UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the Quarter ended December 31, 1998
Commission file number 33-24537
CENTURY PACIFIC TAX CREDIT HOUSING FUND II
(Exact name of registrant as specified in its charter)
CALIFORNIA 95-4178283
(State of other jurisdiction of (IRS Employer
incorporation of organization) Identification Number)
1925 Century Park East, Suite 1760
Los Angeles, CA 90067
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code:
(800) 262-8242
No Change
(Former name, former address and former fiscal year if changed
since last report)
Indicate by a 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 [ ]
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> MAR-31-1999
<PERIOD-END> DEC-30-1998
<CASH> 1,076
<SECURITIES> 0
<RECEIVABLES> 871
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 911,132
<CURRENT-LIABILITIES> 815
<BONDS> 0
<COMMON> 0
0
0
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 911,132
<SALES> 300
<TOTAL-REVENUES> 300
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 10,215
<LOSS-PROVISION> (38,216)
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (38,216)
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (38,216)
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
TABLE OF CONTENTS
Page
PART I FINANCIAL INFORMATION
Item 1 FINANCIAL STATEMENTS AND
SUPPLEMENTARY DATA . . . . . . . . . . 1
Item 2 MANAGEMENT'S DISCUSSION AND
ANALYSIS OF FINANCIAL CONDITIONS
AND RESULTS OF OPERATIONS . . . . . . 8
PART II OTHER INFORMATION . . . .(Not Applicable)
***********************************************
* FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA *
***********************************************
CENTURY PACIFIC TAX CREDIT HOUSING FUND II
BALANCE SHEET
(Unaudited)
December 31, March 31,
1998 1998
------------- ---------
ASSETS
Cash $1,076 $343
Advance to General Partners 871 870
Investments in Limited Part-
nerships (Note 4) 909,185 1,000,271
--------- ---------
$911,132 $1,001,485
========== ==========
LIABILITIES AND PARTNERS' EQUITY
Accounts Payable and Accrued Expenses $815 $3,300
Amounts Payable to Related Parties
(Note 3) 1,316,427 1,284,224
Advance from Affiliates 40,593 40,594
--------- ---------
1,357,835 1,328,118
--------- ---------
Partners' Equity, per accompanying
statement
General Partners (53,521) (52,320)
Limited Partners (393,182) (274,313)
------- --------
(446,703) (326,633)
------- -------
$911,132 $1,001,485
========== ==========
The accompanying notes are an integral part of this statement.
- Page 1 -
CENTURY PACIFIC TAX CREDIT HOUSING FUND II
STATEMENT OF INCOME
(Unaudited)
Three Months Ended
December 31,
1998 1997
---------- ----------
REVENUES:
Other income $300 $0
---- -----
300 0
---- -----
EXPENSES:
General & Adm. (Note 3) 10,215 9,906
Equity in Net Losses of
Operating Partnership
(Note 4) 28,301 101,095
------ -------
38,516 111,001
------ ------
Net Loss $38,216 $111,001
======= =========
The accompanying notes are an integral part of this statement.
- Page 2 -
CENTURY PACIFIC TAX CREDIT HOUSING FUND II
STATEMENT OF PARTNERS' EQUITY
December 31, 1998
(Unaudited)
General Limited
Partners Partners Total
-------- -------- --------
Balance at March 31, 1998 ($52,320) ($274,313) ($326,633)
Net Income (Loss) (1,201) (118,869) (120,070)
--------- --------- ---------
Equity (Deficit) at
December 31, 1998 ($53,521) ($393,182) ($446,703)
========= ========== ==========
Percentage Interest
December 31, 1998 1% 99% 100%
========= ======== =========
The accompanying notes are an integral part of this statement.
- Page 3 -
CENTURY PACIFIC TAX CREDIT HOUSING FUND II
STATEMENT OF CASH FLOWS
(Unaudited)
Three Months Ended
December 31,
1998 1997
-------- --------
Cash Flow from Financing
Activities:
Increase (Decrease) in Amounts
Payable to Related Parties $10,200 $12,872
------- ------
Net Cash Provided By Financing
Activities $10,200 $12,872
======= ======
Cash Flow from Operating
Activities:
Transfer Fee Income Received $300 $0
General & Admin. Expenses (10,215) (9,906)
Increase(Decrease) in Accts Pay 0 (3,000)
------- -------
Net Cash Used in Operating
Activities $(9,915) ($12,906)
======= =========
Net Increase (Decrease) in Cash
and Cash Equivalents $284 ($34)
Cash and Cash Equivalents at
Beginning of Period 791 403
------ ------
Cash and Cash Equivalents at
End of Period $1,075 $369
====== ======
The accompanying notes are an integral part of this statement.
- Page 4 -
CENTURY PACIFIC TAX CREDIT HOUSING FUND II
a California limited partnership
NOTES TO FINANCIAL STATEMENTS
For the Quarter Ended December 31, 1998
NOTE 1 - DESCRIPTION OF THE PARTNERSHIP AND ITS ORGANIZATION:
Century Pacific Tax Credit Housing Fund II, a California limited
partnership (the "Partnership" or "CPTCHF II") was formed on
September 2, 1988 for the purpose of raising capital and selling
limited partnership interests and then acquiring limited
partnership interests in partnerships (the "Operating
Partnerships") owning and operating existing residential
apartment properties (the "Properties").
The general partners of the Partnership are Century Pacific
Capital II Corporation, a California corporation, ("CPII") and
Irwin Jay Deutch, an individual (collectively, the "General
Partners"). The General Partners and affiliates of the General
Partners (the "General Partners and Affiliates") have interest
in the Partnership and receive compensation from the Partnership
and the Operating Partnerships (Note 3).
The Properties qualify for the "Low-Income Housing Tax Credit"
established by Section 42 of the Tax Reform Act of 1986 (the
"Low-Income Housing Tax Credit"). These properties are leveraged
low-income multifamily residential complexes and some receive
one or more forms of assistance from federal, state or local
governments, or agencies (the "Government Agencies") while
others do not receive any subsidy from Government Agencies
although some may have mortgage loans insured by a Government
Agency.
In September 1988, the Partnership began raising capital from
sales of limited partnership interests, at $1,000 per unit. The
limited partnership offering closed as of December 31, 1989,
with 5,754 units having been sold.
As of September 30, 1998, the Partnership acquired limited
partnership interest of 90% in Washington Courts Limited
Partnership and 60% in Laurel-Clayton Limited Partnership, two
existing Operating Partnerships which own apartment rental
properties.
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
Method of Accounting for Investments in Operating Partnerships
The Partnership uses the equity method to account for its
investment in the Operating Partnerships in which it has invested
(Note 4).
Under the equity method of accounting, the investment is carried
at cost and adjusted for the Partnership's share of the
Operating Partnerships' results of operations and by cash
distributions received. Equity in the loss of each Operating
Partnership allocated to the Partnership is not recognized to
the extent that the investment balance would become negative.
Basis of Accounting
The Partnership maintains its financial records on the tax basis.
Memorandum entries, while not recorded in the records of the
Partnership, have been made in the financial statements to
reflect generally accepted accounting principles.
- Page 5 -
On August 7, 1991, management of the Partnership changed from a
calendar year end to a fiscal year end of March 31 for financial
reporting purposes. Accordingly, the Partnership's quarterly
periods end June 30, September 30, and December 31. The
Operating Partnerships, for financial reporting purposes, have
a calendar year. The Partnership, as well as the Operating
Partnerships, have a calendar year for income tax purposes.
Syndication Costs
Public offering costs have been recorded as a direct reduction
to the capital accounts of the Limited Partners.
Organization, Acquisition and Other Costs
Costs incurred in organizing the Partnership and expenditures
made by the Partnership in connection with its acquiring limited
partnership interest in Operating Partnerships are deferred and
amortized over a period of sixty months on a straight-line basis
or capitalized as investments in Operating Partnerships. Other
fees and expenses of the Partnership are recognized as expenses
in the period the related services are received.
Income Taxes
No provision has been made for income taxes in the accompanying
financial statements since such taxes and/or the recapture of
the Low-Income Housing Tax Credits benefits received, if any,
are the liability of the individual partners. The Partnership
uses the accrual method of accounting for tax purposes.
Statement of Cash Flows - Cash and Cash Equivalents
For the purpose of the statement of cash flows, the Partnership
considers all highly liquid instruments purchased with an
original maturity date of three months or less to be cash
equivalents.
NOTE 3 - TRANSACTIONS WITH THE GENERAL PARTNERS AND AFFILIATES
OF THE GENERAL PARTNERS:
The General Partners of the Partnership are CPII and Irwin Jay
Deutch. Century Pacific Placement Corporation ("CPPC"), an
affiliate of the General Partners, served as the broker-dealer-
manager for sales of the limited partnership interests in the
Partnership. Century Pacific Realty Corporation ("CPRC"), an
affiliate of CPII, is a general partner in each of the Operating
Partnerships. The General Partners have an aggregate one percent
interest in the Partnership. CPRC has a one-half percent interest
in each of the Operating Partnerships.
The General Partners and their Affiliates receive compensation
and reimbursement of expenses from the Partnership, as set forth
in the limited partnership agreement, for their services in
managing the Partnership and its business. Pursuant to the
partnership agreement, the Partnership is required to pay CPII
an annual Management Fee for its services in connection with the
management affairs of the Partnership. The annual Management Fee
is equal to .5% of Invested Assets (as defined by the partnership
agreement). The General Partners and Affiliates also receive
compensation and reimbursement of expenses from the Operating
Partnerships. This compensation and reimbursement include
services provided to the Partnership during its offering stage,
acquisition stage and operational stage.
- Page 6 -
NOTE 4 - INVESTMENTS IN OPERATING PARTNERSHIPS:
The following is a summary of the Partnership's investments in
Operating Partnerships:
Nine Months Ended
December.31, 1998
------------------
Cash Contribution to Operating
Partnerships to fund purchase of
beneficial interest in Properties $4,536,020
Equity in net losses of Operating
Partnerships (3,626,835)
-----------
$909,185
===========
The Properties in which the Operating Partnerships hold
beneficial interests are as follows:
Name of
Operating Partnership Property Name Location
- --------------------- ----------------- -----------------
Washington Courts, L.P. Washington Courts Chicago, Illinois
Laurel-Clayton, L.P. Plumley Village Worcester,
Massachusetts
The following combined statements of operations is prepared on
the accrual basis and summarizes the operations of the Operating
Partnerships for the six months ended December 31, 1998 and
December 31, 1997.
COMBINED STATEMENT OF OPERATIONS OF PROPERTIES
ACQUIRED BY THE OPERATING PARTNERSHIPS IN WHICH
CENTURY PACIFIC TAX CREDIT HOUSING FUND II HAS INVESTED
(Unaudited)
Three Months Ended
December 31,
1998 1997
------------- -------------
REVENUES:
Rental Income $1,285,951 $1,281.903
Other 58,089 17,597
---------- ----------
1,344,040 1,299,500
---------- ----------
EXPENSES:
Operating, General
and Administrative 1,227,167 1,281,906
Depreciation 252,277 255,882
Interest 117,198 127,973
--------- ---------
1,596,642 1,665,761
--------- ---------
Net Income (Loss) ($252,602) ($366,261)
========== ==========
- Page 7 -
THIRD QUARTER 1998 PROPERTY SUMMARY
PLUMLEY VILLAGE - Worcester, Massachusetts
Plumley Village consists of 430 units situated on approximately
16 acres of land adjacent to Downtown Worcester. There is one 16
story high-rise and three low-rise structures on the site. The
property has good freeway access and is convenient to stores,
churches and hospitals.
The property's occupancy remained at a high 99% rate. Cash flow
was sufficient to cover operating expenses. Property rents were
last increased in May 1995, bringing the annual gross potential
rental revenue to approximately $4,292,000.
WASHINGTON COURTS - Chicago, Illinois
Washington Courts consists of 103 units on several sites in the
Austin neighborhood of Chicago. The property is convenient to
banks, schools, churches and commercial areas.
The property averaged a 91% occupancy rate during the quarter.
Cash flow was sufficient to cover operating expenses. Property
rents were increased 1.0% in May 1996, increasing the annual
gross potential rental revenue to approximately $1,059,000.
* * *
SIGNATURE
Pursuant to the requirements of Section 13 or 15(d) of the
Securities and Exchange Act of 1934, the registrant has duly
caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
CENTURY PACIFIC TAX CREDIT HOUSING FUND II
a California limited partnership
By: Century Pacific Capital II Corporation,
a California Corporation
General Partner
By:
Irwin J. Deutch, President
- Page 8 -
