UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-K
[X] Annual Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
For the Fiscal Year Ended December 31, 1995
[ ] Transition Report Pursuant to Section 13 or 15(a) of the
Securities Exchange Act of 1934
Commission File Number 0-15756
LIF
(Exact name of registrants as specified in its charter)
California 94-2969720
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
P. O. Box 130, Carbondale, Colorado 81623
(Address of principal executive offices)
(970) 963-8007
(Partnership's telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
None
Securities registered pursuant to Section 12(g) of the Act:
Units of Limited Partnership Interest
(Title of Class)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Sections 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: [ ]
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K (229.405 of this chapter) is not contained herein, and will
not be contained, to the best of registrant's knowledge in definitive proxy or
information statements incorporated by reference in Part III of this Form 10-K
or any amendment to this Form 10-K [ ]
State the aggregate market value of the voting stock held by non-affiliates
of the registrant. Inapplicable.
DOCUMENTS INCORPORATED BY REFERENCE: None
<PAGE>
LIF
FORM 10-K
FOR THE YEAR ENDED DECEMBER 31, 1995
TABLE OF CONTENTS
Item No.
Part I
Item 1. Business
Item 2. Properties
Item 3. Legal Proceedings
Item 4. Submission of Matters to a Vote of Security Holders
Part II
Item 5. Market for Partnership's Common Equity and Related
Shareholders Matters
Item 6. Selected Financial Data
Item 7. Management's Discussion and Analysis of Financial
Condition and Results of Operations
Item 8. Financial Statements and Supplementary Data
Item 9. Change in and Disagreements with Accountants on
Accounting and Financial Disclosure
Part III
Item 10. Directors and Executive Officers of the Registrant
Item 11. Executive Compensation
Item 12. Security Ownership of Certain Beneficial Owners
and Management
Item 13. Certain Relationships and Related Transactions
Part IV
Item 14. Exhibits, Financial Statement Schedules, and Reports
on Form 8-K
Signatures
Index to Consolidated Financial Statements and Supplemental
Consolidated Financial Statement Schedules F-1
<PAGE>
PART I
ITEM 1. BUSINESS
LIF (the "Partnership") is a limited partnership which was organized under
the California Revised Limited Partnership Act on June 29, 1984. The
Partnership was organized to acquire real properties, including commercial,
residential and agricultural properties, located primarily within the western
portion of the United States, and to make short-term loans and capital
contributions to other limited partnerships formed to acquire or develop and
operate one or more income-producing real properties. The Partnership was
formed with the following principal investment objectives: (i) to provide the
maximum possible cash distributions from operations, a substantial portion of
which may not be taxable to the holders of units of limited partnership
interest in the Partnership (the "Holders"); (ii) to provide for capital
growth through appreciation in values; and (iii) to protect the Partnership's
capital. The General Partner of LIF is Partners '85 (the "General Partner")
a partnership whose General Partner is Landsing Equities Corporation.
The Partnership's business consists of a single segment -- acquisition and
operation of one or more income-producing real properties and making short-
term loans and capital contributions to operating entities formed to acquire
or develop real properties. For a schedule of the Partnership's income and
losses and assets, see Item 6, Selected Financial Data. The Partnership will
not be engaged in the production of goods or the rendering of services. For
a more specific discussion of the Partnership's operations and financial
condition, see Item 7, Management's Discussion and Analysis of Financial
Condition and Results of Operations.
The Partnership currently has an investment in Landsing Private Partnership-
21 ("P-21") which owns one multi-family rental property, Prince Creek
Partners ("PCP") which owns three residential rental properties, Thompson
Creek Partners ("TCP") which owns one residential rental property, and Cattle
Creek Development Partners ("CCP") which owns two retail rental properties.
For financial reporting purposes the Partnership's investments are presented
on a consolidated basis.
Results of the Partnership's operations depend primarily upon the successful
operation of it's investment. The yields (return on capital) available on
equity ownership of investments in income-producing and other types of real
estate investments depend to a large extent upon the ability to lease or rent
the property, the geographic location of the property, competition and other
factors, none of which can be predicted with any certainty.
The Partnership has not engaged in research activities relating to the
development or improvement of products or services. The Partnership has not
made, nor does it anticipate making, during the succeeding fiscal year, any
capital expenditures for environmental control facilities, nor does it expect
any material effects upon capital expenditures, earnings or competitive
position resulting from compliance with present federal, state or local
environmental control provisions. The Partnership has no employees. All of
the Partnership's operations are located in the United States.
<PAGE>
<TABLE>
ITEM 2. PROPERTIES
A description of the income-producing properties which the Partnership owned
at December 31, 1995 is as follows:
<CAPTION>
Financial
Occupancy Average
Net For The Physical Effective
Rentable Year End Occupancy Rental
Name & Location: Type Sq. Ft. 12/31/95 12/31/95 Rate
(1) (2) (3)
___________ _______ _______ _______ _____
<S> <C> <C> <C> <C> <C>
Whistler Point Apartment Residential 140,230 94% 97% $ 9
Boise, ID
Valley View Business Park Retail 20,750 86% 80% $ 6
Glenwood Springs, CO
701 Cooper Commercial 3,937 100% 100% $10
Glenwood Springs, CO
481 Mesa Verde Residential 1,833 100% 100% $ 8
Carbondale, CO
3901 Mountain Dr. Residential 1,312 100% 100% $11
Glenwood Springs, CO
0051 Badger Court Residential 1,212 100% 100% $11
Carbondale, CO
239 Crystal Residential 1,425 91% 100% $10
Carbondale, CO
<FN>
(1) Expressed as a percentage, it compares the actual dollar amount of rent
received with the dollar amount of rent which would be received if
the property were fully leased.
(2) Physical occupancy denotes the percentage of net rentable square footage
leased as of a certain date.
(3)Represents the average effective rental rates, per square foot, for the
year ended December 31, 1995.
</TABLE>
Each of the Partnership's properties is subject to substantial encumbrances.
Reference is made to Schedule XI to the Financial Statements filed as part of
this annual report for information regarding such encumbrances.
ITEM 3. LEGAL PROCEEDINGS
The Partnership, through TCP, filed suit against a former tenant for unpaid
rent. The suit was settled in favor of the Partnership. The Partnership
received a judgment for $4,500.00.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
No matter has been submitted to a vote of the limited partners (the "Limited
Partners") through the solicitation of proxies or otherwise, during the
fourth quarter of 1995.
<PAGE>
PART II
ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED SHAREHOLDERS
MATTERS
There is no established public trading market for the Units of Limited
Partnership interest of the Partnership and there are substantial
restrictions on the transferability of such Units imposed by federal and
state securities laws and by the Limited Partnership Agreement.
The approximate number of record holders of Units of the Partnership as of
January 1, 1996, is 969.
The Limited Partners of the Partnership are entitled to certain distributions
under the Amended and Restated Certificate and Agreement of Limited
Partnership of the Partnership. Cash distributions of $15 per unit were paid
on May 16, 1995 and October 20, 1995 to Limited Partners of record as of
March 31, 1995 and September 30, 1995.
<TABLE>
ITEM 6. SELECTED FINANCIAL DATA
FOR THE YEARS ENDED DECEMBER 31, 1995:
(in thousands, except per Unit amount)
<CATION>
. . . . . . . . .DECEMBER 31. . . . . . . . .
1995 1994 1993 1992 1991
______ ______ ______ ______ ______
<S> <C> <C> <C> <C> <C>
Total Revenues $1,542 $1,361 $1,216 $1,157 $1,085
Net Income (Loss) (52) 27 58 (47) (282)
Net Income (Loss) Per Unit<F1> (4) 2 5 (4) (22)
Total Assets 9,076 8,153 7,318 7,385 7,495
Long-term Obligations - Net 6,897 5,591 4,406 4,489 4,560
Cash Distributions-Ltd Partners 385 385 0 0 0
Paid Per Unit <F1> 30 30 0 0 0
<FN>
(1)Based on a weighted average of 12,820 limited partnership units
outstanding in 1995, 1994, 1993, 1992, and 1991.
</TABLE>
<PAGE>
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
INTRODUCTION
The Partnership was organized to acquire real properties, including
commercial, residential and agricultural properties, located primarily within
the western portion of the United States, and to make short-term loans and
capital contributions to other limited partnerships formed to acquire or
develop and operate one or more income-producing real properties.
The Partnership currently has an investment in Landsing Private Partnership-
21 ("P-21") which owns one multi-family rental property, Prince Creek
Partners ("PCP") which owns three residential rental properties, Thompson
Creek Partners ("TCP") which owns one residential rental property, and Cattle
Creek Development Partners ("CCP") which owns two retail rental properties.
For financial reporting purposes the Partnership's investments are presented
on a consolidated basis.
LIQUIDITY AND CAPITAL RESOURCES
As of December 31, 1995, the Partnership's consolidated cash balance totaled
$556,000. Cash not required for current operations is placed in federally
insured financial instruments, certificates of deposit, and money market
funds which can be liquidated as needed. It is the Partnership's intention
to maintain adequate cash reserves for its operations.
In addition to the cash, at December 31, 1995, the Partnership has invested
$99,000 in various short-term federally insured certificates of deposit which
matures on a date in excess of 90 days or 3 months from the date of purchase.
Due to this characteristic, these deposits are classified as "short-term
investments" rather than as "cash and cash equivalents".
During 1995, the Partnership experienced a net increase in cash and cash
equivalents of $328,000. During this same period, the Partnership
experienced a net decrease in short-term investments of $99,000. As of
December 31, 1995, cash plus short-term investment totaled $655,000 versus a
balance of $426,000 at December 31, 1994 for a net increase of $229,000. The
Partnership made three Short-Term Loans during 1994.
On June 16, 1994, the Fund made a Short-Term Loan in the principal amount of
$136,711 to Prince Creek Partners, a Colorado limited partnership. PCP was
organized to acquire three rental residential properties located in
Carbondale and Glenwood Springs, Colorado. The Fund also made a capital
contribution to PCP in the amount of $10,000 and became a co-General Partner
of PCP. As a co-General Partner of PCP, the Fund will be allocated 95% of
all profits, losses and cash distributions of PCP as long as the Short-Term
Loan remains outstanding. Upon repayment of the loan, the Fund will receive
1% of profits and losses and 1% of cash distribution. The Short-Term Loan
currently bears interest at the rate of 5.81% per annum, and was due and
payable on March 16, 1995, with the option of exercising six (6) 3-month
extensions. Maturity of this loan has been extended by PCP to June 16, 1996.
Each three month extension requires a payment of an extension fee in the
amount of $820 and an adjustment to the interest rate (index rate plus 2%).
As of December 31, 1995, the properties owned by PCP were 100% occupied.
<PAGE>
On August 29, 1994, the Fund made a Short-Term Loan in the principal amount
of $443,906 to Cattle Creek Development Partners, a Colorado limited
partnership. CCP was organized to acquire two rental commercial properties
located in Glenwood Springs, Colorado. The Fund also made a capital
contribution to CCP in the amount of $10,000 and became a co-general partner
of CCP. As a co-general partner of CCP, the Fund will be allocated 95% of
all profits, losses and cash distributions of CCP as long as the Short-Term
Loan remains outstanding. Upon repayment of the loan, the Fund will receive
1% of profits and losses and 1% of cash distribution. The Short-Term Loan
currently bears interest at the rate of 5.81% per annum, and was due and
payable on May 29, 1995, with the option of exercising six (6) 3-month
extensions. Maturity of this loan was extended by CCP to August 29, 1996.
Each three month extension requires a payment of an extension fee in the
amount of $2,510 and an adjustment to the interest rate (index rate plus 2%).
As of December 31, 1995, one of the properties owned by CCP was 100%
occupied, while the other property owned by CCP was 80% occupied. During
1995, additional short term loan draws in the amount of $476,000 were made by
the Fund to CCP for the purpose of remodeling one of the properties owned by
CCP.
On September 20, 1994, the Fund made a Short-Term Loan in the principal
amount of $51,300 to Thompson Creek Partners, a Colorado limited partnership.
TCP was organized to acquire one rental residential property located in
Carbondale, Colorado. The Fund also made a capital contribution to TCP in
the amount of $5,000 and became a co-general partner of TCP. As a co-general
partner of TCP, the Fund will be allocated 95% of all profits, losses and
cash distributions of TCP as long as the Short-Term Loan remains outstanding.
Upon repayment of the loan, the Fund will receive 1% of profits and losses
and 1% of cash distribution. The Short-Term Loan currently bears interest at
the rate of 5.81% per annum, and was due and payable on March 20, 1995, with
the option of exercising six (6) 3-month extensions. Maturity of this loan
has been extended by TCP to September 20, 1996. Each three month extension
requires a payment of an extension fee in the amount of $1,326 and an
adjustment to the interest rate (index rate plus 2%). As of December 31,
1995, the property owned by TCP was 100% occupied.
For financial reporting purposes, results for PCP, CCP and TCP have been
shown on a consolidated basis.
<PAGE>
RESULTS OF OPERATIONS
The Partnership's revenues for the year ended December 31, 1995 have improved
compared to 1994 and 1993. Rental revenues were $1,542,000 in 1995, an
increase of $210,000 or approximately 16% from 1994. Rental revenues were
$1,332,000 in 1994, an increase of $159,000 or approximately 14% from 1993.
These improvements are the result of consistently high occupancy levels and
continuing increases in rental rates at the Whistler Point Luxury Apartments,
as well as increased revenues from investments in real property acquired
during 1994.
Operating expenses were $643,000 in 1995, an increase of $104,000 or 19% from
1994. Operating expenses were $539,000 in 1994, an increase of $91,000 or
21% from 1993. This increase is a result of acquiring new properties during
1994 and the related operating costs.
Net operating income of the properties (rental revenue less operating
expenses) was $899,000 in 1995, an increase of $107,000 or 14% from 1994.
Management believes net operating income is the best indication of the
properties performance.
Interest income decreased 14% in 1995 from 1994 levels. The decline was due
to the decrease in the Partnership's short term investments and cash
equivalents.
Interest expense increased 42% in 1995 from 1994 levels due to new loans
associated with the real property investments acquired during 1994. Interest
expense increased in 1994 from 1993, also due to the acquisition of new
properties in 1994.
Entity level general and administrative expenses, exclusive of that at the
property level, decreased 33% in 1995 from 1994, after a 3% increase in 1994
versus 1993. The decrease resulted from lower costs of managing the
Partnership.
The net loss for the Partnership was $52,000 in 1995, a decrease of $79,000
from a net income of $27,000 in 1994. The net income of the Partnership of
$27,000 in 1994 was a decrease of $31,000 from the net income of $58,000 in
1993. These decreases are a result of acquiring new properties in 1994 and
the related increased depreciation and interest expense amounts.
<PAGE>
OCCUPANCY
Occupancy at all of the Fund's properties remain high in 1995. As of
December 31, 1995, occupancy at Whistler Point Apartments was 97%. This
occupancy, despite new competition, is expected to remain stable through
1996. Occupancy at properties owned by PCP, CCP and TCP was 100% as of
December 31, 1995, with the exception of the Valley View Commercial Center
where occupancy was 80%. This is expected to rise to 100% as the remodel is
completed in early 1996. It is expected that all Partnership properties will
maintain stable occupancy during 1996.
DISTRIBUTIONS
Cash distributions of $15.00/unit were paid on May 16, 1995 and October 20,
1995. The Partnership anticipates the first distribution for 1996 will be
paid to the partners of record as of March 31, 1996 on or about April 30,
1996.
INFLATION
The effect of inflation on the Partnership's operations have been no greater
than the effect on the economy as a whole. Because of competitive
conditions, market rate rents may increase or decrease disproportionately
with inflation while property operating costs continue to follow inflationary
trends. Inflationary conditions are not expected to have a major impact on
the Partnership during 1996.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
The information required by this Item is contained at page F-1 following in
this report.
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE
None.
<PAGE>
PART III
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
The General Partner of the Partnership is Partners '85, which has sole
responsibility for all aspects of the Partnership's operations. Partners '85
is a limited partnership, whose General Partner is Landsing Equities
Corporation, a California corporation.
Landsing Equities Corporation was incorporated in California in 1983. It is
a wholly-owned subsidiary of The Landsing Corporation which has acted as a
sponsor of real estate investment programs, providing property acquisition
and management services.
Gary K. Barr is the Director and President of Landsing Equities Corporation.
His principal occupation during the last five years or more, and certain
other affiliations are set forth below:
Gary K. Barr. Mr. Barr serves as Chairman and Chief Executive Officer of
Pacific Coast Capital and has served as President and Director of Landsing
Pacific Fund from its inception in November, 1988 to July, 1992. Mr. Barr
received a Bachelor of Science degree in Mechanical Engineering from Oklahoma
State University in 1967 and a Master of Business Administration degree from
the Stanford University Graduate School of Business in 1972. Mr. Barr serves
on the Board of Governors of the National Association of Real Estate
Investment Trusts and on its Editorial Board. Mr. Barr has served as
President of the California Chapter of the Real Estate Securities and
Syndication Institute of the National Association of Realtors ("RESSI"),
which has awarded him the designation of Specialist in Real Estate
Securities. Since 1983, he has served on the Board of Directors of Silicon
Valley Bancshares. In 1989 he authored the book J.K. Lasser's "Real Estate
Investment Guide" published by Prentice Hall.
ITEM 11. EXECUTIVE COMPENSATION
The Director and President of Landsing Equities Corporation does not receive
compensation from the Partnership. However, the General Partner, Partners
'85, has contracted with Pacific Coast Capital, an affiliate, for the
provision of certain asset management and administrative services. During
1995, Pacific Coast Capital received management fees of $103,000, which were
determined based on expenses incurred in order to operate the Partnership. In
addition, Pacific Coast Capital was paid $28,000 for property management
services. These property management fees were based on 2% of the monthly
property revenues received from Whistler Point Apartments. See Item 13,
Certain Relationships and Related Transactions for further information.
<PAGE>
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
No persons or groups are known by the Partnership to hold more than 5% of the
Units of limited partnership of the Partnership. The General Partner is not
a direct or beneficial owner of Units of limited partnership. The General
Partner knows of no arrangement, including any pledge by any person of
securities of the Partnership, the operation of which may at a subsequent
date result in a change in control of the Partnership.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
The Partnership has agreements with The Landsing Corporation and one of its
affiliates, Pacific Coast Capital, pursuant to which the Partnership has paid
various fees and compensation to these companies.
The Partnership has entered into a property management agreement with Pacific
Coast Capital for the management of the Partnership's property. During 1995,
the Partnership paid Pacific Coast Capital $28,000 for property management
and leasing services.
The Partnership has retained Pacific Coast Capital to serve as advisor and to
manage the day-to-day operations of the Partnership. Pacific Coast Capital
is to perform these services based on reimbursement of costs incurred but in
no case are these to exceed those which the Partnership would have to pay
independent parties for comparable services. During 1995, the Partnership
paid Pacific Coast Capital expense reimbursements of $103,000.
For information concerning the agreements between the Partnership and the
affiliates of The Landsing Corporation, see Note 2 of Notes to Financial
Statements filed as part of this Annual Report.
<PAGE>
PART IV
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K
(a) 1. Financial Statements
See the Index on page F-1.
2. Financial Statement Schedules
See the Index on page F-1.
3. Exhibits
See the Exhibit Index which immediately precedes the
Exhibits filed with this Report.
(b) No reports were filed by the Partnership on Form 8-K during
the fourth quarter ended December 31, 1995.
<PAGE>
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Partnership has duly caused this Report to be
signed on its behalf by the undersigned, thereunto duly authorized.
LIF
By: Partners '85
By: Landsing Equities Corporation,
General Partner
March 29, 1996 By: /s/ Gary K. Barr
GARY K. BARR, President and Director
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
Partnership and in the capacities and on the dates indicated.
March 29, 1996 /s/ Gary K. Barr
GARY K. BARR, President and Director
Landsing Equities Corporation
(Principal Executive Officer)
Supplemental Information to be Furnished With Reports Filed Pursuant to
Section 15(d) of the Act by Registrants Which Have Not Registered Securities
Pursuant to Section 12 of the Act.
No Annual Report or Proxy material has been sent to Partnership's security
holders. An Annual Report will be furnished to such security holders
subsequent to the filing of Partnership's Annual Report on Form 10-K, and,
when so sent, Partnership shall furnish copies of such material to the
Commission.
<PAGE>
LIF
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS AND SUPPLEMENTAL
CONSOLIDATED FINANCIAL STATEMENT SCHEDULES INCLUDED IN THE FORM 10-K
__________________________________________________________________________
Report of Independent Accountants F-2
Financial Statements:
Consolidated Balance Sheets, December 31, 1995 and 1994 F-3
Consolidated Statements of Operations for the Years
Ended December 31, 1995, 1994 and 1993 F-4
Consolidated Statements of Changes in Partners' Equity
for the Years Ended December 31, 1995, 1994 and 1993 F-5
Consolidated Statements of Cash Flows for the Years
Ended December 31, 1995, 1994 and 1993 F-6
Notes to Consolidated Financial Statements F-7
Supplemental Consolidated Financial Statement Schedules:
Schedule X - Supplementary Consolidated Income Statement
Information for the Years Ended December 31, 1995, S-1
1994 and 1993
Schedule XI - Real Estate and Accumulated Depreciation
for the Year Ended December 31, 1995 S-2
<PAGE>
REPORT OF INDEPENDENT ACCOUNTANTS
_____________________________________________________________________________
To the General Partner of LIF:
We have audited the accompanying consolidated financial statements and
consolidated financial statement schedules of LIF and subsidiaries listed in
the index on page F-1 of this Form 10-K as of December 31, 1995 and 1994, and
the related consolidated statements of operations, partners' equity and cash
flows for each of the three years in the period ended December 31, 1995.
These financial statements are the responsibility of the Partnership's
management. Our responsibility is to express an opinion on these financial
statements and financial statement schedules based on our audit.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards required that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free
of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements.
An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.
In our opinion, the consolidated financial statements referred to above
present fairly, in all material respects, the consolidated financial position
of LIF and subsidiaries as of December 31, 1995 and 1994, and the
consolidated results of their operations and their cash flows for each of the
three years in the period ended December 31, 1995, in conformity with
generally accepted accounting principles. In addition, in our opinion, the
consolidated financial statement schedules referred to above, when considered
in relation to the basic financial statements taken as a whole, present
fairly, in all material respects, the information required to be included
therein.
DALBY, WENDLAND & CO., P.C.
Glenwood Springs, Colorado
March 22, 1996
<PAGE>
<TABLE>
LIF
CONSOLIDATED BALANCE SHEETS, DECEMBER 31, 1995 AND 1994
(In thousands)
<CAPTION>
1995 1994
ASSETS _______ _______
<S> <C> <C>
INVESTMENT IN REAL ESTATE:
Rental property $10,267 $ 9,399
Accumulated depreciation (2,010) (1,743)
Rental property - net 8,257 7,656
CASH AND CASH EQUIVALENTS (including interest
bearing deposits of $548 in 1995 and $224 in 1994) 556 228
OTHER ASSETS:
Short-term investments 99 198
Accounts receivable 15 0
Deferred loan costs, net of accumulated
amortization of $135 in 1995 and $95 in 1994 132 56
Prepaid expenses 17 15
Total other assets 263 269
TOTAL $ 9,076 $ 8,153
LIABILITIES AND PARTNERS' EQUITY
LIABILITIES:
Notes payable $ 6,897 $ 5,591
Accounts payable 80 16
Accrued interest 0 1
Other liabilities 170 143
Total liabilities 7,147 5,751
PARTNERS' EQUITY 1,929 2,402
TOTAL $ 9,076 $ 8,153
<FN>
The accompanying notes are an integral part of the consolidated financial
statements.
</TABLE>
<PAGE>
<TABLE>
LIF
CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE YEARS ENDED DECEMBER 31, 1995, 1994 AND 1993
(In thousands except per unit amounts)
<CAPTION>
1995 1994 1993
<S> <C> <C> <C>
REVENUES:
Rental $1,542 $1,332 $1,173
Interest 25 29 43
Total revenues 1,567 1,361 1,216
EXPENSES:
Interest 482 341 289
Operating 643 539 448
Depreciation and amortization 307 246 218
General and administrative 187 208 203
Total expenses 1,619 1,334 1,158
NET INCOME (LOSS) $ (52) $ 27 $ 58
NET INCOME (LOSS) PER PARTNERSHIP UNIT $ (4) $ 2 $ 5
<FN>
The accompanying notes are an integral part of the consolidated financial
statements.
</TABLE>
<PAGE>
<TABLE>
LIF
CONSOLIDATED STATEMENTS OF CHANGES IN PARTNERS' EQUITY
FOR THE YEARS ENDED DECEMBER 31, 1995, 1994 AND 1993
(In thousands except per unit amounts)
<CAPTION>
..LIMITED PARTNERS..
NUMBER OF GENERAL TOTAL
PARTNERSHIP PARTNER PARTNERS'
UNITS AMOUNT AMOUNT EQUITY
<S> <C> <C> <C> <C>
BALANCE, JANUARY 1, 1993 12,820 $2,825 $ (83) $2,742
Net income - 1993 57 1 58
BALANCE, DECEMBER 31, 1993 12,820 2,882 (82) 2,800
Net income - 1994 27 0 27
Distribution - 1994 (385) (41) (426)
Contributions - 1994 0 1 1
BALANCE, DECEMBER 31, 1994 12,820 2,524 (122) 2,402
Net loss - 1995 (52) 0 (52)
Distribution - 1995 (385) (41) (426)
Contributions - 1995 0 5 5
BALANCE, DECEMBER 31, 1995 12,820 $2,087 $(158) $1,929
<FN>
The accompanying notes are an integral part of the consolidated financial
statements.
</TABLE>
<PAGE>
<TABLE>
LIF
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED DECEMBER 31, 1995, 1994 AND 1993
(In thousands)
<CAPTION>
1995 1994 1993
CASH FLOWS FROM OPERATING ACTIVITIES: _______ ______ ______
<S> <C> <C> <C>
Net income (loss) $ (52) $ 27 $ 58
Adjustments to reconcile net income (loss) to
net cash provided by operating activities:
Depreciation 267 246 218
Changes in operating assets and liabilities:
Decrease (increase) in accounts receivable and
notes receivable - affiliate (15) 7 (2)
Decrease (increase) in prepaid expenses
and deposits (2) (15) 0
Increase (decrease) in accounts payable 64 1 (24)
Decrease in accrued interest 0 0 (26)
(Decrease) increase in other liabilities (50) 10 8
Net cash provided by (used in)
operating activities 212 276 232
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures (868) (1,915) (11)
Short-term investments 0 0 (961)
Proceeds from short-term investments 99 688 175
(Distributions) contributions net (421) (426) 0
Net cash used in investing activities (1,190) (1,653) (797)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from financing 5,707 1,312 0
Payments on notes payable (4,401) (127) (83)
Net cash provided by (used in)
financing activities 1,306 1,185 (83)
Increase (decrease) in cash and cash equivalents 328 (192) (648)
Cash and cash equivalents at beginning of year 228 420 1,068
Cash and cash equivalents at end of year $ 556 $ 228 $ 20
<FN>
The accompanying notes are an integral part of the consolidated financial
statements.
</TABLE>
<PAGE>
LIF
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Dollars in thousands except per unit amounts)
1. ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Organization - LIF (the "Partnership") is a limited partnership
organized under the laws of the state of California for the purpose of
investing in income properties and making short-term loan and capital
contributions to operating entities formed to acquire or develop and
operate one or more income producing real properties. The general
partner is Partners '85 (the "General Partner"), a California limited
partnership, whose general partner is Landsing Equities Corporation.
LIF was formed in June 1984, and shall continue until December 31, 2034,
unless sooner terminated.
Investment In Real Estate Partnership - At December 31, 1995 and 1994,
the Partnership was invested in Landsing Private Partnership ("P-21"), a
wholly-owned real estate partnership. During 1994, the Partnership
invested in three new entities; Prince Creek Partners ("PCP"), Cattle
Creek Development Partners ("CCP") and Thompson Creek Partners ("TCP"),
all of which are Colorado limited partnerships formed in 1994. The
three new entities all acquired rental real estate in Colorado in 1994.
The Partnership has a 95% profits and loss interest and cash
distribution interest in PCP, CCP and TCP. Upon the occurrence of
certain events, the Partnership's cash distributions interest is reduced
to 1%. Additionally, the profits and loss interest is reduced to 1%.
The other partners in PCP, CCP and TCP are affiliates of the general
partner. For financial reporting purposes the Partnership consolidates
the operations of P-21, PCP, CCP, and TCP with that of the Partnership.
All significant intercompany transactions and balances have been
eliminated. Minority interest was insignificant at December 31 1995 and
1994.
Rental Property - Rental property is stated at cost. Depreciation is
computed by the straight-line method over estimated useful lives ranging
from five to forty years. Major additions and betterments are
capitalized at cost, while maintenance and repairs which do not improve
or extend the life of the respective assets are expensed currently.
When assets are retired or otherwise disposed of, the costs and related
accumulated depreciation are removed from the accounts, and any gain or
loss on disposal is included in the results of operations.
Deferred Loan Costs - Loan fees are deferred and amortized over the life
of the related note payable.
Cash and Cash Equivalents - The Partnership considers all highly liquid
investments with a maturity of three months or less at the time of
purchase to be cash equivalents.
Short-Term Investments - The Partnership invests in short-term federally
insured certificates of deposits which mature on a date in excess of
three months from the date of purchase. The cost of these investments
approximates market value.
Income Taxes - No provision for federal or state income taxes has been
made in the consolidated financial statements because these taxes are
the obligation of the partners.
Net Income (Loss) Per Partnership Unit is based on weighted average
units outstanding of 12,820 in 1995, 1994 and 1993, after giving effect
to net income (loss) allocated to the General Partner of $0 in 1995, $0
in 1994, and $1 in 1993. Cash distributions of $15 per unit were paid
to holders of record as of March 31, 1995 and September 30, 1995, and
March 31, 1994 and September 30, 1994. No distributions were paid in
1993 or 1992.
Concentrations of Credit Risk - The Partnership's financial instruments
that are exposed to concentrations of credit risk consist primarily of
its cash and cash equivalents. The Partnership's cash and cash
equivalents are in high-quality institutions with high credit ratings.
This investment policy limits the Partnership's exposure to
concentrations of credit risk.
Use of Estimates - The preparation of financial statements in conformity
with generally accepted accounting principles requires management to
make estimates and assumptions that affect certain reported amounts and
disclosures. Accordingly, actual results could differ from those
estimates.
2. RELATED PARTY TRANSACTIONS
The Partnership has entered into agreements with Pacific Coast Capital.
Advisory services for investment management, general and administrative
and property management are provided by Pacific Coast Capital. The
General Partner is an affiliate of Pacific Coast Capital. The related
party transactions delineated in the Partnership Agreement with
affiliates of the General Partner are as follows:
<TABLE>
<CAPTION>
1995 1994 1993
<S> <C> <C> <C>
General & Administrative Support Fees $ 103 $ 105 $ 190
Property Management $ 28 $ 26 $ 20
In addition, as described in Note 1, the Partnership has invested in
three new partnerships during 1994. The other partners in those
partnerships are affiliates of the General Partner.
</TABLE>
3. RENTAL PROPERTY
Rental property consists of the following:
1995 1994
Land $ 1,751 $ 1,751
Building and improvements 8,516 7,648
Total $10,267 $ 9,399
The residential leases are generally for a term of one year or less or
are on a month-to-month basis. Retail leases range from one to five
years in length.
4. NOTES PAYABLE
1995 1994
First note payable bears interest at 8%,
matures September 1, 2000, and is collateralized
by Whistler Point Apartments. The note requires
monthly payments of principal and interest of $42
per month. In addition the note is guaranteed by
the Landsing Corporation. $5,447 $4,327
First note payable collateralized by the Valley View
Business Park, with an interest rate of 8.25%, and
monthly payments of $6, matures on August 29, 1996. 649 430
Second note payable collateralized by the Valley View
Business Park, with an interest rate of 8.5% and monthly
payments of $2, matures on August 28, 2004. 202 229
First note payable collateralized by 701 Cooper
commercial building, with an interest rate of 8.25%
and monthly payments of $1, matures on August 30, 1997. 193 194
First note payable collateralized by residence at 481
Mesa Verde, with an interest rate of 6.375% and monthly
payments of $1, matures on July 1, 2024. 109 110
First note payable collateralized by residence at 3901
Mountain Drive, with an interest rate of 8.25% and
monthly payments of $1, matures on July 1, 2024. 86 87
First note payable collateralized by residence at 0051
Badger Court, with an interest rate of 8.79% and
monthly payments of $1, matures on September 1, 2024. 93 94
First note payable collateralized by residence at 239
Crystal Road, with an interest rate of 9.0% and
monthly payments of $1, matures on October 1, 2024. 118 120
Total $6,897 $5,591
The Partnership paid interest of $482 in 1995, $340 in 1994, and $315
in 1993. The interest expense on the operating statement was
calculated on the accrual basis, and therefore, will not match the
interest amounts that were actually paid.
Principal payments required in future years are as follows:
1996 $ 735
1997 281
1998 98
1999 105
2000 5,128
Thereafter 550
Total $6,897
5. RENTAL PROPERTIES UNDER OPERATING LEASES
Minimum future rents from rental properties under operating leases
having initial or remaining noncancelable lease terms in excess of one
year at December 31, 1995, are as follows:
1996 $ 175
1997 169
1998 149
1999 46
2000 0
Total $ 539
6. RECONCILIATION TO INCOME TAX BASIS OF ACCOUNTING
The difference at December 31, 1995, 1994 and 1993, between the basis of
accounting used in the accompanying consolidated financial statements
and the income tax basis used to file the Partnership's federal income
tax return are as follows:
1995 1994 1993
Net income (loss) $ (52) $ 27 $ 58
Decrease resulted from:
Consolidation of investments (218) (123) (64)
Net income (loss) - tax basis $ (270) $ (96) $ (6)
Taxable income (loss) per
Partnership unit in whole dollars $ (21) $ (7) $ (1)
Partners' equity $1,929 $2,402 $2,800
Increase (decrease) results from:
Sales commissions 1,246 1,246 1,246
Issuance and distribution costs 662 662 662
Consolidation of investments (1,367) (2,310) (2,230)
Partners' equity - tax basis $2,470 $2,000 $2,478
<PAGE>
<TABLE>
SCHEDULE X
LIF
SUPPLEMENTARY CONSOLIDATED INCOME STATEMENT INFORMATION
FOR THE YEARS ENDED DECEMBER 31, 1995, 1994 AND 1993
(In thousands)
<CATPION>
Column A Column B
ITEM CHARGED TO COSTS AND EXPENSES
1995 1994 1993
<S> <C> <C> <C>
1. Maintenance and repairs $176 $ 139 $ 104
2a. Depreciation 267 224 205
2b. Amortization of deferred expenses 40 22 13
3. Property taxes 146 129 119
<FN>
As to items omitted, amounts did not exceed one percent of total revenue.
</TABLE>
<PAGE>
<TABLE>
SCHEDULE XI
LIF
(A California limited partnership)
REAL ESTATE AND ACCUMULATED DEPRECIATION
DECEMBER 31, 1995
(In thousands)
<CATPION>
....Initial Costs....
CONSOLI-
CAPITALIZED CONSOLI- DATED ACCUMU-
BLDG. & SUBSEQ.TO DATING CARRYING LATED
DESCRIPTION: ENCUMBRANCES LAND IMPRVMNTS TOTAL ACQUIS. ADJUSTMT. COST DEPREC.
(1) (3)(4) (2)(5)
___________________ ______ ______ ______ ______ ______ ______ ______ ______
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Whistler Point Apts
Boise, ID $5,447 $1,351 $5,947 $7,298 $ 568 $(122) $7,744 $1,949
Date Acquired:
12/23/85
Valley View
Business Park
Glenwood Springs,CO 851 187 751 938 683 (15) 1,606 27
Date Acquired:
08/28/94
701 Cooper Bldg.
Glenwood Springs,CO 193 65 261 326 1 (6) 321 9
Date Acquired:
06/30/94
481 Mesa Verde
Carbondale, CO 109 45 113 158 11 (3) 166 8
Date Acquired:
06/30/94
3901 Mountain Dr.
Glenwood Spring,CO 86 30 95 125 2 (2) 125 5
Date Acquired:
06/30/94
0051 Badger Court
Carbondale, CO 93 40 95 135 2 (2) 135 5
Date Acquired:
08/31/94
239 Crystal Rd.
Carbondale, CO 118 33 138 171 2 (3) 170 7
Date Acquired:
07/31/94 ______ ______ ______ ______ ______ ______ _______ ______
TOTAL $6,897 $1,751 $7,400 $9,151 $1,269 $(153) $10,267 $2,010
</TABLE>
<PAGE>
SCHEDULE XI
LIF
REAL ESTATE AND ACCUMULATED DEPRECIATION
DECEMBER 31, 1995
(In thousands)
NOTES:
(1) The Partnership's policy is to invest in income producing real
properties and make short-term loans and capital contributions to
operating entities formed to acquire or develop and operate one or more
income producing real properties. Costs incurred before completion of
the development are included in building basis. Costs incurred after
completion of the development projects and costs incurred subsequent to
the purchase of completed projects are included as improvements.
(2) Depreciation is computed by the straight-line method on lives of five to
forty years.
(3) Balance, January 1, 1993 $ 7,473
Improvements capitalized subsequent to acquisition - net 11
Balance, December 31, 1993 7,484
Improvements capitalized subsequent to acquisition - net 62
1994 Purchases 1,853
Balance December 31, 1994 9,399
1995 Improvements - Net 868
Balance December 31, 1995 $10,267
(4) The aggregate cost at December 31, 1995 for
federal income tax purposes $10,267
(5) Balance, January 1, 1993 $ 1,314
Additions charged to expense 205
Balance, December 31, 1993 1,519
Additions charged to expense 224
Balance, December 31, 1994 1,743
Additions charged to expense 267
Balance December 31, 1995 $ 2,010
<PAGE>
E X H I B I T I N D E X
Exhibit Number in
Accordance with 601
of Regulation S-K Exhibit Description
_____________________ ______________________________________________
3.1 Amended and Restated Certificate and
Agreement of Limited Partnership of
LIF, a California limited partnership,
filed as Exhibit 3 to Partnership's
Registration Statement No. 2-94509
on Form S-11, as amended, is incorporated
herein by reference.
3.2 Assignment Agreement, filed as Exhibit
10.1 to Partnership's Registration
Statement No. 2-94509 on Form S-11, as
amended, is incorporated herein by
reference.
10.1 Agreement of Limited Partnership for Cattle
Creek Development Partners, Ltd. (Incorporated
by reference to Form 8-K dated August 31, 1994)
10.2 Promissory Note to LIF. (Incorporated by
reference to Form 8-K dated August 31, 1994)
10.3 Bill of Sale, along with the Closing and
Settlement Agreement for the acquisition of
Valley View Business Park. (Incorporation by
reference to Form 8-K dated August 31, 1994)
10.4 Promissory Note to Alpine Bank, along with
related Deed of Trust. (Incorporated by
reference to Form 8-K dated August 31, 1994)
10.5 Promissory Note to Norman Overacker and
Elaine Overacker, along with related Deed
of Trust. (Incorporated by reference to Form
8-K dated August 31, 1994)
10.6 Closing and Settlement Agreement for
acquisition of 701 Cooper Avenue Building.
(Incorporated by reference to Form 8-K
dated August 31, 1994)
10.7 Promissory Note to Alpine Bank, along with
related Deed of Trust. (Incorporated by
reference to Form 8-K dated August 31, 1994)
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> DEC-31-1995
<CASH> 655
<SECURITIES> 0
<RECEIVABLES> 15
<ALLOWANCES> 0
<INVENTORY> 164
<CURRENT-ASSETS> 0
<PP&E> 10,267
<DEPRECIATION> 2,010
<TOTAL-ASSETS> 9,076
<CURRENT-LIABILITIES> 250
<BONDS> 0
<COMMON> 0
0
0
<OTHER-SE> 1,929
<TOTAL-LIABILITY-AND-EQUITY> 9,076
<SALES> 0
<TOTAL-REVENUES> 1,567
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 1,137
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 482
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (52)
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
