<PAGE>
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, 1995
[ ] 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 0-10430
DE ANZA PROPERTIES - XII, LTD.
(Exact name of registrant as specified in its charter)
CALIFORNIA 95-3601367
(State or other jurisdiction of (IRS Employer Iden-
incorporation or organization) tification Number)
9171 WILSHIRE BOULEVARD, SUITE 627
BEVERLY HILLS, CALIFORNIA 90210
(Address of principal executive offices, including zip code)
(310) 550-1111
(The registrant's telephone number, including area code)
NO CHANGE
(Former name, former address and former fiscal year,
if changed since last report)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the 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
----- ----
Pursuant to the Securities Exchange Act of 1934 Release 15502 and Rule
240.0-3(b) (17 CFR 240.0-3(b)), the pages of this document have been numbered
sequentially. The total number of pages contained herein is 16.
1
<PAGE>
TABLE OF CONTENTS
-----------------
PART I. FINANCIAL INFORMATION
- - ------ ---------------------
ITEM 1. FINANCIAL STATEMENTS
Balance Sheets 3
Statements of Operations 5
Statements of Changes in Partners'
Capital (Deficit) 6
Statements of Cash Flows 7
Notes to Financial Statements 9
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF
OPERATIONS 13
PART II. OTHER INFORMATION 15
- - ------- -----------------
2
<PAGE>
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
DE ANZA PROPERTIES - XII, LTD.
(A Limited Partnership)
Balance Sheets
(Unaudited)
<TABLE>
<CAPTION>
March 31, December 31,
1995 1994
----------- -------------
<S> <C> <C>
ASSETS
CASH - including restricted cash of $230,097 at
March 31, 1995 and December 31, 1994 - Note 1 $ 903,668 $ 912,914
ACCOUNTS RECEIVABLE 11,908 254,057
PREPAID EXPENSES 28,053 45,605
----------- ----------
943,629 1,212,576
----------- ----------
NOTES RECEIVABLE - Note 5 486,361 488,026
----------- ----------
PROPERTY AND EQUIPMENT - Notes 2, 5 and 6
Land 1,184,605 1,184,605
Land improvements 3,041,653 2,901,226
Buildings and improvements 9,933,168 9,933,168
Furniture and equipment 430,209 426,637
----------- -----------
14,589,635 14,445,636
Less accumulated depreciation 6,046,289 5,900,220
----------- -----------
8,543,346 8,545,416
----------- -----------
OTHER ASSETS
Loan costs - less accumulated amortization
of $8,652 and $7,030 at March 31, 1995
and December 31, 1994, respectively 88,682 90,304
Other 5,341 5,341
---------- -----------
94,023 95,645
---------- -----------
$10,067,359 $10,341,663
----------- -----------
----------- -----------
<FN>
See accompanying notes to financial statements
</TABLE>
3
<PAGE>
DE ANZA PROPERTIES - XII, LTD.
(A Limited Partnership)
Balance Sheets (Continued)
(Unaudited)
<TABLE>
<CAPTION>
March 31, December 31,
1995 1994
---------- ------------
<S> <C> <C>
LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)
ACCOUNTS PAYABLE AND ACCRUED EXPENSES
(including $7,120 and $27,938 due to
related parties at March 31, 1995
and December 31, 1994, respectively) $ 278,190 $ 439,431
DEPOSITS AND ADVANCE RENTALS 71,091 70,066
DEFERRED GAIN ON SALE - Note 6 230,097 230,097
MANAGEMENT AND CONDOMINIUM CONVERSION
FEES PAYABLE TO AFFILIATE - Note 3 711,262 682,583
SECURED NOTES PAYABLE - Note 2 4,269,794 4,278,706
---------- ----------
5,560,434 5,700,883
---------- ----------
PARTNERS' CAPITAL (DEFICIT)
General partners (1,647,714) (1,654,328)
Limited partners, 22,719 units issued
and outstanding 6,154,639 6,295,108
---------- ----------
4,506,925 4,640,780
---------- ----------
$10,067,359 $10,341,663
----------- -----------
----------- -----------
<FN>
See accompanying notes to financial statements
4
</TABLE>
<PAGE>
DE ANZA PROPERTIES - XII, LTD.
(A Limited Partnership)
Statements of Operations
(Unaudited)
<TABLE>
<CAPTION>
Three Months Three Months
Ended Ended
March 31, March 31,
1995 1994
----------- ------------
<S> <C> <C>
INCOME
Rent $559,483 $ 695,486
Interest 14,490 17,252
Utilities income - 12,221
Other 5,691 10,612
Gain on sale of property and equipment
- Note 5
- 69,016
-------- --------
579,664 804,587
-------- --------
EXPENSES
Depreciation and amortization 147,691 203,081
Interest 74,610 131,186
Salaries (including $4,309 and $7,279
paid to related parties in 1995 and
1994, respectively) - Note 3 40,686 111,132
Utilities expense 48,479 78,125
Professional fees and services
(including $21,467 and $22,188 paid
to related parties in 1995 and 1994,
respectively) - Note 3 36,241 54,735
Maintenance, repairs and supplies 56,176 57,812
Other 13,632 76,032
Real estate taxes 41,359 56,445
Management fees accrued to related
parties - Note 3 28,679 35,302
Payroll taxes and employee benefits 8,720 25,140
Insurance 17,246 13,907
Uninsured loss from earthquake damage
- Note 7 - 156,496
-------- --------
513,519 999,393
-------- --------
NET INCOME (LOSS) $ 66,145 $(194,806)
-------- ----------
-------- ----------
NET INCOME (LOSS)
GENERAL PARTNERS $6,614 $(29,221)
-------- ----------
-------- ----------
LIMITED PARTNERS $59,531 $(165,585)
-------- ----------
-------- ----------
INCOME (LOSS) PER 1% GENERAL
PARTNER INTEREST - Note 4 $66.14 $(292.21)
-------- ----------
-------- ----------
INCOME (LOSS) PER LIMITED
PARTNERSHIP UNIT - Note 4 $2.62 $(7.29)
--------- ----------
--------- ----------
<FN>
See accompanying notes to financial statements
</TABLE>
5
<PAGE>
DE ANZA PROPERTIES - XII, LTD.
(A Limited Partnership)
Statements of Changes in Partners' Capital (Deficit)
(Unaudited)
For the Three Months Ended March 31, 1995 and
For the Year Ended December 31, 1994
<TABLE>
<CAPTION>
General Limited
Total Partners Partners
---------- ------------ ------------
<S> <C> <C> <C>
BALANCE - January 1, 1994 $ 6,618,974 $ (1,580,649) $ 8,199,623
DISTRIBUTIONS TO PARTNERS (1,487,000) - (1,487,000)
NET LOSS - for the year
ended December 31, 1994
- Note 4 (491,194) (73,679) (417,515)
---------- ----------- -----------
BALANCE - December 31,
1994 4,640,780 (1,654,328) 6,295,108
DISTRIBUTIONS TO PARTNERS (200,000) - (200,000)
NET INCOME - for the three
months ended March 31,
1995 - Note 4 66,145 6,614 59,531
------------ ------------ ------------
BALANCE - March 31, 1995 $ 4,506,925 $(1,647,714) $ 6,154,639
------------ ------------- -------------
------------ ------------- -------------
</TABLE>
See accompanying notes to financial statements.
6
<PAGE>
DE ANZA PROPERTIES - XII, LTD.
(A Limited Partnership)
Statements of Cash Flows
(Unaudited)
<TABLE>
<CAPTION>
Three Months Three Months
Ended Ended
March 31, March 31,
1995 1994
------------- ------------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Gross rents received from real estate
operations $ 816,401 $ 738,430
Cash paid to suppliers and employees
(including $26,909 and $31,513
paid to related parties in 1994
and 1993, respectively) (411,742) (546,151)
Interest paid (73,544) (86,404)
Interest income received 14,460 19,134
------------ -----------
Net cash provided by
operating activities 345,575 125,009
------------ -----------
CASH FLOWS FROM INVESTING ACTIVITIES
Additions to property and equipment (143,999) (56,174)
Payments received on notes receivable 1,665 54,494
Sales and closing costs (3,575) (28,973)
Proceeds from sale of property and
equipment - 81,413
------------ -----------
Net cash provided by (used in)
investing activities (145,909) 50,760
------------ -----------
CASH FLOWS FROM FINANCING ACTIVITIES
Distributions to partners (200,000) -
Principal payments on secured
notes payable (8,912) (20,845)
----------- -----------
Net cash used in
financing activities (208,912) (20,845)
------------ -----------
NET INCREASE (DECREASE) IN CASH AND CASH
EQUIVALENTS (9,246) 154,924
CASH AND CASH EQUIVALENTS:
BALANCE AT BEGINNING OF PERIOD 912,914 1,044,715
------------ -----------
BALANCE AT END OF PERIOD $ 903,668 $1,199,639
------------ -----------
------------ -----------
</TABLE>
See accompanying notes to financial statements
7
<PAGE>
DE ANZA PROPERTIES - XII, LTD.
(A Limited Partnership)
Statements of Cash Flows (Continued)
(Unaudited)
<TABLE>
<CAPTION>
Three Months Three Months
Ended Ended
March 31, March 31,
1995 1994
------------ ------------
<S> <C> <C>
RECONCILIATION OF NET INCOME (LOSS) TO NET
CASH PROVIDED BY OPERATING ACTIVITIES
Net income (loss) $ 66,145 $(194,806)
Adjustments to reconcile net income
(loss) to net cash provided by
operating activities
Depreciation and amortization 147,691 203,081
Gain on sale of property
and equipment - (69,016)
Changes in operating assets and
liabilities
Decrease in accounts receivable 242,149 28,545
Decrease in prepaid expenses 17,552 11,554
Decrease in mobile homes held
for resale - 7,488
Increase (decrease) in accounts payable
and accrued expenses (157,666) 121,939
Increase (decrease) in deposits and
advance rentals 1,025 (19,311)
Increase in management and
condominium conversion fee
payable to affiliate 28,679 35,535
----------- -----------
Net cash provided by
operating activities $ 345,575 $ 125,009
----------- -----------
----------- -----------
<FN>
SUPPLEMENTAL DISCLOSURE
- - -----------------------
During the three months ended March 31, 1994, the lender deferred two months of note payments on the Warner Oaks note. The accrued
and unpaid interest of $40,236 has been added to the principal balance (see Notes 2 and 7).
</TABLE>
See accompanying notes to financial statements.
8
<PAGE>
DE ANZA PROPERTIES - XII, LTD.
(A Limited Partnership)
Notes to Financial Statements
(Unaudited)
March 31, 1995 and December 31, 1994 and
For the Three Months Ended March 31, 1995 and 1994
NOTE 1 - BASIS OF PRESENTATION
The accompanying financial statements have been prepared in
accordance with generally accepted accounting principles for
interim financial information and with the instructions to
Form 10-Q and Regulation S-X. Accordingly, they do not
include all of the information and footnotes required by
generally accepted accounting principles for complete
financial statements. In the opinion of management, all
adjustments (consisting of normal recurring accruals) have
been included. Operating results during the three months
ended March 31, 1995 are not necessarily indicative of the
results that may be expected for the year ending December
31, 1995. For further information, refer to the financial
statements and footnotes thereto included in the
Partnership's annual report on Form 10-K for the year ended
December 31, 1994.
CASH AND CASH EQUIVALENTS
The Partnership invests its cash not needed for working
capital in highly liquid short-term investments primarily
consisting of money market funds and certificates of deposit
with original maturities ranging generally from one to three
months. The Partnership considers all such items to be cash
equivalents.
NOTE 2 - SECURED NOTES PAYABLE
Secured notes payable at March 31, 1995 and December 31,
1994 consisted of:
<TABLE>
<CAPTION>
March 31, December 31,
1995 1994
---------- ------------
<S> <C> <C>
Note collateralized by a first trust
deed, payable in monthly
installments of $26,476, including
interest until December 15, 1994.
Thereafter, the monthly payment
changes annually on each December
15th. Interest accrued at 6.25%
until February 15, 1994, and
thereafter, floats at 2.5% over the
FHLB's 11th District Cost of Funds index,
not to exceed 12.9%,adjusted monthly.
Unpaid principal and interest are due
November 15, 2008. The interest rate in
effect at March 31, 1995 and December 31,
1994 was 7.247% and 6.69%, respectively. $4,269,794 $4,278,706
---------- ----------
---------- ----------
</TABLE>
Due to the Northridge earthquake on January 17, 1994, the
lender for the Warner Oaks note agreed to a deferment
of two months of note payments. The accrued and unpaid
interest of $40,236 has been added to the principal
balance (see Note 7).
9
<PAGE>
DE ANZA PROPERTIES - XII, LTD.
(A Limited Partnership)
Notes to Financial Statements (Continued)
(Unaudited)
March 31, 1995 and December 31, 1994 and
For the Three Months Ended March 31, 1995 and 1994
NOTE 3 - TRANSACTIONS WITH RELATED PARTIES
Pursuant to a management agreement dated October 1, 1985, as
amended, De Anza Assets, Inc., a former affiliate of the
operating general partner, was accrued a management fee in the
amount of 5% of the annual gross receipts from the operations of
the Partnership's properties. The payment of this fee is
subordinated to the prior distribution to the limited partners of
7% of their adjusted capital contributions each year and is
noncumulative except in the case of a sale, refinancing or other
disposition of the Partnership's properties. In that case, the
difference between the management fee actually paid and the
management fee that would have been paid if it were not
subordinated is payable out of proceeds of the sale, refinancing
or other disposition after payment of the limited partners'
priority return and capital contribution and the general
partners' incentive interest. However, management fees payable
subsequent to a consummated refinancing are not subordinated to
the limited partners' priority return to the extent the
subordination would have been caused by increased debt service
charges. At March 31, 1995 and December 31, 1994, cumulative
accrued fees of $633,453 and $604,774, respectively, have been
subordinated and are included in management and condominium
conversion fees payable to affiliate as reflected in the balance
sheets. Management fees of $35,302 were accrued during the three
months ended March 31, 1994 to De Anza Assets Inc. Shortly
before the sale to MHC, De Anza Assets, Inc. assigned its rights
to receive these fees to the Gelfand Family Trust.
On August 18, 1994, subsequent to the sale of the Mark and the
property management business of De Anza Group, Inc. (DAG), as
discussed in Note 6, the property management of Warner Oaks and
the two remaining spaces at San Luis Bay was assumed by Terra
Vista Management, Inc. (Terra Vista) by assignment of the
management agreement from De Anza Assets, Inc. Terra Vista is
wholly owned by Michael D. Gelfand, president of the operating
general partner (OGP) and the son of Herbert M. Gelfand. Herbert
M. Gelfand, together with Beverly Gelfand is the sole shareholder
of the OGP and an individual general partner. Management fees of
$28,679 were accrued to Terra Vista during the three months ended
March 31, 1995 and are subordinated as described above.
Pursuant to the Partnership Agreement, a condominium conversion
fee equal to 1% of the sales price of the San Luis Bay homesites
sold is due to an affiliate of the OGP (see Note 5). Payment of
this fee has been deferred according to the Partnership
Agreement's requirement regarding subordination to payment of the
limited partners' priority return, the general partners'
incentive interest and deferred management fees. At March 31,
1995 and December 31, 1994, cumulative accrued conversion fees of
$77,809 have been subordinated and included in management and
condominium conversion fees payable to affiliate. Shortly before
the sale to MHC, De Anza Assets, Inc. assigned its rights to
receipt of these fees to the Gelfand Family Trust.
In addition, Terra Vista or an affiliate of the OGP was paid
$26,909 and DAG or a wholly owned subsidiary was paid $31,513 for
the three months ended March 31, 1995 and 1994, respectively, for
performing bookkeeping, regional management, computer, legal and
public relations services necessary for the operation of the
Partnership and its properties.
10
<PAGE>
DE ANZA PROPERTIES - XII, LTD.
(A Limited Partnership)
Notes to Financial Statements (Continued)
(Unaudited)
March 31, 1995 and December 31, 1994 and
For the Three Months Ended March 31, 1995 and 1994
NOTE 4 - INCOME (LOSS) PER 1% GENERAL PARTNER INTEREST AND LIMITED
PARTNERSHIP UNIT
Income (loss) per limited partnership unit is computed based on
the limited partners' share of net income (loss) as shown on the
Statements of Operations and Changes in Partners' Capital
(Deficit) and the number of limited partnership units outstanding
(22,719 units during the three months ended March 31, 1995 and
1994). The general partners' share of net loss has not been
included in this computation. Loss per 1% general partner
interest is computed based on the general partners' share of net
income (loss) as shown on the Statements of Operations and
Changes in Partners' Capital (Deficit).
NOTE 5 - SALE OF PROPERTY AND EQUIPMENT
On May 2, 1989, the Partnership entered into an agreement to sell
San Luis Bay Mobile Estates (the 162-space mobile home community
in Avila Beach, California) to the residents for an aggregate
sales price of $8,850,000, and, pursuant to that agreement,
subdivided the property into condominium units in 1991. The
Partnership provided purchase money financing for up to 80% of
the individual homesite price, payable in monthly payments,
including interest at 10%, based on a loan amortization schedule
of 30 years, with a balloon payment of unpaid principal and
interest due at the end of seven years. Those residents who
purchased their homesites for cash received a 10% discount off
their purchase price.
The Partnership sold 158 homesites prior to 1994. In 1994, two
homesites were sold for $104,990 in cash. The remaining two
homesites are leased to tenants.
NOTE 6 - SALE OF THE MARK
On August 18, 1994 the Partnership sold The Mark to MHC as part
of an overall transaction for the sale of the related management
business of DAG and other mobile home communities affiliated with
DAG.
The sales price for The Mark was $5,404,419. Additional proceeds
of $130,094, which were included in the sales price for
calculating the gain on sale of property and equipment, were
received from MHC to fund a General Reserve. Excess proceeds of
$1,116,460 were distributed to the partners as a return of
original capital on September 16, 1994, after repayment of debt
of $3,977,437, sales and closing costs of $210,519, and
establishment of various reserves totaling $230,097.
The $230,097 was used to establish the following cash reserves:
<TABLE>
<CAPTION>
<S> <C>
MHC Reserve $ 42,000
General Reserve 130,094
Independent Committee Reserve 58,003
</TABLE>
11
<PAGE>
DE ANZA PROPERTIES - XII, LTD.
(A Limited Partnership)
Notes to Financial Statements (Continued)
(Unaudited)
March 31, 1995 and December 31, 1994 and
For the Three Months Ended March 31, 1995 and 1994
NOTE 6 - SALE OF THE MARK (Continued)
The MHC Reserve was required by MHC. The General Reserve and
Independent Committee Reserve were established to fund contingent
liabilities that may arise out of the MHC transaction.
Pursuant to the guidelines of Financial Accounting Standards No.
66, "Accounting for Sales of Real Estate," the Partnership has
deferred the recognition of gain on that portion of the sales
proceeds, represented by the MHC Reserve, General Reserve and
Independent Committee Reserve, totaling $230,097.
The Partnership has been charged with certain costs for the
transaction, some of which were based upon an allocation of costs
from the overall transaction with MHC. Such transaction costs
were capitalized to the properties and deducted in the
determination of net gain on the sale of the Partnership's
property and equipment. Transaction and closing costs charged to
the Partnership totaled $210,519.
Partnership released reserves from the San Luis Bay sale and
distributed $70,540 and $300,000 to the limited partners on
September 16, 1994, and on December 30, 1994, respectively.
These distributions represent a return of original capital.
NOTE 7 - LOSS ON EARTHQUAKE DAMAGE
On January 17, 1994, the Warner Oaks Apartment complex suffered
property damage from an earthquake. The Partnership estimates
total costs of approximately $1,989,000 and has received
insurance proceeds of $1,414,000. As of March 31, 1995,
approximately 93% of the repairs have been completed. A portion
of the costs has been capitalized and the balance of $156,496,
representing noncapitalized costs, net of insurance proceeds, was
expensed in 1994. Additional insurance proceeds of approximately
$308,000 received for loss of income were included in rental
income in 1994.
12
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
LIQUIDITY
The Partnership's quick ratios were 2.0:1 and 1.7:1, including
unrestricted cash balances of $673,571 and $682,817 at March 31,
1995 and December 31, 1994, respectively. The increase in the
quick ratio is due mainly to the receipt of insurance proceeds
receivable and corresponding paydown of accounts payable and
accrued expenses, relating to the earthquake repairs at Warner
Oaks. The Partnership's cash balance is its immediate source of
liquidity.
On a long-term basis, the Partnership's liquidity is sustained
primarily from cash flows from operations, which during the
three months ended March 31, 1995 were approximately $346,000.
Cash flow from operations has improved substantially following
the sale of The Mark. See Note 6 to the Financial Statements.
The Partnership has reinstated regular operating distributions
to its partners though payment of the management fees continues
to be deferred in accordance with the Partnership Agreement.
Subsequent to the sale of The Mark, the Partnership continues to
operate Warner Oaks, the remaining property, which is managed by
Terra Vista.
As a result of the sale of The Mark, the Partnership's liquidity
has improved. The Mark's income fell short of its expenses,
thus with the property sold, the Partnership's income is
expected to improve which will improve liquidity. However,
should it become necessary to improve liquidity, the Partnership
can reduce partner distributions, which totaled $200,000 during
the three months ended March 31, 1995, or arrange a short-term
line of credit.
In November 1993, the Partnership refinanced Warner Oaks with a
variable interest rate loan. The interest rate for the initial
three months was 6.25%, thereafter the loan will bear interest
at 250 basis points over the Eleventh District Cost of Funds
with caps on the maximum annual payment change of 7.5% of the
current payment, and an interest rate cap of 12.9% over the life
of the loan. This loan is subject to negative amortization.
Future liquidity will be affected, unfavorably or favorably, to
the extent the payment rate fluctuates. At March 31, 1995, the
interest rate in effect was 7.24%.
Warner Oaks incurred moderate damage from the January 17, 1994
earthquake, which epicenter was approximately ten miles from the
property. The cost to repair the property was approximately
$1.99 million. The property was covered by insurance, including
business interruption insurance, with a deductible of 5% of the
building value on a per-building basis. The unreimbursed loss
is estimated to be approximately $575,000 and is reflected in
the Financial Statements. The Partnership funded the
unreimbursed loss out of reserves.
The Partnership has sold 160 of 162 spaces at San Luis Bay as of
March 31, 1995 (see Note 5). Liquidity is expected to improve
as the notes receivable from the buyers of San Luis Bay spaces
mature, as discussed in Note 5. As of March 31, 1995, the
amount of the notes receivable outstanding was approximately
$486,000. Liquidity also improves when the notes receivable are
prepaid and when additional spaces are sold.
Other than as described elsewhere, there are no known trends,
demands, commitments, events or uncertainties which are
reasonably likely to materially affect the Partnership's
liquidity.
13
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(Continued)
CAPITAL RESOURCES
The Partnership anticipates spending approximately $492,000 in
1995 for physical improvements at its properties, $348,000 of
which will be spent during the remainder of 1995. Funds for
these improvements will be provided by cash generated from
operations. If necessary, the Partnership can use funds from
reserves from the sale proceeds of San Luis Bay, and from cash
reserved for capital improvement projects.
As a result of the sale of The Mark discussed in Note 6 and the
distribution subsequent to the sale of The Mark, the
Partnership's capital resources were reduced.
Other than as described above, there are no known material
trends, favorable or unfavorable, in the Partnership's capital
resources. The Partnership does not contemplate any other
material changes in the mix of its capital resources, other than
as described above.
RESULTS OF OPERATIONS
Since The Mark was sold on August 18, 1994, a comparison of
operations for 1995 and 1994 would not be meaningful. However,
excluding the operations of The Mark, a comparison can be made.
Rental income, excluding The Mark, increased 10.3% during the
three months ended March 31, 1995, over the same period in 1994,
primarily resulting from higher occupancy at Warner Oaks. The
occupancy during the three months ended March 31, 1994 was
inordinately low following the earthquake in January 1994.
Expenses, excluding The Mark's, decreased 22.7% during the three
months ended March 31, 1995 over the same period in 1994. The
decrease is mostly due to the 1994 provision to write off the
noncapitalized, unreimbursed cost relating to the earthquake
damage at Warner Oaks. Additionally, salaries and payroll and
related expenses decreased due to higher costs at Warner Oaks in
1994 attributable to earthquake damage repairs. Partly
offsetting these decreases was an increase in interest expense
due to rising interest rates on the Warner Oaks variable rate
loan, as discussed more fully in Note 2 and Liquidity.
Maintenance, repairs and supplies were higher because some
ongoing maintenance was unnecessary in 1994 while earthquake
repairs were underway. Insurance was higher due to a large
increase in insurance premiums at Warner Oaks.
The damages resulting from the January 17, 1994 earthquake have
almost completely been repaired and occupancy has been increased
substantially. Management anticipates stable occupancy at the
recently established higher levels at Warner Oaks for the
foreseeable future.
Other than as described above, there are no known trends or
uncertainties which have had or can be reasonably expected to
have a material effect on continuing operations.
14
<PAGE>
PART II. OTHER INFORMATION
ITEM NUMBER
- - -----------
1. LEGAL PROCEEDINGS
No new material legal proceedings were commenced during the
three months ended March 31, 1995 and there are none
pending.
2. CHANGES IN SECURITIES
None.
3. DEFAULTS UPON SENIOR SECURITIES
None.
4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
None.
5. OTHER INFORMATION
None.
6. EXHIBITS AND REPORTS ON FORM 8-K
None.
15
<PAGE>
PART II. OTHER INFORMATION (Continued)
SIGNATURES
Pursuant to the requirements 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.
DE ANZA PROPERTIES - XII, LTD.
(Registrant)
By DE ANZA CORPORATION
A California Corporation
Operating General Partner
Date: May 12, 1995 By /s/ Michael D. Gelfand
-----------------------
Michael D. Gelfand
President and
Chief Financial Officer
16
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-START> JAN-01-1995
<PERIOD-END> MAR-31-1995
<CASH> 903,668
<SECURITIES> 0
<RECEIVABLES> 498,269
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 1,429,990
<PP&E> 14,589,635
<DEPRECIATION> 6,046,289
<TOTAL-ASSETS> 10,067,359
<CURRENT-LIABILITIES> 1,290,640
<BONDS> 4,269,794
<COMMON> 0
0
0
<OTHER-SE> 4,506,925
<TOTAL-LIABILITY-AND-EQUITY> 10,067,359
<SALES> 0
<TOTAL-REVENUES> 579,664
<CGS> 0
<TOTAL-COSTS> 291,218
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 74,610
<INCOME-PRETAX> 66,145
<INCOME-TAX> 0
<INCOME-CONTINUING> 66,145
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 66,145
<EPS-PRIMARY> 2.62
<EPS-DILUTED> 0
</TABLE>
