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 quarter period ended March 31, 2000
-------------------------------------------------
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 0-14360
-------
NOONEY INCOME FUND LTD. II, L.P.
- --------------------------------------------------------------------------------
(Exact name of Registrant as specified in its charter)
Missouri 43-1357693
- ------------------------------- -------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
One Memorial Drive, #1000, St. Louis, Missouri 63102
- ---------------------------------------------- -------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (314) 206-4600
-----------------------------
- --------------------------------------------------------------------------------
Former name, former address and former fiscal year, if changed since last report
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 .
--- ---
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDING DURING THE PRECEDING FIVE YEARS:
Indicate by check mark whether the registrant has filed all documents and
reports required to be filed by Sections 12, 13, or 15 (d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by a court. Yes ___ No ___
APPLICABLE ONLY TO CORPORATE ISSUERS: Indicate the number of shares outstanding
of each of the issuer's classes of common stock, as of the latest practicable
date _______.
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<PAGE>
PART I
ITEM 1 - Financial Statements:
- -----------------------------
NOONEY INCOME FUND LTD. II, L.P.
--------------------------------
(A LIMITED PARTNERSHIP)
-----------------------
BALANCE SHEETS
--------------
March 31, December 31,
2000 1999
(Unaudited) ------------
-----------
ASSETS:
Cash and cash equivalents $ 1,154,755 $ 1,190,211
Accounts receivable 263,399 257,599
Prepaid expenses and deposits 10,432 24,430
Investment property, at cost:
Land 2,618,857 2,618,857
Buildings and improvements 13,986,187 13,997,112
----------- -----------
16,605,044 16,615,969
Less accumulated depreciation 5,248,466 5,162,333
----------- -----------
11,356,578 11,453,636
Investment property-held for sale 2,869,044 2,860,890
----------- -----------
14,225,622 14,314,526
Deferred expenses - at amortized cost 325,517 321,834
----------- -----------
$15,979,725 $16,108,600
=========== ===========
LIABILITIES AND PARTNERS' EQUITY:
Liabilities:
Accounts payable and accrued expenses $ 78,228 $ 174,137
Accrued real estate taxes 391,947 485,507
Refundable tenant deposits 258,173 250,231
Mortgage note payable 6,842,484 6,871,246
----------- -----------
7,570,832 7,781,121
Partners' equity 8,408,893 8,327,479
----------- -----------
$15,979,725 $16,108,600
=========== ===========
SEE NOTES TO THE UNAUDITED FINANCIAL STATEMENTS
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<PAGE>
NOONEY INCOME FUND LTD. II, L.P.
--------------------------------
(A LIMITED PARTNERSHIP)
-----------------------
STATEMENTS OF OPERATIONS AND PARTNERS' EQUITY
---------------------------------------------
(UNAUDITED)
-----------
Three Months Ended
--------------------------
March 31, March 31,
2000 1999
----------- -----------
REVENUES:
Rental and other income $ 942,147 $ 855,615
Interest 1,384 0
----------- -----------
943,531 855,615
----------- -----------
EXPENSES:
Interest expense 146,739 134,088
Depreciation and amortization 199,432 181,040
Real estate taxes 136,139 139,025
Property management fees paid to
Nooney Inc. 56,451 50,896
Reimbursement to Nooney Inc.
for partnership management
services and indirect expenses 10,000 10,000
Repairs & maintenance 46,523 60,508
Professional services 30,523 46,680
Utilities 48,716 40,340
Payroll 30,132 30,676
Cleaning 37,517 30,645
Insurance 16,127 17,772
Snow removal 17,343 36,698
Other operating expenses 86,475 97,321
----------- -----------
862,117 875,689
----------- -----------
NET INCOME (LOSS) $ 81,414 $ (20,074)
=========== ===========
NET INCOME (LOSS) PER LIMITED
PARTNERSHIP UNIT $ 4.19 $ (1.03)
=========== ===========
PARTNERS' EQUITY:
Beginning of period $ 8,327,479 $ 8,262,543
Net income (loss) 81,414 (20,074)
----------- -----------
End of period $ 8,408,893 $ 8,242,469
=========== ===========
SEE NOTES TO THE UNAUDITED FINANCIAL STATEMENTS
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<PAGE>
NOONEY INCOME FUND LTD. II, L.P.
--------------------------------
(A LIMITED PARTNERSHIP)
-----------------------
STATEMENTS OF CASH FLOWS
------------------------
(UNAUDITED)
-----------
Three Months Ended
------------------
March 31, March 31,
2000 1999
----------- -----------
CASH FLOWS FROM OPERATING ACTIVITIES
Net Income (Loss) $ 81,414 $ (20,074)
Adjustments to reconcile net income (loss) to
net cash provided by operating activities:
Depreciation and amortization 199,432 181,040
Changes in assets and liabilities:
(Increase) decrease in accounts receivable (5,800) 53,807
Decrease in prepaid expenses & deposits 13,998 1,424
Increase in deferred assets (30,991) (5,497)
Decrease in accounts payable and accrued
expenses (95,909) (101,622)
Decrease in accrued real estate taxes (93,560) (99,336)
Increase in refundable tenant deposits 7,942 1,063
----------- -----------
Total adjustments (4,888) 30,879
----------- -----------
Net cash provided by operating
activities 76,526 10,805
----------- -----------
CASH FLOWS FROM INVESTING ACTIVITIES -
Additions to investment property (83,221) (57,188)
----------- -----------
CASH FLOWS FROM FINANCING ACTIVITIES -
Payments on mortgage notes payable (28,761) (26,783)
----------- -----------
NET DECREASE IN CASH (35,456) (73,166)
AND CASH EQUIVALENTS
CASH AND CASH EQUIVALENTS, beginning of period 1,190,211 1,249,605
----------- -----------
CASH AND CASH EQUIVALENTS, end of period $ 1,154,755 $ 1,176,439
=========== ===========
SUPPLEMENTAL DISCLOSURE OF CASH FLOW
INFORMATION - Cash paid during year for interest $ 146,739 $ 134,088
=========== ===========
SEE NOTES TO THE UNAUDITED FINANCIAL STATEMENTS
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<PAGE>
NOONEY INCOME FUND LTD. II, L.P.
--------------------------------
(A LIMITED PARTNERSHIP)
-----------------------
NOTES TO UNAUDITED FINANCIAL STATEMENTS
---------------------------------------
THREE MONTHS ENDED MARCH 31, 2000 AND 1999
------------------------------------------
NOTE A:
Refer to the Registrant's financial statements for the year ended December 31,
1999, which are contained in the Registrant's Annual Report on Form 10-K, for a
description of the accounting policies which have been continued without change.
Also, refer to the footnotes to those statements for additional details of the
Registrant's financial condition. The details in those notes have not changed
except as a result of normal transactions in the interim periods.
NOTE B:
The financial statements include only those assets, liabilities, and results of
operations of the partners which relate to the business of Nooney Income Fund
Ltd. II, L.P. The statements do not include assets, liabilities, revenues or
expenses attributable to the partners' individual activities. No provision has
been made for federal and state income taxes since these taxes are the
responsibility of the individual partners. In the opinion of the general
partners, all adjustments (which include only normal recurring adjustments)
necessary to present fairly the financial position, results of operations and
changes in financial position at March 31, 2000 and for all periods presented
have been made. The results of operations for the three-month period ended March
31, 2000 are not necessarily indicative of the results which may be expected for
the entire year.
NOTE C:
The Registrant's properties are managed by American Spectrum Midwest, formerly
Nooney, Inc., a wholly-owned subsidiary of CGS Real Estate Company. Nooney
Income Investments Two, Inc., a general partner, is a 75% owned subsidiary of
S-P Properties, Inc. S-P Properties, Inc. is a wholly-owned subsidiary of CGS
Real Estate Company.
NOTE D:
The earnings per limited partnership unit for the three months ended March 31,
2000 and 1999 was computed based on 19,221 units, the number of units
outstanding during the periods.
NOTE E:
CGS Real Estate Company, Inc. ("CGS"), an affiliate of the corporate general
partner of the Registrant, is in the process of developing a plan pursuant to
which the properties owned by the Registrant would be combined with the
properties of other real estate partnerships managed by CGS and its affiliates.
These limited partnerships own office properties, industrial properties,
shopping centers, and residential apartment properties. It is expected that the
acquiror would in the future qualify as a real estate investment trust. Limited
partners would receive shares of common stock in the acquiror which would be
listed on a national securities exchange or the NASDAQ national market system.
-5-
<PAGE>
NOTE F:
The Registrant has no items of other comprehensive income, accordingly, net
income and other comprehensive income are the same.
NOTE G:
The partnership has five reportable operating segments: Leawood Fountain Plaza,
Tower Industrial, Countryside Office Park, Northeast Commerce Center, and
NorthCreek Office Park. In the first quarter of 1999, the Partnership's
management evaluated performance of each segment based on profit or loss from
operations before allocation of property writedowns, general and administrative
expenses, unusual and extraordinary items, and interest. In 2000, the
Partnership is evaluating each segment's operations including allocation of
property writedowns.
Three Months Ended
-------------------------
March 31, March 31,
2000 1999
---- ----
Revenues:
Leawood Fountain Plaza (24%) $ 83,767 $ 84,311
Tower Industrial 50,784 50,450
Countryside Office Park 338,198 260,579
Northeast Commerce Center 101,267 92,178
NorthCreek Office Park 366,830 359,666
--------- ---------
940,846 847,184
========= =========
Operating Profit (Loss):
Leawood Fountain Plaza (24%) $ 21,501 $ 15,871
Tower Industrial 21,076 23,722
Countryside Office Park 64,071 20,080
Northeast Commerce Center (62,341) (114,091)
NorthCreek Office Park 70,221 46,168
--------- ---------
114,528 (8,250)
========= =========
Capital Expenditures:
Leawood Fountain Plaza (24%) $ 888 $ 4,160
Tower Industrial -0- 3,850
Countryside Office Park 35,616 16,374
Northeast Commerce Center -0- 5,860
NorthCreek Office Park 48,214 26,944
--------- ---------
84,718 57,188
========= =========
Depreciation and Amortization:
Leawood Fountain Plaza (24%) $ 14,774 $ 23,892
Tower Industrial 12,003 10,411
Countryside Office Park 41,295 32,183
Northeast Commerce Center 52,654 62,738
NorthCreek Office Park 78,706 90,185
--------- ---------
199,432 219,409
========= =========
-6-
<PAGE>
Assets:
As Of: March 31, 2000 December 31, 1999
-------------- -----------------
Leawood Fountain Plaza (24%) $ 968,187 $ 946,803
Tower Industrial 971,290 985,935
Countryside Office Park 3,110,049 3,126,218
Northeast Commerce Center 3,497,645 3,512,653
NorthCreek Office Park 6,384,872 6,410,529
----------- -----------
14,932,043 14,982,138
=========== ===========
Reconciliation of segment data to the Partnership's consolidated data follow:
Three Months Ended
------------------------
March 31, March 31,
2000 1999
---- ----
Revenues:
Segments $ 940,846 $ 847,184
Corporate and other 2,685 8,431
--------- ---------
943,531 855,615
========= =========
Operating Profit (Loss):
Segments $ 114,528 $ (8,250)
Corporate and other income 2,685 8,430
General and administrative expenses (35,799) (20,254)
--------- ---------
81,414 (20,074)
========= =========
Depreciation and Amortization
Segments $ 199,432 $ 219,409
Corporate and other -0- (38,369)
--------- ---------
199,432 181,040
========= =========
Assets:
As of: March 31, 2000 December 31, 1999
-------------- -----------------
Segments $14,932,043 $14,982,138
Corporate and other 1,047,682 1,126,462
15,979,725 16,108,600
=========== ===========
-7-
<PAGE>
ITEM 7: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
- ------ -----------------------------------------------------------------------
OF OPERATIONS
-------------
It should be noted that this 10-Q contains forward-looking information (as
defined in the Private Securities Litigation Reform Act of 1995) that involves
risk and uncertainty, including trends in the real estate investment market,
projected leasing and sales, and the future prospects for the Registrant. Actual
results could differ materially from those contemplated by such statements.
Liquidity and Capital Resources
- -------------------------------
Cash and cash equivalents on hand as of March 31, 2000, is $1,154,755, a
decrease of ($35,456) when compared to year end December 31, 1999. During the
quarter, net cash provided by operating activities was $76,526. Cash was used
for payment of capital additions in the amount of $83,221 and payments on
mortgage notes payable of $28,761. The Registrant expects cash flow and cash on
hand to fund the properties anticipated capital expenditures for the remainder
of 2000. The anticipated capital expenditures by property are as follows:
Leasing Capital Other Capital Total
--------------- ------------- -----
NorthCreek Office Park $ 5,103 $ 66,000 $ 71,103
Tower Industrial Building 0 0 0
Northeast Office Park 349,377 28,400 377,777
Countryside Office Park 50,815 23,390 74,205
Leawood Fountain Plaza (24%) 61,711 0 61,711
-------- -------- --------
$467,006 $117,790 $584,796
======== ======== ========
Leasing capital at all of the partnership's properties relates to tenant
improvements and lease commissions for new and renewal tenants. At NorthCreek
Office Park, other capital has been budgeted for parking lot restoration. At
Northeast Commerce Center, other capital has been budgeted for parking lot
overlay and striping. At Countryside Office Park, other capital has been
budgeted for the restoration of common area ceiling tiles and two new heating
and air conditioning units.
The Registrant reviews cash reserves on a regular basis prior to beginning
scheduled capital improvements. In the event there is not adequate funds, the
capital improvement will be postponed until such funds are available.
The Registrant believes that due to market conditions Countryside Office Park
should be sold. Management has increased the occupancy level to 92% at March 31,
2000, from 74% at March 31, 1999. The Registrant is evaluating sale and other
options regarding the property due to the increased occupancy level and improved
market conditions in the surrounding areas during the second half of 1999 and
continuing on in the year 2000.
The future liquidity of the Registrant is dependent on its ability to fund
future capital expenditures and mortgage payments from operations and cash
reserves, maintain occupancy, and negotiate with lenders the refinancing of
mortgage debt as it matures.
-8-
<PAGE>
Results of Operations by Property
- ---------------------------------
The results of operations for the Registrant's properties for the quarters ended
March 31, 2000 and 1999 are detailed in the schedule below. Expenses and
revenues of the Registrant are excluded.
Tower Northeast Countryside Leawood
NorthCreek Industrial Commerce Office Fountain
Office Park Building Center Park Plaza (24%)
----------- -------- ------ ---- -----------
2000
----
Revenues $ 366,830 $ 50,784 $ 101,267 $ 338,198 $ 83,767
Expenses 296,609 29,708 163,608 274,127 62,266
--------- --------- --------- --------- ---------
Net Income (Loss) $ 70,221 $ 21,076 ($ 62,341) $ 64,071 $ 21,501
========= ========= ========= ========= =========
1999
----
Revenues $ 359,666 $ 50,450 $ 92,178 $ 260,579 $ 84,311
Expenses 313,498 26,728 206,269 240,499 68,440
--------- --------- --------- --------- ---------
Net Income (Loss) $ 46,168 $ 23,722 $(114,091) $ 20,080 $ 15,871
========= ========= ========= ========= =========
Revenues at NorthCreek Office Park increased $7,164 when comparing quarter end
March 31, 2000 to the first quarter ended March 31, 1999. This increase can be
primarily attributed to a termination fee received by a former tenant in the
amount of $7,212. All other revenues have remained consistent with that of prior
year. Expenses decreased from $313,498 for the quarter ended March 31, 1999 to
$296,609 for the quarter ended March 31, 2000. This decrease of $16,889 is
primarily attributable to decreases in depreciation and amortization expense
($11,479), electrical repairs ($11,085), and snow removal ($6,280). These
decreases were partially offset by increases in interest expense ($6,957) and
landscaping expense ($4,417). The decrease in depreciation and amortization can
be attributed to fully amortized and depreciated assets. The decrease in
electrical repairs is due to major repairs and maintenance electrical costs
incurred in 1999. The increased interest expense is related to increased
interest rates.
Operating results at Tower Industrial Building for the quarter ended March 31,
2000 and 1999 remained stable with minimal fluctuations. Slight increases
occurred in both depreciation and general and administrative related expenses.
Revenues at Northeast Commerce Center were $101,267 for the quarter ended March
31, 2000 and $92,178 for the quarter ended March 31, 1999. This increase in
revenue of $9,089 is due to increases in base rental revenue ($6,839) and
escalation revenue ($2,249). The increase in base rent is primarily due to
higher rental rates. Expenses for the quarters ending March 31, 2000 and March
31, 1999 were $163,608 and $206,269, respectively. The decrease of $42,661 can
primarily be attributable to decreases in vacancy expense ($35,276),
amortization and depreciation expense ($10,084), and repairs and maintenance
related expenses ($5,517). These decreases were partially offset by increases in
interest expense ($3,541), fire and crime prevention ($1,979), and various other
operating expenses ($2,696). The decrease in vacancy expense is due to the costs
of rehabilitating vacant space in 1999. The decreased amortization and
depreciation expense is primarily attributable to fully depreciated and
amortized assets.
-9-
<PAGE>
At Countryside Office Park revenues were $338,198 and $260,579 for the quarters
ended March 31, 2000 and March 31, 1999, respectively. Revenues increased
$77,619 primarily due to increases in base rental revenues which can be
attributable to the increased occupancy level at the property. Operating
expenses increased $33,628 when comparing the two years. The expenses which
increased include interest expense ($2,151), amortization expense ($9,112),
contract cleaning and day porter service ($13,510), utilities ($6,212),
management fees ($4,657), advertising expense ($2,359), vacancy related expenses
($2,541), payroll expense ($1,582), and legal fees ($2,541). These increases
were partially offset by a decrease in snow removal ($10,589). The increased
amortization expense is due to the addition of tenant improvements as the
property continues to lease available space. The increases in both cleaning/day
porter and utility expense can also be attributed directly to the rise in the
occupancy level, therefore increasing the demand for both of these expenses. The
decrease in snow removal is due to milder weather conditions than that of 1999.
At Leawood Fountain Plaza, revenues remained consistent when comparing the two
three-month periods. Operating expenses decreased $6,174 when comparing the two
periods. The decrease in expenses is mainly due to a decrease in depreciation
and amortization expense ($9,117), partially offset by an increase in fire and
crime prevention expense ($1,967), and various other operating expenses ($976).
The occupancy levels at the Registrant's properties are listed below:
Occupancy levels as of March 31,
--------------------------------
Property 2000 1999 1998
-------- ---- ---- ----
NorthCreek Office Park 96% 100% 95%
Tower Industrial Building 100% 100% 100%
Northeast Commerce Center 49% 50% 94%
Countryside Office Park 92% 74% 69%
Leawood Fountain Plaza (24%) 93% 98% 90%
During the first quarter of 2000, NorthCreek Office Park occupancy decreased 4%
to 96%. Leasing activity at NorthCreek Office Park consisted of one tenant
signing a lease for 52 square feet, two tenants renewing their leases for a
total of 5,638 square feet and three tenants vacating 3,579 square feet.
NorthCreek Office Park has one major tenant which occupies spaces under two
leases which together comprise 33% of the available space. These leases both
expire in December 2003.
Tower Industrial Building is leased to a single tenant whose lease expires on
December 31, 2001.
At Northeast Commerce Center, occupancy remained at 49% during the quarter.
There was no leasing activity during this three-month reporting period. The
property has two major tenants who occupy 23% and 11% of the available space.
Their leases expire September 2003 and December 2006, respectively. The
Registrant is working with a local Cincinnati brokerage firm to handle the
leasing of the remaining space.
At Countryside Office Park, occupancy increased 2% to 92% from the rate at the
beginning of the quarter. Leasing activity during the first quarter consisted of
two tenants occupying 5,856 square feet renewing their leases and two tenants
vacating 2,294 square feet. There are two major tenants at Countryside Office
Park who occupy 14% and 13% of the available space with leases which expire in
2005 and 2002, respectively.
-10-
<PAGE>
During the first quarter of 2000, occupancy at Leawood Fountain Plaza remained
stable at 93%. Leasing activity consisted of one new tenant occupying 1,946
square feet, two tenants renewing their leases for 2,927 square feet, and one
tenant vacating 1,769 square feet. The property has two major tenants, one of
whom occupies 14% of the available space whose lease expires in October 2001 and
a second major tenant who occupies 10% of the available space whose lease
expires in July 2004.
The Registrant reviews long-lived assets for impairment whenever events or
changes in circumstances indicate that the carrying amount of a property may not
be recoverable. The Registrant considers a history of operating losses or a
change in occupancy to be primary indicators of potential impairment. The
Registrant deems the property to be impaired if a forecast of undiscounted
future operating cash flows directly related to the property, including disposal
value, if any, is less than its carrying amount. If the property is determined
to be impaired, the loss is measured as the amount by which the carrying amount
of the property exceeds its fair value. Fair value is based on quoted market
prices in active markets, if available. If quoted market prices are not
available, an estimate of fair value is based on the best information available,
including prices for similar properties or the results of valuation techniques
such as discounting estimated future cash flows. Considerable management
judgment is necessary to estimate fair value. Accordingly, actual results could
vary significantly from such estimates.
Results of Consolidated Operations 2000
- ---------------------------------------
For the quarter ended March 31, 2000, consolidated revenues are $943,531
compared to $855,615 for the quarter ended March 31, 1999. Revenues, at a
consolidated level, increased $87,916 primarily due to increases in base rental
revenue at Countryside Office Park, as mentioned in the property comparisons.
Increases in revenue were also reflected at NorthCreek Office Park and Northeast
Commerce Center when comparing the two three-month ending periods. Consolidated
expenses for the quarters ending March 31, 2000 and March 31, 1999 are $862,117
and $875,689, respectively. The $13,572 decrease in expenses is a result of a
combination of factors. Decreases were reflected in real estate tax expense
($2,886), repairs and maintenance related expenses ($13,985), professional
services ($16,157), insurance ($1,645), snow removal ($19,355), and other
operating expenses ($10,846). These decreases were partially offset by
consolidated increases in interest expense ($12,651), depreciation and
amortization ($18,392), management fees ($5,555), utilities ($8,376), and
cleaning ($6,872). The decrease in repairs and maintenance related expenses is
primarily due to the decrease in electrical repairs at NorthCreek Office Park.
The decrease in professional services can be attributed to appraisal fees
incurred for the Registrant's properties in the first quarter of 1999. The
decrease in snow removal, as well as the increases in interest expense,
depreciation and amortization expense, and utilities have all been addressed at
the property level comparisons. The decrease in consolidated other operating
expenses can mostly be attributed to vacancy costs at Northeast Commerce Center.
The increase in management fees is due to the overall increase in revenues.
Results of Consolidated Operations 1999
- ---------------------------------------
For the quarter ended March 31, 1999, consolidated revenues are $855,615
compared to $875,317 for the quarter ended March 31, 1998. Revenues decreased
$19,702 primarily due to an increase in bad debt expense ($39,114), partially
offset by an increase in miscellaneous income ($20,696) due to the receipt of a
prior year tax refund. Consolidated expenses for the quarters ended March 31,
1999 and 1998 are $875,689 and $814,801, respectively. This $60,888 increase in
expenses is a result of significant increases in repairs and maintenance related
expenses ($16,231), professional fees ($24,481), payroll expenses ($8,093), snow
-11-
<PAGE>
removal ($18,780), and other operating expenses ($46,514). There were also less
significant increases in utility expense ($2,569) and insurance ($2,309). These
increases were partially offset by decreases in interest expense ($11,932),
depreciation and amortization expense ($13,836), real estate tax expense
($21,732), and cleaning services ($10,223). The increase in professional fees is
due to appraisal fees. The increase in other operating expense is primarily due
to the increase in vacancy expenses for first quarter 1999 at Northeast Commerce
Center. The decrease in interest expense can be attributed to increased
principal payments made per mortgage agreement.
Inflation
- ---------
The effects of inflation did not have a material impact upon the Registrant's
operation in fiscal 1999 and are not expected to materially affect the
Registrant's operation in 2000.
-12-
<PAGE>
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
- ----------------------------------------
(a) Exhibits
See Exhibit Index on Page 11
(b) Reports on Form 8-K
None
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.
NOONEY INCOME FUND LTD. II, L.P.
Date: May 15, 2000 By: Nooney Income Investments Two, Inc.
General Partner
By: /s/ Gregory J. Nooney, Jr.
----------------------------------
Gregory J. Nooney, Jr. - Director
Chairman of the Board and
Chief Executive Officer
By: /s/ Patricia A. Nooney
-----------------------------------
Patricia A. Nooney - Director
Senior Vice President and Secretary
BEING A MAJORITY OF THE DIRECTORS
-13-
<PAGE>
EXHIBIT INDEX
Exhibit Number Description
3 Amended and Restated Agreement and Certificate of Limited
Partnership, dated February 3, 1986, is incorporated by
reference to the Registrant's Annual Report on Form 10-K for
the fiscal year ended October 31, 1986, as filed pursuant to
Rule 13a-1 of the Securities Exchange Act of 1934 (File No.
0-14360)
27 Financial Data Schedule (provided for the information of the
U.S. Securities and Exchange Commission only)
-14-
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM
THE FINANCIAL STATEMENTS FOR NOONEY INCOME FUND LTD. II, L.P. AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<CIK> 0000757764
<NAME> NOONEY INCOME FUND LTD. II, L.P.
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-START> JAN-01-2000
<PERIOD-END> MAR-31-2000
<CASH> 1,154,755
<SECURITIES> 0
<RECEIVABLES> 263,399
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 1,428,586
<PP&E> 16,605,044
<DEPRECIATION> 5,248,466
<TOTAL-ASSETS> 15,979,725
<CURRENT-LIABILITIES> 470,175
<BONDS> 6,842,484
<COMMON> 0
0
0
<OTHER-SE> 8,408,893
<TOTAL-LIABILITY-AND-EQUITY> 15,979,725
<SALES> 942,147
<TOTAL-REVENUES> 943,531
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 715,378
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 146,739
<INCOME-PRETAX> 81,414
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