<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 June 30, 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 11 through 16 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 six-month period ended June 30, 1998, is
incorporated herein by reference to sequentially numbered pages 6
through 10 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 11 through 16).
(20) Report furnished to security holders.
Oxford Residential Properties I Limited Partnership's
Quarterly Report (Unaudited) dated June 30, 1998, follows on
sequentially numbered pages 5 through 17 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: 08/13/98 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: 08/13/98 By: /S/ Leo E. Zickler
-------- --------------------------------------------
Leo E. Zickler
Chairman of the Board of Directors and
Chief Executive Officer
Date: 08/13/98 By: /S/ Francis P. Lavin
-------- --------------------------------------------
Francis P. Lavin
President
<PAGE 5>
OXFORD RESIDENTIAL PROPERTIES I LIMITED PARTNERSHIP
Quarterly Report
(Unaudited)
June 30, 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 June 30,
1998, and its consolidated results of operations for the three-
and six-month periods ended June 30, 1998, and its cash flows for
the six-month period ended June 30, 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 ORP. Since July 1995, ORP has purchased, in the
aggregate, 1,389 Assignee Units. No Assignee Units were
purchased by ORP during the six-months ended June 30, 1998,
however, ORP purchased 13 Assignee Units on August 11, 1998.
On August 11, 1998, the Managing General Partner declared an
increase in the amount of the semi-annual distribution from $10
per Assignee Unit to $15 per Assignee Unit. This distribution
will be made on August 28, 1998, to its Partners and Assignee
Unit Holders of record as of June 30, 1998.
Liquidity and Capital Resources
Current Position. At June 30, 1998, ORP held $1,706,000 in
cash and cash equivalents and the working capital reserve,
compared to $1,503,000 at December 31, 1997. The increase of
$203,000 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 ORP's administrative
expenses during the six-months ended June 30, 1998 totaling
$98,000.
Other Assets shown on the accompanying consolidated Balance
Sheet increased by $83,000 to $1,111,000 at June 30, 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 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 $947,000 at June 30, 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 $35,000 and
$129,000 at June 30, 1998, respectively, are also included in
Other Assets.
Unamortized deferred costs relating to organization and
refinancing costs (discussed in prior reports) at June 30, 1998
were $375,000, 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 $434,000 were made for the six-month period ended June
30, 1998, compared to $470,000 for the same period in 1997. Of
the $434,000 of property improvements, $256,000 was capitalized
for financial statement purposes for the six-month period ended
June 30, 1998, compared to $356,000 of the $470,000 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 June 30, 1998 and December 31, 1997, deferred property
management fees to NHP amounted to $635,000 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 June 30, 1998,
as compared to the quarter ended June 30, 1997, is as follows:
- -----------------------------------------------------------------
Report of Management
- -----------------------------------------------------------------
<TABLE>
- -----------------------------------------------------------------
<CAPTION>
(in thousands) (in thousands)
Three months ended Six months ended
June 30, June 30,
------------------ -------------------
Property 1998 1997 1998 1997
- -----------------------------------------------------------------
<S> <C> <C> <C> <C>
Fairlane East,
Dearborn, MI $ 421 $ 413 $ 833 $ 824
The Landings,
Indianapolis, IN 119 124 289 249
Raven Hill,
Burnsville, MN 344 282 662 542
Shadow Oaks,
Tampa, FL 140 145 273 264
- -----------------------------------------------------------------
Total Net Operating Income $1,024 $ 964 $2,057 $1,879
=================================================================
</TABLE>
Three months ended June 30, 1998 versus three months
ended June 30, 1997
In the aggregate, the net operating income, before debt
service, refurbishment expenses, and capitalized property
improvements, reported by ORP for the quarter ended June 30,
1998, increased by 6.2% compared to the quarter ended June 30,
1997. Set forth below is a discussion of the properties which
compares their respective operations for the three-month periods
ended June 30, 1998 and 1997.
Fairlane East
Fairlane East's net operating income for the quarter ended
June 30, 1998 increased by 1.9% from the same period in 1997 due
to a less than 1% decrease in revenues offset by a 5.4% decrease
in apartment expenses. The decrease in apartment expenses is
primarily attributable to decreases in operating expenses and
property taxes. During the three-month period ended June 30,
1998, the Partnership expended $95,000 on property improvements,
including $51,000 capitalized for accounting purposes.
The Landings
The Landings' net operating income for the quarter ended
June 30, 1998 decreased by 4.0% from the same period in 1997 due
to a 15.4% increase in apartment expenses partially offset by a
6% increase in revenues. Occupancy for the three-month period
ended June 30, 1998 increased to 96% compared to 91% for the same
period in 1997. The increase in apartment expenses is primarily
attributable to an increase in maintenance expenses and property
taxes. During the three-month period ended June 30, 1998, the
Partnership expended $43,000 on property improvements, including
$10,000 capitalized for accounting purposes.
Raven Hill
Raven Hill's net operating income for the quarter ended
June 30, 1998 increased by 22.0% from the same period in 1997 due
to a 3.3% increase in revenues and a 11.4% decrease in apartment
expenses. The decrease in apartment expenses is primarily
attributable to decreases in maintenance and operating expenses
and property taxes. During the three-month period ended June 30,
1998, the Partnership expended $103,000 for property
improvements, including $71,000 capitalized for accounting
purposes.
<PAGE 8>
- -----------------------------------------------------------------
Report of Management
- -----------------------------------------------------------------
Shadow Oaks
Shadow Oaks' net operating income for the quarter ended
June 30, 1998 decreased by 3.4% from the same period in 1997 due
to a 4.9% decrease in revenues partially offset by a 6.7%
decrease in apartment expenses. The decrease in revenues is
primarily attributable to a decrease in laundry service income
based from a new vendor service contract signed last year. The
decrease in apartment expenses is primarily attributable to
decreases in maintenance and administrative expenses. During the
three-month period ended June 30, 1998, the Partnership expended
$25,000 on property improvements, including $5,200 capitalized
for accounting purposes.
Six months ended June 30, 1998 versus six months
ended June 30, 1997
In the aggregate, the net operating income, before debt
service, refurbishment expenses, and capitalized property
improvements, reported by ORP for the six-month period ended June
30, 1998, increased by $178,000, or 9.5%, compared to the same
period in 1997. Set forth below is a discussion of the
properties which compares their respective operations for the six-
month periods ended June 30, 1998 and 1997.
Fairlane East
Fairlane East's net operating income for the six-month period
ended June 30, 1998 increased by 1.1% from the same period in
1997 due to a 1.5% decrease in revenues partially offset by a
5.4% decrease in apartment expenses. The decrease in apartment
expenses is primarily attributable to a decrease in property
taxes due to changes in state legislation. Average occupancy for
the six-month period ended June 30, 1998 decreased to 92%,
compared to 97% for the same period in 1997. Fairlane East has
not completely recovered from the late 1997 decrease in occupancy
resulting from lease cancellations and non-renewals by foreign
students. However, for the month ended June 30, 1997, Fairlane
East's occupancy rate rebounded to 97%, thus showing signs of a
gradual occupancy improvement. The weighted average rent
collected for the month ended June 30, 1998 increased by 3% to
$979, compared to $950 for the same period in 1997. During the
six-month period ended June 30, 1998, the Partnership expended
$147,000 on property improvements, including $78,000 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 six-month period
ended June 30, 1998 increased by 16.1% from the same period in
1997 due to a 4.3% increase in revenues and a 6.6% decrease in
apartment expenses. The decrease in apartment expenses is
primarily attributable to a decrease in property taxes. 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 overall net operating
income for the six-month period ended June 30, 1998. Average
occupancy for the six-month period ended June 30, 1998 increased
to 95%, compared to 89% for the same period in 1997. The
increase in occupancy is primarily attributable to stronger
market conditions, lower rent increases, and decreased "move-
outs" due to new home purchases. The weighted average rent
collected for the month ended June 30, 1998 increased by 2% to
$601, compared to $590 for the same period in 1997. During the
six-month period ended June 30, 1998, the Partnership expended
$60,000 on property improvements, including $18,000 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 six-month period
ended June 30, 1998 increased by 22.1% from the same period in
1997 due to a 4.8% increase in revenues and a 8.6% decrease in
apartment expenses. The increase in revenues is attributable to
a 6% increase in rental income partially offset by a 12% 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 due to lower 1998 property
tax assessments. Average occupancy for the six-month period
ended June 30, 1998 increased to 98%, compared to 96% for the
same period in 1997. The weighted average rent collected for the
month ended June 30, 1998 increased by 5% to $714, compared to
$682 for the same period in 1997. During the six-month period
ended June 30, 1998, the Partnership expended $129,000 for
<PAGE 9>
- -----------------------------------------------------------------
Report of Management
- -----------------------------------------------------------------
property improvements, including $87,000 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 six-month period
ended June 30, 1998 increased by 3.4% from the same period in
1997 due to an 1.4% increase in revenues and a less than 1%
decrease in apartment expenses. The increase in revenues was
primarily attributable to a 7% increase in rental income. The
decrease in apartment expenses is primarily attributable to a
decrease in maintenance expenses and property taxes. Average
occupancy for the six-month period ended June 30, 1998 increased
to 96%, compared to 93% for the same period in 1997. The
weighted average rent collected for the month ended June 30, 1998
increased by 5% to $460, compared to $439 for the same period in
1997. During the six-month period ended June 30, 1998, the
Partnership expended $98,000 on property improvements, including
$73,000 capitalized for accounting purposes. Of the $73,000
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 $128,000 and $197,000, respectively, for the
six-month periods ended June 30, 1998 and 1997. The decrease was
primarily due to decreases in service income, tenant late charge
income, interest 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 $868,000 and $883,000, respectively, and principal
paid was $189,000 and $174,000, respectively, for the six-month
periods ended June 30, 1998 and 1997.
Depreciation expense for the six-month periods ended June 30,
1998 and 1997 was $613,000 and $586,000, respectively.
Amortization expense for the six-month periods ended June 30,
1998 and 1997 was $49,000.
For the six-month periods ended June 30, 1998 and 1997, of the
total property improvements in the aggregate amounts of $434,000
and $470,000, respectively, $178,000 and $114,000, respectively,
were classified as refurbishment expenses for financial statement
purposes. The remaining balances of $256,000 and $356,000,
respectively, were capitalized for financial statement purposes.
Interest income for the six-month periods ended June 30, 1998
and 1997 was $39,000 and 40,000, respectively. ORP's partnership
administrative expenses for the six-month periods ended June 30,
1998 and 1997 were $98,000 and $112,000, respectively.
<PAGE 10>
<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 6/30/98
- ----------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
Fairlane East 12/23/85 96% 97% 98% 94% 91% 94%
Dearborn, Michigan
The Landings 10/31/84 86% 91% 94% 93% 94% 96%
Indianapolis, Indiana
Raven Hill 12/24/86 94% 97% 97% 98% 98% 97%
Burnsville, Minnesota
Shadow Oaks 2/07/85 94% 92% 95% 98% 97% 96%
Tampa, Florida
- ----------------------------------------------------------------------------------------------------------------------------------
</TABLE>
<TABLE>
- ----------------------------------------------------------------------------------------------------------------------------------
<CAPTION>
Summary of Project Data (in thousands)
- ----------------------------------------------------------------------------------------------------------------------------------
1998 Operating Results through 6/30/98 (in thousands)
--------------------------------------------------------------------------------
Average Rent
Collected<F1> NOI
_________________ Before Property NOI
Property/ No. of June June Apartment Apartment Improvements Property Before
Location Units 1998 1997 Revenues Expenses & Debt Service Improvements<F2> Debt Service
- ----------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Fairlane East 244 $979 $950 $1,343 $ 510 $ 833 $147 $ 68
Dearborn, Michigan
The Landings 150 $601 $590 537 248 289 60 229
Indianapolis, Indiana
Raven Hill 304 $714 $682 1,310 648 662 129 533
Burnsville, Minnesota
Shadow Oaks 200 $460 $439 580 307 273 98 175
Tampa, Florida
- ----------------------------------------------------------------------------------------------------------------------------------
Total 898 $3,770 $1,713 $2,057 $434 $1,623
- ----------------------------------------------------------------------------------------------------------------------------------
<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 $256,000 incurred during the six-
month period ended June 30, 1998.
</FN>
</TABLE>
<PAGE 11>
Oxford Residential Properties I Limited Partnership and Subsidiaries
- --------------------------------------------------------------------
Consolidated Balance Sheets (in thousands)
- --------------------------------------------------------------------
<TABLE>
<CAPTION>
June 30, 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 $15,440 and $14,827,
respectively 20,385 20,742
- --------------------------------------------------------------------
Total Investment Properties 24,066 24,423
- --------------------------------------------------------------------
Cash and cash equivalents 1,067 1,068
Working capital reserve 639 435
Tenant security deposits 172 163
Deferred costs, net of amortization
of $2,542 and $2,493, respectively 375 424
Other assets 1,111 1,028
- --------------------------------------------------------------------
3,364 3,118
- --------------------------------------------------------------------
Total Assets $27,430 $27,541
====================================================================
Liabilities and Partners' Capital
Liabilities
Mortgage notes payable $20,956 $21,145
Accounts payable and accrued
expenses 418 471
Distributions payable 365 243
Other liabilities 635 560
Tenant security deposits 172 163
- --------------------------------------------------------------------
Total Liabilities 22,546 22,582
- --------------------------------------------------------------------
Partners' Capital
General Partners (1,026) (1,032)
Assignor Limited Partner 1 1
Assignee Unit Holders (25,714
Assignee Units issued and
24,325 outstanding at
June 30, 1998 and December 31, 1997) 5,909 5,990
- --------------------------------------------------------------------
Total Partners' Capital 4,884 4,959
- --------------------------------------------------------------------
Total Liabilities and
Partners' Capital $27,430 $27,541
====================================================================
The accompanying notes are an integral part of these
consolidated financial statements.
</TABLE>
<PAGE 12>
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 Six months
ended ended
June 30, June 30,
--------------- --------------
1998 1997 1998 1997
- --------------------------------------------------------------------
<S> <C> <C> <C> <C>
Apartment Revenues
Rental income $1,834 $1,777 $3,642 $3,504
Other income 70 114 128 197
- --------------------------------------------------------------------
Total Apartment
Revenues 1,905 1,891 3,770 3,701
- --------------------------------------------------------------------
Apartment Expenses
Maintenance 307 317 556 569
Operating 128 145 308 342
Administrative 118 112 232 210
Property management fees 95 94 189 184
Property taxes 200 230 369 460
Marketing 33 29 59 57
- --------------------------------------------------------------------
Total Apartment Expenses 881 927 1,713 1,822
- --------------------------------------------------------------------
Net Operating Income 1,024 964 2,057 1,879
- --------------------------------------------------------------------
Other Deductions
Interest expense 433 441 868 883
Depreciation and
amortization 334 318 662 635
Refurbishment expenses 129 78 178 114
Interest income (22) (22) (39) (40)
Partnership
administrative expenses 54 62 98 112
- --------------------------------------------------------------------
Total Other Deductions 928 877 1,767 1,704
- --------------------------------------------------------------------
Net Income $ 96 $ 87 $ 290 $ 175
====================================================================
Net Income Allocated to
Assignee Unit Holders $ 94 $ 85 $ 284 $ 171
====================================================================
Net Income per Assignee Unit $ 3.86 $ 3.44 $11.68 $ 6.93
====================================================================
Weighted average number of
Assignee Units Outstanding 24,325 24,657 24,325 24,657
====================================================================
The accompanying notes are an integral part of these
consolidated financial statements.
</TABLE>
<PAGE 13>
Oxford Residential Properties I Limited Partnership and Subsidiaries
- --------------------------------------------------------------------
Consolidated Statement of Partners' Capital (in thousands)
(Unaudited)
- --------------------------------------------------------------------
<TABLE>
<CAPTION>
For the period December 31, 1997 through June 30, 1998
-------------------------------------------------------
Limited Partners'Interests
----------------------------
Assignee Assignor General
Unit Limited Partners Total
Holders Partner
- --------------------------------------------------------------------
<S> <C> <C> <C> <C>
Balance, December 31, 1997 $5,990 $1 $(1,032) $4,959
- --------------------------------------------------------------------
Net income, June 30, 1998 284 0 6 290
Distribution to Assignee
Unit Holders (365) 0 0 (365)
- --------------------------------------------------------------------
Balance, June 30, 1998 $5,909 $1 $(1,026) $4,884
====================================================================
The accompanying notes are an integral part of these consolidated
financial statements.
</TABLE>
<PAGE 14>
Oxford Residential Properties I Limited Partnership and Subsidiaries
- --------------------------------------------------------------------
Consolidated Statements of Cash Flows (in thousands)
(Unaudited)
- --------------------------------------------------------------------
<TABLE>
<CAPTION>
Six Months Ended June 30,
------------------------------
1998 1997
- --------------------------------------------------------------------
<S> <C> <C>
Operating activities
Net income $ 290 $ 175
Adjustments to reconcile net income
to net cash provided by operating
activities:
Depreciation and amortization 662 635
Changes in assets and liabilities:
Tenant security deposits liability 9 23
Tenant security deposits (9) (23)
Other assets (83) 5
Accounts payable and accrued expenses (53) 53
Other liabilities 75 73
- --------------------------------------------------------------------
Net cash provided by operating activities 891 941
- --------------------------------------------------------------------
Investing activities
Working capital reserve (204) (357)
Additions to investment properties (256) (356)
- --------------------------------------------------------------------
Net cash provided by (used in)
investing activities (460) (713)
- --------------------------------------------------------------------
Financing activities
Distributions paid (243) (185)
Mortgage principal paid (189) (174)
- --------------------------------------------------------------------
Net cash used in financing activities (432) (359)
- --------------------------------------------------------------------
Net increase (decrease) in cash and
cash equivalents (1) (131)
Cash and cash equivalents, beginning
of period 1,068 1,106
- --------------------------------------------------------------------
Cash and cash equivalents, end of
period $1,067 $ 975
====================================================================
The accompanying notes are an integral part of these
consolidated financial statements.
</TABLE>
<PAGE 15>
- -----------------------------------------------------------------
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 June 30, 1998 and
December 31, 1997, the Consolidated Statements of Operations for
the three- and six-month periods ended June 30, 1998 and 1997,
the Consolidated Statement of Partners' Capital as of June 30,
1998, and the Consolidated Statements of Cash Flows for the six-
month periods ended June 30, 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 six-
month period ended June 30, 1998, were approximately $58,000 for
administrative and accounting-related costs, compared to $41,000
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.
An affiliate of ORP and its managing general partner, Oxford
Residential Properties I Corporation ("Managing General Partner")
owns approximately 20.5% of the outstanding Assignee Units.
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 $75,000 and $73,000 for the six-month periods
ended June 30, 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 June 30, 1998, the total outstanding balance of the four
mortgage notes payable was $20,956,000. The properties are in
compliance with their respective debt service agreements as of
June 30, 1998.
<PAGE 16>
- -----------------------------------------------------------------
Notes to Consolidated Financial Statements
- -----------------------------------------------------------------
The individual outstanding mortgage notes payable as of June 30,
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 $ 9,629 $ 81
The Landings, Indianapolis, Indiana 3,174 26
Raven Hill, Burnsville, Minnesota 4,850 41
Shadow Oaks, Tampa, Florida 3,303 28
- -----------------------------------------------------------------
$20,956 $176
=================================================================
<FN>
<F1> Includes principal and interest.
</FN>
</TABLE>
<PAGE 17>
- -----------------------------------------------------------------
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.
- -----------------------------------------------------------------
Instructions for Investors who wish to reregister or transfer ORP
Assignee Units
- -----------------------------------------------------------------
The Quarterly Report on Form 10-Q for the quarter ended June
30, 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 June 30, 1998 (Unaudited) and the Consolidated
Statement of Operations for the six months ended June 30, 1998 (Unaudited) and
is qualified in its entirety by reference to such financial statements.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> JUN-30-1998
<CASH> 1,706
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 1,658
<PP&E> 39,506
<DEPRECIATION> 15,440
<TOTAL-ASSETS> 27,430
<CURRENT-LIABILITIES> 1,590
<BONDS> 20,956
0
0
<COMMON> 0
<OTHER-SE> 4,884
<TOTAL-LIABILITY-AND-EQUITY> 27,430
<SALES> 0
<TOTAL-REVENUES> 3,770
<CGS> 0
<TOTAL-COSTS> 1,713
<OTHER-EXPENSES> 899
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 868
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 290
<EPS-PRIMARY> 11.68
<EPS-DILUTED> 11.68
</TABLE>
