<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
/X/ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended March 31, 1995
OR
/ /TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the transition period from _______________________ to ______________________
Commission file number: 0-15726
SUMMIT TAX EXEMPT L.P. II
- - - - --------------------------------------------------------------------------------
(Exact name of Registrant as specified in its charter)
Delaware 13-3370413
- - - - --------------------------------------------------------------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
625 Madison Ave., New York, N.Y. 10022
- - - - --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (212) 421-5333
N/A
- - - - --------------------------------------------------------------------------------
Former name, former address and former fiscal year, if changed since last report
Indicate by check CK 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 _CK_ No __
<PAGE>
<PAGE>
Part I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
SUMMIT TAX EXEMPT L.P. II
(a limited partnership)
STATEMENTS OF FINANCIAL CONDITION
(Unaudited)
<TABLE>
<CAPTION>
March 31, December 31,
1995 1994
<S> <C> <C>
- - - - --------------------------------------------------------------------------------------------------
ASSETS
Participating first mortgage bonds, net $159,192,733 $159,186,119
Temporary investments 3,556,709 2,175,490
Cash 225,484 872,662
Cash held in escrow -- 520,677
Interest receivable, net 778,696 797,401
Promissory notes receivable, net 142,061 175,405
Deferred bond selection fees, net 2,128,206 2,174,386
Other assets -- 15,803
------------ ------------
Total assets $166,023,889 $165,917,943
------------ ------------
------------ ------------
LIABILITIES AND PARTNERS' CAPITAL
Liabilities
Deferred income $ 533,270 $ 568,953
Due to affiliates 352,573 30,481
Accrued expenses 50,915 67,017
Reserve for disputed claim -- 422,287
------------ ------------
Total liabilities 936,758 1,088,738
------------ ------------
Contingencies
Partners' capital
BUC$holders (9,151,620 BUC$ issued and outstanding) 165,178,414 164,925,646
General partners (91,283) (96,441)
------------ ------------
Total partners' capital 165,087,131 164,829,205
------------ ------------
Total liabilities and partners' capital $166,023,889 $165,917,943
------------ ------------
------------ ------------
- - - - --------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these statements
</TABLE>
2
<PAGE>
SUMMIT TAX EXEMPT L.P. II
(a limited partnership)
STATEMENTS OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
Three months ended
March 31,
-------------------------
<S> <C> <C>
1995 1994
- - - - --------------------------------------------------------------------------------------------------
REVENUES
Interest income from participating first mortgage bonds, net $3,086,547 $2,782,356
Interest income from temporary investments 25,007 12,256
Interest income from promissory notes 8,195 11,924
---------- ----------
3,119,749 2,806,536
---------- ----------
EXPENSES
Management fees 202,656 202,656
Loan servicing fees 99,940 99,940
General and administrative 85,066 79,502
Amortization of deferred bond selection fees 46,180 46,180
---------- ----------
433,842 428,278
---------- ----------
Net income $2,685,907 $2,378,258
---------- ----------
---------- ----------
ALLOCATION OF NET INCOME
BUC$holders $2,632,189 $2,330,693
---------- ----------
---------- ----------
General partners $ 53,718 $ 47,565
---------- ----------
---------- ----------
Net income per BUC $ .29 $ .25
---------- ----------
---------- ----------
- - - - --------------------------------------------------------------------------------------------------
</TABLE>
STATEMENTS OF CHANGES IN PARTNERS' CAPITAL
<TABLE>
<CAPTION>
GENERAL
BUC$HOLDERS PARTNERS TOTAL
<S> <C> <C> <C>
- - - - ---------------------------------------------------------------------------------------------------
Partners' capital (deficit)--December 31, 1994 $164,925,646 $(96,441) $164,829,205
Net income 2,632,189 53,718 2,685,907
Distributions (2,379,421) (48,560 ) (2,427,981)
------------ -------- ------------
Partners' capital (deficit)--March 31, 1995 $165,178,414 $(91,283) $165,087,131
------------ -------- ------------
------------ -------- ------------
- - - - ---------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these statements
</TABLE>
3
<PAGE>
<PAGE>
SUMMIT TAX EXEMPT L.P. II
(a limited partnership)
STATEMENTS OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
Three months ended
March 31,
---------------------------
<S> <C> <C>
1995 1994
- - - - ---------------------------------------------------------------------------------------------------
CASH FLOWS FROM OPERATING ACTIVITIES
Interest received, net $ 3,121,900 $ 2,808,124
Fees and expenses paid (65,869) (156,148)
Cash held in escrow 98,390 --
----------- -----------
Net cash provided by operating activities 3,154,421 2,651,976
----------- -----------
CASH FLOWS FROM INVESTING ACTIVITIES
Net purchase of temporary investments (1,381,219) (310,340)
Principal payments received from loans made to properties 7,601 7,019
----------- -----------
Net cash used in investing activities (1,373,618) (303,321)
----------- -----------
CASH FLOWS FROM FINANCING ACTIVITIES
Distributions paid (2,427,981) (2,427,981)
----------- -----------
Net decrease in cash (647,178) (79,326)
Cash at beginning of period 872,662 302,826
----------- -----------
Cash at end of period $ 225,484 $ 223,500
----------- -----------
----------- -----------
- - - - ---------------------------------------------------------------------------------------------------
SCHEDULE RECONCILING NET INCOME TO NET CASH
PROVIDED BY OPERATING ACTIVITIES
Net income $ 2,685,907 $ 2,378,258
----------- -----------
Adjustments to reconcile net income to net cash
provided by operating activities:
Amortization of deferred bond selection fees 46,180 46,180
Accretion of valuation allowance (6,614) (6,614)
Accretion of deferred income (9,940) --
Changes in:
Cash held in escrow 520,677 (1,353)
Interest receivable, net 18,705 9,556
Promissory notes receivable, net 25,743 17,057
Other assets 15,803 17,747
Accrued expenses (16,102) (60,411)
Deferred income (25,743) (17,057)
Due to affiliates 322,092 268,613
Reserve for disputed claim (422,287) --
----------- -----------
Total adjustments 468,514 273,718
----------- -----------
Net cash provided by operating activities $ 3,154,421 $ 2,651,976
----------- -----------
----------- -----------
- - - - ---------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these statements
</TABLE>
4
<PAGE>
<PAGE>
SUMMIT TAX EXEMPT L.P. II
(a limited partnership)
NOTES TO FINANCIAL STATEMENTS
MARCH 31, 1995
(Unaudited)
A. General
These financial statements have been prepared without audit. In the opinion
of management, the financial statements contain all adjustments (consisting of
only normal recurring adjustments) necessary to present fairly the financial
position of Summit Tax Exempt L.P. II (the ``Partnership'') as of March 31, 1995
and the results of its operations and its cash flows for the three months ended
March 31, 1995 and 1994. However, the operating results for the interim periods
may not be indicative of the results expected for the full year.
Certain information and footnote disclosures normally included in annual
financial statements prepared in accordance with generally accepted accounting
principles have been omitted. It is suggested that these financial statements be
read in conjunction with the financial statements and notes thereto included in
the Partnership's Annual Report on Form 10-K filed with the Securities and
Exchange Commission for the year ended December 31, 1994.
Certain balances from the prior periods have been reclassified to conform
with the current year financial statement presentation.
B. Participating First Mortgage Bonds
Effective January 1, 1995, the Partnership adopted Statement of Financial
Accounting Standards (``SFAS'') No. 114, Accounting by Creditors for the
Impairment of a Loan. The initial adoption of SFAS No. 114 had no effect on the
net income of the Partnership during the quarter ended March 31, 1995.
SFAS No. 114 requires creditors to evaluate the collectibility of both
interest and principal of a participating first mortgage bond (``FMB'') when
determining whether it is impaired. An FMB is considered to be impaired when,
based on current information and events, it is probable the creditor will be
unable to collect all amounts due according to the contractual terms. When an
FMB is considered to be impaired, the amount of the loss accrual is determined
by discounting the expected future cash flows of the FMB at its effective
interest rate or, for practical purposes, from the fair value of the collateral.
To the extent that the owners of properties underlying the FMBs may require
modifications to their forbearance agreements or the FMBs may otherwise become
impaired in subsequent periods, the Partnership may be required to record
additional valuation allowances which could have a material effect on the
Partnership's financial statements.
Prior to January 1, 1995, the original owners of the underlying properties
and obligors of the Pelican Cove FMB had been replaced by an affiliate of
Related Tax Exempt Associates II, Inc. (the ``Related General Partner'') who had
not made an equity investment in the underlying property. This FMB, which had
been classified in previously issued financial statements as an Asset Held for
Sale, has been reclassified to an FMB in the current financial statements for
all periods presented.
Descriptions of the various FMBs owned by the Partnership at March 31, 1995
are as follows:
<TABLE>
<CAPTION>
Annualized
Interest
Rate Paid
for the
three
months Minimum
ended Pay Rate Stated
March 31, March Interest Call Maturity Face Carrying
Property Location 1995* 1995 Rate* Date Date Amount Amount
<S> <C> <C> <C> <C> <C> <C> <C> <C>
- - - - --------------- --------------- ----------- ----------- ------- ------------ ------------ ------------ ------------
Bay Club Mt. Pleasant,
SC 8.54% 7.25% 8.25% Sep. 2000 Sep. 2006 $ 6,400,000 $ 6,267,733
Loveridge Contra Costa,
CA 8.00 8.00 8.00 Nov. 1998 Nov. 2006 8,550,000 8,550,000
The Lakes Kansas City, MO 4.87 4.87 4.87 Dec. 2006 Dec. 2006 13,650,000 12,750,000
Crowne Pointe Olympia, WA 8.00 8.00 8.00 Dec. 1998 Dec. 2006 5,075,000 5,075,000
Orchard Hills Tacoma, WA 8.00 8.00 8.00 Dec. 1998 Dec. 2006 5,650,000 5,650,000
Highland Ridge St. Paul, MN 8.00 8.00 8.00 Feb. 1999 Feb. 2007 15,000,000 15,000,000
Newport Village Tacoma, WA 7.86(E) 7.00 8.00 Jan. 1999 Jan. 2007 13,000,000 13,000,000
Sunset Downs Lancaster, CA 7.50 7.50 8.00 May 1999 May 2007 15,000,000 15,000,000
Willow Creek Ames, IA 8.00 8.00 8.00 Oct. 1999 Oct. 2006 6,100,000 6,100,000
Cedar Pointe Nashville, TN 8.00 8.00 8.00 Apr. 1999 Apr. 2007 9,500,000 9,500,000
Shannon Lake Atlanta, GA 6.00 6.00 8.00 Jun. 1999 Jun. 2007 12,000,000 12,000,000
</TABLE>
5
<PAGE>
<PAGE>
<TABLE>
<CAPTION>
Annualized
Interest
Rate Paid
for the
three
months Minimum
ended Pay Rate Stated
March 31, March Interest Call Maturity Face Carrying
Property Location 1995* 1995 Rate* Date Date Amount Amount
- - - - --------------- --------------- ----------- ----------- ------- ------------ ------------ ------------ ------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Bristol Village Bloomington, MN 9.48%(E) 7.50% 8.00% Jun. 1999 Jun. 2005 $ 17,000,000 $ 17,000,000
Suntree Ft. Myers, FL 7.33 7.50(D) 8.00 Jul. 1999 Jul. 2007 7,500,000 7,500,000
River Run Miami, FL 8.00 8.00 8.00 Aug. 1999 Aug. 2007 7,200,000 7,200,000
Pelican Cove St. Louis, MO 7.50 (B) 8.00 Feb. 1999 Feb. 2007 18,000,000 18,000,000(C)
Players Club(A) Ft. Myers, FL 6.66 7.00(D) 8.00 Aug. 1999 Aug. 2007 2,500,000 2,500,000
------------ ------------
$162,125,000 161,092,733
------------
------------
Less: Allowance for loss impairment of assets (1,900,000)
------------
Carrying Amount $159,192,733
------------
------------
* The rate paid represents the interest recorded by the Partnership while the stated rate represents the coupon rate or the FMB.
(A) Summit Tax Exempt L.P. III, of which the general partners are either the same or affiliates of the General Partners of the
Partnership, acquired the other $7,200,000 of the Players Club Bond issue.
(B) Pay rate is based on the net cash flow generated by the property.
(C) Reclassified from assets held for sale.
(D) Pay rate increased during the three months ended March 31, 1995.
(E) Includes payment of deferred base interest from prior periods.
</TABLE>
On May 13, 1993, the Partnership, on behalf of Lakes Project Investors, Inc.
(``LPI''), an affiliate of the Related General Partner who replaced the original
developer, deposited a cash escrow of $500,000 in connection with the filing of
an appeal of a mechanics lien judgment rendered against The Lakes. In July 1994,
the appeal was rejected and the judgment affirmed. LPI petitioned the court to
grant a rehearing or, in the alternative, a transfer of the case to the Missouri
Supreme Court. On January 23, 1995, in settlement of the appeal, approximately
$422,000 of the balance of the escrow was paid to the plaintiff. This settlement
had been fully reserved. Approximately $99,000 of the remaining escrow balance
was returned to LPI and thence to the Partnership.
The difference between the stated interest rates and the rates paid (while
deferred and payable out of available future cash flow or, ultimately, from
sales or refinancing proceeds) by FMBs is not accrued as interest income for
financial reporting purposes. The accrual of interest at the stated interest
rate will resume once a property's ability to pay the stated rate has been
adequately demonstrated. Interest income of approximately $101,000 and $212,000
was not recognized for the quarters ended March 31, 1995 and 1994, respectively.
C. Related Parties
The General Partners and their affiliates perform services for the
Partnership which include, but are not limited to: accounting and financial
management; registrar, transfer and assignment functions; asset management;
investor communications; printing and other administrative services. The General
Partners and their affiliates receive reimbursements for costs incurred in
connection with the services, the amount of which is limited by provisions of
the Agreement of Limited Partnership (the `` Partnership Agreement''). The costs
and expenses were:
<TABLE>
<CAPTION>
Three months ended
March 31,
--------------------
1995 1994
<S> <C> <C>
- - - - -------------------------------------------------------------------------------------------------
Prudential-Bache Properties, Inc. (``PBP'') and affiliates:
Management fee $101,328 $101,328
General and administrative 26,586 24,802
-------- --------
127,914 126,130
-------- --------
Related Tax Exempt Associates II, Inc. and affiliates:
Management fee 101,328 101,328
Loan servicing fees 99,940 99,940
General and administrative 4,187 6,632
-------- --------
205,455 207,900
-------- --------
$333,369 $334,030
-------- --------
-------- --------
</TABLE>
6
<PAGE>
<PAGE>
An affiliate of the Related General Partner receives loan servicing fees in
the amount of .25% per annum of the principal amount outstanding on FMBs
serviced by the affiliate.
The General Partners are paid, in the aggregate, an annual management fee
equal to .5% of the original amount invested in FMBs.
A division of Prudential Securities Incorporated (``PSI''), an affiliate of
PBP, receives a fee for the purchase, sale, and safekeeping of the Partnership's
temporary investments. This account is maintained in accordance with the
Partnership Agreement.
PSI owns 59,325 BUC$ at March 31, 1995.
The Players Club property (securing a $2,500,000 FMB in this Partnership)
also secures an FMB for $7,200,000 owned by Summit Tax Exempt L.P. III, of which
the general partners are either the same or affiliates of the General Partners
of this Partnership.
The original obligors of the Suntree, Players Club and River Run FMBs are
affiliates of the Related General Partner.
D. Contingencies
On or about October 18, 1993, a putative class action, captioned Kinnes et
al. v. Prudential Securities Group Inc. et al. (93 Civ. 654), was filed in the
United States District Court for the District of Arizona, purportedly on behalf
of investors in the Partnership against the Partnership, PBP, PSI and a number
of other defendants. On or about November 16, 1993, a putative class action
captioned Connelly et al. v. Prudential-Bache Securities Inc. et al. (93 Civ.
713), was filed in the United States District Court for the District of Arizona,
purportedly on behalf of investors in the Partnership against the Partnership,
PBP, PSI and a number of other defendants. On or about January 3, 1992, a
putative class action, captioned Levine v. Prudential-Bache Properties Inc. et
al. (92 Civ. 52), was filed in the United States District Court for the Northern
District of Illinois purportedly on behalf of investors in the Partnership
against the General Partners, PSI and a number of other defendants. Subsequently
the Related General Partner exited the litigation by way of settlement. On April
14, 1994, the Judicial Panel on Multidistrict Litigation (the ``Panel'')
deferred transfer of the case to the Southern District of New York (discussed
more fully below) until after the Illinois court decided a pending motion to
dismiss the complaint. On June 3, 1994, that court granted the motion of PBP and
PSI and dismissed the first amended complaint without prejudice. On June 30,
1994, plaintiffs filed a second amended complaint. By order dated July 13, 1994,
the Panel unconditionally transferred the Levine case for inclusion in the
consolidated proceedings in the Southern District of New York described below.
By its April 14, 1994 order, the Panel transferred (in addition to Levine as
discussed above) the Kinnes case, and by order dated June 8, 1994, the Connelly
case, together with a number of other actions, on each occasion not involving
the Partnership, to a single judge of the United States District Court for the
Southern District of New York and consolidated them for pretrial proceedings
under the caption In re Prudential Securities Incorporated Limited Partnerships
Litigation (MDL Docket 1005). On June 8, 1994, plaintiffs in the transferred
cases filed a complaint that consolidated the previously filed complaints and
named as defendants, among others, PSI, certain of its present and former
employees and the General Partners. The Partnership is not named a defendant in
the consolidated complaint, but the name of the Partnership is listed as being
among the limited partnerships at issue in the case. The consolidated complaint
alleges violations of the federal and New Jersey Racketeer Influenced and
Corrupt Organizations Act (``RICO'') statutes, fraud, negligent
misrepresentation, breach of fiduciary duties, breach of third-party beneficiary
contracts and breach of implied covenants in connection with the marketing and
sales of limited partnership interests. Plaintiffs request relief in the nature
of rescission of the purchase of securities, and recovery of all consideration
and expenses in connection therewith, as well as compensation for lost use of
money invested, less cash distributions; compensatory damages; consequential
damages; treble damages for defendants' RICO violations (both federal and New
Jersey); general damages for all injuries resulting from negligence, fraud,
breaches of contract, and breaches of duty in an amount to be determined at
trial; disgorgement and restitution of all earnings, profits, benefits and
compensation received by defendants as a result of their unlawful acts; costs
and disbursements of the action; reasonable attorneys' fees; and such other and
further relief as the court deems just and proper.
7
<PAGE>
<PAGE>
On November 28, 1994 the transferee court deemed each of the complaints in
the constituent actions (including Kinnes) amended to conform to the allegations
of the consolidated complaint. PSI and PBP, along with various other defendants,
filed a motion to dismiss the consolidated complaint on December 20, 1994. That
motion is pending.
The General Partners and PSI believe they and, where applicable, the
Partnership have meritorious defenses to the complaints and intend to vigorously
defend against these actions.
E. Subsequent Event
In May 1995, a distribution of approximately $2,379,000 and $49,000 was paid
to the BUC$holders and General Partners, respectively, for the quarter ended
March 31, 1995.
8
<PAGE>
<PAGE>
SUMMIT TAX EXEMPT L.P. II
(a limited partnership)
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
Liquidity and Capital Resources
Summit Tax Exempt L.P. II (``the Partnership'') has invested in sixteen
tax-exempt participating first mortgage bonds (``FMBs'') issued by various state
or local governments or their agencies or authorities. The FMBs are secured by
participating first mortgage loans on multi-family residential apartment
properties.
At the beginning of the year, the Partnership had cash and temporary
investments of approximately $3,048,000. After payment of distributions and
receipt of the net cash flow from operations, the Partnership ended the quarter
with approximately $3,782,000 in cash and temporary investments. The first
quarter distribution of approximately $2,379,000 ($.26 per BUC) was paid to
BUC$holders in May 1995 from cash flow from operations. Interest payments from
FMBs are anticipated to provide sufficient liquidity to meet the operating
expenditures of the Partnership in future years and to fund distributions.
Results of Operations
Net income increased by approximately $308,000 for the quarter ended March
31, 1995 as compared to the corresponding period in 1994 for the reasons
discussed below.
Interest income from FMBs increased by approximately $304,000 for the quarter
ended March 31, 1995 as compared to the corresponding period in 1994. This
increase was primarily due to additional interest received from the Newport
Village, Suntree, Players Club, Sunset Downs, River Run and Bristol Village FMBs
as required by the terms of their respective forbearance agreements and
increased cash flow generated by the Pelican Cove property thereby increasing
its interest payments to the Partnership. These increases were partially offset
by less interest received from Crowne Pointe and Willow Creek in 1995 versus the
same period in 1994.
Interest income from promissory notes decreased by approximately $4,000 for
the quarter ended March 31, 1995 as compared to the corresponding period in 1994
primarily due to the repayment of the Pelican Cove and The Lakes property tax
loans.
Interest income from temporary investments increased by approximately $13,000
for the quarter ended March 31, 1995 as compared to the corresponding period in
1994 primarily due to higher interest rates and invested balances.
General and administrative expenses increased by approximately $6,000 for the
quarter ended March 31, 1995 as compared to the corresponding period in 1994.
The variance is primarily due to the timing of certain expense accruals recorded
in the respective periods.
9
<PAGE>
<PAGE>
Property Information
The following table lists the FMBs the Partnership owns together with
occupancy rates of the underlying properties as of April 23, 1995:
<TABLE>
<CAPTION>
Annualized Interest
Rate Paid
Stated for the three Minimum
Face Interest months ended Pay Rate
Property Location Amount of FMB Occupancy Rate* March 31, 1995* March 1995
<S> <C> <C> <C> <C> <C> <C>
- - - - ------------------------------------------------------------------------------------------------------------------------
Bay Club Mt. Pleasant, SC $ 6,400,000 99.4% 8.25% 8.54% 7.25%
Loveridge Contra Costa, Ca 8,550,000 95.2 8.00 8.00 8.00
The Lakes Kansas City, Mo 13,650,000 88.5 4.87 4.87 4.87
Crowne Pointe Olympia, Wa 5,075,000 95.2 8.00 8.00 8.00
Orchard Hills Tacoma, Wa 5,650,000 89.1 8.00 8.00 8.00
Highland Ridge St. Paul, Mn 15,000,000 100.0 8.00 8.00 8.00
Newport Village Tacoma, Wa 13,000,000 92.2 8.00 7.86(E) 7.00
Sunset Downs Lancaster, Ca 15,000,000 82.1 8.00 7.50 7.50
Pelican Cove St. Louis, Mo 18,000,000 (C) 98.7 8.00 7.50 (B)
Willow Creek Ames, Ia 6,100,000 100.0 8.00 8.00 8.00
Cedar Pointe Nashville, Tn 9,500,000 95.2 8.00 8.00 8.00
Shannon Lake Atlanta, Ga 12,000,000 99.0 8.00 6.00 6.00
Bristol Village Bloomington, Mn 17,000,000 99.6 8.00 9.48(E) 7.50
Suntree Ft. Myers, Fl 7,500,000 94.9 8.00 7.33 7.50(D)
River Run Miami, Fl 7,200,000 97.5 8.00 8.00 8.00
Players Club(A) Ft. Myers, Fl 2,500,000 90.9 8.00 6.66 7.00(D)
-------------
$162,125,000
-------------
-------------
- - - - ------------------------------------------------------------------------------------------------------------------------
* The rate paid represents the interest recorded by the Partnership while the stated rate represents the coupon rate of the
FMB.
(A) Summit Tax Exempt L.P. III, of which the general partners are either the same or affiliates of the General Partners of
the Partnership, acquired the other $7,200,000 of the Players Club Bond issue.
(B) Pay rate is based on the net cash flow generated by the property.
(C) Reclassified from assets held for sale.
(D) Pay rate increased during the three months ended March 31, 1995.
(E) Includes payment of deferred base interest from prior periods.
</TABLE>
General
The determination as to whether it is in the best interest of the Partnership
to enter into forbearance agreements on the FMBs or, alternatively, to pursue
its remedies under the loan documents, including foreclosures, is based upon
several factors. These factors include, but are not limited to, property
performance, owner cooperation and projected legal costs.
From time to time, certain property owners have elected to supplement the
cash flow generated by the properties to meet the required FMB interest
payments. There can be no assurance that in the future any property owner will
continue to elect to supplement property cash flow to satisfy bond interest
requirements if necessary. The owners of the Sunset Downs, Highland Ridge and
Loveridge properties supplemented the cash flow generated by the respective
properties to meet the required interest payments during the three months ended
March 31, 1995.
10
<PAGE>
<PAGE>
PART II. OTHER INFORMATION
Item 1. Legal Proceedings--Incorporated by reference to Note D to the financial
statements filed herewith in Item 1 of Part I of the Registrant's
Quarterly Report.
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 Information--None
Item 6. Exhibits and Reports on Form 8-K--
(a) Exhibits:
4(a)--Partnership Agreement, incorporated by reference to Exhibit A
to the Prospectus of Registrant, dated July 7, 1986, filed
pursuant to Rule 424(b) under the Securities Act of 1933, File
No. 33-5213
4(b)--Certificate of Limited Partnership, incorporated by
reference to Exhibit 4 to Amendment No.1 to Registration
Statement on Form S-11. File No. 33-5213
27--Financial Data Schedule (filed herewith)
(b) Reports on Form 8-K--No reports on Form 8-K were filed during the
quarter.
11
<PAGE>
<PAGE>
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.
SUMMIT TAX EXEMPT L.P. II
By: Prudential-Bache Properties, Inc.
A Delaware corporation, General Partner
By: /s/ Robert J. Alexander Date: May 15, 1995
----------------------------------------
Robert J. Alexander
Vice President and Chief Accounting
Officer
By: Related Tax Exempt Associates II, Inc.
A Delaware corporation, General Partner
By: /s/ Alan P. Hirmes Date: May 15, 1995
----------------------------------------
Alan P. Hirmes
Vice President
12
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
The Schedule contains summary financial
information extracted from the financial
statements for Summit Tax Exempt LP II
and is qualified in its entirety by reference
to such financial statements
</LEGEND>
<RESTATED>
<CIK> 0000792924
<NAME> Summit Tax Exempt LP II
<MULTIPLIER> 1
<FISCAL-YEAR-END> Dec-31-1995
<PERIOD-START> Jan-01-1995
<PERIOD-END> Mar-31-1995
<PERIOD-TYPE> 3-Mos
<CASH> 225,484
<SECURITIES> 162,749,442
<RECEIVABLES> 3,048,963
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 166,023,889
<CURRENT-LIABILITIES> 936,758
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 165,087,131
<TOTAL-LIABILITY-AND-EQUITY> 166,023,889
<SALES> 3,119,749
<TOTAL-REVENUES> 3,119,749
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 433,842
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 2,685,907
<INCOME-TAX> 2,685,907
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 2,685,907
<EPS-PRIMARY> .29
<EPS-DILUTED> 0
</TABLE>