UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10 - K/A
Annual Report Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
For the Fiscal Year Ended March 31, 1996
Commission File Number 33-11194
CENTURY PACIFIC HOUSING FUND-I
A California Limited Partnership
I.R.S. Employer Identification No. 95-3938971
1925 Century Park East, Suite 1760, Los Angeles, CA 90067
Registrant's Telephone Number: (310) 208-1888
Securities Registered Pursuant to Section 12(b) or 12(g) of
the Act:
NONE
Indicate by check mark whether the registrant (1) has filed
all reports required to be filed with the Commission by
Section 13 or 15(d) of the Securities Exchange Act of 1934
during the preceding twelve months (or 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 [ ]
DOCUMENTS INCORPORATED BY REFERENCE
Registrant's Prospectus dated April 15, 1987, as amended
(the Prospectus) and the Registrant's Supplement No. 3
dated December 21, 1988 to Prospectus dated April 15,1987
(Supplement No. 3) but only to the extent expressly
incorporated by reference in Parts I through IV hereof.
Capitalized terms which are not defined herein have the
same meaning as in the Prospectus.
TABLE OF CONTENTS
PART I
Page
ITEM 1 BUSINESS 2
ITEM 2 PROPERTIES 3
ITEM 3 LEGAL PROCEEDINGS 6
ITEM 4 SUBMISSION OF MATTERS
TO A VOTE OF SECURITY HOLDERS 6
PART II
ITEM 5 MARKET FOR THE REGISTRANT'S
PARTNERSHIP INTERESTS 7
ITEM 6 SELECTED FINANCIAL DATA 7
ITEM 7 MANAGEMENT'S DISCUSSION AND
ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF
OPERATIONS 8
ITEM 8 FINANCIAL STATEMENTS AND
SUPPLEMENTARY DATA 11
ITEM 9 CHANGES AND DISAGREEMENTS WITH
ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE 11
PART III
ITEM 10 DIRECTORS AND EXECUTIVE OFFICERS
OF THE REGISTRANT 12
ITEM 11 EXECUTIVE COMPENSATION 13
ITEM 12 PARTNERSHIP INTEREST OWNERSHIP
OF CERTAIN BENEFICIAL OWNERS
AND MANAGEMENT 14
ITEM 13 CERTAIN RELATIONSHIPS AND
RELATED TRANSACTIONS 14
PART IV
ITEM 14 EXHIBITS, FINANCIAL STATEMENT
SCHEDULES AND REPORTS ON
FORM 8-K 15
SIGNATURES 16
PART I
ITEM 1. BUSINESS
Century Pacific Housing Fund-I (the Partnership) was formed
on October 6, 1986 as a limited partnership under the laws
of the State of California to invest in multi-family housing
developments. The Partnership's business is to invest
primarily in other limited partnerships (Operating
Partnerships) that are organized for the purpose of either
constructing or acquiring and operating existing affordable
multi-family rental apartments that are eligible for the Low-
Income Housing Tax Credit, or to a lesser extent, the
Rehabilitation Tax Credit, both enacted by the Tax Reform Act
of 1986 (sometimes referred to as Credits or Tax Credits).
The Partnership invested in 21 properties (the properties).
Each of the properties qualifies for the Low-Income Housing
Tax Credit, and one property, a historic structure,
qualifies for the Rehabilitation Tax Credit. All of these
properties receive one or more forms of assistance from
federal, state or local governments. A summary of the
Partnership's objectives and a summary of the Tax Credits are
provided in the Prospectus under "Investment Objectives and
Policies" and "Federal Income Tax Aspects" on pages 45 and
79, respectively, and are incorporated herein by reference.
In order to stimulate private investment in low and moderate
income housing of the types in which the Partnership has
invested, the federal government has provided investors with
significant ownership incentives intended to reduce the
risks and provide investors/owners with certain tax benefits,
limited cash distributions and the possibility of long-term
capital gains. The ownership incentives include interest
subsidies, rent subsidies, mortgage insurance and other
measures. However, there remains significant risks inherent
in this type of housing. Long-term investments in real
estate limit the ability of the Partnership to vary its
portfolio in response to changing economic, financial and
investment conditions, and such investments are subject to
changes in economic circumstances and housing patterns,
rising operating costs and vacancies, rent controls and
collection difficulties, costs and availability of energy,
as well as other factors which normally affect real estate
values. In addition, these properties usually are rent
restricted and are subject to government agency programs
which may or may not require prior consent to transfer
ownership.
The Partnership acquired the properties by investing as the
limited partner in Operating Partnerships which own the
properties. As a limited partner, the Partnership's
liability for obligations of the Operating Partnerships is
limited to its investment. The Partnership made capital
contributions to the Operating Partnerships in amounts
sufficient to pay the Operating Partnerships' expenses and to
reimburse the general partners for their costs incurred in
forming the Operating Partnerships, if any, and acquiring
the properties. For each acquisition, this typically
included a cash down payment (in one or more installments),
acceptance of the property's mortgage indebtedness, and
execution of a Purchase Money Note in favor of the seller
of the property. For a summary of the acquisition financing
activities for each property, see the financial information
contained under Item 2.
The Partnership's primary objective is to provide Low-Income
Housing Tax Credits to limited partners generally over a 10-
year period. Each of the Partnership's Operating
Partnerships has been allocated by the relevant state tax
credit agency an amount of the Low-Income Housing Tax Credit
for 10 years from the date the property is placed-in-service.
The required holding period of the properties is 15 years
(the Compliance Period). The properties must satisfy rent
restrictions, tenant income limitations and other
requirements (the Low-Income Housing Tax Credit Requirements)
in order to maintain eligibility for recognition of the Low-
Income Housing Tax Credit at all times during the Compliance
Period. Once an Operating Partnership has become eligible
for the Low-Income Housing Tax Credit, it may lose such
eligibility and suffer an event of recapture if its property
fails to remain in compliance with the Low-Income Housing Tax
Credit Requirements. To date, none of the Operating
Partnerships have suffered an event of recapture of the Low-
Income Housing Tax Credit.
All of the Operating Partnerships receive rental subsidy
payments, including payments under Section 8 of Title II of
the Housing and Community Development Act of 1974 ("Section
8"). The subsidy agreements expire at various times during
and after the 15-year compliance period of the Operating
Partnerships. The United States Department of Housing and
Urban Development ("HUD") has issued a notice implementing
provisions to renew Section 8 contracts expiring during HUD's
fiscal year 1996, where requested by an owner, for an
additional one year term at current rent levels. As of June
13, 1996, seven of the Operating Partnerships' Section 8
contracts are due to expire during 1996, one year contract
extensions have been granted for three of the Operating
Partnerships. The remaining four Operating Partnerships have
not yet received HUD's approval of their extension requests.
At the present time, the Partnership cannot reasonably
predict legislative initiatives and government budget
negotiations, the outcome of which could result in a
reduction in funds available for the various federal and
state administered housing programs including the Section 8
program. Such changes could adversely affect the future net
operating income and debt structure of any or all Operating
Partnerships receiving such subsidy or similar subsidies.
Employees
The Partnership does not employ any persons. Alternatively,
the Partnership reimburses an affiliate for overhead
allocation consisting primarily of payroll costs.
ITEM 2. PROPERTIES
As of March 31, 1996, the Partnership had acquired equity
interests in Operating Partnerships as set forth in the table
below. Each of the properties acquired by the Operating
Partnerships receives benefits under government assistance
programs. The table set forth below summarizes the
properties acquired, and the purchase price, original
indebtedness assumed and the government assistance programs
benefitting each property. Further information concerning
these properties may be found in Supplement No. 3 to the
Prospectus, pages 4 through 66, which information is
incorporated herein by reference and is summarized below.
CPHP-V CPHP-VIII CPHP-XI CPHP-XII
Jaycee Sunset Continental Yale
Towers T/Homes Terrace Village
Dayton, Newton, Fort Worth, Houston,
OH KS TX TX
204 U. 50 U. 200 U. 180 U.
________ ________ ________ _________
Average Occupancy-
1995 99% 88% 93% 77%
Purchase Price $5,700,000 $1,225,000 $4,600,000 $5,250,000
Cash Down Payment 400,196 138,000 482,883 530,894
Purchase Note 16,500 - - -
Mortgage Assumed 3,000,123 751,905 2,609,991 3,075,000
Residual Note 2,283,181 335,095 1,507,126 1,644,106
Government Sec 236/ Sec 236/ Sec 236/
Assistance Payment Sec 8 Sec 236 Sec 8 Sec 8
______________________________________________________________
CPHP XIII CPHP XIV CPHP XV CPHP XVI
Atlantis Kings Row Castle Rockwell
Gardens
Virginia Houston, Lubbock, Oklahoma
Bch, VA TX TX City,OK
208 U. 180 U. 152 U. 60 U.
_________ _________ _________ _________
Average Occupancy-
1995 100% 96% 96% 92%
Purchase Price $6,032,000 $3,780,000 $3,268,000 $1,235,400
Cash Down Payment 801,000 394,213 320,140 129,564
Purchase Note - - - -
Mortgage Assumed 2,678,416 1,848,269 1,787,613 707,207
Residual Note 2,552,584 1,537,518 1,160,247 398,629
Gov't Assistance Sec 236/ Sec 236/ Sec 236/ Sec 236/
Program Sec 8 Sec 8 Sec 8 Sec 8
______________________________________________________________
CPHP XVII CPHP XVIII COLEMAN CPHP XX
London Sq. Ascension MANOR Holiday
Village Towers Assoc.,LP Heights
Oklahoma Memphis, Baltimore, Fort
City, OK TN MD Worth,TX
200 U. 197 U. 50 U. 100 U.
_________ _________ _________ _________
Average Occupancy-
1995 94% 100% 98% 99%
Purchase Price $4,214,000 $6,727,500 $3,990,000 $2,200,000
Cash Down Payment 414,097 409,094 1,625,000 191,000
Purchase Note - 50,000 - -
Mortgage Assumed 2,820,832 3,863,739 2,365,000 1,120,000
Residual Note 979,071 2,404,667 - 889,000
Gov't Assistance Sec 236/ Sec 221(d) Sec 236/
Program Sec 8 Sec 236 (4)/Sec8 Sec 8
______________________________________________________________
CPHP XXII CPHP I CPHP II-VOA CPHP III
Harriet Charter Sunset Highland
Tubman Terr House Park Park
Berkeley, Dothan, Denver, Topeka,
CA AL CO KS
91 U. 100 U. 242 U. 200 U.
________ _________ _________ _________
99% 100% 96% 95%
Purchase Price $4,732,000 $2,146,000 $6,500,000 $6,900,000
Cash Down Payment 593,000 195,000 956,000 939,000
Purchase Note - - - -
Mortgage Assumed 1,718,171 1,169,000 3,081,144 2,024,000
Residual Note 2,420,829[2] 782,000 2,462,856 3,937,000
Gov't Assistance Sec 236/ Sec 236 Sec 236/ Sec221(d)
Program Sec 8 Sec 8/ (3)/Sec 8/
Flex Sub- Flex Sub-
sidy Loan sidy Loan
______________________________________________________________
CPHP IV CPHP VI CPHP VII CPHP IX
Forest Edgewood Gulfway Wind
Glen Terrace Ridge
Kansas Danville, New Orleans, Wichita,
City, KS IL LA KS
160 U. 150 U. 206 U. 136 U.
_________ _________ _________ _________
Average Occupancy-
1995 97% 88% 79% 83%
Purchase Price $4,960,000 $3,540,000 $5,700,000 $3,500,000
Cash Down Payment 738,000 680,000 683,000 382,000
Purchase Note - - - -
Mortgage Assumed 2,488,000 2,359,950 3,301,974 1,791,936
Residual Note 1,734,000 500,050 1,715,026 1,326,064
Gov't Assistance Sec 236/ Sec 8 Sec 236/ Sec 236/
Program Sec 8/ Sec 8 Sec 8/
Flex Sub- Flex Sub-
sidy Loan sidy Loan
______________________________________________________________
CPHP X
Bergen Circle
Springfield,
201 U. TOTAL
__________ __________
Average Occupancy-
1995 94%
Purchase Price $12,261,000 $98,460,900
Cash Down Payment 1,768,000 12,770,081
Purchase Note - 66,500
Mortgage Assumed 6,946,158 51,508,428
Residual Note 3,546,842 34,115,891
Gov't Assistance
Program Sec 236/
Sec 8
______________________________________________________________
[1] (Coleman Manor - Purchase Price) This amount represents
the development cost and not the purchase price.
[2] This total includes a flex subsidy loan in the amount of
$185,000 and the assumption of a prior residual note in
the amount of $200,000.
______________________________________________________________
ITEM 3. LEGAL PROCEEDINGS
As of June 13, 1996, there were no pending legal proceedings
against the Partnership or any Operating Partnership in which
it has invested.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
There were no submissions of matters to a vote of security
holders during the year ended March 31, 1996.
PART II
ITEM 5. MARKET FOR THE REGISTRANT'S PARTNERSHIP INTERESTS
There is presently no public market for the Units of limited
partnership interest (the Units), and it is unlikely that any
public market for the Units will develop. See the Prospectus
under "Transferability of Interests" on pages 29 and 72 of
the Prospectus, which information is incorporated herein by
reference. The number of owners of Units as of June 13, 1996
was approximately 2,093, holding 22,315 units.
As of June 13, 1996, there were no cash distributions.
ITEM 6. SELECTED FINANCIAL DATA
The following summary of selected financial data should be
read in conjunction with Item 14, herein, which also includes
a summary of the Partnership's significant accounting
policies.
Three
Year Year Year Year Months
Ended Ended Ended Ended Ended
Mar 31, Mar 31, Mar 31, Mar 31, Mar 31,
Operations 1996 1995 1994 1993 1992
__________ ________ ________ ________ ________ _______
Revenue $ 3,900 $ 5,000 $ 4,200 $ 5,000 $ 5,805
Operating
Expenses (75,053) (72,069)(106,432)(141,671)(153,399)
Equity in Net
Losses of
Operating
Partnerships (176,789)(241,098)(256,914)(291,967)(884,861)
________ ________ ________ ________ _________
Net Loss $(247,942)(308,167)(359,146)(428,638)(1,032,455)
======== ======= ======= ======= =========
Net Loss per Unit
of Limited
Partnership
Interest $ (11) $ (14) $ (16) $ (19) $ (45)
Financial Position
__________________
March March March March March
31,1996 31,1995 31,1994 31,1993 31, 1992
________ _______ _______ _______ _________
Total Assets $547,704 $722,045 $961,812 $1,253,235$1,604,996
======== ======= ======= ========= =========<PAGE>
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
The Partnership raised $8,517,000 in equity capital during
calendar year 1987 and raised an additional $13,798,000
through April 15, 1988. In late December 1987, the
Partnership invested in eight Operating Partnerships, which
own eight multi-family properties located in various states
representing $45,507,000 of property value. During 1988, the
Partnership invested in an additional 13 properties located
in eight states representing $52,953,900 of property value.
As of March 31, 1996, the Partnership's portfolio consists of
21 properties. The properties are located in 13 states and
contain 3,267 residential units. The average occupancy level
for each property during calendar year 1995 was approximately
94% and most properties generated sufficient revenue to cover
operating costs, debt service, and the funding of reserves.
For a summary of the combined financial status of the
Operating Partnerships and the properties, see the financial
information contained under Item 14.
Liquidity and Capital Resources
The Partnership is currently experiencing a liquidity
problem. Under the Partnership Agreement, the Partnership is
entitled to receive distributions of surplus cash from the
Operating Partnerships which is to provide the funds
necessary for the Partnership to meet its operating costs.
To date, the Operating Partnerships have not provided
sufficient cash distributions to enable the Partnership to
meet its current obligations. The Partnership has also
incurred allocated losses from all but one of its Operating
Partnerships to the extent of the Partnership's cash
contributions and has a negative working capital. As a
result of the foregoing, the Partnership has been dependent
upon its general partners and affiliates for continued
financial support to meet its operating costs. Management
maintains that the general partners and/or affiliates, though
not required to do so, will continue to fund operations of
the Partnership by continuing to fund operating costs and by
deferring payment of allocated overhead expenses and
repayment of operating cash advances.
Management believes the possibility exists that one or
several Operating Partnerships may require additional
capital, in addition to that previously contributed by the
Partnership, to sustain operations. In such case, the source
of the required capital needs may be from (i) limited
reserves from the Partnership (which may include
distributions received from Operating Partnerships that would
otherwise be available for distribution to partners), (ii)
debt financing at the Operating Partnership level (which may
not be available), or (iii) additional equity contributions
from the general partner of the Operating Partnerships (which
may not be available). There can be no assurance that any of
these sources would be readily available to provide for
possible additional capital requirements which may be
necessary to sustain the operations of the Operating
Partnerships. However, the Partnership is under no
obligation to fund operating deficits of the Operating
Partnerships in the form of additional contributions or
loans.
Due to the uncertainty of the continuation of the Section 8
program, management has been forced to look at several
options to prepare for the possible lack of subsidy income to
the Operating Partnerships. The loss of subsidy income to
the Operating Partnerships will make it more difficult for
the Operating Partnerships to provide sufficient cash
distributions to the Partnership. Management has identified
the courses of action they will take as a result of the
potential changes to the Section 8 program.
The plan that the Operating Partnerships follow will depend
on the federal government's decision to implement the
decentralization or elimination of HUD. HUD's proposed Mark-
to-Market approach would create an atmosphere where the
Projects would have to compete for residents in the
conventional market. The following alternatives are listed
as plans of action that management plans to pursue in
response to HUD's actions:
1) HUD may transfer project control to a local Housing
Authority in the form of block grants. The Housing
Authority would determine the market rents based on the
area market. The projects will respond to the local
Housing Authority and follow their procedures and
guidelines.
2) The current tenants may receive a housing voucher
administered by the local Housing Authority. The projects
will accept vouchers and actively seek applicants who have
vouchers. The projects will also accept non-voucher
residents who will pay rent amounts not to exceed the
maximum rents for persons at 60% of the median income
level as in compliance with Section 42 of the Internal
Revenue Code (IRC).
3) If no subsidies or vouchers are given to the projects or
the tenants, all rents will be raised not to exceed the
maximum rents for persons at 60% of the median income
level as in compliance with Section 42 of the IRC. With
rental rate increases, many of the current residents
will be unable to pay the higher rents, thus forcing
them to move from the projects and to seek housing
elsewhere. An increase in the move out rate will cause
a severe cash flow strain to the project. To compensate
for the loss of income and increased vacancy turnover
costs, the projects will require effective marketing,
competitive rental rates and possible upgrading to units
and/or common areas to attract qualified applicants and
maintain a low vacancy rate.
4) HUD may restructure loans in order to minimize the
monthly costs to the project and reduce the chances for
default. Even with reduced or eliminated payments, the
project will be forced to increase rents in order to
operate.
5) The final option is to buy off the HUD insured loan
making the complex free from HUD's or the local Housing
Authority's regulations.
Tax Reform Act of 1986, Omnibus Budget Reconciliation Act
of 1987, Technical and Miscellaneous Revenue Act of 1988,
Omnibus Budget Reconciliation Act of 1989, and Omnibus
Budget Reconciliation Act of 1990
The Partnership is organized as a limited partnership and
is a "pass through" tax entity which does not, itself, pay
federal income tax. However, the partners of the
Partnership, who are subject to federal income tax, may be
affected by the Tax Reform Act of 1986, the Omnibus Budget
Reconciliation Act of 1987, the Technical and Miscellaneous
Revenue Act of 1988, the Omnibus Budget Reconciliation Act of
1989 and the Omnibus Budget Reconciliation Act of 1990
(collectively the Tax Acts). The Partnership will consider
the effect of certain aspects of the Tax Acts on the partners
when making investment decisions. The Partnership does not
anticipate that the Tax Acts will have a material adverse
impact on the Partnership's business operations, capital
resources, plans or liquidity.
Results of Operations
The Partnership generated revenue of $3,900, $5,000, and
$4,200 in the fiscal years ended March 31, 1996, 1995, and
1994, respectively, which principally represents transfer
fees charged to limited partners to cover administrative
costs incurred by the Partnership upon the private transfer
of their interests. There were $6,487,341 in tax losses
generated during the Partnership's calendar tax year ended
December 31, 1995, arising primarily from Operating
Partnership losses allocated to the Partnership and the
Partnership's general and administrative costs. The
Partnership received $3,246,039 in tax credits allocated
directly from the Operating Partnerships for the calendar
tax year ended December 31, 1995.
Inflation
Inflation is not expected to have a material adverse
impact on the Partnership's operations during its period
of ownership of the properties.
Recent Accounting Statements Not Yet Adopted
In March 1995, the FASB issued SFAS No. 121, "Accounting
for the Impairment of Long-Lived Assets and for Long-Lived
Assets to Be Disposed Of". SFAS No. 121 is effective for
financial statements issued for fiscal years beginning after
December 15, 1995, with earlier application permitted. SFAS
No. 121 addresses the accounting for long-lived assets and
certain identifiable intangibles to be held and used by an
entity to be reviewed for impairment whenever events or
changes in circumstances indicate that the carrying amount of
an asset may not be recoverable.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
The financial statements together with the report of the
independent auditors thereon are set forth at the pages
indicated in Item 14.
ITEM 9. CHANGES AND DISAGREEMENTS WITH ACCOUNTANTS ON
ACCOUNTING AND FINANCIAL DISCLOSURE
There are no known disagreements on any matter of accounting
principles or practices of financial statement disclosure
with current or predecessor auditors.
PART III
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
The Partnership has no officers or directors. Management of
the Partnership is vested in Irwin Jay Deutch and Century
Pacific Capital Corporation (CPCC) (the general partners).
The general partners will involve themselves in the day-to-
day affairs of the Partnership as required to protect the
limited partners' investment and advance the Partnership's
tax investment objectives. Mr. Deutch, the managing general
partner, has the overall responsibility for the preparation
and transmittal of periodic reports to the limited partners,
preparation and filing of the Partnership's tax returns with
the IRS and the appropriate state tax authorities, and the
preparation and filing of reports to HUD and other government
agencies.
Following is biographical information on Mr. Deutch and the
Executive Officers of CPCC:
Irwin Jay Deutch
Irwin Jay Deutch, age 55, is Chairman of the Board,
President, and Chief Executive Officer of Century Pacific
Realty Corporation (CPRC), a general partner of the Operating
Partnerships that own the properties in which CPHF-I has
invested, and its Affiliates. Mr. Deutch has been involved
with low-income housing investments since 1968. He is the
individual general partner in 62 private limited partnerships
and two public limited partnerships investing in 209
properties, including 196 multi-family properties with 33,700
apartment units, 10 commercial projects, and 3 hotel
properties. Fifty-eight of the 62 private limited
partnerships have invested in affordable housing. In his
capacity as general partner and officer of CPRC, he oversees
the management of these partnerships and assumes overall
responsibility for the development, direction, and operation
of all affiliated CPRC companies. Mr. Deutch is recognized
as an expert in the field of affordable housing and
frequently addresses professional groups on topics of real
estate investment, syndication, tax law, and the Low-Income
Housing Tax Credit program.
Mr. Deutch received a B.B.A. degree with distinction from the
University of Michigan School of Business Administration in
1962 and a Juris Doctor degree with honors from the
University of Michigan Law School in 1965. He is a member of
the Order of the Coif. Mr. Deutch served in the Honors
Program in the Office of the Chief Counsel of the Internal
Revenue Service from 1965 to 1967, where he was assigned to
the Interpretative Division, in Washington, D.C. He attended
Georgetown Law Center and received his Master of Laws degree
in taxation in 1967. Mr. Deutch is a member of the State
Bars of Michigan and California, as well as the American,
Federal, Los Angeles, and Beverly Hills Bar Associations.
Key Officers of CPCC and Affiliates
Essie Safaie, age 47, is Chief Financial Officer and Chief
Operating Officer of CPRC. Prior to joining CPRC in 1988,
from 1985-88 he was Vice President and Chief Financial
Officer of Sunrise Investments, Inc., a real estate
syndication firm with $450 million of real estate under
management. During this period, Mr. Safaie was also
President of an affiliated property management firm, S&L
Property Management, Inc., with over 12,000 residential units
and 800,000 square feet of commercial office space under
direct management. From 1982 to 1985 Mr. Safaie was
assistant controller of Standard Management Company, builders
and managers of luxury hotels, commercial offices and
residential units. From 1980-1982 he served as financial
officer of Diamond "M" Drilling Company. Mr. Safaie received
a B.A. degree in Business Administration from California
State University with a major in accounting.
Charles L. Schwennesen, age 50, is Vice President of
Acquisition Finance for CPRC and is responsible for financial
analysis and "due diligence" reviews of all properties
acquired by CPRC. Prior to joining CPRC in 1987, he was a
consultant to companies which provided investment
opportunities through private placements. From 1984 to 1985
Mr. Schwennesen was Vice President of Cranston Securities
Company and was responsible for the structuring of more than
$30 million of mortgage revenue bond financing for affordable
housing projects. From 1977 to 1984, Mr. Schwennesen was a
manager with the accounting firm of Price Waterhouse where he
specialized in providing auditing and consulting services to
publicly held California real estate development companies
involved in the affordable housing industry. Mr. Schwennesen
is a Certified Public Accountant and holds a Masters degree
in Business Administration from the UCLA Graduate School of
Management and a B.A. degree in Mathematics from UCLA.
ITEM 11. EXECUTIVE COMPENSATION
The Partnership has no officers or directors. However, in
connection with the operations of the Partnership and the
Operating Partnerships, the general partners and their
affiliates will or may receive certain fees, compensation,
income and other payments which are described in the
Prospectus under "Compensation, Fees and Reimbursements" on
page 17, the terms of which are incorporated herein by
reference.
During the fiscal years ended March 31, 1996, 1995 and 1994,
CPCC, a general partner of the Partnership, and CPRC, a
general partner of the Operating Partnerships, earned
$505,381, $503,607 and $500,016, respectively, in
compensation from the Operating Partnerships, and $60,000 was
accrued for each fiscal year for the reimbursement for
overhead allocation from Century Pacific Investment
Corporation (CPIC). During fiscal year 1996, the general
partners received no payments from the Operating
Partnerships.
ITEM 12. PARTNERSHIP INTEREST OWNERSHIP OF CERTAIN
BENEFICIAL OWNERS AND MANAGEMENT
No partner in the Partnership owns more than 5% of the total
number of partnership interests outstanding. Irwin J.
Deutch, the managing general partner, holds a one-half
percent general partnership interest and C.P. Westwood
Associates holds a one percent limited partnership interest.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
Irwin J. Deutch is the managing general partner of the
Partnership, and CPCC is also a general partner. Irwin J.
Deutch is the sole Director and President of CPCC, and the
stock of CPCC is solely owned by the Deutch Family Trust.
Mr. Deutch is also the President, sole Director and the
Deutch Family Trust is the sole stockholder of Century
Pacific Realty Corporation (CPRC), the general partner of the
Operating Partnerships that own the properties in which the
Partnership has invested. The general partners were
allocated their proportionate share of the Partnership's tax
losses and allocated tax credits. CPCC and CPRC accrued
certain fees for their services in managing and advising the
Partnership and its business. Century Pacific Investment
Corporation (CPIC), an affiliate, provides all the services
and materials necessary for the operation of the Partnership
and is reimbursed for actual costs. These transactions are
more particularly set forth in the notes to the financial
statements found under Item 14.
PART IV
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND
REPORTS ON FORM 8-K
Page
(a) The following documents are filed as part of this
report:
(1) Financial Statements
Independent Auditors' Report F - 1
Balance Sheets at March 31, 1996 and 1995 F - 18
Statements of Operations for the Years
Ended March 31, 1996, 1995, and 1994 F - 19
Statements of Partners' Equity (Deficit)for the
Years Ended March 31, 1996, 1995, and 1994 F - 20
Statements of Cash Flows for the Years Ended
March 31, 1996,1995 and 1994 F - 21
Notes to Financial Statements F - 22
(2) Financial Statement Schedules
Schedule III - Real Estate and Accumulated
Depreciation of Operating
Partnerships in which CPHF-I has
Limited Partnership Interests F - 32
Notes to Schedule III - Real Estate
and Accumulated Depreciation
of Operating Partnerships in which
CPHF-I has Limited Partnership
Interests F - 35
Schedule IV - Mortgage Loans on Real
Estate of Operating Partnerships in
which CPHF-I has Limited Partnership
Interests F - 38
Notes to Schedule IV - Mortgage Loans
on Real Estate of Operating Partnerships
in which CPHF-I has Limited
Partnership Interests F - 44
All other schedules are omitted because they are not
applicable or the required information is shown
in the financial statements or notes thereto.
(b) Reports on Form 8-K
Registrant has not filed a Current Report on Form
8-K during the year ended March 31, 1996.<PAGE>
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the
Securities and Exchange Act of 1934, the registrant has duly
caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
CENTURY PACIFIC HOUSING FUND-I
By: Irwin Jay Deutch, as Managing
General Partner
Irwin J. Deutch
Date: _____________ ________________________________
and
Century Pacific Capital Corporation,
as Corporate General Partner and as
Attorney-in-Fact for all Investor
Limited Partners
Irwin J. Deutch
Date: _____________ By: ______________________________
Irwin J. Deutch, President
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C> <C>
<PERIOD-TYPE> YEAR YEAR
<FISCAL-YEAR-END> MAR-31-1996 MAR-31-1995
<PERIOD-END> MAR-31-1996 MAR-31-1995
<CASH> 1,754 1,130
<SECURITIES> 0 0
<RECEIVABLES> 0 0
<ALLOWANCES> 0 0
<INVENTORY> 0 0
<CURRENT-ASSETS> 15,549 13,725
<PP&E> 0 0
<DEPRECIATION> 0 0
<TOTAL-ASSETS> 547,704 722,045
<CURRENT-LIABILITIES> 715,998 642,397
<BONDS> 0 0
0 0
0 0
<COMMON> 0 0
<OTHER-SE> 0 0
<TOTAL-LIABILITY-AND-EQUITY> 547,704 722,045
<SALES> 3,900 5,000
<TOTAL-REVENUES> 3,900 5,000
<CGS> 0 0
<TOTAL-COSTS> 0 0
<OTHER-EXPENSES> 75,053 72,069
<LOSS-PROVISION> (247,942) (308,167)
<INTEREST-EXPENSE> 0 0
<INCOME-PRETAX> (247,942) (308,167)
<INCOME-TAX> 0 0
<INCOME-CONTINUING> 0 0
<DISCONTINUED> 0 0
<EXTRAORDINARY> 0 0
<CHANGES> 0 0
<NET-INCOME> (247,942) (308,167)
<EPS-PRIMARY> 0 0
<EPS-DILUTED> 0 0
</TABLE>
REZNICK FEDDER AND SILVERMAN
217 East Redwood St. Suite 1900. Baltimore, MD 21202-3316
INDEPENDENT AUDITORS' REPORT
To the Partners
Century Pacific Housing Fund-I
We have audited the accompanying balance sheets of Century
Pacific Housing Fund-I as of March 31, 1996 and 1995, and the
related statements of operations, partners' equity (deficit)
and cash flows for each of the three years in the period
ended March 31, 1996. 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 did not audit the
financial statements of certain operating limited
partnerships for the years ended December 31, 1995 and 1994,
in which the Partnership owns a limited partnership interest.
The investment in such partnerships comprises 38% and 42% of
the assets as of March 31, 1996 and 1995, respectively, and
40% and 42% of the Partnership's loss for the years ended
March 31, 1996 and 1995, respectively. The financial
statements of these operating partnerships were audited by
other auditors, whose report has been furnished to us, and
our opinion, insofar as it relates to information relating to
these partnerships, is based solely on the reports of the
other auditors.
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 and the
reports of the other auditors provide a reasonable basis for
our opinion.
In our opinion, based on our audits and the reports of the
other auditors , the financial statements referred to above
present fairly, in all material respects, the financial
position of Century Pacific Housing Fund-I as of March 31,
1996 and 1995, and the results of its operations, the changes
in its partners' equity (deficit) and its cash flows for each
of the three years in the period ended March 31, 1996, in
conformity with generally accepted accounting principles.
The accompanying financial statements have been prepared
assuming that the Partner-ship will continue as a going
concern. As discussed in Note 2 to the financial statements,
the Partnership's Operating Partnerships have not achieved
the operating results required to provide the Partnership
with sufficient cash distributions to fund the Partnership's
administrative costs. Additionally, the Partnership has
incurred allocated losses from all but one of its Operating
Partnerships to the extent of the Partnership's cash
contributions. As a result of the foregoing, the Partnership
is dependent upon the general partners and affiliates for
continued financial support. The auditors' report on seven
of the Operating Partnerships' financial statements contained
an explanatory paragraph relating to a going concern issue
concerning the expiration of the Housing Assistance Payment
Contract. As discussed in Note 2 to the financial
statements, these Operating Partnerships had Housing
Assistance Payment Contracts with the U.S. Department of
Housing and Urban Development which are due to expire during
1996. These factors raise substantial doubt about the
Partnership's ability to continue as a going concern.
Management's plans in regard to these matters are also
described in Note 2. The financial statements do not include
any adjustments that might result from the outcome of this
uncertainty.
We have also prepared, from information audited by us and
other auditors, the related financial statement schedules
listed in Item 14 (a)(2) as of December 31, 1995. In our
opinion, the financial statement schedules present fairly, in
all material respects, the information required to be set
forth therein.
Reznick Fedder and Silverman
(Sgd.)
Baltimore, Maryland
June 13, 1996
CENTURY PACIFIC HOUSING FUND-I
BALANCE SHEETS
MARCH 31, 1996 AND 1995
1996 1995
____ ____
ASSETS
Cash $1,754 $1,130
Receivable from related party
(Note 3) 15,549 13,725
Investments in Operating Part-
nerships (Notes 1 and 4) 530,401 707,190
_______ _______
$547,704 $722,045
________ ________
LIABILITIES AND PARTNERS' EQUITY (DEFICIT)
Accounts payable and accrued
expenses $20,840 $22,300
Advance from affiliate (Note 3) 59,755 59,755
Payable to related parties
(Note 3) 635,403 560,342
_______ _______
715,998 642,397
_______ _______
Commitments and contingencies
(Note 6) - -
Partners' equity (deficit)
General Partners (382,088) (377,129)
Limited Partners, $1,000 stated
value per unit, 50,000 units
authorized, 22,315 units
issued and outstanding 213,794 456,777
_______ _______
(168,294) 79,648
________ _______
$547,704 $722,045
________ ________
-See notes to financial statements-
CENTURY PACIFIC HOUSING FUND-I
STATEMENT OF OPERATIONS
YEARS ENDED MARCH 31, 1996, 1995 AND 1994
1996 1995 1994
____ ____ ____
Revenues
Transfer Fees $3,900 $5,000 $4,200
______ ______ ______
Expenses
Allocated overhead
expenses-affiliate 60,000 60,000 60,000
Other general and
administrative 15,053 12,069 10,492
Amortization (Note 1) - - 35,940
_______ _______ _______
75,053 72,069 106,432
_______ _______ _______
Loss before equity in
net losses of Oper-
ating Partnerships (71,153) (67,069) (102,232)
Equity in net losses
of Operating Part-
nerships (Note 4) (176,789) (241,098) (256,914)
________ ________ ________
Net Loss ($247,942)($308,167)($359,146)
_________ _________ _________
Allocation of net loss
General Partners ($4,959) ($6,163) ($7,183)
Limited Partners (242,983) (302,004) (351,963)
________ ________ ________
($247,942)($308,167)($359,146)
________ ________ ________
Net loss per unit of
limited partner-
ship interest
(Note 1) ($11) ($14) ($16)
_____ _____ _____
Average number of
outstanding units 22,315 22,315 22,315
______ ______ ______
-See notes to financial statements-
CENTURY PACIFIC HOUSING FUND-I
STATEMENTS OF PARTNERS' EQUITY (DEFICIT)
YEARS ENDED MARCH 31, 1996, 1995 AND 1994
Original
General Limited Limited
Partners Partner Partners Total
________ ________ _______ _______
Equity (deficit) at
March 31, 1993 $(363,783) $ - $1,110,744 $746,961
Net loss (7,183) - (351,963)(359,146)
________ ________ ________ _______
Equity (deficit) at
March 31, 1994 (370,966) - 758,781 387,815
Net loss (6,163) - (302,004)(308,167)
________ _______ _______ ________
Equity (deficit) at
March 31, 1995 (377,129) - 456,777 79,648
Net loss (4,959) - (242,983)(247,942)
________ ________ _______ _______
Equity (deficit) at
March 31, 1996 $(382,088) - $213,794$(168,294)
========= ======= ======== =======
Percentage interest at
March 31, 1996 1% 1% 98% 100%
CENTURY PACIFIC HOUSING FUND-I
STATEMENTS OF CASH FLOWS
YEARS ENDED MARCH 31, 1996, 1995 AND 1994
1996 1995 1994
________ ________ ________
Cash flows from operating activities
Net loss $(247,942) $(308,167)$(359,146)
Adjustments to reconcile
net loss to net cash
provided by operating
activities
Equity in net losses of
Operating Partnerships 176,789 241,098 256,914
Decrease in accounts
payable and accrued
expenses (1,460) - (19,139)
Increase in payable to
related parties 75,061 68,400 86,862
Amortization of
organization costs 35,940
_______ _______ _______
Net cash provided by
operating activities 2,448 1,331 1,431
_______ _______ _______
Cash flows from investing
activities
Advance to affiliate (1,824) (1,534) (265)
_______ _______ _______
Net cash used in investing
activities (1,824) (1,534) (265)
_______ _______ _______
Net increase (decrease)
in cash 624 (203) 1,166
Cash at beginning of period 1,130 1,333 167
_______ _______ _______
Cash at end of period $1,754 $1,130 $1,333
======= ======= =======
NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING
POLICIES
Century Pacific Housing Fund-I, a California limited
partnership, (the Partnership), was formed on October 6, 1986
for the purpose of raising capital by offering and selling
limited partnership interests and then acquiring limited
partnership interests in 21 limited partnerships (the
Operating Partnerships), which acquired and operate 21 multi-
family residential apartment properties (the properties).
The general partners of the Partnership are Century Pacific
Capital Corporation, a California corporation (CPCC), and
Irwin Jay Deutch, an individual (collectively, the general
partners). The general partners and affiliates of the
general partners (the general partners and affiliates) have
interests in the Partnership and receive compensation from
the Partnership and the Operating Partnerships (Note 3).
The properties qualify for the Low-Income Housing Tax Credit
established by Section 42 of the Tax Reform Act of 1986 (the
Low-Income Housing Tax Credit) and one property qualifies for
Historic Rehabilitation Tax Credits (collectively the Tax
Credits). These properties are leveraged low-income multi-
family residential complexes and receive one or more forms of
assistance from federal, state or local government agencies
(the Government Agencies).
In July 1987, the Partnership began raising capital from
sales of limited partnership interests, at $1,000 per unit,
to limited partners. The Partnership authorized the issuance
of a maximum of 50,000 partnership units of which 22,315 were
subscribed and issued. The limited partnership interest
offering closed in April 1988.
The Partnership has acquired limited partnership interests
ranging from 97% to 99% in the Operating Partnerships, which
have invested in rental property.
Method of Accounting for Investments in Operating
Partnerships
The Partnership uses the equity method to account for its
investments in the Operating Partnerships in which it has
invested (Note 4). Under the equity method of accounting,
the investment is carried at cost and adjusted for the
Partnership's share of the Operating Partnerships' results of
operations and by cash distributions received. Equity in the
loss of each Operating Partnership allocated to the
Partnership is not recognized to the extent that the
investment balance would become negative. Costs paid by the
Partnership for organi-zation of the Operating Partnerships
as well as direct costs of acquiring properties, including
acquisition fees and reimbursable acquisition expenses paid
to the general partner, have been capitalized as investments
in Operating Partnerships.
Basis of Accounting
The Partnership maintains its financial records on the tax
basis. Memorandum entries, while not recorded in the records
of the Partnership, have been made in order to prepare the
financial statements in accordance with generally accepted
accounting principles.
On August 7, 1991, management of the Partnership changed from
a calendar year end to a fiscal year end of March 31 for
financial reporting purposes. Accordingly, the Partnership's
quarterly periods end June 30, September 30, and December 31.
The Operating Partnerships, for financial reporting purposes,
have a calendar year. The Partnership, as well as the
Operating Partnerships, have a calendar year for income tax
purposes.
Use of Estimates
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 revenue and
expenses during the reporting period. Actual results could
differ from those estimates.
Deferred Organization Costs
Deferred organization costs were amortized on a straight line
basis over a period of sixty- months. These costs were fully
amortized during the year ended March 31, 1994.
Income Taxes
No provision has been made for income taxes in the
accompanying financial statements since such taxes and/or the
recapture of the Low-Income Housing Tax Credit benefits
received, if any, are the liability of the individual
partners. The Partnership uses the accrual method of
accounting for tax purposes.
Net Loss per Unit of Limited Partnership Interest
Net loss per unit of limited partnership interest is
calculated based upon the weighted average number of units of
limited partnership interest (units) outstanding, which is
22,315 for the years ended March 31, 1996, 1995, and 1994.
NOTE 2 - REALIZATION OF ASSETS
The accompanying financial statements have been prepared in
conformity with generally accepted accounting principles,
which contemplates continuation of the Partnership as a going
concern. The Partnership's Operating Partnerships have not
achieved the operating results required to provide the
Partnership with sufficient cash distributions to fund the
Partnership's administrative costs. Additionally, the
Partnership has incurred allocated losses from all but one of
its Operating Partnerships to the extent of the Partnership's
cash contributions. As a result of the foregoing, the
Partnership is dependent upon the general partners and
affiliates for continued financial support.
The auditors' report on seven of the Operating Partnerships'
financial statements contained an explanatory paragraph
relating to a going concern issue concerning the expiration
of the Housing Assistance Payment Contract. These Operating
Partnerships have Housing Assistance Payment Contracts with
the U.S. Department of Housing and Urban Development (HUD)
that are due to expire during 1996. As of June 13, 1996,
three of the Operating Partnerships have been granted one
year extensions. Management has requested one year
extensions for the remaining four Operating Partnerships,
however, as of June 13, 1996, these extensions have not been
granted.
Management maintains that the general partners and
affiliates, though not required to do so, will continue to
fund operations by deferring payment to related parties of
allocated overhead expenses, and by funding any Partnership
operating costs. Unpaid allocated overhead expenses will
accrue and become payable when the Operating Partnerships
generate sufficient cash distributions to the Partnership to
cover such expenses. The financial statements do not
include any adjustments that might result from the outcome of
this uncertainty.
NOTE 3 - TRANSACTIONS WITH THE GENERAL PARTNERS AND
AFFILIATES OF THE GENERAL PARTNERS
The general partners of the Partnership are CPCC and Irwin
Jay Deutch. The original limited partner of the Partnership
is Westwood Associates which partners are Irwin Jay Deutch
and key employees of CPCC. Century Pacific Placement
Corporation (CPPC), an affiliate of the general partners,
served as the broker-dealer-manager for sales of the limited
partnership interests in the Partnership. Century Pacific
Realty Corporation (CPRC), an affiliate of CPCC, is a general
partner in each of the Operating Partnerships.
The general partners have an aggregate one percent interest
in the Partnership, as does the original limited partner.
CPRC has a one percent interest in each of the Operating
Partnerships, except for one Operating Partnership in which
it has a one-half percent interest. The general partners and
affiliates receive compensation and reimbursement of expenses
from the Partnership, as set forth in the limited partnership
agreement, for their services in managing the Partnership and
its business. The general partners and affiliates also
receive compensation and reimbursement of expenses from the
Operating Partnerships. This compensation and reimbursement
includes services provided to the Partnership during its
offering stage, acquisition stage, operational stage, and
termination or refinancing stage.
The general partners and affiliates earned the following fees
for services provided to the Partnership and were entitled to
reimbursement for costs incurred by the general partners and
affiliates on behalf of the Partnership and the Operating
Partnerships for the years ended March 31, 1996, 1995 and
1994 as follows:
1996 1995 1994
________ ________ ________
Fees and reimbursement from
the Partnership
Reimbursement for overhead
allocated from Century
Pacific Investment
Corporation (CPIC) $ 60,000 $ 60,000 $ 60,000
________ ________ _______
Fees and reimbursement from
the Operating Partnerships
Supervisory management fee
(CPCC and CPRC) 152,115 152,115 152,115
Partnership management fee
(CPCC and CPRC) 353,266 351,492 347,901
_______ _______ _______
505,381 503,607 500,016
_______ _______ _______
$565,381 $563,607 $560,016
======= ======= =======
At March 31, 1996 and 1995, payable to related parties
consists of fees and certain general and administrative costs
accrued as payable by the Partnership to the general partners
and affiliates relating to the above and prior year's amounts
totalling $635,403 and $560,342, respectively. Such fees and
allocated costs have been deferred until the Partnership has
sufficient cash to pay them.
Receivable from related party of $15,549 and $13,725 at March
31, 1996 and 1995, respectively, represents cash advances to
several of the Operating Partnerships, and the payment of
state franchise taxes for CPHP III, IV, V, VIII, IX, XVIII,
XX, and XXII.
At March 31, 1996 and 1995, CPRC was owed $59,755 for non-
interest bearing, demand cash advances to the Partnership
during the fiscal year ended March 31, 1993 and the calendar
year ended December 31, 1990.
The general partners may advance funds to the Partnership to
fund operating deficits, but are not obligated to do so.
Such advances shall be evidenced by a promissory note of a
term no more than 12 months in length and at a rate of
interest no lower than the prime rate. All such loans shall
be repaid prior to any distributions of net cash flow. At
March 31, 1996 and 1995, the Partnership had no outstanding
advances due to the general partners.
NOTE 4 - INVESTMENTS IN OPERATING PARTNERSHIPS
At March 31, 1996 and 1995, the Partnership owned limited
partnership interests in 21 Operating Partnerships, each of
which has invested in a multi-family rental property.
Investments in Operating Partnerships consist of the
following:
March 31,
____________________
1996 1995
_________ _________
Cash contributions to Operating
Partnerships to fund purchase of
beneficial interests in properties $15,497,467 $15,497,467
Cash contributions to Operating
Partnerships to fund operations 6,150 6,150
Cash distribution from Operating
Partnership (6,326) (6,326)
Acquisition and organization costs 3,342,778 3,342,778
Equity in net losses of Operating
Partnerships (18,309,668)(18,132,879)
__________ __________
$ 530,401 $ 707,190
========== ==========
A summary of the combined balance sheets as of December 31,
1995 and 1994 and combined statements of operations of the
aforementioned Operating Partnerships for the years then
ended follows:
COMBINED BALANCE SHEETS
1995 1994
Assets
______
Cash $ 507,155 $ 322,989
Reserve for replacements 2,697,845 2,968,740
Land and buildings 73,486,874 76,861,018
Other assets 3,412,642 3,406,975
____________ ____________
$ 80,104,516 $ 83,559,722
============ ============
Liabilities and Partners' Deficit
_________________________________
Notes payable $112,793,239 $108,870,670
Other liabilities 3,922,513 3,539,293
____________ ____________
116,715,752 112,409,963
Partners' deficit (36,611,236) (28,850,241)
____________ ___________
$ 80,104,516 $83,559,722
============ ===========
COMBINED STATEMENTS OF OPERATIONS
1995 1994
___________ __________
Revenue
Rental income $15,021,821 $14,073,899
Other income 322,854 401,698
__________ __________
15,344,675 14,475,597
__________ __________
Expenses
Utilities 2,629,381 2,696,414
Repairs and maintenance 4,210,570 3,760,778
Management fees 1,194,622 1,129,787
Other operating expenses 1,371,859 5,011,124
Interest 9,348,495 5,295,948
Depreciation and amortization 4,199,930 4,200,321
__________ __________
22,954,857 22,094,372
Net loss $(7,610,182) $(7,618,775)
========== ==========
Allocation of loss
General Partners and other
Limited Partners $(7,433,393) $(7,377,677)
CPHF-I (176,789) (241,098)
__________ __________
$(7,610,182 $(7,618,775)
=========== ===========
NOTE 5 - INCOME TAXES
A reconciliation of the financial statement net loss of the
Partnership for the years ended March 31, 1996, 1995 and
1994, to the tax return net loss for the years ended December
31, 1995, 1994 and 1993 are as follows:
1996 1995 1994
________ _______ ________
Financial statement net
loss for the years ended
March 31, 1996, 1995 and
1994 $247,942 $308,167 $359,146
Add (less) transactions
occurring between:
January 1, 1993 to
March 31, 1993 - - 34,168
January 1, 1994 to
March 31, 1994 25,558 (25,558)
January 1, 1995 to
March 31, 1995 16,767 (16,767) -
January 1, 1996 to
March 31, 1996 (17,789) - -
_________ _________ _________
Adjusted financial statement
net loss for the years
ended December 31, 1995,
1994 and 1993 246,920 316,958 367,756
Excess of book amortization
over tax amortization - - (35,940)
Differences arising from
investment in local
partnerships 6,243,567 6,234,394 5,324,301
Other timing differences
between book and tax (3,146) (21,847) (1,940)
_________ __________ _________
Tax return net loss
for the years ended
December 31, 1995,
1994 and 1993 $6,487,341 $6,529,505 $5,654,177
========== ========== ==========
In addition, the difference between the equity in the
investment in local partnerships for tax return and financial
statement purposes at December 31, 1995 is as follows:
Investment in local partnership -
financial statements $ 530,401
Investment in local partnership -
tax return (29,018,125)
___________
$(28,487,724)
===========
NOTE 6 - COMMITMENTS AND CONTINGENCIES
The rents of the Operating Partnerships, all of which receive
rental subsidy payments, including payments under Section 8
of Title II of the Housing and Community Development Act of
1974 ("Section 8") are subject to specific laws, regulations,
and agreements with federal and state agencies. The subsidy
agreements expire at various times during and after the 15-
year compliance period of the Operating Partnerships. The
United States Department of Housing and Urban Development
("HUD") has issued a notice implementing provisions to renew
Section 8 contracts expiring during HUD's fiscal year 1996,
where requested by an owner, for an additional one year term
at current rent levels. As of June 13, 1996, seven of the
Operating Partnerships' Section 8 contracts are due to expire
during 1996, one year contract extensions have been granted
for three of the Operating Partnerships. The remaining four
Operating Partnerships have not yet received HUD's approval
of their extension requests. At the present time, the
Partnership cannot reasonably predict legislative initiatives
and governmental budget negotiations, the outcome of which
could result in a reduction in funds available for the
various federal and state administered housing programs
including the Section 8 program. Such changes could
adversely affect the future net operating income and debt
structure of any or all Operating Partnerships receiving such
subsidy or similar subsidies.
NOTE 7 - FAIR VALUE OF FINANCIAL INSTRUMENTS
The following disclosure of the estimated fair value of
financial instruments is made in accordance with the
requirements of SFAS No. 107 "Disclosure about Fair Value of
Financial Instruments". The estimated fair value amounts
have been determined using available market information,
assumptions, estimates and valuation methodologies.
Cash, Receivable From/Payable to Related Parties, Advances
from Affiliate and Accounts Payable and Accrued Expenses
At March 31, 1996 and 1995, the carrying amounts reported on
the balance sheet approximate fair value.
Investment in Operating Partnerships
It is not practical to determine fair values of the
Partnership's investment in Operating Partnerships.
CENTURY PACIFIC HOUSING FUND-I
SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION OF
OPERATING PARTNERSHIPS IN WHICH CPHF-I
HAS LIMITED PARTNERSHIP INTERESTS
DECEMBER 31, 1995
CPHP-I VOA-SUNSET CPHP-III CPHP-IV
Charter Park,Ltd. Highland Forest
House Sunset Pk. Park Glen
Dothan,AL Denver,CO Topeka,KS K.C.,KS
_________ _________ _________ _________
Encumbrances 2,329,540 8,045,422 9,427,011 5,713,004
Initial Cost to
Operating Part-
nership:
Land 179,578 803,595 434,475 427,519
Bldgs.& Improv 1,918,124 5,696,405 6,465,525 4,469,134
Cost Capitalized
Subsequent to
Acquisition:
Land - 7,305 251 292
Bldgs.& Improv 74,467 629,006 519,452 218,866
Gross Amounts at
Which Carried at
Close of Year:
Land 179,577 810,900 434,726 427,811
Bldgs.& Improv 1,992,591 6,325,311 6,984,977 4,688,000
Total 2,172,168 7,136,311 7,419,703 5,115,811
Accumulated Deprn-
Bldgs.& Improv 597,122 1,961,513 2,715,010 1,598,177
Date of Construction 1972 1971 1967 1971
Date Acquired 12/87 12/87 12/87 12/87
Date Upon Which
Deprn in Latest
Income Statement
is Computed 27.5 yrs. 10-50 yrs. 10-40 yrs. 40 yrs.
______________________________________________________________
CPHP-VI CPHP-VII CPHC-IX CPHP-X
Edgewood Gulfway Wind Ridge Bergen
Terrace Circle
Danville, New Orleans, Wichita, Springfield
IL LA KS IL
_________ _________ _________ _________
Encumbrances 2,991,734 5,742,744 3,596,421 13,601,720
Initial Cost to
Operating Part-
nership:
Land 223,418 270,343 169,514 925,439
Bldgs.& Improv 3,316,582 5,429,657 3,330,486 11,335,561
Cost Capitalized
Subsequent to
Acquisition:
Land - 237 146 767
Bldgs.& Improv 250,555 261,310 480,250 994,845
Gross Amounts at
Which Carried at
Close of Year
Land 223,418 270,580 169,660 926,206
Bldgs.& Improv 3,567,137 5,690,967 3,810,736 12,330,406
Total 3,790,555 5,961,547 3,980,396 13,281,612
Accumulated Deprn-
Bldgs.& Improv 1,049,976 1,954,765 1,365,892 3,694,072
Date of Construction 1970 1970 1969 1976
Date Acquired 12/87 12/87 12/87 12/87
Life Upon Which
Depreciation in
Latest Income
Statement is
Computed 27.5 yrs. 10-40 yrs. 10-40 yrs. 27.5 yrs.
______________________________________________________________
CPHP-V CPHP-VIII CPHP-XI CPHP-XII
Jaycee Sunset Continental Yale
Towers Townhouses Terrace Village
Fort Worth, Houston,
Dayton,OH Newton,KS TX TX
_________ _________ _________ _________
Encumbrances 7,144,303 1,336,512 5,247,031 7,285,063
Initial Cost to
Operating Part-
nership:
Land 599,719 50,259 231,946 299,925
Bldgs.& Improv 5,096,481 1,174,741 4,368,054 4,950,075
Cost Capitalized
Subsequent to
Acquisition:
Land - 138 1,049 1,364
Bldgs.& Improv 286,286 99,092 555,627 348,941
Gross Amount at
Which Carried at
Close of Year:
Land 599,719 50,397 232,995 301,289
Bldgs.& Improv 5,382,767 1,273,833 4,923,681 5,299,016
Total 5,982,486 1,324,230 5,156,676 5,600,305
Accumulated Deprn-
Bldgs.& Improv 1,406,176 413,602 1,688,913 2,002,159
Date of Construction 1970 1971 1971 1970
Date Acquired 10/88 08/88 10/88 08/88
Life Upon Which
Depreciation in
Latest Income
Statement is
Computed 27.5 yrs. 40 yrs. 20-40 yrs. 20-40 yrs.
______________________________________________________________
CPHP-III CPHP-XIV CPHP-XV CPHP-XVI
Atlantis Kings Row Castle Rockwell
Gardens Villa
Virginia Houston, Lubbock, Oklahoma
Beach,VA Texas Texas City,OK
_________ _________ _________ _________
Encumbrances 7,153,172 4,750,955 3,899,176 1,408,214
Initial Cost to
Operating Part-
nership:
Land 520,607 193,458 161,989 75,255
Bldgs.& Improv 5,382,387 3,586,542 3,106,011 1,160,145
Cost Capitalized
Subsequent to
Acquisition:
Land 2,861 947 821 1,168
Bldgs.& Improv 448,537 613,452 483,972 198,373
Gross Amount at
Which Carried at
Close of Year:
Land 523,468 194,405 162,810 76,423
Bldgs.& Improv 5,830,924 4,199,994 3,589,983 1,358,518
Total 6,354,392 4,394,399 3,752,793 1,434,941
Accumulated Deprn-
Bldgs.& Improv 1,951,126 1,476,208 1,147,553 410,064
Date of Construction 1970 1968 1971 1970
Date Acquired 07/88 08/88 07/88 07/88
Life Upon Which
Depreciation in
Latest Income
Statement is
Computed 20-40 yrs. 20-40 yrs. 15-40 yrs. 27.5 yrs.
______________________________________________________________
CPHP-XVII CPHP-XVIII COLEMAN CPHP-XX
London Sq. Ascencion Manor Assoc. Holiday
Village Towers Coleman Mnr. Heights
Oklahoma Memphis, Baltimore, Fort Worth,
City,OK TN MD TX
_________ _________ _________ _________
Encumbrances 4,629,274 8,006,424 2,329,143 2,674,410
Initial Cost to
Operating Part-
nership:
Land 203,978 176,341 61,281 202,445
Bldgs.& Improv 4,009,000 6,551,159 3,384,621 1,942,864
Cost Capitalized
Subsequent to
Acquisition:
Land - - - -
Bldgs.& Improv 543,177 602,632 144,078 165,097
Gross Amount at
Which Carried at
Close of Year:
Land 203,978 176,341 61,281 202,445
Bldgs.& Improv 4,552,177 7,153,791 3,528,699 2,107,961
Total 4,756,155 7,330,132 3,589,980 2,310,406
Accumulated Deprn-
Bldgs.& Improv 1,593,154 2,078,582 925,015 655,223
Date of Construction 1975 1975 1903 1972
Date Acquired 08/88 08/88 05/88 10/88
Life Upon Which
Depreciation in
Latest Income
Statement is
Computed 27.5 yrs. 27.5 yrs. 27.5 yrs 32 yrs.
_____________________________________________________________
CPHP-XXII
Harriet Tubman
Terrace
Berkeley,CA TOTAL
___________ ___________
Encumbrances 5,481,966 $112,793,239
Initial Cost to
Operating Partner-
ship:
Land 361,275 6,572,359
Bldgs.& Improv 3,807,339 90,480,893
Cost Capitalized
Subsequent to
Acquisition:
Land 5,096 22,442
Bldgs.& Improv 399,040 8,317,055
Gross Amount at Which
Carried at Close of
Year:
Land 366,372 6,594,801
Bldgs.& Improv 4,206,379 98,797,948
Total 4,572,751 105,392,749
Accumulated Deprn-
Bldgs.& Improv 1,221,573 31,905,875
Date of Construction 1975
Date Acquired 08/88
Life Upon Which
Depreciation in
Latest Income Statement
is Computed 27.5 yrs.
NOTES TO SCHEDULE III - REAL ESTATE AND
ACCUMULATED DEPRECIATION OF OPERATING PARTNERSHIPS
IN WHICH CPHF-I HAS LIMITED PARTNERSHIP INTERESTS
DECEMBER 31, 1995
NOTE 1 - DESCRIPTION OF PROPERTIES
The properties held by the Operating Partnerships in which
the Partnership has invested are housing projects, primarily
for families and elderly or handicapped individuals of low
and moderate income.
NOTE 2 - SCHEDULE OF ENCUMBRANCES
Operating Partnership
Name and Property Residual Purchase Other
Name Mortgages Notes Notes Notes Total
____________ ________ ________ ________ _______ _______
CPHP-I
Charter House $988,603 $1,340,937 $ - $ - $2,329,540
CPHP-II
VOA/Sunset Park, Ltd.
Sunset Park 2,668,148 4,718,048 - 659,226 8,045,422
CPHP-III
Highland Park 1,398,319 7,531,527 - 497,165 9,427,011
CPHP-IV
Forest Glen
Estates 2,126,995 3,317,258 - 268,751 5,713,004
CPHP-V
Jaycee Towers 2,636,776 3,996,214 - 511,313 7,144,303
CPHP-VI
Edgewood 2,099,921 712,882 - 178,931 2,991,734
CPHP-VII
Gulfway Terr 2,874,445 2,569,316 - 298,983 5,742,744
CPHP-VIII
Sunset Town-
houses 649,779 620,466 - 66,267 1,336,512
CPHP-IX
Wind Ridge 1,500,174 2,013,406 - 82,841 3,596,421
CPHP-X
Bergen Circle 6,360,472 6,778,852 - 462,396 13,601,720
CPHP-XI
Continental
Terrace 2,239,107 2,679,355 - 328,569 5,247,031
CPHP-XII
Yale Village 2,625,525 3,033,960 -1,625,578 7,285,063
CPHP-XIII
Atlantis 2,298,565 4,639,610 - 214,997 7,153,172
CPHP-XIV
Kings Row 1,537,403 2,810,011 - 403,541 4,750,955
CPHP-XV
Castle Gardens1,556,252 2,132,187 - 210,737 3,899,176
CPHP-XVI
Rockwell Villa 582,065 716,882 - 109,267 1,408,214
CPHP-XVII
London Square
Village 2,378,516 1,781,453 - 469,305 4,629,274
CPHP-XVIII
Ascension Twr 3,384,699 4,347,930 - 273,795 8,006,424
Coleman Manor Associates
Limited Partnership
Coleman Manor 2,167,723 - - 161,420 2,329,143
CPHP-XX
Holiday Heights 963,323 1,622,864 - 88,223 2,674,410
CPHP-XXII
Harriet Tubman
Terrace 1,503,242 3,613,105 221,500 144,119 5,481,966
_________ _________ _______ _______ _________
$44,540,052$60,976,263$221,500$7,055,424$112,793,239
=========== ========== ======= ========= ===========
NOTE 3 - INCOME TAX BASIS
The aggregate cost of the land for federal income tax
purposes is $6,594,801 and the aggregate cost of buildings
and improvements for federal income tax purposes is
$98,673,900. The total of the above mentioned items is
$105,268,701.
NOTE 4 - RECONCILIATION OF REAL ESTATE AND ACCUMULATED
DEPRECIATION
Accumulated
Cost Depreciation
___________ ____________
Balance at December 31, 1992 $103,965,118 $19,393,980
Additions during year:
Depreciation - 4,210,916
Improvements 346,280 -
___________ __________
Balance at December 31, 1993 104,311,398 23,604,896
Additions during year:
Improvements 354,837 -
Depreciation - 4,200,321
___________ __________
Balance at December 31, 1994 104,666,235 27,805,217
Additions during year:
Improvements 825,786 -
Depreciation - 4,199,930
Disposals (99,272) (99,272)
____________ ___________
Balance at December 31, 1995 $105,392,749 $31,905,875
============ ===========
CENTURY PACIFIC HOUSING FUND-I
SCHEDULE IV - MORTGAGE LOANS ON REAL ESTATE OF OPERATING
PARTNERSHIPS IN WHICH CPHF-I HAS LIMITED PARTNERSHIP
INTERESTS
DECEMBER 31, 1995
Monthly
Payments Original
Final to Maturity Face Carrying
Interest Maturity (Net of HUD Amt.of Amount of
Description(1) Rate Date Subsidy) Mortgage Mortgage(2)
_____________ ______ _______ ________ ________ __________
First mortgages
assumed by
Operating Partnerships:
Century Pacific Housing
Partnership-I (CPHP-I)
Charter House
Dothan, Alabama 7% Mar 2013 $ 5,202 $1,325,700 $ 988,603
CPHP-II
VOA/Sunset Park, Ltd.
Sunset Park
Denver, Colorado 7% Aug 2013 8,592 4,859,300 2,668,148
CPHP-III
Highland Park
Topeka, Kansas 3% Dec 2008 10,835 2,914,500 1,398,319
CPHP-IV
Forest Glen Estates
Kansas City, KS 7.5% Apr 2013 6,554 2,787,000 2,126,995
CPHP-VI 3% plus
Edgewood T/B Rate
Danville, IL Mar 2013 22,160 2,360,000 2,099,921
CPHP-VII
Gulfway Terrace
New Orleans, LA 7% Jun 2015 13,576 3,616,200 2,874,445
CPHP-IX
Wind Ridge
Wichita, KS 8.5% Nov 2012 4,475 2,010,900 1,500,174
CPHP-X
Bergen Circle
Springfield,MS 6.92% Mar 2018 24,646 7,381,100 6,360,472
CPHP-V
Jaycee Towers
Dayton, Ohio 8.5% Sep 2012 7,387 3,361,200 2,636,776
CPHP-VIII
Sunset Townhouses
Newton, Kansas 8.5% Sep 2012 1,819 828,300 649,779
CPHP-XI
Continental Terrace
Fort Worth, TX 7% Mar 2013 11,781 3,002,600 2,239,107
CPHP-XII
Yale Village
Houston, Texas 7% Jun 2015 12,400 3,363,300 2,625,525
CPHP-XIII
Atlantis
Virginia Bch,VA 8.5% Mar 2012 7,239 2,946,500 2,298,565
CPHP-XIV
Kings Row
Houston, Texas 7.5% Aug 2011 8,884 2,116,000 1,537,403
CPHP-XV
Castle Gardens
Lubbock, Texas 8.5% Jun 2015 7,350 1,949,900 1,556,252
CPHP-XVI
Rockwell Villa
Oklahoma City,
Oklahoma 7% Sep 2013 1,912 812,700 582,065
CPHP-XVII
London Square Village
Oklahoma City,
Oklahoma 7.5% Jun 2012 7,770 3,153,900 2,378,516
CPHP-XVIII
Ascension Towers
Memphis, TN 7% May 2015 9,468 4,290,000 3,384,699
Coleman Manor Associates
Limited Partnership
Coleman Manor
Baltimore, MD 10.0% Jul 2029 12,545 2,365,000 2,167,723
CPHP-XX
Holiday Heights
Fort Worth, TX 7% Apr 2014 2,776 1,252,700 963,323
CPHP-XXII
Harriet Tubman Terrace
Berkeley, CA 7% Oct 2015 4,155 1,882,700 1,503,242
________ ___________ ___________
Total $191,526 $58,579,500 $44,540,052
======== =========== ===========
CENTURY PACIFIC HOUSING FUND-I
SCHEDULE IV - MORTGAGE LOANS ON REAL ESTATE OF
OPERATING PARTNERSHIPS IN WHICH CPHF-I HAS
LIMITED PARTNERSHIP INTERESTS - CONTINUED
DECEMBER 31, 1995
Original
Final Monthly Face Carrying
Interest Maturity Payments Amount of Amount of
Description(1) Rate Date Maturity Mortgage Mortgage(2)
_____________ _______ _______ _______ __________ __________
Residual notes
(second mortgages):
Century Pacific Housing
Partnership I (CPHP-I)
Charter House
Dothan, Alabama (1) Dec 2002 (1) $781,581 $1,340,937
CPHP-II
VOA/Sunset Park, Ltd.
Sunset Park
Denver, Colorado (1) Dec 2002 (1) 2,462,936 4,718,048
CPHP-III
Highland Park
Topeka, Kansas (1) Dec 2002 (1) 3,936,695 7,531,527
CPHP-IV
Forest Glen Estates
Kansas City, KS (1) Dec 2002 (1) 1,733,923 3,317,258
CPHP-VI
Edgewood
Danville, IL (1) Dec 2002 (1) 415,192 712,882
CPHP-VII
Gulfway Terrace
New Orleans, LA (1) Dec 2002 (1) 1,255,000 2,569,316
CPHP-IX
Wind Ridge
Wichita, Kansas (1) Dec 2003 (1) 1,053,084 2,013,406
CPHP-X
Bergen Circle
Springfield, MA (1) Jul 2013 (1) 3,547,072 6,778,852
CPHP-V
Jaycee Towers
Dayton, Ohio (1) Oct 2005 (1) 2,245,673 3,996,214
CPHP-VIII
Sunset Townhouses
Newton, Kansas (1) Aug 2003 (1) 341,229 620,466
CPHP-XI
Continental Terrace
Fort Worth, Texas (1) Oct 2003 (1) 1,595,364 2,679,355
CPHP-XII
Yale Village
Houston, Texas (1) Aug 2003 (1) 1,255,000 3,033,960
CPHP-XIII
Atlantis
Virginia Beach,VA (1) Jul 2003 (1) 2,552,584 4,639,610
CPHP-XIV
Kings Row
Houston, Texas (1) Aug 2003 (1) 1,537,518 2,810,011
CPHP-XV
Castle Gardens
Lubbock, Texas (1) Jul 2003 (1) 1,160,247 2,132,187
CPHP-XVI
Rockwell Villa
Oklahoma City, OK (1) Jul 2003 (1) 398,629 716,882
CPHP-XVII
London Square Village
Oklahoma City, OK (1) Jul 2003 (1) 979,071 1,781,453
CPHP-XVIII
Ascension Towers
Memphis, TN (1) Aug 2003 (1) 2,404,667 4,347,930
CPHP-XX
Holiday Heights
Fort Worth, Texas (1) Oct 2004 (1) 909,472 1,622,864
CPHP-XXII
Harriet Tubman Terrace
Berkeley, CA (1) Dec 2003 (1) 2,036,000 3,613,105
$32,600,937 $60,976,263
=========== ===========
CENTURY PACIFIC HOUSING FUND-I
NOTES TO SCHEDULE IV - MORTGAGE LOANS ON
REAL ESTATE OF OPERATING PARTNERSHIPS IN WHICH
CPHF-I HAS LIMITED PARTNERSHIP INTERESTS
DECEMBER 31, 1995
NOTE 1 - DESCRIPTION
Each Operating Partnership has invested in a property. The
Operating Partnerships assumed mortgage loan obligations from
the sellers of the properties, and with the exception of two
mortgages, all mortgage loan obligations are insured by the
United States Department of Housing and Urban Development.
All mortgages are secured by the land and buildings of the
properties.
In addition, the Operating Partnerships issued residual notes
to the sellers of the properties as partial consideration.
The notes bear interest at the minimum long-term federal rate
as announced from time-to-time pursuant to Section 1274 of the
Internal Revenue Code, provided that such rate shall not be
less than 7% nor greater than 15%. The notes are secured by
the land and buildings of the properties. The notes are
repayable out of future cash available for distribution and
unpaid principal and interest are due at maturity.
NOTE 2 - INCOME TAX BASIS
The income tax basis of the mortgages is the same as the
carrying amounts in Schedule IV.
CENTURY PACIFIC HOUSING FUND-I
NOTES TO SCHEDULE IV - MORTGAGE LOANS ON
REAL ESTATE OF OPERATING PARTNERSHIPS IN WHICH
CPHF-I HAS LIMITED PARTNERSHIP INTERESTS -CONTINUED
DECEMBER 31, 1995
NOTE 3 - RECONCILIATION OF MORTGAGES AND RESIDUAL NOTES
Residual
Mortgages Notes
___________ ___________
Balance at December 31, 1992 $47,777,750 $48,348,348
Additions during year:
Accrued interest - 3,823,532
Deductions during year:
Payments (1,003,982) -
__________ __________
Balance at December 31, 1993 46,773,768 52,171,880
Additions during year:
Accrued interest - 4,232,506
Deductions during year:
Payments (1,071,197) -
__________ __________
Balance at December 31, 1994 45,702,571 56,404,386
Additions during year:
Accrued interest - 4,571,877
Deductions during year:
Payments (1,162,519) -
___________ ___________
Balance at December 31, 1995 $44,540,052 $60,976,263
=========== ===========
