital 
 (deficit)
  April 1, 2003



$ (445,609)



$ (209,672)



$ (655,281)

Distributions to

Investors

-

-

-

Net income (loss)

(300,806)

  (3,038)

(303,844)

Partners' capital 
 (deficit)
  September 30, 2003    

 

$ (746,415)

 

$ (212,710)

 

$ (959,125)

Series 11

Partners' capital 
 (deficit)
  April 1, 2003



$ 2,745,217



$ (189,124)



$ 2,556,093

Distributions to

Investors

-

-

-

Net income (loss)

 (498,510)

   (5,035)

 (503,545)

       

Partners' capital 
 (deficit)
  September 30, 2003   

 

$ 2,246,707

 

$ (194,159)

 

$ 2,052,548

       












The accompanying notes are an integral part of this statement

 

 

 

Table_of_Contents

 

Boston Capital Tax Credit Fund II Limited Partnership

STATEMENTS OF CHANGES IN PARTNERS' CAPITAL

Six Months Ended September 30,
(Unaudited)

 

Assignees

General
Partner

Total

Series 12

Partners' capital 
 (deficit)
  April 1, 2003



$  2,107,752



$  (238,565)



$  1,869,187

Distributions to

Investors

-

-

-

Net income (loss)

(489,152)

    (4,941)

(494,093)

       

Partners' capital 
 (deficit)
  September 30, 2003   

 

$ 1,618,600

 

$ (243,506)

 

$ 1,375,094

Series 14

Partners' capital 
 (deficit)
  April 1, 2003



$  3,112,217



$  (457,140)



$  2,655,077

Distributions to

Investors

(522,884)

-

(522,884)

Net income (loss)

(849,330)

   (8,579)

(857,909)

       

Partners' capital 
 (deficit)
  September 30, 2003    

 

$ 1,740,003

 

$ (465,719)

 

$ 1,274,284

       












The accompanying notes are an integral part of this statement

 

 

 

Boston Capital Tax Credit Fund II Limited Partnership

STATEMENTS OF CASH FLOWS

Six Months Ended September 30,
(Unaudited)


 

2003

2002

Cash flows from operating activities:

   
     


   Net Loss


$(2,642,916)


$(5,146,053)

   Adjustments

   

Distributions from Operating Partnerships

56,276

14,614

Amortization

24,281

24,281

Share of Loss from Operating Partnerships

1,299,506

3,824,785

Changes in assets and liabilities

(Decrease) Increase in accounts payable

1,517,415

1,130,599

Decrease (Increase) in other assets

   (409,222)

  (16,554)

     
 

Net cash (used in) provided by
operating activities

   (154,660)

  (168,328)

   
     

Cash flows from investing activities:

   
     
 

Capital Contributions paid to Operating 
  Partnerships

-

-

 

Investments

-

307,862

 

Proceeds from the sale of Operating 
  Partnerships

238,000

1,000,000

 

Advances (made to) repaid from Operating 
  Partnerships

          -

          -

     

   Net cash (used in) provided by
     investing activities

    238,000

  1,307,862

     

Cash flows from financing activity:

   
     
 

Credit adjusters received from
(refunded to) Operating Partnerships

          -

         -

     
 

Distributions to

Investors

 (2,466,068)

  (866,106)

       
 

Net cash (used in) provided by
financing activity

 (2,466,068)

  (866,106)

     
     
 

INCREASE (DECREASE) IN CASH AND
CASH EQUIVALENTS

 (2,382,728)

    273,428

     

Cash and cash equivalents, beginning

   3,633,932

  1,132,906

     

Cash and cash equivalents, ending

$   1,251,204

$  1,406,334

     


The accompanying notes are an integral part of this statement

Table_of_Contents

Boston Capital Tax Credit Fund II Limited Partnership

STATEMENTS OF CASH FLOWS

Six Months Ended September 30,
(Unaudited)

Series 7

 

2003

2002

Cash flows from operating activities:

   
     

   Net Loss

$ (106,410)

$ (126,963)

   Adjustments

   

Distributions from Operating Partnerships

9,698

530

Amortization

-

-

Share of Loss from Operating Partnerships

42,461

74,125

         

Changes in assets and liabilities

(Decrease) Increase in accounts payable

162,586

67,317

Decrease (Increase) in other assets

 (109,222)

   (3,500)

     
       
 

Net cash (used in) provided by
operating activities

   (887)

    11,509

     
     

Cash flows from investing activities:

   
     
 

Capital Contributions paid to Operating 

  Partnerships

-

-

 

Investments

-

-

 

Proceeds from the sale of Operating 
  Partnerships

-

-

 

Advances (made to) repaid from Operating 

  Partnerships

         -

         -

     

   Net cash (used in) provided by
     investing activities

         -

         -

     

Cash flows from financing activity:

   
     
 

Credit adjusters received from
(refunded to) Operating Partnerships

         -

         -

     
 

Distributions to

Investors

-

-

       
 

Net cash (used in) provided by
financing activity

         -

         -

     
     
 

INCREASE (DECREASE) IN CASH AND
CASH EQUIVALENTS

(887)

11,509

     

Cash and cash equivalents, beginning

     9,823

     8,525

Cash and cash equivalents, ending

$     8,936

$    20,034

     


The accompanying notes are an integral part of this statement

Table_of_Contents

Boston Capital Tax Credit Fund II Limited Partnership

STATEMENTS OF CASH FLOWS

Six Months Ended September 30,
(Unaudited)

Series 9

 

2003

2002

Cash flows from operating activities:

   
     

   Net Loss

$ (377,115)

$ (792,727)

   Adjustments

   

Distributions from Operating Partnerships

1,426

1,427

Amortization

435

435

Share of Loss from Operating Partnerships

88,822

504,248

Changes in assets and liabilities

(Decrease) Increase in accounts payable

259,159

284,304

Decrease (Increase) in other assets

   -

  4,195

       
     
 

Net cash (used in) provided by
operating activities

  (27,273)

  1,882

     
     

Cash flows from investing activities:

   
     
 

Capital Contributions paid to Operating 

  Partnerships

-

-

 

Investments

-

97,866

 

Proceeds from the sale of Operating 
  Partnerships

187,718

-

 

Advances (made to) repaid from Operating 

  Partnerships

      -

         -

     

   Net cash (used in) provided by
     investing activities

    187,718

    97,866

Cash flows from financing activity:

   
     
 

Credit adjusters received from
(refunded to) Operating Partnerships

         -

         -

     
 

Distributions to

Investors

(1,943,184)

-

       
 

Net cash (used in) provided by
financing activity

(1,943,184)

         -

     
     
 

INCREASE (DECREASE) IN CASH AND
CASH EQUIVALENTS

(1,782,739)

99,748

     

Cash and cash equivalents, beginning

  2,030,872

   215,236

     

Cash and cash equivalents, ending

$  248,133

$   314,984

     


The accompanying notes are an integral part of this statement

Table_of_Contents

 

Boston Capital Tax Credit Fund II Limited Partnership

STATEMENTS OF CASH FLOWS

Six Months Ended September 30,
(Unaudited)

Series 10

 

2003

2002

Cash flows from operating activities:

   
     

   Net Loss

$ (303,844)

$(1,692,144)

   Adjustments

   

Distributions from Operating Partnerships

21,437

380

Amortization

1,721

1,721

Share of Loss from Operating Partnerships

126,315

1,501,624

Changes in assets and liabilities

(Decrease) Increase in accounts payable

163,504

43,860

Decrease (Increase) in other assets

   -

   2,285

       
     
 

Net cash (used in) provided by
operating activities

  9,133

 (142,274)

     
     

Cash flows from investing activities:

   
     
 

Capital Contributions paid to Operating 

  Partnerships

-

-

 

Investments

-

(3,987)

 

Proceeds from the sale of Operating 
  Partnerships

-

1,000,000

 

Advances (made to) repaid from Operating 

  Partnerships

-

         -

     

   Net cash (used in) provided by
     investing activities

         -

   996,013

     

Cash flows from financing activity:

   
     
 

Credit adjusters received from
(refunded to) Operating Partnerships

         -

         -

     
 

Distributions to

Investors

-

(866,106)

       
 

Net cash (used in) provided by
financing activity

         -

(866,106)

     
     
 

INCREASE (DECREASE) IN CASH AND
CASH EQUIVALENTS

9,133

   (12,367)

     

Cash and cash equivalents, beginning

   121,830

    47,305

     

Cash and cash equivalents, ending

$   130,963

$    34,938

     


The accompanying notes are an integral part of this statement

Table_of_Contents

Boston Capital Tax Credit Fund II Limited Partnership

STATEMENTS OF CASH FLOWS

Six Months Ended September 30,
(Unaudited)

Series 11

 

2003

2002

Cash flows from operating activities:

   
     

   Net Loss

$ (503,545)

$ (483,683)

   Adjustments

   

Distributions from Operating Partnerships

-

35

Amortization

872

872

Share of Loss from Operating Partnerships

317,995

308,405

Changes in assets and liabilities

(Decrease) Increase in accounts payable

362,840

162,840

Decrease (Increase) in other assets

(300,000)

  (5,996)

     
 

Net cash (used in) provided by
operating activities

 (121,838)

  (17,527)

     
     

Cash flows from investing activities:

   
     

Capital Contributions paid to Operating 

  Partnerships

-

-

 

Investments

-

157,136

 

Proceeds from the sale of Operating 
  Partnerships

-

-

 

Advances (made to) repaid from Operating 

  Partnerships

         -

         -

     

   Net cash (used in) provided by
     investing activities

         -

   157,136

     

Cash flows from financing activity:

   
     
 

Credit adjusters received from
(refunded to) Operating Partnerships

         -

         -

       
 

Distributions to

Investors

-

-

       
 

Net cash (used in) provided by
financing activity

         -

         -

     
     
 

INCREASE (DECREASE) IN CASH AND
CASH EQUIVALENTS

  (121,838)

  139,609

     

Cash and cash equivalents, beginning

  369,202

   262,105

     

Cash and cash equivalents, ending

$   247,364

$   401,714

     


The accompanying notes are an integral part of this statement

 

 

Table_of_Contents

Boston Capital Tax Credit Fund II Limited Partnership

STATEMENTS OF CASH FLOWS

Six Months Ended September 30,
(Unaudited)

Series 12

 

2003

2002

Cash flows from operating activities:

   
     

   Net Loss

$(494,093)

$(625,432)

   Adjustments

   

Distributions from Operating Partnerships

8,813

7,310

 

 

Amortization

6,658

6,658

Share of Loss from Operating Partnerships

272,823

407,749

Changes in assets and liabilities

(Decrease) Increase in accounts payable

196,154

195,852

Decrease (Increase) in other assets

          -

         -

     
 

Net cash (used in) provided by
operating activities

   (9,645)

  (7,863)

     
     

Cash flows from investing activities:

   
     
 

Capital Contributions paid to Operating 

  Partnerships

-

-

 

Investments

-

-

 

Proceeds from the sale of Operating 
  Partnerships

-

-

 

Advances (made to) repaid from Operating 

  Partnerships

         -

         -

     

   Net cash (used in) provided by
     investing activities

         -

         -

     

Cash flows from financing activity:

   
     
 

Credit adjusters received from
(refunded to) Operating Partnerships

         -

         -

     
 

Distributions to

Investors

-

-

       
 

Net cash (used in) provided by
financing activity

         -

         -

     
     
 

INCREASE (DECREASE) IN CASH AND
CASH EQUIVALENTS

(9,645)

   (7,863)

     

Cash and cash equivalents, beginning

    39,674

    48,058

     

Cash and cash equivalents, ending

$    30,029

$    40,195

     


The accompanying notes are an integral part of this statement

Table_of_Contents

Boston Capital Tax Credit Fund II Limited Partnership

STATEMENTS OF CASH FLOWS

Six Months Ended September 30,
(Unaudited)

Series 14

 

2003

2002

Cash flows from operating activities:

   
     

   Net Loss

$ (857,909)

$(1,425,104)

   Adjustments

   

Distributions from Operating Partnerships

14,902

4,932

Amortization

14,595

14,595

Share of Loss from Operating Partnerships

451,090

1,028,634

Changes in assets and liabilities

(Decrease) Increase in accounts payable

373,172

376,426

Decrease (Increase) in other assets

          -

   (13,538)

     
 

Net cash (used in) provided by
operating activities

   (4,150)

  (14,055)

     
     

Cash flows from investing activities:

   
     
 

Capital Contributions paid to Operating 

  Partnerships

-

-

 

Investments

-

56,847

 

Proceeds from the sale of Operating 
  Partnerships

50,282

-

 

Advances (made to) repaid from Operating 

  Partnerships

       -

          -

     

   Net cash (used in) provided by
     investing activities

     50,282

     56,847

     

Cash flows from financing activity:

   
     
 

Credit adjusters received from
(refunded to) Operating Partnerships

         -

         -

     
 

Distributions to

Investors

(522,884)

-

       
 

Net cash (used in) provided by
financing activity

(522,884)

          -

     
     
 

INCREASE (DECREASE) IN CASH AND
CASH EQUIVALENTS

(476,752)

   42,792

     

Cash and cash equivalents, beginning

1,062,531

    551,677

     

Cash and cash equivalents, ending

$  585,779

$    594,469

     


The accompanying notes are an integral part of this statement

Boston Capital Tax Credit Fund II Limited Partnership

NOTES TO FINANCIAL STATEMENTS

September 30, 2003

(Unaudited)

NOTE A - ORGANIZATION

Boston Capital Tax Credit Fund II Limited Partnership (the "Partnership") was
formed under the laws of the State of Delaware as of September 28, 1989, for the purpose of acquiring, holding, and disposing of limited partnership interests in operating partnerships which will acquire, develop, rehabilitate, operate and own newly constructed, existing or rehabilitated low-income apartment complexes ("Operating Limited Partnerships"). Effective as of September 1, 2001 there was a restructuring, and as a result, the Fund's general partner was reorganized as follows. The General Partner of the Partnerships continues to be Boston Capital Associates II Limited Partnership, a Delaware limited partnership. The general partner of the General Partner is BCA Associates Limited Partnership, a Massachusetts limited partnership, whose sole general partner is C&M Management, Inc., a Massachusetts corporation and whose limited partners are Herbert F. Collins and John P. Manning. Mr. Manning is the principal of Boston Capital Partners, Inc. The limited partner of the General Partner is Capital Inv estment Holdings, a general partnership whose partners are certain officers and employees of Boston Capital Partners, Inc., and its affiliates. The Assignor Limited Partner is BCTC II Assignor Corp., a Delaware corporation which is now wholly-owned by John P. Manning.

Pursuant to the Securities Act of 1933, the Partnership filed a Form S-11
Registration Statement with the Securities and Exchange Commission, effective
October 25, 1989, which covered the offering (the "Public Offering") of the
Partnership's beneficial assignee certificates ("BACs") representing
assignments of units of the beneficial interest of the limited partnership
interest of the Assignor Limited Partner. The Partnership registered
20,000,000 BACs at $10 per BAC for sale to the public in six series. The
Partnership sold 1,036,100 of Series 7 BACs, 4,178,029 of Series 9 BACs,
2,428,925 of Series 10 BACs, 2,489,599 of Series 11 BACs, 2,972,795 of Series
12 BACs, and 5,574,290 of Series 14 BACs. The Partnership issued the
last BACs in Series 14 on January 27, 1992. This concluded the Public
Offering of the Partnership.

NOTE B - ACCOUNTING AND FINANCIAL REPORTING POLICIES

The condensed financial statements included herein as of September 30, 2003
and for the three and six months then ended have been prepared by the Partnership, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. No BACs with respect to Series 8 and Series 13 were offered. The Partnership accounts for its investments in Operating Partnerships using the equity method, whereby the partnership adjusts its investment cost for its share of each Operating Partnership's results of operations and for any distributions received or accrued.

Table_of_Contents

Boston Capital Tax Credit Fund II Limited Partnership

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

September 30, 2003

(Unaudited)

NOTE - B ACCOUNTING AND FINANCIAL REPORTING POLICIES - CONTINUED

Costs incurred by the Partnership in acquiring the investments in
Operating Partnerships are capitalized to the investment account. The
Partnership's accounting and financial reporting policies are in conformity with generally accepted accounting principles and include adjustments in interim periods considered necessary for a fair presentation of the results of
operations. Such adjustments are of a normal recurring nature. Certain
information and footnote disclosures normally included in financial statements
prepared in accordance with generally accepted accounting principles have been
condensed or omitted pursuant to such rules and regulations. It is suggested
that these condensed financial statements be read in conjunction with the
financial statements and the notes thereto included in the Partnership Annual
Report on Form 10-K.

On July 1, 1995, the Partnership began amortizing unallocated acquisition
costs over 330 months from April 1, 1995. As of September 30, 2003, the
Partnership has accumulated unallocated acquisition amortization totaling
$412,774. The breakdown of accumulated unallocated acquisition amortization
within the Partnership as of September 30, 2003 for Series 9, Series 10,
Series 11, Series 12, and Series 14 is $7,394, $29,252, $14,826, $113,193, and
$248,109, respectively.

NOTE C - RELATED PARTY TRANSACTIONS

The Partnership has entered into several transactions with various affiliates of the general partner, including Boston Capital Holdings, LP., and Boston Capital Asset Management Limited Partnership as follows:

Accounts payable - affiliates at September 30, 2003 and 2002 represents
accrued general and administrative expenses, accrued partnership management fees, and advances from an affiliate of the general partner, which are payable to Boston Capital Holdings, LP., and Boston Capital Asset Management Limited
Partnership.

An annual partnership management fee based on .5 percent of the aggregate
cost of all apartment complexes owned by the Operating Partnerships has been
accrued to Boston Capital Asset Management Limited Partnership. Since reporting fees collected by the series were added to reserves and not paid to Boston Capital Asset Management LP, the amounts accrued are not net of reporting fees received.

 

 

Table_of_Contents

 

Boston Capital Tax Credit Fund II Limited Partnership

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

September 30, 2003

(Unaudited)

The partnership management fee accrued for the quarters ended September 30, 2003 and 2002 are as follows:

 

      2003

     2002

Series 7

$    26,193

$    26,193

Series 9

    129,579

    142,152

Series 10

     82,371

     88,878

Series 11

     81,420

     81,420

Series 12

     95,817

     95,817

Series 14

    186,585

    189,135

     
 

$   601,965

$   623,595

 

As of September 30, 2003, an affiliate of the general partner advanced a
total of $710,940 to the Partnership to pay certain operating expenses and to
make advances and/or loans to Operating Partnerships. These advances are included in Accounts payable-affiliates. A total of $109,225 was advanced to Series 7 during the quarter ended September 30, 2003. Below is a table that breaks down the total advances, by series as of September 30, 2003.

            2003

Series 7

$270,772

Series 9

4,960

Series 11

200,000

Series 12

62,550

Series 14

172,658

   
 

$710,940

 

Payables to affiliates will be repaid, without interest, from available cash flow or the proceeds of sales or refinancing of the Partnership's interests in Operating Partnerships.

Table_of_Contents

 

Boston Capital Tax Credit Fund II Limited Partnership

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

September 30, 2003

(Unaudited)

NOTE D - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS

At September 30, 2003 and 2002 the Partnership had limited partnership
interests in 304 and 306 Operating Partnerships, respectively, which own apartment complexes. The number of Operating Partnerships in which the Partnership had limited partnership interests at September 30, 2003 and 2002 by series is as follows:

 

2003

2002

Series 7

14

14

Series 9

53

54

Series 10

44

44

Series 11

40

40

Series 12

53

53

Series 14

100

101

     
 

304

306

     

 

Under the terms of the Partnership's investment in each Operating
Partnership, the Partnership is required to make capital contributions to the
Operating Partnerships. These contributions are payable in installments over
several years upon each Operating Partnership achieving specified levels of
construction and/or operations.

The contributions payable at September 30, 2003 and 2002 by series are as
follows:

 

2003

    2002

Series 7

      $      -

$      -

Series 9

             -

   -

Series 10

             -

       -

Series 11

        22,528

  22,528

Series 12

        11,405

  11,405

Series 14

       202,412

 225,870

     
 

      $236,345

$259,803

     

The Partnership's fiscal year ends March 31 of each year, while all the

Operating Partnerships' fiscal years are the calendar year. Pursuant to the provisions of each Operating Partnership Agreement, financial results for each of the Operating Partnerships are provided to the Partnership within 45 days after the close of each Operating Partnership's quarterly period Accordingly, the current financial results available for the Operating Partnerships are for the six Months ended June 30, 2003.

 

 

 

 

 

Table_of_Contents

 

Boston Capital Tax Credit Fund II Limited Partnership

NOTES TO FINANCIAL STATEMENTS

September 30, 2003

(Unaudited)

NOTE D - INVESTMENTS IN OPERATING PARTNERSHIPS (continued)

COMBINED SUMMARIZED STATEMENTS OF OPERATIONS
Six Months Ended June 30,

(Unaudited)

Series 7

 

                2003

                2002

     

Revenues

   
 

Rental

$ 1,272,880

$ 1,180,175

 

Interest and other

   118,679

   152,076

 

1,391,559

1,332,251

     

Expenses

   
 

Interest

457,902

503,825

 

Depreciation and amortization

324,562

352,253

 

Operating expenses

   792,754

   823,620

 

 1,575,218

 1,679,698

     

NET LOSS

$ (183,659)

$ (347,447)

     
 

Net loss allocated to Boston Capital Tax Credit Fund II Limited 

Partnership



$  (42,461)



$  (74,125)

     
     
 

Net loss allocated to other partners


$  (1,837)


$  (3,474)

     
 

Net loss suspended

$ (139,361)

$ (269,848)

 

 

The Partnership accounts for its investments using the equity method of
accounting. Under the equity method of accounting, the Partnership adjusts
its investment cost for its share of each Operating Partnerships results of
operations and for any distributions received or accrued. However, the
Partnership recognizes individual operating losses only to the extent of
capital contributions. Excess losses are suspended for use in future years to
offset excess income.

Table_of_Contents

 

Boston Capital Tax Credit Fund II Limited Partnership

NOTES TO FINANCIAL STATEMENTS
September 30, 2003
(Unaudited)

NOTE D - INVESTMENTS IN OPERATING PARTNERSHIPS (continued)

COMBINED SUMMARIZED STATEMENTS OF OPERATIONS
Six Months Ended June 30,
(Unaudited)

Series 9

 

                 2003

            2002

     

Revenues

   
 

Rental

$  5,899,740

$  5,514,598

 

Interest and other

    326,517

    233,230

 

  6,226,257

  5,747,828

     

Expenses

   
 

Interest

1,671,659

1,595,226

 

Depreciation and amortization

1,965,869

1,850,810

 

Operating expenses

  4,022,419

  3,700,206

 

7,659,947

7,146,242

     

NET LOSS

$(1,433,690)

$(1,398,414)

     
 

Net loss allocated to Boston Capital Tax Credit Fund 

II Limited Partnership



$ (276,540)



$ (504,248)

     
     
 

Net loss allocated to other partners


$   (14,337)


$   (13,984)

     
 

Net loss suspended

$(1,142,813)

$ (880,182)

 

 

The Partnership accounts for its investments using the equity method of
accounting. Under the equity method of accounting, the Partnership adjusts
its investment cost for its share of each Operating Partnerships results of
operations and for any distributions received or accrued. However, the
Partnership recognizes individual operating losses only to the extent of
capital contributions. Excess losses are suspended for use in future years to
offset excess income.

 

Table_of_Contents

 

Boston Capital Tax Credit Fund II Limited Partnership

NOTES TO FINANCIAL STATEMENTS
September 30, 2003
(Unaudited)

NOTE D - INVESTMENTS IN OPERATING PARTNERSHIPS (continued)

COMBINED SUMMARIZED STATEMENTS OF OPERATIONS
Six Months Ended June 30,
(Unaudited)

Series 10

 

                 2003

            2002

     

Revenues

   
 

Rental

$  3,486,296

$  3,962,674

 

Interest and other

    176,861

   192,617

 

  3,663,157

  4,155,291

     

Expenses

   
 

Interest

893,049

968,473

 

Depreciation and amortization

1,087,740

1,140,390

 

Operating expenses

  2,332,131

  2,571,654

 

4,312,920

4,680,517

     

NET LOSS

$  (649,763)

$  (525,226)

     
 

Net loss allocated to Boston Capital Tax Credit Fund 
II Limited Partnership



$ (126,315)



$ (105,148)

     
     
 

Net loss allocated to other partners


$    (6,498)


$    (5,252)

     
 

Net loss suspended

$  (516,950)

$  (414,826)

 

The Partnership accounts for its investments using the equity method of
accounting. Under the equity method of accounting, the Partnership adjusts
its investment cost for its share of each Operating Partnerships results of
operations and for any distributions received or accrued. However, the
Partnership recognizes individual operating losses only to the extent of
capital contributions. Excess losses are suspended for use in future years to
offset excess income.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Table_of_Contents

 

 

Boston Capital Tax Credit Fund II Limited Partnership

NOTES TO FINANCIAL STATEMENTS
September 30, 2003
(Unaudited)

NOTE D - INVESTMENTS IN OPERATING PARTNERSHIPS (continued)

COMBINED SUMMARIZED STATEMENTS OF OPERATIONS
Six Months Ended June 30,
(Unaudited)

Series 11

 

                  2003

            2002

     

Revenues

   

Rental

$  3,363,395

$  3,368,811

 

Interest and other

    203,920

    190,160

 

  3,567,315

  3,558,971

     

Expenses

   
 

Interest

901,768

936,084

 

Depreciation and amortization

  1,201,421

  1,185,279

 

Operating expenses

  2,235,517

  2,356,696

 

4,338,706

4,478,059

     

NET LOSS

$ (771,391)

$ (919,088)

     
 

Net loss allocated to Boston Capital Tax Credit Fund 
II Limited Partnership



$  (317,995)



$  (308,405)

     
     
 

Net loss allocated to other partners


$   (7,714)


$   (9,191)

     

Net loss suspended

$  (445,682)

$  (601,492)

 

 

 

The Partnership accounts for its investments using the equity method of
accounting. Under the equity method of accounting, the Partnership adjusts
its investment cost for its share of each Operating Partnerships results of
operations and for any distributions received or accrued. However, the
Partnership recognizes individual operating losses only to the extent of
capital contributions. Excess losses are suspended for use in future years to
offset excess income.

 

Table_of_Contents

 

Boston Capital Tax Credit Fund II Limited Partnership

NOTES TO FINANCIAL STATEMENTS
September 30, 2003
(Unaudited)

NOTE D - INVESTMENTS IN OPERATING PARTNERSHIPS (continued)

COMBINED SUMMARIZED STATEMENTS OF OPERATIONS
Six Months Ended June 30,
(Unaudited)

Series 12

 

               2003

            2002

     

Revenues

   
 

Rental

$  3,907,656

$  3,782,518

 

Interest and other

    251,116

    264,120

 

  4,158,772

  4,046,638

     

Expenses

   
 

Interest

940,364

1,055,925

 

Depreciation and amortization

1,240,308

1,251,344

 

Operating expenses

2,756,163

2,640,916

 

4,936,835

  4,948,185

     

NET LOSS

$ (778,063)

$ (901,547)

     

 

Net loss allocated to Boston Capital Tax Credit Fund 
II Limited Partnership 



$  (272,823)



$  (407,749)

     
     
 

Net loss allocated to other partners


$    (7,781)


$    (9,015)

     

Net loss suspended

$  (497,459)

$  (484,783)

 

 

 

The Partnership accounts for its investments using the equity method of
accounting. Under the equity method of accounting, the Partnership adjusts
its investment cost for its share of each Operating Partnerships results of
operations and for any distributions received or accrued. However, the
Partnership recognizes individual operating losses only to the extent of
capital contributions. Excess losses are suspended for use in future years to
offset excess income.

 

 

 

 

 

 

 

 

 

Table_of_Contents

 

 

Boston Capital Tax Credit Fund II Limited Partnership

NOTES TO FINANCIAL STATEMENTS
September 30, 2003
(Unaudited)

NOTE D - INVESTMENTS IN OPERATING PARTNERSHIPS (continued)

COMBINED SUMMARIZED STATEMENTS OF OPERATIONS
Six Months Ended June 30,
(Unaudited)

Series 14

 

                2003

            2002

     

Revenues

   
 

Rental

$  8,353,247

$  8,107,309

 

Interest and other

    336,484

    501,830

 

  8,689,731

  8,609,139

     

Expenses

   
 

Interest

1,973,460

2,340,596

 

Depreciation and amortization

2,478,578

2,522,387

 

Operating expenses

  5,481,934

  5,378,208

 

  9,933,972

10,241,191

     

NET LOSS

$(1,244,241)

$(1,632,052)

     
 

Net loss allocated to Boston Capital Tax Credit Fund 
II Limited Partnership



$ (501,372)



$(1,028,634)

     
     
 

Net loss allocated to other partners


$  (12,442)


$  (16,321)

     

Net loss suspended

$  (730,427)

$  (587,097)

 

 

 

The Partnership accounts for its investments using the equity method of
accounting. Under the equity method of accounting, the Partnership adjusts
its investment cost for its share of each Operating Partnerships results of
operations and for any distributions received or accrued. However, the
Partnership recognizes individual operating losses only to the extent of
capital contributions. Excess losses are suspended for use in future years to
offset excess income.

Table_of_Contents

 

Boston Capital Tax Credit Fund II Limited Partnership

NOTES TO FINANCIAL STATEMENTS (CONTINUED)
September 30, 2003
(Unaudited)

NOTE E - TAXABLE LOSS

The taxable loss for the year ended December 31, 2003 is expected to differ from its loss for financial reporting purposes. This is primarily due to accounting differences in depreciation incurred by the Operating Partnerships and also differences between the equity method of accounting and the IRS accounting methods. No provision or benefit for income taxes has been included in these financial statements since taxable income or loss passes through to, and is reportable by, the partners and assignees individually.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Table_of_Contents

 

 

Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations

Liquidity

The Partnership's primary source of funds was the proceeds of its Public Offering. Other sources of liquidity include (i) interest earned on capital contributions unpaid as of September 30, 2003 or on working capital reserves and (ii) cash distributions from operations of the Operating Partnerships in which the Partnership has invested in. These sources of liquidity, along with the Partnerships working capital reserve, are available to meet the obligations of the Partnership. The Partnership does not anticipate significant cash distributions from operations of the Operating Partnerships.

The Partnership has recognized other income as of September 30, 2003 in the amount of $14,634. The balance represents distributions received from Operating Partnerships, which the Partnership normally records as a decrease in the Investment in Operating Partnerships. Due to the equity method of accounting, the Partnership has recorded these distributions as other income.

The Partnership is currently accruing the annual partnership management fee to enable each series to meet current and future third party obligations. Partnership management fees accrued during the quarter ended September 30, 2003 were $601,965. The breakout between series is: $26,193 in Series 7, $129,579 in Series 9, $82,371 in Series 10, $81,420 in Series 11, $95,817 in Series 12, and $186,585 in Series 14. Pursuant to the Partnership Agreement, such liabilities will be deferred until the Partnership receives sales or refinancing proceeds from Operating Partnerships and at that time proceeds from such sales or refinancing will be used to satisfy such liabilities.

The Partnership has recorded $822,723 as payable to affiliates, which represents advances to pay certain third party operating expenses, advances and/or loans to Operating Partnerships, and accrued overhead allocations. The breakout between series is: $300,932 in Series 7, $4,960 in Series 9, $0 in Series 10, $200,401 in Series 11, $143,772 in Series 12, and $172,658 in Series 14. These and any future advances or accruals will be paid, without interest, from available cash flow, reporting fees, or proceeds of sales or refinancing of the Partnership's interest in Operating Partnerships. The Partnership anticipates that there will be sufficient cash to meet future third party obligations.


Capital Resources

The Partnership offered BACs in a Public offering declared effective by the Securities and Exchange Commission on October 25, 1989. The Partnership received and accepted subscriptions for $186,337,017 representing 18,679,738 BACs from investors admitted as BAC Holders in Series 7 through Series 14 of the Partnership.

Table_of_Contents

 

 

 

Capital Resources (continued)

As of September 30, 2003 the Partnership had $1,251,204 remaining in cash and cash equivalents. Below is a table, which provides, by series, the equity raised, number of BAC's sold, final date BAC's were offered, number of properties remaining, and cash and cash equivalents.

 

 

 

Series

 

Equity

 

BAC's 

Final Close Date

Number of 

Properties

Cash and Cash Equivalents

7

$ 10,361,000

1,036,100

12/29/89

14

$  8,936

9

41,574,018

4,178,029

05/04/90

53

248,133

10

24,288,997

2,428,925

08/24/90

44

130,963

11

24,735,002

2,489,599

12/27/90

40

247,364

12

29,710,003

2,972,795

04/30/91

53

30,029

14

55,728,997

5,574,290

01/27/92

100

585,779

           
 

$186,398,017

18,679,738

 

304

$1,251,204

           

Reserve balances are remaining proceeds less outstanding capital contribution obligations, which have not been advanced or loaned to the Operating Partnerships. The reserve balances for Series 7, Series 9, Series 10, Series 11, Series 12 and Series 14 as of September 30, 2003 are $8,936, $248,133, $130,963, $224,836, $18,624 and $383,367, respectively.

(Series 8) No BAC's with respect to Series 8 were offered.

(Series 13) No BAC's with respect to Series 13 were offered.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Table_of_Contents

Results of Operations

As of September 30, 2003 and 2002 the Partnership held limited partnership interests in 304 and 306 Operating Partnerships, respectively. In each instance the Apartment Complex owned by the applicable Operating Partnership is eligible for the Federal Housing Tax Credit. Initial occupancy of a unit in each Apartment Complex which initially complied with the Minimum Set-Aside Test (i.e., initial occupancy by tenants with incomes equal to no more than a certain percentage of area median income) and the Rent Restriction Test (i.e., gross rent charged tenants does not exceed 30% of the applicable income standards) is referred to hereinafter as "Qualified Occupancy." Each of the Operating Partnerships and each of the respective Apartment Complexes are described more fully in the Prospectus or applicable report on Form 8-K. The General Partner believes that there is adequate casualty insurance on the properties.

The Partnership incurs a partnership management fee to Boston Capital Asset Management Limited Partnership in an amount equal to 0.5% of the aggregate cost of the apartment complexes owned by the Operating Partnerships, less the amount of certain asset management and reporting fees paid by the Operating Partnerships. The annual partnership management fee is currently being accrued. It is anticipated that all outstanding fees will be repaid from sale or refinancing proceeds. The partnership management fees incurred, net of reporting fees received, for the quarters ended September 30, 2003 and 2002 were $564,854 and $531,053, respectively.

The Partnership's investment objectives do not include receipt of significant cash distributions from the Operating Partnerships in which it has invested.

The Partnership's investments in Operating Partnerships have been made principally with a view towards realization of Federal Housing Tax Credits for allocation to its partners and BAC holders.

The General Partner and its affiliate, Boston Capital Asset Management Limited Partnership, monitor the operations of all the properties in the Partnership. The Operating Partnerships that are mentioned in the following discussion of each series' results of operations are being closely monitored so as to improve the overall results of each series' operations.

(Series 7) As of September 30, 2003 and 2002, the average Qualified Occupancy for the series was 100%. The series had a total of 14 properties, all of which were 100% at September 30, 2003.

For the six months being reported the series reflects a net loss from the Operating Partnerships of $183,659. When adjusted for depreciation, which is a non-cash item, the Operating Partnerships reflect positive operations of $140,903. This is an interim period estimate; it is not necessarily indicative of the final year end results.

Metropole Apartments Associates, L.P. (Metropole Apartments) has undergone several capital improvements over the last year, including carpet replacement in all the common areas and new interior lighting in the hallways. These actions have resulted in stabilized high occupancy at the property. The residential section of the property has now achieved an occupancy rate of 98% through the third quarter of 2003 and rent collections are strong. On May 8, 2003, the Investment General Partner received notice from the lender that property taxes have not been paid for the tax years 2001 and 2002. The total amount delinquent was $109,225.71. The lender gave a 60-day cure period in which to bring taxes current. The outstanding taxes were paid on July 9, 2003.

The Investment General Partner advanced the funds to the Operating Partnership to cure the delinquent taxes under a note that bears interest at prime + 1% and has a term of one year, renewable upon mutual agreement of the lender and borrower.

(Series 9) As of September 30, 2003 and 2002, the average Qualified Occupancy for the series was 99.7%. The series had a total of 53 properties at September 30, 2003. Out of the total, 51 were at 100% Qualified Occupancy.

For the six months being reported the series reflects a net loss from the Operating Partnerships of $1,433,690. When adjusted for depreciation, which is a non-cash item, the Operating Partnerships reflect positive operations of $532,179. This is an interim period estimate; it is not necessarily indicative of the final year end results.

The reduction in net loss per BAC in the current year is primarily the result of a reduction in the share of loss from Operating Partnerships and a reduction in the partnership management fee expense reported by the series. The reduction in the Operating Partnership loss is a result of an increase in losses suspended due to limitations of the equity method of accounting and a gain recorded on the sale of Operating Partnership. The partnership management fee expense reduction was the result of the removal of the portion of the exepense attributed to the Operating Partnership, California Investors V (Somerset Apartments), which was sold in the prior fiscal year.

California Investors V (Somerset Apartments) is a 156-unit property located in Antioch, CA in which Series 9 and Series 14 invested $3,920,000 and $1,050,000, respectively. The property was sold in the fourth quarter of 2002 for proceeds to Series 9 and Series 14 of $2,170,401 and $581,359, respectively. This amounted to approximately 50.58% of the original equity investment made by each Series in the Operating Partnership. The Operating General Partner was holding a portion of the total sale proceeds until the Operating Partnership entity was dissolved. The hold back was paid to the Investment Partnerships in July 2003. Of the proceeds received, $1,952,113 and $522,877, respectively, was returned to the investors in Series 9 and Series 14 in September 2003. This amounted to a per BAC distribution of .467 and .093 for Series 9 and 14, respectively. The remaining total of $110,000 was paid to Boston Capital Asset Management Limited Partnership (BCAMLP) for fees and expenses related to the sale. The t otal returned to the investors was distributed based on the number of BACs held by each investor. The breakdown of the amount paid to BCAMLP is as follows: $10,000 represents reimbursement of expenses incurred related to sale, which includes but is not limited to due diligence, legal and mailing costs; $100,000 represents a fee for overseeing and managing the disposition of the property. Prior to the sale of the Operating Partnership it reimbursed the Investment Partnerships approximately $368,000 in reporting fees that it owed. The Investment Partnerships in turn used the money to pay a portion of the accrued Asset Management Fees owed to BCAMLP. Consequently, the Investment Partnerships are not withholding a portion of the sale proceeds to make a payment toward the outstanding Asset Management Fee accruals.


Series 9 has invested in 3 Operating Partnerships (the "Calhoun Partnerships") in which the Operating General Partner is Riemer Calhoun, Jr. or an entity, which is affiliated with or controlled by Riemer Calhoun (the "Riemer Calhoun group"). The Operating Partnerships are Big Lake Seniors Apts., Blanco Seniors Apts. Ltd. and Pleasanton, Ltd. The affordable housing properties owned by the Calhoun Partnerships are located in Texas and consist of approximately 64 apartment units in total. The low income housing tax credit available annually to Series 9 from the Calhoun Partnerships is approximately $75,331, which is approximately 9% of the total annual tax credit available to investors in Series 9.

In the summer of 2002, the US Attorney for the Western District of Louisiana notified the Investment General Partner that the Riemer Calhoun group was under investigation by several federal agencies for the alleged manipulation of property cost certifications. In early 2003, the Investment General Partner learned that the US Attorney intended to bring criminal charges against certain members of the Riemer Calhoun group for falsifying the certified cost basis upon which the Louisiana Housing Finance Agency determined the tax credit calculation with respect to approximately 40 Operating Partnerships in which Series 9 is not an investor. The Investment General Partner used these certifications in determining the tax credits investors would receive through their investment in the Calhoun Partnerships. In effect, it appears that the contractor that built the apartment properties (an affiliate of Mr. Calhoun's) overbilled the respective Operating Partnerships, thereby improperly inflating the cost certification and the amount of tax credit generated.

In late March, 2003, Reimer Calhoun, Jr. pleaded guilty to charges of wire fraud and conspiracy to commit equity skimming. At that time, The Investment General Partner obtained $1,282,202, currently held in escrow, from Reimer Calhoun for the purpose of offsetting any potential losses to tax credits caused by Mr. Calhoun's fraud.

On September 25, 2003, judgment in a criminal case was entered against Reimer Calhoun, Jr. and TF Management, Inc. On Count 1, alleging wire fraud, Reimer Calhoun, Jr. was sentenced to 60 months in the custody of the United States Bureau of Prisons. On Count 2, Mr. Calhoun received a concurrent 60 month sentence. Mr. Calhoun's prison sentence began on October 13, 2003. Mr. Calhoun was further fined $500,000 and ordered to pay restitution of $4,363,683 to various parties. The amount of restitution ordered paid to the Investment General Partner was $1,577,521. This amount includes the monies previously paid by Mr. Calhoun. Receipt of the additional $295,319 is expected in December 2003.

The Investment General Partner has cooperated fully with the US Attorney in the investigation, and there has been no suggestion of any wrongdoing on the part of it or any of its affiliates.

The Internal Revenue Service has commenced an audit of the Calhoun partnerships which will finally determine the amount of overstated tax credits. The Investment General Partner is attempting to pursue a resolution with the IRS whereby the adjustments to tax credits will be made only for the tax years 2003 and thereafter in order to avoid amending tax returns already filed for the years 2001 and 2002. (The Investment General Partners is also pursuing a resolution with the IRS whereby escrow funds would be used to make a settlement payment directly to the IRS instead of requiring affected Partnerships and Investors to restate tax returns to reflect less credit and then pay additional taxes.) At this point, the Investment Partnerships have incurred substantial legal and accounting costs based upon Mr. Calhoun's fraud. It is anticipated that some of these costs will continue at least through a resolution with the IRS. It is further anticipated that the $1,577,521 will be sufficient to fully protect the in vestors and provide restitution to the Investment Partnerships affected.

With respect to each of the Calhoun Partnerships where Riemer Calhoun has been the Operating General Partner or in control of an entity which has been the Operating General Partner, the Investment General Partner and its affiliates are in the process of replacing them with another entity which is controlled by Murray Calhoun, the son of Riemer Calhoun. Murray Calhoun is the principal of Calhoun Property Management, L.L.C., which has provided property level management services for the apartment properties owned by the Calhoun Partnerships. Murray Calhoun also cooperated fully with the criminal investigation of his father, and the Investment General Partner and its affiliates have confirmed directly with the US Attorney that no evidence was found of any wrongdoing on the part of Murray Calhoun.

The Investment General Partner and its affiliates have undertaken discussions with the Rural Housing Service of the U.S. Department of Agriculture, in its capacity as first mortgage lender for each of the Calhoun Partnerships, to make sure that all of the mortgage loans are and will continue to be in good standing notwithstanding the overstated credit and the criminal prosecution resulting therefrom. RHS has also indicated that it will consent to the replacement of general partners noted above.

Finally, the Investment General Partner and its affiliates are reviewing their business dealings with the Calhoun Partnerships in general to attempt to determine if any other irregularities have occurred.

School Street II Limited Partnership (School Street Apts. II) is a 24-unit complex located in Marshall, Wisconsin. Despite an average occupancy through the third quarter of 2003 of 90%, operations remained below breakeven due to high operating expenses. The high operating expenses at the property are tied to an increase in advertising, unit turnover and higher utility cost. The management company has increased advertising in an effort to maintain high occupancy. Turnover at the property has been approximately 16% during 2003, resulting in an increase in maintenance expense. Utility costs have risen about 40% higher than the budget for the 2002-03 heating season. Madison Gas & Electric is projecting another 35-40% increase for the 2003-2004 winter over the average cost of the past heating season. Due to the strong competition from other properties, the property is unable to raise rents to cover the additional operating costs. Consequently, the Operating General Partner is examining alt ernatives to reduce utility usage and implement energy saving measures. The Operating General Partner continues to fund any operating cash deficits. The mortgage, taxes, insurance and accounts payables are current.

Glennwood Hotel Investors (Glennwood Hotel) is 36-unit single room occupancy (SRO) development, located in Porterville, CA. Significant structural improvements, that at this time are physically and financially unfeasible, are required for the property to compete effectively in the market. The management agent continues to market the available units to the housing authority as well as performing various outreach efforts to attract qualified residents. The average occupancy during the third quarter of 2003 was 56.6%. Because of the high vacancy rate, the property will not achieve breakeven operations in 2003. The Operating General Partner continues to support the Operating Partnership financially. The mortgage, insurance and payables are current. The Investment General Partner continues to monitor this situation to ensure the property reaches the end of the tax credit compliance period in 2005.

Surry Village II Limited Partnership, (Surry Village II) is a 24-unit development located in Spring Grove, Virginia. Average occupancy was 82.29% in 2002. Despite a drop in average occupancy to 79.62% through the third quarter of 2003, the property is generating a small amount of cash. The decrease in occupancy is due to the site manager cleaning up the tenant population by evicting problematic residents. The on-site manager has increased advertising to attract new residents to the property. Though Hurricane Isabel caused minor exterior damage of to the property (some gutters fell off, several trees blew over, and minor siding damage), no resident units were affected. An insurance claim has been filed by management to pay for the exterior repairs. The Investment General Partner will continue to monitor the Operating Partnership on a monthly basis until it is able to increase occupancy.


Warrensburg Estates Limited Partnership (Warrensburg Estates), located in Warrensburg, Missouri, operated below breakeven during all of 2002 and the first half of 2003.  The operating deficits resulted from the high vacancy rate at this property. The average occupancy through the third quarter of 2003 was 72% and averaged 76% overall in 2002.  The occupancy issues stem from the poor image of the neighborhood in which Warrensburg Estates is located and from several problem tenants at the property.  In addition, occupancy has been impacted by the lack of rental assistance and increased competition.  Current management, which took over at the beginning of 2001, has been working with local civic organizations in an effort to change the image of the property and has been working to evict the problem tenants.  The management company has also been advertising in local newspapers and contacting churches and local senior organizations in an effort to increase occupancy.  Rural Deve lopment recently approved a rental incentive. Management is now offering new residents one month free rent spread over 10 months. The property's mortgage, taxes and insurance are all current.

The Operating General Partner of Corinth Housing Redevelopment Company (Adams Lawrence Apts.) has negotiated a sale of its General Partner interest which was completed in August 2003. In addition to the transfer of Operating General Partner interest, an exit strategy has been put in place that will allow for the sale of the Investment Limited Partner interest to the new Operating General Partner at the end of the 15-year tax credit compliance period, which expires in December 2004. The proceeds payable to the Investment Partnership are $23,864.

The Operating General Partner of the Partnership Greenwich Housing Redevelopment Company (Cynthia Meadows) has negotiated a sale of its General Partner interest which was completed in August 2003. In addition to the transfer of Operating General Partner interest, an exit strategy has been put in place that will allow for the sale of the Investment Limited Partner interest to the new Operating General Partner at the end of the 15-year tax credit compliance period, which expires in December 2004. The proceeds payable to the Investment Partnership are $21,477.

The Operating General Partner of the Partnership Wilmington Housing Redevelopment Company (Bonnieview Terrace) has negotiated a sale of its General Partner interest which was completed in August 2003. In addition to the transfer of Operating General Partner interest, an exit strategy has been put in place that will allow for the sale of the Investment Limited Partner interest to the new Operating General Partner at the end of the 15-year tax credit compliance period, which expires in December 2004. The proceeds payable to the Investment Partnership are $14,318.

(Series 10) As of September 30, 2003 and 2002, the average Qualified Occupancy for the series was 99.9%. The series had a total of 44 properties at September 30, 2003, Out of the total, 43 were at 100% Qualified Occupancy.

For the six months being reported the series reflects a net loss from the Operating Partnerships of $649,763. When adjusted for depreciation, which is a non-cash item, the Operating Partnerships reflect positive operations of $437,977. This is an interim period estimate; it is not necessarily indicative of the final year end results.

A loss on the sale of one of the Operating Partnerships was reported in the prior year. As this was a one time event, the net loss per BAC decreased for the current year.

Chuckatuck Square (Chuckatuck Square), a 42-unit complex located in Suffolk, Virginia, operated below breakeven in 2002 despite strong occupancy. Due to the operating deficit the auditor issued a "going concern" opinion in the 2002 audit. The property is operating below breakeven through the third quarter of 2003 due to high operating expenses, specifically administration, maintenance, and utilities. Average occupancy dropped slightly to 92.06% through the third quarter of 2003. The Investment General Partner is following up with the Operating General Partner on a plan to reduce operating expenses. This property will continue to be monitored on a monthly basis until it is able to increase occupancy, reduce operating expenses, and generate cash.

Lawton Apartments Company Limited Partnership (Village Commons) is a 58-unit, family property located in Lawton, MI. This property has historically had low occupancy. In 2002, average physical occupancy was 92%. Through the third quarter of 2003, average physical occupancy declined to 73%. In past years, low occupancy has resulted in negative cash flow and delinquent taxes. Low occupancy is attributed to deferred maintenance issues and lack of employment in Lawton, combined with a high level of affordable housing in the surrounding area. The management company projects that approximately $110,000 is needed to make necessary deferred maintenance repairs. The Operating General Partner has not funded any capital improvements to date. Because of the declining financial and physical conditions of this property, the operating reserve, replacement reserve, and tax and insurance escrow have not been properly funded. In order to fund the delinquent real estate taxes for 1998, 2000, 2001,and 2002 Rural Developmen t has vouchered the mortgage. The amount needed to pay the taxes was added to the mortgage as additional debt and resulted in higher monthly mortgage payments. Due to declining occupancy in 2003, the Operating Partnership was unable to support higher debt payments which resulted in a loan default. Consequently, in May of 2003, Rural Development sent a letter to the General Partner citing the mortgage delinquencies. Rural Development submitted the Operating Partnership to the State Attorneys General office to begin foreclosure proceedings. The Operating General Partner does not expect that Rural Development will foreclose on this Operating Partnership prior to the end of the compliance period, which is December 31, 2004.

Centreville Apartments Company Limited (Wood Hollow Apartments) is a 24-unit, family property located in Centreville, MI. This property has historically suffered from low occupancy. Occupancy averaged 92% in 2002. Physical occupancy declined to 82% through the third quarter of 2003. Low occupancy is mainly due to deferred maintenance. To make the necessary repairs, the management company has estimated that approximately $80,000 is needed. The Operating General Partner has not funded any capital improvements to date. Because of the declining financial and physical conditions of this property, the operating reserve, replacement reserve, and tax and insurance escrow have not been properly funded. In May of 2002, Rural Development utilized mortgage funds to pay real estate taxes for 1998-2001. This amount was added to the mortgage as an additional debt resulting in higher monthly payments. Because the Operating Partnership was unable to support higher debt payments, the mortgage was in default. In May of 2003, Rural Development sent a letter to the Operating General Partner citing the mortgage delinquencies. Rural Development submitted the Partnership to the State Attorneys General office to begin foreclosure proceedings. The Operating General Partner does not expect that Rural Development will foreclose on the Operating Partnership prior to the end of the compliance period, which is December 31, 2004.

Stockton Estates Limited Partnership (Stockton Estates), located in Stockton, Missouri, operated below breakeven during all of 2002 and during the first quarter of 2003.  The operating deficits resulted from a high vacancy rate at the property, which averaged 67% during 2002 and 65% for the first half of 2003.  The occupancy issue stemmed from tenants opting to relocate to nearby nursing homes and increased competition in the community. The property was severely damaged in a tornado during May 2003 and is presently uninhabitable. The Operating General Partner is planning on rebuilding 12 of the 20 units. They are currently negotiating with both Rural Development and their insurance provider regarding the insurance claims. The Operating General Partner is currently advancing funds to pay the debt service and taxes. The Operating Partnership has business income insurance, which will cover loss of income while the property is not in operation. There were no injuries during the tornado, and all of the tenants who wished to be relocated were moved to another tax credit property in the area. The property's mortgage, taxes and insurance are all current.

Dallas Apartments II, LP (Campbell Creek Apartments) is an 80-unit property located in Dallas, Georgia. During 2002, the property operated below breakeven primarily due to low occupancy, which averaged 88.65%, and high debt service. Occupancy is hindered at this property due to increase in competition and the age of the property. This property was developed in 1989 and does not have the amenities available in the newer apartment communities. The property continues to struggle with occupancy in 2003. At the end of the third quarter, the average occupancy was 80%. The Operating General Partner and the management company are actively monitoring all marketing activity. Rental incentives and concessions are being offered to help attract potential residents. Because of the negative cash flow, working capital is insufficient to cover trade accounts payable. The Investment General Partner will work with the Operating General Partner to develop a plan to reduce debt service, increase occupancy, and stabilize the property. The mortgage, taxes, and insurance are current. The Operating General Partner continues to fund operating deficits.

Newnan Apartments II, LP (Pines by the Creek Apartments II) is a 96-unit property located in Newnan, Georgia. During 2002, the property operated below breakeven primarily due to low occupancy, which averaged 83.59%, and high debt service. Occupancy is hindered at this property due to an increase in competition and the age of the property. This property was developed in 1989 and does not have the amenities available in the newer apartment communities. The property continues to struggle with occupancy in 2003. At the end of the third quarter, the average occupancy was 86%. The Operating General Partner and the management company are actively monitoring all marketing activity. Rental incentives and concessions are being offered to help attract potential residents. Because of the negative cash flow, working capital is insufficient to cover trade accounts payable. The Investment General Partner will work with the Operating General Partner to develop a plan to reduce debt service, increase occupancy, and st abilize the property. The mortgage, taxes, and insurance are current. The Operating General Partner continues to fund operating deficits.

Washington Heights Apartments IV is a 24-unit complex located in Bismarck, North Dakota. The average occupancy through the third quarter of 2003 was reported as 84.72%, up from the 2002 year-end average of 79.17%. Occupancy during the first quarter of 2003 was at 97.22% and gradually declined in the second quarter to 88.89%. One of the prime reasons for the reduction relates to a significant pool of residents that were located at the property from the local Tribal authority. This resident pool was part of an educational reform within the tribe. Once the program was complete, the tribal members moved back to reservation property. During the lease period, the rent was paid by the Tribal Authority. The Operating General Partner maintains communication with the Tribal Authority to learn of more housing opportunities. Additionally, Bismarck has been experiencing a tougher rental market, primarily due to additional apartment developments. To offset the downturn in occupancy, concessions were being offe red and rents had been lowered on the 2 bedroom units. September occupancy improved to 91% for the month and rent reductions and concessions were suspended. Despite the low occupancy and rent concessions at the development, the Operating General Partner believes the property may breakeven for the year. The Operating General Partner continues to fund the development as needed. Taxes and payables are kept current.

(Series 11) As of September 30, 2003 and 2002 the average Qualified Occupancy for the series was 100%. The series had a total of 40 properties, all of which were 100% at September 30, 2003.

For the six months being reported the series reflects a net loss from the Operating Partnerships of $771,391. When adjusted for depreciation, which is a non-cash item, the Operating Partnerships reflect positive operations of $430,030. This is an interim period estimate; it is not necessarily indicative of the final year end results.

In June of 2001, the Investment General Partner became aware that unauthorized distributions in excess of Rural Development's (mortgage) allowable limits were made to the Operating General Partner of Aspen Square Limited Partnership (Aspen Square Apartments), Copper Creek Limited Partnership (Copper Creek Apartments) and Sierra Springs Limited Partnership (Sierra Springs Apartments). These unauthorized distributions have been classified as receivables from the Operating General Partner on the Operating Partnerships audited financial statements as of December 31, 2002 and 2001. The Investment General Partner is actively seeking the immediate return of these funds through the Estate of the Operating General Partner. Claims in the name of the individual Operating Partnerships have been filed against the Estate. On May 30, 2003, the Investment General Partner filed a complaint for the damages suffered by the misappropriations of funds against the Operating General Partner, the certified public accountant who performed audits of the properties, a related corporation of the Operating General Partner who received some of the misappropriated funds, and the former, and current management companies. In addition, the Investment General Partner is continuing to weigh all available options to expedite the return of the unauthorized distributions and continues to monitor the Operating Partnerships.

The Investment General Partner has initiated the process of selling the properties. The Operating General Partner has become uncooperative in soliciting offers to purchase the Limited Partners interest. On April 7, 2003, the Operating General Partner was requested to cure all violations of the Amended and Restated Agreement of Limited Partnership within 30 days, as required under the agreements. The Operating General Partner did not and to date has not cured the violations. Upon the expiration of the 30-day cure period, the requests for approval to remove the Operating General Partner were filed with the mortgagor as required under the loan documents. The mortgagor is in the process of reviewing the requested removal. There can be no assurances that the mortgagor will grant such approval of the change in Operating General Partner. Upon the approval of the mortgagor, an interim Operating General Partner, which is an affiliate of the Investment General Partner, will assume the Operating General Partn er role until a buyer of the properties can be located. The Investment General Partners will continue to monitor the situation and actively seek a resolution to the matter.

Coronado Housing (Coronado Hotel Apartments) located in Tucson Arizona is a 42 unit Single Resident Occupancy development with project based Section 8 rental assistance for all the units. The Operating Partnership operated below break-even for 2002 due to low occupancy primarily resulting from unsatisfactory property management. Average occupancy for 2002 was 76%. On June 1, 2003 the Operating General Partner replaced the management company. The new management company has improved the leasing process and has begun to manage the property effectively. Average occupancy for the third quarter of 2003 was 86%, and occupancy as of Sept 30, 2003 was 98%. Due to the improved occupancy the property has been able to support itself. The management company is addressing necessary capital improvements to the property. The mortgage, taxes, insurance and payables are current. The Operating General Partner guarantee is unlimited in time and amount.

Dallas Apartments II, LP (Campbell Creek Apartments) is an 80-unit property located in Dallas, Georgia. During 2002, the property operated below breakeven primarily due to low occupancy, which averaged 88.65%, and high debt service. Occupancy is hindered at this property due to increase in competition and the age of the property. This property was developed in 1989 and does not have the amenities available in the newer apartment communities. The property continues to struggle with occupancy in 2003. At the end of the third quarter, the average occupancy was 80%. The Operating General Partner and the management company are actively monitoring all marketing activity. Rental incentives and concessions are being offered to help attract potential residents. Because of the negative cash flow, working capital is insufficient to cover trade accounts payable. The Investment General Partner will work with the Operating General Partner to develop a plan to reduce debt service, increase occupancy, and stabilize the property. The mortgage, taxes, and insurance are current. The Operating General Partner continues to fund operating deficits.


Franklin School Associates (Franklin School Apartments) continued to operate at a small loss through the third quarter of 2003. The Operating Partnership secured a $300,000 low interest loan (3%) from the Montana Department of Commerce Board of Housing for capital improvements to the property. Title issues have been resolved and the loan closed prior to the end of October 2003. All of the rehabilitation work has been completed. The most significant component of the rehabilitation was the replacement of all 294 windows at the property. Additional work has also been completed including masonry repairs, replacement of fire doors and replacement of entry doors. Interior conditions were also improved with common area painting and carpet replacement. The repairs were initially funded with advances from the Investment General Partner. The advances were repaid in October 2003 with the proceeds from the loan closing. Physical occupancy through the third quarter 2003 was 88% with an economic occupancy of 92%. The high economic occupancy comes from the collection of past due rents and damage claims from the local Section 8 administrator. The property continues to struggle with high turnover and expenses. Repeated state inspections leading up to the completion of the renovations resulted in high administrative and maintenance costs. With the completion of the renovations, management expects improved occupancy and cash flow at the complex. However, a build up of payables may require an equity infusion of up to $20,000 during the fourth quarter. The mortgage, taxes and insurance are all current.


London Arms/Lynn Mar Limited (London Arms Apartments) was not able to operate above breakeven in 2002 due to high operating expenses. The property is located in Miami, Florida where there is an increased cost of living. Occupancy in 2002 averaged 91.19%, and operations to date in 2003 show occupancy increasing to an average of 99.47%. Operating expenses are significantly reduced from the prior years level, particularly maintenance and administrative expenses. To date, the property is operating slightly below breakeven. The Investment General Partner will continue to monitor operating expenses until the property has stabilized.

El Dorado Springs Estates Limited Partnership (El Dorado Springs Estates), located in El Dorado, Missouri, operated below breakeven during 2002 and through the third quarter of 2003. The operating deficits resulted from the high vacancy rate at this property. During 2002 a new property with more amenities was built in the area, and the new property has attracted some of the tenants. The average occupancy for the 2002 was 66%.  The average occupancy through the third quarter 2002 is 84%, however, since May of 2003 occupancy at the partnership has remained above 90%. The improving occupancy is due to tornado damage to a nearby property that relocated tenants to El Dorado Springs. The property's mortgage, taxes and insurance are all current.

Newnan Apartments II, LP (Pines by the Creek Apartments II) is a 96-unit property located in Newnan, Georgia. During 2002, the property operated below breakeven primarily due to low occupancy, which averaged 83.59%, and high debt service. Occupancy is hindered at this property due to an increase in competition and the age of the property. This property was developed in 1989 and does not have the amenities available in the newer apartment communities. The property continues to struggle with occupancy in 2003. At the end of the third quarter, the average occupancy was 86%. The Operating General Partner and the management company are actively monitoring all marketing activity. Rental incentives and concessions are being offered to help attract potential residents. Because of the negative cash flow, working capital is insufficient to cover trade accounts payable. The Investment General Partner will work with the Operating General Partner to develop a plan to reduce debt service, increase occupancy, and st abilize the property. The mortgage, taxes, and insurance are current. The Operating General Partner continues to fund operating deficits.

South Fork Heights, Limited (South Fork Heights Apartments) located in South Fork, Colorado is a 48-unit, Rural Development-financed, family development. The property suffers from low occupancy and high turnover due to its location in a small tourist town in the mountains. South Fork has a population of approximately 700 and is heavily dependent on the nearby ski resorts and therefore, has a high level of transience. In addition, a forest fire in 2002, followed by the closing of two major employers that provided jobs for middle to low-income individuals, has severely damaged the local economy. This has resulted in high unemployment, as well as a lack of qualified tenants. Occupancy averaged 63% and 70% for the first and second quarters of 2003, respectively. Occupancy increased to 77% in the third quarter of 2003 due to increased referrals from the local social services organizations. The site manager anticipates further improvements in occupancy as employment from local ski resorts increases for the appr oaching ski season. Despite low occupancy, the property generated cash flow of $6,800 in 2002 due to an agreement with Rural Development to suspend required replacement reserve deposits during the year. If this agreement had not been in place, the property would have expended cash of $7,471. The Operating Partnership has expended cash of $12,370 as of the second quarter of 2003. The Operating General Partner's guarantee expired in 1996. Management has increased advertising and continues to work with the local social service organizations for referrals.

Nevada Manor, Limited Partnership (Nevada Manor), located in Nevada, Missouri, operated below breakeven during 2002 and the first and second quarters of 2003.  The operating deficits result from the high vacancy rate at this property. The average occupancy for 2002 was 78%. The average occupancy through the third quarter of 2003 was 84% and it has continued to increase to 100% as of October 15, 2003. Turnover is high at this family property, creating greater vacancy loss. Management has refined the tenant selection criteria to try to gain residents who will stay for longer periods of time. Management indicates that traffic is high at the property. With the amount of interest the property continues to generate, management estimates average occupancy for 2003 to be around 90%.  The property's mortgage, taxes and insurance are all current.

RPI Limited Partnership #18 (Osage Place) is a 38-unit, Rural Development subsidized senior property located in Arkansas City, KS. This Partnership suffers from low occupancy and operating cash deficits. The average occupancy for 2002 was 72%. Through the third quarter of 2003, occupancy has remained low at 72%. During 2002, two affordable housing residences opened in Arkansas City, which added over 100 new apartments to the housing market. The property manager is working with the Chamber of Commerce to increase occupancy at the property. Additionally, the management company is offering move-in specials for prospective tenants and has advertised in the newspapers and on local television. Also, the management company is repainting the interior common areas and exterior trim of the building to enhance the physical condition of the property. Rural Development approved a $5,000 withdrawal from the replacement reserve account to fund operating deficits. The mortgage, real estate taxes and insurance are cu rrent.

Ivan Woods LDHA Limited Partnership (Ivan Woods Senior Apartments) is a 90 unit, senior complex located in Delta Township, MI. The Operating Partnership operated with average occupancy of 89% in 2002. Average occupancy through the third quarter of 2003 has remained at 89%. Ivan Woods refinanced with GMAC in June 2002. After refinancing, the annual debt service payments decreased by over $36,000. The Operating Partnership submitted a second application to Delta Township to participate in a PILOT tax program after the first request was denied in 2002. The Partnership retained a law firm that specializes in tax matters to assist with the appeal. If the appeal is approved, real estate taxes will decrease by $44,000 annually. The property has successfully reduced its operating expenses, which has improved cash flow. The Investment General Partner inspected this property in September of 2003 and found it to be in excellent physical condition. The Operating General Partners continue to advance funds to cover deficits.

(Series 12) As of September 30, 2003 and 2002 the average Qualified Occupancy for the series was 99.9%. The series had a total of 53 properties at September 30, 2003. Out of the total, 52 were at 100% qualified occupancy.

For the six months being reported the series reflects a net loss from the Operating Partnerships of $778,063. When adjusted for depreciation, which is a non-cash item, the Operating Partnerships reflect positive operations of $462,245. This is an interim period estimate; it is not necessarily indicative of the final year end results.

In June of 2001, the Investment General Partner became aware that unauthorized distributions in excess of Rural Development's (mortgage) allowable limits were made to the Operating General Partner of Cananche Creek Limited Partnership (Cananche Creek Apartments) and Shawnee Ridge Limited Partnership (Shawnee Ridge Apartments). These unauthorized distributions have been classified as receivables from the Operating General Partner on the Operating Partnerships audited financial statements as of December 31, 2002 and 2001. The Investment General Partner is actively seeking the immediate return of these funds through the Estate of the Operating General Partner. Claims in the name of the individual Partnerships have been filed against the Estate. On May 30, 2003, the Investment Limited Partner filed a complaint for the damages suffered by the misappropriations of funds against the Operating General Partner, the certified public accountant who performed audits of the properties, a related corporation of the Op erating General Partner who received some of the misappropriated funds, and the former, and current management companies. In addition, the Investment General Partner is continuing to weigh all available options to expedite the return of the unauthorized distributions and continues to monitor the Partnerships.


The Investment General Partner has initiated the process of selling the properties. The Operating General Partner has become uncooperative in soliciting offers to purchase the Limited Partners interest. On April 7, 2003, the Operating General Partner was requested to cure all violations of the Amended and Restated Agreement of Limited Partnership within 30 days, as required under the agreements. The Operating General Partner did not and to date has not cured the violations. Upon the expiration of the 30-day cure period, the requests for approval to remove the Operating General Partner were filed with the mortgagor as required under the loan documents. The mortgagor is in the process of reviewing the requested removal. There can be no assurances that the mortgagor will grant such approval of the change in Operating General Partner. Upon the approval of the mortgagor, an interim Operating General Partner, which is an affiliate of the Investment General Partner, will assume the Operating General Partner role until a buyer of the properties can be located. The Investment General Partner will continue to monitor the situation and actively seek a resolution to the matter.


Union Baptist Plaza, Limited Partnership (Union Baptist Plaza Apartments), located in Springfield, Illinois, suffers from below breakeven operations due to high operating expenses. The Operating Partnership suffered recurring operating losses and its total liabilities exceed its total assets. The property has a history of reasonably high occupancy. However, high operating expenses, particularly real estate taxes and utilities, prevent the property from achieving breakeven operations. Due to the lack of cash flow, the 2001 property taxes became delinquent and accrued in the amount of approximately $22,810 plus interest. The lender and Investment General Partner are in the process of finalizing the refinance of the first mortgage which should be completed in late 2003. The Operating General Partner is actively seeking to transfer its Operating General Partner interest in the property. The goal is to find a strategic partner, preferably a local nonprofit organization, which will be capable of operatin g the property more efficiently on an ongoing basis.

Dallas Apartments II, LP (Campbell Creek Apartments) is an 80-unit property located in Dallas, Georgia. During 2002, the property operated below breakeven primarily due to low occupancy, which averaged 88.65%, and high debt service. Occupancy is hindered at this property due to increase in competition and the age of the property. This property was developed in 1989 and does not have the amenities available in the newer apartment communities. The property continues to struggle with occupancy in 2003. At the end of the third quarter, the average occupancy was 80%. The Operating General Partner and the management company are actively monitoring all marketing activity. Rental incentives and concessions are being offered to help attract potential residents. Because of the negative cash flow, working capital is insufficient to cover trade accounts payable. The Investment General Partner will work with the Operating General Partner to develop a plan to reduce debt service, increase occupancy, and stabilize the property. The mortgage, taxes, and insurance are current. The Operating General Partner continues to fund operating deficits.

Newnan Apartments II, LP (Pines by the Creek Apartments II) is a 96-unit property located in Newnan, Georgia. During 2002, the property operated below breakeven primarily due to low occupancy, which averaged 83.59%, and high debt service. Occupancy is hindered at this property due to an increase in competition and the age of the property. This property was developed in 1989 and does not have the amenities available in the newer apartment communities. The property continues to struggle with occupancy in 2003. At the end of the third quarter, the average occupancy was 86%. The Operating General Partner and the management company are actively monitoring all marketing activity. Rental incentives and concessions are being offered to help attract potential residents. Because of the negative cash flow, working capital is insufficient to cover trade accounts payable. The Investment General Partner will work with the Operating General Partner to develop a plan to reduce debt service, increase occupancy, and st abilize the property. The mortgage, taxes, and insurance are current. The Operating General Partner continues to fund operating deficits.


Ivan Woods LDHA Limited Partnership (Ivan Woods Senior Apartments) is a 90 unit, senior complex located in Delta Township, MI. The Operating Partnership operated with average occupancy of 89% in 2002. Average occupancy through the third quarter of 2003 has remained at 89%. Ivan Woods refinanced with GMAC in June 2002. After refinancing, the annual debt service payments decreased by over $36,000. The Operating Partnership submitted a second application to Delta Township to participate in a PILOT tax program after the first request was denied in 2002. The Operating Partnership retained a law firm that specializes in tax matters to assist with the appeal. If the appeal is approved, real estate taxes will decrease by $44,000 annually. The property has successfully reduced its operating expenses, which has improved cash flow. The Investment General Partner inspected this property in September of 2003 and found it to be in excellent physical condition. The Operating General Partners continue to advance funds to cover deficits.

Lakeridge Apartments of Eufala, Ltd. (Lakeridge Apts.) is located in Eufala, AL and consists of 30 tax credit housing units. Eufala, AL is considered to be rural with a stagnant economy. Due to lack of state funding, The Housing Authority of Eufala has declared that it will not be issuing additional Section 8 vouchers despite its large demand. Lakeridge Apartments has suffered greatly from these conditions and reported an average occupancy of 66% through the third quarter 2003. The property carries a long waiting list of applicants that have applied for Section 8 vouchers. Without vouchers, the applicants cannot afford the below market rent. The management company has been able to sustain operating expenses within an acceptable level while maintaining an attractive curb appeal.

Windsor II Limited Partnership (Windsor Court II), a 24-unit development located in Windsor, Virginia, operated below breakeven during 2002 and through the third quarter of 2003 due to low occupancy levels and high operating expenses. The average occupancy through the third quarter 2003 was 77.22%. Capital improvements, which include new appliances, new front doors, and repaving of the parking area, will be completed before year end. The improvements are anticipated to have a positive impact on occupancy, as the property will be more inviting. The Investment General Partner will monitor this deal on a monthly basis until it is able to increase occupancy, reduce expenses, and generate cash.

Corcoran Investment Group (Corcoran Garden Apartments) is a 38-unit, family property located in Corcoran, CA. Despite an average occupancy of 97.37% in 2002 the property operated below breakeven due to high operating expenses. The lack of funds caused the escrow accounts to be under funded during the year and payables to increase. Occupancy averaged 94% the third quarter of 2003. The property was awarded a rent increase effective January 1, 2003. Rental assistance payments from RD have not been made to the property since December 2002. This is causing the property to have rapidly increasing payables. The issue is a glitch in the computer system. Management has been working to resolve the issue (by contacting state representatives, arranging in person meetings with RD, etc) with no success to date. Once the rental assistance payment is received, the property will be generating cash and will be able to significantly reduce payables. The Investment General Partner will continue monitoring this prop erty until the rental assistance payments are received on a regular basis and the property has reduced payables.

Woodside Apartments (Woodside Apartments) is a 32 unit property located in Grove City, Pennsylvania. In 2002, occupancy decreased to an average of 81%, down from 93.5% in 2001. The decrease in occupancy was the main reason for the property operating at a deficit in 2002, as expenses remained lower than the state and regional averages. There were a number of problems at the property in 2002 including unruly tenants, which resulted in a number of move outs. Management took action towards the end of the year and began evicting a number of tenants. Maintenance expense has increased as a result of these ongoing evictions. The site manager has been terminated and has not been replaced as of yet. The property is currently in a transitional phase led by the regional manager. The regional manager will continue to make efforts to increase the occupancy, while maintaining appropriate standards for accepting new tenants. Also, there has been an increase in the insurance expense of $330 per unit in 2003, and it is exp ected that there will be a $500 per unit increase in 2004. Management does not expect the property to operate above breakeven in the short term; however the steps being made will have a long term positive impact on the property. Occupancy in 2003 has averaged 76.39% through the third quarter.

(Series 14) As of September 30, 2003 and 2002 the average Qualified Occupancy for the series was 99.9%. The series had a total of 100 properties at September 30, 2003. Out of the total, 98 were at 100% Qualified Occupancy.

For the six months being reported the series reflects a net loss from the Operating Partnerships of $1,244,241. When adjusted for depreciation, which is a non-cash item, the Operating Partnerships reflect positive operations of $1,234,337. This is an interim period estimate; it is not necessarily indicative of the final year end results.

The reduction in net loss per BAC in the current year is primarily the result of a reduction in the share of loss from Operating Partnerships. The reduction in the Operating Partnership loss is mainly a result of an increase in losses suspended due to limitations of the equity method of accounting.

California Investors V (Somerset Apartments) is a 156-unit property located in Antioch, CA in which Series 9 and Series 14 invested $3,920,000 and $1,050,000, respectively. The property was sold in the fourth quarter of 2002 for proceeds to Series 9 and Series 14 of $2,170,401 and $581,359, respectively. This amounted to approximately 50.58% of the original equity investment made by each Series in the Operating Partnership. The Operating General Partner was holding a portion of the total sale proceeds until the Operating Partnership entity was dissolved. The hold back was paid to the Investment Partnerships in July 2003. Of the proceeds received, $1,952,113 and $522,877, respectively, was returned to the investors in Series 9 and Series 14 in September 2003. The total returned to the investors was distributed based on the number of BACs held by each investor. This amounted to a per BAC distribution of .467 and .093 for Series 9 and 14, respectively. The remaining total of $110,000 was paid to Boston Capital Asset Management Limited Partnership (BCAMLP) for fees and expenses related to the sale. The breakdown of the amount paid to BCAMLP is as follows: $10,000 represents reimbursement of expenses incurred related to sale, which includes but is not limited to due diligence, legal and mailing costs; $100,000 represents a fee for overseeing and managing the disposition of the property. Prior to the sale of the Operating Partnership it reimbursed the Investment Partnerships approximately $368,000 in reporting fees that it owed. The Investment Partnerships in turn used the money to pay a portion of the accrued Asset Management Fees owed to BCAMLP. Consequently, the Investment Partnerships are not withholding a portion of the sale proceeds to make a payment toward the outstanding Asset Management Fee accruals.

Series 14 has invested in 4 Operating Partnerships (the "Calhoun Partnerships") in which the Operating General Partner is Riemer Calhoun, Jr. or an entity, which is affiliated with or controlled by Riemer Calhoun (the "Riemer Calhoun Group"). The Operating Partnerships are Blanchard Senior Apartments, Colorado City Seniors, Cottonwood Apts. II A LP and Hughes Springs Seniors Apts. ALP. The affordable housing properties owned by the Calhoun Partnerships are located in Louisiana or Texas and consist of approximately 104 apartment units in total. The low income housing tax credit available annually to Series 14 from the Calhoun Partnerships is approximately $117,109, which is approximately 4% of the total annual tax credit available to investors in Series 14.

In the summer of 2002, the US Attorney for the Western District of Louisiana notified the Investment General Partner that the Riemer Calhoun group was under investigation by several federal agencies for the alleged manipulation of property cost certifications. In early 2003, the Investment General Partner learned that the US Attorney intended to bring criminal charges against certain members of the Riemer Calhoun group for falsifying the certified cost basis upon which the Louisiana Housing Finance Agency determined the tax credit calculation with respect to approximately 40 Operating Partnerships in which Series 9 is not an investor. The Investment General Partner used these certifications in determining the tax credits investors would receive through their investment in the Calhoun Partnerships. In effect, it appears that the contractor that built the apartment properties (an affiliate of Mr. Calhoun's) overbilled the respective Operating Partnerships, thereby improperly inflating the cost certification and the amount of tax credit generated.

In late March, 2003, Reimer Calhoun, Jr. pleaded guilty to charges of wire fraud and conspiracy to commit equity skimming. At that time, The Investment General Partner obtained $1,282,202, currently held in escrow, from Reimer Calhoun for the purpose of offsetting any potential losses to tax credits caused by Mr. Calhoun's fraud.

On September 25, 2003, judgment in a criminal case was entered against Reimer Calhoun, Jr. and TF Management, Inc. On Count 1, alleging wire fraud, Reimer Calhoun, Jr. was sentenced to 60 months in the custody of the United States Bureau of Prisons. On Count 2, Mr. Calhoun received a concurrent 60 month sentence. Mr. Calhoun's prison sentence began on October 13, 2003. Mr. Calhoun was further fined $500,000 and ordered to pay restitution of $4,363,683 to various parties. The amount of restitution ordered paid to the Investment General Partner was $1,577,521. This amount includes the monies previously paid by Mr. Calhoun. Receipt of the additional $295,319 is expected in December 2003.

The Investment General Partner has cooperated fully with the US Attorney in the investigation, and there has been no suggestion of any wrongdoing on the part of it or any of its affiliates.

The Internal Revenue Service has commenced an audit of the Calhoun partnerships which will finally determine the amount of overstated tax credits. The Investment General Partner is attempting to pursue a resolution with the IRS whereby the adjustments to tax credits will be made only for the tax years 2003 and thereafter in order to avoid amending tax returns already filed for the years 2001 and 2002. (The Investment General Partners is also pursuing a resolution with the IRS whereby escrow funds would be used to make a settlement payment directly to the IRS instead of requiring affected Partnerships and Investors to restate tax returns to reflect less credit and then pay additional taxes.) At this point, the Investment Partnerships have incurred substantial legal and accounting costs based upon Mr. Calhoun's fraud. It is anticipated that some of these costs will continue at least through a resolution with the IRS. It is further anticipated that the $1,577,521 will be sufficient to fully protect the in vestors and provide restitution to the Investment Partnerships affected.

With respect to each of the Calhoun Partnerships where Riemer Calhoun has been the Operating General Partner or in control of an entity which has been the Operating General Partner, the Investment General Partner and its affiliates are in the process of replacing them with another entity which is controlled by Murray Calhoun, the son of Riemer Calhoun. Murray Calhoun is the principal of Calhoun Property Management, L.L.C., which has provided property level management services for the apartment properties owned by the Calhoun Partnerships. Murray Calhoun also cooperated fully with the criminal investigation of his father, and the Investment General Partner and its affiliates have confirmed directly with the US Attorney that no evidence was found of any wrongdoing on the part of Murray Calhoun.

The Investment General Partner and its affiliates have undertaken discussions with the Rural Housing Service of the U.S. Department of Agriculture, in its capacity as first mortgage lender for each of the Calhoun Partnerships, to make sure that all of the mortgage loans are and will continue to be in good standing notwithstanding the overstated credit and the criminal prosecution resulting therefrom. RHS has also indicated that it will consent to the replacement of general partners noted above.

Finally, the Investment General Partner and its affiliates are reviewing their business dealings with the Calhoun Partnerships in general to attempt to determine if any other irregularities have occurred.

Summer Lane Limited Partnership (Summer Lane Apartments) is a 24 unit, family complex located in Santee, SC. The property has historically suffered from low occupancy and consequently negative cash flow. In 2002, the Operating General Partner was able to secure an additional 5 units of rental assistance for this property from Rural Development, which caused the property to increase rental income by $14,543 from the prior year and achieve 96% occupancy. Occupancy decreased to 80% in the third quarter of 2003 from 88% in the second quarter. The first quarter was strong at 97%, and the recent decline is due to evictions for non-payment. Management is advertising in the local newspapers and diligently reviewing all new applicants and is confident that occupancy will increase during the fourth quarter of 2003.

Operating expenses are below average levels and the physical condition of the property is excellent and exhibits no indication of deferred maintenance. The real estate taxes, though current, are being paid by Rural Development as a result of inadequate cash flow from the property. The property is repaying the loan to Rural Development with the monthly mortgage payment. In first quarter 2003, the Operating General Partner applied through Rural Development for a restructure of their mortgage to reduce their monthly mortgage payments and authorize funds for a rehabilitation loan. The workout plan proposed to Rural Development replenishes the replacement reserve account and is estimated to reduce the mortgage by $2,000 per month. The Operating General Partner is working closely with state Rural Development agency to get approval and an anticipated decision. The Investment Limited Partner will closely monitor this deal until it is able to increase occupancy and generate cash.

Woodfield Commons Limited Partnership (Woodfield Commons Apartments) is a 46 unit development located inn Marshfield, WI. The property received 60-Day letters issued by the IRS stating that the Operating Partnership had not met certain Internal Revenue Code Section 42 requirements for the tax years 1993-1998. The 60-Day letters were the result of an IRS audit of the Operating Partnership's tenant files. As a result of their audit, the IRS has proposed an adjustment that would disallow 100% of past and future tax credits. The adjustment would also include interest and penalties on the tax credits taken to date. The Investment General Partner and its counsel along with the Operating General Partner and its counsel have filed an appeal and continue ongoing discussions with the appellate officer. The Investment General Partner believes that the audit is nearing completion, and while an actual settlement has not yet been reached, there is likelihood that the potential disallowance of 100% of credits could b e reduced by 50% or more. In the absence of a settlement as of the date of this filing, the auditors continue to include a contingency footnote in the annual financial statement (Note H) which is a part of the most recently filed 10-K dated, March 31, 2003.

The property operated with an average occupancy of 90% for the year 2002. The occupancy has averaged 84% through three quarters of 2003. The property has continued to maintain low operating expenses. However, as a result of the high vacancy rate and the low rental rates in the area, the property did not achieve breakeven operations through the third quarter of 2003.

The management agent continues to market the available units by working closely with the housing authority and uses various marketing efforts to attract qualified residents. The General Partner continues to financially support the partnership. The mortgage, taxes, insurance and payables are current.

Montague Place, LP (Montague Place Apartments) is a 28-unit, family complex located in Caro, MI. The Operating Partnership suffered from low occupancy during 2002 witch averaged 74%. Average occupancy through 3 quarters of 2003 has increased to 77%. The property was originally designated a senior complex and it had a history of low occupancy because there was a shortage of eligible residents in the area. The Operating General Partner requested that the property be converted from a senior property to a family property in order to increase the number of qualified tenants. Rural Development approved the property conversion effective September 1, 2002. The Regional Manager refocused the marketing efforts towards the new resident profile and offered rental concessions, but the transition has not helped occupancy due to the poor market conditions in the region. However, the management is optimistic that with the implementation of different marketing strategies such as community outreach, residential referral p rograms, and increased advertisement, the occupancy should improve in the fourth quarter of 2003.

Kilmarnock Limited Partnership (Indian Creek Apts.), is a 20-unit development located in Kilmarnock, Virginia. The property operated below breakeven during 2002 and through the third quarter of 2003. Average occupancy was 86.67% in 2002 and 91.88% through the third quarter of 2003. The Investment General Partner will monitor this deal on a monthly basis until it is able to stabilize occupancy and generate strong cash flow.

The Operating General Partner Schroon Lake Housing Redevelopment Company (Lakeside Manor Apts.) has negotiated a sale of its General interest which was completed in August 2003. In addition to the transfer of Operating General Partner interest, an exit strategy has been put in place that will allow for the sale of the Investment Limited Partner interest to the new Operating General Partner at the end of the 15-year tax credit compliance period, which expires in December 2006. The proceeds to the Investment Partnership are $14,318.

Townview Apartments, a Limited Partnership (Townview Apartments) is a 26 unit property located in St. Mary's, Pennsylvania. This property operated with 94% occupancy in 2002 and was able to keep operating expenses below the state and regional averages; however the property was not able to operate above breakeven. The key issue affecting the properties operations was rent. In 2003, there was a rent increase of $13 per unit. Management is looking into the possibility of increasing rents more significantly so that the property can improve its Debt Coverage Ratio. However, occupancy in 2003 has averaged 88.58%, a substantial decrease from the previous year. An increase in rent may have even more of a detrimental effect on occupancy. Due to the decrease in occupancy and an increase in operating expenses, the property is operating below breakeven. The Investment General Partner will continue to monitor operations at this property.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Critical Accounting Policies and Estimates

The financial statements are prepared in accordance with accounting principles generally accepted in the United States of America, which requires the Partnership to make certain estimates and assumptions. A summary of significant accounting policies is provided in Note A to the financial statements. The following section is a summary of certain aspects of those accounting policies that may require subjective or complex judgments and are most important to the portrayal of Partnership's financial condition and results of operations. The Partnership believes that there is a low probability that the use of different estimates or assumptions in making these judgments would result in materially different amounts being reported in the financial statements.

The Partnership accounts for its investment in local partnerships in accordance with the equity method of accounting since the Partnership does not control the operations of an Operating Partnership.

If the book value of Partnership's investment in an Operating Partnership exceeds the estimated value derived by management, the Partnership reduces its investment in any such Operating Partnership and includes such reduction in equity in loss of investment in operating partnerships.

Item 3

Quantitative and Qualitative Disclosure About Market Risk

   
 

Not Applicable

Item 4

Controls & Procedures

     
 

(a)

Evaluation of Disclosure Controls and Procedures

   

Within the 90 days prior to the date of this report, the Partnership's Chief Executive Officer and Chief Financial Officer carried out an evaluation of the effectiveness of the Partnership's "disclosure controls and procedures" as defined in the Securities Exchange Act of 1934 Rules 13a-14(c) and 15(d)-14(c). Based on that evaluation, the Partnership's Chief Executive Officer and Principal Financial Officer have concluded that as of the date of the evaluation, the Partnership's disclosure controls and procedures were adequate and effective in timely alerting them to material information relating to the Partnership required to be included in the Partnership's periodic SEC filings.

     
 

(b)

Changes in Internal Controls

   

There were no significant changes in the Partnership's internal controls or in other factors that could significantly affect the Partnership's internal controls subsequent to the date of that evaluation.

 

 

 

 

 

 

 

 

 

Table_of_Contents

 

PART II - OTHER INFORMATION

 

 

 

Item 1.

Legal Proceedings

   
 

None

   

Item 2.

Changes in Securities

   
 

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

   
   

31 (a) Certification pursuant to 18 U.S.C. Section 1350, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, filed herein

     
   

31 (b) Certification pursuant to 18 U.S.C. Section 1350, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, filed herein

     
   

32 (a) Certification pursuant to 18 U.S.C. Section 1350, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, filed herein

     
   

32 (b) Certification pursuant to 18 U.S.C. Section 1350, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, filed herein

   
 

(b)Reports on Form 8-K

   
   

None

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Table_of_Contents

 

 

 

 

 

 

SIGNATURES

Pursuant to the requirements of Section 13 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.

 

Boston Capital Tax Credit Fund II Limited Partnership

 

By:

Boston Capital Associates II L.P.
General Partner

   
 

By:

BCA Associates Limited Partnership,
General Partner

   
 

By:

C&M Management Inc.,
General Partner

   

Date: November 20, 2003

By:

/s/ John P. Manning

     
   

John P. Manning