SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
[X] Annual report pursuant to Section 13 or 15(d) of the
Securities
Exchange Act of 1934
For the fiscal year ended March 31, 1998 or
--------------
[ ] Transition report pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
For the transition period from to
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Commission file number 0-17679
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Boston Capital Tax Credit Fund Limited Partnership
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(Exact name of registrant as specified in its charter)
Massachusetts 04-3006542
- -----------------------------------
- -----------------------------------
(State or other jurisdiction (I.R.S.
Employer
incorporation or organization) Identification
No.)
One Boston Place, Suite 2100 Boston, MA
02108-4406
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(Address of principal executive (Zip
Code)
offices)
Partnership's telephone number, including area code (617)624-8900
-------------
Securities registered pursuant to Section 12(b) of the Act:
Name of each
exchange
Title of each class on which
registered
-------------------
- ---------------------
None None
- ------------------------------
- --------------------------------
Securities registered pursuant to Section 12(g) of the Act:
Beneficial Assignee Certificates
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(Title of class)
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 twelve months (or for such shorter
period that the
registrant was required to file such reports), and (2) has been
subject to
such filing requirements for the past 90 days.
YES X NO
----- -----
Indicate by check mark if disclosure of delinquent filers
pursuant to Item 405
of Regulation S-K( 229.405 of this chapter) is not contained
herein, and will
not be contained, to the best of registrant's knowledge, in
definitive proxy
or information statements incorporated by reference in Part III
of this Form
10-K or any amendment to this Form 10-K.
__
|XX|
DOCUMENTS INCORPORATED BY REFERENCE
-----------------------------------
The following documents of the Partnership are incorporated by
reference:
Form 10-K
Parts Document
--------- --------
Parts I, III October 14, 1988 Prospectus,
as
supplemented
BOSTON CAPITAL TAX CREDIT FUND LIMITED PARTNERSHIP
Form 10-K ANNUAL REPORT
FOR THE YEAR ENDED MARCH 31, 1998
TABLE OF CONTENTS
PART I
Item 1. Business
Item 2. Properties
Item 3. Legal Proceedings
Item 4. Submission of Matters to a Vote
of Security Holders
PART II
Item 5. Market for the Partnership's Limited
Partnership Interests and Related
Partnership Matters
Item 6. Selected Financial Data
Item 7. Management's Discussion and Analysis of
Financial Condition and Results
of Operations
Item 8. Financial Statements and Supplementary
Data
Item 9. Changes in and Disagreements with
Accountants on Accounting and
Financial Disclosure
PART III
Item 10. Directors and Executive Officers
of the Partnership
Item 11. Executive Compensation
Item 12. Security Ownership of Certain Beneficial
Owners and Management
Item 13. Certain Relationships and Related
Transactions
PART IV
Item 14. Exhibits, Financial Statement Schedules, and
Reports on Form 8-K
Signatures
PART I
Item 1. Business
Organization
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Boston Capital Tax Credit Fund Limited Partnership (the
"Partnership") is a
limited partnership formed under the Delaware Revised Uniform
Limited
Partnership Act as of June 1, 1988. The General Partner of the
Partnership is
Boston Capital Associates Limited Partnership, a Delaware limited
partnership.
Boston Capital Associates, a Massachusetts general partnership,
whose only two
partners are Herbert F. Collins and John P. Manning, the
principals of Boston
Capital Partners, Inc., is the sole general partner of the
General Partner.
The limited partner of the General Partner is Capital Investment
Holdings, a
general partnership whose partners are certain officers and
employees of
Boston Capital Partners, Inc., and its affiliates. The Assignor
Limited
Partner is BCTC Assignor Corp., a Delaware corporation which is
wholly-owned
by Herbert F. Collins and John P. Manning.
The Assignor Limited Partner was formed for the purpose of
serving in that
capacity for the Partnership and will not engage in any other
business. Units
of beneficial interest in the Limited Partnership Interest of the
Assignor
Limited Partner were assigned by the Assignor Limited Partner by
means of
beneficial assignee certificates ("BACs") to investors and
investors are
entitled to all the rights and economic benefits of a Limited
Partner of the
Partnership including rights to a percentage of the income,
gains, losses,
deductions, credits and distributions of the Partnership.
A Registration Statement on Form S-11 and the related
prospectus, as
supplemented (the "Prospectus") was filed with the Securities and
Exchange
Commission and became effective August 29, 1988 in connection
with a public
offering ("Offering") of Series 1 through 6. The Partnership
raised
$97,746,940 representing a total of 9,800,600 BACs. The offering
of BACs in
all series ended on September 29, 1989.
Description of Business
- -----------------------
The Partnership's principal business is to invest as a limited
partner in
other limited partnerships (the "Operating Partnerships"), each
of which was
to own or lease and operate an Apartment Complex exclusively or
partially for
low- and moderate-income tenants. Each Operating Partnership in
which the
Partnership has invested owns an Apartment Complex which is
completed,
newly-constructed, or newly-rehabilitated. Each Apartment Complex
qualifies
for the low-income housing tax credit under Section 42 of the
Code (the
"Federal Housing Tax Credit"), thereby providing tax benefits
over a period of
ten years in the form of tax credits which investors may use to
offset income,
subject to certain strict limitations, from other sources.
Certain of the
Apartment Complexes also qualified for the historic
rehabilitation tax credit
under Section 48 of the Code (the "Rehabilitation Tax Credit").
The Federal
Housing Tax Credit and the Government Assistance programs are
described on
pages 53 to 73 of the Prospectus under the caption "Government
Assistance
1
Programs," which is incorporated herein by reference. Section
236 (f) (ii) of
the National Housing Act, as amended, in Section 101 of the
Housing and Urban
Development Act of 1965, as amended, each provide for the making
by HUD of
rent supplement payments to low income tenants in properties
which receive
other forms of federal assistance such as Tax Credits. The
payments for each
tenant, which are made directly to the owner of their property,
generally are
in such amounts as to enable the tenant to pay rent equal to 30%
of the
adjusted family income. Some of the Apartment Complexes in which
the
Partnership has invested are receiving such rent supplements from
HUD. HUD
has been in the process of converting rent supplement assistance
to assistance
paid not to the owner of the Apartment Complex, but directly to
the
individuals. At this time, the Partnership is unable to predict
whether
Congress will continue rent supplement programs payable directly
to owners of
the Apartment Complex.
At March 31, 1998, the Partnership had limited partnership
equity
interests in one hundred five operating partnerships which own
operating
apartment complexes as follows: nineteen in Series 1; eight in
Series 2;
thirty-three in Series 3; twenty-five in Series 4; five in Series
5; and
fifteen in Series 6. A description of these Operating
Partnerships is set
forth in Item 2 herein.
The business objectives of the Partnership are to:
(1) preserve and protect the Partnership's capital;
(2) provide current tax benefits to Investors in the form of
(a) Federal
Housing Tax Credits and Rehabilitation Tax Credits, which an
Investor may
apply, subject to certain strict limitations, against his federal
income tax
liability form active, portfolio and passive income, and (b)
passive losses
which an Investor may apply to offset his passive income (if
any);
(3) Provide capital appreciation through increases in value
of the
Partnership's investments and, to the extent applicable, equity
buildup
through periodic payments on the mortgage indebtedness with
respect to the
Apartment Complexes;
(5) provide cash distributions (except with respect to the
Partnership's
investment in certain Non-Profit Operating Partnerships) from a
Capital
Transaction as to the Partnership. The Operating Partnerships
intend to hold
the Apartment Complexes for appreciation in value. The Operating
Partnerships
may sell the Apartment Complexes after a period of time if
financial
conditions in the future make such sales desirable and if such
sales are
permitted by government restrictions.
The business objectives and investment policies of the
Partnership are
described more fully on pages 44 to 52 of the Prospectus under
the caption
"Business Objectives and Investment Policies," which is
incorporated herein by
reference.
2
Employees
- ---------
The Partnership does not have any employees. Services are
performed by the
General Partner and its affiliates and agents retained by them.
Item 2. Properties
The Partnership has acquired a limited partnership interest in
each of the
one hundred five Operating Partnerships identified in the
following
tables. In each instance the Apartment Complex owned by the
applicable
Operating Partnership is eligible for the Federal Housing Tax
Credit.
Occupancy of a unit in each Apartment Complex which initially
complied with
the Minimum Set-Aside Test (i.e., occupancy by tenants with
incomes equal to
no more than a certain percentage of area median income) and the
Rent
Restriction Test (i.e., gross rent charged tenants does not
exceed 30% of the
applicable income standards) is referred to hereinafter as
"Qualified
Occupancy". Each of the Operating Partnerships and each of the
respective
Apartment Complexes are described more fully in the Prospectus,
as
supplemented, or applicable Report on Form 8-K. The General
Partner believes
that there is adequate casualty insurance on the properties.
Please refer to Item 7. "Management's Discussion and Analysis
of Financial
Condition and Results of Operations" for a more detailed
discussion of
operational difficulties experienced by certain of the Operating
Partnerships.
3
Boston Capital Tax Credit Fund Limited Partnership -
Series 1
PROPERTY PROFILES AS OF MARCH 31, 1998
Mortgage
Balance
Qualified Capital
Property As of Construction
Occupancy Contrib-
Name Location Units 12/31/97 Completion
3/31/98 uted
- -----------------------------------------------------------------
- -------------
Apple Hill West Neton, 44 $1,485,401 1/88
100% $ 317,660
Apartments NC
Bolivar Manor Bolivar, 24 879,430 11/88
95% 180,498
Apartments NY
Briarwood Vero Beach, 45 1,478,651 8/89
100% 386,368
Apartments FL
Broadway Kingston, 122 5,184,279 6/89
100% 952,500
East NY
Country Coldwater, 32 936,744 7/89
100% 202,610
Knoll MI
Country Warwick, 64 3,175,740 4/89
100% 845,000
Village Apts NY
Elk Rapids II Elk Rapids, 24 738,926 2/89
100% 161,078
Apartments MI
Green Acres Yulee, 47 1,480,172 8/89
100% 394,500
Apartments FL
Inglewood St. Cloud, 50 1,487,285 11/88
100% 394,400
Meadows FL
Minnehaha St. Paul, 24 1,166,128 11/88
100% 631,138
Court Apts. MN
Moss Creek Wewahitchka, 23 711,762 6/88
100% 207,592
Apartments FL
River Park Rochester, 402 9,447,406 12/88
100% 2,315,400
Commons NY
Sunset West Conneaut, 40 1,172,479 4/88
100% 250,701
Apartments OH
Unity Park Niagara Falls, 198 9,658,818 12/90
100% 600,000
Phase II NY
Villas of Geneva, 40 1,187,738 8/88
100% 254,967
Geneva OH
4
Boston Capital Tax Credit Fund Limited Partnership -
Series 1
PROPERTY PROFILES AS OF MARCH 31, 1998
Continued
- ---------
Mortgage
Balance
Qualified Capital
Property As of Construction
Occupancy Contrib-
Name Location Units 12/31/97 Completion
3/31/98 uted
- -----------------------------------------------------------------
- -------------
Virginia
Circle St. Paul, 16 $ 692,229 6/88
100% $395,000
Townhomes MN
Westchase Three Rivers, 32 964,427 7/89
100% 202,610
Apartments MI
Wood Creek Saulte St. 32 964,899 7/89
100% 213,390
Manor Marie, MI
Woodland St. Cloud, 50 1,487,285 11/88
100% 394,500
Terrace FL
5
Boston Capital Tax Credit Fund Limited Partnership -
Series 2
PROPERTY PROFILES AS OF MARCH 31, 1998
Mortgage
Balance
Qualified Capital
Property As of Construction
Occupancy Contrib-
Name Location Units 12/31/97 Completion
3/31/98 uted
- -----------------------------------------------------------------
- -------------
Annadale Fresno, 222 $9,411,488 6/90 100%
$1,736,542
Apartments CA
Calexico Calexico, 36 1,566,878 4/90 100%
464,896
Village Apts. CA
Glenhaven Merced, 15 497,333 12/89 100%
490,000
Park III CA
Glenhaven Merced, 12 399,865 6/90 100%
395,300
Park CA
Heber II
Village Heber, 24 1,093,880 4/89 100%
345,000
Apts. CA
Redondo II Westmorland, 32 1,439,651 7/90 100%
580,000
Apts. CA
Redwood McKinleyville, 48 1,770,886 12/89 100%
688,572
Creek Apts. CA
Thunderbird Mecca, 54 2,602,053 7/90 100%
1,012,157
Apartments CA
6
Boston Capital Tax Credit Fund Limited Partnership -
Series 3
PROPERTY PROFILES AS OF MARCH 31, 1998
Mortgage
Balance
Qualified Capital
Property As of Construction
Occupancy Contrib-
Name Location Units 12/31/97 Completion
3/31/98 uted
- -----------------------------------------------------------------
- -------------
The 128
Park Street Dorchester, 16 $ 514,480 7/88
100% $340,000
Lodging House MA
Ashley Senior Ashland, 62 1,781,220 5/89
100% 495,500
Center Apts. OR
Belfast Belfast, 24 1,085,538 5/89
100% 245,000
Birches ME
The Bowditch Jamaica Plain,
School MA 50 1,630,968 12/89
100% 883,623
Lodging House
Carriage Gate Palatka, 49 1,473,997 11/89
100% 385,000
Apartments FL
Central Cincinnati, 225 2,800,000 12/89
100% 4,482,818
Parkway Towers OH
Colony Court Eustis, 46 1,491,736 6/89
100% 384,200
Apartments FL
Crane Street Littleton, 33 1,478,728 12/88
100% 293,000
Court NH
Cruz Bay St. John, 20 1,487,662 2/89
100% 285,820
Apartments USVI
Fiddler's Creek Southport, 24 960,969 2/89
100% 200,397
Apartments NC
Gilmore Court Jaffrey, 28 1,384,621 6/89
92% 288,660
NH
Greenwood Owosso, 48 1,437,033 8/89
100% 312,090
Apartments MI
Hidden Cove W.Pittsburg 88 2,811,177 8/88
100% 1,761,650
Apartments CA
Hillmont Lake Park, 42 1,137,028 5/89
100% 265,218
Apartments GA
7
Boston Capital Tax Credit Fund Limited Partnership -
Series 3
PROPERTY PROFILES AS OF MARCH 31, 1998
Continued
- ---------
Mortgage
Balance
Qualified Capital
Property As of Construction
Occupancy Contrib-
Name Location Units 12/31/97 Completion
3/31/98 uted
- -----------------------------------------------------------------
- -------------
Jackson Jackson, 28 $1,191,714 7/89
100% $ 225,000
Apartments WY
Lake North Lady Lake, 36 1,060,613 1/89
100% 220,780
Apartments FL
Lakewood Terr Lakeland, 132 3,871,267 8/89
100% 572,400
Apartments FL
Lincoln Salem, 63 2,541,668 12/88
100% 520,000
Apartments MA
Mann Village Indianapolis,204 5,330,148 5/89
100% 2,620,620
Apartments IN
Maplewood Cloquet, 24 756,157 4/89
100% 150,800
Apartments MN
Mound Plaza Moundville, 24 622,421 9/89
100% 129,465
Apartments AL
Oak Crest Brainerd, 30 908,442 5/89
100% 168,130
Manor II MN
Orangewood Umatilla, 45 1,478,468 9/89
100% 358,350
Villas FL
Orchard Park Beaumont, 144 3,919,367 5/89
100% 2,950,000
Apartments CA
Paige Hall Minneapolis, 69 2,253,150 4/89
100% 378,538
Apartments MN
Queens Philadelphia, 32 1,157,229 1/89
100% 759,500
Court Apts. PA
Rainbow Yuma, 81 1,925,371 1/89
100% 702,968
Apartments AZ
Ripon Ripon, 24 850,217 7/89
100% 176,260
Apartments WI
8
Boston Capital Tax Credit Fund Limited Partnership -
Series 3
PROPERTY PROFILES AS OF MARCH 31, 1998
Continued
- ---------
Mortgage
Balance
Qualified Capital
Property As of Construction
Occupancy Contrib-
Name Location Units 12/31/97 Completion
3/31/98 uted
- -----------------------------------------------------------------
- -------------
Sun Village Groveland, 34 $1,050,682 5/88
100% $211,880
Apartments FL
Taylor
Terrace W. Pittsburgh, 30 1,054,879 11/88
96% 227,103
Apartments PA
The Grove Vidalia, 54 1,483,436 5/89
100% 345,621
Apartments GA
Trinidad Trinidad, 24 919,221 6/89
100% 202,000
Apartments CO
Vassar Vassar, 32 920,327 11/89
100% 189,596
Apartments MI
9
Boston Capital Tax Credit Fund Limited Partnership -
Series 4
PROPERTY PROFILES AS OF MARCH 31, 1998
Mortgage
Balance
Qualified Capital
Property As of Construction
Occupancy Contrib-
Name Location Units 12/31/97 Completion
3/31/98 uted
- -----------------------------------------------------------------
- -------------
Amory Square Windsor, 74 $ 2,166,385 9/89
100% $1,644,338
Apartments VT
Auburn Trace Delray Beach,256 10,147,489 1/90
100% 2,849,298
FL
Ault Ault, 16 455,644 7/89
100% 92,232
Apartments CO
Berkshire Wichita, 90 2,062,234 9/89 100%
1,829,104
Apartments KS
Bowditch
School Jamaica Plain,50 1,630,968 12/89
100% 619,300
Lodging House MA
Burlwood Cripple 10 230,196 8/89
100% 45,600
Apartments Creek, CO
Cambria Cambria, 24 1,034,192 7/89
100% 367,600
Commons NY
Central
Parkway Cincinnati, 225 2,800,000 12/89
100% 944,322
Towers OH
Clearview Monte Vista, 24 756,287 11/89
100% 166,400
Apartments CO
Fuller St. Paul, 9 506,801 1/89
100% 254,671
Townhomes MN
Glenhaven Merced, 15 494,773 6/89
100% 415,000
Park II CA
Greenwood Quincy, 36 1,079,599 9/89
100% 282,000
Terrace FL
Highland Topeka, 22 385,320 12/88
100% 354,067
Village KS
Duplexes
10
Boston Capital Tax Credit Fund Limited Partnership -
Series 4
PROPERTY PROFILES AS OF MARCH 31, 1998
Continued
- ---------
Mortgage
Balance
Qualified Capital
Property As of Construction
Occupancy Contrib-
Name Location Units 12/31/97 Completion
3/31/98 uted
- -----------------------------------------------------------------
- -------------
Jefferson Pl Monticello, 38 $ 1,105,414 12/89
100% $ 294,150
Apartments FL
Landmark Chesapeake, 120 1,778,966 5/89
100% 1,470,835
Apartments VA
Meadowcrest Southfield, 83 2,896,927 10/90
100% 1,055,404
Apartments MI
Milliken Milliken, 28 797,294 8/89
100% 135,000
Apartments CO
Montana Ave. St. Paul, 13 659,978 11/89
100% 430,167
Townhomes MN
New Grand Salt Lake 80 2,865,639 3/90
100% 2,823,370
Hotel City,UT
Rosenberg Santa Rosa, 77 1,824,673 1/92
100% 844,300
Hotel CA
Shockoe Hill Richmond, 64 1,889,827 9/89
100% 1,110,590
Apartments II VA
Sunnyview Salem, 60 2,142,114 9/89
100% 775,000
Apartments OR
Thompson Indianapolis, 240 4,999,489 12/89
100% 2,098,660
Village Apts. IN
Unity Park Niagara Falls,198 9,658,818 12/90
100% 1,470,300
Phase II NY
Van Dyke Sanger, 16 659,644 11/89
100% 474,360
Estates CA
XVI - A
11
Boston Capital Tax Credit Fund Limited Partnership -
Series 5
PROPERTY PROFILES AS OF MARCH 31, 1998
Mortgage
Balance
Qualified Capital
Property As of Construction
Occupancy Contrib-
Name Location Units 12/31/97 Completion
3/31/98 uted
- -----------------------------------------------------------------
- -------------
Annadale Fresno, 222 $9,411,488 6/90
100% $1,161,810
Apartments CA
Calexico Village Calexico, 36 1,566,878 4/90
100% 128,174
Apartments CA
Glenhaven Merced, 13 688,873 6/89
100% 356,480
Estates CA
Heather Ridge Redding, 56 1,150,836 9/89
100% 1,182,030
Apartments CA
Point Arena Point Arena,25 1,200,779 2/90
100% 444,830
Village CA
12
Boston Capital Tax Credit Fund Limited Partnership -
Series 6
PROPERTY PROFILES AS OF MARCH 31, 1998
Mortgage
Balance
Qualified Capital
Property As of Construction
Occupancy Contrib-
Name Location Units 12/31/97 Completion
3/31/98 uted
- -----------------------------------------------------------------
- -------------
Auburn Trace Delray Beach, 256 $10,147,409 1/90 100%
$1,971,457
FL
Briarwood Cameron, 24 569,703 9/88 100%
137,367
Estates MO
Columbia Richland, 139 4,472,553 2/90 100%
1,607,375
Park Apts. WA
Eldon Estates Eldon, 24 554,119 7/88 100%
139,221
MO
Forty West Holland, 120 2,112,952 2/90 100%
1,431,562
Apartments MI
Hacienda Villa Firebaugh, 120 3,911,182 1/90 100%
1,460,316
Apartments CA
Hillandale Lithonia, 132 3,152,333 1/90 100%
1,444,800
Commons GA
Kearney Kearney, 16 363,271 3/88 100%
99,334
Properties II MO
Los Pueblos Socorro, 32 1,250,721 5/88 100%
414,851
Apartments NM
Pleasant Hill Pleasant Hill, 24 560,589 12/88 100%
141,624
MO
Rosenberg Santa Rosa, 77 1,824,673 1/92 100%
555,700
Apartments CA
Sherburne Sherburne, 29 1,310,672 10/89 96%
578,409
Senior Housing NY
Springridge Warrensburg, 24 570,441 2/88 100%
162,393
III MO
Tall Pines Charlestown, 32 1,435,716 11/89 100%
302,491
Apartments NH
Woodcliff Ishpeming, 24 757,817 11/89 100%
192,996
Apartments MI
13
Item 3. Legal Proceedings
None.
Item 4. Submission of Matters to a Vote of Security Holders
None.
14
PART II
-------
Item 5. Market for the Partnership's Limited Partnership
Interests
and Related Partnership Matters
(a) Market Information
The Partnership is classified as a limited
partnership and
thus has no common stock. There is no established
public trading
market for the BACs and it is not anticipated that
any public
market will develop.
(b) Approximate number of security holders.
As of March 31, 1998, the Partnership has
7,377 registered
BAC Holders for an aggregate of 9,800,600 BACs which
were
offered a subscription price of $10 per BAC.
The BACs were issued in series. Series 1 had
1,024
investors holding 1,299,900 BACs; Series 2 had 726
investors
holding 830,300 BACs; Series 3 had 2,323 investors
holding
2,882,200 BACs; Series 4 had 2,078 investors holding
2,995,300
BACs; Series 5 had 395 investors holding 489,900
BACs; and Series
6 had 831 investors holding 1,303,000 BACs.
(c) Dividend history and restriction.
The Partnership has made no distributions of
Net Cash Flow
to its BAC Holders from its inception, June 1, 1988
through March
31, 1998.
The Partnership made a return of equity
distribution to
the Limited Partners in the amount of $350,003
during the year
ended March 31, 1992. The distribution was the
result of
certain Operating Partnerships not achieving their
projected tax
credits.
The Partnership Agreement provides that
Profits, Losses
and Credits will be allocated each month to the
holder of record
of a BAC as of the last day of such month.
Allocation of
Profits, and Credits among BAC Holders will be made
in
proportion to the number of BACs held by each BAC
Holder.
Any distributions of Net Cash Flow or
Liquidation, Sale or
Refinancing Proceeds will be made within 180 days of
the end of
the annual period to which they relate.
Distributions will be
made to the holders of record of a BAC as of the
last day of each
month in the ratio which (i) the BACs held by such
Person on the
last day of the calendar month bears to (ii) the
aggregate number
of BACs outstanding on the last day of such month.
15
Partnership allocations and distributions are
described on
pages 99 to 103 of the Prospectus, as supplemented, which
are
incorporated herein by reference.
Item 6. Selected Financial Data
The information set forth below presents selected
financial data
of the Partnership for each of the five years in the period ended March
31, 1998. Additional detailed financial information is set forth in
the
audited financial statements listed in Item 14 hereof.
March 31 March 31, March 31, March
31, March 31,
1998 1997 1996 1995
1994
-------- -------- --------
- -------- --------
Operations
- ----------
Interest Income $ 16,039 $ 7,074 $ 8,821 $
11,022 $ 32,652 Other Income 813 2,910
1,557 6,921 72,994
Share of Loss
of operating
Partnerships (4,676,547) ( 1,453,320) (5,141,108)
(6,602,292) ( 7,443,043)
Operating Exp. (1,096,282) ( 1,081,835) (1,066,179)
(1,229,300) ( 1,405,305)
---------- ---------- ---------
- ----------
Net Loss (6,033,177) $ (
2,525,171)$(6,196,909)$(7,813,649)$( 8,742,701)
========== =========== ==========
========= ==========
Net Loss
per BAC $ (.58) $ (.26) $ (.63 $
(.78)$ ( .88)
========== =========== ==========
========= ==========
Balance Sheet
- -------------
Total Assets 22,097,154 $ 26,710,863 $28,194,596 $33,412,311
$ 40,271,022
========== =========== ==========
========== ==========
Total Liab. 5,879,773 $ 4,737,505 $ 3,696,067 $ 2,716,873
$ 1,761,935
Partners' ========== =========== ==========
========== ==========
Equity 16,217,381 $ 21,973,358 $24,498,529 $30,695,438
$ 38,509,087
========== =========== ==========
========== ==========
Other Data
Tax Credits per BAC for
the Investors Tax Year,
the twelve months ended
December 31,1997 1996
1995 1994 and 1993*
$ 1.24 $ 1.25 $ 1.24 $
1.25 $ 1.27
========== =========== =========
========== ==========
*Credit per BAC is a weighted average of all the Series. Since each
Series
has invested as a limited partner in different Operating Partnerships
the
Credit per BAC will vary slightly. For more detailed information refer
to
Item 7. Results of Operations.
16
Item 7. Management's Discussion and Analysis of Financial
Condition and Results of Operations
Liquidity
- ---------
The Partnership's primary source of funds was the proceeds
of its public
offering. Other sources of liquidity include (i) interest
earned on capital
contributions held pending investment or held for working capital
reserves and
(ii) cash distributions from operations of the Operating
Partnerships in which
the Partnership has invested. These sources of liquidity are
available to
meet the obligations of the Partnership. The Partnership is
currently
accruing the annual partnership management fees, which allows
each series the
ability to pay non-affiliated third party obligations. During
the fiscal year
ended March 31, 1998 the Partnership accrued $954,708 in annual
partnership
management fees. As of March 31, 1998, total partnership
management fees
accrued were $5,490,766. Pursuant to the Partnership Agreement,
such
liabilities will be deferred until the Partnership receives sales
or
refinancing proceeds from Operating Partnerships which will be
used to satisfy
such liabilities.
An affiliate of the general partner has advanced $134,250
to the
Partnership to pay certain third party operating expenses. The
amounts
advanced to four of the six series are as follows: $40,000 to
Series 1;
$30,000 to Series 2; $94,250 to Series 3; and $28,000 to Series
4. These
and any additional advances will be paid, without interest, from
available
cash flow, reporting fees, or the proceeds of sales or
refinancing of the
Partnership's interests in Operating Partnerships. The
Partnership
anticipates that as the Operating Partnerships continue to
mature, more cash
flow and reporting fees will be generated. Cash flow and
reporting fees will
be added to the Partnership's working capital and will be
available to meet
future third party obligations of the Partnership. The
Partnership is
currently pursuing, and will continue to pursue, available cash
flow and
reporting fees and anticipates that the amount collected will be
sufficient
to cover third party expenses.
Capital Resources
- -----------------
The Partnership offered BACs in a public offering declared
effective by
the Securities and Exchange Commission on August 29, 1988. The
Partnership
received and accepted subscriptions for $97,746,940 representing
9,800,600
BACs from investors admitted as BAC Holders in Series 1 through
Series 6 of
the Partnership.
Offers and sales of BACs in Series 1 through Series 6 of
the Partnership
were completed and the last of the BACs in Series 6 were issued
by the
Partnership on September 29, 1989.
(Series 1). The Partnership received and accepted
subscriptions
for $12,999,000, representing 1,299,900 BACs from investors
admitted as BAC
Holders in Series 1. Offers and sales of BACs in Series 1 were
completed and
the last of the BACs in Series 1 were issued on December 14,
1988.
17
As of March 31, 1998, the net proceeds from the offer and
sale of BACs
in Series 1 had been used to invest in a total of 19 Operating
Partnerships in
an aggregate amount of $9,407,952, and the Partnership had
completed payment
of all installments of its capital contributions. Series 1 net
offering
proceeds in the amount of $15,351 remains in Working Capital.
(Series 2). The Partnership received and accepted
subscriptions for
$8,303,000, representing 830,300 BACs from investors admitted as
BAC Holders
in Series 2. Proceeds from the sale of BACs in Series 2 were
invested in
Operating Partnerships owning apartment complexes located in
California only,
which generate both California and Federal Housing Tax Credits.
Offers and
sales of BACs in Series 2 were completed and the last of the BACs
in Series 2
were issued by the Partnership on March 30, 1989.
As of March 31, 1998, the net proceeds of the offer and
sale of BACs in
Series 2 had been used to invest in a total of 8 Operating
Partnerships in
an aggregate amount of $6,498,176, and the Partnership had
completed payment
of all installments of its capital contributions. Series 2 net
offering
proceeds in the amount of $3,977 remains in Working Capital.
(Series 3). The Partnership received and accepted
subscriptions for
$28,822,000, representing 2,882,200 BACs from investors admitted
as BAC
Holders in Series 3. Offers and sales of BACs in Series 3 were
completed
and the last of the BACs in Series 3 were issued by the
Partnership on March
14, 1989.
As of March 31, 1998, the net proceeds from the offer and
sale of BACs
in Series 3 had been used to invest in a total of 33 Operating
Partnerships in
an aggregate amount of $21,738,797, and the Partnership had
completed payment
of all installments of its capital contributions to all of its
Operating
Partnerships. Series 3 net offering proceeds in the amount of
$14,333 remains
in Working Capital.
(Series 4). The Partnership commenced offering BACs in
Series 4 on
March 27, 1989. The Partnership received and accepted
subscriptions for
29,788,160, representing 2,995,300 BACs from investors admitted
as BAC Holders
in Series 4. Offers and sales of BACs in Series 4 were completed
and the last
of the BACs in Series 4 were issued by the Partnership on July 7,
1989.
As of March 31, 1998, the net proceeds from the offer and
sale of BACs
in Series 4 had been used to invest in a total of 25 Operating
Partnerships in
an aggregate amount of $22,934,082, and the Partnership had
completed payment
of all installments of its capital contributions to all of its
Operating
Partnerships. Series 4 net offering proceeds in the amount of
$1,955 remains
in Working Capital.
(Series 5). The Partnership commenced offering BACs in
Series 5 on June
19, 1989. The Partnership received and accepted subscriptions
for $4,899,000,
representing 489,900 BACs from investors admitted as BAC Holders
in Series 5.
18
Proceeds from the sale of BACs in Series 5 were invested in
Operating
Partnerships owning apartment complexes located in California
only, which
generate both California and Federal Housing Tax Credits. Offers
and sales of
BACs in Series 5 were completed and the last of the BACs in
Series 5 were
issued by the Partnership on August 22, 1989.
As of March 31, 1998, the net proceeds of the offer and
sale of BACs in
Series 5 had been used to invest in a total of 5 Operating
Partnerships in
an aggregate amount of $3,431,044, and the Partnership had
completed payment
of all installments of its capital contributions. Series 5 net
offering
proceeds in the amount of $130,957 remains in Working Capital.
(Series 6). The Partnership commenced offering BACs in
Series 6 on July
18, 1989. The Partnership received and accepted subscriptions
for
$12,935,780, representing 1,303,000 BACs from investors admitted
as BAC
Holders in Series 6. Offers and sales of BACs in Series 6 were
completed and
the last of the BACs in Series 6 were issued by the Partnership
on September
29, 1989.
As of March 31, 1998 the net proceeds from the offer and
sale of BACs in
Series 6 had been used to invest in a total of 15 Operating
Partnerships in an
aggregate amount of $10,652,631, and the Partnership had
completed payment of
all installments of its capital contributions to all of its
Operating
Partnerships. Series 6 net offering proceeds in the amount of
$10,312 remains
in Working Capital.
Results of Operations
- ---------------------
The Partnership incurs an annual partnership management fee
payable to
the General Partner and/or its affiliates in an amount equal to
0.375% of the
aggregate cost of the Apartment Complexes owned by the Operating
Partnerships,
less the amount of certain partnership management and reporting
fees paid or
payable by the Operating Partnerships. The annual partnership
management fee
incurred for the fiscal years ended March 31, 1998 and 1997 was
$922,872 and
$919,609, respectively, an amount which is anticipated to be
lower for
subsequent fiscal years as more of the Operating Partnerships
begin to accrue
and pay annual partnership management and reporting fees. During
the fiscal
years ended March 31, 1998 and 1997, the Partnership received
$31,836 and
$36,055, respectively, in reporting fees from the Operating
Partnerships.
The Partnership's investment objectives do not include
receipt of
significant cash distributions from the Operating Partnerships in
which it has
invested. The Partnership's investments in Operating
Partnerships have been
made principally with a view towards realization of Federal
Housing Tax
Credits for allocation to its partners and BAC holders.
(Series 1). As of March 31, 1998 and 1997, the Qualified
Occupancy for
the Series was 99.7% and 99.6%, respectively. The Series had a
total of 19
properties at March 31, 1998. Out of the total, 18 were at 100%
qualified
occupancy.
For the years ended December 31, 1997 and 1996 Series 1
reflects a net
loss from Operating Partnerships of $694,852 and $738,210,
respectively,
19
when adjusted for depreciation which is a non-cash item.
Substantially all of
the net loss for both years is attributable to accrued mortgage
interest not
payable currently by Genesee Commons Associates "River Park
Commons", Kingston Property Associates "Broadway East Townhomes",
and Unity Park Associates "Unity Park Phase II". All three
partnerships have forbearance
agreements in place allowing the property to pay minimal mortgage
payments while the property continues to accrue all interest
payments
due. Occupancy remains low due to a lack of rental assistance
and a
poor Local economy. The properties have received loans from the
state
housing agency, which are being used to complete rehabilitation
work.
The work is expected to be completed during 1998 and management
feels this
will have a positive effect on occupancy.
The properties owned by Townhomes of Minnehaha Court
"Minnehaha Court Apartments" and Virginia Circle "Virginia Circle
Townhomes" continued to incur high operating expenses which have
resulted in operating losses. Minnesota Housing Finance Agency
has continued their commitment to support improved operations by
granting an interest free mortgage loan to Townhomes of Minnehaha
"Minnehaha Court Apartments" and Virginia Circle "Virginia Circle
Townhomes" to correct deferred maintenance issues. It is
anticipated that the improvements will allow for a reduction of
operating expenses in the future, which is essential for
continued improvements in the properties' performance.
For the tax years ended December 31, 1997 and 1996, the
Series, in
total, generated $2,091,204 and $2,081,132, respectively, in
passive income
tax losses that were passed through to the investors, and also
provided $1.40
per year for 1997 and 1996 in tax credits per BAC to the
investors.
(Series 2). As of March 31, 1998 and 1997, the Qualified
Occupancy for
the series was 100%. The Series had a total of 8 properties at
March 31, 1998, all of which were at 100% qualified occupancy.
For the years ended December 31, 1997 and 1996 Series 2
reflects a net
loss from Operating Partnerships of $577,336 and $692,258,
respectively,
when adjusted for depreciation which is a non-cash item.
Annadale Housing Partners "Annadale Apartments" has reported
net losses due to operational issues associated with the
property. Although occupancy has stabilized, economic factors
relevant to the marketplace prevent the necessary rental income
to be generated to cover the operational expenses. Boston
Capital continues to monitor this situation closely. Occupancy
is at 93% as of March 31, 1998.
The property owned by Haven Park Partners IV, A California
L.P. "Glenhaven Park" continues to suffer from high operating
expenses and occupancy issues. Management has said that the
rental market is soft with on over supply of housing. As of
March 31, 1998, physical occupancy was 80%. Management will
continue to actively conduct outreach to generate new interest in
the property along with working towards reducing the operating
expenses.
For the tax years ended December 31, 1997 and 1996, the
Series, in
total, generated $1,053,496 and $563,979, respectively, in
passive income tax
losses that were passed through to the investors, and also
provided $1.01
per year for 1997 and 1996, respectively, in tax credits per BAC
to the
investors.
20
(Series 3). As of March 31, 1998 and 1997, the Qualified
Occupancy for
the Series was 99.6%. The Series had a total of 33 properties at
March 31,
1998. Out of the total, 31 were at 100% qualified occupancy.
(Series 3). As of March 31, 1998 and 1997, the Qualified
Occupancy for
the Series was 99.6%. The Series had a total of 33 properties at
March 31, 1998. Out of the total, 31 were at 100% qualified
occupancy.
For the years ended December 31, 1997 and 1996 Series 3
reflects a net
income (loss) from Operating Partnerships of $(4,926,027) and
$1,410,908,
respectively, when adjusted for depreciation which is a non-cash
item. The
prior year income is the result of a one time gain on reduction
of
debt incurred by one of the Operating Partnerships. The current
year loss is the result of a one time non-cash impairment loss
incurred by one of the Operating Partnerships. When adjusted for
the loss, the Operating Partnerships
reflect a net loss of $533,202 for 1997.
The General Partner is continuing to monitor the operations
of Lincoln
Hotel Associates "Lincoln Apartments" in an effort to improve the
overall results of operations of the series. Winn LLC, an
affiliate of the Management, Company Winn Management, is the
mortgagee in possession. Winn purchased the note from First
Trade Union in September 1996. In December of 1997, the owner of
the property, Lincoln Hotel Associates "Lincoln Apartments"
entered into a forbearance agreement with Winn LLC. In exchange
for forbearance the owner contributed money towards
rehabilitation of the property. Simultaneously, Winn LLC secured
a rehab loan from the Department of Housing and Community
Development. Rehab of the project began in January and was
completed in May. With the completion of the rehab, the housing
subsidy should commence. With the completion of rehab and
availability of rental assistance, occupancy should improve.
This improvement would have a positive effect on net income.
The property owned by California Investors VI L.P. "Orchard
Park" continues to suffer from physical occupancy issues.
Occupancy at March 31, 1998 was at 86%. The occupancy problem
appears to be related to marketplace, but the management agent
has replaced the site manager in hopes that changes in personnel
will stimulate new interest in the property. Management
continues to be aggressive with marketing the property and
conducting active outreach. The curb appeal of the property has
improved with the capital repairs completed to the property in
1997.
During the first quarter occupancy for Hidden Cove
Aparments "Hidden Cove" began to drop slightly and accounts
receivable from tenants started to rise. A resulting site visit
to the property revealed poor maintenance upkeep by the
management company. As a result, the general partner is in the
process of hiring a new management company.
For the tax years ended December 31, 1997 and 1996, the
Series, in
total, generated $2,519,771 and $1,009,468, respectively, in
passive income
tax losses that were passed through to the investors, and also
provided $1.27
per year for 1997 and 1996 in tax credits per BAC to the
investors. The
variance in passive income tax losses generated for the tax years
ended
December 31, 1997 and 1996 is due to the fact that the Operating
Partnership
Rosenberg reflected income from cancellation of indebtedness
caused by debt
restructuring during the tax year ended December 31, 1996.
(Series 4). As of March 31, 1998 and 1997, the Qualified
Occupancy for
the series was 100%. The Series had a total of 25 properties at
March 31,
1998, all of which were at 100% qualified occupancy.
21
For the years ended December 31, 1997 and 1996 Series 4 reflects
a net
income (loss) from Operating Partnerships of $(529,503) and
$1,231,906
respectively, when adjusted for depreciation which is a non-cash
item.
The prior year income is the result of a onetime gain on
reduction
of debt incurred by three operating partnerships, Central Parkway
"Central
Parkway Towers", New Grand "New Grand Apartments" and Rosenberg
"Rosenberg Apartments". This debt reduction occurred without a
loss in ownership or tax credits. Rosenberg "Rosenberg
Apartments" also had a one time non-cash impairment loss. This
is in accordance with newly adopted SFAS No. 121. When adjusted
for both the gain and the loss, the Operating Partnerships
reflect a net loss of $779,122 for 1996.
Unity Park Associates "Unity Park Phase II" reflects a net loss
which is attributable to accrued mortgage interest. The
partnership has a forbearance agreements in place allowing the
property to pay minimal mortgage
payments while the property continues to accrue all interest
payments
due. Occupancy remains low due to a lack of rental assistance
and a
poor Local economy. The property has received loans from the
state
housing agency, which are being used to complete rehabilitation
work.
The work is expected to be completed during 1998 and management
feels this
will have a positive effect on occupancy.
The Operating Partnership, Van Dyck Estates XVI-A "Van Dyck
Estates XVI-A" continues to pay its delinquent real estate taxes
in accordance with the repayment plan. The Operating General
Partner believes that once these taxes have been paid operating
deficits will be minimal.
The property owned by Glenhaven Park Partners "Glenhaven
Park II" continues to suffer from high operating expenses and
occupancy issues. Management has said that the rental market is
soft with on over supply of housing. As of March 31, 1998,
physical occupancy was 80%. Management will continue to actively
conduct outreach to generate new interest in the property along
with working towards reducing the operating expenses.
Rosenberg Apartments "Rosenberg Apartments" refinanced in
1996, which resulted in a one-time gain as a result of the debt
reduction. In 1997 the property realized positive operating cash
flows as a result of the lower debt service payments and
continued strong occupancies. As of March 31, 1998 Rosenberg's
occupancy was 100%.
For the tax years ended December 31, 1997 and 1996, the
Series, in
total, generated $2,376,272 and $2,044,665, respectively, in
passive income
tax losses that were passed through to the investors, and also
provided $1.23
per year for 1997 and 1996 in tax credits per BAC to the
investors.
(Series 5). As of March 31, 1998 and 1997, the Qualified
Occupancy for
the Series was 100%. The Series had a total of 5 properties at
March 31, 1997, all of which were at 100% qualified occupancy.
For the years ended December 31, 1997 and 1996 Series 5
reflects a net
loss of $640,193 and $685,860, respectively, from Operating
Partnerships,
when adjusted for depreciation which is a non-cash item.
Annadale Housing Partners "Annadale Apartments" has
reported net losses due to operational issues associated with the
property. Although occupancy has stabilized, economic factors
relevant to the marketplace prevent
22
the necessary rental income to be generated to cover the
operational expenses. Boston Capital continues to monitor this
situation closely. At March 31, 1998 occupancy was at 93%.
The property owned by Glenhaven Park Partners "Glenhaven
Estates" continues to suffer from high operating expenses and
occupancy issues. Management has said that the rental market is
soft with on over supply of housing. As of March 31, 1998,
physical occupancy was 80%. Management will continue to actively
conduct outreach to generate new interest in the property along
with working towards reducing the operating expenses.
For the tax years ended December 31, 1997 and 1996, the
Series, in
total, generated $459,605 and $211,738, respectively, in passive
income tax
losses that were passed through to the investors, and also
provided $1.03
per year for 1997 and 1996, respectively, in tax credits per BAC
to the
investors.
(Series 6). As of March 31, 1998 and 1997, the Qualified
Occupancy for
the series was 99.7%. The Series had a total of 15 properties at
March 31,
1998. Out of the total, 14 were at 100% qualified occupancy.
Rosenberg Apartments "Rosenberg Apartments" refinanced in
1996, which resulted in a one-time gain as a result of the debt
reduction. In 1997 the property realized positive operating cash
flows as a result of the lower debt service payments and
continued strong occupancies. As of March 31, 1998 Rosenberg's
occupancy was 100%.
For the years ended December 31, 1997 and 1996 Series 6
reflects a net
income from Operating Partnerships of $767,296 and $613,062
respectively, when
adjusted for depreciation which is a non-cash item.
For the tax year ended December 31, 1997 and 1996, the Series, in
total,
generated $732,065 and $1,051,130, respectively, in passive
income tax losses
that were passed through to the investors, and also provided
$1.27 and $1.35
per year for 1996 and 1995, respectively, in tax credits per BAC
to the
investors. The decrease in passive losses from December 31, 1996
to December
31, 1997 was due to an adjustment made at December 31, 1996 for
an incorrect
loss reported at December 31, 1995.
23
Recent Accounting Statements Not Yet Adopted
- --------------------------------------------
On March 31, 1997, the partnership adopted Statement of
Financial Accounting Standards ("SFAS") No. 128, "Earnings per
Share" and SFAS No. 129, "Disclosure of Information about Capital
Structure." SFAS No. 128 provides accounting and reporting
standards for the amount of earnings per share. SFAS No. 129
requires the disclosure in summary form within the financial
statements of pertinent fights and privileges of the various
securities outstanding. The implementation of these standards
has not materially affected the partnership's financial
statements.
In June 1997, the Financial Accounting Standards Board
issued SFAS No. 130, "Reporting Comprehensive Income" and SFAS
No. 131, "Disclosures about Segments of an Enterprise and Related
Information." In February 1998, the Financial Accounting
Standards Board issued SFAS No. 132, "Employees' Disclosures
about Pensions and Other Post-retirement Benefits." SFAS No. 130
is effective for years beginning after December 15, 1997. SFAS
No. 131 and No. 132 are effective for years beginning after
December 31, 1997 and early adoption is encouraged.
The partnership does not have any items of other
comprehensive income, does not have other segments of its
business or when to report, and does not have any pensions or
other post-retirement benefits. Consequently, these
pronouncements are expected to have no effect on the
partnership's financial statements.
Boston Capital and its management have reviewed the
potential computer problems that may arise from the century date
change known as the "Year 2000"or "Y2K" problem. We are
currently in the process of taking the necessary precautions to
minimize any disruptions. The majority of Boston Capital's
systems are "Y2K" compliant. For all remaining systems we have
contacted the vendors to provide us with the necessary upgrades
and replacements. Boston Capital is committed to ensuring that
the "Y2K" issue will have no impact on our investors.
Item 8. Financial Statements and Supplementary Data
The information required by this item is contained in Part
IV, Item 14
of this Annual Report on Form 10-K.
Item 9. Changes in and Disagreements with Accountants on
Accounting and
Financial Disclosure
None.
24
PART III
--------
Item 10. Directors and Executive Officers of the Partnership
(a), (b), (c), (d) and (e)
The Partnership has no directors or executives officers of
its own. The
following biographical information is presented for the partners
of the
General Partner and its affiliates of those partners (including
Boston Capital
Partners, Inc. ("Boston Capital")) with principal responsibility
for the
Partnership's affairs.
Herbert F. Collins, age 68, is co-founder and Chairman of
the Board of Boston Capital Corporation. Nominated by President
Clinton and confirmed by the United States Senate, Mr. Collins
served as the Republican private sector member of the Thrift
Depositor Protection Oversight Board. During 1990 and 1991 he
served as Chairman of the Board of Directors for the Federal Home
Loan Bank of Boston, a 314-member, $12 billion central bank in
New England. Mr. Collins is the co-founder and past President of
the Coalition for Rural Housing and Development. In the 1980s he
served as Chairman of the Massachusetts Housing Policy Commission
to evaluate current programs and recommend future housing policy.
Additionally, he served as a member of the Board of Directors of
the Metropolitan Boston Housing Partnership and on the Mitchell-
Danforth Task Force, which helped structure the 1990 federal Tax
Credit legislation. Mr. Collins also is a past Member of the
Board of Directors of the National Leased Housing Association and
has served as a member of the U. S. Conference of Mayors Task
Force on "HUD and the cities: 1995 and Beyond." Mr. Collins also
was a member of the Fannie Mae Housing Impact Advisory Council
and the Republican Housing Opportunity Caucus. He is Chairman of
the Business Advisory Council and a member of the National
Council of State Housing Agencies Tax Credit Commission. Mr.
Collins graduated from Harvard College. President Bush appointed
him to the President's Advisory Committee on the Arts at the John
F. Kennedy Center for the Performing Arts. He is a leader in the
civic community, serving on the Boards of Youthbuild Boston, the
Pine Inn and I Have a Dream Foundation.
John P. Manning, age 50, is co-founder, President and Chief
Executive Officer of Boston Capital Partners, Inc., where he is
responsible for strategic planning, business development and
corporate investor relations. In addition to his
responsibilities at Boston Capital, Mr. Manning is a proactive
leader in the industry. He served in 1990 as a member of the
Mitchell-Danforth Task Force, to review and reform the Low Income
Housing Tax Credit. He was the founding President of the
Affordable Housing Tax Credit Coalition, is a member of the board
of the National Leased Housing Association and sits on the
Advisory Board of the publication Housing and Development
Reporter. During the 1980s he served as a member of the
Massachusetts Housing Policy Committee, as an appointee of the
Governor of Massachusetts. In addition, Mr. Manning has
testified before the U.S. House Ways and Means Committee and the
U.S. Senate Finance Committee, on the critical role of the
private sector in the success of the Low Income Housing Tax
Credit Program.
25
In 1996, President Clinton appointed him to the President's
Advisory Committee on the Arts at the John F. Kennedy Center for
the Performing Arts. Mr. Manning also is a leader in the civic
community, serving on the Boards of Youthbuild Boston and the
Pine Street Inn. Mr. Manning is a graduate of Boston College.
Richard J. DeAgazio, age 53, is Executive Vice President of
Boston Capital Partners, Inc., and is President of Boston Capital
Services, Inc. Mr. DeAgazio serves on the national Board of
Governors of the National Association of Securities Dealers
(NASD), was the Vice Chairman of the NASD's District 11
Committee, and serves on the NASD's national Business Conduct
Committee, the State Liaison Committee and the Direct
Participation Program Committee. He is a founder and past
President of the National Real Estate Investment Association,
past President of the Real Estate Securities and Syndication
Institute (Massachusetts Chapter) and the Real Estate Investment
Association. Prior to joining Boston Capital in 1981, Mr.
DeAgazio was the Senior Vice President and Director of the
Brokerage Division of Dresdner Securities (USA), Inc., an
international investment banking firm owned by four major
European banks, and was a Vice President of Burgess &
Leith/Advest. He has been a member of the Boston Stock Exchange
since 1967. He is a leader in the community and serves on the
Business Leaders Council of the Boston Symphony, Board of
Advisors for the Ron Burton Training Village and is on the Board
of Corporators of Northeastern University. He graduated from
Northeastern University.
Christopher W. Collins, age 43, is an Executive Vice
President and a principal of Boston Capital Partners, Inc., and
is responsible for, among other areas, overseeing the investment
portfolio of funds sponsored by Boston Capital and the
acquisition of real estate investments on behalf of such funds.
Mr. Collins has had extensive experience in real estate
development activities, having founded and directed the American
Development Group, a comprehensive real estate development firm,
and has also had extensive experience in the area of acquiring
real estate investments. He is on the Board of Directors of the
National Multi-Housing Council and a member of the Massachusetts
Housing Finance Agency Multi-Family Advisory Committee. He
graduated from the University of New Hampshire.
Anthony A. Nickas, age 38, is Chief Financial Officer of
Boston Capital Partners, Inc., and serves on the firm's Operating
Committee. He has twelve years of experience in the accounting
and finance field and has supervised the financial aspects of
Boston Capital's project development and property management
affiliates. Prior to joining Boston Capital in 1987, he was
Assistant Director of Accounting and Financial Reporting for the
Yankee Companies, Inc., and was an Audit Supervisor for Wolf &
Company of Massachusetts, P.C., a regional certified public
accounting firm based in Boston. He graduated with honors from
Norwich University.
(f) Involvement in certain legal proceedings.
None.
(g) Promoters and control persons.
26
None.
Item 11. Executive Compensation
(a), (b), (c), (d) and (e)
The Partnership has no officers or directors. However,
under the
terms of the Amended and Restated Agreement and Certificate of
Limited
Partnership of the Partnership, the Partnership has paid or
accrued
obligations to the General Partner and its affiliates for the
following
fees during the 1998 fiscal year:
1. An annual partnership management fee based on 0.375%
of the
aggregate cost of all apartment complexes acquired
by the
Operating Partnerships has been accrued as payable
to Boston
Capital Communications Limited Partnership. The
annual
partnership management fees accrued during the year
ended March
31, 1998 was $954,708. Accrued fees are payable
without interest
as sufficient funds become available.
2. The Partnership has reimbursed an affiliate of the
General
Partner a total of $25,261 for amounts charged to
operations during the year ended March 31, 1998.
The
reimbursement includes, but may not be limited to
postage,
printing, travel, and overhead allocations.
Item 12. Security Ownership of Certain Beneficial Owners and
Management
(a) Security ownership of certain beneficial owners.
As of March 31, 1998, 9,800,600 BACs had been issued. No
person
is known to own beneficially in excess of 5% of the
outstanding
BACs in any series.
(b) Security ownership of management.
The General Partner has a 1% interest in all Profits,
Losses,
Credits and distributions of the Partnership. The
Partnership's
response to Item 12(a) is incorporated herein by reference.
(c) Changes in control.
There exists no arrangement known to the Partnership the
operation
of which may at a subsequent date result in a change in
control of
the Partnership. There is a provision in the Limited
Partnership
Agreement which allows, under certain circumstances, the
ability
to change control.
Item 13. Certain Relationships and Related Transactions
(a) Transactions with management and others.
27
The Partnership has no officers or directors. However,
under the
terms of the public offering, various kinds of compensation
and
fees are payable to the General Partner and its Affiliates
during
the organization and operation of the Partnership.
Additionally,
the General Partner will receive distributions from the
partnership if there is cash available for distribution or
residual proceeds as defined in the Partnership Agreement.
The
amounts and kinds of compensation and fees are described on
pages
32 to 33 of the Prospectus under the caption "Compensation
and
Fees", which is incorporated herein by reference. See Note
B of
Notes to Financial Statements in Item 14 of this Annual
Report on
Form 10-K for amounts accrued or paid to the General
Partner and
its affiliates during the period from April 1, 1996 through
March 31, 1998.
(b) Certain business relationships.
The Partnership response to Item 13(a) is incorporated
herein by
reference.
(c) Indebtedness of management.
None.
(d) Transactions with promoters.
Not applicable.
28
PART IV
-------
Item 14. Exhibits, Financial Statement Schedules, and Reports
on
Form 8-K
(a) 1. Financial Statements
--------------------
Independent Auditors' Report
Balance Sheets, March 31, 1998 and 1997
Statements of Operations, Years ended March 31,
1998, 1997 and 1996.
Statements of Changes in Partners' Capital, Years
ended
March 31, 1998, 1997, and 1996
Statements of Cash Flows, Years ended March 31, 1998,
1997 and 1996
Notes to Financial Statements, March 31, 1998, 1997,
and
1996
(a) 2. Financial Statement Schedules
-----------------------------
Schedule III - Real Estate and Accumulated
Depreciation
Notes to Schedule III
Schedules not listed are omitted because of the
absence of
the conditions under which they are required or
because the
information is included in the financial statements
or the
notes hereto.
(a) 3. Exhibits (listed according to the number
assigned in the table in Item 601 of Regulation S-K)
Exhibit No. 3 - Organization Documents
a. Certificate of Limited Partnership of
Boston Capital Tax Credit Fund Limited
Partnership.
(Incorporated by reference from Exhibit 3 to
the
Partnership's Registration Statement No.
33-22505
on Form S-11 as filed with the Securities and
Exchange Commission on June 20, 1988.)
Exhibit No. 4 - Instruments defining the
rights of
security holders, including indentures.
29
a. Agreement of Limited Partnership of
Boston
Capital Tax Credit Fund Limited Partnership.
(Incorporated by reference from Exhibit 4 to
Amendment No. 1 to the Partnership's
Registration
Statement No. 33-22505 on Form S-11 as filed
with
the Securities and Exchange Commission on
August
25, 1988.)
Exhibit No. 10 - Material contracts.
a. Beneficial Assignee Certificate.
(Incorporated by reference from Exhibit 10A
to
Amendment No. 1 to the Partnership's
Registration
Statement No. 33-22505 on Form S-11 as filed
with
the Securities and Exchange Commission on
August 25,
1988.)
(b) Reports on Form 8-K
-------------------
There were no reports on Form 8-K filed during the
quarter ended March 31, 1998.
(c) Exhibits
--------
The list of exhibits required by Item 601 of
Regulation S-K
is included in Item 14(a)(3).
(d) Financial Statement Schedules
-----------------------------
See Item 14(a) 1 and 2 above.
(e) Independent Auditors' Reports of Operating Limited
Partnerships
30
SIGNATURES
----------
Pursuant to the requirements of Section 13 of the
Securities
Exchange Act of 1934, the Partnership has duly caused this Report
to be
signed on its behalf by the undersigned, thereunto duly
authorized.
Boston Capital Tax Credit Fund Limited
Partnership
By: Boston Capital Associates
Limited
Partnership, General Partner
By: Boston Capital Associates
Date: July 8, 1998 By:/s/ John P. Manning
- ----------------------------
John P. Manning
By:/s/ Herbert F. Collins
- ----------------------------
Herbert F. Collins
Pursuant to the requirements of the Securities Exchange Act
of
1934, this report has been signed below by the following persons
on
behalf of the Partnership and in the capacities and on the dates
indicated:
DATE: SIGNATURE: TITLE:
July 8, 1998 /s/ John P. Manning General Partner
and
------------------------ Principal
Executive
John P. Manning Officer,
Principal
Financial Officer
and
Principal
Accounting
Officer of Boston
Capital
Associates
/s/ Herbert F. Collins General Partner
and
-------------------------- Principal
Executive
Herbert F. Collins Officer,
Principal
Financial Officer
and
Principal
Accounting
Officer of Boston
Capital
Associates
31
SIGNATURES
----------
Pursuant to the requirements of Section 13 of the Securities
Exchange Act
of 1934, the Partnership has duly caused this Report to be signed
on its
behalf by the undersigned, thereunto duly authorized.
Boston Capital Tax Credit Fund Limited
Partnership
By: Boston Capital Associates
Limited Partnership, General
Partner
By: Boston Capital Associates
DATE: July 8, 1998 By:______________________
John P. Manning
By:______________________
Herbert F. Collins
Pursuant to the requirements of the Securities Exchange Act
of
1934, this report has been signed below by the following persons
on
behalf of the Partnership and in the capacities and on the dates
indicated:
DATE: SIGNATURE: TITLE:
General Partner
and
July 8,1998 __________________ Principal
Executive
John P. Manning Officer, Principal
Financial Officer
and
Principal
Accounting
Officer of Boston
Capital Associates
General Partner
and
__________________ Principal
Executive
Herbert F. Collins Officer, Principal
Financial Officer
and
Principal
Accounting
Officer of Boston
Capital Associates
32
<PAGE>
FINANCIAL STATEMENTS AND
INDEPENDENT AUDITORS' REPORT
BOSTON CAPITAL TAX CREDIT FUND
LIMITED PARTNERSHIP -
SERIES 1 THROUGH SERIES 6
MARCH 31, 1998 AND 1997
<PAGE>
Boston Capital Tax Credit Fund Limited Partnership
Series 1 through Series 6
TABLE OF CONTENTS
PAGE
INDEPENDENT AUDITORS REPORT F-3
FINANCIAL STATEMENTS
BALANCE SHEETS F-5
STATEMENTS OF OPERATIONS F-12
STATEMENTS OF CHANGES IN PARTNERS CAPITAL F-19
STATEMENTS OF CASH FLOWS F-23
NOTES TO FINANCIAL STATEMENTS F-30
SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
NOTES TO SCHEDULE III
Schedules not listed are omitted because of the absence of the
conditions under which they are required or because the
information is included in the financial statements or the notes
thereto.
<PAGE>
Reznick Fedder & Silverman
Certified Public Accountants * A Professional Corporation
4520 East-West Highway * Suite 300 * Bethesda, MD 20814-3319
(301) 652-9100 * Fax (301) 652-1848
INDEPENDENT AUDITORS REPORT
To the Partners
Boston Capital Tax Credit Fund
Limited Partnership
We have audited the accompanying balance sheets of Boston
Capital Tax Credit Fund Limited Partnership - Series 1 through
Series 6, in total and for each series, as of March 31, 1998 and
1997, and the related statements of operations, changes in
partners capital (deficit) and cash flows for the total
partnership and for each of the series for each of the three
years in the period ended March 31, 1998. 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 partnerships in which
Boston Capital Tax Credit Fund Limited Partnership owns a limited
partnership interest. Investments in such partnerships comprise
the following percentages of the assets as of March 31, 1998 and
1997, and the limited partnership loss for each of the three
years in the period ended March 31, 1998: Total 30% and 19% of
the assets and 19%, 18% and 19% of the partnership loss; Series
1, 0% and 0% of the assets and 0%, 0% and 0% of the partnership
loss; Series 2, 17% and 9% of the assets and 25%, 18% and 29% of
the partnership loss; Series 3, 23% and 20% of the assets and
14%, 22% and 18% of the partnership loss; Series 4, 47% and 38%
of the assets and 25%, 17% and 22% of the partnership loss;
Series 5, 0% and 0% of the assets and 0%, 0% and 3% of the
partnership loss; and Series 6, 40% and 46% of the assets and
23%, 22% and 32% of the partnership loss. The financial
statements of these partnerships were audited by other auditors,
whose reports have 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.
F-3
<PAGE>
In our opinion, based on our audits and the reports of other
auditors, the financial statements referred to above present
fairly, in all material respects, the financial position of
Boston Capital Tax Credit Fund Limited Partnership - Series 1
through Series 6, in total and for each series, as of March 31,
1998 and 1997, and the results of their operations and their cash
flows for the total partnership and for each of the series for
each of the three years in the period ended March 31, 1998, in
conformity with generally accepted accounting principles.
We and other auditors have also audited the information
included in the related financial statement schedule listed in
Form 10-K item 14(a) of Boston Capital Tax Credit Fund Limited
Partnership - Series 1 through Series 6 as of March 31, 1998. In
our opinion, the schedule presents fairly the information
required to be set forth therein, in conformity with generally
accepted accounting principles.
Bethesda, Maryland
June 30, 1998
F-4
Torres Llompart, Sanchez Ruiz & Co.
Certified Public Accountants, and Business Consultants
(A Member of Kreston International)
Partners:
Luis J.Torres Llompart, CPA.
Frank Sanchez Ruiz, CPA, CMA, CIA
Members of:
Division for CPA Firms, American Institute of Certified Public
Accountants
Puerto Rico Society of Certified Public Accountants
*Also admitted in State of Florida
Partners
April Gardens Apartments III Limited Partnership
San Juan, Puerto Rico
INDEPENDENT AUDITORS'REPORT ON FINANCIAL STATEMENTS
We have audited the accompanying balance sheets of April Gardens
Apartments III Limited Partnership as of December 31, 1997 and
1996, and the related statements of operations, partners' equity
and cash flows for the years then ended. 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 conducted our audits in accordance with generally accepted
auditing standards and Government Auditing Standards, issued by
the Comptroller General of the United States, and the US
Department of Agriculture, Farmers Home Administration Audit
Program Handbook, issued in December 1989. Those standards and
the audit program require that we plan and perform the audits 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 statements presentation. We believe that our audits
provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of April Gardens III Limited Partnership as of December 31, 1997
and 1996, and the results of its operations, changes in partners'
equity and cash flows for the years then ended in conformity with
generally accepted accounting principles.
In accordance with Government Auditing Standards, we have also
issued a report dated February 13, 1998 on our consideration of
the Partnership's internal control structure and a report dated
February 13, 1998 on its compliance with laws, regulations,
contracts, loan covenants and agreements.
P.O. Box 193488, San Juan, Puerto Rico 00919-3488
Tel. ( 787) 758-4620 Fax (787) 767-4709
Partners
April Gardens Apartments III Limited Partnership
San Juan, Puerto Rico
INDEPENDENT AUDITORS'REPORT ON FINANCIAL STATEMENTS
(CONTINUED)
Our audits were made for the purpose of forming an opinion on the
basic financial statements for the years ended December 31, 1997
and 1996, taken as a whole. The accompanying schedules of
administrative, utilities, maintenance, taxes, insurance and
interest expenses are presented for purposes of additional
analysis and are not a required part of the basic financial
statements. Such information has been subjected to the auditing
procedures applied in the audit of the basic financial statements
for the years ended December 31, 1997 and 1996, and, in our
opinion, is fairly stated in all material respects in relation to
the basic financial statements for the years ended December 31,
1997 and 1996, taken as a whole.
February 13, 1998
License No. 169
San Juan. Puerto Rico
Stamp number 1462245 was affixed
to the original of this report.
Torres Llompard, Sanchez Ruiz & Co.
Certified Pubic Accountants, and Business Consultants.
Witt, Mares & Company, PLC
Certified Public Accountants and Consultants
INDEPENDENT AUDITOR'S REPORT
The Partners
Autunmwood Limited Partnership
We have audited the accompanying balance sheets of Autunmwood
Limited Partnership (a Virginia Limited Partnership), as of
December 31, 1997 and 1996, and the related statements of
operations, partners' equity and cash flows for the years then
ended. 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. The
financial statements as of December 31, 1996, were audited by
Graham Carter & Jennings, PLC, who merged with Witt, Mares &
Company, PLC as of December 1, 1997, whose report dated February
3, 1997 expressed an unqualified opinion on those statements.
We conducted our audits in accordance with generally accepted
auditing standards and the standards applicable to financial
audits contained in Government Auditing Standards, issued by the
Comptroller General of the United States. 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 provide a reasonable
basis for our opinion.
In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of Autunmwood Limited Partnership as of December 31, 1997 and
1996, and the results of its operations, changes in partner's
equity and cash flows for the years then ended, in conformity
with generally accepted accounting principles.
In accordance with Government Auditing Standards, we have also
issued our report dated February 12, 1998 on our consideration of
Autunmwood Limited Partnership's internal control over financial
reporting and our tests of its compliance with certain provisions
of laws, regulations, contracts and grants.
Our audits were made for the purpose of forming an opinion on the
basic financial statements taken as a whole. The supplemental
information on pages 17 and 18 is presented for purposes of
additional analysis and is not a required part of the basic
financial statements. Such information has been subjected to the
auditing procedures applied in the audits of the basic financial
statements and, in our opinion, is fairly stated in all material
respects in relation to the financial statements take as a whole.
Newport News, Virginia
February 12, 1998
DONALD W. CALJSEY, CPA, P.C.
CERTIFIED PUBLIC ACCOUNTANT
P.O. BOX 775
516 WALNUT STREET
GADSDEN, ALABAMA 35902
TELEPHONE
(205) 543-3707
(205) 543-9800 Fax
INDEPENDENT AUDITOR'S REPORT
To the Partners
Bridlewood, Limited Partnership
Horse Cave, Kentucky
I have audited the accompanying balance sheets of Bridlewood,
Limited Partnership, a limited partnership, RHS Project No.: 20-
050-611149839 as of December 31, 1997 and 1996, and the related
statements of operations, partners' capital and cash flows for
the years then ended. These financial statements are the
responsibility of the partnership's management. My
responsibility is to express an opinion on these financial
statements based on my audits.
I conducted the audits in accordance with generally accepted
auditing standards and Government Auditing Standards issued by
the Comptroller General of the United States, and the U.S.
Department of Agriculture, Farmers Home Administration Audit
Program. Those standards require that I plan and perform the
audits 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. I believe that the audits
provide a reasonable basis for my opinion.
In my opinion, the financial statements referred to above present
fairly, in all material respects, the financial position of
Bridlewood, Limited Partnership, RHS Project No.: 20-050-
611149839 as of December 31, 1997 and 1996, and the results of
its operations and its cash flows for the years then ended in
conformity with generally accepted accounting principles.
The audits were made for the purpose of forming an opinion on the
basic financial statements taken as a whole. The supplemental
information on pages 10 through 13 is presented for purposes of
additional analysis and is not a required part of the basic
financial statements. The supplemental information presented in
the Multiple Family Housing Borrower Balance Sheet (Form FMHA
1930-8) Parts I and 11 for the year ended December 31, 1997 and
1996, is presented for purposes of complying with the
requirements of the Rural Housing Services and is also not a
required part of the basic financial statements. Such
information has been subjected to the audit procedures applied in
the audit of the basic financial statements and, in my opinion is
fairly stated in all material respects in relation to the basic
financial statements taken as a whole.
In accordance with Government Auditing Standards, I have also
issued a report dated February 18, 1998 on my consideration of
Bridiewood, Limited Partnership's internal control structure and
a report dated February 18, 1998 on its compliance with laws and
regulations.
Gadsden, Alabama
February 18, 1998
Randall Patterson, CPA
3600 Chain Bridge Road, Suite B
Fairfax, Virginia 22030
Phone: (703) 273-3277
Fax: (703) 273-6959
Independents Accountant's Report
To the Partners
Brunswick Limited Partnership
We have compiled the accompanying balance sheet (Form FMHA 1930-
8) of Brunswick Limited Partnership as of December 3 1, 1997, and
the related statements of operations (Form FM-HA 1930- 7) and
partners' equity for the year then ended, in accordance with
Statements on Standards for Accounting and Review Services issued
by the American Institute of Certified Public Accountants.
A compilation is limited to presenting in the form of financial
statements information that is the representation of management.
We have not audited or reviewed the accompanying financial
statements and, accordingly, do not express an opinion or any
other form of assurance on them.
Based on our compilation, with the exception of the matter
described in the following paragraph, we are not aware of any
material modifications that should be made to the accompanying
financial statements in order for them to be in conformity with
generally accepted accounting principles.
A statement of cash flows for the year ended December 31, 1997,
has not been presented. Generally accepted accounting principles
require that such a statement be presented when financial
statements purport to present financial position and results of
operations.
Randall Patterson, CPA
March 20, 1998
DURANT, SCHRAIBMAN & LINDSAY
Certified Public Accountants
INDEPENDENT ACCOUNTANTS'REPORT
To the Partners
Buena Vista Apartments, Phase II, A Limited Partnership
Columbia, South Carolina
We have audited the accompanying balance sheets of Buena Vista
Apartments, Phase 11, A Limited Partnership (A South Carolina
Limited Partnership), as of December 31, 1997 and 1996 and the
related statements of operations, partners' equity and cash flows
for the years then ended. 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 audit.
We conducted our audit in accordance with generally accepted
auditing standards and Government Auditing Standards issued by
the Comptroller General of the United States. 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 audit provides a reasonable
basis for our opinion.
In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of Buena Vista Apartments, Phase II, A Limited Partnership, as of
December 31, 1997 and 1996, and the results of its operations and
its cash flows for the years then ended, in conformity with
generally accepted accounting principles.
January 26, 1998
4408 Forest Drive, Third Floor - Columbia, South Carolina 29206 -
Telephone 803-790-002,0 - Fax 803-790-0011
DANIEL G. DRANE
CERTIFEED PUBLIC ACCOUNTANT
209 East Third Street - P. 0. Box 577
Hardinsburg, Kentucky 40143
Telephone (502)756-5704
FAX (502)756-5927
e-mail [email protected]
INDEPENDENT AUDITORS REPORT
To the Partners
Edgewood Properties, Limited
Leitchfield, Kentucky
I have audited the accompanying balance sheets of Edgewood
Properties, Limited (a Kentucky limited partnership), RHS Project
No.: 20-050-0611179040, as of December 31, 1997 and 1996, and the
related statements of operations, partners' capital, and cash
flows for the years then ended.
These financial statements are the responsibility of the
partnership's management. My responsibility is to express an
opinion on these financial statements based on my audits.
I conducted my audits, as of and for the years ended December 3
1, 1997 and 1996, in accordance with generally accepted auditing
standards and Government Auditing Standards, issued by the
Comptroller General of the United States. Those standards
require that I plan and perform the audits 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. I believe that my audits provide a reasonable
basis for my opinion.
In my opinion, the financial statements referred to above present
fairly, in all material respects, the financial position of
Edgewood Properties, Limited, as of December 3 1, 1997 and 1996,
and the results of its operations, the changes in its partners'
capital and its cash flows for the years then ended in conformity
with generally accepted accounting principles.
My audits were made for the purpose of forming an opinion on the
basic financial statements taken as a whole. The supplemental
information on pages 13 and 14 is presented for purposes of
additional analysis and is not a required part of the basic
financial statements. Such information has been subjected to the
auditing procedures applied in the audits of the basic financial
statements and, in my opinion, is fairly stated in all material
respects in relation to the basic financial statements taken as a
whole.
Daniel G. Drane
Certified Public Accountant
March 10, 1998
THOMAS, JUDY & TUCKER, P.A. Certified Public Accountants
Clifton W, Thomas, 16 East Rowan Street, Suite, 100
Chris P. Judy Raleigh, NC 27609
David W. Tucker, (919) 57 1-7055
David A. Johnson FAX (919) 571-7089
INDEPENDENT AUDITORS'REPORT
To the Partners
Graham Housing Associates Limited Partnership
Raleigh, North Carolina
We have audited the accompanying balance sheets of Graham Housing
Associates Limited Partnership, as of December 31, 1997 and 1996
and the related statements of operations and changes in partners'
equity, and cash flows for the years then ended. 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 conducted our audits in accordance with generally accepted
auditing standards and Government Auditing Standards issued by
the Comptroller General of the United States. 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 provide a reasonable
basis for our opinion.
In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of Graham Housing Associates Limited Partnership as of December
31, 1997 and 1996, and the results of its operations and the
changes in partners' equity and cash flows for the years then
ended, in conformity with generally accepted accounting
principles.
In accordance with Government Auditing Standards, we have also
issued reports dated February 9, 1998 on our consideration of
Graham Housing Limited Partnership's internal control structure,
compliance with specific requirements applicable to Major HOME
Programs and compliance with specific requirements applicable to
Affirmative Fair Housing and Non-Discrimination.
Our audits were made for the purpose of forming an opinion on the
financial statements taken as a whole. The supporting data
included in the report is presented for the purposes of
additional analysis and is not a required part of the financial
statements of Graham Housing Associates Limited Partnership.
Such information has been subjected to the auditing procedures
applied in the audit of the financial statements and, in our
opinion, is fairly stated in all material respects in relation to
the financial statements taken as a whole.
February 9, 1998
DURANT, SCHRAIBMAN & LINDSAY
Certified Public Accountants
INDEPENDENT ACCOUNTANTS'REPORT
To the Partners
Laurelwood Apartments, Phase 11, A Limited Partnership
Columbia, South Carolina
We have audited the accompanying balance sheets of Laurelwood
Apartments, Phase 11, A Limited Partnership (A South Carolina
Limited Partnership), as of December 31, 1997 and 1996 and the
related statements of operations, partners' equity and cash flows
for the years then ended. 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 audit.
We conducted our audit in accordance with generally accepted
auditing standards and Government Auditing issued Standards
issued by the Comptroller General of the United States. 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 audit provides a reasonable
basis for our opinion.
In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of Laurelwood Apartments, Phase 11, A Limited Partnership, as of
December 3 1, 1997 and 1996, and the results of its operations
and its cash flows for the years then ended, in conformity with
generally accepted accounting principles.
January 29, 1998
4408 Forest Drive, Third Floor - Columbia, South Carolina 29206 -
Telephone 803-790-0020 - Fax 803-790-0011
DANIEL G. DRANE
CERTIFIED PUBLIC ACCOUNTANT
209 East Third Street - P.0. Box 577
Hardinsburg, Kentucky 40143
Telephone (502)756-5704
FAX (502)756-5927
e-mail [email protected]
INDEPENDENT AUDITORS REPORT
To the Partners
Lilac Properties, Limited
Leitchfield, Kentucky
I have audited the accompanying balance sheets of Lilac
Properties, Limited (a Kentucky limited partnership), RHS Project
No.: 20-043-611158011, as of December 31, 1997 and 1996, and the
related statements of operations, partners' capital, and cash
flows for the years then ended. These financial statements are
the responsibility of the partnership's management. My
responsibility is to express an opinion on these financial
statements based on my audits.
I conducted my audits, as of and for the years ended December 3
1, 1997 and 1996, in accordance with generally accepted auditing
standards and Government Auditing Standards, issued by the
Comptroller General of the United States. Those standards
require that I plan and perform the audits 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. I believe that my audits provide a reasonable
basis for my opinion.
In my opinion, the financial statements referred to above present
fairly, in all material respects, the financial position of Lilac
Properties, Limited, as of December 31, 1997 and 1996, and the
results of its operations, the changes in its partners' capital
and its cash flows for the years then ended, in conformity with
generally accepted accounting principles.
My audits were made for the purpose of forming an opinion on the
basic financial statements taken as a whole. The supplemental
information on pages 13 and 14 is presented for purposes of
additional analysis and is not a required part of the basic
financial statements. Such information has been subjected to the
auditing procedures applied in the audits of the basic financial
statements and, in my opinion, is fairly stated in all material
respects in relation to the basic financial statements taken as a
whole.
Daniel G. Drane
Certified Public Accountant
March 10, 1998
Hawkins, Ash, Baptie & Company, LLP
Certified Public Accountants * Management Consultants
INDEPENDENT AUDITORS'REPORT
To the Partners
Madison Partners Limited Partnership
We have audited the accompanying balance sheet of Madison
Partners Limited Partnership, as of December 31, 1997 and 1996,
and the related statements of operations, partners' equity, and
cash flows for the years then ended. 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 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 provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of Madison Partners Limited Partnership as of December 31, 1997
and 1996, and the results of its operations, changes in partners'
equity, and cash flows for the years then ended in conformity
with generally accepted accounting principles.
Our audits were made for the purpose of forming an opinion on the
basic financial statements taken as a whole. The supplemental
information on page 12 is presented for purposes of additional
analysis and is not a required part of the basic financial
statements. Such information has been subjected to the auditing
procedures applied in the audits of the basic financial
statements and, in our opinion, is fairly stated in all material
respects in relation to the basic financial statements taken as a
whole.
La Crosse, Wisconsin
February 2, 1998
- - 2 -
LITTLLE, SHANEYFELT, MARSHALLL & Co.
CERTIFIED PUBLIC ACCOUNTANTS
PROSPECT BUILDING
1501 N. UNIVERSITY, SUITE 300
LITTLE ROCK, ARKANSAS 72207-5232
INDEPENDENT AUDITOR'S REPORT
To the Partners
P.D.C. Fifty Five Limited Partnership
BENTON, ARKANSAS OFFICE
210 W.SEVIER STREET
BENTON, ARKANSAS 72015,
TELEPHONE 501-378-7746
We have audited the accompanying balance sheets of P.D.C. Fifty
Five Limited Partnership, RD Project No. 03-052-710665737 (the
Partnership), as of December 31, 1997 and 1996, and the related
statements of profit (loss), changes in partners' equity
(deficit) and cash flows for the years then ended. 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 conducted our audits in accordance with generally accepted
auditing standards and Government Auditing Standards issued by
the Comptroller General of the United States. Those standards
require that we plan and perform the audits 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 provide a reasonable
basis for our opinion.
In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of P.D.C. Fifty Five Limited Partnership as of December 31, 1997
and 1996, and its results of operations, changes in partners'
equity (deficit), and cash flows for the years then ended in
conformity with generally accepted accounting principles.
In accordance with Government Auditing Standards, we have also
issued our report dated March 18, 1998 on our consideration of
the Partnership's internal control over financial reporting and
our tests of its compliance with certain provisions of laws,
regulations, contracts and grants.
Little, Shaneyfelt, Marshall & Co.
March 18, 1998
Suby, Von Haden & Associates, S.C.
CERTIFIED PUBLIC ACCOUNTANTS
Business and Management Consultants
INDEPENDENT AUDITOR'S REPORT
To the Partners
School Street Limited Partnership I
Madison, Wisconsin
We have audited the accompanying balance sheets of WHEDA Project
No. 01 1/001 217 of School Street Limited Partnership I as of
December 31, 1997 and 1996, and the related statements of loss,
partners' equity and cash flows for the years then ended. These
financial statements are the responsibility of the project's
management. Our responsibility is to express an opinion on these
financial statements based on our audits.
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 provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of School Street Limited Partnership I as of December 31, 1997
and 1996, and the results of its operations, changes in partners'
equity and its cash flows for the years then ended in conformity
with generally accepted accounting principles.
January 22, 1998
- - 1 -
1221 John Q. Hammons Dr. - P.O.Box. 44966 - Madison, WI 53744-
4966 - (608) 831-8181 - FAX (608) 831-4243
MADISON - MILWAUKEE - ROCKFORD
DANIEL G. DRANE
CERTIFEED PUBLIC ACCOUNTANT
209 East Third Street - P. 0. Box 577
Hardinsburg, Kentucky 40143
Telephone (502)756-5704
FAX (502)756-5927
e-mail [email protected]
INDEPENDENT AUDITORS REPORT
To the Partners
Taylor Mill Properties, Limited
Leitchfield, Kentucky
I have audited the accompanying balance sheets of Taylor NOI
Properties, Limited (a Kentucky limited partnership), RHS Project
No.: 20-062-0611174245, as of December 31, 1997 and 1996, and the
related statements of operations, partners' capital, and cash
flows for the years then ended. These financial statements are
the responsibility of the partnership's management. My
responsibility is to express an opinion on these financial
statements based on my audits.
I conducted my audits, as of and for the years ended December 31,
1997 and 1996, in accordance with generally accepted auditing
standards and Government Auditing Standards, issued by the
Comptroller General of the United States. Those standards
require that I plan and perform the audits 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. I believe that my audits provide a reasonable
basis for my opinion.
In my opinion, the financial statements referred to above present
fairly, in all material respects, the financial position of
Taylor MU Properties, Limited, as of December 3 1, 1997 and 1996,
and the results of its operations, the changes in its partners'
capital and its cash flows for the years then ended in conformity
with generally accepted accounting principles.
My audits were made for the purpose of forming an opinion on the
basic financial statements taken as a whole. The supplemental
information on pages 13 and 14 is presented for purposes of
additional analysis and is not a required part of the basic
financial statements. Such information has been subjected to the
auditing procedures applied in the audits of the basic financial
statements and, in my opinion, is fairly stated in all material
respects in relation to the basic financial statements taken as a
whole.
Daniel G. Drane
Certified Public Accountant
March 10, 1998
Schoonover
Bover
Gettman & Associates
Certified Public Accountants - Financial Consultants,
INDEPENDENT AUDITORS'REPORT
The Partners
The Hearthside II Limited Dividend
Housing Association Limited Partnership
We have audited the accompanying balance sheets of The Hearthside
II Limited Dividend Housing Association Limited Partnership (a
limited partnership) as of December 31, 1997 and 1996, and the
related statements of operations, partners' equity, and cash
flows for the years then ended. These financial statements are
the responsibility of the Partnership's management. Our
responsibility is to express an opinion on the financial
statements based on our audits.
We conducted our audits in accordance with generally accepted
auditing standards and Government Auditing Standards issued by
the Comptroller General of the United States. 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 provide a reasonable
basis for our opinion.
In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of The Hearthside R Limited Dividend Housing Association Limited
Partnership as of December 31, 1997 and 1996, and the results of
its operations, changes in partners' equity, and cash flows for
the years then ended, in conformity with generally accepted
accounting principles.
Our audits were made for the purpose of forming an opinion on the
basic financial statements taken as a whole. The supplemental
information on pages 16 and 17 is presented for purposes of
additional analysis and is not a required part of the basic
financial statements. Such information has been subjected to the
auditing procedures applied in the audit of the basic financial
statements and, in our opinion, is fairly stated in all material
respects in relation to the basic financial statements taken as a
whole.
Columbus, Ohio
January 23, 1998
FLOYD & COMPANY
Certified Public Accountant
132 Stephenson Avenuee, Suite 202
Post Office Box 14251
Savannah, Georgia 31406
Phone: (912) 355-9969
INDEPENDENT AUDITORS' REPORT
To the General Partners of
Timmons Village Limited Partnership
We have audited the accompanying balance sheets of Timmons
Village Limited Partnership (a Georgia Limited Partnership) as of
December 31, 1997 and the related statements of operations,
partners, equity (deficit) and cash flows for the year then
ended. 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 conducted our audit 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 assessing the accounting principles used and
significant estimates made by management, as well as evaluating
the overall financial statement presentation. We believe that
our audit provides a reasonable basis for our opinion.
In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of Timmons Village Limited Partnership (a Georgia Limited
Partnership) as of December 31, 1997 and the results of its
operations and its cash flows for the year then ended in
conformity with generally accepted accounting principles.
Floyd & Company, CPA
February 28, 1998
PLANTE & Moran,LLP
Certified Public Accountant
1111 Michigan Avenue
P.O. Box 2500
East Lansing, Michigan- 48826-2500
FAX 517-332-8502
517-332-620
Independent Auditor's Report
To the Partners
University Meadows Limited Dividend
Housing Association Limited Partnership
We have audited the accompanying balance sheet of University
Meadows Limited Dividend Housing Association Limited Partnership
(a Michigan limited partnership) MSHDA Development No. 889, as of
December 31, 1997 and 1996, and the related statements of profit
and loss, partners' equity, and cash flows for the years then
ended. 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 conducted our audits in accordance with generally accepted
auditing standards and Government Auditing Standards, issued by
the Comptroller General of the United States. Those standards
require that we plan and perform the audits 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 provide a reasonable
basis for our opinion.
In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of University Meadows Limited Dividend Housing Association
Limited Partnership as of December 31, 1997 and 1996, and its
profit and loss, partners' equity, and its cash flows for the
years then ended, in conformity with generally accepted
accounting principles.
In accordance with Government Auditing Standards, we have also
issued a report dated February 16, 1998, on our consideration of
the Partnership's internal controls and a report dated February
16, 1998, on its compliance with laws and regulations.
February 16, 1998
Torres Llompart, Sanchez Ruiz & Co.
Certified Public Accountants, and Business Consultants
(A Member of Kreston International)
Partners:
Luis J.Torres Llompart, CPA.
Frank Sanchez Ruiz, CPA, CMA, CIA
Members of:
Division for CPA Firms, American Institute of Certified Public
Accountants
Puerto Rico Society of Certified Public Accountants
*Also admitted in State of Florida
Partners
Villa del Mar Limited Partnership
San Juan, Puerto Rico
INDEPENDENT AUDITORS'REPORT ON FINANCIAL STATEMENTS
We have audited the accompanying balance sheets of Villa del Mar
Limited Partnership as of December 31, 1997 and 1996, and the
related statements of operations, partners' equity and cash flows
for the years then ended. 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 conducted our audits in accordance with generally accepted
auditing standards and Government Auditing Standards, issued by
the Comptroller General of the United States, and the US
Department of Agriculture, Farmers Home Administration Audit
Program Handbook, issued in December 1989. Those standards and
the audit program require that we plan and perform the audits 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 statements presentation. We believe that our audits
provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of Villa del Mar Limited Partnership as of December 31, 1997 and
1996, and the results of its operations, changes in partners,
equity and cash flows for the years then ended in conformity with
generally accepted accounting principles.
In accordance with Government Auditing Standards, we have also
issued a report dated February 16, 1998, on our consideration of
the Partnership's internal control structure and a report dated
February 16, 1998, on its compliance with laws, regulations,
contracts, loan covenants and agreements.
P.O. Box 193488, San Juan, Puerto Rico 00919-3488
Tel. (787) 758-4620 - Fax (787) 767-4709
Partners
Villa del Mar Limited Partnership
San Juan, Puerto Rico
INDEPENDENT AUDITORS'REPORT ON FINANCIAL STATEMENTS
(CONTINUED)
Our audits were made for the purpose of forming an opinion on the
basic financial statements for the years ended December 31, 1997
and 1996, taken as a whole. The accompanying schedules of
administrative, utilities, maintenance, taxes, insurance and
interest expenses are presented for purposes of additional
analysis and are not a required part of the basic financial
statements. Such information has been subjected to the auditing
procedures applied in the audit of the basic financial statements
for the years ended December 31, 1997 and 1996, and, in our
opinion, is fairly stated in all material respects in relation to
the basic financial statements for the years ended December 31,
1997 and 1996, taken as a whole.
February, 16, 1998
License No.169
San Juan, Puerto Rico
Stamp number 1462234 was affixed
to the original of this report.
Ortiz Lopez & Co.
CPA Eulalio Ortiz Rodriguez, MSA
CPA Heriberto Lopez Recio
Calle Post 183 Sur Altos
P.O. Bo. 3944
Marina Station
Msyaguez, P. R. 00681
Telephones (787) 833-8236
833-8250
Fax: 833-8285
INDEPENDENT AUDITORS' REPORT
To the Partners
Virgen del Pozo Limited Partnership
We have audited the accompanying statements of financial position
of Virgen del Pozo Limited Partnership, (RRH - 515 Project No. 63-
016-660477485) as of December 31, 1997 and 1996, and the related
statements of operations, partners' deficit, and cash flows for
the years then ended. These financial statements are the
responsibility of the Partnership's management. Our
responsibility is to express and opinion on these financial
statements based on our audits.
We conducted our audits in accordance with generally accepted
auditing standards and Government Auditing Standards, issued by
the Comptroller General of the United States. 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 provide a reasonable
basis for our opinion.
In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of Virgen del Pozo Limited Partnership as of December 31, 1997
and 1996, and the results of its operations, changes in partners'
deficit and cash flows for the years then ended in conformity
with generally accepted accounting principles.
Our audits were made for the purpose of forming an opinion on the
basic financial statements taken as a whole. The supplemental
information, as referred to in the table of contents, is
presented for the purpose of additional analysis and is not a
required part of the basic financial statements. Such
information has been subjected to the auditing procedures applied
in the audits of the basic financial statements and, in our
opinion, the additional information is fairly stated, in all
material respects, in relation to the basic financial statements
taken as a whole.
Certified Public Accountants
Mayaguez, Puerto Rico
February 1, 1998
FLOYD & COMPANY
Certified Public Accountant
132 Stephenson Avenuee, Suite 202
Post Office Box 14251
Savannah, Georgia 31406
Phone: (912) 355-9969
INDEPENDENT AUDITORS' REPORT
To the General Partners of
Whitewater Village Limited Partnership
We have audited the accompanying balance sheets of Whitewater
Village Limited Partnership (a Georgia Limited Partnership) as of
December 31, 1997 and the related statements of operations,
partners' equity (deficit) and cash flows for the year then
ended. 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 conducted our audit 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 assessing the accounting principles used and
significant estimates made by management, as well as evaluating
the overall financial statement presentation. We believe that
our audit provides a reasonable basis for our opinion.
In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of Whitewater Village Limited Partnership (a Georgia Limited
Partnership) as of December 31, 1997 and the results of its
operations and its cash flows for the year then ended in
conformity with generally accepted accounting principles.
Floyd & Company, CPA
February 28, 1998
DURANT, SCHRAIBMAN & LINDSAY
Certified Public Accountants
INDEPENDENT ACCOUNTANTS'REPORT
To the Partners
Canterfield Manor of Denmark, A Limited Partnership
Columbia, South Carolina
We have audited the accompanying balance sheets of Canterfield
Manor of Denmark, A Limited Partnership (A South Carolina Limited
Partnership), as of December 31, 1997 and 1996 and the related
statements of operations, partners' equity and cash flows for the
years then ended. 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 audit.
We conducted our audit in accordance with generally accepted
auditing standards and Government Auditing Standards issued by
the Comptroller General of the United States. 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 audit provides a reasonable
basis for our opinion.
In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of Canterfield Manor of Denmark, A Limited Partnership, as of
December 31, 1997 and 1996, and the results of its operations and
its cash flows for the years their ended, in conformity with
generally accepted accounting principles.
January 23, 1998
4408 Forest Drive, Third Floor - Columbia, South Carolina 29206 -
Telephone 803-790-0020 - Fax 803-790-0011
DAVID P. PHILLIPS, P.C.
CERTIFIED PUBLIC ACCOUNTANT
6846 PACIFIC STREET
SUITE 100
OMAHA, NEBRASKA 68106
OFFICE (402) 558-2596
FAX (402) 558-2914
INDEPENDENT AUDITOR'S REPORT
To the Partners
Cass Partners Limited Partnership
I have audited the accompanying balance sheets of Cass Partners
Limited Partnership as of December 31, 1997 and 1996, and the
related statements of operations, partners' equity and cash flows
for the years then ended. These financial statements are the
responsibility of the partnership's management. My
responsibility is to express an opinion on these financial
statements based on my audits.
I conducted my audits in accordance with generally accepted
auditing standards. Those standards require that I plan and
perform the audits 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. I believe that my
audits provide a reasonable basis for my opinion.
In my opinion, the financial statements referred to above present
fairly, in all material respects, the financial position of Cass
Partners Limited Partnership as of December 3 1, 1997 and 1996,
and the results of its operations, and changes in partners'
equity (deficit) and cash flows for the years then ended in
conformity with generally accepted accounting principles.
My audits were made for the purpose of forming an opinion on the
basic financial statements taken as a whole. The supplemental
information on page 15 is presented for purposes of additional
analysis and is not a required part of the basic financial
statements. Such information has been subjected to the auditing
procedures applied in the audit of the basic financial statements
and, in my opinion, is fairly stated in all material respects in
relation to the basic financial statements taken as a whole.
March 23, 1998
1-3
OSCAR N. HARRIS & ASSOCIATES, P.A.
Certified Public Accountants
OSCAR N. HARRIS, C.P.A.
S@IERRY S. JOHNSON, C.P.A.
KENNETfi E. MILTON, C.P.A.
CONNIE P. STANCIL, C.P.A.
MEMBERS:
AMERICAN INSTITUTE OF CERTIFIED PUBLIC ACCOUNTANTS
NORTII CAROLINA ASSOCIATION OF CERTIFIED PUBLIC ACCOUN-FANTS
INDEPENDENT AUDITORS' REPORT
To the Partners of
Cumberland Woods Associates
of Middlesboro, KY, Ltd.
Charlotte, North Carolina
We have audited the balance sheets of Cumberland Woods Associates
of Middlesboro, KY, Ltd. as of December 31, 1997 and 1996, and
the related statements of partners, capital, income, and cash
flows for the years then ended. 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 conducted our audits in accordance with generally accepted
auditing standards and Government Auditing Standards issued by
the Comptroller General of the United States. Those standards
require that we plan and perform the audits 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 provide a reasonable
basis for our opinion.
In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of Cumberland Woods Associates of Middlesboro, KY, Ltd. as of
December 31, 1997 and 1996, and the results of its operations and
its cash flows fcr the years then ended in conformity with
generally accepted accounting principles.
In accordance with Government Auditing Standards, we have also
issued a report dated February 6, 1998 on our consideration of
Cumberland Woods Associates of Middlesboro, KY, Ltd.'s internal
control structure and a report dated February 6, 1998 on its
compliance with laws and regulations.
100 EAST CUMBERLAND STFEET, PO, BOX 578, DUNN, N.C. 28335 (910)
892-1021 FAX (910) 892-6084
Cumberland Woods Associates
of Middlesboro, KY, Ltd.
Page Two
Our audits were made for the purpose of forming an opinion on the
basic financial statements taken as a whole. Schedules 1, 2, 3,
and 4 on pages 14, 15, 16, and 17 are presented for purposes of
additional analysis and are not a required part of the basic
financial statements. Such information has been subjected to the
audit procedures applied in the audit of the basic financial
statements and, in our opinion, is fairly stated in all material
respects in relation to the basic financial statements taken as a
whole.
Certified Public Accountants
February 6, 1998
PHILLIPS, DORSEY, THOMAS, WATERS & BRAFFORD, P.A.
CERTIFIED PUBLIC ACCOUNTANTS
Drawer 1359 - 349 Ruin Creek Rd. - Henderson, NC 27536
919/438-8154 - Wals 800/356-7674 - Fax 919/492-5066
Ronald S. Dorsey, CPA
H. Timothy Thomas, CPA
Susan R. Waters, CPA
Michael H. Brafford, CPA
Carleen P. Evans, CPA
Franklin L. Irvin, Jr, CPA
W. Haywood Philips, CPA
INDEPENDENT AUDITORS' REPORT
To the Partners
Deer Run Limited Partnership
Kittrell, North Carolina
We have audited the accompanying balance sheets of Deer Run
Limited Partnership as of December 3 1, 1997 and 1996, and the
related statements of operations, partners' equity (deficit) and
cash flows for the years then ended. 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 audit.
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 provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of Deer Run Limited Partnership as of December 31, 1997 and 1996,
and the results of its operations and its cash flows for the
years then ended in conformity with generally accepted accounting
principles.
Our audits were made for the purpose of forming an opinion on the
basic financial statements taken as a whole. The supplemental
information on page 15 is presented for purposes of additional
analysis and is not a required part of the basic financial
statements. Such information has been subjected to the auditing
procedures applied in the audits of the basic financial
statements and, in our opinion, is fairly stated in all material
respects in relation to the basic financial statements taken as a
whole.
January 20, 1998
CERTIFIED PUBLIC ACCOUNTANTS
DURANT, SCHRAIBMAN & LINDSAY
Certified Public Accountants
INDEPENDENT ACCOUNTANTS'REPORT
To the Partners
Holly Tree Manor of Holly Hill, A Limited Partnership
Columbia, South Carolina
We have audited the accompanying balance sheets of Holly Tree
Manor of Holly Hill, A Limited Partnership (A South Carolina
Limited Partnership), as of December 31, 1997 and 1996, and the
related statements of operations, partners' equity and cash flows
for the years then ended. 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 audit.
We conducted our audit in accordance with generally accepted
auditing standards and Government Auditing Standards issued by
the Comptroller General of the United States. 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 audit provides a reasonable
basis for our opinion.
In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of Holly Tree Manor of Holly Hill, A Limited Partnership, as of
December 3 1, 1997 and 1996, and the results of its operations
and its cash flows for the years then ended, in conformity with
generally accepted accounting principles.
January 29, 1998
4408 Forest Drive, Third Floor - Columbia, South Carolina 29206 -
Telephone 803-790-0020 - Fax 803-790-0011
Thomas C. Cunningham, CPA PC
23 MOORE STREET
BRISTOL, VIRGINIA 24201
(540) 669-5531
INDEPENDENT AUDITOR'S REPORT
To the Partners
Lawrenceville Manor, Limited Partnership,
I have audited the accompanying ba1ance sheet of Lawrenceville
Manor,
Limited Partnership as of December, 31, 1997 and 1996, and the
related
statements of operations, partner's, equity and cash flows for
the years
then ended. These financial statements are the responsibility
of the
Partnership's management. My responsibility is to express an
opinion on
these financial statements based on my audits.
I conducted my audits in accordance with generally accepted
auditing standards and Government Auditing Standards issued by
the Comptroller General of the United States, and the U.S.
Department of Agriculture, Farmers Home Administration Audit
Program. Those standards require that I plan and perform the
audits 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
discloses 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. I believe that my audits
provide a reasonable basis for my opinion.
In my opinion, the financial statements, referred to above
present fairly,
in all material aspects, the financial position of Lawrenville
Manor Limited
Partnership as of December, 31, 1997 and 1996, and the results of
its'
operations, changes in partner's equity, and its cash flows for,
the yea,.
the ended in conformity with generally accepted accounting
principle.
My audits were made for the purpose of forming an opinion the
basic financial statements taken as a whole. The accompanying
information on pages 15 to 17 is presented for purposes of
additional analysis and is not a required part of the basic,
financial statements. Such information has been subjected to the
audit procedure applied in the audits of the basic financial
statements and, in my opinion is fairly stated in all material
respects in relation to the basic financial statements taken as a
whole.
In accordance with Government Auditing Standards, I have also
issued a report dated February 18, 1998 on my consideration of
Lawrenceville Manor Limited Partnership's internal control and a
report dated February 18, 1998 on its compliance with laws and
regulations applicable to the financial statements.
THOMAS C. CUNNINGHAM, CPA P.C.
February 18, 1998
Blackman & Associates, P.C.
Certified Public Accountants
INDEPENDENT AUDITORS'REPORT
To the Partners
1413 Leavenworth Historic
Limited Partnership
Omaha, Nebraska
We have audited the accompanying balance sheets of 1413
Leavenworth Historic Limited Partnership (a Nebraska Limited
Partnership) as of December 31, 1997 and 1996 and the related
statements of operations, changes in partners' capital accounts
and cash flows for the years then ended.
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 our
audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of 1413 Leavenworth Historic Limited Partnership at December 31,
1997 and 1996 and the results of its operations, changes in
partners' capital accounts and cash flows for the years then
ended in conformity with generally accepted accounting
principles. .
Our audits were made for the purpose of forming an opinion on the
basic financial statements taken as a whole. The additional
information on pages 9 and 10 is presented for purposes of
additional analysis and is not a required part of the basic
financial statements. Such information has been subjected to the
audit procedures applied in the audits of the basic financial
statements and, in our opinion, is fairly stated in all material
respects in relation to the basic financial statements taken as a
whole.
Omaha, Nebraska
January 31, 1998
11924 Arbor St., Ste. 200 - Omaha, Nebraska 68144 - Phone (402)
330-1040 - Fax (402) 333-9189
PLANTE & Moran,LLP
Certified Public Accountant
1111 Michigan Avenue
P.O. Box 2500
East Lansing, Michigan- 48826-2500
FAX 517-332-8502
517-332-620
Independent Auditor's Report
To the Partners
Meadows of Southgate Limited Dividend
Housing Association Limited Partnership
We have audited the accompanying balance sheet of Meadows of
Southgate Limited Dividend Housing Association Limited
Partnership (a Michigan limited partnership), as of December 31,
1997 and 1996, and the related statements of operations,
partners' equity, and cash flows for the years then ended. 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 conducted our audits in accordance with generally accepted
auditing standards. Those standards require that we plan and
perform the audits to obtain reasonable assurance about whether
the financial statements are free of material misstatement. An
audit includes examining 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
provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of Meadows of Southgate Limited Dividend Housing Association
Limited Partnership, for the years ended December 31, 1997 and
1996, and the results of its operations, partners' equity, and
cash flows for the years then ended, in conformity with generally
accepted accounting principles.
February 16, 1998
Moores
Rowland
STIENESSEN - SCHLEGEL & CO.
LIMITIED LIABILITY COMPANY
CERTIFIED PUBLIC ACCOUNTANTS
Independent Auditor's Report
To the Partners
St. Croix Commons Limited Partnership
We have audited the accompanying balance sheets of St. Croix
Commons Limited Partnership, as of December 31, 1997 and 1996,
and the related statements of operations, partners' equity, and
cash flows for the years then ended. 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 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 provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of St. Croix Commons Limited Partnership, as of December 31, 1997
and 1996, and the results of its operations, the changes in
partners' equity, and cash flows for the years then ended in
conformity with generally accepted accounting principles.
Our audits were made for the purpose of forming an opinion on the
basic financial statements taken as a whole. The supplemental
information on page 13 is presented for purposes of additional
analysis and is not a required part of the basic financial
statements. Such information has been subjected to the auditing
procedures applied in the audits of the basic financial
statements and, in our opinion, is fairly stated in all material
respects in relation to the basic financial statements taken as a
whole.
CERTIFIED PUBLIC ACCOUNTANTS
Januarv 23, 1998
2411 N. HILLCREST PARKWAY, P.O. BOX 8 1 0, EAU CLAIRE, WI 54702-
081 0 - PHONE (715) 832-3425 - FAX (715) 832-1665
- -1-
ARMANDO A. SUAREZ - CPA
HATO FIEY MMR. SUITE 1500,268 MUNOZ RIVERA AVENUF- HATO REY, PR
00918 - (787) 763-3195 FAX- 751-8448
INDEPENDENT AUDITOR'S REPORT
To the Partners
Vista Linda Apartments Limited Partnership
I have audited the accompanying balance sheets of Vista Linda
Apartments Limited Partnership, Rural Development Project No.: 63-
016-0660472028, as of December 31, 1997 and 1996, and the related
statements of operations, partners' equity (deficit), and cash
flows for the years then ended. These financial statements are
the responsibility of the Partnership's management. My
responsibility is to express an opinion on these financial
statements based on my audit.
I have conducted my audit in accordance with generally accepted
auditing standards and Government Auditing Standards issued by
the Comptroller General of the United States. Those standards
require that I 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 the
management, as well as evaluating the overall financial statement
presentation. I believe that my audit provides a reasonable
basis for my opinion.
In my opinion, the financial statements referred to above present
fairly, in all material respects, the financial position of Vista
Linda Apartments Limited Partnership, as of December 31, 1997
Hand 1996, and the results of its operations, changes in partners
I equity (deficit) and cash flows for the years then ended in
conformity with generally accepted accounting principles.
My audit was made for tire purpose of forming an opinion on the
basic financial statements taken as a whole. The supplemental
information on pages 21 thru 36 is presented for purposes of
additional analysis and is not a required part of the basic
financial statements. Such information has been subjected to the
auditing procedures applied in the audit of the basic financial
statements and, in my opinion, is fairly stated in all material
respects in relation to the basic financial statements taken as a
whole.
Armando A. Suarez, CPA
February 27, 1998
San Juan, Puerto Rico
DURANT, SCHRAIBMAN & LINDSAY
Certified Public Accountants
INDEPENDENT ACCOUNTANTS'REPORT
To the Partners
West End Manor Apartments, A Limited Partnership
Columbia, South Carolina
We have audited the accompanying balance sheets of West End Manor
Apartments, A Limited Partnership (A South Carolina Limited
Partnership), as of December 31, 1997 and 1996, and the I related
statements of operations, partners' equity and cash flows for the
years then ended. 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 audit.
We conducted our audit in accordance with generally accepted
auditing standards and Government Auditing Standards issued by
the Comptroller General of the United States. 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 audit provides a reasonable
basis for our opinion.
In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of West End Manor Apartments, A Limited Partnership, as of
December 3 1, 1997 and 1996, and the results of its operations
and its cash flows for the years then ended, ill conformity with
generally accepted accounting principles.
January 21, 1998
4408 Forest Drive, Third Floor - Columbia, South Carolina 29206 -
Telephone 803-790-0020 - Fax 803-790-0011
Blackman & Associates, P.C.
Certified Public Accountants,
INDEPENDENT AUDITORS'REPORT
To the Partners
Aspen Ridge Apartments
Limited Partnership
Omaha, Nebraska
We have audited the accompanying balance sheets of Aspen Ridge
Apartments Limited Partnership (a Nebraska Limited Partnership)
as of December 31, 1997 and 1996 and the related statements of
operations, changes in partners' capital accounts and cash flows
for the years then ended.
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 our
audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of Aspen Ridge Apartments Limited Partnership at December 31,
1997 and 1996 and the results of its operations, changes in
partners' capital accounts and cash flows for the years then
ended in conformity with generally accepted accounting
principles.
Our audits were made for the purpose of forming an opinion on the
basic financial statements taken as a whole. The additional
information on pages 9 and 10 is presented for purposes of
additional analysis and is not a required part of the basic
financial statements. Such information has been subjected to the
audit procedures applied in the audits of the basic financial
statements and, in our opinion, is fairly stated in all material
respects in relation to the basic financial statements taken as a
whole.
Omaha, Nebraska
January 21, 1998
11924 Arbor St., Ste. 200 - Omaha, Nebraska 68144 - Phone (402)
330-1040 - Fax (402) 333-9189
KB Parrish & Co. LLp
CERTIFIED PUBLIC ACCOUNTANTS
151 North Delaware Street
Suite 1600
Indianapolis, IN 46204
(317) 269-2455
FAX (317) 269-2464
Report of Independent Certified Public Accountants
To the Partners of
Briarwood of Dekalb, L.P.
(A Limited Partnership)
We have audited the balance sheets of Briarwood of Dekalb, L.P.
(a limited partnership) as of December 31, 1997 and 1996, and the
related statements of operations, changes in partnership capital
and cash flows for the years then ended. 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 conducted our audits in accordance with generally accepted
auditing standards and Government Auditing Standards issued by
the Comptroller General of the United States and the Illinois
Housing Development Authority's Financial Reporting and Audit
Guidelines for Mortgagors of Multifamily Housing Developments.
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
provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of Briarwood of Dekalb, L.P. at December 31, 1997 and 1996, and
the results of its operations, changes in partnership capital,
and cash flows for the years then ended, in conformity with
generally accepted accounting principles.
In accordance with Government Auditing Standards and the Illinois
Housing Development Authority's Financial Reporting and Audit
Guidelines for Mortgagors of Multifamily Housing, we have also
issued a report dated March 31, 1998 on our consideration of the
partnership's internal control structure, a report dated March
31, 1998 on its compliance with specific requirements applicable
to Affirmative Fair Housing, and a report dated March 31, 1998 on
its compliance with laws and regulations.
Respectfully submitted,
K - B. Parrish & Co. LLP
Certified Public Accountants
Indianapolis, Indiana
March 31, 1998
DIMARCO, ABIUSI & PASCARELLA
CERTIFIED PUBLIC ACCOUNTANTS, P.C
Philip Abiusi
L. Richard Pascarella
Nakho Sung
Leo N. Bonfardeci
Carl T. Greco
Phone (315) 475-6954 - Fax (315) 475-2937
INDEPENDENT AUDITORS' REPORT
To The Partners
CAIRO HOUSING COMPANY I
East Syracuse, New York
We have audited the accompanying balance sheets of Cairo Housing
Company I (a
Limited Partnership) as of December 31, 1997 and 1996, and the
related statements of income, partners, capital and cash flows
for the years then ended. These financial statements are the
responsibility of the General Partners. Our responsibility is to
express an opinion on these financial statements based on our
audit.
We conducted our audit 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 statement 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 the partners, as well as evaluating
the overall financial statement presentation. We believe that
our audit provides a reasonable basis for our opinion.
In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of Cairo Housing Company I as of December 31, 1997 and 1996, and
the results of its operations and cash flows for the years then
ended in conformity with generally accepted accounting
principles.
DIMARCO, ABIUSI & PASCARELLA, P.C.
Syracuse, New York
February 5, 1998
CREELMAN, SMITH, P.C.
CERTIFIED PUBLIC ACCOUNTANTS
To the Partners
Cambridge Family YMCA Affordable Housing
Limited Partnership,
Cambridge, Massachusetts
REPORT OF INDEPENDENT AUDITORS
We have audited the accompanying balance sheet of Cambridge
Family YMCA Affordable Housing Limited Partnership (A
Massachusetts limited partnership) as of December 31, 1997, and
the related statements of operations, changes in partners' equity
(deficit) and cash flows for the year then ended. These
financial statements are the responsibility of the general
partner. Our responsibility is to express an opinion on these
financial statements based on our audit.
We conducted our audit 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 the general partner, as well as
evaluating the overall financial statement presentation. We
believe that our audit provides a reasonable basis for our
opinion.
In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of Cambridge Family YMCA Affordable Housing Limited Partnership
as of December 31, 1997, and the results of its operations,
changes in partners, equity (deficit) and cash flows for the year
then ended in conformity with generally accepted accounting
principles.
Creelman & Smith, P.C.
Certified Public Accountants
Boston, Massachusetts
January 22, 1998
330 Congress Street, Boston, Massachusetts 02210 (617) 542-4114
CRAIN & COMPANY, PLC
CERTIFIED PUBLIC ACCOUNTANTS
Madison Square,
24 Corporate Blvd.
Jackson, Tennessee 38305-2395
Telephone (901) 668-7070 - Fax. (901) 668-12 18
INDEPENDENT AUDITORS' REPORT
To the Partners
Crofton Associates 1, Limited Partnership
We have audited the accompanying balance sheets of Crofton
Associates 1, Limited Partnership, FmHA Project No.: 20-024-
0621467587 as of December 31, 1997 and 1996, and the related
statements of operations, changes in partners' capital and cash
flows for the years then ended. 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 conducted our audits in accordance with generally accepted
auditing standards. Those standards require that we plan and
perform the audits 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 provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of Crofton Associates I, Limited Partnership, FmHA Project No.:
20-0240621467587 as of December 31, 1997 and 1996, and the
results of its operations, changes in partners' capital and cash
flows for the years then ended in conformity with generally
accepted accounting principles.
Our audits were for the purpose of forming an opinion on the
basic financial statements taken as a whole. The supplementary
information as listed in the table of contents is presented for
purposes of additional analysis and is not a required part of the
basic financial statements. Such information has been subjected
to the audit procedures applied in the audits of the basic
financial statements and, in our opinion, is fairly stated in all
material respects in relation to the basic financial statements
taken as a whole.
In accordance with Government Auditing Standards, we have also
issued a report dated January 22, 1998 on our consideration of
the limited partnership's internal control over financial
reporting and on its compliance with laws and regulations.
CRAIN & COMPANY, PLC
Certified Public Accountants
Jackson, Tennessee
January 22, 1998
CRAIN & COMPANY, PLC
CERTIFIED PUBLIC ACCOUNTANTS
Madison Square,
24 Corporate Blvd.
Jackson, Tennessee 38305-2395
Telephone (901) 668-7070 - Fax. (901) 668-12 18
INDEPENDENT AUDITORS' REPORT
To the Partners
Gallaway Associates 1, Limited Partnership
We have audited the accompanying balance sheets of Gallaway
Associates 1, Limited Partnership, FMHA Project No.: 48-024-
621474763 as of December 31, 1997 and 1996, and the related
statements of operations, changes in partners' capital and cash
flows for the years then ended. 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 conducted our audits in accordance with generally accepted
auditing standards and Government Auditing Standards, issued by
the Comptroller General of the United States. Those standards
require that we plan and perform the audits 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 provide a reasonable
basis for our opinion.
In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of Gallaway Associates 1, Limited Partnership, FmHA Project No.:
48-024621474763 as of December 31, 1997 and 1996, and the results
of its operations, changes in partners' capital and cash flows
for the years then ended in conformity with generally accepted
accounting principles.
Our audits were for the purpose of forming an opinion on the
basic financial statements taken as a whole. The supplementary
information as listed in the table of contents is presented for
purposes of additional analysis and is not a required part of the
basic financial statements. Such information has been subjected
to the audit procedures applied in the audits of the basic
financial statements and, in our opinion, is fairly stated in all
material respects in relation to the basic financial statements
taken as a whole.
In accordance with Government Auditing Standards, we have also
issued a report dated January 26, 1998 on our consideration of
the limited partnership's internal control over financial
reporting and on its compliance with laws and regulations.
CRAIN & COMPANY, PLC
Certified Public Accountants
Jackson, Tennessee
January 26, 1998
Blurne Loveridge & CO., PLLC
Certified Public Accountants
INDEPENDENT AUDITOR'S REPORT ON FINANCIAL STATEMENTS
Partners
Glenridge Housing Associates,
A Washington Limited Partnership
Bellevue, Washington
We have audited the accompanying balance sheets of Glenridge
Housing Associates, A Washington Limited Partnership, as of
December 31, 1997 and 1996, and the related statements of
operations, changes in partners' equity (deficit) and cash flows
for the years then ended. 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 conducted our audits in accordance with generally accepted
auditing standards and Government Auditing Standards, issued by
the Comptroller General of the United States. Those standards
require that we plan and perform an 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 provide a reasonable
basis for our opinion.
In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of Glenridge Housing Associates, A Washington Limited
Partnership, as of December 31, 1997 and 1996, and the results of
its operations and its cash flows for the years then ended in
conformity with generally accepted accounting principles.
In accordance with Government Auditing Standards, we have also
issued a report, dated January 22, 1998, on our consideration of
the Partnership's internal control structure and a report, dated
January 22, 1998, on its compliance with laws and regulations.
Page 1
INDEPENDENT AUDITOR'S REPORT ON FINANCIAL STATEMENTS -
(CONTINUED)
Our audits were made for the purpose of forming an opinion on the
financial statements taken as a whole. The additional
information shown on pages 14 to 17 is presented for the purpose
of complying with the requirements of the U.S. Department of
Agriculture, Rural Housing Service, for the year ended December
31, 1997, and is not a required part of the financial statements.
Such additional information, presented in Column 2 of Parts I, II
and III of the Multiple Family Housing Project Budget (Form RD
1930-7) and on page 17, has been subjected to the auditing
procedures applied in the audit of the financial statements for
that year, and in our opinion, is fairly stated in all material
respects in relation to the financial statements taken as a
whole. Columns 1, 3 and 4 of Parts I, II and III and Parts IV, V
and VI of the Multiple Family Housing Project Budget have not
been subjected to the auditing procedures applied in the audits
of the financial statements, and accordingly, we express no
opinion on Columns 1, 3 and 4 of Parts I, II and III and Parts
IV, V and VI of the Multiple Family Housing Project Budget.
January 22, 1998
Page 1A
Schoonover
Boyer
Gettman & Associates
Certified Public Accountants - Financial Consultants
INDEPENDENT AUDITORS' REPORT
To the Partners
Hackley-Barclay Limited Dividend
Housing Association Limited Partnership
We have audited the accompanying balance sheets of Hackley-
Barclay Limited Dividend Housing Association Limited Partnership
(a Michigan Limited Partnership), as of December 31, 1997 and
1996, and the related statements of operations, partners' equity
and cash flows for the years then ended. 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 conducted our audits in accordance with generally accepted
auditing standards and Government Auditing Standards issued by
the Comptroller General of the United States. Those standards
require that we plan and perform the audit to obtain resemble
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 provide a reasonable
basis for our opinion.
In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of Hackley-Barclay Limited Dividend Housing Association Limited
Partnership, as of December 31, 1997 and 1996, and the results of
its operations, changes in partners' equity and cash flows for
the years then ended in conformity with generally accepted
accounting principles.
Our audits were made for the purpose of forming an opinion on the
basic financial statements taken as a whole. The supplemental
information on pages 16 and 17 is presented for purposes of
additional analysis and is not a required part of the basic
financial statements. Such information has been subjected to the
auditing procedures applied in the audits of the basic financial
statements and, in our opinion, is fairly stated in all material
respects in relation to the basic financial statements taken as a
whole.
Columbus, Ohio
January 23, 1998
CRAIN & COMPANY, PLC
CERTIFIED PUBLIC ACCOUNTANTS
Madison Square,
24 Corporate Blvd.
Jackson, Tennessee 38305-2395
Telephone (901) 668-7070 - Fax. (901) 668-12 18
INDEPENDENT AUDITORS' REPORT
To the Partners
Hickman Associates 11, Limited Partnership
We have audited the accompanying balance sheets of Hickman
Associates II, Limited Partnership, FmHA Project No.: 20-038-
621451228 as of December 31, 1997 and 1996, and the related
statements of operations, partners' equity and cash flows for the
years then ended. 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 conducted our audits in accordance with generally accepted
auditing standards. Those standards require that we plan and
perform the audits 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 provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of Hickman Associates II, Limited Partnership, FMHA Project No.:
20-038621451228 as of December 31, 1997 and 1996, and the results
of its operations, changes in partners' equity and cash flows for
the years then ended in conformity with generally accepted
accounting principles.
Our audits were made for the purpose of forming an opinion on the
basic financial statements taken as a whole. The supplemental
information is presented for purposes of additional analysis and
is not a required part of the basic financial statements. Such
information has been subjected to the audit procedures applied in
the audits of the basic financial statements and, in our opinion,
is fairly stated in all material respects in relation to the
basic financial statements taken as a whole.
Jackson, Tennessee
January 24, 1998
CRAIN & COMPANY, PLC
Certified Public Accountants
Thomas C. Cunningham, CPA PC
23 MOORE STREET
BRISTOL, VIRGINIA 24201
(540) 669-5531
INDEPENDENT AUDITOR'S REPORT
To the Partners
Lee Terrace, Limited Partnership,
I have audited the accompanying ba1ance sheet of Lee Terrace,
Limited Partnership as of December, 31, 1997 and 1996, and the
related
statements of operations, partner's, equity and cash flows for
the years
then ended. These financial statements are the responsibility
of the
Partnership's management. My responsibility is to express an
opinion on
these financial statements based on my audits.
I conducted my audits in accordance with generally accepted
auditing standards and Government Auditing Standards issued by
the Comptroller General of the United States, and the U.S.
Department of Agriculture, Farmers Home Administration Audit
Program. Those standards require that I plan and perform the
audits 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
discloses 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. I believe that my audits
provide a reasonable basis for my opinion.
In my opinion, the financial statements, referred to above
present fairly,
in all material aspects, the financial position of Lee Terrace
Limited
Partnership as of December, 31, 1997 and 1996, and the results of
its'
operations, changes in partner's equity, and its cash flows for,
the yea,.
the ended in conformity with generally accepted accounting
principle.
My audits were made for the purpose of forming an opinion the
basic financial statements taken as a whole. The accompanying
information on pages 15 to 17 is presented for purposes of
additional analysis and is not a required part of the basic,
financial statements. Such information has been subjected to the
audit procedure applied in the audits of the basic financial
statements and, in my opinion is fairly stated in all material
respects in relation to the basic financial statements taken as a
whole.
In accordance with Government Auditing Standards, I have also
issued a report dated February 18, 1998 on my consideration of
Lee Terrace Limited Partnership's internal control and a report
dated February 18, 1998 on its compliance with laws and
regulations applicable to the financial statements.
THOMAS C. CUNNINGHAM, CPA P.C.
February 18, 1998
Page
Olson &
Company PC
INDEPENDENT AUDITORS' REPORT
February 20. 1998
To the Partners
Midland Housing Limited Partnership
We have audited the accompanying balance sheets of Midland
Housing Limited Partnership as of December 31, 1997 and 1996, and
the related statements of operations, partners'
equity and cash flows for the years then ended. 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 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
provide a reasonable basis for our opinion.
In our opinion the financial statements referred to above present
fairly, in all material respects, the financial position of
Midland Housing Limited Partnership as of December 3 1, 1997 and
1996, and the results of its operations and its cash flows for
the years then ended in conformity with generally accepted
accounting principles.
Our audits were made for the purpose of forming an opinion on the
basic financial statements taken as a whole. The supplemental
information on page 13 is presented for the purposes of
additional analysis and is not a required part of the basic
financial statements. Such information has been subjected to the
auditing procedures applied in the audit of the basic financial
statements and, in our opinion, is fairly stated in all material
respects in relation to the basic financial statements taken as a
whole.
2865 South Lincoln Road, PO Box 368, Mount Pleasant, MI 48804
0368
517 773 5494 - Fax 517 773 5816
DURANT, SCHRAIBMAN & LINDSAY
Certified Public Accountants
INDEPENDENT ACCOUNTANTS'REPORT
To the Partners
Oakwood Manor of Bennettsville, A Limited Partnership
Columbia, South Carolina
We have audited the accompanying balance sheets of Oakwood Manor
of Bennettsville, A Limited Partnership (A South Carolina Limited
Partnership), as of December 31, 1997 and 1996, and the related
statements of operations, partners' equity and cash flows for the
years then ended. 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 audit.
We conducted our audit in accordance with generally accepted
auditing standards and Government Auditing Standards issued by
the Comptroller General of the United States. 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 audit provides a reasonable
basis for our opinion.
In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of Oakwood Manor of Bennettsville, A Limited Partnership, as of
December 3 1, 1997 and 1996, and the results of its operations
and its cash flows for the years then ended, in conformity with
generally accepted accounting principles.
January 24, 1998
4408 Forest Drive, Third Floor - Columbia, South Carolina 29206 -
Telephone 803-790-0020 - Fax 803-790-0011
DUGGAN, JOINER,
BIRKENMEYER,
STAFFORD & FURMAN, RA.
CERTIFIED PUBLIC ACCOUNTANTS
Members:
American Institute of Certified Public Accountants
Florida Institute of Certified Public Accountants
334 N.W. Third Avenue,
OCALA, Florida 34475
Phone: (352) 732-0171
Fax: (352) 867-1370
INDEPENDENT AUDITORS' REPORT
January 15, 1998
To the Partners
Palmetto Properties, Ltd.
We have audited the accompanying basic financial statements of
Palmetto Properties, Ltd., as of and for the years ended December
31, 1997 and 1996 as listed in the table of contents. 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 conducted our audits in accordance with generally accepted
auditing standards. Those standards require that we plan and
perform the audits 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 provide a reasonable basis for our opinion.
In our opinion, the basic financial statements referred to above
present fairly, in all material respects, the financial position
of Palmetto Properties, Ltd.as of December 31, 1997 and 1996, and
the results of its operations and its cash flows for the years
then ended in conformity with generally accepted accounting
principles.
Our audits were made for the purpose of forming an opinion on the
basic financial statements taken as a whole. The additional
information as listed in the table of contents is presented for
purposes of additional analysis and is not a required part of the
basic financial statements. Such information has been subjected
to the auditing procedures applied in the audits of the basic
financial statements and, in our opinion is fairly stated in all
material respects in relation to the basic financial statements
taken as
A whole.
Mayer, Hoffman, McCann L.C.
Certified Public Accountants
420 Nichols Road, K.C., MO 64112
INDEPENDENT AUDITORS'REPORT
To the Partners
SIXTH STREET PARTNERS LIMITED PARTNERSHIP
We have audited the accompanying balance sheets of Sixth Street
Partners Limited Partnership as of December 31, 1997 and 1996 and
the related statements of operations, partners' equity and cash
flows for the years then ended. 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 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 provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of Sixth Street Partners Limited Partnership as of December 31,
1997 and 1996 and the results of its operations and its cash
flows for the years then ended in conformity with generally
accepted accounting principles.
Our audits were made for the purpose of forming an opinion on the
basic financial statements taken as a whole. The supplemental
information on page 13 is presented for purposes of additional
analysis and is not a required part of the basic financial
statements. Such information has been subjected to the auditing
procedures applied in the audits of the basic financial
statements and, in our opinion, is fairly stated in all material
respects in relation to the basic financial statements taken as a
whole.
Kansas City, Missouri
January 20, 1998
1-3
DIMARCO, ABIUSI & PASCARELLA
CERTIFIED PUBLIC ACCOUNTANTS, P.C.
The Clinton Exchange,
4 Clinton Square, Suite 104,
Syracuse, New York 13202-1074
INDEPENDENT AUDITORS' REPORT
To The Partners
VOORHEESVILLE HOUSING COMPANY I
Voorheesville, New York
We have audited the accompanying balance sheets of Voorheesville
Housing Company I (a Limited Partnership) as of December 31, 1997
and 1996, and the related statements of income, partners' capital
and cash flow. for the years then ended. These statements are
the responsibility of the General Partners. Our responsibility
is to express an opinion on these financial statements based on
our audit.
We conducted our audit 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 the partners, as well as evaluating
the overall financial statement presentation. We believe that
our audits provide a reasonable basis for our pinion.
In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of Voorheesville Housing Company I as of December 31, 1997 and
1996, and the results of its operations and cash flows for the
years then ended, in conformity with generally accepted
accounting principles.
DIMARCO, ABIUSI & PASCARELLA, P.C.
Syracuse, New York
February 11, 1998
RAYMOND & BROUSSARD
A PROFESSIONAL CORPORATION
CERTIFIED PUBLIC ACCOUNTANTS
2616 Toulon Drive
Baton Rouge. Louisiana 70816
Telephone: (504) 292-9211
Fax: (504) 292-0727
Paul C. Raymond, Sr., C.P.A., Retired
Kathryn Raymond Broussard, C.P.A.
INDEPENDENT AUDITORS' REPORT
To The Partners
White Castle Senior Citizens Partnership, Ltd.
We have audited the accompanying balance sheets of White Castle
Senior Citizens Partnership, Ltd., RHS Project No.: 22-
024721149468, as of December 31, 1997 and 1996 and the related
statements of operations, partners' equity and cash flows for the
years then ended. 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 audit.
We conducted our audit in accordance with generally accepted
auditing standards and Government Auditing Standards issued by
the Comptroller General of the United States. 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 our audit provides a reasonable basis
for our opinion.
In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of White Castle Senior Citizens Partnership, Ltd. as of December
31, 1997 and 1996, and the results of its operations and its cash
flows for the year then ended in conformity with generally
accepted accounting principles.
Our audits were made for the purpose of forming an opinion on the
basic financial statements taken as a whole. The supplemental
information on page 15 is presented for the purpose of additional
analysis and is not a required part of the basic financial
statements. The supplementary information presented in the Year
End Report and Analysis (Form RHS 1930-8) Parts I through III and
in the Multiple Family Housing Project Budget (Form RHS 1930-7)
Parts I through V for the year ended December 31,1997, is
presented for purposes of complying with the requirements of the
Rural Housing Services and is not a required part of the basic
financial statements. Reports on compliance with laws and
regulations and internal control are presented as additional
supplemental information on pages 23-27. Such information has
been subjected to the audit procedures applied in the audit of
the basic financial statements and, in our opinion, is fairly
stated in all material respects in relation to the basic
financial statements taken as a whole.
Baton Rouge, Louisiana
March 14, 1998
TAMA AND BUDAJ, P.C.
Certified Public Accountants
32783 Middlebelt Road,
Farmington Hills, MICHIGAN 48334-1726
Members:
American Institute of Certified Public Accountants
Michigan Association of Certified Public Accountants
Florida Institute of Certified Accountants
South Carolina Association of Certified Accountants
Independent Auditor's Report
To the Partners of
Bear Creek of Naples, Ltd.
We have audited the accompanying balances sheet of BEAR CREEK OF
NAPLES, LTD. as of December 31, 1997 and 1996, and the related
statements of operations, changes in partners' equity (deficit)
and cash flows for the years then ended. These financial
statements are the responsibility of the general partner and
management of the partnership. Our responsibility is to express
an opinion on these financial statements based on our audits.
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 provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above
present fairly in all material respects, the financial position
of BEAR CREEK OF NAPLES, LTD., as of December 31, 1997 and 1996,
and the results of its operations and its cash flows for the
years then ended in conformity with generally accepted accounting
principles.
Our audits were conducted for the purpose of forming an opinion
on the basic financial statements taken as a whole. The
accompanying information listed in the table of contents is
presented for the purpose of additional analysis and is not a
required part of the basic financial statements. This
accompanying information is the responsibility of the
partnership's management. Such information, except for the
portion marked "unaudited" on which we express no opinion, has
been subjected to the auditing procedures applied in our audits
of the basic financial statements and, in our opinion, is fairly
stated in all material respects when considered in relation to
the basic financial statements taken as a whole.
Farmington Hills, Michigan
February 3, 1998
REGARDIE, BROOKS & LEWIS
CHARTERED
CERTIFIED PUBLIC ACCOUNTANTS
JEROME P. LEWIS, CPA
JESSE A 'KAISER, CPA
PAUL J. GNATT, CPA
NATHAN J. ROSEN, CPA
CELSO T MATAAC, JR,, CPA
PHILIP R. BAKER, CPA
DOUGLAS A. DOWUNG, CPA
DAVID A. BROOKS, CPA
7101 WISCONSIN AVENUE - BETHESDA, MARYLAND 20814
TEL (301) 654-9000 FAX (301) 656-3056
INDEPENDENT AUDITOR'S REPORT
February 21, 1998
To the Partners,
Peach Tree Limited Partnership
Bethesda, Maryland
We have audited the accompanying balance sheets of Peach Tree
Limited
Partnership as of December 31, 1997 and 1996, and the related
statements of
income, partners' capital, and cash flows for the years then
ended. 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 conducted our audits in accordance with generally accepted
auditing standards and Government Auditing Standards issued by
the Comptroller General of the United States, and the U. S.
Department of Agriculture, Farmers Home Administration Audit
Program. 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
provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of Peach Tree Limited Partnership as of December 31, 1997 and
1996, and the results of its operations, changes in partners'
capital and cash flows for the years then ended in conformity
with generally accepted accounting principles.
In accordance with Government Auditing standards, we have also
issued our reports dated February 21, 1998 on our consideration
of Peach Tree Limited Partnership's internal controls and on its
compliance with laws and regulations.
Certified Public Accountants
Habif, Arogeti & Wynne, P.C.
Certified Public Accountants
INDEPENDENT AUDITORS'REPORT
To the Partners
Ellijay Rental Housing, L.P.
We have audited the accompanying balance sheets of ELLIJAY RENTAL
HOUSING, L.P. [a Limited Partnership], as of December 31, 1997
and 1996, and the related statements of operations, changes in
partners, equity [deficit], and cash flows for the years then
ended. 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 conducted our audits in accordance with generally accepted
auditing standards and Government Auditing Standards. issued by
the Comptroller General of the United States and the U.S.
Department of Agriculture, Farmers Home Administration's Audit
Program. Those standards require that we plan and perform the
audits 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
provide a reasonable basis for our opinion.
In accordance with Government Auditing Standards, we have also
issued a report dated January 15, 1998 on our consideration of
ELLIJAY RENTAL HOUSING, L.P.'s internal control structure and a
report dated January 15, 1998 on its compliance with laws and
regulations.
In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of ELLIJAY RENTAL HOUSING, L.P. as of December 31, 1997 and 1996,
and the results of its operations and its cash flows for the
years then ended in conformity with generally accepted accounting
principles.
Atlanta, Georgia
January 15, 1998
MEMBERS
Georgia Society of Certified Public Accountants
American Institute of Certified Public Accountants
AICPA Division For CPA Firms, Private Companies Practice Section
SEC Practice Section
Edmund A.Restivo, Jr. Ltd
CERTIFIED PUBLIC ACCOUNTANT
INDEPENDENT ATJDITOR'S REPORT
To the Partners of
Harris Housing Limited Partnership
Boston, MA
We have audited the accompanying balance sheet of Harris Housing
Limited Partnership (a Florida Limited Partnership) as of
December 31, 1997, and the related statements of operations,
changes in partners' equity and cash flows for the year then
ended. These financial statements are the responsibility of
Harris Housing Limited Partnership's management. Our
responsibility is to express an opinion on these financial
statements based on our audit.
We conducted our audit 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 audit provides a reasonable basis for our opinion.
In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of Harris Housing Limited Partnership as of December 3 1, 1997,
and the results of its operations, changes in partners' equity
and its cash flows for the year then ended in conformity with
generally accepted accounting principles.
Our audit was made for the purpose of forming an opinion on the
basic financial statements taken as a whole. The supplemental
information included in the report (shown on pages 15 to 17) is
presented for purposes of additional analysis and is not a
required part of the basic financial statements. Such
information has been subjected to the auditing procedures applied
in the audit of the basic financial statements and, in our
opinion, is fairly stated, in all material respects, in relation
to the financial statements taken as a whole.
February 18, 1998
The Wilcox Building,
Penthouse Suite,
42 Weybosset Street,
Providence, Rhode Island 02903,
Telephone 401-331-0210
Fax 401-421-6799
COLE, EVANS & PETERSON
CERTIFIED PUBLIC ACCOUNTANTS
Fifth Floor Travis Place,
Post Office Drawer 1768
Shreveport, Louisiana 71166-1766
January 27, 1998
INDEPENDENT AUDITORS'REPORT
To the Partners
Natchitoches Elderly Apartments,
A Louisiana Partnership in Commendam
Mansfield, Louisiana
We have audited the accompanying balance sheets of Natchitoches
Elderly Apartments, A Louisiana Partnership in Commendam at
December 31, 1997 and December 31, 1996 and the related
statements of income, partners' capital, and cash flows for the
years then ended. 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 conducted our audits in accordance with generally accepted
auditing standards. Those standards require that we plan and
perform the audits 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 provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above
present fairly. in all material respects, the financial position
of Natchitoches Elderly Apartments, A Louisiana Partnership in
Commendam at December 31, 1997 and December 31, 1996, and the
results of its operations and its cash flows for the years then
ended in conformity with generally accepted accounting
principles.
Our audits were made primarily for the purpose of forming an
opinion on the basic financial statements for the years ended
December 31, 1997 and December 31, 1996 taken as a whole. The
supplemental information presented at Schedule I is for purposes
of additional analysis and is not a required part of the basic
financial statements. Such information has been subjected to the
audit procedures applied in the audits of the basic financial
statements and, in our opinion, is fairly stated in all material
respects in relation to the basic financial statements taken as a
whole.
Cole, Evans & Peterson
Henderson, Godbee & Nichols, P. C.
Certified Public Accountants
Members of American Institute of Certified Public Accountants
Georgia Society of Certified Public Accountants
Robert A. Goddard, Jr CPA (1943-1989) Maureen P. Collins, CPA
Gerald H. Henderson. CPAKrystal P. Hiers, CPA
J. Wendell Godbee CPAMarguerite J. Joyner CPA
M. Paul Nichols Jr CPA Shirley S. Miller CPA
Susan S. Swader CPA James W. Godbee Jr, CPA
Mark S. Rogers, CPA Kenny L. Carter, CPA
INDEPENDENT AUDITORS' REPORT
To the Partners
Jackson Housing, L.P.
Valdosta, Georgia
We have audited the accompanying balance sheets of Jackson
Housing, L.P. (a limited partnership), Federal ID No.: 58-
2031912, as of December 31, 1997 and 1996, and the related
statements of income, partners I equity, and cash flows for the
years then ended. 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 audit.
We conducted our audit in accordance with generally accepted
auditing standards and Government Auditing Standards issued by
the Comptroller General of the United States. 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 audit provides a reasonable
basis for our opinion.
In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of Jackson Housing, L.P. as of December 31, 1997 and 1996, and
the results of its operations and its cash flows for the years
then ended in conformity with generally accepted accounting
principles.
3488 North Valdosta Road / P. 0. Bo. 2241 / Valdosta, Georgia
31604-2241 / Phone: (912) 245-6040 / FAX: (912) 245-1669
In accordance with Government Auditing Standards, we have also
issued a report dated January 21, 1998 on our consideration of
Jackson Housing, L.P.Is internal control structure and a report
dated January 21, 1998 on its compliance with laws and
regulations.
Henderson, Godbee & Nichols, P.C.
Certified Public Accountants
January 21, 1998
Kenneth C. Boothe & Company, P.C.
Certified Public Accountant
1001 East Farm Road 700 - Big Spring, Texas 79720 - (915) 263-
1324 - FAX (915) 263-2124
INDEPENDENT AUDITORS'REPORT
To the Partners
Ponderosa Meadows Limited Partnership
We have audited the accompanying balance sheets of Ponderosa
Meadows Limited Partnership as of December 31 1997 and 1996, and
the related statements of operations, partners' equity, and cash
flows for the years then ended. These financial statements are
the responsibility of the Partnership's management. Our ability
is to express an opinion responsibility on these financial
statements based on our audit.
We conducted our audit in accordance with generally accepted
auditing standards and Government Auditing Standards issued by
the Comptroller General of the United States. 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 audit provides a reasonable
basis for our opinion.
In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of Ponderosa Meadows Limited Partnership as of December 31, 1997
and 1996, and the results of its operations and its cash flows
for the years then ended in conformity with generally accepted
accounting principles.
In accordance with Government Auditing Standards issued by the
Comptroller General of the United States, NN-e have also issued a
report dated January 20, 1998, on our consideration of Ponderosa
Meadows Limited Partnership's internal control structure and a
report dated January 20, 1998, on its compliance with laws and
regulations.
Our audit was conducted for the purpose of forming an opinion on
the basic financial statements taken as a whole. The
accompanying supplements, information shown on Pages 19 through
20 is presented for purposes of additional analysis and is not a
required part of the basic financial statements of the
Partnership. Such information has been subjected to the auditing
procedures applied in the audit of the basic financial statements
and, in our opinion, is fairly stated in all material respects in
relation to the basic financial statements taken as a whole.
January 20, 1999
Big Spring, Texas
KENNETH C. BOOTHE AND COMPANY, P.C.
Gwen Ward P.C.,
Certified Public Accountant
609 University Drive,
Fort Worth, Texas 76107,
(817) 336-5680
Member American Institute of Certified Public Accountants
Member Texas Society Certified Public Accountants
Independent Auditor's Report
To the Partners of
Rio Grande Apartments, Ltd.
Eagle Pass, Texas
I have audited the accompanying balance sheet of Rio Grande
Apartments, Ltd. as of December 31, 1997 and 1996 the related
statements of operations, partners' capital and cash flows for
the years then ended. These financial statements are the
responsibility of the partnership's management. My
responsibility is to express an opinion on these financial
statements based on my audits.
I conducted my audits in accordance with generally accepted
auditing standards. Those standards require that I 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. I believe that my
audits provide a reasonable basis for my opinion.
In my opinion, the financial statements referred to above present
fairly, in all material respects, the financial position of Rio
Grande Apartments, Ltd. as of December 31, 1997 and 1996 and the
results of its operations, changes in partners, capital and cash
flows for the years then ended in conformity with generally
accepted accounting principles.
My audits were made for the purpose of forming an opinion on the
basic financial statements taken as a whole. The supplemental
information on pages I-16 and I-17 is presented for purposes of
additional analysis and is not a required part of the basic
financial statements. Such information has been subjected to the
auditing procedures applied in the audit of the basic financial
statements and, in my opinion, is fairly stated in all material
respects in relation to the financial statements taken as a
whole.
Fort Worth, Texas
March 12, 1998
I-3
Kenneth C. Boothe & Company, P.C.
Certified Public Accountant
1001 East Farm Road 700 - Big Spring, Texas 79720 - (915) 263-
1324 - FAX (915) 263-2124
INDEPENDENT AUDITORS'REPORT
To the Partners
Vista Loma Liniited Partnership
We have audited the accompanying balance sheets of Vista Loma
Limited Partnership as of December 3 1, 1997 and 1996, and the
related statements of operations, partners' equity, and cash
flows for the years then ended. 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 audit.
We conducted our audit in accordance with generally accepted
auditing standards and Government Auditing Standards issued by
the Comptroller General of the United States. 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 estimates made by
management, as well as evaluating the overall financial statement
presentation. We believe that our audit provides a reasonable
basis for our opinion.
In our opinion, the financial statements referred to above
present fairly all material respects, the financial position of
Vista Loma Limited Partnership as of December 31, 1997 and 1996,
and the results of its operations and its cash flows for the
years then ended in conformity with generally accepted accounting
principles.
In accordance with Government Auditing Standards issued by the
Comptroller General of the United States, we have also issued a
report dated January 20, 1998, on our consideration of Vista Loma
Limited Partnership's internal control structure and a report
dated January 20, 1998, on its compliance with laws and
relations.
Our audit was conducted for the purpose of forming an opinion on
the basic financial statements taken as a whole. The
accompanying supplementary information shown on Pages 20 through
21 is presented for purposes of additional analysis and is not a
required part of the basic financial statements of the
Partnership. Such information has been subjected to the auditing
procedures applied in the audit of the basic financial statements
and, in our opinion, is fairly stated in all material respects in
relation to the basic financial statements taken as a whole.
KENNETH C. BOOTHE AND COMPANY, P.C.
January 20, 1998
Big Spring, Texas
Grant Thornton
Suite 3600,
1445 Ross Avenue,
Dallas, TX 75202-2774
214 855-7300
FAX 214 855-7370
Accountants and Management Consultants
The U.S. Member Firm of Grant Thornton International
Report of Independent Certified Public Accountants
To the Partners of
Community Dynamics - Fort Worth, Ltd.
We have audited the balance sheet of Community Dynamics - Fort
Worth, Ltd. (a Texas limited partnership) as of December 31, 1997, and the
related statements of operations, partners' capital, and cash flows for the year
then ended. 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 audit. The financial
statements of
Community Dynamics - Fort Worth, Ltd., as of and for the year
ended December
31, 1996, were audited by other auditors whose report dated
February 11, 1997,
expressed an unqualified opinion on those statements.
We conducted our audit 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 audit provides a reasonable basis for our opinion.
In our opinion, the 1997 financial statements referred to above
present fairly, in all material respects, the financial position
of Community Dynamics - Fort Worth, Ltd. as of December 31, 1997,
and the results of its operations and its cash flows for the year
then ended, in conformity with generally accepted accounting
principles.
Dallas, Texas
Februarv 20, 1998
Grant Thornton
Suite 3600,
1445 Ross Avenue,
Dallas, TX 75202-2774
214 855-7300
FAX 214 855-7370
Accountants and Management Consultants
The U.S. Member Firm of Grant Thornton International
Report of Independent Certified Public Accountants
To the Partners of
Community Dynamics - Plano, Ltd.
We have audited the balance sheet of Community Dynamics - Plano,
Ltd. (a Texas limited partnership) as of December 31, 1997, and
the related statements of operations, partners' capital, and cash
flows for the year then ended. 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 audit. The financial statements of
Community Dynamics - Plano, Ltd., as of and for the year ended
December 31, 1996, were audited by other auditors whose report
dated February II, 1997, expressed an unqualified opinion on
those statements.
We conducted our audit 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 audit provides a reasonable basis for our opinion.
In our opinion, the 1997 financial statements referred to above
present fairly, in all material respects, the financial position
of Community Dynamics - Plano, Ltd. as of December 31, 1997, and
the results of its operations and its cash flows for the year
then ended, in conformity with generally accepted accounting
principles.
Dallas, Texas
Februarv 20, 1998
ARTHUR ANDERSEN LLP
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To the Partners of
Jefferson Square, Ltd.:
We have audited the accompanying balance sheets of JEFFERSON
SQUARE, LTD. (a Colorado limited partnership) as of December 31,
1997 and 1996, and the related statements of operations,
partners' capital accounts, and cash flows for the years then
ended. These financial statements are the responsible, of the
Partnership's management. Our responsibility is to express an
opinion on these financial statements based on our audits.
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 provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of Jefferson Square, Ltd. as of December 31, 1997 and 1996, and
the results of its operations and its cash flows for the years
then ended, in conformity with generally accepted I
accounting principles.
Denver, Colorado,
February 13, 1998.
Henderson, Godbee & Nichols, P. C.
Certified Public Accountants
Members of American Institute of Certified Public Accountants
Georgia Society of Certified Public Accountants
Robert A. Goddard, Jr CPA (1943-1989) Maureen P. Collins, CPA
Gerald H. Henderson. CPAKrystal P. Hiers, CPA
J. Wendell Godbee CPAMarguerite J. Joyner CPA
M. Paul Nichols Jr CPA Shirley S. Miller CPA
Susan S. Swader CPA James W. Godbee Jr, CPA
Mark S. Rogers, CPA Kenny L. Carter, CPA
INDEPENDENT AUDITORS' REPORT
To the Partners
Summerset Housing Limited, L.P.
Valdosta, Georgia
We have audited the accompanying balance sheets of Summerset
Housing, Limited, L.P. (a limited partnership), Federal ID No.:
58-1982979, as of December 31, 1997 and 1996, and the related
statements of income, partners' equity, and cash flows for the
years then ended. 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 conducted our audits in accordance with generally accepted
auditing standards and Government Auditing Standards issued by
the Comptroller General of the United States. 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 audit provides a reasonable
basis for our opinion.
In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of Summerset Housing Limited, L.P. as of December 31, 1997 and
1996, and the results of its operations and its cash flows for
the years then ended in conformity with generally accepted
accounting principles.
3488 North Valdosta Road / P. 0. B.@ 2241 / Valdosta., Georgia
31604-2241 / Phone: (912) 245-6040 / FAX: (912) 245-1669
In accordance with Government Auditing Standards, we have also
issued a report dated January 21, 1998 on our consideration of
Summerset Housing Limited, L.P.Is internal control structure and
a report dated January 21, 1998 on its compliance with laws and
regulations.
Henderson, Godbee & Nichols, P.C
Certified Public Accountants
January 21, 1998
Blume Loveridge & CO., PLLC
Certified Public Accountants
INDEPENDENT AUDITOR'S REPORT ON FINANCIAL STATEMENTS
Partners
Wedgewood Lane Associates,
A Washington Limited Partnership
Bellevue, Washington
We have audited the accompanying balance sheets of Wedgewood Lane
Associates, A Washington Limited Partnership, as of December 31,
1997 and 1996, and the related statements of operations, changes
in partners' equity (deficit) and cash flows for the years then
ended. 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 conducted our audits in accordance with general I y accepted
auditing standards and Government Auditing Standards, issued by
the Comptroller General of the United States. Those standards
require that we plan and perform an 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 provide a reasonable
basis for our opinion.
In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of Wedgewood Lane Associates, A Washington Limited Partnership,
as of December 31, 1997 and 1996, and the results of its
operations and its cash flows for the years then ended in
conformity with generally accepted accounting principles.
In accordance with Government Auditing Standards, we have also
issued a report, dated January 30, 1998, on our consideration of
the Partnership's internal control structure and a report, dated
January 30, 1998, on its compliance with laws and regulations.
Page I
INDEPENDENT AUDITOR'S REPORT ON FINANCIAL STATEMENTS -
(CONTINUED)
Our audits were made for the purpose of forming an opinion on the
financial statements taken as a whole. The additional
information shown on pages 14 to 17 is presented for the purpose
of complying with the requirements of the U.S. Department of
Agriculture, Rural Housing Service, for the year ended December
31, 1997, and is not a required part of the financial statements.
Such additional information, presented in Column 2 of Parts I, II
and III of the Multiple Family Housing Project Budget (Form RD
1930-7) and on page 17, has been subjected to the auditing
procedures applied in the audit of the financial statements for
that year, and in our opinion, is fairly stated in all material
respects in relation to the financial statements taken as a
whole. Columns 1, 3 and 4 of Parts I, II and III and Parts IV, V
and VI of the Multiple Family Housing Project Budget have not
been subjected to the auditing procedures applied in the audits
of the financial statements, and accordingly, we express no
opinion on Columns 1, 3 and 4 of Parts I, II and III and Parts
IV, V and VI of the Multiple Family Housing Project Budget.
January 30, 1998
Page 1A
<PAGE>
Boston Capital Tax Credit Fund Limited Partnership
Series 1 through Series 6
BALANCE SHEETS
March 31, 1998 and 1997
<TABLE>
Total
----------------------------------
1998 1997
--------------- ---------------
<S> <C> <C>
ASSETS
INVESTMENTS IN OPERATING LIMITED
PARTNERSHIPS (note C) $ 21,247,830 $ 25,927,506
OTHER ASSETS
Cash and cash equivalents (notes A
and E) 176,885 224,629
672,439 558,728
Other --------------- --------------
$ 22,097,154 $ 26,710,863
=============== ==============
LIABILITIES AND PARTNERS CAPITAL
LIABILITIES
Accounts payable - affiliates (note
B) $ 5,879,773 $ 4,737,505
--------------- --------------
PARTNERS CAPITAL (note A)
Assignor Limited Partner
Units of limited partnership
i n terest consisting of
10,000,000 authorized beneficial
assignee certificates (BAC), $10
stated value, 9,800,600 issued
to the assignees at March 31,
1998 and 1997 - -
Assignees
Units of beneficial interest of the
limited partnership interest of
the assignor limited partner,
9,800,600 issued and outstanding
at March 31, 1998 and 1997 16,905,120 22,603,537
General Partners (687,739) (630,179)
--------------- --------------
16,217,381 21,973,358
--------------- --------------
$ 22,097,154 $ 26,710,863
=============== ==============
</TABLE>
(continued)
F-5
<PAGE>
Boston Capital Tax Credit Fund Limited Partnership
Series 1 through Series 6
BALANCE SHEETS - CONTINUED
March 31, 1998 and 1997
<TABLE>
Series 1
------------------------
1998 1997
----------- -----------
<S> <C> <C>
ASSETS
INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS
(note C) $ 39,010 $ 117,749
OTHER ASSETS
Cash and cash equivalents (notes A and E) 15,351 33,374
Other 68,113 54,303
----------- -----------
$ 122,474 $ 205,426
LIABILITIES AND PARTNERS DEFICIT
LIABILITIES
Accounts payable - affiliates (note B) $ 1,306,517 $ 1,110,078
----------- -----------
PARTNERS DEFICIT (note A)
Assignor Limited Partner
Units of limited partnership interest
consisting of 10,000,000 authorized
beneficial assignee certificates
(BAC), $10 stated value, 1,299,900
issued to the assignees at March 31,
1998 and 1997 - -
Assignees
Units of beneficial interest of the
limited partnership interest of the
assignor limited partner, 1,299,900
issued and outstanding at March 31,
1998 and 1997 (1,058,979) (782,382)
General Partners (125,064) (122,270)
----------- -----------
(1,184,043) (904,652)
----------- -----------
$ 122,474 $ 205,426
=========== ===========
</TABLE>
(continued)
F-6
<PAGE>
Boston Capital Tax Credit Fund Limited Partnership
Series 1 through Series 6
BALANCE SHEETS - CONTINUED
March 31, 1998 and 1997
<TABLE>
Series 2
------------------------
1998 1997
----------- -----------
<S> <C> <C>
ASSETS
INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS
(note C) $ 1,889,149 $ 2,152,434
OTHER ASSETS
Cash and cash equivalents (notes A and E) 3,977 3,205
Other 360,285 360,285
----------- -----------
$ 2,253,411 $ 2,515,924
=========== ===========
LIABILITIES AND PARTNERS CAPITAL
LIABILITIES
Accounts payable - affiliates (note B) $ 390,924 $ 301,690
----------- -----------
PARTNERS CAPITAL (note A)
Assignor Limited Partner
Units of limited partnership interest
consisting of 10,000,000 authorized
beneficial assignee certificates
( B AC), $10 stated value, 830,300
issued to the assignees at March 31,
1998 and 1997 - -
Assignees
Units of beneficial interest of the
limited partnership interest of the
assignor limited partner, 830,300
issued and outstanding at March 31,
1998 and 1997 1,913,205 2,261,435
General Partners (50,718) (47,201)
----------- -----------
1,862,487 2,214,234
----------- -----------
$ 2,253,411 $ 2,515,924
=========== ===========
</TABLE>
(continued)
F-7
<PAGE>
Boston Capital Tax Credit Fund Limited Partnership
Series 1 through Series 6
BALANCE SHEETS - CONTINUED
March 31, 1998 and 1997
<TABLE>
Series 3
------------------------
1998 1997
----------- -----------
<S> <C> <C>
ASSETS
INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS
(note C) $ 4,858,313 $ 7,481,197
OTHER ASSETS
Cash and cash equivalents (notes A and E) 14,333 1,832
Other 41,861 41,861
----------- -----------
$ 4,914,507 $ 7,524,890
=========== ===========
LIABILITIES AND PARTNERS CAPITAL
LIABILITIES
Accounts payable - affiliates (note B) $ 1,615,058 $ 1,319,724
----------- -----------
PARTNERS CAPITAL (note A)
Assignor Limited Partner
Units of limited partnership interest
consisting of 10,000,000 authorized
beneficial assignee certificates
(BAC), $10 stated value, 2,882,200
issued to the assignees at March 31,
1998 and 1997 - -
Assignees
Units of beneficial interest of the
limited partnership interest of the
assignor limited partner, 2,882,200
issued and outstanding at March 31,
1998 and 1997 3,518,368 6,395,028
General Partners (218,919) (189,862)
----------- -----------
3,299,449 6,205,166
----------- -----------
$ 4,914,507 $ 7,524,890
=========== ===========
</TABLE>
(continued)
F-8
<PAGE>
Boston Capital Tax Credit Fund Limited Partnership
Series 1 through Series 6
BALANCE SHEETS - CONTINUED
March 31, 1998 and 1997
<TABLE>
Series 4
------------------------
1998 1997
----------- -----------
<S> <C> <C>
ASSETS
INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS
(note C) $ 8,752,503 $ 9,801,415
OTHER ASSETS
Cash and cash equivalents (notes A and E) 1,955 12,708
Other 169,067 69,166
----------- -----------
$ 8,923,525 $ 9,883,289
=========== ===========
LIABILITIES AND PARTNERS CAPITAL
LIABILITIES
Accounts payable - affiliates (note B) $ 1,461,678 $ 1,084,556
----------- -----------
PARTNERS CAPITAL (note A)
Assignor Limited Partner
Units of limited partnership interest
consisting of 10,000,000 authorized
beneficial assignee certificates
(BAC), $10 stated value, 2,995,300
issued to the assignees at March 31,
1998 and 1997 - -
Assignees
Units of beneficial interest of the
limited partnership interest of the
assignor limited partner, 2,995,300
issued and outstanding at March 31,
1998 and 1997 7,647,333 8,970,850
General Partners (185,486) (172,117)
----------- -----------
7,461,847 8,798,733
----------- -----------
$ 8,923,525 $ 9,883,289
=========== ===========
</TABLE>
(continued)
F-9
<PAGE>
Boston Capital Tax Credit Fund Limited Partnership
Series 1 through Series 6
BALANCE SHEETS - CONTINUED
March 31, 1998 and 1997
<TABLE>
Series 5
------------------------
1998 1997
----------- -----------
<S> <C> <C>
ASSETS
INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS
(note C) $ 1,173,153 $ 1,308,171
OTHER ASSETS
Cash and cash equivalents (notes A and E) 130,957 146,095
33,113 33,113
Other ----------- -----------
$ 1,337,223 $ 1,487,379
=========== ===========
LIABILITIES AND PARTNERS CAPITAL
LIABILITIES
Accounts payable - affiliates (note B) $ 107,280 $ 67,824
----------- -----------
PARTNERS CAPITAL (note A)
Assignor Limited Partner
Units of limited partnership interest
consisting of 10,000,000 authorized
beneficial assignee certificates
( B AC), $10 stated value, 489,900
issued to the assignees at March 31,
1998 and 1997 - -
Assignees
Units of beneficial interest of the
limited partnership interest of the
assignor limited partner, 489,900
issued and outstanding at March 31,
1998 and 1997 1,259,394 1,447,110
General Partners (29,451) (27,555)
----------- -----------
1,229,943 1,419,555
----------- -----------
$ 1,337,223 $ 1,487,379
=========== ===========
</TABLE>
(continued)
F-10
<PAGE>
Boston Capital Tax Credit Fund Limited Partnership
Series 1 through Series 6
BALANCE SHEETS - CONTINUED
March 31, 1998 and 1997
<TABLE>
Series 6
------------------------
1998 1997
----------- -----------
<S> <C> <C>
ASSETS
INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS
(note C) $ 4,535,702 $ 5,066,540
OTHER ASSET
Cash and cash equivalents (notes A and E) 10,312 27,415
----------- -----------
$ 4,546,014 $ 5,093,955
=========== ===========
LIABILITIES AND PARTNERS CAPITAL
LIABILITIES
Accounts payable - affiliates (note B) $ 998,316 $ 853,633
----------- -----------
PARTNERS CAPITAL (note A)
Assignor Limited Partner
Units of limited partnership interest
consisting of 10,000,000 authorized
beneficial assignee certificates
(BAC), $10 stated value, 1,303,000
issued to the assignees at March 31,
1998 and 1997 - -
Assignees
Units of beneficial interest of the
limited partnership interest of the
assignor limited partner, 1,303,000
issued and outstanding at March 31,
1998 and 1997 3,625,798 4,311,496
General Partners (78,100) (71,174)
----------- -----------
3,547,698 4,240,322
----------- -----------
$ 4,546,014 $ 5,093,955
=========== ===========
</TABLE>
See notes to financial statements
F-11
<PAGE>
Boston Capital Tax Credit Fund Limited Partnership
Series 1 through Series 6
STATEMENTS OF OPERATIONS
Years ended March 31, 1998, 1997 and 1996
<TABLE>
Total
--------------------------------------
1998 1997 1996
----------- ----------- -----------
<S> <C> <C> <C>
Income
Interest income $ 16,039 $ 7,074 $ 8,821
Miscellaneous income 813 2,910 1,557
----------- ----------- -----------
Total income 16,852 9,984 10,378
----------- ----------- -----------
Share of losses from operating
limited partnerships (note A) (4,676,547) (1,453,320) (5,141,108)
----------- ----------- -----------
Expenses
Professional fees 90,270 97,901 103,385
Partnership management fee (note B) 922,872 919,609 888,714
General and administrative expenses
(note B) 83,140 64,325 74,080
----------- ----------- -----------
1,096,282 1,081,835 1,066,179
----------- ----------- -----------
NET LOSS (note A) $(5,755,977) $(2,525,171) $(6,196,909)
=========== =========== ===========
Net loss allocated to general partner $ (57,560) $ (25,251) $ (61,969)
=========== =========== ===========
Net loss allocated to assignees $(5,698,417) $(2,499,920) $(6,134,940)
=========== =========== ===========
Net loss per BAC $ (0.58) $ (0.26) $ (0.63)
=========== =========== ===========
</TABLE>
(continued)
F-12
<PAGE>
Boston Capital Tax Credit Fund Limited Partnership
Series 1 through Series 6
STATEMENTS OF OPERATIONS - CONTINUED
Years ended March 31, 1998, 1997 and 1996
<TABLE>
Series 1
--------------------------------------
1998 1997 1996
----------- ----------- -----------
<S> <C> <C> <C>
Income
Interest income $ 629 $ 1,190 $ 1,481
Miscellaneous income - 1,353 -
----------- ----------- -----------
Total income 629 2,543 1,481
Share of losses from operating
limited partnerships (note A) (78,739) (260,308) (382,696)
----------- ----------- -----------
Expenses
Professional fees 16,896 20,810 20,906
Partnership management fee (note B) 173,604 172,864 168,613
General and administrative expenses
(note B) 10,781 8,693 9,249
----------- ----------- -----------
201,281 202,367 198,768
----------- ----------- -----------
NET LOSS (note A) $ (279,391) $ (460,132) $ (579,983)
=========== =========== ===========
Net loss allocated to general partner $ (2,794) $ (4,601) $ (5,800)
=========== =========== ===========
Net loss allocated to assignees $ (276,597) $ (455,531) $ (574,183)
=========== =========== ===========
Net loss per BAC $ (0.21) $ (0.35) $ (0.44)
=========== =========== ===========
</TABLE>
(continued)
F-13
<PAGE>
Boston Capital Tax Credit Fund Limited Partnership
Series 1 through Series 6
STATEMENTS OF OPERATIONS - CONTINUED
Years ended March 31, 1998, 1997 and 1996
<TABLE>
Series 2
--------------------------------------
1998 1997 1996
----------- ----------- -----------
<S> <C> <C> <C>
Income
Interest income $ 37 $ 78 $ 295
Miscellaneous income - - -
----------- ----------- -----------
Total income 37 78 295
----------- ----------- -----------
Share of losses from operating
limited partnerships (note A) (263,285) (292,730) (247,263)
----------- ----------- -----------
Expenses
Professional fees 11,579 11,325 13,857
Partnership management fee (note B) 66,362 65,876 67,136
General and administrative expenses
(note B) 10,558 9,135 10,810
----------- ----------- -----------
88,499 86,336 91,803
----------- ----------- -----------
NET LOSS (note A) $ (351,747) $ (378,988) $ (338,771)
=========== =========== ===========
Net loss allocated to general partner $ (3,517) $ (3,790) $ (3,388)
=========== =========== ===========
Net loss allocated to assignees $ (348,230) $ (375,198) $ (335,383)
=========== =========== ===========
Net loss per BAC $ (0.42) $ (0.45) $ (0.40)
=========== =========== ===========
</TABLE>
(continued)
F-14
<PAGE>
Boston Capital Tax Credit Fund Limited Partnership
Series 1 through Series 6
STATEMENTS OF OPERATIONS - CONTINUED
Years ended March 31, 1998, 1997 and 1996
<TABLE>
Series 3
--------------------------------------
1998 1997 1996
----------- ----------- -----------
<S> <C> <C> <C>
Income
Interest income $ 11,056 $ 114 $ 250
Miscellaneous income 560 1,304 1,304
----------- ----------- -----------
Total income 11,616 1,418 1,554
----------- ----------- -----------
Share of losses from operating
limited partnerships (note A) (2,619,755) (17,034) (1,908,512)
----------- ----------- -----------
Expenses
Professional fees 17,746 22,250 23,827
Partnership management fee (note B) 257,189 260,067 260,282
General and administrative expenses
(note B) 22,643 17,609 18,639
----------- ----------- -----------
297,578 299,926 302,748
----------- ----------- -----------
NET LOSS (note A) $(2,905,717) $ (315,542) $(2,209,706)
=========== =========== ===========
Net loss allocated to general partner $ (29,057) $ (3,155) $ (22,097)
=========== =========== ===========
Net loss allocated to assignees $(2,876,660) $ (312,387) $(2,187,609)
=========== =========== ===========
Net loss per BAC $ (1.00) $ (0.11) $ (0.76)
=========== =========== ===========
</TABLE>
(continued)
F-15
<PAGE>
Boston Capital Tax Credit Fund Limited Partnership
Series 1 through Series 6
STATEMENTS OF OPERATIONS - CONTINUED
Years ended March 31, 1998, 1997 and 1996
<TABLE>
Series 4
--------------------------------------
1998 1997 1996
----------- ----------- -----------
<S> <C> <C> <C>
Income
Interest income $ 82 $ 556 $ 1,029
Miscellaneous income 253 253 253
----------- ----------- -----------
Total income 335 809 1,282
----------- ----------- -----------
Share of losses from operating
limited partnerships (note A) (1,048,912) (120,255) (1,721,644)
----------- ----------- -----------
Expenses
Professional fees 19,554 18,930 20,363
Partnership management fee (note B) 247,257 245,494 245,494
General and administrative expenses
(note B) 21,498 17,474 19,497
----------- ----------- -----------
288,309 281,898 285,354
----------- ----------- -----------
NET LOSS (note A) $(1,336,886) $ (401,344) $(2,005,716)
=========== =========== ===========
Net loss allocated to general partner $ (13,369) $ (4,013) $ (20,057)
=========== =========== ===========
Net loss allocated to assignees $(1,323,517) $ (397,331) $(1,985,659)
=========== =========== ===========
Net loss per BAC $ (0.44) $ (0.13) $ (0.66)
=========== =========== ===========
</TABLE>
(continued)
F-16
<PAGE>
Boston Capital Tax Credit Fund Limited Partnership
Series 1 through Series 6
STATEMENTS OF OPERATIONS - CONTINUED
Years ended March 31, 1998, 1997 and 1996
<TABLE>
Series 5
--------------------------------------
1998 1997 1996
----------- ----------- -----------
<S> <C> <C> <C>
Income
Interest income $ 3,696 $ 4,178 $ 4,765
Miscellaneous income - - -
----------- ----------- -----------
Total income 3,696 4,178 4,765
----------- ----------- -----------
Share of losses from operating
limited partnerships (note A) (135,018) (114,100) (243,674)
----------- ----------- -----------
Expenses
Professional fees 10,002 10,498 9,829
Partnership management fee (note B) 39,184 39,456 38,456
General and administrative expenses
(note B) 9,104 4,400 7,806
----------- ----------- -----------
58,290 54,354 56,091
----------- ----------- -----------
NET LOSS (note A) $ (189,612) $ (164,276) $ (295,000)
=========== =========== ===========
Net loss allocated to general partner $ (1,896) $ (1,643) $ (2,950)
=========== =========== ===========
Net loss allocated to assignees $ (187,716) $ (162,633) $ (292,050)
=========== =========== ===========
Net loss per BAC $ (0.38) $ (0.33) $ (0.60)
=========== =========== ===========
</TABLE>
(continued)
F-17
<PAGE>
Boston Capital Tax Credit Fund Limited Partnership
Series 1 through Series 6
STATEMENTS OF OPERATIONS - CONTINUED
Years ended March 31, 1998, 1997 and 1996
<TABLE>
Series 6
--------------------------------------
1998 1997 1996
----------- ----------- -----------
<S> <C> <C> <C>
Income
Interest income $ 539 $ 958 $ 1,001
Miscellaneous income - - -
----------- ----------- -----------
Total income 539 958 1,001
----------- ----------- -----------
Share of losses from operating
limited partnerships (note A) (530,838) (648,893) (637,319)
----------- ----------- -----------
Expenses
Professional fees 14,493 14,088 14,603
Partnership management fee (note B) 139,276 135,852 108,733
General and administrative expenses
(note B) 8,556 7,014 8,079
----------- ----------- -----------
162,325 156,954 131,415
----------- ----------- -----------
NET LOSS (note A) $ (692,624) $ (804,889) $ (767,733)
=========== =========== ===========
Net loss allocated to general partner $ (6,926) $ (8,049) $ (7,677)
=========== =========== ===========
Net loss allocated to assignees $ (685,698) $ (796,840) $ (760,056)
=========== =========== ===========
Net loss per BAC $ (0.53) $ (0.62) $ (0.58)
=========== =========== ===========
</TABLE>
See notes to financial statements
F-18
<PAGE>
Boston Capital Tax Credit Fund Limited Partnership
Series 1 through Series 6
STATEMENTS OF CHANGES IN PARTNERS CAPITAL
Years ended March 31, 1998, 1997 and 1996
<TABLE>
General
Total Assignees partner Total
---------- ----------- ----------- -----------
<S> <C> <C> <C>
Partners capital (deficit), March
31, 1995 $31,238,397 $ (542,959) $30,695,438
Net loss (6,134,940) (61,969) (6,196,909)
----------- ----------- -----------
Partners capital (deficit), March
31, 1996 25,103,457 (604,928) 24,498,529
Net loss (2,499,920) (25,251) (2,525,171)
----------- ----------- -----------
Partners capital (deficit), March
31, 1997 22,603,537 (630,179) 21,973,358
Net loss (5,698,417) (57,560) (5,755,977)
----------- ----------- -----------
Partners capital (deficit), March
31, 1998 $16,905,120 $ (687,739) $16,217,381
=========== =========== ===========
</TABLE>
(continued)
F-19
<PAGE>
Boston Capital Tax Credit Fund Limited Partnership
Series 1 through Series 6
STATEMENTS OF PARTNERS CAPITAL - CONTINUED
Years ended March 31, 1998, 1997 and 1996
<TABLE>
General
Series 1 Assignees partner Total
----------- ----------- ----------- -----------
<S> <C> <C> <C>
Partners capital (deficit), March
31, 1995 $ 247,332 $ (111,869) $ 135,463
Net loss (574,183) (5,800) (579,983)
----------- ----------- -----------
Partners capital (deficit), March
31, 1996 (326,851) (117,669) (444,520)
Net loss (455,531) (4,601) (460,132)
----------- ----------- -----------
Partners capital (deficit), March
31, 1997 (782,382) (122,270) (904,652)
Net loss (276,597) (2,794) (279,391)
----------- ----------- -----------
Partners capital (deficit), March
31, 1998 $(1,058,979) $ (125,064) $(1,184,043)
=========== =========== ===========
</TABLE>
<TABLE>
General
Series 2 Assignees partner Total
----------- ----------- ----------- -----------
<S> <C> <C> <C>
Partners capital (deficit), March $ 2,972,016 $ (40,023) $ 2,931,993
Net loss (335,383) (3,388) (338,771)
----------- ----------- -----------
Partners capital (deficit), March
31, 1996 2,636,633 (43,411) 2,593,222
Net loss (375,198) (3,790) (378,988)
----------- ----------- -----------
Partners capital (deficit), March
31, 1997 2,261,435 (47,201) 2,214,234
Net loss (348,230) (3,517) (351,747)
----------- ----------- -----------
Partners capital (deficit), March
31, 1998 $ 1,913,205 $ (50,718) $ 1,862,487
=========== =========== ===========
</TABLE>
(continued)
F-20
<PAGE>
Boston Capital Tax Credit Fund Limited Partnership
Series 1 through Series 6
STATEMENTS OF PARTNERS CAPITAL - CONTINUED
Years ended March 31, 1998, 1997 and 1996
<TABLE> General
Series 3 Assignees partner Total
----------- ----------- ----------- -----------
<S> <C> <C> <C>
Partners capital (deficit), March
31, 1995 $ 8,895,024 $ (164,610) $ 8,730,414
Net loss (2,187,609) (22,097) (2,209,706)
----------- ----------- -----------
Partners capital (deficit), March
31, 1996 6,707,415 (186,707) 6,520,708
Net loss (312,387) (3,155) (315,542)
----------- ----------- -----------
Partners capital (deficit), March
31, 1997 6,395,028 (189,862) 6,205,166
Net loss (2,876,660) (29,057) (2,905,717)
----------- ----------- -----------
Partners capital (deficit), March
31, 1998 $ 3,518,368 $ (218,919) $ 3,299,449
=========== =========== ===========
</TABLE>
<TABLE>
General
Series 4 Assignees partner Total
----------- ----------- ----------- -----------
<S> <C> <C> <C>
Partners capital (deficit), March
31, 1995 $11,353,840 $ (148,047) $11,205,793
Net loss (1,985,659) (20,057) (2,005,716)
----------- ----------- -----------
Partners capital (deficit), March
31, 1996 9,368,181 (168,104) 9,200,077
Net loss (397,331) (4,013) (401,344)
----------- ----------- -----------
Partners capital (deficit), March
31, 1997 8,970,850 (172,117) 8,798,733
Net loss (1,323,517) (13,369) (1,336,886)
----------- ----------- -----------
Partners capital (deficit), March
31, 1998 $ 7,647,333 $ (185,486) $ 7,461,847
=========== =========== ===========
</TABLE>
(continued)
F-21
<PAGE>
Boston Capital Tax Credit Fund Limited Partnership
Series 1 through Series 6
STATEMENTS OF PARTNERS CAPITAL - CONTINUED
Years ended March 31, 1998, 1997 and 1996
<TABLE> General
Series 5 Assignees partner Total
------------- ----------- ----------- -----------
<S> <C> <C> <C>
Partners capital (deficit), March
31, 1995 $ 7,492,703 $ (22,962) $ 1,878,831
Net loss (292,050) (2,950) (295,000)
----------- ----------- -----------
Partners capital (deficit), March
31, 1996 1,609,743 (25,912) 1,583,831
Net loss (162,633) (1,643) (164,276)
----------- ----------- -----------
Partners capital (deficit), March
31, 1997 1,447,110 (27,555) 1,419,555
Net loss (187,716) (1,896) (189,612)
----------- ----------- -----------
Partners capital (deficit), March
31, 1998 $ 1,259,394 $ (29,451) $ 1,229,943
=========== =========== ===========
</TABLE>
<TABLE>
General
Series 6 Assignees partner Total
------------ ----------- ----------- -----------
<S> <C> <C> <C>
Partners capital (deficit), March
31, 1995 $ 5,868,392 $ (55,448) $ 5,812,944
Net loss (760,056) (7,677) (767,733)
----------- ----------- -----------
Partners capital (deficit), March
31, 1996 5,108,336 (63,125) 5,045,211
Net loss (796,840) (8,049) (804,889)
----------- ----------- -----------
Partners capital (deficit), March
31, 1997 4,311,496 (71,174) 4,240,322
Net loss (685,698) (6,926) (692,624)
----------- ----------- -----------
Partners capital (deficit), March
31, 1998 $ 3,625,798 $ (78,100) $ 3,547,698
=========== =========== ===========
</TABLE>
See notes to financial statements
F-22
<PAGE>
Boston Capital Tax Credit Fund Limited Partnership
Series 1 through Series 6
STATEMENTS OF CASH FLOWS
Years ended March 31, 1998, 1997 and 1996
<TABLE> Total
--------------------------------------
1998 1997 1996
----------- ----------- -----------
<S> <C> <C> <C>
Cash flows from operating activities
Net loss $(5,755,977) $(2,525,171) $(6,196,909)
Adjustments to reconcile net loss
to net cash provided by (used in)
operating activities
Distribution from operating
limited partnership 3,129 14,774 1,615
Share of losses from operating
limited partnerships 4,676,547 1,453,320 5,141,108
Other assets (113,711) (40,663) (53,362)
Accounts payable and accrued
expenses 1,142,268 1,041,438 979,194
----------- ----------- -----------
Net cash used in operating
activities (47,744) (56,302) (128,354)
----------- ----------- -----------
NET DECREASE IN CASH AND CASH
EQUIVALENTS (47,744) (56,302) (128,354)
Cash and cash equivalents, beginning 224,629 280,931 409,285
----------- ----------- -----------
Cash and cash equivalents, end $ 176,885 $ 224,629 $ 280,931
=========== =========== ===========
</TABLE>
(continued)
F-23
<PAGE>
Boston Capital Tax Credit Fund Limited Partnership
Series 1 through Series 6
STATEMENTS OF CASH FLOWS - CONTINUED
Years ended March 31, 1998, 1997 and 1996
<TABLE> Series 1
--------------------------------------
1998 1997 1996
----------- ----------- -----------
<S> <C> <C> <C>
Cash flows from operating activities
Net loss $ (279,391) $ (460,132) $ (579,983)
Adjustments to reconcile net loss
to net cash provided by (used in)
operating activities
Distribution from operating
limited partnership - - -
Share of losses from operating
limited partnerships 78,739 260,308 382,696
Other assets (13,810) - (38,853)
Accounts payable and accrued
expenses 196,439 180,864 220,864
----------- ----------- -----------
Net cash used in operating
activities (18,023) (18,960) (15,276)
----------- ----------- -----------
NET DECREASE IN CASH AND CASH
EQUIVALENTS (18,023) (18,960) (15,276)
Cash and cash equivalents, beginning 33,374 52,334 67,610
----------- ----------- -----------
Cash and cash equivalents, end $ 15,351 $ 33,374 $ 52,334
=========== =========== ===========
</TABLE>
(continued)
F-24
<PAGE>
Boston Capital Tax Credit Fund Limited Partnership
Series 1 through Series 6
STATEMENTS OF CASH FLOWS - CONTINUED
Years ended March 31, 1998, 1997 and 1996
<TABLE> Series 2
--------------------------------------
1998 1997 1996
----------- ----------- -----------
<S> <C> <C> <C>
Cash flows from operating activities
Net loss $ (351,747) $ (378,988) $ (338,771)
Adjustments to reconcile net loss
to net cash provided by (used in)
operating activities
Distribution from operating
limited partnership - - -
Share of losses from operating
limited partnerships 263,285 292,730 247,263
Other assets - - -
Accounts payable and accrued
expenses 89,234 88,201 69,239
----------- ----------- -----------
Net cash provided by (used in)
operating activities 772 1,943 (22,269)
----------- ----------- -----------
NET INCREASE (DECREASE) IN
CASH AND CASH EQUIVALENTS 772 1,943 (22,269)
Cash and cash equivalents, beginning 3,205 1,262 23,531
----------- ----------- -----------
Cash and cash equivalents, end $ 3,977 $ 3,205 $ 1,262
=========== =========== ===========
</TABLE>
(continued)
F-25
<PAGE>
Boston Capital Tax Credit Fund Limited Partnership
Series 1 through Series 6
STATEMENTS OF CASH FLOWS - CONTINUED
Years ended March 31, 1998, 1997 and 1996
<TABLE> Series 3
--------------------------------------
1998 1997 1996
----------- ----------- -----------
<S> <C> <C> <C>
Cash flows from operating activities
Net loss $(2,905,717) $ (315,542) $(2,209,706)
Adjustments to reconcile net loss
to net cash provided by (used in)
operating activities
Distribution from operating
limited partnership 3,129 2,729 1,615
Share of losses from operating
limited partnerships 2,619,755 17,034 1,908,512
Other assets - - -
Accounts payable and accrued
expenses 295,334 292,151 279,967
----------- ----------- -----------
Net cash provided by (used in)
operating activities 12,501 (3,628) (19,612)
----------- ----------- -----------
NET INCREASE (DECREASE) IN
CASH AND CASH EQUIVALENTS 12,501 (3,628) (19,612)
Cash and cash equivalents, beginning 1,832 5,460 25,072
----------- ----------- -----------
Cash and cash equivalents, end $ 14,333 $ 1,832 $ 5,460
=========== =========== ===========
</TABLE>
(continued)
F-26
<PAGE>
Boston Capital Tax Credit Fund Limited Partnership
Series 1 through Series 6
STATEMENTS OF CASH FLOWS - CONTINUED
Years ended March 31, 1998, 1997 and 1996
<TABLE> Series 4
--------------------------------------
1998 1997 1996
----------- ----------- -----------
<S> <C> <C> <C>
Cash flows from operating activities
Net loss $(1,336,886) $ (401,344) $(2,005,716)
Adjustments to reconcile net loss
to net cash provided by (used in)
operating activities
Distribution from operating
limited partnership - 12,045 -
Share of losses from operating
limited partnerships 1,048,912 120,255 1,721,644
Other assets (99,901) (40,663) (14,509)
Accounts payable and accrued
expenses 377,122 296,487 265,394
----------- ----------- -----------
Net cash used in operating
activities (10,753) (13,220) (33,187)
----------- ----------- -----------
NET DECREASE IN CASH AND CASH
EQUIVALENTS (10,753) (13,220) (33,187)
Cash and cash equivalents, beginning 12,708 25,928 59,115
----------- ----------- -----------
Cash and cash equivalents, end $ 1,955 $ 12,708 $ 25,928
=========== =========== ===========
</TABLE>
(continued)
F-27
<PAGE>
Boston Capital Tax Credit Fund Limited Partnership
Series 1 through Series 6
STATEMENTS OF CASH FLOWS - CONTINUED
Years ended March 31, 1998, 1997 and 1996
<TABLE> Series 5
--------------------------------------
1996 1997 1996
----------- ----------- -----------
<S> <C> <C> <C>
Cash flows from operating activities
Net loss $ (189,612) $ (164,276) $ (295,000)
Adjustments to reconcile net loss
to net cash provided by (used in)
operating activities
Distribution from operating
limited partnership - - -
Share of losses from operating
limited partnerships 135,018 114,100 243,674
Accounts payable and accrued
expenses 39,456 39,455 (544)
----------- ----------- -----------
Net cash used in operating
activities (15,138) (10,721) (51,870)
----------- ----------- -----------
NET DECREASE IN CASH AND CASH
EQUIVALENTS (15,138) (10,721) (51,870)
Cash and cash equivalents, beginning 146,095 156,816 208,686
----------- ----------- -----------
Cash and cash equivalents, end $ 130,957 $ 146,095 $ 156,816
=========== =========== ===========
</TABLE>
(continued)
F-28
<PAGE>
Boston Capital Tax Credit Fund Limited Partnership
Series 1 through Series 6
STATEMENTS OF CASH FLOWS - CONTINUED
Years ended March 31, 1998, 1997 and 1996
<TABLE> Series 6
--------------------------------------
1998 1997 1996
----------- ----------- -----------
<S> <C> <C> <C>
Cash flows from operating activities
Net loss $ (692,624) $ (804,889) $ (767,733)
Adjustments to reconcile net loss
to net cash provided by (used in)
operating activities
Distribution from operating
limited partnership - - -
Share of losses from operating
limited partnerships 530,838 648,893 637,319
Accounts payable and accrued
expenses 144,683 144,280 144,274
----------- ----------- -----------
Net cash provided by (used in)
operating activities (17,103) (11,716) 13,860
----------- ----------- -----------
NET INCREASE (DECREASE) IN
CASH AND CASH EQUIVALENTS (17,103) (11,716) 13,860
Cash and cash equivalents, beginning 27,415 39,131 25,271
----------- ----------- -----------
Cash and cash equivalents, end $ 10,312 $ 27,415 $ 39,131
=========== =========== ===========
</TABLE>
See notes to financial statements
F-29
<PAGE>
Boston Capital Tax Credit Fund Limited Partnership
Series 1 through Series 6
NOTES TO FINANCIAL STATEMENTS
March 31, 1998, 1997 and 1996
NOTE A - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING
POLICIES
Boston Capital Tax Credit Fund Limited Partnership (the
"partnership") (formerly American Affordable Housing VI Limited
Partnership) was formed under the laws of the State of Delaware
as of June 1, 1988, for the purpose of acquiring, holding, and
disposing of limited partnership interests in operating limited
partnerships which have acquired, developed, rehabilitated,
operate and own newly constructed, existing or rehabilitated
apartment complexes which qualify for the Low-Income Housing
Tax Credit established by the Tax Reform Act of 1986. Certain
of the apartment complexes may also qualify for the Historic
Rehabilitation Tax Credit for the rehabilitation of certified
historic structures, accordingly, the apartment complexes are
restricted as to rent charges and operating methods and are
subject to the provisions of Section 42(g)(2) of the Internal
Revenue Code relating to the Rehabilitation Investment Credit.
The general partner of the partnership is Boston Capital
Associates Limited Partnership and the limited partner is BCTC
Assignor Corp. (the assignor limited partner).
Pursuant to the Securities Act of 1933, the partnership filed a
Form S-11 Registration Statement with the Securities and
Exchange Commission, effective August 29, 1988, which covered
the offering (the "Public Offering") of the partnership's
beneficial assignee certificates ("BACs") representing
assignments of units of the beneficial interest of the limited
partnership interest of the assignor limited partner. The
partnership registered 10,000,000 BACs at $10 per BAC for sale
to the public in six series. BACs sold in bulk were offered to
investors at a reduced cost per BAC.
In accordance with the limited partnership agreement, profits,
losses, and cash flow (subject to certain priority allocations
and distributions) and tax credits are allocated 99% to the
assignees and 1% to the general partner.
Investments in Operating Limited Partnerships
---------------------------------------------
The partnership accounts for its investments in operating
limited partnerships using the equity method of accounting.
Under the equity method of accounting, the partnership adjusts
its investment cost for its share of each operating limited
partnership's results of operations and for any distributions
received or accrued. However, the partnership recognizes
individual operating limited partnership's losses only to the
extent that the fund s share of losses of the operating
partnerships does not exceed the carrying amount of its
investment. Unrecognized losses will be suspended and offset
against future individual operating partnership s income.
F-30
<PAGE>
Boston Capital Tax Credit Fund Limited Partnership
Series 1 through Series 6
NOTES TO FINANCIAL STATEMENTS - CONTINUED
March 31, 1998, 1997 and 1996
NOTE A - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING
POLICIES (Continued)
Investments in Operating Limited Partnerships (Continued)
---------------------------------------------
A loss in value of an investment in an operating partnership
other than a temporary decline would be recorded as an
impairment loss. Impairment is measured by comparing the
investment carrying amount to the sum of the total amount of
the remaining tax credits allocated to the partnership and the
estimated residual value of the investment.
Capital contributions to operating partnerships are adjusted by
tax credit adjusters. Tax credit adjusters are defined as
adjustments to operating partnership capital contributions due
to reductions in actual tax credits from those originally
projected. The partnership records tax credit adjusters as a
reduction in investment in operating partnerships and capital
contributions payable.
The operating partnerships maintain their financial statements
based on a calendar year and the partnership utilizes a March
31 year end. The partnership records losses and income from
the operating partnerships on a calendar year basis which is
not materially different from losses and income generated if
the operating partnerships utilized a March 31 year end.
The partnership records capital contributions payable to the
operating partnerships once there is a binding obligation to
partnership a specified amount. The operating partnerships
record capital contributions from the partnership when
received.
The partnership records acquisition costs as an increase in its
investment in operating partnerships. Certain operating
partnerships have not recorded the acquisition costs as a
capital contribution from the partnership. These differences
are shown as reconciling items in note C.
Cash Equivalents
----------------
Cash equivalents include repurchase agreements and money market
accounts having original maturities at date of acquisition of
three months or less. The carrying amounts approximate fair
value because of the short maturity of these instruments.
F-31
<PAGE>
Boston Capital Tax Credit Fund Limited Partnership
Series 1 through Series 6
NOTES TO FINANCIAL STATEMENTS - CONTINUED
March 31, 1998, 1997 and 1996
NOTE A - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING
POLICIES (Continued)
Income Taxes
------------
No provision or benefit for income taxes has been included in
these financial statements since taxable income or loss passes
through to, and is reportable by, the general partner and
assignees individually.
Fiscal Year
-----------
For financial reporting purposes the partnership uses a March
31 year end, whereas for income tax reporting purposes, the
partnership uses a calendar year. The operating limited
partnerships use a calendar year for both financial and income
tax reporting.
Net Loss per Beneficial Assignee Certificate
--------------------------------------------
Net loss per beneficial assignee certificate is calculated
based upon the number of units outstanding. The number of units
outstanding in each series for each of the three years in the
period ended March 31, 1998 is as follows:
<TABLE>
<S> <C>
Series 1 1,299,900
Series 2 830,300
Series 3 2,882,200
Series 4 2,995,300
Series 5 489,900
Series 6 1,303,000
---------
Total 9,800,600
=========
</TABLE>
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.
F-32
<PAGE>
Boston Capital Tax Credit Fund Limited Partnership
Series 1 through Series 6
NOTES TO FINANCIAL STATEMENTS - CONTINUED
March 31, 1998, 1997 and 1996
NOTE A - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING
POLICIES (Continued)
Adoption of Accounting Standard
-------------------------------
On March 31, 1997, the partnership adopted Statement of
Financial Accounting Standards ("SFAS") No. 128, "Earnings per
Share" and SFAS No. 129, "Disclosure of Information about
Capital Structure." SFAS No. 128 provides accounting and
reporting standards for the amount of earnings per share. SFAS
No. 129 requires the disclosure in summary form within the
financial statements of pertinent rights and privileges of the
various securities outstanding. The implementation of these
standards has not materially affected the partnership s
financial statements.
In June 1997, the Financial Accounting Standards Board issued
SFAS No. 130, "Reporting Comprehensive Income" and SFAS No.
131, "Disclosures about Segments of an Enterprise and Related
Information." In February 1998, the Financial Accounting
Standards Board issued SFAS No. 132, "Employees Disclosures
about Pensions and Other Post-retirement Benefits." SFAS No.
130 is effective for years beginning after December 15, 1997.
SFAS No. 131 and No. 132 are effective for years beginning
after December 31, 1997 and early adoption is encouraged.
The partnership does not have any items of other comprehensive
income, does not have other segments of its business, and does
not have any pensions or other post-retirement benefits.
Consequently, these pronouncements are expected to have no
effect on the partnership s financial statements.
NOTE B - RELATED PARTY TRANSACTIONS
During the years ended March 31, 1998, 1997 and 1996, the
partnership entered into several transactions with various
affiliates of the general partner, including Boston Capital
Partners, Inc., Boston Capital Services, Inc., Boston Capital
Holdings Limited Partnership, and Boston Capital Asset
Management Limited Partnership (formerly Boston Capital
Communications Limited Partnership) as follows:
F-33
<PAGE>
Boston Capital Tax Credit Fund Limited Partnership
Series 1 through Series 6
NOTES TO FINANCIAL STATEMENTS - CONTINUED
March 31, 1998, 1997 and 1996
NOTE B - RELATED PARTY TRANSACTIONS (Continued)
Boston Capital Asset Management Limited Partnership is entitled
to an annual partnership management fee based on .375 percent
of the aggregate cost of all apartment complexes acquired by
the operating limited partnerships, less the amount of certain
partnership management and reporting fees paid or payable by
the operating limited partnerships. The aggregate cost is
comprised of the capital contributions made by each series to
the operating limited partnership and 99% of the permanent
financing at the operating limited partnership level.
The annual partnership management fee charged to operations net
of reporting fees for the years ended March 31, 1998, 1997 and
1996 are as follows:
<TABLE> 1998 1997 1996
--------- --------- ---------
<S> <C> <C> <C>
Series 1 $ 173,604 $ 172,864 $ 168,613
Series 2 66,362 65,876 67,136
Series 3 257,189 260,067 260,282
Series 4 247,257 245,494 245,494
Series 5 39,184 39,456 38,456
Series 6 139,276 135,852 108,733
--------- --------- ---------
$ 922,872 $ 919,609 $ 888,714
========= ========= =========
</TABLE>
General and administrative expenses incurred by Boston Capital
Partners, Inc., Boston Capital Holdings Limited Partnership,
and Boston Capital Asset Management Limited Partnership were
charged to each series operations for the years ended March
31, 1998, 1997 and 1996 are as follows:
<TABLE>
1998 1997 1996
--------- --------- ---------
<S> <C> <C> <C>
Series 1 $ 2,495 $ 2,849 $ 3,563
Series 2 5,108 5,336 5,824
Series 3 5,545 5,851 4,356
Series 4 6,129 6,943 7,995
Series 5 3,655 2,671 4,147
Series 6 2,329 2,765 3,387
--------- --------- ---------
$ 25,261 $ 26,415 $ 29,272
========= ========= =========
</TABLE>
F-34
<PAGE>
Boston Capital Tax Credit Fund Limited Partnership
Series 1 through Series 6
NOTES TO FINANCIAL STATEMENTS - CONTINUED
March 31, 1998, 1997 and 1996
NOTE B - RELATED PARTY TRANSACTIONS (Continued)
Accounts payable - affiliates at March 31, 1998 and 1997
represents general and administrative expenses, partnership
management fees, and may include advances which are payable to
Boston Capital Partners, Inc., Boston Capital Services, Inc.,
Boston Capital Holdings Limited Partnership and Boston Capital
Asset Management Limited Partnership. The carrying value of
the accounts payable - affiliates approximates fair value.
NOTE C - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS
At March 31, 1998, 1997 and 1996, the partnership has limited
partnership interests in 105 operating limited partnerships
which own apartment complexes. The number of operating limited
partnerships in which the partnership has limited partnership
interests at March 31, 1998, 1997 and 1996 by series are as
follows:
<TABLE>
<S> <C>
Series 1 19
Series 2 8
Series 3 33
Series 4 25
Series 5 5
Series 6 15
---------
Total 105
=========
</TABLE>
F-35
<PAGE>
Boston Capital Tax Credit Fund Limited Partnership
Series 1 through Series 6
NOTES TO FINANCIAL STATEMENTS - CONTINUED
March 31, 1998, 1997 and 1996
NOTE C - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS
(Continued)
The partnership s investments in operating limited partnerships
at March 31, 1998 are summarized as follows:
<TABLE>
Total
-----------
<S> <C>
Capital contributions paid to
operating limited partnerships,
net of tax credit adjusters $ 69,626,749
Acquisition costs of operating
limited partnerships 11,976,945
Syndication costs from operating
limited partnerships (45,526)
Cumulative distributions from
operating limited partnerships (90,421)
Cumulative losses from operating
limited partnerships (60,219,917)
-----------
Investment per balance sheets 21,247,830
The partnership has (has not)
recorded capital contributions to
the operating limited partnerships
during the year ended March 31,
1998, which have not (have) been
included in the partnerships'
capital account included in the
operating limited partnerships'
financial statements as of December
31, 1997 (see note A). (483,748)
The partnership has recorded
acquisition costs (reimbursements)
at March 31, 1998, which have not
been accounted for in the net
assets of the operating limited
partnerships (see note A). (829,599)
The partnership has recorded a
share of losses from operating
limited partnerships for the three
months ended March 31, 1990, which
the operating limited partnerships
have not included in their capital
accounts as of December 31, 1997
due to different year ends (see
note A). 1,466,033
The partnership has recorded low
income housing tax credit adjusters
not recorded by operating limited
partnerships (see note A). 178,052
Equity in losses from operating
limited partnerships not
recognizable under the equity
method of accounting (see note A). (24,188,312)
Other (19,256)
-----------
Equity per operating partnerships'
combined financial statements $ (2,629,000)
============
</TABLE>
F-36
<PAGE>
Boston Capital Tax Credit Fund Limited Partnership
Series 1 through Series 6
NOTES TO FINANCIAL STATEMENTS - CONTINUED
March 31, 1998, 1997 and 1996
NOTE C - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS
(Continued)
The partnership s investments in operating limited partnerships
at March 31, 1998 are summarized as follows:
<TABLE>
Series 1 Series 2 Series
3
------------- -----------
- -------------
<S> <C> <C> <C>
Capital contributions paid
to operating limited
partnerships, net of tax
credit adjusters $ 9,037,551 $ 5,565,026 $
20,710,406
Acquisition costs of
operating limited
partnerships 1,569,525 1,005,656
3,486,122
Syndication costs from
operating limited
partnerships - -
- -
Cumulative distributions
from operating limited
partnerships (5,538) (5,446)
(46,899)
Cumulative losses from
operating limited
partnerships (10,562,528) (4,676,087)
(19,291,316)
------------- -----------
- -------------
Investment per balance
sheets 39,010 1,889,149
4,858,313
The partnership has (has
not) recorded capital
contributions to the operat-
ing limited partnerships
during the year ended March
31, 1998, which have not
(have) been included in the
partnerships capital
account included in the
operating limited partner-
ships financial statements
as of December 31, 1997 (see
note A). - (311,339)
(133,349)
The partnership has recorded
acquisition costs (reim-
bursements) at March 31,
1998, which have not been
accounted for in the net
assets of the operating
limited partnerships (see
note A). (578,746) (46,332)
116,865
The partnership has recorded
a share of losses from
operating limited partner-
ships for the three months
ended March 31, 1990, which
the operating limited part-
nerships have not included
in their capital accounts as
of December 31, 1997 due to
different year ends (see
note A).
667,397 -
798,636
The partnership has recorded
low income housing tax
credit adjusters not re-
corded by operating limited
partnerships (see note A). 31,815 63,725
47,191
Equity in losses from
operating limited partner-
ships not recognizable under
the equity method of
accounting (see note A). (9,440,838) (1,420,570)
(7,551,598)
Other (9,998) (153,201)
(30,548)
------------- -----------
- -------------
Equity per operating
partnerships combined
financial statements $ (9,291,360) $ 21,432 $
(1,894,490)
============= ===========
=============
</TABLE>
F-37
<PAGE>
Boston Capital Tax Credit Fund Limited Partnership
Series 1 through Series 6
NOTES TO FINANCIAL STATEMENTS - CONTINUED
March 31, 1998, 1997 and 1996
NOTE C - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS
(Continued)
The partnership s investments in operating limited partnerships
at March 31, 1998 are summarized as follows:
<TABLE>
Series 4 Series 5 Series 6
------------ ------------
- ------------
<S> <C> <C> <C>
Capital contributions paid to
operating limited
partnerships, net of tax
credit adjusters $ 21,719,700 $ 3,273,323 $
9,320,743
Acquisition costs of operating
limited partnerships 3,661,756 599,776
1,654,110
Syndication costs from
operating limited
partnerships - (45,526)
- -
Cumulative distributions from
operating limited
partnerships (12,414) -
(20,124)
Cumulative losses from
operating limited
partnerships (16,616,539) (2,654,420)
(6,419,027)
------------ ------------
- ------------
Investment per balance sheets 8,752,503 1,173,153
4,535,702
The partnership has (has not)
recorded capital contributions
to the operating limited part-
nerships during the year ended
March 31, 1998, which have not
(have) been included in the
partnerships capital account
included in the operating
limited partnerships finan-
cial statements as of December
31, 1997 (see note A). (4,475) (34,585)
- -
The partnership has recorded
acquisition costs (reim-
bursements) at March 31, 1998,
which have not been accounted
for in the net assets of the
operating limited partnerships
(see note A). (647,983) 8,269
318,328
The partnership has recorded a
share of losses from operating
limited partnerships for the
three months ended March 31,
1990, which the operating
limited partnerships have not
included in their capital
accounts as of December 31,
1997 due to different year
ends (see note A). - -
- -
The partnership has recorded
low income housing tax credit
adjusters not recorded by
operating limited partnerships
(see note A). 9,747 -
25,574
Equity in losses from
operating limited partnerships
not recognizable under the
equity method of accounting
(see note A). (4,938,252) (622,744)
(214,310)
Other 141,690 (2,208)
35,009
------------ ------------
- ------------
Equity per operating
partnerships combined
financial statements $ 3,313,230 $ 521,885 $
4,700,303
============ ============
============
</TABLE>
F-38
<PAGE>
Boston Capital Tax Credit Fund Limited Partnership
Series 1 through Series 6
NOTES TO FINANCIAL STATEMENTS - CONTINUED
March 31, 1998, 1997 and 1996
NOTE C - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS
(Continued)
The partnership's investments in operating limited partnerships at March
31, 1997 are summarized as follows:
<TABLE>
Total
--------------
<S> <C>
Capital contributions paid to operating limited
partnerships, net of tax credit adjusters $ 69,626,749
Acquisition costs of operating limited partnerships 11,976,945
Syndication costs from operating limited partnerships
(45,526)
Cumulative distributions from operating limited
partnerships (87,292)
Cumulative losses from operating limited partnerships
(55,543,370)
--------------
Investment per balance sheets 25,927,506
The partnership has (has not) recorded capital
contributions to the operating limited partnerships
during the year ended March 31, 1997, which have not
(have) been included in the partnerships capital
account included in the operating limited
partnerships' financial statements as of December 31,
1996 (see note A). (483,748)
The partnership has recorded acquisition costs
(reimbursements) at March 31, 1997, which have not
been accounted for in the net assets of the operating
limited partnerships (see note A). (829,599)
The partnership has recorded a share of losses from
operating limited partnerships for the three months
ended March 31, 1990, which the operating limited
partnerships have not included in their capital
accounts as of December 31, 1996 due to different
year ends (see note A). 1,466,033
The partnership has recorded low income housing tax
credit adjusters not recorded by operating limited
partnerships (see note A). 178,052
Equity in losses from operating limited partnerships
not recognizable under the equity method of
accounting (see note A). (16,312,454)
Other (122,719)
--------------
Equity per operating partnerships combined financial
statements $ 9,823,071
==============
</TABLE>
F-39
<PAGE>
Boston Capital Tax Credit Fund Limited Partnership
Series 1 through Series 6
NOTES TO FINANCIAL STATEMENTS - CONTINUED
March 31, 1998, 1997 and 1996
NOTE C - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS
(Continued)
The partnership's investments in operating limited partnerships
at March 31, 1997 are summarized as follows:
<TABLE> Series 1 Series 2
Series 3
------------ ------------
- ------------
<S> <C> <C> <C>
Capital contributions paid to
operating limited
partnerships, net of tax
credit adjusters $ 9,037,551 $ 5,565,026 $
20,710,406
Acquisition costs of operating
limited partnerships 1,569,525 1,005,656
3,486,122
Syndication costs from operating
limited partnerships - -
- -
Cumulative distributions from
operating limited partnerships (5,538) (5,446)
(43,770)
Cumulative losses from operating
limited partnerships (10,483,789) (4,412,802)
(16,671,561)
------------ ------------
- ------------
Investment per balance sheets 117,749 2,152,434
7,481,197
The partnership has (has not)
recorded capital contributions
to the operating limited
partnerships during the year
ended March 31, 1997, which have
not (have) been included in the
partnerships' capital account
included in the operating
limited partnerships financial
statements as of December 31,
1996 (see note A). - (311,339)
(133,349)
The partnership has recorded
acquisition costs (reimburse-
ments) at March 31, 1997, which
have not been accounted for in
the net assets of the operating
limited partnerships (see note
A). (578,746) (46,332)
116,865
The partnership has recorded a
share of losses from operating
limited partnerships for the
three months ended March 31,
1990, which the operating
limited partnerships have not
included in their capital
accounts as of December 31, 1996
due to different year ends (see
note A). 667,397 -
798,636
The partnership has recorded low
income housing tax credit
adjusters not recorded by
operating limited partnerships
(see note A). 31,815 63,725
47,191
Equity in losses from operating
limited partnerships not
recognizable under the equity
method of accounting (see note
A). (7,443,282) (1,069,447)
(3,532,960)
Other (9,999) (153,198)
(4,301)
------------ ------------
- ------------
Equity per operating
partnerships combined
financial statements $ (7,215,066) $ 635,843 $
4,773,279
============ ============
============
</TABLE>
F-40
<PAGE>
Boston Capital Tax Credit Fund Limited Partnership
Series 1 through Series 6
NOTES TO FINANCIAL STATEMENTS - CONTINUED
March 31, 1998, 1997 and 1996
NOTE C - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS
(Continued)
The partnership's investments in operating limited partnerships
at March 31, 1997 are summarized as follows:
<TABLE> Series 4 Series 5 Series 6
------------- ------------
- ------------
<S> <C> <C> <C>
Capital contributions paid to
operating limited partnerships,
net of tax credit adjusters $ 21,719,700 $ 3,273,323 $
9,320,743
Acquisition costs of operating
limited partnerships 3,661,756 599,776
1,654,110
Syndication costs from operating
limited partnerships - (45,526)
- -
Cumulative distributions from
operating limited partnerships (12,414) -
(20,124)
Cumulative losses from operating
limited partnerships (15,567,627) (2,519,402)
(5,888,189)
------------- ------------
- ------------
Investment per balance sheets 9,801,415 1,308,171
5,066,540
The partnership has (has not)
recorded capital contributions to
the operating limited partnerships
during the year ended March 31,
1997, which have not (have) been
included in the partnerships
capital account included in the
operating limited partnerships
f i nancial statements as of
December 31, 1996 (see note A). (4,475) (34,585)
- -
The partnership has recorded
acquisition costs (reimbursements)
at March 31, 1997, which have not
been accounted for in the net
assets of the operating limited
partnerships (see note A). (647,983) 8,269
318,328
The partnership has recorded a
share of losses from operating
limited partnerships for the three
months ended March 31, 1990, which
the operating limited partnerships
have not included in their capital
accounts as of December 31, 1996
due to different year ends (see
note A). - -
- -
The partnership has recorded low
income housing tax credit
adjusters not recorded by
operating limited partnerships
(see note A). 9,747 -
25,574
Equity in losses from operating
limited partnerships not
recognizable under the equity
method of accounting (see note A). (3,670,825) (427,324)
(168,616)
Other 11,976 (2,207)
35,010
------------- ------------
- ------------
Equity per operating partnerships
combined financial statements $ 5,499,855 $ 852,324 $
5,276,836
============= ============
============
</TABLE>
F-41
<PAGE>
Boston Capital Tax Credit Fund Limited Partnership
Series 1 through Series 6
NOTES TO FINANCIAL STATEMENTS - CONTINUED
March 31, 1998, 1997 and 1996
NOTE C - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS
(Continued)
The combined summarized balance sheets of the operating limited
partnerships at December 31, 1997 are as follows:
COMBINED SUMMARIZED BALANCE SHEETS
<TABLE>
Total Series 1 Series 2 Series 3
ASSETS ----------- ------------- -----------
- -----------
<S> <C> <C> <C> <C>
Buildings and
improvements, net
of accumulated
depreciation $236,333,064 $ 38,839,385 $21,082,376 $55,313,989
Land 14,204,791 1,572,689 1,123,628 3,798,653
Other assets 16,727,992 2,700,397 1,342,898 3,809,722
----------- ------------- -----------
- -----------
$267,265,847 $ 43,112,471 $23,548,902 $62,922,364
=========== ============ ===========
===========
LIABILITIES AND
PARTNERS CAPITAL
Mortgages and
construction loans
payable $219,893,323 $ 44,299,799 $18,782,034 $54,769,734
Accounts payable and
accrued expenses 27,900,319 9,306,340 1,196,353 5,308,211
Other liabilities 22,392,732 2,852,688 2,739,911 4,414,530
----------- ------------- -----------
- -----------
270,186,374 56,458,827 22,718,298 64,492,475
----------- ------------- -----------
- -----------
PARTNERS CAPITAL
Boston Capital Tax
Credit Fund
Limited
Partnership (2,629,000) (9,291,360) 21,432
(1,894,490)
Other partners (291,527) (4,054,996) 809,172 324,379
----------- ------------- -----------
- -----------
(2,920,527) (13,346,356) 830,604
(1,570,111)
----------- ------------- -----------
- -----------
$267,265,847 $ 43,112,471 $23,548,902 $62,922,364
=========== ============= ===========
===========
</TABLE>
F-42
<PAGE>
Boston Capital Tax Credit Fund Limited Partnership
Series 1 through Series 6
NOTES TO FINANCIAL STATEMENTS - CONTINUED
March 31, 1998, 1997 and 1996
NOTE C - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS
(Continued)
The combined summarized balance sheets of the operating limited
partnerships at December 31, 1997 are as follows:
COMBINED SUMMARIZED BALANCE SHEETS - CONTINUED
<TABLE>
Series 4 Series 5 Series 6
----------- ----------- -----------
<S> <C> <C> <C>
ASSETS
Buildings and improvements, net of
accumulated depreciation $67,663,857 $16,694,022 $36,739,435
Land 4,061,697 880,396 2,767,728
Other assets 4,697,484 478,424 3,699,067
----------- ----------- -----------
$76,423,038 $18,052,842 $43,206,230
=========== =========== ===========
LIABILITIES AND PARTNERS CAPITAL
Mortgages and construction loans
payable $55,028,671 $14,018,854 $32,994,231
Accounts payable and accrued
expenses 8,683,770 1,213,337 2,192,308
Other liabilities 7,192,075 1,947,298 3,246,230
----------- ----------- -----------
70,904,516 17,179,489 38,432,769
----------- ----------- -----------
PARTNERS CAPITAL
Boston Capital Tax Credit Fund
Limited Partnership 3,313,230 521,885 4,700,303
Other partners 2,205,292 351,468 73,158
----------- ----------- -----------
5,518,522 873,353 4,773,461
----------- ----------- -----------
$76,423,038 $18,052,842 $43,206,230
=========== =========== ===========
</TABLE>
F-43
<PAGE>
Boston Capital Tax Credit Fund Limited Partnership
Series 1 through Series 6
NOTES TO FINANCIAL STATEMENTS - CONTINUED
March 31, 1998, 1997 and 1996
NOTE C - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS
(Continued)
The combined summarized balance sheets of the operating limited
partnerships at December 31, 1996 are as follows:
COMBINED SUMMARIZED BALANCE SHEETS - CONTINUED
<TABLE>
Total Series 1 Series 2 Series 3
ASSETS ----------- ------------- -----------
- -----------
<S> <C> <C> <C> <C>
Buildings and
improvements, net
of accumulated
depreciation $248,413,255 $ 38,723,301 $21,659,521 $62,137,813
Land 14,347,370 1,572,689 1,123,628 3,941,232
Other assets 17,051,869 2,754,002 1,386,454 3,766,821
----------- ------------- -----------
- -----------
$279,812,494 $ 43,049,992 $24,169,603 $69,845,866
=========== ============= ===========
===========
LIABILITIES AND
PARTNERS CAPITAL
Mortgages and
construction loans
payable $218,123,153 $ 42,726,091 $18,785,283 $54,670,221
Accounts payable and
accrued expenses 24,262,140 8,602,237 912,612 4,533,106
Other liabilities 22,166,872 2,331,030 2,472,772 4,347,752
----------- ------------- -----------
- -----------
264,552,165 53,659,358 22,170,667 63,551,079
----------- ------------- -----------
- -----------
PARTNERS CAPITAL
Boston Capital Tax
Credit Fund
Limited
Partnership 9,823,071 (7,215,066) 635,843 4,773,279
Other partners 5,437,258 (3,394,300) 1,363,093 1,521,508
----------- ------------- -----------
- -----------
15,260,329 (10,609,366) 1,998,936 6,294,787
----------- ------------- -----------
- -----------
$279,812,494 $ 43,049,992 $24,169,603 $69,845,866
=========== ============= ===========
===========
</TABLE>
F-44
<PAGE>
Boston Capital Tax Credit Fund Limited Partnership
Series 1 through Series 6
NOTES TO FINANCIAL STATEMENTS - CONTINUED
March 31, 1998, 1997 and 1996
NOTE C - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS
(Continued)
The combined summarized balance sheets of the operating limited
partnerships at December 31, 1996 are as follows:
COMBINED SUMMARIZED BALANCE SHEETS - CONTINUED
<TABLE>
Series 4 Series 5 Series 6
----------- ----------- -----------
<S> <C> <C> <C>
ASSETS
Buildings and improvements, net of
accumulated depreciation $70,447,916 $17,151,479 $38,293,225
Land 4,061,697 880,396 2,767,728
Other assets 4,804,147 514,570 3,825,875
----------- ----------- -----------
$79,313,760 $18,546,445 $44,886,828
=========== =========== ===========
LIABILITIES AND PARTNERS CAPITAL
Mortgages and construction loans
payable $54,602,029 $14,072,084 $33,267,445
Accounts payable and accrued
expenses 7,353,155 933,198 1,927,832
Other liabilities 7,837,092 1,572,092 3,606,134
----------- ----------- -----------
69,792,276 16,577,374 38,801,411
----------- ----------- -----------
PARTNERS CAPITAL
Boston Capital Tax Credit Fund
Limited Partnership 5,499,855 852,324 5,276,836
Other partners 4,021,629 1,116,747 808,581
----------- ----------- -----------
9,521,484 1,969,071 6,085,417
----------- ----------- -----------
$79,313,760 $18,546,445 $44,886,828
=========== =========== ===========
</TABLE>
F-45
<PAGE>
Boston Capital Tax Credit Fund Limited Partnership
Series 1 through Series 6
NOTES TO FINANCIAL STATEMENTS - CONTINUED
March 31, 1998, 1997 and 1996
NOTE C - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS
(Continued)
The combined summarized statements of operations of the
operating limited partnerships for the year ended December 31,
1997 are as follows:
COMBINED SUMMARIZED STATEMENTS OF OPERATIONS
<TABLE>
Total Series 1 Series 2 Series 3
------------- ----------- -----------
- -----------
<S> <C> <C> <C> <C>
Revenue
Rental $ 32,090,480 $ 5,326,223 $ 1,762,463 $ 7,613,646
Interest and other 1,394,722 165,121 149,460 326,048
Gain on
extinguishment of
debt - - - -
------------- ----------- -----------
- -----------
33,485,202 5,491,344 1,911,923 7,939,694
------------- ----------- -----------
- -----------
Expenses
Interest 13,010,664 1,416,716 986,462 3,289,198
Depreciation and
amortization 11,437,836 2,042,138 594,542 2,877,600
Taxes and insurance 4,130,868 881,234 213,975 947,948
Repairs and
maintenance 6,015,894 1,246,489 466,003 1,450,704
Operating expenses 11,142,349 2,475,091 684,771 2,490,852
Other expenses 1,393,217 166,666 138,048 294,194
Impairment loss 4,392,825 - - 4,392,825
------------- ----------- -----------
- -----------
51,523,653 8,228,334 3,083,801 15,743,321
------------- ----------- -----------
- -----------
NET LOSS $ (18,038,451) $(2,736,990) $(1,171,878)
$(7,803,627)
============= =========== ===========
===========
Net loss allocated to
Boston Capital Tax
Credit Fund Limited
Partnership* $ (12,552,405) $(2,076,295) $ (614,408)
$(6,638,393)
============= =========== ===========
===========
Net loss allocated to
other partners $ (5,486,046) $ (660,695) $ (557,470)
$(1,165,234)
============= =========== ===========
===========
</TABLE>
* Amounts include $1,997,556, $351,123, $4,018,638, $1,267,427, $195,420
and $45,694 for Series 1, Series 2, Series 3, Series 4, Series 5, and
Series 6, respectively, of loss not recognized under the equity method of
accounting as described in note A.
F-46
<PAGE>
Boston Capital Tax Credit Fund Limited Partnership
Series 1 through Series 6
NOTES TO FINANCIAL STATEMENTS - CONTINUED
March 31, 1998, 1997 and 1996
NOTE C - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS
(Continued)
The combined summarized statements of operations of the
operating limited partnerships for the year ended December 31,
1997 are as follows:
COMBINED SUMMARIZED STATEMENTS OF OPERATIONS - CONTINUED
<TABLE>
Series 4 Series 5 Series 6
----------- ----------- -----------
<S> <C> <C> <C>
Revenue
Rental $ 9,217,674 $ 1,333,607 $ 6,836,867
Interest and other 300,810 74,014 379,269
Gain on extinguishment of debt - - -
----------- ----------- -----------
9,518,484 1,407,621 7,216,136
----------- ----------- -----------
Expenses
Interest 3,825,987 908,733 2,583,568
Depreciation and amortization 3,497,204 457,497 1,968,855
Taxes and insurance 1,144,373 136,130 807,208
Repairs and maintenance 1,467,787 379,476 1,005,435
Operating expenses 3,064,329 575,111 1,852,195
Other expenses 545,511 48,364 200,434
Impairment loss - - -
----------- ----------- -----------
13,545,191 2,505,311 8,417,695
----------- ----------- -----------
NET LOSS $(4,026,707) $(1,097,690) $(1,201,559)
=========== =========== ===========
Net loss allocated to Boston
Capital Tax Credit Fund Limited
Partnership* $(2,316,339) $ (330,438) $ (576,532)
=========== =========== ===========
Net loss allocated to other
partners $(1,710,368) $ (767,252) $ (625,027)
=========== =========== ===========
</TABLE>
* Amounts include $1,997,556, $351,123, $4,018,638,
$1,267,427, $195,420 and $45,694 for Series 1, Series 2,
Series 3, Series 4, Series 5, and Series 6, respectively,
of loss not recognized under the equity method of
accounting as described in note A.
F-47
<PAGE>
Boston Capital Tax Credit Fund Limited Partnership
Series 1 through Series 6
NOTES TO FINANCIAL STATEMENTS - CONTINUED
March 31, 1998, 1997 and 1996
NOTE C - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS
(Continued)
The combined summarized statements of operations of the
operating limited partnerships for the year ended December 31,
1996 are as follows:
COMBINED SUMMARIZED STATEMENTS OF OPERATIONS - CONTINUED
<TABLE>
Total Series 1 Series 2 Series 3
------------ ----------- ----------- -----------
<S> <C> <C> <C> <C>
Revenue
Rental $31,275,610 $ 5,275,820 $ 1,745,062 $ 6,972,510
Interest and other 1,396,112 154,876 101,243 268,427
Gain on
extinguishment of
debt 19,502,788 - - 1,980,910
------------ ----------- ----------- -----------
52,174,510 5,430,696 1,846,305 9,221,847
------------ ----------- ----------- -----------
Expenses
Interest 13,097,177 1,415,840 1,006,475 2,842,588
Depreciation and
amortization 12,569,585 2,037,600 602,619 2,936,807
Taxes and insurance 4,210,846 861,479 292,086 907,420
Repairs and
maintenance 5,769,844 1,164,155 429,013 1,394,625
Operating expenses 11,192,025 2,610,129 673,831 2,419,536
Other expenses 1,142,044 117,303 137,158 246,770
Impairment loss 16,849,150 - - -
------------ ----------- ----------- -----------
64,830,671 8,206,506 3,141,182 10,747,746
------------ ----------- ----------- -----------
NET LOSS $(12,656,161) $(2,775,810) $(1,294,877) $(1,525,899)
============ =========== =========== ===========
Net loss allocated to
Boston Capital Tax
Credit Fund Limited
Partnership* $(5,741,921) $(2,070,557) $ (671,827) $(1,028,871)
=========== =========== =========== ===========
Net loss allocated to
other partners $(6,914,240) $ (705,253) $ (623,050) $ (497,028)
=========== =========== =========== ===========
</TABLE>
* Amounts include $1,810,249, $379,097, $1,011,837, $842,476,
$210,989, and $33,953 for Series 1, Series 2, Series 3,
Series 4, Series 5, and Series 6, respectively, of loss not
recognized under the equity method of accounting as described
in note A.
F-48
<PAGE>
Boston Capital Tax Credit Fund Limited Partnership
Series 1 through Series 6
NOTES TO FINANCIAL STATEMENTS - CONTINUED
March 31, 1998, 1997 and 1996
NOTE C - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS
(Continued)
The combined summarized statements of operations of the
operating limited partnerships for the year ended December 31,
1996 are as follows:
COMBINED SUMMARIZED STATEMENTS OF OPERATIONS - CONTINUED
<TABLE>
Series 4 Series 5 Series 6
----------- ----------- -----------
<S> <C> <C> <C> <C>
Revenue
Rental $ 8,985,682 $ 1,416,152 $ 6,880,384
Interest and other 424,899 144,752 301,915
Gain on extinguishment of debt 10,435,603 - 7,086,275
----------- ----------- -----------
19,846,184 1,560,904 14,268,574
----------- ----------- -----------
Expenses
Interest 3,926,316 1,113,307 2,792,651
Depreciation and amortization 4,048,017 457,636 2,486,906
Taxes and insurance 1,161,046 211,844 776,971
Repairs and maintenance 1,467,094 341,239 973,718
Operating expenses 3,212,693 541,437 1,734,399
Other expenses 422,554 38,937 179,322
Impairment loss 8,424,575 - 8,424,575
----------- ----------- -----------
22,662,295 2,704,400 17,368,542
----------- ----------- -----------
NET LOSS $(2,816,111) $(1,143,496) $(3,099,968)
=========== =========== ===========
Net loss allocated to Boston
Capital Tax Credit Fund Limited
Partnership* $ (962,731) $ (325,089) $ (682,846)
=========== =========== ===========
Net loss allocated to other
partners $(1,853,380) $ (818,407) $(2,417,122)
=========== =========== ===========
</TABLE>
* Amounts include $1,810,249, $379,079, $1,011,837, $842,476, $210,989, and
$33,953 for Series 1, Series 2, Series 3, Series 4, Series 5, and Series
6, respectively, of loss not recognized under the equity method of
accounting as described in note A.
F-49
<PAGE>
Boston Capital Tax Credit Fund Limited Partnership
Series 1 through Series 6
NOTES TO FINANCIAL STATEMENTS - CONTINUED
March 31, 1998, 1997 and 1996
NOTE D - RECONCILIATION OF FINANCIAL STATEMENT NET LOSS TO INCOME
TAX RETURN
The partnership's net loss for financial reporting and income
tax return purposes for the year ended March 31, 1998 is
reconciled as follows:
<TABLE> Total Series 1 Series 2
Series 3
------------ ----------- -----------
- -----------
<S> <C> <C> <C> <C>
Net loss for financial
reporting purposes $ (5,755,977) $ (279,391) $ (351,747) $
(2,905,717)
Add: Related party
expenses 23,843 - 19,489
- -
Other 4,127,660 - -
4,127,660
Excess of book
depreciation over
tax depreciation
on operating
limited
partnership 10,364 - -
10,364
Less:
Excess of tax
depreciation
over book
depreciation on
operating
limited
partnership
assets (386,731) (20,634) (173,233)
- -
Operating limited
partnership loss
not allowed for
financial
reporting under
equity method of
accounting (7,875,858) (1,997,556) (351,123)
(4,018,638)
Other (409,610) (3,655) (276,855)
- -
Related party
expenses - - -
- -
Difference due to fiscal
year for business
purposes and calendar
year for tax purposes 13,971 8,043 92
(840)
Partnership management
fees not deductible
for tax purposes
until paid 954,708 180,864 69,240
269,988
----------- ----------- -----------
- ------------
Loss for income tax
return purposes, year
ended December 31,
1997 $ (9,297,630) $(2,112,329) $(1,064,137) $
(2,517,183)
============ =========== ===========
============
</TABLE>
F-50
<PAGE>
Boston Capital Tax Credit Fund Limited Partnership
Series 1 through Series 6
NOTES TO FINANCIAL STATEMENTS - CONTINUED
March 31, 1998, 1997 and 1996
NOTE D - RECONCILIATION OF FINANCIAL STATEMENT NET LOSS TO INCOME
TAX RETURN (Continued)
The partnership's net loss for financial reporting and income
tax return purposes for the year ended March 31, 1998 is
reconciled as follows:
<TABLE> Series 4 Series 5 Series 6
----------- ----------- -----------
<S> <C> <C> <C>
Net loss for financial reporting
purposes $(1,336,886) $ (189,612) $ (692,624)
Add: Related party expenses - 4,354 -
Other - - -
Excess of book depreciation
over tax depreciation on
operating limited
partnership - - -
Less: Excess of tax depreciation
over
book depreciation on
operating limited
partnership assets (40,771) (43,546) (108,547)
Operating limited partnership
loss not allowed for
financial reporting under
equity method of accounting (1,267,427) (195,420) (45,694)
Other (12,641) (79,705) (36,754)
Related party expenses - - -
Difference due to fiscal year for
book purposes and calendar year
for tax purposes 6,566 226 (116)
Partnership management fees not
deductible for tax purposes
until paid 250,884 39,456 144,276
----------- ----------- -----------
Loss for income tax purposes, year
ended December 31, 1997 $(2,400,275) $ (464,247) $ (739,459)
=========== =========== ===========
</TABLE>
F-51
<PAGE>
Boston Capital Tax Credit Fund Limited Partnership
Series 1 through Series 6
NOTES TO FINANCIAL STATEMENTS - CONTINUED
March 31, 1998, 1997 and 1996
NOTE D - RECONCILIATION OF FINANCIAL STATEMENT NET LOSS TO INCOME
TAX RETURN (Continued)
The partnership s net loss for financial reporting and income
tax return purposes for the year ended March 31, 1997 is
reconciled as follows:
<TABLE> Total Series 1 Series 2
Series 3
------------ ------------ ----------
- -------------
<S> <C> <C> <C> <C>
Net loss for financial
reporting purposes $ (2,525,171) $ (460,132) $ (378,988) $
(315,542)
Add: Related party
expenses 333,310 195 266,496
24,916
Other 855,708 6,135 11,469
- -
Excess of book
depreciation over
tax depreciation
on operating
limited
partnership - - -
- -
Less:
Excess of tax
depreciation
over book
depreciation on
operating
limited
partnership
assets (446,187) (20,151) (158,776)
(61,921)
Operating limited
partnership loss
not allowed for
financial
reporting under
equity method of
accounting (4,288,601) (1,810,249) (379,097)
(1,011,837)
Other (595,522) - -
(5,190)
Related party
expenses (51,096) - -
- -
Difference due to fiscal
year for business
purposes and calendar
year for tax purposes 85,147 1,185 (20)
79,918
Partnership management
fees not deductible
for tax purposes
until paid 954,708 180,864 69,240
269,988
------------ ------------ ----------
- -------------
Loss for income tax
return purposes, year
ended December 31,
1996 $ (5,677,704) $ (2,102,153) $ (569,676) $
(1,019,668)
============ ============ ==========
=============
</TABLE>
F-52
<PAGE>
Boston Capital Tax Credit Fund Limited Partnership
Series 1 through Series 6
NOTES TO FINANCIAL STATEMENTS - CONTINUED
March 31, 1998, 1997 and 1996
NOTE D - RECONCILIATION OF FINANCIAL STATEMENT NET LOSS TO INCOME
TAX RETURN (Continued)
The partnership s net loss for financial reporting and income
tax return purposes for the year ended March 31, 1997 is
reconciled as follows:
<TABLE> Series 4 Series 5 Series 6
----------- ----------- -----------
<S> <C> <C> <C>
Net loss for financial reporting
purposes $ (401,344) $ (164,276) $ (804,889)
Add: Related party expenses 24,168 17,535 -
Other 531,575 151,058 155,471
Excess of book depreciation
over tax depreciation on
operating limited
partnership - - -
Less: Excess of tax depreciation
over
book depreciation on
operating limited
partnership assets (99,099) (44,543) (61,697)
Operating limited partnership
loss not allowed for
financial reporting under
equity method of accounting (842,476) (210,989) (33,953)
Other (171,294) - (419,038)
Related party expenses - (2,080) (49,016)
Difference due to fiscal year for
book purposes and calendar year
for tax purposes (2,996) (38) 7,098
Partnership management fees not
deductible for tax purposes
until paid 250,884 39,456 144,276
----------- ----------- -----------
Loss for income tax return
purposes, year ended December
31, 1996 $ (710,582) $ (213,877) $(1,061,748)
=========== =========== ===========
</TABLE>
F-53
<PAGE>
Boston Capital Tax Credit Fund Limited Partnership
Series 1 through Series 6
NOTES TO FINANCIAL STATEMENTS - CONTINUED
March 31, 1998, 1997 and 1996
NOTE D - RECONCILIATION OF FINANCIAL STATEMENT NET LOSS TO INCOME
TAX RETURN (Continued)
The partnership's net loss for financial reporting and income
tax return purposes for the year ended March 31, 1996 is
reconciled as follows:
<TABLE> Total Series 1 Series 2 Series
3
------------ ----------- ----------
- ------------
<S> <C> <C> <C> <C>
Net loss for financial
reporting purposes $ (6,196,909) $ (579,983) $ (338,771) $
(2,209,706)
Add: Related party 62,606 - -
- -
expenses
Other 586,858 168,952 166,662
15,935
Excess of book
depreciation over
tax depreciation
on operating
limited
partnership - - -
- -
Less: Excess of tax
depreciation over
book depreciation
on operating
limited
partnership
assets (487,145) (20,202) (136,686)
(23,510)
Operating limited
partnership loss
not allowed for
financial
reporting under
equity method of
accounting (4,075,263) (1,679,077) (677,898)
(726,908)
Other (345,874) - -
(215,253)
Related party (52,072) - (7,264)
(41,054)
expenses
Difference due to fiscal
year for book purposes
and calendar year for
tax purposes 1,068,908 26,300 295,894
(63,437)
Partnership management
fees not deductible
for tax purposes until
paid 792,327 162,093 67,136
260,115
------------ ----------- ----------
- ------------
Loss for income tax
return purposes, year
ended December 31,
1995 $ (8,646,564) $ (1,921,917) $ (630,927) $
(3,003,818)
============ =========== ==========
============
</TABLE>
F-54
<PAGE>
Boston Capital Tax Credit Fund Limited Partnership
Series 1 through Series 6
NOTES TO FINANCIAL STATEMENTS - CONTINUED
March 31, 1998, 1997 and 1996
NOTE D - RECONCILIATION OF FINANCIAL STATEMENT NET LOSS TO INCOME
TAX RETURN (Continued)
The partnership's net loss for financial reporting and income
tax return purposes for the year ended March 31, 1996 is
reconciled as follows:
<TABLE> Series 4 Series 5 Series 6
----------- ----------- -----------
<S> <C> <C> <C>
Net loss for financial reporting
purposes $(2,005,716) $ (295,000) $ (767,733)
Add: Related party expenses 56,688 - 5,918
Other 124,808 110,501 -
Excess of book depreciation
over tax depreciation on
operating limited
partnership - - -
Less: Excess of tax depreciation
over book
depreciation on operating
limited partnership assets (80,873) (36,456) (189,418)
Operating limited partnership
loss not allowed for
financial reporting under
equity method of accounting (744,126) (216,335) (30,919)
Other - - (130,621)
Related party expenses - (3,754) -
Difference due to fiscal year for
book purposes and calendar year
for tax purposes (1,069) 214,681 596,539
Partnership management fees not
deductible for tax purposes until
paid 245,494 (51,544) 109,033
----------- ----------- -----------
Loss for income tax return
purposes, year ended December 31,
1995 $(2,404,794) $ (277,907) $ (407,201)
=========== =========== ===========
</TABLE>
F-55
<PAGE>
Boston Capital Tax Credit Fund Limited Partnership
Series 1 through Series 6
NOTES TO FINANCIAL STATEMENTS - CONTINUED
March 31, 1998, 1997 and 1996
NOTE D - RECONCILIATION OF FINANCIAL STATEMENT NET LOSS TO INCOME
TAX RETURN (Continued)
The difference between the investments in operating limited
partnerships for tax purposes and financial statements purposes
are primarily due to the differences in the losses not
recognized under the equity method of accounting and the
historic tax credits taken for income tax purposes. At March
31, 1998, the differences are as follows:
<TABLE>
Total Series 1 Series 2
Series 3
------------ ------------ ----------
- ------------
<S> <C> <C> <C> <C>
Investment in operating
limited partnerships
- tax return December
31, 1997 $ 570,562 $ (8,293,861) $ 1,188,005 $
526,283
Add back losses not
recognized under the
equity method 24,188,312 9,440,838 1,420,570
7,551,598
Historic tax credits 5,438,567 - -
1,754,704
Less share of loss -
three months ended
March 31, 1998 (1,466,033) (667,397) -
(798,636)
Other (7,483,578) (440,570) (719,426)
(4,175,636)
------------ ------------ ----------
- ------------
Investment in operating
limited partnerships
- as reported $ 21,247,830 $ 39,010 $ 1,889,149 $
4,858,313
============ ============ ==========
============
</TABLE>
F-56
<PAGE>
Boston Capital Tax Credit Fund Limited Partnership
Series 1 through Series 6
NOTES TO FINANCIAL STATEMENTS - CONTINUED
March 31, 1998, 1997 and 1996
NOTE D - RECONCILIATION OF FINANCIAL STATEMENT NET LOSS TO INCOME TAX RETURN
(Continued)
The difference between the investments in operating limited partnerships
for tax purposes and financial statements purposes are primarily due to the
differences in the losses not recognized under the equity method of
accounting and the historic tax credits taken for income tax purposes. At
March 31, 1998, the differences are as follows:
<TABLE>
Series 4 Series 5 Series 6
----------- ----------- -----------
<S> <C> <C> <C>
Investment in operating limited
partnerships - tax return
December 31, 1997 $ 2,390,255 $ 1,421,955 $ 3,337,925
Add back losses not recognized
under the equity method 4,938,252 622,744 214,310
Historic tax credits 3,125,698 - 558,165
Less share of loss - three months
ended March 31, 1998 - - -
Other (1,701,702) (871,546) 425,302
----------- ----------- -----------
Investment in operating limited
partnerships - as reported $ 8,752,503 $ 1,173,153 $ 4,535,702
=========== =========== ===========
</TABLE>
F-57
<PAGE>
Boston Capital Tax Credit Fund Limited Partnership
Series 1 through Series 6
NOTES TO FINANCIAL STATEMENTS - CONTINUED
March 31, 1998, 1997 and 1996
NOTE D - RECONCILIATION OF FINANCIAL STATEMENT NET LOSS TO INCOME
TAX RETURN (Continued)
The difference between the investments in operating limited
partnerships for tax purposes and financial statements purposes
are primarily due to the differences in the losses not
recognized under the equity method of accounting and the
historic tax credits taken for income tax purposes. At March
31, 1997, the differences are as follows:
<TABLE>
Total Series 1 Series 2
Series 3
------------ ----------- -----------
- -----------
<S> <C> <C> <C> <C>
Investment in operating
limited partnerships
- tax return December
31, 1996 $ 9,769,059 $(6,201,583) $ 2,233,010 $
3,046,577
Add back losses not
recognized under the
equity method 16,312,454 7,443,282 1,069,447
3,532,960
Historic tax credits 5,438,567 - -
1,754,704
Less share of loss -
three months ended
March 31, 1997 (1,466,033) (667,397) -
(798,636)
Other (4,126,541) (456,553) (1,150,023)
(54,408)
----------- ----------- -----------
- -----------
Investment in operating
limited partnerships
- as reported $ 25,927,506 $ 117,749 $ 2,152,434 $
7,481,197
============ =========== ===========
===========
</TABLE>
F-58
<PAGE>
Boston Capital Tax Credit Fund Limited Partnership
Series 1 through Series 6
NOTES TO FINANCIAL STATEMENTS - CONTINUED
March 31, 1998, 1997 and 1996
NOTE D - RECONCILIATION OF FINANCIAL STATEMENT NET LOSS TO INCOME TAX RETURN
(Continued)
The difference between the investments in operating limited partnerships
for tax purposes and financial statements purposes are primarily due to the
differences in the losses not recognized under the equity method of
accounting and the historic tax credits taken for income tax purposes. At
March 31, 1997, the differences are as follows:
<TABLE>
Series 4 Series 5 Series 6
----------- ----------- -----------
<S> <C> <C> <C>
Investment in operating limited
partnerships - tax return
December 31, 1996 $ 4,760,005 $ 1,871,291 $ 4,059,759
Add back losses not recognized
under the equity method 3,670,825 427,324 168,616
Historic tax credits 3,125,698 - 558,165
Less share of loss - three months
ended March 31, 1997 - - -
Other (1,755,113) (990,444) 280,000
----------- ----------- -----------
Investment in operating limited
partnerships - as reported $ 9,801,415 $ 1,308,171 $ 5,066,540
=========== =========== ===========
</TABLE>
F-59
<PAGE>
Boston Capital Tax Credit Fund Limited Partnership
Series 1 through Series 6
NOTES TO FINANCIAL STATEMENTS - CONTINUED
March 31, 1998, 1997 and 1996
NOTE E - CASH EQUIVALENTS
Cash equivalents of $176,885 and $224,629 as of March 31, 1998
and 1997, respectively, include a repurchase agreement and a
money market account with interest rates ranging from 2.70% to
2.84% per annum.
F-60
