AMERICAN INCOME 7 LTD PARTNERSHIP
10-Q, 1995-11-14
EQUIPMENT RENTAL & LEASING, NEC
Previous: AMERICAN INCOME 6 LTD PARTNERSHIP, 10-Q, 1995-11-14
Next: AMERICAN INCOME 8 LIMITED PARTNERSHIP, 10-Q, 1995-11-14



<TABLE>
<S> <C>
                                                         

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 10-Q



(Mark One)

[ X X ]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
         ACT OF 1934

For the quarterly period ended      September 30,
1995

                                       OR

[       ]         TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
         ACT OF 1934

For                   the                   transition                   period                   from                   to





For Quarter Ended September 30, 1995                                                           Commission File No. 0-15623


                                                         American           Income           7           Limited
- - ----------------------------------------------------------------------------------------------------------------
Partnership
             (Exact name of registrant as specified in its charter)

Massachusetts                                                                              04-2932747
(State or other jurisdiction of                                                                (IRS Employer
  incorporation or organization)                                                                Identification No.)

98 North Washington Street, Boston, MA                                                 02114
(Address of principal executive offices)                                                       (Zip Code)

Registrant's telephone number, including area code     (617)
854-5800




                    (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
                   PROCEEDINGS 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 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         No

</TABLE>

<PAGE>

<TABLE>
<CAPTION>

                      AMERICAN INCOME 7 LIMITED PARTNERSHIP

                                    FORM 10-Q

                                      INDEX



<S>                                                                                                          <C>  
                                                                                                              Page

PART I.  FINANCIAL INFORMATION:

     Item 1.  Financial Statements

         Statement of Financial Position
              at September 30, 1995 and December 31, 1994                                                         3

         Statement of Operations
              for the three and nine months ended September 30, 1995 and 1994                                     4

         Statement of Cash Flows
              for the nine months ended September 30, 1995 and 1994                                               5

         Notes to the Financial Statements                                                                      6-8


     Item 2.  Management's Discussion and Analysis of Financial
              Condition and Results of Operations                                                              9-12


PART II.  OTHER INFORMATION:

     Items 1 - 6                                                                                                 13



<PAGE>



                                    The accompanying notes are an integral part

                                           of these financial statements.
</TABLE>

<TABLE>
<CAPTION>
                                                         5
                      AMERICAN INCOME 7 LIMITED PARTNERSHIP

                         STATEMENT OF FINANCIAL POSITION
                    September 30, 1995 and December 31, 1994

                                   (Unaudited)



                                                                                     September 30,         December 31,
<S>                                                                                  <C>                   <C> 
                                                                                            1995                  1994
ASSETS

Cash and cash equivalents                                                            $        184,416      $        992,497

Rents receivable, net of allowance
     for doubtful accounts of $10,000                                                           9,709                16,128

Accounts receivable - affiliate                                                                93,135                92,548

Equipment at cost, net of accumulated depreciation of
     $9,671,087 and $10,404,626 at September 30, 1995
     and December 31, 1994, respectively                                                    3,939,320             4,636,004
                                                                                     ----------------      ----------------

         Total assets                                                                $    4,226,580        $    5,737,177
                                                                                     ==============        ==============


LIABILITIES AND PARTNERS' CAPITAL

Notes payable                                                                        $         74,285      $        850,256
Accrued interest                                                                                  292                 2,107
Accrued liabilities                                                                            13,750                15,500
Accrued liabilities - affiliate                                                                 1,279                 4,526
Deferred rental income                                                                         78,105               158,564
Cash distributions payable to partners                                                        135,239               360,637
                                                                                     ----------------      ----------------

         Total liabilities                                                                    302,950             1,391,590
                                                                                     ----------------      ----------------

Partners' capital (deficit):
     General Partner                                                                         (117,446)             (113,227)
     Limited Partnership Interests
     (71,406 Units; initial purchase price of $250 each)                                    4,041,076             4,458,814
                                                                                     ----------------      ----------------

         Total partners' capital                                                            3,923,630             4,345,587
                                                                                     ----------------      ----------------

         Total liabilities and partners' capital                                     $    4,226,580        $    5,737,177
                                                                                     ==============        ==============
</TABLE>





<PAGE>
<TABLE>
<CAPTION>


                      AMERICAN INCOME 7 LIMITED PARTNERSHIP

                             STATEMENT OF OPERATIONS
         for the three and nine months ended September 30, 1995 and 1994

                                   (Unaudited)



                                                          Three Months                                Nine Months
                                                      Ended September 30,                         Ended September 30,
                                                    1995                  1994                   1995                  1994
                                              ----------------      ----------------      -----------------     -----------
Income:
<S>                                           <C>                   <C>                   <C>                   <C> 
     Lease revenue                            $       395,689       $       440,483       $     1,195,772       $     1,568,295

     Interest income                                    7,010                14,783                29,025                33,868

     Gain on sale of equipment                         54,535                15,100                65,555                57,863
                                              ---------------       ---------------       ---------------       ---------------

         Total income                                 457,234               470,366             1,290,352             1,660,026
                                              ---------------       ---------------       ---------------       ---------------


Expenses:

     Depreciation                                     232,228               232,555               696,684               716,046

     Interest expense                                   9,991                29,788                45,719                97,887

     Equipment management fees
     - affiliate                                       19,784                22,024                59,789                78,415

     Operating expenses - affiliate                    10,624                16,841                53,604                49,492
                                              ---------------       ---------------       ---------------       ---------------

         Total expenses                               272,627               301,208               855,796               941,840
                                              ---------------       ---------------       ---------------       ---------------


Net income                                    $      184,607        $      169,158        $      434,556        $       718,186
                                              ==============        ==============        ==============        ===============


Net income
     per limited partnership unit             $            2.56     $            2.35     $            6.02     $             9.96
                                              =================     =================     =================     ==================

Cash distributions declared
     per limited partnership unit             $            1.88     $            5.00     $          11.88      $           11.25
                                              =================     =================     ================      =================



</TABLE>

<PAGE>
<TABLE>
<CAPTION>


                      AMERICAN INCOME 7 LIMITED PARTNERSHIP

                             STATEMENT OF CASH FLOWS
              for the nine months ended September 30, 1995 and 1994

                                   (Unaudited)



                                                                                             1995                  1994
<S>                                                                                   <C>
                                                                                      ------------------    -----------
Cash flows from (used in) operating activities:
Net income                                                                            $       434,556       $       718,186

Adjustments to reconcile net income to net cash from operating activities:
         Depreciation                                                                         696,684               716,046
         Gain on sale of equipment                                                            (65,555)              (57,863)
         Decrease in allowance for doubtful accounts                                               --               (16,000)

Changes in assets and liabilities Decrease (increase) in:
         rents receivable                                                                       6,419                53,249
         accounts receivable - affiliate                                                         (587)               93,699
     Increase (decrease) in:
         accrued interest                                                                      (1,815)              (26,692)
         accrued liabilities                                                                   (1,750)               12,128
         accrued liabilities - affiliate                                                       (3,247)                4,577
         deferred rental income                                                               (80,459)                9,867
                                                                                      ---------------       ---------------

              Net cash from operating activities                                              984,246             1,507,197
                                                                                      ---------------       ---------------

Cash flows from (used in) investing activities:
     Purchase of equipment                                                                         --                (1,818)
     Proceeds from equipment sales                                                             65,555               319,490
                                                                                      ---------------       ---------------

              Net cash from investing activities                                               65,555               317,672
                                                                                      ---------------       ---------------

Cash flows used in financing activities:
     Principal payments - notes payable                                                      (775,971)             (994,909)
     Distributions paid                                                                    (1,081,911)             (676,191)
                                                                                      ----------------      ---------------

              Net cash used in financing activities                                        (1,857,882)           (1,671,100)
                                                                                      ----------------      ---------------

Net increase (decrease) in cash and cash equivalents                                         (808,081)              153,769

Cash and cash equivalents at beginning of period                                              992,497             1,027,756
                                                                                      ---------------       ---------------

Cash and cash equivalents at end of period                                            $      184,416        $   1,181,525
                                                                                      ==============        =============


Supplemental disclosure of cash flow information:
     Cash paid during the period for interest                                         $        47,534       $      124,579
                                                                                      ===============       ==============
</TABLE>




<PAGE>





                                                         8
                      AMERICAN INCOME 7 LIMITED PARTNERSHIP

                        Notes to the Financial Statements
                               September 30, 1995

                                   (Unaudited)



NOTE 1 - BASIS OF PRESENTATION

     The financial  statements  presented herein are prepared in conformity with
generally accepted accounting principles and the instructions for preparing Form
10-Q  under  Rule  10-01  of  Regulation  S-X of  the  Securities  and  Exchange
Commission and are unaudited. As such, these financial statements do not include
all  information  and footnote  disclosures  required under  generally  accepted
accounting  principles for complete financial statements and,  accordingly,  the
accompanying  financial  statements  should  be read  in  conjunction  with  the
footnotes presented in the 1994 Annual Report. Except as disclosed herein, there
has been no material change to the information presented in the footnotes to the
1994 Annual Report.

     In the opinion of  management,  all  adjustments  (consisting of normal and
recurring  adjustments)  considered  necessary to present  fairly the  financial
position at September  30, 1995 and December 31, 1994 and results of  operations
for the three and nine month periods ended September 30, 1995 and 1994 have been
made and are reflected.


NOTE 2 - CASH

     The  Partnership  invests  excess  cash with large  institutional  banks in
reverse repurchase agreements with overnight maturities.  The reverse repurchase
agreements are secured by U.S.  Treasury  Bills or interests in U.S.  Government
securities.


NOTE 3 - REVENUE RECOGNITION

     Rents are payable to the Partnership  monthly,  quarterly or  semi-annually
and no  significant  amounts are calculated on factors other than the passage of
time. The leases are accounted for as operating  leases and are  noncancellable.
Rents  received  prior to their due dates are deferred.  Future minimum rents of
$1,473,076 are due as follows:


     For the year ending September 30,       1996          $  1,402,256
                                             1997                57,233
                                             1998                13,587
                                                        ---------------

                                            Total          $  1,473,076
                                                           ============



<PAGE>


                      AMERICAN INCOME 7 LIMITED PARTNERSHIP

                        Notes to the Financial Statements

                                   (Continued)

<TABLE>
<CAPTION>


NOTE 4 - EQUIPMENT

     The  following  is a  summary  of  equipment  owned by the  Partnership  at
September  30,  1995.  In the opinion of American  Finance  Group  ("AFG"),  the
carrying value of the equipment does not exceed its fair market value.
<S>                                                         <C>                               <C> 

                                                             Lease Term                       Equipment
            Equipment Type                                      (Months)                       at Cost

Aircraft                                                          36-60                       $  8,179,070
Flight simulators                                                    60                          4,290,414
Manufacturing                                                     36-60                            598,898
Motor vehicles                                                    12-72                            312,696
Communications                                                       36                             83,873
Tractors and heavy duty trucks                                     2-60                             63,401
Computer and peripherals                                          12-60                             54,612
Materials handling                                                 2-60                             27,443
                                                                                           ---------------

                                                   Total equipment cost                         13,610,407

                                               Accumulated depreciation                         (9,671,087)

                             Equipment, net of accumulated depreciation                       $  3,939,320
                                                                                              ============

</TABLE>

     At September  30, 1995,  the  Partnership's  equipment  portfolio  included
equipment  having a  proportionate  original cost of  $12,780,412,  representing
approximately 94% of total equipment cost.

     The summary above includes fully depreciated  equipment held for re-lease
or sale with a cost of approximately $32,000 at September 30, 1995.

<TABLE>
<CAPTION>

NOTE 5 - RELATED PARTY TRANSACTIONS

     All  operating  expenses  incurred  by the  Partnership  are paid by AFG on
behalf of the  Partnership  and AFG is  reimbursed  at its actual  cost for such
expenditures.  Fees and  other  costs  incurred  during  each of the nine  month
periods  ended  September  30, 1995 and 1994,  which were paid or accrued by the
Partnership to AFG or its Affiliates, are as follows:

<S>                                                     <C>                   <C> 
                                                             1995                  1994
                                                       ----------------       ---------


     Equipment management fees                           $       59,789         $      78,415
     Administrative charges                                      11,817                 9,000
     Reimbursable operating expenses
         due to third parties                                    41,787                40,492
                                                        ---------------        --------------

                                     Total                $     113,393          $    127,907
                                                          =============          ============

</TABLE>

<PAGE>


                      AMERICAN INCOME 7 LIMITED PARTNERSHIP

                        Notes to the Financial Statements

                                   (Continued)



     All rents and  proceeds  from the sale of  equipment  are paid  directly to
either  AFG or to a  lender.  AFG  temporarily  deposits  collected  funds  in a
separate interest-bearing escrow account prior to remittance to the Partnership.
At September 30, 1995,  the  Partnership  was owed $93,135 by AFG for such funds
and the  interest  thereon.  These  funds were  remitted to the  Partnership  in
October 1995.

     On August 18, 1995, Atlantic  Acquisition Limited Partnership  ("AALP"),  a
newly formed  Massachusetts  limited partnership owned and controlled by certain
principals of AFG,  issued a voluntary  Offer to Purchase for Cash (the "Offer")
up to approximately  45% of the outstanding units of limited partner interest in
this  Partnership and 20 affiliated  partnerships  sponsored and managed by AFG.
Coincident to the Offer, a Tender Offer Statement  pursuant to Section  14(d)(1)
of the Securities  Exchange Act of 1934 (the "Exchange  Act") was filed with the
Securities  and  Exchange  Commission.  Also,  on August 18,  1995,  the General
Partner filed a Solicitation/ Recommendation Statement (Schedule 14D-9) pursuant
to Section  14(d)(4) of the Exchange Act. The Offer was amended and supplemented
in order to provide  additional  disclosure to  unitholders;  increase the offer
price; reduce the number of units sought to approximately 35% of the outstanding
units; and extend the expiration date of the Offer to October 20, 1995.  Certain
legal actions were initiated by interested  persons against AALP and each of the
general  partners (4 in total) of the 21 affected  programs,  and various  other
affiliates  and related  parties.  One action,  representing  a class  action on
behalf of the  unitholders  (limited  partners),  sought to enjoin the Offer and
obtain  unspecified  monetary  damages.  A  settlement  of this  litigation  was
proposed and was preliminarily  approved be the United States District Court for
the District of Massachusetts on September 27, 1995. A final settlement  hearing
is  scheduled  on November  15,  1995.  A second  class  action,  brought in the
Superior Court of the Commonwealth of Massachusetts,  seeks to enjoin the Offer,
obtain  unspecified  monetary damages,  and intervene in the first class action.
The  plaintiffs  have filed  objections to the proposed  settlement of the first
action.  At this date, these objections have not been acted upon by the Superior
Court. As of the Offer  expiration date, the limited partners of the Partnership
had tendered  approximately 7,179 Units or 10.05% of the total outstanding Units
of the Partnership to AALP. Notwithstanding the foregoing, the operations of the
Partnership  are not expected to be  adversely  affected by the  proceedings  or
proposed settlements.


NOTE 6 - NOTES PAYABLE

     Notes payable at September 30, 1995  consisted of one  installment  note of
$74,285  payable  to a  bank.  The  installment  note is  non-recourse,  with an
interest rate of 6.35% and is  collateralized by the equipment and assignment of
the related lease  payments.  The  installment  note will be fully  amortized by
noncancellable rents during the year ending September 30, 1996.



<PAGE>


                      AMERICAN INCOME 7 LIMITED PARTNERSHIP

                                    FORM 10-Q

                          PART I. FINANCIAL INFORMATION



Item 2.  Management's Discussion and Analysis of Financial Condition and Results
         of Operations.

Three and nine months ended  September  30, 1995  compared to the three and nine
months ended September 30, 1994:

Overview

     As an equipment  leasing  partnership,  the  Partnership  was  organized to
acquire a diversified portfolio of capital equipment subject to lease agreements
with third  parties.  The  Partnership  was designed to progress  through  three
principal  phases:  acquisitions,   operations,  and  liquidation.   During  the
operations  phase,  a period of  approximately  six years,  all equipment in the
Partnership's  portfolio will progress  through various stages.  Initially,  all
equipment will generate  rental  revenues  under primary term lease  agreements.
During  the  life  of  the  Partnership,  these  agreements  will  expire  on an
intermittent  basis and equipment  held  pursuant to the related  leases will be
renewed,  re-leased or sold,  depending on prevailing  market conditions and the
assessment of such  conditions by AFG to obtain the most  advantageous  economic
benefit.  Over time, a greater portion of the Partnership's  original  equipment
portfolio  will  become  available  for  remarketing  and  cash  generated  from
operations and from sales or refinancings  will begin to fluctuate.  Ultimately,
all  equipment  will  be  sold  and  the  Partnership  will  be  dissolved.  The
Partnership's operations commenced in 1986.


Results of Operations

     For the three and nine months  ended  September  30,  1995 the  Partnership
recognized lease revenue of $395,689 and $1,195,772,  respectively,  compared to
$440,483  and  $1,568,295  for the same  periods in 1994.  The decrease in lease
revenue between 1994 and 1995 was expected and resulted principally from renewal
lease term expirations and the sale of equipment.

     The Partnership's  equipment portfolio includes certain assets in which the
Partnership  holds  a  proportionate  ownership  interest.  In such  cases,  the
remaining interests are owned by AFG or an affiliated  equipment leasing program
sponsored by AFG.  Proportionate  equipment ownership enables the Partnership to
further  diversify its equipment  portfolio by participating in the ownership of
selected assets,  thereby reducing the general levels of risk which could result
from a  concentration  in any single  equipment  type,  industry or lessee.  The
Partnership  and each  affiliate  individually  report,  in  proportion to their
respective ownership interests, their respective shares of assets,  liabilities,
revenues, and expenses associated with the equipment.

     At June 30,1994, the General Partner reviewed the aggregate amount reserved
against  potentially  uncollectable  rents and  determined  a reserve of $10,000
would be  appropriate.  Accordingly,  the  Partnership  reduced  its reserve and
increased  lease  revenue  in the  amount of  $16,000.  It cannot be  determined
whether the Partnership will recover any past due rents in the future;  however,
the General Partner will pursue the collection of all such items.


<PAGE>



                      AMERICAN INCOME 7 LIMITED PARTNERSHIP


                                    FORM 10-Q

                          PART I. FINANCIAL INFORMATION



                                                            13

     Interest  income for the three and nine months ended September 30, 1995 was
$7,010 and $29,025,  respectively,  compared to $14,783 and $33,868 for the same
periods in 1994.  Interest income is generated from the temporary  investment of
rental  receipts and  equipment  sale proceeds in  short-term  instruments.  The
decrease in interest  income from 1994 to 1995 was primarily  attributable  to a
lower  availability  of cash used for investment  prior to  distribution  to the
partners.  The amount of future  interest  income is  expected to  fluctuate  in
relation to prevailing  interest  rates and the  collection of lease revenue and
equipment sales proceeds.

     For the three months ended September 30, 1995 and 1994 the Partnership sold
fully depreciated equipment which resulted in net gains, for financial statement
purposes, of $54,535 and $15,100, respectively.
     For the nine months ended  September 30, 1995, the  Partnership  sold fully
depreciated  equipment  which  resulted in a net gain,  for financial  statement
purposes, of $65,555 compared to a net gain of $57,863 on equipment having a net
book value of $261,627 for the same period in 1994.

     It cannot be determined  whether future sales of equipment will result in a
net  gain  or a net  loss  to the  Partnership,  as  such  transactions  will be
dependent  upon  the  condition  and  type  of  equipment  being  sold  and  its
marketability  at the time of sale.  In  addition,  the  amount  of gain or loss
reported for financial  statement purposes is partly a function of the amount of
accumulated depreciation associated with the equipment being sold.

     The  ultimate  realization  of residual  value for any type of equipment is
dependent  upon many  factors,  including  AFG's  ability  to sell and  re-lease
equipment. Changing market conditions,  industry trends, technological advances,
and many other  events can  converge to enhance or detract  from asset values at
any given  time.  AFG  attempts  to monitor  these  changes in order to identify
opportunities  which may be  advantageous  to the  Partnership  and  which  will
maximize total cash returns for each asset.

     The total economic  value realized upon final  disposition of each asset is
comprised of all primary lease term revenue generated from that asset,  together
with its residual value. The latter consists of cash proceeds  realized upon the
asset's sale in addition to all other cash  receipts  obtained  from renting the
asset on a re-lease, renewal or month-to-month basis. The Partnership classifies
such residual rental payments as lease revenue. Consequently, the amount of gain
or loss reported in the financial  statements is not  necessarily  indicative of
the total residual value the Partnership achieved from leasing the equipment.

     Depreciation expense was $232,228 and $696,684 for the three and nine 
months ended September 30, 1995, respectively, compared to $232,555 and $716,046
for the same periods in 1994. For financial reporting purposes, to the extent 
that an asset is held on primary lease term, the Partnership depreciates the 
difference between (i) the cost of the asset and (ii) the estimated residual 
value of the asset on a straight-line basis over such term. For  purposes of 
this  policy, estimated residual values represent estimates of equipment values 
at the date of primary lease expiration. To the extent that an asset is held 
beyond its primary lease term, the Partnership continues to depreciate the 
remaining net book value of the asset on a straight-line basis over the asset's 
remaining economic life.

     Interest  expense was $9,991 and $45,719 or 2.5% and 3.8% of lease  revenue
for the three and nine months ended September 30, 1995,  respectively,  compared
to $29,788 and $97,887 or 6.8% and 6.2% of lease revenue for the same periods in
1994.  Interest expense in future periods will continue to decline in amount and
as a percentage of lease  revenue as the  principal  balance of notes payable is
reduced through the application of rent receipts to outstanding debt.

      Management  fees were 5% of lease revenue  during each of the periods 
ended  September 30, 1995 and 1994 and will not change as a percentage of lease 
revenue in future periods.

     Operating   expenses  consist   principally  of   administrative   charges,
professional  service costs,  such as audit and legal fees, as well as printing,
distribution and remarketing  expenses.  In certain cases,  equipment storage or
repairs and maintenance costs may be incurred in connection with equipment being
remarketed.  Collectively, operating expenses represented approximately 2.7% and
4.5% of lease  revenue for the three and nine months ended  September  30, 1995,
respectively, compared to 3.8% and 3.2% of lease revenue for the same periods in
1994. The increase in operating  expenses from 1994 to 1995 was due  principally
to an increase in  professional  service costs.  The amount of future  operating
expenses cannot be predicted with certainty;  however, such expenses are usually
higher during the  acquisition and  liquidation  phases of a partnership.  Other
fluctuations typically occur in relation to the volume and timing of remarketing
activities.



Liquidity and Capital Resources and Discussion of Cash Flows

     The  Partnership  by  its  nature  is  a  limited  life  entity  which  was
established for specific purposes described in the preceding  "Overview".  As an
equipment leasing program,  the  Partnership's  principal  operating  activities
derive from asset rental transactions.  Accordingly, the Partnership's principal
source of cash from  operations is provided by the collection of periodic rents.
These cash inflows are used to satisfy debt service obligations  associated with
leveraged  leases,  and to pay management  fees and operating  costs.  Operating
activities  generated net cash inflows of $984,246 and  $1,507,197  for the nine
months ended September 30, 1995 and 1994, respectively. Future renewal, re-lease
and equipment sale activities will cause a gradual decline in the  Partnership's
lease revenue and  corresponding  sources of operating cash.  Overall,  expenses
associated with rental  activities,  such as management  fees, and net cash flow
from operating  activities will decline as the Partnership  experiences a higher
frequency of remarketing events.

     Ultimately,  the Partnership  will dispose of all assets under lease.  This
will occur principally through sale transactions whereby each asset will be sold
to the  existing  lessee or to a third  party.  Generally,  this will occur upon
expiration  of  each  asset's  primary  or  renewal/re-lease  term.  In  certain
instances, casualty or early termination events may result in the disposal of an
asset. Such circumstances are infrequent and usually result in the collection of
stipulated cash  settlements  pursuant to terms and conditions  contained in the
underlying lease agreements.

     Cash  expended for  equipment  acquisitions  and cash  realized  from asset
disposal   transactions   are  reported  under   investing   activities  on  the
accompanying  Statement  of Cash Flows.  In 1994,  the  Partnership  capitalized
$1,818 in connection with the upgrade of an L1011-100 aircraft.  During the nine
months ended September 30, 1995, the Partnership  realized  $65,555 in equipment
sale proceeds  compared to $319,490 for the same period in 1994.  Future inflows
of cash  from  asset  disposals  will  vary in  timing  and  amount  and will be
influenced  by many factors  including,  but not limited to, the  frequency  and
timing of lease expirations, the type of equipment being sold, its condition and
age, and future market conditions.

     The  Partnership  obtained  long-term  financing in connection with certain
equipment  leases.  The repayments of principal related to such indebtedness are
reported as a component of financing  activities.  Each note payable is recourse
only to the  specific  equipment  financed  and to the minimum  rental  payments
contracted  to be received  during the debt  amortization  period  (which period
generally  coincides  with the  lease  rental  term).  As  rental  payments  are
collected,  a  portion  or all of the  rental  payment  is  used  to  repay  the
associated  indebtedness.  In future  periods,  the amount of cash used to repay
debt  obligations  will  decline as the  principal  balance of notes  payable is
reduced through the collection and application of rents.

     Cash  distributions  to the General and Limited  Partners  are declared and
generally paid within  fifteen days following the end of each calendar  quarter.
The payment of such  distributions  is  presented  as a component  of  financing
activities.  For the period ended September 30, 1995, the  Partnership  declared
total cash distributions of Distributable Cash From Operations and Distributable
Cash From Sales and Refinancings of $856,513. In accordance with the Amended and
Restated Agreement and Certificate of Limited Partnership,  the Limited Partners
were allocated 99% of these distributions,  or $847,948, and the General Partner
was allocated 1%, or $8,565.  The third quarter 1995 cash  distribution was paid
on October 13, 1995.

     Cash distributions paid to the Limited Partners consist of both a return of
and a return on capital.  To the extent that cash distributions  consist of Cash
From Sales or Refinancings,  substantially all of such cash distributions should
be viewed as a return of capital.  Cash  distributions  do not represent and are
not  indicative of yield on  investment.  Actual yield on  investment  cannot be
determined  with any certainty  until  conclusion of the Partnership and will be
dependent upon the collection of all future  contracted rents, the generation of
renewal and/or re-lease rents, and the residual value realized for each asset at
its disposal date. Future market conditions,  technological changes, the ability
of  AFG  to  manage  and  remarket  the  assets,   and  many  other  events  and
circumstances,  could  enhance or detract from  individual  asset yields and the
collective performance of the Partnership's equipment portfolio.

     The future liquidity of the Partnership will be influenced by the foregoing
and will be greatly  dependent upon the collection of contractual  rents and the
outcome of  residual  activities.  The  General  Partner  anticipates  that cash
proceeds  resulting  from these  sources will satisfy the  Partnership's  future
expense  obligations.  However, the amount of cash available for distribution in
future periods will fluctuate.  Equipment lease  expirations and asset disposals
will cause the Partnership's net cash from operating activities to diminish over
time; and equipment sale proceeds will vary in amount and period of realization.
Accordingly,  fluctuations  in the level of quarterly  cash  distributions  will
occur during the life of the Partnership.


<PAGE>





                      AMERICAN INCOME 7 LIMITED PARTNERSHIP

                                    FORM 10-Q

                           PART II. OTHER INFORMATION



         Item 1.                           Legal Proceedings
                                           Response:  None

         Item 2.                           Changes in Securities
                                           Response:  None

         Item 3.                           Defaults upon Senior Securities
                                           Response:  None

         Item 4.                           Submission of Matters to a Vote of
                                           Security Holders
                                           Response:  None

         Item 5.                           Other Information
                                           Response:  None

         Item 6(a).                        Exhibits
                                           Response:  None

         Item 6(b).                        Reports on Form 8-K
                                           Response:  None



<PAGE>


                                 SIGNATURE PAGE



     Pursuant to the  requirements of the Securities  Exchange Act of 1934, this
report has been signed below on behalf of the registrant and in the capacity and
on the date indicated.



                      AMERICAN INCOME 7 LIMITED PARTNERSHIP


                           By:      AFG Leasing Associates II, a Massachusetts
                 general partnership and the General Partner of
                                 the Registrant.


                             By:      AFG Leasing Incorporated, a Massachusetts
                 corporation and general partner in such general
                                  partnership.


                               By:
                                        Gary M. Romano
                                        Vice President and Controller
                                        (Duly Authorized Officer and
                                        Principal Accounting Officer)


                               Date:



<PAGE>



14


                                 SIGNATURE PAGE



     Pursuant to the  requirements of the Securities  Exchange Act of 1934, this
report has been signed below on behalf of the registrant and in the capacity and
on the date indicated.



                      AMERICAN INCOME 7 LIMITED PARTNERSHIP


                            By:      AFG Leasing Associates II, a Massachusetts
                 general partnership and the General Partner of
                                 the Registrant.


                             By:      AFG Leasing Incorporated, a Massachusetts
                 corporation and general partner in such general
                                  partnership.


                               By:      /s/ Gary M. Romano
                                        Gary M. Romano
                                        Vice President and Controller
                                        (Duly Authorized Officer and
                                        Principal Accounting Officer)


                               Date:    November 13, 1995



<PAGE>









<TABLE> <S> <C>

<ARTICLE> 5
       
<S>                             <C>
<PERIOD-TYPE>                   9-MOS
<FISCAL-YEAR-END>                          DEC-31-1995
<PERIOD-END>                               SEP-30-1995
<CASH>                                         184,416
<SECURITIES>                                         0
<RECEIVABLES>                                  112,844
<ALLOWANCES>                                    10,000
<INVENTORY>                                          0
<CURRENT-ASSETS>                               287,260
<PP&E>                                      13,610,407
<DEPRECIATION>                               9,671,087
<TOTAL-ASSETS>                               4,226,580
<CURRENT-LIABILITIES>                          228,665
<BONDS>                                         74,285
<COMMON>                                             0
                                0
                                          0
<OTHER-SE>                                   3,923,630
<TOTAL-LIABILITY-AND-EQUITY>                 4,226,580
<SALES>                                              0
<TOTAL-REVENUES>                             1,195,772
<CGS>                                                0
<TOTAL-COSTS>                                        0
<OTHER-EXPENSES>                               388,837
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                              45,719
<INCOME-PRETAX>                                434,556
<INCOME-TAX>                                         0
<INCOME-CONTINUING>                            434,556
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                   434,556
<EPS-PRIMARY>                                        0
<EPS-DILUTED>                                        0
        

</TABLE>


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission