UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 FOR PERIOD ENDING JUNE 30, 1998
Commission File Number:
33-04345
Exact name of Registrant as specified in its charter:
Florida Income Fund II, Limited Partnership
State or other Jurisdiction of incorporation or organization:
Ohio
I.R.S. Employer Identification Number:
33-1168320
Address of Principal Executive Offices:
12800 University Drive, Ste 675
Fort Myers, FL 33907
Registrant's Telephone Number, including Area Code:
(941) 481-2011
Securities registered pursuant to Section 12(b) of the Act:
None
Securities registered pursuant to Section 12(g) of the Act:
None
The registrant 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 has been subject
to such filing requirements for the past 90 days.<PAGE>
<PAGE>
FLORIDA INCOME FUND II, L.P.
INDEX
PAGE NO.
PART I
FINANCIAL INFORMATION
Balance Sheets at June 30 1998
and December 31, 1997. . . . . . . . . . . . . . . . . .3
Statements of Income for the Three and Six
Months Ended June 30, 1998 and 1997. . . . . . . . . . .4
Statements of Cash Flows for the Six
Months Ended June 30, 1998 and 1997. . . . . . . . . . .5
Notes to Financial Statements. . . . . . . . . . . . . .6
Management's Discussion and Analysis of
Financial Condition and Results of Operations. . . . .6-8
Other Information. . . . . . . . . . . . . . . . . . . .9
Signatures . . . . . . . . . . . . . . . . . . . . . . 10
Cover Page
Exhibit 27 - Financial Data Schedule
PAGE 2<PAGE>
<PAGE>
<TABLE>
<CAPTION>
PART I - FINANCIAL INFORMATION
FLORIDA INCOME FUND II, LIMITED PARTNERSHIP
BALANCE SHEETS
(Unaudited)
June 30, Dec. 31,
1998 1997
___________ ___________
<S> <C> <C>
ASSETS
CURRENT ASSETS
Cash 148,453 211,436
A/R Trade, Net of allowance for 51,332 51,332
doubtful accounts of $0
for March 31, 1998 and $0
for December 31, 1997)
Notes Receivable 0 0
Prepaid Expenses and Other 0 0
___________ ___________
Total Current Assets 199,785 262,768
RENTAL PROPERTIES, NET OF
ACCUMULATED DEPRECIATION OF
$0 AT JUNE 30, 1998 AND
$0 AT DECEMBER 31, 1997 0 0
INTANGIBLE ASSETS
Deferred Loan Costs, Net 0 0
___________ ___________
TOTAL ASSETS 199,785 262,768
LIABILITIES AND PARTNERS' CAPITAL
CURRENT LIABILITIES
Current Maturities of Notes
and Mortgages Payable 0 0
Accounts Payable 0 11,651
Accrued Expenses 2,462 53,794
Customer & Security Deposits 0 0
___________ ___________
TOTAL CURRENT LIABILITIES 2,462 65,445
NOTES AND MORTGAGES PAYABLE 0 0
PARTNERS' CAPITAL
General Partners' Capital 0 0
Limited Partners' Capital 197,323 197,323
Net Income 0 0
___________ ___________
TOTAL PARTNERS' EQUITY 197,323 197,323
TOTAL LIABILITIES
AND PARTNERS' CAPITAL 199,785 262,768
</TABLE>
See Accompanying Notes to the Financial Statements
PAGE 3<PAGE>
<PAGE>
<TABLE>
<CAPTION>
FLORIDA INCOME FUND II, LIMITED PARTNERSHIP
STATEMENTS OF INCOME
(Unaudited)
For Three Months EndedFor Six Months Ended
06/30/98 06/30/98 06/30/97 06/30/97
________ ________ ________ ________
<S> <C> <C> <C> <C>
REVENUES:
Sales Proceeds 0 2,840,000 0 2,840,000
Rental Income 0 138,030 0 385,019
Interest Income 0 708 0 1,382
_______ _______ _________ _________
Total Revenues 0 2,978,738 0 3,226,401
EXPENSES:
Cost of Sales and
Closing Costs 0 2,819,056 0 2,819,056
Property Operating
Expenses 0 101,731 0 181,727
Real Estate Taxes 0 15,985 0 47,647
Interest Expense 0 0 0 54,211
Depreciation 0 30,724 0 83,878
Amortization 0 0 0 3,008
_______ _______ _________ _________
Total Expenses 0 2,967,496 0 3,189,527
NET INCOME 0 11,242 0 36,874
</TABLE>
See accompanying Notes to the Financial Statements
PAGE 4<PAGE>
<PAGE>
<TABLE>
<CAPTION>
FLORIDA INCOME FUND II, LIMITED PARTNERSHIP
STATEMENTS OF CASH FLOWS
(Unaudited)
For Six Months Ended
06/30/98 06/30/97
________ ________
<S> <C> <C>
Cash Flows From Operating Activities:
Net Income 0 36,874
Adjustments to reconcile net income
to net cash provided by operations:
Depreciation & Amortization 0 86,886
Cost of Sales 0 2,586,247
(Increase) decrease in receivables 0 25,322
(Increase) decrease in prepaid
expenses and other 0 (10,259)
Increase (decrease) accounts payable
and accrued expenses (62,983) (9,392)
Increase (decrease) in customer
and security deposits 0 (36,334)
Net cash flow provided by operating _________ _________
activities (62,983) 2,679,344
Cash flows from investing activities:
Improvements to rental properties 0 (2,400)
_________ _________
Net cash used in investing activities 0 (2,400)
Cash flows from financing activities:
Repayments of long-term borrowings 0 (5,998)
Partner distribution paid 0 (2,683,555)
Deposit on Sale 0 0
_________ _________
Net cash flows used by financing activities 0 (2,689,553)
Net increase (decrease) in cash (62,983) (12,609)
Cash at beginning of year 211,436 251,866
Cash at June 30 148,453 239,257
</TABLE>
See accompanying Notes to the Financial Statements
PAGE 5<PAGE>
<PAGE>
FLORIDA INCOME FUND II, LIMITED PARTNERSHIP
NOTES TO FINANCIAL STATEMENTS
JUNE 30, 1998
(Unaudited)
NOTE 1 - BASIS OF PRESENTATION
The accompanying financial statements have been prepared in
accordance with the instructions to Form 10-Q and therefore do not
include all disclosures necessary for fair presentation of the
Partnership's financial position, results of operations and
statements of cash flows in conformity with generally accepted
accounting principles, as set forth in the Partnership's Form 10-K
for the period ended December 31, 1997, or any other interim
period. In management's opinion, all adjustments have been made to
the financial statements necessary for a fair presentation of the
interim periods presented.
NOTE 2 - RELATED PARTY TRANSACTIONS
During the three month period ended June 30, 1998, and June 30,
1997, the Partnership incurred $0 and $1,972 in property management
fees paid to Mariner Capital Management, Inc., the Managing General
Partner, in accordance with the Partnership Agreement. These
expenses are included in property expenses. The General Partners
and their affiliates are also entitled to reimbursement of costs
(including amounts of any salaries paid to employees or its
affiliates) directly attributable to the operation of the
Partnership that could have been provided by independent parties.
Costs amounting to $0 were incurred during the second quarter of
1998. This compares to $7,800 of costs that were incurred during
the second quarter of 1997.
NOTE 3 - BALANCE SHEET
The Balance Sheet at December 31, 1997, has been taken from the
audited Financial Statements at that date.
NOTE 4 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION RESULTS OF OPERATIONS
Liquidity
As a result of the sales of Manatee West and Broadway Medical and
the foreclosure of Pinebrook Commons during 1997, the Partnership
has no remaining properties or debt for fiscal year 1998. Pursuant
to the Partnership agreement, the Managing General Partner is
commencing liquidation of the Partnership in 1998.
PAGE 6<PAGE>
<PAGE>
Liquidity - Continued
The remaining assets of the Partnership will be used to satisfy
costs of liquidating the Partnership and any residual cash will be
distributed to the limited partners in 1998.
The Partnership's cash position, including interest bearing
deposits at June 30, 1998, was $148,453. This compares to its cash
position of $211,436 at December 31, 1997. At June 30, 1997, the
Partnership's cash position, including interest bearing deposits,
was $239,257.
The decrease in cash between December 31, 1997 and June 30, 1998
was due primarily to cash used in operations of $62,983.
The Partnership's total investment in properties for its portfolio
at June 30, 1998, was $0. This compares to its total property
investment at December 31, 1997, of $0 and $3,097,126 at June 30,
1997. This decline resulted primarily from the sale of Manatee
West and Broadway Medical and the foreclosure of Pinebrook Commons.
Other than as discussed herein, there are no known trends, demands,
commitments, events or uncertainties that in management's opinion
will result or are reasonably likely to result in the registrant's
liquidity increasing or decreasing in any material way.
Capital Resources
The Partnership's outstanding debt as of June 30, 1998, was $0.
This compares to debt outstanding December 31, 1997, of $0. The
Partnership had $2,474,212 of outstanding debt at June 30, 1997.
Results of Operations
The sales of Manatee West and Broadway Medical and the foreclosure
of Pinebrook Commons in 1997 leaves the Partnership with no income
producing assets.
PAGE 7<PAGE>
<PAGE>
PART II
OTHER INFORMATION
FLORIDA INCOME FUND II, LIMITED PARTNERSHIP
ITEM 1. LEGAL PROCEEDINGS
None
ITEM 2. CHANGES IN SECURITIES
None
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
None
ITEM 5. OTHER MATERIALLY IMPORTANT EVENTS
None
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(A) EXHIBITS
None
(B) REPORTS ON FORM 8-K
None
PAGE 8<PAGE>
<PAGE>
PART III
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.
FLORIDA INCOME FUND II, LIMITED PARTNERSHIP
MARINER CAPITAL MANAGEMENT, INC.
MANAGING GENERAL PARTNER
(Registrant)
8/14/98 By: /s/ ALLEN G. TEN BROEK
--------------------------------
Allen G. Ten Broek
President, Director and CEO
Mariner Capital Management, Inc.
(Principal Executive Officer)
8/14/98 By: /s/ ELAINE HAWKINS
--------------------------------
Elaine Hawkins
Secretary/Treasurer
Mariner Capital Management, Inc.
(Principal Financial and Accounting Officer)
PAGE 9
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> JUN-30-1998
<CASH> 148,453
<SECURITIES> 0
<RECEIVABLES> 51,332
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 199,785
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 199,785
<CURRENT-LIABILITIES> 2,462
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 199,785
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 0
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
