SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark One)
( X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
--
SECURITIES EXCHANGE ACT OF 1934
For the fiscal period ended June 30, 1996
--------------------------
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
---
SECURITIES EXCHANGE ACT OF 1934
For the transition period from ________________ to ________________
Commission File Number: 33-32197
NORTH OAKS PARTNERSHIP NORTH OAKS REAL ESTATE PARTNERSHIP
(Exact names of registrants as specified in their charters)
MARYLAND
(State or other jurisdiction of incorporation or organization)
42-1367576 42-1339868
(IRS Employer Identification No.) (IRS Employer Identification No.)
2330 West Joppa Road Lutherville, Maryland 21093
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (515) 245-7616
Former name, former address and former fiscal year, if changed since last report
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 _____
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS
Indicate by check mark whether the registrant has filed all documents and
reports required to be filed by Sections 12, 13, or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by a court. Yes_____ No _____
APPLICABLE ONLY TO CORPORATE ISSUERS: Indicate the number of shares outstanding
of each of the issuer's classes of common stock, as of the latest practicable
date __N/A__
NORTH OAKS PARTNERSHIP
AND
NORTH OAKS REAL ESTATE PARTNERSHIP
INDEX
Part I FINANCIAL INFORMATION Page
Item 1 Financial Statements
o Combining Balance Sheets, June 30, 1996
and December 31, 1995 3
o Combining Statements of Operations and Partners' Equity
(Deficit) Six Months Ended June 30, 1996 and 1995 5
o Combining Statements of Cash Flows, Six
Months Ended June 30, 1996 and 1995 7
o Notes to Combining Financial Statements 9
Item 2 Management's Discussion and Analysis of Financial
Condition and Results of Operations 11
PART II OTHER INFORMATION
Item 1 Legal Proceedings 13
Item 6 Exhibits and Reports on Form 8-K 13
SIGNATURES 14
PART I - FINANCIAL INFORMATION
Item I. Financial Statements
NORTH OAKS PARTNERSHIP AND
NORTH OAKS REAL ESTATE PARTNERSHIP
COMBINING BALANCE SHEETS
(UNAUDITED)
JUNE 30, 1996
<TABLE>
<CAPTION>
North Oaks
North Oaks Real Estate Combined
Assets Partnership Partnership Partnerships
----------- ----------- -----------
<S> <C> <C>
Current assets:
Cash and cash equivalents $ 2,345,720 -- 2,345,720
Accounts receivable:
Trade 284,045 -- 284,045
Affiliate 12,988 -- 12,988
Assets whose use is limited - required
for current liabilities 708,875 -- 708,875
Prepaid expenses 24,520 -- 24,520
Other assets 37,688 -- 37,688
------------ ------------ ------------
Total current assets 3,413,836 -- 3,413,836
------------ ------------ ------------
Assets whose use is limited - debt service
funds, net of amounts req. for curr liabilities 1,700,149 -- 1,700,149
Funds held in escrow 64,180 -- 64,180
Property and equipment, net -- 32,335,317 32,335,317
Cost of acquiring initial continuing-care contracts, net 1,763,408 -- 1,763,408
Deferred financing costs, net 783,064 -- 783,064
------------ ------------ ------------
$ 7,724,637 32,335,317 40,059,955
============ ============ ============
Liabilities and Partners' Equity (Deficit)
Current liabilities:
Accounts payable:
Life Care Services Corporation
- current portion $ 722,991 -- 722,991
Trade 141,687 -- 141,687
Accrued expenses 169,946 -- 169,946
Refunds Payable (643,616) -- (643,616)
Accrued interest - mortgage bonds 568,875 -- 568,875
Current installment of mortgage bonds payable 140,000 -- 140,000
------------ ------------ ------------
Total current liabilities 1,099,883 -- 1,099,883
Payable to Life Care Services Corp.
- excluding current portion 3,532,451 -- 3,532,451
Refundable deposits 388,718 -- 388,718
Mortgage bonds payable 13,115,000 -- 13,115,000
Mortgage loans from residents 26,420,151 -- 26,420,151
------------ ------------ ------------
Total liabilities 44,556,203 -- 44,556,203
------------ ------------ ------------
Partners' equity (deficit) (36,831,566) 32,335,317 (4,496,249)
Commitments and Contingencies
------------ ------------ ------------
$ 7,724,637 32,335,317 40,059,955
============ ============ ============
</TABLE>
NORTH OAKS PARTNERSHIP AND
NORTH OAKS REAL ESTATE PARTNERSHIP
COMBINING BALANCE SHEETS
DECEMBER 31, 1995
<TABLE>
<CAPTION>
North Oaks
North Oaks Real Estate Combined
Assets Partnership Partnership Partnerships
----------- ----------- ------------
<S> <C> <C>
Current assets:
Cash and cash equivalents $ 2,528,103 -- 2,528,103
Accounts receivable:
Trade 271,692 -- 271,692
Affiliate 0 -- 0
Assets whose use is limited - required
for current liabilities 703,875 -- 703,875
Prepaid expenses 179,902 -- 179,902
Other assets 28,131 -- 28,131
------------ ------------ ------------
Total current assets 3,711,703 -- 3,711,703
------------ ------------ ------------
Assets whose use is limited - debt service
funds, net of amounts req. for curr liabilities 1,666,390 -- 1,666,390
Funds held in escrow 126,680 -- 126,680
Property and equipment, net -- 32,637,223 32,637,223
Cost of acquiring initial continuing-care contracts, net 1,867,138 -- 1,867,138
Deferred financing costs, net 808,408 -- 808,408
------------ ------------ ------------
$ 8,180,319 32,637,223 40,817,542
============ ============ ============
Liabilities and Partners' Equity (Deficit)
Current liabilities:
Accounts payable:
Life Care Services Corporation $ 650,000 -- 650,000
Trade 73,641 -- 73,641
Accrued expenses 175,003 -- 175,003
Refunds Payable 126,681 -- 126,681
Accrued interest - mortgage bonds 568,875 -- 568,875
Current installment of mortgage bonds payable 135,000 -- 135,000
------------ ------------ ------------
Total current liabilities 1,729,200 -- 1,729,200
Payable to Life Care Services Corporation - excluding current 3,532,451 -- 3,532,451
Refundable deposits 416,097 -- 416,097
Mortgage bonds payable 13,185,000 -- 13,185,000
Mortgage loans from residents 25,860,007 -- 25,860,007
------------ ------------ ------------
Total liabilities 44,722,755 -- 44,722,755
Partners' equity (deficit) (36,542,435) 32,637,223 (3,905,212)
Commitments and Contingencies
------------ ------------ ------------
$ 8,180,320 32,637,223 40,817,543
============ ============ ============
</TABLE>
NORTH OAKS PARTNERSHIP AND
NORTH OAKS REAL ESTATE PARTNERSHIP
COMBINING STATEMENTS OF OPERATIONS AND
PARTNERS' EQUITY (DEFICIT)
(UNAUDITED)
SIX MONTHS ENDED JUNE 30, 1996
<TABLE>
<CAPTION>
North Oaks
North Oaks Real Estate Combined
Partnership Partnership Partnerships
----------- ----------- --------------
<S> <C> <C>
Revenues
Apartment service fees $ 2,275,768 -- 2,275,768
Health center fees 688,368 -- 688,368
Nonrefundable entrance fees 214,723 -- 214,723
Supervision fees 71,765 -- 71,765
Other 32,201 -- 32,201
------------ ------------ ------------
Total revenues 3,282,825 -- 3,282,825
------------ ------------ ------------
Expenses
Selling, general, and administrative 633,046 -- 633,046
Plant operations 375,176 -- 375,176
Housekeeping 155,939 -- 155,939
Dietary 674,483 -- 674,483
Medical and resident care 740,903 -- 740,903
Depreciation and amortization 129,074 453,801 582,875
------------ ------------ ------------
2,708,622 453,801 3,162,422
------------ ------------ ------------
Income (loss) from operations 574,203 (453,801) 120,402
------------ ------------ ------------
Other income (expense)
Interest income 24,434 -- 24,434
Interest expense (735,872) -- (735,872)
Other income -- 0
------------ ------------ ------------
(711,438) -- (711,438)
------------ ------------ ------------
Net loss (137,235) (453,801) (591,036)
Partners' equity (deficit) at beginning of period (36,542,435) 32,637,223 (3,905,212)
Distribution to partners of property (151,895) -- (151,895)
Contribution by partners of property -- 151,895 151,895
Cash contributions from partners -- -- --
------------ ------------ ------------
Partners' equity (deficit) at end of period $(36,831,565) 32,335,317 (4,496,248)
============ ============ ============
</TABLE>
NORTH OAKS PARTNERSHIP AND
NORTH OAKS REAL ESTATE PARTNERSHIP
COMBINING STATEMENTS OF OPERATIONS
(UNAUDITED)
SIX MONTHS ENDED JUNE 30, 1995
<TABLE>
<CAPTION>
North Oaks
North Oaks Real Estate Combined
Partnership Partnership Partnerships
----------- ----------- ------------
<S> <C> <C>
Revenues
Apartment service fees $ 1,960,587 -- 1,960,587
Health center fees 712,876 -- 712,876
Nonrefundable entrance fees 159,005 -- 159,005
Supervision fees 65,297 -- 65,297
Other 26,632 -- 26,632
------------ ------------ ------------
Total revenues 2,924,397 -- 2,924,397
------------ ------------ ------------
Expenses
Selling, general, and administrative 771,000 -- 771,000
Plant operations 364,427 -- 364,427
Housekeeping 156,678 -- 156,678
Dietary 638,488 -- 638,488
Medical and resident care 690,074 -- 690,074
Depreciation and amortization 129,074 453,801 582,875
------------ ------------ ------------
2,749,741 453,801 3,203,542
------------ ------------ ------------
Income (loss) from operations 174,656 (453,801) (279,145)
------------ ------------ ------------
Other income (expense)
Interest income 14,577 -- 14,577
Interest expense (735,092) -- (735,092)
Other income -- 0
------------ ------------ ------------
(720,515) -- (720,515)
------------ ------------ ------------
Net loss (545,859) (453,801) (999,660)
Partners' equity (deficit) at beginning of period (35,546,624) 33,474,942 (2,071,682)
Distribution to partners of property (44,267) -- (44,267)
Contribution by partners of property 44,267 44,267
Cash contributions from partners -- -- --
------------ ------------ ------------
Partners' equity (deficit) at end of period $(36,136,750) 33,065,408 (3,071,342)
============ ============ ============
</TABLE>
NORTH OAKS PARTNERSHIP AND
NORTH OAKS REAL ESTATE PARTNERSHIP
COMBINING STATEMENTS OF CASH FLOW
(UNAUDITED)
SIX MONTHS ENDED JUNE 30, 1996
<TABLE>
<CAPTION>
North Oaks
North Oaks Real Estate Combined
Partnership Partnership Partnerships
----------- ----------- ------------
<S> <C> <C> <C>
Cash flows from operating activities:
Net loss $ (137,235) (453,801) (591,036)
Depreciation and amortization 129,074 453,801 582,875
Amortization of Entrance Fees (6,623) -- (6,623)
Increase in accounts receivable (25,341) -- (25,341)
Decrease in prepaid expenses and
other assets 145,825 -- 145,825
Increase in accounts payable
and accrued expenses 62,989 -- 62,989
Decrease in accrued interest -
mortgage bonds 0 -- 0
----------- ----------- -----------
Net cash used in operating activities 168,689 -- 168,689
----------- ----------- -----------
Cash flows from investing activities:
Payments for property and equipment (151,895) -- (151,895)
Decrease in funds held in escrow 62,500 -- 62,500
Increase in cash invested in assets
whose use is limited (38,759) -- (38,759)
----------- ----------- -----------
Net cash provided by investing activities (128,154) -- (128,154)
----------- ----------- -----------
Cash flows from financing activities:
Bond principal payments (65,000) -- (65,000)
Increase in advances from Life Care Services
Corporation, net 72,991 -- 72,991
Increase in loans from residents, net 566,767 -- 566,767
Payments of refundable deposits, net (797,676) -- (797,676)
----------- ----------- -----------
Net cash provided by financing activities (222,918) -- (222,918)
----------- ----------- -----------
Net increase (decrease) in cash (182,383) -- (182,383)
Cash at beginning of period 2,528,103 -- 2,528,103
----------- ----------- -----------
Cash at end of period $ 2,345,720 -- 2,345,720
=========== =========== ===========
Supplemental disclosures of noncash financing
activities:
Distributions to partners of property $ 151,895 -- 151,895
=========== =========== ===========
Contributions from partners of property $ -- 151,895 151,895
=========== =========== ===========
</TABLE>
NORTH OAKS PARTNERSHIP AND
NORTH OAKS REAL ESTATE PARTNERSHIP
COMBINING STATEMENTS OF CASH FLOW
(UNAUDITED)
SIX MONTHS ENDED JUNE 30, 1995
<TABLE>
<CAPTION>
North Oaks
North Oaks Real Estate Combined
Partnership Partnership Partnerships
----------- ----------- ------------
<S> <C> <C> <C>
Cash flows from operating activities:
Net loss $(545,859) (453,801) (999,660)
Depreciation and amortization 129,074 453,801 582,875
Decrease in accounts receivable 85,799 -- 85,799
Decrease in accounts payable (86,521) -- (86,521)
Change in other assets and liabilities, net 137,758 -- 137,758
--------- --------- ---------
Net cash used in operating activities (279,749) -- (279,749)
--------- --------- ---------
Cash flows from investing activities:
Payments for property and equipment (44,267) -- (44,267)
Decrease in funds held in escrow 23,539 -- 23,539
Increase in assets whose use is limited 149,753) -- (149,753)
--------- --------- ---------
Net cash provided by investing activities 170,481) -- (170,481)
--------- --------- ---------
Cash flows from financing activities:
Bond principal payments (60,000) -- (60,000)
Increase in advances from Life Care Services
Corporation, net 107,605 -- 107,605
Increase in loans from residents, net 403,844 -- 403,844
Increase in refundable deposits, net 17,321 -- 17,321
--------- --------- ---------
Net cash provided by financing activities 468,770 -- 468,770
--------- --------- ---------
Net increase in cash 18,540 -- 18,540
Cash at beginning of period 781,803 -- 781,803
--------- --------- ---------
Cash at end of period $ 800,343 -- 800,343
========= ========= =========
Supplemental disclosures of noncash financing
activities:
Distributions to partners of property $ 44,267 -- 44,267
========= ========= =========
Contributions from partners of property $ --- 44,267 44,267
========= ========= =========
</TABLE>
NORTH OAKS PARTNERSHIP
AND
NORTH OAKS REAL ESTATE PARTNERSHIP
NOTES TO COMBINING FINANCIAL STATEMENTS
June 30, 1996
A. Basis for Presentation
The accompanying unaudited financial statements of North Oaks Partnership
(Partnership) and North Oaks Real Estate Partnership (NOREP), in the opinion of
management, reflect all adjustments (none of which were other than normal
recurring items), eliminations, and reclassifications considered necessary for a
fair statement and presentation of the results of the interim periods presented.
For purposes of preparing the combined financial statements, all material
transactions between the partnerships have been eliminated but not displayed,
including the elimination of the obligation to the Partnership. The partnership
and NOREP's are sometimes herein after referred to as "Partnerships".
The Partnership and NOREP were formed to develop, own and operate North Oaks
Retirement Community (the Project).
Because of the reorganization described in Note B below, transfers to ownership
interests in land and construction in progress are being made from Partnership
to NOREP as costs are incurred. The transfers are recorded at cost.
The partners of the Partnership and NOREP are North Oaks Properties, Inc.
(NOPI), (62.5%) and The Mullan-North Oaks Limited Partnership (MNOLP), (37.5%).
NOREP was organized by the Partnership solely for the purpose of owning the
property and buildings and other improvements thereon that constitute the
Project, in order to minimize certain mortgage recordation taxes. The publicity
traded debt is a direct obligation of the Partnership, and is guaranteed by
NOREP. The guaranty, however, is not intended to provide additional security for
payment of the principal and interest than if the Partnership directly held the
Property and related improvements itself. The Partners of NOREP own no other
assets than their interest in the Partnership. NOREP and the Partnership have
executed an Operating and Use Agreement which obligated the Partnership to
develop, operate and manage the Project at its expense and which grants the
Partnership use of the property until dissolution, liquidation, and do not have
independent operating activities. Therefore, management believes the combining
of financial statements of the Partnership and NOREP are the most informative,
because of the guarantee and the Operating and Use Agreement, and best portrays
the relationship between the two entities.
B. Reorganization
In August, 1989, the Partnership transferred its ownership interests in land and
construction in progress to its Partners who then transferred such ownership to
NOREP.
C. Income Taxes
Income and losses of the partnership are included in the income tax returns of
the partners. Accordingly, the financial statements make no provision for income
taxes.
D. Transactions with Partners
The nonrefundable admission fees to be paid under the Residency Agreements for
compensation of the developer's risk in connection with the development and
construction of the Project have been assigned to the Partners by the
Partnership. The Partners have agreed to make capital contributions to the
Partnership equal to the admission fees assigned to them. Admission fees of
$214,723 and $159,006 have been assigned to the Partners during the six months
ended June 30, 1996, and June 30, 1995, respectively, and contributed to the
Partnership. In addition, purchases of property and equipment of $151,895 and
$44,268 have been distributed by the Partnership to the partners and contributed
by the partners to NOREP for the six months ended June 30, 1996 and June 30,
1995 respectively.
E. Transactions with Affiliates
Life Care Services Corporation (LCS), affiliate of NOPI, receives a management
fee of 5% of the total revenues of operation of the Project from the
partnership. Such fee is paid by the residents as part of their monthly service
fee. For the six months ended June 30, 1996 and June 30, 1995, the management
fee was $136,959 and $132,972 respectively.
F. Commitments and Contingencies
The realization of the costs of the Project is contingent upon achieving
adequate and sustained adequate occupancy of the Project within a reasonable
period of time.
NORTH OAKS PARTNERSHIP
AND
NORTH OAKS REAL ESTATE PARTNERSHIP
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operation.
Overall Financial Condition and Results of Operations
The Project contains a total of 183 residential apartment units, 15 domiciliary
care units and 31 comprehensive care beds. As of June 30, 1996, 166 apartment
units, 15 domiciliary care units, and 29 comprehensive care beds, were occupied.
During the six months ended June 30, 1996, apartment occupancy decreased three
units, from 169 units to 164 units.
An unusually high number of apartments became available during the six months
ended June 30, 1996, due to death, permanent assignment to the health center, or
move-outs. During the six months ended June 30, 1995, 13 apartments became
available, compared to 18 apartments becoming available during the same six
months in 1996. Also during the first six months of 1995, 15 sales occurred,
compared to 15 sales in the same time period in 1996.
At January 1, 1996, there were 14 unoccupied units, of which 8 were sold. As of
June 30, 1996 there were 17 unoccupied units, of which 8 were sold.
Sales efforts resulted in occupancy being maintained at or above 90% during the
six months ended June 30, 1996. At June 30, 1996, 91% of the units were
occupied, and 92% were being billed.
Marketing continues to receive considerable effort because of the need to
re-market units becoming available due to attrition. Management continues to be
encouraged, however, given the number of sold and unoccupied units, and sales.
Results Of Operations
On January 1, 1996, a 5.0% increase was implemented for the apartment service
fees. During the first six months of 1996, average occupancy was 92%, compared
average occupancy of 86% in the same time period in 1995. These two factors,
plus the increase in non-refundable fees, are the reasons why total revenues
increased in the six months ended June 30, 1996, compared to the same time
period in 1995.
Operating expenses decreased slightly, and the number of full time equivalent
employees decreased by 2. Consequently, the additional revenue, combined with
operating expenses being down slightly resulted in income from operations of
$120,402 in the first six months of 1996, compared to an operating loss of
$279,145 in the same time period in 1995.
For the same reasons, the net loss after interest was reduced to ($591,036) for
the six months ended June 30, 1996, from ($990,660) for the six months ended
June 30, 1995.
The loss from operations and other expenses, and before depreciation and
amortization is being funded by the Partners as described below.
Liquidity and Capital Resources
During the six months ended June 30, 1996, as compared to the same time period
in 1995:
o Cash used in operating activities decreased primarily became of the
reduction of net loss by approximately $409,000.
o Cash used by investing activities declined approximately $42,000; there
were $108,000 more major purchases of property and equipment in 1996
than in 1995. Capital funds held in escrow, and whose uses is
limited, increased by $14,000 compared to a $126,000 decrease in the
previous period, as reserves are being replenished.
o Cash provided by financing activities decreased by almost $700,000
period to period because the units now being occupied were previously
occupied as all first time sales have occured but for one unit, and
refundable deposits utilize more of the new loan cash from residents.
Residents, upon occupancy, make loans to the Partnership. The loans from
residents totaled $26,420,151 at June 30, 1996, and were initially used to
retire the Construction Loan.
Subsequent to June 30, 1993, loans from residents are being used to pay the
accumulated obligations to LCS. LCS provided Construction Loan security and per
agreement with the Partnership, provided funding to the Partnership to meet
needs in excess of available Construction Loan and Bond proceeds, until
substantial completion of the Project was attained in May 1991. The Partnership
Agreement provided that in the event the Partners are unable to obtain any
additional required financing for the Partnership from other sources, each of
the Partners shall make available, when and as determined by the Partners, funds
required by the Partnership.
The Partners were not required to make any advances during the six months ended
June 30, 1996. Attrition receipts was sufficient to cover the operating cash
shortfall after debt service.
For 1995 and 1996, the Partners have agreed to contribute an amount equal to the
projected excess resident related operating expenditures over resident related
operating revenues.
The long-term success of the Project is dependent upon the marketing of the
unoccupied units and of enough units to minimize the time a unit is vacant.
Maintenance of adequate levels of occupancy and efficient and effective
operation of the Project are critical to the long-term success of the Project.
Part II - OTHER INFORMATION
Item 1. Legal Proceedings
None
Item 6. Exhibits and Reports on Form 8-K
A. Exhibits
None
B. Reports on Form 8-K
None
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be filed on its behalf by the
undersigned thereunto duly authorized.
NORTH OAKS PARTNERSHIP
by: NORTH OAKS PROPERTIES, INC.
General Partner
Date: August 14, 1996 by: /s/ Stan G. Thurston
---------------------
Stan G. Thurston, President and
Chief Operating Officer
Date: August 14, 1996 by: /s/ Arthur V. Neis
-------------------
Arthur V. Neis, Treasurer
(Principal Financial and
Accounting Officer)
by: THE MULLAN-NORTH OAKS LIMITED PARTNERSHIP
General Partner
by: Rosedale Company, Inc.,
its general partner
Date: August 14, 1996 by: /s/ T. F. Mullan III
---------------------
Thomas F. Mullan III, President
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be filed on its behalf by the
undersigned thereunto duly authorized.
NORTH OAKS REAL ESTATE PARTNERSHIP
by: NORTH OAKS PROPERTIES, INC.
General Partner
Date: August 14, 1996 by: /s/ Stan G. Thurston
---------------------
Stan G. Thurston, President and
Chief Operating Officer
Date: August 14, 1996 by: /s/ Arthur V. Neis
-------------------
Arthur V. Neis, Treasurer
(Principal Financial and
Accounting Officer)
by: THE MULLAN-NORTH OAKS LIMITED PARTNERSHIP
General Partner
by: Rosedale Company, Inc.,
its general partner
Date: May 14, 1996 by: /s/ T. F. Mullan III
---------------------
Thomas F. Mullan III, President
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000857613
<NAME> NORTH OAKS PARTNERSHIP
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> JUN-30-1996
<CASH> 2,345,720
<SECURITIES> 0
<RECEIVABLES> 297,033
<ALLOWANCES> 0
<INVENTORY> 37,688
<CURRENT-ASSETS> 3,413,836
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 7,724,637
<CURRENT-LIABILITIES> 1,099,883
<BONDS> 13,115,000
0
0
<COMMON> 0
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 7,724,637
<SALES> 0
<TOTAL-REVENUES> 3,282,825
<CGS> 0
<TOTAL-COSTS> 2,708,622
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> (735,872)
<INCOME-PRETAX> (137,235)
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (137,235)
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000857614
<NAME> NORTH OAKS REAL ESTATE PARTNERSHIP
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> JUN-30-1996
<CASH> 0
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 35,887,783
<DEPRECIATION> (3,552,466)
<TOTAL-ASSETS> 32,335,317
<CURRENT-LIABILITIES> 0
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 32,335,317
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 453,801
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (453,801)
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
