LIF
8-K, 2000-06-05
REAL ESTATE INVESTMENT TRUSTS
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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, DC  20549

                                    FORM 8-K
                                 CURRENT REPORT

    Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934.

                         Date of Report: June 2, 2000


                                    LIF
           (Exact name of registrant as specified in its charter)

   California                     2-94509                    94-2969720
(State or other              (Commission File No.)       (I.R.S. Employer
jurisdiction of                                          Identification No.)
incorporation)

                    P.O. Box 130, Carbondale, Colorado  81623
                     (Address of principal executive offices)

                                 (970) 963-8007
               (Registrant's telephone number, including area code)

<PAGE>
ITEM 1.  CHANGES IN CONTROL OF REGISTRANT

         Not Applicable

ITEM 2.  ACQUISITION OR DISPOSITION OF ASSETS

         On May 19, 2000, the registrant sold one of its real property
         investment known as Valley View Business Park, located in
         Glenwood Springs, Colorado.  The property consisted of 2
         commercial buildings.

         The buyer, Nellie-Bird, LLC., is not affiliated with the
         registrant. The sale price received by the registrant was
         $1,875,000 which resulted in a gain of $202,824 and cash
         poceeds of $620,000.

ITEM 3.  BANKRUPTCY OR RECEIVERSHIP

         Not Applicable

ITEM 4.  CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANTS

         Not Applicable

ITEM 5.  OTHER EVENTS

         Not Applicable

ITEM 6.  RESIGNATION OF REGISTRANT'S DIRECTORS

         Not Applicable

ITEM 7.  FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS

        (a)  Financial statements of business acquired

             Not Applicable

        (b)  Pro Forma Balance Sheet - March 31, 2000

             Pro Forma Statements of Operations:
             Year ended March 31, 2000.

             Notes to Pro Forma Financial Statements

        (c)  Exhibits

             Not Applicable

ITEM 8.  CHANGE IN FISCAL YEAR

         Not Applicable

<PAGE>

PRO FORMA FINANCIAL STATEMENTS

The following Pro Forma Balance Sheet of the registrant as of March 31,
2000 and the Pro Forma Statement of Operations for the year ended March 31
2000, reflects pro forma adjustments to the registrant's historical
Financial Statement assuming the property was not owned by LIF during that
time as explained in Notes to Pro Forma Financial Statements.

The Pro Forma Statement of Operations for the year ended March 31, 2000
is not necessarily indicative of the actual results that would have occurred
had the property sale been consummated at the beginning of the respective
periods or of future operations of the registrant.  The Pro Formas do not take
into consideration the increase in LIF's liquidity or possible uses of those
funds.

These statements should be read in conjunction with the Notes to Pro Forma
Financial Statements.

<PAGE>
<TABLE>

LIF
PRO FORMA BALANCE SHEET, MARCH 31, 2000
(Unaudited) (Dollars in thousands)

<CAPTION>
                                                     Pro Forma
                                                     Adjustments
                                                     Add (Deduct)
                                   March 31, 2000    (Note A)       Pro Forma
<S>                                  <C>             <C>            <C>
ASSETS
INVESTMENTS IN REAL ESTATE:
Rental properties                    $ 2,140         $ (1,813)      $ 327
Accumulated depreciation                (296)             258         (38)
Rental properties - net                1,844           (1,555)        289

CASH                                     814                0         814

OTHER ASSETS
Accounts receivable                        9               (9)          0
Prepaid expenses and deposits              2               (2)          0
Deferred expenses                         13              (11)          2
Notes receivable                           0                0           0
Total other assets                        24              (22)          2

TOTAL                                $ 2,682         $ (1,577)      1,105

LIABILITIES AND PARTNERS' EQUITY

LIABILITIES:
Notes payable                         $ 1,411        $ (1,106)     $  305
Accounts payable                           17              (2)         15
Other liabilities                          48             (40)          8
Total liabilities                       1,476          (1,148)        328

PARTNERS' EQUITY                        1,206            (429)        777

TOTAL                                 $ 2,682        $ (1,577)     $1,105

The accompanying notes are an integral part of the pro forma financial
statements.

</TABLE>
<PAGE>
<TABLE>

LIF

PRO FORMA STATEMENT OF OPERATIONS FOR THE YEAR ENDED MARCH 31, 2000
(Unaudited) (In thousands except per unit amounts)

<CAPTION>
                                                     Pro Forma
                                                     Adjustments
                                                     Add (Deduct)
                                  March 31, 2000    (Note B)       Pro Forma
<S>                                  <C>             <C>           <C>
REVENUE
Rental                               $  68           $ (68)        $  0
Interest                                 8               0            8
Total Revenue                           76             (68)           8

EXPENSE
Interest                                30             (23)           7
Operating                               16             (14)           2
Depreciation and amortization           17             (16)           1
General and administration              45              (3)          42

Total expense                        $ 108           $ (56)        $ 52

NET LOSS                             $ (32)          $ (12)        $(44)

NET LOSS PER
PARTNERSHIP UNIT                     $  (2)          $  (1)        $ (3)

The accompanying notes are an integral part of the pro forma financial
statements.

</TABLE>
<PAGE>

NOTES TO PRO FORMA FINANCIAL STATEMENTS
(Dollars in thousands)

A.    The Balance Sheet Pro Forma adjustments reflect the sale of the Valley
      View Business Park as if the sale occurred on March 31, 2000.
      A gain of $203 was recognized by the registrant which has been
      adjusted for activity subsequent to March 31, 2000, and through the
      date of sale (see Note B).  The cost of investments in real estate,
      accumulated depreciation, prepaid expenses and deposits, deferred costs,
      notes payable and other liabilities have been adjusted by their
      respective balances at March 31, 2000.  The registrant received cash
      proceeds of $620 from this sale.

B.    The Pro Forma Statement of Operations for the year ended March 31,
      2000, reflects the loss from continuing operations before reflecting
      any amounts attributable to the operations of the Valley View Business
      Park during 2000.

      The gain of $203 from the property sale which has not been reflected
      in the Pro Forma Statement of Operations, was determined as follows:

<TABLE>
<CAPTION>
       <S>                                    <C>
       Sale price                             $ 1,875
       Less:  selling costs                      (126)
       Net selling price                        1,749

       Property basis                           1,813
       Accumulated depreciation
         and amortization                        (267)
       Net book value                           1,546

       Gain on sale of rental property        $   203

</TABLE>
<PAGE>

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.

Date:     June 2, 2000                    LIF

                                     By:  /s/ Gary K. Barr
                                          Partners 85
                                          Managing General Partner



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