UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
[X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1997
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from _________ to ________.
Commission File Number 0-7761
URBAN IMPROVEMENT FUND LIMITED 1973
(Exact name of registrant as specified in its charter)
California 95-6442510
State or other jurisdiction of (I.R.S. Employer
incorporation or organization Identification No.)
1201 Third Avenue, Suite 5400, Seattle, Washington 98101 3076
(Address of principal executive offices) (ZIP code)
Registrant's telephone number, including area code: (206) 622-9900
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 and (2) has been subject to such filing
requirements for the past 90 days. Yes X No .
PART I FINANCIAL INFORMATION
Item 1 Financial Statements
BALANCE SHEETS
URBAN IMPROVEMENT FUND LIMITED 1973
(A Limited Partnership)
ASSETS
March 31, December 31,
1997 1996
Cash $ 163,175 $ 271,692
Investments in and advances to Local
Limited Partnerships accounted for
on the equity method 3,818,240 3,469,756
$3,981,415 $3,741,448
LIABILITIES AND PARTNERS' CAPITAL
Accounts payable $ 6,964 $ 556
Distribution payable 1,634 1,634
Management fee payable 28,387 90,510
36,985 92,700
Partners' Capital:
General Partner 621 Partnership units
authorized, issued and outstanding 197,200 182,416
Limited Partners 11,811 Partnership
units authorized, issued and outstanding 3,747,230 3,466,332
3,944,430 3,648,748
Total Liabilities and Partners' Capital $3,981,415 $3,741,448
Unaudited. See accompanying notes.
CAPITALIZATION AND PARTNERS CAPITAL
URBAN IMPROVEMENT FUND LIMITED 1973
(A Limited Partnership)
March 31, December 31,
1997 1996
General Partner Interest 621
Partnership units issued
and outstanding $ 621,316 $ 621,316
Limited Partners' Interest 11,811
Partnership units issued and
outstanding 11,811,000 11,811,000
12,432,316 12,432,316
Offering Expenses (1,250,836) (1,250,836)
Distributions to partners (1,448,178) (1,448,178)
Accumulated loss through
December 31, 1996 (6,084,554) (6,084,554)
Income for the three month period ended
March 31, 1997 295,682 -0-
(5,788,872) (6,084,554)
Partners' Capital at End of Period $ 3,944,430 $ 3,648,748
Unaudited. See accompanying notes.
STATEMENTS OF INCOME
URBAN IMPROVEMENT FUND LIMITED 1973
(A Limited Partnership)
For the Three-Month
Period Ended
March 31,
1997 1996
Revenues $ 2,438 $ 1,504
Cost and expenses:
Professional fees 6,963 7,899
Management fee 15,000 15,000
Other expense 1,276 -0-
Amortization 2,526 2,386
25,765 25,285
Loss before equity in income
of Local Limited Partnerships (23,327) (23,781)
Equity in income of Local
Limited Partnerships 319,009 274,076
Net income $ 295,682 $ 250,295
Allocation of net income:
Net income allocated to
General Partner $ 14,784 $ 12,515
Net income allocated to
Limited Partners 280,898 237,780
$ 295,682 $ 250,295
Net income allocated to Limited
Partners per Limited Partnership
Unit (11,811 units outstanding at
March 31, 1997 and 1996) $ 24 $ 20
Unaudited. See accompanying notes.
STATEMENTS OF CASH FLOWS
URBAN IMPROVEMENT FUND LIMITED 1973
(A Limited Partnership)
For the Three-Month
Period Ended
March 31,
1997 1996
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 295,682 $ 250,295
Adjustments to reconcile net income
to net cash used by operating activities:
Amortization 2,526 2,386
Equity in income of local limited
partnerships (319,009) (274,076)
Increase (decrease) in accounts payable,
management fees payable and payable
to affiliates (55,716) 6,963
Total adjustments (372,199) (264,727)
Net cash provided (used) by operating
activities (76,517) (14,432)
CASH FLOWS FROM INVESTING ACTIVITIES:
Net advances paid by (to) local limited
partnerships (32,000) 7,436
Net cash provided (used) by investing
activities (32,000) 7,436
NET INCREASE (DECREASE) IN CASH AND
CASH EQUIVALENTS (108,517) (6,996)
CASH BALANCE AT BEGINNING OF PERIOD 271,692 130,115
CASH BALANCE AT END OF PERIOD $ 163,175 $ 123,119
Unaudited. See accompanying notes.
NOTES TO SUMMARIZE FINANCIAL INFORMATION
March 31, 1997
URBAN IMPROVEMENT FUND LIMITED 1973
(A Limited Partnership)
Note 1 Organization Urban Improvement Fund Limited 1973 (the Partnership)
was formed under the California Uniform Limited Partnership Act on February 2,
1973, for the principal purpose of investing in other limited partnerships
(Local Limited Partnerships), which own federal and state-assisted housing
projects. The Partnership issued 11,811 units of limited partnership
interest pursuant to a public offering of such units which terminated in
October, 1973. The General Partner, Interfinancial Real Estate Management
Company invested $621,316.
The Urban Improvement Fund Limited 1973 prospectus, dated June 27, 1973,
specified that the General Partner has approximately five percent interest in
profits, losses and special allocations, and the limited partners will share the
remaining interest in profits, losses and special allocations in proportion to
their respective units of limited partnership interests.
Note 2 Method of Accounting Initial rent-up fees paid by the Partnership to
the General Partner, deducted when paid for income tax purposes, are capitalized
as acquisition costs of the Local Limited Partnerships for financial reporting
purposes. hese costs and other costs of acquisition are amortized using the
straight-line method over the lives (twenty to forty years) of the Local
Limited Partnership Properties. Amortization is discontinued when the
investment is reduced to zero. Repayment of advances and cash distributions
by the Local Limited Partnerships, after the Partnership investment has been
reduced to zero, are recognized as income by the Partnership in the period
received. Additional advances to Local Limited Partnership, after an
investment is reduced to zero, are recognized as losses in the period paid.
The unaudited interim financial statements furnished in this report reflect all
adjustments which are, in the opinion of management, necessary to a fair
statement of the results for the interim periods presented. All such
adjustments are of a normal recurring nature.
Taxes on Income
No provision for taxes on income has been recorded, since all taxable income or
loss of the Partnership is allocated to the partners for inclusion in their
respective tax returns.
Cash Equivalents
Marketable securities that are highly liquid and have maturities of three months
or less at the date of purchase are classified as cash equivalents.
Note 3 Management of Urban Improvement Fund Limited 1973 Under the terms
of the Limited Partnership Agreement, the Partnership is required to pay the
General Partner an annual management fee equal to one-quarter of one percent of
invested assets or $133,770 (the fee will not be more than fifty percent of the
Partnership's annual net cash flow as defined, subject to an annual minimum of
$60,000). The Partnership will also pay the General Partner a liquidation fee
for the sale of projects.
The General Partner of the Partnership is a corporation in which Paul H. Pfleger
has a majority interest. Partnership Services, Inc. (PSI), another corporation
in which Paul H. Pfleger is a majority shareholder, has contracted with the
General Partner and the Partnership to provide certain management and other
services in any projects in which the Partnership has an interest. In
addition, as shown in the following table, PSI has become the General Partner
in fourteen of the Local Limited Partnerships in which the Partnership has
investments:
Date PSI Became
Local Limited Partnerships General Partner
Antonia Manor April 1975
Glenn Arms Associates April 1975
Hedin House Associates December 1978
Himbola Manor January 1980
Maria Manor April 1975
Marlton Manor Associates April 1975
OGO Associates of Los Arboles August 1976
OGO Associates of Mountclef August 1976
Sheridan Manor IV March 1975
Sheridan Manor X March 1975
The Alexander April 1975
WOGO Associates of Carondelet August 1976
WOGO Associates of Fresno August 1976
W Street Associates December 1977
Note 4 Investments in Local Limited Partnerships As of March 31, 1997 and
December 31, 1996, the Partnership has investments in nineteen active real
estate Limited Partnerships (Local Limited Partnerships), which are accounted
for on the equity method. The investment account represents the sum of the
capital investment and unamortized costs of acquisitions less the Partnership's
share in losses since the date of acquisition. The Partnership discontinues
recognizing losses and amortizing cost of acquisition under the equity method
when the investment in a particular Local Limited Partnership is reduced to
zero, unless the Partnership intends to commit additional funds to the Local
Limited Partnership.
The investments in Local Limited Partnerships are comprised of:
March 31, 1997 December 31, 1996
Capital contributions $ 6,445,579 $ 6,445,579
Distributions (2,122,155) (2,122,155)
Equity in losses (2,184,840) (2,503,849)
Advances 705,363 673,363
Unamortized costs of acquisitions 974,293 976,818
$ 3,818,240 $ 3,469,756
Item 2 Management's Discussion and Analysis of Financial Condition and Results
of Operations.
The Partnership has followed the practice of investing available funds not used
in the purchase of properties or in operations into short-term investments.
Revenue resulted from such short-term investments. The Partnership is
dependent upon interest earned and the distributions and repayment of
advances from Local Limited Partners for cash flow. The Partnership advanced
funds to selected partnerships in prior years. The General Partner does not
believe these net advances will significantly affect the operations of the
Partnership.
Under the terms of the Limited Partnership Agreement, the Partnership is
required to pay the General Partner an annual management fee equal to
one-quarter of one percent of invested assets or $133,770 (the fee will not
be more than fifty percent of the Partnership's annual net cash flow as
defined, subject to an annual minimum of $60,000). The Partnership recorded
management fee expense of $15,000 for the quarter ended March 31, 1997 and 1996.
The components of the Partnership's equity in net income (loss) of the Local
Limited Partnerships for March 31, 1997 and 1996, is summarized as follows:
For the Three Month
Period Ended
March 31,
1997 1996
Repayment from (advances to) partnerships
with zero investment
OGO Associates of Los Arboles $ -0- $ 9,907
OGO Associates of Mountclef -0- (62)
Sheridan Manor X -0- (4)
WOGO Associates of Carondelet -0- (30)
WOGO Associates of Fresno -0- (257)
-0- 9,554
Income from investments with non-
zero investment:
The Alexander 87,659 80,670
Antonia Manor 55,484 35,908
Glenn Arms 29,179 -0-
Hedin Associates 11,924 3,195
Maria Manor 64,757 52,865
Marlton Manor, Ltd. 56,032 79,504
Sheridan IV 13,974 12,380
319,009 264,522
$ 319,009 $ 274,076
PART II OTHER INFORMATION
Items 1 through 5 not applicable Item 6 Exhibits and Reports on Form 8-K
a) None
b) The registrant has not filed a report on Form 8-K during the quarter
ending March 31, 1997.
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.
URBAN IMPROVEMENT FUND LIMITED 1973
(Registrant)
By: Interfinancial Real Estate Management Company, General Partner
Date: 08-25-97
By: Michael Fulbright, Secretary
Date: 08-25-97
(Signature)
By: John M. Orehek, Senior Vice President
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<PERIOD-TYPE> 3-MOS 12-MOS
<FISCAL-YEAR-END> DEC-31-1997 DEC-31-1996
<PERIOD-END> MAR-31-1997 DEC-31-1996
<CASH> 163,175 271,692
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<BONDS> 0 0
0 0
0 0
<COMMON> 0 0
<OTHER-SE> 3,944,430 3,648,748
<TOTAL-LIABILITY-AND-EQUITY> 3,981,415 3,741,448
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<TOTAL-REVENUES> 2,438 1,504
<CGS> 0 0
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<OTHER-EXPENSES> 25,765 25,285
<LOSS-PROVISION> 0 0
<INTEREST-EXPENSE> 0 0
<INCOME-PRETAX> 295,682 250,295
<INCOME-TAX> 295,682 250,295
<INCOME-CONTINUING> 0 0
<DISCONTINUED> 0 0
<EXTRAORDINARY> 0 0
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<NET-INCOME> 295,682 250,295
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