SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
_______________________________________________
Form 10-Q
Quarterly Report Under Section 13 or 15 (d)
of the Securities Exchange Act of 1934.
_______________________________________________
For the Nine Months Ended September 30, 1995 commission file number 2-84474
APT Housing Partners Limited Partnership
(Exact name of registrant as specified in its charter)
Massachusetts 04-2791736
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
500 West Cummings Park, Suite 6050, Woburn, Massachusetts 01801
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (617)935-4200
N/A
Former name,former address and former fiscal year, if change 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 and 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______________
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PART I - FINANCIAL INFORMATION
ITEM 1 - Financial Statements
APT HOUSING PARTNERS LIMITED PARTNERSHIP
(a limited partnership)
UNAUDITED BALANCE SHEET
SEPTEMBER 30, 1995
ASSETS
INVESTMENT IN LOCAL LIMITED
PARTNERSHIP (Notes 1 and 2) $ -0-
CASH 30,918
Total Assets $ 30,918
LIABILITIES AND PARTNERS' CAPITAL
LIABILITIES:
ACCRUED EXPENSES $ 9,425
Total Liabilities $ 9,425
COMMITMENTS AND CONTINGENCIES (Note 3)
PARTNERS' CAPITAL (Deficit) (Note 3):
General Partners (38,895)
Limited partners - 3,700 interests 60,388
Total Partners' Capital (Deficit) 21,493
Total Liabilities and Partners' Capital $ 30,918
See accompanying notes to financial statements
<PAGE>
ITEM I - Financial Statements
(Continued)
APT HOUSING PARTNERS LIMITED PARTNERSHIP
(a limited partnership)
UNAUDITED STATEMENT OF INCOME
JANUARY 1, 1995 TO SEPTEMBER 30, 1995
Nine Months
Ended
September 30, 1995
INTEREST INCOME $ 1,742
EXPENSES:
Administrative and General 28,682
Total Expenses $ 28,682
INCOME (LOSS) Before Share of Net Income
and Distributions of the Local Limited Partnerships ( 26,940)
DISTRIBUTION From Local Limited Partnership 87,065
EQUITY IN NET INCOME (LOSS) of the Local
Limited Partnership ( - )
NET INCOME $ 60,125
NET INCOME PER LIMITED PARTNERSHIP
INTEREST (Note 4) $ 15.93
See accompanying notes to financial statements
<PAGE>
ITEM 1 - Financial Statements
(continued)
APT HOUSING PARTNERS LIMITED PARTNERSHIP
(a limited partnership)
General Limited
Partner Partner Total
Balance as of 1/1/95 ($ 36,098) $197,466 $161,368
Net Income: 1/1/95- 9/30/95 1,203 58,922 60,125
Cash Distributions ( 4,000) (196,000) (200,000)
Balance at 9/30/95 ($ 38,895) $ 60,388 $ 21,493
See accompanying notes to financial statements
<PAGE>
ITEM I - Financial Statements
(continued)
APT HOUSING PARTNERS LIMITED PARTNERSHIP
(a limited partnership)
UNAUDITED STATEMENT OF CASH FLOWS
JANUARY 1, 1995 TO SEPTEMBER 30, 1995
CASH FLOW FROM OPERATING ACTIVITIES:
Net Income $ 60,125
Adjustments to reconcile net income (loss)
to net cash provided (used) by operating activities:
Accrued expenses (8,347) ( 8,347)
Net Cash provided (used) by operating activities: 51,778
CASH FLOW FROM INVESTING ACTIVITIES: -
Cash Distributions to Partners ( 200,000)
Net Cash used by investing activities ( 200,000)
CASH FLOW USED BY FINANCIAL ACTIVITIES: -
Net Decrease in Cash ( 148,222)
Cash at January 1, 1995 179,140
Cash at September 30, 1995 $ 30,918
See accompanying notes to financial statements
<PAGE>
APT HOUSING PARTNERS LIMITED PARTNERSHIP
(a limited partnership)
NOTES TO UNAUDITED FINANCIAL STATEMENTS
________________________________________________
NOTE 1 - SUMMARY OF ACCOUNTING POLICIES
Organization and Purpose
APT Housing Partners Limited Partnership (the Partnership), a
limited partnership, was formed on June 8, 1983, under the
Uniform Limited Partnership Act of the State of Massachusetts.
APT Asset Management, Inc. (formerly American Development Team,
Inc.) is the General Partner of the Partnership. The
Partnership was organized to invest in other local limited
partnerships which will develop, rehabilitate, own and operate
housing developments that are operated with assistance from
Federal, State and/or local governmental agencies. The
partnership agreement, as amended, authorized the issuance of up
to 3,700 partnership interests which, at September 30, 1983,
were subscribed and issued pursuant to a public offering.
The partnership agreement provides for allocation of income,
loss, and credits, 98% to the Investor Limited Partners and 2%
to the General Partner.
Basis of Accounting
The Partnership's records are maintained on the accrual basis
of accounting for both Federal income tax and financial
reporting purposes.
Cash Equivalents
Cash Equivalents consist of money market funds, treasury bills
and commercial paper with original maturities of 90 days or
less. Certificates of deposit and other securities with
original maturities in excess of 90 days are classified as
short-term investments. Cash equivalents are carried at cost
which approximate market.
Investments in Local Limited Partnerships
The equity method of accounting is used to recognize the
Partnership's share of earnings or losses of the local limited
partnerships. Under the equity method of accounting, the
investment cost is subsequently adjusted for the Partnership's
share of each local limited partnership's results of operations
and cash distributions. The Partnership's share in the loss of
each local limited partnership is not recognized to the extent
that the investment balance would become negative. Subsequent
distributions are recognized as income once the investment
balance is reduced to zero.
<PAGE>
APT HOUSING PARTNERS LIMITED PARTNERSHIP
(a limited partnership)
NOTES TO UNAUDITED FINANCIAL STATEMENTS (Continued)
Other Assets
Other assets which consist of organization and start-up costs
are being amortized on a straight-line basis over 5 years. As
of March 31, 1989, the organization and start-up costs were
fully amortized.
Income Taxes
No provision have been made for Federal or State income taxes
or related credits in the Partnership's financial statements,
since the liability for such taxes, if any, is that of the
individual partners rather than the partnership.
NOTE 2 - INVESTMENTS IN LOCAL LIMITED PARTNERSHIPS
As of September 30, 1995 the Partnership had acquired limited
partnership interests in two local limited partnerships. The
following summarizes the more significant elements of the
Partnership's investments in the local limited partnerships:
Limited Investments
Partnership in Local
Interest # of Limited
Percentage Apartments Partnerships
Ashland Commons 95.5% 96 $ 1,143,695
Rockledge Apts. Associates 97.0% 60 543,900
156 $ 1,687,595
Share of local limited partnerships' net (loss) income
1984 $( 473,339)
1985 ( 376,335)
1986 ( 268,072)
1987 ( 273,462)
1988 ( 221,007)
1989 ( 52,081)
1990 ( 10,662)
(1,674,958)
Cash Distributions - Ashland Commons (return of capital) ( 12,637)
$ -0-
<PAGE>
As of September 30, 1995 losses totaling $385,004 related to
the Partnership's equity in the net losses of the local limited
partnerships have not been reflected in the financial statements
in accordance with the equity method of accounting as the
investment balance cannot be reduced below zero. Included in
income in the statement of operations are distributions
amounting to $87,065 in 1995, from a Local Limited Partnership
received subsequent to reduction of the investment balance to
zero.
Ashland Commons and Rockledge Apartments were respectively 100%
occupied as of September 30, 1995.
NOTE 3 - TRANSACTIONS WITH AFFILIATES
In connection with the sale of limited partnership interests in
APT Housing Partners, an affiliate of the General Partner will
receive an annual partnership management fee for managing the
affairs of the partnership and for investor services equal to
.5% of invested assets (approximately $38,000 annually).
Included in the statement of operations are management fees of
$28,275 earned by AIT, of which $9,425 are included in accrued
expenses at September 30, 1995 and are payable to AIT.
NOTE 4 - NET INCOME PER LIMITED PARTNERSHIP INTEREST
The net income per limited partnership interest was computed,
after the deduction of the General Partners' 2% share of the
income on the basis of the number of outstanding limited
partnership interests (3,700) during the period.
<PAGE>
PART I - FINANCIAL INFORMATION
ITEM 2 - Management's Discussion and Analysis of Financial Condition and
Results of Operations
Introduction
The offering period for the sale of limited partnership
interests in APT Housing Partners Limited Partnership (the
"Partnership") commenced on September 30, 1983 and was completed
in April 1984. The net proceeds from the offering have been
used to acquire limited partnership interests in Local Limited
Partnerships, listed in Footnote 2 of the Notes of Financial
Statements. A detailed description of the Local Limited
Partnership is contained on pages 46-56 in the Partnership's
Prospectus, dated September 30, 1983, as supplemented by the
Partnership's Current Reports on Form 8-K, dated March 30, 1984,
April 30, 1984, June 22, 1984 and March 30, 1987 and such
descriptions are incorporated herein by this reference.
Liquidity and Capital Resources
The Partnership's primary source of funds is the proceeds of
its public offering. Other sources of liquidity include (i)
interest earned on funds, and (II) cash distributions from
operations of the local limited partnerships in which the
Partnership has invested. All these sources of liquidity are
available to meet obligations of the Partnership. Payment of
management fees to American Investment Team, Inc. will not be
made until cash is available in the Partnership.
The Partnership received $3,700,000 in subscriptions for
limited partnership interests (at $1,000 per unit) during the
period September 30, 1983 to April 30. 1984, pursuant to a
registration statement on Form S-11, resulting in net proceeds
available for investments in Local Limited Partnerships of
$3,385,500.
As of December 31, 1986 the Partnership's commitment to
investments requiring capital contributions of $3,008,829 has
been paid. The Partnership has no other significant capital
commitments.
Results of Operations
All of the local limited partnerships own housing developments
See Note 2 of Notes of Financial Statements.
<PAGE>
PART 2 - OTHER INFORMATION
ITEM 6. Exhibits and Reports on Form 8-K
Purchase and Sale Agreement, dated as of March 30, 1984,
relating to Ashland Commons to Registrant's Form 8-K dated
March 30, 1984.
Purchase and Sale Agreement, dated as of April 30, 1984,
relating to Historic Cohoes, II to Registrant's Form 8-K dated
April 30, 1984.
Purchase and Sale Agreement, dated as of June 22, 1984,
relating to Rockledge Apartments Associated to Registrant's
Form 8-K dated June 22, 1984.
Withdrawal of APT Housing Partners Limited Partnership as a
Limited Partner in a Local Limited Partnership, dated as of
December 18, 1986, relating to Historic Cohoes II, to
Registrant's Form 8-K dated March 30, 1987.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, registrant has duly caused this report to be signed on its
behalf by the undersigned thereunto duly authorized.
APT HOUSING PARTNERS LIMITED PARTNERSHIP
By: APT Asset Management, Inc.
General Partner
Date: 11/7/95 [SIGNATURE]
John M. Curry, President
November 10, 1995
Securities and Exchange Commission
450 Fifth Street, NW
Judiciary Plaza
Washington, DC 20549
Attn: Office of Applications and Report Services
Re: APT Housing Partners Limited Partnership (the "Partnership")
Quarterly Report on Form 10-Q
Gentlepeople:
On behalf of the Partnership, enclosed for filing please find
eight (8) copies of the Quarterly Report on Form 10-Q for the
Quarter ended September 30, 1995. In accordance with your
instructions, several of the copies of the report have been
manually signed.
Please acknowledge receipt of this letter and the enclosed
material by date stamping the enclosed copy of this letter and
the cover page of the 10-Q report filed herewith and returning
such documents to us in the envelope provided for that purpose.
Sincerely,
Kate Concannnon
Investor Services
Enclosures
