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<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
Quarterly Report Under Section 13 or 15(d) of
the Securities Exchange Act of 1934
For Quarter Ended March 31, 1995 Commission file number 0-15363
COMMONWEALTH GROWTH FUND II
(Exact Name of Registrant as Specified in its Charter)
California 68-0088748
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
705 University Avenue, Suite A, Sacramento, California 95825
(Address of registrant's principal executive offices) (Zip Code)
(916) 929-5433
(Registrants telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
X Yes No
---- ----
<PAGE> 2
COMMONWEALTH GROWTH FUND II
INDEX
<TABLE>
<S> <C> <C>
Part I. Financial Information
Balance Sheets - March 31, 1995 and December 31, 1994 3
Statements of Operations - For the Three Months
Ended March 31, 1995 and 1994 4
Statements of Cash Flows - For the Three Months
Ended March 31, 1995 and 1994 5
Statement of Partners' Equity - For the Three Months
Ended March 31, 1995 6
Notes to Financial Statements 7
Management's Discussion and Analysis of the
Results of Operations 8
Part II. Other Information 8
</TABLE>
<PAGE> 3
COMMONWEALTH GROWTH FUND II
(A Limited Partnership)
Balance Sheets
<TABLE>
<CAPTION>
March 31, December 31,
1995 1994
(Unaudited) (Audited)
----------- ------------
<S> <C> <C>
Assets
Land $ 160,000 160,000
Notes receivable 3,054,869 3,054,869
Cash 469,412 430,596
Other assets 50,897 59,814
---------- ---------
Total assets $3,735,178 3,705,279
========== =========
Liabilities and Partners' Equity
Liabilities:
Accounts payable and accrued expenses $ 505 --
Deferred gain 69,739 69,739
---------- ---------
Total liabilities 70,244 69,739
---------- ---------
Partners' Equity:
General partners' equity (35,616) (37,086)
Limited partners' equity; authorized 1,000,000 units;
issued and outstanding 459,698 in 1995 and 1994 3,700,550 3,672,626
---------- ---------
Total partners' equity 3,664,934 3,635,540
---------- ---------
Total liabilities and partners' equity $3,735,178 3,705,279
========== =========
</TABLE>
See accompanying notes to financial statements.
3
<PAGE> 4
COMMONWEALTH GROWTH FUND II
(A Limited Partnership)
Statements of Operations
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
1995 1994
-------- --------
<S> <C> <C>
Rental income $ -- 52,267
Expenses:
Operating expenses 9,384 35,787
Depreciation and amortization -- 12,343
-------- -------
Income from rental operations (9,384) 4,137
Interest income 74,302 131,940
General and administrative expenses 35,524 23,517
-------- -------
Net income 29,394 112,560
Allocated to general partners 1,470 5,628
-------- -------
Allocated to limited partners $ 27,924 106,932
======== =======
Net income per limited
partnership unit $ 0.06 0.23
======== =======
Weighted average number of
units outstanding 459,698 459,698
======== =======
</TABLE>
See accompanying notes to financial statements.
4
<PAGE> 5
COMMONWEALTH GROWTH FUND II
(A Limited Partnership)
Statements of Cash Flows
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
1995 1994
------ ------
<S> <C> <C>
Cash flows from operating activities:
Net income $ 29,394 112,560
Adjustments to reconcile net income to net -------- --------
cash provided by operating activities:
Depreciation and amortization -- 12,343
Changes in other assets and liabilities:
Decrease in other assets 8,917 23,874
Increase in accounts payable and
accrued expenses 505 2,014
-------- --------
Total adjustments to net income 9,422 38,231
-------- --------
Net cash provided by operating activities 38,816 150,791
-------- --------
Cash flows from investing activities:
Improvements to rental properties -- (51,573)
Collections on notes receivable -- 2,973
-------- --------
Net cash used by investing activities -- (48,600)
-------- --------
Cash flows from financing activities:
Distributions to partners -- (483,893)
-------- --------
Net cash used by financing activities -- (483,893)
-------- --------
Net increase (decrease) in cash 38,816 (381,702)
-------- --------
Cash, beginning of year 430,596 895,713
-------- --------
Cash, end of year $469,412 514,011
======== ========
</TABLE>
See accompanying notes to financial statements.
5
<PAGE> 6
COMMONWEALTH GROWTH FUND II
(A Limited Partnership)
Statement of Partners' Equity
For the Three Months Ended March 31, 1995
(Unaudited)
<TABLE>
<CAPTION>
General Limited
Partners Partners Total
---------- ---------- ---------
<S> <C> <C> <C>
Balance at December 31, 1994 $(37,086) 3,672,626 3,635,540
Net income 1,470 27,924 29,394
-------- --------- ---------
Balance at March 31, 1995 $(35,616) 3,700,550 3,664,934
======== ========= =========
</TABLE>
See accompanying notes to financial statements.
6
<PAGE> 7
COMMONWEALTH GROWTH FUND II
NOTES TO FINANCIAL STATEMENTS
(1) In the opinion of the General Partners, the accompanying unaudited
financial statements contain all adjustments necessary to present
fairly the financial position as of March 31, 1995, and the results
of its operations for the three months ended March 31, 1995 and cash
flows for the three months ended March 31, 1995.
(2) The other accounting policies followed by the Partnership are set
forth in Note 1 to the Partnership's financial statements in the 1994
Form 10-K which is incorporated herein by reference.
7
<PAGE> 8
COMMONWEALTH GROWTH FUND II
MANAGEMENT'S DISCUSSION AND ANALYSIS OF THE RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
Rental income decreased $52,267 for the three months ended March 31,
1995, compared to the same period in the prior year, due to the sale
of the Southland Park property in October 1994.
Operating expenses decreased $26,403 for the three months ended March
31, 1995, compared to the same period in the prior year, due to the
sale of the Southland Park property in October 1994.
Interest income decreased $57,638 for the three months ended March 31,
1995, compared to the same period in the prior year, due to the payoff
of a note receivable in August 1994.
General and administrative expenses increased $12,007 for the three
months ended March 31, 1995, compared to the same period in the prior
year. This change is primarily attributable to increased accounting,
registrar, and shareholder relations expenses. However, this increase
was partially offset by decreased legal expenses.
LIQUIDITY AND CAPITAL RESOURCES
The Partnership has met its liquidity needs through cash reserves and
operating income. The Partnership currently has no material
commitments and anticipates that these sources will continue to be
adequate to meet the Partnership's future liquidity needs.
PART II. OTHER INFORMATION
ITEM 6: REPORTS ON FORM 8-K
The Partnership filed no reports on Form 8-K during the quarter
ended March 31, 1995.
8
<PAGE> 9
SIGNATURES
Pursuant to the requirement 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.
COMMONWEALTH GROWTH FUND II
-----------------------------------------
(Registrant)
5/15/95 /S/ JEFFREY BERGER
--------------- ----------------------------------------
Date Jeffrey Berger
Individual General Partner
5/15/95 /S/ JEFFREY BERGER
--------------- ----------------------------------------
Date Jeffrey Berger
President, Managing General Partner
9
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
BALANCE SHEET AT MARCH 31, 1995 (UNAUDITED) AND THE STATEMENT OF OPERATIONS FOR
THE THREE MONTHS ENDED MARCH 31, 1995 (UNAUDITED) AND IS QUALIFIED IN ITS
ENTIRETY BY REFERENCE TO SUCH 1ST QUARTER 1995 10-Q.
</LEGEND>
<MULTIPLIER> 1
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-START> JAN-01-1995
<PERIOD-END> MAR-31-1995
<EXCHANGE-RATE> 1
<CASH> 469,412
<SECURITIES> 0
<RECEIVABLES> 3,054,869
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 3,575,178
<PP&E> 160,000
<DEPRECIATION> 0
<TOTAL-ASSETS> 3,735,178
<CURRENT-LIABILITIES> 70,244
<BONDS> 0
<COMMON> 0
0
0
<OTHER-SE> 3,664,934
<TOTAL-LIABILITY-AND-EQUITY> 3,735,178
<SALES> 0
<TOTAL-REVENUES> 74,302
<CGS> 0
<TOTAL-COSTS> 9,384
<OTHER-EXPENSES> 35,524
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 29,394
<INCOME-TAX> 0
<INCOME-CONTINUING> 29,394
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 29,394
<EPS-PRIMARY> .06
<EPS-DILUTED> .06
</TABLE>
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