<PAGE 1>
=================================================================
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
----------------------
FORM 10-Q
(Mark One)
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
- ----- THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1998
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: 0-14533
--------------------------------
OXFORD RESIDENTIAL PROPERTIES I LIMITED PARTNERSHIP
(Exact name of registrant as specified in its charter)
Maryland 52-1322906
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
7200 Wisconsin Avenue, 11th floor, Bethesda, Maryland 20814
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code:
(301) 654-3100
Securities Registered Pursuant to Section 12(b) of the Act: NONE
Securities Registered Pursuant to Section 12(g) of the Act:
Assignee Units
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 / /.
There is no public trading market for the Assignee Units.
Therefore, the Assignee Units had neither a market selling price
nor an average bid or asked price within the 60 days prior to the
date of this filing.
Index to Exhibits is on page 3.
=================================================================
<PAGE 2>
OXFORD RESIDENTIAL PROPERTIES I LIMITED PARTNERSHIP
FORM 10-Q
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements.
The financial statements of the Partnership, and the notes
thereto, are incorporated herein by reference to sequentially
numbered pages 10 through 15 included in ORP's Quarterly Report
(Unaudited).
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations.
A discussion of ORP's financial condition and results of
operations for the three-month period ended March 31, 1998, is
incorporated herein by reference to sequentially numbered pages 6
through 9 entitled "Report of Management" included in ORP's
Quarterly Report (Unaudited).
PART II - OTHER INFORMATION
Item 1. Legal Proceedings.
The Registrant is engaged from time to time in litigation
incident to its business; however, there are no pending legal
proceedings whose potential effects are considered to be material
by the Managing General Partner.
Item 2. Changes in Securities.
None.
Item 3. Defaults Upon Senior Securities.
None.
Item 4. Submission of Matters to a Vote of Security Holders.
None.
Item 5. Other Information.
None.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits.
For a list of Exhibits as required by Item 601 of Regulation
S-K, see Exhibit Index on page 3 of this report.
(b) Reports on Form 8-K. None.
No other items were applicable.
<PAGE 3>
OXFORD RESIDENTIAL PROPERTIES I LIMITED PARTNERSHIP
FORM 10-Q
EXHIBIT INDEX
(Listed according to the number assigned in the Exhibit Table in
Item 601 of Regulation S-K.)
(11) Statement regarding computation of per share earnings.
The information to compute earnings per share is provided in
the financial statements and notes thereto of the Oxford
Residential Properties I Limited Partnership's Quarterly
Report (Unaudited) to Assignee Unit Holders, attached as
Exhibit 20 (sequentially numbered pages 10 through 15).
(20) Report furnished to security holders.
Oxford Residential Properties I Limited Partnership's
Quarterly Report (Unaudited) dated March 31, 1998, follows
on sequentially numbered pages 5 through 16 of this report.
(27) Financial Data Schedule.
<PAGE 4>
OXFORD RESIDENTIAL PROPERTIES I LIMITED PARTNERSHIP
FORM 10-Q
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.
Oxford Residential Properties I Limited Partnership
By: Oxford Residential Properties I Corporation
Managing General Partner of the registrant
Date: 05/15/98 By: /s/ Richard R. Singleton
-------- -------------------------------------------
Richard R. Singleton
Senior Vice President and
Chief Financial Officer
Pursuant to the requirements of the Securities Exchange Act of
1934, this report has been signed below by the following persons
on behalf of the registrant and in the capacities and on the
dates indicated.
Date: 05/15/98 By: /s/ Leo E. Zickler
-------- -------------------------------------------
Leo E. Zickler
Chairman of the Board of Directors and
Chief Executive Officer
Date: 05/15/98 By: /s/ Francis P. Lavin
-------- -------------------------------------------
Francis P. Lavin
President
<PAGE 5>
OXFORD RESIDENTIAL PROPERTIES I LIMITED PARTNERSHIP
Quarterly Report
(Unaudited)
March 31, 1998
CONTENTS
Report of Management
Average Occupancy
Summary of Project Data
Consolidated Balance Sheets
Consolidated Statements of Operations
Consolidated Statement of Partners' Capital
Consolidated Statements of Cash Flows
Notes to Consolidated Financial Statements
Instructions for Investors who wish to reregister or
transfer ORP Assignee Units
<PAGE 6>
- -----------------------------------------------------------------
Report of Management
- -----------------------------------------------------------------
The following report provides additional information about the
consolidated financial condition of Oxford Residential Properties
I Limited Partnership ("ORP" or the "Partnership") as of March
31, 1998, and its consolidated results of operations and cash
flows for the quarter ended March 31, 1998. This report and
analysis should be read together with the consolidated financial
statements and related notes thereto and the selected
consolidated financial data appearing elsewhere in this Quarterly
Report.
Recent Developments
On behalf of the Partnership, Oxford Residential Properties I
Corporation ("Managing General Partner"), will consider offers
made by Assignee Unitholders who wish to sell their Assignee
Units at such prices as may be set by the Managing General
Partner from time to time. The prices that will be paid will be
established by reference to prevailing secondary market prices
that will be determined solely by the Managing General Partner.
This is neither an offer to purchase nor a solicitation of an
offer to sell by the Partnership. Since July 1995, ORP has
purchased, in the aggregate, 1,389 Assignee Units for
approximately $461,000. No Assignee Units, however, were
purchased by ORP during the quarter ended March 31, 1998.
Liquidity and Capital Resources
Current Position. At March 31, 1998, ORP held $1,545,000 in
cash and cash equivalents and the working capital reserve,
compared to $1,503,000 at December 31, 1997. The increase of
$42,000 is primarily attributable to increases in property net
operating incomes offset by distributions made on February 28,
1998 to Partners of record as of December 31, 1997 totaling
approximately $243,000, and the payment of partnership
administrative expenses during the quarter ended March 31, 1998
totaling $44,000.
Other Assets shown on the accompanying consolidated Balance
Sheet increased by $84,000 to $1,112,000 at March 31, 1998, from
$1,028,000 at December 31, 1997. The increase in Other Assets is
primarily a result of an increase in prepaid property insurance
and the property tax escrow subaccount. Other Assets include
primarily a Liquidity Reserve Subaccount (for debt service), a
Recurring Replacement Reserve Subaccount (for property
improvements), a Property Insurance Escrow, and a Property Tax
Escrow for each of the Operating Partnerships totaling $860,000
at March 31, 1998. These Subaccounts are funded and maintained
monthly, as needed, from property income (except security
deposits), in accordance with the requirements pursuant to each
property's loan agreement and based on expenditures anticipated
in the following months. Accounts Receivable and Prepaid
Expenses totaling $25,000 and $226,000 at March 31, 1998,
respectively, are also included in Other Assets.
Unamortized deferred costs relating to organization and
refinancing costs (discussed in prior reports) at March 31, 1998
were $400,000, compared to $424,000 at December 31, 1997. These
costs are being amortized over the term of the mortgages.
Property Operations. ORP's future liquidity and level of cash
distributions are dependent upon the net operating income after
debt service, refurbishment expenses, and capitalized
improvements generated by ORP's four investment properties and
proceeds from any sale or refinancing of those properties. To
the extent any individual property does not generate sufficient
cash to cover its operating needs, including debt service,
deficits would be funded by cash generated from the other
investment properties, if any, working capital reserves, if any,
or borrowings by ORP. Property improvements in the aggregate
amount of $168,000 were made for the quarter ended March 31,
1998, compared to $115,000 for the same period in 1997. Of the
$168,000 of property improvements, $119,000 was capitalized for
financial statement purposes for the quarter ended March 31,
1998, compared to $79,000 of the $115,000 of property
improvements for the same period in 1997.
<PAGE 7>
- -----------------------------------------------------------------
Report of Management
- -----------------------------------------------------------------
Other Sources. Since 1994, 40% of the property management fees
owed to NHP Management Company ("NHP") have been subordinated to
the receipt by the Assignee Unit Holders of certain returns. As
of March 31, 1998 and December 31, 1997, deferred property
management fees to NHP amounted to $597,000 and $560,000,
respectively.
Results of Operations
The net operating income, before debt service, refurbishment
expenses, and capitalized property improvements, from each of the
four investment properties for the quarter ended March 31, 1998,
as compared to the quarter ended March 31, 1997, is as follows:
<TABLE>
- -----------------------------------------------------------------
<CAPTION>
(in thousands)
Three months ended March 31,
----------------------------
Property 1998 1997
- -----------------------------------------------------------------
<S> <C> <C>
Fairlane East, Dearborn, MI $ 412 $ 411
The Landings, Indianapolis, IN 170 125
Raven Hill, Burnsville, MN 318 260
Shadow Oaks, Tampa, FL 133 119
- -----------------------------------------------------------------
Total Net Operating Income $1,033 $ 915
=================================================================
</TABLE>
Three months ended March 31, 1998
versus three months ended March 31, 1997
In the aggregate, the net operating income, before debt
service, refurbishment expenses, and capitalized property
improvements, reported by ORP for the quarter ended March 31,
1998, increased by 13% compared to the quarter ended March 31,
1997. Set forth below is a discussion of the properties which
compares their respective operations for the three-month periods
ended March 31, 1998 and 1997.
Fairlane East
Fairlane East's net operating income for the quarter ended
March 31, 1998 increased by less than 1% from the same period in
1997 due to a 2% decrease in revenues and a 5.5% decrease in
apartment expenses. The decrease in apartment expenses is
primarily attributable to a decrease in maintenance, operating,
and property tax expenses. Average occupancy for the quarter
ended March 31, 1998 decreased to 91%, compared to 96% for the
same period in 1997. Approximately 10 to 15 percent of the
residents of Fairlane East are students from Saudi Arabia. Due
to the current political situation in that region, a significant
number of those students have been required to break or not renew
their leases and return to their home land to prepare for
military readiness, thus contributing to the decline in
occupancy. The weighted average rent collected for the month
ended March 31, 1998 increased by 3.1% to $970, compared to $941
for the same period in 1997. During the three-month period ended
March 31, 1998, the Partnership expended $53,000 on property
improvements, including $27,000 capitalized for accounting
purposes. The Managing General Partner anticipates slightly
lower spending levels on property improvements in 1998, as
compared to the year ended December 31, 1997.
The Landings
The Landings' net operating income for the quarter ended March
31, 1998 increased by 35.9% from the same period in 1997 due to a
2.5% increase in revenues and a 29% decrease in apartment
expenses. The decrease in apartment expenses is primarily
attributable to a decrease in property tax expenses. In March
1998, the Partnership received a refund of real estate taxes in
the amount of $38,000 due to tax overpayments in prior years.
The refund, in turn, reduced the amount of property tax expenses
and resulted in a significantly higher net operating income for
the quarter. Average occupancy for the quarter ended March 31,
1998 increased to 94%, compared to 86% for the same period in
1997. The increase in occupancy is primarily attributable to
lower rent increases in the first quarter of 1998 as well as
higher volume of first quarter traffic and sales caused by a
milder than normal winter. The weighted average rent collected
for the month ended March 31, 1998 increased by 3.3% to $600,
compared to $581 for the same period in 1997. During the three-
month period ended March 31, 1998, the Partnership expended
<PAGE 8>
- -----------------------------------------------------------------
Report of Management
- -----------------------------------------------------------------
$17,000 on property improvements, including $8,000 capitalized
for accounting purposes. The Managing General Partner
anticipates slightly lower spending levels on property
improvements in 1998, as compared to the year ended December 31,
1997.
Raven Hill
Raven Hill's net operating income for the quarter ended March
31, 1998 increased by approximately 22% from the same period in
1997 due to a 6.4% increase in revenues and a 5.7% decrease in
apartment expenses. The increase in revenues is attributable to
a 7.7% increase in rental income offset by a 25% decrease in
other income. The decrease in apartment expenses is primarily
attributable to decreases in operating and marketing expenses, as
well as a decrease in property taxes paid during the quarter.
Average occupancy for the quarter ended March 31, 1998 increased
to 98%, compared to 94% for the same period in 1997. The
weighted average rent collected for the month ended March 31,
1998 increased by 5% to $715, compared to $681 for the same
period in 1997. During the three-month period ended March 31,
1998, the Partnership expended $25,000 for property improvements,
including $16,000 capitalized for accounting purposes. The
Managing General Partner anticipates slightly lower spending
levels on property improvements in 1998, as compared to the year
ended December 31, 1997.
Shadow Oaks
Shadow Oaks' net operating income for the quarter ended March
31, 1998 increased by 11.1% from the same period in 1997 due to
an 8.4% increase in revenues offset by a 6.2% increase in
apartment expenses. The increase in revenues was primarily
attributable to a 7.6% increase in rental income, as well as a
21.3% increase in other income. The increase in apartment
expenses is primarily attributable to an increase in
administrative and marketing expenses. Average occupancy for the
quarter ended March 31, 1998 increased to 97%, compared to 94%
for the same period in 1997. The weighted average rent collected
for the month ended March 31, 1998 increased by 1.1% to $471,
compared to $466 for the same period in 1997. During the three-
month period ended March 31, 1998, the Partnership expended
$73,000 on property improvements, including $68,000 capitalized
for accounting purposes. Of the $68,000 capitalized costs,
$55,000 was paid for a major roofing replacement project. The
Managing General Partner anticipates slightly higher levels of
property improvements will be necessary in 1998, as compared to
the year ended December 31, 1997, in order to maintain the
property's competitive position.
Consolidated Statements of Operations-Other Income and Deductions
Other income was $57,000 and $83,000, respectively, for the
three-month periods ended March 31, 1998 and 1997. The decrease
was primarily due to decreases in laundry income and lease
breakage income.
The terms of the mortgage loans require the borrowers to make
equal installment payments over the term of the loans. Each
payment consists of interest on the unpaid balance of the loans
and a reduction of loan principal. The interest paid on these
loans decreases each period, while the portion applied to the
loan principal increases each period. As a result, interest
expense was $435,000 and $442,000, respectively, and principal
paid was $93,000 and $86,000, respectively, for the three-month
periods ended March 31, 1998 and 1997.
Depreciation expense for the three-month periods ended March
31, 1998 and 1997 was $304,000 and $292,000, respectively.
Amortization expense for the three-month periods ended March 31,
1998 and 1997 was $24,000 and $25,000, respectively.
For the three-month periods ended March 31, 1998 and 1997, of
the total property improvements in the aggregate amounts of
$168,000 and $115,000, respectively, $49,000 and $36,000,
respectively, were classified as refurbishment expenses for
financial statement purposes. The remaining balances of $119,000
and $79,000, respectively, were capitalized for financial
statement purposes.
Interest income for the three-month periods ended March 31,
1998 and 1997 was $17,000 and 18,000, respectively. ORP's
partnership administrative expenses for the three-month periods
ended March 31, 1998 and 1997 were $44,000 and $50,000,
respectively.
<PAGE 9>
<TABLE>
- ----------------------------------------------------------------------------------------------------------------------------
<CAPTION>
Average Occupancy
- ----------------------------------------------------------------------------------------------------------------------------
The average occupancy for each of the four investment properties is shown in the following chart:
For the Quarter Ended
--------------------------------------------------------
Property/ Acquisition
Location Date 3/31/97 6/30/97 9/30/97 12/31/97 3/31/98
- ----------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Fairlane 12/23/85 96% 97% 98% 94% 91%
Dearborn, Michigan
The Landings 10/31/84 86% 91% 94% 93% 94%
Indianapolis, Indiana
Raven Hill 12/24/86 94% 97% 97% 98% 98%
Burnsville, Minnesota
Shadow Oaks 02/07/85 94% 92% 95% 98% 97%
Tampa, Florida
- ----------------------------------------------------------------------------------------------------------------------------
</TABLE>
<TABLE>
- ----------------------------------------------------------------------------------------------------------------------------
<CAPTION>
Summary of Project Data (in thousands)
- ----------------------------------------------------------------------------------------------------------------------------
1998 Operating Results through 3/31/98 (in thousands)
_____________________________________________________________________
Average Rent
Collected<F1> NOI NOI
--------------- Before Property Before
Property/ No. of March March Apartment Apartment Improvements Property Debt
Location Units 1998 1997 Revenues Expenses & Debt Service Improvements<F2> Service
- ----------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Fairlane East 244 $970 $941 $ 659 $247 $ 412 $ 53 $359
Dearborn, Michigan
The Landings 150 $600 $581 263 93 170 17 153
Indianapolis, Indiana
Raven Hill 304 $715 $681 652 333 318 25 293
Burnsville, Minnesota
Shadow Oaks 200 $471 $466 291 159 133 73 60
Tampa, Florida
- ----------------------------------------------------------------------------------------------------------------------------
Total 898 $1,865 $832 $1,033 $168 $865
============================================================================================================================
<FN>
<F1> Represents net rental revenue collected for the month divided by the average number of units occupied during the month.
<F2> Represents total property improvement costs, including capitalized costs totaling $119,000 incurred during the quarter
ended March 31, 1998.
</FN>
</TABLE>
<PAGE 10>
Oxford Residential Properties I Limited Partnership and Subsidiaries
- --------------------------------------------------------------------
Consolidated Balance Sheets (in thousands)
- --------------------------------------------------------------------
<TABLE>
<CAPTION>
March 31, 1998 December 31, 1997
(Unaudited)
- --------------------------------------------------------------------
<S> <C> <C>
Assets
Investment properties, at cost
Land $ 3,681 $ 3,681
Buildings and improvements, net
of accumulated depreciation
of $15,131 and $14,827,
respectively 20,557 20,742
- --------------------------------------------------------------------
Total Investment Properties 24,238 24,423
- --------------------------------------------------------------------
Cash and cash equivalents 1,461 1,068
Working capital reserve 84 435
Tenant security deposits 169 163
Deferred costs, net of amortization
of $2,517 and $2,493, respectively 400 424
Other assets 1,112 1,028
- --------------------------------------------------------------------
3,226 3,118
- --------------------------------------------------------------------
Total Assets $27,464 $27,541
====================================================================
Liabilities and Partners' Capital
Liabilities
Mortgage notes payable $21,052 $21,145
Accounts payable and accrued
expenses 493 471
Distributions payable 0 243
Other liabilities 597 560
Tenant security deposits 169 163
- --------------------------------------------------------------------
Total Liabilities 22,311 22,582
- --------------------------------------------------------------------
Partners' Capital
General Partners (1,028) (1,032)
Assignor Limited Partner 1 1
Assignee Unit Holders (25,714
Assignee Units issued
and 24,325 outstanding) 6,180 5,990
- --------------------------------------------------------------------
Total Partners' Capital 5,153 4,959
- --------------------------------------------------------------------
Total Liabilities and
Partners' Capital $27,464 $27,541
====================================================================
The accompanying notes are an integral part of these
consolidated financial statements.
</TABLE>
<PAGE 11>
Oxford Residential Properties I Limited Partnership and Subsidiaries
- --------------------------------------------------------------------
Consolidated Statements of Operations (in thousands, except Net
Income per Assignee Unit and Weighted average number of Assignee
Units Outstanding) (Unaudited)
- --------------------------------------------------------------------
<TABLE>
<CAPTION>
Three months ended March 31,
----------------------------
1998 1997
- --------------------------------------------------------------------
<S> <C> <C>
Apartment Revenues
Rental income $ 1,808 $ 1,727
Other income 57 83
- --------------------------------------------------------------------
Total Apartment Revenues 1,865 1,810
- --------------------------------------------------------------------
Apartment Expenses
Maintenance 249 252
Operating 180 197
Administrative 114 98
Property management fees 94 90
Property taxes 169 230
Marketing 26 28
- --------------------------------------------------------------------
Total Apartment Expenses 832 895
- --------------------------------------------------------------------
Net Operating Income 1,033 915
- --------------------------------------------------------------------
Other Deductions
Interest expense 435 442
Depreciation and amortization 328 317
Refurbishment expenses 49 36
Interest income (17) (18)
Partnership administrative expenses 44 50
- --------------------------------------------------------------------
Total Other Deductions $ 839 $ 827
- --------------------------------------------------------------------
Net Income $ 194 $ 88
====================================================================
Net Income Allocated to Assignee Unit
Holders $ 190 $ 86
====================================================================
Net Income per Assignee Unit $ 7.81 $ 3.49
====================================================================
Weighted average number of Assignee
Units Outstanding 24,325 24,657
====================================================================
The accompanying notes are an integral part of these
consolidated financial statements.
</TABLE>
<PAGE 12>
Oxford Residential Properties I Limited Partnership and Subsidiaries
- --------------------------------------------------------------------
Consolidated Statement of Partners' Capital (in thousands)
- --------------------------------------------------------------------
<TABLE>
<CAPTION>
For the period December 31, 1997 through March 31, 1998
-------------------------------------------------------
Limited Partners'
Interests
-------------------
Assignee Assignor
Unit Limited General
Holders Partner Partners Total
- --------------------------------------------------------------------
<S> <C> <C> <C> <C>
Balance, December 31, 1997 $5,990 $1 $(1,032) $4,959
- --------------------------------------------------------------------
Net income, March 31, 1998 190 0 4 194
- --------------------------------------------------------------------
Balance, March 31, 1998
(Unaudited) $6,180 $1 $(1,028) $5,153
====================================================================
The accompanying notes are an integral part of these
consolidated financial statements.
</TABLE>
<PAGE 13>
Oxford Residential Properties I Limited Partnership and Subsidiaries
- --------------------------------------------------------------------
Consolidated Statements of Cash Flows (in thousands)
(Unaudited)
- --------------------------------------------------------------------
<TABLE>
<CAPTION>
Three months ended March 31,
----------------------------
1998 1997
- --------------------------------------------------------------------
<S> <C> <C>
Operating activities
Net income $ 194 $ 88
Adjustments to reconcile net income
to net cash provided by operating
activities:
Depreciation and amortization 328 317
Changes in assets and liabilities:
Tenant security deposits liability 6 16
Tenant security deposits (6) (16)
Other assets (84) (135)
Accounts payable and accrued
expenses 22 85
Other liabilities 37 36
- --------------------------------------------------------------------
Net cash provided by operating activities 497 391
- --------------------------------------------------------------------
Investing activities
Working capital reserve 351 277
Additions to investment properties (119) (79)
- --------------------------------------------------------------------
Net cash provided by (used in) investing
activities 232 198
- --------------------------------------------------------------------
Financing activities
Distributions paid (243) (185)
Mortgage principal paid (93) (86)
- --------------------------------------------------------------------
Net cash used in financing activities (336) (271)
- --------------------------------------------------------------------
Net increase (decrease) in cash and
cash equivalents 393 318
Cash and cash equivalents, beginning
of period 1,068 1,106
- --------------------------------------------------------------------
Cash and cash equivalents, end of
period $1,461 $1,424
====================================================================
The accompanying notes are an integral part of these
consolidated financial statements.
</TABLE>
<PAGE 14>
- -----------------------------------------------------------------
Notes to Consolidated Financial Statements
- -----------------------------------------------------------------
Note 1. Financial Statements.
The consolidated financial statements reflect all adjustments
which, in the opinion of Oxford Residential Properties I
Corporation, the managing general partner (the "Managing General
Partner") of Oxford Residential Properties I Limited Partnership
("ORP" or the "Partnership"), are necessary to present fairly the
Partnership's Consolidated Balance Sheets as of March 31, 1998
and December 31, 1997, the Consolidated Statements of Operations
for the three-month periods ended March 31, 1998 and 1997, the
Consolidated Statement of Partners' Capital as of March 31, 1998,
and the Consolidated Statements of Cash Flows for the three-month
periods ended March 31, 1998 and 1997, according to generally
accepted accounting principles. Although the Managing General
Partner believes the disclosures presented are adequate to make
the information not misleading, these statements should be read
in conjunction with the audited consolidated financial statements
and the notes included in the Partnership's Annual Report for the
year ended December 31, 1997.
For financial reporting purposes, the net income per assignee
unit of limited partnership of ORP ("Assignee Unit") has been
calculated by dividing the portion of the Partnership's net
income allocable to Assignee Unit Holders (98%) by the weighted
average of Assignee Units outstanding. In all computations of
earnings per Assignee Unit, the weighted average of Assignee
Units outstanding during the period constitutes the basis for the
net income amounts per Assignee Unit on the Consolidated
Statements of Operations.
Note 2. Transactions with Affiliates.
The Partnership has no directors or officers. The Managing
General Partner and its affiliates do not receive any direct
compensation, but receive fees and are reimbursed by ORP for any
actual direct costs and expenses incurred in connection with the
operation of the Partnership.
Expense reimbursements are for an affiliate's personnel costs,
travel expenses and interest on interim working capital advances,
which were not covered separately by fees. Total reimbursements
to the Managing General Partner and its affiliates for the three-
month period ended March 31, 1998, were approximately $24,000 for
administrative and accounting-related costs, compared to $25,000
for the same period in 1997.
An affiliate of NHP Management Company, the property manager,
has a separate services agreement with Oxford Realty Financial
Group, Inc. ("ORFG"), an affiliate of the Managing General
Partner, pursuant to which ORFG provides certain services to NHP
in exchange for service fees in an amount equal to 25.41% of all
fees collected by NHP from certain properties, including those
owned by the Partnership.
Note 3. Other Liabilities
Other Liabilities. Under the Property Management Agreements
with NHP Management Company, the management fee is equal to 5% of
gross collections for all properties; however, 40% of this fee is
subordinated until certain distribution preference levels to the
Limited Partners or Assignee Unit Holders are achieved. Property
management fees of $37,000 and $36,000 for the three-month
periods ended March 31, 1998 and 1997, respectively, have been
deferred. The Managing General Partner has determined that the
property manager is not an affiliate of the Partnership.
Note 4. Mortgage Notes Payable.
Effective January 12, 1994, separate mortgage loans were made
to each of the four ownership entities (as discussed in prior
reports) in the aggregate original principal amount of
$22,362,000. These mortgage loans are not cross-collateralized,
nor are they cross-defaulted. Each note bears interest at a
fixed rate of 8.25% per annum and matures on February 11, 2004.
The total monthly principal and interest payment is $176,000. As
of March 31, 1998, the total outstanding balance of the four
mortgage notes payable was $21,052,000. The properties are in
compliance with their respective debt service agreements as of
March 31, 1998.
<PAGE 15>
- -----------------------------------------------------------------
Notes to Consolidated Financial Statements
- -----------------------------------------------------------------
The individual outstanding mortgage notes payable as of March 31,
1998, and monthly debt service are as follows:
<TABLE>
<CAPTION>
- -------------------------------------------------------------------
Property Collateralizing Debt Outstanding Monthly
(in thousands) Mortgage Debt Service<F1>
- -------------------------------------------------------------------
<S> <C> <C>
Fairlane East, Dearborn, Michigan $ 9,673 $ 81
The Landings, Indianapolis, Indiana 3,189 26
Raven Hill, Burnsville, Minnesota 4,872 41
Shadow Oaks, Tampa, Florida 3,318 28
- -------------------------------------------------------------------
$21,052 $176
===================================================================
<FN>
<F1> Includes principal and interest.
</FN>
</TABLE>
<PAGE 16>
- -----------------------------------------------------------------
Instructions for Investors who wish to reregister or transfer ORP
Assignee Units
- -----------------------------------------------------------------
Please follow the instructions below if you wish to reregister or
transfer ownership of your Oxford Residential Properties I
Limited Partnership ("ORP" or the "Partnership") Assignee Units.
No transfers or sales can be effected without the consent of the
Managing General Partner and the completion of the proper
documents.
To cover the costs associated with processing transfers, MMS
Escrow & Transfer Agency, Inc. ("MMS"), the transfer agent for
ORP, charges $25 for each transfer of ORP Assignee Units
between related parties, and $50 per seller for each transfer
for consideration (sale). The only exception is a transfer to
a surviving joint holder of Assignee Units when the other
joint holder dies, in which case no fee is charged. MMS
charges $150 for the conversion of Assignee Units into a
limited partner interest.
To transfer ownership of Assignee Units held in a Merrill
Lynch account, please have your Merrill Lynch financial
consultant contact Merrill Lynch Partnership Operations in New
Jersey at (201) 557-1619 to request the necessary transfer
documents. Merrill Lynch Partnership Operations will only
accept calls from your financial consultant. YOU MUST HAVE
THE PROPER TRANSFER DOCUMENTS FROM MERRILL LYNCH TO EFFECT A
TRANSFER. Your financial consultant must contact Partnership
Operations, as ORP Investor Services does not send out
transfer papers for Assignee Units held in a Merrill Lynch
account.
Investors who no longer hold their Assignee Units in a Merrill
Lynch account should contact ORP Investor Services at (248)
614-4550 or P.O. Box 7090, Troy, Michigan 48007-9921, to
obtain transfer documents. YOU MUST OBTAIN THE PROPER
TRANSFER DOCUMENTS FROM ORP INVESTOR SERVICES TO EFFECT A
TRANSFER OF ASSIGNEE UNITS WHICH YOU HOLD PERSONALLY.
To redeposit your ORP units into a Merrill Lynch account,
please notify ORP Investor Services in writing after the
Merrill Lynch account has been opened. ORP Investor Services
will then instruct Merrill Lynch to deposit the Assignee Units
into the account.
Please remember to notify ORP Investor Services in writing at
the address below or by calling (248) 614-4550 in the event
you change your mailing address or your financial consultant.
We can then continue to provide you and your representative
with timely information about your investment in Oxford
Residential Properties I Limited Partnership.
The Quarterly Report on Form 10-Q for the quarter ended March
31, 1998, filed with the Securities and Exchange Commission,
is available to Assignee Unit Holders and may be obtained by
writing:
Investor Services
Oxford Residential Properties I Limited Partnership
P.O. Box 7090
Troy, Michigan 48007-9921
(248) 614-4550
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the
Consolidated Balance Sheet at March 31, 1998 (Unaudited) and the Consolidated
Statement of Operations for the three months ended March 31, 1998 (Unaudited)
and is qualified in its entirety by reference to such financial statements.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> MAR-31-1998
<CASH> 1,545
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 1,681
<PP&E> 39,369
<DEPRECIATION> 15,131
<TOTAL-ASSETS> 27,464
<CURRENT-LIABILITIES> 1,259
<BONDS> 21,052
0
0
<COMMON> 0
<OTHER-SE> 5,153
<TOTAL-LIABILITY-AND-EQUITY> 27,464
<SALES> 0
<TOTAL-REVENUES> 1,865
<CGS> 0
<TOTAL-COSTS> 832
<OTHER-EXPENSES> 404
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 435
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 194
<EPS-PRIMARY> 7.81
<EPS-DILUTED> 7.81
</TABLE>
