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 MARCH 31, 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 260
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.
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FLORIDA INCOME FUND II, L.P.
INDEX
PAGE NO.
PART I
FINANCIAL INFORMATION
Balance Sheets at March 31 1998
and December 31, 1997. . . . . . . . . . . . . . . . . .3
Statements of Income for the Three
Months Ended March 31, 1998 and 1997 . . . . . . . . . .4
Statements of Cash Flows for the Three
Months Ended March 31, 1998 and 1997 . . . . . . . . . .5
Notes to Financial Statements. . . . . . . . . . . . . .6
Management's Discussion and Analysis of
Financial Condition and Results of Operations. . . . .6-7
Other Information. . . . . . . . . . . . . . . . . . . .8
Signatures . . . . . . . . . . . . . . . . . . . . . . .9
Cover Page
Exhibit 27 - Financial Data Schedule
PAGE 2<PAGE>
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<TABLE>
<CAPTION>
PART I - FINANCIAL INFORMATION
FLORIDA INCOME FUND II, LIMITED PARTNERSHIP
BALANCE SHEETS
(Unaudited)
March 31, Dec. 31,
1998 1997
_________ _________
<S> <C> <C>
ASSETS
CURRENT ASSETS
Cash 178,310 211,436
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 229,642 262,768
RENTAL PROPERTIES, NET OF
ACCUMULATED DEPRECIATION OF
$1,949,040 AT MARCH 31, 1997 AND
$1,895,885 AT DECEMBER 31, 1996 0 0
INTANGIBLE ASSETS
Deferred Loan Costs, Net 0 0
_______ _______
TOTAL ASSETS 229,642 262,768
LIABILITIES AND PARTNERS' CAPITAL
CURRENT LIABILITIES
Current Maturities of Notes
and Mortgages Payable 0 0
Accounts Payable 0 11,651
Accrued Expenses 32,319 53,794
Customer & Security Deposits 0 0
_______ _______
TOTAL CURRENT LIABILITIES 32,319 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 229,642 262,768
</TABLE>
See Accompanying Notes to the Financial Statements
PAGE 3<PAGE>
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<TABLE>
<CAPTION>
FLORIDA INCOME FUND II, LIMITED PARTNERSHIP
STATEMENTS OF INCOME
(Unaudited)
For Three Month Ended
03/31/98 03/31/97
_________ _________
<S> <C> <C>
REVENUES:
Sales Proceeds 0 0
Rental Income 0 246,989
Interest Income 0 674
_____ _______
Total Revenues 0 247,663
EXPENSES:
Cost of Sales & Closing Costs 0 0
Property Operating Expenses 0 79,996
Real Estate Taxes 0 31,662
Interest Expense 0 54,211
Depreciation 0 53,154
Amortization 0 3,008
_____ _______
Total Expenses 0 222,031
NET INCOME 0 25,632
</TABLE>
See accompanying Notes to the Financial Statements
PAGE 4<PAGE>
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<TABLE>
<CAPTION>
FLORIDA INCOME FUND II, LIMITED PARTNERSHIP
STATEMENTS OF CASH FLOWS
(Unaudited)
For Three Months Ended
03/31/98 03/31/97
________ ________
<S> <C> <C>
Cash Flows From Operating Activities:
Net Income 0 25,632
Adjustments to reconcile net income
to net cash provided by operations:
Depreciation & Amortization 0 56,162
Cost of Sales 0 0
(Increase) decrease in receivables 0 (15,372)
(Increase) decrease in prepaid
expenses and other 0 (15,967)
Increase (decrease) accounts payable
and accrued expenses (33,126) 18,568
Increase (decrease) in customer
and security deposits 0 0
Net cash flow provided by (used in) ________ ________
operating activities (33,126) 69,023
Cash flows from investing activities:
Improvements to rental properties 0 0
________ ________
Net cash used in investing activities 0 0
Cash flows from financing activities:
Repayments of long-term borrowings 0 (5,998)
Partner distribution paid 0 (78,511)
Deposit on Sale 0 0
________ _________
Net cash flows used by financing activities 0 (84,509)
Net increase (decrease) in cash (33,126) (15,486)
Cash at beginning of year 211,436 251,866
Cash at March 31 178,310 236,380
</TABLE>
See accompanying Notes to the Financial Statements
PAGE 5<PAGE>
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FLORIDA INCOME FUND II, LIMITED PARTNERSHIP
NOTES TO FINANCIAL STATEMENTS
MARCH 31, 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 March 31, 1998, and March 31,
1997, the Partnership incurred $0 and $4,483 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 first quarter of
1998. This compares to $11,651 of costs that were incurred during
the first 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>
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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 March 31, 1998, was $178,310. This compares to its
cash position of $211,436 at December 31, 1997. At March 31, 1997,
the Partnership's cash position, including interest bearing
deposits, was $251,866.
The decrease in cash between December 31, 1997 and March 31, 1998
was due primarily to cash used in operations of $33,126.
The Partnership's total investment in properties for its portfolio
at March 31, 1998, was $0. This compares to its total property
investment at December 31, 1997, of $0 and $7,024,664 at March 31,
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 March 31, 1998, was $0.
This compares to debt outstanding December 31, 1997, of $0. The
Partnership had $2,474,212 of outstanding debt at March 31, 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>
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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>
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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)
5/13/98 By: /s/ ALLEN G. TEN BROEK
--------------------------------
Allen G. Ten Broek
President, Director and CEO
Mariner Capital Management, Inc.
(Principal Executive Officer)
5/13/98 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> 3-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> MAR-31-1998
<CASH> 178,310
<SECURITIES> 0
<RECEIVABLES> 51,332
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 229,642
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 229,642
<CURRENT-LIABILITIES> 32,319
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 229,642
<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>
