Back to GetFilings.com
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
(Mark One)
X ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
- - ------- EXCHANGE ACT OF 1934
For the fiscal year ended March 31, 2001
OR
_____ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
Commission File Number 0-24660
LIBERTY TAX CREDIT PLUS II L.P.
(Exact name of registrant as specified in its charter)
Delaware 13-3458180
- - -------------------------------------------- ----------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
625 Madison Avenue, New York, New York 10022
- - -------------------------------------- -----------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (212) 421-5333
Securities registered pursuant to Section 12(b) of the Act:
None
Securities registered pursuant to Section 12(g) of the Act:
Beneficial Assignment Certificates (including underlying Limited Partnership
Interests) (Title of Class)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes X No ____
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of Registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. [X]
DOCUMENTS INCORPORATED BY REFERENCE
None
CAUTIONARY STATEMENT FOR PURPOSES OF
THE "SAFE HARBOR" PROVISIONS OF
THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995
WHEN USED IN THIS ANNUAL REPORT ON FORM 10-K, THE WORDS "BELIEVES,"
"ANTICIPATES," "EXPECTS" AND SIMILAR EXPRESSIONS ARE INTENDED TO IDENTIFY
FORWARD-LOOKING STATEMENTS. STATEMENTS LOOKING FORWARD IN TIME ARE INCLUDED IN
THIS ANNUAL REPORT ON FORM 10-K PURSUANT TO THE "SAFE HARBOR" PROVISION OF THE
PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995. SUCH STATEMENTS ARE SUBJECT TO
CERTAIN RISKS AND UNCERTAINTIES WHICH COULD CAUSE ACTUAL RESULTS TO DIFFER
MATERIALLY, INCLUDING, BUT NOT LIMITED TO, THOSE SET FORTH IN "MANAGEMENT'S
DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS."
READERS ARE CAUTIONED NOT TO PLACE UNDUE RELIANCE ON THESE FORWARD-LOOKING
STATEMENTS, WHICH SPEAK ONLY AS OF THE DATE HEREOF.
PART I
Item 1. Business.
General
- - -------
Liberty Tax Credit Plus II L.P. (the "Partnership") is a limited partnership
which was formed under the laws of the State of Delaware on March 25, 1988. The
general partners of the Partnership are Related Credit Properties II L.P., a
Delaware limited partnership (the "Related General Partner"), Liberty Associates
II L.P., a Delaware limited partnership ("Liberty Associates"), and Liberty GP
II Inc. (formerly Shearson Liberty GP II Inc.), a Delaware corporation (the
"Liberty General Partner" and together with the Related General Partner and
Liberty Associates, the "General Partners"). The general partner of the Related
General Partner is Related Credit Properties II Inc., a Delaware corporation.
The general partners of Liberty Associates are Related Credit Properties II
Inc., and the Liberty General Partner. On November 25, 1997, an affiliate of the
Related General Partner purchased 100% of the stock of the Liberty General
Partner (the "Transfer"). In addition to the Transfer, by acquiring the stock of
the Liberty General Partner, an affiliate of the Related General Partner also
acquired the Liberty General Partner's general partnership interest in Liberty
Associates, which is also the special limited partner of the Partnership.
Pursuant to the Partnership's Amended and Restated Partnership Agreement, the
consent of the limited partners was not required to approve the Transfer.
On July 20, 1988 the Partnership commenced a public offering (the "Offering") of
Beneficial Assignment Certificates ("BACs") representing assignments of limited
partnership interests in the Partnership ("Limited Partnership Interests").
As of January 9, 1989 (the date on which the Partnership held the final closing
of the sale of BACs and on which the Offering was terminated), the Partnership
had received $115,917,500 of gross proceeds of the Offering from 8,431
investors.
The Partnership was formed to invest, as a limited partner, in other limited
partnerships (referred to herein as "Local Partnerships" or "subsidiary
partnerships") each of which owns one or more leveraged low-income multifamily
residential complexes ("Apartment Complexes") that are eligible for the
low-income housing tax credit ("Tax Credit") enacted in the Tax Reform Act of
1986, and to a lesser extent, in Local Partnerships owning properties that are
eligible for the historic rehabilitation tax credit (the "Historic
Rehabilitation Tax Credit") ("Rehabilitation Projects" and together with the
Apartment Complexes, the "Properties"). Some of the Apartment Complexes benefit
from one or more other forms of federal and state housing assistance. The
Partnership's investment in each Local Partnership represents from 20% to 98% of
the partnership interests in the Local Partnership. As of March 31, 2001, the
Partnership had acquired interests in 27 Local Partnerships and does not
anticipate making any additional investments. See Item 2, Properties. In June
1997, the Partnership sold 24.98% of its limited partnership interest in
United-Glenarden I Limited Partnership and 32.32% of its limited partnership
interest in Property Development Associates, L.P. See Results of Operations of
Certain Local Partnerships.
Liberty Associates is the special limited partner in all 27 Local Partnerships,
as well as a general partner of the Partnership. Liberty Associates has certain
rights and obligations in its role as special limited partner which permit it to
execute control over the management and policies of the Local Partnerships.
Investment Objectives, Tax Credits
- - ----------------------------------
The investment objectives of the Partnership are to:
1. Entitle qualified BACs holders to Tax Credits (and to a lesser extent
Historic Rehabilitation Tax Credits) over the period of the Partnership's
entitlement to claim Tax Credits (for each Property, ten years from the date of
investment or, if later, the date the Apartment Complex is placed in service.);
2. Preserve and protect the Partnership's capital;
3. Participate in any capital appreciation in the value of the Apartment
Complexes and provide distributions of sale or refinancing proceeds upon the
disposition of the Apartment Complexes;
4. Provide cash distributions when available from the operations of Apartment
Complexes and Rehabilitations Projects; and
5. Allocate passive losses to individual BACs holders to offset passive income
that they may realize from rental real estate investments and other passive
activities, and allocate passive losses to corporate BACs holders to offset
active business income.
One of the Partnership's objectives is to entitle qualified BACs holders to Tax
Credits over the period of the Partnership's entitlement to claim Tax Credits
(for each Apartment Complex, ten years from the date of investment or, if later,
the date the Apartment Complex is leased to qualified tenants; referred to
herein as the "Credit Period"). Each of the Local Partnerships in which the
Partnership has acquired an interest has been allocated by the relevant state
credit agency the authority to recognize Tax Credits during the Credit Period
provided that the Local Partnership satisfies the rent restriction, minimum
set-aside and other requirements for recognition of the Tax Credits at all times
during the 15-year period (the "Compliance Period") commencing at the beginning
of the Credit Period. Once a Local Partnership has become eligible to recognize
Tax Credits, it may lose such eligibility and suffer an event of "recapture" if
(i) the Local Partnership ceases to meet qualification requirements , (ii) there
is a decrease in the qualified basis of Apartment Complex, or (iii) there is a
reduction in its interest in the Apartment Complex at any time during the
Compliance Period. None of the Local Partnerships in which the Partnership has
acquired an interest has suffered an event of recapture.
The Partnership is in the final years of its Credit Period. The Tax Credits are
available for a ten-year period which commences when a Property is leased to
qualified tenants. However, the annual Tax Credits available in the year in
which an Apartment Complex is placed in service must be prorated based upon the
months remaining in the year. The amount of the annual Tax Credits not available
in the first year will be available in the eleventh year. In certain cases, the
Partnership acquired its interest in a Local Partnership after the Local
Partnership had placed its Apartment Complex in service. In these cases, the
Partnership may be allocated Tax Credits only beginning in the month following
the month in which it acquired its interest and Tax Credits allocated in any
prior period may not be claimed by the Partnership.
The General Partners generally required, in connection with certain investments
in Local Partnerships, that the general partner of the Local Partnership ("Local
General Partners") undertake to fund operating deficits (up to a stated maximum
amount) of the Local Partnership during a limited period of time following the
Partnership's investment ("Guarantee Period"). As of March 31, 2001, all
operating deficit guarantees have expired. Generally the amounts funded pursuant
to the operating deficit guarantee (the "Operating Deficit Guarantee") have been
treated as Operating Loans, do not bear interest and will be repaid only out of
50% of available cash flow or out of available net sale or refinancing proceeds.
See Item 8, Note 8 - Related Party Transactions.
The Partnership continues to meet its primary objective of generating Tax
Credits to qualified BACs holders. To date, none of the Local Partnerships has
failed to remain in compliance with the Tax Credit requirements, and therefore
none has suffered an event of recapture of Tax Credits. The Partnership
generated $4,415,175, $12,240,583 and $16,707,661 in Tax Credits during the
2000, 1999 and 1998 Fiscal Years, respectively.
The Partnership also continues to meet its objective of allocating passive
losses to individual BACs holders to offset passive income that they may realize
from rental real estate investments and other passive activities, and allocating
passive losses to corporate BACs holders to offset business income.
As of March 31, 2001, cash distributions received from the Local Partnerships
have been relatively immaterial. Management expects that the distributions
received from the Local Partnerships will increase, although not to a level
sufficient to permit cash distributions to BACs holders. The Partnership does
not anticipate providing cash distributions to BACs holders in circumstances
other than refinancings or sales.
Government Regulations
- - ----------------------
The Partnership is subject to the risks incident to potential losses arising
from the management and ownership of improved real estate. The Partnership can
also be affected by poor economic conditions generally. However, no more than
33% of the properties are located in any single state. There are also
substantial risks associated with owning properties receiving government
assistance, such as the possibility that Congress may not appropriate funds to
enable the U.S. Department of Housing and Urban Development ("HUD") to make
rental assistance payments. HUD also restricts annual cash distributions to
partners based on operating results and a percentage of the owner's equity
contribution. The Partnership cannot sell or substantially liquidate its
investments in Local Partnerships during the period that the subsidy agreements
are in existence, without HUD's approval. Furthermore, there may not be market
demand for apartments at full market rents when the rental assistance contracts
expire.
Segments
- - --------
The Partnership operates in one segment, which is the investment in multi-family
residential properties.
Competition
- - -----------
The real estate business is highly competitive and substantially all of the
Properties acquired by the Partnership are subject to competition from similar
properties in their respective vicinities. In addition, various other limited
partnerships may, in the future, be formed by the General Partners and/or their
affiliates to engage in business which may compete with the Partnership.
Employees
- - ---------
The Partnership does not have any direct employees. All services are performed
for the Partnership by its General Partners and their affiliates. The General
Partners receive compensation in connection with such activities as set forth in
Items 11 and 13. In addition, the Partnership reimburses the General Partners
and certain of their affiliates for expenses incurred in connection with the
performance by their employees of services for the Partnership in accordance
with the Partnerships Amended and Restated Agreement of Limited Partnership (the
"Partnership Agreement").
Item 2. Properties.
The Partnership has acquired an interest as a limited partner in 27 Local
Partnerships. Set forth below is a schedule of these Local Partnerships
including certain information concerning the Apartment Complexes (the "Local
Partnership Schedule"). Further information concerning these Local Partnerships
and their properties, including any encumbrances affecting the properties, may
be found in Item 14, Schedule III.
Except for the seven limited partnerships listed below, the following is the
allocation of ownership percentage for each of the Local Partnerships:
Local General Partner 1%
Special Limited Partner 1%
Limited Partner - Liberty Tax Credit Plus II L.P. 98%
Local
General Special Liberty Tax Other
Partner(s) Limited Partner Credit Plus II L.P. Limited Partners*
---------- --------------- ------------------- ----------------
Concourse Artists 1% 1% 19% 79%
Grand Concourse 1% 1% 19% 79%
Robin Housing 1% 1% 19% 79%
Willoughby-Wyckoff 1% 1% 19% 79%
Penn Alto 1% 1% 78.40% 19.60%
United Glen Arden I 1% 1% 73.52% 24.48%
Property Development
Associates 1% 1% 66.33% 31.67%
*Each is an affiliate of Liberty Tax Credit Plus II L.P., with the same
management.
Local Partnership Schedule
Name and Location % of Units Occupied at May 1,
-----------------------------------
(Number of Units) Date Acquired 2001 2000 1999 1998 1997
- - ----------------- ------------- ---- ---- ---- ---- ----
Polynesian Apartments Associates,
Ltd. (a Limited Partnership)
Homestead, FL (84) July 1988 99 96 99 96 100
Seagrape Village Associates, Ltd.
(a Limited Partnership)
Homestead, FL (112) July 1988 98 98 98 96 100
Metropolitan Towers Associates, L.P.
Rio Piedras, PR (150) December 1988 99 98 99 99 95
Westminster Place II - Olive Site, L.P.
St. Louis, MO (84) October 1988 93 93 95 93 90
Property Development Associates, L.P.
Kansas City, MO (232) December 1988 84 94 97 95 98
Whittier Plaza Associates
Limited Partnership
St. Louis, MO (27) December 1988 100 89 96 78 81
United-Glen Arden I
Limited Partnership
Glen Arden, MD (354) December 1988 98 97 96 96 91
United-Glen Arden II
Limited Partnership
Glen Arden, MD (238) December 1988 99 98 98 98 95
Rolling Green Limited Partnership
Chicago, IL (224) December 1988 96 90 75 97 96
Santa Juanita II Limited Partnership
Bayamon, PR (46) December 1988 93 100 97 96 100
Spring Creek Associates, L.P.
(a Delaware Limited Partnership)
Brooklyn, NY (582) December 1988 98 98 98 99 97
East Two Thirty-Five Associates
(a Delaware Limited Partnership)
New York, NY (17) December 1988 100 100 100 100 100
Upper Fifth Avenue Residential
Associates, L.P.
New York, NY (151) January 1989 99 100 99 98 96
West 107th Street Associates, L.P.
(a Delaware Limited Partnership)
New York, NY (25) January 1989 100 100 100 96 100
General Atlantic Second Avenue
Associates, L.P.
(a Delaware Limited Partnership)
New York, NY (18) January 1989 100 100 100 100 95
Church Lane Associates
Germantown, PA (40) February 1989 98 95 100 98 98
Campeche Isle Apartments
Limited Partnership
Galveston, TX (208) May 1989 96 85 87 78 70
Robin Housing Associates
(a Limited Partnership)
Bronx, NY (100) November 1988 93 98 99 95 99
Concourse Artists Housing
Associates (a Limited Partnership)
Bronx, NY (23) November 1988 96 96 96 91 96
2051 Grand Concourse Housing
Associates (a Limited Partnership)
Bronx, NY (63) November 1988 100 95 97 94 97
Willoughby-Wyckoff Housing
Associates (a Limited Partnership)
Bronx, NY (68) November 1988 87 87 91 91 93
Goodfellow Place Limited Partnership
St. Louis, MO (71) May 1989 92 92 99 96 99
Penn Alto Associates
Limited Partnership
Altoona, PA (150) June 1989 82 82 89 87 81
Gramco Development
Limited Dividend
Partnership, L.P.
Bayamon, PR (300) July 1989 98 96 99 98 94
Alexis Park Apartments
A Louisiana Partnership
in Commendam
Bossier City, LA (280) July 1989 86 90 93 95 92
Williamsburg Residential, L.P.
Witchita, KS (76) August 1989 100 70 92 78 74
Victory Apartments
Chicago, IL (107) September 1989 95 93 93 93 97
All leases are generally for periods not exceeding one to two years and no
tenant occupies more than 10% of the rentable square footage.
Rents from commercial tenants (to which average rental per square foot applies)
comprise less than 5% of the rental revenues of the Partnership. Maximum rents
for the residential units are determined annually by HUD and reflect
increases/decreases in consumer price indices in various geographic areas.
Management annually reviews the physical state of the properties and suggests to
the respective Local General Partners budget improvements, which are generally
funded from cash flow from operations or release of replacement reserve escrows.
Management annually reviews the insurance coverage of the properties and subject
to budget constraints recommends to the respective Local General Partners
additional coverage if warranted.
See Item 1, Business, above for the general competitive conditions to which the
Local Partnerships and the properties described above are subject.
Real estate taxes are calculated using rates and assessed valuations determined
by the township or city in which the property is located. Such taxes have
approximated 1% of the aggregate cost of the properties as shown in Schedule III
to the financial statements included herein.
Item 3. Legal Proceedings.
This information is incorporated by reference to the discussions of Alexis and
Metropolitan in the Results of Operations of Certain Local Partnerships
contained in Item 7. Management's Discussion and Analysis of Financial Condition
and Results of Operations.
Item 4. Submission of Matters to a Vote of Security Holders.
None.
PART II
Item 5. Market for the Registrant's Common Equity and Related Security Holder
Matters.
The Partnership has issued and outstanding 115,917.5 Limited Partnership
Interests, each representing a $1,000 capital contribution to the Partnership,
or an aggregate capital contribution of $115,917,500. All of the issued and
outstanding Limited Partnership Interests have been issued to Liberty Credit
Assignor Inc. (the "Assignor Limited Partner"), which has in turn issued
115,917.5 BACs to the purchasers thereof for an aggregate purchase price of
$115,917,500. Each BAC represents all of the economic and virtually all of the
ownership rights attributable to a Limited Partnership Interest held by the
Assignor Limited Partner. BACs may be converted into Limited Partnership
Interests at no cost to the holder (other than payment of transfer costs not to
exceed $100), but Limited Partnership Interests so acquired are not thereafter
convertible into BACs.
Neither the BACs nor the Limited Partnership Interests are traded on any
established public trading market. Because of the provisions of the Revenue Act
of 1987, unless there are further changes in such law, the Partnership does not
intend to include the BACs for quotation on NASDAQ or for listing on any
national or regional stock exchange or any other established securities market.
The Revenue Act of 1987 contained provisions which have an adverse impact on
investors in "publicly traded partnerships." Accordingly, the General Partners
have imposed limited restrictions on the transferability of the BACs and the
Limited Partnership Interests in secondary market transactions. Implementation
of these restrictions should prevent a public trading market from developing and
may adversely affect the ability of an investor to liquidate his or her
investment quickly. It is expected that such procedures will remain in effect
until such time, if ever, as further revision of the Revenue Act of 1987 may
permit the Partnership to lessen the scope of the restrictions.
As of May 18, 2001, the Partnership had 8,649 registered holders of an aggregate
of 115,917.5 BACs.
All of the Partnership's general partnership interests, representing an
aggregate capital contribution of $2,000, are held by the three General
Partners.
There are no material provisions in the Partnership Agreement that restrict the
ability of the Partnership to make distributions.
The Partnership has not made any distributions to BACs holders as of March 31,
2001. The Partnership does not anticipate providing cash distributions to BACs
holders other than from net refinancings or sales proceeds.
Item 6. Selected Financial Data.
The information set forth below presents selected financial data of the
Partnership. Additional financial information is set forth in the audited
financial statements in Item 8 hereof.
Year Ended March 31,
OPERATIONS
- - ---------- ------ -------- -------- --------- --------
2001 2000 1999 1998 1997*
---------- ---------- ---------- ---------- ---------
Revenues $28,153,009 $27,104,148 $26,705,795 $26,563,918 $25,919,807
Operating expenses (36,010,097)(35,347,234) (35,058,033) (35,799,640)(39,490,613)
------------ --------- ----------- ----------- -----------
Loss before minority (7,857,088) (8,243,086) (8,352,238) (9,235,722) (13,570,806)
interest and
extraordinary items
Minority interest in
loss of 238,349 254,205 414,579 404,890 163,680
subsidiaries
Extraordinary item -
forgiveness of 695,154 0 0 0 0
------- ------- -------- -------- -------
indebtedness
Net loss $(6,923,585) $(7,988,881) $(7,937,659) $(8,830,832) $(13,407,126)
========== ========== ========== ========== ===========-
Per unit amounts:
Loss before (65.07) (68.23) (67.79) (75.42) (114.50)
extraordinary item
per BAC
Extraordinary item
per BAC 5.94 0 0 0 0
----- ------- ------- ------ -------
Net loss per BAC $ (59.13) $ (68.23) $ (67.79) $ (75.42) $ (114.50)
======== ======== ======== ========= ========
*Reclassified for comparative purposes.
Year Ended March 31,
FINANCIAL POSITION
- - ------------------ ------ -------- -------- ---------- ------
2001 2000 1999 1998 1997
---------- ---------- ---------- ---------- ------
Total assets $172,524,072 $180,071,778 $185,526,512 $192,850,536 $200,269,263
=========== =========== =========== =========== ===========
Total liabilities $149,472,020 $149,572,808 $146,563,631 $145,266,475 $145,257,171
=========== =========== =========== =========== ===========
Minority interest $3,018,863 $3,542,196 $4,017,226 $4,700,747 $3,297,946
========= ========= ========= ========= =========
Total partners'
capital $20,033,189 $26,956,774 $34,945,655 $42,883,314 $51,714,146
========== ========== ========== ========== ==========
During the years ended March 31, 1997 through 2001, total assets decreased
primarily due to depreciation, partially offset by net additions to property and
equipment. For the year ended March 31, 1997, there was also a decrease in
assets due to a loss on impairment of assets.
Item 7. Management's Discussion and Analysis of Financial Condition and Results
of Operations.
Liquidity and Capital Resources
- - -------------------------------
Through March 31, 2001, the Partnership has invested all of the net proceeds in
twenty-seven Local Partnerships. None of the purchase price remains to be paid.
During the year ended March 31, 2001, $261,000 was paid.
During the year ended March 31, 2001, the primary sources of funds included: (i)
working capital reserves; (ii) interest earned on the working capital reserves;
and (iii) cash distributions from operations of the Local Partnerships. All
these sources of funds are available to meet the obligations of the Partnership
but are not expected to be significant.
The Partnership is not expected to have access to additional sources of
financing, and in particular will not have the ability to access BACs holders
for additional capital contributions to provide capital if needed by the
Partnership. There can be no assurance that additional funds will be available
to the Partnership or any Local Partnership, nor that, if any property is sold,
the proceeds of the sale will be sufficient to pay outstanding balances due on
mortgage loans or other outstanding indebtedness to which the property is
subject.
During the years ended March 31, 2001, 2000 and 1999, respectively, cash
distributions received from operations of the Local Partnerships were
approximately $246,000, $6,000 and $334,000. The General Partners believe that
cash distributions received from the operations of the Local Partnerships are
sufficient to fund the Partnership's ongoing operations for the foreseeable
future (assuming the General Partners continue to defer payment of their
management fees).
During the year ended March 31, 2001, cash and cash equivalents of the
Partnership and its 27 consolidated Local Partnerships increased approximately
$162,000. This increase was due to cash provided by operating activities
($3,092,000), a net increase in due to local general partners and affiliates
($643,000) and an increase in due to selling partners ($91,000) which exceeded
an increase in acquisitions of property and equipment ($1,543,000), repayments
of mortgage loans ($1,743,000), an increase in cash held in escrow ($23,000), an
increase in deferred costs ($71,000) and a decrease in capitalization of
consolidated subsidiaries attributable to minority interest ($285,000). In the
adjustments to reconcile the net loss to cash provided by operating is
depreciation and amortization ($8,106,000).
Partnership management fees owed to the General Partners amounting to
approximately $8,312,000 and $6,816,000 were accrued and unpaid as of March 31,
2001 and 2000, respectively. Without the General Partner's continued accrual
without payment the Partnership will not be in a position to meet its
obligations. The General Partners have allowed for the accrual without payment
of these amounts but are under no obligation to continue to do so.
For a discussion of contingencies affecting certain Local Partnerships, see
Results of Operations of Certain Local Partnerships below. Since the maximum
loss the Partnership would be liable for is its net investment in the respective
Local Partnerships, the resolution of the existing contingencies are not
anticipated to impact future results of operations, liquidity or financial
condition in a material way. However, the Partnership's loss of its investment
in a Local Partnership will eliminate the ability to generate future Tax Credits
from such Local Partnership and may also result in recapture of Tax Credits if
the investment is lost before the expiration of the Credit Period.
Except as described above, management is not aware of any trends or events,
commitments or uncertainties which have not otherwise been disclosed, that will
or are likely to impact liquidity in a material way. Management believes the
only impact would be from laws that have not yet been adopted. The portfolio is
diversified by the location of the properties around the United States so that
if one area of the country is experiencing downturns in the economy, the
remaining properties in the portfolio may be experiencing upswings. However, the
geographic diversification of the portfolio may not protect against a general
downturn in the national economy. The Partnership has fully invested the
proceeds of its offering in 27 Local Partnerships, all of which fully have their
Tax Credits in place. The Tax Credits are attached to the project for a period
of ten years and are transferable with the property during the remainder of the
ten-year period. If trends in the real estate market warranted the sale of a
property, the remaining tax credits would transfer to the new owner, thereby
adding significant value to the property on the market which is not included in
the financial statement carrying amount.
Results of Operations
- - ---------------------
Property and equipment to be held and used are carried at cost, which includes
the purchase price, acquisition fees and expenses, construction period interest
and any other costs incurred in acquiring the properties. The cost of property
and equipment is depreciated over their estimated useful lives using accelerated
and straight-line methods. Expenditures for repairs and maintenance are charged
to expense as incurred; major renewals and betterments are capitalized. At the
time property and equipment are retired or otherwise disposed of, the cost and
accumulated depreciation are eliminated from the assets and accumulated
depreciation accounts and the profit or loss on such disposition is reflected in
earnings. A loss on impairment of assets is recorded when management estimates
amounts recoverable through future operations and sale of the property on an
undiscounted basis are below depreciated cost. Property investments themselves
are reduced to estimated fair value (generally using discounted cash flows) when
the property is considered to be impaired and the depreciated cost exceeds
estimated fair value. Through March 31, 2001, the Partnership has recorded
approximately $4,727,000 as a loss on impairment of assets.
At the time management commits to a plan to dispose of assets, said assets are
adjusted to the lower of carrying amount or fair value less costs to sell. Such
assets would be classified as property and equipment-held for sale and are not
depreciated. There are no assets classified as property and equipment-held for
sale through March 31, 2001.
The following is a summary of the results of operations of the Partnership for
the years ended March 31, 2001, 2000 and 1999 (the 2000, 1999 and 1998 Fiscal
Years, respectively).
The majority of the Local Partnerships' revenues continue to be in the form of
rental income with the corresponding expenses divided among operations,
depreciation and mortgage interest.
The net loss for the 2000, 1999 and 1998 Fiscal Years totaled $6,923,585,
$7,988,881 and $7,937,659, respectively.
The Partnership continues to meet its primary objective of generating Tax
Credits to qualified BACs holders. To date, none of the Local Partnerships have
failed to remain in compliance with the Tax Credit requirements, and, therefore,
none have suffered an event of recapture of Tax Credits. The Partnership
generated $4,415,175, $12,240,583 and $16,707,661 in Tax Credits during the
2000, 1999 and 1998 Fiscal Years, respectively.
2000 vs. 1999
- - -------------
Rental income increased approximately 2% for the 2000 Fiscal Year as compared to
the 1999 Fiscal Year, primarily due to rental rate increases.
Other income increased approximately $426,000 for the 2000 Fiscal Year as
compared to the 1999 Fiscal Year, primarily due to the write-off of old payables
at one Local Partnership partially offset by insurance proceeds received at a
second Local Partnership.
Forgiveness of indebtedness of approximately $695,000 was recorded in the 2000
Fiscal Year as the result of the restructuring of the outstanding mortgages and
write-offs of payables at one Local Partnership.
Total expenses, excluding insurance, remained fairly consistent, with an
increase of approximately 2% for the 2000 Fiscal Year as compared to the 1999
Fiscal Year.
Insurance increased approximately $123,000 for the 2000 Fiscal Year as compared
to the 1999 Fiscal Year, primarily due to small increases at seven Local
Partnerships as a result of increased premiums.
1999 vs. 1998
- - -------------
Rental income increased less than 1% for the 1999 Fiscal Year as compared to the
1998 Fiscal Year, primarily due to rental rate increases.
Other income increased approximately $335,000 for the 1999 Fiscal Year as
compared to the 1998 Fiscal Year, primarily due to insurance proceeds received
at one Local Partnership, liabilities written off as other income at a second
Local Partnership, funds received from the managing agent at a third Local
Partnership, and increased interest income received on replacement reserves at a
fourth Local Partnership in 1999.
Total expenses excluding repairs and maintenance remained fairly consistent,
with a decrease of less than 1% for the 1999 Fiscal Year as compared to the 1998
Fiscal Year.
Repairs and maintenance increased approximately $512,000 for the 1999 Fiscal
Year as compared to the 1998 Fiscal Year, primarily due to roof repairs at one
Local Partnership and apartment refurbishing at a second Local Partnership in
1999.
Results of Operations of Certain Local Partnerships
- - ---------------------------------------------------
(a) Subsidiary Partnerships - Going Concerns and Uncertainties
Whittier Plaza Associates
- - -------------------------
The financial statements for Whittier Plaza Associates Limited Partnership
("Whittier") have been prepared assuming that Whittier will continue as a going
concern. Whittier has sustained continuous losses since commencement of
operations in 1988, including losses of approximately $26,000, $49,000 and
$38,000 for the 2000, 1999 and 1998 Fiscal Years, respectively. Whittier has
experienced higher vacancies and lower rents than those originally projected,
resulting in increased difficulty in meeting both operating and debt service
obligations. The Local General Partner, pursuant to a development deficit
guarantee agreement, has advanced approximately $40,000 and $23,000 in the 2000
and 1999 Fiscal Years, respectively, and approximately $447,000 since 1988 to
fund operating cash shortfalls. In addition, Whittier's management company, an
affiliate of the Local General Partner, has deferred receipt of various fees
since 1991 totaling approximately $72,000. These items raise substantial doubt
about Whittier's ability to continue as a going concern. The Partnership's
investment in Whittier at March 31, 2001 and 2000 was reduced to zero as a
result of prior years' losses and the minority interest balance was $0 at each
date. Whittier's net loss after minority interest amounted to approximately
$26,000, $49,000 and $38,000 for the 2000, 1999 and 1998 Fiscal Years.
Alexis Park Apartments
- - ----------------------
A hazardous waste issue has affected Alexis Park Apartments ("Alexis") for
nearly 10 years. Although this environmental issue is in many respects beyond
its control, management believes that the selected remedy of the United States
Environmental Protection Agency is practical and is not likely to cause
significant disruption to the apartment project's operations beyond what it has
experienced over the last several years. The Local Partnership's congressman,
U.S. Senators and the Mayor of Bossier City have assisted Alexis in preventing
this issue from escalating unnecessarily and management believes that no
escalation will occur in the near term. Further, all indications are that an oil
company will bear all costs of remediation and that the Local Partnership will
not be called upon to share in those costs. Accordingly, management believes the
Local Partnership has the opportunity to continue as a going concern.
The financial statements for Alexis have been prepared in conformity with U.S.
generally accepted accounting principles, assuming the continuation of the Local
Partnership as a going concern. However, negative performance indicators and the
environmental issue raise substantial doubt about the Local Partnership's
ability to continue as a going concern.
For the year ended December 31, 2000, the Local Partnership sustained a net loss
of $277,036. At December 31, 2000, the Local Partnership's current liabilities
exceed its current assets by $347,635. Management expects operating income to
improve for 2001 as a result of both increased occupancy and slightly reduced
expenses. The Local Partnership produced positive cash flows from operating
activities for the years 2000 and 1999. Management believes cash flows for 2001
will be sufficient to meet liabilities and subject, to the environmental
uncertainty, will enable the Local Partnership to continue as a going concern.
These items raise substantial doubt about Alexis' ability to continue as a going
concern. The maximum loss which the Partnership would be liable for is its net
investment in Alexis. The Partnership's investment in Alexis at March 31, 2001
and 2000 was $0 and approximately $114,000, respectively, and the minority
interest balance was $0 at each date. Alexis' net loss after minority interest
amounted to approximately $277,000, $243,000 and $263,000, for the 2000, 1999
and 1998 Fiscal Years, respectively.
Willoughby-Wyckoff Housing Associates
- - -------------------------------------
The financial statements for Willoughby-Wyckoff Housing Associates
("Willoughby") have been prepared assuming that Willoughby will continue as a
going concern. There are certain conditions that raise substantial doubt about
Willoughby's ability to continue as a going concern. Willoughby has had
operating losses and equity deficiencies and has required loans from related
parties to meet its obligations. Management plans to continue to minimize costs
within its control and seeks additional funding sources to supplement project
operations. Continuance of Willoughby as a going concern is dependent upon
Willoughby's ability to obtain additional funding to supplement project
operations and enable Willoughby to meet its obligations as they become due. The
financial statements do not include any adjustments that might result from the
outcome of these uncertainties. The Partnership's investment in Willoughby at
March 31, 2001 and 2000 has been reduced to zero by prior years' losses and the
minority interest balance amounted to approximately $174,000 and $176,000,
respectively. Willoughby's net loss after minority interest amounted to
approximately $193,000, $204,000 and $220,000 for the 2000, 1999 and 1998 Fiscal
Years, respectively.
b) Subsidiary Partnerships - Other
Gramco Development Limited Dividend Partnership, L.P.
- - -----------------------------------------------------
Gramco Development Limited Dividend Partnership, L.P. ("Gramco") was granted net
funds of $4,867,000. In the event of a substantial violation to the provisions
of certain agreements between Gramco and the Municipality of Bayamon (the
"Municipality") and between the Municipality and HUD, the funds shall become
immediately due and payable at the election of HUD and the Municipality.
Otherwise, the principal amount of the obligation together with any interest
will be forgiven. Proceeds from the loan have been deducted from fixed assets.
The Partnership's investment in Gramco at March 31, 2001 and 2000 was
approximately $302,000 and $488,000 and the minority interest balance was
approximately $416,000 and $418,000, respectively. Gramco's net loss after
minority interest amounted to approximately, $187,000 , $203,000 and $284,000
for the 2000, 1999 and 1998 Fiscal Years, respectively.
Metropolitan Towers Associates, L.P.
- - ------------------------------------
The Subsidiary Partnership, Metropolitan Towers Associates, L.P.
("Metropolitan"), is a defendant in a legal proceeding brought by the family of
an employee who died in a work related accident. It is management's opinion that
the claim should be covered by Metropolitan's insurance policy. Because the
Partnership is a limited partner in Metropolitan, the maximum loss which the
Partnership would suffer is its net investment in Metropolitan. The
Partnership's investment in Metropolitan at March 31, 2001 and 2000 was
approximately $827,000 and $1,069,000, respectively, and the minority interest
was zero at each date. Metropolitan's net loss after minority interest amounted
to approximately $242,000, $39,000 and $119,000 for the 2000, 1999 and 1998
Fiscal Years, respectively.
Rolling Green Limited Partnership
- - ---------------------------------
Rolling Green Limited Partnership ("Rolling Green") operates and is regulated by
HUD under Section 221(d)(3) of the National Housing Act. Rents received by
Rolling Green are subsidized by Section 8 Housing Assistance Payments. Rental
income from such Assistance Payments totaled $1,425,725 and $1,365,443 in the
2000 and 1999 Fiscal Years, respectively. In September 1999, the three Section 8
contracts were consolidated into one contract, and such contract is in force
through September, 2001. However, uncertainties regarding the future of HUD
Programs exist. It is not practical to estimate the impact upon Rolling Green's
operations if the rents were to revert to market value.
Williamsburg Residential, L.P.
- - ------------------------------
In November 1996, the Local General Partner of Williamsburg Residential, L.P.
("Williamsburg") stopped making the mortgage note payments which constituted an
event of default. A Reinstatement and Modification Agreement was entered into
effective March 1, 1997. The Partnership has advanced Williamsburg the necessary
funds to keep the mortgage and escrows current during 2000 and is expected to
continue to do so during 2001.
The Partnership's investment in Williamsburg has been written down to $0 by
prior years' losses and the minority interest balance was approximately $792,000
and $731,000 at March 31, 2001 and 2000, respectively. Williamsburg net loss
after minority interest amounted to approximately $208,000, $201,000 and
$285,000 for the 2000, 1999, and 1998 fiscal years, respectively.
Other
- - -----
The Partnership's investment, as a limited partner in the Local Partnerships, is
subject to the risks incident to potential losses arising from management and
ownership of improved real estate. The Partnership's investments also could be
adversely affected by poor economic conditions generally, which could increase
vacancy levels, rental payment defaults, and increased operating expenses, any
or all of which could threaten the financial viability of one or more of the
Local Partnerships.
There also are substantial risks associated with the operation of Apartment
Complexes receiving government assistance. These include governmental
regulations concerning tenant eligibility, which may make it more difficult to
rent apartments in the complexes, difficulties in obtaining government approval
for rent increases, limitations on the percentage of income which low and
moderate-income tenants may pay as rent, the possibility that Congress may not
appropriate funds to enable HUD to make the rental assistance payments it has
contracted to make, and the possibility that when the rental assistance
contracts expire, there may not be market demand for apartments at full market
rents in a Local Partnership's Apartment Complex.
The Local Partnerships are impacted by inflation in several ways. Inflation
allows for increases in rental rates generally to reflect the impact of higher
operating and replacement costs. Inflation also affects the Local Partnerships
adversely by increasing operating costs as, for example, for such items as fuel,
utilities and labor.
Item 7A. Quantitative and Qualitative Disclosure About Market Risk.
Not applicable.
Item 8. Financial Statements and Supplementary Data.
Sequential
Page
-----------
(a) 1. Consolidated Financial Statements
Independent Auditors' Report 18
Consolidated Balance Sheets at March 31, 2001 and 2000 88
Consolidated Statements of Operations for the Years Ended
March 31, 2001, 2000 and 1999 89
Consolidated Statements of Changes in Partners'
Capital (Deficit) for the Years Ended March 31, 2001,
2000 and 1999 90
Consolidated Statements of Cash Flows for the Years
Ended March 31, 2001, 2000 and 1999 91
Notes to Consolidated Financial Statements 93
INDEPENDENT AUDITORS' REPORT
----------------------------
To the Partners of
Liberty Tax Credit Plus II L.P. and Subsidiaries
(A Delaware Limited Partnership)
We have audited the consolidated balance sheets of Liberty Tax Credit Plus II
L.P. and Subsidiaries (A Delaware Limited Partnership) as of March 31, 2001 and
2000, and the related consolidated statements of operations, changes in
partners' capital (deficit), and cash flows for the years ended March 31, 2001,
2000 and 1999 (the 2000, 1999 and 1998 Fiscal Years). These financial statements
are the responsibility of the Partnership's management. Our responsibility is to
express an opinion on these financial statements based on our audits. We did not
audit the financial statements for 27 (2000, 1999 and 1998 Fiscal Years)
subsidiary partnerships whose losses aggregated $5,834,878, $6,417,444 and
$6,407,403 for the 2000, 1999 and 1998 Fiscal Years, respectively, and whose
assets constituted 98% of the Partnership's assets at March 31, 2001 and 2000,
presented in the accompanying consolidated financial statements. The financial
statements for 27 (2000, 1999 and 1998 Fiscal Years) of these subsidiary
partnerships were audited by other auditors whose reports thereon have been
furnished to us and our opinion expressed herein, insofar as it relates to the
amounts included for these subsidiary partnerships, is based solely upon the
reports of the other auditors.
We conducted our audits in accordance with U.S. generally accepted auditing
standards. Those standards require that we plan and perform the audits to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, based upon our audits, and the reports of the other auditors
referred to above, the accompanying consolidated financial statements referred
to in the first paragraph present fairly, in all material respects, the
financial position of Liberty Tax Credit Plus II L.P. and Subsidiaries at March
31, 2001 and 2000, and the results of their operations and their cash flows for
the years ended March 31, 2001, 2000 and 1999, in conformity with U.S. generally
accepted accounting principles.
As discussed in Note 10(a), the consolidated financial statements include the
financial statements of three limited partnerships with significant
contingencies and uncertainties. The financial statements of these subsidiary
partnerships were prepared assuming that each will continue as a going concern.
The three subsidiary partnerships' net losses aggregated $497,488 (Fiscal 2000),
$497,307 (Fiscal 1999) and $525,260 (Fiscal 1998) and their assets aggregated
$9,961,575 and $10,458,364 at March 31, 2001 and 2000, respectively. These
matters raise substantial doubt about these subsidiary partnerships' abilities
to continue as going concerns. Management's plans in regard to these matters are
also described in Note 10(a). The accompanying consolidated financial statements
do not include any adjustments that might result from the outcome of these
uncertainties.
TRIEN ROSENBERG ROSENBERG
WEINBERG CIULLO & FAZZARI LLP
New York, New York
June 11, 2001
[Letterhead of FRIEDMAN ALPREN & GREEN LLP]
INDEPENDENT AUDITORS' REPORT
To the Partners of
Polynesian Apartments Associates, Ltd.
We have audited the accompanying balance sheet of POLYNESIAN APARTMENTS
ASSOCIATES, LTD. (a limited partnership), FHA Project No. FL29-K005-015-152, as
of December 31, 2000, and the related statements of operations, changes in
partners' capital and cash flows for the year then ended. These financial
statements are the responsibility of the Partnership's management. Our
responsibility is to express an opinion on these financial statements based on
our audit.
We conducted our audit in accordance with auditing standards generally accepted
in the Untied States of America. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audit provides a
reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of POLYNESIAN APARTMENTS
ASSOCIATES, LTD. as of December 31, 2000 and the results of its operations and
its cash flows for the year then ended in conformity with accounting principles
generally accepted in the United States of America.
/s/ Friedman Alpren & Green LLP
New York, New York
February 1, 2001
[Letterhead of FRIEDMAN ALPREN & GREEN LLP]
INDEPENDENT AUDITORS' REPORT
To the Partners of
Polynesian Apartments Associates, Ltd.
We have audited the accompanying balance sheet of Polynesian Apartments
Associates, Ltd. (a limited partnership), FHA Project No. FL29-K005-015-152, as
of December 31, 1999, and the related statements of operations, changes in
partners' capital and cash flows for the year then ended. These financial
statements are the responsibility of the Partnership's management. Our
responsibility is to express an opinion on these financial statements based on
our audit.
We conducted our audit in accordance with generally accepted auditing standards.
Those standards require that we plan and perform the audit to obtain reasonable
assurance
about whether the financial statements are free of material misstatement. An
audit includes examining on a test basis, evidence supporting the amounts and
disclosures in the financial statements. An audit also includes assessing the
accounting principles used and significant estimates made by management, as well
as evaluating the overall financial statement presentation. We believe that our
audit provides a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Polynesian Apartments
Associates, Ltd. as of December 31, 1999 and the results of its operations and
its cash flows for the year then ended in conformity with generally accepted
accounting principles.
/s/ Friedman Alpren & Green LLP
New York, New York
January 24, 2000
[Letterhead of L. H. FRISHKOFF & COMPANY LLP]
INDEPENDENT AUDITORS' REPORT
To the Partners of
Polynesian Apartments Associates, Ltd.
(A Limited Partnership)
Miami, Florida
FHA PROJECT NO. FL29-K005-01552
We have audited the accompanying statements of financial condition of Polynesian
Apartments Associates, Ltd. (A Limited Partnership) as of December 31, 1998 and
1997, and the related statements of operations, changes in partners' capital,
and cash flows for the years then ended. These financial statements are the
responsibility of the partnership's management. Our responsibility is to express
an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audits to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Polynesian Apartments
Associates, Ltd., (A Limited Partnership) as of December 31, 1998 and 1997, and
the results of its operations, changes in partners' capital, and its cash flows
for the years then ended in conformity with generally accepted accounting
principles.
/s/ L.H. Frishkoff & Company LLP
New York, New York
February 5, 1999
[Letterhead of FRIEDMAN ALPREN & GREEN LLP]
INDEPENDENT AUDITORS' REPORT
To the Partners of
Seagrape Village Associates, Ltd.
We have audited the accompanying balance sheet of SEAGRAPE VILLAGE ASSOCIATES,
LTD. (a limited partnership), FHA Project No. FL29-K005-015-151, as of December
31, 2000, and the related statements of operations, changes in partners' capital
and cash flows for the year then ended. These financial statements are the
responsibility of the Partnership's management. Our responsibility is to express
an opinion on these financial statements based on our audit.
We conducted our audit in accordance with auditing standards generally accepted
in the Untied States of America. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audit provides a
reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of of SEAGRAPE VILLAGE ASSOCIATES,
LTD. as of December 31, 2000 and the results of its operations and its cash
flows for the year then ended in conformity with accounting principles generally
accepted in the United States of America.
/s/ Friedman Alpren & Green LLP
New York, New York
February 14, 2001
[Letterhead of FRIEDMAN ALPREN & GREEN LLP]
INDEPENDENT AUDITORS' REPORT
To the Partners of
Seagrape Village Associates, Ltd.
We have audited the accompanying balance sheet of Seagrape Village Associates,
Ltd. (a limited partnership), FHA Project No. FL29-K005-015-151, as of December
31, 1999, and the related statements of operations, changes in partners' capital
and cash flows for the year then ended. These financial statements are the
responsibility of the Partnership's management. Our responsibility is to express
an opinion on these financial statements based on our audit.
We conducted our audit in accordance with generally accepted auditing standards.
Those standards require that we plan and perform the audit to obtain reasonable
assurance
about whether the financial statements are free of material misstatement. An
audit includes examining on a test basis, evidence supporting the amounts and
disclosures in the financial statements. An audit also includes assessing the
accounting principles used and significant estimates made by management, as well
as evaluating the overall financial statement presentation. We believe that our
audit provides a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Seagrape Village Associates,
Ltd. as of December 31, 1999 and the results of its operations and its cash
flows for the year then ended in conformity with generally accepted accounting
principles.
/s/ Friedman Alpren & Green LLP
New York, New York
January 24, 2000
[Letterhead of L. H. FRISHKOFF & COMPANY LLP]
INDEPENDENT AUDITORS' REPORT
To the Partners of
Seagrape Village Associates, Ltd.
(A Limited Partnership)
Miami, Florida
FHA PROJECT NO. FL29-K005-01551
We have audited the accompanying statements of financial condition of Seagrape
Village Associates, Ltd. (A Limited Partnership) as of December 31, 1998 and
1997, and the related statements of operations, changes in partners' capital,
and cash flows for the years then ended. These financial statements are the
responsibility of the partnership's management. Our responsibility is to express
an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audits to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Seagrape Village Associates,
Ltd. (A Limited Partnership) as of December 31, 1998 and 1997, and the results
of its operations, changes in partners' capital, and its cash flows for the
years then ended, in conformity with generally accepted accounting principles.
/s/ L.H. Frishkoff & Company LLP
New York, New York
February 5, 1999
[Letterhead of JOSE E. ROSARIO & CO.]
INDEPENDENT AUDITOR'S REPORT
To the PartnersPuerto Rico Housing Finance
Metropolitan Towers Associates, LPCorporation
Rio Piedras, PRSan Juan, Puerto Rico
I have audited the accompanying balance sheet of Metropolitan Towers Associates,
LP as of December 31, 2000 and 1999, and the related statements of income,
changes in partner's capital, and cash flows for the years then ended. These
financial statements are the responsibility of the Partnership's management. My
responsibility is to express an opinion on these financial statements based on
my audit.
I conducted my audit in accordance with generally accepted auditing standards
and Government Auditing Standards issued by the Comptroller General of the
United States. Those standards require that I plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant estimates
made by management, as well as evaluating the overall financial statement
presentation. I believe that my audit provides a reasonable basis for my
opinion.
In my opinion, the financial statements referred to above present fairly, in all
material respects, the financial position of Metropolitan Towers Associates, LP,
as of December 31, 2000 and 1999, and the results of its operations and the
changes in partner's capital, and cash flows for the years then ended in
conformity with generally accepted accounting principles.
In accordance with Government Auditing Standards and the Consolidated Audit
Guide for Audits of HUD Programs issued by the U.S. Department of Housing and
Urban Development, I have also issued a report dated January 24, 2001, on my
consideration of Metropolitan Towers Associates, LP's internal control structure
and reports dated January 24, 2001, on its compliance with specific requirements
applicable to major HUD programs and specific requirements applicable to Fair
Housing and Non-Discrimination. Those reports are an integral part of an audit
performed in accordance with Government Auditing Standards and should be read in
conjunction with this report in considering the results of the audits.
My audits were conducted for the purpose of forming an opinion on the basic
Financial statements taken as a whole. The accompanying supplementary
information on pages 17 to 24 is presented for the purposes of additional
analysis and is not a required part of the basic financial statements of
Metropolitan Towers Associates, LP. Such information has been subjected to the
auditing procedures Applied in the audits of the basic financial statements and,
in my opinion, is fairly Stated in all material respects in relation to the
basic financial statements taken as a whole.
/s/ Jose E. Rosario & Co.
License No. 961
Expires December 1, 2001
January 24, 2001
Stamp No. 1690928 of the Puerto Rico College of CPA was affixed to the original.
[Letterhead of JOSE E. ROSARIO & CO.]
INDEPENDENT AUDITOR'S REPORT
To the Partners Puerto Rico Housing Finance
Metropolitan Towers Associates, LPCorporation
Rio Piedras, PRSan Juan, Puerto Rico
I have audited the accompanying balance sheet of Metropolitan Towers Associates,
LP as of December 31, 1998, and the related statements of income, changes in
partner's capital, and cash flows for the year then ended. These financial
statements are the responsibility of the Partnership's management. My
responsibility is to express an opinion on these financial statements based on
my audit.
I conducted my audit in accordance with generally accepted auditing standards
and Government Auditing Standards issued by the Comptroller General of the
United States. Those standards require that I plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant estimates
made by management, as well as evaluating the overall financial statement
presentation. I believe that my audit provides a reasonable basis for my
opinion.
In my opinion, the financial statements referred to above present fairly, in all
material respects, the financial position of Metropolitan Towers Associates, LP,
as of December 31, 1998, and the results of its operations and the changes in
partner's capital, and cash flows for the year then ended in conformity with
generally accepted accounting principles.
In accordance with Government Auditing Standards and the Consolidated Audit
Guide for Audits of HUD Programs issued by the U.S. Department of Housing and
Urban Development, I have also issued a report dated January 21, 1999, on my
consideration of Metropolitan Towers Associates, LP's internal control structure
and reports dated January 21, 1999, on its compliance with specific requirements
applicable to major HUD programs and specific requirements applicable to
Affirmative Fair Housing.
/s/ Jose E. Rosario & Co.
License No. 961
Expires December 1, 2001
Stamp No. 1553300 of the Puerto Rico College of CPA was affixed to the original.
January 21, 1999
[Letterhead of RBG & Co.]
S2100-020
Independent Auditors' Report
To The Partners
Westminster Place II - Olive Site, L.P.
St. Louis, Missouri
We have audited the accompanying balance sheet of Westminster Place II - Olive
Site, L.P., Project No. 085-35415-PM, a limited partnership, as of December 31,
2000 and 1999 and the related statements of profit and loss, partners' equity
and cash flows for the years then ended. These financial statements are the
responsibility of the Partnership's management. Our responsibility is to express
an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing standards
and Government Auditing Standards, issued by the Comptroller General of the
United States. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant estimates
made by management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our
opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Westminster Place II - Olive
Site, L.P. as of December 31, 2000 and 1999 and the results of its operations
and its cash flows for the years then ended in conformity with generally
accepted accounting principles.
Our audits were conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The accompanying supplementary
information (shown on pages 13 to 22) is presented for purposes of additional
analysis and is not a required part of the basic financial statements. Such
information has been subjected to the auditing procedures applied in the audit
of the financial statements and, in our opinion, is fairly stated in all
material respects in relation to the financial statements taken as a whole.
In accordance with Government Auditing Standards and the Consolidated Audit
Guide for Audits of HUD Programs issued by the U.S. Department of Housing and
Urban Development, we have also issued a report dated January 31, 2001 on our
consideration of Westminster Place II - Olive Site, L.P.'s internal controls and
reports dated January 31, 2001 on its compliance with specific requirements
applicable to major HUD programs, and specific requirements applicable to Fair
Housing and Non- Discrimination. Those reports are an integral part of an audit
performed in accordance with Government Auditing Standards and should be read in
conjunction with this report in considering the results of the audits.
/s/ Rubin, Brown, Gornstein & Co. LLP
St. Louis, Missouri
January 31, 2000
[Letterhead of RBG & Co.]
S2300-020
Independent Auditors' Report
To The Partners
Westminster Place II - Olive Site, L.P.
St. Louis, Missouri
We have audited the accompanying balance sheet of Westminster Place II - Olive
Site, L.P., Project No. 0855415-PM, a limited partnership, as of December 31,
1998 and 1997 and the related statements of income, partners' equity and cash
flows for the years then ended. These financial statements are the
responsibility of the Partnership's management. Our responsibility is to express
an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing standards
and Government Auditing Standards, issued by the Comptroller General of the
United States. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant estimates
made by management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our
opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Westminster Place II - Olive
Site, L.P. as of December 31, 1999 and 1998 and the results of its operations
and its cash flows for the years then ended in conformity with generally
accepted accounting principles.
Our audits was conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The accompanying supplementary
information (shown on pages 13 to 22) is presented for purposes of additional
analysis and is not a required part of the basic financial statements. Such
information has been subjected to the auditing procedures applied in the audit
of the financial statements and, in our opinion, is fairly stated in all
material respects in relation to the financial statements taken as a whole.
In accordance with Government Auditing Standards, we have also issued a report
dated January 25, 2000 on our consideration of Westminster Place II - Olive
Site, L.P.'s internal controls and a report dated January 25, 2000 on its
compliance with specific requirements applicable to major HUD programs and
specific requirements applicable to Fair Housing and Non-Discrimination.
/s/ Rubin, Brown, Gornstein & Co. LLP
St. Louis, Missouri
January 25, 2000
[Letterhead of RBG & Co.]
Independent Auditors' Report
To The Partners
Property Development Associates, L.P.
St. Louis, Missouri
We have audited the accompanying balance sheet of Property Development
Associates, L.P., a limited partnership, as of December 31, 2000 and 1998 and
the related statements of income, partners' equity and cash flows for the years
then ended. These financial statements are the responsibility of the
Partnership's management. Our responsibility is to express an opinion on these
financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing standards
and Government Auditing Standards, issued by the Comptroller General of the
United States. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant estimates
made by management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our
opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Property Development
Associates, L.P. as of December 31, 2000 and 1999, and the results of its
operations and its cash flows for the years then ended in conformity with
generally accepted accounting principles.
/s/ Rubin, Brown, Gornstein & Co. LLP
St. Louis, Missouri
February 12, 2001 (Except for Notes 4 and 9, which are dated March 30, 2001)
[Letterhead of RBG & Co.]
Independent Auditors' Report
To The Partners
Property Development Associates, L.P.
St. Louis, Missouri
We have audited the accompanying balance sheet of Property Development
Associates, L.P., a limited partnership, as of December 31, 1998 and 1997 and
the related statements of income, partners' equity and cash flows for the years
then ended. These financial statements are the responsibility of the
Partnership's management. Our responsibility is to express an opinion on these
financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing standards
and Government Auditing Standards, issued by the Comptroller General of the
United States. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant estimates
made by management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our
opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Property Development
Associates, L.P. as of December 31, 1998 and 1997 and the results of its
operations and its cash flows for the years then ended in conformity with
generally accepted accounting principles.
/s/ Rubin, Brown, Gornstein & Co. LLP
St. Louis, Missouri
January 22, 1999
[Letterhead of RBG & Co.]
S2100-020
Independent Auditors' Report
To The Partners
Whittier Plaza Associates Limited Partnership
St. Louis, Missouri
We have audited the accompanying balance sheet of Whittier Plaza Associates
Limited Partnership, Project No. 085-35412-PM-SR, a limited partnership, as of
December 31, 2000 and 1999, and the related statements of income, partners'
equity (deficit) and cash flows for the years then ended. These financial
statements are the responsibility of the Partnership's management. Our
responsibility is to express an opinion on these financial statements based on
our audits.
We conducted our audits in accordance with generally accepted auditing standards
and Government Auditing Standards, issued by the Comptroller General of the
United States. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant estimates
made by management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our
opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Whittier Plaza Associates
Limited Partnership as of December 31, 2000 and 1999, and the results of its
operations and its cash flows for the years then ended in conformity with
generally accepted accounting principles.
Our audits were conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The accompanying supplementary
information (shown on pages 15 to 24) is presented for purposes of additional
analysis and is not a required part of the basic financial statements. Such
information has been subjected to the auditing procedures applied in the audit
of the financial statements and, in our opinion, is fairly stated in all
material respects in relation to the financial statements taken as a whole.
In accordance with Government Auditing Standards and the Consolidated Audit
Guide for Audits of HUD Programs issued by the U.S. Department of Housing and
Urban Development, we have also issued a report dated January 24, 2001 on our
consideration
of Whittier Plaza Associates Limited Partnership's internal control and a
reports dated January 24, 2001, on its compliance with specific requirements
applicable to major HUD programs, specific requirements applicable to Fair
Housing and Non-Discrimination, and specific requirements applicable to nonmajor
HUD program transactions. Those reports are an integral part of an audit
performed in accordance with Government Auditing Standards and should be read in
conjunction with this report in considering the results of the audits.
The accompanying financial statements have been prepared assuming that the
Partnership will continue as a going concern. As discussed in Note 5 to the
financial statements, the Partnership has sustained recurring losses from
operations, excessive vacancies, and has continually required a general partner
to fund deficits. These items raise substantial doubt about the Partnership's
ability to continue as a going concern. The financial statements do not include
any adjustments that might result from the outcome of this uncertainty.
/s/ Rubin, Brown, Gornstein & Co. LLP
St. Louis, Missouri
January 24, 2001
[Letterhead of RBG & Co.]
S2100-020
Independent Auditors' Report
To The Partners
Whittier Plaza Associates Limited Partnership
St. Louis, Missouri
We have audited the accompanying balance sheet of Whittier Plaza Associates
Limited Partnership, Project No. 085-35412-PM-SR, a limited partnership, as of
December 31, 1999 and 1998 and the related statements of income, partners'
equity (deficit) and cash flows for the years then ended. These financial
statements are the responsibility of the Partnership's management. Our
responsibility is to express an opinion on these financial statements based on
our audits.
We conducted our audits in accordance with generally accepted auditing standards
and Government Auditing Standards, issued by the Comptroller General of the
United States. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant estimates
made by management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our
opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Whittier Plaza Associates
Limited Partnership as of December 31, 1999 and 1998 and the results of its
operations and its cash flows for the years then ended in conformity with
generally accepted accounting principles.
Our audits were conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The accompanying supplementary
information (shown on pages 15 to 24) is presented for purposes of additional
analysis and is not a required part of the basic financial statements. Such
information has been subjected to the auditing procedures applied in the audit
of the financial statements and, in our opinion, is fairly stated in all
material respects in relation to the financial statements taken as a whole.
In accordance with Government Auditing Standards and the Consolidated Audit
Guide for Audits of HUD Programs issued by the U.S. Department of Housing and
Urban Development, we have also issued a report dated January 27, 2000 on our
consideration
of Whittier Plaza Associates Limited Partnership's internal control and a
reports dated January 27, 2000, on its compliance with specific requirements
applicable to major HUD programs, specific requirements applicable to Fair
Housing and Non-Discrimination, and specific requirements applicable to nonmajor
HUD program transactions.
The accompanying financial statements have been prepared assuming that the
Partnership will continue as a going concern. As discussed in Note 5 to the
financial statements, the Partnership has sustained recurring losses from
operations, excessive vacancies, and has continually required a general partner
to fund deficits. These items raise substantial doubt about the Partnership's
ability to continue as a going concern. The financial statements do not include
any adjustments that might result from the outcome of this uncertainty.
/s/ Rubin, Brown, Gornstein & Co. LLP
St. Louis, Missouri
January 27, 2000
[Letterhead of Habif, Arogeti & Wynne, LLP]
INDEPENDENT AUDITORS' REPORT
To the Partners
United - Glenarden I Limited Partnership
We have audited the accompanying balance sheet of United - Glenarden I Limited
Partnership as of December 31, 2000, and the related statements of operations,
changes in partners' deficit, and cash flows for the year then ended. These
financial statements are the responsibility of the Partnership's management. Our
responsibility is to express an opinion on these financial statements based on
our audit.
We conducted our audit in accordance with generally accepted auditing standards.
Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audit provides a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of United - Glenarden I Limited
Partnership as of December 31, 2000, and the results of its operations and its
cash flows for the year then ended in conformity with generally accepted
accounting principles.
/s/ Habif, Arogeti & Wynne, P.C.
Atlanta, Georgia
February 7, 2001
[Letterhead of Habif, Arogeti & Wynne, LLP]
INDEPENDENT AUDITORS' REPORT
To the Partners
United - Glenarden I Limited Partnership
We have audited the accompanying balance sheet of UNITED - GLENARDEN I LIMITED
PARTNERSHIP as of December 31, 1999, and the related statements of operations,
changes in partners' equity [deficit], and cash flows for the year then ended.
These financial statements are the responsibility of the Partnership's
management. Our responsibility is to express an opinion on these financial
statements based on our audit.
We conducted our audit in accordance with generally accepted auditing standards.
Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audit provides a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of UNITED - GLENARDEN I LIMITED
PARTNERSHIP as of December 31, 1999, and the results of its operations and its
cash flows for the year then ended in conformity with generally accepted
accounting principles.
/s/ Habif, Arogeti & Wynne, P.C.
Atlanta, Georgia
February 2, 2000
PAGE>
[Letterhead of Habif, Arogeti & Wynne, LLP]
INDEPENDENT AUDITORS' REPORT
To the Partners
United - Glenarden I Limited Partnership
We have audited the accompanying balance sheet of UNITED - GLENARDEN I LIMITED
PARTNERSHIP as of December 31, 1998, and the related statements of operations,
changes in partners' equity [deficit], and cash flows for the year then ended.
These financial statements are the responsibility of the Partnership's
management. Our responsibility is to express an opinion on these financial
statements based on our audit.
We conducted our audit in accordance with generally accepted auditing standards.
Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audit provides a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of UNITED - GLENARDEN I LIMITED
PARTNERSHIP as of December 31, 1998, and the results of its operations and its
cash flows for the year then ended in conformity with generally accepted
accounting principles.
/s/ Habif, Arogeti & Wynne, P.C.
Atlanta, Georgia
February 1, 1999
[Letterhead of Habif, Arogeti & Wynne, P.C.]
INDEPENDENT AUDITORS' REPORT
To the Partners
United - Glenarden II Limited Partnership
We have audited the accompanying balance of UNITED - GLENARDEN II LIMITED
PARTNERSHIP as of December 31, 2000, and the related statements of operations,
changes in partners' equity (deficit), and cash flows for the year then ended.
These financial statements are the responsibility of the Partnership's
management. Our responsibility is to express an opinion on these financial
statements based on our audit.
We conducted our audit in accordance with generally accepted auditing standards.
Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audit provides a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of UNITED - GLENARDEN II LIMITED
PARTNERSHIP as of December 31, 2000, and the results of its operations and its
cash flows for the year then ended in conformity with generally accepted
accounting principles.
/s/ Habif, Arogeti & Wynne, P.C.
Atlanta, Georgia
February 7, 2001
[Letterhead of Habif, Arogeti & Wynne, P.C.]
INDEPENDENT AUDITOR'S REPORT
To the Partners
United - Glenarden II Limited Partnership
We have audited the accompanying balance sheet of UNITED - GLENARDEN II LIMITED
PARTNERSHIP as of December 31, 1999, and the related statements of operations,
changes in partners' deficit, and cash flows for the year then ended. These
financial statements are the responsibility of the Partnership's management. Our
responsibility is to express an opinion on these financial statements based on
our audit.
We conducted our audit in accordance with generally accepted auditing standards.
Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audit provides a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of UNITED - GLENARDEN II LIMITED
PARTNERSHIP as of December 31, 1999, and results of its operations and its cash
flows for the year then ended in conformity with generally accepted accounting
principles.
/s/ Habif, Arogeti & Wynne, P.C.
Atlanta, Georgia
February 2, 2000
[Letterhead of Habif, Arogeti & Wynne, P.C.]
INDEPENDENT AUDITOR'S REPORT
To the Partners
United - Glenarden II Limited Partnership
We have audited the accompanying balance sheet of UNITED - GLENARDEN II LIMITED
PARTNERSHIP as of December 31, 1998, and the related statements of operations,
changes in partners' deficit, and cash flows for the year then ended. These
financial statements are the responsibility of the Partnership's management. Our
responsibility is to express an opinion on these financial statements based on
our audit.
We conducted our audit in accordance with generally accepted auditing standards.
Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audit provides a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of UNITED - GLENARDEN II LIMITED
PARTNERSHIP as of December 31, 1998, and results of its operations and its cash
flows for the year then ended in conformity with generally accepted accounting
principles.
/s/ Habif, Arogeti & Wynne, P.C.
Atlanta, Georgia
February 1, 1999
[Letterhead of SOLOMON, BAERSON, WITONSKI, PATEL & KASKEL, LTD.]
INDEPENDENT AUDITOR'S REPORT
To the Partners
ROLLING GREEN LIMITED PARTNERSHIP
D/B/A Prairie View Apartments
Libertyville, IL
We have audited the accompanying balance sheets of ROLLING GREEN LIMITED
PARTNERSHIP at December 31, 2000 and 1999, and the related statements of income,
changes in partners' equity (deficit), and cash flows for the years then ended.
These financial statements are the responsibility of the Partnership's
management. Our responsibility is to express an opinion on these financial
statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of ROLLING GREEN LIMITED
PARTNERSHIP as of December 31, 2000 and 1999, and the results of its operations,
changes in partners' equity (deficit) and cash flows for the years then ended in
conformity with generally accepted accounting principles.
/s/ Solomon, Baerson, Witonski, Patel & Kaskel, Ltd.
Chicago, IL
January 24, 2001
[Letterhead of SOLOMON, BAERSON, WITONSKI, PATEL & KASKEL, LTD.]
INDEPENDENT AUDITOR'S REPORT
To the Partners
ROLLING GREEN LIMITED PARTNERSHIP
D/B/A Prairie View Apartments
Libertyville, IL
We have audited the accompanying balance sheets of ROLLING GREEN LIMITED
PARTNERSHIP at December 31, 1999 and 1998, and the related statements of income,
changes in partners' equity (deficit), and cash flows for the years then ended.
These financial statements are the responsibility of the Partnership's
management. Our responsibility is to express an opinion on these financial
statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of ROLLING GREEN LIMITED
PARTNERSHIP at December 31, 1999 and 1998, and the results of its operations,
changes in partners' equity (deficit), and cash flows for the years then ended
in conformity with generally accepted accounting principles.
/s/ Solomon, Baerson, Witonski, Patel & Kaskel, Ltd.
Chicago, IL
January 26, 2000
[Letterhead of ZAYAS, MORAZZANI & CO.]
Independent Auditors' Report
To the Partners
Santa Juanita II Limited
Partnership:
We have audited the accompanying balance sheet of Santa Juanita II Limited
Partnership, as of December 31, 2000, and the related statements of profit and
loss, partners' equity and cash flows for the year then ended. These financial
statements are the responsibility of the Partnership's management. Our
responsibility is to express an opinion on these financial statements based on
our audit.
We conducted our audit in accordance with generally accepted auditing standards
and Government Auditing Standards issued by the Comptroller General of the
United States. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant estimates
made by management, as well as evaluating the overall financial statement
presentation. We believe that our audit provides a reasonable basis for our
opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Santa Juanita II Limited
Partnership as of December 31, 2000, and the results of its operations, changes
in partners' equity, and cash flows for the year then ended in conformity with
generally accepted accounting principles.
In accordance with Government Auditing Standards and the Consolidated Audit
Guide for Audits of HUD Programs issued by the U.S. Department of Housing and
Urban Development, we have also issued a report dated February 16, 2001, on our
consideration of Santa Juanita II Limited Partnership's internal control, a
report dated February 16, 2001, on its compliance with specific requirements
applicable to major HUD programs and specific requirements applicable to major
HUD programs, and a report dated February 16, 2001 on its compliance with
specific requirements applicable to Affirmative Fair Housing and
Non-Discrimination. Those reports are an integral part of an audit performed in
accordance with Government Auditing Standards and should be read in conjunction
with this report in considering the results of our audit.
Our audits were performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental information on pages 24
through 33 is presented for purposes of additional analysis and is not a
required part of the basic financial statements. Such information has been
subjected to the auditing procedures applied in the audit of the basic financial
statements and, in our opinion, is fairly stated, in all material respects, in
relation to the basic financial statements taken as a whole.
/s/ Zayas, Morazzani & Co.
February 16, 2001, except for Notes 4 and 10, as to which the date is March 23,
2001
Stamp No. 1707989 of the Puerto Rico Society of
Certified Public Accountants was affixed to original.
Federal Employer Identification Number: 66-0365844
[Letterhead of ZAYAS, MORAZZANI & CO.]
Independent Auditors' Report
To the Partners
Santa Juanita II Limited
Dividend Partnership:
We have audited the accompanying balance sheet of Santa Juanita II Limited
Dividend Partnership, as of December 31, 1999, and the related statements of
profit and loss, partners' equity and cash flows for the year then ended. These
financial statements are the responsibility of the Partnership's management. Our
responsibility is to express an opinion on these financial statements based on
our audit.
We conducted our audit in accordance with generally accepted auditing standards
and Government Auditing Standards issued by the Comptroller General of the
United States. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant estimates
made by management, as well as evaluating the overall financial statement
presentation. We believe that our audit provides a reasonable basis for our
opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Santa Juanita II Limited
Dividend Partnership as of December 31, 1999, and the results of its operations,
changes in partners' equity, and cash flows for the year then ended in
conformity with generally accepted accounting principles.
As discussed in Note 13 to the financials statements, on April 2000, Santa
Juanita II Limited Dividend Partnership entered into a reinstatement and
amendment agreement related to the balances of the first mortgage and second
mortgage and their related accrued interests. The effect of such reinstatement
and amendment will be recognized during the year ending December 31, 2000.
As described in Note 9 to the financial statements, the Substitute Management
Agent was designated on July 1, 1997. The last audited information prior to such
designation, corresponds to the year ended December 31, 1994. For the period of
January 1, 1995 thru June 30, 1997, the financial records that have been made
available to the Substitute Management Agent were not complete or reliable. The
adjustments that could have been made to the beginning balance of partners'
equity and other accounts, if all financial records had been available, when the
Substitute management Agent assumed the project, may not be determined for those
who are not informed about such matters. In accordance with Government Auditing
Standards and the Consolidated Audit Guide for Audits of HUD Programs issued by
the U.S. Department of Housing and Urban Development, we have also issued a
report dated February 16, 2000, except for the first paragraph of such report,
as to which the date May 23, 2000 on our consideration of Santa Juanita II
Limited Dividend Partnership's internal control, a report dated February 16,
2000, except for the first paragraph of such report, as to which the date May
23, 2000 on its compliance with specific requirements applicable to major HUD
programs and specific requirements applicable to major HUD programs, and a
report dated February 16, 2000 except for the first paragraph of such report, as
to which the date May 23, 2000 on its compliance with specific requirements
applicable to Affirmative Fair Housing and Non-Discrimination. Those reports are
an integral part of an audit performed in accordance with Government Auditing
Standards and should be read in conjunction with this report in considering the
results of our audit.
Our audits were performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental information on pages 26
through 35 is presented for purposes of additional analysis and is not a
required part of the basic financial statements. Such information has been
subjected to the auditing procedures applied in the audit of the basic financial
statements and, in our opinion, is fairly stated, in all material respects, in
relation to the basic financial statements taken as a whole.
/s/ Zayas, Morazzani & Co.
Stamp No. 1631923 of the Puerto Rico Society of
Certified Public Accountants was affixed to original.
Federal Employer Identification Number: 66-0365844
February 16, 2000, except for the fourth and sixth paragraphs of this report and
Note 13, as to which the date is May 23, 2000
[Letterhead of ZAYAS, MORAZZANI & CO.]
Independent Auditors' Report
To the Partners
Santa Juanita II Limited
Dividend Partnership:
We have audited the accompanying balance sheet of Santa Juanita II Limited
Dividend Partnership, as of December 31, 1998, and the related statements of
profit and loss, partners' equity and cash flows for the year then ended. These
financial statements are the responsibility of the Partnership's management. Our
responsibility is to express an opinion on these financial statements based on
our audit.
We conducted our audit in accordance with generally accepted auditing standards
and Government Auditing Standards issued by the Comptroller General of the
United States. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant estimates
made by management, as well as evaluating the overall financial statement
presentation. We believe that our audit provides a reasonable basis for our
opinion.
As described in Notes 4 and 6, the amounts reported in the balance sheet for
Replacement Reserves, First Mortgage Payable, Accrued Interest - First Mortgage,
Accrued Interest - Second Mortgage, and Second Mortgage Payable (stated at
$28,750, $1,243,581 (current and long-term portion), $98,009, $47,466, and
$474,656 (current and long-term portion), respectively) may not be accurate,
since the debts are in the process of renegotiations and for other factors. The
effect of such uncertainty can not be reasonably estimated as of the date of the
financial statements.
In our opinion, except for the effects of the matters discussed in the preceding
paragraph, the financial statements referred to above present fairly, in all
material respects, the financial position of Santa Juanita II Limited Dividend
Partnership as of December 31, 1998, and the results of its operations, changes
in partners' equity, and cash flows for the year then ended in conformity with
generally accepted accounting principles.
As described in Note 9 to the financial statements, the Substitute Management
Agent was designated on July 1, 1997. The last audited information prior to such
designation, corresponds to the year ended December 31, 1994. For the period of
January 1, 1995 thru June 30, 1997, the financial records that have been made
available to the Substitute Management Agent were not complete or reliable. The
adjustments that could have been made to the beginning balance of partners'
equity and other accounts, if all financial records had been available, when the
Substitute management Agent assumed
the project, may not be determined at this time. Accordingly, these financial
statements are not designed for those who are not informed about such matters.
In accordance with Government Auditing Standards and the Consolidated Audit
Guide for Audits of HUD Programs issued by the U.S. Department of Housing and
Urban Development, we have also issued a report dated February 28, 1999, on our
consideration of Santa Juanita II Limited Dividend Partnership's internal
control and reports dated February 28, 1999, on its compliance with specific
requirements applicable to major HUD programs and specific requirements
applicable to Affirmative Fair Housing and Non-Discrimination.
Our audits were performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental information on pages 26
through 35 is presented for purposes of additional analysis and is not a
required part of the basic financial statements. Such information has been
subjected to the auditing procedures applied in the audit of the basic financial
statements and, in our opinion, is fairly stated, in all material respects, in
relation to the basic financial statements taken as a whole.
/s/ Zayas, Morazzani & Co.
Stamp No. 1549736 of the Puerto Rico Society of
Certified Public Accountants was affixed to original.
Federal Employer Identification Number: 66-0365844
February 28, 1999
[Letterhead of GROSSMAN, TUCHMAN & SHAH, LLP]
INDEPENDENT AUDITORS' REPORT
To the Partners of
Spring Creek
Associates, L.P.
New York, New York
We have audited the accompanying balance sheets of Spring Creek Associates, L.P.
(a Delaware limited partnership) as of December 31, 2000 and 1999, and the
related statements of income (loss), changes in partners' capital (deficit), and
cash flows for the years then ended. These financial statements are the
responsibility of the Partnership's management. Our responsibility is to express
an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Spring Creek Associates, L.P.
as of December 31, 2000 and 1999 and the results of its operations and its cash
flows for the years then ended in conformity with generally accepted accounting
principles.
Respectfully submitted,
/s/ Grossman, Tuchman & Shah, LLP
New York, N.Y.
February 9, 2001
[Letterhead of GROSSMAN, TUCHMAN & SHAH, LLP]
INDEPENDENT AUDITORS' REPORT
To the Partners of
Spring Creek
Associates, L.P.
New York, New York
We have audited the accompanying balance sheets of Spring Creek Associates, L.P.
(a Delaware limited partnership) as of December 31, 1999 and 1998, and the
related statements of income (loss), changes in partners' capital (deficit), and
cash flows for the years then ended. These financial statements are the
responsibility of the Partnership's management. Our responsibility is to express
an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Spring Creek Associates, L.P.
as of December 31, 1999 and 1998 and the results of its operations and its cash
flows for the years then ended in conformity with generally accepted accounting
principles.
Respectfully submitted,
/s/ Grossman, Tuchman & Shah, LLP
New York, N.Y.
February 18, 2000
[Letterhead of GROSSMAN, TUCHMAN & SHAH, LLP]
INDEPENDENT AUDITORS' REPORT
To the Partners of
East Two Thirty-Five
Associates, L.P.
New York, New York
We have audited the accompanying consolidated balance sheets of East Two
Thirty-Five Associates, L.P. (a Delaware limited partnership) and subsidiary as
of December 31, 2000 and 1999, and the related consolidated statements of income
(loss), changes in partners' capital, and cash flows for the years then ended.
These consolidated financial statements are the responsibility of the
Partnership's management. Our responsibility is to express an opinion on these
consolidated financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the consolidated financial statements are
free of material misstatement. An audit includes examining on a test basis,
evidence supporting the amounts and disclosures in the consolidated financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
consolidated financial statement presentation. We believe that our audits
provide a reasonable basis for our opinion.
In our opinion, the consolidated financial statements referred to above present
fairly, in all material respects, the financial position of East Two Thirty-Five
Associates, L.P. and subsidiary as of December 31, 2000 and 1999 and the
consolidated results of their operations and their cash flows for the years then
ended in conformity with generally accepted accounting principles.
Respectfully submitted,
/s/ Grossman, Tuchman & Shah, LLP
New York, N.Y.
February 6, 2001
[Letterhead of GROSSMAN, TUCHMAN & SHAH, LLP]
INDEPENDENT AUDITORS' REPORT
To the Partners of
East Two Thirty-Five
Associates, L.P.
New York, New York
We have audited the accompanying consolidated balance sheets of East Two
Thirty-Five Associates, L.P. (a Delaware limited partnership) and subsidiary as
of December 31, 1999 and 1998, and the related consolidated statements of income
(loss), changes in partners' capital, and cash flows for the years then ended.
These consolidated financial statements are the responsibility of the
Partnership's management. Our responsibility is to express an opinion on these
consolidated financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the consolidated financial statements are
free of material misstatement. An audit includes examining on a test basis,
evidence supporting the amounts and disclosures in the consolidated financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
consolidated financial statement presentation. We believe that our audits
provide a reasonable basis for our opinion.
In our opinion, the consolidated financial statements referred to above present
fairly, in all material respects, the financial position of East Two Thirty-Five
Associates, L.P. and subsidiary as of December 31, 1999 and 1998 and the
consolidated results of their operations and their cash flows for the years then
ended in conformity with generally accepted accounting principles.
Respectfully submitted,
/s/ Grossman, Tuchman & Shah, LLP
New York, N.Y.
February 7, 2000
[Letterhead of GROSSMAN, TUCHMAN & SHAH, LLP]
INDEPENDENT AUDITORS' REPORT
To the Partners of
Upper Fifth Avenue Residential
Associates, L.P.
New York, New York
We have audited the accompanying balance sheets of Upper Fifth Avenue
Residential Associates, L.P. (a Delaware limited partnership) as of December 31,
2000 and 1999, and the related statements of income (loss), changes in partners'
capital (deficit), and cash flows for the years then ended. These financial
statements are the responsibility of the Partnership's management. Our
responsibility is to express an opinion on these financial statements based on
our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Upper Fifth Avenue Residential
Associates, L.P. as of December 31, 2000 and 1999 and the results of its
operations and its cash flows for the years then ended in conformity with
generally accepted accounting principles.
Respectfully submitted,
/s/ Grossman, Tuchman & Shah, LLP
New York, N.Y.
February 6, 2001
[Letterhead of GROSSMAN, TUCHMAN & SHAH, LLP]
INDEPENDENT AUDITORS' REPORT
To the Partners of
Upper Fifth Avenue Residential
Associates, L.P.
New York, New York
We have audited the accompanying balance sheets of Upper Fifth Avenue
Residential Associates, L.P. (a Delaware limited partnership) as of December 31,
1999 and 1998, and the related statements of income (loss), changes in partners'
capital (deficit), and cash flows for the years then ended. These financial
statements are the responsibility of the Partnership's management. Our
responsibility is to express an opinion on these financial statements based on
our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Upper Fifth Avenue Residential
Associates, L.P. as of December 31, 1999 and 1998 and the results of its
operations and its cash flows for the years then ended in conformity with
generally accepted accounting principles.
Respectfully submitted,
/s/ Grossman, Tuchman & Shah, LLP
New York, N.Y.
January 31, 2000
[Letterhead of GROSSMAN, TUCHMAN & SHAH, LLP]
INDEPENDENT AUDITORS' REPORT
To the Partners of
West 107th Street
Associates, L.P.
New York, New York
We have audited the accompanying balance sheets of West 107th Street Associates,
L.P. (a Delaware limited partnership) as of December 31, 2000 and 1999, and the
related statements of income (loss), changes in partners' capital, and cash
flows for the years then ended. These financial statements are the
responsibility of the Partnership's management. Our responsibility is to express
an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of West 107th Street Associates,
L.P. as of December 31, 2000 and 1999 and the results of its operations and its
cash flows for the years then ended in conformity with generally accepted
accounting principles.
Respectfully submitted,
/s/ Grossman, Tuchman & Shah, LLP
New York, N.Y.
February 5, 2001
[Letterhead of GROSSMAN, TUCHMAN & SHAH, LLP]
INDEPENDENT AUDITORS' REPORT
To the Partners of
West 107th Street
Associates, L.P.
New York, New York
We have audited the accompanying balance sheets of West 107th Street Associates,
L.P. (a Delaware limited partnership) as of December 31, 1999 and 1998, and the
related statements of income (loss), changes in partners' capital, and cash
flows for the years then ended. These financial statements are the
responsibility of the Partnership's management. Our responsibility is to express
an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of West 107th Street Associates,
L.P. as of December 31, 1999 and 1998 and the results of its operations and its
cash flows for the years then ended in conformity with generally accepted
accounting principles.
Respectfully submitted,
/s/ Grossman, Tuchman & Shah, LLP
New York, N.Y.
February 2, 2000
[Letterhead of GROSSMAN, TUCHMAN & SHAH, LLP]
INDEPENDENT AUDITORS' REPORT
To the Partners of
General Atlantic Second Avenue
Associates, L.P.
New York, New York
We have audited the accompanying consolidated balance sheets of General Atlantic
Second Avenue Associates, L.P. (a Delaware limited partnership) and subsidiary
as of December 31, 2000 and 1999, and the related consolidated statements of
income (loss), changes in partners' capital (deficit), and cash flows for the
years then ended. These consolidated financial statements are the responsibility
of the Partnership's management. Our responsibility is to express an opinion on
these consolidated financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the consolidated financial statements are
free of material misstatement. An audit includes examining on a test basis,
evidence supporting the amounts and disclosures in the consolidated financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
consolidated financial statement presentation. We believe that our audits
provide a reasonable basis for our opinion.
In our opinion, the consolidated financial statements referred to above present
fairly, in all material respects, the financial position of General Atlantic
Second Avenue Associates, L.P. and subsidiary as of December 31, 2000 and 1999
and the consolidated results of their operations and their cash flows for the
years then ended in conformity with generally accepted accounting principles.
Respectfully submitted,
/s/ Grossman, Tuchman & Shah, LLP
New York, N.Y.
February 13, 2001
[Letterhead of GROSSMAN, TUCHMAN & SHAH, LLP]
INDEPENDENT AUDITORS' REPORT
To the Partners of
General Atlantic Second Avenue
Associates, L.P.
New York, New York
We have audited the accompanying consolidated balance sheets of General Atlantic
Second Avenue Associates, L.P. (a Delaware limited partnership) and subsidiary
as of December 31, 1999 and 1998, and the related consolidated statements of
income (loss), changes in partners' capital (deficit), and cash flows for the
years then ended. These consolidated financial statements are the responsibility
of the Partnership's management. Our responsibility is to express an opinion on
these consolidated financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the consolidated financial statements are
free of material misstatement. An audit includes examining on a test basis,
evidence supporting the amounts and disclosures in the consolidated financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
consolidated financial statement presentation. We believe that our audits
provide a reasonable basis for our opinion.
In our opinion, the consolidated financial statements referred to above present
fairly, in all material respects, the financial position of General Atlantic
Second Avenue Associates, L.P. and subsidiary as of December 31, 1999 and 1998
and the consolidated results of their operations and their cash flows for the
years then ended in conformity with generally accepted accounting principles.
Respectfully submitted,
/s/ Grossman, Tuchman & Shah, LLP
New York, N.Y.
February 8, 2000
[Letterhead of ZINER, KENNEDY & LEHAN LLP
INDEPENDENT AUDITORS' REPORT
To the Partners of
Church Lane Associates
We have audited the accompanying balance sheets of Church Lane Associates (a
Pennsylvania limited partnership) as of December 31, 2000 and 1999 and the
related statements of operations, changes in partners' equity and cash flows for
the years then ended. These financial statements are the responsibility of the
Partnership's general partners and contracted management agent. Our
responsibility is to express an opinion on these financial statements based on
our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audits to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by the
Partnership's general partners and contracted management agent, as well as
evaluating the overall financial statement presentation. We believe that our
audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Church Lane Associates as of
December 31, 2000 and 1999, and the results of its operations, changes in
partners' equity and its cash flows for the years then ended in conformity with
generally accepted accounting principles.
/s/ Ziner, Kennedy & Lehan LLP
Quincy, Massachusetts
January 23, 2001
[Letterhead of ZINER & COMPANY, P.C.]
INDEPENDENT AUDITORS' REPORT
To the Partners of
Church Lane Associates
We have audited the accompanying balance sheets of Church Lane Associates (a
Pennsylvania limited partnership) as of December 31, 1999 and 1998 and the
related statements of operations, changes in partners' equity and cash flows for
the years then ended. These financial statements are the responsibility of the
Partnership's general partners and contracted management agent. Our
responsibility is to express an opinion on these financial statements based on
our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audits to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by the
Partnership's general partners and contracted management agent, as well as
evaluating the overall financial statement presentation. We believe that our
audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Church Lane Associates as of
December 31, 1999 and 1998, and the results of its operations, changes in
partners' equity and its cash flows for the years then ended in conformity with
generally accepted accounting principles.
/s/ Ziner & Company, P.C.
Boston, Massachusetts
January 18, 2000
[Letterhead of Reznick Fedder & Silverman]
INDEPENDENT AUDITORS' REPORT
To the Partners
Campeche Isle Apartments
Limited Partnership
We have audited the accompanying balance sheet of Campeche Isle Apartments
Limited Partnership as of December 31, 2000, and the related statements of
operations, partners' deficit and cash flows for the year then ended. These
financial statements are the responsibility of the partnership's management. Our
responsibility is to express an opinion on these financial statements based on
our audit.
We conducted our audit in accordance with generally accepted auditing standards.
Those standards require that we plan and perform the audit to obtain reasonable
assurance that the financial statements are free of material misstatement. An
audit includes examining, on a test basis, evidence supporting the amounts and
disclosures in the financial statements. An audit also includes assessing the
accounting principles used and significant estimates made by management, as well
as evaluating the overall financial statement presentation. We believe that our
audit provides a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Campeche Isle Apartments
Limited Partnership as of December 31, 2000, and the results of its operations,
the changes in partners' deficit and cash flows for the year then ended, in
conformity with generally accepted accounting principles.
/s/ Reznick Fedder & Silverman
Bethesda, Maryland
February 15, 2001
[Letterhead of Reznick Fedder & Silverman]
INDEPENDENT AUDITORS' REPORT
To the Partners
Campeche Isle Apartments
Limited Partnership
We have audited the accompanying balance sheet of Campeche Isle Apartments
Limited Partnership as of December 31, 1999, and the related statements of
operations, partners' deficit and cash flows for the year then ended. These
financial statements are the responsibility of the partnership's management. Our
responsibility is to express an opinion on these financial statements based on
our audit.
We conducted our audit in accordance with generally accepted auditing standards.
Those standards require that we plan and perform the audit to obtain reasonable
assurance that the financial statements are free of material misstatement. An
audit includes examining, on a test basis, evidence supporting the amounts and
disclosures in the financial statements. An audit also includes assessing the
accounting principles used and significant estimates made by management, as well
as evaluating the overall financial statement presentation. We believe that our
audit provides a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Campeche Isle Apartments
Limited Partnership as of December 31, 1999, and the results of its operations,
the changes in partners' deficit and cash flows for the year then ended, in
conformity with generally accepted accounting principles.
The accompanying financial statements have been prepared assuming that the
partnership will continue as a going concern. As discussed in note B to the
financial statements, the partnership has suffered recurring losses from
operations. This raises substantial doubt about the partnership's ability to
continue as a going concern. Management's plans in regard to these matters are
also described in note B. The financial statements do not include any
adjustments that might result from the outcome of this uncertainty.
/s/ Reznick Fedder & Silverman
Bethesda, Maryland
February 1, 2000
[Letterhead of Reznick Fedder & Silverman]
INDEPENDENT AUDITORS' REPORT
To the Partners
Campeche Isle Apartments
Limited Partnership
We have audited the accompanying balance sheet of Campeche Isle Apartments
Limited Partnership as of December 31, 1998, and the related statements of
operations, partners' deficit and cash flows for the year then ended. These
financial statements are the responsibility of the partnership's management. Our
responsibility is to express an opinion on these financial statements based on
our audit.
We conducted our audit in accordance with generally accepted auditing standards.
Those standards require that we plan and perform the audit to obtain reasonable
assurance that the financial statements are free of material misstatement. An
audit includes examining, on a test basis, evidence supporting the amounts and
disclosures in the financial statements. An audit also includes assessing the
accounting principles used and significant estimates made by management, as well
as evaluating the overall financial statement presentation. We believe that our
audit provides a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Campeche Isle Apartments
Limited Partnership as of December 31, 1998, and the results of its operations,
the changes in partners' deficit and cash flows for the year then ended, in
conformity with generally accepted accounting principles.
The accompanying financial statements have been prepared assuming that the
partnership will continue as a going concern. As discussed in note B to the
financial statements, the partnership has suffered recurring losses from
operations and its mortgage is due on March 31, 1999. This raises substantial
doubt about the partnership's ability to continue as a going concern.
Management's plans in regard to these matters are also described in note B. The
financial statements do not include any adjustments that might result from the
outcome of this uncertainty.
/s/ Reznick Fedder & Silverman
Bethesda, Maryland
February 22, 1999
[Letterhead of MARDEN, HARRISON & KREUTER]
INDEPENDENT AUDITORS' REPORT
To the Partners
Robin Housing Associates
3743-A White Plains Road
Bronx, New York 10467
We have audited the accompanying balance sheets of Robin Housing Associates (a
limited partnership) as of December 31, 2000 and 1999, and the related
statements of operations, partners' capital (deficiency), and cash flows for the
years then ended. These financial statements are the responsibility of the
Partnership's management. Our responsibility is to express an opinion on these
financial statements based on our audits.
We conducted our audits in accordance with auditing standards generally accepted
in the United States of America. Those standards require that we plan
and perform the audits to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures in
the financial statements. An audit also includes assessing the accounting
principles used and significant estimates made by management, as well as
evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Robin Housing Associates as of
December 31, 2000 and 1999, and the results of its operations and its cash flows
for the years then ended in conformity with accounting principles generally
accepted in the United States of America.
/s/ Marden, Harrison & Kreuter
Certified Public Accountants, P.C.
White Plains, New York
January 30, 2001
[Letterhead of MARDEN, HARRISON & KREUTER]
INDEPENDENT AUDITORS' REPORT
To the Partners
Robin Housing Associates
3743-A White Plains Road
Bronx, New York 10467
We have audited the accompanying balance sheets of Robin Housing Associates (a
limited partnership) as of December 31, 1999 and 1998, and the related
statements of operations, partners' capital (deficiency), and cash flows for the
years then ended. These financial statements are the responsibility of the
Partnership's management. Our responsibility is to express an opinion on these
financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audits to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Robin Housing Associates as of
December 31, 1999 and 1998, and the results of its operations and its cash flows
for the years then ended in conformity with generally accepted accounting
principles.
/s/ Marden, Harrison & Kreuter
Certified Public Accountants, P.C.
Port Chester, New York
January 28, 2000
[Letterhead of MARDEN, HARRISON & KREUTER]
INDEPENDENT AUDITORS' REPORT
To the Partners
Concourse Artists Housing Associates
3743-A White Plains Road
Bronx, New York 10467
We have audited the accompanying balance sheets of Concourse Artists Housing
Associates (a limited partnership) as of December 31, 2000 and 1999, and the
related statements of operations, partners' capital (deficiency), and cash flows
for the years then ended. These financial statements are the responsibility of
the Partnership's management. Our responsibility is to express an opinion on
these financial statements based on our audits.
We conducted our audits in accordance with auditing standards generally accepted
in the United States of America. Those standards require that we plan and
perform the audits to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Concourse Artists Housing
Associates as of December 31, 2000 and 1999, and the results of its operations
and its cash flows for the years then ended in conformity with accounting
principles generally accepted in the United States of America.
/s/ Marden, Harrison & Kreuter
Certified Public Accountants, P.C.
White Plains, New York
January 30, 2001
[Letterhead of MARDEN, HARRISON & KREUTER]
INDEPENDENT AUDITORS' REPORT
To the Partners
Concourse Artists Housing Associates
3743-A White Plains Road
Bronx, New York 10467
We have audited the accompanying balance sheets of Concourse Artists Housing
Associates (a limited partnership) as of December 31, 1999 and 1998, and the
related statements of operations, partners' capital (deficiency), and cash flows
for the years then ended. These financial statements are the responsibility of
the Partnership's management. Our responsibility is to express an opinion on
these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audits to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Concourse Artists Housing
Associates as of December 31, 1999 and 1998, and the results of its operations
and its cash flows for the years then ended in conformity with generally
accepted accounting principles.
/s/ Marden, Harrison & Kreuter
Certified Public Accountants, P.C.
Port Chester, New York
January 28, 2000
[Letterhead of MARDEN, HARRISON & KREUTER]
INDEPENDENT AUDITORS' REPORT
To the Partners
2051 Grand Concourse Housing Associates
3743-A White Plains Road
Bronx, New York 10467
We have audited the accompanying balance sheets of 2051 Grand Concourse Housing
Associates (a limited partnership) as of December 31, 2000 and 1999, and the
related statements of operations, partners' capital (deficiency), and cash flows
for the years then ended. These financial statements are the responsibility of
the Partnership's management. Our responsibility is to express an opinion on
these financial statements based on our audits.
We conducted our audits in accordance with auditing standards generally accepted
in the United States of America. Those standards require that we plan and
perform the audits to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of 2051 Grand Concourse Housing
Associates as of December 31, 2000 and 1999, and the results of its operations
and its cash flows for the years then ended in conformity with accounting
principles generally accepted in the United States of America.
/s/ Marden, Harrison & Kreuter
Certified Public Accountants, P.C.
Port Chester, New York
January 30, 2001
[Letterhead of MARDEN, HARRISON & KREUTER]
INDEPENDENT AUDITORS' REPORT
To the Partners
2051 Grand Concourse Housing Associates
3743-A White Plains Road
Bronx, New York 10467
We have audited the accompanying balance sheets of 2051 Grand Concourse Housing
Associates (a limited partnership) as of December 31, 1998 and 1998, and the
related statements of operations, partners' capital (deficiency), and cash flows
for the years then ended. These financial statements are the responsibility of
the Partnership's management. Our responsibility is to express an opinion on
these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audits to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of 2051 Grand Concourse Housing
Associates as of December 31, 1999 and 1998, and the results of its operations
and its cash flows for the years then ended in conformity with generally
accepted accounting principles.
/s/ Marden, Harrison & Kreuter
Certified Public Accountants, P.C.
Port Chester, New York
January 28, 2000
[Letterhead of MARDEN, HARRISON & KREUTER]
INDEPENDENT AUDITORS' REPORT
To the Partners
Willoughby-Wyckoff Housing Associates
3743-A White Plains Road
Bronx, New York 10467
We have audited the accompanying balance sheets of Willoughby-Wyckoff Housing
Associates (a limited partnership) as of December 31, 2000 and 1999, and the
related statements of operations, partners' capital (deficiency), and cash flows
for the years then ended. These financial statements are the responsibility of
the Partnership's management. Our responsibility is to express an opinion on
these financial statements based on our audits.
We conducted our audits in accordance with auditing standards generally accepted
in the United States of America. Those standards require that we plan and
perform the audits to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Willoughby-Wyckoff Housing
Associates as of December 31, 2000 and 1999, and the results of its operations
and its cash flows for the years then ended in conformity with conformity with
accounting principles generally accepted in the United States of America.
The accompanying financial statements have been prepared assuming that the
company will continue as a going concern. As discussed in Note 1B to the
financial statements, the Partnership has had operating losses and equity
deficiencies. These conditions raise substantial doubt about its ability to
continue as a going concern. The financial statements do not include any
adjustments that might result from the outcome of this uncertainty.
/s/ Marden, Harrison & Kreuter
Certified Public Accountants, P.C.
White Plains, New York
January 30, 2001
[Letterhead of MARDEN, HARRISON & KREUTER]
INDEPENDENT AUDITORS' REPORT
To the Partners
Willoughby-Wyckoff Housing Associates
3743-A White Plains Road
Bronx, New York 10467
We have audited the accompanying balance sheets of Willoughby-Wyckoff Housing
Associates (a limited partnership) as of December 31, 1999 and 1998, and the
related statements of operations, partners' capital (deficiency), and cash flows
for the years then ended. These financial statements are the responsibility of
the Partnership's management. Our responsibility is to express an opinion on
these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audits to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Willoughby-Wyckoff Housing
Associates as of December 31, 1999 and 1998, and the results of its operations
and its cash flows for the years then ended in conformity with generally
accepted accounting principles.
The accompanying financial statements have been prepared assuming that the
company will continue as a going concern. As discussed in Note 1B to the
financial statements, the Partnership has had operating losses, operating cash
flow deficiencies, and equity deficiencies. These conditions raise substantial
doubt about its ability to continue as a going concern. The financial statements
do not include any adjustments that might result from the outcome of this
uncertainty.
/s/ Marden, Harrison & Kreuter
Certified Public Accountants, P.C.
Port Chester, New York
January 28, 2000
[Letterhead of WOLFE NILGES NAHORSKI]
INDEPENDENT AUDITORS' REPORT
To the Partners
Goodfellow Place Limited Partnership
St. Louis, Missouri
We have audited the accompanying balance sheets of Goodfellow Place Limited
Partnership as of December 31, 2000 and 1999, and the related statements of
Income (loss), partners' equity (deficit), and cash flows for the years then
ended. These financial statements are the responsibility of the Partnership's
management. Our responsibility is to express an opinion on these financial
statements based on our audit.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial presentation. We believe
that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Goodfellow Place Limited
Partnership as of December 31, 2000 and 1999, and the results of its operations
and its cash flows for the years then ended, in conformity with generally
accepted accounting principles.
/s/ Wolfe Nilges Nahorski
A Professional Corporation
St. Louis, Missouri
January 18, 2001
[Letterhead of WOLFE NILGES NAHORSKI]
INDEPENDENT AUDITORS' REPORT
To the Partners
Goodfellow Place Limited Partnership
St. Louis, Missouri
We have audited the accompanying balance sheets of Goodfellow Place Limited
Partnership as of December 31, 1999 and 1998, and the related statements of
income, partners' equity (deficit), and cash flows for the years then ended.
These financial statements are the responsibility of the Partnership's
management. Our responsibility is to express an opinion on these financial
statements based on our audit.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial presentation. We believe
that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Goodfellow Place Limited
Partnership as of December 31, 1999 and 1998, and the results of its operations
and its cash flows for the years then ended, in conformity with generally
accepted accounting principles.
The accompanying financial statements have been prepared assuming that the
Project will continue as a going concern. As discussed in Note 10 to the
financial statements, the Project has suffered recurring cash flow deficiencies
from operations. This raises substantial doubt about the Project's ability to
continue as a going concern. Management's plans in regard to these matters are
also described in Note 11.
/s/ Wolfe Nilges Nahorski
A Professional Corporation
February 25, 2000, except for
Note 11, which is dated
March 8, 2000
St. Louis, Missouri
[Letterhead of HAMILTON & MUSSER, P.C.]
INDEPENDENT AUDITOR'S REPORT
To the Partners of
Penn Alto Associates, Limited Partnership
Altoona, Pennsylvania 16601
We have audited the accompanying balance sheets of Penn Alto Associates, Limited
Partnership as of December 31, 2000 and 1999 and the related statements of
income, changes in partners' capital, and cash flows for the years then ended.
These financial statements are the responsibility of the company's management.
Our responsibility is to express an opinion on these financial statements based
on our audits.
We conducted our audit in accordance with generally accepted auditing standards.
Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audit provides a reasonable basis for the opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Penn Alto Associates, Limited
Partnership, as of December 31, 2000 and 1999, and the results of its operations
and its cash flows for the years then ended in conformity with generally
accepted accounting principles.
Our audit was made for the purpose of forming an opinion on the basic financial
statements taken as a whole. The accompanying supplementary information on pages
9 and 10 is presented for the purpose of additional analysis and is not a
required part of the basic financial statements. Such information has been
subjected to the auditing procedures applied in the audit of the basic financial
statements and, in our opinion, is fairly stated in all material respects in
relation to the basic financial statements taken as a whole.
/s/ Hamilton & Musser
Certified Public Accountants
Mechanicsburg, Pennsylvania
February 22, 2001
[Letterhead of HAMILTON & MUSSER, P.C.]
INDEPENDENT AUDITOR'S REPORT
To the Partners of
Penn Alto Associates, Limited Partnership
Altoona, Pennsylvania 16601
We have audited the accompanying balance sheets of Penn Alto Associates, Limited
Partnership as of December 31, 1999 and 1998 and the related statements of
income, changes in partners' capital, and cash flows for the years then ended.
These financial statements are the responsibility of the company's management.
Our responsibility is to express an opinion on these financial statements based
on our audits.
We conducted our audit in accordance with generally accepted auditing standards.
Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audit provides a reasonable basis for the opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Penn Alto Associates, Limited
Partnership, as of December 31, 1999 and 1998, and the results of its operations
and its cash flows for the years then ended in conformity with generally
accepted accounting principles.
Our audit was made for the purpose of forming an opinion on the basic financial
statements taken as a whole. The accompanying supplementary information on pages
9 and 10 is presented for the purpose of additional analysis and is not a
required part of the basic financial statements. Such information has been
subjected to the auditing procedures applied in the audit of the basic financial
statements and, in our opinion, is fairly stated in all material respects in
relation to the basic financial statements taken as a whole.
/s/ Hamilton & Musser
Certified Public Accountants
Mechanicsburg, Pennsylvania
February 22, 2000
[Letterhead of Torres Llompart, Sanchez Ruiz & Co.]
Partners
Gramco Development Limited Dividend Partnership, L.P.
San Juan, Puerto Rico
INDEPENDENT AUDITORS' REPORT ON FINANCIAL STATEMENTS
We have audited the accompanying balance sheets of Gramco Development Limited
Dividend Partnership, L.P., HUD Project No. 056-35140-LD (HODAG), as of December
31, 2000 and 1999, and the related statements of profit and loss, partners'
capital, and cash flows for the years then ended. These financial statements are
the responsibility of the Partnership's management. Our responsibility is to
express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with auditing standards generally accepted
in the United States of America and Government Auditing Standards, issued by the
Comptroller General of the United States. Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statements presentation. We believe that our audits provide a
reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Gramco Development Limited
Dividend Partnership, L.P., HUD Project No. 056-35140-LD (HODAG), as of December
31, 2000 and 1999, and the results of its operations, changes in partners'
capital and its cash flows for the years then ended, in conformity with
accounting principles generally accepted in the United States of America.
In accordance with Government Auditing Standards and the Consolidated Audit
Guide for audits of HUD Programs, issued by the US Department of Housing and
Urban Development, we have also issued a report dated February 3, 2001, on our
consideration of the Partnership's internal control structure and reports dated
February 3, 2001, on its compliance with specific requirements applicable to
major HUD programs; compliance with laws, regulations, contracts, loan covenants
and agreements; and compliance with specific requirements applicable to Fair
Housing and Non-Discrimination. Those reports are an integral part of an audit
performed in accordance with Government Auditing Standards and should be read in
conjunction with this report in considering the results of the audits.
Our audits were conducted for the purpose of forming an opinion on the basic
financial statements, taken as a whole. The accompanying supplementary
information included in the report on pages 23 to 26 is presented for purposes
of additional analysis and is not a required part of the basic financial
statements of Gramco Development Limited Dividend Partnership, L.P., HUD Project
No. 056-35140-LD (HODAG). Such information has been subjected to the auditing
procedures applied in the audit of the basic financial statements for the year
ended December 31, 2000, and in our opinion, is fairly stated in all material
respects in relation to the basic financial statements for the year ended
December 31, 2000, taken as a whole.
/s/ Torres Llompart, Sanchez Ruiz & Co.
San Juan, Puerto Rico
License No. 169
Stamp number 1703788 was affixed to the original of this report.
February 3, 2001
[Letterhead of Torres Llompart, Sanchez Ruiz & Co.]
Partners
Gramco Development Limited Dividend Partnership, L.P.
San Juan, Puerto Rico
INDEPENDENT AUDITORS' REPORT ON FINANCIAL STATEMENTS
We have audited the accompanying balance sheets of Gramco Development Limited
Dividend Partnership, L.P., HUD Project No. 0565140-LD (HODAG), as of December
31, 1999 and 1998, and the related statements of profit and loss, partners'
capital, and cash flows for the years then ended. These financial statements are
the responsibility of the Partnership's management. Our responsibility is to
express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing standards
and Government Auditing Standards, issued by the Comptroller General of the
United States. Those standards require that we plan and perform the audits to
obtain reasonable assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant estimates
made by management, as well as evaluating the overall financial statements
presentation. We believe that our audits provide a reasonable basis for our
opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Gramco Development Limited
Dividend Partnership, L.P., HUD Project No. 0565140-LD (HODAG), as of December
31, 1999 and 1998, and the results of its operations, changes in partners'
capital and its cash flows for the years then ended, in conformity with
generally accepted accounting principles.
In accordance with Government Auditing Standards and the Consolidated Audit
Guide for audits of HUD Programs, issued by the US Department of Housing and
Urban Development, we have also issued a report dated January 27, 2000, on our
consideration of the Partnership's internal control structure and reports dated
January 27, 2000, on its compliance with specific requirements applicable to
major HUD programs; compliance with laws, regulations, contracts, loan covenants
and agreements; and compliance with specific requirements applicable to Fair
Housing and Non-Discrimination.
Our audits were conducted for the purpose of forming an opinion on the basic
financial statements, taken as a whole. The accompanying supplementary
information included in the report on pages 23 to 26 is presented for purposes
of additional analysis and is not a required part of the basic financial
statements of Gramco Development Limited Dividend Partnership, L.P., HUD Project
No. 0565140-LD (HODAG). Such information has been subjected to the auditing
procedures applied in the audit of the basic financial statements for the year
ended December 31, 1999, and in our opinion, is fairly stated in all material
respects in relation to the basic financial statements for the year ended
December 31, 1999, taken as a whole.
/s/ Torres Llompart, Sanchez Ruiz & Co.
San Juan, Puerto Rico
License No. 169
Stamp number 1592887 was affixed to the original of this report.
January 27, 2000
[Letterhead of COLE, EVANS & PETERSON]
INDEPENDENT AUDITORS' REPORT
To the Partners
Alexis Park Apartments, A Louisiana
Partnership In Commendam
Bossier City, Louisiana
We have audited the accompanying balance sheets of Alexis Park Apartments, A
Louisiana Partnership In Commendam at December 31, 2000 and December 31, 1999
and the related statements of income, partners' capital and cash flows for the
years then ended. These financial statements are the responsibility of the
Partnership's management. Our responsibility is to express an opinion on these
financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audits to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to in the first paragraph
above present fairly, in all material respects, the financial position of Alexis
Park Apartments, A Louisiana Partnership In Commendam at December 31, 2000 and
December 31, 1999, and the results of its operations and its cash flows for the
years then ended in conformity with generally accepted accounting principles.
The accompanying financial statements have been prepared assuming that the
Partnership will continue as a going concern. As discussed at Note 10 to the
financial statements, there are uncertainties that affect the Partnership
concerning the existence of hazardous waste and negative performance indicators
that raise substantial doubt about the Partnership's ability to continue as a
going concern. Management's position in regard to these matters is also
discussed at Note 10. The financial statements do not include any adjustments
that might result from the outcome of these uncertainties.
Our audit was made primarily for the purpose of forming an opinion on the basic
financial statements for the years ended December 31, 2000 and December 31, 1999
taken as a whole. The supplementary Schedule 1 is presented for the purpose of
additional analysis and is not a required part of the basic financial
statements. Such information has been subjected to the audit procedures applied
in the audit of the basic financial statements and, in our opinion, is fairly
stated in all material respects in relation to the basic financial statements
taken as a whole.
/s/ Cole, Evans & Peterson
Shreveport, Louisiana
February 8, 2001
[Letterhead of COLE, EVANS & PETERSON]
INDEPENDENT AUDITORS' REPORT
To the Partners
Alexis Park Apartments, A Louisiana
Partnership In Commendam
Bossier City, Louisiana
We have audited the accompanying balance sheets of Alexis Park Apartments, A
Louisiana Partnership In Commendam at December 31, 1999 and December 31, 1998
and the related statements of income, partners' capital and cash flows for the
years then ended. These financial statements are the responsibility of the
Partnership's management. Our responsibility is to express an opinion on these
financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audits to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to in the first paragraph
above present fairly, in all material respects, the financial position of Alexis
Park Apartments, A Louisiana Partnership In Commendam at December 31, 1999 and
December 31, 1998, and the results of its operations and its cash flows for the
years then ended in conformity with generally accepted accounting principles.
The accompanying financial statements have been prepared assuming that the
Partnership will continue as a going concern. As discussed at Note 10 to the
financial statements, there are uncertainties that affect the Partnership
concerning the existence of hazardous waste and negative performance indicators
that raise substantial doubt about the Partnership's ability to continue as a
going concern. Management's position in regard to these matters is also
discussed at Note 10. The financial statements do not include any adjustments
that might result from the outcome of these uncertainties.
Our audit was made primarily for the purpose of forming an opinion on the basic
financial statements for the years ended December 31, 1999 and December 31, 1998
taken as a whole. The supplementary Schedule 1 is presented for the purpose of
additional analysis and is not a required part of the basic financial
statements. Such information has been subjected to the audit procedures applied
in the audit of the basic financial statements and, in our opinion, is fairly
stated in all material respects in relation to the basic financial statements
taken as a whole.
/s/ Cole, Evans & Peterson
Shreveport, Louisiana
February 25, 2000
[Letterhead of CHESSER & COMPANY]
INDEPENDENT AUDITOR'S REPORT
Partners
Williamsburg Residential, L.P.
New York, New York
We have audited the accompanying balance sheet of Williamsburg Residential, L.P.
as of December 31, 2000 and 1999, and the related statements of operations,
changes in Partners' capital, and cash flows for the years then ended. These
financial statements are the responsibility of the Partnership's management. Our
responsibility is to express an opinion on these financial statements based on
our audits.
We conducted our audit in accordance with generally accepted auditing standards.
Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audit provides a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Williamsburg Residential, L.P.
as of December 31, 2000 and 1999, and the results of its operations and its cash
flows for the years then ended in conformity with generally accepted accounting
principles.
/s/ Chesser & Company, P.A.
Wichita, Kansas
March 16, 2001
[Letterhead of CHESSER & COMPANY]
INDEPENDENT AUDITOR'S REPORT
Partners
Williamsburg Residential, L.P.
New York, New York
We have audited the accompanying balance sheet of Williamsburg Residential, L.P.
as of December 31, 1999 nd 1998 and the related statements of operations,
changes in Partners' capital, and cash flows for the years then ended. These
financial statements are the responsibility of the Partnership's management. Our
responsibility is to express an opinion on these financial statements based on
our audits.
We conducted our audit in accordance with generally accepted auditing standards.
Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audit provides a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Williamsburg Residential, L.P.
as of December 31, 1999 and 1998, and the results of its operations and its cash
flows for the years then ended in conformity with generally accepted accounting
principles.
/s/ Chesser & Company, P.A.
Wichita, Kansas
February 17, 2000
[Letterhead of PHILIP ROOTBERG & COMPANY, LLP]
INDEPENDENT AUDITOR'S REPORT
To the Partners
Victory Apartments
We have audited the accompanying balance sheet of Victory Apartments (a limited
partnership) - F.H.A. Project No. 071-35588 as of December 31, 2000 and 1999,
and the related statements of profit and loss, partners' capital, and cash flows
for the years then ended. These financial statements are the responsibility of
the Partnership's management. Our responsibility is to express an opinion on
these financial statements based on our audits.
We conducted our audits in accordance with U.S. generally accepted auditing
standards and Government Auditing Standards, issued by the Comptroller General
of the United States. Those standards require that we plan and perform the audit
to obtain reasonable assurance about whether the financial statements are free
of material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant estimates
made by management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our
opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Victory Apartments, F.H.A.
Project No. 071-35588 as of December 31, 2000 and 1999, and the results of its
operations, changes in partners' capital and its cash flows for the years then
ended in conformity with U.S. generally accepted accounting principles.
In accordance with Government Auditing Standards, we have also issued a report
dated January 24, 2001, on our consideration of the Partnership's internal
control and a report dated January 24, 2001, on its compliance with laws and
regulations. Those reports are an integral part of an audit performed in
accordance with Government Auditing Standards and should be read in conjunction
with this report in considering the results of our audits.
Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The accompanying supplemental schedules
listed on the preceding contents page are presented for purposes of additional
analysis to comply with HUD reporting requirements and are not a required part
of the basic financial statements. Such information has been subjected to the
auditing procedures applied in the audits of the basic financial statements and,
in our opinion, is fairly stated in all material respects in relation to the
basic financial statements taken as a whole.
/s/ Philip Rootberg & Company, LLP
Chicago, Illinois
January 24, 2001
[Letterhead of PHILIP ROOTBERG & COMPANY, LLP]
INDEPENDENT AUDITOR'S REPORT
To the Partners
Victory Apartments
We have audited the accompanying balance sheet of Victory Apartments (a limited
partnership) - F.H.A. Project No. 0715588 as of December 31, 1999 and 1998, and
the related statements of profit and loss, partners' capital, and cash flows for
the years then ended. These financial statements are the responsibility of the
Partnership's management. Our responsibility is to express an opinion on these
financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing standards
and Government Auditing Standards, issued by the Comptroller General of the
United States. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant estimates
made by management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our
opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Victory Apartments, F.H.A.
Project No. 0715588 as of December 31, 1999 and 1998, and the results of its
operations, changes in partners' capital and its cash flows for the years then
ended in conformity with generally accepted accounting principles.
In accordance with Government Auditing Standards, we have also issued a report
dated January 31, 2000, on our consideration of the Partnership's internal
control and a report dated January 31, 2000, on its compliance with laws and
regulations.
Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The accompanying supplemental schedules
listed on the preceding contents page are presented for purposes of additional
analysis to comply with HUD reporting requirements and are not a required part
of the basic financial statements. Such information has been subjected to the
auditing procedures applied in the audits of the basic financial statements and,
in our opinion, is fairly stated in all material respects in relation to the
basic financial statements taken as a whole.
/s/ Philip Rootberg & Company, LLP
Chicago, Illinois
January 31, 2000
LIBERTY TAX CREDIT PLUS II L.P.
AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
March 31,
------------------------------
2001 2000
------------- ----------
ASSETS
Property and equipment, at cost, less accumulated
depreciation (Notes 2, 4 and 7) $ 154,378,556 $ 160,643,092
Cash and cash equivalents (Notes 2, 3 and 10) 2,624,751 2,463,141
Cash held in escrow (Notes 2, 3 and 5) 7,853,371 7,798,477
Deferred costs - less accumulated amortization
(Notes 2 and 6) 3,697,618 3,937,473
Other assets 3,969,776 5,229,595
-----------------------------
Total assets $ 172,524,072 $ 180,071,778
============ ============
LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)
Liabilities
Mortgage notes payable (Note 7) $ 117,039,709 $ 119,104,452
Accounts payable and other liabilities (Note 10) 8,650,494 9,094,539
Due to local general partners and affiliates (Note 8) 10,970,028 10,326,684
Due to general partners and affiliates (Note 8) 10,560,764 8,887,441
Due to selling partners 2,251,025 2,159,692
-------------- -------------
Total liabilities 149,472,020 149,572,808
------------ -----------
Minority interests (Note 2) 3,018,863 3,542,196
-------------- -------------
Commitments and contingencies (Notes 8 and 10)
Partners' capital (deficit)
Limited partners ( 115,917.5 BACs
issued and outstanding) (Note 1) 20,863,541 27,717,890
General partners (830,352) (761,116)
--------------- --------------
Total partners' capital (deficit) 20,033,189 26,956,774
------------- -------------
Total liabilities and partners' capital (deficit) $ 172,524,072 $ 180,071,778
============ ============
See accompanying notes to consolidated financial statements.
LIBERTY TAX CREDIT PLUS II L.P.
AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
Year Ended March 31,
2001 2000 1999
--------- ---------- ---------
Revenues
Rental income $ 26,422,668 $ 25,799,708 $25,736,121
Other (Note 10) 1,730,341 1,304,440 969,674
------------ ----------- ------------
28,153,009 27,104,148 26,705,795
----------- ---------- ----------
Expenses
General and administrative 6,253,104 6,292,028 6,280,636
General and administrative-related parties
(Note 8) 2,615,250 2,608,395 2,648,941
Repairs and maintenance 5,684,571 5,441,649 4,929,821
Operating and other 2,918,215 2,711,898 2,752,456
Real estate taxes 1,129,435 1,082,512 1,066,433
Insurance 1,208,689 1,085,663 1,144,811
Financial, primarily interest 8,094,388 8,176,289 8,241,779
Depreciation and amortization 8,106,445 7,948,800 7,993,156
----------- ----------- -----------
Total expenses 36,010,097 35,347,234 35,058,033
---------- ---------- ----------
Loss before minority interest and
extraordinary item (7,857,088) (8,243,086) (8,352,238)
Minority interest in loss of subsidiaries 238,349 254,205 414,579
----------- ----------- -----------
Loss before extraordinary item (7,618,739) (7,988,881) (7,937,659)
Extraordinary item-forgiveness of
indebtedness income (Note 7) 695,154 0 0
-------------------------------------
Net loss $(6,923,585) $(7,988,881) $(7,937,659)
========== ========== ==========
Limited partners share:
Loss before extraordinary item $(7,542,552) $(7,908,992) $(7,858,282)
Extraordinary item 688,203 0 0
-----------------------------------
Net loss - limited partners $(6,854,349) $(7,908,992) $(7,858,282)
========== ========== ==========
Number of BACs outstanding 115,917.5 115,917.5 115,917.5
============ ========= =========
Loss before extraordinary item per
BAC $ (65.07) $ (68.23) $ (67.79)
Extraordinary item per BAC 5.94 0 0
---------------------------------------
Loss per BAC $ (59.13) $ (68.23) $ (67.79)
============ ============= ============
See accompanying notes to consolidated financial statements.
LIBERTY TAX CREDIT PLUS II L.P.
AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN PARTNERS' CAPITAL (DEFICIT)
Limited General
Total Partners Partners
Partners' capital (deficit) - April 1, 1998 $ 42,883,314 $ 43,485,164 $ (601,850)
Net loss (7,937,659) (7,858,282) (79,377)
------------ ------------ -----------
Partners' capital (deficit) - March 31, 1999 34,945,655 35,626,882 (681,227)
Net loss (7,988,881) (7,908,992) (79,889)
---------- ---------- -----------
Partners' capital (deficit) - March 31, 2000 26,956,774 27,717,890 (761,116)
Net loss (6,923,585) (6,854,349) (69,236)
------------ ------------- ------------
Partners' capital (deficit) - March 31, 2001 $ 20,033,189 $ 20,863,541 $ (830,352)
=========== =========== ===========
See accompanying notes to consolidated financial statements.
LIBERTY TAX CREDIT PLUS II L.P.
AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
Year Ended March 31,
2001 2000 1999
--------- ------------ ----------
Cash flows from operating activities:
Net loss $(6,923,585) $(7,988,881) $(7,937,659)
---------- ---------- ----------
Adjustments to reconcile net loss to net cash
provided by operating activities:
Extraordinary item - forgiveness of
Indebtedness income (695,154) 0 0
Depreciation and amortization 8,106,445 7,948,800 7,993,156
Write-off of deferred legal costs 12,287 0 0
Minority interest in loss of subsidiaries (238,349) (254,205) (414,579)
Accrued interest added to principal of
mortgage note payable 52,873 52,873 52,873
(Increase) decrease in assets:
Cash held in escrow (31,739) 144,147 (336,227)
Other assets 1,252,652 (896,488) (246,324)
Increase (decrease) in liabilities:
Accounts payable and other liabilities (116,380) (427,385) 182,103
Due to general partners and affiliates 1,673,323 1,504,417 2,425,035
----------- --------- ----------
Total adjustments 10,015,958 8,072,159 9,656,037
---------- --------- ----------
Net cash provided by operating activities 3,092,373 83,278 1,718,378
----------- ----------- ----------
Cash flows from investing activities:
Acquisition of property and equipment (1,542,962) (1,192,241) (1,258,853)
(Increase) decrease in cash held in escrow (23,155) (1,040,481) 258,027
------------- ---------- -----------
Net cash used in investing activities (1,566,117) (2,232,722) (1,000,826)
----------- ---------- ----------
Cash flows from financing activities:
(Increase) decrease in deferred costs (71,379) (434,230) 71,025
Proceeds from mortgage notes 0 9,990,000 0
Repayments of mortgage notes (1,742,960) (6,972,100) (1,350,512)
Increase in due to local general partners
and affiliates 758,900 491,747 890,189
Decrease in due to local general partners
and affiliates (115,556) (210,612) (980,298)
Increase (decrease) in due to selling partners 91,333 (1,365,758) 77,766
Decrease in capitalization of consolidated
subsidiaries attributable to minority interest(284,984) (220,825) (268,942)
----------- ---------- ----------
Net cash (used in) provided by
financing activities (1,364,646) 1,278,222 (1,560,772)
---------- --------- ----------
Net increase (decrease) in cash and
cash equivalents 161,610 (871,222) (843,220)
Cash and cash equivalents at
beginning of year 2,463,141 3,334,363 4,177,583
--------- --------- ----------
Cash and cash equivalents
at end of year $2,624,751 $2,463,141 $ 3,334,363
========= ========= ==========
Supplemental disclosure of cash flows information:
Cash paid during the year for interest $7,986,485 $ 7,123,406 $ 8,088,271
Supplemental disclosures of noncash investing and financing activities:
Construction in progress
reclassified to property and equipment 0 0 604,411
Decrease in property and equipment due to a
decrease in due to selling partners 0 54,005 0
Forgiveness of indebtedness
income
Decrease in mortgage notes payable (374,656) 0 0
Decrease in accounts payable (327,665) 0 0
Decrease in other assets 7,167 0 0
See accompanying notes to consolidated financial statements.
LIBERTY TAX CREDIT PLUS II L.P.
AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
MARCH 31, 2001
NOTE 1 - General
Liberty Tax Credit Plus II L.P., a Delaware limited partnership (the
"Partnership"), was organized on March 25, 1988, but had no activity until July
1, 1988 (which date is considered to be inception for financial accounting
purposes). The Partnership had no operations until commencement of the public
offering on July 20, 1988.
The Partnership's business is to invest in other limited partnerships ("Local
Partnerships", "subsidiaries" or "subsidiary partnerships") owning leveraged
Apartment Complexes that are eligible for the low-income housing tax credit
("Housing Tax Credit") enacted in the Tax Reform Act of 1986, and to a lesser
extent in Local Partnerships owning properties that are eligible for the
historic rehabilitation tax credit. The Partnership's investment in each Local
Partnership represents a 20% to 98% interest in that Local Partnership.
The Partnership had acquired interests in 27 Local Partnerships as of March 31,
2001, and does not anticipate making any additional investments.
The Partnership was authorized to issue a total of 200,000 Beneficial Assignment
Certificates ("BACs"), of which 120,000 have been registered with the Securities
and Exchange Commission for sale to the public. The public offering was
completed on January 9, 1989 with a total of 115,917.5 BACs sold and
$115,917,500 of proceeds received by the Partnership.
The terms of the Partnership's Amended and Restated Agreement of Limited
Partnership (the "Partnership Agreement") provide, among other things, that net
profits or losses and distributions of cash flow are, in general, allocated 99%
to the limited partners and BACs holders and 1% to the general partners.
NOTE 2 - Summary of Significant Accounting Policies
a) Basis of Consolidation
The consolidated financial statements include the accounts of the Partnership
and 27 subsidiary partnerships in which the Partnership is a limited partner.
Through the rights of the Partnership and/or a General Partner (which has a
contractual obligation to act on behalf of the Partnership) to remove the
general partner of the subsidiary local partnerships and to approve certain
major operating and financial decisions, the Partnership has a controlling
financial interest in the subsidiary local partnerships.
For financial reporting purposes, the Partnership's fiscal year ends on March
31, in order to allow adequate time for the subsidiaries' financial statements
to be prepared and consolidated. The books and records of the Partnership are
maintained on the accrual basis of accounting, in accordance with U.S. generally
accepted accounting principles ("GAAP"). All subsidiaries have fiscal years
ending December 31. Accounts of the subsidiaries have been adjusted for
intercompany transactions from January 1 through March 31. All intercompany
accounts and transactions with the subsidiary partnerships have been eliminated
in consolidation.
Increases (decreases) in the capitalization of consolidated subsidiaries
attributable to minority interest arise from cash contributions and cash
distributions to the minority interest partners.
The Partnership's investment in each subsidiary partnership is equal to the
respective subsidiary partners' equity less minority interest capital, if any.
Losses attributable to minority interests which exceed the minority interest's
investment in a subsidiary partnership have been charged to the Partnership.
Such losses aggregated approximately $562,000, $510,000 and $431,000 for the
years ended March 31, 2001, 2000 and 1999 (the 2000, 1999 and 1998 Fiscal
Years), respectively. In consolidation, all subsidiary partnership losses are
included in the Partnership's capital account except for losses allocated to
minority interest capital.
b) Cash and Cash Equivalents
Cash and cash equivalents include cash on hand, cash in banks, and investments
in short-term highly liquid instruments purchased with original maturities of
three months or less.
c) Property and Equipment
Property and equipment to be held and used are carried at cost which includes
the purchase price, acquisition fees and expenses, construction period interest
and any other costs incurred in acquiring the properties. The cost of property
and equipment is depreciated over their estimated useful lives using accelerated
and straight-line methods. Expenditures for repairs and maintenance are charged
to expense as incurred; major renewals and betterments are capitalized. At the
time property and equipment are retired or otherwise disposed of, the cost and
accumulated depreciation are eliminated from the assets and accumulated
depreciation accounts and the profit or loss on such disposition is reflected in
earnings. A loss on impairment of assets is recorded when management estimates
amounts recoverable through future operations and sale of the property on an
undiscounted basis are below depreciated cost. Property investments themselves
are reduced to estimated fair value (generally using discounted cash flows) when
the property is considered to be impaired and the depreciated cost exceeds
estimated fair value. Through March 31, 2001, the Partnership has recorded
approximately $4,727,000 on impairment of assets.
At the time management commits to a plan to dispose of assets, said assets are
adjusted to the lower of carrying amount or fair value less costs to sell. Such
assets would be classified as property and equipment-held for sale and are not
depreciated. There are no assets classified as property and equipment-held for
sale through March 31, 2001.
d) Offering Costs
Costs incurred to sell BACs, including brokerage and the nonaccountable expense
allowance, are considered selling and offering expenses. These costs are charged
directly to limited partners' capital.
e) Income Taxes
The Partnership is not required to provide for, or pay, any federal income
taxes. Net income or loss generated by the Partnership is passed through to the
partners and is required to be reported by them. The Partnership may be subject
to state and local taxes in jurisdictions in which it operates. For income tax
purposes, the Partnership has a fiscal year ending December 31 (Note 9).
f) Loss Contingencies
The Partnership records loss contingencies as a charge to income when
information becomes available which indicates that it is probable that an asset
has been impaired or a liability has been incurred as of the date of the
financial statements and the amount of loss can be reasonably estimated. In
addition, the Partnership evaluates a potential environmental liability
independently from any potential claim for recovery.
g) Use of Estimates
The preparation of financial statements in conformity with GAAP requires
management to make estimates and assumptions that affect certain reported
amounts and disclosures. Accordingly, actual results could differ from those
estimates.
h) New Pronouncements
In April of 1998, the Financial Accounting Standards Board issued Statement of
Position 98-5 ("SOP 98-5") "Reporting on the Costs of Start-Up Activities." SOP
98-5 provides guidance on the financial reporting of start-up costs and
organization costs. SOP 98-5 is effective for all fiscal quarters of fiscal
years beginning after December 15, 1998. Such change in accounting principle
amounted to $211,549 for the year ended March 31, 2000.
NOTE 3 - Fair Value of Financial Instruments
The following methods and assumptions were used to estimate the fair value of
each class of financial instruments (all of which are held for nontrading
purposes) for which it is practicable to estimate that value:
Cash and Cash Equivalents, and Cash Held in Escrow The carrying amount
approximates fair value.
Mortgage Notes Payable
The fair value of mortgage notes payable is estimated, where practicable, based
on the borrowing rate currently available for similar loans.
The estimated fair values of the Partnership's mortgage notes payable are as
follows:
March 31, 2001 March 31, 2000
--------------------------- ------------------
Carrying Carrying
Amount Fair Value Amount Fair Value
------ ---------- ------ ----------
Mortgage notes payable for which it is:
Practicable to estimate fair value $35,117,603 $33,863,567 $35,615,929 $33,615,730
Not practicable $81,922,106 * $83,488,523 *
*Management believes it is not practicable to estimate the fair value of the
mortgage notes payable because mortgage programs with similar characteristics
are not currently available to the Local Partnerships.
The carrying amount of other financial instruments that require such disclosure
approximates fair value.
NOTE 4 - Property and Equipment
The components of property and equipment are as follows:
Estimated
March 31, Useful Lives
-----------------------------
2001 2000 (Years)
------------ -------------- -----------
Land $ 14,444,085 $ 14,444,085 -
Building and improvements 221,339,125 220,100,710 15 to 40
Other 6,080,210 5,886,055 5 to 15
------------- -------------
241,863,420 240,430,850
Less: Accumulated depreciation (87,484,864) (79,787,758)
------------ ------------
$154,378,556 $160,643,092
=========== ===========
Included in property and equipment are $6,955,050 of acquisition fees paid or
accrued to the general partners and $1,606,014 of acquisition expenses as of
March 31, 2001 and 2000. In addition, as of March 31, 2001 and 2000, buildings
and improvements include $7,015,991 of capitalized interest.
Depreciation expense for the years ended March 31, 2001, 2000 and 1999 amounted
to $7,807,498, $7,700,682 and $7,694,504, respectively.
In connection with the rehabilitation of the properties, the subsidiary
partnerships have incurred developer's fees of $20,563,695 to the Local General
Partners and affiliates. Such fees have been included in the cost of property
and equipment.
During the 2000 and 1999 Fiscal Years, there was a decrease in accumulated
depreciation in the amounts of $110,392 and $123,735, respectively, due to
write-offs on dispositions.
NOTE 5 - Cash Held in Escrow
Cash held in escrow is restricted and consists of the following:
March 31,
-----------------------
2001 2000
---------- ----------
Real estate taxes, insurance, reconstruction and other $3,508,074 $3,462,163
Reserve for replacements 3,283,223 3,260,068
Tenant security deposits 1,062,074 1,076,246
--------- ---------
$7,853,371 $7,798,477
========= =========
NOTE 6 - Deferred Costs
The components of other deferred costs and their periods of amortization are as
follows:
March 31,
-----------------------
2001 2000 Period
---------- ---------- -----------
Financing expenses $5,588,502 $ 5,519,861 *
Other 639,858 741,253 Various
----------- -----------
6,228,360 6,261,114
Less: Accumulated amortization (2,530,742) (2,323,641)
---------- ----------
$3,697,618 $ 3,937,473
========= ==========
*Over the life of the respective related mortgages.
Amortization expense for the years ended March 31, 2001, 2000 and 1999 amounted
to $298,947, $248,118 and $298,652, respectively. During the years ended March
31, 2001 and 2000, respectively, $91,846 and $1,419,792 of fully amortized
deferred costs were written off. During the year ended March 31, 2001, $12,287
of unamortized deferred costs was written off.
NOTE 7 - Mortgage Notes Payable
The mortgage notes are payable in aggregate monthly installments of
approximately $692,000 including principal and interest at rates varying from 1%
to 15% per annum, through 2034. Each subsidiary partnership's mortgage note
payable is collateralized by the land and buildings of the respective subsidiary
partnership and the assignment of certain subsidiary partnership's rents and
leases and is without further recourse.
Annual principal payment requirements for each of the next five fiscal years and
thereafter are as follows:
Fiscal Year Ending Amount
- - ------------------ ------
2001 $ 1,872,617
2002 1,910,511
2003 2,036,139
2004 8,611,179
2005 7,273,692
Thereafter 95,335,571
------------
$117,039,709
============
One subsidiary partnership, United Glen Arden II Limited Partnership, holds a
mortgage note which is eligible for an interest reduction subsidy under Section
236 of the National Housing Act. At December 31, 2000, said note, which bears
interest at 7.5% per annum through April 1, 2011, had a balance of $2,240,908.
Santa Juanita II Limited Partnership
- - ------------------------------------
Effective April 1, 2000, a reinstatement and modification agreement was made and
entered by and between Santa Juanita II Limited Partnership ("Santa Juanita"),
Federal National Mortgage Association, and Banco Popular de Puerto Rico,
regarding the outstanding debt of $1,243,581 as of December 31, 1999.
Based on this agreement, the debt of $1,243,581, plus accrued interest, was
modified and reinstated for the amount of $986,021 at a rate of 10%, payable in
61 monthly installments of $11,784, and the remaining unpaid balance payable on
May 1, 2005.
Effective January 27, 2000, the financial institution where the second mortgage
was held, reinstated the mortgage in the amount of $500,000 for a fixed amount
of $100,000, payable with a cash payment of $40,000 due within the next 150 days
from the date of the acceptance, and the balance of $60,000 would be payable in
30 monthly installments of $2,000 commencing not later than June 16, 2000.
As a result of these transaction forgiveness of indebtedness income of
approximately $695,000 was recognized.
Campeche Isle Apartments, L.P.
- - ------------------------------
On October 6, 1999, Campeche refinanced its existing indebtedness by borrowing
$4,125,000 from Lehman Brothers Bank, FSB. The loan bears interest at the rate
of 8.02% per annum, and matures on November 1, 2006. Campeche's prior mortgages
indebtedness in the principal amount of approximately $4,000,000 together with
$25,000 in accrued interest was repaid.
Rolling Green Limited Partnership
- - ---------------------------------
On February 1, 1999, Rolling Green refinanced its existing indebtedness by
borrowing $5,865,000 from the United States Department of Housing and Urban
Development ("HUD"). The loan bears interest at the rate of 6.85% per annum, and
matures on March 1, 2034. Rolling Green's prior mortgage indebtedness in the
principal amount of approximately $1,671,000 and a purchase money note of
$1,450,000 along with $1,695,000 in accrued interest were repaid.
NOTE 8 - Related Party Transactions
Related Party Fees
- - ------------------
One of the General Partners has a 1% interest as a special limited partner in
each of the Local Partnerships. An affiliate of the General Partners also has a
minority interest in certain Local Limited Partnerships.
The General Partners and their affiliates perform services for the Partnership.
The costs incurred for the years ended March 31, 2001, 2000 and 1999 are as
follows:
Year Ended March 31,
2001 2000 1999
------------ ----------- ---------
Partnership management fees (a) $1,496,000 $1,496,000 $1,496,000
Expense reimbursement (b) 150,970 193,721 156,680
Property management fees incurred to affiliates
of the General Partners (c) 348,560 341,738 335,031
Local administrative fee (d) 54,000 51,500 49,000
----------- ----------- -----------
Total general and administrative-
General Partners 2,049,530 2,082,959 2,036,711
--------- --------- ---------
Property management fees incurred to affiliates
of the subsidiary partnerships
general partners (c) 565,720 525,436 612,230
------------------------------
Total general and administrative
-related parties $2,615,250 $2,608,395 $2,648,941
========= ========= =========
(a) The General Partners are entitled to receive a partnership management fee,
after payment of all Partnership expenses, which together with the local annual
administrative fees will not exceed a maximum of 0.5% per annum of invested
assets (as defined in the Partnership Agreement), for administering the affairs
of the Partnership. The partnership management fee, subject to the foregoing
limitation, will be determined by the General Partners in their sole discretion
based upon their review of the Partnership's investments. Partnership management
fees owed to the General Partners amounting to approximately $8,312,000 and
$6,816,000 were accrued and unpaid as of March 31, 2001 and March 31, 2000.
Without the General Partner's continued accrual without payment, the Partnership
will not be in a position to meet its obligations. The General Partners have
allowed for the accrual without payment of these amounts but are under no
obligation to do so.
(b) The Partnership reimburses the General Partners and their affiliates for
actual Partnership operating expenses incurred by the General Partners and their
affiliates on the Partnership's behalf. The amount of reimbursement from the
Partnership is limited by the provisions of the Partnership Agreement. Another
affiliate of the General Partners performs asset monitoring for the Partnership.
These services include site visits and evaluations of the subsidiary
partnerships' performance.
(c) Property management fees incurred by subsidiary partnerships amounted to
$1,629,770, $1,568,548 and $1,537,420 for the 2000, 1999 and 1998 Fiscal Years,
respectively. Of these fees $914,280, $867,174 and $947,261 were incurred to
affiliates of the subsidiary partnerships' general partners. Included in amounts
incurred to affiliates of the subsidiary partnerships' general partners are
$348,560, $341,738 and $335,031, respectively, which were also incurred to
affiliates of the Partnership.
(d) Liberty Associates II L.P., a special limited partner of the subsidiary
partnerships, is entitled to receive a local administrative fee of up to $2,500
per year from each subsidiary partnership.
Liberty Associates II L.P. has a 1% interest as the special limited partner in
each of the subsidiary partnerships. Liberty Associates II L.P. received cash
distributions of approximately $5,200, $2,600 and $4,900 during the 2000, 1999
and 1998 Fiscal Years, respectively.
Pursuant to the Partnership Agreement and the Local Partnership Agreements, the
General Partners and Liberty Associates II L.P. received their allocable share
of profits, losses and tax credits allocated by the Partnership and the Local
Partnerships, respectively.
(e) Due to Local General Partners and affiliates at March 31, 2001 and 2000
consists of the following:
March 31,
------------------------------
2001 2000
------------ --------------
Operating advances $ 1,138,466 $ 1,002,159
Development fee payable 2,472,093 2,499,090
Operating deficit advances 5,041,079 4,666,883
Management and other fees 656,636 603,007
Long-term notes payable (f) 965,541 965,541
Interest long-term notes payable 696,213 590,004
------------ -----------
$10,970,028 $10,326,684
========== ==========
(f) Long-term notes payable consist of the following:
Polynesian $ 316,370 $ 316,370
- - ----------
This promissory note bears interest at 11% with a maturity date of June 1, 2003.
Interest expense of $34,800 was incurred for each of the years ended March 31,
2001 and 2000.
Seagrape 649,171 649,171
- - -------- ------------ ------------
This promissory note bears interest at 11% with a maturity date of July 1, 2002.
Interest expense of $71,409 was incurred for each of the years ended March 31,
2001 and 2000.
$ 965,541 $ 965,541
=========== ============
NOTE 9 - Income Taxes
A reconciliation of the financial statement net loss to the income tax loss for
the Partnership and its consolidated subsidiaries is as follows:
Year Ended December 31,
2000 1999 1998
----------- ----------- ----------
Financial statement
Net loss $(6,923,585) $(7,988,881) $(7,937,659)
Difference resulting from parent
company having a different
fiscal year for income tax and
financial reporting purposes (35,930) (8,740) 17,468
Difference between depreciation and
amortization expense recorded for financial
reporting purposes and the accelerated
cost recovery system utilized for income
tax purposes (2,180,925) (2,306,951) (1,894,545)
Excess losses allocated to minority
interest for income tax purposes 1,347,334 681,252 896,524
Other (402,302) 441,380 163,393)
----------- ----------- ---------
Net loss as shown on the income tax
return for the calendar year ended $(8,195,408) $(9,181,940) $(9,081,605)
========== ============ ==========
NOTE 10 - Commitments and Contingencies
a) Subsidiary Partnerships - Going Concerns and Uncertainties
The auditors for three subsidiary partnerships, Whittier Plaza Associates
Limited Partnership, Alexis Park Apartments and Willoughby-Wyckoff Housing
Associates modified their reports on the 2000 Fiscal Year financial statements
due to the uncertainty of each subsidiary partnership's ability to continue as a
going concern. The financial statements do not include any adjustments that
would be necessary in the event the subsidiary partnerships are unable to
continue as going concerns.
Whittier Plaza Associates
- - -------------------------
The financial statements for Whittier Plaza Associates Limited Partnership
("Whittier") have been prepared assuming that Whittier will continue as a going
concern. Whittier has sustained continuous losses since commencement of
operations in 1988, including losses of approximately $26,000, $49,000 and
$38,000 for the 2000, 1999 and 1998 Fiscal Years, respectively. Whittier has
experienced higher vacancies and lower rents than those originally projected,
resulting in increased difficulty in meeting both operating and debt service
obligations. The Local General Partner, pursuant to a development deficit
guarantee agreement, has advanced approximately $40,000 and $23,000 in the 2000
and 1999 Fiscal Years, respectively, and approximately $447,000 since 1988 to
fund operating cash shortfalls. In addition, Whittier's management company, an
affiliate of the Local General Partner, has deferred receipt of various fees
since 1991 totaling approximately $72,000. These items raise substantial doubt
about Whittier's ability to continue as a going concern. The Partnership's
investment in Whittier at March 31, 2001 and 2000 was reduced to zero as a
result of prior years' losses and the minority interest balance was $0 at each
date. Whittier's net loss after minority interest amounted to approximately
$26,000, $49,000 and $38,000 for the 2000, 1999 and 1998 Fiscal Years.
Alexis Park Apartments
- - ----------------------
A hazardous waste issue has affected Alexis Park Apartments ("Alexis") for
nearly 10 years. Although this environmental issue is in many respects beyond
its control, management believes that the selected remedy of the United States
Environmental Protection Agency is practical and is not likely to cause
significant disruption to the apartment project's operations beyond what it has
experienced over the last several years. The Local Partnership's congressman,
U.S. Senators and the Mayor of Bossier City have assisted Alexis in preventing
this issue from escalating unnecessarily and management believes that no
escalation will occur in the near term. Further, all indications are that an oil
company will bear all costs of remediation and that the Local Partnership will
not be called upon to share in those costs. Accordingly, management believes the
Local Partnership has the opportunity to continue as a going concern.
The financial statements for Alexis have been prepared in conformity with U.S.
generally accepted accounting principles, assuming the continuation of the Local
Partnership as a going concern. However, negative performance indicators and the
environmental issue raise substantial doubt about the Local Partnership's
ability to continue as a going concern.
For the year ended December 31, 2000, the Local Partnership sustained a net loss
of $277,036. At December 31, 2000, the Local Partnership's current liabilities
exceed its current assets by $347,635. Management expects operating income to
improve for 2001 as a result of both increased occupancy and slightly reduced
expenses. The Local Partnership produced positive cash flows from operating
activities for the years 2000 and 1999. Management believes cash flows for 2001
will be sufficient to meet liabilities and subject, to the environmental
uncertainty, will enable the Local Partnership to continue as a going concern.
These items raise substantial doubt about Alexis' ability to continue as a going
concern. The maximum loss which the Partnership would be liable for is its net
investment in Alexis. The Partnership's investment in Alexis at March 31, 2001
and 2000 was $0 and approximately $114,000, respectively, and the minority
interest balance was $0 at each date. Alexis' net loss after minority interest
amounted to approximately $277,000, $243,000 and $263,000, for the 2000, 1999
and 1998 Fiscal Years, respectively.
Willoughby-Wyckoff Housing Associates
- - -------------------------------------
The financial statements for Willoughby-Wyckoff Housing Associates
("Willoughby") have been prepared assuming that Willoughby will continue as a
going concern. There are certain conditions that raise substantial doubt about
Willoughby's ability to continue as a going concern. Willoughby has had
operating losses and equity deficiencies and has required loans from related
parties to meet its obligations. Management plans to continue to minimize costs
within its control and seeks additional funding sources to supplement project
operations. Continuance of Willoughby as a going concern is dependent upon
Willoughby's ability to obtain additional funding to supplement project
operations and enable Willoughby to meet its obligations as they become due. The
financial statements do not include any adjustments that might result from the
outcome of these uncertainties. The Partnership's investment in Willoughby at
March 31, 2001 and 2000 has been reduced to zero by prior years' losses and the
minority interest balance amounted to approximately $174,000 and $176,000,
respectively. Willoughby's net loss after minority interest amounted to
approximately $193,000, $204,000 and $220,000 for the 2000, 1999 and 1998 Fiscal
Years, respectively.
b) Subsidiary Partnerships - Other
Gramco Development Limited Dividend Partnership, L.P.
- - -----------------------------------------------------
Gramco Development Limited Dividend Partnership, L.P. ("Gramco") was granted net
funds of $4,867,000. In the event of a substantial violation to the provisions
of certain agreements between Gramco and the Municipality of Bayamon (the
"Municipality") and between the Municipality and HUD, the funds shall become
immediately due and payable at the election of HUD and the Municipality.
Otherwise, the principal amount of the obligation together with any interest
will be forgiven. Proceeds from the loan have been deducted from fixed assets.
The Partnership's investment in Gramco at March 31, 2001 and 2000 was
approximately $302,000 and $488,000 and the minority interest balance was
approximately $416,000 and $418,000, respectively. Gramco's net loss after
minority interest amounted to approximately, $187,000 , $203,000 and $284,000
for the 2000, 1999 and 1998 Fiscal Years, respectively.
Metropolitan Towers Associates, L.P.
- - ------------------------------------
The subsidiary partnership, Metropolitan Towers Associates, L.P.
("Metropolitan"), is a defendant in a legal proceeding brought about by the
family of an employee who died in a work related accident. It is management's
opinion that the claim should be covered by Metropolitan's insurance policy.
Because the Partnership is a limited partner in Metropolitan, the maximum loss
which the Partnership would suffer is its net investment in Metropolitan. The
Partnership's investment in Metropolitan at March 31, 2001 and 2000 was
approximately $827,000 and $1,069,000, respectively, and the minority interest
was zero at each date. Metropolitan's net loss after minority interest amounted
to approximately $242,000, $39,000 and $119,000 for the 2000, 1999 and 1998
Fiscal Years, respectively.
Rolling Green Limited Partnership
- - ---------------------------------
Rolling Green Limited Partnership ("Rolling Green") operates and is regulated by
HUD under Section 221(d)(3) of the National Housing Act. Rents received by
Rolling Green are subsidized by Section 8 Housing Assistance Payments. Rental
income from such Assistance Payments totaled $1,425,725 and $1,365,443 in the
2000 and 1999 Fiscal Years, respectively. In September 1999, the three Section 8
contracts were consolidated into one contract, and such contract is in force
through September, 2001. However, uncertainties regarding the future of HUD
Programs exist. It is not practical to estimate the impact upon Rolling Green's
operations if the rents were to revert to market value.
Williamsburg Residential, L.P.
- - ------------------------------
In November 1996, the Local General Partner of Williamsburg Residential, L.P.
("Williamsburg") stopped making the mortgage note payments which constituted an
event of default. A Reinstatement and Modification Agreement was entered into
effective March 1, 1997. The Partnership has advanced Williamsburg the necessary
funds to keep the mortgage and escrows current during 2000 and is expected to
continue to do so during 2001.
The Partnership's investment in Williamsburg has been written down to $0 by
prior years' losses and the minority interest balance was approximately $792,000
and $731,000 at March 31, 2001 and 2000, respectively. Williamsburg net loss
after minority interest amounted to approximately $208,000, $201,000 and
$285,000 for the 2000, 1999, and 1998 fiscal years, respectively.
c) Uninsured Cash and Cash Equivalents
The Partnership maintains its cash and cash equivalents in various banks.
Accounts at each bank are guaranteed by the Federal Deposit Insurance
Corporation (FDIC) up to $100,000. As of March 31, 2001, uninsured cash and cash
equivalents approximated $1,655,000.
d) Other
The Partnership is subject to the risks incident to potential losses arising
from the management and ownership of improved real estate. The Partnership can
also be affected by poor economic conditions generally. However, no more than
33% of the properties are located in any single state. There are also
substantial risks associated with owning properties receiving government
assistance, such as the possibility that Congress may not appropriate funds to
enable HUD to make rental assistance payments. HUD also restricts annual cash
distributions to partners based on operating results and a percentage of the
owner's equity contribution. The Partnership cannot sell or substantially
liquidate its investments in subsidiary partnerships during the period that the
subsidy agreements are in existence, without HUD's approval. Furthermore, there
may not be market demand for apartments at full market rents when the rental
assistance contracts expire.
e) Tax Credits
The Partnership and BACs holders began recognizing Housing Tax Credits with
respect to a Property when the Credit Period for such Property began. Because of
the time required for the acquisition, completion and rent-up of Properties, the
amount of Tax Credits per BAC gradually increased over the first three years of
the Partnership. Housing Tax Credits not recognized in the first three years
will be recognized in the 11th through 13th years. For the 2000, 1999 and 1998
tax years, Housing Tax Credits of $4,415,175, $12,240,583 and $16,707,661, were
generated.
A portion of the Housing Tax Credits are subject to recapture in future years if
(i) the Partnership ceases to meet qualification requirements, (ii) there is a
decrease in the qualified basis of the projects, or (iii) there is a reduction
in the taxpayer's interest in the project at any time during the 15-year
Compliance Period that began with the first tax year of the credit period.
Item 9. Changes in and Disagreements with Accountants on Accounting and
Financial Disclosure.
None
PART III
Item 10. Directors and Executive Officers of the Registrant.
On November 25, 1997, an affiliate of the Related General Partner, purchased
100% of the stock of the Liberty General Partner (the "Transfer"). In addition
to the Transfer, by acquiring the stock of the Liberty General Partner, an
affiliate of the Related General Partner also acquired the Liberty General
Partner's general partnership interest in Liberty Associates, which is also the
special limited partner of the Partnership. Pursuant to the Partnership's
Amended and Restated Partnership Agreement, the consent of the limited partners
was not required to approve the Transfer.
The Partnership has no directors or executive officers. The Partnership's
affairs are managed and controlled by the General Partners. Certain information
concerning the directors and executive officers of the Liberty General Partner
and of Related Credit Properties II, Inc., the general partner of the Related
General Partner, is set forth below.
Related Credit Properties II, Inc.
- - ----------------------------------
Name Position
- - ---- --------
Stephen M. Ross Director
Alan P. Hirmes President
Stuart J. Boesky Senior Vice President
Marc D. Schnitzer Vice President
Denise L. Kiley Vice President
Glenn F. Hopps Treasurer
Teresa Wicelinski Secretary
STEPHEN M. ROSS, 61, is the President, and a Director and shareholder of The
Related Realty Group, Inc., the General Partner of The Related Companies, L.P.
He graduated from the University of Michigan School of Business Administration
with a Bachelor of Science degree and from Wayne State University School of Law
with a Juris Doctor degree. Mr. Ross then received a Master of Laws degree in
taxation from New York University School of Law. He joined the accounting firm
of Coopers & Lybrand in Detroit as a tax specialist and later moved to New York,
where he worked for two large Wall Street investment banking firms in their real
estate and corporate finance departments. Mr. Ross formed the predecessor of The
Related Companies, L.P. in 1972 to develop, manage, finance and acquire
subsidized and conventional apartment developments. Mr. Ross also serves on the
Board of Trustees of Charter Municipal Mortgage Acceptance Company.
ALAN P. HIRMES, 46, has been a Certified Public Accountant in New York since
1978. Prior to joining Related Capital Company ("Capital") in October 1983, Mr.
Hirmes was employed by Weiner & Co., certified public accountants. Mr. Hirmes is
also a Vice President of Capital. Mr. Hirmes graduated from Hofstra University
with a Bachelor of Arts degree. Mr. Hirmes also serves on the Board of directors
of Aegis Realty, Inc. and Charter Municipal Mortgage Acceptance Company.
STUART J. BOESKY, 45, practiced real estate and tax law in New York City with
the law firm of Shipley & Rothstein from 1984 until February 1986 when he joined
Capital. From 1983 to 1984 Mr. Boesky practiced law with the Boston law firm of
Kaye, Fialkow, Richard & Rothstein (which subsequently merged with Strook &
Strook & Lavan), and from 1978 to 1980 was a consultant specializing in real
estate at the accounting firm of Laventhol & Horwath. Mr. Boesky graduated from
Michigan State University with a Bachelor of Arts degree and from Wayne State
School of Law with a Juris Doctor degree. He then received a Master of Laws
degree in Taxation from Boston University School of Law. Mr. Boesky also serves
on the Board of Directors of Aegis Realty, Inc., Charter Municipal Mortgage
Acceptance Company and American Mortgage Acceptance Company.
MARC D. SCHNITZER, 40, joined Capital in January 1988 after receiving his Master
of Business Administration degree from The Wharton School of The University of
Pennsylvania in December 1987. From 1983 to 1986, Mr. Schnitzer was a Financial
Analyst with The First Boston Corporation in New York, an international
investment banking firm. Mr. Schnitzer received a Bachelor of Science degree,
summa cum laude, in Business Administration, from the School of Management at
Boston University in May 1983.
DENISE L. KILEY, 41, is responsible for overseeing the due diligence and asset
management of all multifamily residential properties invested in RCC sponsored
corporate, public and private equity and debt funds. Prior to joining Capital in
1990, Ms. Kiley had experience acquiring, financing and asset managing
multifamily residential properties. From 1981 through 1985, she was an auditor
with Price Waterhouse. Ms. Kiley holds a Bachelor of Science in Accounting from
Boston College.
GLENN F. HOPPS, 38, prior to joining Capital in December 1990, was employed by
Marks Shron & Company and Weissbarth, Altman and Michaelson, certified public
accountants. Mr. Hopps graduated from New York State University at Albany with a
Bachelor of Science Degree in Accounting.
TERESA WICELINSKI, 35, joined Capital in June 1992, and prior to that date was
employed by Friedman, Alpren & Green, certified public accountants. Ms.
Wicelinski graduated from Pace University with a Bachelor of Arts Degree in
Accounting.
Liberty GP II Inc.
- - ------------------
Name Position
- - ---- --------
Michael Brenner Director
Alan P. Hirmes President
Stuart J. Boesky Executive Vice President
Marc D. Schnitzer Vice President
Denise L. Kiley Vice President
Glenn F. Hopps Treasurer
Teresa Wicelinski Secretary
MICHAEL BRENNER, 55, is a Director of Aegis Realty, Inc., and is the Executive
Vice President and Chief Financial Officer of TRCLP. Prior to joining TRCLP in
1996, Mr. Brenner was a partner with Coopers & Lybrand, having served as
managing partner of its Industry Programs and Client Satisfaction initiatives
from 1993-1996, managing partner of the Detroit group of offices from 1986-1993
and the Chairman of its National Real Estate Industry Group from 1984-1986. Mr.
Brenner graduated summa cum laude from the University of Detroit with a
Bachelors degree in Business Administration and from the University of Michigan
with a Masters of Business Administration, with distinction. Mr. Brenner also
serves on the Board of Trustees of Charter Municipal Mortgage Acceptance Company
and Aegis Realty, Inc.
Biographical information with respect to Messrs. Hirmes, Boesky, Schnitzer, Ms.
Kiley, Hopps and Ms. Wicelinski is set forth above.
Item 11. Executive Compensation.
The Partnership has no officers or directors. The Partnership does not pay or
accrue any fees, salaries or other forms of compensation to directors or
officers of the Liberty General Partner or the general partner of the Related
General Partner for their services. Certain directors and executive officers of
the Liberty General Partner and the general partner of the Related General
Partner receive compensation from the General Partners and their affiliates for
services performed for various affiliated entities which may include services
performed for the Partnership.
Under the terms of the Partnership Agreement, the General Partners and their
affiliates are entitled to receive compensation from the Partnership in
consideration of certain services rendered to the Partnership by such parties.
Such arrangements include, but are not limited to, the payment of an accountable
operating expense reimbursement, an annual partnership management fee not to
exceed 0.5% of invested assets and subordinated disposition fees. In addition,
the General Partners are entitled to 1% of all cash distributions and Housing
Tax Credit allocations and a subordinated 15% interest in Net Sales or
Refinancing Proceeds. Also see Note 8 to the Financial Statements in Item 8 for
a presentation of the types and amounts of compensation paid to the General
Partners and their affiliates, which is incorporated by reference thereto.
Tabular information concerning salaries, bonuses and other types of compensation
payable to executive officers has not been included in this annual report. As
noted above, the Partnership has no executive officers. The level of
compensation payable to the General Partners and/or their affiliates is limited
by the terms of the Partnership Agreement and may not be increased therefrom on
a discretionary basis.
Item 12. Security Ownership of Certain Beneficial Owners and Management.
The general partnership interest and BACs in the Partnership are owned in the
manner indicated on the chart below.
Liberty Associates II L.P. holds a 1% limited partnership interest in each Local
Partnership.
No person is known by the Partnership to be the beneficial owner of more than 5%
percent of the Limited Partnership Interests and/or the BACs; and none of the
General Partners nor any director or executive officer of the Liberty General
Partner or of the general partner of the Related General Partner owns any
Limited Partnership Interests or BACs, except as noted in the chart below.
Name and Address of Amount and Nature of Percentage
Title of Class Beneficial Owner Beneficial Ownership of Class
- - -------------- ---------------- -------------------- -----------
General Partnership Related Credit $500 capital contribution 49%
Interest in the Properties II L.P. - directly owned
Partnership 625 Madison Avenue
New York, NY 10022
General Partnership Liberty GP II, Inc. $500 capital contribution 49%
Interest in the 625 Madison Avenue - directly owned
Partnership New York, NY 10022
General Partnership Liberty Associates II L.P. $1,000 capital contribution 2%
Interest in the 625 Madison Avenue - directly owned
Partnership New York, NY 10022
Name and Address of Amount and Nature of Percentage
Title Beneficial Ownership Beneficial Ownership of Class
- - ----- -------------------- -------------------- ---------------
BACs Lehigh Tax Credit 2,239 (1) 1.9%
Partners, Inc.
625 Madison Avenue
New York, NY 10022
BACs Alan P. Hirmes 2,239 (1)(2) 1.9%
625 Madison Avenue
New York, NY 10022
BACs Stuart J. Boesky 2,239 (1)(2) 1.9%
625 Madison Avenue
New York, NY 10022
BACs Marc D. Schnitzer 0 0%
625 Madison Avenue
New York, NY 10022
BACs Denise L. Kiley 0 0%
625 Madison Avenue
New York, NY 10022
BACs Glenn F. Hopps 0 0%
625 Madison Avenue
New York, NY 10022
BACs Teresa Wicelinski 0 0%
625 Madison Avenue
New York, NY 10022
BACs All directors and 2,239 (1)(2) 1.9%
executive officers
of the general partner
of the Related General
Partner as a group
(seven persons) 625 Madison
Avenue New York, NY 10022
(1) All such BACs represent BACs owned directly by Lehigh Tax Credit Partners
L.L.C. ("Lehigh I") and Lehigh Tax Credit Partners II L.L.C. ("Lehigh II") for
which Lehigh Tax Credit Partners, Inc. (the "Managing Member") serves as
managing member. As of June 1, 2001, Lehigh I held 1,080.5 BACs and Lehigh II
held 1,161.5 BACs.
(2) Each such party serves as a director and executive officer of the Managing
Member, and owns an equity interest therein.
Item 13. Certain Relationships and Related Transactions.
The Partnership has and will continue to have certain relationships with the
General Partners and their affiliates, as discussed in Item 11 and also Note 8
to the Financial Statements in Item 8 above, which is incorporated herein by
reference thereto. However, there have been no direct financial transactions
between the Partnership and the directors and executive officers of the Liberty
General Partner and the general partner of the Related General Partner.
PART IV
Item 14. Exhibits, Financial Statement Schedules, and Reports on Form 8-K.
Sequential
Page
--------
(a) 1. Financial Statements
Independent Auditors' Report 18
Consolidated Balance Sheets at March 31, 2001 and 2000 88
Consolidated Statements of Operations for the Years Ended
March 31, 2001, 2000 and 1999 89
Consolidated Statements of Changes in Partners'
Capital (Deficit) for the Years Ended March 31, 2001,
2000 and 1999 90
Consolidated Statements of Cash Flows for the Years Ended
March 31, 2001, 2000 and 1999 91
Notes to Consolidated Financial Statements 93
(a) 2. Financial Statement Schedules
Independent Auditors' Report 115
Schedule I - Condensed Financial Information of Registrant 116
Schedule III - Real Estate and Accumulated Depreciation
and Mortgage Loans on Real Estate 119
All other schedules have been omitted because they are not required or
because the required information is contained in the financial
statements and notes thereto.
(a) 3. Exhibits
(3B) Form of Amended and Restated Agreement of Limited
Partnership of Liberty Tax Credit Plus II L.P. (incorporated
by reference to exhibits filed with Amendment No. 1
to Liberty Tax Credit Plus II L.P.'s Registration Statement
on Form S-11 Registration No. 33-21429) 112
(21) Subsidiaries of the Registrant
(b) Reports on Form 8-K
No reports on Form 8-K were filed during the quarter.
Item 14. Exhibits, Financial Statement Schedules, and Reports on Form 8-K.
(continued)
Jurisdiction
(c) Subsidiaries of the Registrant (Exhibit 21) of Organization
------------------------------ ---------------
Polynesian Apartments Associates, Ltd. (a Limited Partnership) FL
Seagrape Village Associates, Ltd. (a Limited Partnership) FL
Metropolitan Towers Associates, L.P. PR
Westminster Place II - Olive Site, L.P. MO
Property Development Associates, L.P. (Bridgeport) MO
Whittier Plaza Associates Limited Partnership MO
United-Glen Arden I Limited Partnership MD
United-Glen Arden II Limited Partnership MD
Rolling Green Limited Partnership IL
Santa Juanita II Limited Partnership NY
Spring Creek Associates, L.P. (a Delaware Limited Partnership) DE
East Two Thirty-Five Associates L.P. (a Delaware Limited Partnership)
(14th Street) DE
Upper Fifth Avenue Residential Associates, L.P. DE
West 107th Street Associates, L.P. (a Delaware Limited Partnership) DE
General Atlantic Second Avenue Associates, L.P.
(a Delaware Limited Partnership) (96th Street) NY
Church Lane Associates PA
Campeche Isle Apartments Limited Partnership TX
Robin Housing Associates (a Limited Partnership) NY
Concourse Artists Housing Associates (a Limited Partnership) NY
2051 Grand Concourse Housing Associates (a Limited Partnership) NY
Willoughby-Wyckoff Housing Associates (a Limited Partnership) NY
Goodfellow Place Limited Partnership MO
Penn Alto Associates Limited Partnership PA
Gramco Development Limited Dividend Partnership, L.P. (Bayamon) PR
Alexis Park Apartments, a Louisiana Partnership in Commendam LA
Williamsburg Residential, L.P. KS
Victory Apartments IL
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange
Act of 1934, the Registrant has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.
LIBERTY TAX CREDIT PLUS II L.P.
(Registrant)
By: RELATED CREDIT PROPERTIES II L.P.,
a General Partner
By: Related Credit Properties II Inc.,
its general partner
Date: June 14, 2001
By: _/s/ Alan P. Hirmes
--------------------
Alan P. Hirmes
President and
Chief Executive Officer
(Principal Executive Officer)
and
By: LIBERTY GP II INC.,
a General Partner
Date: June 14, 2001
By: _/s/ Alan P. Hirmes
------------------
Alan P. Hirmes
President
and
By: LIBERTY ASSOCIATES II, L.P.,
a General Partner
By: Related Credit Properties II, Inc.,
its General Partner
Date: June 14, 2001
By: _/s/ Alan P. Hirmes
------------------
Alan P. Hirmes
President
By: Liberty G.P. II Inc.,
its General Partner
By: _/s/ Alan P. Hirmes
--------------------
Alan P. Hirmes
President
Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following persons on behalf of the registrant and
in the capacities and on the dates indicated:
Signature Title Date
- - --------------- --------------------------- ------------
President and Chief Executive Officer
(Principal Executive and Financial Officer)
of Related Credit Properties
II Inc., (general partner of each
of Related Credit Properties II L.P.
and Liberty Associates II, L.P.,
General Partners of Registrant)
and Liberty GP II, Inc.
(general partner of Liberty
/s/ Alan P. Hirmes Associates II, L.P.,
- - ------------------
Alan P. Hirmes a General Partner of Registrant) June 14, 2001
Treasurer (Principal Accounting
Officer) of Related Credit Properties
II Inc., (general partner of each
of Related Credit Properties II L.P.
and Liberty Associates II, L.P.,
General Partners of Registrant)
and Liberty GP II, Inc.
(general partner of Liberty.
/s/ Glenn F. Hopps Associates II, L.P.,
- - ------------------
Glenn F. Hopps a General Partner of Registrant) June 14, 2001
Director of Related Credit Properties
II Inc., (general partner of each
of Related Credit Properties II L.P.
/s/ Stephen M. Ross and Liberty Associates II, L.P., each a
- - -------------------
Stephen M. Ross General Partner of Registrant) June 14, 2001
INDEPENDENT AUDITORS' REPORT
----------------------------
To the Partners of
Liberty Tax Credit Plus II L.P. and Subsidiaries
(A Delaware Limited Partnership)
In connection with our audits of the consolidated financial statements of
Liberty Tax Credit Plus II L.P. and Subsidiaries (A Delaware Limited
Partnership) included in this Form 10-K as presented in our opinion dated June
11, 2001 on page 18, and based on the reports of other auditors, we have also
audited supporting Schedule I for the 2000, 1999 and 1998 Fiscal Years and
Schedule III at March 31, 2001. In our opinion, and based on the reports of the
other auditors, these consolidated schedules present fairly, when read in
conjunction with the related consolidated financial statements, the financial
data required to be set forth therein.
As discussed in Note 10(a), the consolidated financial statements include the
financial statements of three limited partnerships with significant
contingencies and uncertainties. The financial statements of these subsidiary
partnerships were prepared assuming that each will continue as a going concern.
The three subsidiary partnerships' net losses aggregated $497,488 (Fiscal 2000),
$497,307 (Fiscal 1999) and $525,260 (Fiscal 1998) and their assets aggregated
$9,961,575 and $10,458,364 at March 31, 2001 and 2000, respectively. These
matters raise substantial doubt about these subsidiary partnerships' abilities
to continue as going concerns. Management's plans in regard to these matters are
also described in Note 10(a). The accompanying consolidated financial statements
do not include any adjustments that might result from the outcome of these
uncertainties.
TRIEN ROSENBERG ROSENBERG
WEINBERG CIULLO & FAZZARI LLP
New York, New York
June 11, 2001
LIBERTY TAX CREDIT PLUS II L.P.
AND SUBSIDIARIES
SCHEDULE I
CONDENSED FINANCIAL INFORMATION OF REGISTRANT
Summarized condensed financial information of registrant (not including
consolidated subsidiary partnerships)
CONDENSED BALANCE SHEETS
ASSETS
March 31,
-------------------------
2001 2000
------------- ---------
Cash and cash equivalents $ 244,166 $ 620,498
Investment and advances in subsidiary partnerships 43,942,919 46,137,524
Other assets 149,390 153,197
------------ ------------
Total assets $44,336,475 $46,911,219
========== ==========
LIABILITIES AND PARTNERS' EQUITY
Due to general partner and affiliates $10,049,127 $ 8,582,422
Other liabilities 61,105 79,795
------------- ------------
Total liabilities 10,110,232 8,662,217
Partners' equity 34,226,243 38,249,002
---------- ----------
Total liabilities and partners' equity $44,336,475 $46,911,219
========== ==========
Investments in subsidiary partnerships are recorded in accordance with the
equity method of accounting, wherein the investments are not reduced below zero.
Accordingly, partners' equity on the consolidated balance sheet will differ from
partners' equity shown above.
LIBERTY TAX CREDIT PLUS II L.P.
AND SUBSIDIARIES
SCHEDULE I
CONDENSED FINANCIAL INFORMATION OF REGISTRANT
CONDENSED STATEMENTS OF OPERATIONS
Year Ended March 31,
2001 2000 1999
------------ ------------ ------------
Revenues
Other $ 37,250 $ 20,952 $ 16,869
----------- ------------ ------------
Expenses
Administrative and management 161,239 106,721 169,819
Administrative and management-
related parties 1,635,761 1,689,721 1,652,680
---------- ---------- ----------
Total expenses 1,797,000 1,796,442 1,822,499
---------- ---------- ----------
Loss from operations (1,759,750) (1,775,490) (1,805,630)
Equity in loss of subsidiary partnerships(*)(2,263,009) (4,553,152) (4,547,392)
---------- ---------- ----------
Net loss $(4,022,759) $(6,328,642) $(6,353,022)
========== ========== ==========
(*) Includes suspended prior year losses in excess of investment in accordance
with the equity method of accounting amounting to $(162,132), $(130,920) and
$(207,946) for 2001, 2000, and 1999, respectively.
LIBERTY TAX CREDIT PLUS II L.P.
AND SUBSIDIARIES
SCHEDULE I
CONDENSED FINANCIAL INFORMATION OF REGISTRANT
CONDENSED STATEMENTS OF CASH FLOWS
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
Year Ended March 31,
2001 2000 1999
------------- ---------- ------------
Cash flows from operating activities:
Net loss $(4,022,759) $(6,328,642) $(6,353,022)
---------- ---------- ----------
Adjustments to reconcile net loss to
net cash (used in) provided by operating
activities:
Equity in loss of subsidiary partnerships 2,263,009 4,553,152 4,547,392
Increase (decrease) in liabilities
Due to general partners and affiliates 1,466,705 1,939,219 2,490,983
Other liabilities (14,883) (23,552) (7,895)
------------ ----------- -------------
Total adjustment 3,714,831 6,468,819 7,030,480
---------- ---------- ----------
Net cash (used in) provided by
operating activities (307,928) 140,177 677,458
----------- ---------------------
Cash flows from investing activities:
Distributions from subsidiaries 245,953 6,343 334,217
Decrease (increase) in cash held in escrow 0 501,219 (343,638)
Advances and investments in
subsidiary partnerships (314,357) (309,250) (647,620)
---------- ---------- -----------
Net cash (used in) provided by investing
activities (68,404) 198,312 (657,041)
----------- ---------- -----------
Net (decrease) increase in cash and
cash equivalents (376,332) 338,489 20,417
Cash and cash equivalents, beginning of year 620,498 282,009 261,592
---------- ---------- ----------
Cash and cash equivalents, end of year $ 244,166 $ 620,498 $ 282,009
========== ========== ==========
LIBERTY TAX CREDIT PLUS II L.P.
AND SUBSIDIARIES
SCHEDULE III
REAL ESTATE AND ACCUMULATED DEPRECIATION
Partnership Property Pledged as Collateral
MARCH 31, 2001
Cost Capitalized
Initial Cost to Partnership Subsequent to
--------------------------
Buildings and Acqusition:
Description Encumbrances Land Improvements Improvements(Disposals)
- - --------------------------------------------- ------------ ---- ------------ ------------
Apartment Complexes
Polynesian Apartments Associates, Ltd.
Homestead, FL $ 2,423,229 $386,180 $4,195,068 $(10,325)
Seagrape Village Associates, LTD.
Homestead, FL 4,488,316 1,270,000 6,123,373 709,189
Metropolitan Towers Associates, Ltd.
Rio Piedras, PR 4,720,798 322,000 2,434,303 5,708,743
Westminster Place II- Olive Site, L.P.
St. Louis, MO 4,370,275 928,979 5,382,740 179,670
Property Development Associates, L.P.
Kansas City, MO 5,500,000 624,858 7,228,721 5,216,068
Whittier Plaza Associates, L.P.
St. Louis, MO 1,678,194 26,920 2,015,030 (391,316)
United-Glen Arden I L.P.
Glen Arden, MO 11,919,421 1,770,000 6,577,720 12,877,754
United-Glen Arden II L.P.
Glen Arden, MO 9,087,915 1,190,000 4,837,436 9,121,735
Rolling Green L.P.
Chicago, IL 5,789,938 466,683 4,533,670 4,157,597
Santa Juanita II L.P.
Bayamon, PR 998,829 115,000 2,085,485 1,811,707
Spring Creek Associates, L.P.
Brooklyn, NY 0 3,343,549 16,216,700 19,913,085
East Two Thirty-Five Associates L.P.
(14th Street)
New York, NY 0 950,000 2,542,604 (527,787)
Concourse Artists Housing Associates, L.P.
Bronx, NY 1,528,036 5,750 2,246,560 52,924
2051 Grand Concourse Housing Associates
Bronx, NY 3,800,170 31,500 5,221,117 52,924
Robin Housing Associates
Bronx, NY 5,275,544 26,750 8,186,055 52,925
Willoughby-Wyckoff Housing Associates
Bronx, NY 4,169,616 17,000 6,126,088 52,925
Upper Fifth Avenue Residential Associates, L.P.
Bronx, NY 19,245,100 159,861 21,096,862 1,234,404
West 107th Street Associates, L.P.
Bronx, NY 0 305,813 3,850,928 132,299
General Atlantic Second Avenue Associates, L.P.
(96th Street)
Bronx, NY 0 246,495 2,689,395 167,710
Church Lane Associates
Germantown, PA 1,803,612 20,000 4,009,983 1,785
Campeche Isle Apartments L.P.
Galveston, TX 4,093,398 450,000 6,792,005 1,074,231
Goodfellow Place L.P.
St. Louis, MO 3,851,013 160,000 4,581,787 (3,532,767)
Penn Alto Associates L.P.
Altoona, PA 4,722,333 60,000 2,731,082 9,052,660
Gramco Development Limited Dividend
Partnership, L.P. (Bayamon)
Bayamon, PR 4,421,744 1,322,887 7,609,024 (217,665)
Alexis Park Apartments
Bossier City, LA 4,926,573 640,000 7,297,925 503,401
Williamsburg Residential
Witchita, KS 1,984,595 136,974 831,584 1,878,957
Victory Apartments
Chicago, IL 6,241,060 161,500 4,929,133 5,079,510
------------- ------------ ------------ ---------
$117,039,709 $15,138,699 $152,372,378 $74,352,343
=========== ========== =========== ==========
Life on which
Depreciation in
Gross Amount at which Carried At Close of Period
-------------------------------------------------- Year of Latest Income
Buildings and Accumulated Construction/ Date Statements are
Description Land Improvements Total Depreciation Renovation AcquiredComputed(a)(b)
- - -------------------------------------------- ---- ------------ ----- ------------ ------------ -------- ----------
Apartment Complexes
Polynesian Apartments Associates, Ltd. $ 388,192 $ 4,182,731 $ 4,570,923 $ 1,235,930 1988 July 1988 27.5 years
Homestead, FL
Seagrape Village Associates, LTD. 1,275,292 6,827,270 8,102,562 2,153,319 1988 July 1988 27.5 years
Homestead, FL
Metropolitan Towers Associates, Ltd. 327,292 8,137,754 8,465,046 2,194,039 1987 Dec. 1988 40 years
Rio Piedras, PR
Westminster Place II- Olive Site, L.P. 916,669 5,574,720 6,491,389 1,820,838 1988 Oct. 1988 20-40 years
St. Louis, MO
Property Development Associates, L.P. 606,704 12,462,943 13,069,647 4,168,549 1988 Dec. 1988 40 years
Kansas City, MO
Whittier Plaza Associates, L.P. 32,261 1,618,373 1,650,634 646,938 1987 Dec. 1988 20-40 years
St. Louis, MO
United-Glen Arden I L.P. 1,775,293 19,450,181 21,225,474 9,276,431 1988 Dec. 1988 8-25 years
Glen Arden, MO
United-Glen Arden II L.P. 1,195,293 13,953,878 15,149,171 6,616,028 1988 Dec. 1988 15-25 years
Glen Arden, MO
Rolling Green L.P. 471,975 8,685,975 9,157,950 2,928,020 1988 Dec. 1988 7-39 years
Chicago, IL
Santa Juanita II L.P. 120,293 3,891,899 4,012,192 1,533,287 1988 Dec. 1988 27.5 years
Bayamon, PR
Spring Creek Associates, L.P. 2,595,782 36,877,552 39,473,334 14,457,310 1987 Dec. 1988 15-27.5 years
Brooklyn, NY
East Two Thirty-Five Associates L.P.
(14th Street) 462,662 2,502,155 2,964,817 1,119,187 1988 Dec. 1988 27.5-31.5 years
New York, NY
Concourse Artists Housing Associates, L.P. 11,042 2,294,192 2,305,234 1,023,596 1988 Nov. 1988 27.5 years
Bronx, NY
2051 Grand Concourse Housing Associates 36,792 5,268,749 5,305,541 2,338,444 1988 Nov. 1988 27.5 years
Bronx, NY
Robin Housing Associates 32,042 8,233,688 8,265,730 3,642,037 1988 Nov. 1988 27.5 years
Bronx, NY
Willoughby-Wyckoff Housing Associates 22,292 6,173,721 6,196,013 2,736,126 1988 Nov. 1988 27.5 years
Bronx, NY
Upper Fifth Avenue Residential Associates, L.P 166,763 22,324,364 22,491,127 6,587,594 1987 Jan. 1989 40 years
Bronx, NY
West 107th Street Associates, L.P. 312,715 3,976,325 4,289,040 1,751,741 1987 Jan. 1989 27.5-31.5 years
Bronx, NY
General Atlantic Second Avenue Associates, L.P
(96th Street) 253,397 2,850,203 3,103,600 1,258,752 1988 Jan. 1989 27.5-31.5 years
Bronx, NY
Church Lane Associates 26,902 4,004,866 4,031,768 1,797,439 1988 Feb. 1989 15-27.5 years
Germantown, PA
Campeche Isle Apartments L.P. 456,902 7,859,334 8,316,236 3,168,521 1988 May 1989 27.5 years
Galveston, TX
Goodfellow Place L.P. 41,102 1,167,918 1,209,020 243,957 1988 May 1989 10 - 40 years
St. Louis, MO
Penn Alto Associates L.P. 97,907 11,745,835 11,843,742 4,236,424 1989 June 1989 27.5 - 40 years
Altoona, PA
Gramco Development Limited Dividend
Partnership, L.P. (Bayamon) 1,329,788 7,384,458 8,714,246 3,551,376 1989 July 1989 25 years
Bayamon, PR
Alexis Park Apartments 646,902 7,794,424 8,441,326 3,347,394 1986 July 1989 27.5 years
Bossier City, LA
Williamsburg Residential 673,429 2,174,086 2,847,515 873,057 1989 Aug. 1989 40 years
Witchita, KS
Victory Apartments 168,402 10,001,741 10,170,143 2,778,530 1988 Sept. 1989 40 years
Chicago, IL ----------- ------------ ------------ -----------
$14,444,085 $227,419,335 $241,863,420 $87,484,864
========== =========== =========== ==========
(a) Since all properties were acquired as operating properties, depreciation is
computed using primarily the straight-line method over the estimated useful
lives determined by the partnership date of acquisition.
(b) Furniture and fixtures, included in building improvements, are depreciated
primarily by the straight-line method over the estimated useful lives
ranging from 5 to 15 years.
Cost of Property and Equipment Accumulated Deprecitaion
-------------------------------------- --------------------------------------
Year Ended March 31,
2001 2000 1999 2001 2000 1999
----------------------------------------------------------------------------------------------------------------------------
Balance at beginning of period $240,430,850 $239,416,349 $237,581,800 $79,787,758 $72,210,811 $64,545,022
Additions during period:
Improvements 1,544,873 1,197,054 1,866,699
Depreciation expense 7,807,498 7,700,682 7,694,504
Deductions during period:
Dispositions (112,303) (182,553) (32,150) (110,392) (123,735) (28,715)
------------- -------------- --------------- ----------- ------------ --------------
Balance at close of period $241,863,420 $240,430,850 $239,416,349 $87,484,864 $79,787,758 $72,210,811
=========== =========== =========== ========== ========== ==========
At the time the local partnerships were acquired by Liberty Tax Credit Plus II
Limited Partnership, the entire purchase price paid by Liberty Tax Credit Plus
II Limited Partnership was pushed down to the local partnerships as property and
equipment with an offsetting credit to capital. Since the projects were in the
construction phase at the time of acquisition, the capital accounts were
insignificant at the time of purchase. Therefore, there are no material
differences between the original cost basis for tax and GAAP.