June 27, 1997
Securities and Exchange Commission
Filer Support, Edgar
Operation Center, Stop 0-7
6432 General Green Way
Alexandria, VA 22312
Boston Financial Qualified Housing Tax Credits L.P. III
Form 10-K Annual Report for Year Ended March 31, 1997
File Number 01-18462
Gentlemen:
Pursuant to the requirements of Section 15(d) of the Securities Exchange Act of
1934, there is filed herewith one copy of subject report.
Very truly yours,
/s/Veronica J. Curioso
Veronica J. Curioso
Assistant Controller
QH310K-K
<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
Annual Report Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
For the fiscal year ended Commission file number
March 31, 1997 01-18462
BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. III
(Exact name of registrant as specified in its charter)
Delaware 04-3032106
(State of organization) (I.R.S. Employer
Identification No.)
101 Arch Street, 16th Floor
Boston, Massachusetts 02110-1106
(Address of Principal executive office) (Zip Code)
Registrant's telephone number, including area code 617/439-3911
Securities registered pursuant to Section 12(b) of the Act:
Name of each exchange on
Title of each class which registered
None None
Securities registered pursuant to Section 12(g) of the Act:
UNITS OF LIMITED PARTNERSHIP INTEREST
(Title of Class)
100,000
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
Yes X No
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K (Subsection 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. [ X ]
State the aggregate sales price of partnership units held by nonaffiliates of
the registrant.
$99,610,000 as of March 31, 1997
<PAGE>
DOCUMENTS INCORPORATED BY REFERENCE: LIST THE FOLLOWING DOCUMENTS IF
INCORPORATED BY REFERENCE AND THE PART OF THE FORM 10-K INTO WHICH THE
DOCUMENT IS INCORPORATED: (1) ANY ANNUAL REPORT TO SECURITY HOLDERS;
(2) ANY PROXY OR INFORMATION STATEMENT; AND (3) ANY PROSPECTUS FILED PURSUANT
TO RULE 424(b) OR (c) UNDER THE SECURITIES ACT OF 1933.
Part of Report on
Form 10-K into
Which the Document
Documents incorporated by reference is Incorporated
Post-effective Amendment No. 1 to the Form S-11
Registration Statement, File # 33-24175 Part I, Item 1
Supplement No. 4 to the Prospectus, dated May 9, 1989 Part I, Item 1
Report on Form 8-K dated November 21, 1989 Part I, Item 1
Acquisition Reports Part I, Item 1
Prospectus - Sections Entitled:
"Investment Objectives and Policies -
Principal Investment Policies Part I, Item 1
"Estimated Use of Proceeds" Part III, Item 13
"Management Compensation and Fees" Part III, Item 13
"Profits and Losses for Tax Purposes, Tax
Credits and Cash Distributions" Part III, Item 13
<PAGE>
BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. III
(a Limited Partnership)
ANNUAL REPORT ON FORM 10-K FOR THE YEAR ENDED MARCH 31, 1997
TABLE OF CONTENTS
PART I Page No.
Item 1 Business K-3
Item 2 Properties K-7
Item 3 Legal Proceedings K-19
Item 4 Submission of Matters to a
Vote of Security Holders K-19
PART II
Item 5 Market for the Registrant's Units
and Related Security Holder Matters K-19
Item 6 Selected Financial Data K-20
Item 7 Management's Discussion and Analysis of
Financial Condition and Results of Operations K-21
Item 8 Financial Statements and Supplementary Data K-25
Item 9 Changes in and Disagreements with
accountants on Accounting and Financial
Disclosure K-25
PART III
Item 10 Directors and Executive Officers
of the Registrant K-25
Item 11 Management Remuneration K-25
Item 12 Security Ownership of Certain Beneficial
Owners and Management K-27
Item 13 Certain Relationships and Related
Transactions K-27
PART IV
Item 14 Exhibits, Financial Statement Schedule
and Reports on Form 8-K K-30
SIGNATURES K-31
<PAGE>
PART I
Item 1. Business
Boston Financial Qualified Housing Tax Credits L.P. III (the "Partnership") is a
limited partnership formed on August 9, 1988 under the Uniform Limited
Partnership Act of the State of Delaware. The Certificate and Agreement of
Limited Partnership ("Partnership Agreement") authorized the sale of up to
100,000 units of Limited Partnership Interest ("Units") at $1,000 per Unit,
adjusted for certain discounts. The Partnership raised $99,610,000 ("Gross
Proceeds"), net of discounts of $390,000, through the sale of 100,000 Units.
Such amounts exclude five unregistered Units previously acquired for $5,000 by
the Initial Limited Partner, which is also one of the General Partners. The
offering of Units terminated on May 30, 1989. No further sale of Units is
expected.
As described more fully under Item 7 - Management's Discussion and Analysis of
Financial Condition and Results of Operations, affiliates of the Managing
General Partner assumed the Local General Partner interest in several Local
Limited Partnerships in which the Partnership has invested: 1) BF Harbour View,
Inc. assumed the Local General Partner interest in 241 Pine Street Associates
L.P. ("241 Pine Street"); 2) BF Willow Lake, Inc. assumed the Local General
Partner interest in Willow Lake Partners II, L.P. ("Willow Lake"); 3) BF Texas
Limited Partnership was admitted as an additional Local General Partner to
thirteen Local Limited Partnerships ("Texas Partnerships") and assumed the Local
General Partner interest in the Temple Kyle, L.P., Ltd. (the "Kyle"); and 4)
Boston Financial GP-I, LLC. assumed the Local General Partner interest in
Breckenridge Creste Apartments, L.P. ("Breckenridge"). As a result, the
Partnership is deemed to have control over 241 Pine Street, Willow Lake, the
Texas Partnerships, the Kyle and Breckenridge (the "Combined Entities"), and the
accompanying financial statements are presented in combined form to conform with
the required accounting treatment under generally accepted accounting
principles. As described more fully in Item 7 - Management's Discussion and
Analysis of Financial Condition and Results of Operations, BF Texas has
relinquished control of one Texas Partnership, and the Managing General Partner
has transferred all of the assets of five Texas Partnerships subject to their
liabilities to unaffiliated entities. As of March 31, 1997, the remaining seven
Texas Partnerships are presented in combined form. However, these changes only
affect the presentation of the Partnership's operating results, not the business
of the Partnership. Accordingly, a presentation of information about industry
segments is not applicable and would not be material to an understanding of the
Partnership's business taken as a whole.
The Partnership has invested as a limited partner in fifty-two other limited
partnerships ("Local Limited Partnerships") which own and operate residential
apartment complexes ("Properties"), some of which benefit from some form of
federal, state or local assistance programs and all of which qualify for the
low-income housing tax credits ("Tax Credits") that were added to the Internal
Revenue Code by the Tax Reform Act of 1986 (the "Code"). The investment
objectives of the Partnership include the following: (i) to provide current tax
benefits in the form of Tax Credits which qualified limited partners may use to
offset their federal income tax liability; (ii) to preserve and protect the
Partnership's capital; (iii) to provide limited cash distributions from property
operations which are not expected to constitute taxable income during the
expected duration of the Partnership's operations; and (iv) to provide cash
distributions from sale or refinancing transactions. There cannot be any
assurance that the Partnership will attain any or all of these investment
objectives.
A more detailed discussion of these investment objectives, along with the risks
in achieving them, is contained in the section of the prospectus entitled
"Investment Objectives and Policies - Principal Investment Policies" which is
herein incorporate by this reference.
Table A on the following pages lists the Properties owned by Local Limited
Partnerships in which the Partnership has invested. Item 7 of this Report
contains other significant information with respect to such Local Limited
Partnerships. As required by applicable rules, the terms of the acquisition of
Local Limited Partnership interests have been described in supplements to the
Prospectus and collected in one post-effective amendment to the Registration
Statement, in another supplement to the Prospectus and in a report on Form 8-K
listed in Part IV of this Report (collectively, the "Acquisition Reports"); such
descriptions are incorporated herein by this reference.
<PAGE>
TABLE A
SELECTED LOCAL LIMITED
PARTNERSHIP DATA
(Unaudited)
<TABLE>
<CAPTION>
Properties Owned by Date
Local Limited Interest
Partnerships* Location Acquired
<S> <C> <C>
West Dade Miami, FL 12/31/88
West Dade II Miami, FL 12/31/88
Regency Square Dayton, OH 03/13/89
Westwood Manor Flint, MI 02/21/89
Rolling Hills Dayton, OH 03/13/89
Boulevard Commons II Chicago, IL 04/04/89
Boulevard Commons IIA Chicago, IL 04/04/89
Fox Run Housing Victoria, TX 04/07/89
Waterfront Buffalo, NY 04/28/89
Shoreline Buffalo, NY 04/28/89
Colony Apartments* Columbia, SC 05/19/89
Admiral Court Philadelphia, PA 06/07/89
Crestwood** Bridgeport, TX 06/05/89
Elmwood Aurora, CO 05/16/89
El Jardin Davie, FL 06/14/89
Ashley Place Orlando, FL 06/23/89
Willowick** Gainesville, TX 06/30/89
Kirkendall Heights Ellsworth, KS 07/19/89
Bentley Hill Syracuse, KS 06/30/89
Columbia Townhouses Burlington, IA 07/28/89
Quartermill Richmond, VA 08/02/89
Ponca Manor Satanta, KS 07/28/89
Pearl Place Rossville, KS 07/28/89
Crown Point** Venus, TX 08/22/89
Godley Arms** Godley, TX 08/25/89
Pilot Point** Pilot Point, TX 08/22/89
Sherwood Arms** Keene, TX 08/22/89
South Holyoke Holyoke, MA 08/29/89
Walker Woods Dover, DE 08/30/89
Lakeway Colony** Lake Dallas, TX 08/30/89
One Main Place** Little Elm, TX 08/22/89
Eaglewood Covington, TN 09/06/89
Harbour View* Staten Island, NY 09/29/89
Georgetown II Georgetown, DE 09/28/89
Granite* Boston, MA 09/29/89
Garden Plain Garden Plain, KS 08/09/89
Fulton Fulton, KY 10/05/89
Lone Oak** Graham, TX 10/06/89
Hallet West** Hallettsville, TX 11/20/89
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
Properties Owned by Date
Local Limited Interest
Partnerships* Location Acquired
<S> <C> <C>
Glenbrook** St. Jo, TX 10/06/89
Eagles Nest** Decatur, TN 10/06/89
Billings Family Billings, MO 08/09/89
Brownsville Brownsville, TN 08/09/89
Sunnyhill Villa Wayne, NE 08/09/89
Longview Humboldt, KS 10/13/89
Horseshoe Bend Horseshoe Bend, AR 08/09/89
Briarwood II Lake Havasua, AZ 10/04/89
Quail Run** Iowa Park, TX 10/06/89
Smithville Smithville, MO 08/09/89
Aurora East Denver, CO 11/06/89
Elver Park II Madison, WI 11/09/89
Elver Park III Madison, WI 11/09/89
Tucson Trails I Madison, WI 11/22/89
Tucson Trails II Madison, WI 11/23/89
Pleasant Plaza Malden, MA 12/01/89
241 Pine Street Manchester, NH 12/04/89
Heather Oaks Oak Grove, MO 11/24/89
Riverfront Sunbury, PA 12/26/89
Susquehanna View Camp Hill, PA 12/26/89
Breckenridge* Duluth, GA 12/19/89
Wood Creek Calcium, NY 12/15/89
Willow Lake* Kansas City, MO 12/20/89
Ashton Heights Bolivar, MO 12/15/89
Fouche Valley Perryville, AR 05/01/90
Altheimer Altheimer, AR 04/18/90
Kyle Hotel Temple, TX 06/12/90
Diversey Square Chicago, IL 12/01/90
Poplar Village Cumberland, KY 12/30/90
Lexington Lexington, TN 12/29/90
</TABLE>
* The Partnership's interest in profits and losses of each Local Limited
Partnership arising from normal operations is 99% with the exception of
five Local Limited Partnerships in which the Partnership acquired a 98%
interest (Willow Lake), 98% interest (Breckenridge), 97% interest
(Granite), 49% interest (Colony Apartments) and a 48.96% interest (Harbour
View). Profits and losses arising from sale or refinancing transactions
are allocated in accordance with the respective Local Limited Partnership
Agreements.
** As of March 31, 1997, the Managing General Partner has transferred all
of the assets of five of the Texas Partnerships subject to their
liabilities to unaffiliated entities. The transfer of Crown Point, Godley
Arms, Glenbrook Apartments, Quail Run Apartments and Sherwood Arms Housing
were effective February 21, 1996, February 21, 1996, June 7, 1996, July 3,
1996 and November 26, 1996, respectively. Negotiations between the
Managing General Partner, the Lender and prospective buyers have continued
through the past quarter resulting in a revised disposition plan for the
remaining Texas Partnerships. The new plan will transfer title to the
eight remaining Texas Partnerships (Crestwood Place, Eagle Nest
Apartments, Hallet-West Apartments, Lone Oak Apartments, One Main Place,
Pilot Point Apartments, Lakeway Colony and Willowick Apartments) to
unaffiliated buyers. If negotiations continue as expected, this transfer
will occur during the second or third quarter of calendar 1997. In the
meantime, operating deficits continue to be funded from Partnership
Reserves.
<PAGE>
Although the Partnership's investments in Local Limited Partnerships are not
subject to seasonal fluctuations, the Partnership's equity in losses of Local
Limited Partnerships and rental operating revenues and expenses, to the extent
they reflect the operations of individual Properties, may vary from quarter to
quarter based upon changes in occupancy and operating expenses as a result of
seasonal factors.
With the exception of the Combined Entities, each Local Limited Partnership has,
as its general partners ("Local General Partners"), one or more individuals or
entities not affiliated with the Partnership or its General Partners. In
accordance with the partnership agreements under which such entities are
organized ("Local Limited Partnership Agreements"), the Partnership depends on
the Local General Partners for the management of each Local Limited Partnership.
As of March 31, 1997, the following Local Limited Partnerships have a common
Local General Partner or affiliated group of Local General Partners accounting
for the specified percentage of the original investment in Local Limited
Partnerships: (i) Regency Square and Rolling Hills, representing 7.6%, have
Folkers Associates as Local General Partner; (ii) Boulevard Commons II and
Boulevard Commons IIA, representing 2.24%, have Carroll Properties, Inc. and
Robert King as Local General Partners; (iii) Ellsworth, Syracuse, Satanta,
Rossville, Humbolt, Smithville, Brownsville, Briarwood, Billings, Garden Plain,
Wayne, Horseshoe Bend, Bolivar, Oak Grove, Westgate and Altheimer, representing
2.16%, have The Lockwood Group as Local General Partner; (iv) Elver Park II,
Elver Park III, Tucson Trails I and Tucson Trails II, representing 5.9%, have
Gorman Associates as Local General Partner; (v) Riverfront Apartments and
Susquehanna View, representing 5.51%, have NCHP as Local General Partner; (vi)
West Dade and West Dade II, representing 6.01%, have Romat, Inc. and Arbor,
Inc., respectively, both of which have Aristedes Martinez as principal, as Local
General Partner; (vii) Elmwood and Fox Run, representing 3.57%, have Delwood
Ventures, Inc. and R.S.F. Ventures, Inc. as Local General Partners,
respectively, both of which have Raymond Baker as principal; (viii) Eaglewood,
Lexington and Fulton, representing .70%, have Tommy Harper, Jerry Blurt and
Chris Turskey as Local General Partners; and (ix) Waterfront and Shoreline,
representing 6.17%, have M.B. Associates as Local General Partner. The Local
General Partners of the remaining Local Limited Partnerships are identified in
the Acquisition Reports, which are incorporated herein by reference.
The Properties owned by Local Limited Partnerships in which the Partnership has
invested are and will continue to be subject to competition from existing and
future properties in the same areas. The continued success of the Partnership
will depend on many factors, most of which are beyond the control of the
Partnership and which cannot be predicted at this time. Such factors include
general economic and real estate market conditions, both on a national basis and
in those areas where the Properties are located, the availability and cost of
borrowed funds, real estate tax rates, operating expenses, energy costs and
government regulations. In addition, other risks inherent in real estate
investment may influence the ultimate success of the Partnership, including: (i)
possible reduction in rental income due to an inability to maintain high
occupancy levels or adequate rental levels; (ii) possible adverse changes in
general economic conditions and adverse local conditions, such as competitive
overbuilding, a decrease in employment rates or adverse changes in real estate
laws, including building codes; and (iii) the possible future adoption of rent
control legislation which would not permit increased costs to be passed on to
the tenants in the form of rent increases or which would suppress the ability of
the Local Limited Partnership to generate operating cash flow. Since most of the
Properties benefit from some form of government assistance, the Partnership is
subject to the risks inherent in that area including decreased subsidies,
difficulties in finding suitable tenants and obtaining permission for rent
increases. In addition, any Tax Credits allocated to investors with respect to a
Property are subject to recapture to the extent that the Property or any portion
thereof ceases to qualify for the Tax Credits. Other future changes in Federal
and state income tax laws affecting real estate ownership or limited
partnerships could have a material and adverse affect on the business of the
Partnership.
The Partnership is managed by Arch Street III, Inc., the Managing General
Partner of the Partnership. The other General Partner of the Partnership is Arch
Street III Limited Partnership. To economize on direct and indirect payroll
costs, the Partnership, which does not have any employees, reimburses The Boston
Financial Group Limited Partnership ("Boston Financial"), an affiliate of the
General Partners, for certain expenses and overhead costs. A complete discussion
of the management of the Partnership is set forth in Item 10 of this Report.
<PAGE>
Item 2. Properties
The Partnership owns limited partnership interests in sixty-nine Local Limited
Partnerships which own and operate Properties, some of which benefit from some
form of federal, state or local assistance programs and all of which qualify for
the Tax Credits added to the Code by the Tax Reform Act of 1986. The
Partnership's ownership interest in each Local Limited Partnership is generally
99%, except for Willow Lake, Granite, Colony Apartments and Harbour View, where
the Partnership's ownership interest is 98%, 97%, 49% and 48.96%, respectively.
Each of the Local Limited Partnerships has received an allocation of Tax Credits
from its relevant state tax credit agency. In general, the Tax Credit runs for
ten years from the date the Property is placed in service. The required holding
period (the "Compliance Period") of the Properties is fifteen years. During
these fifteen years, the Properties must satisfy rent restrictions, tenant
income limitations and other requirements, as promulgated by the Internal
Revenue Code, in order to maintain eligibility for the Tax Credit at all times
during the Compliance Period. Once a Local Limited Partnership has become
eligible for the Tax Credits, it may lose such eligibility and suffer an event
of recapture if its Property fails to remain in compliance with the
requirements.
In addition, some of the Local Limited Partnerships have obtained one or a
combination of different types of loans such as: i) below market rate interest
loans; ii) loans provided by a redevelopment agency of the town or city in which
the property is located at favorable terms; and iii) loans which have repayment
terms that are based on a percentage of cash flow.
The schedules on the following pages provide certain key information on the
Local Limited Partnership interests acquired by the Partnership.
<PAGE>
<TABLE>
<CAPTION>
Capital Contributions
Local Limited Partnership Total Total Mtge. Loans Occupancy
Property Name Number of Committed at Paid through payable at Type of at March
Property Location Apt. Units March 31, 1997 March 31, 1997 December 31, 1996 Subsidy* 31, 1997
- --------------------------------- -------------- ----------------- --------------- ---------------- --------- ----------
<S> <C> <C> <C> <C> <C> <C>
West Dade LTD, A Limited Partnership
West Dade
Miami, FL 122 $1,513,936 $1,513,936 $4,087,350 Section 8 95%
West Dade LTD II, A Limited Partnership
West Dade II
Miami, FL 209 3,039,442 3,039,442 8,367,742 Section 8 96%
Westwood Manor Limited Dividend
Housing Association L.P.
Westwood Manor
Flint, MI 144 1,165,925 1,165,925 3,364,998 Section 8 98%
Rolling Hills Associates L.P.
Rolling Hills
Dayton, OH 150 2,883,000 2,883,000 3,107,682 Section 8 48%
Regency Square Limited Partnership
Regency Square
Dayton, OH 140 2,772,000 2,772,000 3,301,775 Section 8 20%
Shoreline Limited Partnership
Shoreline
Buffalo, NY 142 1,079,318 1,079,318 6,461,589 None 76%
Waterfront Limited Partnership
Waterfront
Buffalo, NY 472 3,597,307 3,597,307 23,125,955 None 74%
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
Capital Contributions
Local Limited Partnership Total Total Mtge. Loans Occupancy
Property Name Number of Committed at Paid through payable at Type of at March
Property Location Apt. Units March 31, 1997 March 31, 1997 December 31, 1996 Subsidy* 31, 1997
- -------------------------------- ----------- ------------------ ---------------- ------------------- ---------- -----------
<S> <C> <C> <C> <C> <C> <C>
Fox Run Housing
Fox Run
Victoria, TX 150 1,605,775 1,605,775 4,132,463 Section 8 95%
Boulevard Commons Limited
Partnership II
Boulevard Commons II
Chicago, IL 61 517,175 517,175 717,387 Section 8 100%
The Colony Apartments, L.P.
A Limited Partnership
Colony Apartments
Columbia, SC 300 1,762,500 1,762,500 8,639,305 Section 8 95%
Boulevard Commons Limited
Partnership IIA
Boulevard Commons IIA
Chicago, IL 42 1,179,812 1,179,812 1,559,802 Section 8 79%
Ashley Place, LTD
A Florida Limited Partnership
Ashley Place
Orlando, FL 96 2,002,560 2,002,560 2,826,469 None 99%
Admiral Housing Limited Partnership
Admiral Court
Philadelphia, PA 46 1,900,000 1,900,000 2,478,296 Section 8 86%
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
Capital Contributions
Local Limited Partnership Total Total Mtge. Loans Occupancy
Property Name Number of Committed at Paid through payable at Type of at March
Property Location Apt. Units March 31, 1997 March 31, 1997 December 31, 1996 Subsidy* 31, 1997
- ---------------------------------- ------------ -------------- ---------------- -------------------- -------- ----------
<S> <C> <C> <C> <C> <C> <C>
Prarieland Property of Syracuse, L.P.
Bentley Hill
Syracuse, KS 8 52,150 52,150 241,402 FmHA 100%
El Jardin of Davie, Ltd.
El Jardin
Davie, FL 236 2,022,100 2,022,100 6,859,190 Section 8 98%
EDM Housing Associates LTD
A Limited Partnership
Elmwood Delmar
Aurora, CO 95 1,102,025 1,102,025 3,144,082 Section 8 98%
Bridgeport Housing Associates, LTD**(A)
Crestwood
Bridgeport, TX 24 95,367 95,367 365,986 FmHA 42%
Willowick Housing Associates, LTD**(A)
Willowick
Gainesville, FL 60 311,761 311,761 1,150,688 FmHA 30%
Ellsworth Senior Housing, L.P.
Kirkendall Heights
Ellsworth, KS 12 69,658 69,658 329,346 FmHA 92%
Prairieland Properties of Satanta, L.P.
Ponca Manor
Satanta, KS 8 49,915 49,915 224,206 FmHA 100%
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
Capital Contributions
Local Limited Partnership Total Total Mtge. Loans Occupancy
Property Name Number of Committed at Paid through payable at Type of at March
Property Location Apt. Units March 31, 1997 March 31, 1997 December 31, 1996 Subsidy* 31, 1997
- -------------------------------- -------------- ---------------- ---------------- ----------------- --------- ----------
<S> <C> <C> <C> <C> <C> <C>
Rossville Senior Housing L.P.
Pearl Place
Rossville, KS 10 58,855 58,855 279,995 FmHA 90%
Columbia Townhouse Associates, L.P.
Columbia Townhouses
Burlington, IA 56 752,450 752,450 1,398,816 Section 8 100%
Quartermill Associates, L.P.
A Virginia Limited Partnership
Quartermill
Richmond, VA 266 7,705,500 7,705,500 7,185,259 None 100%
One Main Place Housing
Associates, LTD**(A)
One Main Place
Little Elm, TX 24 80,374 80,374 364,887 FmHA 38%
Pilot Point Housing Associates, LTD**(A)
Pilot Point
Pilot Point, TX 40 113,980 113,980 545,266 FmHA 50%
Sherwood Arms Housing
Associates, LTD (A)
Sherwood Arms
Keene, TX
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
Capital Contributions
Local Limited Partnership Total Total Mtge. Loans Occupancy
Property Name Number of Committed at Paid through payable at Type of at March
Property Location Apt. Units March 31, 1997 March 31, 1997 December 31, 1996 Subsidy* 31, 1997
- ------------------------------- -------------- ----------------- ---------------- ------------------- --------- ----------
<S> <C> <C> <C> <C> <C> <C>
Crown Point Housing
Associates, LTD (A)
A Texas Limited Partnership
Crown Point
Venus, TX
Godley Arms Housing
Associates, LTD (A)
Godley Arms
Godley, TX
South Holyoke Limited Partnership
South Holyoke
Holyoke, MA 48 1,119,330 1,119,330 2,760,370 None 88%
Harbour View
A Limited Partnership
Harbour View
Staten Island, NY 122 1,350,000 1,350,000 9,549,824 None 93%
Walker Woods Partners, L.P.
Walker Woods
Dover, DE 51 1,452,380 1,452,380 2,363,190 None 90%
Boston Financial Texas Properties
Limited Partnership III**(A)
Lakeway Colony
Lake Dallas, TX 40 179,358 179,358 503,235 FmHA 60%
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
Capital Contributions
Local Limited Partnership Total Total Mtge. Loans Occupancy
Property Name Number of Committed at Paid through payable at Type of at March
Property Location Apt. Units March 31, 1997 March 31, 1997 December 31, 1996 Subsidy* 31, 1997
- ----------------------------- -------------- -------------- --------------- ------------------ -------- -------------
<S> <C> <C> <C> <C> <C> <C>
Eaglewood VIII, L.P.
A Limited Partnership
Eaglewood
Covington, TN 40 255,000 255,000 1,117,119 FmHA 100%
Georgetown Associates II, L.P.
Georgetown II
Georgetown, DE 50 1,200,000 1,200,000 1,744,693 None 98%
Blue Mountain Associates, L.P.
A Massachusetts Limited Partnership
Granite V
Boston, MA 217 5,774,113 5,774,113 9,912,154 Section 8 99%
Garden Plain Senior Apts., LTD
Garden Plain
Garden Plain, KS 12 70,030 70,030 303,961 FmHA 100%
Fulton Associates I, L.P.
A Limited Partnership
Fulton, KY 24 180,000 180,000 801,697 FmHA 92%
Lone Oak Housing Associates, LTD (A)
Lone Oak 64 160,795 160,795 618,418 FmHA 42%
Graham, TX
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
Capital Contributions
Local Limited Partnership Total Total Mtge. Loans Occupancy
Property Name Number of Committed at Paid through payable at Type of at March
Property Location Apt. Units March 31, 1997 March 31, 1997 December 31, 1996 Subsidy* 31, 1997
- ------------------------------- -------------- --------------- ---------------- ------------------ --------- -------------
<S> <C> <C> <C> <C> <C> <C>
West Hallettsville Housing
Associates, LTD**(A)
Hallet-West
Hallettsville, TX 24 66,426 66,426 296,389 FmHA 29%
Glenbrook Housing Associates, LTD (A)
Glenbrook
St. Jo, TX
Eagles Nest Housing
Associates, LTD**(A)
Eagles Nest
Decatur, TX 90 234,376 234,376 963,496 FmHA 33%
Billings Family Housing, L.P.
Cedar Tree
Billings, MO 12 58,855 58,855 284,005 FmHA 100%
Brownsville Associates, L.P.
Brownsville
Brownsville, TN 28 161,665 161,665 788,041 FmHA 100%
Wayne Senior Housing, L.P.
Sunnyhill Villa
Wayne, NE 15 81,205 81,205 430,080 FmHA 100%
Longview Apartments, L.P.
Longview
Humbolt, KS 14 91,635 91,635 399,642 FmHA 86%
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
Capital Contributions
Local Limited Partnership Total Total Mtge. Loans Occupancy
Property Name Number of Committed at Paid through payable at Type of at March
Property Location Apt. Units March 31, 1997 March 31, 1997 December 31, 1996 Subsidy* 31, 1997
- ------------------------------- -------------- ------------- --------------- ------------------ ------------ ---------
<S> <C> <C> <C> <C> <C> <C>
Horseshoe Bend Associates I, L.P.
Horseshoe Bend
Horseshoe Bend, AR 24 143,785 143,785 651,347 FmHA 100%
Briarwood Associates II, L.P.
Briarwood II
Lake Havasua, AZ 32 219,030 219,030 1,114,117 FmHA 100%
North Quail Run Housing
Associates, LTD (A)
Quail Run
Iowa Park, TX
Smithville Rural Housing
A Limited Partnership
Smithville
Smithville, MO 24 108,025 108,025 547,689 FmHA 100%
Aurora Properties, LTD.
A Limited Partnership
Aurora East Apartments
Denver, CO 125 765,000 765,000 4,031,980 Section 8 97%
Elver Park Limited Partnership II
Elver Park II
Madison, WI 56 1,246,385 1,246,385 1,702,679 None 98%
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
Capital Contributions
Local Limited Partnership Total Total Mtge. Loans Occupancy
Property Name Number of Committed at Paid through payable at Type of at March
Property Location Apt. Units March 31, 1997 March 31, 1997 December 31, 1996 Subsidy* 31, 1997
- ------------------------------ -------------- -------------- -------------- ------------------- --------- -------------
<S> <C> <C> <C> <C> <C> <C>
Elver Park Limited Partnership III
Elver Park III
Madison, WI 48 1,047,470 1,047,470 1,471,297 None 98%
Tuscon Trails Limited Partnership I
Tuscon Trails I
Madison, WI 48 1,047,470 1,047,470 1,435,577 None 90%
Tuscon Trails Limited Partnership II
Tuscon Trails II
Madison, WI 48 1,047,470 1,047,470 1,442,356 None 90%
Pleasant Plaza Housing L.P.
Pleasant Plaza
Malden, MA 125 3,340,138 3,340,138 12,449,423 Section 8 99%
241 Pine Street Associates, L.P.**
241 Pine Street
Manchester, NH 50 1,374,298 1,374,298 0 None 95%
Missouri Rural Housing of
Oak Grove, L.P.
Heather Oaks
Oak Grove, MO 24 118,828 118,828 563,397 FmHA 96%
Wood Creek Associates
A New York Limited Partnership
Wood Creek
Calcium, NY 104 1,850,000 1,850,000 3,366,957 None 97%
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
Capital Contributions
Local Limited Partnership Total Total Mtge. Loans Occupancy
Property Name Number of Committed at Paid through payable at Type of at March
Property Location Apt. Units March 31, 1997 March 31, 1997 December 31, 1996 Subsidy* 31, 1997
- ------------------------------- ------------ ---------------- --------------- -------------------- ---------- ------------
<S> <C> <C> <C> <C> <C> <C>
Breckenridge Creste Apartments, L.P.**
Breckenridge
Duluth, GA 164 3,520,000 3,520,000 4,819,643 None 76%
Willow Lake Partners II, L.P.**
A Limited Partnership
Willow Lake
Kansas City, MO 132 2,130,700 2,130,700 2,744,825 None 95%
Bolivar Senior Housing, L.P.
Ashton Heights
Bolivar, MO 20 95,360 95,360 468,254 FmHA 100%
Lexington Associates I L.P.
A Limited Partnership
Lexington Civic
Lexington, TN 24 95,000 95,000 819,752 FmHA 58%
Riverfront Apartments, L.P.
Riverfront
Sunbury, PA 200 1,984,908 1,984,908 7,711,792 Section 8 100%
Susquehanna View L.P.
Susquehanna View
Camp Hill, PA 201 2,194,314 2,194,314 9,140,239 Section 8 99%
Westgate Associates I, L.P.
Fouche Valley
Perryville, AR 20 131,865 131,865 640,576 FmHA 90%
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
Capital Contributions
Local Limited Partnership Total Total Mtge. Loans Occupancy
Property Name Number of Committed at Paid through payable at Type of at March
Property Location Apt. Units March 31, 1997 March 31, 1997 December 31, 1996 Subsidy* 31, 1997
- ------------------------------- ----------- ---------------- --------------- ----------------- --------- ------------
<S> <C> <C> <C> <C> <C> <C>
Altheimer Associates I, L.P.
Altheimer
Altheimer, AR 20 130,375 130,375 599,724 FmHA 95%
The Temple-Kyle L.P.**
Kyle Hotel
Temple, TX 64 1,624,100 1,624,100 1,423,253 Section 8 98%
Diversey Square Associates II
Diversey Square II
Chicago, IL 48 1,031,825 1,031,825 2,581,872 Section 8 100%
Poplar Village, LTD
Poplar Village
Cumberland, KY 36 283,945 283,945 1,205,175 None 91%
------ ------------- ----------- ---------------
5,401 75,398,344 75,398,344 188,028,174
======
Less: **Combined Entities 9,730,740 9,730,740 13,177,668
------------- ------------ ---------------
$65,667,604 $65,667,604 $ 174,850,506
=========== =========== ===============
</TABLE>
*FmHA This subsidy, which is authorized under Section 515 of the Housing Act
of 1949, can be one or a combination of different types of financing.
For instance, FmHA may provide: 1) direct below-market-rate mortgage
loans for rural rental housing; 2) mortgage interest subsidies which
effectively lower the interest rate of the loan to 1%; 3) a rental
assistance subsidy to tenants which allows them to pay no more than
30% of their monthly income as rent with the balance paid by the
federal government; or 4) a combination of any of the above.
Section 8 This subsidy, which is authorized under Section 8 of Title II of the
Housing and Community Development Act of 1974, allows qualified low- income
tenants to pay 30% of their monthly income as rent with the balance paid by the
federal government.
(A) As of March 31, 1997, the Managing General Partner has transferred
all of the assets of five of the Texas Partnerships subject to their
liabilities. The eight remaining Texas Partnerships will be
transferred after March 31, 1997. The five Texas Partnerships had
total capital contributions and mortgage payable amounts of $418,435
and $1,708,130, respectively, as of the transfer dates.
<PAGE>
One Local Limited Partnership, Quarter Mill Associates L.P., invested in by the
Partnership represents more than 10% of the total capital contributions to be
made to Local Limited Partnerships by the Partnership. Quarter Mill is a
266-unit construction apartment complex located in Richmond, Virginia.
Quarter Mill is financed by a combination of private and public sources. The
first mortgage is at 8.75% interest, a 40-year term, and is insured by HUD. The
apartment project is pledged as collateral for the note. In addition to this,
there is a subordinated nonrecourse note payable that is payable each year only
to the extent of 15% of the property's net cash flow, as defined by the note
agreement.
Additional information required under this item, as it pertains to the
Partnership, is contained in Items 1, 7 and 8 of this report.
Item 3. Legal Proceedings
Lone Oak Housing Associates, Ltd., as was previously reported, was the defendant
in a lawsuit in which the plaintiff had alleged negligence and deceptive Trade
Act violations. This litigation has been settled by the insurance carrier and
the case dismissed.
Willow Lake Partners II, L.P. ("Willow Lake") is the defendant in a lawsuit
relating to an earlier lawsuit involving Willow Lake. As part of the
Partnership's settlement with the former management agent, Willow Lake gave the
management agent two cash flow notes. The former management agent is now
claiming that Willow Lake has cash flow (so payments should have been made on
the notes) and it is the Partnership's position that the property is running a
deficit. This litigation is not expected to have a material impact on the
Partnership.
Item 4. Submission of Matters to a Vote of Security Holders
None.
PART II
Item 5. Market for the Registrant's Units and Related Security Holder Matters
There is no public market for the Units, and it is not expected that a public
market will develop. If a Limited Partner desires to sell Units, the buyer of
those Units will be required to comply with the minimum purchase and retention
requirements and investor suitability standards imposed by applicable federal or
state securities laws and the minimum purchase and retention requirements
imposed by the Partnership. The price to be paid for the Units, as well as the
commissions to be received by any participating broker-dealers, will be subject
to negotiation by the Limited Partner seeking to sell his Units. Units will not
be redeemed or repurchased by the Partnership.
The Partnership Agreement does not impose on the Partnership or its General
Partners any obligation to obtain periodic appraisals of assets or to provide
Limited Partners with any estimates of the current value of Units.
As of March 31, 1997, there were 6,283 record holders of Units of the
Partnership.
Cash distributions, when made, are paid annually. No cash distribution was paid
in the years ended March 31, 1997, 1996 and 1995.
<PAGE>
Item 6. Selected Financial Data
The following table sets forth selected financial information regarding the
Partnership's financial position and operating results. This information should
be read in conjunction with Management's Discussion and Analysis of Financial
Condition and Results of Operations and the Financial Statements and Notes
thereto, which are included in Items 7 and 8 of this Report.
<TABLE>
<CAPTION>
March 31, March 31, March 31, March 31, March 31,
1997 1996 1995 1994 1993
------------- ------------ ------------- ------------ -------------
<S> <C> <C> <C> <C> <C>
Revenue (C) $2,119,597 $2,219,261 $1,926,504 $1,200,399 $383,610
Equity in losses of Local
Limited Partnerships (C) (3,624,984) (4,670,063) (5,818,976) (5,887,566) (6,729,079)
Extraordinary gain (loss) on
forgiveness of indebtedness (51,595) 1,279,618 - - -
Per Limited Partnership Unit (.51) 12.67 - - -
Net loss (7,208,441) (5,440,551) (9,002,539) (7,684,561) (7,245,217)
Per Limited Partnership
Unit (71.36) (53.86) (89.13) (76.08) (71.73)
Partner distributions - - - - -
Cash, cash equivalents and
marketable securities 710,933 427,007 2,356,402 3,532,293 4,075,605
Investment in Local Limited
Partnerships, at original cost(D,E)82,971,102 82,971,102 82,943,526 82,943,526 82,925,507
Total Assets (A) 43,791,590 44,371,622 52,653,124 61,386,839 58,154,344
Total Liabilities 15,393,975 9,474,777 12,090,444 11,823,888 1,471,720
Other Data:
Passive loss (B) (10,918,014) (11,654,006) (12,660,771) (12,568,468) (10,159,103)
Per Limited Partnership
Unit (B) (108.09) (115.37) (125.34) (124.43) (100.58)
Portfolio Income (B) 412,136 529,521 470,018 706,189 837,920
Per Limited Partnership
Unit (B) 4.08 5.24 4.65 6.99 8.30
Low-Income Housing
Tax Credits (B) 13,857,452 14,056,981 14,088,559 14,056,340 13,949,374
Per Limited Partnership
Unit (B) 136.50 138.47 138.78 138.50 137.41
Recapture of Low-Income
Housing Tax Credits (B) (995,750) - - - -
Per Limited Partnership
Unit (B) (9.86) - - - -
Local Limited Partnership interests
owned at end of period (E) 64 69 69 69 69
</TABLE>
(A) Total assets include the net investment in Local Limited Partnerships.
(B) Income tax information is as of December 31, the year end of the
Partnership for income tax purposes. The Low-Income Housing Tax Credit per
Limited Partnership Unit for 1996, 1995, 1994, 1993 and 1992 represents the
amount allocated to individual investors. Corporate investors were
allocated $142.65, $144.62, $144.95, $144.67 and $143.57 per Unit in 1996,
1995, 1994, 1993 and 1992, respectively.
<PAGE>
Item 6. Selected Financial Data (continued)
(C) Revenue for the years ended March 31, 1997, 1996, 1995, 1994 and 1993
includes $1,909,683, $2,224,273, $1,792,997, $828,978 and $51,030,
respectively, of rental and other revenues from the Combined Entities that
is included in the combined revenue on the Combined Statement of
Operations. Equity in losses of Local Limited Partnerships in the years
ended March 31, 1997, 1996, 1995, 1994 and 1993 does not include
$(902,253), $608,681, ($857,248), ($549,275) and ($46,575), respectively,
of income (losses) from the Combined Entities that have been combined with
the Partnership's loss on the Combined Statement of Operations.
(D) Investment in Local Limited Partnerships includes capital contributions to
Local Limited Partnerships that have been combined for financial reporting
purposes, as well as capital contributions that have been made to Local
Limited Partnerships that have subsequently been transferred.
(E) At March 31, 1997, the Managing General Partner has transferred all of the
assets of five of the Texas Partnerships subject to their liabilities to
unaffiliated entities with an orginal cost amount of $418,435.
Item 7. Management's Discussion and Analysis of Financial Condition and Results
of Operations
Liquidity and Capital Resources
The Partnership (including the Combined Entities) had an increase in cash and
cash equivalents of $111,574 for the year ended March 31, 1997. This increase is
attributable to cash distributions received from Local Limited Partnerships and
advances on a note payable from an affiliate. These are partially offset by cash
used for operations, purchases of marketable securities and advances made to
affiliates.
The Managing General Partner initially designated 3% of the Gross Proceeds to
Reserves. The Reserves were established to be used for working capital of the
Partnership and contingencies related to the ownership of Local Limited
Partnership interests. The Managing General Partner may increase or decrease
such Reserves from time to time, as it deems appropriate. During the year ended
March 31, 1993, the Managing General Partner decided to increase the Reserve
level to 3.75%. Funds approximating $195,000 have been withdrawn from the
Reserves to pay legal and other costs related to the Mod Rehab Issue as
previously discussed. Additionally, professional fees relating to various
property issues totaling approximately $1,494,000 have been paid from Reserves.
This amount includes approximately $1,220,000 for the Texas Partnerships. To
date, Reserve funds in the amount of approximately $349,000 have also been used
to make additional capital contributions to two Local Limited Partnerships, and
the Partnership has paid approximately $1,348,000 (net of paydowns) to purchase
the mortgage of a Local Limited Partnership. To date, the Partnership has used
approximately $1,067,000 of operating funds to replenish Reserves. At March 31,
1997, approximately $482,000 of cash, cash equivalents and marketable securities
have been designated as Reserves. Reserves may be used to fund Partnership
operating deficits, if the Managing General Partner deems funding appropriate.
If Reserves are not adequate to cover the Partnership's operations, the
Partnership will seek other financing sources including, but not limited to, the
deferral of Asset Management Fees paid to an affiliate of the Managing General
Partner or working with Local Limited Partnerships to increase cash
distributions.
In the event a Local Limited Partnership encounters operating difficulties
requiring additional funds, the Partnership might deem it in its best interests
to provide such funds, voluntarily, in order to protect its investment. To date,
in addition to the $1,220,000 noted above, the Partnership has also advanced
approximately $625,000 to the Texas Partnerships and $324,000 to two other Local
Limited Partnerships to fund operating deficits.
Since the Partnership invests as a limited partner, the Partnership has no
contractual duty to provide additional funds to Local Limited Partnerships
beyond its specified investment. Thus, at March 31, 1997, the Partnership had no
contractual or other obligation to any Local Limited Partnership which had not
been paid or provided for.
Cash Distributions
No cash distributions were made in the three years ended March 31, 1997. As of
March 31, 1997, all required capital contributions have been made to Local
Limited Partnerships. Based on the results of 1996 operations, the Local Limited
Partnerships are not expected to distribute significant amounts of cash to the
Partnership because such amounts will be needed to fund Property operating
costs. In addition, many of the Properties benefit from some type of federal or
state subsidy and, as a consequence, are subject to restrictions on cash
distributions. Therefore, it is expected that only a limited amount of cash will
be distributed to investors from this source in the future.
Results of Operations
1997 versus 1996
For the year ended March 31, 1997, Partnership operations resulted in a net loss
of $7,208,441 as compared to a net loss of $5,440,551 for the year ended 1996.
The increase in net loss is primarily attributable to a decrease in
extraordinary gain on forgiveness of indebtness and the recognition of a
provision for valuation of real estate by the Texas Partnerships. These
increases are partially offset by a decrease in equity in losses.
The decrease in equity in losses of Local Limited Partnerships is a result of a
decrease in rental operations and interest expenses at the Local Limited
Partnerships. In addition, one of the Local Limited Partnerships contributed to
a decrease in equity in losses due to a reallocation of the net loss between the
Local and General Partners in 1996.
1996 versus 1995
For the year ended March 31, 1996, Partnership operations resulted in a net loss
of $5,440,551 as compared to a net loss of $9,002,539 for the year ended 1995.
The decrease in net loss is primarily attributable to a decrease in equity in
losses, lower general and administrative expenses and cancellation of
indebtedness income. In addition, for the year ended March 31, 1996, there was
no adjustment to the provision for valuation of investments.
The decrease in equity in losses of Local Limited Partnerships is a result of an
increase in unrecognized losses relating to certain Local Limited Partnerships
in which cumulative equity in losses and distributions exceeded the
Partnership's total investments in these Local Limited Partnerships during the
comparable periods. In addition, three of the Combining Entities had forgiveness
of indebtedness income as a result of refinancing and restructuring.
The Partnership also liquidated its interests in five Local Limited
Partnerships.
The decline in general and administrative expenses is primarily attributable to
a reclassification of legal expenses paid out of Reserves on behalf of a
Combined Entity now deemed collectible. In addition, overall expenses are lower
due to no provision for valuation of investments in Local Limited Partnerships.
Effect of recently issued Accounting Standard
The Financial Accounting Standards Board has issued Statement of Financial
Accounting Standards No. 121, Accounting for the Impairment of Long-Lived Assets
and for Long-Lived Assets to Be Disposed Of, which is effective for fiscal years
beginning after December 15, 1995. This standard requires that the carrying
values of long-lived assets be reviewed for recoverability. Impairment losses
are recognized when events or changes in circumstances indicate that the
carrying amount of an asset may not be recoverable. The Partnership adopted the
new standard for its year ending March 31, 1997. The Texas Partnerships had an
impairment loss during the year ended December 31, 1996 because of the adoption
of this new standard.
<PAGE>
Low-Income Housing Tax Credits
The 1996, 1995 and 1994 Tax Credits per Unit for individuals were $136.50,
$138.47 and $138.78, respectively. The 1996, 1995 and 1994 Tax Credits per Unit
for corporations were $142.65, $144.62 and $144.95, respectively. The credits,
which have stabilized, are expected to remain stable for the next four years,
and then they are expected to decrease as certain properties reach the end of
the ten-year credit period. The transfer of ownership of the Texas Partnerships
will result in nominal recapture of tax credits since the Texas Partnerships
represent only 2% of the Partnership's tax credits.
The Tax Credits per Unit for corporate investors will be slightly higher for the
remaining years of the credit period than that for individual investors because
certain of the Properties took advantage of 1990 federal legislation that
allowed the acceleration of future tax credits to individuals in the tax year
ended December 31, 1990. For those Properties that elected to accelerate the
individual credit, the accelerated portion is being amortized over the remainder
of the credit period, thereby causing a reduction of this and future year's tax
credits passed through by those Properties. In total, both individual and
corporate investors will be allocated equal amounts of Tax Credits.
Property Discussions
Prior to the transfer of the Texas Partnerships, Limited Partnership interests
had been acquired in sixty-nine Local Limited Partnerships which own and operate
rental properties in twenty-four states. Forty-two of the properties, totaling
3,935 units, were rehabilitated, and twenty-seven properties, consisting of
1,614 units, were newly constructed. All of the properties have completed
construction or rehabilitation and initial lease-up. Many of the remaining
sixty-four Local Limited Partnerships in which the Partnership has invested have
stable operations and are operating satisfactorily.
Several properties are experiencing operating difficulties and generating cash
flow deficits due to a variety of reasons. In most cases, the Local General
Partners of these properties are funding the deficits through project expense
loans and subordinated loans or payments from escrows. In instances where the
Local General Partners' obligations to fund deficits have expired or otherwise,
the Managing General Partner is working with the Local General Partner to
increase operating income, reduce expenses or refinance the debt at lower
interest rates.
Operations are improving at Pleasant Plaza, located in Malden, Massachusetts, as
a result of the 1995 SHARP subsidy restructuring. However, as we previously
reported, the Local General Partner is seeking bankruptcy protection. His
reorganization plan is expected to be approved in 1997. If approved, the plan is
not likely to materially affect property operations or the local General
Partner's interest in the Partnership.
As previously reported, Harbour View, located in Staten Island, New York, had
defaulted on its HUD-insured loan. Subsequently, the lender assigned the loan to
HUD. In December 1996, the property's mortgage was sold at auction to an
unaffiliated institutional buyer. The Managing General Partner and Local General
Partner continue to participate in discussions with the new lender. The
Partnership's ability to retain its interest in the property will depend on the
ability of the Local General Partner or Partnership affiliates to purchase the
mortgage or negotiate a satisfactory workout agreement with the new lender. The
Partnership's carrying value of this investment for financial reporting purposes
is zero.
As previously reported, the Managing General Partner transferred all of the
assets of five of the Texas partnerships subject to their liabilities to
unaffiliated entities in 1996. Negotiations between the Managing General
Partner, the Lender and prospective buyers have continued through the past
quarter resulting in a revised disposition plan for the remaining 8 properties.
The new plan will transfer title to the remaining 8 properties to unaffiliated
buyers. If negotiations continue as expected, this transfer will occur during
the second or third quarter of 1997. In the meantime, operating deficits
continue to be funded from Partnership Reserves. For tax purposes, these events
will result in both Section 1231 gain and cancellation of indebtedness income.
In addition, the transfer of ownership will result in a nominal amount of
recapture of tax credits because the Texas Partnerships represent only 2% of the
Partnership's tax credits.
Property Discussions (continued)
New on-site management and rent increases have resulted in a marked improvement
in operations at Columbia. At 92%, occupancy is at its highest point in three
years. The Local General Partner continues to work with the first mortgage
lender and with HUD to renegotiate the property's debt. As a result of improved
operations, the property is now covering its debt service from funds from
operations.
South Holyoke, located in Holyoke, Massachusetts, continues to experience
occupancy problems resulting from increased market competition and local
economic conditions. The management agent, which is currently funding the
deficits, is addressing these problems through a combination of increased
advertising and community outreach and tighter expense monitoring and has
requested additional SHARP subsidy from the local housing authority.
Waterfront and Shoreline, two Buffalo, New York properties, continue to
experience operating difficulties due to a soft rental market, deferred
maintenance and security issues. The Managing General Partner and Local General
Partner have successfully negotiated a grant from the New York Mortgage Loan
Corporation. The grant should be funded during 1998 and will be used to upgrade
the curb appeal and overall physical condition of the properties and stabilize
operations. The viability of these properties depends upon deficits being funded
by the management agent until the receipt of the grant. Both properties
currently carry cash flow mortgages with New York State.
As previously discussed, Regency and Rolling Hills in Dayton, Ohio have
experienced ongoing operating difficulties as a result of low occupancy, capital
rehabilitation needs and a depressed local economy. The Local General Partner
and Managing General Partner were involved in prolonged workout negotiations
with HUD, but ultimately the mortgages for these properties were sold to a bank
in HUD's August 1996 non-performing loan auction. Although negotiations
continued with the bank in an attempt to prevent foreclosure, a workout was not
achieved, and the titles were transferred on May 2, 1997 to the bank. This
transfer will result in a recapture tax in 1997 and the allocation of taxable
income which will be reported on the investors' 1997 tax return (filed in 1998).
The Partnership's carrying value of this investment for financial reporting
purposes is zero.
As previously reported, Breckenridge Creste, located in Duluth, Georgia
continues to operate below breakeven as a result of high increased vacancy, a
weak rental market and deferred maintenance issues. The capital improvement plan
has been implemented and should improve the curb appeal of the property. A
special reserve account has been set up at the property level to hold funds for
capital improvements and operating deficits. Expenditures from these funds are
carefully monitored by property management and the Managing General Partner.
Inflation and Other Economic Factors
Inflation had no material impact on the Partnerships operations or financial
condition for the years ended March 31, 1997, 1996 and 1995.
As some Properties benefit from some form of government assistance, the
Partnership is subject to the risks inherent in that area including decreased
subsidies, difficulties in finding suitable tenants and obtaining permission for
rent increases. In addition, the Tax Credits allocated to investors with respect
to a Property are subject to recapture to the extent that a Property or any
portion thereof ceases to qualify for Tax Credits.
Some of the properties listed in this report are located in areas suffering from
poor economic conditions. Such conditions could have an adverse effect on the
rent or occupancy levels at such Properties. Nevertheless, the Managing General
Partner believes that the generally high demand for below market rate housing
will tend to negate such factors. However, no assurance can be given in this
regard.
Item 8. Financial Statements and Supplementary Data
Information required under this Item is submitted as a separate section of this
Report. See Index on page F-1 hereof.
Item 9. Changes in and Disagreements with Accountants on Accounting and
Financial Disclosure
None.
PART III
Item 10. Directors and Executive Officers of the Registrant
The Managing General Partner of the Partnership is Arch Street III, Inc., a
Massachusetts corporation (the "Managing General Partner" or "Arch Street III,
Inc."), an affiliate of The Boston Financial Group Limited Partnership ("Boston
Financial"), a Massachusetts limited partnership. George Fantini, Jr. and Donna
C. Gibson, Vice Presidents of the Managing General Partner, resigned their
positions effective June 30, 1995 and September 13, 1996, respectively.
The Managing General Partner was incorporated in August 1988. William E.
Haynsworth is the Chief Operating Officer of the Managing General Partner and
had the primary responsibility for evaluating, selecting and negotiating
investments for the Partnership. The Investment Committee of the Managing
General Partner approved all investments. The names and positions of the
principal officers and the directors of the Managing General Partner are set
forth below.
Name Position
Georgia Murray Managing Director, Treasurer and
Chief Financial Officer
Fred N. Pratt, Jr. Managing Director
William E. Haynsworth Managing Director, Vice President and
Chief Operating Officer
Paul F. Coughlan Vice President
Peter G. Fallon, Jr. Vice President
Randolph G. Hawthorne Vice President
A. Harold Howell Vice President
The other General Partner of the Partnership is Arch Street III Limited
Partnership, a Massachusetts Limited Partnership ("Arch Street III L.P.") that
was organized in August 1988. The General Partners of Arch Street III L.P. are
Messrs. Howell, Haynsworth and Hawthorne.
The Managing General Partner provides day-to-day management of the Partnership.
Compensation is discussed in Item 11 of this report. Such day-to-day management
does not include the management of the Properties.
The business experience of each of the persons listed above is described below
There is no family relationship between any of the persons listed in this
section.
Georgia Murray, age 46, is a graduate of Newton College of the Sacred Heart
(B.A., 1972). She joined Boston Financial Management Company in 1973 and is
currently a Senior Vice President of Boston Financial. Ms. Murray is a member of
the Senior Leadership Team and Board of Directors and leads the Property
Management division. Previously, she led the company's Institutional Tax Credit
Team and managed Boston Financial's Investment Real Estate and Asset Management
divisions. Ms. Murray currently serves as a director of Atlantic Bank and Trust
Company, President of the Institute for Multi-Family Housing, Director of the
Investment Program Association and member of the Direct Investment Committee of
the Securities Industry Association. Previously, she served as the Industry
Advisor to the Management Policy Review Committee of the Massachusetts Housing
Finance Agency and as a commissioner of the Boston Public Facilities Department.
Fred N. Pratt, Jr., age 52, graduated from Tufts University and the Amos Tuck
School of Business Administration at Dartmouth College. Mr. Pratt was one of
the original employees of Boston Financial when it was founded in late 1969.
He currently serves as Boston Financial's Chief Executive Officer and Chairman
of the Board of the General Partner of Boston Financial.
William E. Haynsworth, age 57, graduated from Dartmouth College and Harvard Law
School. Mr. Haynsworth was Acting Executive Director of the Massachusetts
Housing Finance Agency, where he was also General Counsel, prior to becoming
Vice President of Boston Financial in 1977 and a Senior Vice President in 1986.
He has also served as Director of Non-Residential Development of the Boston
Redevelopment Authority and as an associate of the law firm of Goodwin, Procter
& Hoar in Boston. Mr. Haynsworth is a member of the firm's Senior Leadership
Team and participates in the structuring of real estate investments and the
development of new business opportunities.
Paul F. Coughlan, age 53, is a graduate of Brown University (A.B., 1965) and
served in the United States Navy before entering the securities business in
1969. He was employed as an Account Executive by Bache & Company until 1972 and
then by Reynolds Securities Inc. He joined Boston Financial in 1975 as a Vice
President in the Real Estate Investment Marketing area and is currently a Senior
Vice President on the Institutional Tax Credit Team.
Peter G. Fallon, Jr., age 58, graduated from the College of the Holy Cross
(B.S.,1960) and Babson College (M.B.A., 1965). He joined Boston Financial in
1970, shortly after its formation, and is currently a Senior Vice President and
a member of the Investment Real Estate Division with responsibility for the
marketing of the firm's Institutional Tax Credit product.
Randolph G. Hawthorne, age 47, is a graduate of the Massachusetts Institute of
Technology (B.S., 1971) and Harvard Graduate School of Business (M.B.A., 1973).
He joined Boston Financial in 1973 and has served as Treasurer and managed the
firm's Investment Real Estate division. He is a Senior Vice President serving on
the Investment Acquisitions Team with 22 years of experience in property
acquisitions. Mr. Hawthorne has primary responsibility for structuring real
estate investments and developing new business opportunities. He is a member of
the Investment Committee. He is Chairman of the National Multi Housing Council,
a past president of the National Housing and Rehabilitation Association, a
member of the Residential Development Council of the Urban Land Institute as
well as a member of the Advisory Board of the Berkeley Real Estate at the
University of California. A speaker at industry conferences, he is also on the
Editorial Advisory Board of the Tax Credit Advisor.
A. Harold Howell, age 56, graduated from Harvard College and the Amos Tuck
School of Business Administration at Dartmouth College. He has been employed by
Boston Financial since 1970. For most of this time, he has been active in the
overall administration of Boston Financial and its affiliates but has also been
involved in other areas of its business. Mr. Howell has served as head of Boston
Financial's Property Management Division and also as its Chief Financial Officer
and Chief Executive Officer. He currently is a Senior Vice President and is in
charge of a program being developed for properties managed by Boston Financial
whereby heads-of-households who want to further their education can enroll in a
program on-site which teaches economic self sufficiency, computer and internet
skills, problem solving skills and related real-world skills. Mr. Howell
recently spent a two year sabbatical from Boston Financial as a Visiting
Professor at the Instituto de Estudios Superiores de la Empresa, a highly
regarded International M.B.A. Program in Barcelona, Spain. While there, he
taught courses in business strategy and real estate finance.
<PAGE>
Item 11. Management Remuneration
Neither the directors or officers of Arch Street III, Inc., the partners of Arch
Street III L.P. nor any other individual with significant involvement in the
business of the Partnership receives any current or proposed remuneration from
the Partnership.
Item 12. Security Ownership of Certain Beneficial Owners and Management
As of March 31, 1997, the following is the only entity known to the Partnership
to be the beneficial owner of more than 5% of the total number of Units
outstanding:
Amount
Title of Name and Address of Beneficially Percent
Class Beneficial Owner Owned of Class
Limited AMP, Incorporated 10,000 Units 10%
Partner P.O. Box 3608
Harrisburg, PA
The equity securities registered by the Partnership under Section 12(g) of the
Act consist of 100,000 Units, all of which have been sold to the public as of
March 31, 1997. Holders of Units are permitted to vote on matters affecting the
Partnership only in certain unusual circumstances and do not generally have the
right to vote on the operation or management of the Partnership.
As of March 31, 1997, Arch Street III L.P. owns five (unregistered) Units not
included in the 100,000 units sold to the public.
Except as described in the preceding paragraph, neither Arch Street III, Inc.,
Arch Street III L.P., Boston Financial nor any of their executive officers,
directors, partners or affiliates is the beneficial owner of any Units. None of
the foregoing persons possesses a right to acquire beneficial ownership of
Units.
The Partnership does not know of any existing arrangement that might at a later
date result in a change in control of the Partnership.
Item 13. Certain Relationships and Related Transactions
Information required under this Item is contained in Note 5 to the Combined
Financial Statements presented in Item 14.
The Partnership was required to pay certain fees to and reimburse certain
expenses of the Managing General Partner or its affiliates (including Boston
Financial) in connection with the organization of the Partnership and the
offering of Units. The Partnership was also required to pay certain fees to and
reimburse certain expenses of the Managing General Partner or its affiliates
(including Boston Financial) in connection with the administration of the
Partnership and its acquisition and disposition of investments in Local Limited
Partnerships. In addition, the General Partners are entitled to certain
Partnership distributions under the terms of the Partnership Agreement. Also, an
affiliate of the General Partners will receive up to $10,000 from the sale or
refinancing proceeds of each Local Limited Partnership, if it is still a limited
partner at the time of such transaction. All such fees and distributions are
more fully described in the sections entitled "Estimated Use of Proceeds",
"Management Compensation and Fees" and "Profits and Losses for Tax Purposes, Tax
Credits and Cash Distributions" of the Prospectus. Such sections are
incorporated herein by reference.
The Partnership is permitted to enter into transactions involving affiliates of
the Managing General Partner, subject to certain limitations established in the
Partnership Agreement.
Information regarding the fees paid and expense reimbursements made in the three
years ending March 31, 1997 is presented below.
Organizational fees and expenses
In accordance with the Partnership Agreement, Boston Financial is to be
reimbursed by the Partnership for organizational, offering and selling expenses
advanced on behalf of the Partnership by Boston Financial or its affiliates and
for salaries and direct expenses of certain employees of the Managing General
Partner and its affiliates in connection with the registration and organization
of the Partnership. Such expenses include printing expenses and legal,
accounting, escrow agent and depository fees and expenses. Such expenses also
include a non-accountable expense allowance for marketing expenses equal to 1%
of gross offering proceeds. $11,832,395 of organization fees and expenses and
selling expenses incurred on behalf of the Partnership were paid and reimbursed
to an affiliate of the Managing General Partner. Total organization and offering
expenses did not exceed 5.5% of the gross offering proceeds.
Acquisition fees and expenses
In accordance with the Partnership Agreement, the Partnership is required to pay
acquisition fees to and reimburse acquisition expenses of the Managing General
Partner or its affiliates for selecting, evaluating, structuring, negotiating
and closing the Partnership's investments in Local Limited Partnerships.
Acquisition fees total 7.5% of the gross offering proceeds. Acquisition
expenses, which include such expenses as legal fees and expenses, travel and
communications expenses, costs of appraisals, accounting fees and expenses did
not exceed 2% of the gross offering proceeds. Acquisition fees totaling
$7,500,000 for the closing of the Partnership's Local Limited Partnership
Investments have been paid to an affiliate of the Managing General Partner.
Acquisition expenses totaling $1,587,834 were incurred and have been reimbursed
to an affiliate of the Managing General Partner. In accordance with the
Partnership Agreement, 15% of the acquisition fees payable to an affiliate of
the Managing General Partner is the "Deferred Acquisition Fees". The Deferred
Acquisition Fees have been deposited in an interest bearing account and are paid
annually, with interest, at the rate of 10% per year over 10 years. Installments
began on the second anniversary of the Prospectus, November 23, 1990. As of
March 31, 1997 and 1996, deferred acquisition fees payable amounted to $337,500
and $450,000, respectively.
Payments made and expenses reimbursed in each of the three years ended March 31,
1997 are as follows:
1997 1996 1995
---------- ---------- ----------
Acquisition fees and expenses $ - $ - $ -
Deferred acquisition fees $ 112,500 $ 112,500 $ 112,500
Asset Management Fees
In accordance with the Partnership Agreement, an affiliate of the Managing
General Partner is paid an annual fee for services in connection with the
administration of the affairs of the Partnership. The affiliate currently
receives $6,818 (as adjusted by the CPI factor) per Local Limited Partnership
annually as the Asset Management Fee.
Asset Management Fees incurred in each of the three years ended March 31, 1997
are as follows:
1997 1996 1995
------------- -------------- --------
Asset management fees $ 450,678 $ 447,110 $ 435,572
Property Management Fees
Boston Financial Property Management ("BFPM"), an affiliate of the Managing
General Partner, currently manages Harbour View, a property in which the
Partnership has invested. Included in operating expenses in the summarized
income statements in Note 4 to the Combined Financial Statements is $51,956,
$46,915 and $45,845 of fees earned by BFPM during 1996, 1995 and 1994,
respectively.
On April 2, 1993, BFPM became the management agent of Willow Lake. In August of
1993, BFPM became the management agent for the Texas Partnerships. On September
29, 1995, BFPM became the management agent of The Kyle. On August 20, 1996, BFPM
became the management agent of Breckenridge. Fees charged in each of the three
years ended December 31, 1996 are as follows:
1996 1995 1994
----------- ---------- -------
Property management fees $ 135,472 $ 70,315 $ 177,185
Salaries and benefits expense reimbursements
An affiliate of the Managing General Partner is reimbursed for the cost of the
Partnership's salaries and benefits expenses. The reimbursements are based upon
the size and complexity of the Partnership's operations. Reimbursements made in
each of the three years ended March 31, 1997 are as follows:
1997 1996 1995
---------- ---------- --------
Salaries and benefits expense
reimbursements $ 170,961 $ 182,482 $ 155,236
Cash distributions paid to the General Partners
In accordance with the Partnership Agreement, the General Partners of the
Partnership, Arch Street III, Inc. and Arch Street III Limited Partnership,
receive 1% of cash distributions made to partners. No cash distributions were
made to the General Partners in any of the three years ended March 31, 1997.
<PAGE>
PART IV
Item 14. Exhibits, Financial Statement Schedules and Reports on Form 8-K
(a) (1) and (a) (2) Documents filed as a part of this Report.
In response to this portion of Item 14, the combined financial statements,
financial statement schedule and the auditors' report relating thereto are
submitted as a separate section of this Report. See Index to the Combined
Financial Statements and Schedules on page F-1 hereof.
The reports of auditors of the Local Limited Partnership relating to the audits
of the financial statements of such Local Limited Partnerships appear in Exhibit
(28)(1) of this report.
Other schedules have been omitted as they are either not required or the
information required to be presented therein is available elsewhere in the
combined financial statements or the accompanying notes and schedules.
(a)(3) See Exhibit Index contained herein.
(a)(3)(b) None.
(a)(3)(c) Exhibits
Number and Description in Accordance with
Item 601 of Regulation S-K
27. Financial Data Schedule
28. Additional Exhibits
(a) 28.1 Reports of Other Independent Auditors
(b) Audited financial statements of
Local Limited Partnerships
1. None
(a)(3)(d) None
<PAGE>
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange
Act of 1934, the registrant has duly caused this Report to be signed on its
behalf by the undersigned, thereunto duly authorized.
BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. III
By: Arch Street III, Inc.
its Managing General Partner
By: /s/William E. Haynsworth Date:
William E. Haynsworth,
Managing Director, Vice President and
Chief Operating Officer
Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed by the following persons on behalf of the Managing General
Partner of the Partnership and in the capacities and on the dates indicated:
By: /s/William E. Haynsworth Date:
William E. Haynsworth,
Managing Director, Vice President and
Chief Operating Officer
By: /s/Fred N. Pratt, Jr. Date:
Fred N. Pratt, Jr.,
A Managing Director
<PAGE>
Item 8. Financial Statements and Supplementary Data
BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. III
(A Limited Partnership)
Annual Report on Form 10-K for the Year Ended March 31, 1997
Index
Page No.
------------
Report of Independent Accountants F-2
Financial Statements
Combined Balance Sheets - March 31, 1997 and 1996 F-3
Combined Statements of Operations - For the Years Ended
March 31, 1997, 1996 and 1995 F-4
Combined Statements of Changes in Partners' Equity
(Deficiency) - For the Years Ended March 31, 1997,
1996 and 1995 F-5
Combined Statements of Cash Flows - For the Years Ended
March 31, 1997, 1996 and 1995 F-6
Notes to the Combined Financial Statements F-8
Financial Statement Schedule:
Schedule III - Real Estate and Accumulated Depreciation F-24
Other schedules have been omitted as they are either not required or the
information required to be presented therein is available elsewhere in the
financial statements and the accompanying notes and schedules.
<PAGE>
REPORT OF INDEPENDENT ACCOUNTANTS
To the Partners of
Boston Financial Qualified Housing Tax Credits L.P. III
(A Limited Partnership)
We have audited the combined balance sheets of Boston Financial
Qualified Housing Tax Credits L.P. III (A Limited Partnership) ("BFQHIII") as of
March 31, 1997 and 1996 and the related combined statements of operations,
changes in partners' equity, and cash flows and the financial statement schedule
listed in Item 14(a) of this Report on Form 10-K for the each of the three years
in the period ended March 31, 1997. These financial statements and financial
statement schedules are the responsibility of BFQHIII's management. Our
responsibility is to express an opinion on these financial statements and
financial statement schedules based on our audits. In 1997 and 1996, 67% and 72%
of total assets, respectively, and in 1997, 1996 and 1995, 54%, 88% and 52% of
net loss, respectively, reflected in the combined financial statements of
BFQHIII, relate to investments in Local Limited Partnerships for which we did
not audit the financial statements. The financial statements of those Local
Limited Partnerships were audited by other auditors whose reports have been
furnished to us, and our opinion, insofar as it relates to those investments in
Local Limited Partnerships, is based solely upon 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 audits to obtain
reasonable assurance about whether the combined financial statements are free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the combined 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, based on our audits and the reports of other auditors, the
combined financial statements referred to above present fairly, in all material
respects, the financial position of BFQHIII at March 31, 1997 and 1996, and the
results of its operations and its cash flows for each of the three years in the
period ended March 31, 1997 in conformity with generally accepted accounting
principles. In addition, in our opinion the financial statement schedule
referred to above, when considered in relation to the basic combined financial
statements taken as a whole, present fairly, in all material respects, the
information required to be included therein.
/s/ Coopers & Lybrand L.L.P.
Coopers & Lybrand L.L.P.
Boston, Massachusetts
June 25, 1997
<PAGE>
- ------------------------------------------------------------------------------
BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. III
- ------------------------------------------------------------------------------
(A Limited Partnership)
<TABLE>
COMBINED BALANCE SHEETS - MARCH 31, 1997 AND 1996
<CAPTION>
1997 1996
------------- --------
<S> <C> <C>
Assets
Cash and cash equivalents $ 379,614 $ 268,040
Marketable securities, at fair value (Note 3) 331,319 158,967
Accounts receivable, net 175,669 40,757
Interest receivable 17,607 740
Prepaid expenses 40,019 35,930
Tenant security deposits 66,439 67,011
Replacement reserves 210,045 168,335
Rental property at cost, net of accumulated
depreciation and reserve for valuation (Note 6) 17,884,234 12,818,153
Investments in Local Limited Partnerships, net
of reserve for valuation of $1,635,000
in 1997 and 1996 (Note 4) 23,983,675 30,216,554
Deferred acquisition fees escrow (Note 5) 337,500 450,000
Deferred expenses, net of $111,038 and $31,836
accumulated amortization in 1997 and 1996 235,339 93,479
Other assets 130,130 53,656
------------- ------------
Total Assets $ 43,791,590 $44,371,622
============= ===========
Liabilities and Partners' Equity
Accounts payable to affiliates (Note 5) $ 1,193,182 $ 755,244
Accounts payable and accrued expenses 611,515 471,328
Interest payable 377,295 186,550
Note payable - affiliate (Note 5) 514,968 22,279
Security deposits payable 82,054 60,229
Due to affiliate (Note 8) 323,046 323,046
Deferred acquisition fees payable (Note 5) 337,500 450,000
General partner advances (Note 9) 200,000 200,000
Mortgage notes payable (Note 7) 11,754,415 7,006,101
------------- ------------
Total Liabilities 15,393,975 9,474,777
------------- ------------
Minority interest in Local Limited Partnerships 1,053,122 341,952
------------- ------------
General, Initial and Investor Limited Partners' Equity 27,346,440 34,554,881
Net unrealized gains (losses) on marketable securities (1,947) 12
------------- ------------
Total Partners' Equity 27,344,493 34,554,893
------------- ------------
Total Liabilities and Partners' Equity $ 43,791,590 $44,371,622
============= ===========
</TABLE>
The accompanying notes are an integral part of these combined
financial statements.
<PAGE>
- ------------------------------------------------------------------------------
BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. III
- ------------------------------------------------------------------------------
(A Limited Partnership)
<TABLE>
COMBINED STATEMENTS OF OPERATIONS
FOR THE YEARS ENDED MARCH 31, 1997, 1996 AND 1995
<CAPTION>
1997 1996 1995
----------- ------------ -------
<S> <C> <C> <C>
Revenue:
Rental $ 1,764,258 $ 1,982,497 $ 1,727,982
Investment 82,660 85,858 56,496
Other 272,679 150,906 142,026
------------ ------------ -----------
Total Revenue 2,119,597 2,219,261 1,926,504
------------ ------------ -----------
Expenses:
Asset management fees, related party (Note 5) 450,678 447,110 435,572
General and administrative (includes reimbursements
to affiliates of $170,961, $182,482, and $155,236,
respectively) (Note 5) 611,810 841,989 1,167,244
Bad debt expense 8,665 54,351 -
Property management fees (Note 5) 150,304 84,715 177,185
Rental operations, exclusive of depreciation 1,387,909 1,488,464 1,549,436
Interest expense (Notes 7 and 9) 532,518 593,447 431,389
Provision for valuation of investments
in Local Limited Partnerships (Note 4) - - 675,000
Provision for valuation of real estate 1,748,708 - -
Depreciation 605,671 573,735 490,410
Amortization 182,875 179,003 192,490
------------ ------------ -----------
Total Expenses 5,679,138 4,262,814 5,118,726
------------ ------------ -----------
Loss before equity in losses of Local Limited
Partnerships and extraordinary item (3,559,541) (2,043,553) (3,192,222)
Equity in losses of Local Limited
Partnerships (Note 4) (3,624,984) (4,670,063) (5,818,976)
Minority interest in (income) losses of
Local Limited Partnerships 27,679 (6,553) 8,659
------------ ------------ ------------
Net Loss before extraordinary item (7,156,846) (6,720,169) (9,002,539)
Extraordinary gain (loss) on forgiveness
of indebtedness (Note 12) (51,595) 1,279,618 -
------------ ------------ ------------
Net Loss $ (7,208,441) $(5,440,551) $(9,002,539)
============ =========== ===========
Net Loss Allocated:
To General Partners $ (72,084) $ (54,406) $ (90,025)
To Limited Partners (7,136,357) (5,386,145) (8,912,514)
------------ ------------ ------------
$ (7,208,441) $(5,440,551) $(9,002,539)
============ =========== ===========
Net Loss before extraordinary item
per Limited Partnership Unit (100,000 Units) $ (70.85) $ (66.53) $ (89.13)
============ ============ ============
Extraordinary item per Limited
Partnership Unit (100,000 Units) $ (.51) $ 12.67$ -
============ =================
Net loss per Limited
Partnership Unit (100,000 Units) $ (71.36) $ (53.86) $ (89.13)
============ ============ ===========
</TABLE>
The accompanying notes are an integral part of these combined
financial statements.
<PAGE>
- ------------------------------------------------------------------------------
BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. III
- ------------------------------------------------------------------------------
(A Limited Partnership)
<TABLE>
COMBINED STATEMENTS OF CHANGES IN PARTNERS' EQUITY (DEFICIENCY)
FOR THE YEARS ENDED MARCH 31, 1997, 1996 AND 1995
<CAPTION>
Net
Initial Investor Unrealized
General Limited Limited Gains
Partners Partners Partners (Losses) Total
<S> <C> <C> <C> <C> <C>
Balance at March 31, 1994 $(385,866) $5,000 $49,378,837 $(46,080) $48,951,891
Net change in unrealized losses
on marketable securities
available for sale - - - 10,935 10,935
Net Loss (90,025) - (8,912,514) - (9,002,539)
---------- ------- ------------ -------- ------------
Balance at March 31, 1995 (475,891) 5,000 40,466,323 (35,145) 39,960,287
Net change in unrealized losses
on marketable securities
available for sale - - - 35,157 35,157
Net Loss (54,406) - (5,386,145) - (5,440,551)
---------- ------- ------------ -------- ------------
Balance at March 31, 1996 (530,297) 5,000 35,080,178 12 34,554,893
Net change in unrealized losses
on marketable securities
available for sale - - - (1,959) (1,959)
Net Loss (72,084) - (7,136,357) - (7,208,441)
---------- ------- ------------ -------- ------------
Balance at March 31, 1997 $ (602,381) $ 5,000 $ 27,943,821 $ (1,947) $ 27,344,493
========== ======= ============ ======== ============
</TABLE>
The accompanying notes are an integral part of these combined
financial statements.
<PAGE>
- ------------------------------------------------------------------------------
BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. III
- ------------------------------------------------------------------------------
(A Limited Partnership)
<TABLE>
COMBINED STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED MARCH 31, 1997, 1996 AND 1995
<CAPTION>
1997 1996 1995
------------ ------------ -------
<S> <C> <C> <C>
Net loss $ (7,208,441) $(5,440,551) $(9,002,539)
Adjustments to reconcile net loss to net
cash used for operating activities:
Equity in losses of Local Limited Partnerships 3,624,984 4,670,063 5,818,976
Bad debt expense 8,665 54,351 -
Provision for valuation of investments
in Local Limited Partnerships - - 675,000
Provision for valuation of real estate 1,748,708 - -
Cancellation of indebtedness (income) loss 51,595 (1,279,618) -
Cash distribution included in net loss (32,610) (13,456) (8,577)
Replacement reserves 10,637 (66,521) (11,503)
Amortization and depreciation 788,546 752,738 682,900
(Gain) loss on sale of marketable securities 1,291 (4,555) 66,613
Minority interest in income (loss) of Local
Limited Partnerships (27,679) 6,553 (8,659)
Increase (decrease) in cash arising from changes
in operating assets and liabilities:
Other assets (64,183) 104,653 (187,669)
Accounts payable to affiliates 428,633 408,603 407,029
Accounts payable and accrued expenses 241,354 376,480 (174,147)
------------ ----------- -----------
Net cash used for operating activities (428,500) (431,260) (1,742,576)
------------ ----------- -----------
Cash flows from investing activities:
Advances to affiliates (124,294) - -
Purchases of marketable securities (273,754) (1,700,979) (2,799,575)
Proceeds from sales and maturities of
marketable securities 98,152 3,782,670 3,822,762
Cash distributions received from Local
Limited Partnerships 503,503 345,051 415,959
Cash received upon assumption of General Partner
interest in a Combined Entity 18,364 43,646 -
Adjustment to cash received
upon assumption of General
Partner interest in a Combined Entity (51,595) - -
Decrease in deferred acquisition fee escrow 112,500 112,506 112,500
Payment of deferred acquisition fees (112,500) (112,506) (112,500)
Additions to fixed assets (70,940) (245,961) (161,889)
------------ ----------- -----------
Net cash provided by investing activities 99,436 2,224,427 1,277,257
------------ ----------- -----------
</TABLE>
The accompanying notes are an integral part of these combined
financial statements.
<PAGE>
- ------------------------------------------------------------------------------
BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. III
- ------------------------------------------------------------------------------
(A Limited Partnership)
<TABLE>
COMBINED STATEMENTS OF CASH FLOWS (continued)
FOR THE YEARS ENDED MARCH 31, 1997, 1996 AND 1995
<CAPTION>
1997 1996 1995
------------ ------------ -------
<S> <C> <C> <C>
Cash flows from financing activities:
Advances from developer - - 5,172
Advances from general partner - 50,397 216,039
Payments to general partner - (173,500) -
Advances from mortgages payable - - 179,500
Repayment of mortgage notes payable (87,574) (158,404) (32,418)
Advances from affiliate 35,523 - -
Advances on notes payable, affiliate 492,689 22,279 -
Advances from developer - 13,756 -
Capital contributions received - 14,522 -
Repayment of Local Limited Partnership's mortgage - (1,462,693) -
Repayment of notes receivable affiliate - 13,060 -
------------ ----------- -----------
Net cash provided by (used for) financing activities 440,638 (1,680,583) 368,293
------------ ----------- -----------
Net increase (decrease) in cash and
cash equivalents 111,574 112,584 (97,026)
Cash and cash equivalents, beginning of year 268,040 155,456 252,482
------------ ----------- -----------
Cash and cash equivalents, end of year $ 379,614 $ 268,040 $ 155,456
============ =========== ===========
Supplemental Disclosure:
Cash paid for interest $ 360,491 $ 646,380 $ 463,131
============ =========== ===========
</TABLE>
Non-cash disclosure:
See Note 10 for discussion of the change in control of certain Texas
Partnerships.
See Note 11 for discussion of cancellation of indebtedness income.
The accompanying notes are an integral part of these combined
financial statements.
<PAGE>
- ------------------------------------------------------------------------------
BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. III
- ------------------------------------------------------------------------------
(A Limited Partnership)
Notes to the Combined Financial Statements
1. Organization
Boston Financial Qualified Housing Tax Credits L.P. III (the "Partnership") was
formed on August 9, 1988 under the laws of the State of Delaware for the primary
purpose of investing, as a limited partner, in other limited partnerships
("Local Limited Partnerships"), most of which own and operate apartment
complexes, most of which benefit from some form of federal, state or local
assistance program and each of which qualify for low-income housing tax credits.
The Partnership's objectives are to: (i) provide current tax benefits in the
form of tax credits which qualified investors may use to offset their federal
income tax liability; ii) preserve and protect the Partnership's capital; iii)
provide limited cash distributions which are not expected to constitute taxable
income during Partnership operations; and iv) provide cash distributions from
sale or refinancing transactions. The General Partners of the Partnership are
Arch Street III, Inc., which serves as the Managing General Partner, and Arch
Street III L.P., which also serves as the Initial Limited Partner. Both of the
General Partners are affiliates of The Boston Financial Group Limited
Partnership ("Boston Financial"). The fiscal year of the Partnership ends on
March 31.
The Certificate and Agreement of Limited Partnership ("Partnership Agreement")
authorized the sale of up to 100,000 units of Limited Partnership Interest
("Units") at $1,000 per Unit, adjusted for certain discounts. The Partnership
raised $99,610,000 ("Gross Proceeds"), net of discounts of $390,000, through the
sale of 100,000 Units. Such amounts exclude five unregistered Units previously
acquired for $5,000 by the Initial Limited Partner, which is also one of the
General Partners. The offering of Units terminated on May 30, 1989. No further
sale of Units is expected.
Generally, profits, losses, tax credits and cash flow from operations are
allocated 99% to the Limited Partners and 1% to the General Partners. Net
proceeds from a sale or refinancing will be allocated 95% to the Limited
Partners and 5% to the General Partners, after certain priority payments.
Under the terms of the Partnership Agreement, the Partnership initially
designated 3% of the Gross Proceeds from the sale of Units as a reserve for
working capital of the Partnership and contingencies related to ownership of
Local Limited Partnership interests. During the year ended March 31, 1993, the
Managing General Partner decided to increase the reserve level to 3.75%. At
March 31, 1997, the Managing General Partner has designated approximately
$482,000 of cash, cash equivalents and marketable securities as such Reserve.
2. Significant Accounting Policies
Basis of Presentation and Combination
The Partnership accounts for its investments in Local Limited Partnerships, with
the exception of the Combined Entities, using the equity method of accounting,
because the Partnership does not have a majority control of the major operating
and financial policies of the Local Limited Partnerships in which it invests.
Under the equity method, the investment is carried at cost, adjusted for the
Partnership's share of income or loss of the Local Limited Partnerships,
additional investments and cash distributions from the Local Limited
Partnerships. Equity in income or loss of the Local Limited Partnerships is
included currently in the Partnership's operations. The Partnership has no
obligation to fund liabilities of the Local Limited Partnerships beyond its
investment, therefore, a Local Limited Partnership's investment will not be
carried below zero. To the extent that equity losses are incurred when a Local
Limited Partnership's respective investment balance has been reduced to zero,
the losses will be suspended to be used against future income. Distributions
received from Local Limited Partnerships whose respective investment value has
been reduced to zero are included in income. For the years ended March 31, 1997,
1996 and 1995, the Partnership did not recognize $5,206,584, $5,122,569 and
$4,088,341, respectively, of equity losses relating to Local Limited
Partnerships whose cumulative equity in losses and distributions exceeded their
total investments.
<PAGE>
- ------------------------------------------------------------------------------
BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. III
- ------------------------------------------------------------------------------
(A Limited Partnership)
Notes to the Combined Financial Statements (continued)
2. Significant Accounting Policies (continued)
Excess investment costs over the underlying net assets acquired have arisen from
acquisition fees paid and expenses reimbursed to an affiliate of the
Partnership. These fees and expenses are included in the Partnership's
Investment in Local Limited Partnerships and are being amortized on a
straight-line basis over 35 years.
The Partnership recognizes a decline in the carrying value of its investment in
Local Limited Partnerships when there is evidence of a non-temporary decline in
the recoverable amount of the investment. There is the possibility that the
estimates relating to reserves for non-temporary declines in the carrying value
of investments in Local Limited Partnerships may be subject to material near
term adjustments.
The Partnership, as a limited partner in the Local Limited Partnerships, is
subject to risks inherent in the ownership of property which are beyond its
control, such as fluctuations in occupancy rates and operating expenses,
variations in rental schedules, proper maintenance of facilities and continued
eligibility of tax credits. If the cost of operating a property exceeds the
rental income earned thereon, the Partnership may deem it in its best interest
to voluntarily provide funds in order to protect its investment.
The Managing General Partner has elected to report results of the Local Limited
Partnerships on a 90-day lag basis because the Local Limited Partnerships report
their results on a calendar year basis. Accordingly, the financial information
of the Local Limited Partnerships that is included in the accompanying combined
financial statements is as of December 31, 1996, 1995 and 1994.
On August 26, 1992, an affiliate of the Partnership's Managing General Partner,
BF Harbour View, Inc., became the Local General Partner of 241 Pine Street
Associates, L.P. ("241 Pine Street"), a Local Limited Partnership in which the
Partnership has invested. Since the Local General Partner of 241 Pine Street is
now an affiliate of the Partnership, these combined financial statements include
the detailed financial activity of 241 Pine Street for the years ended December
31, 1994, 1995 and 1996. All significant intercompany balances and transactions
have been eliminated.
On April 2, 1993, an affiliate of the Managing General Partner, BF Willow Lake,
Inc., became the Local General Partner of Willow Lake Partners II, L.P. ("Willow
Lake"). BF Willow Lake, Inc. replaced the previous management agent with Boston
Financial Property Management, an affiliate of the Managing General Partner.
Since the Local General Partner of Willow Lake is now an affiliate of the
Partnership, these combined financial statements include the financial activity
of Willow Lake for the years ended December 31, 1994, 1995 and 1996. All
significant intercompany balances and transactions have been eliminated.
On October 6, 1993, an affiliate of the Partnership's Managing General Partner,
BF Texas Limited Partnership, became an additional Local General Partner
responsible for all management decisions in thirteen Local Limited Partnerships
(the "Texas Partnerships") in which the Partnership has invested. Since the
Local General Partner of the Texas Partnerships was an affiliate of the
Partnership, these combined financial statements include the financial activity
of thirteen Texas Partnerships for the year ended March 31, 1995. During the
year ended March 31, 1996, control of six of these Texas Partnerships were
transferred to unrelated parties, and as such, as of that date, these
partnerships were accounted for on the equity method (see Note 10). During the
year ended March 31, 1997, the Managing General Partner transferred all of the
assets of five out of these six Texas Partnerships subject to their liabilities
to unaffiliated entities. Therefore, as of March 31, 1997, one Texas Partnership
is accounted for on the equity method and these combined financial statements
include detailed financial activity of seven Texas Partnerships for the year
ended December 31, 1996. All significant intercompany balances and transactions
have been eliminated.
On September 29, 1995, an affiliate of the Managing General Partner, BF Texas
Limited Partnership, became the Local General Partner responsible for all
management decisions in The Temple-Kyle L.P. ("The Kyle"). Since the Local
General Partner of The Kyle is now an affiliate of the Partnership, these
combined financial statements include the detailed financial activity of The
Kyle for the period from October 1, 1995 through December 31, 1995 and for the
year ended December 31, 1996. All significant intercompany balances and
transactions have been eliminated.
<PAGE>
- ------------------------------------------------------------------------------
BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. III
- ------------------------------------------------------------------------------
(A Limited Partnership)
Notes to the Combined Financial Statements (continued)
2. Significant Accounting Policies (continued)
On August 20, 1996, an affiliate of the Managing General Partner, Boston
Financial GP-1, L.L.C., became the Local General Partner responsible for all
management decisions in Breckenridge Creste Apartments, L.P. ("Breckenridge
Creste"). Since the Local General Partner of Breckenridge Creste is now an
affiliate of the Partnership, these combined financial statements include the
detailed financial activity of Breckenridge Creste for the period from September
1, 1996 through December 31, 1996. All significant intercompany balances and
transactions have been eliminated.
The Partnership has elected to report the results of 241 Pine Street, Willow
Lake, The Kyle, Breckenridge Creste and the seven combined Texas Partnerships on
a 90-day lag basis, consistent with the presentation of the financial
information of all Local Limited Partnerships. As used herein, the "Combined
Entities" refers to 241 Pine Street, Willow Lake, The Kyle, Breckenridge Creste
and the seven combined Texas Partnerships.
Cash Equivalents
Cash equivalents consist of short-term money market instruments with maturities
when purchased of ninety days or less.
Marketable Securities
Marketable securities consist primarily of U.S. Treasury instruments and various
asset-backed investment vehicles. The Partnership's marketable securities are
classified as "Available for Sale" securities and reported at fair value as
reported by the brokerage firm at which the securities are held. All marketable
securities have fixed maturities. Realized gains and losses from the sales of
securities are based on the specific identification method. Unrealized gains and
losses are excluded from earnings and reported as a separate component of
partners' equity.
Effect of recently issued Accounting Standard
The Financial Accounting Standards Board has issued Statement of Financial
Accounting Standards No. 121, Accounting for the Impairment of Long-Lived Assets
and for Long-Lived Assets to Be Disposed Of, which is effective for fiscal years
beginning after December 15, 1995. This standard requires that the carrying
values of long-lived assets be reviewed for recoverability. Impairment losses
are recognized when events or changes in circumstances indicate that the
carrying amount of an asset may not be recoverable. The Partnership adopted the
new standard for its year ending March 31, 1997. The Partnership recorded an
impairment loss of $1,748,708 during the year ended March 31, 1997 related to
the carrying values of the Texas Partnerships' properties (see Note 6).
Rental Property
Real estate and personal property of the Combined Entities are recorded at the
lower of depreciated cost or net realizable value. Valuation allowances are
established when the carrying value of such assets exceeds their estimated
recoverable amounts. The Combined Entities provide for depreciation using
primarily the straight-line method over their estimated useful lives of 3 to 40
years.
Deferred Expenses
Willow Lake's deferred financing fees are amortized over 180 months, the term of
the related debt, using the straight-line method.
Breckenridge's permanent loan costs are amortized over 10 years, the term of the
related debt, using the straight-line method.
Breckenridge's compliance monitoring fees are amortized over the remaining
12-year term of the tax credit compliance period.
<PAGE>
- ------------------------------------------------------------------------------
BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. III
- ------------------------------------------------------------------------------
(A Limited Partnership)
Notes to the Combined Financial Statements (continued)
2. Significant Accounting Policies (continued)
Rental Income
Rental income, principally from short-term leases on the Combined Entities'
apartment units, is recognized as income under the accrual method as the rents
become due.
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 disclosures of
contingent assets and liabilities at the date of the financial statements and
the reported amounts of revenues and expenses during the reporting period.
Actual results could differ from those estimates.
Fair Value of Financial Instruments
Statements of Financial Accounting Standards No. 107 ("SFAS No. 107"),
Disclosures About Fair Value of Financial Instruments, requires disclosure for
the fair value of most on- and off-balance sheet financial instruments for which
it is practicable to estimate that value. The scope of SFAS No. 107 excludes
certain financial instruments, such as trade receivables and payables when the
carrying value approximates the fair value and investments accounted for under
the equity method, and all nonfinancial assets, such as real property. Unless
otherwise described, the fair values of the Partnership's assets and liabilities
which qualify as financial instruments under SFAS No. 107 approximate their
carrying amounts in the accompanying balance sheets.
Income Taxes
No provision for income taxes has been made as the liability for such taxes is
the obligation of the partners of the Partnership.
Reclassifications
Certain reclassifications have been made to prior year financial statements to
conform to the current year presentation.
<PAGE>
- ------------------------------------------------------------------------------
BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. III
- ------------------------------------------------------------------------------
(A Limited Partnership)
Notes to the Combined Financial Statements (continued)
3. Marketable Securities
A summary of marketable securities is as follows:
<TABLE>
<CAPTION>
Gross Gross
Unrealized Unrealized Fair
Cost Gains Losses Value
<S> <C> <C> <C> <C>
Debt securities issued by
the US Treasury $ 288,740 $ 22 $ (1,918) $ 286,844
Mortgage backed securities 41,271 - (51) 41,220
Other debt securities 3,255 - - 3,255
----------- -------- -------- -----------
Marketable Securities
at March 31, 1997 $ 333,266 $ 22 $ (1,969) $ 331,319
=========== ======== ======== ===========
Debt securities issued by
the US Treasury $ 39,392 $ - $ (167) $ 39,225
Mortgage backed securities 56,715 583 - 57,298
Other debt securities 62,848 - (404) 62,444
----------- -------- -------- -----------
Marketable Securities
at March 31, 1996 $ 158,955 $ 583 $ (571) $ 158,967
=========== ======== ======== ===========
</TABLE>
The contractual maturities at March 31, 1997 are as follows:
<TABLE>
<CAPTION>
Fair
Cost Value
<S> <C> <C>
Due in less than one year $ 49,922 $ 49,879
Due in one to five years 242,073 240,220
Mortgage backed securities 41,271 41,220
----------- -----------
$ 333,266 $ 331,319
=========== ===========
</TABLE>
Actual maturities may differ from contractual maturities because some borrowers
have the right to call or prepay obligations. Proceeds from the sales and
maturities were approximately $98,000, $3,783,000 and $3,823,000 for the years
ended March 31, 1997, 1996 and 1995, respectively. Included in investment income
are gross gains of $64 and gross losses of $1,355 which were realized on the
sales during the year ended March 31, 1997, gross gains of $24,504 and gross
losses of $19,949 which were realized on the sales during the year ended March
31, 1996 and gross gains of $3,167 and gross losses of $69,780 which were
realized on the sales during the year ended March 31, 1995.
4. Investments in Local Limited Partnerships
The Partnership uses the equity method to account for its limited partner
interests in fifty-two Local Limited Partnerships (excluding the Combined
Entities) which own and operate multi-family housing complexes, most of which
are government-assisted. The Partnership, as Investor Limited Partner pursuant
to the various Local Limited Partnership Agreements which contain certain
operating and distribution restrictions, has generally acquired a 99% interest
in the profits, losses, tax credits and cash flows from operations of each of
the Local Limited Partnerships, except for Granite, Colony Apartments and
Harbour View, where the Partnership's ownership interest is 97%, 49% and 48.96%,
respectively. Upon dissolution, proceeds will be distributed according to each
respective partnership agreement.
<PAGE>
- ------------------------------------------------------------------------------
BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. III
- ------------------------------------------------------------------------------
(A Limited Partnership)
Notes to the Combined Financial Statements (continued)
4. Investments in Local Limited Partnerships (continued)
The following is a summary of Investments in Local Limited Partnerships,
excluding the Combined Entities, in the years ended March 31:
<TABLE>
<CAPTION>
1997 1996 1995
------------- ------------ -------
<S> <C> <C> <C>
Capital contributions to Local Limited Partnerships
and purchase price paid to withdrawing partners
of Local Limited Partnerships $ 65,667,604 $ 69,606,039 $ 70,650,910
Cumulative equity in loss of Local Limited Partnerships
(excluding cumulative unrecognized losses of $22,111,810,
$17,117,633, and $11,683,993 at March 31,
1997, 1996 and 1995, respectively) (43,991,055) (42,375,049) (37,465,458)
Cumulative cash distributions received from
Local Limited Partnerships (1,831,974) (1,328,471) (974,843)
------------- ------------ ------------
Investments in Local Limited Partnerships before adjustment 19,844,575 25,902,519 32,210,609
Excess of investment cost over the underlying net assets acquired:
Acquisition fees and expenses 7,143,344 7,154,323 7,154,323
Accumulated amortization of acquisition fees and expenses (1,369,244) (1,205,288) (1,035,575)
------------- ------------ ------------
Investments in Local Limited Partnerships 25,618,675 31,851,554 38,329,357
Reserve for valuation of investments in
Local Limited Partnerships (1,635,000) (1,635,000) (1,635,000)
------------- ------------ ------------
$ 23,983,675 $ 30,216,554 $ 36,694,357
============= = ========== ============
</TABLE>
Summarized financial information from the financial statements of all Local
Limited Partnerships accounted for on the equity method (excluding the Combined
Entities beginning on the date of combination) in which the Partnership has
invested is as follows:
Summarized Balance Sheets - December 31,
<TABLE>
<CAPTION>
1996 1995 1994
-------------- ------------- ---------
<S> <C> <C> <C>
Assets:
Investment property, net $ 179,058,410 $193,889,556 $ 201,412,775
Other assets, net 13,158,108 14,776,669 14,739,376
Current assets 5,977,538 6,462,299 6,424,091
------------- ------------- --------------
Total assets $ 198,194,056 $ 215,128,524 $222,576,242
============= ============= ============
Liabilities and Partners' Equity:
Mortgages payable, net of current portion $ 172,051,946 $ 164,854,884 $ 174,825,236
Other liabilities 13,276,728 14,753,253 16,879,186
Current liabilities (includes current
portion of mortgages payable) 17,958,778 26,612,722 12,135,895
------------- ------------- --------------
Total liabilities 203,287,452 206,220,859 203,840,317
------------- ------------- --------------
Partners' Equity:
Partnership's equity (4,360,195) 8,820,206 17,418,308
Other partners' equity (733,201) 87,459 1,317,617
------------- ------------- --------------
Total partners' equity (5,093,396) 8,907,665 18,735,925
------------- ------------- --------------
Total liabilities and partners' equity $ 198,194,056 $ 215,128,524 $222,576,242
============= ============= ============
</TABLE>
<PAGE>
- ------------------------------------------------------------------------------
BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. III
- ------------------------------------------------------------------------------
(A Limited Partnership)
Notes to the Combined Financial Statements (continued)
4. Investments in Local Limited Partnerships (continued)
<TABLE>
Summarized Income Statements - For
the year ended December 31,
<CAPTION>
<S> <C> <C> <C>
Rental and other income $ 29,724,298 $ 32,565,287 $ 31,203,382
------------- ------------- --------------
Expenses:
Operating expenses 17,315,396 18,500,899 17,206,372
Interest expense 14,652,969 16,243,002 15,805,646
Depreciation and amortization 8,365,838 8,593,392 8,707,622
------------- ------------- --------------
Total expenses 40,334,203 43,337,293 41,719,640
------------- ------------- --------------
Net Loss $ (10,609,905) $ (10,772,006) $(10,516,258)
============= ============= ============
Partnership's share of net loss $ (8,798,958) $ (9,778,580) $ (9,898,740)
============= ============= ==============
Other partners' share of net loss $ (1,810,947) $ (993,426) $ (617,518)
============= ============= ==============
</TABLE>
For the years ended March 31, 1997, 1996 and 1995, the Partnership has not
recognized $5,206,584, $5,122,569 and $4,088,341, respectively, of equity in
losses relating to certain Local Limited Partnerships in which cumulative equity
in losses and distributions exceeded its total investments in these Local
Limited Partnerships.
The summarized financial information of the Local Limited Partnerships above
does not include 241 Pine Street and Willow Lake for the years ended December
31, 1996, 1995 and 1994. Thirteen of the Texas Partnerships are excluded for the
year ended December 31, 1994. Seven of the Texas Partnerships are excluded for
the years ended December 31, 1995 and 1996. The Kyle is excluded for the year
ended December 31, 1996 and for the period October 1, 1995 through December 31,
1995. Breckenridge Creste is excluded for the period September 1, 1996 through
December 31, 1996. The balance sheets and statements of operations of these
Local Limited Partnerships are combined with the Partnership's financial
statements through the date that these partnerships were controlled (see Note
10). As a result, this summarized information is not comparable from year to
year.
The Partnership's deficiency as reflected by the Local Limited Partnerships of
$(4,545,274) differs from the Partnership's Investments in Local Limited
Partnerships before adjustment of $19,844,575 principally because: the
Partnership has not recognized $22,111,810 of equity losses relating to Local
Limited Partnerships whose cumulative equity in losses exceeded their total
investments; purchase prices paid to original Limited Partners by the
Partnership have not been reflected in the balance sheets of certain Local
Limited Partnerships; and distributions received from Local Limited Partnerships
during the quarter ended March 31, 1997.
5. Transactions with Affiliates
In accordance with the Partnership Agreement, 15% of the acquisition fees
payable to an affiliate of the Managing General Partner is the "Deferred
Acquisition Fees". The Deferred Acquisition Fees have been deposited in an
interest bearing account and are paid annually, with interest, at the rate of
10% per year over 10 years. Installments began on the second anniversary of the
Prospectus, November 23, 1990. As of March 31, 1997 and 1996, deferred
acquisition fees payable amounted to $337,500 and $450,000, respectively.
An affiliate of the Managing General Partner currently receives $6,818 (as
adjusted by the CPI factor) per Local Limited Partnership annually as the Asset
Management Fee for administering the affairs of the Partnership. Included in the
Combined Statements of Operations are Asset Management Fees of $450,678,
$447,110 and $435,572, for the years ended March 31, 1997, 1996 and 1995,
respectively. Payables to affiliates of the Managing General Partner relating to
the aforementioned fees and expenses equal $1,141,523 and $690,845 at March 31,
1997 and 1996, respectively.
<PAGE>
- ------------------------------------------------------------------------------
BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. III
- ------------------------------------------------------------------------------
(A Limited Partnership)
Notes to the Combined Financial Statements (continued)
5. Transactions with Affiliates (continued)
An affiliate of the Managing General Partner is reimbursed for the actual cost
of the Partnership's operating expenses. Included in general and administrative
expenses for the years ended March 31, 1997, 1996 and 1995 is $170,961, $182,482
and $155,236, respectively, that the Partnership has paid or will pay as
reimbursement for salaries and benefits.
Boston Financial Property Management ("BFPM"), an affiliate of the Managing
General Partner, currently manages Harbour View, a property in which the
Partnership has invested. Included in operating expenses in the summarized
income statements in Note 4 to the Combined Financial Statements is $51,956,
$46,915 and $45,845 of fees earned by BFPM during 1996, 1995 and 1994,
respectively.
On April 2, 1993, BFPM became the management agent of Willow Lake. In August of
1993, BFPM became the management agent for the Texas Partnerships. On September
29, 1995, BFPM became the management agent of The Kyle. On August 20, 1996, BFPM
became the management agent of Breckenridge. Included in the Combined Statements
of Operations is $135,472, $70,315 and $177,185 of property management fees
charged by BFPM during 1996, 1995 and 1994, respectively. Payables to affiliates
include $51,659 and $71,113 of property management fees at December 31, 1996 and
1995, respectively.
An affiliate of the Managing General Partner advanced the Partnership amounts to
cover operating deficits. A non-interest bearing note was executed. As of March
31, 1997 and 1996, $514,968 and $22,279, respectively, was the outstanding
balance due to an affiliate of the Managing General Partner.
The affiliate of the Managing General Partner has made a commitment to defer
collection of past or future asset management fees, reimbursement of operating
expenses and property management fees, and to defer collection of the $514,968
note described above, to the extent necessary to cover operating deficits of the
Partnership.
6. Rental Property
Real estate and personal property belonging to the Combined Entities are
recorded at cost, the components of which are as follows at December 31:
<TABLE>
<CAPTION>
1996 1995
------------- --------
<S> <C> <C>
Land and improvements $ 1,375,504 $ 492,599
Building and improvements, net of reserve for valuation 21,390,249 14,816,483
Equipment 544,916 543,316
------------- ------------
23,310,669 15,852,398
Less accumulated depreciation 5,426,435 3,034,245
------------- ------------
Total $ 17,884,234 $12,818,153
============= ===========
</TABLE>
During the year ended December 31, 1996, an impairment loss of $1,748,708 was
recognized on the real estate in the Texas Partnerships, which decreased the
aggregate carrying value to $2,920,411. For the year ended December 31, 1996,
the net operating results of the Texas Partnerships increased the loss of the
Partnership (prior to the impairment loss) by $410,866. See Note 10 for further
details on the liquidation of the interests in the Texas Partnerships.
7. Mortgage Notes Payable
Willow Lake
The original mortgage note payable consists of a 9.25% per annum note due in
monthly principal and interest installments of $22,878, maturing on February 1,
2005. The original loan is collateralized by a first deed of trust covering all
real and personal property. The loan is also collateralized by an operating
deficit escrow of $58,387 provided by the Local General Partners as security for
the lender in the event of certain defaults under the mortgage loan agreement.
<PAGE>
- ------------------------------------------------------------------------------
BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. III
- ------------------------------------------------------------------------------
(A Limited Partnership)
Notes to the Combined Financial Statements (continued)
7. Mortgage Notes Payable (continued)
At December 31, 1993, Willow Lake was in default of its principal and interest
payments due under the mortgage agreement; however, the lender and Willow Lake
executed a workout commitment letter in June of 1993 designed to address the
default. On February 17, 1994, the parties closed the final workout agreement.
The terms of the workout agreement which were effective June 1, 1993 include a
reduction in the interest rates payable to 7.25% for the period from June 1,
1993 through May 1, 1995 and a reduction in the interest rates payable to 8.25%
plus 95% of all net cash flows, as defined by the workout agreement, for the
period from June 1, 1995 through May 1, 1996. Willow Lake resumed payments at
the original contract rate of 9.25%. Under the terms of the workout agreement,
the difference in the interest payments at the original contract rate of 9.25%
and the reduced payment rates required over the term of the workout period shall
be payable beginning with the expiration of the workout period over the
remaining term of the note.
All delinquent amounts under the original mortgage were paid by Willow Lake on
February 17, 1994 upon closing of the final workout agreement. The delinquencies
were paid out of funds released from an escrow deposit of $244,000, which have
been held by an escrow agent pursuant to an operating reserve escrow agreement
requiring deposits be made to fund certain of the obligations of the Local
General Partners under Willow Lake's partnership agreement, including the
payment of operating deficits.
Principal payments required under the above mortgage note which has a balance at
December 31, 1996 and 1995 of $2,744,825 and $2,764,469, respectively, for each
of the next five years are as follows:
Years Ending
December 31,
1997 $ 21,540
1998 23,619
1999 25,899
2000 28,399
2001 31,119
The terms of the mortgage note and other contract documents require the
establishment of restricted deposits and funded reserves to be held and invested
by the mortgagee. These financial instruments potentially subject Willow Lake to
a concentration of credit risk. Due to the unavailability of similar loans, it
is not practicable to determine the fair value of this note at March 31, 1997.
Texas Partnerships
The Texas Partnerships and RECD have entered into Interest Credit and Rental
Assistance Agreements that have stated interest rates ranging from 9.5% to 7.25%
and provide for an effective interest rate on the notes payable to FmHA of 1
percent, plus all rental income over basic rents as determined by the government
(overages) with maturities ranging from 2016 to 2030. All notes are
collateralized by the respective properties. The principal balances of the Texas
Partnerships' mortgages at December 31, 1996 and 1995 are $4,189,947 and
$4,228,562, respectively. Due to the unavailability of similar loans, it is not
practicable to determine the fair value of these notes at March 31, 1997.
The Kyle
The Kyle has a note payable to the Partnership which is eliminated in the
accompanying combined financial statements. The note is due in monthly
installments of $13,800, including interest at 7.82%, through June 1, 1997 and
$17,600, including interest at prime plus 1%, from July 1, 1997 through its
maturity date on June 1, 2005. The note is collateralized by the respective
property. $1,423,253 and $1,454,127 is outstanding as of December 31, 1996 and
1995, respectively. The current value of this note approximates its fair value.
<PAGE>
- ------------------------------------------------------------------------------
BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. III
- ------------------------------------------------------------------------------
(A Limited Partnership)
Notes to the Combined Financial Statements (continued)
7. Mortgage Notes Payable (continued)
Breckenridge
Breckenridge's mortgage note payable consists of a 9.60% per annum note due in
monthly principal and interest installments of $42,408, maturing on November 1,
2006. The liability of the partnership under the mortgage note is limited to the
underlying value of the real estate collateral plus other amounts deposited with
the lender. Principal payments required under the above note, which has a
balance at December 31, 1996 of $4,811,607, for each of the next five years and
thereafter are as follows:
Years Ending
December 31,
1997 $ 49,105
1998 54,032
1999 59,454
2000 65,419
2001 71,983
Breckenridge's second note payable bears no interest and is payable in annual
installments of $2,679 until April 15, 1999. The outstanding balance at December
31, 1996 is $8,036.
Due to the unavailability of similar loans, it is not practicable to determine
the fair value of this note at March 31, 1997.
8. Due to affiliate
Under the terms of 241 Pine Street's development agreement, the Developer agreed
to advance to the property such funds as may be required to pay certain
operating expenses. Any funds so advanced are to be repaid by 241 Pine Street
upon sale or refinancing of the property. The amount due to affiliate at
December 31, 1996 and 1995 represents the net amount advanced to 241 Pine Street
under this agreement. In connection with these events the Original General
Partner was replaced by an affiliated entity of the Partnership . Therefore, the
amount previously reported as due to developer has been reclassified as a due to
affiliate. Due to the unavailability of similar loans, it is not practicable to
determine the fair value of this note at March 31, 1997.
9. General partner advances
Prior to 1995, Willow Lake incurred debt of $662,306 payable to the former
general partners and their affiliates for developer fees, Partnership advances
and management fees. As a result of the settlement litigation in 1995, Willow
Lake agreed to pay $173,500 and issued two promissory notes in the amount of
$100,000 each. Both notes have an annual interest rate of 6% and are payable in
full, both as to accrued interest and principal on January 1, 2005. Principal
and interest on these notes are due and payable out of cash flow which began in
June, 1996. If, in the event Willow Lake is unable to make a cash flow payment,
the Partnership has guaranteed one note. The guarantee of the Partnership is an
interest payment of $500 per month. The Partnership paid $5,000 for interest
during the year ended March 31, 1997. The remaining debt ($288,806) was
forgiven.
<PAGE>
- ------------------------------------------------------------------------------
BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. III
- ------------------------------------------------------------------------------
(A Limited Partnership)
Notes to the Combined Financial Statements (continued)
10. Liquidation of Interests in Local Limited Partnerships
As previously reported, the Managing General Partner transferred all of the
assets of five of the Texas Partnerships subject to their liabilities to
unaffiliated entities. Crown Point, Godley Arms, Glenbrook Apartments, Quail Run
Apartments and Sherwood Arm Housing were transferred prior to March 31, 1997.
Negotiations between the Managing General Partner, the Lender and prospective
buyers have continued through the past quarter resulting in a revised
disposition plan for the remaining eight properties. The new plan will transfer
title to the remaining eight properties to unaffiliated buyers. If negotiations
continue as expected, this transfer will occur during the second or third
quarter of calendar 1997. In the meantime, operating deficits continue to be
funded from Partnership Reserves.
For tax purposes, these events will result in both Section 1231 Gain and
Cancellation of Indebtedness income. In addition, the transfer of ownership will
result in nominal recapture of tax credits, because the Texas Partnerships
represent only 2% of the Partnership's tax credits.
11. Litigation
Lone Oak Housing Associates, Ltd., as was previously reported, was the defendant
in a lawsuit in which the plaintiff had alleged negligence and deceptive Trade
Act violations. This litigation has been settled by the insurance carrier and
the case dismissed.
Willow Lake Partners II, L.P. ("Willow Lake") is the defendant in a lawsuit
relating to an earlier lawsuit involving Willow Lake. As part of the
Partnership's settlement with the former management agent, Willow Lake gave the
management agent two cash flow notes. The former management agent is now
claiming that Willow Lake has cash flow (so payments should have been made on
the notes) and it is the Partnership's position that the property is running a
deficit. This litigation is not expected to have a material impact on the
Partnership.
12. Extraordinary Item
For the year ended March 31, 1996, the Partnership recognized $1,297,618 of
cancellation of indebtedness income attributable to three combined entities who
had restructured their debt. For the year ended March 31, 1997, the Partnership
recognized $51,595 of loss which was an adjustment to the cancellation of
indebtedness income in the previous year.
<PAGE>
- ------------------------------------------------------------------------------
BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. III
- ------------------------------------------------------------------------------
(A Limited Partnership)
Notes to the Combined Financial Statements (continued)
13. Federal Income Taxes
A reconciliation of the loss reported in the Combined Statements of Operations
for the years ended March 31, 1997, 1996 and 1995 to the loss reported for
federal income tax purposes for the year ended December 31, 1996, 1995 and 1994
is as follows:
<TABLE>
<CAPTION>
1997 1996 1995
-------------- ------------- ---------
<S> <C> <C> <C>
Net loss per Combined Statement of Operations $ (7,208,441) $ (5,440,551) $ (9,002,539)
Provision for valuation of Investments in
Local Limited Partnerships not taxable or
deductible for tax purposes - - 675,000
Operating expenses not deductible in
current year for tax purposes 483,083 452,028 132,652
Other loss recognized for tax purposes but
not recognized for book purposes - (106,755) -
Operating expenses paid in current year but
expensed for financial reporting purposes
in prior year - - (105,319)
Amortization of acquisition fees and expenses
not deductible for tax purposes 167,201 168,519 182,006
Adjustment to reflect March 31 fiscal year-
end to December 31 tax year-end (120,542) 27,286 263,928
Adjustment for equity in loss of Local Limited
Partnerships for financial reporting purposes
under equity in loss for tax purposes 1,423,554 (1,091,105) (242,083)
Adjustment for equity in loss of Local
Limited Partnerships not recognized for
financial reporting purposes (5,206,584) (5,122,569) (4,088,341)
Cash distribution included in loss for financial
reporting purposes (13,687) (11,338) (6,057)
Other (30,462) - -
-------------- ------------- -------------
Net loss for federal income tax purposes $ (10,505,878) $ (11,124,485) $ (12,190,753)
============== ============= =============
</TABLE>
The differences in the assets and liabilities of the Partnership for financial
reporting purposes and tax reporting purposes for the year ended March 31, 1997
are as follows:
<TABLE>
<CAPTION>
Financial Tax
Reporting Reporting
Purposes Purposes Differences
<S> <C> <C> <C>
Investments in Local Limited Partnerships $ 23,983,675 $ 6,130,762 $17,852,913
============ ============ ============
Other assets $ 19,807,915 $ 15,029,786 $ 4,778,129
============ ============ ============
Liabilities $ 15,393,975 $ 837,199 $ 14,556,776
============ ============ ============
</TABLE>
The differences in the assets and liabilities of the Partnership for financial
reporting purposes are primarily attributable to: i) for financial reporting
purposes, the Partnership combines the financial statements of eleven Local
Limited Partnerships with its financial statements; for tax purposes, these
entities are carried on the equity method; ii) the cumulative equity in loss
from Local Limited Partnerships, including the Combined Entities, for tax
reporting purposes is approximately $25,330,000 greater than for financial
reporting purposes, including approximately $22,112,000 of losses the
Partnership has not recognized relating to twenty-six Local Limited Partnerships
whose cumulative equity in losses exceeded their total investments; iii) the
Partnership has provided a provision for valuation of $1,635,000 against three
of its investments in Local Limited Partnerships for financial reporting
purposes; and iv) organizational and offering costs of approximately $11,832,000
that have been capitalized for tax reporting purposes are charged to Limited
Partners' equity for financial reporting purposes.
<PAGE>
- ------------------------------------------------------------------------------
BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. III
- ------------------------------------------------------------------------------
(A Limited Partnership)
Notes to the Combined Financial Statements (continued)
14. Supplemental Combining Schedules
<TABLE>
Balance Sheets
<CAPTION>
Boston Financial
Qualified Housing
Tax Credits Combined Eliminations Combined
L.P. III (A) Entities (B) (A) (A)
<S> <C> <C> <C> <C>
Assets
Cash and cash equivalents $ 213,008 $ 166,606 $ - $ 379,614
Accounts receivable, net 781,206 104,803 (710,340) 175,669
Interest receivable 63,679 - (46,072) 17,607
Notes receivable 1,423,253 - (1,423,253) -
Prepaid expenses 8,493 31,526 - 40,019
Tenant security deposits - 66,439 - 66,439
Investments in Local Limited
Partnerships, net of reserve
for valuation 26,350,137 - (2,366,462) 23,983,675
Marketable securities, at fair value 331,319 - - 331,319
Replacement reserves - 210,045 - 210,045
Rental property at cost, net of
accumulated depreciation - 17,884,234 - 17,884,234
Deferred acquisition fees escrow 337,500 - - 337,500
Deferred expenses, net - 235,339 - 235,339
Other assets - 130,130 - 130,130
------------ ------------- ------------ ------------
Total assets $ 29,508,595 $ 18,829,122 $ (4,546,127) $ 43,791,590
============ ============= ============ ============
Liabilities and Partners' Equity
Accounts payable to affiliates $ 1,141,523 $ 761,999 $ (710,340) $ 1,193,182
Accounts payable and accrued
expenses 170,111 441,404 - 611,515
Interest payable - 423,367 (46,072) 377,295
Notes payable, affiliate 514,968 - - 514,968
Security deposits payable - 82,054 - 82,054
Due to affiliate - 323,046 - 323,046
Deferred acquisition fees payable 337,500 - - 337,500
General partner advances - 200,000 - 200,000
Mortgage notes payable - 13,177,668 (1,423,253) 11,754,415
------------ ------------- ------------ ------------
Total liabilities 2,164,102 15,409,538 (2,179,665) 15,393,975
------------ ------------- ------------ ------------
Minority interest in Local
Limited Partnerships - - 1,053,122 1,053,122
------------ ------------- ------------ ------------
General, Initial and Investor Limited
Partners' Equity 27,346,440 3,419,584 (3,419,584) 27,346,440
Net unrealized losses on marketable
securities (1,947) - - (1,947)
------------ ------------- ------------ ------------
Total Partners' Equity 27,344,493 3,419,584 (3,419,584) 27,344,493
------------ ------------- ------------- ------------
Total Liabilities and
Partners' Equity $ 29,508,595 $ 18,829,122 $ (4,546,127) $ 43,791,590
============ ============= ============= ============
</TABLE>
(A) As of March 31, 1997.
(B) As of December 31, 1996 - see Note 2.
<PAGE>
- ------------------------------------------------------------------------------
BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. III
- ------------------------------------------------------------------------------
(A Limited Partnership)
Notes to the Combined Financial Statements (continued)
14. Supplemental Combining Schedules (continued)
<TABLE>
Statements of Operations
<CAPTION>
Boston Financial
Qualified Housing
Tax Credits Combined Eliminations Combined
L.P. III (A) Entities (B) (A) (A)
<S> <C> <C> <C> <C>
Revenue:
Rental $ - $ 1,764,258 $ - $ 1,764,258
Investment 75,919 6,741 - 82,660
Other 217,453 138,684 (83,458) 272,679
------------ ------------ ----------- ------------
Total Revenue 293,372 1,909,683 (83,458) 2,119,597
------------ ------------ ----------- ------------
Expenses:
Asset management fees, 450,678 - - 450,678
related party
General and administrative 611,810 - - 611,810
Bad debt expense 8,665 - - 8,665
Property management fees - 150,304 - 150,304
Rental operations, exclusive
of depreciation - 1,387,909 - 1,387,909
Interest 5,000 610,976 (83,458) 532,518
Provision for valuation of real estate - 1,748,708 - 1,748,708
Depreciation - 605,671 - 605,671
Amortization 167,201 15,674 - 182,875
------------ ------------ ----------- ------------
Total Expenses 1,243,354 4,519,242 (83,458) 5,679,138
------------ ------------ ----------- ------------
Loss before equity in losses of Local
Limited Partnerships and
extraordinary item (949,982) (2,609,559) - (3,559,541)
Equity in losses of Local Limited
Partnerships (6,258,459) - 2,633,475 (3,624,984)
Minority interest in losses of Local
Limited Partnerships - - 27,679 27,679
------------ ------------ ----------- ------------
Net loss before extraordinary item (7,208,441) (2,609,559) 2,661,154 (7,156,846)
Extraordinary loss on
forgiveness of indebtedness - (51,595) - (51,595)
------------ ------------ ----------- ------------
Net Income (Loss) $ (7,208,441) $ (2,661,154) $ 2,661,154 $ (7,208,441)
============ ============ =========== ============
</TABLE>
(A) For the year ended March 31, 1997.
(B) For the year ended December 31, 1996
- - see Note 2.
<PAGE>
- ------------------------------------------------------------------------------
BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. III
- ------------------------------------------------------------------------------
(A Limited Partnership)
Notes to the Combined Financial Statements (continued)
14. Supplemental Combining Schedules (continued)
<TABLE>
Statements of Cash Flows
<CAPTION>
Boston Financial
Qualified Housing
Tax Credits Combined Eliminations Combined
L.P. III (A) Entities (B) (A) (A)
<S> <C> <C> <C> <C>
Net loss $ (7,208,441) $ (2,661,154) $ 2,661,154 $ (7,208,441)
Adjustments to reconcile net
loss to net cash used for
operating activities:
Equity in losses of Local
Limited Partnerships 6,258,459 - (2,633,475) 3,624,984
Bad debt expense 8,665 - - 8,665
Provision for valuation of real estate - 1,748,708 - 1,748,708
Cancellation of indebtedness loss - 51,595 - 51,595
Cash distribution included in
net loss (32,610) - - (32,610)
Replacement reserves - 10,637 - 10,637
Amortization and depreciation 167,201 621,345 - 788,546
Loss on sale of marketable securities 1,291 - - 1,291
Minority interest in loss
of Local Limited Partnerships - - (27,679) (27,679)
Increase (decrease) in cash
arising from changes in operating
assets and liabilities:
Other assets (57,277) (6,906) - (64,183)
Accounts payable to affiliates 429,821 (1,188) - 428,633
Accounts payable and accrued
expenses 21,251 220,103 - 241,354
-------------- ------------- ------------ -------------
Net cash used for
operating activities (411,640) (16,860) - (428,500)
-------------- ------------- ------------ -------------
Cash flows from investing activities:
Advances to affiliates (308,388) - 184,094 (124,294)
Purchases of marketable securities (273,754) - - (273,754)
Proceeds from sales and maturities
of marketable securities 98,152 - - 98,152
Cash distributions received from
Local Limited Partnerships 503,503 - - 503,503
Cash received upon assumption
of General Partner interest
in a Combined Entity - 18,364 - 18,364
Adjustment to cash received upon
assumption of General Partner
interest in a Combined Entity - (51,595) - (51,595)
Decrease in deferred acquisition fee
escrow 112,500 - - 112,500
Payment of deferred acquisition fee (112,500) - - (112,500)
Additions to fixed assets - (70,940) - (70,940)
-------------- ------------- ------------ -------------
Net cash provided by (used for)
investing activities 19,513 (104,171) 184,094 99,436
-------------- ------------- ------------ -------------
</TABLE>
<PAGE>
- ------------------------------------------------------------------------------
BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. III
- ------------------------------------------------------------------------------
(A Limited Partnership)
Notes to the Combined Financial Statements (continued)
14. Supplemental Combining Schedules (continued)
<TABLE>
Statements of Cash Flows (continued)
<CAPTION>
Boston Financial
Qualified Housing
Tax Credits Combined Eliminations Combined
L.P. III (A) Entities (B) (A) (A)
<S> <C> <C> <C> <C>
Cash flows from financing activities:
Repayment of mortgage notes
payable - (105,388) 17,814 (87,574)
Advances from affiliate - 219,617 184,094 35,523
Advances on notes payable,
affiliate 492,689 - - 492,689
Repayment of notes
receivable, affiliate 17,814 - (17,814) -
-------------- ------------- ------------ -------------
Net cash provided by
financing activities 510,503 114,229 (184,094) 440,638
-------------- ------------- ------------ -------------
Net increase (decrease) in
cash and cash equivalents 118,376 (6,802) - 111,574
Cash and cash equivalents,
beginning 94,632 173,408 - 268,040
-------------- ------------- ------------- --------------
Cash and cash equivalents,
ending $ 213,008 $ 166,606 $ - $ 379,614
============== ============= ============= ==============
</TABLE>
(A) For the year ended March 31, 1997.
(B) For the year ended December 31, 1996
- - see Note 2.
<TABLE>
<CAPTION>
COST OF INTEREST NET IMPROVEMENTS
NUMBER TOTAL AT ACQUISTION DATE CAPTIALIZED
----------------------------
OF ENCUM- BUILDINGS AND SUBSEQUENT TO
DESCRIPTION UNITS BRANCES * LAND IMPROVEMENTS ACQUISITON
- ----------------------------------------------------------------------------------------------------------
Multi-family residential property:
<S> <C> <C> <C> <C> <C>
Harbour View 122 9,549,824 $406,704 $11,193,508 $530,801
Staten Island, NY
Willow Lake Apts** 132 2,744,825 100,000 5,143,801 (55,918)
Kansas City, MO
West Dade I 122 4,087,350 626,698 4,572,095 597,462
Miami, FL
West Dade II 209 8,367,742 1,213,707 8,416,939 2,527,205
Miami, FL
Westwood Manor 144 3,364,998 191,987 4,091,974 90,504
Flint, MI
Rolling Hills 150 3,107,682 10,000 6,791,690 26,155
Dayton, OH
Regency Square 140 3,301,775 150,000 6,777,207 31,232
Dayton, OH
Buffalo Shoreline 142 6,461,589 153,588 5,106,986 758,263
Buffalo, NY
Buffalo Waterfront 472 23,125,955 202,452 17,775,357 2,324,251
Buffalo, NY
Fox Run 150 4,132,463 452,610 5,039,028 96,162
Victoria, TX
Boulevard II 19 717,387 0 965,670 384,682
Chicago, IL
The Colony 300 8,639,305 1,298,638 8,814,688 186,010
Columbia, SC
Boulevard IIA 42 1,559,802 11,786 2,467,433 621,660
Chicago, IL
Ashley Place 96 2,826,469 10 3,951,009 862,321
Orlando, FL
Admiral Court 46 2,478,296 60,637 4,751,321 314,692
Philadelphia, PA
Syracuse Apartments 8 241,402 17,669 289,821 3,301
Syracuse, KS
El Jardin 236 6,859,190 742,000 8,480,839 200,862
Davie, FL
Elmwood Delmar 95 3,144,082 67,097 4,111,291 50,856
Aurora, CO
Crestwood Place** 24 365,986 5,000 458,287 (181,525)
Bridgeport, TX
Willowick Apts** 60 1,150,688 10,956 1,455,934 (316,883)
Gainesville, TX
Ellsworth Apartments 12 329,346 18,000 390,835 1,647
Ellsworth, KS
Satanta Apartments 8 224,206 23,593 264,336 0
Satanta, KS
Rossville Apartments 10 279,995 23,950 259,486 68,583
Rossville, KS
Columbia Town House 56 1,398,816 167,000 885,042 1,078,618
Burlington, IA
Quarter Mill 266 7,185,259 1,139,508 2,530,458 12,625,086
Richmond, VA
One Main Place** 24 364,887 19,458 414,803 (114,334)
Little Elm, TX
Pilot Point** 40 545,266 24,805 575,107 (138,080)
Pilot Point, TX
Sherwood Arms (A) 0 0 32,439 658,300 (690,739)
Keene, TX
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
COST OF INTEREST NET IMPROVEMENTS
NUMBER TOTAL AT ACQUISTION DATE CAPTIALIZED
------------------------------
OF ENCUM- BUILDINGS AND SUBSEQUENT TO
DESCRIPTION UNITS BRANCES * LAND IMPROVEMENTS ACQUISITON
- ------------------------------------------------------------------------------------------------------
Multi-family residential property:
<S> <C> <C> <C> <C> <C>
Crown Point (A) 0 0 13,642 371,717 (385,359)
Venus, TX
Godley Arms (A) 0 0 26,156 250,345 (276,501)
Godley, TX
South Holyoke 48 2,760,370 105,250 4,095,471 (157,457)
South Holyoke, MA
Walker Woods 51 2,363,190 159,104 2,954,196 1,016,207
Dover, DE
Shady Shores** 40 503,235 30,778 723,316 (91,390)
Lake Dallas, TX
Eagle Wood Apts. 40 1,117,119 0 1,382,855 52,491
Covington, TN
Georgetown II 50 1,744,693 0 1,079,160 1,726,090
Georgetown, DE
Blue Mountain Apts. 217 9,912,154 618,994 14,308,698 154,034
Boston, MA
Garden Plain 12 303,961 15,849 362,584 54
Garden Plain, KS
Fulton Apartments 24 801,697 0 985,000 35,000
Fulton, KY
Lone Oak 64 618,418 34,437 803,419 16,535
Graham, TX
Hallett-West Apts.** 24 296,389 18,500 322,596 46,340
Hallettsville, TX
Glenbrook (A) 0 0 13,636 310,294 (323,930)
St. Jo, TX
Eagles Nest** 90 963,496 49,340 1,153,573 (424,511)
Decatur, TX
Billings Family 12 284,005 14,032 327,478 2,855
Billings, MO
Brownsville 28 788,041 31,000 980,353 7,480
Brownsville, TN
Wayne Senior 15 430,080 30,949 494,381 1,215
Wayne, NE
Longview 14 399,642 29,710 461,233 2,634
Humboldt, KS
Horseshoe Bend 24 651,347 21,780 816,289 0
Horseshoe Bend, AR
Briarwood II 32 1,114,117 105,000 1,331,661 8,587
Lake Havasua, AZ
Quail Run (A) 0 0 8,158 458,464 (466,622)
Iowa Park, TX
Smithville 24 547,689 28,840 585,285 1,057
Smithville, MO
Aurora East 125 4,031,980 308,324 4,402,417 160,304
Denver, CO
Elver Park II 56 1,702,679 348,138 2,509,630 15,617
Madison, WI
Elver Park III 48 1,471,297 135,465 582,652 1,804,381
Madison, WI
Tucson Trails 48 1,435,577 138,240 588,915 1,795,470
Madison, WI
Tucson Trails II 48 1,442,356 138,240 281,704 2,104,333
Madison, WI
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
COST OF INTEREST NET IMPROVEMENTS
NUMBER TOTAL AT ACQUISTION DATE CAPTIALIZED
----------------------------
OF ENCUM- BUILDINGS AND SUBSEQUENT TO
DESCRIPTION UNITS BRANCES * LAND IMPROVEMENTS ACQUISITON
- -----------------------------------------------------------------------------------------------------------
Multi-family residential property:
<S> <C> <C> <C> <C> <C>
Pleasant Plaza 125 12,449,423 303,775 15,691,150 70,074
Malden, MA
241 Pine Street** 50 0 130,900 2,564,381 (1,451,679)
Manchester, NH
Oak Grove 24 563,397 35,000 169,708 508,463
Oak Grove, MO
Wood Creek 104 3,366,957 475,000 4,203,585 1,398,056
Calcium, NY
Breckenridge Creste** 164 4,819,643 845,000 811,111 7,479,926
Duluth, GA
Bolivar Apartments 20 468,254 30,000 190,970 360,983
Boliver, MO
Lexington Civic 24 819,752 15,000 650,260 307,303
Lexington, TN
Riverfront Apartments 200 7,711,792 140,333 9,845,838 604,187
Sunbury, PA
Susquehanna View 201 9,140,239 373,702 10,743,951 597,386
Camp Hill, PA
Westgate Associated 20 640,576 45,500 750,700 1,478
Perryville, AR
Altheimer Associates 20 599,724 10,000 725,429 2,346
Altheirmer, AR
The Temple-Kyle ** 64 1,423,253 93,564 931,860 2,675,652
Temple, TX
Diversey Square 48 2,581,872 50,000 3,253,496 77,249
Chicago, IL
Poplar Village 36 1,205,175 60,000 1,427,725 0
Cumberland, KY
-------------------------------------------------------------------
188,028,174 12,201,628 211,517,095 41,339,213
Less: Combined Entities ** (13,177,668) (1,328,301) (14,554,769) (7,427,598)
===================================================================
174,850,506 $10,873,327 $196,962,326 $33,911,615
===================================================================
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
LIFE ON
WHICH
GROSS AMOUNT AT WHICH CARRIED AT DECEMBER 31, 1996 DEPRECTIATION
--------------------------------------------------------------
LAND AND BUIILDING AND ACCUMULATED DATE IS DATE
COMPUTED
DESCRIPTION IMPROVEMENTS IMPROVEMENTS TOTAL DEPRECIATON BUILT (YEARS) ACQUIRED
- -----------------------------------------------------------------------------------------------------------------
Multi-family residential
property:
<S> <C> <C> <C> <C> <C> <C> <C>
Harbour View 406,704 11,724,309 $12,131,013 2,457,463 1990 5-40 09/29/89
Staten Island, NY
Willow Lake Apts** 126,035 5,061,848 5,187,883 1,473,381 1989 5-40 12/20/89
Kansas City, MO
West Dade I 626,698 5,169,557 5,796,255 1,549,000 Various 5-40 12/31/88
Miami, FL
West Dade II 1,118,822 11,039,029 12,157,851 3,136,402 Various 5-40 12/31/88
Miami, FL
Westwood Manor 191,987 4,182,478 4,374,465 1,438,879 Various 5-40 02/21/89
Flint, MI
Rolling Hills 57,315 6,770,530 6,827,845 2,052,334 1969 5-40 03/13/89
Dayton, OH
Regency Square 185,201 6,773,238 6,958,439 1,993,017 1963 5-40 03/13/89
Dayton, OH
Buffalo Shoreline 153,588 5,865,249 6,018,837 1,882,066 Various 5-40 04/28/89
Buffalo, NY
Buffalo Waterfront 202,452 20,099,608 20,302,060 6,461,172 Various 5-40 04/28/89
Buffalo, NY
Fox Run 484,554 5,103,246 5,587,800 1,372,844 1975 5-40 04/07/89
Victoria, TX
Boulevard II 15,600 1,334,752 1,350,352 335,002 1920 5-40 04/04/89
Chicago, IL
The Colony 1,323,009 8,976,327 10,299,336 3,674,667 1950 5-40 05/19/89
Columbia, SC
Boulevard IIA 34,400 3,066,479 3,100,879 722,727 Various 5-40 04/04/89
Chicago, IL
Ashley Place 10 4,813,330 4,813,340 1,300,158 1989 5-40 06/23/89
Orlando, FL
Admiral Court 60,637 5,066,013 5,126,650 891,810 1920 5-40 06/07/89
Philadelphia, PA
Syracuse Apartments 17,669 293,122 310,791 91,143 1989 5-40 06/30/89
Syracuse, KS
El Jardin 742,000 8,681,701 9,423,701 2,326,736 1973 5-40 06/14/89
Davie, FL
Elmwood Delmar 74,221 4,155,023 4,229,244 1,102,788 1957 5-40 05/16/89
Aurora, CO
Crestwood Place** 5,000 276,762 281,762 95,762 1975 5-40 06/05/89
Bridgeport, TX
Willowick Apts** 60,813 1,089,194 1,150,007 321,507 1975 5-40 06/30/89
Gainesville, TX
Ellsworth Apartments 18,000 392,482 410,482 110,157 1975 5-40 07/19/89
Ellsworth, KS
Satanta Apartments 7,500 280,429 287,929 80,908 1989 5-40 07/28/89
Satanta, KS
Rossville Apartments 23,950 328,069 352,019 88,389 1990 5-40 07/28/89
Rossville, KS
Columbia Town House 168,303 1,962,357 2,130,660 555,543 1990 5-40 07/28/89
Burlington, IA
Quarter Mill 5,551,917 10,743,135 16,295,052 3,607,780 1990 5-40 08/02/89
Richmond, VA
One Main Place** 20,424 299,503 319,927 93,227 1989 5-40 08/22/89
Little Elm, TX
Pilot Point** 24,805 437,027 461,832 151,662 1989 5-40 08/22/89
Pilot Point, TX
Sherwood Arms (A) 0 0 0 0 1989 N/A 08/22/89
Keene, TX
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
LIFE ON
WHICH
GROSS AMOUNT AT WHICH CARRIED AT DECEMBER 31, 1996 DEPRECTIATION
--------------------------------------------------------
LAND AND BUIILDING AND ACCUMULATED DATE IS COMPUTED DATE
DESCRIPTION IMPROVEMENTS IMPROVEMENTS TOTAL DEPRECIATON BUILT (YEARS) ACQUIRED
- ----------------------------------------------------------------------------------------------------------------
Multi-family residential
property:
<S> <C> <C> <C> <C> <C> <C> <C>
Crown Point (A) 0 0 0 0 1989 N/A 08/22/89
Venus, TX
Godley Arms (A) 0 0 0 0 1989 N/A 08/25/89
Godley, TX
South Holyoke 105,250 3,938,014 4,043,264 836,577 1988 5-40 08/29/89
South Holyoke, MA
Walker Woods 159,104 3,970,403 4,129,507 669,908 1990 5-40 08/30/89
Dover, DE
Shady Shores** 61,487 601,217 662,704 155,663 1989 5-40 08/30/89
Lake Dallas, TX
Eagle Wood Apts. 45,510 1,389,836 1,435,346 350,802 1990 5-40 09/06/89
Covington, TN
Georgetown II 0 2,805,250 2,805,250 522,451 1990 5-40 09/28/89
Georgetown, DE
Blue Mountain Apts. 618,994 14,462,732 15,081,726 4,042,046 Various 5-40 09/29/89
Boston, MA
Garden Plain 15,932 362,555 378,487 110,651 1990 5-40 08/09/89
Garden Plain, KS
Fulton Apartments 28,000 992,000 1,020,000 246,458 1990 5-40 10/05/89
Fulton, KY
Lone Oak 34,437 819,954 854,391 131,356 1990 5-40 10/06/89
Graham, TX
Hallett-West Apts.** 18,500 368,936 387,436 72,436 1989 5-40 11/20/89
Hallettsville, TX
Glenbrook (A) 0 0 0 0 1989 N/A 10/06/89
St. Jo, TX
Eagles Nest** 49,340 729,062 778,402 231,402 1989 5-40 10/06/89
Decatur, TX
Billings Family 14,070 330,295 344,365 96,815 1989 5-40 08/09/89
Billings, MO
Brownsville 31,000 987,833 1,018,833 345,880 1989 5-40 08/09/89
Brownsville, TN
Wayne Senior 30,949 495,596 526,545 110,746 1988 5-40 08/09/89
Wayne, NE
Longview 29,796 463,781 493,577 138,667 1988 5-40 10/13/89
Humboldt, KS
Horseshoe Bend 21,780 816,289 838,069 288,436 1988 5-40 08/09/89
Horseshoe Bend, AR
Briarwood II 105,000 1,340,248 1,445,248 443,708 1989 5-40 10/04/89
Lake Havasua, AZ
Quail Run (A) 0 0 0 0 1989 N/A 10/06/89
Iowa Park, TX
Smithville 29,253 585,929 615,182 166,709 1987 5-40 08/09/89
Smithville, MO
Aurora East 308,324 4,562,721 4,871,045 1,985,059 1972 5-40 11/06/89
Denver, CO
Elver Park II 348,138 2,525,247 2,873,385 616,198 1989 5-40 11/09/89
Madison, WI
Elver Park III 217,507 2,304,991 2,522,498 480,654 1990 5-40 11/09/89
Madison, WI
Tucson Trails 193,866 2,328,759 2,522,625 482,759 1990 5-40 11/22/89
Madison, WI
Tucson Trails II 194,388 2,329,889 2,524,277 470,521 1990 5-40 11/23/89
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
LIFE ON
WHICH
GROSS AMOUNT AT WHICH CARRIED AT DECEMBER 31, 1996 DEPRECTIATION
--------------------------------------------------------
LAND AND BUIILDING AND ACCUMULATED DATE IS COMPUTED DATE
DESCRIPTION IMPROVEMENTS IMPROVEMENTS TOTAL DEPRECIATON BUILT (YEARS) ACQUIRED
- ---------------------------------------------------------------------------------------------------------------
Multi-family residential
property:
<S> <C> <C> <C> <C> <C> <C> <C>
Pleasant Plaza 303,775 15,761,224 16,064,999 4,403,222 1989 5-40 12/01/89
Malden, MA
241 Pine Street** 130,900 1,112,702 1,243,602 470,011 1988 5-40 12/04/89
Manchester, NH
Oak Grove 35,000 678,171 713,171 159,286 1991 5-40 11/24/89
Oak Grove, MO
Wood Creek 842,496 5,234,145 6,076,641 1,573,085 1990 5-40 12/15/89
Calcium, NY
Breckenridge 790,200 8,345,837 9,136,037 1,886,435 1990 5-40 12/19/89
Creste**
Duluth, GA
Bolivar Apartments 30,000 551,953 581,953 140,368 1990 5-40 12/15/90
Boliver, MO
Lexington Civic 15,000 957,563 972,563 180,520 1990 5-40 12/29/90
Lexington, TN
Riverfront 140,333 10,450,025 10,590,358 2,003,411 1990 5-40 12/26/89
Apartments
Sunbury, PA
Susquehanna View 373,702 11,341,337 11,715,039 2,247,259 1988 5-40 12/26/89
Camp Hill, PA
Westgate Associated 20,000 777,678 797,678 193,612 1990 5-40 05/01/90
Perryville, AR
Altheimer Associates 10,000 727,775 737,775 181,438 1990 5-40 04/18/90
Altheirmer, AR
The Temple-Kyle ** 88,000 3,613,076 3,701,076 474,948 1991 5-40 06/12/90
Temple, TX
Diversey Square 50,000 3,330,745 3,380,745 849,812 1990 5-40 12/01/90
Chicago, IL
Poplar Village 60,000 1,427,725 1,487,725 266,424 1991 5-40 12/30/90
Cumberland, KY
--------------------------------------------------------
17,251,645 247,806,291 265,057,936 67,392,257
Less: Combined (1,375,504) (21,935,164) (23,310,668) (5,426,434)
Entities **
========================================================
$15,876,141 $225,871,127 $241,747,268 $61,965,823
========================================================
</TABLE>
The aggregate cost for Federal Income Tax purposes is approximately
$270,527,000.
* Mortgage notes payable generally represent non-recourse
financing of low-income housing projects payable with terms
of up to 40 years with interest payable at rates ranging from
9.75% to 12%. The Partnership has not guaranteed any of these
mortgage notes payable.
(A) During the year ended March 31, 1997, the Partnership has transferrred all
of the assets of five of the Texas Partnerships subject to their liabilities to
unaffiliated
entities.
(B) Balances at December 31, 1995 are restated to reflect that the properties
previously stated as having been transferred at March 31, 1996 were transferred
during the year ended March 31, 1997 and were accounted for on the equity method
of accounting at March 31, 1996.
<PAGE>
<TABLE>
Summary of property owned and accumulated depreciation:
<CAPTION>
<S> <C>
Property Owned December 31, 1996 Accumulated Depreciation December 31,
1996
- --------------------------------------------------------------- -------------------------------------------
Balance at beginning of period $252,533,482 Balance at beginning of $55,943,640
period
Additions during period: Additions during period:
Acquisitions through $0 Eliminations - 1995 3,034,245
foreclosure
Other 226,465 Eliminations - 1996 (5,426,434)
acquisitions
Improvements 623,525 Properties disposed of (421,819)
etc. (A)
-------------
849,990 8,836,191
Depreciation
-------------
Deductions during period: Balance at close of period $61,965,823
=============
Cost of real estate and (33,471)
fixed assets sold
Eliminations - 1995 15,852,398
Combined entities
Eliminations - 1996 (23,310,668)
Combined Entities
Provision for valuation (1,748,708)
of real estate
Properties disposed of (A) (2,395,755)
-------------
(11,636,204)
------------------
Balance at close of period $241,747,268
==================
Property Owned December 31, 1995 Accumulated Depreciation December 31,
1995
- --------------------------------------------------------------- -------------------------------------------
Balance at beginning of period $248,571,597 Balance at beginning of $47,158,822
period
Additions during period: Additions during period:
Acquisitions through $0 Eliminations - 1994 2,653,279
foreclosure
Other 77,498 Eliminations - 1995 (3,034,245)
acquisitions
Improvements 4,576,477 Properties disposed of
etc. (B) -
-------------
4,653,975 9,165,784
Depreciation
-------------
Deductions during period: Balance at close of period $55,943,640
=============
Cost of real estate and (1,408)
fixed assets sold
Eliminations - 1994 15,161,716
Combined entities
Eliminations - Combined (15,852,398)
Entities
Fixed assets of 0
properties disposed of (B)
-------------
(692,090)
------------------
Balance at close of period $252,533,482
==================
Property Owned December 31, 1994 Accumulated Depreciation December 31,
1994
- --------------------------------------------------------------- -------------------------------------------
Balance at beginning of period $248,131,413 Balance at beginning of $38,641,221
period
Additions during period: Additions during period:
Acquisitions through $0 Eliminations - 1993 2,163,088
foreclosure Combined entities
Other 139,171 Eliminations - Combined (2,653,279)
acquisitions Entities
Improvements 544,589 9,007,792
etc. Depreciation
------------- -------------
683,760 Balance at close of period $47,158,822
=============
Deductions during period:
Cost of real estate and (81,907)
fixed assets sold
Eliminations - 1993 15,000,047
Combined entities
Eliminations - Combined (15,161,716)
Entities
Reclassification to 0
intangible assets
-------------
(243,576)
------------------
Balance at close of period $248,571,597
==================
</TABLE>
<PAGE>
<PAGE>
BOSTON FINANCIAL QUALIFIED HOUSING TAX CREDITS L.P. III
(A Limited Partnership)
Annual Report on form 10-K
For The Year Ended March 31, 1996
Reports of Independent Auditors
<PAGE>
[Letterhead]
FRIDUSS, LUKEE, SCHIFF & CO., P.C.
CERTIFIED PUBLIC ACCOUNTANTS
4747 WEST PETERSON AVENUE
CHICAGO, ILLINIOS 60646
(773) 777-4445
FAX (773) 777-6557
INDEPENDENT AUDITOR'S REPORT
To the Partners of HUD Field Office Director
DIVERSEY SQUARE ASSOCIATES II Chicago, Illinois
Chicago, Illinois
We have audited the accompanying balance sheets of DIVERSEY SQUARE ASSOCIATES II
(An Illinois Limited Partnership), Project No. 071-35573, as of December 31,
1996 and 1995, 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 generally accepted 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 DIVERSEY SQUARE ASSOCIATES II as of
December 31, 1996 and 1995, and the results of its operations and its cash flows
for the years then ended in conformity with generally accepted accounting
principles.
The supporting data included in this report shown on pages 19 through 24 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 same
auditing procedures applied in the audit of the basic financial statements, and
in our opinion, are presented fairly in all material respects in relation to the
basic financial statements taken as a whole.
/s/FRIDUSS, LUKEE, SCHIFF & CO., P.C.
FRIDUSS, LUKEE, SCHIFF & CO., P.C. 36-3087225
Certified Public Accountants Mr. Bruce C. Schiff
(773) 777-4445
Chicago, Illinois
January 30, 1997
<PAGE>
[Letterhead]
FRIDUSS, LUKEE, SCHIFF & CO., P.C.
CERTIFIED PUBLIC ACCOUNTANTS
4747 WEST PETERSON AVENUE
CHICAGO, ILLINIOS 60646
(312) 777-4445
FAX (312) 777-6557
INDEPENDENT AUDITOR'S REPORT
To the Partners of HUD Field Office Director
DIVERSEY SQUARE ASSOCIATES II Chicago, Illinois
Chicago, Illinois
We have audited the accompanying balance sheets of DIVERSEY SQUARE ASSOCIATES II
(An Illinois Limited Partnership), Project No. 071-35573, as of December 31,
1995 and 1994 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 audit in accordance with generally accepted auditing standards
and generally accepted Government Auditing, 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 misstatements. 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 provided 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 DIVERSEY SQUARE ASSOCIATES II as of
December 31, 1995 and 1994, 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 February 1, 1996 on our consideration of DIVERSEY SQUARE ASSOCIATES II's
internal control structure and a report dated February 1, 1996 on its compliance
with laws and regulations.
The supporting data in this report shown on pages 19 through 24 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 same auditing
procedures applied in the audit of the basic financial statements, and in our
opinion, are presented fairly in all material respects in relation to the basic
financial statements taken as a whole.
/s/FRIDUSS, LUKEE, SCHIFF & CO., P.C.
FRIDUSS, LUKEE, SCHIFF & CO., P.C. 36-3087225
Certified Public Accountants Mr. Bruce C. Schiff
(312) 777-4445
Chicago, Illinois
February 1, 1996
<PAGE>
[Letterhead]
[LOGO]
Habif, Arogeti & Wynne, P.C.
Certified Public Accountants
INDEPENDENT AUDITORS' REPORT
To the Partners
Breckenridge Creste Apartments, L.P.
We have audited the accompanying balance sheet of Breckenridge Creste
Apartments, L.P., (a Georgia Limited Partnership), as of December 31, 1996, and
the related statements of changes in partners' equity, operations, 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.
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 Breckenridge Creste Apartments,
L.P. as of 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 audit was made for the purpose of forming an opinion on the basic financial
statements taken as a whole. The accompanying supplemental information is
presented for the purpose of additional analysis and is not a required part of
the basic financial statements. Such information has not been subjected to the
auditing procedures applied in the audit of the basic financial statements.
/s/Habif, Arogeti & Wynne, P.C.
Atlanta, Georgia
January 24, 1997
<PAGE>
[Letterhead]
[LOGO]
Habif, Arogeti & Wynne, P.C.
Certified Public Accountants
INDEPENDENT AUDITOR'S REPORT
To the Partners
Breckenridge Creste Apartments, L.P.
We have audited the accompanying balance sheet of Breckenridge Creste
Apartments, L.P., (a Georgia Limited Partnership), as of December 31, 1995 and
the related statements of changes in partners' equity, operations, 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.
These standards require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
misstatements. 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 provided 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 Breckenridge Creste Apartments,
L.P. as of December 31, 1995, and the results of its operations and its cash
flows for the years 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 accompanying 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 same
auditing procedures applied in the audit of the basic financial statements.
/s/Habif, Arogeti & Wynne, P.C.
Atlanta, Georgia
January 31, 1996
<PAGE>
[Letterhead]
[LOGO]
Habif, Arogeti & Wynne, P.C.
Certified Public Accountants
INDEPENDENT AUDITOR'S REPORT
To the Partners
Breckenridge Creste Apartments, L.P.
We have audited the accompanying balance sheet of Breckenridge Creste
Apartments, L.P., (a Georgia Limited Partnership), as of December 31, 1994 and
the related statements of changes in partners' equity, operations, 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.
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
misstatements. 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 Breckenridge Creste Apartments,
L.P. as of December 31, 1994, and the results of its operations and its cash
flows for the years 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 accompanying supplemental information is
presented for purpose of additional analysis and is not a required part of the
basic financial statements. Such information has been subjected to the same
auditing procedures applied in the audit of the basic financial statements.
/s/Habif, Arogeti & Wynne, P.C.
Atlanta, Georgia
January 31, 1995
<PAGE>
[Letterhead]
[LOGO]
STARK TINTER & ASSOCIATES, LLC
INDEPENDENT AUDITOR'S REPORT
To the Partners of
EDM Housing Associates, Ltd.
Englewood, Colorado
We have audited the accompanying balance sheet of EDM Housing Associates, Ltd.
(a limited partnership), HUD Project No. 101-94007, as of December 31, 1996 and
the related statements of profit and loss, changes in partners' equity
(deficiency) 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.
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 EDM Housing Associates, Ltd., HUD
Project No. 101-94007, as of December 31, 1996, and the results of its
operations and the changes in its partners' equity (deficiency) and its cash
flows for the year then ended, in conformity with generally accepted accounting
principles.
/s/STARK TINTER & ASSOCIATES
Certified Public Accountants
Financial Consultants
January 30, 1997
<PAGE>
[Letterhead]
[LOGO]
STARK TINTER & ASSOCIATES, LLC
INDEPENDENT AUDITOR'S REPORT
To the Partners of
EDM Housing Associates, Ltd.
Englewood, Colorado
We have audited the accompanying balance sheet of EDM Housing Associates, Ltd.
(a limited partnership), HUD Project No. 101-94007, as of December 31, 1995 and
the related statements of profit and loss, changes in partners' equity
(deficiency) 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.
We conducted our audit in accordance with generally accepted auditing standards
and Government Auditing Standards, issued by the Comptroller General of the
United States. These standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free of
material misstatements. 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 provided 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 EDM Housing Associates, Ltd., HUD
Project No. 101-94007, as of December 31, 1995, and the results of its
operations and the changes in partners' equity (deficiency) and its cash flows
for the year then ended, in conformity with generally accepted accounting
principles.
/s/STARK TINTER & ASSOCIATES
Certified Public Accountants
Financial Consultants
January 30, 1996
<PAGE>
[Letterhead]
[LOGO]
STARK TINTER & ASSOCIATES, LLC
INDEPENDENT AUDITOR'S REPORT
To the Partners of
EDM Housing Associates, Ltd.
Englewood, Colorado
We have audited the accompanying balance sheet of EDM Housing Associates, Ltd.
(a limited partnership), HUD Project No. 101-94007, as of December 31, 1994 and
the related statements of profit and loss, changes in partners' equity 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.
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 misstatements. 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 EDM Housing Associates, Ltd., HUD
Project No. 101-94007, as of December 31, 1994, and the results of its
operations and the changes in partners' equity and its cash flows for the year
then ended, in conformity with generally accepted accounting principles.
/s/STARK TINTER & ASSOCIATES
February 5, 1995
Certified Public Accountants
Financial Consultants
<PAGE>
[Letterhead]
[LOGO]
STARK TINTER & ASSOCIATES, LLC
INDEPENDENT AUDITOR'S REPORT
To the Partners of
Fox Run Housing Associates, Ltd.
Englewood, Colorado
We have audited the accompanying balance sheet of Fox Run Housing Associates,
Ltd. (a limited partnership), HUD Project No. 115-94018, as of December 31,
1996, and the related statements of profit and loss, changes in partners' equity
(deficiency) 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.
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 Fox Run Housing Associates, Ltd.,
HUD Project No. 115-94018, as of December 31, 1996, and the results of its
operations and the changes in its partners' equity (deficiency) and its cash
flows for the year then ended, in conformity with generally accepted accounting
principles.
/s/STARK TINTER & ASSOCIATES
Certified Public Accountants
Financial Consultants
January 30, 1997
<PAGE>
[Letterhead]
[LOGO]
STARK TINTER & ASSOCIATES, LLC
INDEPENDENT AUDITOR'S REPORT
To the Partners of
Fox Run Housing Associates, Ltd.
Englewood, Colorado
We have audited the accompanying balance sheet of Fox Run Housing Associates,
Ltd. (a limited partnership), HUD Project No. 115-94018, as of December 31, 1995
and the related statements of profit and loss, changes in partners' equity
(deficiency) 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.
We conducted our audit in accordance with generally accepted auditing standards
and Government Auditing Standards, issued by the Comptroller General of the
United States. These standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free of
material misstatements. 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 provided 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 Fox Run Housing Associates, Ltd.,
HUD Project No. 115-94018, as of December 31, 1995, and the results of its
operations and the changes in partners' equity (deficiency) and its cash flows
for the year then ended, in conformity with generally accepted accounting
principles.
/s/STARK TINTER & ASSOCIATES
Certified Public Accountants
Financial Consultants
January 30, 1996
<PAGE>
[Letterhead]
[LOGO]
STARK TINTER & ASSOCIATES, LLC
INDEPENDENT AUDITOR'S REPORT
To the Partners of
Fox Run Housing Associates, Ltd.
Englewood, Colorado
We have audited the accompanying balance sheet of Fox Run Housing Associates,
Ltd. (a limited partnership), HUD Project No. 115-94018, as of December 31,
1994, and the related statements of profit and loss, changes in partners' equity
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.
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 misstatements. 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 Fox Run Housing Associates, Ltd.,
HUD Project No. 115-94018, as of December 31, 1994, and the results of its
operations and the changes in partners' equity and its cash flows for the year
then ended, in conformity with generally accepted accounting principles.
/s/STARK TINTER & ASSOCIATES
Certified Public Accountants
Financial Consultants
February 5, 1995
<PAGE>
[Letterhead]
[LOGO]
Dauby O'Conner & Zaleski
A Limited Liability Company
Certified Public Accountants
INDEPENDENT AUDITOR'S REPORT
To the Partners
241 Pine Street Associates, L.P.
Manchester, New Hampshire
We have audited the accompanying balance sheet of 241 Pine Street Associates,
L.P., (a New Hampshire Limited Partnership), as of December 31, 1996 and the
related statement of income (loss), 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.
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
misstatements. 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 provided 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 241 Pine Street Associates, L.P. as
of December 31, 1996, and the results of its' operations for the year then ended
in conformity with generally accepted accounting principles.
/s/Dauby O'Conner & Zaleski
January 4, 1996 Dauby O'Conner & Zaleski
Indianapolis, Indiana Certified Public Accountants
<PAGE>
[Letterhead]
[LOGO]
Dauby O'Conner & Zaleski
A Limited Liability Company
Certified Public Accountants
INDEPENDENT AUDITOR'S REPORT
To the Partners
241 Pine Street Associates, L.P.
Manchester, New Hampshire
We have audited the accompanying balance sheet of 241 Pine Street Associates,
L.P., (a New Hampshire Limited Partnership), as of December 31, 1995 and the
related statements of income (loss), 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 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
misstatements. 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 provided 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 241 Pine Street Associates, L.P. as
of December 31, 1995, and the results of its' operations for the year then ended
in conformity with generally accepted accounting principles.
/s/Dauby O'Conner & Zaleski
January 4, 1996 Dauby O'Conner & Zaleski
Indianapolis, Indiana Certified Public Accountants
<PAGE>
[Letterhead]
[LOGO]
BRAYMAN, TEEL & COMPANY
Certified Public Accountants
INDEPENDENT AUDITOR'S REPORT
To the Partners
241 Pine Street Associates, L.P.
Manchester, New Hampshire
We have audited the accompanying balance sheet of 241 Pine Street Associates
Limited Partnership, (a New Hampshire Limited Partnership), as of December 31,
1994 and the related statements of (loss), 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.
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
misstatements. 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 241 Pine Street Associates
Limited Partnership as of December 31, 1994 and the results of its' operations
for the year then ended in conformity with generally accepted accounting
principles.
/s/Brayman, Teel & Company
February 10, 1995
<PAGE>
[Letterhead]
[LOGO]
BCC
Braunsdorf, Carlson and Clinkinbeard
CERTIFIED PUBLIC ACCOUNTANTS
A PROFESSIONAL ASSOCIATION
INDEPENDENT AUDITORS'REPORT
To the Partners
Brownsville Associates, L.P.
Brownsville, Tennessee
We have audited the accompanying balance sheets of Brownsville Associates, L.P.
(a Missouri limited partnership), Rural Development Case No.: 48-038-431399553
as of December 31, 1996 and 1995, and the related statements of 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 with 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 Brownsville Associates, L.P. as
of December 31, 1996 and 1995 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 21, 1997 on our consideration of Brownsville Associates, L.P.'s
internal control structure and a report dated January 21, 1997 on its compliance
with laws and regulations.
/s/Braunsdorf, Carlson and Clinkinbeard, CPA's, P.A.
Braunsdorf, Carlson and Clinkinbeard
TOPEKA, KANSAS
JANUARY 21, 1997
<PAGE>
[Letterhead]
[LOGO]
BCC
Braunsdorf, Carlson and Clinkinbeard
CERTIFIED PUBLIC ACCOUNTANTS
A PROFESSIONAL ASSOCIATION
REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
To the Partners
Brownsville Associates, L.P.
Brownsville, Tennessee
We have audited the accompanying balance sheets of Brownsville Associates, L.P.,
(a Missouri limited partnership), RECD Case No.: 48-038-431399553, as of
December 31, 1995 and 1994 and the related statements of 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 with 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 misstatements. 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 provided 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 Brownsville Associates, L.P. as of
December 31, 1995 and 1994, and the results of its operations and its cash flows
for the years then ended in conformity with generally accepted accounting
principles.
/s/Braunsdorf, Carlson and Clinkinbeard, CPA's, P.A.
Braunsdorf, Carlson and Clinkinbeard
TOPEKA, KANSAS
February 2, 1996
<PAGE>
[Letterhead]
[LOGO]
BCC
Braunsdorf, Carlson and Clinkinbeard
CERTIFIED PUBLIC ACCOUNTANTS
A PROFESSIONAL ASSOCIATION
INDEPENDENT AUDTORS' REPORT
To the Partners
Briarwood Associates II, L.P.
We have audited the accompanying balance sheets of Briarwood Associates II, L.P.
(a Missouri limited Partnership), Rural Development Case No.: 02-027-431303694
as of December 31, 1996 and 1995, and the related statements of 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 with 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 Briarwood Associates II, L.P.
as of December 31, 1996 and 1995, 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 February 10, 1997 on our consideration of Briarwood Associates II, L.P.'s
internal control structure and a report dated February 10, 1997 on its
compliance with laws and regulations.
<PAGE>
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 8-9
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 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.
/s/Braunsdorf, Carlson and Clinkinbeard, C.P.A.'s, P.A.
Braunsdorf, Carlson and Clinkinbeard, C.P.A.'s,P.A.
TOPEKA, KANSAS
February 10, 1997
<PAGE>
[Letterhead]
[LOGO]
BCC
Braunsdorf, Carlson and Clinkinbeard
CERTIFIED PUBLIC ACCOUNTANTS
A PROFESSIONAL ASSOCIATION
REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
To the Partners
Briarwood Associates II, L.P.
We have audited the accompanying balance sheets of Briarwood Associates II,
L.P., (a Missouri limited Partnership), RECD Case No.: 02-027-431303694, as of
December 31, 1995 and 1994 and the related statements of 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 audit in accordance with generally accepted auditing standards
and with 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 misstatements. 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 provided 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 Associates II, L.P. as of
December 31, 1995 and 1994, and the results of its operations and its cash flows
for the years 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 supplementary on pages 8-9 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 same 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.
/s/Braunsdorf, Carlson and Clinkinbeard
Braunsdorf, Carlson and Clinkinbeard
TOPEKA, KANSAS
February 13, 1996
<PAGE>
[Letterhead]
[LOGO]
BCC
Braunsdorf, Carlson and Clinkinbeard
CERTIFIED PUBLIC ACCOUNTANTS
A PROFESSIONAL ASSOCIATION
REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
To the Partners
Altheimer Associates I, L.P.
Altheimer, Arkansas
We have audited the accompanying balance sheets of Altheimer Associates I, L.P.,
(a Missouri limited Partnership), FmHA Case No.: 03-035-431479737, as of
December 31, 1995 and the related statements of loss, partners' equity and cash
flows for the year ended December 31, 1995. 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.
Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
misstatements. 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 provided 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 Altheimer Associates I, L.P. as of
December 31, 1995, and the results of its operations and its cash flows for the
year then ended in conformity with generally accepted accounting principles.
/s/Braunsdorf, Carlson and Clinkinbeard
Braunsdorf, Carlson and Clinkinbeard
TOPEKA, KANSAS
February 3, 1996
<PAGE>
[Letterhead]
[LOGO]
BCC
Braunsdorf, Carlson and Clinkinbeard
CERTIFIED PUBLIC ACCOUNTANTS
A PROFESSIONAL ASSOCIATION
REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
To the Partners
Altheimer Associates I, L.P.
Altheimer, Arkansas
We have audited the accompanying balance sheet of Altheimer Associates I, L.P.,
(a Missouri limited partnership), as of December 31, 1993 and the related
statements of loss, partners' equity 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.
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
misstatements. 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 Altheimer Associates I, L.P. as of
December 31, 1993, and the results of its operations and its cash flows for the
year then ended in conformity with generally accepted accounting principles.
/s/Braunsdorf, Carlson and Clinkinbeard
Braunsdorf, Carlson and Clinkinbeard
TOPEKA, KANSAS
January 29, 1994
<PAGE>
[Letterhead]
[LOGO]
BCC
Braunsdorf, Carlson and Clinkinbeard
CERTIFIED PUBLIC ACCOUNTANTS
A PROFESSIONAL ASSOCIATION
REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
To the Partners
Bolivar Senior Housing, L.P.
Wayne, Nebraska
We have audited the accompanying balance sheet of Bolivar Senior Housing, L.P.,
(a Missouri limited Partnership), RECD Case No.: 29-084-481063570, as of
December 31, 1995 and the related statements of loss, partners' equity and cash
flows for the year ended December 31, 1995. 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.
Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
misstatements. 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 provided 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 Bolivar Senior Housing, L.P. as of
December 31, 1995, and the results of its operations and its cash flows for the
year then ended in conformity with generally accepted accounting principles.
/s/Braunsdorf, Carlson and Clinkinbeard
Braunsdorf, Carlson and Clinkinbeard
TOPEKA, KANSAS
January 31, 1996
<PAGE>
[Letterhead]
[LOGO]
BCC
Braunsdorf, Carlson and Clinkinbeard
CERTIFIED PUBLIC ACCOUNTANTS
A PROFESSIONAL ASSOCIATION
REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
To the Partners
Bolivar Senior Housing, L.P.
We have audited the accompanying balance sheet of Bolivar Senior Housing, L.P.,
(a Missouri limited partnership), as of December 31, 1993 and the related
statements of loss, partners' equity 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.
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
misstatements. 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 Bolivar Senior Housing, L.P. as of
December 31, 1993 and the results of its operations and its cash flows for the
year then ended in conformity with generally accepted accounting principles.
/s/Braunsdorf, Carlson and Clinkinbeard
Braunsdorf, Carlson and Clinkinbeard
TOPEKA, KANSAS
February 2, 1994
<PAGE>
[Letterhead]
[LOGO]
CRAIN
& COMPANY
CERTIFIED PUBLIC ACCOUNTANTS
INDEPENDENT AUDITORS' REPORT
To the Partners
Fulton Associates I LP
(A Limited Partnership)
We have audited the accompanying balance sheets of Fulton Associates I LP (A
Limited Partnership), a FmHA Project, as of December 31, 1996 and 1995, 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 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 Fulton Associates I LP (A
Limited Partnership) as of December 31, 1996 and 1995, 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 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 same 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.
/s/Crain & Company
CRAIN & COMPANY
Certified Public Accountants
Jackson, Tennessee
February 10, 1997
<PAGE>
[Letterhead]
[LOGO]
CRAIN
& COMPANY
CERTIFIED PUBLIC ACCOUNTANTS
INDEPENDENT AUDITORS' REPORT
To the Partners
Fulton Associates I LP
(A Limited Partnership)
We have audited the accompanying balance sheets of Fulton Associates I LP (A
Limited Partnership), a FmHA Project, as of December 31, 1995 and 1994 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. These standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatements. 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 Fulton Associates I LP (A Limited
Partnership) as of December 31, 1995 and 1994, 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 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 same 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.
/s/Crain & Company
CRAIN & COMPANY
Certified Public Accountants
Jackson, Tennessee
February 3, 1996
<PAGE>
[Letterhead]
[LOGO]
CRAIN
& COMPANY
CERTIFIED PUBLIC ACCOUNTANTS
INDEPENDENT AUDITORS' REPORT
To the Partners
Eaglewood VIII LP
(A Limited Partnership)
We have audited the accompanying balance sheets of Eaglewood VIII LP (A Limited
Partnership), a FmHA Project, as of December 31, 1996 and 1995, 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 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 Eaglewood VIII LP (A Limited
Partnership) as of December 31, 1996 and 1995, 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 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 same 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.
In accordance with Government Auditing Standards, we have also issued a report
dated February 11, 1997 on our consideration of the limited partnership's
itnernal control structure and a report dated February 9, 1996 on its compliance
with laws and regulations
/s/Crain & Company
CRAIN & COMPANY
Certified Public Accountants
Jackson, Tennessee
February 11, 1997
<PAGE>
[Letterhead]
[LOGO]
CRAIN
& COMPANY
CERTIFIED PUBLIC ACCOUNTANTS
INDEPENDENT AUDITORS' REPORT
To the Partners
Eaglewood VIII LP
(A Limited Partnership)
We have audited the accompanying balance sheets of Eaglewood VIII LP (A Limited
Partnership), a FmHA Project, as of December 31, 1995 and 1994 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 audit to
obtain reasonable assurance about whether the financial statements are free of
material misstatements. 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 Eaglewood VIII LP (A Limited
Partnership) as of December 31, 1995 and 1994, 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 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 same 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.
In accordance with Government Auditing Standards, we have also issued a report
dated February 9, 1996 on our consideration of the limited partnership's
itnernal control structure and a report dated February 9, 1996 on its compliance
with laws and regulations
/s/Crain & Company
CRAIN & COMPANY
Certified Public Accountants
Jackson, Tennessee
February 9, 1996
<PAGE>
[Letterhead]
[LOGO]
Suby, Von Haden
& Associates, S.C.
CERTIFIED PUBLIC ACCOUNTANTS
Business and Management Consultants
INDEPENDENT AUDITOR'S REPORT
To the Partners
Elver Park Limited Partnership III
Madison, Wisconsin
We have audited the accompanying balance sheets of Elver Park Limited
Partnership III as of December 31, 1996 and 1995, and the related statements of
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. 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 above present fairly, in all
material respects, the financial position of Elver Park Limited Partnership III
as of December 31, 1996 and 1995, 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.
/s/Suby, Von Haden & Associates, S.C.
January 15, 1997
<PAGE>
[Letterhead]
[LOGO]
Suby, Von Haden
& Associates, S.C.
CERTIFIED PUBLIC ACCOUNTANTS
Business and Management Consultants
INDEPENDENT AUDITOR'S REPORT
To the Partners
Elver Park Limited Partnership III
Madison, Wisconsin
We have audited the accompanying balance sheets of Elver Park Limited
Partnership III, as of December 31, 1995 and 1994 and the related statements of
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. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatements. 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 above present fairly, in all
material respects, the financial position of Elver Park Limited Partnership III
as of December 31, 1995 and 1994, 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.
/s/Suby, Von Haden & Associates, S.C.
January 15, 1996
<PAGE>
[Letterhead]
[LOGO]
Suby, Von Haden
& Associates, S.C.
CERTIFIED PUBLIC ACCOUNTANTS
Business and Management Consultants
INDEPENDENT AUDITOR'S REPORT
To the Partners
Elver Park Limited Partnership II
Madison, Wisconsin
We have audited the accompanying balance sheets of Elver Park Limited
Partnership II as of December 31, 1996 and 1995, and the related statements of
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. 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 above present fairly, in all
material respects, the financial position of Elver Park Limited Partnership II
as of December 31, 1996 and 1995, 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.
/s/Suby, Von Haden & Associates, S.C.
January 14, 1997
<PAGE>
[Letterhead]
[LOGO]
Suby, Von Haden
& Associates, S.C.
CERTIFIED PUBLIC ACCOUNTANTS
Business and Management Consultants
INDEPENDENT AUDITOR'S REPORT
To the Partners
Elver Park Limited Partnership II
Madison, Wisconsin
We have audited the accompanying balance sheets of Elver Park Limited
Partnership II, as of December 31, 1995 and 1994 and the related statements of
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. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatements. 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 above present fairly, in all
material respects, the financial position of Elver Park Limited Partnership II
as of December 31, 1995 and 1994, 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.
/s/Suby, Von Haden & Associates, S.C.
January 15, 1996
<PAGE>
[Letterhead]
[LOGO]
Robert Ercolini & Company L.L.P.
Certified Public Accountants
Fifty-Five Summer Street
Boston, Massachusetts 02110-1007
Telephone (617) 482-5511
Telecoper (617) 426-5252
INDEPENDENT AUDITOR'S REPORT
To the Partners of
Blue Mountain Associates Limited Partnership HUD Area Office
Boston, Massachusetts Boston, Massachusetts
We have audited the accompanying balance sheet of Blue Mountain Associates
Limited Partnership (a Massachusetts Limited Partnership), HUD Project No.
023-36609 as of December 31, 1996, and the related statements of profit and loss
(on HUD Form No. 92410), 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 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 Blue Mountain Associates
Limited Partnership as of December 31, 1996, and the results of its operations,
changes in partners' capital, and its cash flows for the year then ended in
conformity with generally accepted accounting principles.
In accordance with Government Auditing Standards, we have also issued a report
dated January 23, 1997 on our consideration of Blue Mountain Associates Limited
Partnership's internal control structure, a report dated January 23, 1997 on its
compliance with laws and regulations, and reports dated January 23, 1997 on its
compliance with specific requirements applicable to HUD Programs.
Our audit was made for the purpose of forming an opinion on the basic financial
statements taken as a whole. The additional information included in this report
(shown on pages 14 through 19) 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 same auditing procedures applied in the
audit of the basic financial statements and, in our opinion, its fairly stated
in all material respects in relation to the basic financial statements taken as
a whole.
/s/Robert Ercolini & Company L.L.P.
Robert Ercolini & Company L.L.P.
January 23, 1997
<PAGE>
[Letterhead]
[LOGO]
Robert Ercolini & Company
Certified Public Accountants
Fifty-Five Summer Street
Boston, Massachusetts 02110-1007
Telephone (617) 482-5511
Telecoper (617) 426-5252
INDEPENDENT AUDITOR'S REPORT
To the Partners of
Blue Mountain Associates Limited Partnership HUD Area Office
Boston, Massachusetts Boston, Massachusetts
We have audited the accompanying balance sheet of Blue Mountain Associates
Limited Partnership., (A Massachusetts Limited Partnership), HUD Project No.
023-36609, as of December 31, 1995 and the related statements of profit and
loss, 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 audit.
We conducted our audit in accordance with generally accepted auditing standards
and generally accepted Government Auditing Standards issued by the Comptroller
General of the United States. These standards require that we plan and perform
the audit to obtain reasonable assurance about whether the financial statements
are free of material misstatements. 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 Blue Mountain Associates Limited
Partnership as of December 31, 1995, and its results of operations, changes in
partners' capital, and its cash flows for the year then ended in conformity with
generally accepted accounting principles.
In accordance with Government Auditing Standards, we have also issued a report
dated January 26, 1996 on our consideration of Blue Mountain Associates Limited
Partnership's internal control structure, a reports dated January 26, 1996 on
its compliance with laws and regulations, and reports dated January 26, 1996 on
its compliance with specific requirements applicable to HUD Programs.
Our audit was made for the purpose of forming an opinion on the basic financial
statements taken as a whole. The additional information included in this report
(shown on pages 14 through 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 same auditing procedures applied in the audit of the
basic financial statements and, in our opinion, are presented fairly in all
material respects in relation to the basic financial statements taken as a
whole.
/s/Robert Ercolini & Company
Robert Ercolini & Company
January 26, 1996
<PAGE>
[Letterhead]
[LOGO]
Haran & Associates Ltd
CERTIFIED PUBLIC ACCOUNTANTS
INDEPENDENT AUDITOR'S REPORT
To the Partners HUD Field Office Director
Boulevard Commons Limited Partnership Chicago, Illinois
Chicago, Illinois
We have audited the accompanying balance sheet of Boulevard Commons Limited
Partnership, Project No. 071-35592, as of December 31, 1996, and the related
statements of profit and loss, changes in partners' equity and statement of 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.
We conducted our audit in accordance with generally accepted auditing standards
and Government Auditing Standards, issued by the Comptroller General of the
United States. These standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free of
material misstatements. 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 BOULEVARD COMMONS LIMITED
PARTNERSHIP as of December 31, 1996, and its profit or loss, changes in
partners' equity, and its cash flows for the year then ended in conformity with
generally accepted accounting principles.
In accordance with Government Auditing Standards, we have also issued a report
dated January 17, 1997 on our consideration of Boulevard Commons Limited
Partnership's internal control structure and reports dated January 17, 1997 on
its compliance with specific requirements applicable to Major HUD Programs and
specific requirements applicable to Affirmative Fair Housing.
The accompanying supplementary information (shown on pages 15 to 19) 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 statement and, in our
opinion, is fairly stated in all material respects in relation to the financial
statements taken as whole.
/s/Haran & Associates LTD
HARAN & ASSOCIATES LTD.
Certified Public Accountants
Wimette, Illinois
Illinois Certificate No. 060-002892
January 17, 1997
<PAGE>
[Letterhead]
[LOGO]
Haran & Associates Ltd
CERTIFIED PUBLIC ACCOUNTANTS
INDEPENDENT AUDITOR'S REPORT
To the Partners
Boulevard Commons Limited Partnership IIA
Chicago, Illinois
We have audited the accompanying statement of assets, liabilities, and partners'
equity-income tax basis of Boulevard Commons Limited Partnership IIA., (a
Limited Partnership) as of December 31, 1995 and the related statements of
operations-income tax basis, changes in partners' equity-income tax basis and
statement of cash flows-income tax basis 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.
We conducted our audit in accordance with generally accepted auditing standards
and generally accepted Government Auditing Standards for financial and
compliance audits issued by the Comptroller General of the United States. These
standards require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
misstatements. 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 provided a reasonable basis for our opinion.
As described in the notes to the financial statements, the Partnership's policy
is to prepare its financial statements on the basis of accounting used for
income tax purposes and are not intended to be presented in conformity with
generally accepted accountants principles.
In our opinion the financial statements referred to above present fairly, in all
material respects, the assets, liabilities and partners' equity of BOULEVARD
COMMONS LIMITED Partnership IIA at December 31, 1995, and its operations,
changes in partners' equity, and its cash flows for the year then ended on the
basis of accounting described in the notes to the financial statements.
/s/Haran & Associates LTD
HARAN & ASSOCIATES LTD.
Certified Public Accountants
Wimette, Illinois
Illinois Certificate No. 060-002892
January 17, 1996
<PAGE>
[Letterhead]
[LOGO]
Haran & Associates Ltd
CERTIFIED PUBLIC ACCOUNTANTS
INDEPENDENT AUDITOR'S REPORT
To the Partners
BOULEVARD COMMONS LIMITED PARTNERSHIP IIA
Chicago, Illinois
We have audited the accompanying statement of assets, liabilities, and partners'
equity-income tax basis of BOULEVARD COMMONS LIMITED PARTNERSHIP IIA., (a
Limited Partnership) as of December 31, 1994 and the related statements of
operations-income tax basis, changes in partners' equity-income tax basis and
statement of cash flows-income tax basis 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.
We conducted our audit in accordance with generally accepted auditing standards
and generally accepted Government Auditing Standards for financial and
compliance audits issued by the Comptroller General of the United States. These
standards require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
misstatements. 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 provided a reasonable basis for our opinion.
As described in the notes to the financial statements, the Partnership's policy
is to prepare its financial statements on the basis of accounting used for
income tax purposes and are not intended to be presented in conformity with
generally accepted accountants principles.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the assets, liabilities and partners' equity of BOULEVARD
COMMONS LIMITED PARTNERSHIP IIA at December 31, 1994, and its operations,
changes in partners' equity, and its cash flows for the year then ended on the
basis of accounting described in the notes to the financial statements.
/s/Haran & Associates LTD
HARAN & ASSOCIATES LTD.
Certified Public Accountants
Wimette, Illinois
Illinois Certificate No. 060-002892
January 25, 1995
<PAGE>
[Letterhead]
[LOGO]
BDO Seidman, LLP
Accountants and Consultants
INDEPENDENT AUDITORS' REPORT
To the Partners of
El Jardin of Davie, Ltd.
(A Limited Partnership)
Miami, Florida
We have audited the accompanying balance sheet of El Jardin of Davie, Ltd. (FHA
Project No. 066-10539-REF) as of December 31, 1996, and the related statements
of profit and loss (HUD Form 92410), changes in partners' capital accounts, and
cash flows for the year then ended. These financial statements are the
responsibility of the management of the partnership. 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 above present fairly, in all
material respects, the financial position of El Jardin of Davie, Ltd. (FHA
Project No. 066-10539-REF) at December 31, 1996, and the results of its
operations and its cash flows for the year then ended, in conformity with
generally accepted accounting principles.
In accordance with Government Auditing Standards and the Consolidated Audit
Guide for Audits of HUD Programs issued by the US Department of Housing and
Urban Development ("HUD"), we have also issued a report dated February 24, 1997,
on our consideration of El Jardin of Davie, Ltd.'s internal control structure,
and reports dated February 24, 1997, on its compliance with specific
requirements applicable to major HUD programs and specific requirements
applicable to Affirmative Fair Housing.
<PAGE>
Our audit was made for the purpose of forming an opinion on the financial
statements taken as a whole. The accompanying supplementary information shown on
pages 16 to 21 are presented for the purpose of additional analysis and are not
a required part of the basic financial statements of El Jardin of Davie, Ltd.
(FHA Project No. 066-10539-REF). Such information has been subjected to the
auditing procedures applied in the audit of the basic financial statements and,
in our opinion, is presented fairly in all material respects in relation to the
basic financial statements taken as a whole.
/s/BDO Seidman, LLP
Certified Public Accountants
Miami, Florida
February 24, 1997
<PAGE>
[Letterhead]
[LOGO]
Coopers
& Lybrand
INDEPENDENT AUDITOR'S REPORT
To the Partners of
El Jardin of Davie, Ltd.
We have audited the accompanying statement of assets, liabilities, and partners'
capital of El Jardin of Davie, Ltd. (the "Partnership"), as of December 31, 1995
and the related statements of revenues and expenses, 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 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. These standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free of
material misstatements. 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 above present fairly, in all
material respects, the financial position of El Jardin of Davie, Ltd.as of
December 31, 1995, and the results of its operations and its cash flows for the
year then ended in conformity with generally accepted accounting principles.
Our audit was conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supporting information included in
this report (shown on pages 11 through 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 same auditing procedures
applied in the audit of the basic financial statements and, in our opinion, are
presented fairly in all material respects in relation to the basic financial
statements taken as a whole.
/s/Coopers & Lybrand L.L.P
Miami, Florida
February 23, 1996
<PAGE>
[Letterhead]
[LOGO]
Coopers
& Lybrand
INDEPENDENT AUDITOR'S REPORT
To the Partners of
El Jardin of Davie, Ltd.
We have audited the accompanying statement of assets, liabilities, and partners'
capital of El Jardin of Davie, Ltd. (the "Partnership"), as of December 31,
1994, and the related statements of revenues and expenses, 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 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. These standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free of
material misstatements. 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 above present fairly, in all
material respects, the financial position of El Jardin of Davie, Ltd.as of
December 31, 1994, and the results of its operations and its cash flows for the
year then ended in conformity with generally accepted accounting principles.
Our audit was conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supporting information included in
this report (shown on pages 11 through 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 same auditing procedures
applied in the audit of the basic financial statements and, in our opinion, are
presented fairly in all material respects in relation to the basic financial
statements taken as a whole.
/s/Coopers & Lybrand L.L.P.
Miami, Florida
February 21, 1995
<PAGE>
[Letterhead]
[LOGO]
Deloitte & Certified Public Accountants
Touche LLP Suite 1800
200 South Orange Avenue
Orlando, Florida 32801
Telephone: (407) 246-8200
Fascimile: (407) 422-0936
INDEPENDENT AUDITOR'S REPORT
To the General Partner and Limited Partners of
Ashley Place, Ltd.:
We have audited the accompanying balance sheet of Ashley Place, Ltd. (a Florida
Limited Partnership), as of December 31, 1995 and the related statements
operations, partners' equity 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.
We conducted our audit in accordance with generally accepted auditing . Those
standards require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
misstatements. 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 above present fairly, in all
material respects, the financial position of Ashley Place, Ltd. (a Florida
Limited Partnership) as of December 31, 1995, and the results of its operations
and its cash flows for the year then ended in conformity with generally accepted
accounting principles.
/s/Deloite & Touche LLP
February 2, 1996
<PAGE>
[Letterhead]
[LOGO]
Deloitte & Certified Public Accountants
Touche LLP Suite 1800
200 South Orange Avenue
Orlando, Florida 32801
Telephone: (407) 246-8200
Fascimile: (407) 422-0936
INDEPENDENT AUDITOR'S REPORT
To the General Partner and Limited Partners of
Ashley Place, Ltd.:
We have audited the accompanying balance sheet of Ashley Place, Ltd. (a Florida
Limited Partnership), as of December 31, 1994 and the related statements
operations, partners' equity 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.
We conducted our audit in accordance with generally accepted auditing . Those
standards require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
misstatements. 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 above present fairly, in all
material respects, the financial position of Ashley Place, Ltd. (a Florida
Limited Partnership) as of December 31, 1994, and the results of its operations
and its cash flows for the year then ended in conformity with generally accepted
accounting principles.
/s/Deloite & Touche LLP
February 10, 1995
<PAGE>
[Letterhead]
[LOGO]
Deloitte & Certified Public Accountants
Touche LLP Suite 1800
200 South Orange Avenue
Orlando, Florida 32801
Telephone: (407) 246-8200
Fascimile: (407) 422-0936
INDEPENDENT AUDITOR'S REPORT
To the General Partner and Limited Partners of
Ashley Place, Ltd.:
We have audited the accompanying balance sheet of Ashley Place, Ltd. (a Florida
Limited Partnership), as of December 31, 1993 and the related statements
operations, partners' equity 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.
We conducted our audit in accordance with generally accepted auditing . Those
standards require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
misstatements. 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 above present fairly, in all
material respects, the financial position of Ashley Place, Ltd. (a Florida
Limited Partnership) as of December 31, 1993, and the results of its operations
and its cash flows for the year then ended in conformity with generally accepted
accounting principles.
/s/Deloite & Touche
February 24, 1994
<PAGE>
[Letterhead]
[LOGO]
Purkey, Carter, Compton, Swann & Carter, P.L.L.C.
Certified Public Accountants
2335 W. Andrew Johnson Highway
P.O. Box 727
Morriston, Tennessee 37815
Telephone (423) 586-4850
Fax (423) 581-8873
INDEPENDENT AUDITOR'S REPORT
General Partners Mr. Choice Edward, State Coordinator
Partners U.S. Department of Housing and
The Colony Apartments, L.P. Urban Development
1504 Riverview Tower Strom Thurmond Federal Building
900 S. Gay Street 1835-45 Assembly Street. 11th Floor
Knoxville, Tennessee Columbia, South Carolina 29201
We have audited the accompanying balance sheet of The Colony Apartments, L.P.,
FHA Project No. 054-94002-OMC (a limited partnership) as of December 31, 1996,
and the related statements income, changes in partners' equity 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.
We conducted our audit in accordance with generally accepted auditing standards,
Government Auditing Standards, issued by the Comptroller General of the United
States and the July 1993 Consolidated Audit Guide for Audits of HUD Programs
(the "Guide"), issued by the U.S. Department of Housing and Urban Development,
Office of the Inspector General. 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 The Colony Apartments, L.P as
of December 31, 1996, and the results of its operations and the changes in
partners' equity and cash flows for the year then ended in conformity with
generally accepted accounting principles.
<PAGE>
General Partners
The Colony Apartments, L.P. Page 2
In accordance with Government Auditing Standards and the Consolidated Audit
Guide for Audits of HUD Programs issued by the U.S. Department of Housing and
Urban Development, we have also issued a report dated January 21, 1997, on our
consideration of The Colony Apartments, L.P.'s internal control structure and
reports dated January 21, 1997, on its compliance with specific requirements
applicable to major HUD Programs and specific requirements applicable to
Affirmative Fair Housing.
Our audit was conducted for the purpose of forming an opinion on the financial
statements taken as a whole. The supplementary information included in this
report (shown on pages 26 to 35) is presented for the purpose of additional
analysis and is not a required part of the financial statements of The Colony
Apartments, L.P. Such information has been subjected to the same 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.
We attest that our firm, Purkey, Carter, Compton, Swann & Carter, P.L.L.C. meets
any legal requirements concerning registration by the State of South Carolina.
/s/Purkey, Carter, Compton, Swann & Carter, P.L.L.C.
Purkey, Carter, Compton, Swann & Carter, P.L.L.C.
January 21, 1997
<PAGE>
[Letterhead]
[LOGO]
Purkey, Carter, Compton, Swann & Carter
Certified Public Accountants
2335 W. Andrew Johnson Highway
P.O. Box 727
Morriston, Tennessee 37815
Telephone (423) 586-4850
Fax (423) 581-8873
INDEPENDENT AUDITOR'S REPORT
General Partners Mr. Choice Edward, State Coordinator
Partners U.S. Department of Housing and
The Colony Apartments, L.P. Urban Development
1504 Riverview Tower Strom Thurmond Federal Building
900 S. Gay Street 1835-45 Assembly Street. 11th Floor
Knoxville, Tennessee Columbia, South Carolina 29201
We have audited the accompanying balance sheet of The Colony Apartments, L.P.,
FHA Project No. 054-94002-OMC (a limited partnership), as of December 31, 1995
and the related statements income, changes in partners' equity 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.
We conducted our audit in accordance with generally accepted auditing standards,
Government Auditing Standards issued by the Comptroller General of the United
States and the July 1993 Consolidated Audit Guide for Audits of HUD Programs
(the "Guide"), issued by the U.S. Department of Housing and Urban Development,
Office of the Inspector General. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatements. 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 above present fairly, in all
material respects, the financial position of The Colony Apartments, L.P as of
December 31, 1995, and the results of its operations and the changes in
partners' equity and cash flows for the year then ended in conformity with
generally accepted accounting principles.
<PAGE>
General Partners
The Colony Apartments, L.P. Page 2
In accordance with Government Auditing Standards and the Consolidated Audit
Guide for Audits of HUD Programs (the "Guide"), issued by the U.S. Department of
Housing and Urban Development, we have also issued a report dated January 22,
1996 on our consideration of The Colony Apartments, L.P.'s internal control
structure and reports dated January 22, 1996 on its compliance with specific
requirements applicable to major HUD Programs and specific requirements
applicable to Affirmative Fair Housing.
Our audit was conducted for the purpose of forming an opinion on the financial
statements taken as a whole. The supplementary information included in this
report (shown on pages 26 to 35) is presented for purposes of additional
analysis and is not a required part of the financial statements of The Colony
Apartments, L.P. Such information has been subjected to the same 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.
We attest that our firm, Purkey, Carter, Compton, Swann & Carter meets any legal
requirements concerning registration by the State of South Carolina.
/s/Purkey, Carter, Compton, Swann & Carter
Purkey, Carter, Compton, Swann & Carter
January 22, 1996
<PAGE>
[Letterhead]
[LOGO]
Purkey, Carter, Compton, Swann & Carter
Certified Public Accountants
2335 W. Andrew Johnson Highway
P.O. Box 727
Morriston, Tennessee 37815
Telephone (423) 586-4850
Fax (423) 581-8873
INDEPENDENT AUDITOR'S REPORT
General Partners Mr. Choice Edward, State Coordinator
Partners U.S. Department of Housing and
The Colony Apartments, L.P. Urban Development
1504 Riverview Tower Strom Thurmond Federal Building
900 S. Gay Street 1835-45 Assembly Street. 11th Floor
Knoxville, Tennessee Columbia, South Carolina 29201
We have audited the accompanying balance sheet of The Colony Apartments, L.P.,
FHA Project No. 054-94002-OMC (a limited partnership), as of December 31, 1994
and the related statements income, changes in partners' equity 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.
We conducted our audit in accordance with generally accepted auditing standards,
Government Auditing Standards issued by the Comptroller General of the United
States and the July 1993 Consolidated Audit Guide for Audits of HUD Programs
(the "Guide"), issued by the U.S. Department of Housing and Urban Development,
Office of the Inspector General. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatements. 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 above present fairly, in all
material respects, the financial position of The Colony Apartments, L.P as of
December 31, 1993, and the results of its operations and the changes in
partners' equity and cash flows for the year then ended in conformity with
generally accepted accounting principles.
<PAGE>
General Partners
The Colony Apartments, L.P. Page 2
Our audit was conducted for the purpose of forming an opinion on the financial
statements taken as a whole. The supplementary information included in this
report (shown on pages 26 to 34) is presented for purposes of additional
analysis and is not a required part of the financial statements of The Colony
Apartments, L.P. Such information has been subjected to the same 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.
We attest that our firm, Purkey, Carter, Compton, Swann & Carter meets any legal
requirements concerning registration by the State of South Carolina.
/s/Purkey, Carter, Compton, Swann & Carter
Purkey, Carter, Compton, Swann & Carter
January 21, 1995
<PAGE>
[Letterhead]
[LOGO]
LARRY O'DONNELL, CPA, P.C.
Office 745-4545
Partners
Aurora Properties, Ltd.
d/b/a Aurora East Apartments
Aurora, Colorado
INDEPENDENT AUDITOR'S REPORT
I have audited the accompanying balance sheets of Aurora Properties Ltd. d/b/a
Aurora East Apartments, Project No. 101-10522 (a Limited Partnership) as of
December 31, 1996 and 1995, 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 Company's management. My responsibility
is to express an opinion on these financial statements based on my audit.
I conducted my audit in accordance with generally accepted auditing standards
and Government Auditing Standards, issued by the Comptroller General of the
United States and the Consolidated Audit Guide for Audits of HUD Programs,
issued by the U.S. Department of Housing and Urban Development, Office of
Inspector General in July, 1993. 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 audit provides a reasonable basis for
opinion.
In my opinion, the financial statements referred to above present fairly in all
material respects, the financial position of Aurora Properties Ltd., d/b/a
Aurora East Apartments as of December 31, 1996 and 1995, 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, I have also issued a report
dated February 3, 1997 on my consideration of Aurora Properties Ltd., d/b/a
Aurora East Apartments, internal control structure and reports dated February 3,
1997 on its compliance with laws and regulations applicable to the basic
financial statements and the major HUD program.
/s/Larry O'Donnell, CPA, PC
Larry O'Donnell, CPA, PC
February 3, 1997
Federal Identification Number 84-1075467
<PAGE>
[Letterhead]
[LOGO]
LARRY O'DONNELL, CPA, P.C.
Office 745-4545
Partners
Aurora Properties, Ltd.
d/b/a Aurora East Apartments
Aurora, Colorado
INDEPENDENT AUDITOR'S REPORT
I have audited the accompanying balance sheets of Aurora Properties, Ltd., d/b/a
Aurora East Apartments, Project No. 101-10522 (a Limited Partnership), as of
December 31, 1995 and 1994 and the related statements of profit and loss, net
worth, and cash flows for the years then ended. These financial statements are
the responsibility of the Company's management. My responsibility is to express
an opinion on these financial statements based on my audit.
I conducted my audit in accordance with generally accepted auditing standards,
Government Auditing Standards, issued by the Comptroller General of the United
States and the Consolidated Audit Guide for Audits of HUD Programs, issued by
the U.S. Department of Housing and Urban Development, Office of the Inspector
General in July 1993. Those standards require that I plan and perform the audit
to obtain reasonable assurance about whether the financial statements are free
of material misstatements. 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 audit provides a reasonable basis for
opinion.
In my opinion the financial statements referred to above present fairly, in all
material respects, the financial position of Aurora Properties, Ltd., d/b/a
Aurora East Apartments as of December 31, 1995 and 1994, 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, I have also issued a report
dated February 7, 1996 on my consideration of Aurora Properties, Ltd., d/b/a
Aurora East Apartments, internal control structure and reports dated February 7,
1996 on its compliance with laws and regulations applicable to the basic
financial statements and the major HUD program.
/s/Larry O'Donnell, CPA, PC
Larry O'Donnell, CPA, PC
February 7, 1996
Federal Identification Number 84-1075467
<PAGE>
[Letterhead]
[LOGO]
VMCHC&S Vroman, McGowen, Hurst, Clark & Smith, P.C.
Certified Public Accountants and Business Advisors
INDEPENDENT AUDITOR'S REPORT
To the Partners
Columbia Townhouse Associates Limited Partnership
Des Moines, Iowa
We have audited the accompanying balance sheets of Columbia Townhouse Associates
Limited Partnership, HUD Project No. 074-35189, as of December 31, 1996 and
1995, and the related statements of profit and loss, partners' capital (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 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 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 Columbia Townhouse Associates
Limited Partnership as of December 31, 1996 and
1995, and the results of its operations, changes in partners' capital (deficit)
and cash flows for the years then ended in conformity with generally accepted
accounting principles.
In accordance with Government Auditing Standards and the Consolidated Audit
Guide for Audits of HUD Programs issued by the U.S. Department of Housing and
Urban Development, we have also issued a report dated January 31, 1997, on our
consideration of the Partnership's internal control structure and reports, dated
January 31, 1997, on its compliance with specific requirements applicable to
major HUD Programs and specific requirements applicable to Affirmative Fair
Housing.
As discussed in Note A, the accompanying financial statements have been prepared
assuming that the Partnership will continue as a going concern. As shown in the
financial statements, the Partnership has incurred substantial losses before
depreciation for each of the passed two years. The financial statements do not
include any adjustments relating to the recoverability and classification of
recorded assets, or the amounts of classifications of liabilities that might be
necessary in the event the Partnership cannot continue in existence.
<PAGE>
Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The accompanying supplemental information
(shown in Section II) is presented for the purpose of additional analysis and is
not a required part of the basic financial statements of Columbia Townhouse
Associates Limited Partnership. Such information has been subjected to the same
auditing procedures applied in the audits of the basic financial statements and,
in our opinion, are presented fairly in all material respects in relation to the
basic financial statements taken as a whole.
/s/Vroman, McGowen, Hurst, Clark & Smith, P.C.
Des Moines, Iowa
January 31, 1997
Other auditor information:
Lead Auditor - Michael W. McNichols
Federal ID Number- 42-1104473
<PAGE>
[Letterhead]
[LOGO]
VMCHC&S Vroman, McGowen, Hurst, Clark & Smith, P.C.
Certified Public Accountants and Business Advisors
INDEPENDENT AUDITOR'S REPORT
To the Partners
Columbia Townhouse Associates Limited Partnership
Des Moines, Iowa
We have audited the accompanying balance sheets of Columbia Townhouse Associates
Limited Partnership, HUD Project No. 074-35189, as of December 31, 1995 and 1994
and the related statements of profit and loss, partners' capital (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 audit in accordance with generally accepted auditing standards
and Government Auditing 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
misstatements. 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 in the first paragraph
present fairly, in all material respects, the financial position of Columbia
Townhouse Associates Limited Partnership as of December 31, 1995 and 1994, and
the results of its operations, changes in partners' capital (deficit), and cash
flows for the years then ended in conformity with generally accepted
accounting principles.
In accordance with Government Auditing Standards and the Consolidated Audit
Guide for Audits of HUD Programs issued by the U.S. Department of Housing and
Urban Development, we have also issued a report dated January 31, 1996 on our
consideration of Partnership's internal control structure and reports dated
January 31, 1996 on its compliance with specific requirements applicable to
major HUD Programs and specific requirements applicable to Affirmative Fair
Housing.
As discussed in Note A, the accompanying financial statements have been prepared
assuming that the Partnership will continue as a going concern. As shown in the
financial statements, the Partnership has incurred substantial losses before
depreciation for each of the passed two years. The financial statements do not
include any adjustments relating to the recoverability and classification of
recorded assets, or the amounts of classifications of liabilities that might be
necessary in the event the Partnership cannot continue in existence.
Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The accompanying supplemental information
(shown in Section II) is presented for the purpose of additional analysis and is
not a required part of the basic financial statements of Columbia Townhouse
Associates Limited Partnership. Such information has been subjected to the same
auditing procedures applied in the audits of the basic financial statements and,
in our opinion, are presented fairly in all material respects in relation to the
basic financial statements taken as a whole.
/s/Vroman, McGowen, Hurst, Clark & Smith, P.C.
Des Moines, Iowa
January 31, 1996
Other auditor information:
Lead Auditor - Michael W. McNichols
Federal ID Number- 42-1104473
<PAGE>
[Letterhead]
[LOGO]
Fishbein & Company
Certified Public Accountants January 31, 1997
INDEPENDENT AUDITOR'S REPORT
Partners
Admiral Housing Limited Partnership
We have audited the accompanying balance sheets of ADMIRAL HOUSING LIMITED
PARTNERSHIP, as of December 31, 1996 and the related statement operations,
partners' equity 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.
We conducted our audit 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 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 Admiral Housing Limited Partnership
as of December 31, 1996, and the results of its operations 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 this
report (shown on pages 9and 10) 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 financial statements taken as a whole.
/s/Fishbein & Company P.C.
<PAGE>
[Letterhead]
[LOGO]
FEGLEY & ASSOCIATES A PROFESSIONAL CORPORATION CERTIFIED PUBLIC ACCOUNTANTS 2250
Hickory Road, Suite 20 Plymouth Meeting, PA 19462 Phone (610) 825-7400 Fax (610)
825-1297
INDEPENDENT AUDITOR'S REPORT
To the Partners
Admiral Housing Limited Partnership
We have audited the accompanying balance sheets of Admiral Housing Limited
Partnership, as of December 31, 1994 and 1993 and the related statements
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 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 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 Admiral Housing Limited Partnership
as of December 31, 1994 and 1993, and the results of its operations and its cash
flows for the years then ended in conformity with generally accepted accounting
principles.
The accompanying financial statements have been prepared assuming that the
company will continueas a going concern. As discussed in Note 12 to the
financial statements, existing circumstances raise substantial doubt as to the
ability of Admiral Housing Limited Partnership to continue as a going concern.
The accompanying financial statements do not include any adjustments that might
result from this uncertainty.
/s/Fegley & Associates
February 27, 1995
<PAGE>
[Letterhead]
[LOGO]
HALBERT, KATZ & CO., P.C.
CERTIFIED PUBLIC ACCOUNTANTS
INDEPENDENT AUDITOR'S REPORT
To the Partners
Georgetown Associates II, L.P.
Wimington, Delaware
We have audited the accompanying balance sheets of Georgetown Associates II,
L.P., as of December 31, 1996 and December 31, 1995, and the related statements
of loss, partners' capital (capital deficiency) 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 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 Georgetown Associates II, L.P.,
as of December 31, 1996 and December 31, 1995, 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 supporting information included in
the report (shown on pages 12 through 14) is presented for the purpose of
additional analysis and is not a required part of the basic financial
statements of Georgetown Associates II, L.P. Such information has been subjected
to the same 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 taken as a whole.
/s/Halbert, Katz & Co., P.C.
January 30, 1997
<PAGE>
[Letterhead]
[LOGO]
HALBERT, KATZ & CO., P.C.
CERTIFIED PUBLIC ACCOUNTANTS
INDEPENDENT AUDITOR'S REPORT
To the Partners
Georgetown Associates II, L.P.
Wimington, Delaware
We have audited the accompanying balance sheets of Georgetown Associates II,
L.P. as of December 31, 1995 and December 31, 1994 and the related statements of
loss, partners' capital (capital deficiency) 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
and Government Auditing, 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 also 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 Georgetown Associates II, L.P. as
of December 31, 1995 and December 31, 1994, 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, 1996 on our consideration of Georgetown Associates II, L.P.'s,
internal control structure.
Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supporting information included in
the report (shown on pages 14 through 16) 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 same 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
taken as a whole.
/s/Halbert, Katz & Co., P.C.
January 30, 1996
<PAGE>
[Letterhead]
[LOGO]
CRAIN
& COMPANY
CERTIFIED PUBLIC ACCOUNTANTS
INDEPENDENT AUDITORS' REPORT
To the Partners
Lexington Associates, I LP
(A Limited Partnership)
We have audited the accompanying balance sheets of Lexington Associates, I LP (A
Limited Partnership), a FmHA Project, as of December 31, 1996 and 1995, 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 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 Lexington Associates I LP (A
Limited Partnership) as of December 31, 1996 and 1995, 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 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 same 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.
In accordance with Government Auditing Standards, we have also issued a report
dated February 12, 1997 on our consideration of the limited partnership's
internal control structure and a report dated February 12, 1997 on its
compliance with laws and regulations
/s/Crain & Company
CRAIN & COMPANY
Certified Public Accountants
Jackson, Tennessee
February 12, 1997
<PAGE>
[Letterhead]
[LOGO]
CRAIN
& COMPANY
CERTIFIED PUBLIC ACCOUNTANTS
INDEPENDENT AUDITORS' REPORT
To the Partners
Lexington Associates, I LP
(A Limited Partnership)
We have audited the accompanying balance sheets of Lexington Associates, I LP (A
Limited Partnership), a FmHA Project, as of December 31, 1995 and 1994 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 audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatements. 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 Lexington Associates, I LP (A
Limited Partnership) as of December 31, 1995 and 1994, 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 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 same 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.
In accordance with Government Auditing Standards, we have also issued a report
dated February 3, 1996 on our consideration of the limited partnership's
internal control structure and a report dated February 3, 1996 on its compliance
with laws and regulations
/s/Crain & Company
CRAIN & COMPANY
Certified Public Accountants
Jackson, Tennessee
February 3, 1996
<PAGE>
[Letterhead]
[LOGO]
CRAIN
& COMPANY
CERTIFIED PUBLIC ACCOUNTANTS
INDEPENDENT AUDITORS' REPORT
To the Partners
Lexington Associates, I LP
(A Limited Partnership)
We have audited the accompanying balance sheets of Lexington Associates, I LP (A
Limited Partnership), a FmHA Project, as of December 31, 1994 and 1993 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 audit to
obtain reasonable assurance about whether the financial statements are free of
material misstatements. 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 Lexington Associates, I LP (A
Limited Partnership) as of December 31, 1994 and 1993, 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 for the purpose of forming an opinion on the basic financial
statements taken as a whole. The supplementary information on pages 11-16 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 same
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.
/s/Crain & Company
CRAIN & COMPANY
Certified Public Accountants
Jackson, Tennessee
February 15, 1995
<PAGE>
[Letterhead]
[LOGO]
BCC
Braunsdorf, Carlson and Clinkinbeard
CERTIFIED PUBLIC ACCOUNTANTS
A PROFESSIONAL ASSOCIATION
REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
To the Partners
Longview Apartments, L.P.
Humboldt, Kansas
We have audited the accompanying balance sheet of Longview Apartments, L.P. (a
Kansas limited partnership), RECD Case No.: 18-001-431454412, as of December 31,
1995 and the related statements of loss, partners' equity 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.
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
misstatements. 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 Longview Apartments, L.P. as of
December 31, 1995, and the results of its operations and its cash flows for the
year then ended in conformity with generally accepted accounting principles.
/s/Braunsdorf, Carlson and Clinkinbeard, CPA's, P.A.
Braunsdorf, Carlson and Clinkinbeard, CPA's, P.A.
TOPEKA, KANSAS
January 31, 1996
<PAGE>
[Letterhead]
[LOGO]
BCC
Braunsdorf, Carlson and Clinkinbeard
CERTIFIED PUBLIC ACCOUNTANTS
A PROFESSIONAL ASSOCIATION
REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
To the Partners
Longview Apartments, L.P.
Humboldt, Kansas
We have audited the accompanying balance sheet of Longview Apartments, L.P. (a
Kansas limited partnership) as of December 31, 1993 and the related statements
of loss, partners' equity 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.
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
misstatements. 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 Longview Apartments, L.P. as of
December 31, 1993, and the results of its operations and its cash flows for the
year then ended in conformity with generally accepted accounting principles.
/s/Braunsdorf, Carlson and Clinkinbeard
Braunsdorf, Carlson and Clinkinbeard, CPA's, P.A.
TOPEKA, KANSAS
January 29, 1994
<PAGE>
[Letterhead]
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BCC
Braunsdorf, Carlson and Clinkinbeard
CERTIFIED PUBLIC ACCOUNTANTS
A PROFESSIONAL ASSOCIATION
REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
To the Partners
Missouri Rural Housing of Oak Grove, L.P.
Oak Grove, Missouri
We have audited the accompanying balance sheet of Missouri Rural Housing of Oak
Grove, L.P. (a Missouri limited partnership), as of December 31, 1995 and the
related statements of loss, partners' equity 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.
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
misstatements. 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 Missouri Rural Housing of Oak
Grove, L.P. as of December 31, 1995, and the results of its operations and its
cash flows for the year then ended in conformity with generally accepted
accounting principles.
/s/Braunsdorf, Carlson and Clinkinbeard, CPA's, P.A.
Braunsdorf, Carlson and Clinkinbeard, CPA's, P.A.
TOPEKA, KANSAS
February 9, 1996
<PAGE>
[Letterhead]
[LOGO]
BCC
Braunsdorf, Carlson and Clinkinbeard
CERTIFIED PUBLIC ACCOUNTANTS
A PROFESSIONAL ASSOCIATION
REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
To the Partners
Missouri Rural Housing of Oak Grove, L.P.
Oak Grove, Missouri
We have audited the accompanying balance sheet of Missouri Rural Housing of Oak
Grove, L.P. (a Missouri limited partnership), as of December 31, 1993 and the
related statements of loss, partners' equity 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.
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
misstatements. 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 Missouri Rural Housing of Oak
Grove, L.P. as of December 31, 1993, and the results of its operations and its
cash flows for the year then ended in conformity with generally accepted
accounting principles.
/s/Braunsdorf, Carlson and Clinkinbeard
Braunsdorf, Carlson and Clinkinbeard, CPA's, P.A.
TOPEKA, KANSAS
February 11, 1994
<PAGE>
[Letterhead]
[LOGO]
BCC
Braunsdorf, Carlson and Clinkinbeard
CERTIFIED PUBLIC ACCOUNTANTS
A PROFESSIONAL ASSOCIATION
REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
To the Partners
Smithville Rural Housing, A Limited Partnership
Wayne, Nebraska
We have audited the accompanying balance sheet of Smithville Rural Housing, A
Limited Partnership (a Missouri limited partnership), RECD Case No:
29-024-480975973 as of December 31, 1995 and the related statements of loss,
partners' equity 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.
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
misstatements. 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 Smithville Rural Housing, A Limited
Partnership as of December 31, 1995, and the results of its operations and its
cash flows for the year then ended in conformity with generally accepted
accounting principles.
/s/Braunsdorf, Carlson and Clinkinbeard, CPA's, P.A.
Braunsdorf, Carlson and Clinkinbeard, CPA's, P.A.
TOPEKA, KANSAS
February 7, 1996
<PAGE>
[Letterhead]
[LOGO]
BCC
Braunsdorf, Carlson and Clinkinbeard
CERTIFIED PUBLIC ACCOUNTANTS
A PROFESSIONAL ASSOCIATION
REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
To the Partners
Smithville Rural Housing, A Limited Partnership
Wayne, Nebraska
We have audited the accompanying balance sheet of Smithville Rural Housing, A
Limited Partnership (a Missouri limited partnership), as of December 31, 1993,
and the related statements of loss, partners' equity 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.
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
misstatements. 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 Smithville Rural Housing, A Limited
Partnership as of December 31, 1993, and the results of its operations and its
cash flows for the year then ended in conformity with generally accepted
accounting principles.
/s/Braunsdorf, Carlson and Clinkinbeard, CPA's, P.A.
Braunsdorf, Carlson and Clinkinbeard, CPA's, P.A.
TOPEKA, KANSAS
February 12, 1994
<PAGE>
[Letterhead]
[LOGO]
BCC
Braunsdorf, Carlson and Clinkinbeard
CERTIFIED PUBLIC ACCOUNTANTS
A PROFESSIONAL ASSOCIATION
REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
To the Partners
Westgate Associates I, L.P.
Perryville, Arkansas
We have audited the accompanying balance sheet of Westgate Associates I, L.P. (a
Missouri limited partnership), FmHA Case No: 03-053-431477863 as of December 31,
1995 and the related statements of loss, partners' equity 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.
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
misstatements. 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 Westgate Associates I, L.P. as of
December 31, 1995, and the results of its operations and its cash flows for the
year then ended in conformity with generally accepted accounting principles.
/s/Braunsdorf, Carlson and Clinkinbeard, CPA's, P.A.
Braunsdorf, Carlson and Clinkinbeard, CPA's, P.A.
TOPEKA, KANSAS
February 6, 1996
<PAGE>
[Letterhead]
[LOGO]
BCC
Braunsdorf, Carlson and Clinkinbeard
CERTIFIED PUBLIC ACCOUNTANTS
A PROFESSIONAL ASSOCIATION
REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
To the Partners
Westgate Associates I, L.P.
Perryville, Arkansas
We have audited the accompanying balance sheet of Westgate Associates I, L.P. (a
Missouri limited partnership), as of December 31, 1993 and the related
statements of loss, partners' equity 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.
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
misstatements. 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 Westgate Associates I, L.P. as of
December 31, 1993, and the results of its operations and its cash flows for the
year then ended in conformity with generally accepted accounting principles.
/s/Braunsdorf, Carlson and Clinkinbeard, CPA's, P.A.
Braunsdorf, Carlson and Clinkinbeard, CPA's, P.A.
TOPEKA, KANSAS
January 29, 1994
<PAGE>
[Letterhead]
[LOGO]
Suby, Von Haden
& Associates, S.C.
CERTIFIED PUBLIC ACCOUNTANTS
Business and Management Consultants
INDEPENDENT AUDITOR'S REPORT
To the Partners
Tucson Trails Limited Partnership I
Madison, Wisconsin
We have audited the accompanying balance sheets of Tucson Trails Limited
Partnership I as of December 31, 1996 and 1995, and the related statements of
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. 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 above present fairly, in all
material respects, the financial position of Tucson Trails Limited Partnership I
as of December 31, 1996 and 1995, 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.
/s/Suby, Von Haden & Associates, S.C.
January 17, 1997
<PAGE>
[Letterhead]
[LOGO]
Suby, Von Haden
& Associates, S.C.
CERTIFIED PUBLIC ACCOUNTANTS
Business and Management Consultants
INDEPENDENT AUDITOR'S REPORT
To the Partners
Tucson Trails Limited Partnership I
Madison, Wisconsin
We have audited the accompanying balance sheets of Tucson Trails Limited
Partnership I, as of December 31, 1995 and 1994 and the related statements of
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. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatements. 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 above present fairly, in all
material respects, the financial position of Tucson Trails Limited Partnership I
as of December 31, 1995 and 1994, 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.
/s/Suby, Von Haden & Associates, S.C.
January 15, 1996
<PAGE>
[Letterhead]
[LOGO]
Suby, Von Haden
& Associates, S.C.
CERTIFIED PUBLIC ACCOUNTANTS
Business and Management Consultants
INDEPENDENT AUDITOR'S REPORT
To the Partners
Tucson Trails Limited Partnership II
Madison, Wisconsin
We have audited the accompanying balance sheets of Tucson Trails Limited
Partnership II as of December 31, 1996 and 1995, and the related statements of
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. 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 above present fairly, in all
material respects, the financial position of Tucson Trails Limited Partnership
II as of December 31, 1996 and 1995, 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.
/s/Suby, Von Haden & Associates, S.C.
January 17, 1997
<PAGE>
[Letterhead]
[LOGO]
Suby, Von Haden
& Associates, S.C.
CERTIFIED PUBLIC ACCOUNTANTS
Business and Management Consultants
INDEPENDENT AUDITOR'S REPORT
To the Partners
Tucson Trails Limited Partnership II
Madison, Wisconsin
We have audited the accompanying balance sheets of Tucson Trails Limited
Partnership II, as of December 31, 1995 and 1994 and the related statements of
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. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatements. 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 above present fairly, in all
material respects, the financial position of Tucson Trails Limited Partnership
II as of December 31, 1995 and 1994, 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.
/s/Suby, Von Haden & Associates, S.C.
January 15, 1996
<PAGE>
[Letterhead]
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PATTERSON & KELLY
PROFESSIONAL ASSOCIATION
CERTIFIED PUBLIC ACCOUNTANTS
To the Partners of
Walker Woods Partners, L.P.
Dover, Delware 19901
INDEPENDENT AUDITORS' REPORT
We have audited the accompanying balance sheets of Walker Woods Partners, L.P.
as of December 31, 1996 and 1995, and the statements of income, cash flows and
owners' equity and for the years then ended. These financial statements are the
responsibility of the company'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 above present fairly, in all
material respects, the financial position of Walker Woods Partners, L.P. as of
December 31, 1996 and 1995, and the results of its operations and its cash flows
and owners' equity for the years then ended in conformity with generally
accepted accounting principles.
/s/Patterson & Kelly, P.A.
Patterson & Kelly, P.A.
Dover, Delaware
February 15, 1997
<PAGE>
[Letterhead]
[LOGO]
PATTERSON & WINNINGTON
PROFESSIONAL ASSOCIATION
CERTIFIED PUBLIC ACCOUNTANTS
To the Partners of
Walker Woods Partners, L.P.
Dover, Delware 19901
INDEPENDENT AUDITOR'S REPORT
We have audited the accompanying balance sheets of Walker Woods Partners, L.P.
as of December 31, 1995 and 1994 and the statements of income, cash flows and
owners' equity and for the years then ended. These financial statements are the
responsibility of the company'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
misstatements. 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 above present fairly, in all
material respects, the financial position of Walker Woods Partners, L.P. as of
December 31, 1995 and 1994, and the results of its operations and its cash flows
and owners' equity for the years then ended in conformity with generally
accepted accounting principles.
/s/Patterson & Winnington, P.A.
Patterson & Winnington, P.A.
Dover, Delaware
February 15, 1996
<PAGE>
[Letterhead]
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Coopers
& Lybrand
REPORT OF INDEPENDENT ACCOUNTANTS
To the Partners of
Waterfront Limited Partnership:
We have audited the accompanying balance sheet (on DHCR Form No.: HAA-77.2) of
Waterfront Limited Partnership, DHCR No.: UDC-13 as of December 31, 1996 and the
related statements of income and expenses (on DHCR Form No. HAA-77-3a),
partners' (deficiency) and cash flows as of December 31, 1996. These financial
statements are the responsibility of the Partnership's management. Our
responsibility is to express an opinion on these financial statements based on
our 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 misstatements. 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 1996 financial statements referred to above present fairly,
in all material respects, the financial position of Waterfront Limited
Partnership, DHCR No.: UDC-13, as of December 31, 1996, and the results of its
operations, the changes in partners' (deficiency) and cash flows for the year
then ended, in conformity with generally accepted accounting principles.
The accompanying financial statements have been prepared assuming that the
Partnership will continue as a going concern. As discussed in Note 8 to the
financial statements, the Partnership has experienced recurring operating losses
and working capital deficiencies that raise substantial doubt about its ability
to continue as a going concern. Management's plan in regard to these matters are
also described in Note 8. The financial statements do not include any
adjustments that might result from the outcome of this uncertainty.
In accordance with Government Auditing Standards, we have also issued a report
dated February 10, 1997 on our consideration of Waterfront Limited Partnership's
internal control structure and a report dated February 10, 1997 on its
compliance with laws and regulations.
/s/Coopers & Lybrand L.L.P
Boston, Massachusetts
February 10, 1997
<PAGE>
[Letterhead]
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Coopers
& Lybrand
REPORT OF INDEPENDENT ACCOUNTANTS
To the Partners of
Waterfront Limited Partnership:
We have audited the accompanying balance sheet (on DHCR Form No.: HAA-77.2) of
Waterfront Limited Partnership, DHCR No.: UDC-13 as of December 31, 1995 and the
related statements of income and expenses (on DHCR Form No. HAA-77-3a),
partners' (deficiency) and cash flows as of December 31, 1995. 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 Waterfront Limited Partnership, DHCR No.:
UDC-13 as of December 31, 1994 were audited by other auditors whose report
thereon dated January 31, 1995 expressed an unqualified opinion on those
financial statements.
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 misstatements. 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 provide a reasonable basis for our
opinion.
In our opinion, the 1995 financial statements referred to above present fairly,
in all material respects, the financial position of Waterfront Limited
Partnership, DHCR No.: UDC-13, as of December 31, 1995, and the results of its
operations, changes in partners' (deficiency) and cash flows for the year then
ended in conformity with generally accepted accounting principles.
The accompanying financial statements have been prepared assuming that the
Partnership will continue as a going concern. As discussed in Note 7 to the
financial statements, the Partnership has experienced recurring operating losses
and working capital deficiencies that raise substantial doubt about its ability
to continue as a going concern. Management's plan in regard to these matters are
also described in Note 7. The financial statements do not include any
adjustments that might result from the outcome of this uncertainty.
In accordance with Government Auditing Standards, we have also issued a report
dated February 6, 1996 on our consideration of Waterfront Limited Partnership's
internal control structure and a report dated February 6, 1996 on its compliance
with laws and regulations.
/s/Coopers & Lybrand L.L.P
Boston, Massachusetts
February 6, 1996
<PAGE>
[Letterhead]
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Reznick Fedder & Silverman
Certified Public Accountants
INDEPENDENT AUDITORS' REPORT
To the Partners of
Waterfront Limited Partnership:
We have audited the accompanying balance sheets (on DHCR Form No.: HAA-77.2) of
Waterfront Limited Partnership, as of December 31, 1994 and 1993 and the related
statements of income and expenses (on DHCR Form No. HAA-77-3), partners' deficit
and cash flows for the year ended December 31, 1994. 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 misstatements. 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 Waterfront Limited Partnership,
as of December 31, 1994 and 1993, and the results of its operations, changes in
partners' deficit and cash flows for the year ended December 31, 1994, in
conformity with generally accepted accounting principles.
Our 1994 audit was made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplementary information on pages 19
through 42 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 same 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.
/s/Reznick Fedder & Silverman
Boston, Massachusetts Federal Employer
February 6, 1996 Identification Number:
52-1088612
Audit Principal: Richard H. Chamberlain
<PAGE>
[Letterhead]
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BDO Seidman, LLP
Accountants and Consultants
Independent Auditors' Report
To the Partners of
West Dade, Ltd.
(A Limited Partnership)
Miami, Florida
We have audited the accompanying balance sheet of West Dade, Ltd. (FHA Project
No. 066-94021) as of December 31, 1996, and the related statements of profit and
loss (HUD Form 92410), changes in partners' capital accounts, and cash flows for
the year then ended. These financial statements are the responsibility of the
management of the partnership. 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 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 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 West Dade, Ltd. (FHA Project No.
066-94021) at December 31, 1996, and the results of its operations and its cash
flows for the year then ended, in conformity with generally accepted accounting
principles.
In accordance with Government Auditing Standards and the Consolidated Audit
Guide for Audits of HUD Programs issued by the U.S. Department of Housing and
Urban Development ("HUD"), we have also issued a report dated January 31, 1997,
on our consideration of West Dade, Ltd.'s internal control structure, and
reports dated January 31, 1997, on its compliance with specific requirements
applicable to major HUD programs and specific requirements applicable to
Affirmative Fair Housing.
<PAGE>
/s/BDO Seidman, LLP
Certified Public Accountants
Miami, Florida
January 31, 1997
<PAGE>
[Letterhead]
[LOGO]
BDO Seidman, LLP
Accountants and Consultants
Independent Auditors' Report
West Dade, Ltd.
(A Limited Partnership)
Miami, Florida
We have audited the accompanying balance sheet of West Dade, Ltd. (A Limited
Partnership) (FHA Project No. 066-94021) as of December 31, 1995, and the
related statements of profit and loss (HUD Form 92410), changes in partners'
capital accounts, and cash flows for the year then ended. These financial
statements are the responsibility of the management of the partnership. 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 audits to
obtain reasonable assurance about whether the financial statements are free of
material misstatement. An audit also 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 West Dade, Ltd. (FHA Project No.
066-94021) as of December 31, 1995, and the results of its operations 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 supporting schedules and data shown on pages 15
through 29 are presented for the purposes of additional analysis and is not a
required part of the basic financial statements of West Dade, Ltd. (FHA Project
No. 066-94021). 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
taken as a whole.
/s/BDO Seidman, LLP
Certified Public Accountants
Miami, Florida
January 26, 1996
<PAGE>
[Letterhead]
[LOGO]
BDO Seidman, LLP
Accountants and Consultants
Independent Auditors' Report
West Dade, Ltd.
(A Limited Partnership)
Miami, Florida
We have audited the accompanying balance sheet of West Dade, Ltd. (A Limited
Partnership) (FHA Project No. 066-94021) as of December 31, 1994, and the
related statements of profit and loss (HUD Form 92410), changes in partners'
capital accounts, and cash flows for the year then ended. These financial
statements are the responsibility of the management of the partnership. 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 audits to
obtain reasonable assurance about whether the financial statements are free of
material misstatement. An audit also 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 West Dade, Ltd. (FHA Project No.
066-94021) as of December 31, 1994, and the results of its operations 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 supporting schedules and data shown on pages 15
through 28 are presented for the purpose of additional analysis and is not a
required part of the basic financial statements of West Dade, Ltd. (FHA Project
No. 066-94021). 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
taken as a whole.
/s/BDO Seidman, LLP
Certified Public Accountants
Miami, Florida
February 13, 1995
<PAGE>
[Letterhead]
[LOGO]
BDO Seidman, LLP
Accountants and Consultants
Independent Auditors' Report
To the Partners of
West Dade, Ltd. II
(A Limited Partnership)
Miami, Florida
We have audited the accompanying balance sheet of West Dade, Ltd. II (FHA
Project No. 066-94022) as of December 31, 1996, and the related statements of
profit and loss (HUD Form 92410), changes in partners'
capital accounts, and cash flows for the year then ended. These financial
statements are the responsibility of the management of the partnership. 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 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 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 West Dade, Ltd. II (FHA Project No.
066-94022) at December 31, 1996, and the results of its operations and its cash
flows for the year then ended, in conformity with generally accepted accounting
principles.
In accordance with Government Auditing Standards and the Consolidated Audit
Guide for Audits of HUD Programs issued by the U.S. Department of Housing and
Urban Development ("HUD") we have also issued a report dated January 31, 1997 on
our consideration of West Dade, Ltd. II's internal control structure, and
reports dated January 31, 1997, on its compliance with specific requirements
applicable to major HUD programs and specific requirements applicable to
Affirmative Fair Housing.
<PAGE>
/s/BDO Seidman, LLP
Certified Public Accountants
Miami, Florida
January 31, 1997
<PAGE>
[Letterhead]
[LOGO]
BDO Seidman, LLP
Accountants and Consultants
Independent Auditors' Report
West Dade, Ltd. II
(A Limited Partnership)
Miami, Florida
We have audited the accompanying balance sheet of West Dade, Ltd. II (A Limited
Partnership) (FHA Project No. 066-94022) as of December 31, 1995, and the
related statements of profit and loss (HUD Form 92410), changes in partners'
capital accounts, and cash flows for the year then ended. These financial
statements are the responsibility of the management of the partnership. 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 audits to
obtain reasonable assurance about whether the financial statements are free of
material misstatement. An audit also 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 West Dade, Ltd. II (FHA Project No.
066-94022) as of December 31, 1995, and the results of its operations 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 supporting schedules and data shown on pages 16
through 30 are presented for the purposes of additional analysis and is not a
required part of the basic financial statements of West Dade, Ltd. II (FHA
Project No. 066-94022). 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 taken as a whole.
/s/BDO Seidman, LLP
Certified Public Accountants
Miami, Florida
January 26, 1996
<PAGE>
[Letterhead]
[LOGO]
BDO Seidman, LLP
Accountants and Consultants
Independent Auditors' Report
West Dade, Ltd. II
(A Limited Partnership)
Miami, Florida
We have audited the accompanying balance sheet of West Dade, Ltd. II (A Limited
Partnership) (FHA Project No. 066-94022) as of December 31, 1994, and the
related statements of profit and loss (HUD Form 92410), changes in partners'
capital accounts, and cash flows for the year then ended. These financial
statements are the responsibility of the management of the partnership. 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 audits to
obtain reasonable assurance about whether the financial statements are free of
material misstatement. An audit also 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 West Dade, Ltd. II (FHA Project No.
066-94022) as of December 31, 1994, and the results of its operations 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 financial
statements taken as a whole. The supporting schedules and data shown on pages 16
to 29 are presented for the purpose of additional analysis and are not a
required part of the basic financial statements of West Dade, Ltd. II (FHA
Project No. 066-94022). 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 taken as a whole.
/s/BDO Seidman, LLP
Certified Public Accountants
Miami, Florida
February 13, 1995
<PAGE>
[Letterhead]
[LOGO]
CHAPMAN, COLLINS, AGOSTINELLI & SHAW, P.C. A Professional Corporation
CERTIFIED PUBLIC ACCOUNTANTS
INDEPENDENT AUDITORS' REPORT
To the Partners of
Wood Creek Associates
We have audited the balance sheets of Wood Creek Associates (A New York Limited
Partnership) as of December 31, 1996 and 1995, 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 Wood Creek
Associates' 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 Wood Creek Associates as of December
31, 1996 and 1995, 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 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 taken as a whole.
/s/CHAPMAN, COLLINS, AGOSTINELLI & SHAW, P.C.
January 31, 1997
<PAGE>
[Letterhead]
[LOGO]
CHAPMAN, COLLINS, AGOSTINELLI & SHAW, P.C. A Professional Corporation
CERTIFIED PUBLIC ACCOUNTANTS
INDEPENDENT AUDITORS' REPORT
To the Partners of
Wood Creek Associates
We have audited the balance sheets of Wood Creek Associates (A New York Limited
Partnership) as of December 31, 1995 and 1994, 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 Wood Creek
Associates' 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 also 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 Wood Creek Associates as of December
31, 1995 and 1994, 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 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 audits 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.
/s/CHAPMAN, COLLINS, AGOSTINELLI & SHAW, P.C.
January 11, 1996
<PAGE>
[Letterhead]
[LOGO]
Reznick Fedder & Silverman
Certified Public Accountants, Business Consultants
A Professional Corporation
INDEPENDENT AUDITORS' REPORT
To the Partners
Westwood Manor Limited Dividend Housing
Association Limited Partnership
We have audited the accompanying balance sheet of Westwood Manor Limited
Dividend Housing Association Limited Partnership as of December 31, 1996, and
the related statements of profit and loss (on HUD Form No. 92410), partners'
equity 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.
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 Westwood Manor Limited Dividend
Housing Association Limited Partnership as of December 31, 1996, and the results
of its operations, the changes in partners' equity and 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 on pages 20 though 25
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.
<PAGE>
In accordance with Government Auditing Standards and the " Consolidated Audit
Guide for Audits of HUD Programs, we have also issued reports dated February 14,
1997 on our consideration of Westwood Manor Limited Dividend Housing Association
Limited Partnership's internal control structure and on its compliance with
specific requirements applicable to major HUD Programs, affirmative fair
housing, and laws and regulations applicable to the financial statements.
/s/Reznick Fedder & Silverman
Bethesda, Maryland Federal Employer
February 14, 1997 Indentification Number:
52-1088612
Audit Principal: Renee G. Scruggs
<PAGE>
[Letterhead]
[LOGO]
Reznick Fedder & Silverman
Certified Public Accountants, Business Consultants
A Professional Corporation
INDEPENDENT AUDITORS' REPORT
To the Partners
Westwood Manor Limited Dividend Housing
Association Limited Partnership
We have audited the accompanying balance sheet of Westwood Manor Limited
Dividend Housing Association Limited Partnership as of December 31, 1995, and
the related statements of profit and loss (on HUD Form No. 92410), partners'
equity 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.
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 also 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 Westwood Manor Limited Dividend
Housing Association Limited Partnership as of December 31, 1995, and the results
of its operations, the 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 on pages 19 though 24
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
financial statements taken as a whole.
In accordance with Government Auditing Standards, we have also issued reports
dated February 2, 1996 on our consideration of Westwood Manor Limited Dividend
Housing Association Limited Partnership's internal control structure and on its
compliance with specific requirements applicable to major HUD Programs,
affirmative fair housing, and laws and regulations applicable to the financial
statements.
/s/Reznick Fedder & Silverman
Bethesda, Maryland Federal Employer
February 2, 1996 Indentification Number:
52-1088612
Audit Principal: Renee G. Scruggs
<PAGE>
[Letterhead]
[LOGO]
Reznick Fedder & Silverman
Certified Public Accountants, Business Consultants
A Professional Corporation
INDEPENDENT AUDITORS' REPORT
To the Partners
Westwood Manor Limited Dividend Housing
Association Limited Partnership
We have audited the accompanying balance sheet of Westwood Manor Limited
Dividend Housing Association Limited Partnership as of December 31, 1994, and
the related statements of profit and loss (on HUD Form No. 92410), partners'
equity and cash flows for the year then ended. These financial statements are
the responsibility of 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 also 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 Westwood Manor Limited Dividend
Housing Association Limited Partnership as of December 31, 1994, and the results
of its operations, the changes in partners' equity and 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 on pages 18 though 23
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
financial statements taken as a whole.
/s/Reznick Fedder & Silverman
Bethesda, Maryland Federal Employer
February 13, 1995 Indentification Number:
52-1088612
Audit Principal: Renee G. Scruggs
<PAGE>
[Letterhead]
[LOGO]
Pannell Kerr Forster PC
Certified Public Accountants
Independent Auditors' Report
To the Partners
Pleasant Plaza Housing Limited Partnership
We have audited the accompanying balance sheet of Pleasant Plaza Housing Limited
Partnership, MHFA Project No: 85-004, as of December 31, 1996 and the related
statements of loss, changes in partners' equity (deficiency) 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.
We conducted our audit in accordance with generally accepted auditing standards
and Government Auditing Standards, issued by the Comptroller General of the
United States. These 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 Pleasant Plaza Housing Limited
Partnership at December 31, 1996 and the results of its operations and its cash
flows for the year then ended, in conformity with generally accepted accounting
principles.
In accordance with Government Auditing Standards, we have also issued a report
dated February 9, 1997, on our consideration of Pleasant Plaza Housing Limited
Partnership's internal control structure, and a report dated February 9, 1997 on
its compliance with laws and regulations.
/s/Pannell Kerr Forster PC
February 9, 1997
<PAGE>
[Letterhead]
[LOGO]
Pannell Kerr Forster PC
Certified Public Accountants
Independent Auditors' Report
To the Partners
Pleasant Plaza Housing Limited Partnership
We have audited the accompanying balance sheet of Pleasant Plaza Housing Limited
Partnership, MHFA Project No: 85-004-5, as of December 31, 1995, and the related
statements of loss, changes in partners' equity (deficiency) 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.
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 also 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 Pleasant Plaza Housing Limited
Partnership at December 31, 1995, and the results of its operations and its cash
flows for the year then ended, in conformity with generally accepted accounting
principles.
In accordance with Government Auditing Standards, we have also issued reports
dated February 9, 1996 on our consideration of Pleasant Plaza Housing Limited
Partnership's internal control structure, and a report dated February 9, 1996 on
its compliance with laws and regulations.
/s/Pannell Kerr Forster PC
February 9, 1996
<PAGE>
[Letterhead]
[LOGO]
Pannell Kerr Forster PC
Certified Public Accountants
Independent Auditors' Report
To the Partners
Pleasant Plaza Housing Limited Partnership
We have audited the accompanying balance sheet of Pleasant Plaza Housing Limited
Partnership, MHFA Project No: 85-004-5, as of December 31, 1994, and the related
statements of loss, changes in partners' equity (deficiency) 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.
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 also 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 Pleasant Plaza Housing Limited
Partnership at December 31, 1994, and the results of its operations and its cash
flows for the year then ended, in conformity with generally accepted accounting
principles.
/s/Pannell Kerr Forster PC
February 10, 1995
<PAGE>
[Letterhead]
[LOGO]
Coopers
& Lybrand
REPORT OF INDEPENDENT ACCOUNANTS
To the Partners of Shoreline Limited Partnership:
We have audited the accompanying balance sheet (on DHCR Form No.: HAA-77.2) of
Shoreline Limited Partnership, DHCR No.: UDC-03, as of December 31, 1996, and
the related statements of income and expenses (on DHCR Form No. HAA-77-3a),
partners' capital deficit and cash flows for the year then ended December 31,
1996. These financial statements are the responsibility of the Partnership's
management. Our responsibility is to express an opinion on these financial
statements based on our 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
misstatements. 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 1996 financial statements referred to above present fairly,
in all material respects, the financial position of Shoreline Limited
Partnership, DHCR No.: UDC-03 as of December 31, 1996, and the results of its
operations, changes in partners' capital deficit, and its cash flows for the
year then ended in conformity with generally accepted accounting principles.
The accompanying financial statements have been prepared assuming that the
Partnership will continue as a going concern. As discussed in Note 8 to the
financial statements, the Partnership has experienced recurring operating losses
and working capital deficiencies that raise substantial doubt about its ability
to continue as a going concern. Management's plan in regard to these matters are
also described in Note 8. The financial statements do not include any
adjustments that might result from the outcome of this uncertainty.
In accordance with Government Auditing Standards, we have also issued a report
dated February 10, 1997 on our consideration of Shoreline Limited Partnership's
internal control structure and a report dated February 10, 1997 on its
compliance with laws and regulations.
/s/Coopers & Lybrand L.L.P
Boston, Massachusetts
February 10, 1997
<PAGE>
[Letterhead]
[LOGO]
Coopers
& Lybrand
REPORT OF INDEPENDENT ACCOUNANTS
To the Partners of Shoreline Limited Partnership:
We have audited the accompanying balance sheet (on DHCR Form No.: HAA-77.2) of
Shoreline Limited Partnership, DHCR No.: UDC-03 as of December 31, 1995 and the
related statements of income and expenses (on DHCR Form No. HAA-77-3a),
partners' capital deficit and cash flows for the year then ended December 31,
1995. 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 Shoreline Limited
Partnership, DHCR No.: UDC-03 as of December 31, 1994 were audited by other
auditors whose report thereon dated January 28, 1995 expressed an unqualified
opinion on those financial 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
misstatements. 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 1995 financial statements referred to above present fairly,
in all material respects, the financial position of Shoreline Limited
Partnership, DHCR No.: UDC-03, as of December 31, 1995, and the results of its
operations, changes in partners' capital deficit and cash flows for the year
then ended in conformity with generally accepted accounting principles.
The accompanying financial statements have been prepared assuming that the
Partnership will continue as a going concern. As discussed in Note 7 to the
financial statements, the Partnership has experienced recurring operating losses
and working capital deficiencies that raise substantial doubt about its ability
to continue as a going concern. Management's plan in regard to these matters are
also described in Note 7. The financial statements do not include any
adjustments that might result from the outcome of this uncertainty.
In accordance with Government Auditing Standards, we have also issued a report
dated February 6, 1996 on our consideration of Shoreline Limited Partnership's
internal control structure and a report dated February 6, 1996 on its compliance
with laws and regulations.
/s/Coopers & Lybrand L.L.P
Boston, Massachusetts
February 6, 1996
[LOGO]
Reznick Fedder & Silverman
Certified Public Accountants
INDEPENDENT AUDITORS' REPORT
To the Partners of
Shoreline Limited Partnership:
We have audited the accompanying balance sheets (on DHCR Form No.: HAA-77.2) of
Shoreline Limited Partnership, as of December 31, 1994 and 1993 and the related
statements of income and expenses (on DHCR Form No. HAA-77-3), partners' deficit
and cash flows for the year ended December 31, 1994. 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 misstatements. 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 Shoreline Limited Partnership,
as of December 31, 1994 and 1993, and the results of its operations, changes in
partners' deficit, and its cash flows for the year ended December 31, 1994, in
conformity with generally accepted accounting principles.
Our 1994 audit was made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental information on pages 18
through 41 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 same 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.
/s/Reznick Fedder & Silverman
Boston, Massachusetts Federal Employer
January 31, 1995 Identification Number:
52-1088612
Audit Principal: Richard H. Chamberlain
<PAGE>
[Letterhead]
[LOGO]
MILLER, MAYER, SULLIVAN & STEVENS LLP
CERTIFIED PUBLIC ACCOUNTANTS
INDEPENDENT AUDITORS' REPORT
To the Partners Rural Development
Poplar Village, Ltd. London, Kentucky
We have audited the accompanying balance sheets of Poplar Village, Ltd., (a
limited partnership) Case No. 20-048-611170806, as of December 31, 1996 and 1995
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 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
and the standards for 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 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 Poplar Village, Ltd. as of
December 31, 1996 and 1995, 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 reports
dated January 31, 1997 on our consideration of Poplar Village, Ltd. 's internal
control structure and compliance with laws and regulations.
Our audits were conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental data included in this
report 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 presented fairly, in all material respects, in relation
to the financial statements taken as a whole.
/s/Miller, Mayer, Sullivan, & Stevens
Lexington, Kentucky
January 31, 1997
<PAGE>
[Letterhead]
[LOGO]
MILLER, MAYER, SULLIVAN & STEVENS LLP
CERTIFIED PUBLIC ACCOUNTANTS
INDEPENDENT AUDITORS' REPORT
To the Partners Farmers Home Administration
Poplar Village, Ltd. London, Kentucky
We have audited the accompanying balance sheets of Poplar Village Ltd., (a
limited partnership) Case No. 20-048-611170806, as of December 31, 1995 and 1994
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 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
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 also 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 Poplar Village Ltd. as of
December 31, 1995 and 1994, 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 31, 1996 on our consideration of Poplar Village Ltd. 's internal
control structure and compliance with laws and regulations.
Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental data included in this
report 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 taken as a whole.
/s/Miller, Mayer, Sullivan, & Stevens
Lexington, Kentucky
January 31, 1996
<PAGE>
[Letterhead]
[LOGO]
JOSEPH B. COHAN
& ASSOCIATES, P.C.
CERTIFIED PUBLIC ACCOUNTANTS
INDEPENDENT AUDITORS' REPORT
To the Partners of
South Holyoke Housing Limited Partnership
We have audited the accompanying balance sheet of South Holyoke Housing Limited
Partnership as of December 31, 1995 and the related statements of income,
changes in partners' equity (deficiency), 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.
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 also 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 South Holyoke Housing Limited
Partnership as of December 31, 1995, 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.
In accordance with Government Auditing Standards and the Consolidated Audit
Guide for Audits of HUD Programs, issued by the U.S. Department of Housing and
Urban Development, we have also issued a report dated February 7, 1996 on our
consideration of South Holyoke Housing Limited Partnership's internal control,
and reports dated February 7, 1996 on its compliance with laws and regulations
and specific requirements applicable to nonmajor HUD program transactions.
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 11 to 21 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.
/s/Joseph B. Cohan & Assoc PC
Worcester, Massachusetts
February 7, 1996
<PAGE>
[Letterhead]
[LOGO]
JOSEPH B. COHAN
& ASSOCIATES, P.C.
CERTIFIED PUBLIC ACCOUNTANTS
INDEPENDENT AUDITORS' REPORT
To the Partners of
South Holyoke Housing Limited Partnership
We have audited the accompanying balance sheet of South Holyoke Housing Limited
Partnership as of December 31, 1994 and the related statements of income,
changes in partners' equity (deficiency), and cash flows for the year then ended
(presented in a format required by the Massachusetts Housing Finance Agency).
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 also 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 South Holyoke Housing Limited
Partnership as of December 31, 1994, and the results of its operations, changes
in partners equity (deficiency) and its cash flows for the year then ended in
conformity with generally accepted accounting principles.
The accompanying financial statements have been prepared assuming that South
Holyoke Housing Limited Partnership will continue as a going concern. As
discussed in Note 4 to the financial statements, the Partnership has had
recurrent operating losses and has significant unmet liabilities. There is
substantial doubt about the Partnership's ability to continue as a going
concern. The financial statements do not include any adjustments that might
result from the outcome of this uncertainty.
/s/Joseph B. Cohan & Assoc PC
Worcester, Massachusetts
February 7, 1995
<PAGE>
[Letterhead]
[LOGO]
JOSEPH B. COHAN
& ASSOCIATES, P.C.
CERTIFIED PUBLIC ACCOUNTANTS
INDEPENDENT AUDITORS' REPORT
To the Partners of
South Holyoke Housing Limited Partnership
We have audited the accompanying balance sheet of South Holyoke Housing Limited
Partnership as of December 31, 1993 and the related statements of income,
changes in partners' equity (deficiency), and cash flows for the year then ended
(presented in a format required by the Massachusetts Housing Finance Agency).
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 also 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 South Holyoke Housing Limited
Partnership as of December 31, 1993, and the results of its operations, changes
in partners equity (deficiency) and its cash flows for the year then ended in
conformity with generally accepted accounting principles.
The accompanying financial statements have been prepared assuming that South
Holyoke Housing Limited Partnership will continue as a going concern. As
discussed in Note 4 to the financial statements, the Partnership has had
recurrent operating losses and has significant unmet liabilities. There is
substantial doubt about the Partnership's ability to continue as a going
concern. The financial statements do not include any adjustments that might
result from the outcome of this uncertainty.
/s/Joseph B. Cohan & Assoc PC
Worcester, Massachusetts
January 20, 1994
<PAGE>
[Letterhead]
[LOGO]
SPAETH & BATTERBERRY, Ltd. CPAs and Advisors
Report of Independent Certified Public Accountants
To the Partners
Rolling Hills Associates Limited Partnership
We have audited the accompanying balance sheet of Rolling Hills Associates
Limited Partnership, as of December 31, 1996 and 1995, and the related
statements of operations, changes in 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 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 audit provides a reasonable basis for our opinion.
The accompanying financial statements have been prepared assuming that the
Partnership will continue as a going concern. However, the following conditions
raise substantial doubt about its ability to continue as a going concern. As
reflected in the accompanying financial statements, the Partnership has
experienced net losses and negative cash flow from operations. In addition, as
discussed in Note 1 to the financial statements, the Partnership defaulted on
its HUD mortgage in 1992. In 1996, HUD sold the mortgage to Beal Bank. Also
during 1996, the apartment project owned by the Partnership went into
receivership which required that certain deposit accounts be transferred to a
third-party management company. Since substantially all of the Partnership's
assets are pledged as collateral for the mortgage note, the Partnership's
ability to continue as a going concern and to realize its investment in assets
through future operations has been seriously impaired.
As discussed in Note 2 to the financial statements, the Partnership is carrying
property and equipment at cost less accumulated depreciation. In accordance with
Statement of Financial Accounting Standards No. 121, "Accounting for the
Impairment of Long-Lived Assets and For Long-Lived Assets to Be Disposed Of,"
these assets should be revalued at fair market value and an impairment loss
recognized for the difference between fair market value and the carrying value.
The effects on the financial statements are not reasonably determinable since
management has not attempted to calculate fair market value. Because we believe
that the adjustment would be material our present opinion on the 1995 financial
statements, as presented herein, is different from that expressedin our previous
report.
<PAGE>
In our opinion, because of the effects of the matter discussed in the preceeding
paragraph, the financial statements referred to in the first paragraph do not
present fairly, in conformity with generally accepted accounting principles, the
financial position of Rolling Hills Associates Limited Partnership as of
December 31, 1996 and 1995, or the results of its operations or its cash flows
for the years then ended.
/s/Spaeth & Batterberry, Ltd.
Certified Public Accountants
January 24, 1997
<PAGE>
[Letterhead]
[LOGO]
Deloitte & Touche LLP
Independent Auditors' Report
To the Partners of
Rolling Hills Associates Limited Partnership
We have audited the accompanying financial statements of Rolling Hills
Associates Limited Partnership, (HUD Project No. 046-94006-MNA) (the
"Partnership"), listed in the accompanying Table of Contents, as of and for the
year ended December 31, 1994. 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 also 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.
As described in Note 2 to the financial statements, management has not obtained
a current appraisal to support the recorded amount of property and equipment. In
our opinion, generally accepted accounting principals require management to
maintain support for the recorded amount of the property and equipment or to
recognize a loss on impairment of long-lived assets if the fair value is less
than the recorded amount. The information needed to quantify the effects of this
item on the financial position and the results of operations of the Partnership
is not reasonably determinable from the information provided by management.
In our opinion, except for the effect on the financial statements of the
determination of any impairment of the recorded amount of property and equipment
as discussed in the preceeding paragraph, such financial statements referred to
above present fairly, in all material respects, the financial position of
Rolling Hills Associates Limited Partnership (HUD Project No. 046-94006-MNA) as
of December 31, 1994, and the results of its operations, its partners' equity
and its cash flows for the year then ended in conformity with generally accepted
accounting principles.
The accompanying financial statements have been prepared assuming that the
Partnership will continue as a going concern. As discussed in Note 1 to the
financial statements, the Partnership's recurring losses and mortgage default
raises substantial doubt about its ability to continue as a going concern.
Management's plans regarding those matters also are described in Note 1. The
financial statements do not include any adjustments that might result from the
outcome of this uncertainty.
<PAGE>
Our audit was conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules listed in the
Table of Contents, which are the responsibility of the Partnership's management,
are presented for purposes of additional analysis and are not a required part of
the basic financial statements of Rolling Hills Associates Limited Partnership
(HUD Project No. 046-94006-MNA). Such information has been subjected to the
auditing procedures applied in the audit of the basic financial statements and,
in our opinion, except for the effects on such schedules of not obtaining
support for the recorded value of property and equipment as discussed in the
third preceding paragraph, are fairly stated in all material respects in
relation to the financial statements taken as a whole.
/s/Deloitte & Touche LLP
January 13, 1995
<PAGE>
[Letterhead]
[LOGO]
Coopers
& Lybrand
Report of Independent Accountants
To the Partners of Quarter Mill Associates L.P.:
We have audited the accompanying balance sheet of Quarter Mill Associates, L.P.,
a Virginia Limited Partnership (the "Partnership"), FHA Project No. 051-35404,
as of December 31, 1996, and the related statements of changes in partners'
capital accounts, profit and loss, 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.
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 Quarter Mill Associates, L.P.
as of December 31, 1996, and the results of its operations and its cash flows
for the year then ended, in conformity with generally accepted accounting
principles.
/s/Coopers & Lybrand L.L.P
Richmond, Virginia
January 27, 1997
<PAGE>
[Letterhead]
[LOGO]
Coopers
& Lybrand
Report of Independent Accountants
To the Partners of Quarter Mill Associates L.P.:
We have audited the accompanying balance sheet of Quarter Mill Associates L.P.,
a Virginia Limited Partnership (the "Partnership"), FHA Project No. 051-35404,
as of December 31, 1995 and the related statements of changes in partners'
capital accounts, profit and loss, 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.
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 misstatements. 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 Quarter Mill Associates L.P. as
of December 31, 1995, and the results of its operations and its cash flows for
the year then ended, in conformity with generally accepted accounting
principles.
Our audit was conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplementary information included in
this report is presented for the purpose of additional analysis and is not a
required part of the basic financial statements of Quarter Mill Associates L.P.
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.
In accordance with Government Auditing Standards, we have also issued a report
dated January 30, 1996, on our consideration of the Partnership's internal
control structure, a report dated January 30, 1996 on its compliance with
specific requirements applicable to its major Housing and Urban Development
program and a report dated January 30, 1996 on compliance with specific
requirements applicable to affirmative fair housing.
/s/Coopers & Lybrand L.L.P
Richmond, Virginia
January 30, 1996
<PAGE>
[Letterhead]
[LOGO]
Coopers
& Lybrand
Report of Independent Accountants
To the Partners of Quarter Mill Associates L.P.:
We have audited the accompanying balance sheet of Quarter Mill Associates L.P.,
a Virginia Limited Partnership (the "Partnership"), FHA Project No. 051-35404,
as of December 31, 1994, and the related statements of changes in partners'
capital accounts, profit and loss, 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.
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 misstatements. 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 Quarter Mill Associates L.P. as
of December 31, 1994, and the results of its operations and its cash flows for
the year then ended, in conformity with generally accepted accounting
principles.
/s/Coopers & Lybrand L.L.P
Richmond, Virginia
January 30, 1995
<PAGE>
[Letterhead]
[LOGO]
MUELLER & WALLA, P.C.
Certified Public Accountants
INDEPENDENTS AUDITORS' REPORT
The Partners
Horseshoe Bend Associates I, L.P.
St. Louis, Missouri
We have audited the accompanying balance sheet of Horseshoe Bend Associates I,
L.P. (a limited partnership) as of December 31, 1996, 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.
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 1996 financial statements referred to above present fairly,
in all material respects, the financial position of Horseshoe Bend Associates I,
L.P. as of December 31, 1996, and the results of its operations, changes in
partners' capital and cash flows for the year then ended in conformity with
generally accepted accounting principles.
The 1995 financial statements were compiled by us and our report thereon, dated
February 6, 1996, stated that we did not audit or review those financial
statements and, accordingly, expressed no opinion or other form of assuarance on
them.
/s/Mueller, Walla & Albertson, P.C.
Mueller, Walla & Albertson, P.C.
Certified Public Accountants
February 10, 1997
<PAGE>
[Letterhead]
[LOGO]
MUELLER & WALLA, P.C.
Certified Public Accountants
ACCOUNTANTS' COMPILATION REPORT
The Partners
Horseshoe Bend Associates I, L.P.
St. Louis, Missouri
We have compiled the accompanying balance sheet of Horseshoe Bend Associates I,
L.P. (a limited partnership) as of December 31, 1995, and the related statements
of operations, partners' capital, and cash flows 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.
The financial statements for the year ended December 31, 1994, were audited by
us, and we expressed an unqualified opinion on them in our report dated February
6, 1995, but we have not performed any auditing procedures since that date.
/s/Mueller & Walla, P.C.
Mueller & Walla, P.C.
Certified Public Accountants
February 6, 1996
<PAGE>
[Letterhead]
[LOGO]
MUELLER & WALLA, P.C.
Certified Public Accountants
ACCOUNTANTS' COMPILATION REPORT
The Partners
Horseshoe Bend Associates I, L.P.
St. Louis, Missouri
We have compiled the accompanying balance sheet of Horseshoe Bend Associates I,
L.P. (a limited partnership) as of December 31, 1994, and the related statements
of operations, partners' capital, and cash flows for the year then ended. These
financial statements are the responsibility if 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.
Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
misstatements. 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 1994 financial statements referred to above present fairly,
in all material respects, the financial position of Horseshoe Bend Associates I,
L.P. as of December 31, 1994, and the results of its operations, changes in
partnerss capital and its cash flows for the year then ended, in conformity with
generally accepted accounting principles.
The 1993 financial statements were compiled by us and our report thereon, dated
January 19, 1994, stated that we did not audit or review those financial
statements and, accordingly, expressed no opinion or other form of assurance on
them
/s/Mueller & Walla, P.C.
Mueller & Walla, P.C.
Certified Public Accountants
February 6, 1995
<PAGE>
[Letterhead]
[LOGO]
MUELLER & WALLA, P.C.
Certified Public Accountants
ACCOUNTANTS' COMPILATION REPORT
The Partners
Horseshoe Bend Associates I, L.P.
St. Louis, Missouri
We have compiled the accompanying balance sheet of Horseshoe Bend Associates I,
L.P. (a limited partnership) as of December 31, 1993, and the related statements
of operations, partners' capital, and cash flows 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.
The financial statements for the year ended December 31, 1992, were audited by
other accounants, and they expressed an unqualified opinion on them in our
report dated January 21, 1993, but they have not performed any auditing
procedures since that date.
/s/Mueller & Walla, P.C.
Mueller & Walla, P.C.
Certified Public Accountants
January 19, 1994
<PAGE>
[Letterhead]
[LOGO]
Haran & Associates Ltd
CERTIFIED PUBLIC ACCOUNTANTS
Independent Auditor's Report
BOULEVARD COMMONS LIMITED PARTNERSHIP II
Chicago, Illinois
We have audited the accompanying statement of assets, liabilities, and partners'
equity-income tax basis of BOULEVARD COMMONS LIMITED PARTNERSHIP II (a Limited
Partnership), as of December 31, 1995, and the related statements of
operations-income tax basis, changes in partners' equity-income tax basis and
cash flows-income tax basis 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.
We conducted our audit in accordance with generally accepted auditing standards
and generally accepted Government Auditing Standards for financial and
compliance audits issued by the Comptroller General of the United States. These
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 also 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.
As described in the notes to the financial statements, the Partnership's policy
is to prepare its financial statements on the basis of accounting used for
income tax purposes and are not intended to be presented in conformity with
generally accepted accounting principles.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the assets, liabilities, and partners' equity of
BOULEVARD COMMONS LIMITED PARTNERSHIP II at December 31, 1995, and its results
of its operations, changes in partners' equity and its cash flows for the year
then ended, on the basis of accounting described in the notes to the financial
statements.
/s/Haran & Associates Ltd
HARAN & ASSOCIATES LTD
Certified Public Accountants
Wilmette, Illinois
Illinois Certificate No. 060-002892
January 17, 1996
<PAGE>
[Letterhead]
[LOGO]
Haran & Associates Ltd
CERTIFIED PUBLIC ACCOUNTANTS
Independent Auditor's Report
BOULEVARD COMMONS LIMITED PARTNERSHIP II
Chicago, Illinois
We have audited the accompanying statement of assets, liabilities, and partners'
equity-income tax basis of BOULEVARD COMMONS LIMITED PARTNERSHIP II (a Limited
Partnership), as of December 31, 1994, and the related statements of
operations-income tax basis, changes in partners' equity-income tax basis and
cash flows-income tax basis 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.
We conducted our audit in accordance with generally accepted auditing standards
and generally accepted Government Auditing Standards for financial and
compliance audits issued by the Comptroller General of the United States. These
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 also 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 provided a reasonable basis for our
opinion.
As described in the notes to the financial statements, the Partnership's policy
is to prepare its financial statements on the basis of accounting used for
income tax purposes and are not intended to be presented in conformity with
generally accepted accounting principles.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the assets, liabilities, and partners' equity of
BOULEVARD COMMONS LIMITED PARTNERSHIP II at December 31, 1994, and its
operations, changes in partners' equity and its cash flows for the year then
ended, on the basis of accounting described in the notes to the financial
statements.
/s/Haran & Associates Ltd
HARAN & ASSOCIATES LTD
Certified Public Accountants
Wilmette, Illinois
Illinois Certificate No. 060-002892
January 23, 1995
<PAGE>
[Letterhead]
[LOGO]
Haran & Associates Ltd
CERTIFIED PUBLIC ACCOUNTANTS
Independent Auditor's Report
BOULEVARD COMMONS LIMITED PARTNERSHIP II
Chicago, Illinois
We have audited the accompanying statement of assets, liabilities, and partners'
equity-income tax basis of BOULEVARD COMMONS LIMITED PARTNERSHIP II (a Limited
Partnership), as of December 31, 1993, and the related statements of
operations-income tax basis, changes in partners' equity-income tax basis and
cash flows-income tax basis 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.
We conducted our audit in accordance with generally accepted auditing standards
and generally accepted Government Auditing Standards for financial and
compliance audits issued by the Comptroller General of the United States. These
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 also 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 provided a reasonable basis for our
opinion.
As described in the notes to the financial statements, the Partnership's policy
is to prepare its financial statements on the basis of accounting used for
income tax purposes and are not intended to be presented in conformity with
generally accepted accounting principles.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the assets, liabilities, and partners' equity of
BOULEVARD COMMONS LIMITED PARTNERSHIP II at December 31, 1993, and its
operations, changes in partners' equity and its cash flows for the year then
ended, on the basis of accounting described in the notes to the financial
statements.
/s/Haran & Associates Ltd
HARAN & ASSOCIATES LTD
Certified Public Accountants
Wilmette, Illinois
Illinois Certificate No. 060-002892
January 25, 1994
<PAGE>
[Letterhead]
[LOGO]
SPAETH & BATTERBERRY, Ltd. CPAs and Advisors
Report of Independent Certified Public Accountants
To the Partners
Regency Square Limited Partnership
We have audited the accompanying balance sheet of Regency Square Limited
Partnership, as of December 31, 1996 and 1995, and the related statements of
operations, changes in 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 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 audit provides a reasonable basis for our opinion.
The accompanying financial statements have been prepared assuming that
the Partnership will continue as a going concern. However, the following
conditions raise substantial doubt about its ability to continue as a going
concern. As reflected in the accompanying financial statements, the Partnership
has experienced net losses and negative cash flow from operations. In addition,
as discussed in Note 1 to the financial statements, the Partnership defaulted on
its HUD mortgage in 1992. In 1996, HUD sold the mortgage to Beal Bank. Also
during 1996, the apartment project owned by the Partnership went into
receivership which required that certain deposits accounts be transferred to a
third-party management company. Since substantially all of the Partnership's
assets are pledged as collateral for the mortgage note, the Partnership's
ability to continue as a going concern and to realize its investment in assets
through future operations has been seriously impaired.
As discussed in Note 2 to the financial statements, the Partnership is
carrying property and equipment at cost less accumulated depreciation. In
accordance with Statement of Financial Accounting Standards No. 121, "Accounting
for the Impairment of Long-Lived Assets and For Long-Lived Assets to Be Disposed
Of," these assets should be revalued at fair market value and an impairment loss
recognized for the difference between fair market value and the carrying value.
The effects on the financial statements are not reasonably determinable since
management has not attempted to calculate fair market value. Because we believe
that the adjustment would be material, our present opinion on the 1995 financial
statements, as presented herein, is different from that expressed in our
previous report.
<PAGE>
In our opinion, because of the effects of the matter discussed in the
preceding paragraph, the financial statements referred to in the first paragraph
do not present fairly, in conformity with generally accepted accounting
principles, the financial position of Regency Square Limited Partnership as of
December 31, 1996 and 1995, or the results of its operations or its cash flows
for the years then ended.
/s/Spaeth & Batterberry, Ltd.
Certified Public Accountants
January 24, 1997
<PAGE>
[Letterhead]
[LOGO]
SPAETH & BATTERBERRY, Ltd. CPAs and Advisors
Report of Independent Certified Public Accountants
To the Partners of
Regency Square Limited Partnership
(A Limited Partnership)
We have audited the accompanying balance sheet of Regency Square Limited
Partnership (A Limited Partnership), HUD Project No. 046-94005-MNA, as of
December 31, 1995 and the related statements of operations, partners' 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 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, and the Consolidated Audit Guide for Audits of HUD Programs,
issued by the U.S. Department of Housing and Urban Development, Office of
Inspector General in July, 1993. 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 also 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.
As described in Note 2 to the financial statements, management has not
calculated a fair market value to support the carrying value of property and
equipment. In our opinion, generally accepted accounting principals require
management to maintain support for the carrying value of the property and
equipment or to recognize a loss on impairment of long-lived assets if the fair
value is less than the carrying value. Because of the lack of the calculation of
fair market value by management, we were unable to form an opinion regarding the
carrying value of property and equipment at December 31, 1995 (stated at
$5,221,135).
<PAGE>
In our opinion, except for the effect on the financial statements of the
determination of any impairment of the carrying value of property and equipment
as discussed in the preceding paragraph, such financial statements referred to
above present fairly in all material respects, the financial position Regency
Square Limited Partnership (A Limited Partnership), as of December 31, 1995, and
the results of its operations and its cash flows for the year then ended in
conformity with generally accepted accounting principles.
/s/Spaeth & Batterberry, Ltd.
Certified Public Accountants
January 26, 1996
<PAGE>
[Letterhead]
[LOGO]
Deloitte & Touche LLP
INDEPENDENT AUDITORS' REPORT
To the Partners of
Regency Square Limited Partnership:
We have audited the accompanying financial statements of Regency Square Limited
Partnership, (HUD Project No. 046-94005-MNA) (the "Partnership"), listed in the
Table of Contents, as of and for the year ended December 31, 1994. 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 also 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.
As described in Note 2 to the financial statements, management has not obtained
a current appraisal to support the recorded amount of property and equipment. In
our opinion, generally accepted accounting principals require management to
maintain support for the recorded amount of the property and equipment or to
recognize a loss on impairment of long-lived assets if the fair value is less
than the recorded amounts. The information needed to quantify the effects of
this item on the financial position and results of operations of the Partnership
is not reasonably determinable from the information provided by management.
In our opinion, except for the effect on the financial statements of the
determination of any impairment of the recorded amount of property and equipment
as discussed in the preceding paragraph, such financial statements referred to
above present fairly in all material respects, the financial position Regency
Square Limited Partnership(HUD Project No. 046-94005-MNA), as of December 31,
1994, and the results of its operations and its cash flows for the year then
ended in conformity with generally accepted accounting principles.
The accompanying financial statements have been prepared assuming that the
Partnership will continue as a going concern. As discussed in Note 1 to the
financial statements, the Partnership's recurring losses and default on the
mortgage raise substantial doubt about its ability to continue as a going
concern. Management's plans concerning these matters also are described in Note
1. The financial statements do not include any adjustments that might result
from the outcome of this uncertainty.
<PAGE>
Our audit was conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplementary schedules listed in the
Table of Contents, which are also the responsibility of the Partnership's
management, are presented for the purpose of additional analysis and is not a
required part of the basic financial statements of Regency Square Limited
Partnership(HUD Project No. 046-94005-MNA). Such information has been subjected
to the auditing procedures applied in the audit of the basic financial
statements and, in our opinion, except for the effects on such schedules of not
obtaining support for the recorded value of property and equipment as discussed
in the third preceding paragaph, are fairly stated in all material respects in
relation to the financial statements taken as a whole.
/s/Deloitte & Touche LLP
January 13, 1995
<PAGE>
[Letterhead]
[LOGO]
Reznick Fedder & Silverman
Certified Public Accountants, Business Consultants
A Professional Corporation
INDEPENDENT AUDITORS' REPORT
To the Partners
Harbour View Associates
We have audited the accompanying balance sheets of Harbour View Associates as of
December 31, 1996 and 1995,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 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.
As more fully described in Note C to the financial statements, the Partnership
has not recorded certain accrued interest on the mortgage payable in the
accompanying financial statements which, in our opinion, should be accrued in
order to conform with generally accepted accounting principles. If this interest
were recorded, accrued interest payable would be increase by $122,803 and
partners' deficit would be increased by $122,803 as of December 31, 1996.
In our opinion, except for the effects of not accruing
certain interest on the mortgage as discussed in the preceding paragraph, the
financial statements referred to above present fairly, in all material respects,
the financial position Harbour View Associates as of December 31, 1996 and 1995,
and the results of its operations, the changes in partners' deficit and its cash
flows for the year then ended, in conformity with generally accepted accounting
principles.
<PAGE>
The accompanying financial statements have been prepared assuming the
Partnership will continue as a going concern. As discussed in Note B to the
financial statements, the Partnership is in default of its mortgage due to
substantial losses from operations and the unauthorized withdrawal of funds by
the former managing general partner and the former managing agent of the
Partnership's property. These events raise substantial doubt about the
Partnership's ability to continue as a going concern. The Management' plan
regarding this matter is also described in Note B. The financial statements do
not include any adjustments that might result from the outcome of this
uncertainty.
/s/Reznick Fedder & Silverman
Boston, Massachusetts Federal Employer
January 23, 1997 Identification Number:
52-1088612
Audit Principal: Phillip A. Weitzel
<PAGE>
[Letterhead]
[LOGO]
Reznick Fedder & Silverman
Certified Public Accountants, Business Consultants
A Professional Corporation
INDEPENDENT AUDITORS' REPORT
To the Partners
Harbour View Associates (a Limited Partnership)
We have audited the accompanying balance sheet of Harbour View Associates (a
Limited Partnership), HUD Project No.: 012-36601-PM, as of December 31, 1995,
and the related statements of profit and loss (on HUD Form No. 92410), 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 audit. The financial statements of Harbour View Associates (a Limited
Partnership) HUD project No.: 101-36601-PM as of and for the year ended December
31, 1994 were audited by other auditors whose report thereon dated February 8,
1995 expressed a qualified opinion on those statements.
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 also 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.
As more fully described in Note C to the financial statements, the Partnership
has not recorded certain accrued interest on the mortgage payable in the
accompanying balance sheets, statements of profit and loss and partners'
deficit, that, in our opinion, should be accrued in order to conform with
generally accepted accounting principles. If this interest were recorded,
accrued interest payable would be increased by $122,803 and partners' deficit
would be increased by $122,803, as of December 31, 1995. Additionally, the
Partnership's net loss for the year ended December 31, 1995 would be increased
by $122,803.
<PAGE>
In our opinion, except for the effects of not accruing certain interest on the
mortgage as discussed in the preceding paragraph, the financial statements
referred to above present fairly, in all material respects, the financial
position Harbour View Associates (a Limited Partnership) as of December 31,
1995, and the results of its operations, partners' equity (deficit) and its cash
flows for the year then ended, in conformity with generally accepted accounting
principles.
The accompanying financial statements have been prepared assuming the
Partnership will continue as a going concern. As discussed in Note B to the
financial statements, the Partnership is in default of its mortgage due to
substantial losses from operations and the unauthorized withdrawal of funds by
the former managing general partner and the former managing agent of the
Partnership's property. These events raise substantial doubt about the
Partnership's ability to continue as a going concern. The General Partners' plan
regarding this matter is also described in Note B. The financial statements do
not include any adjustments that might result from the outcome of this
uncertainty.
Our audit was made for the purpose of forming an opinion on the basic financial
statements for 1995 taken as a whole. The supplemental information on pages 22
though 28 is presented for the purposes of additional analysis and is not a
required part of the basic financial statements. Such information for 1995 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. The
supplemental information for 1994 was audited by other auditors whose report
thereon dated February 8, 1995 express a qualified opinion.
In accordance with Government Auditing Standards, we have also issued reports
dated January 30, 1996 on our consideration of Harbour View Associates' (a
Limited Partnership) internal control structure and on its compliance with
specific requirements applicable to major HUD Programs, affirmative fair
housing, and laws and regulations applicable to the financial statements.
/s/Reznick Fedder & Silverman
Boston, Massachusetts Federal Employer
January 30, 1996 Identification Number:
52-1088612
Audit Principal: Phillip A. Weitzel
<PAGE>
[Letterhead]
[LOGO]
Coopers
& Lybrand
a professional services firm
REPORT OF INDEPENDENT ACCOUNTANTS
To the Partners
Harbour View Associates (a Limited Partnership)
We have audited the accompanying balance sheets of Harbour View Associates (the
"Partnership"), HUD Project No.: 012-36601-PM, as of December 31, 1994 and 1993,
and the related statements of profit and loss, partners' equity (deficiency) 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 also 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.
As more fully described in Note 2 to the financial statements, the Partnership
has not recorded certain accrued interest on the mortgage note payable in the
accompanying balance sheets, statements of profit and loss and partners' equity
(deficiency), that, in our opinion, should be accrued in order to conform with
generally accepted accounting principles. If this interest were recorded,
accrued interest payable would be increased by $166,857 and partners' equity
would be decreased by $166,857, as of December 31, 1994. Additionally, the
Partnership's net loss for the year ended December 31, 1994 would be increased
by $166,857.
In our opinion, except for the effects of not accruing certain interest on the
mortgage note as discussed in the preceding paragraph, the financial statements
referred to above present fairly, in all material respects, the financial
position Harbour View Associates (a Limited Partnership), HUD Project No.:
012-36601-PM, as of December 31, 1994 and 1993, and the results of its
operations and its cash flows for the years then ended, in conformity with
generally accepted accounting principles.
The accompanying financial statements have been prepared assuming the
Partnership will continue as a going concern. As discussed in Note 1 to the
financial statements, the Partnership is in default of its mortgage due to
substantial losses from operations and the unauthorized withdrawal of funds by
the former managing general partner and the former managing agent of the
Partnership's property. These events raise substantial doubt about the
Partnership's ability to continue as a going concern. The General Partners' plan
regarding this matter is also described in Note 1. The financial statements do
not include any adjustments that might result from the outcome of this
uncertainty.
/s/Coppers & Lybrand L.L.P.
Boston, Massachusetts
February 8, 1995
<PAGE>
[Letterhead]
[LOGO]
PLANTE & MORAN
Independent Auditor's Report
To the Partners
Bridgeport Housing Associates, Ltd.
(d/b/a Crestewood Place Apartments)
We have audited the accompanying balance sheet of Bridgeport Housing Associates,
Ltd. (a Texas Limited partnership) (d/b/a Crestwood Place Apartments), as of
December 31, 1993, and the related statements operations, partners' equity , 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 Bridgeport Housing Associates, Ltd. (d/b/a Crestwood Place
Apartments) as of December 31, 1992, were audited by other auditors whose report
dated January 29, 1993, expressed an unqualified opinion on those statements.
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 also 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 1993 financial statements referred to above present fairly,
in all material respects, the financial position Bridgeport Housing Associates,
Ltd. (d/b/a Crestwood Place Apartments), as of December 31, 1993, and the
results of its operations, changes in partners' equity (deficit) and its cash
flows for the year then ended, in conformity with generally accepted accounting
principles.
As described in Note 6 to the financial statements, the Partnership is in
noncompliance with FmHA loan covenants and FmHA regulations.
/s/Plante & Moran
January 12, 1994
<PAGE>
[Letterhead]
[LOGO]
PLANTE & MORAN
Independent Auditor's Report
To the Partners
Bridgeport Housing Associates, Ltd.
(d/b/a Crestewood Place Apartments)
We have audited the accompanying balance sheet of The Temple Kyle Limited
Partnership, LTD. ( a Texas limited partnership), as of December 31, 1996 and
1995, and the related statements 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 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 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 The Temple Kyle Limited
Partnership, LTD.
as of December 31, 1996 and 1995, and the results of its operations, changes
in partners' equity (deficit) and its cash flows for the years then ended, in
conformity with generally accepted accounting principles.
/s/Plante & Moran
February 12, 1997
<PAGE>
[Letterhead]
[LOGO]
PLANTE & MORAN
Independent Auditor's Report
To the Partners
Crown Point Housing Associates, Ltd.
We have audited the accompanying balance sheet of Crown Point Housing
Associates, Ltd. (a Texas Limited partnership), as of December 31, 1993, and the
related statements operations, partners' equity , 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 Crown Point
Housing Associates, Ltd. as of December 31, 1992, were audited by other auditors
whose report dated January 29, 1993, expressed an unqualified opinion on those
statements.
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 also 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 1993 financial statements referred to above present fairly,
in all material respects, the financial position Crown Point Housing Associates,
Ltd. at December 31, 1993, 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.
As described in Note 6 to the financial statements, the Partnership is in
noncompliance with FmHA loan covenants and FmHA regulations.
/s/Plante & Moran
January 18, 1994
<PAGE>
[Letterhead]
[LOGO]
PLANTE & MORAN
Independent Auditor's Report
To the Partners
Glenbrook Housing Associates, Ltd.
We have audited the accompanying balance sheet of Glenbrook Housing Associates,
Ltd. (a Texas Limited partnership), as of December 31, 1993, and the related
statements operations, partners' equity , 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 Glenbrook Housing
Associates, Ltd. as of December 31, 1992, were audited by other auditors whose
report dated January 29, 1993, expressed an unqualified opinion on those
statements.
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 also 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 1993 financial statements referred to above present fairly,
in all material respects, the financial position Glenbrook Housing Associates,
Ltd. at December 31, 1993, 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.
As described in Note 6 to the financial statements, the Partnership is in
noncompliance with FmHA loan covenants and FmHA regulations.
/s/Plante & Moran
February 4, 1994
<PAGE>
[Letterhead]
[LOGO]
PLANTE & MORAN
Independent Auditor's Report
To the Partners
Godley Arms Housing Associates, Ltd.
We have audited the accompanying balance sheet of Godley Arms Housing
Associates, Ltd. (a Texas Limited partnership), as of December 31, 1993, and the
related statements operations, partners' equity , 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 Godley Arms
Housing Associates, Ltd. as of December 31, 1992, were audited by other auditors
whose report dated January 29, 1993, expressed an unqualified opinion on those
statements.
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 also 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 1993 financial statements referred to above present fairly,
in all material respects, the financial position Godley Arms Housing Associates,
Ltd. at December 31, 1993, 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.
As described in Note 6 to the financial statements, the Partnership is in
noncompliance with FmHA loan covenants and FmHA regulations.
/s/Plante & Moran
January 14, 1994
<PAGE>
[Letterhead]
[LOGO]
PLANTE & MORAN
Independent Auditor's Report
To the Partners
North Quail Run Housing Associates, Ltd.
We have audited the accompanying balance sheet of North Quail Run Housing
Associates, Ltd. (a Texas limited partnership), as of December 31, 1993, and the
related statements operations, partners' equity , 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 North Quail
Run Housing Associates, Ltd. as of December 31, 1992, were audited by other
auditors whose report dated January 29, 1993, expressed an unqualified opinion
on those statements.
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 also 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 1993 financial statements referred to above present fairly,
in all material respects, the financial position North Quail Run Housing
Associates, Ltd. at December 31, 1993, 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.
As described in Note 6 to the financial statements, the Partnership is in
noncompliance with FmHA loan covenants and FmHA regulations.
/s/Plante & Moran
January 21, 1994
<PAGE>
[Letterhead]
[LOGO]
PLANTE & MORAN
Independent Auditor's Report
To the Partners
Lake Dallas Housing Associates, Ltd.
(d/b/a Shady Shores Apartments)
We have audited the accompanying balance sheet of Lake Dallas Housing
Associates, Ltd. (a Texas limited partnership) (d/b/a Shady Shores Apartments),
as of December 31, 1993, and the related statements operations, partners' equity
, 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 Lake Dallas Housing Associates, Ltd. (d/b/a Shady Shores
Apartments) as of December 31, 1992, were audited by other auditors whose report
dated January 29, 1993, expressed an unqualified opinion on those statements.
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 also 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 1993 financial statements referred to above present fairly,
in all material respects, the financial position Lake Dallas Housing Associates,
Ltd. (d/b/a Shady Shores Apartments) at December 31, 1993, 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.
As described in Note 6 to the financial statements, the Partnership is in
noncompliance with FmHA loan covenants and FmHA regulations.
/s/Plante & Moran
January 20, 1994
<PAGE>
[Letterhead]
[LOGO]
PLANTE & MORAN
Independent Auditor's Report
To the Partners
Eagles Nest Housing Associates, Ltd.
We have audited the accompanying balance sheet of Eagles Nest Housing
Associates, Ltd. (a Texas limited partnership), RECD Project No.
51-049-0752266596, as of December 31, 1995, and the related statements
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 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 also 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 Eagles Nest Housing Associates,
Ltd. as of December 31, 1995, and the results of its operations, changes in
partners' equity (deficit) and its cash flows for the year then ended, in
conformity with generally accepted accounting principles.
As discussed in Note 4 to the financial statements, the Partnership has entered
into an option with a prospective purchaser for the sale of assets and transfer
of certain liabilities of the Partnership. It is presently not determinable
whether the amounts realizable from the disposition of the assets or the amounts
that RECD agrees to accept in settlement of the obligations due it will differ
materially from the amounts shown in the accompanying financial statements.
As described in Note 3 to the financial statements, the Partnership is in
noncompliance with RECD loan covenants and RECD regulations.
In accordance with Government Auditing Standards, we have also issued a report
dated January 26, 1996 on our consideration of the Partnership's internal
control structure and a report dated January 26, 1996 on its compliance with
laws and regulations.
/s/Plante & Moran LLP
January 26, 1996
<PAGE>
[Letterhead]
[LOGO]
PLANTE & MORAN
Independent Auditor's Report
To the Partners
Eagles Nest Housing Associates, Ltd.
We have audited the accompanying balance sheet of Eagles Nest Housing
Associates, Ltd. (a Texas limited partnership), as of December 31, 1993, and the
related statements operations, partners' equity , 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 Eagles Nest
Housing Associates, Ltd. as of December 31, 1992, were audited by other auditors
whose report dated January 29, 1993, expressed an unqualified opinion on those
statements.
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 also 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 1993 financial statements referred to above present fairly,
in all material respects, the financial position Eagles Nest Housing Associates,
Ltd. at December 31, 1993, 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.
As described in Note 6 to the financial statements, the Partnership is in
noncompliance with FmHA loan covenants and FmHA regulations.
/s/Plante & Moran
January 25, 1994
<PAGE>
[Letterhead]
[LOGO]
PLANTE & MORAN, LLP
Independent Auditor's Report
To the Partners
Loan Oak Housing Associates, Ltd.
We have audited the accompanying balance sheet of Loan Oak Housing Associates,
Ltd. (a Texas Limited partnership), RECD Project No. 51-052-752266417, as of
December 31, 1995, and the related statements 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 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 also 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 Loan Oak Housing Associates, Ltd.
at December 31, 1995, and the results of its operations, changes in partners'
equity (deficit), and its cash flows for the year then ended, in conformity with
generally accepted accounting principles.
Subsequent to December 31, 1995, as discussed in Note 4 to the financial
statements, the Partnership has entered into an option with a prospective
purchaser for the sale of assets and transfer of certain liabilities of the
Partnership. It is presently not determinable whether the amounts realizable
from the disposition of the assets or the amounts that RECD agrees to accept in
settlement of the obligations due it will differ materially from the amounts
shown in the accompanying financial statements.
As described in Note 3 to the financial statements, the Partnership is in
noncompliance with RECD loan covenants and RECD regulations.
In accordance with Government Auditing Standards, we have also issued a report
dated January 30, 1996 on our consideration of the Partnership's internal
control structure and a report dated January 30, 1996 on its compliance with
laws and regulations.
/s/Plante & Moran LLP
January 30, 1996
<PAGE>
[Letterhead]
[LOGO]
PLANTE & MORAN
Independent Auditor's Report
To the Partners
Lone Oak Housing Associates, Ltd.
We have audited the accompanying balance sheet of Lone Oak Housing Associates,
Ltd. (a Texas limited partnership), as of December 31, 1993, and the related
statements operations, partners' equity , 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 Lone Oak Housing
Associates, Ltd. as of December 31, 1992, were audited by other auditors whose
report dated January 29, 1993, expressed an unqualified opinion on those
statements.
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 also 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 1993 financial statements referred to above present fairly,
in all material respects, the financial position Lone Oak Housing Associates,
Ltd. at December 31, 1993, 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.
As described in Note 6 to the financial statements, the Partnership is in
noncompliance with FmHA loan covenants and FmHA regulations.
/s/Plante & Moran
January 26, 1994
<PAGE>
[Letterhead]
[LOGO]
PLANTE & MORAN, LLP
Independent Auditor's Report
To the Partners
Sherwood Arms Housing Associates, Ltd.
We have audited the accompanying balance sheet of Sherwood Arms Housing
Associates, Ltd. (a Texas Limited partnership), RECD Project No.
50-026-752266412, as of December 31, 1995, and the related statements
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 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 also 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 Sherwood Arms Housing Associates,
Ltd. at December 31, 1995, and the results of its operations, changes in
partners' equity (deficit), and its cash flows for the year then ended, in
conformity with generally accepted accounting principles.
Subsequent to December 31, 1995, as discussed in Note 4 to the financial
statements, the Partnership has entered into an option with a prospective
purchaser for the sale of assets and transfer of certain liabilities of the
Partnership. It is presently not determinable whether the amounts realizable
from the disposition of the assets or the amounts that RECD agrees to accept in
settlement of the obligations due it will differ materially from the amounts
shown in the accompanying financial statements.
As described in Note 3 to the financial statements, the Partnership is in
noncompliance with RECD loan covenants and RECD regulations.
In accordance with Government Auditing Standards, we have also issued a report
dated February 6, 1996 on our consideration of the Partnership's internal
control structure and a report dated February 6, 1996 on its compliance with
laws and regulations.
/s/Plante & Moran LLP
February 6, 1996
<PAGE>
[Letterhead]
[LOGO]
PLANTE & MORAN, LLP
Independent Auditor's Report
To the Partners
Pilot Point Housing Associates, Ltd.
We have audited the accompanying balance sheet of Pilot Point Housing
Associates, Ltd. (a Texas Limited partnership), as of December 31, 1995, and the
related statements 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 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 also 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 Pilot Point Housing Associates,
Ltd. at December 31, 1995, and the results of its operations, changes in
partners' equity (deficit), and its cash flows for the year then ended, in
conformity with generally accepted accounting principles.
As discussed in Note 4 to the financial statements, the Partnership has entered
into an option with a prospective purchaser for the sale of assets and transfer
of certain liabilities of the Partnership. It is presently not determinable
whether the amounts realizable from the disposition of the assets or the amounts
that RECD agrees to accept in settlement of the obligations due it will differ
materially from the amounts shown in the accompanying financial statements.
As described in Note 3 to the financial statements, the Partnership is in
noncompliance with RECD loan covenants and RECD regulations.
In accordance with Government Auditing Standards, we have also issued a report
dated January 30, 1996 on our consideration of the Partnership's internal
control structure and a report dated January 30, 1996 on its compliance with
laws and regulations.
/s/Plante & Moran LLP
January 30, 1996
<PAGE>
[Letterhead]
[LOGO]
PLANTE & MORAN
Independent Auditor's Report
To the Partners
Pilot Point Housing Associates, Ltd.
We have audited the accompanying balance sheet of Pilot Point Housing
Associates, Ltd. (a Texas limited partnership), as of December 31, 1993, and the
related statements operations, partners' equity , 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 Pilot Point
Housing Associates, Ltd. as of December 31, 1992, were audited by other auditors
whose report dated January 29, 1993, expressed an unqualified opinion on those
statements.
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 also 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 1993 financial statements referred to above present fairly,
in all material respects, the financial position Pilot Point Housing Associates,
Ltd. at December 31, 1993, 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.
As described in Note 6 to the financial statements, the Partnership is in
noncompliance with FmHA loan covenants and FmHA regulations.
/s/Plante & Moran
January 18, 1994
<PAGE>
[Letterhead]
[LOGO]
PLANTE & MORAN, LLP
Independent Auditor's Report
To the Partners
Willowick Housing Associates, Ltd.
We have audited the accompanying balance sheet of Willowick Housing Associates,
Ltd. (a Texas Limited partnership), RECD Project No. 49-049-75227086, as of
December 31, 1995, and the related statements 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 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 also 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 Willowick Housing Associates, Ltd.
at December 31, 1995, and the results of its operations, changes in partners'
equity (deficit), and its cash flows for the year then ended, in conformity with
generally accepted accounting principles.
As discussed in Note 5 to the financial statements, the Partnership has entered
into an option with a prospective purchaser for the sale of assets and transfer
of certain liabilities of the Partnership. It is presently not determinable
whether the amounts realizable from the disposition of the assets or the amounts
that RECD agrees to accept in settlement of the obligations due it will differ
materially from the amounts shown in the accompanying financial statements.
As described in Note 4 to the financial statements, the Partnership is in
noncompliance with RECD loan covenants and RECD regulations.
In accordance with Government Auditing Standards, we have also issued a report
dated February 8, 1996 on our consideration of the Partnership's internal
control structure and a report dated February 8, 1996 on its compliance with
laws and regulations.
/s/Plante & Moran LLP
February 8, 1996
<PAGE>
[Letterhead]
[LOGO]
PLANTE & MORAN
Independent Auditor's Report
To the Partners
Willowick Housing Associates, Ltd.
We have audited the accompanying balance sheet of Willowick Housing Associates,
Ltd. (a Texas limited partnership), as of December 31, 1993, and the related
statements operations, partners' equity , 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 Willowick Housing
Associates, Ltd. as of December 31, 1992, were audited by other auditors whose
report dated January 29, 1993, expressed an unqualified opinion on those
statements.
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 also 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 1993 financial statements referred to above present fairly,
in all material respects, the financial position Willowick Housing Associates,
Ltd. at December 31, 1993, 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.
As described in Note 6 to the financial statements, the Partnership is in
noncompliance with FmHA loan covenants and FmHA regulations.
/s/Plante & Moran
January 13, 1994
<PAGE>
[Letterhead]
[LOGO]
PLANTE & MORAN
Independent Auditor's Report
To the Partners
West Hallettsville Housing Associates, Ltd.
We have audited the accompanying balance sheet of West Hallettsville Housing
Associates, Ltd. (a Texas limited partnership), as of December 31, 1993, and the
related statements operations, partners' equity , 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 West
Hallettsville Housing Associates, Ltd. as of December 31, 1992, were audited by
other auditors whose report dated January 29, 1993, expressed an unqualified
opinion on those statements.
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 also 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 1993 financial statements referred to above present fairly,
in all material respects, the financial position West Hallettsville Housing
Associates, Ltd. at December 31, 1993, 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.
As described in Note 6 to the financial statements, the Partnership is in
noncompliance with FmHA loan covenants and FmHA regulations.
/s/Plante & Moran
January 28, 1994
<PAGE>
[Letterhead]
[LOGO]
PLANTE & MORAN, LLP
Independent Auditor's Report
To the Partners
One Main Place Housing Associates, Ltd.
We have audited the accompanying balance sheet of One Main Place Housing
Associates, Ltd. (a Texas limited partnership), as of December 31, 1993, and the
related statements operations, partners' equity , 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 One Main
Place Housing Associates, Ltd. as of December 31, 1992, were audited by other
auditors whose report dated January 29, 1993, expressed an unqualified opinion
on those statements.
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 also 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 1993 financial statements referred to above present fairly,
in all material respects, the financial position One Main Place Housing
Associates, Ltd. at December 31, 1993, 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.
As described in Note 6 to the financial statements, the Partnership is in
noncompliance with FmHA loan covenants and FmHA regulations.
/s/Plante & Moran
January 13, 1994
<PAGE>
[Letterhead]
[LOGO]
PLANTE & MORAN
Independent Auditor's Report
To the Partners
Sherwood Arms Housing Associates, Ltd.
We have audited the accompanying balance sheet of Sherwood Arms Housing
Associates, Ltd. (a Texas limited partnership), as of December 31, 1993, and the
related statements operations, partners' equity , 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 Sherwood
Arms Housing Associates, Ltd. as of December 31, 1992, were audited by other
auditors whose report dated January 29, 1993, expressed an unqualified opinion
on those statements.
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 also 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 1993 financial statements referred to above present fairly,
in all material respects, the financial position Sherwood Arms Housing
Associates, Ltd. at December 31, 1993, 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.
As described in Note 6 to the financial statements, the Partnership is in
noncompliance with FmHA loan covenants and FmHA regulations.
/s/Plante & Moran
January 15, 1994
<PAGE>
[Letterhead]
[LOGO]
PLANTE & MORAN, LLP
Independent Auditor's Report
To the Partners
Division of Boston Financial
Texas Properties Limited Partnership III
(d/b/a Lakeway Colony)
We have audited the accompanying balance sheet of Division of Boston Financial
Texas Properties Limited Partnership III (a Massachusetts limited Partnership)
(d/b/a Lakeway Colony), RECD Project No. 49-061-0043253081, as of December 31,
1995, and the related statements 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 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 also 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 Division of Boston Financial Texas
Properties Limited Partnership III (a Massachusetts limited Partnership) (d/b/a
Lakeway Colony) at December 31, 1995, and the results of its operations, changes
in partners' equity, and cash flows for the year then ended, in conformity with
generally accepted accounting principles.
As discussed in Note 5 to the financial statements, the Partnership has entered
into an option with a prospective purchaser for the sale of assets and transfer
of certain liabilities of the Partnership. It is presently not determinable
whether the amounts realizable from the disposition of the assets or the amounts
that RECD agrees to accept in settlement of the obligations due it will differ
materially from the amounts shown in the accompanying financial statements.
In accordance with Government Auditing Standards, we have also issued a report
dated March 14, 1996 on our consideration of the Partnership's internal control
structure and a report dated March 14, 1996 on its compliance with laws and
regulations.
/s/Plante & Moran LLP
March 14, 1996
<PAGE>
[Letterhead]
[LOGO]
Braunsdorf, Carlson and Clinkinbeard
Certified Public Accountants
A Professional Association
INDEPENDENT AUDITORS" REPORT
To the Partners
Wayne Senior Housing, A Limited Partnership
Wayne, Nebraska
We have audited the accompanying balance sheet of Wayne Senior Housing, A
Limited Partnership (a Kansas limited Partnership) Rural Development Case No.
32-090-481008237 as of December 31, 1996, and the related statements of loss,
partners' equity and cash flows for the year ended December 31, 1996. These
financial statements are the responsibility of the Partnership's management. Our
responsibility is to express an opinion on these financial statements based on
our 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 Wayne Senior Housing, A Limited
Partnership as of December 31, 1996, and the results of its operations, and its
cash flows for the year then ended in conformity with generally accepted
accounting principles.
/s/Braunsdorf, Carlson, and Clinkinbeard, CPA's, P.A.
Braunsdorf, Carlson, and Clinkinbeard, CPA's, P.A.
Topeka, Kansas
January 21, 1997
<PAGE>
[Letterhead]
[LOGO]
Braunsdorf, Carlson and Clinkinbeard
Certified Public Accountants
A Professional Association
REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
To the Partners
Wayne Senior Housing, A Limited Partnership
Wayne, Nebraska
We have audited the accompanying balance sheet of Wayne Senior Housing, A
Limited Partnership (a Kansas limited Partnership) FmHA Case No.
32-090-481008237, as of December 31, 1994, and the related statements of loss,
partners' equity and cash flows for the year ended December 31, 1994. 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.
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 also 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 Wayne Senior Housing, A Limited
Partnership as of December 31, 1994, and the results of its operations, changes
in partners' equity, and cash flows for the year then ended, in conformity with
generally accepted accounting principles.
/s/Braunsdorf, Carlson, and Clinkinbeard
Braunsdorf, Carlson, and Clinkinbeard, CPA's, P.A.
Topeka, Kansas
February 13, 1995
PAGE>
[Letterhead]
[LOGO]
Reznick Fedder & Silverman
Certified Public Accountants Business Consultants
REPORT OF INDEPENDENT ACCOUNTANTS
To the Partners
Willow Lake Partners II, L.P.
We have audited the accompanying balance sheet of Willow Lake Partners II, L.P.,
as of December 31, 1996, and the related statements of
operations, partners' equity 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.
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 Willow Lake Partners II, L.P.
as of December 31, 1996, and the results of its operations, the changes in
partners' equity and its cash flows for the year then ended, in conformity with
generally accepted accounting principles.
/s/Reznick Fedder & Silverman
Boston, Massachusetts
January 16, 1997
<PAGE>
[Letterhead]
[LOGO]
Coopers & Lybrand
Certified Public Accountants
REPORT OF INDEPENDENT ACCOUNTANTS
To the Partners of
Willow Lake Partners II, L.P.
(a Limited Partnershhip)
We have audited the accompanying balance sheet of Willow Lake Partners II, L.P.
(a Limited Partnershhip), as of December 31, 1993, 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.
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 also 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 Willow Lake Partners II, L.P. (a
Limited Partnershhip) as of December 31, 1993, and the results of its operations
and its cash flows for the year then ended, in conformity with generally
accepted accounting principles.
/s/Coopers & Lybrand
Boston, Massachusetts
February 17, 1994
<PAGE>
[Letterhead]
[LOGO]
Deloitte & Touche LLP
INDEPENDENT AUDITORS' REPORT
To the Partners of Pennsylvania Housing Finance Agency
River Front Apartments Limited 2101 North Front Street
Partnership P.O. Box 8029
Washington, D.C. Harrisburg, PA
We have audited the accompanying statements of financial position of River Front
Apartments Limited Partnership, A Limited Partnership, PHFA Project No. R458-8E
as of December 31, 1996 and 1995, and the related statements of profit and loss
(on HUD Form No. 92410), 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 audit to
obtain reasonable assurance about whether the financial statements are free of
material misstatement. An audit also 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, such financial statements present fairly, in all material
respects, the financial position of River Front Apartments Limited Partnership
at December 31, 1996 and 1995, 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 referred
to in the Table of Contents, is presented for purposes of additional analysis
and is not a required part of the basic financial statements. This additional
information is the responsibility of the Partnership's managements. 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 respect , in relation to the basic
financial statements taken as a whole.
<PAGE>
Riverfront Apartments Limited Partnerships
Page 2
In accordance with Government Auditing Standards, we have issued a report dated
January 22, 1997 on our consideration of the Partnership's internal control
structure and a report dated January 22, 1997 on its compliance with laws and
regulations.
/s/Deloitte & Touche LLP
January 22, 1997
<PAGE>
[Letterhead]
[LOGO]
Deloitte & Touche LLP
INDEPENDENT AUDITORS' REPORT
To the Partners of Pennsylvania Housing Finance Agency
River Front Apartments Limited 2101 North Front Street
Partnership P.O. Box 8029
Washington, D.C. Harrisburg, PA
We have audited the accompanying statements of financial position of River Front
Apartments Limited Partnership, A Limited Partnership, PHFA Project No. R458-8E
as of December 31, 1995 and 1994, and the related statements of profit and loss
(on HUD Form No. 92410), 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. 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 also 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, such financial statements present fairly, in all material
respects, the financial position of River Front Apartments Limited Partnership
at December 31, 1995 and 1994, and the results of its operations and its cash
flows for the years then ended in conformity with generally accepted accounting
principles.
/s/Deloitte & Touche LLP
January 31, 1996
<PAGE>
[Letterhead]
[LOGO]
Deloitte & Touche LLP
INDEPENDENT AUDITORS' REPORT
To the Partners of Pennsylvania Housing Finance Agency
Susquehanna View Limited 2101 North Front Street
Partnership P.O. Box 8029
Washington, D.C. Harrisburg, PA
We have audited the accompanying statements of financial position of Susquehanna
View Limited Partnership, A Limited Partnership, PHFA Project No. R451-8E as of
December 31, 1995 and 1994, and the related statements of profit and loss (on
HUD Form No. 92410), 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. 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 also 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, such financial statements present fairly in all material
respects, the financial position of Susquehanna View Limited Partnership, as of
December 31, 1996 and 1995, 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 referred
to in the Table of Contents, is presented for purposes of additional analysis
and is not a required part of the basic financial statements. This additional
information is the responsibility of the Partnership's managements. 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 respect , in relation to the basic
financial statements taken as a whole.
Page 2
In accordance with Government Auditing Standards, we have issued a report dated
January 16, 1997 on our consideration of the Partnership's internal control
structure and a report dated January 16, 1997 on its compliance with laws and
regulations.
/s/Deloitte & Touche LLP
January 17, 1996
<PAGE>
[Letterhead]
[LOGO]
Deloitte & Touche LLP
INDEPENDENT AUDITORS' REPORT
To the Partners of Pennsylvania Housing Finance Agency
Susquehanna View Limited 2101 North Front Street
Partnership P.O. Box 8029
Washington, D.C. Harrisburg, PA
We have audited the accompanying statements of financial position of Susquehanna
View Limited Partnership, A Limited Partnership, PHFA Project No. R451-8E as of
December 31, 1995 and 1994, and the related statements of profit and loss (on
HUD Form No. 92410), 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. 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 also 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, such financial statements present fairly in all material
respects, the financial position of Susquehanna View Limited Partnership, as of
December 31, 1995 and 1994, and the results of its operations and its cash flows
for the years then ended in conformity with generally accepted accounting
principles.
/s/Deloitte & Touche LLP
January 17, 1996
<PAGE>
[Letterhead]
[LOGO]
Deloitte & Touche LLP
INDEPENDENT AUDITORS' REPORT
To the Partners of Pennsylvania Housing Finance Agency
Susquehanna View Limited 2101 North Front Street
Partnership P.O. Box 8029
Washington, D.C. Harrisburg, PA
We have audited the accompanying statements of financial position of Susquehanna
View Limited Partnership, A Limited Partnership, PHFA Project No. R451-8E as of
December 31, 1994 and 1993, and the related statements of profit and loss (on
HUD Form No. 92410), 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 audit to
obtain reasonable assurance about whether the financial statements are free of
material misstatement. An audit also 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, such financial statements present fairly in all material
respects, the financial Susquehanna View Limited Partnership, as of December 31,
1994 and 1993, 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 referred
to in the Table of Contents, is presented for the purposes of additional
analysis and is not a required part of the basic financial statements. This
additional information is the responsibility of the Partnership's management.
Such information has been subjected to the
<PAGE>
Susquehanna View Limited
Partnership Page 2
auditing procedures applied in the audit of the basic financial statements and,
in our opinion, the additional information is fairly stated in all material
respects in relation to the financial statements taken as a whole.
/s/Deloitte & Touche LLP
January 16, 1995
<PAGE>
[Letterhead]
[LOGO]
Braunsdorf, Carlson and Clinkinbeard
Certified Public Accountants
A Professional Association
INDEPENDENT ACCOUNTANTS' COMPILATION REPORT
We are enclosing the following compiled financial statements for the attached
list of properties
1. Balance sheet as of December 31, 1995.
2. Statement of income for the current period ending December 31, 1995 and the
twelve months ending December 31, 1995.
These statements have been compiled by us 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.
Management has elected to omit substantially all of the disclosures and the
statement of cash flows required by generally accepted accounting principals. If
the omitted disclosures were included in the financial statements, they might
influence the user's conclusions about the company's financial position, results
of operations, and cash flows. Accordingly, these financial statements are not
designed for those who are not informed of such matters.
Sincerely,
/s/Braunsdorf, Carlson and Clinkinbeard, CPA's, P.A.
Braunsdorf, Carlson and Clinkinbeard, CPA's, P.A.
Topeka, Kansas
February 28, 1996
<PAGE>
Billings Family Housing
Ellsworth Senior Housing
Garden Plain Senior Housing
Rossville Senior Housing
Prairieland of Satanta
Prairieland of Syracuse
Wayne Senior Housing
<PAGE>
[Letterhead]
[LOGO]
Braunsdorf, Carlson and Clinkinbeard
Certified Public Accountants
A Professional Association
INDEPENDENT ACCOUNTANTS' COMPILATION REPORT
We are enclosing the following compiled financial statements for the attached
list of properties
1. Balance sheet as of December 31, 1994.
2. Statement of income for the current period ending December 31, 1994 and the
twelve months ending December 31, 1994.
These statements have been compiled by us 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.
Management has elected to omit substantially all of the disclosures and the
statement of cash flows required by generally accepted accounting principals. If
the omitted disclosures were included in the financial statements, they might
influence the user's conclusions about the company's financial position, results
of operations, and cash flows. Accordingly, these financial statements are not
designed for those who are not informed of such matters.
Sincerely,
/s/Braunsdorf, Carlson and Clinkinbeard
Braunsdorf, Carlson and Clinkinbeard, CPA's, P.A.
Topeka, Kansas
February 28, 1995
<PAGE>
Altheimer Associates I, L.P
Billings Family Housing
Blair Senior Housing
Bolivar Senior Housing, L.P.
Ellsworth Senior
Garden Plain Senior
La Center Associates, L.P.
Lamar Associates, L.P.
Longview Apartments, L.P.
Missouri Rural Housing of Oak Grove, L.P.
Mulburry Associates I, L.P.
Prairieland of Satanta
Prairieland of Syracuse
Rossville Senior
Smithsville Senior
Strafford II Rural
Westgate Associates I, L.P. Winona Associates I, L.P.
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> MAR-31-1997
<PERIOD-END> MAR-31-1997
<CASH> 379,614
<SECURITIES> 331,319
<RECEIVABLES> 193,276<F1>
<ALLOWANCES> 000
<INVENTORY> 000
<CURRENT-ASSETS> 000
<PP&E> 17,884,234
<DEPRECIATION> 000
<TOTAL-ASSETS> 43,791,590<F2>
<CURRENT-LIABILITIES> 000
<BONDS> 000
000
000
<COMMON> 000
<OTHER-SE> 27,344,493
<TOTAL-LIABILITY-AND-EQUITY> 43,791,590<F4>
<SALES> 000
<TOTAL-REVENUES> 2,119,597<F5>
<CGS> 000
<TOTAL-COSTS> 000
<OTHER-EXPENSES> 5,146,620<F6>
<LOSS-PROVISION> 000
<INTEREST-EXPENSE> 532,518
<INCOME-PRETAX> 000
<INCOME-TAX> 000
<INCOME-CONTINUING> 000
<DISCONTINUED> 000
<EXTRAORDINARY> (51,595)
<CHANGES> 000
<NET-INCOME> (7,208,441)<F7>
<EPS-PRIMARY> $(71.36)
<EPS-DILUTED> 000
<FN>
<F1>Included in receivables: Accounts receivable $175,669, Interest receivable
$17,607
<F2>Included in total assets: Prepaid expenses $40,019, Tenant security deposits
$66,439, Other assets $130,130, Investments in Local Limited Partnerships
$23,983,675, Replacement reserves $210,045, Deferred escrow $337,500, Deferred
expenses, net $235,339 <F4>Included in Total Liabilities and equity: Accounts
payable to affiliates $1,193,182, Accounts payable and accrued expenses
$611,515, Interest payable $377,295, Note payable- affiliate $514,968, Security
deposits payable $82,054, Due to affiliate $323,046, Deferred acquisition fees
payable $337,500, General Partner Advances $200,000, Mortgage notes payable
$11,754,415, Minority interest in Local Limited Partnerships $1,053,122.
<F5>Included in Total revenue: Rental $1,764,258, Investment $82,660, Other
$272,679. <F6>Included in Other Expenses: Asset Management fees $450,678,
General and Administrative $611,810, Bad debt expense $8,665, Property
Management fees $150,304, Rental operations, exclusive of depreciation
$1,387,909, Depreciation $605,671, Amortization $182,875 and provision for
valuation of real estate $1,748,708. <F7>Included in Net loss: equity in losses
of Local Limited Partnerships $3,624,984, minority interest in loss of Local
Limited Partnerships $27,679.
</FN>
</TABLE>
