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 September 30, 1997
-----------------------------
( ) 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_
Page 1 of 15
<PAGE>
NORTH OAKS PARTNERSHIP
AND
NORTH OAKS REAL ESTATE PARTNERSHIP
INDEX
Part I FINANCIAL INFORMATION Page
Item 1 Financial Statements
* Combining Balance Sheets, September 30, 1997
and December 31, 1996 3
* Combining Statements of Operations and Partners' Equity
(Deficit) Nine Months Ended September 30, 1997 and 1996 5
* Combining Statements of Cash Flows, Nine
Months Ended September 30, 1997 and 1996 7
* 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
<PAGE>
PART I - FINANCIAL INFORMATION
Item I. Financial Statements
NORTH OAKS PARTNERSHIP AND
NORTH OAKS REAL ESTATE PARTNERSHIP
COMBINING BALANCE SHEETS
(UNAUDITED)
<TABLE>
<CAPTION>
September 30, 1997
North Oaks
North Oaks Real Estate Combined
Assets Partnership Partnership Partnerships
------ ------------ ------------ ------------
<S> <C> <C> <C>
Current assets:
Cash and cash equivalents $ 2,835,915 -- 2,835,915
Accounts receivable:
Trade 408,640 -- 408,640
Affiliate 23,615 -- 23,615
Assets whose use is limited - required
for current liabilities 379,048 -- 379,048
Prepaid expenses 294,148 -- 294,148
Other assets 23,572 -- 23,572
------------ ------------ ------------
Total current assets 3,964,939 -- 3,964,939
------------ ------------ ------------
Assets whose use is limited - debt service
funds, net of amounts req. for curr liabilities 1,534,173 -- 1,534,173
Funds held in escrow 431,772 -- 431,772
Property and equipment, net -- 31,441,649 31,441,649
Cost of acquiring initial continuing-care contracts, net 1,504,083 -- 1,504,083
Deferred financing costs, net 719,706 -- 719,706
------------ ------------ ------------
$ 8,154,672 31,441,649 39,596,321
============ ============ ============
Liabilities and Partners' Equity (Deficit)
------------------------------------------
Current liabilities:
Accounts payable:
Life Care Services Corporation - current portion $ 650,000 -- 650,000
Trade 417,173 -- 417,173
Accrued expenses 194,688 -- 194,688
Refunds payable 127,950 -- 127,950
Accrued interest - mortgage bonds 224,048 -- 224,048
Current installment of mortgage bonds payable 155,000 -- 155,000
------------ ------------ ------------
Total current liabilities 1,768,858 -- 1,768,858
Payable to Life Care Services Corp. - excluding current portion 3,848,384 -- 3,848,384
Refundable deposits 460,916 -- 460,916
Mortgage bonds payable 12,885,000 -- 12,885,000
Mortgage loans from residents 26,547,293 -- 26,547,293
------------ ------------ ------------
Total liabilities 45,510,452 -- 45,510,452
------------ ------------ ------------
Partners' equity (deficit) (37,355,779) 31,441,649 (5,914,130)
Commitments and Contingencies
------------ ------------ ------------
$ 8,154,672 31,441,649 39,596,321
============ ============ ============
</TABLE>
<PAGE>
NORTH OAKS PARTNERSHIP AND
NORTH OAKS REAL ESTATE PARTNERSHIP
COMBINING BALANCE SHEETS
<TABLE>
<CAPTION>
DECEMBER 31, 1996
North Oaks
North Oaks Real Estate Combined
Assets Partnership Partnership Partnerships
------ ------------ ------------ ------------
<S> <C> <C> <C>
Current assets:
Cash and cash equivalents $ 2,721,397 -- 2,721,397
Accounts receivable:
Trade 443,575 -- 443,575
Affiliate 2,153 -- 2,153
Admission fees receivable 0 -- 0
Assets whose use is limited - required
for current liabilities 708,110 -- 708,110
Prepaid expenses 176,664 -- 176,664
Other assets 23,029 -- 23,029
------------ ------------ ------------
Total current assets 4,074,928 -- 4,074,928
------------ ------------ ------------
Assets whose use is limited - debt service
funds, net of amounts req. for curr liabilities 1,579,805 -- 1,579,805
Funds held in escrow 60,380 -- 60,380
Property and equipment, net -- 31,950,275 31,950,275
Cost of acquiring initial continuing-care contracts, net 1,659,678 -- 1,659,678
Deferred financing costs, net 757,721 -- 757,721
------------ ------------ ------------
$ 8,132,512 31,950,275 40,082,787
============ ============ ============
Liabilities and Partners' Equity (Deficit)
------------------------------------------
Current liabilities:
Accounts payable:
Life Care Services Corporation - current portion $ 650,000 -- 650,000
Trade 238,895 -- 238,895
Accrued expenses 207,436 -- 207,436
Refunds payable 80,380 -- 80,380
Accrued interest - mortgage bonds 563,109 -- 563,109
Current installment of mortgage bonds payable 145,000 -- 145,000
------------ ------------ ------------
Total current liabilities 1,884,820 -- 1,884,820
Payable to Life Care Services Corp. - excluding current portion 3,687,029 -- 3,687,029
Refundable deposits 438,882 -- 438,882
Mortgage bonds payable 13,040,000 -- 13,040,000
Mortgage loans from residents 26,143,574 -- 26,143,574
------------ ------------ ------------
Total liabilities 45,194,305 -- 45,194,305
Partners' equity (deficit) (37,061,793) 31,950,275 (5,111,518)
Commitments and Contingencies
------------ ------------ ------------
$ 8,132,512 31,950,275 40,082,787
============ ============ ============
</TABLE>
<PAGE>
NORTH OAKS PARTNERSHIP AND
NORTH OAKS REAL ESTATE PARTNERSHIP
COMBINING STATEMENTS OF OPERATIONS AND
PARTNERS' EQUITY (DEFICIT)
(UNAUDITED)
<TABLE>
<CAPTION>
NINE MONTHS ENDED SEPTEMBER 30, 1997
North Oaks
North Oaks Real Estate Combined
Partnership Partnership Partnerships
------------ ------------ ------------
<S> <C> <C> <C>
Revenues
Apartment service fees $ 3,649,578 -- 3,649,578
Health center fees 1,166,202 -- 1,166,202
Nonrefundable entrance fees 260,871 -- 260,871
Supervision fees 107,007 -- 107,007
Other 68,427 -- 68,427
------------ ------------ ------------
Total revenues 5,252,084 -- 5,252,084
------------ ------------ ------------
Expenses
Selling, general, and administrative 1,059,825 -- 1,059,825
Plant operations 586,126 -- 586,126
Environmental services 284,811 -- 284,811
Dietary 1,164,179 -- 1,164,179
Medical and resident care 1,122,302 -- 1,122,302
Depreciation and amortization 193,611 685,644 879,255
------------ ------------ ------------
Total expenses 4,410,854 685,644 5,096,498
------------ ------------ ------------
Income (loss) from operations 841,230 (685,644) 155,586
------------ ------------ ------------
Other income (expense)
Interest income 123,236 -- 123,236
Interest expense (1,081,435) -- (1,081,435)
------------ ------------ ------------
(958,198) -- (958,198)
------------ ------------ ------------
Net loss (116,968) (685,644) (802,612)
Partners' equity (deficit) at beginning of period (37,061,793) 31,950,275 (5,111,518)
Distribution to partners of property (177,018) -- (177,018)
Contribution by partners of property -- 177,018 177,018
Cash contributions from partners -- -- --
------------ ------------ ------------
Partners' equity (deficit) at end of period $(37,355,779) 31,441,649 (5,914,130)
============ ============ ============
</TABLE>
<PAGE>
NORTH OAKS PARTNERSHIP AND
NORTH OAKS REAL ESTATE PARTNERSHIP
COMBINING STATEMENTS OF OPERATIONS
(UNAUDITED)
<TABLE>
<CAPTION>
NINE MONTHS ENDED SEPTEMBER 30, 1996
North Oaks
North Oaks Real Estate Combined
Partnership Partnership Partnerships
------------ ------------ ------------
<S> <C> <C> <C>
Revenues
Apartment service fees $ 3,406,568 -- 3,406,568
Health center fees 1,022,622 -- 1,022,622
Nonrefundable entrance fees 351,165 -- 351,165
Supervision fees 106,877 -- 106,877
Other 47,467 -- 47,467
------------ ------------ ------------
Total revenues 4,934,699 -- 4,934,699
------------ ------------ ------------
Expenses
Selling, general, and administrative 979,301 -- 979,301
Plant operations 586,668 -- 586,668
Housekeeping 231,636 -- 231,636
Dietary 1,048,886 -- 1,048,886
Medical and resident care 1,107,042 -- 1,107,042
Depreciation and amortization 193,611 680,701 874,312
------------ ------------ ------------
Total expenses 4,147,144 680,701 4,827,845
------------ ------------ ------------
Income (loss) from operations 787,555 (680,701) 106,854
------------ ------------ ------------
Other income (expense)
Interest income 42,024 -- 42,024
Interest expense (1,097,738) -- (1,097,738)
Other income -- -- 0
------------ ------------ ------------
(1,055,714) -- (1,055,714)
------------ ------------ ------------
Net loss (268,159) (680,701) (948,860)
Partners' equity (deficit) at beginning of period (36,542,435) 32,637,223 (3,905,212)
Distribution to partners of property (180,013) -- (180,013)
Contribution by partners of property 180,013 180,013
Cash contributions from partners -- -- --
------------ ------------ ------------
Partners' equity (deficit) at end of period $(36,990,606) 32,136,534 (4,854,072)
============ ============ ============
</TABLE>
<PAGE>
NORTH OAKS PARTNERSHIP AND
NORTH OAKS REAL ESTATE PARTNERSHIP
COMBINING STATEMENTS OF CASH FLOW
(UNAUDITED)
<TABLE>
<CAPTION>
NINE MONTHS ENDED SEPTEMBER 30, 1997
North Oaks
North Oaks Real Estate Combined
Partnership Partnership Partnerships
----------- ----------- -----------
<S> <C> <C> <C>
Cash flows from operating activities:
Net loss $ (116,968) (685,644) (802,612)
Depreciation and amortization 193,611 685,644 879,255
Amortization of Entrance Fees (35,181) -- (35,181)
Decrease in accounts receivable 13,472 -- 13,472
Increase in prepaid expenses and other assets (118,027) -- (118,027)
Increase in accounts payable and accrued expenses 165,528 -- 165,528
Decrease in accrued interest - mortgage bonds (339,061) -- (339,061)
----------- ----------- -----------
Net cash used in operating activities (236,625) -- (236,625)
----------- ----------- -----------
Cash flows from investing activities:
Payments for property and equipment (177,018) -- (177,018)
Increase in funds held in escrow (371,392) -- (371,392)
Decrease in cash invested in assets
whose use is limited 374,694 -- 374,694
----------- ----------- -----------
Net cash used in investing activities (173,716) -- (173,716)
----------- ----------- -----------
Cash flows from financing activities:
Bond principal payments (145,000) -- (145,000)
Increase in advances from Life Care Services
Corporation, net 161,355 -- 161,355
Increase in loans from residents, net 438,900 -- 438,900
Increase in refundable deposits, net 69,604 -- 69,604
----------- ----------- -----------
Net cash provided by financing activities 524,859 -- 524,859
----------- ----------- -----------
Net decrease in cash 114,518 -- 114,518
Cash at beginning of period 2,721,397 -- 2,721,397
----------- ----------- -----------
Cash at end of period $ 2,835,915 -- 2,835,915
=========== =========== ===========
Supplemental disclosures of noncash financing
activities:
Distributions to partners of property $ 177,018 -- 177,018
=========== =========== ===========
Contributions from partners of property $ -- 177,018 177,018
=========== =========== ===========
</TABLE>
<PAGE>
NORTH OAKS PARTNERSHIP AND
NORTH OAKS REAL ESTATE PARTNERSHIP
COMBINING STATEMENTS OF CASH FLOW
(UNAUDITED)
<TABLE>
<CAPTION>
NINE MONTHS ENDED SEPTEMBER 30, 1996
North Oaks
North Oaks Real Estate Combined
Partnership Partnership Partnerships
----------- ----------- -----------
<S> <C> <C> <C>
Cash flows from operating activities:
Net loss $ (268,159) (680,701) (948,860)
Depreciation and amortization 193,611 680,701 874,312
Amortization of entrance fees (9,935) -- (9,935)
Increase in accounts receivable (717,063) -- (717,063)
Increase in prepaid expenses and other assets (42,917) -- (42,917)
Increase in accounts payable and accrued expenses 68,136 -- 68,136
Decrease in accrued interest - mortgage bonds (343,631) -- (343,631)
----------- ----------- -----------
Net cash used in operating activities (1,119,957) -- (1,119,957)
----------- ----------- -----------
Cash flows from investing activities:
Payments for property and equipment (180,013) -- (180,013)
Increase in funds held in escrow (267,184) -- (267,184)
Decrease in cash invested in assets
whose use is limited 515,361 -- 515,361
----------- ----------- -----------
Net cash provided by investing activities 68,164 -- 68,164
----------- ----------- -----------
Cash flows from financing activities:
Bond principal payments (135,000) -- (135,000)
Increase in advances from Life Care Services
Corporation, net 121,851 -- 121,851
Increase in loans from residents, net 871,237 -- 871,237
Payments of refundable deposits, net (18,021) -- (18,021)
----------- ----------- -----------
Net cash provided by financing activities 840,067 -- 840,067
----------- ----------- -----------
Net decrease in cash (211,726) -- (211,726)
Cash at beginning of period 2,528,103 -- 2,528,103
----------- ----------- -----------
Cash at end of period $ 2,316,377 -- 2,316,377
=========== =========== ===========
Supplemental disclosures of noncash financing
activities:
Distributions to partners of property $ 180,013 -- 180,013
=========== =========== ===========
Contributions from partners of property $ -- 180,013 180,013
=========== =========== ===========
</TABLE>
<PAGE>
NORTH OAKS PARTNERSHIP
AND
NORTH OAKS REAL ESTATE PARTNERSHIP
NOTES TO COMBINING FINANCIAL STATEMENTS
September 30, 1997
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 NOREP obligation to the
Partnership. The partnership and NOREP 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, property and equipment are 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 that, because of the
guarantee and the Operating and Use Agreement, the combining of
financial statements of the Partnership and NOREP are the most
informative, 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.
<PAGE>
D. Transactions with Partners
The nonrefundable admission fees to be paid under the Residency
Agreements for compensation of the owners' and developer's risk in
connection with 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 $225,690 and $341,230 have been assigned to the Partners during
the nine months ended September 30, 1997, and September 30, 1996,
respectively, and contributed to the Partnership. In addition,
purchases of property and equipment of $177,018 and $180,013 have been
distributed by the Partnership to the partners and contributed by the
partners to NOREP for the nine months ended September 30, 1997 and
September 30, 1996 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 nine months ended September 30, 1997
and 1996, the management fee was $211,444 and $205,216 respectively.
F. Commitments and Contingencies
The realization of the costs of the Project is contingent upon
sustained adequate occupancy of the Project and its operation in a cost
effective manner.
<PAGE>
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
The Project contains a total of 182 residential apartment units. The health care
center contains 37 comprehensive care beds and 12 domiciliary care units. As of
September 30, 1997, 179 apartment units, 32 comprehensive care beds, and 12
domiciliary care units were occupied. During the nine months ended September 30,
1997, apartment occupancy increased ten units, from 169 units to 179 units.
During the nine months ended September 30, 1997, 19 apartments became available
due to death, permanent assignment to the health center, or move-outs. In 1996,
during the nine months ended September 30, 22 apartments became available. Also
during the first nine months of 1997, 26 sales occurred, compared to 28 sales in
the same time period in 1996.
Sales efforts resulted in average occupancy being maintained at 95.6% during the
nine months ended September 30, 1997. During the nine months ended September 30,
1996, an average of 91% of the units were occupied.
Effective January 1, 1997, the monthly service fees for apartments increased
approximately 3.9%, and for the health center, approximately 4.1%. Effective
July 1, 1997, the Entrance Fees increased approximately 2%; this increase is the
first such increase in several years and reflects market demand.
Results Of Operations
On January 1, 1997, a 3.9% increase was implemented for the apartment service
fees. During the first nine months of 1997, average occupancy was approximately
96%, compared to an average occupancy of approximately 92% in the same time
period in 1996. These two factors, net of a decline of approximately 1% in
second person fees, are the reasons why apartment service fee revenues increased
in the nine months ended September 30, 1997, compared to the same time period in
1996.
Health Center revenues increased because of four factors - an increase in the
monthly service fees of 4.1%, an increase in the private pay patients, a
substantial increased occupancy by patients reimbursed by the Medicare program,
and a decline of the number of days used by residents permanently assigned to
the Health Center.
Revenue from non-refundable entrance fees declined because of an increase in the
number of Traditional Plan Residency Agreements being executed. Residents
entering into a Traditional Plan Residency Agreement make a payment of Entrance
Costs to the Community in lieu of an Entrance Loan. The total of the Entrance
Cost amount, which is refunded, amortizes to zero over an approximate 48-month
period. Consequently, the total non-refundable portion of the Admission Fee is
lower than under a Return of Capital Residency Agreement. Management placed more
emphasis in 1997 on maintaining and improving occupancy (and therefore operating
revenue) than on realizing more initial cash upon entry to the community. No
further Traditional Plan Residency Agreements are being offered; however, the
economic impact on revenues dedicated to partners will be evident for several
more quarters.
Operating expenses increased approximately 7% in 1997 over 1996 expenditures,
excluding depreciation and amortization. Although occupancy increased 4%, while
staffing increased approximately 5%, the increase in staffing is more reflective
of increased resident services and unstaffed positions in the prior year. In
addition, operating costs increased approximately 3% to 4%. Dietary expenditures
increased significantly due to increased number of meals served as a result of
increased occupancy, expanded food program to compensate for uncompleted dining
room expansion and renovation, and normal increased food costs.
<PAGE>
Overall, the net income from operations improved to $155,586 in 1997 compared to
$106,854 in 1996. This improvement, together with an increase in interest income
and decrease in interest expense (because $150,000 less of mortgage bonds are
outstanding currently than one year ago), resulted in a loss for the nine months
of $802,612 compared to a loss of $948,860 at September 30, 1996.
Liquidity and Capital Resources
During the nine months ended September 30, 1997, as compared to the same time
period in 1996:
* Net cash used by operating activities declined approximately $883,000.
Most of the change is attributable to: (1) an increase in accounts
receivable in 1996 used $717,000, whereas a decline in accounts
receivable in 1997 provided $13,000 - $730,000 net decline; and (2)
payables increased providing approximately $97,000 more cash and
contributing to the decline in usage of cash in 1997 compared to 1996.
* Net cash used by investment activities increased approximately $242,000
as cash balances held in escrow did not increase due to a decline in
permanent assignments to the Health Center.
* Net cash provided by financing activities declined by approximately
$315,000. The increase in loans from residents in 1997 was $432,000
less than in 1996 due to the number of apartment units being closed
under the Traditional Plan Residency Agreement. In 1997, although there
continued to be increased occupancy, the increase occurred primarily
due to Traditional Plan Residency Agreements being executed by new
residents rather than Return of Capital Plans.
Residents, upon occupancy, make loans to the Partnership. The loans from
residents totaled $26,547,293 at September 30, 1997, 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 nine months ended
September 30, 1997. Attrition receipts were sufficient to cover the operating
cash shortfall after debt service.
During the next six months, the partners anticipate expending approximately
$250,000 for renovation and refurbishing of the dining room. It is anticipated
that there are sufficient cash balances on hand to pay for these costs.
For 1997 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.
<PAGE>
Part II - OTHER INFORMATION
Item 1. Legal Proceedings
None
Item 6. Exhibits and Reports on Form 8-K
A. Exhibits
Exhibit 27 - Financial Data Schedule
B. Reports on Form 8-K
None
<PAGE>
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: November 13, 1997 by: /s/ Stan G. Thurston
---------------------
Stan G. Thurston, President and
Chief Operating Officer
Date: November 13, 1997 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: November 13, 1997 by: /s/ T. F. Mullan III
---------------------
Thomas F. Mullan III, President
<PAGE>
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: November 13, 1997 by: /s/ Stan G. Thurston
---------------------
Stan G. Thurston, President and
Chief Operating Officer
Date: November 13, 1997 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: November 13, 1997 By: /s/ T.F. Mullan
----------------
Thomas F. Mullan III, President
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000857613
<NAME> NORTH OAKS PARTNERSHIP
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> SEP-30-1997
<CASH> 2,835,915
<SECURITIES> 0
<RECEIVABLES> 408,640
<ALLOWANCES> 0
<INVENTORY> 23,572
<CURRENT-ASSETS> 3,964,939
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 8,154,672
<CURRENT-LIABILITIES> 1,768,858
<BONDS> 12,885,000
0
0
<COMMON> 0
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 8,154,672
<SALES> 0
<TOTAL-REVENUES> 5,252,084
<CGS> 0
<TOTAL-COSTS> 4,410,854
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> (958,198)
<INCOME-PRETAX> (116,968)
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