FORM 10-QSB--QUARTERLY OR TRANSITIONAL REPORT UNDER SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Quarterly or Transitional Report
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-QSB
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended June 30, 2000
[ ] 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 0-16877
FOX STRATEGIC HOUSING INCOME PARTNERS (Exact name of
small business issuer as specified in its charter)
California 94-3016373
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
55 Beattie Place, PO Box 1089
Greenville, South Carolina 29602
(Address of principal executive offices)
(864) 239-1000
(Issuer's telephone number)
Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act 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 X No___
<PAGE>
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
a)
FOX STRATEGIC HOUSING INCOME PARTNERS
CONSOLIDATED BALANCE SHEET
(Unaudited)
(in thousands, except unit data)
June 30, 2000
<TABLE>
<CAPTION>
Assets
<S> <C>
Cash and cash equivalents $ 403
Receivables and deposits 125
Restricted escrows 95
Other assets 249
Investment properties:
Land $ 3,120
Buildings and related personal property 18,856
21,976
Less accumulated depreciation (8,057) 13,919
$ 14,791
Liabilities and Partners' (Deficit) Capital
Liabilities
Accounts payable $ 48
Due to general partner 204
Tenant security deposit liabilities 46
Accrued property taxes 239
Other liabilities 152
Mortgage notes payable 10,285
Partners' (Deficit) Capital
General partner $ (314)
Limited partners (26,111 units issued and
outstanding) 4,131 3,817
$ 14,791
</TABLE>
See Accompanying Notes to Consolidated Financial Statements
<PAGE>
b)
FOX STRATEGIC HOUSING INCOME PARTNERS
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(in thousands, except unit data)
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
June 30, June 30,
2000 1999 2000 1999
Revenues:
<S> <C> <C> <C> <C>
Rental income $ 755 $ 707 $ 1,499 $ 1,395
Other income 40 56 68 106
Total revenues 795 763 1,567 1,501
Expenses:
Operating 269 248 495 476
General and administrative 138 67 191 125
Depreciation 177 159 350 322
Interest 179 171 358 354
Property taxes 76 67 146 117
Total expenses 839 712 1,540 1,394
Net (loss) income $ (44) $ 51 $ 27 $ 107
Net (loss) income allocated to
general partner $ (9) $ 10 $ 5 $ 21
Net (loss) income allocated to
limited partners (35) 41 22 86
$ (44) $ 51 $ 27 $ 107
Net (loss) income per limited
partnership unit $ (1.34) $ 1.57 $ 0.84 $ 3.29
Distributions per limited
partnership unit $ 28.57 $ 0.11 $ 28.57 $ 0.11
</TABLE>
See Accompanying Notes to Consolidated Financial Statements
<PAGE>
c)
FOX STRATEGIC HOUSING INCOME PARTNERS
CONSOLIDATED STATEMENT OF CHANGES IN PARTNERS' (DEFICIT) CAPITAL
(Unaudited)
(in thousands, except unit data)
<TABLE>
<CAPTION>
Limited
Partnership General Limited
Units Partner Partners Total
<S> <C> <C> <C> <C>
Original capital contributions 26,111 $ -- $26,111 $26,111
Partners' (deficit) capital at
December 31, 1999 26,111 $ (304) $ 4,855 $ 4,551
Distribution to limited partners -- (15) (746) (761)
Net income for the six months
ended June 30, 2000 -- 5 22 27
Partners' (deficit) capital
at June 30, 2000 26,111 $ (314) $ 4,131 $ 3,817
</TABLE>
See Accompanying Notes to Consolidated Financial Statements
<PAGE>
d)
FOX STRATEGIC HOUSING INCOME PARTNERS
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(in thousands)
<TABLE>
<CAPTION>
Six Months Ended
June 30,
2000 1999
Cash flows from operating activities:
<S> <C> <C>
Net income $ 27 $ 107
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation 350 322
Amortization of loan costs 15 6
Change in accounts:
Receivables and deposits (15) 19
Other assets (8) 20
Accounts payable (27) 3
Tenant security deposit liabilities 3 2
Accrued property taxes 64 (50)
Due to general partner (13) --
Other liabilities 20 --
Net cash provided by operating activities 470 429
Cash flows from investing activities:
Property improvements and replacements (231) (84)
Net withdrawals from restricted escrows -- 20
Net cash used in investing activities (231) (64)
Cash flows from financing activities:
Payments on mortgage notes payable (62) (57)
Distribution to partners (761) (3)
Net cash used in financing activities (823) (60)
Net (decrease) increase in cash and cash equivalents (584) 305
Cash and cash equivalents at beginning of period 987 2,127
Cash and cash equivalents at end of period $ 403 $ 2,432
Supplemental disclosure of cash flow information:
Cash paid for interest $ 343 $ 347
At December 31, 1999, approximately $69,000 of property improvements and
replacements were included in accounts payable.
</TABLE>
See Accompanying Notes to Consolidated Financial Statements
<PAGE>
e)
FOX STRATEGIC HOUSING INCOME PARTNERS
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Note A - Basis of Presentation
The accompanying unaudited consolidated financial statements of Fox Strategic
Housing Income Partners (the "Partnership" or "Registrant") have been prepared
in accordance with generally accepted accounting principles for interim
financial information and with the instructions to Form 10-QSB and Item 310(b)
of Regulation S-B. Accordingly, they do not include all of the information and
footnotes required by generally accepted accounting principles for complete
financial statements. In the opinion of Fox Capital Management Corporation
("FCMC" or the "Managing General Partner"), a California corporation, all
adjustments (consisting of normal recurring accruals) considered necessary for a
fair presentation have been included. Operating results for the three and six
month periods ended June 30, 2000 are not necessarily indicative of the results
that may be expected for the fiscal year ending December 31, 2000. For further
information, refer to the consolidated financial statements and footnotes
thereto included in the Partnership's Annual Report on Form 10-KSB for the
fiscal year ended December 31, 1999.
Principles of Consolidation: The consolidated financial statements include the
statements of the Partnership and Westlake East Associates, L.P., a limited
partnership in which the partnership owns a 99% interest. The general partner of
Westlake East Associates, L.P., may be removed by the Registrant; therefore, the
consolidated partnership is controlled and consolidated by the Registrant. All
significant inter-partnership transactions and balances have been eliminated.
Note B - Transfer of Control
Pursuant to a series of transactions which closed on October 1, 1998 and
February 26, 1999, Insignia Financial Group, Inc. and Insignia Properties Trust
merged into Apartment Investment and Management Company ("AIMCO"), a publicly
traded real estate investment trust, with AIMCO being the surviving corporation
(the "Insignia Merger"). As a result, AIMCO acquired 100% ownership interest in
the Managing General Partner. The Managing General Partner does not believe that
this transaction has had or will have a material effect on the affairs and
operations of the Partnership.
Note C - Transactions with Affiliated Parties
The Partnership has no employees and is dependent on the Managing General
Partner and its affiliates for the management and administration of all
Partnership activities. The Partnership Agreement provides for certain payments
to affiliates for services and as reimbursement of certain expenses incurred by
affiliates on behalf of the Partnership. The following transactions with the
Managing General Partner and/or its affiliates were incurred during the six
months ended June 30, 2000 and 1999:
2000 1999
(in thousands)
Property management fees (included in operating expenses) $ 79 $ 74
Reimbursement for services of affiliates (included in
investment properties and general and administrative
expenses) 32 24
Partnership management fee (included in general and
administrative expense) 63 --
<PAGE>
During the six months ended June 30, 2000 and 1999, affiliates of the Managing
General Partner were entitled to receive 5% of gross receipts from both of the
Partnership's properties as compensation for providing property management
services. The Partnership paid to such affiliates approximately $79,000 and
$74,000 for the six months ended June 30, 2000 and 1999, respectively.
An affiliate of the Managing General Partner received reimbursements of
accountable administrative expenses amounting to approximately $32,000 and
$24,000 for the six month periods ended June 30, 2000 and 1999, respectively.
In addition, the general partner earned $63,000 in Partnership management fees
on distributions from operations during the six months ended June 30, 2000, of
which approximately $24,000 are paid and approximately $39,000 are subordinated
to the limited partner's annual receipt of 8% of adjusted investment capital, as
defined in the Partnership Agreement. An additional $165,000 of Partnership
management fees from previous years is also subordinated.
AIMCO and its affiliates currently own 9,122 limited partnership units in the
Partnership representing approximately 34.94% of the outstanding units. A number
of these units were acquired pursuant to tender offers made by AIMCO or its
affiliates. It is possible that AIMCO or its affiliates will make one or more
additional offers to acquire additional limited partnership interests in the
Partnership for cash or in exchange for units in the operating partnership of
AIMCO. Under the Partnership Agreement, unitholders holding a majority of the
Units are entitled to take action with respect to a variety of matters. When
voting on matters, AIMCO would in all likelihood vote the Units it acquired in a
manner favorable to the interest of the Managing General Partner because of
their affiliation with the Managing General Partner.
Note D - Distributions
The Partnership distributed cash from operations of approximately $761,000
(approximately $746,000 to the limited partners, $28.57 per limited partnership
unit). In April 1999, the Partnership paid approximately $3,000 for withholding
taxes on behalf of the limited partners.
Note E - Segment Information
Description of the types of products and services from which the reportable
segment derives its revenues: The Partnership has one reportable segment:
residential properties. The Partnership's residential property segment consists
of two apartment complexes, one each located in Ohio and Georgia. The
Partnership rents apartment units to tenants for terms that are typically twelve
months or less.
Measurement of segment profit or loss: The Partnership evaluates performance
based on segment profit (loss) before depreciation. The accounting policies of
the reportable segment are the same as those of the Partnership as described in
Partnership's Annual Report on Form 10-KSB for the year ended December 31, 1999.
Factors management used to identify the enterprise's reportable segment: The
Partnership's reportable segment consists of investment properties that offer
similar products and services. Although each of the investment properties is
managed separately, they have been aggregated into one segment as they provide
services with similar types of products and customers.
<PAGE>
Segment information for the three and six month periods ended June 30, 2000 and
1999, is shown in the following tables below. The "Other" column includes
Partnership administration related items and income and expense not allocated to
the reportable segment.
Three Months Ended June 30, 2000 Residential Other Totals
(in thousands)
Rental income $ 755 $ -- $ 755
Other income 37 3 40
Interest expense 179 -- 179
Depreciation 177 -- 177
General and administrative expense -- 138 138
Segment profit (loss) 91 (135) (44)
Six Months Ended June 30, 2000 Residential Other Totals
(in thousands)
Rental income $ 1,499 $ -- $ 1,499
Other income 63 5 68
Interest expense 358 -- 358
Depreciation 350 -- 350
General and administrative expense -- 191 191
Segment profit (loss) 213 (186) 27
Total assets 14,565 226 14,791
Capital expenditures for investment
properties 162 -- 162
Three Months Ended June 30, 1999 Residential Other Totals
(in thousands)
Rental income $ 707 $ -- $ 707
Other income 54 2 56
Interest expense 171 -- 171
Depreciation 159 -- 159
General and administrative expense -- 67 67
Segment profit (loss) 116 (65) 51
<PAGE>
Six Months Ended June 30, 1999 Residential Other Totals
(in thousands)
Rental income $ 1,395 $ -- $ 1,395
Other income 103 3 106
Interest expense 354 -- 354
Depreciation 322 -- 322
General and administrative expense -- 125 125
Segment profit (loss) 229 (122) 107
Total assets 17,078 179 17,257
Capital expenditures for investment
properties 84 -- 84
Note F - Legal Proceedings
In March 1998, several putative unit holders of limited partnership units of the
Partnership commenced an action entitled Rosalie Nuanes, et al. v. Insignia
Financial Group, Inc., et al. in the Superior Court of the State of California
for the County of San Mateo. The plaintiffs named as defendants, among others,
the Partnership, its Managing General Partner and several of their affiliated
partnerships and corporate entities. The action purports to assert claims on
behalf of a class of limited partners and derivatively on behalf of a number of
limited partnerships (including the Partnership) which are named as nominal
defendants, challenging the acquisition of interests in certain general partner
entities by Insignia Financial Group, Inc. and entities which were, at one time,
affiliates of Insignia; past tender offers by the Insignia affiliates to acquire
limited partnership units; the management of partnerships by the Insignia
affiliates; and the Insignia Merger. The plaintiffs seek monetary damages and
equitable relief, including judicial dissolution of the Partnership. On June 25,
1998, the Managing General Partner filed a motion seeking dismissal of the
action. In lieu of responding to the motion, the plaintiffs have filed an
amended complaint. The Managing General Partner filed demurrers to the amended
complaint which were heard February 1999.
Pending the ruling on such demurrers, settlement negotiations commenced. On
November 2, 1999, the parties executed and filed a Stipulation of Settlement,
settling claims, subject to final court approval, on behalf of the Partnership
and all limited partners who owned units as of November 3, 1999. Preliminary
approval of the settlement was obtained on November 3, 1999 from the Court, at
which time the Court set a final approval hearing for December 10, 1999. Prior
to the December 10, 1999 hearing, the Court received various objections to the
settlement, including a challenge to the Court's preliminary approval based upon
the alleged lack of authority of prior lead counsel to enter the settlement. On
December 14, 1999, the Managing General Partner and its affiliates terminated
the proposed settlement. In February 2000, counsel for some of the named
plaintiffs filed a motion to disqualify plaintiff's lead and liaison counsel who
negotiated the settlement. On June 27, 2000, the Court entered an order
disqualifying them from the case. The Court will entertain applications for lead
counsel which must be filed by August 4, 2000. The Court has scheduled a hearing
on August 21, 2000 to address the issue of appointing lead counsel. The Managing
General Partner does not anticipate that costs associated with this case will be
material to the Partnership's overall operations.
The Partnership is unaware of any other pending or outstanding litigation that
is not of a routine nature arising in the ordinary course of business.
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
The matters discussed in this Form 10-QSB contain certain forward-looking
statements and involve risks and uncertainties (including changing market
conditions, competitive and regulatory matters, etc.) detailed in the
disclosures contained in this Form 10-QSB and the other filings with the
Securities and Exchange Commission made by the Partnership from time to time.
The discussion of the Partnership's business and results of operations,
including forward-looking statements pertaining to such matters, does not take
into account the effects of any changes to the Partnership's business and
results of operation. Accordingly, actual results could differ materially from
those projected in the forward-looking statements as a result of a number of
factors, including those identified herein.
The Partnership's investment properties consist of two apartment complexes. The
following table sets forth the average occupancy of the properties for the six
months ended June 30, 2000 and 1999:
Average Occupancy
Property 2000 1999
Barrington Place Apartments 90% 83%
Westlake, Ohio
Wood View Apartments 97% 95%
Atlanta, Georgia
The Managing General Partner attributes the increase in occupancy at Barrington
Place to the implementation of a more aggressive marketing campaign and a
reduction in average rental rates to be more competitive with other complexes
within the market.
Results of Operations
The Partnership's net income for the six months ended June 30, 2000 was
approximately $27,000 as compared to net income of approximately $107,000 for
the six months ended June 30, 1999. The Partnership realized a net loss for the
three months ended June 30, 1999 of approximately $44,000 as compared to net
income of approximately $51,000 for the corresponding period of 1999. The
decrease in net income for the three and six months ended June 30, 2000 is
attributable to an increase in total expenses which more than offset an increase
in total revenues. The increase in total expenses for both periods is primarily
attributable to an increase in operating, property tax, depreciation, and
general and administrative expenses. Operating expenses increased primarily due
to increased payroll costs at both the Partnership's properties and increased
property management fees. The increase in property tax expense is due primarily
to an increased assessed value at Barrington Place Apartments. Depreciation
expense increased primarily due to capital improvements completed during the
last twelve months which are now being depreciated. The increase in general and
administrative expenses is primarily due to an increase in Partnership
management fees on distributions from operations. The Managing General Partner
earned approximately $63,000 in Partnership Management fees on distributions
from operations during the six months ended June 30, 2000. There were no similar
fees earned during the corresponding period in 1999 because there were no
distributions from operations in that period. In addition, there was an increase
in professional expenses necessary to operate the Partnership, partially offset
by a decrease in legal expenses primarily due to the settlement of a lawsuit in
1999 as discussed in the Partnership's Form 10-QSB at March 31, 1999. Included
in general and administrative expenses for the six months ended June 30, 2000
and 1999 are reimbursements to the Managing General Partner allowed under the
Partnership Agreement associated with its management of the Partnership. In
addition, costs associated with the quarterly and annual communications with
investors and regulatory agencies and the annual audit required by the
Partnership Agreement are also included.
Total revenues increased for the three and six months ended June 30, 2000
primarily due to an increase in rental income, partially offset by a decrease in
other income. The increase in rental income for both periods is due to an
increase in occupancy at Barrington Place Apartments, as discussed above,
partially offset by a decrease in rental rates, as well as an increase in
occupancy and rental rates at Wood View Apartments. The decrease in other income
for both periods is primarily due to a decrease in interest income due to lower
average cash balances held in interest bearing accounts and a decrease in lease
cancellation fees and cleaning and damage fees, partially offset by an increase
in local telephone income.
As part of the ongoing business plan of the Partnership, the Managing General
Partner monitors the rental market environment of both of its investment
properties to assess the feasibility of increasing rents, maintaining or
increasing occupancy levels and protecting the Partnership from increases in
expenses. As part of this plan, the Managing General Partner attempts to protect
the Partnership from the burden of inflation-related increases in expenses by
increasing rents and maintaining a high overall occupancy level. However, due to
changing market conditions, which can result in the use of rental concessions
and rental reductions to offset softening market conditions, there is no
guarantee that the Managing General Partner will be able to sustain such a plan.
Liquidity and Capital Resources
At June 30, 2000, the Partnership had cash and cash equivalents of approximately
$403,000 as compared to approximately $2,432,000 at June 30, 1999. The net
decrease in cash and cash equivalents from the Partnership's year ended December
31, 1999 is approximately $584,000. The decrease is due to approximately
$823,000 of cash used in financing activities and approximately $231,000 of cash
used in investing activities partially offset by approximately $470,000 of cash
provided by operating activities. Cash used in financing activities consisted of
distributions to partners and payments of principal made on the mortgages
encumbering the Partnership's properties. Cash used in investing activities
consisted of property improvements and replacements. The Partnership invests its
working capital reserves in money market accounts.
The sufficiency of existing liquid assets to meet future liquidity and capital
expenditure requirements is directly related to the level of capital
expenditures required at the properties to adequately maintain the physical
assets and other operating needs of the Partnership and to comply with Federal,
state, and local legal and regulatory requirements. Capital improvements planned
for each of the Partnership's properties are detailed below.
Barrington Place
During the six months ended June 30, 2000, the Partnership expended
approximately $56,000 for capital improvements at Barrington Place
primarily consisting of swimming pool upgrades, carpet and vinyl replacements,
heating upgrades and water heater replacements. These improvements were funded
from operating cash flow. Capital improvements budgeted for 2000 are expected to
cost approximately $125,000, which include, but are not limited to, carpet
replacement, exterior painting, heating upgrades, swimming pool improvements and
appliance replacements.
Wood View
During the six months ended June 30, 2000, the Partnership expended
approximately $106,000 for capital improvements at Wood View primarily
consisting of plumbing enhancements, a submetering project, a water conservation
project, and carpet and vinyl replacement. These improvements were funded from
operating cash flow. Capital improvements budgeted for 2000 are expected to cost
approximately $145,000 which include, but are not limited to, plumbing
enhancements, carpet and vinyl replacement, wall covering replacement, and air
conditioning unit replacement.
The additional capital expenditures will be incurred only if cash is available
from operations or from Partnership reserves. To the extent that such budgeted
capital improvements are completed, the Partnership's distributable cash flow,
if any, may be adversely affected at least in the short term.
The Partnership's current assets are thought to be sufficient for any near-term
needs (exclusive of capital improvements) of the Partnership. At June 30, 2000,
mortgage indebtedness was approximately $10,285,000. The loan on the Wood View
Apartments in the amount of approximately $5,485,000 bears interest at a rate of
6.64% per annum. The mortgage encumbering Barrington Place Apartments in the
amount of $4,800,000 bears interest at a rate of 6.65%. Both mortgage loans
mature on August 1, 2008, with balloon payments due, at which time the
properties will need to be refinanced or sold. If the properties cannot be
refinanced and/or sold for a sufficient amount, the Partnership will risk losing
such properties through foreclosure.
The Partnership distributed cash from operations of approximately $761,000
(approximately $746,000 to the limited partners, $28.57 per limited partnership
unit). In April 1999, the Partnership paid approximately $3,000 for withholding
taxes on behalf of the limited partners. Future cash distributions will depend
on the levels of net cash generated from operations, the availability of cash
reserves, and the timing of debt maturities, refinancings and/or property sales.
The Partnership's distribution policy is reviewed on a semi-annual basis. There
can be no assurance, however, that the Partnership will generate sufficient
funds from operations after required capital expenditures to permit additional
distributions to its partners during the remainder of 2000 or subsequent
periods.
<PAGE>
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
In March 1998, several putative unit holders of limited partnership units of the
Partnership commenced an action entitled Rosalie Nuanes, et al. v. Insignia
Financial Group, Inc., et al. in the Superior Court of the State of California
for the County of San Mateo. The plaintiffs named as defendants, among others,
the Partnership, its Managing General Partner and several of their affiliated
partnerships and corporate entities. The action purports to assert claims on
behalf of a class of limited partners and derivatively on behalf of a number of
limited partnerships (including the Partnership) which are named as nominal
defendants, challenging the acquisition of interests in certain general partner
entities by Insignia Financial Group, Inc. and entities which were, at one time,
affiliates of Insignia; past tender offers by the Insignia affiliates to acquire
limited partnership units; the management of partnerships by the Insignia
affiliates; and the Insignia Merger. The plaintiffs seek monetary damages and
equitable relief, including judicial dissolution of the Partnership. On June 25,
1998, the Managing General Partner filed a motion seeking dismissal of the
action. In lieu of responding to the motion, the plaintiffs have filed an
amended complaint. The Managing General Partner filed demurrers to the amended
complaint which were heard February 1999.
Pending the ruling on such demurrers, settlement negotiations commenced. On
November 2, 1999, the parties executed and filed a Stipulation of Settlement,
settling claims, subject to final court approval, on behalf of the Partnership
and all limited partners who owned units as of November 3, 1999. Preliminary
approval of the settlement was obtained on November 3, 1999 from the Court, at
which time the Court set a final approval hearing for December 10, 1999. Prior
to the December 10, 1999 hearing, the Court received various objections to the
settlement, including a challenge to the Court's preliminary approval based upon
the alleged lack of authority of prior lead counsel to enter the settlement. On
December 14, 1999, the Managing General Partner and its affiliates terminated
the proposed settlement. In February 2000, counsel for some of the named
plaintiffs filed a motion to disqualify plaintiff's lead and liaison counsel who
negotiated the settlement. On June 27, 2000, the Court entered an order
disqualifying them from the case. The Court will entertain applications for lead
counsel which must be filed by August 4, 2000. The Court has scheduled a hearing
on August 21, 2000 to address the issue of appointing lead counsel. The Managing
General Partner does not anticipate that costs associated with this case will be
material to the Partnership's overall operations.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
a) Exhibits:
Exhibit 27, Financial Data Schedule, is filed as an exhibit to
this report.
b) Reports on Form 8-K:
None filed during the quarter ended June 30, 2000.
<PAGE>
SIGNATURES
In accordance with the requirements of the Exchange Act, the Registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
FOX STRATEGIC HOUSING INCOME PARTNERS
(a California Limited Partnership)
By: FOX PARTNERS VIII
Its General Partner
By: Fox Capital Management Corporation
Its Managing General Partner
By: /s/Patrick J. Foye
Patrick J. Foye
Executive Vice President
By: /s/Martha L. Long
Martha L. Long
Senior Vice President and
Controller
Date: