<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 June 30, 1998
[ ] 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
- ------ ---------------------
<TABLE>
<CAPTION>
ITEM 1. FINANCIAL STATEMENTS
<C> <S> <C>
Balance Sheets 3
Statements of Income 5
Statements of Changes in Partners'
Capital (Deficit) 7
Statements of Cash Flows 8
Notes to Financial Statements 10
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF
OPERATIONS 14
PART II. OTHER INFORMATION 15
- ------- -----------------
</TABLE>
2
<PAGE>
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
DE ANZA PROPERTIES - XII, LTD.
(A Limited Partnership)
Balance Sheets
(Unaudited)
<TABLE>
<CAPTION>
June 30, December 31,
1998 1997
-------- ------------
<S> <C> <C>
ASSETS
CASH AND CASH EQUIVALENTS Note 1 $705,689 $ 876,533
ACCOUNTS RECEIVABLE 1,481 2,289
PREPAID EXPENSES 13 38,312
-------- -----------
707,183 917,134
-------- -----------
NOTES RECEIVABLE - Note 5 84,760 217,248
-------- -----------
PROPERTY AND EQUIPMENT - Notes 2 and 5
Land - 1,179,884
Land improvements - 3,560,450
Buildings and improvements - 9,914,217
Furniture and equipment - 484,385
-------- -----------
- 15,138,936
Less accumulated depreciation - 7,270,812
-------- -----------
- 7,868,124
-------- -----------
OTHER ASSETS
Loan costs - less accumulated amortization
of $26,497 at December 31, 1997 -
Note 2 - 70,837
Prepaid sale costs Note 5 - 45,754
Other 1,000 1,000
-------- -----------
1,000 117,591
-------- -----------
$792,943 $ 9,120,097
======== ===========
</TABLE>
See accompanying notes to financial statements.
3
<PAGE>
DE ANZA PROPERTIES - XII, LTD.
(A Limited Partnership)
Balance Sheets (Continued)
(Unaudited)
<TABLE>
<CAPTION>
June 30, December 31,
1998 1997
-------- ------------
<S> <C> <C>
LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)
ACCOUNTS PAYABLE AND ACCRUED EXPENSES -
including $3,626 and $8,768 due to
related party at June 30, 1998
and December 31, 1997, respectively $ 13,300 $ 124,114
DEPOSITS AND ADVANCE RENTALS - 43,885
SECURED NOTE PAYABLE - Note 2 - 4,170,474
-------- -----------
13,300 4,338,473
-------- -----------
PARTNERS' CAPITAL (DEFICIT)
General partners - (1,629,110)
Limited partners, 22,719 units issued
and outstanding 779,643 6,410,734
-------- -----------
779,643 4,781,624
-------- -----------
$792,943 $ 9,120,097
======== ===========
</TABLE>
See accompanying notes to financial statements.
4
<PAGE>
DE ANZA PROPERTIES - XII, LTD.
(A Limited Partnership)
Statements of Income
(Unaudited)
<TABLE>
<CAPTION>
Six Months Six Months
Ended Ended
June 30, June 30,
1998 1997
---------- ----------
<S> <C> <C>
INCOME
Rent $ 84,626 $1,134,559
Interest and dividends 81,733 25,240
Other 6,362 91,895
Gain on sale of property and equipment 11,748,033 76,998
----------- ----------
11,920,754 1,328,692
----------- ----------
EXPENSES
Depreciation and amortization 70,937 105,317
Salaries - including $6,716 and $7,612
paid to related party in 1998 and
1997, respectively - Note 3 56,858 96,785
Professional fees and services -
including $8,883 and $29,057 paid
to related party in 1998 and 1997,
respectively - Note 3 55,938 98,616
Other 20,513 44,344
Interest 11,349 153,491
Maintenance, repairs and supplies 11,307 127,246
Insurance 10,736 29,838
Payroll taxes and employee benefits 9,467 21,349
Utilities 6,339 88,507
Real estate taxes 5,629 77,806
----------- ----------
259,073 843,299
----------- ----------
NET INCOME $11,661,681 $ 485,393
=========== ==========
NET INCOME
GENERAL PARTNERS $ 1,629,110 $ 4,854
=========== ==========
LIMITED PARTNERS $10,032,571 $ 480,539
=========== ==========
INCOME PER 1% GENERAL
PARTNER INTEREST - Note 4 $ 16,291.10 $ 48.54
=========== ==========
INCOME PER LIMITED
PARTNERSHIP UNIT - Note 4 $ 441.59 $ 21.15
=========== ==========
</TABLE>
See accompanying notes to financial statements.
5
<PAGE>
DE ANZA PROPERTIES - XII, LTD.
(A Limited Partnership)
Statements of Income
(Unaudited)
<TABLE>
<CAPTION>
Three Months Three Months
Ended Ended
June 30, June 30,
1998 1997
------------ ------------
<S> <C> <C>
INCOME
Rent $ 1,476 $562,653
Interest and dividends 7,506 12,790
Other 99 84,159
Gain on sale of property and equipment 91,308 76,998
-------- --------
100,389 736,600
-------- --------
EXPENSES
Depreciation and amortization 50 1,813
Salaries - including $3,461 and $3,889
paid to related party in 1998 and
1997, respectively - Note 3 3,461 49,254
Professional fees and services -
including $1,086 and $15,966 paid
to related party in 1998 and 1997,
respectively - Note 3 3,791 53,190
Other 6,869 28,842
Interest - 77,008
Maintenance, repairs and supplies - 74,253
Insurance (2,431) 14,916
Payroll taxes and employee benefits 272 9,901
Utilities (171) 43,292
Real estate taxes (7) 38,498
-------- --------
11,834 390,967
-------- --------
NET INCOME $ 88,555 $345,633
======== ========
NET INCOME
GENERAL PARTNERS $ - $ 3,456
======== ========
LIMITED PARTNERS $ 88,555 $342,177
======== ========
INCOME PER 1% GENERAL
PARTNER INTEREST - Note 4 - $34.56
======== ========
INCOME PER LIMITED
PARTNERSHIP UNIT - Note 4 $ 3.90 $ 15.06
======== ========
</TABLE>
See accompanying notes to financial statements.
6
<PAGE>
DE ANZA PROPERTIES - XII, LTD.
(A Limited Partnership)
Statements of Changes in Partners' Capital (Deficit)
(Unaudited)
For the Six Months Ended June 30, 1998 and
For the Year Ended December 31, 1997
<TABLE>
<CAPTION>
General Limited
Total Partners Partners
----- -------- --------
<S> <C> <C> <C>
BALANCE - January 1, 1997 $ 3,586,232 $(1,648,564) $ 5,234,796
DISTRIBUTIONS TO PARTNERS (750,000) - (750,000)
NET INCOME - for the year
ended December 31, 1997 1,945,392 19,454 1,925,938
------------ ----------- ------------
BALANCE - December 31, 1997 4,781,624 (1,629,110) 6,410,734
DISTRIBUTIONS TO PARTNERS (15,663,662) - (15,663,662)
NET INCOME - for the six
months ended June 30,
1998 11,661,681 1,629,110 10,032,571
------------ ----------- ------------
BALANCE June 30, 1998 $ 779,643 - $ 779,643
============ =========== ============
</TABLE>
See accompanying notes to financial statements.
7
<PAGE>
DE ANZA PROPERTIES - XII, LTD.
(A Limited Partnership)
Statements of Cash Flows
(Unaudited)
<TABLE>
<CAPTION>
Six Months Six Months
Ended Ended
June 30, June 30,
1998 1997
---------- ----------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Gross rents received from real estate
operations $ 46,739 $1,130,079
Cash paid to suppliers and employees -
including $30,892 and $38,990
paid to related party in 1998
and 1997, respectively (234,689) (566,762)
Interest paid (25,561) (153,996)
Interest and other income received 82,504 116,973
------------ ----------
Net cash (used in) provided by
operating activities (131,007) 526,294
------------ ----------
CASH FLOWS FROM INVESTING ACTIVITIES
Additions to property and equipment (1,716) (81,604)
Payments received on notes receivable 132,488 54,535
Sale of property and equipment 20,107,599 100,000
Sales and closing costs (444,072) (16,623)
------------ ----------
Net cash provided by
investing activities 19,794,299 56,308
------------ ----------
CASH FLOWS FROM FINANCING ACTIVITIES
Distributions to partners (15,663,662) (375,000)
Principal payments on secured
notes payable (4,170,474) (25,985)
------------ ----------
Net cash used in
financing activities (19,834,136) (400,985)
------------ ----------
NET (DECREASE) INCREASE IN CASH AND
CASH EQUIVALENTS (170,844) 181,617
CASH AND CASH EQUIVALENTS:
BALANCE AT BEGINNING OF PERIOD 876,533 631,598
------------ ----------
BALANCE AT END OF PERIOD $705,689 $813,215
============ ==========
</TABLE>
See accompanying notes to financial statements.
8
<PAGE>
DE ANZA PROPERTIES - XII, LTD.
(A Limited Partnership)
Statements of Cash Flows (Continued)
(Unaudited)
<TABLE>
<CAPTION>
Six Months Six Months
Ended Ended
June 30, June 30,
1998 1997
---------- ----------
<S> <C> <C>
RECONCILIATION OF NET INCOME TO NET CASH
(USED IN) PROVIDED BY OPERATING ACTIVITIES
Net income $ 11,661,681 $485,393
Adjustments to reconcile net income
to net cash (used in) provided by
operating activities
Depreciation and amortization 70,937 105,317
Gain on sale of property and equipment (11,748,033) (76,998)
Changes in operating assets and
liabilities
Decrease in accounts receivable 808 1,313
Decrease in prepaid expenses 38,299 29,659
Decrease in accounts payable and
accrued expenses (110,814) (12,736)
Decrease in deposits and advance
rentals (43,885) (5,654)
------------ --------
Net cash (used in) provided by
operating activities $ (131,007) $526,294
============ ========
</TABLE>
See accompanying notes to financial statements.
9
<PAGE>
DE ANZA PROPERTIES - XII, LTD.
(A Limited Partnership)
Notes to Financial Statements
(Unaudited)
June 30, 1998 and December 31, 1997 and
For the Six and Three Months Ended June 30, 1998 and 1997
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 six and three months ended June 30, 1998 are not
necessarily indicative of the results that may be expected for the year
ending December 31, 1998. 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, 1997.
Cash and Cash Equivalents
-------------------------
The Partnership invests its cash not needed for working capital in
highly liquid short-term investments consisting primarily 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.
Depreciation
------------
Pursuant to generally accepted accounting principles the Partnership
ceased to depreciate Warner Oaks Apartments ("Warner Oaks") from the
time it determined to sell the property (see Note 5).
NOTE 2 - SECURED NOTE PAYABLE
Secured note payable at December 31, 1997 consisted of the following:
Note collateralized by a first trust
deed, payable in monthly
installments of $29,997, including
interest until December 15, 1997.
Thereafter, the monthly payment
changes annually on each December
15th. Interest accrues at 2.5% over
the FHLB's 11th District Cost of
Funds Index, not to exceed 12.9%,
adjusted monthly. Unpaid principal
and accrued interest are due
November 15, 2008. The interest rate
in effect at December 31, 1997 was
7.44%. The note was paid on January
14, 1998 upon the sale of Warner
Oaks. $4,170,474
==========
10
<PAGE>
DE ANZA PROPERTIES - XII, LTD.
(A Limited Partnership)
Notes to Financial Statements (Continued)
(Unaudited)
June 30, 1998 and December 31, 1997 and
For the Six and Three Months Ended June 30, 1998 and 1997
NOTE 3 - TRANSACTIONS WITH RELATED PARTIES
Pursuant to a former management agreement dated October 1, 1985, as
amended, De Anza Assets, Inc., a former affiliate of the operating
general partner (OGP), was paid 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 priority
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 December 31, 1996, cumulative
accrued fees of $565,022 to De Anza Assets, Inc. were subordinated and
included in management and condominium conversion fees payable to
affiliate or related party. Shortly before the sale to an affiliate of
Manufactured Home Communities, Inc. (MHC), as discussed in Note 5, De
Anza Assets, Inc. assigned its rights to receipt of these fees to the
Gelfand Family Trust. In December 1997, this payable was written off
when it became apparent that it would not be paid from proceeds from
the then pending sale of Warner Oaks Apartments under the terms of the
partnership agreement.
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
5, the property management of Warner Oaks and the two remaining spaces
at San Luis Bay was assumed by Terra Vista Management, Inc. (Terra
Vista). Terra Vista is wholly owned by Michael D. Gelfand, president of
the 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. At December 31, 1996, cumulative accrued
fees to Terra Vista of $153,500, were subordinated and included in
management and condominium conversion fees payable to affiliate or
related party. In December 1997, this payable was written off when it
became apparent that it would not be paid from proceeds from the then
pending sale of Warner Oaks Apartments under the terms of the
partnership agreement.
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 DAG (see Note 5). Payment of this fee was deferred pursuant to
the partnership agreement's requirement regarding subordination to
payment of the limited partners' priority return and capital
contribution, the general partners' incentive interest and deferred
management fees. Subordinated cumulative accrued fees of $77,809 were
included in management and condominium conversion fees payable to an
affiliate or related party at December 31, 1996. Shortly before the
sale to MHC, De Anza Assets, Inc. assigned its rights to receive these
fees to the Gelfand Family Trust. In December 1997, this payable was
written off when it became apparent that it would not be paid from
proceeds from the then
11
<PAGE>
DE ANZA PROPERTIES - XII, LTD.
(A Limited Partnership)
Notes to Financial Statements (Continued)
(Unaudited)
June 30, 1998 and December 31, 1997 and
For the Six and Three Months Ended June 30, 1998 and 1997
NOTE 3 - TRANSACTIONS WITH RELATED PARTIES (Continued)
pending sale of Warner Oaks Apartments under the terms of the
partnership agreement.
In addition, Terra Vista was paid $30,992 and $38,990 during the six
months ended June 30, 1998 and 1997, respectively, for performing
bookkeeping, legal, regional management, computer, disposition and
investor relations services necessary for the operation of the
Partnership and its properties. Of the $30,992, $4,873 is attributable
to the three months ended June 30, 1998 (compared to $17,290 paid for
the three months ended June 30, 1997).
NOTE 4 - INCOME PER 1% GENERAL PARTNER INTEREST AND LIMITED PARTNERSHIP UNIT
Income per limited partnership unit is computed based on the limited
partners' share of net income as shown on the Statements of Income and
Changes in Partners' Capital (Deficit) and the number of limited
partnership units outstanding (22,719 units). The general partners'
share of net income has not been included in this computation. Income
per 1% general partner interest is computed based on the general
partners' share of net income as shown on the Statements of Operations
and Changes in Partners' Capital (Deficit).
NOTE 5 - SALE OF PROPERTY AND EQUIPMENT
San Luis Bay
------------
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. At June 30, 1998
and December 31, 1997, respectively, the outstanding amounts due under
such notes totaled $84,760 and $217,248. Those residents who purchased
their homesites for cash received a 10% discount off their purchase
price.
The Partnership sold 160 homesites prior to 1995. On May 1, 1997, the
Partnership sold one of the two remaining spaces at San Luis Bay for
$100,000. Net proceeds, after commission and sale and closing costs of
$7,112, was $92,888. On June 30, 1998, the Partnership sold the last
remaining homesite for $107,599. Net proceeds, after sale and closing
costs of $2,609, was $104,990.
12
<PAGE>
DE ANZA PROPERTIES - XII, LTD.
(A Limited Partnership)
Notes to Financial Statements (Continued)
(Unaudited)
June 30, 1998 and December 31, 1997 and
For the Six and Three Months Ended June 30, 1998 and 1997
NOTE 5 - SALE OF PROPERTY AND EQUIPMENT (Continued)
The Mark
--------
On August 18, 1994 the Partnership sold The Mark to an affiliate of
MHC, a real estate investment trust, as part of an overall transaction
for the sale of the related management business of DAG and other mobile
home communities affiliated with DAG. In connection with the sale, the
Partnership established various reserves totaling $230,097. The
$230,097 was used to establish the following cash reserves:
<TABLE>
<S> <C>
MHC Reserve $ 42,000
General Reserve 130,094
Independent Committee Reserve 58,003
</TABLE>
The MHC Reserve was required by MHC. It was released in 1995, at which
time the gain on sale was recognized. The General Reserve and
Independent Committee Reserve were established to fund contingent
liabilities that may arise out of the MHC transaction. During 1996 and
1995, $29,001 of the Independent Committee Reserve and the $42,000 MHC
Reserve, respectively, were released and distributed to the limited
partners as a return of original capital. During 1997, the balance of
the reserves, $159,096, was released.
Pursuant to the guidelines of Financial Accounting Standards No. 66,
"Accounting for Sales of Real Estate," the Partnership deferred in 1994
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. As these reserves were released
or expended, gain on sale was recognized. During 1996 and 1995, the
Partnership recognized as income $29,001 attributable to the
Independent Committee Reserve released and $42,000 attributable to the
MHC Reserve released, respectively. During 1997, the Partnership
recognized as income $29,001 and $130,094 attributable to the
Independent Committee Reserve released and the General Reserve
released, respectively.
Warner Oaks Apartments
----------------------
In March 1997, the Partnership began actively marketing the Warner Oaks
Apartment complex. In accordance with Statement of Financial Accounting
Standards No. 121, the Partnership ceased depreciating the assets'
carrying value at that time. On October 15, 1997, the Partnership
entered into a contract to sell Warner Oaks Apartments to Bay Apartment
Communities, Inc., a Maryland Corporation, unaffiliated with the
Partnership, for an all-cash price of $20,000,000. The sale closed on
January 14, 1998. After payment of mortgage debt of $4,170,474,
broker's commission of $300,000, transfer taxes of $112,000 and sales
costs of approximately $75,217, the Partnership netted sale proceeds
of$15,342,309. On February 19, 1998, net proceeds of $15,329,526 were
distributed to the limited partners as a combination of gain
distributions and return of original capital.
13
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Liquidity and Capital Resources
- -------------------------------
The Partnership's quick ratio increased to 53.1:1 from 3.9:1, including cash
balances of $705,689 and $876,533 at June 30, 1998 and December 31, 1997,
respectively. The increase is due to a decrease in deposits and advance
rentals and operating payables following the sale of Warner Oaks Apartments,
the sale of the remaining space at San Luis Bay and the receipt of balloon
payments on notes receivable. The Partnership's cash balance is its immediate
source of liquidity.
On January 14, 1998, the Partnership sold Warner Oaks Apartments, as discussed
in Note 5 to the financial statements, and expects to wind up its operations
in 1998 and dissolve. The Warner Oaks Apartments sale and related
distribution, sale of the one remaining space at San Luis Bay and receipt of
the balance of some note receivables, leaves the Partnership with only three
remaining notes receivable and cash reserves as assets. The Partnership
expects to collect its notes receivable (all of which mature in 1998) in order
to liquidate and terminate the Partnership in 1998. No assurance can be given,
however, that such termination will occur. As of June 30, 1998, the amount of
the notes receivable outstanding was approximately $84,760.
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.
Results of Operations
- ---------------------
The comparison of results of operations for the six and three months ended
June 30, 1998 and 1997 is dominated by the sale of Warner Oaks Apartments.
Rental and other income decreased 92.5% and 99.7% during the six and three
months ended June 30, 1998 over the same periods in 1997 primarily due to the
sale of Warner Oaks Apartments on January 14, 1998. Interest and dividend
income increased and decreased, respectively, during the six and three months
ended June 30, 1998 over the same periods in 1997 because interest was earned
on sale proceeds held for a short period until their distribution.
Expenses decreased 69.3% and 97.0% during the six and three months ended June
30, 1998 over the same periods in 1997 primarily due to the sale of Warner
Oaks Apartments on January 14, 1998. Additionally, according to generally
accepted accounting principles, from the time the Partnership determined to
sell Warner Oaks Apartments it ceased to depreciate the carrying value of the
assets. This decrease in depreciation expense is offset in part by the write
off of loan costs in 1998 following the repayment of mortgage debt with Warner
Oaks Apartments sale proceeds.
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 June 30, 1998 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
Exhibit 27 - Financial Data Schedule
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: August 10, 1998 By /s/ Michael D. Gelfand
----------------------
Michael D. Gelfand
President and
Chief Financial Officer
16
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> JUN-30-1998
<CASH> 705,689
<SECURITIES> 0
<RECEIVABLES> 1,481
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 707,183
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 792,943
<CURRENT-LIABILITIES> 13,300
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 779,643
<TOTAL-LIABILITY-AND-EQUITY> 792,943
<SALES> 84,626
<TOTAL-REVENUES> 11,920,754
<CGS> 0
<TOTAL-COSTS> 176,787
<OTHER-EXPENSES> 70,937
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 11,349
<INCOME-PRETAX> 11,661,681
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 11,661,681
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 11,661,681
<EPS-PRIMARY> 441.59
<EPS-DILUTED> 441.59<F1>
<FN>
<F1>EPS is per limited partnership unit.
</FN>
</TABLE>
