ASSOCIATED PLANNERS REALTY INCOME FUND
10-Q/A, 1995-09-29
LESSORS OF REAL PROPERTY, NEC
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<PAGE>      
          SECURITIES AND EXCHANGE COMMISSION
      
               Washington, D.C.  20549
      
                 ___________________
      
      
                     FORM 10-Q/A
      
      
      AMENDMENT TO GENERAL FORM FOR REGISTRATION OF SECURITIES
                  Filed pursuant to Section 12(g)
               THE SECURITIES EXCHANGE ACT OF 1934
      
      
                 ASSOCIATED PLANNERS REALTY INCOME FUND
        (Exact name of registrant as specified in its charter)
      
                   AMENDMENT NO. 1
      
                  File No. 33-11013
      The undersigned Registrant hereby amends the following items, financial
      statements, exhibits or other portions of its General Form for
      Registration of Securities on Form 10-Q as set forth in the pages
      attached hereto:
      
      10-Q for the Quarter ending June 30, 1995
      
                     Item 1 and 2
      
      Pursuant to the requirements of the Securities Exchange Act of 1934, the
      Registrant has duly caused this Amendment to be signed on its behalf by
      the undersigned thereunto duly authorized.
      
      
        ASSOCIATED PLANNERS REALTY INCOME FUND
                      (Registrant)
      
      Date:                                                        
      
      
      By:               West Coast Realty Advisors, Inc. (General Partner)
               
      
                    By:                                                     
                             Michael G. Clark, Vice President/Treasurer
      
      
<PAGE>
                             
          ASSOCIATED PLANNERS REALTY INCOME FUND
            (A California Limited Partnership)
      
      ITEM 1.  FINANCIAL STATEMENTS
      
          In the opinion of the General Partner of Associated Planners Realty
      Income Fund (the "Partnership"), all adjustments necessary for a fair
      presentation of the Partnership's results for the three and six months
      ended June 30, 1995 and 1994, have been made in the following financial
      statements.  However, such financial statements are unaudited and are
      subject to any year-end adjustments that may be necessary.
      
<TABLE>
      
                    BALANCE SHEETS
      June 30, 1995 (Unaudited) and December 31, 1994
<CAPTION>
                                            June 30,        December 31,
                                             1995                1994 
                                         (Unaudited)         
<S>                                            <C>                 <C>
  ASSETS
  RENTAL REAL ESTATE, net of
     accumulated depreciation (Note 2)     $4,121,886          $4,160,924
  CASH & CASH EQUIVALENTS                      51,477              85,804
  INVESTMENT IN GOVERNMENT SECURITIES         168,949             163,272
  OTHER ASSETS                                 66,580              25,929
                                           $4,408,892          $4,435,929
  LIABILITIES AND PARTNERS' EQUITY                                      
  
  ACCRUED LIABILITIES                         $17,687             $24,316   
  PREPAID RENT                                  2,258                 ---
  PROPERTY SECURITY DEPOSITS                   28,290              30,698
    TOTAL LIABILITIES                          48,235              55,014
  COMMITMENTS AND CONTINGENCIES
  PARTNERS' EQUITY:
     Limited Partner:
    $1,000 stated value per unit;
    authorized 12,000 units;
    issued and outstanding - 5,096          4,166,817          4,196,996
     General Partner:                         193,840            183,919
  TOTAL PARTNERS EQUITY                     4,360,657          4,380,915
                                           $4,408,892         $4,435,929
</TABLE>
[FN]
         See accompanying notes to financial statements.<PAGE>
<PAGE>
<TABLE>
      ASSOCIATED PLANNERS REALTY INCOME FUND
        (A California Limited Partnership)
      
      
            STATEMENTS OF PARTNERS' EQUITY
            Six Months Ended June 30, 1995
                     (Unaudited)
<CAPTION>
      
      
                                              Limited  Partners      General
                                 Total          Units    Amount       Partner
<S>                                <C>           <C>       <C>           <C>    
BALANCE, December 31, 1994      $4,380,915     5,096   $4,196,996    $183,919
      
Net income                          55,071       ---       45,150       9,921
      
Distributions to limited partners (75,329)       ---     (75,329)         ---
      
BALANCE, June 30, 1995          $4,360,657     5,096   $4,166,817    $193,840
      
      
      
      
            Six Months Ended June 30, 1994
                     (Unaudited)
<CAPTION>
      
      
                                             Limited  Partners      General
                                  Total       Units    Amount       Partner
<S>                                 <C>         <C>      <C>          <C>      
BALANCE, December 31, 1993      $4,381,340    5,096  $4,228,487     $152,853
      
Net income                         101,942      ---      87,350       14,592
      
Distributions to limited partners(127,400)      ---   (127,400)          ---
      
BALANCE, June 30, 1994          $4,355,882    5,096  $4,188,437     $167,445
      
      
</TABLE>
[FN]
            See accompanying notes to financial statements.<PAGE>

<PAGE>
<TABLE>
                ASSOCIATED PLANNERS REALTY INCOME FUND
                  (A California Limited Partnership)

                         STATEMENTS OF INCOME
           Three and Six Months Ended June 30, 1995 and 1994
                              (Unaudited)

<CAPTION>
                            Three Months Three Months  Six Months Six Months 
                                Ended        Ended       Ended       Ended   
                                June 30,    June 30,    June 30,     June 30,
                               1995          1994      1995          1994    
                             (Unaudited)  (Unaudited)(Unaudited)  (Unaudited)
<S>                                <C>          <C>          <C>        <C>
REVENUES:
   Rental                         $102,270    $125,357    $175,633    $247,115
   Interest                          3,549       2,172       5,526       3,719

                                   105,819     127,529     181,159     250,834

COSTS AND EXPENSES:
   Operating                        20,504      13,166      33,338      26,688
   Property taxes                    5,003       4,892       9,293       9,784
   Property management fees          4,226       6,268       7,428      12,356
   General and administrative       15,493      20,317      29,021      42,729
   Unrealized (gain) loss from investment in 
    government securities            2,607       4,677     (2,030)       8,475
   Depreciation and amortization    24,519      24,500      49,038      48,860
     
                                    72,352      73,820     126,088     148,892

NET INCOME                         $33,467     $53,709     $55,071    $101,942
NET INCOME PER
   LIMITED PARTNERSHIP UNIT           $5.48      $9.05       $8.86      $17.14  

</TABLE>
[FN]
              See accompanying notes to financial statements.<PAGE>

<PAGE>
<TABLE>

              ASSOCIATED PLANNERS REALTY INCOME FUND
                (A California Limited Partnership)

                     STATEMENTS OF CASH FLOWS
             Six Months Ended June 30, 1995 and 1994
                           (Unaudited)
<CAPTION>
                                                  Six Months    Six Months
                                                     Ended        Ended
                                                   June 30,      June 30,
                                                     1995          1994        
                                                  (Unaudited)  (Unaudited)
<S>                                                    <C>          <C>
Cash flows from operating activities:
   Net income                                        $55,071      $101,942

Adjustment to reconcile net income to
net cash provided by operating activities:                                     
     Depreciation and amortization                    49,038        48,860
     Net proceeds from (purchases) sales of investments
      in government securities                       (3,647)         7,534
     Unrealized loss (gain) from investment in              
     government securities                           (2,030)         8,475
Increase (decrease) from changes in:
     Other assets                                   (40,651)        11,784
     Accounts payable                                (6,629)      (43,326)
     Prepaid rent                                      2,258         1,747
     Security deposits                               (2,408)           ---  
Net cash provided by operating activities             51,002       137,016

Cash flows from investing activities:
    Additions to rental real estate                 (10,000)      (31,136)
Net cash used in investing activities               (10,000)      (31,136)

Cash flows from financing activities:
   Distributions to limited partners                (75,329)     (127,400)

Net increase in cash and cash equivalents           (34,327)      (21,520)

Cash and cash equivalents at beginning of period      85,804        40,278
  
Cash and cash equivalents at end of period           $51,477       $18,758

</TABLE>
[FN]
         See accompanying notes to financial statements. <PAGE>

<PAGE>
        ASSOCIATED PLANNERS REALTY INCOME FUND
          (A California Limited Partnership)
            SUMMARY OF ACCOUNTING POLICIES
      
      BASIS OF PRESENTATION
      
         The accompanying balance sheet as of June 30, 1995, the income
      statements and statements of cash flow for the three and six month
      periods ended June 30, 1995, and 1994 are unaudited, but in the opinion
      of management includes all adjustments, consisting only of normal
      recurring accruals, necessary for a fair presentation of the financial
      position and results of operations for the periods presented.  The
      results of operations for the three and six month periods ended
      June 30, 1995, are not necessarily indicative of results to be expected
      for the year ended December 31, 1995.
      
         The financial statements do not give effect to any assets that the
      partners may have outside of their interest in the partnership, nor to
      any personal obligations, including income taxes, of the partners.
      
      BUSINESS
      
         Associated Planners Realty Income Fund ("the Partnership"), a
      California limited partnership, was formed on December 23, 1986 under
      the Revised Limited Partnership Act of the State of California for the
      purpose of developing or acquiring, managing and operating unleveraged
      income producing real estate.  The Partnership met its minimum funding
      of $1,200,000 on February 26, 1988 and terminated its offering on
      September 5, 1989.
      
      RENTAL REAL ESTATE AND DEPRECIATION
      
      Assets are stated at cost.  Depreciation is computed using the
      straight-line method over an estimated useful lives ranging from 31.5
      to 40 years for financial reporting and income tax reporting purposes.
      
      ORGANIZATIONAL COSTS
      
      Organizational costs are capitalized and amortized over the first five
      years of the partnership.  
      
      LEASE COMMISSIONS
      
      Lease commissions which are paid to real estate brokers for locating
      tenants are capitalized and amortized over the life of the lease. 
      
<PAGE>      
      
        ASSOCIATED PLANNERS REALTY INCOME FUND
          (A California Limited Partnership)
      
            SUMMARY OF ACCOUNTING POLICIES
                     (Continued)
      
      RENTAL INCOME
      
         Rental revenue is recognized on a straight-line basis to the extent
      that rental revenue is deemed collectible.
      
      INVESTMENT IN GOVERNMENT SECURITIES
      
         Investment in Government Securities, which represent trading
      securities, are accounted for in accordance with SFAS No. 115.  The
      difference between historical cost and market value are reported as
      unrealized gains or losses in the statements of income.

      STATEMENT OF CASH FLOWS
      
         For purposes of the statements of cash flows, the Partnership
      considers cash in the bank, and all highly-liquid investments purchased
      with original maturities of three months or less to be cash and cash
      equivalents.

<PAGE>

               ASSOCIATED PLANNERS REALTY INCOME FUND
                 (A California Limited Partnership)
      
                     NOTES TO FINANCIAL STATEMENTS
      Three and Six Months Ended June 30, 1995 and 1994 (Unaudited)
                         and December 31, 1994
      
      Note 1 - Nature of Partnership Business
      
         Associated Planners Realty Income Fund, a California limited
      partnership (the "Fund"), was formed on December 23, 1986 under the
      Revised Limited Partnership Act of the State of California for the
      purpose of acquiring, managing and operating income-producing real
      estate.              

         Under the terms of the partnership agreement, the General Partner
      (West Coast Realty Advisors, Inc. and W. Thomas Maudlin Jr.) is entitled
      to cash distributions and net income allocations varying from 1% for
      depreciation allocations to 15% of cash and income after the limited
      partners have received cash distributions equal to their initial cash
      investment plus a cumulative 8% return.  The General Partner is also
      entitled to cash distributions and net income allocations of 10% from
      ongoing partnership operations.  Further, the General Partner receives
      acquisition fees for locating and negotiating the purchase of rental
      real estate and management fees for operating the Partnership.  
      
      Note 2 - Rental Real Estate
      
         As of June 30, 1995 and December 31, 1994 the Fund's net real estate
      investment in the Yorba Center Building and PROCARE Industrial Building
      is as follows:  
      
                                         June 30,     December 31,
                                            1995          1994   
                                                               
Land                                     $1,282,861    $1,282,861
Buildings and Improvements                3,416,327     3,406,327
                                          4,699,188     4,689,188
Less Accumulated Depreciation               577,302       528,264

Net Real Estate Investment               $4,121,886    $4,160,924

<PAGE>      
      
               ASSOCIATED PLANNERS REALTY INCOME FUND
                 (A California Limited Partnership)
      
                    NOTES TO FINANCIAL STATEMENTS
      Three and Six Months Ended June 30, 1995 and 1994 (Unaudited)
                    and December 31, 1994 (continued)
      
      Note 3 - Related Party Transactions
       
      (a)   For Partnership management services rendered to the Partnership,
      the General Partner is entitled to receive 10% of all distributions of
      Cash from Operations.  These amounts totaled $8,352 for the six months
      ended June 30, 1995 and $14,156 for the six months ended June 30, 1994.
      
      (b)   For administrative services rendered to the Partnership, the
      General Partner, in accordance with the partnership agreement, was
      reimbursed $6,000 for the six months ended June 30, 1995 and 1994,
      and $3,000 for the three months ended June 30, 1995 and 1994.  
      
      (c)   Property management fees incurred in accordance with the
      Partnership Agreement to West Coast Realty Management, Inc., an
      affiliate of the corporate General Partner, totaled $7,428 for the six
      months ended June 30, 1995, $12,356 for the six months ended
      June 30, 1994, $4,226 for the three months ended June 30, 1995,
      and $6,268 for the three months ended June 30, 1994.
      
      (d)   During 1990, the Partnership acquired a 90% undivided interest in
      property located in San Marcos, California (Note 2).  The remaining 10%
      interest is owned by Associated Planners Realty Growth Fund, an
      affiliate.
                                         
      Note 4 - Net Income and Cash Distributions Per Limited Partnership Unit
      
            The Net Income per Limited Partnership Unit was computed in
      accordance with the Partnership Agreement on the basis of the number of
      outstanding limited partnership units.  Cash distributions of $8.50,
      $6.25 and $12.50 per unit are reflected for the distribution dates of
      May 5, 1995, February 3, 1995 and January 31, 1994 respectively.  The
      record date in each case was March 31, 1995, December 31, 1994 & 1993
      respectively.
      
      Note 5 - Subsequent Events
      
            The partnership distributed $50,960 ($10.00 per unit) on
      August 4, 1995 to Limited Partners of record as of June 30, 1995.

<PAGE>

        ASSOCIATED PLANNERS REALTY INCOME FUND
          (A California Limited Partnership)
      
      
      ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF 
               FINANCIAL CONDITION AND RESULTS OF OPERATIONS
     
      Introduction
      
             Associated Planners Realty Income Fund (the "Partnership") was
      organized in December 1986, under the California Revised Limited
      Partnership Act.  The Partnership began offering units for sale on
      October 20, 1987.  As of March 31, 1990, the Partnership had raised
      $4,652,625 in gross capital contributions.  The Partnership netted
      approximately $4,173,000 after sales commissions and syndication costs.  
      
            The Partnership was organized for the purpose of investing in,
      holding, and managing improved, leveraged income-producing property,
      such as residential property, office buildings, commercial buildings,
      industrial properties, and shopping centers.  The Partnership intends
      to own and operate such properties for investment over an anticipated
      holding period of approximately five to ten years.  
      
            The Partnership's principal investment objectives are to invest
      in rental real estate properties which will:  
      
          (1)   Preserve and protect the Partnership's invested capital;
      
          (2)   Provide for cash distributions from operations;
      
          (3)   Provide gains through potential appreciation; and
      
          (4)   Generate Federal income tax deductions so that during the
                early years of property operations, a portion of cash
                distributions may be treated as a return of capital for tax
                purposes and, therefore, may not represent taxable income to
                the limited partners.
      
<PAGE>  
      
                           ASSOCIATED PLANNERS REALTY INCOME FUND
                              (A California Limited Partnership)
      
      ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
              FINANCIAL CONDITION AND RESULTS OF OPERATIONS
              (Continued)
      
              The ownership and operation of any income-producing real estate
      is subject to those risks inherent in all real estate investments,
      including national and local economic conditions, the supply and demand
      for similar types of properties, competitive marketing conditions,
      zoning changes, possible casualty losses, and increases in real estate
      taxes, assessments, and operating expenses, as well as others.  
      
              The Partnership is operated by West Coast Realty Advisors, Inc.
      ("WCRA") (the corporate General Partner) and Mr. W. Thomas Maudlin Jr.
      (an individual General Partner), collectively the "General Partner,"
      subject to the terms of the Amended and Restated Agreement of Limited
      Partnership.  The Partnership has no employees, and all administrative
      services are provided by WCRA, the corporate General Partner.  
      
      Results of Operations
      
              Operations for the quarter ended June 30, 1995 reflect an entire
      period of operations for all Partnership properties.  Rental income for
      the three and six months ended June 30, 1995 decreased over that for
      the three and six months ended June 30, 1994 by approximately $23,100
      and $71,500 as a result of a vacancy at the San Marcos building from
      January 8, 1995 to February 13, 1995.  In addition, the new tenant (No
      Fear Inc.) entered into a lease at a rate that was 30% less than the
      rate on the lease of the prior tenant (Professional Care Products). 
      
              The statement of cash flows reflects proceeds from the sales
      (purchases) of government securities for 1995 and 1994.  These amounts
      pertain to gross sales and (purchases) of government securities and are
      not being reflected as net sales or (purchases) for the periods being
      reported.

      
<PAGE>      
      
        ASSOCIATED PLANNERS REALTY INCOME FUND
          (A California Limited Partnership)
      
      
      ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
              FINANCIAL CONDITION AND RESULTS OF OPERATIONS    
              (Continued)
      
      
             The Partnership generated $104,109 in income from operations
      before depreciation expense of $49,038 for the six months ended
      June 30, 1995 compared to $150,802 in income from operations before
      depreciation expense of $48,860 for the six months ended June 30, 1994.
      Interest income increased $1,807 (48.6%) as a result of higher interest
      rates and higher investable cash balances.  Operating and General and
      Administrative expenses decreased $7,058 (10.2%) as a result of lower
      repairs and maintenance and utilities for the six months ended
      June 30, 1995 as compared to the six months ended June 30, 1994.
      
             At June 30, 1995, the Yorba Center Shopping Center was 90%
      leased to seven tenants.
                           
      
      Liquidity and Capital Resources
      
             During the six months ended June 30, 1995, $51,002 in cash was
      provided by operating activities.  This resulted from a net cash basis
      income of $104,109 (net income plus depreciation expense) plus $2,258
      decreased in prepaid rents.  These operating cash flow additions were
      offset by a $40,651 increase in other assets (due to prepaid leasing
      costs paid in connection with the new tenant, No Fear, Inc.), a $6,629
      decrease in accounts payable (attributable to a normal decrease in
      trade accounts payable), a $3,107 increase in an investment in
      government securities (due to re-invested interest), a $2,030 in
      unrealized gain in government securities and a $2,408 decrease in
      security deposits (due to a lower security deposit received from the
      new tenant, No fear Inc. compared to the old tenant, Professional Care
      Products).  Cash used in investing activities totalled $10,000 in
      connection with tenant improvements on the San Marcos property.  Cash
      used in financing activities totalled $75,329 due to the distributions
      to the limited partners during the six months ended June 30, 1995.
      
<PAGE>      
      
        ASSOCIATED PLANNERS REALTY INCOME FUND
          (A California Limited Partnership)
      
      
      ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
              FINANCIAL CONDITION AND RESULTS OF OPERATIONS    
              (Continued)
      
      
            The Partnership's cash reserve is invested primarily in a pool of
      government securities managed by an outside independent investment
      firm.  This reserve is intended to provide stability and safety of
      principal, competitive interest rates and quick availability of funds.
      
            With the purchase of the 90% interest in the PROCARE Industrial
      Building in January 1990, the Partnership had completed its
      acquisition program. 

<PAGE>

            <PAGE>
        ASSOCIATED PLANNERS REALTY INCOME FUND
                       (A California Limited Partnership)
      
      
      
                 S I G N A T U R E S
      
      
      
               Pursuant to the requirements of the Securities Exchange Act of
      1934, the registrant has duly caused this report to be signed on its 
      behalf by the undersigned thereunto duly authorized.  
      
      
      
                            ASSOCIATED PLANNERS REALTY INCOME FUND
                                A California Limited Partnership
                                          (Registrant)
      
      
      
      
      
      Date: ____________________  By: WEST COAST REALTY ADVISORS, INC.
                                           A California Corporation
                                              A General Partner
      
      
                                                                             
                                    William T. Haas
                            Director and Executive Vice President
                                        Secretary
      
      
      
      
      Date: ____________________                                             
                                     Michael G. Clark
                                 Vice President / Treasurer
      
      

<TABLE> <S> <C>

<ARTICLE> 5
<CIK> 0000808420
<NAME> ASSOCIATED PLANNERS REALTY INCOME FUND
       
<S>                             <C>
<PERIOD-TYPE>                   6-MOS
<FISCAL-YEAR-END>                          DEC-31-1995
<PERIOD-END>                               JUN-30-1995
<CASH>                                          51,477
<SECURITIES>                                   168,949
<RECEIVABLES>                                    1,712
<ALLOWANCES>                                         0
<INVENTORY>                                          0
<CURRENT-ASSETS>                               287,006
<PP&E>                                       4,699,188
<DEPRECIATION>                                 577,302
<TOTAL-ASSETS>                               4,408,892
<CURRENT-LIABILITIES>                           48,235
<BONDS>                                              0
<COMMON>                                             0
                                0
                                          0
<OTHER-SE>                                   4,360,657
<TOTAL-LIABILITY-AND-EQUITY>                 4,408,892
<SALES>                                        175,633
<TOTAL-REVENUES>                               181,159
<CGS>                                          126,088
<TOTAL-COSTS>                                  126,088
<OTHER-EXPENSES>                                     0
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                                   0
<INCOME-PRETAX>                                      0
<INCOME-TAX>                                         0
<INCOME-CONTINUING>                                  0
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                    55,071
<EPS-PRIMARY>                                     8.86
<EPS-DILUTED>                                     8.86
        

</TABLE>


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