SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
Current Report Pursuant
to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported) August 18, 1995
Century Properties Growth Fund XXII
(Exact Name of Registrant as Specified in Its Charter)
California
(State or Other Jurisdiction of Incorporation)
0-13418 94-2939418
(Commission File Number) (I.R.S. Employer Identification No.)
5665 Northside Drive, N.W., Atlanta, Georgia 30328
(Address of Principal Executive Offices) (Zip Code)
(404) 916-9090
(Registrant's Telephone Number, Including Area Code)
N/A
(Former Name or Former Address, if Changed Since Last Report)
Item 2. Acquisition or Disposition of Assets
On August 18, 1995, Registrant sold Monterey Village
Apartments to Southern California Housing Development
Corporation, an unaffiliated entity, for $10,461,000. The buyer
assumed the existing mortgage on the property (approximately
$7,400,000) and paid to Registrant approximately $2,800,000. The
sale resulted in a gain of approximately $2,100,000. Registrant
intends to distribute the net proceeds from the sale to its
partners pursuant to the terms of the Partnership Agreement
during the fourth fiscal quarter of 1995.
Item 7. Financial Statements, Pro Forma Financial Information and
Exhibits
(b) Pro Forma Financial Information:
The following pro forma balance sheet as of June 30, 1995,
and the pro forma statements of operations for the six months
ended June 30, 1995 and the year ended December 31, 1994 give
effect to the sale of Registrant's Monterey Village Apartments
property. The adjustments related to the pro forma balance sheet
assume the transaction was consummated at June 30, 1995, while the
adjustments to the pro forma statements of operations assume the
transaction was consummated at the beginning of the period
presented.
The pro forma adjustments required are to eliminate the
assets, liabilities and operating activity of Registrant's
Monterey Village Apartments property and to reflect consideration
received for the property.
These pro forma adjustments are not necessarily reflective of
the results that actually would have occurred if the sale had been
in effect as of and for the period presented or what may be
achieved in the future.
CENTURY PROPERTIES GROWTH FUND XXII
<TABLE>
Pro Forma Balance Sheet (Unaudited)
June 30, 1995
<CAPTION>
Pro Forma
Historical Adjustments Pro Forma
<S> <C> <C> <C>
Assets
Cash and cash equivalents $ 1,607,000 $ (154,000) $ 1,453,000
Restricted cash 500,000 - 500,000
Other assets 1,549,000 2,795,000 4,344,000 <F1>
Real Estate:
Real estate $140,113,000 (11,911,000) 128,202,000
Accumulated depreciation (46,044,000) 3,603,000 (42,441,000)
------------ ------------ ------------
Real estate, net 94,069,000 (8,308,000) 85,761,000
Deferred financing costs, net 675,000 (221,000) 454,000
------------ ------------ ------------
Total assets $ 98,400,000 $ (5,888,000) $ 92,512,000
============ ============ ============
Liabilities and Partners' Equity
Notes payable $ 80,576,000 $ (7,371,000) $ 73,205,000
Accrued expenses and
other liabilities 2,218,000 (52,000) 2,166,000
------------ ------------ ------------
Total liabilities 82,794,000 (7,423,000) 75,371,000
------------ ------------ ------------
Commitments and Contingencies
Partners' Equity:
General partner (7,243,000) 184,000 (7,059,000)
Limited partners (82,848
units outstanding at
June 30, 1995 and
December 31, 1994) 22,849,000 1,351,000 24,200,000
------------ ------------ ------------
Total partners' equity 15,606,000 1,535,000 17,141,000
------------ ------------ ------------
Total liabilities and
partners' equity $ 98,400,000 $ (5,888,000) $ 92,512,000
============ ============ ============
<FN>
<F1>
Other assets include a $2,836,000 receivable from the sale.
</FN>
</TABLE>
CENTURY PROPERTIES GROWTH FUND XXII
<TABLE>
Pro Forma Statement of Operations (Unaudited)
For the Six Months Ended June 30, 1995
<CAPTION>
Pro Forma
Historical Adjustments Pro Forma
<S> <C> <C> <C>
Revenues:
Rental $ 10,253,000 $ (828,000) $ 9,425,000
Interest income 53,000 - 53,000
------------ ------------ ------------
Total revenues 10,306,000 (828,000) 9,478,000
------------ ------------ ------------
Expenses:
Operating 4,901,000 (391,000) 4,510,000
Interest 3,815,000 (316,000) 3,499,000
Depreciation 2,059,000 (163,000) 1,896,000
General and administrative 122,000 - 122,000
------------ ------------ ------------
Total expenses 10,897,000 (870,000) 10,027,000
------------ ------------ ------------
Net loss $ (591,000) $ 42,000 $ (549,000)
============ ============ ============
Net loss per limited
partnership unit $ (6) $ (6)
============ ============
</TABLE>
CENTURY PROPERTIES GROWTH FUND XXII
<TABLE>
Pro Forma Statement of Operations (Unaudited)
For the Six Months Ended June 30, 1995
<CAPTION>
Pro Forma
Historical Adjustments Pro Forma
<S> <C> <C> <C>
Revenues:
Rental $ 19,603,000 $ (1,571,000) $ 18,032,000
Interest income 183,000 - 183,000
------------ ------------ -------------
Total revenues 19,786,000 (1,571,000) 18,215,000
------------ ------------ -------------
Expenses:
Operating 10,353,000 (882,000) 9,471,000
Interest 7,927,000 (626,000) 7,301,000
Depreciation 4,125,000 (326,000) 3,799,000
General and administrative 423,000 - 423,000
------------ ------------ -------------
Total expenses 22,828,000 (1,834,000) 20,994,000
------------ ------------ -------------
Net loss $ (3,042,000) $ 263,000 $ (2,779,000)
============ ============ =============
Net loss per limited
partnership unit $ (32) $ (30)
============ =============
</TABLE>
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 hereunto duly authorized.
CENTURY PROPERTIES GROWTH FUND XXII
By: Fox Partners IV,
its General Partner
By: Fox Capital Management Corporation,
its Managing Partner
Date: September 8, 1995 By: /s/ Michael L. Ashner
Michael L. Ashner,
President
