For Quarter Ended

Commission File

March 31, 2003

Number 0-17672

TOWER PARK MARINA INVESTORS, L.P.,

a California Limited Partnership

(Exact name of registrant as specified in its charter)

California

95-4137996

(State or other jurisdiction of incorporation or organization)

(IRS Employer Identification No.)

16633 Ventura Boulevard, 6^th Floor, Encino, California  91436

(Address of principal executive offices)          (Zip Code)

Registrant’s phone number, including area code:      (818) 907-0400

x  Yes

o   No

PAGE REFERENCE

PART I.

FINANCIAL INFORMATION

Consolidated Balance Sheets at March 31, 2003 and December 31, 2002

2

Consolidated Statements of Operations for the three month periods ended March 31, 2003 and 2002

3

Consolidated Statements of Cash Flows for the three month periods ended March 31, 2003 and 2002

4

Notes to Consolidated Financial Statements

5-16

Management’s Discussion and Analysis of Financial Condition and Results of Operations

17

PART II.

OTHER INFORMATION

19

March 31,
2003

December 31,
2002

(Unaudited)

ASSETS

Cash

$

69,000

$

65,000

Reserve fund

259,000

252,000

Accounts receivable

53,000

66,000

Tower Park Marina, net (Note 2)

2,636,000

2,650,000

Water and sewer facilities, net (Note 3)

88,000

90,000

Other assets, net (Note 4)

205,000

193,000

$

3,310,000

$

3,316,000

LIABILITIES AND PARTNERS’ DEFICIT

Accounts payable and accrued expenses

$

243,000

$

196,000

Interest payable

14,000

15,000

Payable to affiliates

4,630,000

4,551,000

Deferred rentals

50,000

56,000

Notes payable (Note 5)

1,961,000

1,974,000

Commitments and contingencies (Note 7)

—  

—  

6,898,000

6,792,000

Minority partners’ interest

175,000

175,000

Partners’ deficit:

Limited partners’ deficit, $50,000 per unit, 4,508 units authorized issued and outstanding

(2,864,000

)

(2,753,000

)

Less deferred contributions

(76,000

)

(76,000

)

(2,940,000

)

(2,829,000

)

General partners’ deficit

(823,000

)

(822,000

)

Total partners’ deficit

(3,763,000

)

(3,651,000

)

$

3,310,000

$

3,316,000

2003

2002

Revenues:

Slip rental

$

167,000

$

156,000

RV parking

160,000

176,000

Retail sales

46,000

49,000

Fuel service

28,000

21,000

Water and sewer

49,000

47,000

Lease

56,000

45,000

Other income

15,000

17,000

521,000

511,000

Expenses:

Slip rental

21,000

16,000

RV parking

45,000

38,000

Retail sales

42,000

45,000

Fuel service

25,000

20,000

Water and sewer

48,000

38,000

Cost of operations

251,000

283,000

Interest expense

107,000

101,000

Depreciation and amortization

68,000

63,000

Management fees (Note 6)

26,000

25,000

Minority partners’ interest

—  

3,000

633,000

632,000

Net loss

$

(112,000

)

$

(121,000

)

Allocation of net loss:

Limited Partners’

$

(111,000

)

$

(120,000

)

General Partners’

(1,000

)

(1,000

)

$

(112,000

)

$

(121,000

)

Limited Partners’ net loss per unit:

Net loss

$

(24.62

)

$

(26.62

)

2003

2002

Cash flows from operating activities:

Net loss

$

(112,000

)

$

(121,000

)

Adjustments to reconcile net loss to net cash (used for) provided by operating activities:

Depreciation and amortization

68,000

63,000

Minority partners’ interest

—  

3,000

Decrease in accounts receivable

13,000

14,000

Increase in other assets

(19,000

)

(2,000

)

Increase in accounts payable and accrued expenses

47,000

41,000

Decrease in interest payable

(1,000

)

—  

(Decrease) Increase in deferred rentals

(6,000

)

8,000

Cash flows (used for) provided by operating activities

(10,000

)

6,000

Cash flows from investing activities:

Improvements to marina facilities

(45,000

)

(37,000

)

Improvements to water and sewer facilities

—  

(4,000

)

Increase in reserve fund

(7,000

)

(5,000

)

Cash flow used for investing activities

(52,000

)

(46,000

)

Cash flows from financing activities:

Repayments of notes payable

(13,000

)

(12,000

)

Advances from affiliates, net

79,000

103,000

Net cash provided by financing activities

66,000

91,000

Net increase in cash

4,000

51,000

Cash at the beginning of period

65,000

49,000

Cash at the end of period

$

69,000

$

100,000

1.

Summary of Significant Accounting Policies and Partnership Matters

Description of the Partnership

Tower Park Marina Investors L.P., (formerly PS Marina Investors I),a California Limited Partnership (the “Partnership”), was organized under the California Revised Limited Partnership Act, pursuant to a Certificate of Limited Partnership filed on January 6, 1988 to acquire, own, and operate and to a lesser extent, develop marina facilities.

The General Partners in the Partnership are Westrec Investors, Inc., a wholly-owned subsidiary of Westrec Properties, Inc. (“Westrec”), and B. Wayne Hughes, a shareholder of Westrec until June 1990.  Effective March 1, 1997, the limited partners approved the substitution of Tower Park Marina Operating Corporation, a wholly owned subsidiary of Westrec Financial, Inc., for Mr. Hughes.

The Partnership was formed to sell a maximum of 12,000 units of limited partnership interest at $5,000 per unit ($60,000,000).  The General Partners have contributed a total of $1,000.  On November 27, 1989, the Partnership’s offering was terminated with 4,508 units issued resulting in $22,540,000 of limited partner funds being raised (before commission discount of $3,000 granted to an investor).  Half of each Limited Partner’s total capital contribution was deferred.  The final installment was due on August 1, 1990 and $76,000 of such deferrals remain outstanding.

Basis for Presentation

In the opinion of management, all adjustments and normal recurring accruals considered necessary for a fair presentation have been included.  Operating results for the three month period ended March 31, 2003 are not necessarily indicative of the results that may be expected for the year ending December 31, 2003.

Principles of Consolidation

The accompanying consolidated financial statements include the accounts of Tower Park Marina Investors, L.P. and its majority-owned subsidiary, Little Potato Slough Mutual Water Company (“LPSMWC”).  All significant inter-company transactions and balances have been eliminated in the consolidation.

1.

Summary of Significant Accounting Policies and Partnership Matters (continued)

Principles of Consolidation (continued)

Tower Park Marina Investors, L.P. was organized on January 6, 1988 and elected a December 31 year end for tax reporting and financial reporting purposes.  Little Potato Slough Mutual Water Company (the “Subsidiary”) was organized on March 8, 1982 and elected a February 28 year end for tax reporting and financial reporting purposes.  The Company acquired a majority interest in Little Potato Slough Mutual Water Company.  The Subsidiary’s February 28 financial statements are consolidated with the December 31 financial statements of the Company since the difference in reporting periods is not more than 93 days.  There are no intervening events which may materially affect the financial position or results of operations.

Reserve Fund

The bylaws of LPSMWC require a reserve fund to be established for the replacement of its existing facilities and any expansion.  This reserve is funded by monthly water and sewer charges assessed to all the shareholders.  At March 31, 2003 the reserve fund balance was $259,000.  The reserve fund is composed of cash in bank, money market funds and certificates of deposit.

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes.  Actual results could differ from these estimates.

Revenue Recognition

Revenue from slip rentals and RV Parking are recognized over the length of the contract term.  Retail and fuel service revenues are recognized at point of sale.

In 2000, the Partnership adopted the Securities and Exchange Commission’s Staff Accounting Bulletin (SAB) No. 101, which establishes guidelines for applying generally accepted accounting principles to revenue recognition in financial statements.  The adoption of SAB No. 101 did not affect the results of operations or financial position of the Partnership.

1.

Summary of Significant Accounting Policies and Partnership Matters (continued)

As of March 31, 2003 the Partnership owns Tower Park Marina.  A net realizable value reserve of $2,193,000 was established at December 31, 1995 to reduce the carrying value of Tower Park Marina to its then estimated net realizable value.  No addition to this reserve has been considered necessary since the Partnership has determined that, based on current cash flows, estimated future cash flows will be sufficient to recover the carrying value of the marina.  The reserve represents an aggregate cost adjustment to individual assets and no restoration of this previously recognized reserve is permitted.

Offering and Organization Costs

Costs incurred in preparing Partnership documents, prospectuses and any other sales literature, costs incurred in qualifying the units for sale under federal and state securities laws and costs incurred in marketing the units have been charged to the limited partners’ equity to the extent the total does not exceed 5% of the gross proceeds of the offering.  The amount by which these organization and registration costs exceeded 5% of the gross proceeds of the offering were borne by Westrec Investors, Inc.

Cash Distributions

The General Partners have an interest in Cash Flow from Operations (as defined) and Cash from Sales or Refinancings (as defined).  No distributions have been made since 1991.

Allocations of Net Income or Loss

As set forth in the Partnership Agreement, net loss shall be allocated 99% to the Limited Partners and 1% to the General Partners.  Net income shall generally be allocated to Partners in proportion to their cash distributions.

Earnings Per Unit

Per unit data is based on the weighted average number of the Limited Partnership units outstanding during the period; 4,508.

1.

Summary of Significant Accounting Policies and Partnership Matters (continued)

Tower Park Marina

Tower Park Marina is stated at cost to the Partnership less net realizable value reserve.  Depreciation is calculated on a straight-line basis.  Depreciable lives for the major asset categories are as follows:

Asset Category

Depreciable Life

Buildings

20 years

Improvements

20 years

Floating docks

7 years

Furniture, fixtures and equipment

7 years

Leasehold interest

life of lease

Taxes Based on Income

Taxes based on income are the responsibility of the individual partners and, accordingly, are not reflected in the accompanying financial statements.  The difference between the tax basis and the reported amounts of the Partnership’s assets and liabilities is attributable to the net realizable value reserve of $2,193,000 and accumulated depreciation of $744,000.

Segment Reporting

Effective January 1, 1998, the Partnership adopted the Financial Accounting Standards Board’s Statement of Financial Accounting Standards (“SFAS”) No. 131 “Disclosures about Segments of an Enterprise and Related Information”.  SFAS No. 131 establishes standards for the way public business enterprises report information about operating segments in annual financial statements and requires that those enterprises report selected information about operating segments in interim financial reports and requires restatement of prior year information.  Operating segments are defined as components of an enterprise for which separate financial information is available that is evaluated regularly by the chief operating decision makers in assessing performance.  SFAS No. 131 also establishes standards for related disclosures about products and services, geographic areas, and major customers.  The adoption of SFAS No. 131 did not affect the results of operations or financial position but did affect the disclosure of segment information, as presented in Note 8.

1.

Summary of Significant Accounting Policies and Partnership Matters (continued)

New Accounting Pronouncements

FASB issued on June 2001, SFAS No. 143, Accounting for Asset Retirement Obligations.  This Statement addresses financial accounting and reporting for obligations associated with the retirement of tangible long-lived assets and the associated asset retirement costs.  This Statement shall be effective for financial statements issued for fiscal years beginning after June 15, 2002.  The effect of SFAS 143 on the Partnership’s financial statements is not yet known.

FASB issued on August 2001, SFAS No. 144, Accounting for the Impairment or Disposal of Long-Lived Assets.  This Statement addresses financial accounting and reporting for the impairment or disposal of long-lived assets.  This Statement shall be effective for financial statements issued for fiscal years beginning after December 15, 2001.  This Statement requires the Partnership to test its marina facilities for recoverability because of current period operating or cash flow loss combined with a history of operating or cash flow losses.  An impairment loss shall be recognized if the carrying amount is greater than the sum of undiscounted cash flows expected to result from the use and eventual disposition of its marina facilities.  The Partnership reduced the carrying value of its marina facilities to its net realizable value in 1995 in accordance with SFAS 121.  This Statement did not affect the Partnership’s financial statements.

FASB issued on April 2002, SFAS No. 145, Rescission of FASB Statement No. 4, 44, and 64, Amendment of FASB Statement No. 13, and Technical Corrections.  This Statement rescinds FASB Statement No. 4, Reporting Gains and Losses from Extinguishment of Debt, and an amendment of that Statement, FASB Statement No. 64, Extinguishment of Debt Made to Satisfy Sinking-Fund Requirements.  The provisions of this Statement related to the rescission of Statement 4 shall be applied in fiscal years beginning after May 15, 2002.  The extinguishment of debt in Item 6 Selected Financial Data in the 1999 column will no longer be captioned as an extraordinary item.

FASB issued on June 2002, SFAS No 146, Accounting for Costs Associated with Exit or Disposal Activities.  This Statement addresses financial accounting and reporting for costs associated with exit or disposal activities and nullifies Emerging Issues Task Force (EITF) Issue No. 94-3, “Liability Recognition for Certain Employee Termination Benefits and Other Costs to Exit an Activity (including Certain Costs Incurred in a Restructuring).”  The provisions of this Statement are effective for exit or disposal activities that are initiated after December 31, 2002, with early application encouraged.  This Statement is not expected to affect the Partnership’s financial statements.

2.

Tower Park Marina

Tower Park Marina, located in the Sacramento – San Joaquin Delta near Sacramento, California, includes the purchase price of the property and related acquisition and closing costs.  The Partnership pays an acquisition fee of 6% of the contract purchase price of the marina facility, plus a development fee of 6% of the cost of improvements made.  Capitalized as a cost of Tower Park Marina were development fees paid to Westrec of $2,000 and $22,000 for the three months ended March 31, 2003 and the for the year ended December 31, 2002, respectively.  At March 31, 2003 and December 31, 2002 Tower Park Marina is composed of the following:

2003

2002

Land

$

1,040,000

$

1,040,000

Buildings

2,306,000

2,306,000

Improvements

2,245,000

2,245,000

Floating docks

3,156,000

3,156,000

Furniture, fixtures and equipment

1,386,000

1,386,000

Leasehold interest

941,000

941,000

Construction in progress

45,000

—  

11,119,000

11,074,000

Less accumulated depreciation and amortization

(6,290,000

)

(6,231,000

)

4,829,000

4,843,000

Net realizable value reserve

(2,193,000

)

(2,193,000

)

$

2,636,000

$

2,650,000

3.

Water and sewer facilities

Water and sewer facilities at March 31, 2003 and December 31, 2002 is composed of the following:

2003

2002

Water and sewer equipment

$

172,000

$

172,000

Less accumulated depreciation

(84,000

)

(82,000

)

$

88,000

$

90,000

4.

Other Assets

Other assets at March 31, 2003 and December 31, 2002 is composed of the following:

2003

2002

Inventory

$

105,000

$

102,000

Capitalized financing costs

161,000

161,000

Other

56,000

40,000

322,000

303,000

Accumulated amortization

(117,000

)

(110,000

)

$

205,000

$

193,000

Capitalized financing costs were incurred during 1999 in connection with the refinancing of Tower Park Marina.  These costs are amortized over the loan term, five years.

Inventory is stated at the lower of cost (average cost method) or market (replacement or net realizable value).

5.

Notes Payable

Notes payable at March 31, 2003 and December 31, 2002 include the following:

2003

2002

Note payable collateralized by a deed of trust on Tower Park Marina

$

1,950,000

$

1,962,000

Other

11,000

12,000

$

1,961,000

$

1,974,000

At March 31, 2003 future principal payments are as follows:

Year

2003

$

44,000

2004

1,911,000

2005

4,000

2006

2,000

$

1,961,000

The note payable was for an initial amount of $2,000,000, with an additional $500,000 available to make improvements to the property.  As of December 31, 2000, $100,000 had been borrowed for capital improvements.  The period of time to borrow the remaining $400,000 for capital improvements expired on January 31, 2001 with no additional amounts being drawn.  The loan accrues interest at 9.34% and requires monthly principal and interest payments of $20,000.  The loan is due on July 1, 2004.

Interest paid on these notes for the three months ended March 31, 2003 and 2002 was $47,000 and $48,000, respectively.

6.

Related Party Transactions

The Partnership has an agreement with Westrec Marina Management, Inc., an affiliate of Westrec, to manage the day-to-day operations of the marina for a fee equal to 6% of the marina’s monthly gross revenues (as defined).  Management fees for the three months ended March 31, 2003 and 2002 were $26,000 and $25,000, respectively.

In connection with funding the Partnership’s operating deficits, and with the acquisition of marina facilities, funds have been borrowed from Westrec.  Total borrowings from Westrec at March 31, 2003 (including accrued interest) were $4,630,000.  These borrowings accrue interest at the prime rate plus 1% (5.25% at March 31, 2003).  Total interest paid or accrued to Westrec for the three months ended March 31, 2003 and 2002 was $61,000 and $59,000, respectively.

7.

Commitments and Contingencies

The operations at Tower Park Marina are influenced by factors that affect the boating industry both locally and nationally, with activity at Tower Park Marina increasing seasonally during the period April through October of each year.

In November 1991, contamination was discovered in the area surrounding a fuel storage tank at Tower Park Marina.  Currently, the Partnership is required to perform quarterly groundwater sampling and monitoring.  Environmental consultants have been engaged to perform this sampling to determine the extent of the contamination.  Presently, sufficient data has not been obtained to estimate the cost of remediation, consequently no loss accrual has been made in the financial statements.  To date the Partnership has incurred $109,000 in monitoring fees.  Included in cost of operations for the three months ended March 31, 2003 and 2002 is $2,000 and $4,000 of monitoring fees.

The Partnership operates a portion of Tower Park Marina on approximately 14 acres of waterfront property under a lease with the California State Land Commission (the “CSLC Lease”).  Effective January 1, 1999 the CSLC Lease was extended until December 31, 2023.  The CSLC Lease provides for an annual rent based on gross receipts, with a minimum annual rent of $40,000, payable in advance in quarterly installments of $10,000.  Rent expense associated with the CSLC Lease is included in cost of operations and was $10,000, for each of the three months ended March 31, 2003 and 2002.

7.

Commitments and Contingencies (continued)

Future minimum lease payments under this lease are as follows:

Year

2003

$

30,000

2004

40,000

2005

40,000

2006

40,000

2007

40,000

Thereafter

644,000

$

834,000

8.

Segment Reporting

The Partnership has been aggregated into four reportable business segments, (Slip rental, RV parking, Retail sales, and Fuel services):  Slip rental comprise the wet boat slip rentals and dry boat storage operations at the marina.  RV parking represents both long term and transient recreational vehicle parking at the campgrounds adjacent to the marina.  Retail sales segment consists of the operations of the retail boat supply and sundries store at the marina.  The Fuel service segment reports the operations of the fuel dock at the marina.

The accounting policies of the reportable segments are the same as those described in summary of significant accounting policies.  The Partnership evaluates the performance of its operating segments based on income from operations before depreciation and amortization.

Summarized financial information concerning the Partnership’s reportable segments is shown in the following table.  The “other” line item includes results of insignificant operations and as it relates to segment profit (loss), income and expenses not allocated to reportable segments. 

8.

Segment Reporting (continued)

For the three month periods ended
March 31,

Segment Information (in 000’s)

2003

2002

Revenues

Slip Rental

167

156

RV Parking

160

176

Retail Sales

46

49

Fuel Service

28

21

Other

120

109

Total Consolidated Revenues

521

511

Depreciation and Amortization

Slip Rental

16

14

RV Parking

4

4

Unallocated amount (2)

48

45

Total Consolidated Depreciation

68

63

Profit (Loss)

Slip Rental

130

126

RV Parking

111

134

Retail Sales

4

4

Fuel Service

3

1

Other (1)

(360

)

(386

)

Total Income

(112

)

(121

)

Mar 31,
2003

Dec 31,
2002

Assets

Slip Rental

244

259

RV Parking

231

235

Retail Sales

70

91

Fuel Service

25

24

Unallocated amount (2)

2,740

2,707

Total Consolidated Assets

3,310

3,316

(1)

These items are not provided to management on a segment basis and are not used by management to measure segment profit or loss.  These include general and administrative expenses.

(2)

Information about assets is not included in the measure of segment profit or loss that is reviewed by management.  However, certain information is provided to management and is thus provided here.

9.

Fair Value of Financial Instruments

Based on the borrowing rates currently available to the Partnership for loans from affiliates and bank loans with similar terms and maturities, the fair value of payable to affiliates and notes payable to the bank approximates the carrying amount.

10.

Going Concern

The Partnership’s marina is not generating satisfactory levels of cash flows and cash flow projections do not indicate significant improvement in the near term.  These matters raise substantial doubt about the Partnership’s ability to recover the carrying value of its assets, (not withstanding the write-down of the marina facility to its net realizable value) and to continue as a going concern.  The Partnership’s ability to continue to operate through 2003 and beyond is contingent on, among other factors, the improvement in Tower Park Marina operations and continued advances from the General Partners.  Management’s plans include the expenditure of approximately $150,000 (unaudited) in additional repairs and capital improvements during 2003, which management believes will continue to improve the operations of the property.  The financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result from the possible inability of the Partnership to continue as a going concern.

The revenues and expenses of the Partnership for the three months ended March 31, 2003 are generated from the operations of Tower Park Marina in the Sacramento – San Joaquin Delta near Sacramento, California and its majority owned subsidiary, Little Potato Slough Mutual Water Company.  As of March 31, 2003, Tower Park Marina had the following occupancies:

Spaces
Available

%
Occupied

Wet slips

206

(1)

71.8

%

Dry storage 

120

79.2

%

RV Park

128

(1)

84.4

%

(1) non-transient spaces only

For the three months ended March 31, 2003, revenues for Tower Park increased $10,000 to $521,000.  The increase was the net result of increases in slip rental ($11,000), lease income ($11,000), fuel service ($7,000) and water and sewer ($2,000), offset by declines in RV parking ($16,000), retail sales ($3,000), and other ($2,000).

The Partnership’s net loss of $112,000 for the three months ended March 31, 2003 is $9,000 less than the loss incurred in the same period a year ago.  The improvement reflects the increased activity at the property, which resulted in higher slip rental revenues and lease income.  In addition, the Partnership successfully appealed their property tax assessment, which resulted in a $7,000 reduction for the three months ended March 31, 2003 compared to the same period of a year ago.

Liquidity and capital resources

Included in the Partnership’s net loss of $112,000 is $68,000 of depreciation and amortization.  Excluding these non-cash items, the Partnership incurred a cash flow deficit of $58,000.  This deficit was covered by additional advances from the General Partner and by the deferral of interest and management fee payments due to the General Partner and/or its affiliates.

The Partnership’s ability to continue to operate through 2003 and beyond is contingent on among other factors, the improvement in Tower Park Marina operations and continued advances (or deferral by) the General Partners.  Management’s plans include the expenditure of approximately $150,000 in additional repairs and capital improvements during 2003, which management believes will continue to improve the operating results of the property

DATED: May 13, 2003

TOWER PARK MARINA INVESTORS, L.P.

a California Limited Partnership

BY:

WESTREC INVESTORS, INC.

General Partner

BY:

/s/ JEFFREY K. ELLIS

Jeffrey K. Ellis

Vice President

1.

I have reviewed this quarterly report on Form 10-Q of Tower Park Marina Investors, LP.

2.

Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report;

3.

Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the Registrant as of, and for, the periods presented in this quarterly report;

4.

The Registrant’s other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the Registrant and we have

   a)

designed such disclosure controls and procedures to ensure that material information relating to the Registrant, including its consolidated subsidiary, is made known to us by others within those entities, particularly during the period for which this quarterly report is being prepared;

   b)

evaluated the effectiveness of the Registrant’s disclosure controls and procedures as of a date within 90 days prior to the filing date of this quarterly report (the “Evaluation Date”); and

   c)

presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date;

5.

The Registrant’s other certifying officers and I have disclosed, based on our most recent evaluation, to the Registrant’s auditors and audit committee of Registrant’s board of directors (or persons performing the equivalent functions):

   a)

all significant deficiencies in the design or operation of internal controls which could adversely affect the Registrants ability to record, process, summarize and report financial data and have identified for the Registrant’s auditors any material weaknesses in internal controls; and

   d)

any fraud, whether or not material, that involves management or other employees who have a significant role in the Registrant’s internal controls; and

6.

The Registrant’s other certifying officers and I have indicated in this quarterly report whether or not there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.

Date:   May 13, 2003

/s/ MICHAEL M. SACHS

Michael M. Sachs

President, Secretary and Director of Westrec Investors, Inc., the Corporate General Partner of the Registrant. (principal executive officer)

1.

I have reviewed this quarterly report on Form 10-K of Tower Park Marina Investors, LP.

2.

Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report;

3.

Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the Registrant as of, and for, the periods presented in this quarterly report;

4.

The Registrant’s other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the Registrant and we have

   a)

designed such disclosure controls and procedures to ensure that material information relating to the Registrant, including its consolidated subsidiary, is made known to us by others within those entities, particularly during the period for which this quarterly report is being prepared;

   b)

evaluated the effectiveness of the Registrant’s disclosure controls and procedures as of a date within 90 days prior to the filing date of this quarterly report (the “Evaluation Date”); and

   c)

presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date;

5.

The Registrant’s other certifying officers and I have disclosed, based on our most recent evaluation, to the Registrant’s auditors and audit committee of Registrant’s board of directors (or persons performing the equivalent functions):

   a)

all significant deficiencies in the design or operation of internal controls which could adversely affect the Registrants ability to record, process, summarize and report financial data and have identified for the Registrant’s auditors any material weaknesses in internal controls; and

   b)

any fraud, whether or not material, that involves management or other employees who have a significant role in the Registrant’s internal controls; and

6.

The Registrant’s other certifying officers and I have indicated in this quarterly report whether or not there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.

Date:   May 13, 2003

/s/ WILLIAM W. ANDERSON

William W. Anderson

Director of Westrec Investors, Inc., the Corporate General Partner of the Registrant
(principal operating officer)

1.

I have reviewed this quarterly report on Form 10-K of Tower Park Marina Investors, LP.

2.

Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report;

3.

Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the Registrant as of, and for, the periods presented in this quarterly report;

4.

The Registrant’s other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the Registrant and we have

   a.

designed such disclosure controls and procedures to ensure that material information relating to the Registrant, including its consolidated subsidiary, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared;

   b.

evaluated the effectiveness of the Registrant’s disclosure controls and procedures as of a date within 90 days prior to the filing date of this quarterly report (the “Evaluation Date”); and

   c.

presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date;

5.

The Registrant’s other certifying officers and I have disclosed, based on our most recent evaluation, to the Registrant’s auditors and audit committee of Registrant’s board of directors (or persons performing the equivalent functions):

   a.

all significant deficiencies in the design or operation of internal controls which could adversely affect the Registrants ability to record, process, summarize and report financial data and have identified for the Registrant’s auditors any material weaknesses in internal controls; and

   b.

any fraud, whether or not material, that involves management or other employees who have a significant role in the Registrant’s internal controls; and

6.

The Registrant’s other certifying officers and I have indicated in this quarterly report whether or not there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.

Date:   May 13, 2003

/s/ JEFFREY K. ELLIS

Jeffrey K. Ellis

Vice President and Chief Financial Officer of Westrec Investors, Inc., the Corporate General Partner of the Registrant (principal financial officer and principal accounting officer)

1.

The Report fully complies with the requirements of Section 13(a) or 15(d), as applicable, of the Securities Exchange Act of 1934; and

2.

The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company.

By:

/s/ MICHAEL M. SACHS

Michael M. Sachs

President, Secretary and Director of Westrec Investors, Inc., the Corporate General Partner of the Registrant. (principal executive officer)

/s/ WILLIAM W. ANDERSON

William W. Anderson

Director of Westrec Investors, Inc., the Corporate General Partner of the Registrant
(principal operating officer)

/s/ JEFFREY K. ELLIS

Jeffrey K. Ellis

Vice President and Chief Financial Officer of Westrec Investors, Inc., the Corporate General Partner of the Registrant (principal financial officer and principal accounting officer)