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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
___
FORM 10-Q
Quarterly Report Under Section 13 or 15(d)
Of the Securities Exchange Act of 1934
For Quarter Ended March 31, 1996 Commission File No. 000-16950
Prometheus Income Partners, a California Limited Partnership
(Exact name of registrant as specified in its charter)
California 77-0082138
(State or other jurisdiction of (IRS employee ID Number)
incorporation or organization)
350 Bridge Parkway
Redwood City, California 94065-1517
(Address of principal (zip code)
executive offices)
Registrant's telephone number, including area code: (415)596-5300
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(Former name, address and former fiscal year, if changed since last report)
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 requirements for the past 90 days.
Yes [X] No []
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<PAGE>
PART I: FINANCIAL INFORMATION
Item 1. Condensed Financial Statements
The accompanying unaudited financial statements should be read in
conjunction with the Form 10-K filed by the Partnership for the year ended
December 31, 1995. These statements have been prepared in accordance with
the instructions of the Securities and Exchange Commission Form 10-Q and do
not include all of the information and footnotes required by generally
accepted accounting principles for complete financial statements.
While the financial information is unaudited, in the opinion of the
General Partner, all adjustments (consisting of normal recurring adjustments)
considered necessary for a fair presentation have been included. The results
of operations for the three months ended March 31, 1996 are not
necessarily indicative of the results that may be expected for the year
ending December 31, 1996.
<PAGE>
<TABLE>
PROMETHEUS INCOME PARTNERS
a California Limited Partnership
BALANCE SHEETS
MARCH 31, 1996 AND DECEMBER 31, 1995
(In Thousands, Except for Unit Data)
<CAPTION>
March 31, December 31,
1996 1995
(Unaudited) (Audited)
<S> <C> <C>
ASSETS
Real Estate:
Land, buildings and improvements $ 29,288 $ 29,288
Accumulated depreciation (6,075) (5,938)
-------- --------
23,213 23,350
Cash 815 603
Deferred expenses, net 142 163
Accounts receivable and other assets 102 56
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Total assets $ 24,272 $ 24,172
======== ========
LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)
Notes payable $ 24,141 $ 23,791
Payables and accrued liabilites 393 276
-------- --------
Total liabilities 24,534 24,067
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General partner deficit (404) (404)
Limited partners' capital
18,995 limited partnership units
issued and outstanding 142 509
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Total partners' capital (deficit) (262) 105
-------- --------
Total liabilities and partners'
capital (deficit) $ 24,272 $ 24,172
======== ========
The accompanying notes are an integral
part of these financial statements.
</TABLE>
<PAGE>
<TABLE>
PROMETHEUS INCOME PARTNERS
a California Limited Partnership
STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED MARCH 31, 1996 AND 1995
(In Thousands, Except for Per Unit Data)
<CAPTION>
1996 1995
(Unaudited) (Unaudited)
<S> <C> <C>
REVENUES
Rental revenues $ 1,180 $ 1,001
Other income 24 23
Interest income 7 5
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Total revenues 1,211 1,029
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EXPENSES
Interest 620 586
Operating and administrative 425 357
Depreciation and amortization 158 153
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Total expenses 1,203 1,096
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NET INCOME (LOSS) $ 8 $ (67)
======= =======
Net income (loss) per $1,000
limited partnership unit $ .4 $ (4)
======= =======
Number of limited partnership
units used in computation 18,995 18,995
====== ======
The accompanying notes are an integral
part of these financial statements.
</TABLE>
<PAGE>
<TABLE>
PROMETHEUS INCOME PARTNERS
a California Limited Partnership
STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31, 1996 AND 1995
(In Thousands)
<CAPTION>
1996 1995
(Unaudited) (Unaudited)
<S> <C> <C>
CASH FLOW FROM OPERATING ACTIVITIES
Net income (loss) $ 8 $ (67)
Adjustments to reconcile net income (loss)
to cash provided by operating activities:
Depreciation and amortization 158 153
Increase in accounts receivable
and other assets (46) (82)
Deferral of mortgage interest 373 339
Increase (decrease) in payables
and accrued liabilities 117 (13)
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Net cash provided by operating activities 610 330
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CASH FLOWS FROM FINANCING ACTIVITIES
Principal reductions on notes payable (23) (23)
Distribution to partners (375) (424)
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Net cash used for financing activities (398) (447)
----- ------
Net increase (decrease) in cash 212 (117)
Cash at beginning of year 603 514
----- ------
Cash at end of period $ 815 $ 397
====== ======
The accompanying notes are an integral
part of these financial statements.
</TABLE>
<PAGE>
PROMETHEUS INCOME PARTNERS
a California Limited Partnership
NOTES TO FINANCIAL STATEMENTS
1. THE PARTNERSHIP
Prometheus Income Partners, a California Limited Partnership (the
Partnership), was formed to construct, invest in, operate and ultimately
sell two multi-family apartment projects, Alderwood Apartments (Alderwood)
and Timberleaf Apartments (Timberleaf), located in Santa Clara, California.
The General Partner is Prometheus Development Co., Inc., a California
corporation.
The financial information included herein at March 31, 1996 and for the
three months ended March 31, 1996 and 1995 is unaudited and, in the opinion
of the Partnership, reflects all adjustments (which include only normal
recurring accruals) necessary for a fair presentation of the financial position
as of those dates and the results of operations for those periods. The
information in the Balance Sheets at December 31, 1995 was derived from the
Partnership's audited annual report for 1995.
Partnership profits, losses and distributions are allocated among the
partners based on the provisions of the Partnership Agreement which generally
provide for allocations to begin when the partners are admitted to the
Partnership.
2. INCOME TAXES
In accordance with federal and California income tax regulations, no
income taxes are levied on the Partnership; rather, such taxes are levied
on the individual partners. Consequently, no provision or liability for
federal or California income tax has been reflected in the accompanying
financial statements.
<PAGE>
ITEM 2: Management's Discussion and Analysis of Financial Condition and
Results of Operations
INTRODUCTION
Alderwood and Timberleaf, which are located in Santa Clara, California,
are apartment complexes with 234 units and 124 units, respectively. The
properties commenced operations at completion of construction in December
1986.
LIQUIDITY AND CAPITAL RESOURCES
Cash generated by operations during the first three months of 1996 was
used to pay current operating expenses and debt service. During this period,
the Partnership also used cash flow from operations to make cash
distributions to the Limited Partners. In February 1996, the Partnership
distributed $375,000 to the Limited Partners.
RESULTS OF OPERATIONS
In the first quarter of 1995, the properties marketed available units at
rents which average $895 for one bedroom units and $1,104 for two bedroom
units. Average occupied rent for the quarter was $981 and average occupancy
during the quarter was 97% for Alderwood and 96% for Timberleaf. As of
March 31, 1995, Alderwood and Timberleaf were both 97% occupied.
In the first quarter of 1996, the properties marketed available units
at rents which averaged $1,103 for one bedroom units and $1,330 for two
bedroom units. Average occupied rent for the quarter was $1,078 and average
occupancy during the quarter was 97% for Alderwood and 98% for Timberleaf.
As of March 31, 1996, Alderwood and Timberleaf were both 97% occupied.
<PAGE>
PART II: OTHER INFORMATION
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Item 1. Legal Proceedings.
None.
Item 2. Changes in Securities.
None.
Item 3. Defaults Upon Senior Securities.
None.
Item 4. Submission of Matters to a Vote of Security Holders.
None.
Item 5. Other Information.
None.
Item 6. Exhibits and Reports on Form 8-K.
None.
<PAGE>
SIGNATURES
Pursuant to the requirements of the 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.
PROMETHEUS INCOME PARTNERS,
a California Limited Partnership
By PROMETHEUS DEVELOPMENT CO., INC.,
a California corporation
Its General Partner
Date: May 15, 1996 By: John H. Pringle
__________________________
John H. Pringle
Vice President
Date: May 15, 1996 By: Vicki R. Mullins
__________________________
Vicki R. Mullins
Chief Financial Officer
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EXHIBIT INDEX
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EXHIBIT
NO. DESCRIPTION
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27 Financial Data Schedule, which is submitted electronically
to the Securities and Exchange Commission for information
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the Balance
Sheets and the Statements of Operations filed as part of the annual report on
Form 10-K and is qualified in its entirety by reference to such annual report on
Form 10-Q.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> MAR-31-1996
<CASH> 815
<SECURITIES> 0
<RECEIVABLES> 102
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 917
<PP&E> 29,288
<DEPRECIATION> 6,075
<TOTAL-ASSETS> 24,272
<CURRENT-LIABILITIES> 393
<BONDS> 0
0
0
<COMMON> (262)
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 24,272
<SALES> 1,180
<TOTAL-REVENUES> 1,211
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 583
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 620
<INCOME-PRETAX> 8
<INCOME-TAX> 0
<INCOME-CONTINUING> 8
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 8
<EPS-PRIMARY> .4
<EPS-DILUTED> 0
</TABLE>