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10-K - NAT 4-1 SUPER 10K - WNC HOUSING TAX CREDIT FUND IV L P SERIES 1nat41super10k.htm
EX-31.1 - EXHIBIT 31.1 - WNC HOUSING TAX CREDIT FUND IV L P SERIES 1exhibit311.htm
EX-31.2 - EXHIBIT 31.2 - WNC HOUSING TAX CREDIT FUND IV L P SERIES 1exhibit312.htm
EX-99 - LAUREL CREEK 06 AUDIT - WNC HOUSING TAX CREDIT FUND IV L P SERIES 1laurelcreek06audit.htm
EX-99 - LAUREL CREEK 07 AUDIT - WNC HOUSING TAX CREDIT FUND IV L P SERIES 1laurelcreek07audit.htm
EX-99 - SENACA FALL 06 AUDIT - WNC HOUSING TAX CREDIT FUND IV L P SERIES 1senecafalls06audit.htm
EX-32.2 - EXHIBIT 32.2 - WNC HOUSING TAX CREDIT FUND IV L P SERIES 1exhibit322.htm
EX-32.1 - EXHIBIT 32.1 - WNC HOUSING TAX CREDIT FUND IV L P SERIES 1exhibit321.htm
FINANCIAL STATEMENTS AND
INDEPENDENT AUDITOR'S REPORT
 
SENECA FALLS EAST APARTMENTS COMPANY II, L.P.
 
RD PROJECT NO. 37-050-161505050
 
DECEMBER 31, 2007
 
 
 
 
 
 
 
 
 
 
 
 
 

 
 
SENECA FALLS EAST APARTMENTS COMPANY II, L.P.
RD PROJECT NO. 37-050-161505050
 
TABLE OF CONTENTS
 
 
PAGE
INDEPENDENT AUDITOR'S REPORT
3
FINANCIAL STATEMENTS:
 
BALANCE SHEET
4
STATEMENT OF OPERATIONS
6
STATEMENT OF CHANGES IN PARTNERS' CAPITAL
7
STATEMENT OF CASH FLOWS
8
NOTES TO FINANCIAL STATEMENTS
9
SUPPLEMENTAL INFORMATION:
 
INDEPENDENT AUDITOR'S REPORT ON INFORMATION
ACCOMPANYING THE BASIC FINANCIAL STATEMENTS
16
SUPPLEMENTAL INFORMATION - SCHEDULE OF EXPENSES
17
INDEPENDENT AUDITOR'S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING AND ON COMPLIANCE AND OTHER MATTERS BASED ON AN AUDIT OF FINANCIAL STATEMENTS PERFORMED IN ACCORDANCE WITH GOVERNMENTAL AUDITING STANDARDS
19
 
 
 
 
 
 

 
 
PAILET MEUNIER AND LEBLANC, L.L.P.
 
Certified Public Accountants
Management Consultants
 
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
 
To the Partners
Seneca Falls East Apartments Company II, L.P.
 
We have audited the accompanying balance sheet of Seneca Falls East Apartments Company II, L.P., as of December 31, 2007 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 the Standards of the Public Accounting Oversight Board (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. The partnership has determined that it is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the partnership's internal control over financial reporting. Accordingly, we express no such opinion. 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 Seneca Falls East Apartments Company II, L.P. as of December 31, 2007 and the results of its operations, changes in partners' capital and cash flows for the year then ended in conformity with accounting principles generally accepted in the United States of America.
 
/s/  PAILET MEUNIER AND LEBLANC, L.L.P.
 
Metairie, Louisiana
March 1, 2008
 
3421 N. Causeway Blvd., Suite 701. Metairie, LA 70002 Telephone (504) 837-0770. Fax (504) 837-7102
Member of
IGAF Worldwide - Member Firms in Principal Cities . PCAOB - Public Company Accounting Oversight Board
AICPA Centers . Center for Public Company Audit Firms (SEC)
Governmental Audit Quality Center . Private Companies Practice Section (PCPS)
 
 
 
 
3

 
 
SENECA FALLS EAST APARTMENTS COMPANY II, L.P.
RD PROJECT NO. 37-050-161505050
 
BALANCE SHEET
 
DECEMBER 31, 2007
 
ASSETS
 
 
Current Assets
     
       
Cash - Operating
  $ 35,088  
Rent receivable
    6,339  
Miscellaneous receivables
    309  
Prepaid expenses
    346  
Total Current Assets
    42,082  
         
Restricted Deposits and Funded Reserves
       
Tenants' security deposits
    9,235  
Replacement reserve
    39,548  
Taxes and insurance escrow
    14,136  
Total Restricted Deposits and Funded Reserves
    62,919  
         
Property and Equipment
       
Land
    40,000  
Buildings
    412,893  
Equipment
    4,494  
Building - Rehab
    640,256  
Carpeting and appliances
    76,731  
Carpeting and appliances - Rehab
    55,733  
Roads / walks and landscaping - Rehab
    30,351  
      1,260,458  
Less: Accumulated depreciation
    (398,559 )
Property and Equipment - Net
    861,899  
Total Assets
  $ 966,900  

 
See accompanying notes to financial statements.
 
 
 
4

 
 
SENECA FALLS EAST APARTMENTS COMPANY II, L.P.
RD PROJECT NO. 37-050-161505050
 
BALANCE SHEET
 
DECEMBER 31, 2007
 
LIABILITIES AND PARTNERS' CAPITAL
 
 
Current Liabilities
     
         
Accounts payable
  $ 425  
Deferred rent
    1,655  
Developers' fee payable
    13,181  
Current portion of long-term debt
    4,281  
Total Liabilities
    19,542  
         
Tenants' Security Deposits
    9,235  
         
Long-Term Liabilities
       
Mortgage payable
    867,087  
Less: current portion
    (4,281 )
Total Long-Term Liabilities
    862,806  
         
Total Liabilities
    891,583  
         
Partners' Capital
    75,317  
         
Total Liabilities and Partners' Capital
  $ 966,900  

 
See accompanying notes to financial statements.
 
 
 
5

 
 
SENECA FALLS EAST APARTMENTS COMPANY II, L.P.
RD PROJECT NO. 37-050-161505050
 
STATEMENT OF OPERATIONS
 
DECEMBER 31, 2007
 
Revenue
     
Rental revenue
   $ 183,880  
Other revenue
    5,608  
Total Revenue
    189,488  
         
Operating expenses
       
         
Operating and maintenance
    27,727  
Utilities
    29,359  
Tax and insurance
    51,934  
Management fee
    17,437  
General and administrative
    12,967  
Total Operating expenses
    139,424  
         
Operating Income
    50,064  
         
Other Expenses
       
Interest income
    2,581  
Interest expense
    (20,083 )
Depreciation expense
    (35,107 )
         
Net Other Expenses
    (52,609 )
Net Income (Loss)
   $ (2,545 )

 
See accompanying notes to financial statements.
 
 
 
6

 
 
SENECA FALLS EAST APARTMENTS COMPANY II, L.P.
RD PROJECT NO. 37-050-161505050
 
STATEMENT OF CHANGES IN PARTNERS' CAPITAL
 
DECEMBER 31, 2007
 
   
Total
Partners'
Capital
 
Balance - January 1, 2007
  $ 77,862  
         
Net Income (Loss)
    (2,545 )
         
Balance - December 31, 2007
  $ 75,317  

 
See accompanying notes to financial statements.
 
 
 
7

 
 
SENECA FALLS EAST APARTMENTS COMPANY II, L.P.
RD PROJECT NO. 37-050-161505050
 
STATEMENT OF CASH FLOWS
 
DECEMBER 31, 2007
 
 
Cash flows from operating activities:        
Net Income
  $ (2,545
Adjustments to reconcile net income to net cash provided by operating activities:
       
Depreciation
    35,107  
(Increase) decrease in accounts receivable
    (1,660 )
(Increase) decrease in miscellaneous receivable
    (36 )
(Increase) decrease in prepaid expenses
    (23 )
Increase (decrease) in accounts payable
    (2,285 )
Increase (decrease) in deferred rent
    1,655  
Total adjustments
    32,758  
Net cash provided (used) by operating activities
    30,213  
         
(Deposit) withdrawal replacement reserve
    (3,335 )
(Deposit) withdrawal tax and insurance escrow
    5,318  
Purchases of property and equipment
    (3,603 )
Net cash provided (used) by investing activities
    (1,620 )
         
Cash flows from financing activities:
       
Principal payments on long-term debt
    (4,002 )
Net cash provided (used) by financing activities
    (4,002 )
         
Net increase (decrease) in cash and equivalents
    24,591  
Cash and equivalents, beginning of year
    10,497  
         
Cash and equivalents, end of year
  $ 35,088  
         
Supplemental disclosures of cash flow information:
       
Cash paid during the year for:
       
Interest Expense
  $ 20,083  

 
See accompanying notes to financial statements.
 
 
 
8

 
9
SENECA FALLS EAST APARTMENTS COMPANY II, L.P.
RD PROJECT NO. 37-050-161505050
 
NOTES TO FINANCIAL STATEMENTS
 
DECEMBER 31, 2007
 
NOTE A - NATURE OF OPERATIONS
 
Seneca Falls East Apartments Company II, L.P. was formed as a Limited Partnership in November 1997 to purchase, renovate and operate Senaca Falls East Apartments, a low and moderate income housing project in Seneca Falls, New York. The apartments (32 units) were available for lease in November 1997.
 
NOTE B - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 
Basis of accounting
The Partnership prepares its financial statements on the accrual basis of accounting consistent with accounting principles generally accepted in the United States of America.
 
Estimates
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results may differ from those estimates.
 
Receivables
 
The Partnership considers receivables to be fully collectible; accordingly, no allowance for doubtful accounts is required. If accounts become uncollectible, they will be charged to operations when that determination is made.
 
Property and Equipment
 
Depreciation of the buildings is provided by the straight-line method over an estimated useful life of 40 years. Depreciation of the equipment and fixtures is provided for by the double declining balance method over the estimated useful lives of 5 to 7 years. Depreciation expense for the year ended December 31, 2007 was $35,107.
 
Rental Income
 
Rental income is recognized as rentals become due. Rental payments received in advance are deferred until earned. All leases between the Partnership and the tenants of the property are operating leases.
 
 
 
9

 
SENECA FALLS EAST APARTMENTS COMPANY II, L.P.
RD PROJECT NO. 37-050-161505050
 
NOTES TO FINANCIAL STATEMENTS
 
DECEMBER 31, 2007
 
NOTE B - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
 
Income Taxes
 
Since a partnership is not subject to income taxes, no provision for income taxes has been made in the accompanying financial statements. The taxable income or loss of the Partnership, however, is includable in the individual income tax returns of its respective partners.
 
Advertising Costs
 
Advertising costs, except for costs associated with direct-response advertising, are charged to operations when incurred. The costs of direct-response advertising are capitalized and amortized over the period during which future benefits are expected to be received.
 
NOTE C - RESTRICTED DEPOSITS AND FUNDED RESERVES
 
Tenant security deposits are held in a separate bank account in the name of the project. Interest earned on such deposits is credited to the individual tenants.
 
Restricted deposits and funded reserves are cash deposits, which have been placed into escrow accounts, and these deposits are not available for general business purposes.
 
All cash deposits are maintained in several banks located in New York State, which do not exceed and are insured by the Federal Deposit Insurance Corporation limits of $100,000.
 
NOTE D - ACCOUNTS RECEIVABLE
 
Accounts receivable at December 31, 2007 consists of the following:
 
Rent receivable
   $ 6,339  
Miscellaneous receivable
    309  
Total Accounts receivable
   $ 6,648  
 
 
 
10

 
 
SENECA FALLS EAST APARTMENTS COMPANY II, L.P.
RD PROJECT NO. 37-050-161505050
 
NOTES TO FINANCIAL STATEMENTS
 
DECEMBER 31, 2007
 
NOTE E - ACCOUNTS PAYABLE
 
Accounts payable at December 31, 2007 consists of the following:
 
Grounds maintenance
   $ 275  
Maintenance and repairs supplies
    150  
Total Accounts Payable
   $ 425  

 
NOTE F - MORTGAGES PAYABLE
 
The mortgage with Rural Development (RD) was restructured on April 29, 2002 and matures on April 29, 2028. It bears an annual interest rate of 6.75%. The mortgage is payable in principal and interest installments of $2,096 of which the Project pays $763 and Rural Development subsidizes the remaining $1,333. The mortgage is collateralized by the property and equipment.
 
In addition to the above mortgage, the Project received a subsequent loan from Rural Development on April 29, 1999, which was used to pay for the renovation of the project. The total amount of the loan is $535,821. On December 31, 1998, $489,267 was advanced with the remaining $46,554 being advanced in January 1999 (when amortization of the loan began). The loan matures on April 29, 2028, and is payable in principal and interest installments of $3,127 of which the Project pays $1,147 and Rural Development subsidizes the remaining $1,980. The mortgage is collateralized by the property and equipment.
 
Minimum principal payments of the mortgage are payable as follows:
 
Year ending December 31,
 
Original
   
Second
 
   
Mortgage
   
Mortgage
 
2008
  $ 1,718     $ 2,563  
2009
    1,838       2,741  
2010
    1,966       2,932  
2011
    2,103       3,136  
2012
    2,248       3,355  
Thereafter
    338,117       504,370  
    $ 347,990     $ 519,097  
 
Under the agreements with Rural Development, the Partnership is required to make monthly escrow deposits for taxes, insurance and a reserve for the replacement of project assets, and is subject to restrictions as to operating policies, rental charges, operating expenditures and distributions to partners.
 
 
 
11

 
 
SENECA FALLS EAST APARTMENTS COMPANY II, L.P.
RD PROJECT NO. 37-050-161505050
 
NOTES TO FINANCIAL STATEMENTS
 
DECEMBER 31, 2007
 
NOTE G - PARTNERS' CAPITAL
 
The Partners of Seneca Falls East Apartments Company II, L.P. and percentages of participation in profits and losses are as follows:
 
David R. Bacon
General Partner
0.005 %
Frank Salvatore, Jr.
General Partner
0.005 %
WNC Housing Tax Credit Fund IV, L.P.
Limited Partner
99.980 %
WNC Housing, L.P.
Special Limited Partner
0.010 %
 
Distributions to the partners in any one fiscal year are limited by Rural Development to $9,730, which is 8.0% of the initial equipment investment of $121,625. Distributions refer to any withdrawals of cash or other assets of the project. If there is insufficient cash flow to allow a partner distribution in any particular year, that distribution can be made up only in the next year.
 
Return to Owner
 
In accordance with the Loan Agreement, the annual return to owner is as follows:
 
Maximum Return to Owner
  $ 9,730  
Budgeted Return to Owner
  $ -  
Return to Owner Paid:
       
Investor Asset Management Fee
  $ -  
Partnership Management Fee
    -  
General Partner Distribution
    -  
Limited Partner Distribution
    -  
    $ -  

 
NOTE H - CASH FLOWS INFORMATION
 
The Partnership considers all short-term investments with an original maturity of three months or less to be cash equivalents. There were no cash equivalents at December 31, 2007.
 
Cash paid for interest expense in 2007 was $20,083. Cash paid for income taxes in 2007 was $0.
 
 
 
12

 
 
SENECA FALLS EAST APARTMENTS COMPANY II, L.P.
RD PROJECT NO. 37-050-161505050
 
NOTES TO FINANCIAL STATEMENTS
 
DECEMBER 31, 2007
 
NOTE I - IDENTITIES OF INTEREST
 
Management Agreement
 
The management of the property is being provided for by Two Plus Four Management Company, Inc. under the direction of Mr. David R. Bacon.
 
There is an identity of interest in that Mr. David R. Bacon is the Principal Stockholder in Two Plus Four Management Company, Inc. and a General Partner in Seneca Falls East Apartments Company II, L.P. Amounts paid to related companies are either regulated by an agreement or approved by Rural Development to comply with Rural Development requirements concerning identity of interest situations.
 
The amounts paid to Two Plus Four Management Company, Inc. during 2007 were as follows:
 
Payroll, payroll taxes and benefits
  $ 21,131  
Bookkeeping / Accounting fee
    1,855  
Management fee
    17,437  
Total
  $ 40,423  
 
Management Fee Calculation

The management fee is based on a fee per unit occupied by tenants during the month.
 
Total Qualified Units (32 units x 12 months)
    384  
Less: Vacancies
    13  
Total Occupied Units
    371  
Fee per unit (Effective January 2007)
  $ 52  
Management Fee Expense
  $ 19,292  

 
Asset Management Fee
 
The Partnership paid an asset management fee to WNC Housing Tax Credit Fund, IV, L.P. (a Limited Partner) of $0 in 2007.
 
 
13

 
 
SENECA FALLS EAST APARTMENTS COMPANY II, L.P.
RD PROJECT NO. 37-050-161505050
 
NOTES TO FINANCIAL STATEMENTS
 
DECEMBER 31, 2007
 
NOTE I - IDENTITIES OF INTEREST (CONTINUED)
 
Developers' Fee
 
Mr. David R. Bacon is owed an additional fee of $13,181 as of December 31, 2007. The developers' fee is paid from non-operating cash or out of distributions to partners.
 
Distributions
 
The Partnership paid no cash distributions in 2007.
 
NOTE J - INSURANCE
 
The Partnership maintains insurance coverage as follows:
 
   
Deductible
   
Coverage
 
Property Coverage on Buildings
  $ 2,500     $ 1,707,273  
Comprehensive Business Liability
 
None
      5,000,000  
Fidelity / Employee Dishonesty
  $ 5,000       500,000  
 
NOTE K - CURRENT VULNERABILITY DUE TO CERTAIN CONCENTRATIONS
 
The Partnership's sole asset is a 32-unit apartment project. The Partnership's operations are concentrated in the multi-family real estate market. In addition, the Partnership operates in a heavily regulated environment. The operations of the project are subject to the administrative directives, rules, and regulations of Federal, State, and local regulatory agencies. Such administrative directives, rules, and regulations are subject to change by an act of Congress or an administrative change mandated by Federal, State, and local regulatory agencies. Such changes may occur with little notice or inadequate funding to pay for the related cost, including the additional burden to comply with a change.
 
NOTE L - CONTINGENCY
 
The Partnership's low-income housing credits are contingent on its ability to maintain compliance with applicable sections of Internal Revenue Code Section 42. Failure to maintain compliance with occupant eligibility, and/or unit gross rent or to correct noncompliance within a specified time period could result in the recapture of tax credits previously taken plus interest. In addition, such potential noncompliance may require an adjustment to the contributed capital by the Limited Partners.
 
 
 
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SUPPLEMENTAL INFORMATION
 
 
 
 
 
 
15

 
 
PAILET, MEUNIER AND LEBLANC, L.L.P.
Certified Public Accountants
 
 Management Consultants
 
 
 
INDEPENDENT AUDITORS' REPORT ON INFORMATION
ACCOMPANYING THE BASIC FINANCIAL STATEMENTS
 
To the Partners
Seneca Falls East Apartments Company II, L.P.
 
Our audit of the 2007 financial statements presented in the preceding section of this report was for the purpose of forming an opinion on such financial statements taken as a whole. The accompanying information shown on the following pages 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 audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the 2007 basic financial statements taken as a whole.
 
/s/ PAILET, MEUNIER AND LEBLANC, L.L.P.
 
Metairie, Louisiana
March 1, 2008
 
 
 
 
 
 
 
 
 
3421 N. Causeway Blvd., Suite 701. Metairie, LA 70002Telephone (504) 837-0770. Fax (504) 837-7102
Member of
IGAF Worldwide - Member Firms in Principal Cities . PCAOB - Public Company Accounting Oversight Board
AICPA Centers . Center for Public Company Audit Firms (SEC)
Governmental Audit Quality Center . Private Companies Practice Section (PCPS)
 
 
 
16

 
SENECA FALLS EAST APARTMENTS COMPANY II, L.P.
RD PROJECT NO. 37-050-161505050
 
SUPPLEMENTAL INFORMATION
 
FOR THE YEAR ENDED DECEMBER 31, 2007
 
A.
SCHEDULES OF OPERATING AND MAINTENANCE, UTILITIES, ADMINISTRATIVE, TAXES AND INSURANCE
 
Operating and Maintenance:
 
2007
 
Maintenance and Repairs Payroll
  $ 14,306  
Maintenance and Repairs Supply
    1,932  
Maintenance and Repairs Contract
    1,188  
Snow removal
    2,077  
Painting and Decorating
    236  
Ground Maintenance
    524  
Services / exterminating
    713  
Capital Expenditures - Reserve
    6,751  
Total
  $ 27,727  
         
Utilities:
       
Electricity
  $ 5,375  
Water
    7,311  
Garbage and Trash Removal
    3,448  
Sewerage
    7,311  
Gas
    5,914  
Total
  $ 29,359  
         
Administrative:
       
Accounting and Bookkeeping
  $ 1,855  
Project Auditing Expenses
    4,900  
Advertising
    79  
Telephone
    1,844  
DHCR monitory fee
    1,380  
Miscellaneous administrative
    608  
Bad Debts
    1,112  
Office Expenses
    1,107  
Training Expenses
    82  
Total
  $ 12,967  
 
 
 
 
17

 
SENECA FALLS EAST APARTMENTS COMPANY II, L.P.
RD PROJECT NO. 37-050-161505050
 
SUPPLEMENTAL INFORMATION
 
 
FOR THE YEAR ENDED DECEMBER 31, 2007
 
Taxes and Insurance:
 
2007
 
Real Estate Taxes
  $ 38,704  
Employee benefits and health insurance
    1,354  
Payroll taxes
    4,630  
Workers' compensation
    841  
Property and Liability Insurance
    6,405  
Total
  $ 51,934  
 
 
 
18

 
PAILET, MEUNIER AND LEBLANC, L.L.P.
Certified Public Accountants
Management Consultants
 
INDEPENDENT AUDITORS' REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING
AND ON COMPLIANCE AND OTHER MATTERS BASED ON AN AUDIT OF FINANCIAL
STATEMENTS PERFORMED IN ACCORDANCE WITH GOVERNMENT AUDITING STANDARDS
 
To the Partners
Seneca Falls East Apartments Company II, L.P.
East Syracuse, New York
 
We have audited the financial statements of Seneca Falls East Apartments Company II, L.P. as of and for the year ended December 31, 2007 and have issued our report thereon dated March 1, 2008. We conducted our audit in accordance with auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States.
 
Internal Control Over Financial Reporting
 
In planning and performing our audit, we considered Seneca Falls East Apartments Company II, L.P.'s internal control over financial reporting as a basis for designing our auditing procedures for the purpose of expressing our opinion on the financial statements, but not for the purpose of expressing an opinion on the effectiveness of the Partnership's internal control over financial reporting. Accordingly, we do not express an opinion on the effectiveness of the Partnership's internal control over financial reporting.
 
A control deficiency exists when the design or operation of a control does not allow management or employees, in the normal course of performing their assigned functions, to prevent or detect misstatements on a timely basis. A significant deficiency is a control deficiency, or combination of control deficiencies, that adversely affects the Partnership's ability to initiate, authorize, record, process, or report financial data reliably in accordance with generally accepted accounting principles such that there is more than a remote likelihood that a misstatement of the Partnership's financial statements that is more than inconsequential will not be prevented or detected by the Partnership's internal control.
 
A material weakness is a significant deficiency, or combination of significant deficiencies, that results in more than a remote likelihood that a material misstatement of the financial statements will not be prevented or detected by the Partnership's internal control.
 
Our consideration of internal control over financial reporting was for the limited purpose described in the first paragraph of this section and would not necessarily identify all deficiencies in internal control that might be significant deficiencies or material weaknesses. We did not identify any deficiencies in internal control over financial reporting that we consider to be material weaknesses, as defined above.
 
 
3421 N. Causeway Blvd., Suite 701. Metairie, LA 70002Telephone (504) 837-0770. Fax (504) 837-7102
Member of
IGAF Worldwide - Member Firms in Principal Cities . PCAOB - Public Company Accounting Oversight Board
AICPA Centers . Center for Public Company Audit Firms (SEC)
Governmental Audit Quality Center . Private Companies Practice Section (PCPS)
 
19

 
 
 
Compliance and Other Matters
 
As part of obtaining reasonable assurance about whether Seneca Falls East Apartments Company II, L.P.'s financial statements are free of material misstatement, we performed tests of its compliance with certain provisions of laws, regulations, contracts, and grant agreements, noncompliance with which could have a direct and material effect on the determination of financial statement amounts. However, providing an opinion on compliance with those provisions was not an objective of our audit, and accordingly, we do not express such an opinion. The results of our tests disclosed no instances of noncompliance that are required to be reported under Government Auditing Standards.
 
This report is intended for the information and use of the partners, management and the United States Department of Agriculture, Rural Housing Services and is not intended to be and should not be used by anyone other than these specific parties.
 
/s/  PAILET MEUNIER AND LEBLANC, L.L.P.
  
Metairie, Louisiana
March 1, 2008
 
 
 
 
 
 
 
 
 
 
 
 
20