SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
___________________
FORM 10-Q/A
AMENDMENT TO GENERAL FORM FOR REGISTRATION OF SECURITIES
Filed pursuant to Section 12(g)
THE SECURITIES EXCHANGE ACT OF 1934
ASSOCIATED PLANNERS REALTY FUND
(Exact name of registrant as specified in its charter)
AMENDMENT NO. 2
File No. 0-16805
The undersigned Registrant hereby amends the following items, financial
statements, exhibits or other portions of its General Form for Registration
of Securities on Form 10-Q as set forth in the pages attached hereto:
10-Q for the Quarter ending June 30, 1995
Item 1 and 2
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this Amendment to be signed on its behalf by
the undersigned thereunto duly authorized.
ASSOCIATED PLANNERS REALTY FUND
(Registrant)
Date:
By: West Coast Realty Advisors, Inc. (General Partner)
By:
Michael G. Clark, Vice President/Treasurer
<PAGE>
ASSOCIATED PLANNERS REALTY FUND
(A California Limited Partnership)
ITEM 1. FINANCIAL STATEMENTS
In the opinion of the General Partner of Associated Planners Realty Fund
(the"Partnership"), all adjustments necessary for a fair presentation of the
Partnership's results for the three and six months ended June 30, 1995
and 1994, have been made in the following financial statements which are of
normal recurring entries in nature. However, such financial statements are
unaudited and are subject to any year-end adjustments that may be necessary.
<TABLE>
BALANCE SHEETS
June 30, 1995 (Unaudited) and December 31, 1994
<CAPTION>
June 30, December 31,
1995 1994
<S> <C> <C>
ASSETS
RENTAL REAL ESTATE, net of accumulated
depreciation (Note 2) $4,526,324 $5,982,471
CASH AND CASH EQUIVALENT 1,596,325 36,227
CONSTRUCTION IN PROGRESS 819,901 68,411
INVESTMENT-GOVERNMENT SECURITIES ACCOUNT --- 55,554
OTHER ASSETS 50,504 112,713
$6,993,054 $6,255,376
LIABILITIES AND PARTNERS' EQUITY
CONSTRUCTION LOAN PAYABLE 672,675 ---
ACCOUNTS PAYABLE 8,880 24,757
SECURITY DEPOSITS AND PREPAID RENT 30,839 20,103
TOTAL LIABILITIES 712,394 44,860
MINORITY INTEREST 221,087 224,618
COMMITMENTS AND CONTINGENCIES (Note 5)
PARTNERS' EQUITY:
Limited Partner:
$1,000 stated value per unit;
authorized 7,500 units;
issued - 7,499 5,699,262 5,653,977
General Partner: 360,311 331,921
TOTAL PARTNERS EQUITY 6,059,573 5,985,898
$6,993,054 $6,255,376
</TABLE>
[FN]
See accompanying notes to financial statements.
<PAGE>
<TABLE>
<PAGE>
ASSOCIATED PLANNERS REALTY FUND
(A California Limited Partnership)
STATEMENTS OF PARTNERS' EQUITY
Six Months Ended June 30, 1995
(Unaudited)
<CAPTION>
Limited Partners General
Total Units Amount Partner
<S> <C> <C> <C> <C>
BALANCE, December 31, 1994 $5,985,898 7,499 $5,653,977 $331,921
Net income 223,755 --- 195,365 28,390
Distributions to limited partners (150,080) --- (150,080) ---
BALANCE, June 30, 1995 $6,059,573 7,499 $5,699,262 $360,311
Six Months Ended June 30, 1994
(Unaudited)
<CAPTION>
Limited Partners General
Total Units Amount Partner
<S> <C> <C> <C> <C>
BALANCE, December 31, 1993 $6,116,709 7,499 $5,819,311 $297,398
Net income 106,652 --- 89,019 17,633
Distributions to limited partners (183,725) --- (183,725) ---
BALANCE, June 30, 1994 $6,039,636 7,499 $5,724,605 $315,031
</TABLE>
[FN]
See accompanying notes to financial statements.
<PAGE>
<TABLE>
<PAGE>
ASSOCIATED PLANNERS REALTY FUND
(A California Limited Partnership)
STATEMENTS OF INCOME
Three and Six Months Ended June 30, 1995 and 1994
(Unaudited)
<CAPTION>
Three Months Three Months Six Months Six Months
Ended Ended Ended Ended
June 30, June 30, June 30, June 30,
1995 1994 1995 1994
(Unaudited) (Unaudited) (Unaudited) (Unaudited)
<S> <C> <C> <C> <C>
REVENUES:
Rental $152,753 $190,699 $341,771 $374,891
Gain on sale of property 116,749 --- 116,749 ---
Interest 9,845 1,617 10,625 3,094
279,347 192,316 469,145 377,985
COSTS AND EXPENSES:
Operating 30,371 30,993 87,168 84,002
Property taxes 10,927 15,281 24,924 29,930
Property management fees 6,836 9,552 16,793 18,761
Unrealized (gain) loss in
government securities --- 2,195 (98) 4,666
General and administrative 23,830 37,181 46,249 57,405
Depreciation 30,591 35,373 66,823 70,746
102,555 130,575 241,859 265,510
LESS MINORITY INTEREST
IN NET INCOME (LOSS) OF
JOINT VENTURE 1,502 3,162 3,531 5,823
NET INCOME $175,290 $58,579 $223,755 $106,652
NET INCOME PER
LIMITED PARTNERSHIP UNIT $20.67 $6.61 $26.05 $11.87
</TABLE>
[FN]
See accompanying notes to financial statements.
<PAGE>
<TABLE>
<PAGE>
ASSOCIATED PLANNERS REALTY FUND
(A California Limited Partnership)
STATEMENTS OF CASH FLOWS
Six Months Ended June 30, 1995 and 1994
(Unaudited)
<CAPTION>
Six Months Six Months
Ended Ended
June 30, June 30,
1995 1994
(Unaudited) (Unaudited)
<S> <C> <C>
Cash flows from operating activities:
Net income $223,755 $106,652
Adjustment to reconcile net income to
net cash provided by operating activities:
Depreciation 66,823 70,746
Net proceeds from sale of investment
in government securities account 55,652 8,596
Unrealized loss (gain) -
investment in government securities (98) 4,666
Minority interest in net income (loss) (3,531) (5,823)
Gain on sale of property (116,749) ---
Increase (decrease) from changes in:
Other assets 62,209 (12,646)
Accounts payable (15,877) (47,288)
Security deposits 10,736 723
Net cash provided by operating activities 282,920 125,626
Cash flows used in investing activities:
Furniture & fixture additions (11,746) ---
Construction in progress (751,490) ---
Proceeds from sale of property 1,517,819 ---
Net cash provided by investing activities 754,583 ---
Cash flows used in financing activities:
Construction loan proceeds 672,675 ---
Distributions to limited partners (150,080) (183,725)
Distributions to minority interest --- (1,236)
Net cash used in financing activities 522,595 (184,961)
Net increase (decrease) in cash and cash equivalent 1,560,098 (59,335)
Cash and cash equivalents at beginning of period 36,227 139,748
Cash and cash equivalents at end of period $1,596,325 $80,413
</TABLE>
[FN]
See accompanying notes to financial statements.
<PAGE>
<PAGE>
ASSOCIATED PLANNERS REALTY FUND
(A California Limited Partnership)
Summary of Accounting Policies
Business
Associated Planners Realty Fund (the "Partnership"), a California
limited partnership, was formed on November 19, 1985 under the Revised
Limited Partnership Act of the State of California for the purpose of
acquiring and operating real estate.
Basis of Presentation
The consolidated financial statements do not give effect to any
assets that the partners may have outside of their interest in the
partnership, nor to any personal obligations, including income taxes,
of the partners.
The consolidated financial statements include the accounts of
Associated Planners Realty Fund and all joint ventures in which it
has a majority interest. All adjustments necessary for the fair
presentation of the financial statements have been recorded and are
of normal recurring entries in nature.
Rental Real Estate
Assets are stated at cost. Depreciation is computed using the
straight-line method over estimated useful lives ranging from five
to 35 years for financial reporting purposes and five to 40 years for
income tax purposes.
Rental Income
Rental income is recognized when the amount is due and payable under
the terms of a lease agreement.
Investment in Government Securities
Investment in Government Securities, which represent trading
securities, are accounted for in accordance with SFAS No. 115. The
difference between historical cost and market value are reported as
unrealized gains Securities or losses in the statement of income.
Statements of Cash Flows
For the purpose of the statements of cash flows, the Partnership
considers cash in the bank and all highly liquid investments purchased
with original maturities of three months or less, to be cash and
cash equivalents.
Reclassification
Certain amounts in the 1995 financial statements have been
reclassified for comparative purposes.
<PAGE>
ASSOCIATED PLANNERS REALTY FUND
(A California Limited Partnership)
NOTES TO FINANCIAL STATEMENTS
Three and Six Months Ended June 30, 1995 and 1994 (Unaudited)
and Year Ended December 31, 1994
Note 1 - Nature of Partnership Business
Associated Planners Realty Fund, a California limited partnership
(the "Fund"), was formed on November 19, 1985 under the Revised Limited
Partnership Act of the State of California for the purpose of
acquiring and operating real estate. The Fund did not begin
operations until 1986.
Under the terms of the partnership agreement, the General Partner is
entitled to cash distributions and net income allocations varying
from 1% for depreciation allocations to 15% of cash and income after
the limited partners have received cash distributions equal to their
initial cash investment plus a cumulative 8% return. The General
Partner is also entitled to cash distributions and net income
allocations of 10% from ongoing partnership operations. Further, the
General Partner receives acquisition fees for locating and negotiating
the purchase of rental real estate and management fees for operating
the Partnership.
The Partnership currently has interests in four rental real estate
properties. Two are wholly-owned and two are jointly owned by the
Partnership (81.2%) and an affiliate (18.8%) (Note 2). The
affiliate's interests have been reflected as minority interests.
<PAGE>
ASSOCIATED PLANNERS REALTY FUND
(A California Limited Partnership)
NOTES TO FINANCIAL STATEMENTS
Three and Six Months Ended June 30, 1995 and 1994 (Unaudited)
and Year Ended December 31, 1994
(Continued)
Note 2 - Rental Real Estate
As of June 30, 1995 and December 31, 1994, the Fund's net real
estate investment is as follows:
June 30, December 31,
1995 1994
Land $2,001,428 $2,644,667
Buildings and Improvements 3,439,174 4,418,832
5,440,602 7,063,499
Less Accumulated Depreciation 914,278 1,081,028
Net Real Estate Investment $4,526,324 $5,982,471
On May 15, 1995, the Shurgard Mini-Warehouse Facility located at
11315 Meridian South, Puyallup, Washington was sold to Shurgard Storage
Centers, Inc. ("the Buyer"). The gross sales price was $1,550,000,
although the Partnership received $1,510,976 in net proceeds as a
result of the transaction. This net proceeds amount is calculated as
the gross sale price of $1,550,000 less $23,486 in excise taxes paid
to the State of Washington, less $4,332 in miscellaneous escrow
closing costs, less $11,206 in prepaid user rents, net of rent
receivable and property taxes, attributable to the Partnership.
Net sales proceeds for tax reporting purposes are $1,522,182.
The amount of consideration received from the sale of the
building was arrived at through an arms-length negotiation process
with the Buyer. The sale was consummated for all cash without the
use of seller provided financing, or other installment sale techniques.
The Buyer of the property is an affiliate of the original seller
of the property that the Partnership acquired the property from
in 1987.
<PAGE>
<PAGE>
ASSOCIATED PLANNERS REALTY FUND
(A California Limited Partnership)
NOTES TO FINANCIAL STATEMENTS
Three and Six Months Ended June 30, 1995 and 1994 (Unaudited)
and Year Ended December 31, 1994
(Continued)
Note 3 - Related Party Transactions
(a) For Partnership management services rendered to the
Partnership, the General Partner is entitled to receive 10% of all
distributions of cash from operations. These amounts totaled $8,332
for the quarter ended June 30, 1995 and $9,999 for the quarter ended
June 30, 1994, and $16,664 for the six months ended June 30, 1995
and $20,414 for the six months ended June 30, 1994.
(b) For administrative services provided to the Partnership, the
General Partner is entitled to reimbursement for the cost of certain
personnel and relevant expenses. These amounts totaled $6,000 for
the six months ended June 30, 1995 and June 30, 1994 and $3,000 for
the three months ended June 30, 1995 and June 30 1994.
(c) Property management fees incurred, in accordance with the
Partnership Agreement, to West Coast Realty Management, Inc., an
affiliate of the corporate General Partner, totaled $6,836 for the
quarter ended June 30, 1995 and $9,552 for the quarter ended
June 30, 1994, $16,793 for the six months ended June 30, 1995
and $18,761 for the six months ended June 30, 1994.
Note 4 - Net Income and Cash Distributions Per Limited Partnership Unit
During the six months ended June 30, 1995 and 1994, the Partnership
made distributions to the Limited Partners as follows:
Record Distribution Units Date Total
Date Per Unit Outstanding Paid Distribution
1994
December 31, 1993 $12.50 7,499 February 9, 1994 $93,738
March 31, 1994 12.00 7,499 May 5, 1994 89,988
June 30, 1994 12.00 7,499 August 2, 1994 89,988
<PAGE>
ASSOCIATED PLANNERS REALTY FUND
(A California Limited Partnership)
NOTES TO FINANCIAL STATEMENTS
Three and Six Months Ended June 30, 1995 and 1994 (Unaudited)
and Year Ended December 31, 1994
(Continued)
Record Distribution Units Date Total
Date Per Unit Outstanding Paid Distribution
1995
December 31, 1994 $10.00 7,499 February 3, 1995 $74,990
March 31, 1995 10.00 7,499 May 5, 1995 74,990
June 30, 1995 182.69 to $207.69 7,499 July 7, 1995 1,506,960
June 30, 1995 7.50 7,499 November 6, 1995 56,242
Note 5 - Construction in Progress and Construction Loan Payable
In January 1995, the Partnership closed escrow on a parcel of land
adjacent to the Shaw Villa Shopping Center. The purchase price of
the land was $206,749, including a $13,102 acquisition fee paid to
the Advisor. The purchase was financed using $23,602 in cash, and
the remainder by a one year construction loan from Valliwide Bank of
Fresno. The loan bears interest at 2% over the bank's prime rate and
the total construction loan commitment is for $1,365,000. The
construction loan is interest only with payments via additional draws
against this loan. Total construction costs incurred as of June 30,
1995 were $819,901, while borrowings on the construction loan were
$672,675. Included in construction costs is $22,278 in construction
loan interest that was capitalized.
<PAGE>
ASSOCIATED PLANNERS REALTY FUND
(A California Limited Partnership)
NOTES TO FINANCIAL STATEMENTS
Three and Six Months Ended June 30, 1995 and 1994 (Unaudited)
and Year Ended December 31, 1994
(Continued)
Note 6 - Subsequent Events
The Partnership distributed $1,506,960 (ranging from $182.69 to
$207.39 per unit) on July 7, 1995 to Limited Partners of record as of
June 30, 1995.
On August 2, 1995, Wherehouse Entertainment, Inc. ("Wherehouse")
filed for relieve through Chapter 11 Bankruptcy protection. The
Wherehouse is a major tenant of the Shaw Villa Shopping Center in
Clovis, California. In the interim, the Partnership expects that
Merrill Lynch, which controls over 90% of the Wherehouse, will work
diligently to resolve its debt restructuring problems. Nevertheless,
the Partnership has elected to take a cautious approach until more
reliable information is obtained.
As of December 1995, the Partnership has not experienced any
detrimental effect due to the Wherehouse filing for Chapter 11 on
August 2, 1995 and management expects that this will not change in
the future. Sales at the Wherehouse have been strong and according
to the Wherehouse representatives, November 1995 exceeded November
1994 sales.
<PAGE>
ASSOCIATED PLANNERS REALTY FUND
(A California Limited Partnership)
ITEM 2. MANAGEMENT DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Introduction
Associated Planners Realty Fund (the "Partnership") was organized in
November 1985, under the California Revised Limited Partnership Act.
The Partnership began offering units for sale on March 28, 1986. As
of December 27, 1987, the Partnership had raised $7,499,000 in gross
capital contributions. The Partnership netted approximately $6,720,000
after sales commissions and syndication costs.
The Partnership was organized for the purpose of investing in,
holding, and managing improved, leveraged income-producing property,
such as residential property, office buildings, commercial buildings,
industrial properties, and shopping centers. The Partnership intends
to own and operate such properties for investment over an anticipated
holding period of approximately five to ten years.
The Partnership's principal investment objectives are to invest in
rental real estate properties which will:
(1) Preserve and protect the Partnership's invested capital;
(2) Provide for cash distributions from operations;
(3) Provide gains through potential appreciation; and
(4) Generate Federal income tax deductions so that during the early
years of property operations, a portion of cash distributions
may be treated as a return of capital for tax purposes and,
therefore, may not represent taxable income to the limited
partners.
The ownership and operation of any income-producing real estate is
subject to those risks inherent in all real estate investments,
including national and local economic conditions, the supply and
demand for similar types of properties, competitive marketing
conditions, zoning changes, possible casualty losses, and increases
in real estate taxes, assessments, and operating expenses, as well
as others.
<PAGE>
ASSOCIATED PLANNERS REALTY FUND
(A California Limited Partnership)
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(Continued)
The Partnership is operated by the General Partner subject to the
terms of the Amended and Restated Agreement of Limited Partnership.
The Partnership has no employees, and all administrative services are
provided by West Coast Realty Advisors, Inc., the General Partner.
Results of Operations
Operations for the quarter ended June 30, 1995, reflect an entire
period of operations for the Partnership's properties. Rental revenue
for the three and six months ended June 30, 1995 decreased from that
for the three and six months ended June 30, 1994 by $37,946 and
$33,120, respectively, due to the continued vacancy of the single
tenant Santa Fe Business Park Building. Costs and expenses related to
the properties operation decreased for the three and six months ended
June 30, 1995 vs. the three and six months ended June 30, 1994 by
$25,016 and $16,589, respectively, primarily due to decreased property
taxes, property management fees and depreciation expense attributable
to the single tenant Santa Fe Business Park building vacancy and the
sale of the Puyallup, Washington mini-warehouse building to Shurgard
Storage Centers Inc. in May 1995.
The Partnership generated $290,578 in income from operations before
depreciation of $66,823 for the six months ended June 30, 1995 compared
to $177,398 in income from operations before depreciation of $70,746
for the six months ended June 30, 1994. This increase is primarily
attributable to the gain on the sale of the Puyallup, Washington
mini-warehouse building in May 1995.
The Partnership is currently attempting to rent space or sell the
single tenant Sante Fe Business Park Building, (179 Calle Magdalena),
which has been unoccupied since December 1993. The Partnership is
experiencing a net negative $4,000 cash flow per quarter as a result
of the vacancy.
<PAGE>
ASSOCIATED PLANNERS REALTY FUND
(A California Limited Partnership)
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Continued)
On May 15, 1995, the Shurgard Mini-Warehouse Facility located at
11315 Meridian South, Puyallup, Washington was sold to Shurgard
Storage Centers, Inc. ("the Buyer"). The gross sales price was
$1,550,000, although the Partnership received $1,510,976 in net
proceeds as a result of the transaction. This net proceeds amount is
calculated as the gross sale price of $1,550,000 less $23,486 in
excise taxes paid to the State of Washington, less $4,332 in
miscellaneous escrow closing costs, less $11,206 in prepaid user rents,
net of rent receivable and property taxes, attributable to the
Partnership. Net sales proceeds for tax reporting purposes
are $1,522,182.
The amount of consideration received from the sale of the building
was arrived at through an arms-length negotiation process with the
Buyer. The sale was consummated for all cash without the use of
seller provided financing, or other installment sale techniques.
The Buyer of the property is an affiliate of the original seller of
the property that the Partnership acquired the property from in 1987.
The Partnership distributed $1,506,960 (ranging from $182.69 to
$207.39 per unit) of the proceeds from the sale of the Puyallup,
Washington mini-warehouse property on July 7, 1995 to the Limited
Partners of record as of June 30, 1995.
On August 2, 1995, Wherehouse Entertainment, Inc. ("Wherehouse")
filed for relieve through Chapter 11 Bankruptcy protection. The
Wherehouse is a major tenant of the Shaw Villa Shopping Center in
Clovis, California. In the interim, the Partnership expects that
Merrill Lynch, which controls over 90% of the Wherehouse, will work
diligently to resolve its debt restructuring problems. Management
expects that the Wherehouse will continue to make monthly rent
payments on the Shaw Villa Shopping Center property since this site
has proven to be profitable to the Wherehouse. Nevertheless, the
Partnership has elected to take a cautious approach until more reliable
information is obtained.
<PAGE>
ASSOCIATED PLANNERS REALTY FUND
(A California Limited Partnership)
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(Continued)
For the nine months ended September 30, 1995, the Partnership
distributed approximately $1.66 million to the limited partners
compared to approximately $274,000 for the nine months ended
September 30, 1994. This increase is due to $1,506,960 distributed on
July 7, 1995 to the limited partners in connection with the sale of
the Puyallup, Washington property. Eliminating this sale transaction
and distribution, the revised distribution would have been
approximately $153,000 for the nine months ended September 30, 1995
which is significantly ($121,000) less than the distribution for the
nine months ended September 30, 1994. This decrease is attributable
to the Wherehouse filing for Chapter 11 and managements cautious
approach is declaring distributions to limited partners.
As of December 1995, the Partnership has not experienced any
detrimental effect due to the Wherehouse filing for Chapter 11 on
August 2, 1995 and management expects that this will not change
in future periods. Sales at the Wherehouse have been strong and
according to the Wherehouse representatives, November 1995 exceeded
November 1994 sales.
Liquidity and Capital Resources
During the six months ended June 30, 1995, $282,920 in cash was
provided by operating activities. This resulted from net cash basis
income of $290,578 from operations (net income plus depreciation
expense) plus $55,652 in proceeds received from the liquidation of the
government securities account and $62,209 decrease in other assets
(primarily due to the reclassification of deposits used in the
construction in progress of the Shaw Villa property) and a $10,736
increase in security deposits and prepaid rents (due to prepaid rents
received prior to June 30, 1995 which was not received prior to
December 31, 1994). These positive operating cash flows were offset
by a $116,749 gain on the sale of the Puyallup, Washington
mini-warehouse property and $15,877 decrease in accounts payable
(attributable to normal decrease in trade payables). Cash provided by
investing activities totaled $754,583 for the six months ended
June 30, 1995 of which $1,517,819 was from proceeds received in
connection with the sale of the mini-warehouse property in Puyallup,
Washington, offset by $751,490 in costs pertaining to the construction
in progress of the Shaw Villa property and the remainder relates to
furniture and fixture additions. Cash provided by financing activities
<PAGE>
ASSOCIATED PLANNERS REALTY FUND
(A California Limited Partnership)
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(Continued)
totalled $522,595 for the six months ended June 30, 1995 of which
$672,675 in proceeds received in connection with the construction in
progress of the Shaw Villa property offset by $150,080 in
distributions paid to the limited partners.
In January 1995, the Partnership closed escrow on a parcel of land
adjacent to the Shaw Villa Shopping Center. The purchase price of the
land was $206,749, including a $13,102 acquisition fee paid to the
Advisor. The purchase was financed using $23,602 in cash, and the
remainder by a one year construction loan from Valliwide Bank of
Fresno. The loan bears interest at 2% over the bank's prime rate and
the total construction loan commitment is for $1,365,000. The
construction loan is interest only with payments via additional draws
against this loan. Total construction costs incurred as of June 30,
1995 were $819,901, while borrowings on the construction loan were
$672,675. Included in total construction costs is $22,278 capitalized
interest.
On August 2, 1995, Wherehouse Entertainment, Inc. ("Wherehouse")
filed for relieve through Chapter 11 Bankruptcy protection. The
Wherehouse is a major tenant of the Shaw Villa Shopping Center in
Clovis, California. In the interim, the Partnership expects that
Merrill Lynch, which controls over 90% of the Wherehouse, will work
diligently to resolve its debt restructuring problems. Management
expects that the Wherehouse will continue to make monthly rent
payments on the Shaw Villa Shopping Center property since this site
has proven to be profitable to the Wherehouse. Nevertheless, the
Partnership has elected to take a cautious approach until more reliable
information is obtained.
As of December 1995, the Partnership has not experienced any
detrimental effect due to the Wherehouse filing for Chapter 11 on
August 2, 1995 and management expects that this will not change in
future periods. Sales at the Wherehouse have been strong and according
to the Wherehouse representatives, November 1995 exceeded
November 1994 sales.
<PAGE>
ASSOCIATED PLANNERS REALTY FUND
(A California Limited Partnership)
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(Continued)
Construction at the shopping center is expected to be completed in
two phases. First, 4,000 square feet of additional space will be
erected on the new parcel, contiguous to an existing building at Shaw
Villa. Construction was completed on June 15, 1995 and the Wherehouse
moved into this space. The space previously occupied by the
Wherehouse will then be remodeled and expanded by approximately 3,800
more square feet, for a total of 8,200 square feet. This construction
is expected to be completed by September 15, 1995. The Wherehouse
will then be relocated to the remodeled space, and the Partnership
will attempt to lease the new 4,000 square foot space.
The total monthly rental revenue on the Shaw Villa Shopping Center
property including rent on the additional space and common area
maintenance reimbursements amounts to approximately $21,800 per month.
The intended source of funds to repay the construction loan in the
event of any default in payments from the Wherehouse can be generated
from several sources. First, the Partnership can finance another
property within the partnership (i.e. Santa Fe Business Park or
Pacific Bell Building) which are not currently encumbered. Second,
the Partnership can extend the construction loan while a new tenant
for the 8,200 square feet currently occupied by the Wherehouse is
obtained. Third, the Partnership can renegotiate the loan commitment
with the current lender of the Shaw Villa Shopping Center property.
However, the default by the Wherehouse is considered unlikely
since sales at this location has proven to be strong.
This additional work is expected to enhance the value of the parcel
and operating cash flows in the long run. The construction loan is
expected to be replaced by permanent financing in December 1995. The
Partnership has already received a commitment from a major insurance
company to replace the construction loan with a twenty year loan.
The Partnership's cash reserve is invested primarily in a liquid
money market mutual fund, earning interest at market rates, and a
managed Government Securities account. The money market fund is
invested to provide stability and safety of principal, competitive
interest rates, and quick availability of funds, in that order of
importance.
<PAGE>
ASSOCIATED PLANNERS REALTY FUND
(A California Limited Partnership)
S I G N A T U R E S
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.
ASSOCIATED PLANNERS REALTY FUND
A California Limited Partnership
(Registrant)
Date: ____________________ By: WEST COAST REALTY ADVISORS, INC.
A California Corporation,
General Partner
William T. Haas
Director and Executive Vice
President / Secretary
Date: ____________________
Michael G. Clark
Vice President / Treasurer
