UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
X ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
- ------- SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED]
For the fiscal year ended
December 31, 1995
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
- ------- SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
Commission File Number
0-14548
-------
RAL-YIELD EQUITIES II LIMITED PARTNERSHIP
-----------------------------------------
(Exact name of registrant as specified in its charter)
Wisconsin 39-1494302
- ------------------------------- --------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization Identification Number)
20875 Crossroads Circle
Suite 800
Waukesha, Wisconsin 53186
- ------------------------------- -------------------------
(Address of principal (Zip Code)
executive offices)
Registrant's telephone number, including area code (414) 798-0900
--------------
Securities registered pursuant to Section 12(b) of the Act:
None
----
Securities registered pursuant to Section 12(g) of the Act:
LIMITED PARTNERSHIP INTERESTS
-----------------------------
(Title of Class)
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 requirement
for the past 90 days.
Yes X No
--------- ---------
RAL-YIELD EQUITIES II LIMITED PARTNERSHIP
1995 FORM 10-K
TABLE OF CONTENTS
-----------------
Part I
Item 1 Business
Item 2 Properties
Item 3 Legal Proceedings
Item 4 Submission of Matters to a Vote of
Security Holders
Part II
Item 5 Market for Registrant's Common Equity and
Related Stockholder Matters
Item 6 Selected Financial Data
Item 7 Management's Discussion and Analysis of
Financial Condition and Results of
Operations
Item 8 Financial Statements and Supplementary
Data
Item 9 Changes in and Disagreements with
Accountants on Accounting and Financial
Disclosure
Part III
Item 10 Directors and Executive Officers of the
Registrant
Item 11 Executive Compensation
Item 12 Security Ownership of Certain Beneficial
Owners and Management
Item 13 Certain Relationships and Related
Transactions
Part IV
Item 14 Exhibits, Financial Statement Schedules,
and Reports on Form 8-K
Financial Statements and Supplementary Data
Signatures
PART I
Item 1. BUSINESS
RAL-YIELD EQUITIES II LIMITED PARTNERSHIP (the "registrant" or
"Partnership") is a Wisconsin Limited Partnership formed on March
5, 1984, under the Wisconsin Revised Uniform Limited Partnership
Act. The Registrant was organized to acquire, for cash (no debt),
real estate projects, including real estate for restaurants, mobile
home communities and other commercial properties. The Partnership
sold $8,301,500 in Limited Partnership Interests (8,301.5 Interests
at $1,000 per unit) from March 30, 1984, through June 30, 1985.
The Partnership has registered with the Securities and Exchange
Commission a total of 8,301.5 units of Limited Partnership
Interests ("Interests") held by the public. The Partnership
utilized the net offering proceeds to acquire the real property
investments as described under "Properties" (Item 2).
The Registrant originally acquired ten real property investments,
utilizing the net offering proceeds available for investment. The
Registrant has sold three of the original properties.
<TABLE>
For the three years covered by this report, listed below is certain
financial information related to the Properties owned by the
Partnership:
<CAPTION>
Mobile Home Park Commercial Properties
---------------- ---------------------
Rental 1995 1994 1993 1995 1994 1993
---- ---- ---- ---- ---- ----
<S> <C> <C> <C> <C> <C> <C>
Revenues(000'S) $462 441 421 318 301 232
Revenues from
restaurant(000'S) $--- --- --- 796 757 633
</TABLE>
The mobile home park was expanded from 155 to 182 spaces in 1987.
Originally there were nine commercial properties owned by the
Partnership. One commercial property was sold in December, 1987
and another commercial property, leased to an affiliate, was sold
in November, 1988. A third commercial property was sold in
February, 1992.
The officers and employees of RAL Asset Management Group, a
Wisconsin general partnership, performed services for the
Registrant through June 1, 1993. RAL Asset Management Group is
controlled by the General Partners of the Partnership. Effective
June 1, 1993 the Partnership made separate property and partnership
management agreements.
The partnership management agreement is with an unrelated
management company. The property management agreement is with a
related entity with the same general partners as the Partnership.
The related property management firm simultaneously subcontracted
with the same unrelated management company handling the partnership
management. The terms and conditions of these agreements are
similar to the above related party agreements, which they replace.
The Registrant, itself, has 31 employees, twenty-eight of which are
employees of the restaurant operated by the Partnership.
Item 2. PROPERTIES
As of March 15, 1996, the Registrant owned the following
properties:
Property Name Approximate Size
- ----------------------------- ------------------------------
Rocky Rococo Restaurant A 3,200 square foot building
Wauwatosa, WI on approximately 20,591 square
feet of land
Hardee's Restaurant A 4,000 square foot building
West Allis, WI on 34,000 square feet of land
Pizza Hut Restaurant A 4,000 square foot building
Waterloo, IA on 34,000 square feet of land
Wendy's Restaurant A 3,600 square foot building
Wauwatosa, WI on 56,000 square feet of land
Spacious Acres* 182 mobile home pads on 63.5
Mobile Home Park acres of land
Town of Concord, WI
Wendy's Restaurant A 3,900 square foot building
Eden Prairie, MN on 62,000 square feet of land
Rocky Rococo Restaurant A 3,900 square foot building
Racine, WI on 79,025 square feet of land
*Denotes a material property, having gross revenues greater than
10% of total revenues.
All properties were unencumbered as of December 31, 1995.
Leases on Investment Properties:
The restaurant properties are leased under 20-year leases with two
five-year options to renew the lease at the end of the original
term. Rent, which is payable monthly, generally is equal to the
greater of 6.50% or 6.75% of gross sales depending on the lease, or
a minimum base rental stated in the lease. All of the tenants are
paying rent based on the minimum base rental. The leases are
"triple net" to the Partnership with the lessee being responsible
for occupancy costs such as maintenance, insurance, taxes and
utilities. The Rocky Rococo Restaurant in Wauwatosa is being
operated by the Partnership. Any excess cash flow is contributed
to the Partnership. The mobile home park receives income on a
monthly basis from tenant leases which normally have lease terms of
one year or less.
The real estate business is highly competitive and the Partnership
competes with many other real estate investment entities many of
which have greater financial resources. No one firm or group of
firms, in the opinion of the General Partners, is dominant in the
industry. The Partnership, therefore, faces substantial
competition from a variety of sources for attracting and retaining
tenants.
Any commercial, residential or mobile home property acquired by the
Partnership has competition for tenants from similar properties in
the vicinity. To the extent that the Partnership owns commercial
properties, such as restaurants, which have leases entitling the
Partnership to participate in gross receipts of tenants above fixed
minimum amounts, the success of the Partnership will depend in part
on the success of its tenants in competing with similar businesses
in the vicinity.
In the opinion of management of the Partnership, all properties are
adequately covered by insurance.
MATERIAL PROPERTIES
- -------------------
Following is information with respect to each property whose
revenues are greater than 10% of total revenues as denoted above.
<TABLE>
The following is a listing of the approximate average physical
occupancy rates for the Partnership's investment in Spacious Acres
Mobile Home Park during each of the last five years:
<CAPTION>
Occupancy Rate
----------------------------------
1995 1994 1993 1992 1991
---- ---- ---- ---- ----
<S> <C> <C> <C> <C> <C>
99% 99% 99% 99% 99%
</TABLE>
<TABLE>
The following is a listing of the average annual per unit rental
rates for the Partnership's investment in Spacious Acres Mobile
Home Park during each of the last five years:
<CAPTION>
Annual Per Unit Rental Rate
---------------------------------
1995 1994 1993 1992 1991
---- ---- ---- ---- ----
<S> <C> <C> <C> <C> <C>
$2,539 2,447 2,335 2,226 2,109
</TABLE>
<TABLE>
The Federal tax basis for the mobile home park is identical to the
book basis as listed in Schedule III on page F-17 of this report.
Depreciation information on the mobile home park is as follows:
<CAPTION>
Type of Asset Rate Method Depreciable Life
------------- ---- ------ ----------------
<S> <C> <C> <C>
Land Improvements SL ACRS 15/20 Year
Building SL ACRS 18/19/40 Year
Equipment DDB ACRS/MACRS 5/7/12 Year
</TABLE>
<TABLE>
Real estate tax information for the three years covered by this
report for Spacious Acres is as follows:
<CAPTION>
1995 1994 1993
---- ---- ----
<S> <C> <C> <C>
Tax rate (per 1,000) .020455 .029525 .030346
Real estate taxes $38,626 $43,331 $44,095
</TABLE>
Item 3. LEGAL PROCEEDINGS
The Partnership is not subject to any material pending legal
action.
Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
There were no matters submitted to a vote of security holders
during 1995.
PART II
Item 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED
STOCKHOLDER MATTERS
(b) As of December 31, 1995, there were approximately 1,200 record
holders of Interests of the Partnership. There is no public
market for Interests and it is not anticipated that a public
market for Interests will develop. The General Partners will
not redeem or repurchase Interests.
(c) All cash available for distribution other than sale or
refinancing proceeds is distributed to the Limited Partners.
The Partnership makes distributions, to Limited Partners, of
cash available for distribution within 45 days after the end
of each quarter in which such cash is available. See attached
financial statements and footnotes for a detailed discussion
of amounts and timing of distributions to Limited Partners.
Item 6. SELECTED FINANCIAL DATA
<TABLE>
Year Ended Year Ended Year Ended Year Ended Year Ended
12/31/95 12/31/94 12/31/93 12/31/92 12/31/91
---------- ---------- ---------- ---------- ----------
<S> <C> <C> <C> <C> <C>
Total Income $1,575,619 $1,498,653 $1,286,016 $1,202,639 $983,354
Net Income 654,540 566,968 331,268 319,293 53,108
Net Income (Loss) from
Sale of Investment
Properties 0 0 0 (65,261) 0
Total Assets 5,199,217 5,212,005 5,275,948 5,441,106 5,463,850
Long Term Obligations 0 0 0 0 0
Distributions to
Limited Partners:
Return of Capital 0 0 0 0 0
Cash Flow 642,121 594,903 498,539 333,351 283,296
Per Interest Data (1):
Distributions 77.35 71.66 60.05 40.16 34.13
Net Income 78.06 67.61 39.51 38.08 6.33
Net Income (Loss) from
Sale of Investment
Properties 0.00 0.00 0.00 (7.78) 0.00
<FN>
The above selected financial data should be read in conjunction
with financial statements and related footnotes elsewhere herein.
(1)The Net Income and Distributions per Interest are based on total
limited
partner units of 8,301.5.
</FN>
</TABLE>
Item 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
RAL-YIELD EQUITIES II LIMITED PARTNERSHIP (the "Registrant" or
"Partnership") is a Wisconsin Limited Partnership formed on March
30, 1984, under the Wisconsin Revised Uniform Limited Partnership
Act. The Registrant was organized to acquire, for cash (no debt),
real estate projects, including restaurants, mobile home
communities and other commercial properties. The
Partnership sold $8,301,500 in Limited Partnership Interests
(8,301.5 Interests at $1,000 per unit) from March 30, 1984, through
June 30, 1985. After deducting offering costs, the Partnership had
approximately $6,641,200 with which to make investments in income
producing residential and commercial properties, to pay legal fees
and other costs related to such investments and for working capital
reserves. The Partnership utilized the net offering proceeds to
purchase the real property investments as described under
"Properties" (Item 2).
Liquidity and Capital Resources:
Properties acquired by the Partnership are generally intended to be
held from seven to ten years. Since the Partnership has purchased
the Properties for cash, liquidity is not reduced by debt service
payments.
During the Properties' holding periods, the investment strategy is
to maintain (on the "triple net lease" restaurant properties) and
improve (on Spacious Acres Mobile Home Park) occupancy rates
through the application of professional property management
(including selective capital improvements). The Partnership also
accumulates working capital reserves for normal repairs,
replacements, working capital, and contingencies.
Net cash flow provided by operating activities and collections on
note receivable was $865,000 in 1995, $724,000 in 1994, and
$646,000 in 1993, primarily from earnings and depreciation, net of
increases in receivables.
As of December 31, 1995, the Partnership had cash and cash
equivalents of approximately $796,000 representing undistributed
cash flow, working capital reserves, and tenant security deposits.
Total liabilities amounted to approximately $175,000.
Distributions paid in 1995 totaled approximately $642,000.
The Partnership had a $47,209 note receivable which originated in
1988 from past due rental and real estate tax payments from three
restaurants which had been leased to a affiliate of the General
Partners. In 1988, Robert A. Long, a General Partner and
stockholder of the affiliate personally guaranteed the
note receivable. On December 31, 1993, an agreement was made
between the Partnership and Robert A. Long, which exchanged the
personally guaranteed promissory note payable to the Partnership
for the rights to a promissory note held by Robert A. Long. The
new note, which is due from a related entity, had a principal
balance of $51,325 at December 31, 1994. The note was paid off in
its entirety in June, 1995.
On January, 1991 the Partnership began operating its restaurant
property located at 11319 West Bluemound Road Wauwatosa, Wisconsin
as a Rocky Rococo restaurant. Revenue for the restaurant was
$796,000 in 1995, $757,000 in 1994 and $633,000 in 1993. Expenses
were $557,000 in 1995, $529,000 in 1994 and $474,000 in 1993: Cash
flow provided by the restaurant operations was $239,000 in 1995,
$228,000 in 1994 and $189,000 in 1993. The performance of the
restaurant continues to be strong and cash flow should increase
during 1996 as a result of it.
Results of Operations:
<TABLE>
Gross rental revenues varied between 1995, 1994, and 1993 as
follows:
<CAPTION>
<S> <C>
1995 $780,000
1994 742,000
1993 653,000
</TABLE>
The increase from 1995 through 1993 is a result of Rocky Rococo
Corporation beginning to pay rent to the Partnership in 1994 and
the annual rent increase at Spacious Acres Mobile Home Park.
Operating expenses, exclusive of restaurant operations, were
$450,000 in 1995, $454,000 in 1994, and $539,000 in 1993. The
decrease from 1994 to 1993 is due to the write off of prior year
rents due from Rocky Rococo Corporation in 1993.
Net income increased to $655,000 in 1995 compared to $567,000 in
1994, and $331,000 in 1993. The increases between 1993 and 1995
are due to the reduction in vacancies of the commercial properties,
the 1994 agreement with Rocky Rococo Corporation which enabled them
to begin paying rent again and continued improved performance of
the Rocky Rococo restaurant being operated by the Partnership.
Inflation:
Due to the comparatively low level of inflation in the
Partnership's last three fiscal years, the effect of inflation on
the Partnership has not been material. Should the rate of
inflation increase substantially over the life of the Partnership,
it is likely to moderately influence ongoing operations, in
particular, the operating expenses of the Partnership. The
commercial leases generally contain clauses permitting pass-through
of certain increased operating costs. Residential leases are
typically of one year or less in duration; this allows the
Partnership to react quickly (through rental increases) to changes
in the level of inflation. These factors should serve to reduce
any impact of rising costs on the Partnership.
Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
See Index to Financial Statements and Financial Statement Schedule
on page F-1, incorporated herein by reference.
The supplemental financial information specified by Item 302 of
Regulation S-K is not applicable.
Item 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
ACCOUNTING AND FINANCIAL DISCLOSURE
a. Effective November 11, 1994, RAL Yield & Equities II Limited
Partnership (RAL II) dismissed its prior certifying accountants,
Price Waterhouse and retained Kolb Lauwasser & Company, S.C. as its
new certifying accountants. Price Waterhouse's report on RAL II's
financial statements during the fiscal year ended December 31, 1993
and all subsequent interim periods preceding the date hereof
contained no adverse opinion or a disclaimer of opinion, and was
not qualified as to uncertainty, audit scope or accounting
principles. The decision to change accountants was approved by
RAL II's general partners.
During the fiscal year ended December 31, 1993 and the subsequent
interim period to the date hereof, there were no disagreements
between RAL II and Price Waterhouse on any matters of accounting
principles or practices, financial statement disclosure, or
auditing scope or procedure, which disagreements, if not resolved
to the satisfaction of Price Waterhouse, would have caused it to
make a reference to the subject matter of the disagreements
in connection with its reports.
None of the "reportable events" described in Item 304(a)(1)(ii)
occurred with respect to RAL II within the last two fiscal years
ended December 31, 1993 and the subsequent interim period to the
date hereof.
b. Effective November 11, 1994, RAL II engaged Kolb Lauwasser
& Company, S.C. as its principal accountants. During the two
fiscal years ended December 31, 1993 and the subsequent interim
period to the date hereof, RAL II did not consult Kolb Lauwasser &
Company, S.C. regarding any of the matters or events set forth in
Item 304(a)(2)(i) and (ii) of Regulation S-K.
PART III
Item 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE PARTNERSHIP
The General Partners of RAL-YIELD EQUITIES II LIMITED PARTNERSHIP
(the "Partnership") are Robert A. Long, John A. Hanson, Thomas R.
Brophy, Bart Starr and Robert F. Skoronski. The General Partners
manage and control the Partnership's affairs and have the general
responsibility and the ultimate authority in all matters affecting
the partnership's business. Some of the General Partners are also
General Partners of an affiliate, RAL Asset Management Group. The
relationship of the General Partners to their affiliates is
described under the caption "Conflicts of Interest" on pages 50
through 51 of Form 10, and is incorporated herein by reference.
The names, ages and business experience of the General Partners and
the significant employees of First Financial Realty Management are
as follows:
Name Position
- ---- ------------------
Robert A. Long General Partner
John A. Hanson General Partner
Thomas R. Brophy General Partner
Bart Starr General Partner
Douglas C. Heston President (FFRM)
Christine D. Kennedy Controller (FFRM)
There is no family relationship among any of the foregoing
officers. The business experience of the General Partners and
significant employees includes the following:
Robert A. Long, age 54, has, since January 1982, been a partner in
RAL Asset Management Group. He is co-founder of RAL Asset
Management Group. Since 1966, Mr. Long has been involved in real
estate consulting, development and syndication. Mr. Long is a
licensed securities agent. Since 1981 Mr. Long has been involved
as an individual, general partner, or affiliate in ownership and
management of twenty-six (26) mobile home parks totaling over
2,600 pads in the states of Wisconsin and Minnesota. Prior to
1981, Mr. Long developed or purchased over 200 commercial
properties in six states and currently owns individually or through
partnerships over 50 restaurants (land and building) leased to
restaurant operators, including Pizza Hut, Hardee's, Taco Bell, and
Rocky Rococo (or their franchisees). Mr. Long also played
professional football for the Green Bay Packers, Atlanta Falcons,
and Washington Redskins. Mr. Long received a Bachelor of Science
Degree in Business from Wichita State University in 1965 and is
currently Executive Director of the Vince Lombardi Scholarship Fund
for Wichita State University. Mr. Long is also on the Board of
Directors of Roundy's Inc., a major Midwestfood distributor and
originator of the Pick 'N Save stores.
John Hanson, age 54, has, since March 1982, been a partner in RAL
Asset Management Group. Mr. Hanson is involved individually, as a
general partner, or as an affiliate, in the ownership and
management of twenty-six (26) mobile home parks in the states of
Wisconsin and Minnesota. Mr. Hanson has been involved in pension
and profit-sharing and tax consulting for 25 years. In 1975 he
founded, and since that time has been president of Pension
Designers, Inc., of Appleton, Wisconsin, a firm that specializes in
structuring and consulting with respect to qualified retirement
plans, estate planning, investment sales and sales of life, health
and disability insurance products to individuals, groups or
corporations. From 1966 to 1971 Mr. Hanson was engaged in tax
consulting, having management and tax accounting responsibilities
for a farm management firm with approximately 200 clients. Mr.
Hanson is past president of the Fox River Valley Association of
Life Underwriters, and the General Agents and Managers Association,
an associate member of the American Society of Pension Actuaries,
a member of the International Association of Financial Planners, a
qualifying and life member of the Million Dollar Round Table, and
a registered principal with the National Association of Securities
Dealers. Mr. Hanson received his Bachelor of Science Degree in
Agri-Business from the University of Wisconsin - River
Falls in 1966. Mr. Hanson is a licensed securities agent.
Thomas R. Brophy, CLU, ChFC., age 50, has, since March 1982, been
a partner of RAL Asset Management Group. Mr. Brophy is involved
individually, as a general partner, or as an affiliate in the
ownership and management of twenty-six (26) mobile home parks in
the states of Wisconsin and Minnesota which total approximately
2,600 pads. Mr. Brophy has been a NASD registered securities
representative since 1969, active in the marketing and sales of
mutual funds, unit investment trusts, stocks, bonds, limited
partnerships and private ventures. Since 1967 Mr. Brophy has also
been active in the marketing, selling, training, supervising and
managing of personnel, with respect to qualified retirement plans
and personal or business life, health and disability insurance
plans. He is active in the financial planning field, having been
conferred the degree of Chartered Financial Consultant, by
the American College, Bryn Mawr, PA, in 1984. He is associated
with the Principal Financial Group. Mr. Brophy is an active member
of the National and Wisconsin Association of Life Underwriters,
Million Dollar Round Table, Fox Valley Estate Planning Council and
International Association of Financial Planners. He is recipient
of the Fox River Valley Association of Life Underwriters' 1983
"Agent of the Year" award. A 1967 Bachelor of Science graduate
from Marquette University, Mr. Brophy went on for advanced studies
in insurance, receiving his Chartered Life Underwriter (CLU) degree
from the American College, Bryn Mawr, PA, in 1975. Mr. Brophy is
a licensed securities agent.
Bart Starr, age 63, has, since January 1984, been a partner in RAL
Asset Management Group. He is a University of Alabama graduate
with a B.S. Degree in Education. Since 1970, he has been a partner
in the Bart Starr Motor Company, Birmingham, Alabama. Since 1979
he has been a member of the Board of Directors of the Sentry
Insurance Company, Stevens Point, Wisconsin. He was a Green Bay
Packer football player from 1956-1972, the Green Bay Packer
Head Coach from 1975-1983, the NFL Most Valuable Player in 1966,
and the Most Valuable Player in Super Bowls I and II. Mr. Starr
was a CBS Game Analyst in 1973 and 1974 and the first winner of the
Byron White Award in 1967. Mr. Starr has been the recipient of
numerous civic and sports awards and is actively engaged in many
charitable and public service organizations.
Robert F. Skoronski, age 61, was formerly a general partner of RAL
Asset Management Group. From 1968 to 1983, Mr. Skoronski was the
president and largest stockholder of Valley School & Office
Suppliers, Inc., a Wisconsin corporation, and its affiliates,
Valley Business Interiors, Gamut Retail Stores, and a mail order
catalog business. Prior to the operating of these business
enterprises, Mr. Skoronski served as a regional salesman for
Jostens, Inc., a Minnesota corporation. From 1956 through 1968 Mr.
Skoronski played professional football with the Green Bay Packers.
Mr. Skoronski received a Bachelor of Science Degree in Marketing
from Indiana University in 1956.
The following individuals are the employees of the unaffiliated
property management firm who make significant contributions to the
business of the Partnership:
Douglas C. Heston, age 42, is President of First Financial Realty
Management (FFRM). FFRM and affiliates own and/or manage over 50
investment properties. Mr. Heston received a B.A. degree from Duke
University (North Carolina) with a double major in Economics and
Public Policy Analysis (Statistics) in 1975. He received an M.S.
degree in Real Estate Investment Analysis from the University of
Wisconsin in 1979. Previously, he worked for real estate appraisal
firms in Atlanta and Milwaukee. He co-founded RAL Asset Management
Group in 1982 and left at the end of 1984 to found his current
firm.
Christine D. Kennedy, age 30, joined RAL Asset Management Group in
December, 1990, as Assistant Controller. In November, 1991 she was
promoted to Controller. She is now Controller for First Financial
Realty Management. Prior to that she worked in the audit
department of Arthur Young & Company in Milwaukee, Wisconsin for
approximately three years. She received her B.B.A. in Accounting
from the University of Wisconsin-Whitewater in 1987. She is a
Certified Public Accountant.
Item 11. EXECUTIVE COMPENSATION
(a,b,c, and d)
The Registrant has not paid and does not propose to pay any
executive compensation to the General Partners or any of their
affiliates (other than described in Item 13 below).
(e) There are no compensatory plans or arrangements regarding
termination of employment or change of control.
Item 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT
(a) No person of record owns or is known by the Registrant to own
beneficially more than 5% of the outstanding Interests of the
Registrant as of December 31, 1995.
(b) As of December 31, 1995, the General Partners beneficially
owned the following Interests in the Partnership:
Title of Class Name of Partner Percent of Class
- -------------- --------------- ----------------
General Partnership Robert A. Long 45.80%
Interests John A. Hanson 21.70
Thomas R. Brophy 19.28
Robert A. Skoronski 2.00
Bart Starr 11.00
--------
100.00
========
Title of Class Amount Beneficially Owned Percent of Class
- -------------- ------------------------- ----------------
Limited Partnership 49 Interests Less than 1%
Interests
The General Partners or their affiliates, except as noted above, do
not own any other interest in the Registrant.
(c) None
Item 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
(a and b)
Certain General Partners own or control businesses which have
agreed to perform a variety of services for the Partnership.
In consideration for these services, the General Partners and
related parties receive certain compensation at amounts which
were established by the General Partners. The following table
sets forth the types, amount and recipients of compensation
related to the Partnership.
General partners' and affiliates At lower of cost or prevail-
reimbursable expenses. ing rates which comparable
services could have been
obtained in the same geographic
area for similar services. The
amount of such expenses
reimbursed is $0 in 1995, $0 in
1994 and $7,618 in 1993.
Property management fee payable Residential Property:
to Long Management Associates for
property management and rental At rates prevailing for
services. comparable services where the
properties are located, but not
to exceed 6% of gross revenues.
Other than residential
properties:
At rates prevailing for
comparable services where the
properties are located, but not
to exceed 3% of gross revenues
from office buildings, or 1.5%
of gross revenues from other
net leased commercial
properties.
Partnership operated
restaurants:
Effective January 1, 1992, at
rates prevailing for comparable
services where properties are
located, but not exceed 2% of
gross revenues.
Total property management fees
paid to related parties were $0
in 1995, $0 in 1994 and $9,200
in 1993.
Real estate commissions payable The total compensation paid
to Douglas C. Heston Real Estate all persons for the sale of
or other related party on sale of properties is limited to 6% of
Partnership properties. the contract price. No
commissions were paid in 1995,
1994 and 1993. Commissions
paid in 1987 were $52,500. No
commissions were paid prior to
1987.
PART IV
Item 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON
FORM 8-K
(a) (1 and 2) See Index to Financial Statements and Financial
Statement Schedule on Page F-1
(b) Reports on Form 8-K
Form 8-K was filed by the Registrant on November 11, 1994 to
disclose a change in the Registrant's certifying accountant
(see Item 9).
(c) Exhibits
See Exhibit 27
(d) Financial Statement Schedule
See Index to Financial Statements and Financial Statement
Schedule on Page F-1.
RAL-YIELD EQUITIES II LIMITED PARTNERSHIP
(A Wisconsin Limited Partnership)
TABLE OF CONTENTS TO FINANCIAL STATEMENTS
AND FINANCIAL STATEMENT SCHEDULE
COVERED BY REPORTS OF INDEPENDENT ACCOUNTANTS
Reports of Independent Accountants
Balance Sheets at December 31, 1995 and 1994
Statements of Income for the years ended
December 31, 1995, 1994 and 1993
Statements of Partners' Equity for the
years ended December 31, 1995, 1994 and 1993
Statements of Cash Flows for the years ended
December 31, 1995, 1994 and 1993
Notes to Financial Statements
Reports of Independent Accountants on
Financial Statement Schedule
Financial statement schedule: III - Real estate
and accumulated depreciation
Schedules, other than those listed, are omitted for the reason that
they are inapplicable or equivalent information has been included
elsewhere herein.
INDEPENDENT AUDITOR'S REPORT
January 16, 1996
To the Partners of
RAL-Yield Equities II
We have audited the accompanying Balance Sheets of RAL-Yield
Equities II (a Wisconsin limited partnership) as of December 31,
1995 and 1994, and the related Statements of Income, Partners'
Equity and Cash Flows for the years then ended. These financial
statements are the responsibility of the Partnership's management.
Our responsibility is to express an opinion on these financial
statements based on our audits.
We conducted our audits in accordance with generally accepted
auditing standards. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the
amounts and disclosures in the financial statements. An audit also
includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits
provide a reasonable basis for our opinion.
In our opinion, the 1995 and 1994 financial statements referred to
above present fairly, in all material respects, the financial
position of RAL-Yield Equities II as of December 31, 1995 and 1994,
and the results of their operations and cash flows for the years
then ended in conformity with generally accepted accounting
principles.
Respectfully submitted,
Kolb Lauwasser & Co., S.C.
REPORT OF INDEPENDENT ACCOUNTANTS
January 18, 1994
To the Partners of
RAL-Yield Equities II Limited Partnership:
In our opinion, the statements of income and partners' equity and
of cash flows as of and for the year ended December 31, 1993 (which
has been incorporated by reference in this Form 10-K Annual Report)
present fairly, in all material respects, the financial position,
results of operations and cash flows of RAL-Yield Equities II
Limited Partnership as of and for the year ended December 31, 1993,
in conformity with generally accepted accounting principles. These
financial statements are the responsibility of the General
Partners; our responsibility is to express an opinion on these
financial statements based on our audit. We conducted our audit of
these statements in accordance with generally accepted auditing
standards which require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements
are free of material misstatement. An audit includes examining, on
a test basis, evidence supporting the amounts and disclosures in
the financial statements, assessing the accounting principles used
and significant estimates made by the General Partners, and
evaluating the overall financial statement presentation. We
believe that our audit provides a reasonable basis for the opinion
expressed above. We have not audited the financial statements of
RAL-Yield Equities II Limited Partnership for any period subsequent
to December 31, 1993.
Price Waterhouse LLP
<TABLE>
RAL-YIELD EQUITIES II
Balance Sheets
--------------
As of December 31,
<CAPTION>
ASSETS 1995 1994
------ ---- ----
Income-Producing Properties - Notes #1, #3 and #4
- ---------------------------
<S> <C> <C>
Buildings and land improvements 4,172,130 4,172,130
Equipment 138,654 138,654
--------- ---------
4,310,784 4,310,784
Less: Accumulated depreciation 1,503,961 1,346,456
--------- ---------
2,806,823 2,964,328
Land 1,330,200 1,330,200
--------- ---------
Total Income-Producing Property 4,137,023 4,294,528
--------- ---------
Other
- -----
Cash and cash equivalents - Note #1 796,258 573,155
Rent and other receivables - Note #1 7,510 20,036
Note receivable - Note #3 244,865 256,919
Due from affiliates - Note #5 - 51,325
Deferred charges - Note #1 8,406 9,906
Prepaid expenses - Note #1 5,155 6,136
--------- ---------
Total Other 1,062,194 917,477
--------- ---------
Total Assets 5,199,217 5,212,005
========= =========
LIABILITIES AND PARTNERS' EQUITY
--------------------------------
Liabilities
- -----------
Accounts payable and accrued expenses 145,170 171,517
Tenant's security deposits 29,554 28,414
--------- ---------
Total Liabilities 174,724 199,931
--------- ---------
Partners' Equity
- ----------------
General partners 50,097 43,552
Limited partners 4,974,396 4,968,522
--------- ---------
Total Partners' Equity 5,024,493 5,012,074
--------- ---------
Total Liabilities and Partners' Equity 5,199,217 5,212,005
========= =========
<FN>
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE
STATEMENTS.
</FN>
</TABLE>
<TABLE>
RAL-YIELD EQUITIES II
Statements of Income
--------------------
For the years ended December 31,
<CAPTION>
1995 1994 1993
--------- --------- ---------
<S> <C> <C> <C>
Revenues
- --------
Rental income 779,833 742,020 653,008
Restaurant income 795,786 756,633 633,008
--------- --------- ---------
Total Revenues 1,575,619 1,498,653 1,286,016
--------- --------- ---------
Expenses
- --------
Property management fees 50,074 47,837 33,681
Property management fees-
affiliates - - 9,200
Administrative expenses 84,716 89,864 50,655
Administrative expenses-
affiliates - - 7,618
Property operating expenses 156,022 150,074 210,588
Provision for delinquent real
estate taxes - - 4,218
Amortization and depreciation 159,005 166,145 223,371
Loss on disposal of property - 16,925 -
Restaurant operating expenses 556,985 529,020 474,144
--------- --------- ---------
Total Expenses 1,006,802 999,865 1,013,475
--------- --------- ---------
Income Before Other Income 568,817 498,788 272,541
--------- --------- ---------
Other Income
- ------------
Interest 52,650 39,352 34,889
Miscellaneous 33,073 28,828 23,838
--------- --------- ---------
Total Other Income 85,723 68,180 58,727
--------- --------- ---------
Net Income 654,540 566,968 331,268
========= ========= =========
Net income per limited
partner interest 78.06 67.61 39.51
===== ===== =====
Allocation of Income:
Limited partners 647,995 561,298 327,992
General partners 6,545 5,670 3,276
--------- --------- ---------
654,540 566,968 331,268
========= ========= =========
<FN>
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE
STATEMENTS.
</FN>
</TABLE>
<TABLE>
RAL-YIELD EQUITIES II
Statements of Partners' Equity
------------------------------
For the years ended December 31,
<CAPTION>
Limited General 1995 1994 1993
Partners Partners Total Total Total
--------- -------- --------- --------- ---------
<S> <C> <C> <C> <C> <C>
Capital contributions:
Contributed
cash 8,301,500 1,000 8,302,500 8,302,500 8,302,500
Less: Syndi-
cation costs 768,022 - 768,022 768,022 768,022
--------- ------ ---------- ---------- ---------
Net contri-
butions 7,533,478 1,000 7,534,478 7,534,478 7,534,478
--------- ------ ---------- ---------- ---------
Accumulated income:
Balance,
beginning 4,212,589 42,552 4,255,141 3,688,173 3,356,905
Current net
income 647,995 6,545 654,540 566,968 331,268
--------- ------ ---------- ---------- ---------
Balance,
ending 4,860,584 49,097 4,909,681 4,255,141 3,688,173
--------- ------ ---------- ---------- ---------
Accumulated distributions:
Balance,
beginning (6,777,545) - (6,777,545)(6,182,642)(5,684,103)
Current distri-
butions (642,121) - (642,121) (594,903) (498,539)
--------- ------ ---------- ---------- ---------
Balance,
ending (7,419,666) - (7,419,666)(6,777,545)(6,182,642)
--------- ------ ---------- ---------- ---------
Total Partners'
Equity 4,974,396 50,097 5,024,493 5,012,074 5,040,009
========= ====== ========== ========== =========
<FN>
</FN>
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE
STATEMENTS.
</TABLE>
<TABLE>
RAL-YIELD EQUITIES II
Statements of Cash Flows
------------------------
For the years ended December 31,
<CAPTION>
Cash Increase or (Decrease)
------------------------------
1995 1994 1993
-------- -------- --------
<S> <C> <C> <C>
Cash Flows From Operating Activities
- ------------------------------------
Net income 654,540 566,968 331,268
Adjustments to reconcile net income to
net cash provided by operating activities:
Amortization and depreciation 159,005 166,145 223,371
Loss on disposal of property - 16,925 -
Decrease (increase) in
----------------------
Rent and other receivables, net 12,526 2,634 77,172
Due from affiliates 51,325 - (158)
Prepaid expenses 981 (3,566) 1,263
Increase (decrease) in
----------------------
Accounts payable and
accrued expenses (26,347) (37,353) 11,361
Tenants' security deposits 1,140 1,345 1,025
Due to affiliates - - (10,273)
------- ------- -------
Net Cash Provided by
Operating Actities 853,170 713,098 635,029
------- ------- -------
Cash Flows From Investing Activities
- ------------------------------------
Additions to income-producing
properties - (2,321) (72,524)
Proceeds from note receivable 12,054 11,020 10,875
------- ------- -------
Net Cash Provided (Used) by
Investing Activities 12,054 8,699 (61,649)
------- ------- -------
Cash Flows From Financing Activities
- ------------------------------------
Distributions to partners (642,121) (594,903) (498,539)
------- ------- -------
Net Increase in Cash 223,103 126,894 74,841
Cash and cash equivalents-
Beginning of Year 573,155 446,261 371,420
------- ------- -------
Cash and cash equivalents-
End of Year 796,258 573,155 446,261
======= ======= =======
<FN>
</FN>
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE
STATEMENTS.
</TABLE>
RAL-YIELD EQUITIES II
Notes to Financial Statements
-----------------------------
For the years ended December 31, 1995, 1994 and 1993
Note #1 Summary of Significant Accounting Policies
- ------- ------------------------------------------
A. Nature of Business
------------------
RAL-Yield Equities II(the Partnership) is a Wisconsin limited
partnership formed on March 5, 1984 under the provisions of the
Wisconsin Uniform Limited Partnership Act, to acquire for cash,
operate, lease, develop and eventually sell income-producing real
estate properties. Currently the Partnership owns and operates
both a mobile home park and a restaurant and leases commercial
properties to various restaurant franchisors. These properties are
located primarily in southeastern Wisconsin. The Partnership will
terminate December 31, 2014, except in the event of prior sale of
the Partnership's properties, action by a majority interest of the
Limited Partners or certain other events.
Effective June 30, 1985, the Partnership completed its
offering of limited partnership interests. A total of 8,301.5
interests were sold for an aggregate contribution of $8,301,500.
In connection with the sale of the limited partnership interests,
the Partnership incurred costs to raise capital of approximately
$768,000, which were charged against partners' equity.
B. Method of Accounting
--------------------
Assets, liabilities, revenue and expenses are recognized on the
accrual basis method of accounting.
The preparation of financial statements in conformity with
generally accepted accounting principles requires management to
make estimates and assumptions that affect the reported amounts of
assets and liabilities and disclosure of contingent assets and
liabilities at the date of the financial statements and the
reported amounts of revenues and expenses during the reporting
period. Actual results could differ from these estimates.
C. Income-Producing Properties
---------------------------
Income-producing properties are carried at the lower of cost less
accumulated depreciation or fair value. Cost includes acquisition
fees paid to RAL Asset Management Group. Management periodically
evaluates a property's fair value based upon occupancy rate and
comparison to similar properties in the same geographic area.
<TABLE>
For financial statement purposes, depreciation is determined using
the straight-line method. For income tax reporting purposes,
building and land improvements are depreciated using the straight-
line method while equipment is depreciated using accelerated
methods. Depreciable lives for financial statement and income tax
purposes are set forth below:
<CAPTION>
Depreciable Lives
--------------------------
Financial Income Tax
Reporting Reporting
--------- ------------
<S> <C> <C>
Land improvements 30 years 15-31.5 years
Buildings 30 years 15-31.5 years
Equipment 5-7 years 3-7 years
</TABLE>
D. Allowance for Doubtful Accounts
- -------------------------------
Receivables are reviewed periodically by management to determine
the adequacy of the allowance for doubtful accounts. Based upon
managements' evaluation, no allowance for doubtful accounts was
necessary for the years ended December 31, 1995 and 1994.
E. Deferred Charges
- ----------------
Costs incurred with respect to organizing the Partnership were
deferred and have been fully amortized. Prepaid management fees
incurred in the initial public offering were amortized to expense
on the straight-line method over the term (ten years) of the
management agreement. Commission fees incurred to lease the
properties have been deferred and amortized over the respective
lease term. As of December 31, 1995 the original organizational
costs and management fees were fully amortized.
<TABLE>
Deferred charges consist of the following at December 31:
<CAPTION>
1995 1994
------ ------
<S> <C> <C>
Lease commissions 15,000 15,000
Less: Accumulated amortization 6,594 5,094
------ ------
8,406 9,906
====== ======
</TABLE>
F. Leases
------
The Partnership has determined that all leases relating to the
income-producing properties are properly classified as operating
leases; therefore, rental income is reported when earned and the
cost of each of the properties, excluding cost of land, is
depreciated over its estimated useful life.
G. Income Taxes
------------
No income taxes will be payable or provided by the Partnership
since net income or loss is includable in the respective tax
returns of the partners. In the initial year of ownership of
partnership interests, each individual partner's share of taxable
income or loss, tax credits and distributions is allocated to them
on a pro rata basis that considers the number of days in the year
during which their respective interests were held.
<TABLE>
The Partnership files its income tax return on the accrual
basis of accounting. The following reconciles the income reported
in the accompanying Statements of Income to that reported in the
tax returns.
<CAPTION>
1995 1994 1993
------- ------- -------
<S> <C> <C> <C>
Net income per Statements of Income 654,540 566,968 331,268
Book bad debt reserve in excess of
tax bad debt reserve - - (124,619)
Other book/tax differences (principally
depreciation and amortization) (50,736) (81,552) (70,416)
------- ------- -------
Net income for tax purposes 603,804 485,416 136,233
======= ======= =======
</TABLE>
H. Cash and Cash Equivalents
-------------------------
For purposes of the Statements of Cash Flows, the Partnership
considers all short-term investments in interest-bearing bank
accounts and certificates of deposit with an original maturity of
three months or less, to be equivalent to cash. Several demand
deposit accounts are at one financial institution. Such funds on
deposit exceeded the federally insured limit by $654,619 and
$403,613 for the years ended December 31, 1995 and 1994,
respectively.
I. Reclassifications
-----------------
Certain information contained in the 1993 financial statements has
been reclassified to conform with the 1995 and 1994 presentation.
Note #2 General Provisions of the Limited Partnership Agreement
- ------- -------------------------------------------------------
Pursuant to the terms of the partnership agreement, net income or
losses of the Partnership from operations and losses on sale of
income-producing properties are allocated 99% to the limited
partners and 1% to the general partners.
In general, profits from the sale of income-producing properties
will be allocated first to limited partners to the extent necessary
to eliminate any deficit in their capital accounts, and then to the
general partners to the extent necessary to eliminate any deficit
in their capital accounts and finally, to each limited partner
until they have received distributions equal to their original
capital contribution less previous distributions. The remainder of
the profits will be allocated 75% to the limited partners and 25%
to the general partners provided that general partners will be
allocated at least 1% of the total profits from the sale of
income-producing properties. The general partners' share of sale
or refinancing proceeds is subject to the limited partners earning
specified noncompounded rates of return on their original
investment. The priority rates of return for limited partners are
dependent upon when they acquired their interest in the
Partnership.
The partnership agreement requires that distributions to limited
partners of Cash Available for Distribution (as defined in the
Prospectus dated March 30, 1984) shall be made in such amounts and
at such times as the general partners may determine, but not less
frequently than semi-annually.
Note #3 Income-Producing Properties
- ------- ---------------------------
<TABLE>
A summary of income-producing properties as of December 31
follows:
<CAPTION>
1995 1994
--------- ---------
<S> <C> <C>
Mobile home park 1,754,456 1,754,456
Restaurant properties
(six in 1995 and 1994) 3,886,528 3,886,528
--------- ---------
5,640,984 5,640,984
Less: Accumulated
depreciation 1,503,961 1,346,456
--------- ---------
4,137,023 4,294,528
========= =========
</TABLE>
On February 28, 1992, a restaurant property owned by the
Partnership which previously had been leased to an affiliate, was
sold to a non-affiliated third party in exchange for a note
receivable totalling $285,000, secured by the property, and cash
proceeds of $72,000. Of those proceeds, $38,000 was utilized to
pay accrued real estate taxes from prior years. This transaction
resulted in a $65,000 loss which was reflected in a prior year
Statement of Income. The outstanding balance on the note
receivable, which bears interest at 9%, is $244,865 and $256,919 at
December 31, 1995 and 1994, respectively.
Note #4 Leases of Income-Producing Properties
- ------- -------------------------------------
The Partnership leases five restaurant properties under various
terms ranging from nine to ten years with various options to renew
the leases at the end of the original term. Rent, which is payable
monthly, is generally equal to the greater of the percentage of
each restaurant's gross sales or a minimum base rental stated in
the lease. Leases of restaurant properties are "triple net" to the
Partnership, with the lessee being responsible for occupancy costs
such as maintenance, insurance, taxes and utilities. The
Partnership is, however, contingently liable for real estate taxes
that are owed by its tenants. All rents received to date are based
on the minimum rentals, as none of the properties have exceeded the
gross sales levels as defined in the leases.
In January 1992, the Partnership reached an agreement with a former
tenant whereby the tenant terminated their lease arrangement and
paid $47,822 in delinquent rent and property taxes. In addition,
the former tenant paid the Partnership $40,000 to compensate for
decreased rental income to be received from a new tenant obtained
by the Partnership. The $40,000 has been recorded as deferred
rental income and is being amortized over a four year period, which
represents the terminated lease period. During 1995, 1994 and
1993, $10,026, $10,575 and $9,668, respectively, of deferred rent
was amortized and recorded as rental income. As of December 31,
1995, all deferred rental income has been recognized.
<TABLE>
The approximate minimum annual rental commitments under five
operating lease agreements in effect at December 31, 1995 are as
follows:
<CAPTION>
<S> <C>
1996 323,000
1997 326,000
1998 326,000
1999 278,000
2000 282,000
Thereafter 844,000
---------
2,379,000
</TABLE>
The Partnership also operates a mobile home park which has 182
rental spaces. As of December 31, 1995 and 1994, respectively, all
rental spaces were leased. The mobile home park receives income on
a monthly basis from tenant leases which normally have lease terms
of one year or less. Rental revenue for the park was approximately
$462,000, $441,000 and $421,000 in 1995, 1994 and 1993,
respectively.
Note #5 Due From Affiliates
- ------- -------------------
Note Receivable
- ---------------
Prior to December 31, 1993, the Partnership had a note receivable
which was originated in 1988 from an affiliated corporation that
had a balance owing of $47,209, plus unpaid interest of $13,425.
The note was for past due rental and real estate tax payments due
from that corporation. Payment on the note was personally
guaranteed by one of the general partners of the Partnership, who
is also a stockholder and officer of the affiliate.
On December 31, 1993, the Partnership and that general partner
exchanged that note for the right to a third party promissory note
held by that general partner. The new note has a principal balance
of $51,325 and bears interest at 4.67%, requiring monthly payments
of interest only. The principal portion of the note is due at the
earlier of either the sale of substantially all of the assets of
the maker or the dissolution thereof. The exchange of the old note
for the third party note resulted in a loss of $9,309 for the year
ended December 31, 1994. During the year ending December 31, 1995,
the note was paid in full.
Note #6 Related Party Transactions
- ------- --------------------------
Certain general partners own or control businesses which have
agreed to perform a variety of services for the Partnership. In
addition, certain general partners were securities agents for the
managing dealer which originally offered the limited partnership
interests.
In consideration for these services, the general partners and their
affiliates have received or will in the future receive certain
compensation at amounts which are provided by the partnership
agreement.
The following table sets forth the types, amounts and recipients of
compensation paid annually by the Partnership to the general
partners and their affiliates:
Affiliate and Service Amount of Compensation
- --------------------- ----------------------
General partners' and affiliates At lower of cost or
reimbursable expenses. prevailing rates at
which comparable services
could have been obtained in
the same geographic area
for similar services. The
amount of expenses
reimbursed was $7,618 in
1993.
Property management fee payable to Residential property:
Long Management Associates for prop-
erty management and rental services. At rates prevailing for
comparable services where
the properties are located,
but not to exceed 6% of
gross revenues.
Other than residential
properties:
At rates prevailing for
comparable services where
properties are located, but
not to exceed 3% of gross
revenues from office
buildings or 1.5% of gross
revenues from other net
leased commercial
properties.
Total property management
fees incurredwere $9,200 in
1993.
Effective June 1, 1993, the Partnership entered into new property
and partnership management agreements. The partnership management
agreement is with an unrelated management company. The property
management agreement is with a related entity owned by the same
general partners. The related property management firm
simultaneously subcontracted with the same unrelated management
company handling the partnership management. The terms and
conditions of these agreements are similar to the above related
party agreements, which they replace.
<TABLE>
RAL-YIELD EQUITIES II LIMITED PARTNERSHIP
(A Wisconsin Limited Partnership)
Schedule of Real Estate and Accumulated Depreciation
December 31, 1995
<CAPTION>
Col. A Col. B Col. C Col. D
- -------------------- ------- ----------------------- ------------
Initial cost to Costs
Partnership Capitalized
----------------------- Subsequent to
Acquisition
Encum- Buildings & -------------
Descript brances Land Improvements
Improvements(b)
- -------------------- ------- ---------- ------------ -------------
<S> <C> <C> <C> <C>
Rocky Rococo Restaurant
Wauwatosa, WI (a) $150,000 $325,125 $189,925
Hardee's Restaurant
West Allis, WI (a) 250,000 394,282 100,000
Pizza Hut Restaurant
Waterloo, IA (a) 128,800 392,595 0
Wendy's Restaurant
Wauwatosa, WI (a) 235,000 420,395 0
Spacious Acres
Mobile Home Park
Concord, WI (a) 110,400 1,215,803 428,254
Wendy's Restaurant
Eden Prairie, MN (a) 265,000 436,023 20,274
Rocky Rococo Restaurant
Racine, WI (a) 175,000 404,108 0
---------- ---------- ----------
Total 1,314,200 3,588,331 738,453
========= ========= =========
</TABLE>
<TABLE>
RAL-YIELD EQUITIES II LIMITED PARTNERSHIP
(A Wisconsin Limited Partnership)
Schedule of Real Estate and Accumulated Depreciation
December 31, 1995
<CAPTION>
Col. A Col. E
- ---------------------- --------------------------------------------
Gross Amount at which Carried
at Close of Period
--------------------------------------------
Buildings and
Description Land Improvements(b) Total
- ---------------------- --------- --------------- -----------
<S> <C> <C> <C>
Rocky Rococo Restaurant
Wauwatosa, WI $150,000 $515,050 $665,050
Hardee's Restaurant
West Allis, WI 250,000 494,282 744,282
Pizza Hut Restaurant
Waterloo, IA 128,800 392,595 521,395
Wendy's Restaurant
Wauwatosa, WI 235,000 420,395 655,395
Spacious Acres
Mobile Home Park
Concord, WI 126,400 1,628,057 1,754,457
Wendy's Restaurant
Eden Prairie, MN 265,000 456,297 721,297
Rocky Rococo Restaurant
Racine, WI 175,000 404,108 579,108
--------- ---------- ---------
Total 1,330,200 4,310,784 5,640,984
========= ========== ==========
</TABLE>
<TABLE>
RAL-YIELD EQUITIES II LIMITED PARTNERSHIP
(A Wisconsin Limited Partnership)
Schedule of Real Estate and Accumulated Depreciation
December 31, 1995
<CAPTION>
Col. A Col. F Col. G Col. H Col. I
- ----------------- ------------ ---------- ----------- --------
Depreciable
Accumulated Date Life per
Depreciation Date of Acquired by Income
Description (Book basis) Construction Partnership Statement
- ----------------- ------------ ---------- ----------- ---------
<S> <C> <C> <C> <C>
Rocky Rococo Restaurant
Wauwatosa, WI $211,977 1984 07/06/84 (d)
Hardee's Restaurant
West Allis, WI 166,530 1984 01/30/85 (d)
Pizza Hut Restaurant
Waterloo, IA 141,771 1985 03/01/85 (d)
Wendy's Restaurant
Wauwatosa, WI 149,474 1985 05/22/85 (d)
Spacious Acres
Mobile Home Park
Concord, WI 537,270 Var. 04/30/85 (d)
Wendy's Restaurant
Eden Prairie, MN 155,502 1985 07/12/85 (d)
Rocky Rococo Restaurant
Racine, WI 141,437 1985 07/10/85 (d)
---------
Total 1,503,961
=========
</TABLE>
RAL-YIELD EQUITIES II LIMITED PARTNERSHIP
(A Wisconsin Limited Partnership)
NOTES TO SCHEDULE III
(a) All properties are unencumbered at December 31, 1995.
(b) Includes personal property.
(c) The aggregate cost of land, buildings and improvements for
Federal Income Taxpurposes is the same as for book purposes.
<TABLE>
(d) Depreciation expense is computed based upon the following
estimated useful lives:
<CAPTION>
Years
------------------------
Financial Income
Statement Tax
Purposed Purposes
--------- --------
<S> <C> <C>
Buildings and Improvements 30 15-40
Personal Property 5-7 7-12
</TABLE>
<TABLE>
(e) Reconciliation of Real Estate
------------------------------------------
<S> <C>
Balance at January 1, 1993 $5,583,063
Additions during the period:
Acquisitions 0
Improvements 72,525
----------
Balance at December 31, 1993 5,655,588
Reductions during the period:
Disposal of investment property (16,925)
Additions during the period:
Acquisitions 0
Improvements 2,321
----------
Balance at December 31, 1994 5,640,984
Additions during the period:
Acquisitions 0
Improvements 0
----------
Balance at December 31, 1995 $5,640,984
==========
</TABLE>
<TABLE>
RAL-YIELD EQUITIES II LIMITED PARTNERSHIP
(A Wisconsin Limited Partnership)
Reconciliation of Accumulated Depreciation
<CAPTION>
<S> <C>
Balance at January 1, 1993 $1,034,890
Depreciation expense for the period 154,243
----------
Balance at December 31, 1993 1,189,133
Depreciation expense for the period 157,323
----------
Balance at December 31, 1994 1,346,456
Depreciation expense for the period 157,505
----------
Balance at December 31, 1995 $1,503,961
==========
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.
RAL-YIELD EQUITIES II LIMITED PARTNERSHIP
BY: Robert A. Long
--------------------------------------
Robert A. Long, General Partner
DATE: 3/30/96
--------------- -------------
Pursuant to the requirements of the Securities Exchange Act of
1934, this report has been signed below by the following persons on
behalf of the Registrant and in the capacities and on the dates
indicated.
Signature Title Date
- -----------------------------------------------------------------
Robert A. Long General Partner of 3/30/96
- ------------------- RAL-Yield Equities II -------
Robert A. Long Limited Partnership
John A. Hanson General Partner of 3/30/96
- -------------- RAL-Yield Equities II -------
John A. Hanson Limited Partnership
Christine D. Kennedy Controller, First Financial 3/30/96
- -------------------- Realty Management -------
Christine D. Kennedy
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> DEC-31-1995
<CASH> 796,258
<SECURITIES> 0
<RECEIVABLES> 7,510
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 817,329
<PP&E> 4,137,023
<DEPRECIATION> 1,503,961
<TOTAL-ASSETS> 5,199,217
<CURRENT-LIABILITIES> 174,724
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 5,024,493
<TOTAL-LIABILITY-AND-EQUITY> 5,199,217
<SALES> 0
<TOTAL-REVENUES> 1,661,342
<CGS> 0
<TOTAL-COSTS> 1,006,802
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 654,540
<INCOME-TAX> 0
<INCOME-CONTINUING> 654,540
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 654,540
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
