FORM 10-K
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES EXCHANGE ACT
OF 1934 (FEE REQUIRED)
For the fiscal year ended March 31, 1998
Commission File Number 0-21762
Gateway Tax Credit Fund III Ltd.
(Exact name of Registrant as specified in its charter)
Florida 59-3090386
(State or other jurisdiction of ( I.R.S. Employer No.)
incorporation or organization)
880 Carillon Parkway, St. Petersburg, Florida 33716
(Address of principal executive offices) (Zip Code)
Registrant's Telephone No., Including Area Code: (813)573-3800
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act:
Title of Each Class: Beneficial Assignee Certificates
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 (Sec. 229.405 of this chapter) is not contained
herein, and will be contained to the best of registrant's knowledge, in
definitive proxy or information statements incorporated by reference in
Park III of this Form 10-K or any amendment to this Form 10-K. X
Number of Record Holders
Title of Each Class March 31, 1998
Limited Partnership Interest 2,205
General Partner Interest 2
DOCUMENTS INCORPORATED BY REFERENCE
Parts III and IV - Form S-11 Registration Statement and all amendments and
supplements thereto.
File No. 33-44238
<PAGE>
PART I
Item 1. Business
Gateway Tax Credit Fund III Ltd. ("Gateway") is a Florida Limited
Partnership. The general partners are Raymond James Tax Credit Funds,
Inc., the Managing General Partner, and Raymond James Partners, Inc., both
sponsors of Gateway Tax Credit Fund III Ltd. and wholly-owned subsidiaries
of Raymond James Financial, Inc. Gateway was formed October 17, 1991 and
commenced operations July 16, 1992 with the first admission of Limited
Partners.
Gateway is engaged in only one industry segment, to acquire limited
partnership interests in unaffiliated limited partnerships ("Project
Partnerships"), each of which owns and operates one or more apartment
complexes eligible for Low-Income Housing Tax Credits under Section 42 of
the Internal Revenue Code ("Tax Credits"), received over a ten year period.
Subject to certain limitations, Tax Credits may be used by Gateway's
investors to reduce their income tax liability generated from other income
sources. Gateway will terminate on December 31, 2040, or sooner, in
accordance with the terms of its Limited Partnership Agreement. As of
March 31, 1998, Gateway received capital contributions of $1,000 from the
General Partners and from the Limited Partners, $10,395,000 in Series 7,
$9,980,000 from Series 8, $6,254,000 from Series 9, $5,043,000 from Series
10 and $5,127,000 from Series 11.
Gateway offered Limited Partnership units in series. Each series is
treated as though it were a separate partnership, investing in a separate
and distinct pool of Project Partnerships. Net proceeds from each series
are used to acquire Project Partnerships which are specifically allocated
to such series. Income or loss and all tax items from the Project
Partnerships acquired by each series are specifically allocated among the
limited partners of such series.
Operating profits and losses, cash distributions from operations and Tax
Credits are allocated 99% to the Limited Partners and 1% to the General
Partners. Profit or loss and cash distributions from sales of property
will be allocated as described in the Limited Partnership Agreement.
As of March 31, 1998, Gateway had invested in 39 Project Partnerships for
Series 7, 43 Project Partnerships for Series 8, 24 Project Partnerships for
Series 9, 15 Project Partnerships for Series 10 and 12 Project Partnerships
for Series 11. Gateway acquired its interests in these properties by
becoming a limited partner in the Project Partnerships that own the
properties. The primary source of funds for each series is the capital
contributions from Limited Partner investors.
All but eight of the properties are financed with mortgage loans from the
Farmers Home Administration (now called Rural Economic and Community
Development) ("RECD") under Section 515 of the Housing Act of 1949. These
mortgage loans are made at low interest rates for multi-family housing in
rural and suburban areas, with the requirement that the interest savings be
passed on to low income tenants in the form of lower rents. A significant
portion of the project partnerships also receive rental assistance from
RECD to subsidize certain qualifying tenants. One recently acquired
property in Series 7 received conventional financing. One property in
Series 9, two properties in Series 10 and one property in Series 11 are
fully financed through the HOME Investment Partnerships Program. These
HOME Program loans provide financing at rates of 0 % to 0.5% for a period
of 15 to 42 years. One property in Series 11 is partially financed by
HOME. Two properties in Series 11 received conventional financing.
Risks related to the operations of Gateway are described in detail on
pages 29 through 38 of the Prospectus, as supplemented, under the Caption
"Risk Factors" which is incorporated herein by reference. The investment
objectives of Gateway are to:
1) Provide tax benefits to Limited Partners in the form of Tax
Credits during the period in which each Project is eligible to claim
tax credits;
2) Preserve and protect the capital contribution of Investors;
3) Participate in any capital appreciation in the value of the
Projects; and
4) Provide passive losses to i) individual investors to offset
passive income from other passive activities, and ii) corporate
investors to offset business income.
The investment objectives and policies of Gateway are described in detail
on pages 39 through 47 of the Prospectus, as supplemented, under the
caption "Investment Objectives and Policies" which is incorporated herein
by reference.
Gateway's goal is to invest in a diversified portfolio of Project
Partnerships located in rural and suburban locations with a high demand for
low income housing. As of March 31, 1998 the Series' investor capital
contributions were successfully invested in Project Partnerships which met
the investment criteria. Management anticipates that competition for
tenants will only be with other low income housing projects and not with
conventionally financed housing. With a significant number of rural
American households living below the poverty level in substandard housing,
management believes there will be a continuing demand for affordable low
income housing for the foreseeable future.
Gateway has no direct employees. Services are performed by the Managing
General Partner and its affiliates and by agents retained by it. The
Managing General Partner has full and exclusive discretion in management
and control of Gateway.
Item 2. Properties
Gateway owns a majority interest in properties through its limited
partnership investments in Project Partnerships. The largest single net
investment in a Project Partnership in Series 7 is 11.1% of the Series'
total balance sheet assets, Series 8 is 4.6%, Series 9 is 12.5%, Series 10
is 18.4% and Series 11 is 20.4%. The following table provides certain
summary information regarding the Project Partnerships in which Gateway had
an interest as of December 31, 1997:
<PAGE>
Item 2 - Properties (continued):
SERIES 7
OCCU-
LOCATION OF # OF DATE PROPERTY PANCY
PARTNERSHIP PROPERTY UNIT ACQUIRED COST RATE
- ----------- ----------- ---- -------- -------- -----
Nottingham Pisgah, AL 18 6/92 $ 717,067 94%
Cedar Hollow Waterloo, NE 24 7/92 927,565 100%
Sunrise Mission, SD 44 7/92 2,507,687 93%
Mountain City Mountain City, TN 40 8/92 1,598,107 100%
Burbank Falls City, NE 24 8/92 979,819 92%
Washington Bloomfield, NE 24 9/92 962,552 88%
BrookStone McCaysville, GA 40 9/92 1,457,196 98%
Tazewell New Tazewell, TN 44 9/92 1,716,442 93%
N. Irvine Irvine, KY 24 9/92 1,018,407 100%
Horton Horton, KS 24 9/92 932,540 92%
Manchester Manchester, GA 42 9/92 1,473,065 98%
Waynesboro Waynesboro, GA 24 9/92 815,851 100%
Lakeland II Lakeland, GA 30 9/92 1,009,647 93%
Mt. Vernon Mt. Vernon, GA 24 9/92 900,526 75%
Meadow Run Dawson, GA 48 9/92 1,744,840 94%
Spring Creek II Quitman, GA 24 9/92 808,475 96%
Warm Springs Warm Springs, GA 22 9/92 820,758 91%
Blue Ridge Blue Ridge, GA 41 9/92 1,334,613 100%
Walnut Elk Point, SD 24 9/92 995,726 54%
Pioneer Mountain View, AR 48 9/92 1,331,576 100%
Dilley Dilley, TX 28 9/92 889,051 96%
Elsa Elsa, TX 40 9/92 1,340,481 100%
Clinch View Gate City, VA 42 9/92 1,781,033 100%
Jamestown Jamestown, TN 40 9/92 1,499,883 98%
Leander Leander, TX 36 9/92 1,114,334 100%
Louisa Sr. Louisa, KY 36 9/92 1,504,659 100%
Orchard Commons Crab Orchard, KY 12 9/92 479,661 100%
Vardaman Vardaman, MS 24 9/92 905,694 96%
Heritage Park Paze, AZ 32 9/92 1,547,051 97%
BrooksHollow Jasper, GA 40 9/92 1,435,132 100%
Cavalry Crossing Ft. Scott, KS 40 9/92 1,751,111 98%
Carson City Carson City, KS 24 11/92 957,011 92%
Matteson Capa, KS 24 11/92 936,745 100%
Pembroke Pembroke, KY 16 12/92 623,304 100%
Robynwood Cynthiana, KY 24 12/92 1,011,684 100%
Atoka Atoka, OK 24 1/93 835,334 100%
Coalgate Coalgate, OK 24 1/93 828,505 100%
Hill Creek West Blocton, AL 24 11/93 956,253 96%
Cardinal Mountain Home, AR 32 11/93 777,266 97%
---- ----------
1,195 $45,226,651
===== ==========
An average effective rental per unit is $3,212 per year ($268 per month).
Item 2 - Properties (continued):
<PAGE>
SERIES 8
OCCU-
LOCATION OF # OF DATE PROPERTY PANCY
PARTNERSHIP PROPERTY UNIT ACQUIRED COST RATE
- ----------- ----------- ----- -------- -------- ------
Purdy Purdy, MO 16 12/92 $ 565,034 88%
Galena Galena, KS 24 12/92 747,304 92%
Antlers 2 Antlers, OK 24 1/93 787,859 96%
Holdenville Holdenville, OK 24 1/93 892,598 100%
Wetumka Wetumka, OK 24 1/93 812,853 100%
Mariners Cove Marine City, MI 32 1/93 1,263,433 94%
Mariners Cove Sr. Marine City, MI 24 1/93 984,739 96%
Antlers Antlers, OK 36 3/93 1,321,039 86%
Bentonville Bentonville, AR 24 3/93 758,489 96%
Deerpoint Elgin, AL 24 3/93 932,474 88%
Aurora Aurora, MO 28 3/93 882,856 100%
Baxter Baxter Springs, KS 16 4/93 532,875 100%
Arbor Gate Bridgeport, AL 24 5/93 918,303 88%
Timber Ridge Collinsville, AL 24 5/93 895,627 75%
Concordia Sr. Concordia, KS 24 5/93 826,389 100%
Mountainburg Mountainburg, AR 24 6/93 883,990 100%
Lincoln Pierre, SD 25 5/93 1,084,491 96%
Fox Ridge Russellville, AL 24 6/93 902,785 96%
Meadow View Bridgeport, NE 16 6/93 717,544 81%
Sheridan Auburn, NE 16 6/93 744,452 75%
Morningside Kenton, OH 32 6/93 1,184,805 97%
Grand Isle Grand Isle, ME 16 6/93 1,200,210 69%
Meadowview Van Buren, AR 29 8/93 994,717 100%
Taylor Taylor, TX 44 9/93 1,530,768 100%
Brookwood Gainesboro, TN 44 9/93 1,809,449 100%
Pleasant Valley Lynchburg, TN 33 9/93 1,346,228 100%
Reelfoot Ridgely, TN 20 9/93 814,568 100%
River Rest Newport, TN 34 9/93 1,403,425 100%
Kirskville Kirksville, MO 24 9/93 831,492 100%
Cimmaron Arco, ID 24 9/93 1,087,841 96%
Kenton Kenton, OH 46 9/93 1,764,144 91%
Lovingston Lovingston, VA 64 9/93 2,720,846 100%
Pontotoc Pontotoc, MS 36 10/93 1,326,113 94%
So. Brenchley Rexburg, ID 30 10/93 1,548,673 97%
Hustonville Hustonville, KY 16 10/93 693,139 94%
Northpoint Jackson, KY 24 10/93 1,082,599 100%
Brooks Field Louisville, GA 32 10/93 1,171,823 100%
Brooks Lane Clayton, GA 36 10/93 1,348,191 100%
Brooks Point Dahlonega, GA 41 10/93 1,657,691 100%
Brooks Run Jasper, GA 24 10/93 923,814 100%
Logan Heights Russellville, KY 24 11/93 951,730 83%
Lakeshore 2 Tuskegee, AL 36 12/93 1,415,885 94%
Cottondale Cottondale, FL 25 1/94 948,319 96%
----- -----------
1,207 $47,211,604
===== ===========
An average effective rental per unit is $3,133 per year ($261 per month).
<PAGE>
Item 2 - Properties (continued):
SERIES 9
OCCU-
LOCATION OF # OF DATE PROPERTY PANCY
PARTNERSHIP PROPERTY UNIT ACQUIRED COST RATE
- ----------- ----------- ----- -------- -------- ------
Jay Jay, OK 24 9/93 $ 810,597 100%
Boxwood Lexington, TX 24 9/93 770,939 96%
Stilwell 3 Stilwell, OK 16 9/93 587,132 88%
Arbor Trace Lake Park, GA 24 11/93 918,358 100%
Arbor Trace 2 Lake Park, GA 42 11/93 1,806,435 98%
Omega Omega, GA 36 11/93 1,407,304 81%
Cornell 2 Watertown, SD 24 11/93 1,142,441 92%
Elm Creek Pierre, SD 24 11/93 1,162,144 79%
Marionville Marionville, MO 20 11/93 696,510 95%
Lamar Lamar, AR 24 12/93 904,325 96%
Mt. Glen Heppner, OR 24 12/93 1,058,211 83%
Centreville Centreville, AL 24 12/93 973,835 100%
Skyview Troy, AL 36 12/93 1,395,014 100%
Sycamore Coffeyville, KS 40 12/93 1,765,516 100%
Bradford Cumberland, KY 24 12/93 1,055,632 100%
Cedar Lane London, KY 24 12/93 995,281 100%
Stanton Stanton, KY 24 12/93 1,001,158 100%
Abernathy Abernathy, TX 24 1/94 781,898 96%
Pembroke Pembroke, KY 24 1/94 998,687 96%
Meadowview Greenville, AL 24 2/94 1,134,218 96%
Town Branch Mt. Vernon, KY 24 12/93 984,410 100%
Fox Run Ragland, AL 24 3/94 968,994 88%
Maple Street Emporium, PA 32 3/94 1,697,719 100%
Manchester Manchester, GA 18 5/94 735,135 100%
----- ----------
624 $25,751,893
===== ==========
An average effective rental per unit is $3,256 per year ($271 per month).
<PAGE>
Item 2 - Properties (continued):
SERIES 10
OCCU-
LOCATION OF # OF DATE PROPERTY PANCY
PARTNERSHIP PROPERTY UNIT ACQUIRED COST RATE
- ----------- ----------- ----- -------- -------- ------
Redstone Challis, ID 24 11/93 $1,099,763 96%
Albany Albany, KY 24 1/94 1,029,662 96%
Oak Terrace Bonifay, FL 18 1/94 661,663 100%
Wellshill West Liberty, KY 32 1/94 1,345,844 100%
Applegate Florence, AL 36 2/94 1,835,686 97%
Heatherwood Alexander, AL 36 2/94 1,607,378 92%
Peachtree Gaffney, SC 28 3/94 1,046,466 96%
Donna Donna, TX 50 1/94 1,776,522 98%
Wellsville Wellsville, NY 24 2/94 1,332,613 92%
Tecumseh Tecumseh, NE 24 4/94 1,059,765 75%
Clay City Clay City, KY 24 5/94 1,021,084 96%
Irvine West Irvine, KY 24 5/94 1,086,338 96%
New Castle New Castle, KY 24 5/94 1,019,050 100%
Stigler Stigler, OK 20 7/94 754,056 100%
Courtyard Huron, SD 21 8/94 764,318 100%
---- -----------
409 $17,440,208
==== ===========
An average effective rental per unit is $3,235 per year ($270 per month).
<PAGE>
Item 2 - Properties (continued):
SERIES 11
OCCU-
LOCATION OF # OF DATE PROPERTY PANCY
PARTNERSHIP PROPERTY UNIT ACQUIRED COST RATE
- ----------- ----------- ----- -------- -------- ------
Homestead Pinetop, AZ 32 9/94 $1,754,502 100%
Mountain Oak Collinsville, AL 24 9/94 879,424 88%
Eloy Eloy, AZ 24 11/94 896,409 100%
Gila Bend Gila Bend, AZ 36 11/94 1,274,647 92%
Creekstone Dallas, GA 40 12/94 2,008,604 100%
Tifton Tifton, GA 36 12/94 1,679,705 100%
Cass Towne Cartersville, GA 10 12/94 324,320 100%
Warsaw Warsaw, VA 56 12/94 3,352,879 100%
Royston Royston, GA 25 12/94 932,820 96%
Red Bud Mokane, MO 8 12/94 301,117 75%
Cardinal Mountain Home, AR 32 12/94 507,090 97%
Parsons Parsons, KS 38 12/94 1,319,843 97%
---- -----------
361 $15,231,360
==== ===========
An average effective rental per unit is $3,653 per year ($304 per month).
A summary of the cost of the properties at December 31, 1997, 1996 and 1995
is as follows:
12/31/97
SERIES 7 SERIES 8 SERIES 9
Land $ 1,615,119 $ 1,978,810 $ 1,099,659
Land Improvements 78,933 425,076 178,022
Buildings 41,938,629 43,289,922 23,558,060
Furniture and Fixtures 1,593,970 1,517,796 916,152
Construction in Progress 0 0 0
----------- ----------- -----------
Properties, at Cost 45,226,651 $47,211,604 $25,751,893
Less: Accum.Depreciation 7,267,152 6,410,571 3,111,495
----------- ----------- -----------
Properties, Net $37,959,499 $40,801,033 $22,640,398
=========== =========== ===========
SERIES 10 SERIES 11 TOTAL
Land $ 648,625 $ 599,197 $ 5,941,410
Land Improvements 58,185 0 740,216
Buildings 16,279,503 14,270,891 139,337,005
Furniture and Fixtures 453,895 361,272 4,843,085
Construction in Progress 0 0 0
----------- ----------- ------------
Properties, at Cost $17,440,208 $15,231,360 $150,861,716
Less: Accum.Depreciation 1,734,926 1,240,103 19,764,247
----------- ----------- ------------
Properties, Net $15,705,282 $13,991,257 $131,097,469
=========== =========== ============
<PAGE>
Item 2 - Properties (continued):
12/31/96
SERIES 7 SERIES 8 SERIES 9
Land $ 1,615,119 $ 1,978,810 $ 1,099,659
Land Improvements 87,542 411,365 174,250
Buildings 45,053,147 43,294,684 23,548,626
Furniture and Fixtures 1,412,182 1,469,856 898,992
Construction in Progress 0 0 0
----------- ----------- -----------
Properties, at Cost $45,167,990 $47,154,715 $25,721,527
Less: Accum.Depreciation 5,712,059 4,790,218 2,212,706
----------- ----------- -----------
Properties, Net $39,455,931 $42,364,497 $23,508,821
=========== =========== ===========
SERIES 10 SERIES 11 TOTAL
Land $ 648,625 $ 599,470 $ 5,941,683
Land Improvements 57,572 0 730,729
Buildings 16,312,322 14,291,880 139,500,659
Furniture and Fixtures 412,688 327,601 4,521,319
Construction in Progress 0 0 0
----------- ----------- ------------
Properties, at Cost $17,431,207 $15,218,951 $150,694,390
Less: Accum.Depreciation 1,230,341 738,925 14,684,249
----------- ----------- ------------
Properties, Net $16,200,866 $14,480,026 $136,010,141
=========== =========== ============
12/31/95
SERIES 7 SERIES 8 SERIES 9
Land $ 1,615,119 $ 1,978,810 $ 1,099,659
Land Improvements 177,159 409,921 167,424
Buildings 41,501,608 43,293,853 23,549,661
Furniture and Fixtures 1,412,943 1,435,197 888,379
Construction in Progress 330,777 0 0
----------- ----------- -----------
Properties, at Cost $45,037,606 $47,117,781 $25,705,123
Less: Accum.Depreciation 4,103,029 3,146,594 1,301,928
----------- ----------- -----------
Properties, Net $40,934,577 $43,971,187 $24,403,195
=========== =========== ===========
SERIES 10 SERIES 11 TOTAL
Land $ 648,625 $ 606,221 $ 5,948,434
Land Improvements 56,777 0 811,281
Buildings 16,357,696 13,294,591 137,997,409
Furniture and Fixtures 343,848 264,287 4,344,654
Construction in Progress 0 535,974 866,751
----------- ----------- ------------
Properties, at Cost $17,406,946 $14,701,073 $149,968,529
Less: Accum.Depreciation 719,972 205,821 9,477,344
----------- ----------- ------------
Properties, Net $16,686,974 $14,495,252 $140,491,185
=========== =========== ============
<PAGE>
Item 3. Legal Proceedings
Gateway is not a party to any material pending legal proceedings.
Item 4. Submission of Matters to a Vote of Security Holders
As of March 31, 1998, no matters were submitted to a vote of security
holders, through the solicitation of proxies or otherwise.
PART II
Item 5. Market for the Registrant's Securities and Related Security Holder
Matters
(a) Gateway's Limited Partnership interests are not publicly
traded. There is no market for Gateway's Limited Partnership
interests and it is unlikely that any will develop. No transfers
of Limited Partnership Interests are permitted without the prior
written consent of the Managing General Partner. There have been
several transfers from inception to date with most being from
individuals to their trusts or heirs. The Managing General Partner
is not aware of the price at which Limited Partnership units are
transferred. The criteria for and the details regarding transfers
are found on pages A-28 and A-29 of the Limited Partnership
Agreement under ARTICLE XII under the caption "Transfers of Units"
found in the Prospectus, which is incorporated herein by reference.
There have been no distributions to Limited Partner investors from
inception to date.
(b) Approximate Number of Equity Security Holders:
Number of Holders
Title of Class as of March 31, 1998
Limited Partner Interest 2,205
General Partner Interest 2
<PAGE>
Item 6. Selected Financial Data
FOR THE YEARS ENDED MARCH 31,
SERIES 7 1998 1997 1996 1995 1994
---- ---- ---- ---- ----
Total
Revenues $ 44,592 $ 43,466 $ 54,373 $ 64,102 $ 83,225
Net Loss (1,010,863) (1,026,918) (1,014,650) (1,187,932) (837,731)
Equity in
Losses of
Project
Partnerships (909,991) (936,184) (936,257) (1,118,343) (783,073)
Total Assets 4,255,853 5,218,302 6,203,282 7,167,131 8,485,924
Investments
In Project
Partnerships 3,517,852 4,483,546 5,464,982 6,022,991 7,343,297
Per Weighted
Average
Limited
Partnership
Unit: (A)
Tax Credits 161.50 160.60 153.40 140.20 68.50
Portfolio
Income 10.30 9.80 9.60 8.90 9.90
Passive Loss (117.30) (113.20) (121.90) (131.60) (95.50)
Net Loss (96.27) (97.81) (96.63) (113.14) (79.78)
<PAGE>
FOR THE YEARS ENDED MARCH 31,
SERIES 8 1998 1997 1996 1995 1994
---- ---- ---- ---- ----
Total
Revenues $ 46,987 $ 48,637 $ 46,431 $ 67,069 $ 142,722
Net Loss (1,060,938) (1,089,189) (1,201,546) (1,076,492) (244,729)
Equity in
Losses of
Project
Partnerships (963,455) (999,833) (1,110,855) (996,606) (297,929)
Total Assets 4,446,829 5,451,625 6,480,200 7,853,765 9,991,144
Investments
In Project
Partnerships 3,608,229 4,614,122 5,658,160 6,909,627 8,229,829
Per Weighted
Average
Limited
Partnership
Unit: (A)
Tax Credits 160.80 159.20 143.80 104.62 21.60
Portfolio
Income 10.60 8.90 8.00 9.50 17.10
Passive Loss (130.60) (138.30) (131.60) (125.50) (36.20)
Net Loss (105.56) (108.37) (119.55) (107.11) (24.35)
<PAGE>
FOR THE YEARS ENDED MARCH 31,
SERIES 9 1998 1997 1996 1995 1994
---- ---- ---- ---- ----
Total
Revenues $ 25,209 $ 25,848 $ 29,092 $ 56,756 $ 45,037
Net Loss (512,506) (557,202) (504,713) (290,577) 13,099
Equity in
Losses of
Project
Partnerships (459,629) (506,807) (458,221) (271,414) (15,788)
Total Assets 3,830,465 4,307,579 4,824,662 5,615,793 6,583,534
Investments
In Project
Partnerships 3,363,377 3,848,367 4,397,301 4,901,634 4,825,074
Per Weighted
Average
Limited
Partnership
Unit: (A)
Tax Credits 153.40 153.30 143.10 50.40 .00
Portfolio
Income 9.10 8.10 8.50 12.30 4.80
Passive Loss (100.80) (108.70) (102.70) (61.20) (4.80)
Net Loss (81.13) (88.20) (79.90) (46.00) 4.15
<PAGE>
FOR THE YEARS ENDED MARCH 31,
SERIES 10 1998 1997 1996 1995 1994
---- ---- ---- ---- ----
Total
Revenues $ 24,885 $ 24,953 $ 27,591 $ 62,023 $ 15,622
Net Loss (224,779) (214,923) (189,034) (110,564) 10,369)
Equity in
Losses of
Project
Partnerships (195,183) (190,191) (167,857) (121,762) (309)
Total Assets 3,784,494 4,006,856 4,203,400 4,537,644 5,754,711
Investments
In Project
Partnerships 3,352,669 3,571,518 3,788,041 3,966,411 2,868,929
Per Weighted
Average
Limited
Partnership
Unit: (A)
Tax Credits 149.60 149.60 139.10 47.40 .00
Portfolio
Income 9.70 8.88 8.80 18.70 .00
Passive Loss (82.30) (79.00) (79.80) (39.30) .00
Net Loss (44.13) (42.19) (37.11) (21.71) 9.77
<PAGE>
FOR THE YEARS ENDED MARCH 31,
SERIES 11 1998 1997 1996 1995 1994
---- ---- ---- ---- ----
Total
Revenues $ 26,502 $ 30,465 $ 69,130 $ 158,326 $ 0
Net Loss (183,183) (196,029) (108,465) 136,410 0
Equity in
Losses of
Project
Partnerships (163,364) (182,485) (134,308) (9,886) 0
Total Assets 4,314,491 4,487,039 4,962,767 5,619,288 0
Investments
In Project
Partnerships 3,861,731 4,070,301 4,340,316 3,771,207 0
Per Weighted
Average
Limited
Partnership
Unit: (A)
Tax Credits 146.20 57.50 32.70 .00 .00
Portfolio
Income 9.50 11.00 20.70 24.40 .00
Passive Loss (58.40) (57.50) (37.60) (2.40) .00
Net Loss (35.37) (37.85) (20.94) 26.34 .00
(A) The tax information is as of December 31, the year end for tax
purposes.
The above selected financial data should be read in conjunction with the
financial statements and related notes appearing elsewhere in this report.
This statement is not covered by the auditor's opinion included elsewhere
in this report.
<PAGE>
Item 7. Management's Discussion and Analysis of Financial Condition and
Results of Operations
Results of Operations, Liquidity and Capital Resources
Operations commenced on July 16, 1992 with the first admission of
Limited Partners in Series 7. The proceeds from Limited Partner investors'
capital contributions available for investment are used to acquire
interests in Project Partnerships.
As disclosed on the statement of operations for each Series, except as
described below, interest income is comparable for the years ended March
31, 1998, March 31, 1997 and March 31, 1996. General and Administrative
expenses - General Partner and General and Administrative expenses - Other
for the year ended March 31, 1998 are comparable to March 31, 1997 and
March 31, 1996.
The capital resources of each Series are used to pay General and
Administrative operating costs including personnel, supplies, data
processing, travel and legal and accounting associated with the
administration and monitoring of Gateway and the Project Partnerships. The
capital resources are also used to pay the Asset Management Fee due the
Managing General Partner, but only to the extent that Gateway's remaining
resources are sufficient to fund Gateway's ongoing needs. (Payment of any
Asset Management Fee unpaid at the time Gateway sells its interests in the
Project Partnerships is subordinated to the investors' return of their
original capital contribution.)
The sources of funds to pay the operating costs of each Series are short-
term investments and interest earned thereon, the maturity of U.S. Treasury
Security Strips ("Zero Coupon Treasuries") which were purchased with funds
set aside for this purpose, and cash distributed to the Series from the
operations of the Project Partnerships.
Series 7 - Gateway closed this series on October 16, 1992 after
receiving $10,395,000 from 635 Limited Partner investors. As of March 31,
1998, the series had invested $7,732,089 in 39 Project Partnerships located
in 14 states containing 1,195 apartment units. Average occupancy of the
Project Partnerships was 96% at December 31, 1997.
Equity in losses of Project Partnerships for the year ended March 31,
1998 of $909,991 were comparable to the Equity in losses of Project
Partnerships of $936,184 for the year ended March 31, 1997 and $936,257 for
the year ended March 31, 1996. In general, it is common in the real estate
industry to experience losses for financial and tax reporting purposes
because of the non-cash expenses of depreciation and amortization. (These
Project Partnerships reported depreciation and amortization of $1,553,899,
$1,625,748 and $1,573,077 for the periods ended December 31, 1995, 1996 and
1997, respectively.) As a result, management expects that this Series, as
well as the Series described below, will report its equity in Project
Partnerships as a loss for tax and financial reporting purposes. Overall
management believes the Project Partnerships are operating as expected and
are generating tax credits which meet projections. However, one Project
Partnership experienced significant operating problems worth noting.
At March 31, 1998, the Series had $286,106 of short-term investments
(Cash and Cash Equivalents). It also had $451,895 in Zero Coupon
Treasuries with annual maturities providing $45,000 in fiscal year 1999
increasing to $86,000 in fiscal year 2008. Management believes the sources
of funds are sufficient to meet current and ongoing operating costs for the
foreseeable future, and to pay part of the Asset Management Fee.
As disclosed on the statement of cash flows, the Series had a net loss
of $1,010,863 for the year ending March 31, 1998. However, after adjusting
for Equity in Losses of Project Partnerships of $909,991 and the changes in
operating assets and liabilities, net cash used in operating activities was
$51,020 of which $41,281 was the Asset Management Fee actually paid. Cash
provided by investing activities totaled $69,146 consisting of $34,057 in
cash distributions from the Project Partnerships and $35,089 from matured
Zero Coupon Treasuries. There were no unusual events or trends to
describe.
A Project Partnership located in Elk Point, SD experienced cash
shortages from operations in 1997due to low occupancy. The local general
partner has funded the deficit by lending $5,080 in 1997 and from $5,000
withdrawn from the property's replacement reserve account. Occupancy was
84% at June 30, 1998. Management does not expect any materially adverse
effect to Gateway from this Project Partnership.
Series 8 - Gateway closed this Series on June 28, 1993 after receiving
$9,980,000 from 664 Limited Partner investors. As of March 31, 1998, the
series had invested $7,586,105 in 43 Project Partnerships located in 18
states containing 1,207 apartment units. Average occupancy of the Project
Partnerships was 95% at December 31, 1997.
Equity in losses of Project Partnerships for the year ended March 31,
1998 of $963,455 was comparable to the years ended March 31, 1997 and 1996.
(These Project Partnerships reported depreciation and amortization of
$1,521,763, $1,652,936 and $1,627,815 for the periods ended December 31,
1995, 1996 and 1997, respectively.) Overall management believes the
Project Partnerships are operating as expected and are generating tax
credits which meet projections.
At March 31, 1998, the Series had $410,727 of short-term investments
(Cash and Cash Equivalents). It also had $427,873 in Zero Coupon
Treasuries with annual maturities providing $45,000 in fiscal year 1999
increasing to $82,000 in fiscal year 2008. Management believes the sources
of funds are sufficient to meet current and ongoing operating costs for the
foreseeable future, and to pay part of the Asset Management Fee.
As disclosed on the statement of cash flows, the Series had a net loss
of $1,060,938 for the year ending March 31, 1998. However, after adjusting
for Equity in Losses of Project Partnerships of $963,455 and the changes
in operating assets and liabilities, net cash used in operating activities
was $45,918 of which $40,379 was the Asset Management Fee actually paid.
Cash provided by investing activities totaled $60,607 consisting of $27,736
received in cash distributions from the Project Partnerships and $32,418
from matured Zero Coupon Treasuries. Management believes the sources of
funds are sufficient to meet current and ongoing operating costs for the
foreseeable future, and to pay part of the Asset Management Fee. There
were no unusual events or trends to describe.
A Project Partnership located in Bridgeport, NE experienced significant
cash shortages from operations in 1997due to low occupancy. The local
general partner has funded the deficit by lending $10,015 in 1997.
Occupancy improved to 92% at June 30, 1998. Management does not expect any
materially adverse effect to Gateway from this Project Partnership.
A Project Partnership located in Russellville, KY experienced cash
shortages from operations in 1997 due to low occupancy. The deficit was
funded using withdrawals from the property's replacement reserve account.
We are in discussion with the local general partner regarding funding the
deficits and working toward a permanent solution. Management does not
expect any materially adverse effect to Gateway from this Project
Partnership.
Series 9 - Gateway closed this Series on September 30, 1993 after
receiving $6,254,000 from 406 Limited Partner investors. As of March 31,
1998, the series had invested $4,914,116 in 24 Project Partnerships located
in 11 states containing 624 apartment units. Average occupancy of the
Project Partnerships was 95% at December 31, 1997.
Equity in losses of Project Partnerships of $459,627 for the year ended
March 31, 1998 were comparable to $508,807 for the year ended March 31,
1997 and to $458,221 for the year ended March 31, 1996. (These Project
Partnerships reported depreciation and amortization of $863,953, $913,666,
and $901,709 for the years ended December 31, 1995, 1996 and 1997,
respectively.) Overall management believes the Project Partnerships are
operating as expected and are generating tax credits which meet
projections.
At March 31, 1998, the Series had $180,104 of short-term investments
(Cash and Cash Equivalents). It also had $286,984 in Zero Coupon
Treasuries with annual maturities providing $29,000 in fiscal year 1999
increasing to $47,000 in fiscal year 2009. Management believes the sources
of funds are sufficient to meet current and ongoing operating costs for the
foreseeable future, and to pay part of the Asset Management Fee.
As disclosed on the statement of cash flows, the Series had net loss of
$512,506 for the period ending March 31, 1998. After adjusting for Equity
in Losses of Project Partnerships of $459,629 and the changes in operating
assets and liabilities, net cash used in operating activities was $23,797
of which $17,861 was the Asset Management Fee actually paid. Cash provided
by investing activities totaled $42,088 consisting of $19,291 received in
cash distributions from the Project Partnerships and $22,797 from matured
Zero Coupon Treasuries. Management believes the sources of funds are
sufficient to meet current and ongoing operating costs for the foreseeable
future, and to pay part of the Asset Management Fee. There were no unusual
events or trends to describe.
Series 10 - Gateway closed this Series on January 21, 1994 after
receiving $5,043,000 from 325 Limited Partner investors. As of March 31,
1998, the series had invested $3,914,672 in 15 Project Partnerships located
in 10 states containing 409 apartment units. Average occupancy of the
Project Partnerships was 96% at December 31, 1997.
Equity in losses of Project Partnerships increased from $167,857 for the
year ended March 31, 1996 to $190,191 for the year ended March 31, 1997 as
properties were acquired and placed in service. Equity in losses of
Project Partnerships was comparable for the year ended March 31, 1998 at
$195,183. (These Project Partnerships reported depreciation and
amortization of $475,696, $516,816 and $511,020 for the years ended
December 31, 1995, 1996, and 1997 respectively.) Overall management
believes the Project Partnerships are operating as expected and are
generating tax credits which meet projections.
At March 31, 1998, the Series had $202,435 of short-term investments
(Cash and Cash Equivalents). It also had $229,390 in Zero Coupon
Treasuries with annual maturities providing $24,000 in fiscal year 1999
increasing to $40,000 in fiscal year 2010. Management believes the sources
of funds are sufficient to meet current and ongoing operating costs for the
foreseeable future, and to pay part of the Asset Management Fee.
As disclosed on the statement of cash flows, the Series had net loss of
$224,779 for the year ending March 31, 1998. After adjusting for Equity in
Losses of Project Partnerships of $195,183 and the changes in operating
assets and liabilities, net cash used in operating activities was $25,089
of which $26,179 was the Asset Management Fee actually paid. Cash provided
by investing activities totaled $27,781 consisting of $17,848 received in
cash distributions from the Project Partnerships, $17,645 from matured Zero
Coupon Treasuries. Management believes the sources of funds are sufficient
to meet current and ongoing operating costs for the foreseeable future, and
to pay part of the Asset Management Fee. There were no unusual events or
trends to describe.
Series 11 - Gateway closed this Series on April 29, 1994 after receiving
$5,127,000 from 330 Limited investors. As of March 31, 1998 the series had
invested $4,128,042 in 12 Project Partnerships located in 7 states
containing 361 apartments. Average occupancy of the Project Partnerships
was 97% at December 31, 1997.
Equity in losses of Project Partnerships increased from $134,308 for the
year ended March 31, 1996 to $182,485 for the year ended March 31, 1997 due
to the number of properties moving from the construction and rent-up phases
to fully operational. Equity in losses of Project Partnerships of $163,364
for the year ended March 31, 1998 was comparable to March 31, 1997. (These
Project Partnerships reported depreciation and amortization of $198,591,
$537,223 and $506,631 for the periods ended December 31, 1995, 1996 and
1997.) Overall management believes the Project Partnerships are operating
as expected and are generating tax credits which meet projections.
At March 31, 1998, the Series had $208,198 of short-term investments
(Cash and Cash Equivalents). It also had $244,562 in Zero Coupon
Treasuries with annual maturities providing $23,000 in fiscal year 1999
increasing to $44,000 in fiscal year 2010. Management believes the sources
of funds are sufficient to meet current and ongoing operating costs for the
foreseeable future, and to pay part of the Asset Management Fee.
As disclosed on the statement of operations interest income decreased
from $69,130 for the year ended March 31, 1996 to $30,465 for the year
ended March 31, 1997 due to the lowering of the average cash balance
available for investment. Interest income of $26,502 for the year ended
March 31, 1998 was comparable to the year ended March 31, 1997.
As disclosed on the statement of cash flows, the Series had net loss of
$183,183 for the year ending March 31, 1998. After adjusting for Equity in
Losses of Project Partnerships of $163,364 and the changes in operating
assets and liabilities, net cash used in operating activities was $16,475
of which $17,943 was the Asset Management Fee actually paid. Cash provided
by investing activities totaled $55,288 consisting of $16,574 from matured
Zero Coupon Treasures and $38,714 received in cash distributions from
Project Partnerships. Management believes the sources of funds are
sufficient to meet current and ongoing operating costs for the foreseeable
future, and to pay part of the Asset Management Fee. There were no unusual
events or trends to describe.
Item 8. Financial Statements and Supplementary Data
<PAGE>
INDEPENDENT AUDITOR'S REPORT
To the Partners of Gateway Tax Credit Fund III Ltd.
We have audited the accompanying balance sheets of each of the five Series
(Series 7 through 11) constituting Gateway Tax Credit Fund III Ltd. (a
Florida Limited Partnership) as of March 31, 1998 and 1997 and the related
statements of operations, partners' equity, and cash flows of each of the
five Series for each of the periods presented. These financial statements
are the responsibility of the Partnership's management. Our responsibility
is to express an opinion on these financial statements based on our audits.
We did not audit the financial statements of certain underlying Project
Partnerships owned by Gateway Tax Credit Fund III Ltd. for each of the
periods presented, the investments in which are recorded using the equity
method of accounting. The investments in these partnerships represent the
following percentages of the Partnership's assets as of March 31, 1998 and
1997 and the equity in their losses for each of the periods indicated:
Assets Partnership Loss
March 31, Year Ended March 31,
--------- ---------------------
1998 1997 1998 1997 1996
---- ---- ---- ---- ----
Series 7 55% 58% 59% 63% 54%
Series 8 51% 51% 54% 53% 59%
Series 9 44% 42% 28% 24% 20%
Series 10 56% 54% 33% 20% 28%
Series 11 76% 77% 91% 93% 70%
Those statements were audited by other auditors whose reports have been
furnished to us, and our opinion, insofar as it relates to the amounts
included for such underlying partnerships, is based solely on the reports
of the other auditors.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free
of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles
used and significant estimates made by management, as well as evaluating
the overall financial statement presentation. We believe that our audits
and the reports of other auditors provide a reasonable basis for our
opinion.
In our opinion, based on our audits and the reports of other auditors, the
financial statements referred to above present fairly, in all material
respects, the financial position of each of the five Series (Series 7
through 11) constituting Gateway Tax Credit Fund III Ltd. as of March 31,
1998 and 1997, and the results of their operations and their cash flows for
each of the periods presented, 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 schedules listed under Item
14(a)(2) in the index are presented for purposes of complying with the
Securities and Exchange Commission's rules and are not part of the basic
financial statements. These schedules have been subjected to the auditing
procedures applied in the audit of the basic financial statements and, in
our opinion, based on our audits and the reports of other auditors, fairly
state in all material respects the financial data required to be set forth
therein in relation to the basic financial statements taken as a whole.
/s/ Spence Marston, Bunch, Morris & Co.
SPENCE, MARSTON, BUNCH, MORRIS & CO.
Certified Public Accountants
Clearwater, Florida
July 2, 1998
<PAGE>
PART I - Financial Information
Item 1. Financial Statements
GATEWAY TAX CREDIT FUND III LTD.
(A Florida Limited Partnership)
BALANCE SHEETS
MARCH 31, 1998 AND 1997
SERIES 7 1998 1997
---- ----
ASSETS
Current Assets:
Cash and Cash Equivalents $ 286,106 $ 267,980
Investments in Securities 47,675 44,933
Receivable from Project Partnerships 0 0
----------- ----------
Total Current Assets 333,781 312,913
Investments in Securities 404,220 421,843
Investments in Project Partnerships, Net 3,517,852 4,483,546
----------- ----------
Total Assets $4,255,853 $5,218,302
=========== ==========
LIABILITIES AND PARTNERS' EQUITY
Current Liabilities:
Payable to General Partners 55,760 54,499
Payable to Project Partnerships 0 0
----------- ----------
Total Current Liabilities 55,760 54,499
Long-Term Liabilities:
Payable to General Partners 226,886 179,733
----------- ----------
Partners' Equity:
Limited Partners (10,395 units for Series 7,
9,980 for Series 8, 6,254 for Series 9, 5,043
for Series 10 and 5,127 for Series 11 at
March 31, 1998 and 1997) 4,024,753 5,025,507
General Partners (51,546) (41,437)
----------- ----------
Total Partners' Equity 3,973,207 4,984,070
----------- -----------
Total Liabilities and Partners' Equity $4,255,853 $5,218,302
=========== ===========
See accompanying notes to financial statements.
<PAGE>
GATEWAY TAX CREDIT FUND III LTD.
(A Florida Limited Partnership)
BALANCE SHEETS
MARCH 31, 1998 AND 1997
SERIES 8 1998 1997
---- ----
ASSETS
Current Assets:
Cash and Cash Equivalents $ 410,727 $ 396,038
Investments in Securities 42,967 40,189
Receivable from Project Partnerships 0 453
----------- ----------
Total Current Assets 453,694 436,680
Investments in Securities 384,906 400,823
Investments in Project Partnerships, Net 3,608,229 4,614,122
----------- ----------
Total Assets $4,446,829 $5,451,625
=========== ==========
LIABILITIES AND PARTNERS' EQUITY
Current Liabilities:
Payable to General Partners 46,515 42,185
Payable to Project Partnerships 0 0
---------- ----------
Total Current Liabilities 46,515 42,185
Long-Term Liabilities:
Payable to General Partners 269,107 217,295
Partners' Equity:
Limited Partners (10,395 units for Series 7,
9,980 for Series 8, 6,254 for Series 9, 5,043
for Series 10 and 5,127 for Series 11 at March
31, 1998 and 1997) 4,177,520 5,227,849
General Partners (46,313) (35,704)
----------- -----------
Total Partners' Equity 4,131,207 5,192,145
----------- -----------
Total Liabilities and Partners' Equity $4,446,829 $5,451,625
=========== ===========
See accompanying notes to financial statements.
<PAGE>
GATEWAY TAX CREDIT FUND III LTD.
(A Florida Limited Partnership)
BALANCE SHEETS
MARCH 31, 1998 AND 1997
SERIES 9 1998 1997
---- ----
ASSETS
Current Assets:
Cash and Cash Equivalents $ 180,104 $ 161,813
Investments in Securities 27,803 26,879
Receivable from Project Partnerships 0 0
----------- -----------
Total Current Assets 207,907 188,692
Investments in Securities 259,181 270,520
Investments in Project Partnerships, Net 3,363,377 3,848,367
----------- -----------
Total Assets $3,830,465 $4,307,579
=========== ===========
LIABILITIES AND PARTNERS' EQUITY
Current Liabilities:
Payable to General Partners 26,911 24,250
Payable to Project Partnerships 0 0
----------- -----------
Total Current Liabilities 26,911 24,250
Long-Term Liabilities:
Payable to General Partners 151,733 119,002
Partners' Equity:
Limited Partners (10,395 units for Series 7,
9,980 for Series 8, 6,254 for Series 9, 5,043
for Series 10 and 5,127 for Series 11 at March
31, 1998 and 1997) 3,670,140 4,177,521
General Partners (18,319) (13,194)
----------- -----------
Total Partners' Equity 3,651,821 4,164,327
Total Liabilities and Partners' Equity $ 3,830,465 $4,307,579
============ ===========
See accompanying notes to financial statements.
<PAGE>
GATEWAY TAX CREDIT FUND III LTD.
(A Florida Limited Partnership)
BALANCE SHEETS
MARCH 31, 1998 AND 1997
SERIES 10 1998 1997
---- ----
ASSETS
Current Assets:
Cash and Cash Equivalents $ 202,435 $ 199,743
Investments in Securities 22,865 20,995
Receivable from Project Partnerships 0 0
----------- -----------
Total Current Assets 225,300 220,738
Investments in Securities 206,525 214,600
Investments in Project Partnerships, Net 3,352,669 3,571,518
----------- -----------
Total Assets $3,784,494 $4,006,856
=========== ===========
LIABILITIES AND PARTNERS' EQUITY
Current Liabilities:
Payable to General Partners 30,279 28,072
Payable to Project Partnerships 0 7,712
----------- -----------
Total Current Liabilities 30,279 35,784
Long-Term Liabilities:
Payable to General Partners 45,106 37,184
Partners' Equity:
Limited Partners (10,395 units for Series 7,
9,980 for Series 8, 6,254 for Series 9, 5,043
for Series 10 and 5,127 for Series 11 at March
31, 1999 and 1997) 3,716,198 3,938,729
General Partners (7,089) (4,841)
----------- -----------
Total Partners' Equity 3,709,109 3,933,888
Total Liabilities and Partners' Equity $3,784,494 $4,006,856
=========== ===========
See accompanying notes to financial statements.
<PAGE>
GATEWAY TAX CREDIT FUND III LTD.
(A Florida Limited Partnership)
BALANCE SHEETS
MARCH 31, 1998 AND 1997
SERIES 11 1998 1997
---- ----
ASSETS
Current Assets:
Cash and Cash Equivalents $ 208,198 $ 169,385
Investments in Securities 21,794 19,915
Receivable from Project Partnerships 0 0
----------- ----------
Total Current Assets 229,992 189,300
Investments in Securities 222,768 227,438
Investments in Project Partnerships, Net 3,861,731 4,070,301
----------- -----------
Total Assets $4,314,491 $4,487,039
=========== ===========
LIABILITIES AND PARTNERS' EQUITY
Current Liabilities:
Payable to General Partners 29,179 27,882
Payable to Project Partnerships 0 0
---------- -----------
Total Current Liabilities 29,179 27,882
Long-Term Liabilities:
Payable to General Partners 17,499 8,161
Partners' Equity:
Limited Partners (10,395 units for Series 7,
9,980 for Series 8, 6,254 for Series 9, 5,043
for Series 10 and 5,127 for Series 11 at March
31, 1998 and 1997) 4,271,126 4,452,477
General Partners (3,313) (1,481)
----------- -----------
Total Partners' Equity 4,267,813 4,450,996
----------- -----------
Total Liabilities and Partners' Equity $4,314,491 $4,487,039
=========== ===========
See accompanying notes to financial statements.
<PAGE>
GATEWAY TAX CREDIT FUND III LTD.
(A Florida Limited Partnership)
BALANCE SHEETS
MARCH 31, 1998 AND 1997
TOTAL SERIES 7 -11 1998 1997
---- ----
ASSETS
Current Assets:
Cash and Cash Equivalents $ 1,287,570 $ 1,194,959
Investments in Securities 163,104 152,911
Receivable from Project Partnerships 0 453
------------ ------------
Total Current Assets 1,450,674 1,348,323
Investments in Securities 1,477,600 1,535,224
Investments in Project Partnerships, Net 17,703,858 20,587,854
------------ ------------
Total Assets $20,632,132 23,471,401
LIABILITIES AND PARTNERS' EQUITY
Current Liabilities:
Payable to General Partners 188,644 176,888
Payable to Project Partnerships 0 7,712
------------ -----------
Total Current Liabilities 188,644 184,600
Long-Term Liabilities:
Payable to General Partners 710,331 561,375
Partners' Equity:
Limited Partners (10,395 units for Series 7,
9,980 for Series 8, 6,254 for Series 9,
5,043 for Series 10 and 5,127 for Series 11
at March 31, 1998 and 1997) 19,859,737 22,822,083
General Partner s (126,580) (96,657)
------------ ------------
Total Partners' Equity 19,733,157 22,725,426
Total Liabilities and Partners' Equity $20,632,132 $23,471,401
============ ============
See accompanying notes to financial statements.
<PAGE>
GATEWAY TAX CREDIT FUND III LTD.
(A Florida Limited Partnership)
STATEMENTS OF OPERATIONS
FOR THE YEAR ENDED MARCH 31,
SERIES 7 1998 1997 1996
---- ---- ----
Revenues:
Interest Income $ 44,592 $ 43,466 $ 54,373
Expenses:
Asset Management Fee-General
Partner 88,433 80,591 79,980
General and Administrative:
General Partner 14,380 12,039 11,913
Other 21,005 19,895 18,825
Amortization 21,646 21,675 22,048
------------ ------------ -----------
Total Expenses 145,464 134,200 132,766
Loss Before Equity in Losses
of Project Partnerships (100,872) (90,734) (78,393)
Equity in Losses of Project
Partnerships (909,991) (936,184) (936,257)
------------ ------------ ------------
Net Loss $(1,010,863) $(1,026,918) $(1,014,650)
============ ============ ============
Allocation of Net Loss:
Assignees (1,000,754) (1,016,649) (1,004,503)
General Partners (10,109) (10,269) (10,147)
------------ ------------ ------------
$(1,010,863) $(1,026,918) $(1,014,650)
============ ============ ============
Net Loss Per Beneficial
Assignee Certificate (96.27) (97.80) (96.63)
Number of Beneficial Assignee
Certificates Outstanding 10,395 10,395 10,395
See accompanying notes to financial statements.
<PAGE>
GATEWAY TAX CREDIT FUND III LTD.
(A Florida Limited Partnership)
STATEMENTS OF OPERATIONS
FOR THE YEAR ENDED MARCH 31,
SERIES 8 1998 1997 1996
---- ---- ----
Revenues:
Interest Income $ 46,987 $ 48,637 $ 46,431
Expenses:
Asset Management Fee-General
Partner 92,191 88,857 88,183
General and Administrative:
General Partner 15,855 13,275 13,312
Other 21,722 21,160 20,633
Amortization 14,702 14,701 14,994
---------- ------------ -----------
Total Expenses 144,470 137,993 137,122
Loss Before Equity in Losses
of Project Partnerships (97,483) (89,356) (90,691)
Equity in Losses of Project
Partnerships (963,455) (999,833) (1,110,855)
---------- ------------ ------------
Net Loss $(1,060,938) $(1,089,189) $(1,201,546)
=========== ============ ============
Allocation of Net Loss:
Assignees (1,050,329) (1,078,297) (1,189,531)
General Partners (10,609) (10,892) (12,015)
------------ ------------ ------------
$(1,060,938) $(1,089,189) $(1,201,546)
============ ============ ============
Net Loss Per Beneficial
Assignee Certificate (105.56) (108.37) (119.55)
Number of Beneficial Assignee
Certificates Outstanding 9,950 9,950 9,950
See accompanying notes to financial statements.
<PAGE>
GATEWAY TAX CREDIT FUND III LTD.
(A Florida Limited Partnership)
STATEMENTS OF OPERATIONS
FOR THE YEAR ENDED MARCH 31,
SERIES 9 1998 1997 1996
---- ---- ----
Revenues:
Interest Income $ 25,209 $ 25,848 $ 29,092
Expenses:
Asset Management Fee-General
Partner 50,592 49,594 49,218
General and Administrative:
General Partner 8,849 7,410 7,430
Other 12,575 12,122 11,819
Amortization 6,070 7,117 7,117
----------- ------------ -----------
Total Expenses 78,086 76,243 75,584
Loss Before Equity in Losses
of Project Partnerships (52,877) (50,395) (46,492)
Equity in Losses of Project
Partnerships (459,629 (506,807) (458,221)
----------- ----------- -----------
Net Loss $ (512,506) $ (557,202) $ (504,713)
=========== =========== ===========
Allocation of Net Loss:
Assignees (507,381) (551,630) (499,666)
General Partners (5,125) (5,572) (5,047)
----------- ----------- -----------
$ (512,506) $ (557,202) $ (504,713)
=========== =========== ===========
Net Loss Per Beneficial
Assignee Certificate (81.13) (88.20) (79.90)
Number of Beneficial Assignee
Certificates Outstanding 6,254 6,254 6,254
See accompanying notes to financial statements.
<PAGE>
GATEWAY TAX CREDIT FUND III LTD.
(A Florida Limited Partnership)
STATEMENTS OF OPERATIONS
FOR THE YEAR ENDED MARCH 31,
SERIES 10 1998 1997 1996
---- ---- ----
Revenues:
Interest Income $ 24,885 $ 24,953 $ 27,591
Expenses:
Asset Management Fee-General
Partner 34,101 30,997 30,761
General and Administrative:
General Partner 5,531 4,630 4,641
Other 9,031 8,221 7,529
Amortization 5,818 5,837 5,837
----------- ------------ -----------
Total Expenses 54,481 49,685 48,768
Loss Before Equity in Losses
of Project Partnerships (29,596) (24,732) (21,177)
Equity in Losses of Project
Partnerships (195,183) (190,191) (167,857)
----------- ----------- -----------
Net Loss $ (224,779) $ (214,923) $ (189,034)
=========== =========== ===========
Allocation of Net Loss:
Assignees (222,531) (212,774) (187,144)
General Partners (2,248) (2,149) (1,890)
----------- ----------- -----------
$ (224,779) $ (214,923) $ (189,034)
=========== =========== ===========
Net Loss Per Beneficial
Assignee Certificate (44.13) (42.19) (37.11)
Number of Beneficial Assignee
Certificates Outstanding 5,043 5,043 5,043
See accompanying notes to financial statements.
<PAGE>
GATEWAY TAX CREDIT FUND III LTD.
(A Florida Limited Partnership)
STATEMENTS OF OPERATIONS
FOR THE YEAR ENDED MARCH 31,
SERIES 11 1998 1997 1996
---- ---- ----
Revenues:
Interest Income $ 26,502 $ 30,465 $ 69,130
Expenses:
Asset Management Fee-General
Partner 27,281 24,797 24,609
General and Administrative:
General Partner 4,424 3,702 3,654
Other 8,124 8,322 7,475
Amortization 6,492 7,188 7,549
----------- ------------ -----------
Total Expenses 46,321 44,009 43,287
Loss Before Equity in Losses
of Project Partnerships (19,819) (13,544) 25,843
Equity in Losses of Project
Partnerships (163,364) (182,485) (134,308)
----------- ----------- -----------
Net Loss $ (183,183) $ (196,029) $ (108,465)
=========== =========== ===========
Allocation of Net Loss:
Assignees (181,351) (194,069) (107,380)
General Partners (1,832) (1,960) (1,085)
----------- ----------- -----------
$ (183,183) $ (196,029) $ (108,465)
=========== =========== ===========
Net Loss Per Beneficial
Assignee Certificate (35.37) (37.85) (20.94)
Number of Beneficial Assignee
Certificates Outstanding 5,127 5,127 5,127
See accompanying notes to financial statements.
<PAGE>
GATEWAY TAX CREDIT FUND III LTD.
(A Florida Limited Partnership)
STATEMENTS OF OPERATIONS
FOR THE YEAR ENDED MARCH 31,
TOTAL SERIES 7 - 11 1998 1997 1996
---- ---- ----
Revenues:
Interest Income $ 168,175 $ 173,369 $ 226,617
Expenses:
Asset Management Fee-General
Partner 292,598 274,836 272,751
General and Administrative:
General Partner 49,039 41,056 40,950
Other 72,457 69,720 66,281
Amortization 54,728 56,518 57,545
---------- ----------- -----------
Total Expenses 468,822 442,130 437,527
Loss Before Equity in Losses
of Project Partnerships (300,647) (268,761) (210,910)
Equity in Losses of Project
Partnerships (2,691,622) (2,815,500) (2,807,498)
----------- ------------ ------------
Net Loss $(2,992,269) $(3,084,261) $(3,018,408)
=========== ============ ============
Allocation of Net Loss:
Assignees (2,962,346) (3,053,419) (2,988,224)
General Partners (29,923) (30,842) (30,184)
----------- ------------ ------------
$(2,992,269) $(3,084,261) $(3,018,408)
=========== ============ ============
See accompanying notes to financial statements.
<PAGE>
GATEWAY TAX CREDIT FUND II LTD.
(A Florida Limited Partnership)
STATEMENTS OF PARTNERS' EQUITY
FOR THE YEARS ENDED MARCH 31, 1998, 1997 AND 1996:
Limited General
SERIES 7 Partners Partners Total
--------- -------- -----
Balance at March 31, 1995 $ 7,046,659 $ (21,021) $ 7,025,638
Distributions 0 0 0
------------ ------------ ------------
Net Loss (1,004,503) (10,147) (1,014,650)
Balance at March 31, 1996 6,042,156 (31,168) 6,010,988
Net Loss (1,016,649) (10,269) (1,026,918)
------------ ------------ ------------
Balance at March 31, 1997 5,025,507 (41,437) 4,984,070
Net Loss (1,000,754) (10,109) (1,010,863)
------------ ------------ ------------
Balance at March 31, 1998 $ 4,024,753 $ (51,546) $ 3,973,207
============ ============ ============
See accompanying notes to financial statements.
<PAGE>
GATEWAY TAX CREDIT FUND II LTD.
(A Florida Limited Partnership)
STATEMENTS OF PARTNERS' EQUITY
FOR THE YEARS ENDED MARCH 31, 1998, 1997 AND 1996:
Limited General
SERIES 8 Partners Partners Total
--------- -------- -----
Balance at March 31, 1995 $ 7,495,677 $ (12,797) $ 7,482,880
Distributions 0 0 0
------------ ------------ ------------
Net Loss (1,189,531) (12,015) (1,201,546)
Balance at March 31, 1996 6,306,146 (24,812) 6,281,334
Net Loss (1,078,297) (10,892) (1,089,189)
------------ ------------ ------------
Balance at March 31, 1997 5,227,849 (35,704) 5,192,145
Net Loss (1,050,329) (10,609) (1,060,938)
------------ ------------ ------------
Balance at March 31, 1998 $ 4,177,520 $ (46,313) $ 4,131,207
============ ============ ============
See accompanying notes to financial statements.
<PAGE>
GATEWAY TAX CREDIT FUND II LTD.
(A Florida Limited Partnership)
STATEMENTS OF PARTNERS' EQUITY
FOR THE YEARS ENDED MARCH 31, 1998, 1997 AND 1996:
Limited General
SERIES 9 Partners Partners Total
--------- -------- -----
Balance at March 31, 1995 $ 5,228,817 $ (2,575) $ 5,226,242
Distributions 0 0 0
Net Loss (499,666) (5,047) (504,713)
------------ ------------ ------------
Balance at March 31, 1996 4,729,151 (7,622) 4,721,529
Net Loss (551,630) (5,572) (557,202)
------------ ------------ ------------
Balance at March 31, 1997 4,177,521 (13,194) 4,164,327
Net Loss (507,381) (5,125) (512,506)
------------ ------------ ------------
Balance at March 31, 1998 $ 3,670,140 $ (18,319) $ 3,651,821
============ ============ ============
See accompanying notes to financial statements.
<PAGE>
GATEWAY TAX CREDIT FUND II LTD.
(A Florida Limited Partnership)
STATEMENTS OF PARTNERS' EQUITY
FOR THE YEARS ENDED MARCH 31, 1998, 1997 AND 1996:
Limited General
SERIES 10 Partners Partners Total
--------- -------- -----
Balance at March 31, 1995 $ 4,338,647 $ (802) $ 4,337,845
Distributions 0 0 0
Net Loss (187,144) (1,890) (189,034)
------------ ------------ ------------
Balance at March 31, 1996 4,151,503 (2,692) 4,148,811
Net Loss (212,774) (2,149) (214,923)
------------ ------------ ------------
Balance at March 31, 1997 3,938,729 (4,841) 3,933,888
Net Loss (222,531) (2,248) (224,779)
------------ ------------ ------------
Balance at March 31, 1998 $ 3,716,198 $ (7,089) $ 3,709,109
============ ============ ============
See accompanying notes to financial statements.
<PAGE>
GATEWAY TAX CREDIT FUND II LTD.
(A Florida Limited Partnership)
STATEMENTS OF PARTNERS' EQUITY
FOR THE YEARS ENDED MARCH 31, 1998, 1997 AND 1996:
Limited General
SERIES 11 Partners Partners Total
--------- -------- -----
Balance at March 31, 1995 $ 4,800,616 1,564 4,802,180
Distributions (46,690) 0 (46,690)
Net Loss (107,380) (1,085) (108,465)
------------ ------------ ------------
Balance at March 31, 1996 4,646,546 479 4,647,025
Net Loss (194,069) (1,960) (196,029)
------------ ------------ ------------
Balance at March 31, 1997 4,452,477 (1,481) 4,450,996
Net Loss (181,351) (1,832) (183,183)
------------ ------------ ------------
Balance at March 31, 1998 $ 4,271,126 $ (3,313) $ 4,267,813
============ ============ ============
See accompanying notes to financial statements.
<PAGE>
GATEWAY TAX CREDIT FUND II LTD.
(A Florida Limited Partnership)
STATEMENTS OF PARTNERS' EQUITY
FOR THE YEARS ENDED MARCH 31, 1998, 1997 AND 1996:
Limited General
TOTAL SERIES 7 - 11 Partners Partners Total
--------- -------- -----
Balance at March 31, 1995 $28,910,416 $ (35,631) $28,874,785
Distributions (46,690) 0 (46,690)
Net Loss (2,988,224) (30,184) (3,018,408)
------------ ------------ ------------
Balance at March 31, 1996 25,875,502 (65,815) 25,809,687
Net Loss (3,053,419) (30,842) (3,084,261)
------------ ------------ ------------
Balance at March 31, 1997 22,822,083 (96,657) 22,725,426
Net Loss (2,962,346) (29,923) (2,992,269)
------------ ------------ ------------
Balance at March 31, 1998 $19,859,737 $ (126,580) $19,733,157
============ ============ ============
See accompanying notes to financial statements.
<PAGE>
GATEWAY TAX CREDIT FUND II LTD.
(A Florida Limited Partnership)
STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED MARCH 31, 1998, 1997 AND 1996:
SERIES 7 1998 1997 1996
- -------- ---- ---- ----
Cash Flows from Operating
Activities:
Net Loss $(1,010,863) $(1,026,918) $(1,014,650)
Adjustments to Reconcile Net
Loss to Net Cash Provided by
(Used in) Operating Activities:
Amortization 21,646 21,675 22,048
Accreted Interest Income on
Investments in Securities (32,118) (32,259) (32,064)
Equity in Losses of Project
Partnerships 909,991 936,184 936,257
Interest Income from
Redemption of Securities 11,911 8,658 5,751
Changes in Operating Assets
and Liabilities:
Increase in Payable to
General Partners 48,413 41,939 50,803
----------- ----------- -----------
Net Cash Used in Operating
Activities (51,020) (50,721) (31,855)
----------- ----------- -----------
Cash Flows from Investing
Activities:
Investments in Project
Partnerships 0 (3,332) (421,183)
(Increase) Decrease in
Receivable from Project
Partnerships 0 0 0
Acquisition Fees and Expenses 0 (272) (2,142)
Distributions Received from
Project Partnerships 34,057 27,181 23,027
Redemption of Investment in
Securities 35,089 35,342 35,249
Increase (Decrease) in Payable
to Project Partnerships -
Capital Contributions 0 0 0
----------- ----------- -----------
Net Cash Provided by (Used
in) Investing Activities 69,146 58,919 (365,049)
----------- ----------- -----------
Increase (Decrease) in Cash and
Cash Equivalents 18,126 8,198 (396,904)
Cash and Cash Equivalents at
Beginning of Year 267,980 259,782 656,686
----------- ----------- -----------
Cash and Cash Equivalents at
End of Year $ 286,106 $ 267,980 $ 259,782
=========== =========== ===========
See accompanying notes to financial statements.
<PAGE>
GATEWAY TAX CREDIT FUND II LTD.
(A Florida Limited Partnership)
STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED MARCH 31, 1998, 1997 AND 1996:
SERIES 8 1998 1997 1996
- -------- ---- ---- ----
Cash Flows from Operating
Activities:
Net Loss $(1,060,938) $(1,089,189) $(1,201,546)
Adjustments to Reconcile Net
Loss to Net Cash Provided by
(Used in) Operating Activities:
Amortization 14,702 14,701 14,994
Accreted Interest Income on
Investments in Securities (28,861) (29,020) (28,902)
Equity in Losses of Project
Partnerships 963,455 999,833 1,110,855
Interest Income from
Redemption of Securities 9,582 6,822 4,431
Changes in Operating Assets
and Liabilities:
Increase in Payable to
General Partners 56,142 60,615 69,381
----------- ----------- -----------
Net Cash Used in Operating
Activities (45,918) (36,238) (30,787)
----------- ----------- -----------
Cash Flows from Investing
Activities:
Investments in Project
Partnerships 0 453 107,457
(Increase) Decrease in
Receivable from Project
Partnerships 453 75,574 65,112
Acquisition Fees and Expenses 0 0 0
Distributions Received from
Project Partnerships 27,736 29,050 18,162
Redemption of Investment in
Securities 32,418 32,178 32,569
Increase (Decrease) in Payable
to Project Partnerships -
Capital Contributions 0 0 (241,400)
----------- ----------- -----------
Net Cash Provided by (Used
in) Investing Activities 60,607 137,255 (18,100)
----------- ----------- -----------
Increase (Decrease) in Cash and
Cash Equivalents 14,689 101,017 (48,887)
Cash and Cash Equivalents at
Beginning of Year 396,038 295,021 343,908
----------- ----------- -----------
Cash and Cash Equivalents at
End of Year $ 410,727 $ 396,038 $ 295,021
=========== =========== ===========
See accompanying notes to financial statements.
<PAGE>
GATEWAY TAX CREDIT FUND II LTD.
(A Florida Limited Partnership)
STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED MARCH 31, 1998, 1997 AND 1996:
SERIES 9 1998 1997 1996
- -------- ---- ---- ----
Cash Flows from Operating
Activities:
Net Loss $ (512,506) $ (557,202) $ (504,713)
Adjustments to Reconcile Net
Loss to Net Cash Provided by
(Used in) Operating Activities:
Amortization 6,070 7,117 7,117
Accreted Interest Income on
Investments in Securities (17,585) (17,836) (17,906)
Equity in Losses of Project
Partnerships 459,629 506,807 458,221
Interest Income from
Redemption of Securities 5,203 3,669 2,190
Changes in Operating Assets
and Liabilities:
Increase in Payable to
General Partners 35,392 40,120 46,588
----------- ----------- -----------
Net Cash Used in Operating
Activities (23,797) (17,325) (8,503)
----------- ----------- -----------
Cash Flows from Investing
Activities:
Investments in Project
Partnerships 0 18,076 29,737
(Increase) Decrease in
Receivable from Project
Partnerships 0 8,545 5,837
Acquisition Fees and Expenses 0 0 (5,124)
Distributions Received from
Project Partnerships 19,291 16,934 14,385
Redemption of Investment in
Securities 22,797 23,331 22,810
Increase (Decrease) in Payable
to Project Partnerships -
Capital Contributions 0 0 (333,006)
----------- ----------- -----------
Net Cash Provided by (Used
in) Investing Activities 42,088 66,886 (265,361)
----------- ----------- -----------
Increase (Decrease) in Cash and
Cash Equivalents 18,291 49,561 (273,864)
Cash and Cash Equivalents at
Beginning of Year 161,813 112,252 386,116
----------- ----------- -----------
Cash and Cash Equivalents at
End of Year $ 180,104 $ 161,813 $ 112,252
=========== =========== ===========
See accompanying notes to financial statements.
<PAGE>
GATEWAY TAX CREDIT FUND II LTD.
(A Florida Limited Partnership)
STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED MARCH 31, 1998, 1997 AND 1996:
SERIES 10 1998 1997 1996
- -------- ---- ---- ----
Cash Flows from Operating
Activities: $ (224,779) $ (214,923) $ (189,034)
Net Loss
Adjustments to Reconcile Net
Loss to Net Cash Provided by
(Used in) Operating Activities:
Amortization 5,818 5,837 5,837
Accreted Interest Income on
Investments in Securities (15,796) (15,871) (15,771)
Equity in Losses of Project
Partnerships 195,183 190,191 167,857
Interest Income from
Redemption of Securities 4,355 2,874 1,605
Changes in Operating Assets
and Liabilities:
Increase in Payable to
General Partners 10,130 18,380 11,602
----------- ----------- -----------
Net Cash Used in Operating
Activities (25,089) (13,512) (17,904)
----------- ----------- -----------
Cash Flows from Investing
Activities:
Investments in Project
Partnerships 0 0 (13,737)
(Increase) Decrease in
Receivable from Project
Partnerships 0 13,059 (1,910)
Acquisition Fees and Expenses 0 0 (489)
Distributions Received from
Project Partnerships 17,848 20,494 18,902
Redemption of Investment in
Securities 17,645 17,126 16,395
Increase (Decrease) in Payable
to Project Partnerships -
Capital Contributions (7,712) 0 (156,812)
----------- ----------- -----------
Net Cash Provided by (Used
in) Investing Activities 27,781 50,679 (137,651)
----------- ----------- -----------
Increase (Decrease) in Cash and
Cash Equivalents 2,692 37,167 (155,555)
Cash and Cash Equivalents at
Beginning of Year 199,743 162,576 318,131
----------- ----------- -----------
Cash and Cash Equivalents at
End of Year $ 202,435 $ 199,743 $ 162,576
=========== =========== ===========
See accompanying notes to financial statements.
<PAGE>
GATEWAY TAX CREDIT FUND II LTD.
(A Florida Limited Partnership)
STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED MARCH 31, 1998, 1997 AND 1996:
SERIES 11 1998 1997 1996
- -------- ---- ---- ----
Cash Flows from Operating Activities:
Net Loss $ (183,183) $ (196,029) $ (108,465)
Adjustments to Reconcile Net
Loss to Net Cash Provided by
(Used in) Operating Activities:
Amortization 6,492 7,188 7,549
Accreted Interest Income on
Investments in Securities (18,209) (18,178) (17,977)
Equity in Losses of Project
Partnerships 163,364 182,485 134,308
Interest Income from
Redemption of Securities 4,426 3,049 1,657
Changes in Operating Assets
and Liabilities:
Increase in Payable to
General Partners 10,635 187 (30,192)
----------- ----------- -----------
Net Cash Used in Operating
Activities (16,475) (21,298) (13,120)
----------- ----------- -----------
Cash Flows from Investing Activities:
Investments in Project
Partnerships 0 75,425 (601,857)
(Increase) Decrease in
Receivable from Project
Partnerships 0 8,250 (8,250)
Acquisition Fees and Expenses 0 (178) (109,109)
Distributions Received from
Project Partnerships 38,714 5,095 0
Redemption of Investment in
Securities 16,574 16,951 16,343
Increase (Decrease) in Payable
to Project Partnerships -
Capital Contributions 0 (279,887) (471,174)
----------- ----------- -----------
Net Cash Provided by (Used
in) Investing Activities 55,288 (174,344) (1,174,047)
----------- ----------- -----------
Cash Flows from Financing Activities:
Distributions 0 0 (46,690)
----------- ----------- -----------
Net Cash Used in Financing
Activities 0 0 (46,690)
----------- ----------- -----------
Increase (Decrease) in Cash and
Cash Equivalents 38,813 (195,642) (1,233,857)
Cash and Cash Equivalents at
Beginning of Year 169,385 365,027 1,598,884
----------- ----------- -----------
Cash and Cash Equivalents at
End of Year $ 208,198 $ 169,385 $ 365,027
=========== =========== ===========
See accompanying notes to financial statements.
<PAGE>
GATEWAY TAX CREDIT FUND II LTD.
(A Florida Limited Partnership)
STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED MARCH 31, 1998, 1997 AND 1996:
TOTAL SERIES 7 - 11 1998 1997 1996
- -------- ---- ---- ----
Cash Flows from Operating Activities:
Net Loss $(2,992,269) $(3,084,261) $(3,018,408)
Adjustments to Reconcile Net
Loss to Net Cash Provided by
(Used in) Operating Activities:
Amortization 54,728 56,518 57,545
Accreted Interest Income on
Investments in Securities (112,569) (113,164) (112,620)
Equity in Losses of Project
Partnerships 2,691,622 2,815,500 2,807,498
Interest Income from
Redemption of Securities 35,477 25,072 15,634
Changes in Operating Assets
and Liabilities:
Increase in Payable to
General Partners 160,712 161,241 148,182
----------- ----------- -----------
Net Cash Used in Operating
Activities (162,299) (139,094) (102,169)
----------- ----------- -----------
Cash Flows from Investing Activities:
Investments in Project
Partnerships 0 90,622 (899,583)
(Increase) Decrease in
Receivable from Project Partnerships 453 105,428 60,789
Acquisition Fees and Expenses 0 (450) (116,864)
Distributions Received from
Project Partnerships 137,646 98,754 74,476
Redemption of Investment in
Securities 124,523 124,928 123,366
Increase (Decrease) in Payable
to Project Partnerships -
Capital Contributions (7,712) (279,887) (1,202,392)
----------- ----------- -----------
Net Cash Provided by (Used
in) Investing Activities 254,910 139,395 (1,960,208)
----------- ----------- -----------
Cash Flows from Financing Activities:
Distributions 0 0 (46,690)
----------- ----------- -----------
Net Cash Used in Financing
Activities 0 0 (46,690)
----------- ----------- -----------
Increase (Decrease) in Cash and
Cash Equivalents 92,611 301 (2,109,067)
Cash and Cash Equivalents at
Beginning of Year 1,194,959 1,194,658 3,303,725
----------- ----------- -----------
Cash and Cash Equivalents at
End of Year $1,287,570 $1,194,959 $1,194,658
=========== =========== ===========
See accompanying notes to financial statements.
<PAGE>
GATEWAY TAX CREDIT FUND III LTD.
(A Florida Limited Partnership)
NOTES TO FINANCIAL STATEMENTS
MARCH 31, 1998, 1997 AND 1996
NOTE 1 - ORGANIZATION:
Gateway Tax Credit Fund III Ltd. ("Gateway"), a Florida Limited
Partnership, was formed October 17, 1991 under the laws of Florida.
Gateway offered its limited partnership interests in Series. The first
Series for Gateway is Series 7. Operations commenced on July 16, 1992 for
Series 7, January 4, 1993 for Series 8, September 30, 1993 for Series 9,
January 21, 1994 for Series 10 and April 29, 1994 for Series 11. Each
Series invests, as a limited partner, in other limited partnerships
("Project Partnerships"), each of which owns and operates apartment
complexes eligible for Low-Income Housing Tax Credits ("Tax Credits"),
provided for in Section 42 of the Internal Revenue Code of 1986. Gateway
will terminate on December 31, 2040 or sooner, in accordance with the terms
of the Limited Partnership Agreement. As of March 31, 1998, Gateway had
received capital contributions of $1,000 from the General Partners and
$36,799,000 from the investor Limited Partners.
Raymond James Partners, Inc. and Raymond James Tax Credit Funds, Inc.,
wholly-owned subsidiaries of Raymond James Financial, Inc., are the General
Partner and Managing General Partner, respectively. The Managing General
Partner manages and controls the business of Gateway.
Gateway received capital contributions of $10,395,000, $9,980,000,
$6,254,000, $5,043,000 and $5,127,000 from the investor Limited Partners in
Series 7, 8, 9, 10 and 11, respectively. Each Series will be treated as
though it were a separate partnership, investing in a separate and distinct
pool of Project Partnerships. Income or loss and all tax items from the
Project Partnerships acquired by each Series will be specifically allocated
among the limited partners of such Series.
Operating profits and losses, cash distributions from operations and Tax
Credits from each Series are generally allocated 99% to the Limited
Partners in that Series and 1% to the General Partners. Profit or loss and
cash distributions from sales of property by each Series are allocated as
formulated in the Limited Partnership Agreement.
NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES:
Basis of Accounting
Gateway utilizes an accrual basis of accounting whereby revenues are
recognized as earned and expenses are recognized as obligations are in
curred.
Gateway accounts for its investments as the limited partner in Project
Partnerships ("Investments in Project Partnerships") using the equity
method of accounting and reports the equity in losses of the Project
Partnerships on a 3-month lag in the Statement of Operations. Under the
equity method, the Investments in Project Partnerships initially include:
1) Gateway's capital contribution,
2) Acquisition fees paid to the General Partner for services rendered in
selecting properties for acquisition, and
3) Acquisition expenses including legal fees, travel and other
miscellaneous costs relating to acquiring properties.
Quarterly the Investments in Project Partnerships are increased or
decreased as follows:
1) Increased for equity in income or decreased for equity in losses of
the Project Partnerships,
2) Decreased for cash distributions received from the Project
Partnerships, and
3) Decreased for the amortization of the acquisition fees and expenses.
Amortization is calculated on a straight line basis over 35 years, as
this is the average estimated useful life of the underlying assets. The
amortization expense is shown on the Statements of Operations.
Pursuant to the limited partnership agreements for the Project
Partnerships, cash losses generated by the Project Partnerships are
allocated to the general partners of those partnerships. In subsequent
years, cash profits, if any, are first allocated to the general partners to
the extent of the allocation of prior years' cash losses.
Since Gateway invests as a limited partner, and therefore is not
obligated to fund losses or make additional capital contributions, it does
not recognize losses from individual Project Partnerships to the extent
that these losses would reduce the investment in those Project Partnerships
below zero. The suspended losses will be used to offset future income from
the individual Project Partnerships.
Gateway recognizes a decline in the carrying value of its investment in
the Project Partnerships when there is evidence of a non-temporary decline
in the recoverable amount of the investment. There is a possibility that
the estimates relating to reserves for non-temporary declines in carrying
value of the investments in Project Partnerships may be subject to material
near term adjustments.
Gateway, as a limited partner in the Project 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 and continued eligibility of tax
credits. If the cost of operating a property exceeds the rental income
earned thereon, Gateway may deem it in its best interest to voluntarily
provide funds in order to protect its investment.
Cash and Cash Equivalents
It is Gateway's policy to include short-term investments with an
original maturity of three months or less in Cash and Cash Equivalents.
Short-term investments are comprised of money market mutual funds.
Concentrations of Credit Risk
Financial instruments which potentially subject Gateway to
concentrations of credit risk consist of cash investments in a money market
mutual fund that is a wholly-owned subsidiary of Raymond James Financial,
Inc.
Use of Estimates in the Preparation of Financial Statements
The preparation of financial statements in conformity with generally
accepted accounting principles requires the use of estimates that affect
certain reported amounts and disclosures. These estimates are based on
management's knowledge and experience. Accordingly, actual results could
differ from these estimates.
Investment in Securities
Effective April 1, 1994, Gateway adopted Statement of Financial
Accounting Standards No. 115, Accounting for Certain Investments in Debt
and Equity Securities ("FAS 115"). Under FAS 115, Gateway is required to
categorize its debt securities as held-to-maturity, available-for-sale or
trading securities, dependent upon Gateway's intent in holding the
securities. Gateway's intent is to hold all of its debt securities (U. S.
Treasury Security Strips) until maturity and to use these reserves to fund
Gateway's ongoing operations. Interest income is recognized ratably on the
U.S. Treasury Strips using the effective yield to maturity.
Receivable from Project Partnerships
Receivable from Project Partnerships represents amounts due from the
Project Partnerships due to a change in the amount Gateway agreed to pay
the Project Partnerships and is secured with cash in restricted escrow
accounts.
Offering and Commission Costs
Offering and commission costs are charged against Limited Partners'
Equity upon admission of Limited Partners.
Income Taxes
No provision for income taxes has been made in these financial
statements, as income taxes are a liability of the partners rather than of
Gateway.
<PAGE>
NOTE 3 - INVESTMENT IN SECURITIES:
The March 31, 1998 Balance Sheet includes Investment in Securities
consisting of U.S. Treasury Security Strips which represents their cost,
plus accreted interest income of $142,109 for Series 7, $119,403 for Series
8, $64,688 for Series 9, $54,277 for Series 10 and $59,366 for Series 11.
Gross Unrealized
Estimated Market Cost Plus Gains and
Value Accreted Interest (Losses)
----------------- ----------------- ----------------
Series 7 $ 484,259 $ 451,895 $ 32,364
Series 8 449,814 427,872 21,942
Series 9 291,736 286,984 4,752
Series 10 243,872 229,390 14,482
Series 11 269,224 244,562 24,662
As of March 31, 1998, the cost and accreted interest of debt securities by
contractual maturities is as follows:
Series 7 Series 8 Series 9
-------- -------- --------
Due with 1 year $ 47,675 $ 42,967 $ 27,803
After 1 year through 5 years 187,591 175,036 109,348
After 5 years through 10 years 216,629 209,869 126,303
After 10 years 0 0 23,530
--------- --------- ---------
Total Amount Carried on
Balance Sheet $ 451,895 $ 427,872 $ 286,984
========= ========= =========
Series 10 Series 11 Total
-------- -------- --------
Due with 1 year $ 22,865 $ 21,794 $ 163,104
After 1 year through 5 years 82,516 85,385 639,876
After 5 years through 10 years 89,931 100,880 743,612
After 10 years 34,078 36,503 94,111
--------- --------- ---------
Total Amount Carried on
Balance Sheet $ 229,390 $ 244,562 $1,640,703
========= ========= =========
NOTE 4 - RELATED PARTY TRANSACTIONS:
The Payable to General Partners primarily represents the asset management
fees owed to the General Partners at the end of the period. It is
unsecured, due on demand and, in accordance with the limited partnership
agreement, non-interest bearing. Within the next 12 months, the Managing
General Partner does not intend to demand payment on the portion of Asset
Management Fees payable classified as long-term on the Balance Sheet.
The Payable to Project Partnerships represents unpaid capital
contributions to the Project Partnerships and will be paid after certain
performance criteria are met. Such contributions are in turn payable to
the general partners of the Project Partnerships.
For the periods ended March 31, 1998, 1997, and 1996 the General Partners
and affiliates are entitled to compensation and reimbursement for costs and
expenses incurred by Gateway as follows:
Acquisition Fees - Acquisition fees are paid for services rendered by the
Managing General Partner in selecting properties for acquisition and
providing other services in connection with the acquisition of interests in
Project Partnerships. The acquisition fees paid or payable to the General
Partners will not exceed the amount that is equal to 8% of the gross
proceeds. For Series 11 the fees will not exceed an amount that is equal
to 5% of the gross proceeds. The fees paid are included in Investments in
Project Partnerships on the Balance Sheet.
1998 1997 1996
---- ---- ----
Series 7 $ 0 $ 0 $ 0
Series 8 0 0 0
Series 9 0 0 5,124
Series 10 0 0 489
Series 11 0 0 86,986
----- ----- --------
Total $ 0 $ 0 $ 92,599
===== ===== ========
Acquisition Expenses - Affiliates of the General Partners are reimbursed
for acquisition expenses incurred on behalf of Gateway. These expenses are
included in Investments in Project Partnerships on the Balance Sheet.
1998 1997 1996
---- ---- ----
Series 7 $ 0 $ 0 $ 2,142
Series 8 0 0 0
Series 9 0 0 0
Series 10 0 0 0
Series 11 0 178 22,123
----- ----- -------
Total $ 0 $ 178 $24,265
===== ===== =======
Asset Management Fee - The Managing General Partner is entitled to receive
an annual asset management fee equal to the greater of (i) $2,000 for each
limited partnership in which Gateway invests,as adjusted by the Consumer
Price Index, or (ii) 0.275% of Gateway's gross proceeds from the sale of
limited partnership interests. In either event (i) or (ii), the maximum
amount may not exceed 0.2% of the aggregate cost (Gateway's capital
contribution plus Gateway's share of the Properties' mortgage) of Gateway's
interest in properties owned by the Project Partnerships. The asset
management fee will be paid only after all other expenses of Gateway have
been paid. These fees are included in the Statement of Operations.
1998 1997 1996
---- ---- ----
Series 7 $ 88,433 $ 80,591 $ 79,980
Series 8 92,191 88,857 88,183
Series 9 50,592 49,594 49,218
Series 10 34,101 30,997 30,761
Series 11 27,281 24,797 24,609
--------- -------- --------
Total $ 292,598 $ 274,836 $ 272,751
========= ========= =========
General and Administrative Expenses - The Managing General Partner is
reimbursed for general and administrative expenses of Gateway on an
accountable basis. This expense is included in the Statement of
Operations.
1998 1997 1996
---- ---- ----
Series 7 $ 14,380 $ 12,039 $ 11,913
Series 8 15,855 13,275 13,312
Series 9 8,849 7,410 7,430
Series 10 5,531 4,630 4,641
Series 11 4,424 3,702 3,654
--------- --------- ---------
Total $ 49,039 $ 41,056 $ 40,950
========= ========= =========
<PAGE>
NOTE 5 - INVESTMENTS IN PROJECT PARTNERSHIPS:
SERIES 7
As of March 31,1998, the Partnership had acquired an interest in 39
Project Partnerships for the Series which own and operate government
assisted multi-family housing complexes. The Partnership, as the Investor
Limited Partner pursuant to the Project Partnership Agreements has
generally acquired an ownership interest of 99% in these Project
Partnerships.
The following is a summary of Investments in Project Partnerships as of:
MARCH 31, 1998 MARCH 31, 1997
-------------- --------------
Capital Contributions to Project Partner-
ships and purchase price paid for limited
partner interests in Project Partnerships $ 7,732,089 $ 7,732,089
Cumulative equity in losses of Project
Partnerships (1) (4,782,926) (3,872,935)
Cumulative distributions received from
Project Partnerships (101,264) (67,207)
------------ ------------
Investment in Project Partnerships before
Adjustment 2,847,899 3,791,947
Excess of investment cost over the
underlying assets acquired:
Acquisition fees and expenses 793,335 793,335
Accumulated amortization of acquisition
fees and expenses (123,382) (101,736)
------------ ------------
Investments in Project Partnerships $ 3,517,852 $ 4,483,546
============ ============
(1 In accordance with the Partnership's accounting policy to not carry
Investments in Project Partnerships below zero, cumulative suspended losses
of $82,376 for the year ended March 31, 1998 and cumulative suspended
losses of $40,687 for the year ended March 31, 1997 are not included.
<PAGE>
NOTE 5 - INVESTMENTS IN PROJECT PARTNERSHIPS (continued):
SERIES 8
As of March 31, 1998, the Partnership had acquired an interest in 43
Project Partnerships for the Series which own and operate government
assisted multi-family housing complexes. The Partnership, as the Investor
Limited Partner pursuant to the Project Partnership Agreements has
generally acquired an ownership interest of 99% in these Project
Partnerships.
The following is a summary of Investments in Project Partnerships as of:
MARCH 31, 1998 MARCH 31, 1997
-------------- --------------
Capital Contributions to Project Partner-
ships and purchase price paid for limited
partner interests in Project Partnerships $7,586,105 $7,586,105
Cumulative equity in losses of Project
Partnerships (1) (4,372,089) (3,408,634)
Cumulative distributions received from
Project Partnerships (84,722) (56,986)
----------- -----------
Investment in Project Partnerships before
Adjustment
3,129,294 4,120,485
Excess of investment cost over the
underlying assets acquired:
Acquisition fees and expenses 549,773 549,773
Accumulated amortization of acquisition
fees and expenses (70,838) (56,136)
----------- -----------
Investments in Project Partnerships $3,608,229 $4,614,122
=========== ===========
(1) In accordance with the Partnership's accounting policy to not carry
Investments in Project Partnerships below zero, cumulative suspended losses
of $79,383 for the year ended March 31, 1998 and cumulative suspended
losses of $24,072 for the year ended March 31, 1997 are not included.
<PAGE>
NOTE 5 - INVESTMENTS IN PROJECT PARTNERSHIPS (continued):
SERIES 9
As of March 31, 1998, the Partnership had acquired an interest in 24
Project Partnerships for the Series which own and operate government
assisted multi-family housing complexes. The Partnership, as the Investor
Limited Partner pursuant to the Project Partnership Agreements has
generally acquired an ownership interest of 99% in these Project
Partnerships.
The following is a summary of Investments in Project Partnerships as of:
MARCH 31, 1998 MARCH 31, 1997
-------------- --------------
Capital Contributions to Project Partner-
ships and purchase price paid for limited
partner interests in Project Partnerships $4,914,116 $4,914,116
Cumulative equity in losses of Project
Partnerships (1,711,859) (1,252,230)
Cumulative distributions received from
Project Partnerships (54,634) (35,343)
----------- -----------
Investment in Project Partnerships before
Adjustment 3,147,623 3,626,543
Excess of investment cost over the
underlying assets acquired:
Acquisition fees and expenses 244,087 244,087
Accumulated amortization of acquisition
fees and expenses (28,333) (22,263)
----------- -----------
Investments in Project Partnerships $3,363,377 $3,848,367
=========== ===========
<PAGE>
NOTE 5 - INVESTMENTS IN PROJECT PARTNERSHIPS (continued):
SERIES 10
As of March 31, 1998, the Partnership had acquired an interest in 15
Project Partnerships for the Series which own and operate government
assisted multi-family housing complexes. The Partnership, as the Investor
Limited Partner pursuant to the Project Partnership Agreements has
generally acquired an ownership interest of 99% in these Project
Partnerships.
The following is a summary of Investments in Project Partnerships as of:
MARCH 31, 1998 MARCH 31, 1997
-------------- --------------
Capital Contributions to Project Partner-
ships and purchase price paid for limited
partner interests in Project Partnerships $3,914,672 $3,914,672
Cumulative equity in losses of Project
Partnerships (675,302) (480,119)
Cumulative distributions received from
Project Partnerships (59,354) (41,506)
----------- -----------
Investment in Project Partnerships before
Adjustment 3,180,016 3,393,047
Excess of investment cost over the
underlying assets acquired:
Acquisition fees and expenses 196,738 196,738
Accumulated amortization of acquisition
fees and expenses (24,085) (18,267)
----------- -----------
Investments in Project Partnerships $3,352,669 $3,571,518
=========== ===========
<PAGE>
NOTE 5 - INVESTMENTS IN PROJECT PARTNERSHIPS (continued):
SERIES 11
As of March 31, 1998, the Partnership had acquired an interest in 12
Project Partnerships for the Series which own and operate government
assisted multi-family housing complexes. The Partnership, as the Investor
Limited Partner pursuant to the Project Partnership Agreements has
generally acquired an ownership interest of 99% in these Project
Partnerships.
MARCH 31, 1998 MARCH 31, 1997
-------------- --------------
Capital Contributions to Project Partner-
ships and purchase price paid for limited
partner interests in Project Partnerships $4,128,042 $4,128,042
Cumulative equity in losses of Project
Partnerships (490,043) (326,679)
Cumulative distributions received from
Project Partnerships (43,809) (5,095)
----------- -----------
Investment in Project Partnerships before
Adjustment 3,594,190 3,796,268
Excess of investment cost over the
underlying assets acquired:
Acquisition fees and expenses 290,335 290,335
Accumulated amortization of acquisition
fees and expenses (22,794) (16,302)
----------- -----------
Investments in Project Partnerships $3,861,731 $4,070,301
=========== ===========
<PAGE>
NOTE 5 - INVESTMENTS IN PROJECT PARTNERSHIPS (continued):
The following is a summary of Investments in Project Partnerships:
TOTAL SERIES 7 - 11 MARCH 31, 1998 MARCH 31, 1997
-------------- --------------
Capital Contributions to Project Partner-
ships and purchase price paid for limited
partner interests in Project Partnerships $28,275,024 $28,275,024
Cumulative equity in losses of Project
Partnerships (12,032,219) (9,340,597)
Cumulative distributions received from
Project Partnerships (343,783) (206,137)
------------ -----------
Investment in Project Partnerships before
Adjustment 15,899,022 18,728,290
Excess of investment cost over the
underlying assets acquired:
Acquisition fees and expenses 2,074,268 2,074,268
Accumulated amortization of acquisition
fees and expenses (269,432) (214,704)
------------ ------------
Investments in Project Partnerships $17,703,858 $20,587,854
============ ============
<PAGE>
NOTE 5 - INVESTMENTS IN PROJECT PARTNERSHIPS (continued):
In accordance with the Partnership's policy of presenting the financial
information of the Project Partnerships on a three month lag, below is the
summarized financial information for the Series' Project Partnerships as of
December 31 of each year:
DECEMBER 31,
1997 1996 1995
SERIES 7 ---- ---- ----
SUMMARIZED BALANCE SHEETS
Assets:
Current assets $ 2,587,261 $ 2,308,626 $ 2,253,113
Investment properties, net 37,959,499 39,455,931 40,934,578
Other assets 51,276 99,952 74,605
----------- ----------- -----------
Total assets $40,598,036 $41,864,509 $43,262,296
=========== =========== ===========
Liabilities and Partners' Equity:
Current liabilities 1,002,429 1,170,533 1,222,822
Long-term debt 36,852,852 36,962,154 37,259,882
----------- ----------- -----------
Total liabilities 37,855,281 38,132,687 38,482,704
Partners' equity
Gateway 2,725,255 3,715,273 4,719,280
General Partners 17,500 16,549 60,312
----------- ----------- -----------
Total Partners' equity 2,742,755 3,731,822 4,779,592
Total liabilities and
partners' equity $40,598,036 $41,864,509 $43,262,296
=========== =========== ===========
SUMMARIZED STATEMENTS OF
OPERATIONS
Rental and other income $ 5,716,581 $ 5,712,212 $ 5,559,478
Expenses:
Operating expenses 2,523,961 2,414,283 2,222,999
Interest expense 2,580,836 2,658,919 2,728,293
Depreciation and amortization 1,573,077 1,625,748 1,553,899
----------- ----------- -----------
Total expenses 6,677,874 6,698,950 6,505,191
----------- ----------- -----------
Net loss $ (961,293) $ (986,738) $ (945,713)
=========== =========== ===========
Other partners' share of net loss $ (9,613) $ (9,867) $ (9,456)
=========== =========== ===========
Partnerships' share of net loss (951,680) (976,871) (936,257)
Suspended losses 41,689 40,687 0
----------- ----------- -----------
Equity in Losses of Project
Partnerships $ (909,991) $ (936,184) $ (936,257)
========== =========== ===========
As of December 31, 1997, the largest Project Partnership constituted 5.4%
and 5.5%, and as of December 31, 1996 the largest Project Partnership
constituted 5.4% and 4.1% of the combined total assets by series and
combined total revenues by series, respectively.
<PAGE>
NOTE 5 - INVESTMENTS IN PROJECT PARTNERSHIPS (continued):
In accordance with the Partnership's policy of presenting the financial
information of the Project Partnerships on a three month lag, below is the
summarized financial information for the Series' Project Partnerships as of
December 31 of each year:
DECEMBER 31,
1997 1996 1995
SERIES 8 ---- ---- ----
SUMMARIZED BALANCE SHEETS
Assets:
Current assets $ 2,220,607 $ 1,906,836 $ 1,777,894
Investment properties, net 40,801,033 42,364,497 43,971,187
Other assets 40,006 60,527 67,558
------------ ------------ -----------
Total assets $43,061,646 $44,331,860 $45,816,639
Liabilities and Partners' Equity:
Current liabilities 1,179,934 1,211,075 1,472,200
Long-term debt 38,898,362 39,045,306 39,164,489
------------ ------------ -----------
Total liabilities 40,078,296 40,256,381 40,636,689
Partners' equity
Gateway 3,069,347 4,118,975 5,163,437
General Partners (85,997) (43,496) 16,513
------------ ----------- -----------
Total Partners' equity 2,983,350 4,075,479 5,179,950
Total liabilities and $43,061,646 $44,331,860 $45,816,639
partners' equity ============ ============ ===========
SUMMARIZED STATEMENTS OF
OPERATIONS
Rental and other income $ 5,753,648 $ 5,753,793 $ 5,140,306
Expenses:
Operating expenses 2,445,185 2,339,160 2,182,472
Interest expense 2,712,456 2,799,196 2,561,695
Depreciation and amortization 1,627,815 1,652,936 1,521,763
------------ ------------ ------------
Total expenses 6,785,456 6,791,292 6,265,930
------------ ----------- ------------
Net loss $ (1,031,808) $ (1,037,499) $ (1,125,624)
============ ============ ============
Other partners' share of net loss $ (13,042) $ (13,594) $ (14,769)
============ ============ ============
Partnerships' share of net loss (1,018,766) (1,023,905) (1,110,855)
Suspended losses 55,311 24,072 0
------------ ------------ ------------
Equity in Losses of Project
Partnerships $ (963,455) $ (999,833) $ (1,110,855)
============ ============ ============
As of December 31, 1997, the largest Project Partnership constituted 5.6%
and 5.8%, and as of December 31, 1996 the largest Project Partnership
constituted 5.6% and 5.8% of the combined total assets by series and
combined total revenues by series, respectively.
<PAGE>
NOTE 5 - INVESTMENTS IN PROJECT PARTNERSHIPS (continued):
In accordance with the Partnership's policy of presenting the financial
information of the Project Partnerships on a three month lag, below is the
summarized financial information for the Series' Project Partnerships as of
December 31 of each year:
DECEMBER 31,
1997 1996 1995
SERIES 9 ---- ---- ----
SUMMARIZED BALANCE SHEETS
Assets:
Current assets $ 1,431,278 $ 1,270,678 $ 1,184,980
Investment properties, net 22,640,398 23,508,821 24,403,195
Other assets 8,956 12,771 13,679
------------ ------------ ------------
Total assets $24,080,632 $24,792,270 $25,601,854
============ ============ ============
Liabilities and Partners' Equity:
Current liabilities 424,314 545,719 707,269
Long-term debt 20,587,632 20,655,161 20,721,177
------------ ------------ ------------
Total liabilities 21,011,946 21,200,880 21,428,446
Partners' equity
Gateway 3,136,984 3,617,355 4,161,214
General Partners (68,298) (25,965) 12,194
------------ ------------ ------------
Total Partners' equity 3,068,686 3,591,390 4,173,408
Total liabilities and $24,080,632 $24,792,270 $25,601,854
partners' equity ============ ============ ============
SUMMARIZED STATEMENTS OF
OPERATIONS
Rental and other income $ 2,994,649 $ 3,012,188 $ 2,768,235
Expenses:
Operating expenses 1,203,597 1,170,767 999,496
Interest expense 1,353,615 1,439,681 1,367,635
Depreciation and amortization 901,709 913,666 863,953
------------ ------------ ------------
Total expenses 3,458,921 3,524,114 3,231,084
------------ ------------ ------------
Net loss $ (464,272) $ (511,926) $ (462,849)
============ ============ ============
Other partners' share of net loss $ (4,643) $ (5,119) $ (4,628)
============ ============ ============
Partnerships' share of net loss (459,629) (506,807) (458,221)
Suspended losses 0 0 0
------------ ------------ ------------
Equity in Losses of Project
Partnerships $ (459,629) $ (506,807) $ (458,221)
============ ============ ============
As of December 31, 1997, the largest Project Partnership constituted 7.2%
and 6.9%, and as of December 31, 1996 the largest Project Partnership
constituted 7.2% and 8.6% of the combined total assets by series and
combined total revenues by series, respectively.
<PAGE>
NOTE 5 - INVESTMENTS IN PROJECT PARTNERSHIPS (continued):
In accordance with the Partnership's policy of presenting the financial
information of the Project Partnerships on a three month lag, below is the
summarized financial information for the Series' Project Partnerships as of
December 31 of each year:
DECEMBER 31,
1997 1996 1995
SERIES 10 ---- ---- ----
SUMMARIZED BALANCE SHEETS
Assets:
Current assets $ 1,165,222 $ 1,003,956 $ 1,131,901
Investment properties, net 15,705,282 16,200,866 16,686,974
Other assets 14,855 21,293 27,335
------------ ------------ ------------
Total assets $16,885,359 $17,226,115 $17,846,210
============ ============ ============
Liabilities and Partners' Equity:
Current liabilities 288,837 293,331 590,081
Long-term debt 13,487,607 13,542,629 13,607,468
------------ ------------ ------------
Total liabilities 13,776,444 13,835,960 14,197,549
Partners' equity
Gateway 3,186,296 3,401,814 3,608,073
General Partners (77,381) (11,659) 40,588
------------ ------------ ------------
Total Partners' equity 3,108,915 3,390,155 3,648,661
Total liabilities and
partners' equity $16,885,359 $17,226,115 $17,846,210
============ ============ ============
SUMMARIZED STATEMENTS OF
OPERATIONS
Rental and other income $ 1,888,003 $ 1,897,728 $ 1,797,699
Expenses:
Operating expenses 798,454 794,120 718,628
Interest expense 771,088 774,429 766,921
Depreciation and amortization 511,020 516,816 475,696
------------ ------------ ------------
Total expenses 2,080,562 2,085,365 1,961,245
------------ ------------ ------------
Net loss $ (192,559) $ (187,637) $ (163,546)
============ ============ ============
Other partners' share of net loss $ 2,624 $ 2,554 $ 4,311
============ ============ ============
Partnerships' share of net loss (195,183) (190,191) (167,857)
Suspended losses 0 0 0
------------ ------------ ------------
Equity in Losses of Project
Partnerships $ (195,183) $ (190,191) $ (167,857)
============ ============ ============
As of December 31, 1997, the largest Project Partnership constituted 10.6%
and 12.1%, and as of December 31, 1996 the largest Project Partnership
constituted 10.6% and 12.2% of the combined total assets by series and
combined total revenues by series, respectively.
<PAGE>
NOTE 5 - INVESTMENTS IN PROJECT PARTNERSHIPS (continued):
In accordance with the Partnership's policy of presenting the financial
information of the Project Partnerships on a three month lag, below is the
summarized financial information for the Series' Project Partnerships as of
December 31 of each year:
DECEMBER 31,
1997 1996 1995
SERIES 11 ---- ---- ----
SUMMARIZED BALANCE SHEETS
Assets:
Current assets $ 875,564 $ 990,736 $ 2,108,185
Investment properties, net 13,991,257 14,480,026 14,495,252
Other assets 24,358 29,127 23,687
------------ ------------ ------------
Total assets $14,891,179 $15,499,889 $16,627,124
============ ============ ============
Liabilities and Partners' Equity:
Current liabilities 390,123 631,225 1,371,789
Long-term debt 10,825,000 10,925,232 11,034,608
------------ ------------ ------------
Total liabilities 11,215,123 11,556,457 12,406,397
Partners' equity
Limited Partner 3,603,675 3,805,385 3,882,428
General Partners 72,381 138,047 338,299
------------ ------------ ------------
Total Partners' equity 3,676,056 3,943,432 4,220,727
Total liabilities and
partners' equity $14,891,179 $15,499,889 $16,627,124
============ ============ ============
SUMMARIZED STATEMENTS OF
OPERATIONS
Rental and other income $ 1,668,431 $ 1,670,724 $ 742,925
Expenses:
Operating expenses 785,590 750,237 380,713
Interest expense 556,791 583,416 299,285
Depreciation and amortization 506,631 537,223 198,591
------------ ------------ ------------
Total expenses 1,849,012 1,870,876 878,589
------------ ------------ ------------
Net loss $ (180,581) $ (200,152) $ (135,664)
============ ============ ============
Other partners' share of net loss $ (17,217) $ (17,667) $ (1,356)
============ ============ ============
Partnerships' share of net loss (163,364) (182,485) (134,308)
Suspended losses 0 0 0
------------ ------------ ------------
Equity in Losses of Project
Partnerships $ (163,364) $ (182,485) $ (134,308)
============ ============ ============
As of December 31, 1997, the largest Project Partnership constituted 21.2%
and 19.9%, and as of December 31, 1996 the largest Project Partnership
constituted 21.1% and 19.6% of the combined total assets by series and
combined total revenues by series, respectively.
<PAGE>
NOTE 5 - INVESTMENTS IN PROJECT PARTNERSHIPS (continued):
In accordance with the Partnership's policy of presenting the financial
information of the Project Partnerships on a three month lag, below is the
summarized financial information for the Series' Project Partnerships as of
December 31 of each year:
DECEMBER 31,
1997 1996 1995
TOTAL SERIES 7 - 11 ---- ---- ----
SUMMARIZED BALANCE SHEETS
Assets:
Current assets $ 8,279,932 $ 7,480,832 $ 8,456,073
Investment properties, net 131,097,469 136,010,141 140,491,186
Other assets 139,451 223,670 206,864
------------- ------------ ------------
Total assets $139,516,852 $143,714,643 $149,154,123
============= ============ ============
Liabilities and Partners' Equity:
Current liabilities 3,285,637 3,851,883 5,364,161
Long-term debt 120,651,453 121,130,482 121,787,624
------------- ------------ ------------
Total liabilities 123,937,090 124,982,365 127,151,785
Partners' equity
Limited Partner 15,721,557 18,658,802 21,534,432
General Partners (141,795) 73,476 467,906
------------- ------------ ------------
Total Partners' equity 15,579,762 18,732,278 22,002,338
Total liabilities and
partners' equity $139,516,852 $143,714,643 $149,154,123
============= ============ ============
SUMMARIZED STATEMENTS OF
OPERATIONS
Rental and other income $18,021,312 $18,046,645 $16,008,643
Expenses:
Operating expenses 7,756,787 7,468,567 6,504,308
Interest expense 7,974,786 8,255,641 7,723,829
Depreciation and amortization 5,120,252 5,246,389 4,613,902
------------ ------------ ------------
Total expenses 20,851,825 20,970,597 18,842,039
------------ ------------ ------------
Net loss $ (2,830,513) $ (2,923,952) $ (2,833,396)
============ ============ ============
Other partners' share of net loss $ (41,891) $ (43,693) $ (25,898)
============ ============ ============
Partnerships' share of net loss (2,788,622) (2,880,259) (2,807,498)
Suspended losses 97,000 64,759 0
------------ ------------ ------------
Equity in Losses of Project
Partnerships $ (2,691,622) $ (2,815,500) $ (2,807,498)
============ ============ ============
<PAGE>
NOTE 5 - INVESTMENTS IN PROJECT PARTNERSHIPS (continued):
The Partnership's equity by Series as reflected by the Project Partnerships
differs from the Partnership's Investments in Partnerships before
acquisition fees and expenses and amortization by Series primarily because
of suspended losses on the Partnership's books.
Equity Per Project
Partnership Equity Per Partnership
------------------ ----------------------
Series 7 $2,725,255 $2,847,899
Series 8 3,069,347 3,129,294
Series 9 3,136,984 3,147,623
Series 10 3,186,296 3,180,016
Series 11 3,603,675 3,594,190
NOTE 6 - TAXABLE INCOME (LOSS):
The following is a reconciliation between Net Income (Loss) as described
in the financial statements and the Partnership income (loss) for tax
purposes:
1998 1997 1996
SERIES 7 ---- ---- ----
Net Loss per Financial
Statements $(1,010,863) $(1,026,918) $(1,014,650)
Equity in Losses of Project
Partnerships for tax purposes
less than (in excess of)
losses for financial
statement purposes (176,026) (125,211) (242,983)
Adjustments to convert March
31, fiscal year end to
December 31, taxable year end (3,563) 1,130 5,831
Items Expensed for Financial
Statement purposes not
expensed for Tax purposes:
Asset Management Fee 46,034 43,668 49,944
Amortization Expense 21,542 22,062 22,350
------------ ------------ ------------
Partnership loss for tax
purposes as of December 31 $(1,122,876) $(1,085,269) $(1,179,508)
============ ============ ============
December 31, December 31, December 31,
1997 1996 1995
------------ ------------ -----------
Federal Low Income Housing
Tax Credits $ 1,695,190 $ 1,685,951 $ 1,610,621
=========== =========== ===========
<PAGE>
NOTE 6 - TAXABLE INCOME (LOSS):
The following is a reconciliation between Net Income (Loss) as described
in the financial statements and the Partnership income (loss) for tax
purposes:
1998 1997 1996
SERIES 8 ---- ---- ----
Net Loss per Financial
Statements $(1,060,938) $(1,089,189) $(1,201,546)
Equity in Losses of Project
Partnerships for tax purposes
less than (in excess of)
losses for financial
statement purposes (213,027) (292,642) (175,816)
Adjustments to convert March
31, fiscal year end to
December 31, taxable year end (3,764) 1,190 (8,367)
Items Expensed for Financial
Statement purposes not
expensed for Tax purposes:
Asset Management Fee 53,647 61,961 72,645
Amortization Expense 14,560 14,551 23,079
------------ ------------ ------------
Partnership loss for tax
purposes as of December 31 $(1,209,522) $(1,304,129) $(1,290,005)
============ ============ ============
December 31, December 31, December 31,
1997 1996 1995
------------ ------------ -----------
Federal Low Income Housing
Tax Credits $ 1,620,511 $ 1,605,034 $ 1,449,473
=========== =========== ===========
<PAGE>
NOTE 6 - TAXABLE INCOME (LOSS):
The following is a reconciliation between Net Income (Loss) as described
in the financial statements and the Partnership income (loss) for tax
purposes:
1998 1997 1996
SERIES 9 ---- ---- ----
Net Loss per Financial
Statements $ (512,506) $ (557,202) $ (504,713)
Equity in Losses of Project
Partnerships for tax purposes
less than (in excess of)
losses for financial
statement purposes (104,407) (126,579) (151,819)
Adjustments to convert March
31, fiscal year end to
December 31, taxable year end (2,981) 33 2,315
Items Expensed for Financial
Statement purposes not
expensed for Tax purposes:
Asset Management Fee 33,759 40,872 54,509
Amortization Expense 7,117 7,619 4,988
------------ ------------ ------------
Partnership loss for tax
purposes as of December 31 $ (579,018) $ (635,257) $ (594,720)
============ ============ ============
December 31, December 31, December 31,
1997 1996 1995
------------ ------------ -----------
Federal Low Income Housing
Tax Credits $ 968,961 $ 968,279 $ 904,162
=========== =========== ===========
<PAGE>
NOTE 6 - TAXABLE INCOME (LOSS):
The following is a reconciliation between Net Income (Loss) as described
in the financial statements and the Partnership income (loss) for tax
purposes:
1998 1997 1996
SERIES 10 ---- ---- ----
Net Loss per Financial
Statements $ (224,779) $ (214,923) $ (189,034)
Equity in Losses of Project
Partnerships for tax purposes
less than (in excess of)
losses for financial
statement purposes (158,805) (168,640) (195,074)
Adjustments to convert March
31, fiscal year end to
December 31, taxable year end (266) 843 (5,491)
Items Expensed for Financial
Statement purposes not
expensed for Tax purposes:
Asset Management Fee 8,101 19,295 19,011
Amortization Expense 5,806 5,947 9,220
------------ ------------ ------------
Partnership loss for tax
purposes as of December 31 $ (369,943) $ (357,478) $ (361,368)
============ ============ ============
December 31, December 31, December 31,
1997 1996 1995
------------ ------------ -----------
Federal Low Income Housing
Tax Credits $ 762,183 $ 762,241 $ 708,449
=========== =========== ===========
<PAGE>
NOTE 6 - TAXABLE INCOME (LOSS):
The following is a reconciliation between Net Income (Loss) as described
in the financial statements and the Partnership income (loss) for tax
purposes:
1998 1997 1996
SERIES 11 ---- ---- ----
Net Loss per Financial
Statements $ (183,183) $ (196,029) $ (108,465)
Equity in Losses of Project
Partnerships for tax purposes
less than (in excess of)
losses for financial
statement purposes (85,093) (60,284) (34,374)
Adjustments to convert March
31, fiscal year end to
December 31, taxable year end (2,137) (1,509) 29,523
Items Expensed for Financial
Statement purposes not
expensed for Tax purposes:
Asset Management Fee 9,851 7,548 18,956
Amortization Expense 7,391 9,300 4,945
------------ ------------ ------------
Partnership loss for tax
purposes as of December 31 $ (253,171) $ (240,974) $ (89,415)
============ ============ ============
December 31, December 31, December 31,
1997 1996 1995
------------ ------------ -----------
Federal Low Income Housing
Tax Credits $ 756,995 $ 724,590 $ 169,116
=========== =========== ===========
<PAGE>
NOTE 6 - TAXABLE INCOME (LOSS):
The following is a reconciliation between Net Income (Loss) as described
in the financial statements and the Partnership income (loss) for tax
purposes:
1998 1997 1996
TOTAL SERIES 7 -11 ---- ---- ----
Net Loss per Financial
Statements $(2,992,269) $(3,084,261) $(3,018,408)
Equity in Losses of Project
Partnerships for tax purposes
less than (in excess of)
losses for financial
statement purposes (737,358) (773,356) (800,066)
Adjustments to convert March
31, fiscal year end to
December 31, taxable year end (12,711) 1,687 23,811
Items Expensed for Financial
Statement purposes not
expensed for Tax purposes:
Asset Management Fee 151,392 173,344 215,065
Amortization Expense 56,416 59,479 64,582
------------ ------------ ------------
Partnership loss for tax
purposes as of December 31 $(3,534,530) $(3,623,107) $(3,515,016)
============ ============ ============
The difference in the total value of the Partnership's Investment in
Project Partnerships is approximately $720,000 higher for Series 7,
$794,000 higher for Series 8, $428,000 higher for Series 9, $520,000 higher
for Series 10 and $124,000 higher for Series 11 for financial reporting
purposes than for tax return purposes because (i) there were depreciation
differences between financial reporting purposes and tax return purposes
and (ii) certain expenses are not deductible for tax return purposes.
<PAGE>
Vincent & Voss
544 West 10th Street
Erie, PA 16502
PHONE: 814-456-5385
FAX: 814-454-5004
INDEPENDENT AUDITORS' REPORT
----------------------------
To the Partners
Maple Street Apartments Limited Partnership
Emporium, Pennsylvania
We have audited the accompanying balance sheets of Maple Street Apartments
(A Limited Partnership), as of December 31, 1997 and 1996, and the related
statements of operations, partners' equity and cash flows for the years
then ended. These financial statements are the responsibility of the
Partnership's management. Our responsibility is to express an opinion on
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 Maple Street
Apartments, as of December 31, 1997 and 1996, and the results of its
operations and its cash flows for the years then ended in conformity with
generally accepted accounting principles.
In accordance with Government Auditing Standards, we have also issued
reports dated January 26, 1998 on our consideration of Maple Street
Apartments internal control structure and compliance with laws and
regulations.
/s/ Vincent & Voss
Certified Public Accountants
January 26, 1998
<PAGE>
Habif, Arogeti & Wynne, P.C.
1073 West Peachtree Street, N.E.
Atlanta, GA 30367
PHONE: 404-892-9651
FAX: 404-876-4328
INDEPENDENT AUDITORS' REPORT
----------------------------
To the Partners
Creekstone Apartments, L.P.
We have audited the accompanying balance sheet of CREEKSTONE APARTMENTS,
L.P. (A Limited Partnership), as of December 31, 1997 and 1996, the related
statements of operations, changes in partners' equity, and cash flows for
the years then ended. These financial statements are the responsibility of
the Partnership's management. Our responsibility is to express an opinion
on these financial statements based on our audits.
We conducted our 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
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 CREEKSTONE APARTMENTS,
L.P., as of December 31, 1997 and 1996, and the results of its operations
and its cash flows for the year then ended in conformity with generally
accepted accounting principles.
/s/ Habif, Arogeti & Wynne, P.C.
Atlanta, Georgia
January 15, 1998
<PAGE>
Dauby O'Connor & Zaleski LLC
698 Pro Med Lane
Carmel, IN 46032
PHONE: 317-848-5700
FAX: 317-815-6140
INDEPENDENT AUDITORS' REPORT
----------------------------
To the Partners of
Gila Bend Housing, Ltd.
(an Arizona limited partnership)
We have audited the accompanying balance sheets of Gila Bend Housing, Ltd.
(an Arizona limited partnership) as of December 31, 1997 and 1996, and the
related statements of income, changes in partners' equity, and cash flows
for the years then ended. These financial statements are the
responsibility of the Partnership's management. Our responsibility is to
express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
Standards and Government Auditing Standards issued by the Comptroller
General of the United States. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures
in the financial statements. An audit also includes assessing the
accounting principles used and significant estimates made by management, as
well as evaluating the overall financial statement presentation. We
believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Gila Bend Housing, Ltd.
(an Arizona limited partnership) as of December 31, 1997 and 1996, and the
results of its operations and its cash flows for the years then ended in
accordance with generally accepted accounting principles.
In accordance with Government Auditing Standards, we have also issued a
report dated February 10, 1998, on our consideration of the Partnership's
internal control structure and a report dated February 10, 1998, on its
compliance with laws and regulations.
The accompanying supplementary 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.
This report is intended solely for the information of the Partners,
management of Gila Bend Housing, Ltd. and for filing with RD and should not
be used for any other purpose.
/s/ Dauby O'Connor & Zaleski LLC
Certified Public Accountants
Carmel, Indiana
February, 10, 1998
<PAGE>
Goddard, Henderson, Godbee & Nichols, P.C.
3488 North Valdosta Road
Valdosta, GA 31604
PHONE: 912-245-6040
FAX: 912-245-1669
INDEPENDENT AUDITORS' REPORT
----------------------------
To the Partners
Manchester Elderly Housing, L.P.
Valdosta, Georgia
We have audited the accompanying balance sheet of Manchester Elderly
Housing, L.P. (A Limited Partnership), Federal ID NO.: 58-1965616 as of
December 31, 1997 and 1996, and the related statements of income, partners'
equity, and cash flows for the years then ended. These financial
statements are the responsibility of the Partnership's management. Our
responsibility is to express an opinion on these financial statements based
on our 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 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 Manchester Elderly
Housing, L.P. as of December 31, 1997 and 1996, and the results of its
operations and its cash flows for the years then ended in conformity with
generally accepted accounting principles.
In accordance with Government Auditing Standards, we have also issued
reports dated January 21, 1998 on our consideration of Manchester Elderly
Housing, L.P.'s internal control structure and its compliance with laws and
regulations.
/s/ Goddard, Henderson, Godbee & Nichols, P.C.
Certified Public Accountants
January 21, 1998
<PAGE>
Goddard, Henderson, Godbee & Nichols, P.C.
3488 North Valdosta Road
Valdosta, GA 31604
PHONE: 912-245-6040
FAX: 912-245-1669
INDEPENDENT AUDITORS' REPORT
----------------------------
To the Partners
Meadow Run Apartments, L.P.
Valdosta, Georgia
We have audited the accompanying balance sheet of Meadow Run Apartments,
L.P. (A Limited Partnership), Federal ID NO.: 58-1994614 as of December 31,
1997 and 1996, and the related statements of income, partners' equity, and
cash flows for the years then ended. These financial statements are the
responsibility of the Partnership's management. Our responsibility is to
express an opinion on these financial statements based on our audits.
We conducted our 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 Meadow Run Apartments,
L.P. as of December 31, 1997 and 1996, and the results of its operations
and its cash flows for the years then ended in conformity with generally
accepted accounting principles.
In accordance with Government Auditing Standards, we have also issued
reports dated January 21, 1998 on our consideration of Meadow Run
Apartments, L.P.'s internal control structure and its compliance with laws
and regulations.
/s/ Goddard, Henderson, Godbee & Nichols, P.C.
Certified Public Accountants
January 21, 1998
<PAGE>
Goddard, Henderson, Godbee & Nichols, P.C.
3488 North Valdosta Road
Valdosta, GA 31604
PHONE: 912-245-6040
FAX: 912-245-1669
INDEPENDENT AUDITORS' REPORT
----------------------------
To the Partners
Lakeland II L.P.
Lakeland, Georgia
We have audited the accompanying balance sheets of Lakeland II L.P. (A
Limited Partnership), Federal ID # 58-1965624, as of December 31, 1997 and
1996, and the related statements of income, partners' equity and cash flows
for the years then ended. These financial statements are the
responsibility of the Partnership's management. Our responsibility is to
express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
Standards and Government Auditing Standards issued by the Comptroller
General of the United States. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures
in the financial statements. An audit also includes assessing the
accounting principles used and significant estimates made by management, as
well as evaluating the overall financial statement presentation. We
believe that our 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 Lakeland II L.P. as of
December 31, 1997 and 1996, and the results of its operations and its cash
flows for the years then ended in conformity with generally accepted
accounting principles.
In accordance with Government Auditing Standards, we have also issued
reports dated January 21, 1998 on our consideration of Lakeland II, L.P.'s
internal control structure and its compliance with laws and regulations.
/s/ Goddard, Henderson, Godbee & Nichols, P.C.
Certified Public Accountants
January 21, 1998
<PAGE>
Goddard, Henderson, Godbee & Nichols, P.C.
3488 North Valdosta Road
Valdosta, GA 31604
PHONE: 912-245-6040
FAX: 912-245-1669
INDEPENDENT AUDITORS' REPORT
----------------------------
To the Partners
Blue Ridge Elderly Housing, L.P.
Valdosta, Georgia
We have audited the accompanying balance sheet of Blue Ridge Elderly
Housing, L.P. (A Limited Partnership), Federal ID NO.: 58-1936981 as of
December 31, 1997 and 1996, and the related statements of income, partners'
equity, and cash flows for the years then ended. These financial
statements are the responsibility of the Partnership's management. Our
responsibility is to express an opinion on these financial statements based
on our 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 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 Blue Ridge Elderly
Housing, L.P. as of December 31, 1997 and 1996, and the results of its
operations and its cash flows for the years then ended in conformity with
generally accepted accounting principles.
In accordance with Government Auditing Standards, we have also issued a
report dated January 21, 1998 on our consideration of the Blue Ridge
Elderly Housing, L.P.'s internal control structure and a report dated
January 21, 1998 on its compliance with laws and regulations.
/s/ Goddard, Henderson, Godbee & Nichols, P.C.
Certified Public Accountants
January 21, 1998
<PAGE>
Goddard, Henderson, Godbee & Nichols, P.C.
3488 North Valdosta Road
Valdosta, GA 31604
PHONE: 912-245-6040
FAX: 912-245-1669
INDEPENDENT AUDITORS' REPORT
----------------------------
To the Partners
Arbor Trace Apartments Phase II L.P.
Lake Park, Georgia
We have audited the accompanying balance sheets of Arbor Trace Apartments
Phase II, L.P. (A Limited Partnership), Federal ID No.: 58-2032771, as of
December 31, 1997 and 1996, and the related statements of income, partners'
equity and cash flows for the years then ended. These financial statements
are the responsibility of the Partnership's management. Our responsibility
is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
Standards and Government Auditing Standards issued by the Comptroller
General of the United States. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures
in the financial statements. An audit also includes assessing the
accounting principles used and significant estimates made by management, as
well as evaluating the overall financial statement presentation. We
believe that our 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 Arbor Trace Apartments
Phase II, L.P. as of December 31, 1997 and 1996, and the results of its
operations and its cash flows for the years then ended in conformity with
generally accepted accounting principles.
In accordance with Government Auditing Standards, we have also issued a
report dated January 21, 1998 on our consideration of Arbor Trace
Apartments Phase II, L.P.'s internal control structure and a report dated
January 21, 1998 on its compliance with laws and regulations.
/s/ Goddard, Henderson, Godbee & Nichols, P.C.
Certified Public Accountants
January 21, 1998
<PAGE>
Reznick, Fedder & Silverman
P.O. Box 501298
Atlanta, GA 31150-1298
PHONE: 770-844-0644
FAX: 770-844-7363
INDEPENDENT AUDITORS' REPORT
----------------------------
To the Partners
Omega Rental Housing, L.P.
We have audited the accompanying balance sheets of Omega Rental Housing,
L.P., RHS Project No.: 11-037-582031602, as of December 31, 1997 and 1996,
and the related statements of operations, partners' equity and cash flows
for the years then ended. These financial statements are the
responsibility of the Partnership's management. Our responsibility is to
express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
Standards and Government Auditing Standards issued by the Comptroller
General of the United States. Those standards require that we plan and
perform the audit to obtain 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 Omega Rental Housing,
L.P., RHS Project No.: 11-037-582031602, as of December 31, 1997 and 1996,
and the results of its operations, changes in partners' equity and its cash
flows for the years then ended, in conformity with generally accepted
accounting principles.
Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental information on
pages 16 through 17 is presented for purposes of additional analysis and is
not a required part of the basic financial statements. Such information has
been subjected to the auditing procedures applied in the audits of the
basic financial statements and, in our opinion, is fairly stated in all
material respects in relation to the basic financial statements taken as a
whole.
In accordance with Government Auditing Standards, we have also issued
reports dated January 22, 1998, on our consideration of Omega Rental
Housing, L.P.'s internal control structure and on its compliance with laws
and regulations applicable to the financial statements.
/s/ Reznick, Fedder & Silverman
Certified Public Accountants
Atlanta, Georgia
January 22, 1998
<PAGE>
Habif, Arogeti & Wynne, P.C.
1073 West Peachtree Street, N.E.
Atlanta, GA 30367
PHONE: 404-892-9651
FAX: 404-876-4328
INDEPENDENT AUDITORS' REPORT
----------------------------
To the Partners
Magnolia Place L.P.
We have audited the accompanying balance sheet of MAGNOLIA PLACE, L.P. (A
Limited Partnership), as of December 31, 1997, and the related statements
of operations, changes in partners' equity, and cash flows for the year
then ended. These financial statements are the responsibility of the
Partnership's management. Our responsibility is to express an opinion on
these financial statements based on our audits.
We conducted our audit in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free
of material misstatement. An audit includes 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 financial statements referred to above present fairly,
in all material respects, the financial position of MAGNOLIA PLACE, L.P.,
as of December 31, 1997, and the results of its operations and its cash
flows for the year then ended in conformity with generally accepted
accounting principles.
/s/ Habif, Arogeti & Wynne, P.C.
Atlanta, Georgia
January 9, 1998
<PAGE>
Baird, Kurtz, & Dobson CPA
5000 Rogers Avenue, Suite 700
Ft. Smith, AR 72903
PHONE: 501-452-1040
FAX: 501-452-5542
INDEPENDENT AUDITORS' REPORT
----------------------------
Partners
Antlers Properties I, A Limited Partnership
D/B/A Woodbine Apartments
Fort Smith, Arkansas
We have audited the accompanying balance sheets of ANTLERS PROPERTIES I, A
LIMITED PARTNERSHIP, D/B/A WOODBINE APARTMENTS as of December 31, 1997 and
1996, and the related statements of operations, changes in partners' equity
and cash flows for the years then ended. These financial statements are
the responsibility of the Partnership's management. Our responsibility is
to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
Standards and the standards for financial audits contained in Government
Auditing Standards issued by the U.S. General Accounting Office. 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 ANTLERS PROPERTIES I, A
LIMITED PARTNERSHIP, D/B/A WOODBINE APARTMENTS as of December 31, 1997 and
1996, and the results of its operations and its cash flows for the years
then ended in conformity with generally accepted accounting principles.
In accordance with Government Auditing Standards, we have also issued a
report dated February 19, 1998, on our consideration of the internal
control structure of ANTLERS PROPERTIES I, A LIMITED PARTNERSHIP, D/B/A
WOODBINE APARTMENTS and on its compliance with certain provisions of laws,
regulations, contracts and grants.
/s/ Baird, Kurtz, & Dobson CPA
February 19, 1998
<PAGE>
Baird, Kurtz, & Dobson CPA
5000 Rogers Avenue, Suite 700
Ft. Smith, AR 72903
PHONE: 501-452-1040
FAX: 501-452-5542
INDEPENDENT AUDITORS' REPORT
----------------------------
Partners
Meadowview Properties, A Limited Partnership
D/B/A Meadowview Apartments
Fort Smith, Arkansas
We have audited the accompanying balance sheets of MEADOWVIEW PROPERTIES, A
LIMITED PARTNERSHIP, D/B/A MEADOWVIEW APARTMENTS as of December 31, 1997
and 1996, and the related statements of operations, changes in partners'
equity and cash flows for the years then ended. These financial statements
are the responsibility of the Partnership's management. Our responsibility
is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
Standards and the standards for financial audits contained in Government
Auditing Standards issued by the U.S. General Accounting Office. 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 MEADOWVIEW PROPERTIES,
A LIMITED PARTNERSHIP, D/B/A MEADOWVIEW APARTMENTS as of December 31, 1997
and 1996, and the results of its operations and its cash flows for the
years then ended in conformity with generally accepted accounting
principles.
In accordance with Government Auditing Standards, we have also issued a
report dated February 19, 1998, on our consideration of the internal
control structure of MEADOWVIEW PROPERTIES, A LIMITED PARTNERSHIP, D/B/A
MEADOWVIEW APARTMENTS and on its compliance with certain provisions of
laws, regulations, contracts and grants.
/s/ Baird, Kurtz, & Dobson CPA
February 19, 1998
<PAGE>
Charles Bailly & Co.
100 North Phillips, Suite 800
Sioux Falls, SD 57102
PHONE: 605-339-1999
FAX: 605-339-1306
INDEPENDENT AUDITORS' REPORT
----------------------------
To the Partners
Sunrise I Apartments Limited Partnership
Sioux Falls, South Dakota
We have audited the accompanying balance sheets of Sunrise I Apartments
Limited Partnership as of December 31, 1997 and 1996, and the related
statements of operations, changes in partners' equity and cash flows for
the years then ended. These financial statements are the responsibility of
the Partnership's management. Our responsibility is to express an opinion
on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
Standards and Government Auditing Standards issued by the Comptroller
General of the United States. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures
in the financial statements. An audit also includes assessing the
accounting principles used and significant estimates made by management, as
well as evaluating the overall financial statement presentation. We
believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Sunrise I Apartments
Limited Partnership as of December 31, 1997 and 1996, and the results of
its operations and its cash flows for the years then ended in conformity
with generally accepted accounting principles.
Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplementary information on
pages 12 and 13 is presented for purposes of additional analysis and is not
a required part of the basic financial statements. Such information has
been subjected to the auditing procedures applied in the audits of the
basic financial statements and, in our opinion, is fairly stated in all
material respects in relation to the basic financial statements taken as a
whole.
In accordance with Government Auditing Standards, we have also issued a
report dated January 21, 1998 on our consideration of Sunrise I Apartments
Limited Partnership's internal control structure and a report dated January
21, 1998 on its compliance with laws and regulations.
/s/ Charles Bailly & Co.
Certified Public Accountants
Sioux Falls, South Dakota
January 21, 1998
<PAGE>
VanRheenen, Miller & Rose, P.L.L.C.
1309 E. Race Avenue
Searcy, AR 72143
PHONE: 501-268-8356
FAX: 501-268-9362
INDEPENDENT AUDITORS' REPORT
----------------------------
Partners
Pioneer Apartments, An Arkansas Limited Partnership
D/B/A Pioneer Apartments
321 East 4th Street
Mountain Home, AR 72653
We have audited the accompanying financial statements of Pioneer
Apartments, An Arkansas Limited Partnership, D/B/A Pioneer Apartments, as
of December 31, 1997 and 1996, and for the years then ended, as listed in
the table of contents. These financial statements are the responsibility
of the Partnership's management. Our responsibility is to express an
opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
Standards 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 statements 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 Pioneer Apartments, An
Arkansas Limited Partnership, D/B/A Pioneer Apartments as of December 31,
1997 and 1996, and the results of its operations and its cash flows for the
years then ended in conformity with generally accepted accounting
principles.
In accordance with Government Auditing Standards, we have also issued a
report dated February 13, 1998 on our consideration of Pioneer Apartments,
An Arkansas Limited Partnership, D/B/A Pioneer Apartments' internal control
over financial reporting and our tests of its compliance with certain
provisions of laws, regulations, contracts and grants.
/s/ VanRheenen, Miller & Rose, P.L.L.C.
Certified Public Accountants
February 13, 1998
<PAGE>
VanRheenen, Miller & Rose, P.L.L.C.
1309 E. Race Avenue
Searcy, AR 72143
PHONE: 501-268-8356
FAX: 501-268-9362
INDEPENDENT AUDITORS' REPORT
----------------------------
Partners
Cardinal Apartments, An Arkansas Limited Partnership
D/B/A Cardinal Apartments
321 East 4th Street
Mountain Home, AR 72653
We have audited the accompanying financial statements of Cardinal
Apartments, An Arkansas Limited Partnership, D/B/A Cardinal Apartments as
of December 31, 1997 and 1996, and for the years then ended, as listed in
the table of contents. These financial statements are the responsibility
of the Partnership's management. Our responsibility is to express an
opinion on these financial statements based on our 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.
In our opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Cardinal Apartments, An
Arkansas Limited Partnership, D/B/A Cardinal Apartments as of December 31,
1997 and 1996, and the results of its operations for the years then ended
in conformity with generally accepted accounting principles.
/s/ VanRheenen, Miller & Rose, P.L.L.C.
Certified Public Accountants
February 13, 1998
<PAGE>
Oscar N. Harris Associates, P.A.
100 East Cumberland Street
Dunn, NC 28334
PHONE: 910-892-1021
FAX: 910-892-6084
INDEPENDENT AUDITORS' REPORT
----------------------------
To the Partners of
Peachtree Associates Limited Partnership
Charlotte, North Carolina
We have audited the balance sheets of Peachtree Associates Limited
Partnership as of December 31, 1997 and 1996, and the related statements of
partners' capital, income, and cash flows for the years then ended. These
financial statements are the responsibility of the Partnership's
management. Our responsibility is to express an opinion on these financial
statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
Standards and Government Auditing Standards issued by the Comptroller
General of the United States. Those standards require that we plan and
perform the 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 al material respects, the financial position of Peachtree Associates
Limited Partnership as of December 31, 1997 and 1996, and the results of
its operations and its cash flows for the years then ended in conformity
with generally accepted accounting principles.
In accordance with Government Auditing Standards, we have also issued a
report dated February 6, 1998 on our consideration of Peachtree Associates
Limited Partnership's internal control structure and a report dated
February 6, 1998 on its compliance with laws and regulations.
Our audits were made for the purpose of forming an opinion on the financial
statements taken as a whole. Schedules 1,2,3, and 4, on pages 14-17 are
presented for purposes of additional analysis and are not a required part
of the basic financial statements. Such information has been subjected to
the 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/ Oscar N. Harris Associates, P.A.
Certified Public Accountants
February 6, 1998
<PAGE>
Thomas C. Cunningham, CPA PC
23 Moore Street
Bristol, VA 24201
PHONE: 540-669-5531
FAX: 540-669-5576
INDEPENDENT AUDITORS' REPORT
----------------------------
To the Partners
Mountain City Manor Limited Partnership
I have audited the accompanying balance sheets of Mountain City Manor
Limited Partnership as of December 31, 1997 and 1996, and the related
statements of operation, partners' equity and cash flows for the years then
ended. These financial statements are the responsibility of the
Partnership's management. My responsibility is to express an opinion on
these financial statements based on my audits.
I conducted my audits in accordance with generally accepted auditing
Standards and Government Auditing Standards issued by the Comptroller
General of the United States, and the U.S. Department of Agriculture,
Farmers Home Administration Audit Program. Those standards require that I
plan and perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures
in the financial statements. An audit also includes assessing the
accounting principles used and significant estimates made by management, as
well as evaluating the overall financial statement presentation. I believe
that my audits provide a reasonable basis for my opinion.
In my opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Mountain City Manor
Limited Partnership as of December 31, 1997 and 1996, and the results of
its operations, changes in partners' equity and its cash flows for the
years then ended in conformity with generally accepted accounting
principles.
My audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The accompanying information on
pages 15 to 17 is presented for purposes of additional analysis and is not
a required part of the basic financial statements. Such information has
been subjected to the audit procedures applied in the audits of the basic
financial statements and, in my opinion, is fairly stated in all material
respects in relation to the basic financial statements taken as a whole.
In accordance with Government Auditing Standards, I have also issued a
report dated February 18, 1998 on my consideration of Mountain City Manor
Limited Partnership's internal control structure and a report dated
February 18, 1998 on its compliance with laws and regulations applicable to
the financial statements.
/s/ Thomas C. Cunningham, CPA PC
Bristol, Virginia
February 18, 1998
<PAGE>
Thomas C. Cunningham, CPA PC
23 Moore Street
Bristol, VA 24201
PHONE: 540-669-5531
FAX: 540-669-5576
INDEPENDENT AUDITORS' REPORT
----------------------------
To the Partners
Tazewell Village Limited Partnership
I have audited the accompanying balance sheets of Tazewell Village Limited
Partnership as of December 31, 1997 and 1996, and the related statements of
operation, partners' equity and cash flows for the years then ended. These
financial statements are the responsibility of the Partnership's
management. My responsibility is to express an opinion on these financial
statements based on my audits.
I conducted my audits in accordance with generally accepted auditing
Standards and Government Auditing Standards issued by the Comptroller
General of the United States, and the U.S. Department of Agriculture,
Farmers Home Administration Audit Program. Those standards require that I
plan and perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures
in the financial statements. An audit also includes assessing the
accounting principles used and significant estimates made by management, as
well as evaluating the overall financial statement presentation. I believe
that my audits provide a reasonable basis for my opinion.
In my opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Tazewell Village
Limited Partnership, D/B/A Tazewell Village Apartments, as of December 31,
1997 and 1996, and the results of its operations, changes in partners'
equity and its cash flows for the years then ended in conformity with
generally accepted accounting principles.
My audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The accompanying information on
pages 15 to 17 is presented for purposes of additional analysis and is not
a required part of the basic financial statements. Such information has
been subjected to the auditing procedures applied in the audits of the
basic financial statements and, in my opinion, is fairly stated in all
material respects in relation to the basic financial statements taken as a
whole.
In accordance with Government Auditing Standards, I have also issued a
report dated February 18, 1998 on my consideration of Tazewell Village
Limited Partnership's internal control structure and a report dated
February 18, 1998 on its compliance with laws and regulations applicable to
the financial statements.
/s/ Thomas C. Cunningham, CPA PC
Bristol, Virginia
February 18, 1998
<PAGE>
Thomas C. Cunningham, CPA PC
23 Moore Street
Bristol, VA 24201
PHONE: 540-669-5531
FAX: 540-669-5576
INDEPENDENT AUDITORS' REPORT
----------------------------
To the Partners
Jamestown Village Limited Partnership
I have audited the accompanying balance sheets of Jamestown Village Limited
Partnership Apartments as of December 31, 1997 and 1996, and the related
statements of operation, partners' equity and cash flows for the years then
ended. These financial statements are the responsibility of the
Partnership's management. My responsibility is to express an opinion on
these financial statements based on my audits.
I conducted my audits in accordance with generally accepted auditing
Standards and Government Auditing Standards issued by the Comptroller
General of the United States, and the U.S. Department of Agriculture,
Farmers Home Administration Audit Program. Those standards require that I
plan and perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures
in the financial statements. An audit also includes assessing the
accounting principles used and significant estimates made by management, as
well as evaluating the overall financial statement presentation. I believe
that my audits provide a reasonable basis for my opinion.
In my opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Jamestown Village
Limited Partnership as of December 31, 1997 and 1996, and the results of
its operations, changes in partners' equity and its cash flows for the
years then ended in conformity with generally accepted accounting
principles.
My audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The accompanying information on
pages 15 to 17 is presented for purposes of additional analysis and is not
a required part of the basic financial statements. Such information has
been subjected to the auditing procedures applied in the audits of the
basic financial statements and, in my opinion, is fairly stated in all
material respects in relation to the basic financial statements taken as a
whole.
In accordance with Government Auditing Standards, I have also issued a
report dated February 18, 1998 on my consideration of Jamestown Village
Limited Partnership's internal control structure and a report dated
February 18, 1998 on its compliance with laws and regulations applicable to
the financial statements.
/s/ Thomas C. Cunningham, CPA PC
Bristol, Virginia
February 18, 1998
<PAGE>
Thomas C. Cunningham, CPA PC
23 Moore Street
Bristol, VA 24201
PHONE: 540-669-5531
FAX: 540-669-5576
INDEPENDENT AUDITORS' REPORT
----------------------------
To the Partners
Clinch View Manor Limited Partnership
I have audited the accompanying balance sheets of Clinch View Manor Limited
Partnershipas of December 31, 1997 and 1996, and the related statements of
operation, partners' equity and cash flows for the years then ended. These
financial statements are the responsibility of the Partnership's
management. My responsibility is to express an opinion on these financial
statements based on my audits.
I conducted my audits in accordance with generally accepted auditing
Standards and Government Auditing Standards issued by the Comptroller
General of the United States, and the U.S. Department of Agriculture,
Farmers Home Administration Audit Program. Those standards require that I
plan and perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures
in the financial statements. An audit also includes assessing the
accounting principles used and significant estimates made by management, as
well as evaluating the overall financial statement presentation. I believe
that my audits provide a reasonable basis for my opinion.
In my opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Clinch View Manor
Limited Partnershipas of December 31, 1997 and 1996, and the results of its
operations, changes in partners' equity and its cash flows for the years
then ended in conformity with generally accepted accounting principles.
My audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The accompanying information on
pages 15 to 17 is presented for purposes of additional analysis and is not
a required part of the basic financial statements. Such information has
been subjected to the auditing procedures applied in the audits of the
basic financial statements and, in my opinion, is fairly stated in all
material respects in relation to the basic financial statements taken as a
whole.
In accordance with Government Auditing Standards, I have also issued a
report dated February 18, 1998 on my consideration of Clinch View Manor
Limited Partnership's internal control structure and a report dated
February 18, 1998 on its compliance with laws and regulations applicable to
the financial statements.
/s/ Thomas C. Cunningham, CPA PC
Bristol, Virginia
February 18, 1998
<PAGE>
Thomas C. Cunningham, CPA PC
23 Moore Street
Bristol, VA 24201
PHONE: 540-669-5531
FAX: 540-669-5576
INDEPENDENT AUDITORS' REPORT
----------------------------
To the Partners
Warsaw Manor Limited Partnership
I have audited the accompanying balance sheets of Warsaw Manor Limited
Partnership as of December 31, 1997 and 1996, and the related statements of
operations, partners' equity and cash flows for the years then ended.
These financial statements are the responsibility of the Partnership's
management. My responsibility is to express an opinion on these financial
statements based on my audits.
I conducted my audits in accordance with generally accepted auditing
Standards and Government Auditing Standards issued by the Comptroller
General of the United States, and the U.S. Department of Agriculture,
Farmers Home Administration Audit Program. Those standards require that I
plan and perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures
in the financial statements. An audit also includes assessing the
accounting principles used and significant estimates made by management, as
well as evaluating the overall financial statement presentation. I believe
that my audits provide a reasonable basis for my opinion.
In my opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Warsaw Manor Limited
Partnership as of December 31, 1997 and 1996, and the results of its
operations, changes in partners' equity, and its cash flows for the years
then ended in conformity with generally accepted accounting principles.
My audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The accompanying information on
pages 15 to 17 is presented for purposes of additional analysis and is not
a required part of the basic financial statements. Such information has
been subjected to the auditing procedures applied in the audits of the
basic financial statements and, in my opinion, is fairly stated in all
material respects in relation to the basic financial statements taken as a
whole.
In accordance with Government Auditing Standards, I have also issued a
report dated February 18, 1998 on my consideration of Warsaw Manor Limited
Partnership's internal control structure and a report dated February 18,
1998 on its compliance with laws and regulations applicable to the
financial statements.
/s/ Thomas C. Cunningham, CPA PC
Bristol, Virginia
February 18, 1998
<PAGE>
Lou Ann Montey & Associates, P.C.
8400 B. Mopac Expressway, Suite 304
Austin, TX 78759
PHONE: 512-338-0044
FAX: 512-338-5395
INDEPENDENT AUDITORS' REPORT
----------------------------
To the Partners
Elsa Retirement, Ltd.
(A Texas Limited Partnership)
Burnet, Texas
We have audited the accompanying balance sheets of Elsa Retirement, Ltd.-
(A Texas Limited Partnership), as of December 31, 1997 and 1996, and the
related statements of income (loss), partners' equity and cash flows for
the years then ended. These financial statements are the responsibility of
the Partnership's management. Our responsibility is to express an opinion
on these financial statements based on our audits.
We conducted our audits in accordance with Generally Accepted Auditing
Standards and Government Auditing Standards as issued by the Comptroller
General of the United States, and the U.S. Department of Agriculture,
Farmers Home Administration Audit Program. Those standards require that we
plan and perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures
in the financial statements. An audit also includes assessing the
accounting principles used and significant estimates made by management, as
well as evaluating the overall financial statement presentation. We
believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Elsa Retirement, Ltd.-
(A Texas Limited Partnership) as of December 31, 1997 and 1996, and the
results of its operations and its cash flows for the years then ended in
conformity with Generally Accepted Accounting Principles.
In accordance with Government Auditing Standards, we have also issued a
report dated January 16, 1998 on our consideration of the internal control
structure of Elsa Retirement, Ltd.-(A Texas Limited Partnership)and a
report dated January 16, 1998 on its compliance with laws and regulations.
/s/ Lou Anne Montey & Associates, P.C.
Certified Public Accountants
Austin, Texas
January 16, 1998
<PAGE>
Lou Anne Montey & Associates, P.C.
8400 N. Mopac Expressway, Suite 304
Austin, TX 78759
PHONE: 512-338-0044
FAX: 512-338-5395
INDEPENDENT AUDITORS' REPORT
----------------------------
To the Partners
Dilley Retirement, Ltd.
(A Texas Limited Partnership)
Burnet, Texas
We have audited the accompanying balance sheets of Dilley Retirement, Ltd.
(A Texas Limited Partnership) as of December 31, 1997 and 1996, and the
related statements of income (loss), partners' equity and cash flows for
the years then ended. These financial statements are the responsibility of
the Partnership's management. Our responsibility is to express an opinion
on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
Standards and Government Auditing Standards as issued by the Comptroller
General of the United States, and the U.S. Department of Agriculture,
Farmers Home Administration Audit Program. Those standards require that we
plan and perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures
in the financial statements. An audit also includes assessing the
accounting principles used and significant estimates made by management, as
well as evaluating the overall financial statement presentation. We
believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Dilley Retirement, Ltd.
(A Texas Limited Partnership) as of December 31, 1997 and 1996, and the
results of its operations and its cash flows for the years then ended in
conformity with generally accepted accounting principles.
In accordance with Government Auditing Standards, we have also issued a
report dated January 15, 1998, on our consideration of the internal control
structure of Dilley Retirement, Ltd. (A Texas Limited Partnership) and a
report dated January 15, 1998 on its compliance with laws and regulations.
/s/ Lou Anne Montey & Associates, P.C.
Certified Public Accountants
Austin, Texas
January 15, 1998
<PAGE>
Lou Ann Montey & Associates, P.C.
8400 N. Mopac Expressway, Suite 304
Austin, TX 78759
PHONE: 512-338-0044
FAX: 512-338-5395
INDEPENDENT AUDITORS' REPORT
----------------------------
To the Partners
Taylor Retirement, Ltd.(A Texas Limited Partnership)
Burnet, Texas
We have audited the accompanying balance sheets of Taylor Retirement, Ltd.
(A Texas Limited Partnership), as of December 31, 1997 and 1996, and the
related statements of income (loss), partners' equity and cash flows for
the years then ended. These financial statements are the responsibility of
the Partnership's management. Our responsibility is to express an opinion
on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
Standards and Government Auditing Standards as issued by the Comptroller
General of the United States, and the U.S. Department of Agriculture,
Farmers Home Administration Audit Program. Those standards require that we
plan and perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures
in the financial statements. An audit also includes assessing the
accounting principles used and significant estimates made by management, as
well as evaluating the overall financial statement presentation. We
believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Taylor Retirement, Ltd.-
(A Texas Limited Partnership) as of December 31, 1997 and 1996, and the
results of its operations and its cash flows for the years then ended in
conformity with generally accepted accounting principles.
In accordance with Government Auditing Standards, we have also issued a
report dated January 20, 1998 on our consideration of the internal control
structure of Taylor Retirement, Ltd.- (A Texas Limited Partnership)and a
report dated January 20, 1998 on its compliance with laws and regulations.
/s/ Lou Ann Montey & Associates, P.C.
Certified Public Accountants
Austin, Texas
January 20, 1998
<PAGE>
Lou Ann Montey & Associates, P.C.
8400 N. Mopac Expressway, Suite 304
Austin, TX 78759
PHONE: 512-338-0044
FAX: 512-338-5395
INDEPENDENT AUDITORS' REPORT
----------------------------
To the Partners
Donna Retirement, Ltd.-(A Texas Limited Partnership)
Buret, Texas
We have audited the accompanying balance sheets of Donna Retirement, Ltd.-
(A Texas Limited Partnership), as of December 31, 1997 and 1996, and the
related statements of income, partners' equity and cash flows for the years
then ended. These financial statements are the responsibility of the
Partnership's management. Our responsibility is to express an opinion on
these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
Standards and Government Auditing Standards as issued by the Comptroller
General of the United States, and the U.S. Department of Agriculture,
Farmers Home Administration Audit Program. Those standards require that we
plan and perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures
in the financial statements. An audit also includes assessing the
accounting principles used and significant estimates made by management, as
well as evaluating the overall financial statement presentation. We
believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Donna Retirement, Ltd.-
(A Texas Limited Partnership) as of December 31, 1997 and 1996, and the
results of its operations and its cash flows for the years then ended in
conformity with Generally Accepted Accounting Principles.
In accordance with Government Auditing Standards, we have also issued a
report dated January 16, 1998 on our consideration of the internal control
structure of Donna Retirement, Ltd.- (A Texas Limited Partnership)and a
report dated January 16, 1998 on its compliance with laws and regulations.
/s/ Lou Ann Montey & Associates, P.C.
Certified Public Accountants
Austin, Texas
January 16, 1998
<PAGE>
David Pelliccione, C.P.A., P.C.
329 Eisenhower Dr., Suite B-200
Savannah, GA 31406
PHONE: 912-354-2334
FAX: 912-354-2443
INDEPENDENT AUDITORS' REPORT
----------------------------
To the Partners
Brooks Lane Apartments, L.P.
We have audited the accompanying balance sheets of BROOKS LANE APARTMENTS,
L.P., as of December 31, 1997 and 1996, and the related statements of
operations, changes in partners' equity and cash flows for the years then
ended. These financial statements are the responsibility of the
Partnership's management. Our responsibility is to express an opinion on
these financial statements based on our 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 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 BROOKS LANE APARTMENTS,
L.P., as of December 31, 1997 and 1996, and the results of its operations
and its cash flows for the years then ended in conformity with generally
accepted accounting principles.
In accordance with Government Auditing Standards, we have also issued our
report dated February 23, 1998, on our consideration of BROOKS LANE
APARTMENTS, L.P.'S internal control over financial reporting and our tests
of its compliance with certain provisions of laws, regulations, contracts
and grants.
Our audit was made for the purpose of forming an opinion on the basic
financial statements of BROOK LANE APARTMENTS, L.P., taken as a whole. The
accompanying financial information listed as supplementary data in the
table of contents is presented for purposes of additional analysis as
required by Rural Housing Services. The information in these schedules 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 of BROOKS LANE APARTMENTS,
L.P., taken as a whole.
/s/ David Pelliccione, C.P.A., P.C.
Savannah, Georgia
February 23, 1998
<PAGE>
David Pelliccione, C.P.A., P.C.
329 Eisenhower Dr., Suite B-200
Savannah, GA 31406
PHONE: 912-354-2334
FAX: 912-354-2443
INDEPENDENT AUDITORS' REPORT
----------------------------
To the Partners
Brooks Field Apartments, L.P.
We have audited the accompanying balance sheets of BROOKS FIELD APARTMENTS,
L.P., as of December 31, 1997 and 1996, and the related statements of
operations, changes in partners' equity and cash flows for the years then
ended. These financial statements are the responsibility of the
Partnership's management. Our responsibility is to express an opinion on
these financial statements based on our 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 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 BROOKS FIELD
APARTMENTS, L.P., as of December 31, 1997 and 1996, and the results of its
operations and its cash flows for the years then ended in conformity with
generally accepted accounting principles.
In accordance with Government Auditing Standards, we have also issued our
report dated February 23, 1998, on our consideration of BROOKS FIELD
APARTMENTS, L.P.'S internal control over financial reporting and our tests
of its compliance with certain provisions of laws, regulations, contracts
and grants.
Our audit was made for the purpose of forming an opinion on the basic
financial statements of BROOKS FIELD APARTMENTS, L.P., taken as a whole.
The accompanying financial information listed as supplementary data in the
table of contents is presented for purposes of additional analysis as
required by Rural Housing Services. The information in these schedules 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 of BROOKS FIELD
APARTMENTS, L.P., taken as a whole.
/s/ David Pelliccione, C.P.A., P.C.
Savannah, Georgia
February 23, 1998
<PAGE>
David Pelliccione, C.P.A., P.C.
340 Eisenhower Dr. Building 800
Savannah, GA 31406
PHONE: 912-354-2334
FAX: 912-354-2443
INDEPENDENT AUDITORS' REPORT
----------------------------
To the Partners
Brooks Point Apartments, L.P.
We have audited the accompanying balance sheets of BROOKS POINT APARTMENTS,
L.P., as of December 31, 1997 and 1996, and the related statements of
operations, changes in partners' equity and cash flows for the years then
ended. These financial statements are the responsibility of the
Partnership's management. Our responsibility is to express an opinion on
these financial statements based on our 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 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 BROOKS POINT
APARTMENTS, L.P., as of December 31, 1997 and 1996, and the results of its
operations and its cash flows for the years then ended in conformity with
generally accepted accounting principles.
In accordance with Government Auditing Standards, we have also issued our
report dated February 23, 1998, on our consideration of BROOKS POINT
APARTMENTS, L.P.'S internal control over financial reporting and our tests
of its compliance with certain provisions of laws, regulations, contracts
and grants.
Our audit was made for the purpose of forming an opinion on the basic
financial statements of BROOK POINT APARTMENTS, L.P., taken as a whole. The
accompanying financial information listed as supplementary data in the
table of contents is presented for purposes of additional analysis as
required by Rural Housing Services. The information in these schedules 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 of BROOKS POINT
APARTMENTS, L.P., taken as a whole.
/s/ David Pelliccione, C.P.A., P.C.
Savannah, Georgia
February 23, 1998
<PAGE>
McCartney & Company, P.C.
2121 University Park Drive - Suite 150
Okemos, MI 48864
PHONE: 517-347-5000
FAX: 517-347-5007
INDEPENDENT AUDITORS' REPORT
----------------------------
Partners
Mariner Cove Apartments, Limited Partnership
DeWitt, Michigan
We have audited the accompanying balance sheets of Mariner Cove Apartments
Limited Partnership as of December 31, 1997 and 1996, and the related
statements of revenue, expenses and 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 Mariner Cove Apartments
Limited Partnership as of December 31, 1997 and 1996, and the results of
its operations and its cash flows for the years then ended in conformity
with generally accepted accounting principles.
In accordance with Government Auditing Standards, we have also issued
reports dated March 4, 1998, on our consideration of Mariner Cove
Apartments Limited Partnership's internal control structure and its
compliance with laws and regulations.
/s/ McCartney & Company, P.C.
Certified Public Accountants
March 4, 1998
<PAGE>
Simmons and Clubb
410 S. Orchard, Suite 156
Boise, ID 83705
PHONE: 208-336-6800
FAX: 208-343-2381
INDEPENDENT AUDITORS' REPORT
----------------------------
General Partner
South Brenchley Housing Limited Partnership
Boise, Idaho
We have audited the accompanying balance sheets of South Brenchley Housing
Limited Partnership as of December 31, 1997, and the related statements of
income, partners' equity and cash flows for the years then ended. These
financial statements are the responsibility of the Partnership's
management. Our responsibility is to express an opinion on these financial
statements based on our audits.
We conducted our 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 South Brenchley Housing
Limited Partnership as of December 31, 1997, 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 February 10, 1998 on our consideration of South Brenchley's
internal control structure, and a report dated February 10, 1998, on its
compliance with specific requirements applicable to major programs.
The partnership's tax returns have been filed allowing the partners to
claim a benefit of a low income housing tax credit. Because the compliance
and qualification standards of the low income housing tax credit are not
related to the interest credit agreement and loan agreement, and because
the low income housing tax credit related to income taxes which are the
responsibility of each individual partner, the scope of our audit was not
designed or intended to audit the partnerships compliance with the low
income housing tax credit laws. Accordingly, our audit cannot be relied
upon to give assurance with regard to the partnerships compliance with any
of the low income housing tax credit laws.
/s/ Roger Clubb
Simmons and Clubb
Certified Public Accountants
Boise, Idaho
February 10, 1998
<PAGE>
Gubler and Carter, P.C.
7001 South 900 East, Suite 240
Midvale, UT 84047
PHONE: 801-566-5866
FAX: 801-561-8693
INDEPENDENT AUDITORS' REPORT
----------------------------
To the Partners
Homestead West Limited Partnership
We have audited the accompanying balance sheets of Homestead West Limited
Partnership as of December 31, 1997 and 1996 and the related statements of
income, 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 audit in accordance with generally accepted auditing
standards and Government Auditing Standards issued by the Comptroller
General of the United States, and the U.S. Department of Agriculture,
Farmers Home Administration Audit Program. Those standards require that we
plan and perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures
in the financial statements. An audit also includes assessing the
accounting principles used and significant estimates made by management, as
well as evaluating the overall financial statement presentation. We
believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Homestead West Limited
Partnership, as of December 31, 1997 and 1996 and the results of its
operations, changes in partners' capital, 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 our
reports dated February 9, 1998 on our consideration of Homestead West
Limited Partnership's internal control and on its 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 accompanying supplemental
information shown on pages 13 through 15 is presented for purposes of
additional analysis and is not a required part of the basic financial
statements of Homestead West Limited Partnership. Such information has been
subjected to the auditing procedures applied in the audits of the basic
financial statements and, in our opinion, is fairly stated in all material
respects in relation to the basic financial statements taken as a whole.
/s/ Gubler and Carter, P.C.
Certified Public Accountants
Salt Lake City, Utah
February 9, 1998
<PAGE>
Miller, Mayer, Sullivan & Stevens LLP
2365 Harrodsburg Rd.
Lexington, KY 40504-3399
PHONE: 606-223-3095
FAX: 606-223-2143
INDEPENDENT AUDITORS' REPORT
----------------------------
To the Partners
Louisa Senior Apartments, Ltd.
We have audited the accompanying balance sheets of Louisa Senior
Apartments, Ltd., (A Limited Partnership) Case No. 20-064-407447188 as of
December 31, 1997 and 1996, and the related statements of operations,
changes in partners' equity (deficit), and cash flows for the years then
ended. These financial statements are the responsibility of the
Partnership's management. Our responsibility is to express an opinion on
these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards and 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 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 Louisa Senior
Apartments, Ltd. as of December 31, 1997 and 1996, and the results of its
operations and its cash flows for the years then ended in conformity with
generally accepted accounting principles.
In accordance with Government Auditing Standards, we have also issued
reports dated January 28, 1998 on our consideration of Louisa Senior
Apartments, Ltd.'s internal control over financial reporting and our tests
of its compliance with certain provisions of laws, regulations, contracts
and grants.
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 basic financial statements taken as a
whole.
/s/ Miller, Mayer, Sullivan & Stevens LLP
Certified Public Accountants
Lexington, Kentucky
January 28, 1998
<PAGE>
Miller, Mayer, Sullivan & Stevens LLP
2365 Harrodsburg Rd.
Lexington, KY 40504-3399
PHONE: 606-223-3095
FAX: 606-223-2143
INDEPENDENT AUDITORS' REPORT
----------------------------
To the Partners
Wells Hill Apartments, Ltd.
We have audited the accompanying balance sheet of Wells Hill Apartments,
Ltd., (A Limited Partnership) Case No. 20-086-611204241 as of December 31,
1997 and 1996 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 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 Wells Hill Apartments,
Ltd. as of December 31, 1997 and 1996, and the results of its operations
and its cash flows for the years then ended in conformity with generally
accepted accounting principles.
In accordance with Government Auditing Standards, we have also issued
reports dated February 3, 1998 on our consideration of Wells Hill
Apartments, 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 basic financial statements taken as a
whole.
/s/ Miller, Mayer, Sullivan & Stevens LLP
Certified Public Accountants
Lexington, Kentucky
February 3, 1998
<PAGE>
Charles Bailly & Co. P.L.L.P.
100 North Phillips, Suite 800
Sioux Falls, SD 57102
PHONE: 605-339-1999
FAX: 605-339-1306
INDEPENDENT AUDITORS' REPORT
----------------------------
The Partners
Lincoln, Ltd.
Pierre, South Dakota
We have audited the accompanying balance sheets of Lincoln, Ltd. (A Limited
Partnership), as of December 31, 1997 and 1996, and the related statements
of operations, changes in partners' equity and cash flows for the years
then ended. These financial statements are the responsibility of the
Partnership's management. Our responsibility is to express an opinion on
these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
Standards and Government Auditing Standards issued by the Comptroller
General of the United States. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures
in the financial statements. An audit also includes assessing the
accounting principles used and significant estimates made by management, as
well as evaluating the overall financial statement presentation. We
believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Lincoln, Ltd. as of
December 31, 1997 and 1996, and the results of its operations and its cash
flows for the years then ended in conformity with generally accepted
accounting principles.
Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplementary information on
pages 12 and 13 is presented for purposes of additional analysis and is not
a required part of the basic financial statements. Such information has
been subjected to the auditing procedures applied in the audits of the
basic financial statements and, in our opinion, is fairly stated in all
material respects in relation to the basic financial statements taken as a
whole.
In accordance with Government Auditing Standards, we have also issued a
report dated February 4, 1998 on our consideration of Lincoln, Ltd.'s
internal control structure and a report dated February 4, 1998 on its
compliance with laws and regulations.
/s/ Charles Bailly & Co. P.L.L.P.
Certified Public Accountants
Sioux Falls, South Dakota
February 4, 1998
<PAGE>
Charles Bailly & Co. P.L.L.P.
100 North Phillips, Suite 800
Sioux Falls, SD 57102
PHONE: 605-339-1999
FAX: 605-339-1306
INDEPENDENT AUDITORS' REPORT
----------------------------
The Partners
Courtyard, Ltd.
Huron, South Dakota
We have audited the accompanying balance sheets of Courtyard, Ltd. (A
Limited Partnership), as of December 31, 1997 and 1996, and the related
statements of operations, changes in partners' equity and cash flows for
the years then ended. These financial statements are the responsibility of
the Partnership's management. Our responsibility is to express an opinion
on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
Standards and Government Auditing Standards issued by the Comptroller
General of the United States. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures
in the financial statements. An audit also includes assessing the
accounting principles used and significant estimates made by management, as
well as evaluating the overall financial statement presentation. We
believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Courtyard, Ltd. as of
December 31, 1997 and 1996, and the results of its operations and its cash
flows for the years then ended in conformity with generally accepted
accounting principles.
Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplementary information on
pages 15 and 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 auditing procedures applied in the audits of the
basic financial statements and, in our opinion, is fairly stated in all
material respects in relation to the basic financial statements taken as a
whole.
In accordance with Government Auditing Standards, we have also issued a
report dated February 5, 1998 on our consideration of Courtyard, Ltd.'s
internal control structure and a report dated February 5, 1998 on its
compliance with laws and regulations.
/s/ Charles Bailly & Co. P.L.L.P.
Certified Public Accountants
Sioux Falls, South Dakota
February 5, 1998
<PAGE>
Brockway, Gersbach & Neimeier, P.C.
P.O. Box 4083
Temple, TX 76505-4083
PHONE: 254-773-9907
FAX: 254-773-1570
INDEPENDENT AUDITORS' REPORT
----------------------------
The Partners
Leander Housing 1990, Ltd.
Leander, Texas
We have audited the balance sheet of Leander Housing 1990, Ltd. (A Texas
Limited Partnership), as of December 31, 1997 and 1996, and the related
statements of partners' capital, 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 audits.
We conducted our audits in accordance with generally accepted auditing
Standards and Government Auditing Standards issued by the Comptroller
General of the United States, and the U.S. Department of Agriculture,
Farmers Home Administration Audit Program. Those standards require that we
plan and perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures
in the financial statements. An audit also includes assessing the
accounting principles used and significant estimates made by management, as
well as evaluating the overall financial statement presentation. We
believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Leander Housing 1990,
Ltd. as of December 31, 1997 and 1996, and the results of its operations
and its cash flows for the years then ended in conformity with generally
accepted accounting principles.
In accordance with Government Auditing Standards, we have also issued our
reports dated February 3, 1998 in our consideration of Leander Housing
1990, Ltd.'s internal control and on its compliance with laws and
regulations applicable to the financial statements.
Our audits were made for the purpose of forming an opinion on the basic
financial statement taken as a whole. The supplemental information on
pages 9 through 15 are presented for purposes of additional analysis and is
not a required part of the basic financial statements. The supplemental
information presented in the Year End Report/Analysis (Form FmHA 1930-8);
Statement of Actual Budget and Income (Form FmHA 1930-7) for the year ended
December 31, 1997 and the Supplemental Data Required by the Rural Housing
and Community Development Services, is presented for purposes of complying
with the requirements of the Rural Housing and Community Development
Services 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/ Brockway, Gersbach & Neimeier, P.C.
Certified Public Accountants
February 3, 1998
<PAGE>
Johnson, Hickey & Murchison, P.C.
651 East Fourth Street, Suite 200
Chattanooga, TN 37403
PHONE: 423-756-0052
FAX: 423-267-5945
INDEPENDENT AUDITORS' REPORT
----------------------------
To the General Partners of
Pleasant Valley Apartments, L.P.:
We have audited the accompanying balance sheets of Pleasant Valley
Apartments, L.P. as of December 31, 1997 and 1996, and the related
statements of operations, changes in partners' equity and cash flows for
the years then ended. These financial statements are the responsibility of
the Partnership's management. Our responsibility is to express an opinion
on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
Standards and Government Auditing Standards issued by the Comptroller
General of the United States. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures
in the financial statements. An audit also includes assessing the
accounting principles used and significant estimates made by management, as
well as evaluating the overall financial statement presentation. We
believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Pleasant Valley
Apartments, L.P. as of December 31, 1997 and 1996, and the results of its
operations, changes in partners' equity and its cash flows for the years
then ended, in conformity with generally accepted accounting principles.
In accordance with Government Auditing Standards, we have also issued a
report dated January 22, 1998 on our consideration of the Partnership's
compliance and internal control over financial reporting.
/s/ Johnson, Hickey & Murchison, P.C.
Certified Public Accountants
January 22, 1998
<PAGE>
Johnson, Hickey & Murchison, P.C.
651 East Fourth Street, Suite 200
Chattanooga, TN 37403
PHONE: 423-756-0052
FAX: 423-267-5945
INDEPENDENT AUDITORS' REPORT
----------------------------
To the General Partners of
Brookwood Apartments, L.P.:
We have audited the accompanying balance sheets of Brookwood Apartments,
L.P. as of December 31, 1997 and 1996, and the related statements of
operations, changes in partners' equity and cash flows for the years then
ended. These financial statements are the responsibility of the
Partnership's management. Our responsibility is to express an opinion on
these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
Standards and Government Auditing Standards issued by the Comptroller
General of the United States. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures
in the financial statements. An audit also includes assessing the
accounting principles used and significant estimates made by management, as
well as evaluating the overall financial statement presentation. We
believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Brookwood Apartments,
L.P. as of December 31, 1997 and 1996, and the results of its operations,
changes in partners' equity and its cash flows for the years then ended, in
conformity with generally accepted accounting principles.
In accordance with Government Auditing Standards, we have also issued a
report dated January 23, 1998 on our consideration of the Partnership's
compliance and internal control over financial reporting.
/s/ Johnson, Hickey & Murchison, P.C.
Certified Public Accountants
January 23, 1998
<PAGE>
Johnson, Hickey & Murchison, P.C.
651 East Fourth Street, Suite 200
Chattanooga, TN 37403
PHONE: 423-756-0052
FAX: 423-267-5945
INDEPENDENT AUDITORS' REPORT
----------------------------
To the General Partners of
River Rest Apartments, L.P.:
We have audited the accompanying balance sheets of River Rest Apartments,
L.P. as of December 31, 1997 and 1996, and the related statements of
operations, changes in partners' equity and cash flows for the years ended
December 31, 1997 and 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 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 River Rest Apartments,
L.P. as of December 31, 1997 and 1996, and the results of its operations,
changes in partners' equity and its cash flows for the years ended December
31, 1997 and 1996, in conformity with generally accepted accounting
principles.
In accordance with Government Auditing Standards, we have also issued our
report dated January 22, 1998 on the Partnership's internal control over
financial reporting.
/s/ Johnson, Hickey & Murchison, P.C.
Certified Public Accountants
January 22, 1998
<PAGE>
Habif, Arogeti & Wynne, P.C.
1073 West Peachtree Street, N.E.
Atlanta, GA 30367
PHONE: 404-892-9651
FAX: 404-876-4328
INDEPENDENT AUDITORS' REPORT
----------------------------
To the Partners of
Royston Elderly Housing, L.P.
We have audited the accompanying balance sheet of ROYSTON ELDERLY HOUSING,
L.P. (A Limited Partnership), as of December 31, 1997 and 1996, and the
related statements of income and expenses, changes in partners' equity
(deficit) and cash flows for the years then ended. These financial
statements are the responsibility of the Partnership's management. Our
responsibility is to express an opinion on these financial statements based
on our audits.
We conducted our audit in accordance with generally accepted auditing
standards and Government Auditing Standards issued by the Comptroller
General of the United States and the U.S. Department of Agriculture Farmers
Home Administration's Audit Program. Those standards require that we plan
and perform the 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 ROYSTON ELDERLY
HOUSING, (L.P.) as of December 31, 1997 and 1996, and the results of its
operations, and its cash flows for the years then ended in conformity with
generally accepted accounting principles.
In accordance with Government Auditing Standards, we have also issued a
report dated January 15, 1998 on our consideration of ROYSTON ELDERLY
HOUSING, L.P.'s internal control structure and a report dated January 15,
1998 on its 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 information on
page 10 is presented for purposes of additional analysis and is not a
required part of the basic financial statements. Such information has been
subjected to the auditing procedures applied in the audits of the basic
financial statements and, in our opinion, is fairly stated in all material
respects in relation to the basic financial statements taken as a whole.
/s/ Habif, Arogeti & Wynne, P.C.
Atlanta, Georgia
January 15, 1998
<PAGE>
Leavitt, Christensen & Co.
9100 W. Blackeagle Drive
Boise, ID 83709
PHONE: 208-322-6769
FAX: 208-322-7307
INDEPENDENT AUDITORS' REPORT
----------------------------
Managing General Partner
Heritage Park Associates Limited Partnership
Boise, Idaho
We have audited the accompanying balance sheets of Heritage Park Associates
Limited Partnership, as of December 31, 1997 and 1996, and the related
statements of operations, 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 audits in accordance with generally accepted auditing
Standards and Government Auditing Standards issued by the Comptroller
General of the United States and the Rural Development Audit Program issued
in December 1989. 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 Heritage Park
Associates Limited Partnership as of December 31, 1997 and 1996, and the
results of its operations and its cash flows for the years then ended in
conformity with generally accepted accounting principles.
In accordance with Government Auditing Standards, we have also issued
reports dated February 2, 1998 on our consideration of Heritage Park
Associates Limited Partnership's internal control structure and on its
compliance with laws and regulations.
The Partnership has filed tax returns with the Internal Revenue Service
which allow the partners to receive the benefit of a low income housing tax
credit. Because the qualifying standards of the low income housing tax
credit are different than the requirements of the loan agreement and the
interest credit agreements, and due to the fact that the low income housing
tax credit relates to income taxes which are the responsibility of the
individual partners, the scope of these audits were not designed or
intended to audit the compliance with the various low income housing tax
credit laws. Therefore, these audits can not be relied on to give
assurances with regard to compliance with any low income housing tax credit
laws.
/s/ Leavitt, Christensen & Co.
Certified Public Accountants
February 2, 1998
<PAGE>
Bob T. Robinson
2084 Dunbarton Drive
Jackson, MS 39216
PHONE: 601-982-3875
INDEPENDENT AUDITORS' REPORT
----------------------------
To the Partners
Elderly Housing of Pontotoc, L.P.
Pontotoc, Mississippi
I have audited the accompanying balance sheets of Elderly Housing of
Pontotoc, L.P., a limited partnership, RD Case No.: 28-058-640818315 as of
December 31, 1997, and the related statements of income, project equity,
and cash flows for the year then ended. These financial statements are the
responsibility of the Partnership's management. My responsibility is to
express an opinion on these financial statements based on my audits. The
financial statements of Elderly Housing of Pontotoc, L.P. as of December
31, 1996 were audited by other auditors whose report dated February 22,
1997 expressed an unqualified opinion on those statements.
I conducted the 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 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 our audits provide a reasonable basis for my opinion.
In my opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Elderly Housing of
Pontotoc, L.P. as of December 31, 1997 and the results of its operations
and its cash flows for the year then ended in conformity with generally
accepted accounting principles.
The audits was made for the purpose of forming an opinion on the financial
statements taken as a whole. The supplemental information, including
separate reports on compliance with laws and regulations on internal
controls, is presented for the purposes of additional analysis and is not a
required part of the financial statements of Elderly Housing of Pontotoc,
L.P. Such information has been subjected to the auditing procedures
applied in the audit of the financial statements and, in my opinion, is
fairly presented in all material respects in relation to the financial
statements taken as a whole.
/s/ Bob T. Robinson
Certified Public Accountant
February 23, 1998
<PAGE>
Donald W. Causey, CPA, P.C.
516 Walnut Street - P.O. Box 775
Gadsden, AL 35902
PHONE: 205-543-3707
FAX: 205-543-9800
INDEPENDENT AUDITORS' REPORT
----------------------------
To the Partners
Lakeshore II, Ltd.
Tuskegee, Alabama
I have audited the accompanying balance sheets of Lakeshore II, Ltd., a
limited partnership, RHS Project No.: 01-044-631056927 as of December 31,
1997 and 1996, and the related statements of operations, partners' capital
and cash flows for the years then ended. These financial statements are the
responsibility of the Partnership's management. My responsibility is to
express an opinion on these financial statements based on my audits.
I conducted the audits in accordance with generally accepted auditing
Standards and Government Auditing Standards issued by the Comptroller
General of the United States and the U.S. Department of Agriculture,
Farmers Home Administration Audit Program. Those standards require that I
plan and perform the 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 our audits provide a reasonable basis for my opinion.
In my opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Lakeshore II, Ltd., RHS
Project No.: 01-044-631056927 as of December 31, 1997 and 1996, and the
results of its operations and its cash flows for the years then ended in
conformity with generally accepted accounting principles.
The audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental information on
pages 10 through 13 is presented for purposes of additional analysis and is
not a required part of the basic financial statements. The supplemental
information presented in the Multiple Family Housing Borrower Balance Sheet
(Form FmHA 1930-8) Parts I and II for the year ended December 31, 1997 and
1996, is presented for purposes of complying with the requirements of the
Rural Housing Services and is also not a required part of the basic
financial statements. Such information has been subjected to the audit
procedures applied in the audit of the basic financial statements and, in
my opinion is fairly stated in all material respects in relation to the
basic financial statements taken as a whole.
In accordance with Government Auditing Standards, I have also issued a
report dated February 24 1998 on my consideration of Lakeshore II, Ltd.,
internal control structure and a report dated February 24, 1998 on its
compliance with laws and regulations.
/s/ Donald W. Causey, CPA, P.C.
Gadsden, Alabama
February 24, 1998
<PAGE>
Donald W. Causey, CPA, P.C.
516 Walnut Street - P.O. Box 775
Gadsden, AL 35902
PHONE: 205-543-3707
FAX: 205-543-9800
INDEPENDENT AUDITORS' REPORT
----------------------------
To the Partners
Skyview Apartments, Ltd.
Troy, Alabama
I have audited the accompanying balance sheets of Skyview Apartments, Ltd.,
a limited partnership, RHS Project No.: 01-055-631086473 as of December 31,
1997 and 1996, and the related statements of operations, partners' capital
and cash flows for the years then ended. These financial statements are the
responsibility of the Partnership's management. My responsibility is to
express an opinion on these financial statements based on my audits.
I conducted the audits in accordance with generally accepted auditing
Standards and Government Auditing Standards issued by the Comptroller
General of the United States and the U.S. Department of Agriculture,
Farmers Home Administration Audit Program. Those standards require that I
plan and perform the 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 our audits provide a reasonable basis for my opinion.
In my opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Skyview Apartments,
Ltd., RHS Project No.: 01-055-631086473 as of December 31, 1997 and 1996
and the results of its operations and its cash flows for the years then
ended in conformity with generally accepted accounting principles.
The audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental information on
pages 10 through 13 is presented for purposes of additional analysis and is
not a required part of the basic financial statements. The supplemental
information presented in the Multiple Family Housing Borrower Balance Sheet
(Form FmHA 1930-8) Parts I and II for the years ended December 31, 1997 and
1996, is presented for purposes of complying with the requirements of the
Rural Housing Services and is also not a required part of the basic
financial statements. Such information has been subjected to the audit
procedures applied in the audit of the basic financial statements and, in
my opinion is fairly stated in all material respects in relation to the
basic financial statements taken as a whole.
In accordance with Government Auditing Standards, I have also issued a
report dated February 25, 1998 on my consideration of Skyview Apartments,
Ltd., internal control structure and a report dated February 25, 1998 on
its compliance with laws and regulations.
/s/ Donald W. Causey, CPA, P.C.
Gadsden, Alabama
February 25, 1998
<PAGE>
Donald W. Causey, CPA, P.C.
516 Walnut Street - P.O. Box 775
Gadsden, AL 35902
PHONE: 205-543-3707
FAX: 205-543-9800
INDEPENDENT AUDITORS' REPORT
----------------------------
To the Partners
Meadowview Apartments, Ltd.
Greenville, Alabama
I have audited the accompanying balance sheets of Meadowview Apartments,
Ltd., a limited partnership, as of December 31, 1997 and 1996, and the
related statements of operations, partners' capital and cash flows for the
years then ended. These financial statements are the responsibility of the
Partnership's management. My responsibility is to express an opinion on
these financial statements based on my audits.
I conducted the audits in accordance with generally accepted auditing
Standards and Government Auditing Standards issued by the Comptroller
General of the United States and the U.S. Department of Agriculture,
Farmers Home Administration Audit Program. Those standards require that I
plan and perform the 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 our audits provide a reasonable basis for my opinion.
In my opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Meadowview Apartments,
Ltd., as of December 31, 1997 and 1996, and the results of its operations
and its cash flows for the years then ended in conformity with generally
accepted accounting principles.
The audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental information on
pages 9 and 10 is presented for purposes of additional analysis and is not
a required part of the basic financial statements. Such information has
been subjected to the audit procedures applied in the audit of the basic
financial statements and, in my opinion is fairly stated in all material
respects in relation to the basic financial statements taken as a whole.
/s/ Donald W. Causey, CPA, P.C.
Gadsden, Alabama
February 24, 1998
<PAGE>
Donald W. Causey, CPA, P.C.
516 Walnut Street - P.O. Box 775
Gadsden, AL 35902
PHONE: 205-543-3707
FAX: 205-543-9800
INDEPENDENT AUDITORS' REPORT
----------------------------
To the Partners
Applegate Apartments, Ltd.
Florence, Alabama
I have audited the accompanying balance sheets of Applegate Apartments,
Ltd., a limited partnership, as of December 31, 1997 and 1996, and the
related statements of operations, partners' capital and cash flows for the
years then ended. These financial statements are the responsibility of the
Partnership's management. My responsibility is to express an opinion on
these financial statements based on my audits.
I conducted the audits in accordance with generally accepted auditing
standards. 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 our audits
provide a reasonable basis for my opinion.
In my opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Applegate Apartments,
Ltd., as of December 31, 1997 and 1996, and the results of its operations
and its cash flows for the years then ended in conformity with generally
accepted accounting principles.
The audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental information on
pages 9 and 10 is presented for purposes of additional analysis and is not
a required part of the basic financial statements. Such information has
been subjected to the audit procedures applied in the audit of the basic
financial statements and, in my opinion is fairly stated in all material
respects in relation to the basic financial statements taken as a whole.
/s/ Donald W. Causey, CPA, P.C.
Gadsden, Alabama
February 13, 1998
<PAGE>
Donald W. Causey, CPA, P.C.
516 Walnut Street - P.O. Box 775
Gadsden, AL 35902
PHONE: 205-543-3707
FAX: 205-543-9800
INDEPENDENT AUDITORS' REPORT
----------------------------
To the Partners
Heatherwood Apartments, Ltd.
Alexander City, Alabama
I have audited the accompanying balance sheets of Heatherwood Apartments,
Ltd., a limited partnership, as of December 31, 1997 and 1996, and the
related statements of operations, partners' capital and cash flows for the
years then ended. These financial statements are the responsibility of the
Partnership's management. My responsibility is to express an opinion on
these financial statements based on my audits.
I conducted the audit in accordance with generally accepted auditing
standards. Those standards require that I plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free
of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles
used and significant estimates made by management, as well as evaluating
the overall financial statement presentation. I believe that our audits
provide a reasonable basis for my opinion.
In my opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Heatherwood Apartments,
Ltd., as of December 31, 1997 and 1996, and the results of its operations
and its cash flows for the years then ended in conformity with generally
accepted accounting principles.
The audit were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental information on
pages 9 and 10 is presented for purposes of additional analysis and is not
a required part of the basic financial statements. Such information has
been subjected to the audit procedures applied in the audit of the basic
financial statements and, in my opinion is fairly stated in all material
respects in relation to the basic financial statements taken as a whole.
/s/ Donald W. Causey, CPA, P.C.
Gadsden, Alabama
February 25, 1998
<PAGE>
Turk & Giles, CPAs, P.C.
1823 East 20th - P.O. Box 3766
Joplin, MO 64803
PHONE: 417-623-8666
FAX: 417-623-4075
INDEPENDENT AUDITORS' REPORT
----------------------------
To the Partners
Galena Seniors, L.P.
Joplin, Missouri
We have audited the accompanying balance sheets of Galena Seniors, L.P. (A
Limited Partnership), as of December 31, 1997 and 1996, and the related
statements of operations, partners' capital and cash flows for the years
then ended. These financial statements are the responsibility of the
Partnership's management. 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, and the U.S. Department of Agriculture,
Farmers Home Administration AUDIT PROGRAM. Those standards require that we
plan and perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures
in the financial statements. An audit also includes assessing the
accounting principles used and significant estimates made by management, as
well as evaluating the overall financial statement presentation. We
believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Galena Seniors L.P. (A
Limited Partnership) as of December 31, 1997 and 1996, and the results of
its operations and its cash flows for the years then ended in conformity
with generally accepted accounting principles.
In accordance with GOVERNMENT AUDITING STANDARDS, we have also issued our
reports dated February 28, 1998 on our consideration of Galena Seniors,
L.P.'s internal control and on its compliance with laws and regulations.
Our audit was conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The Supplemental Letter on pages 15-
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 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/ Turk & Giles, CPAs, P.C.
Certified Public Accountants
February 28, 1998
<PAGE>
Turk & Giles, CPAs, P.C.
1823 East 20th - P.O. Box 3766
Joplin, MO 64803
PHONE: 417-623-8666
FAX: 417-623-4075
INDEPENDENT AUDITORS' REPORT
----------------------------
To the Partners
Purdy Apartments, L.P.
Joplin, Missouri
We have audited the accompanying balance sheets of Purdy Apartments L.P. (A
Limited Partnership), as of December 31, 1997 and 1996, and the related
statements of operations, partners' capital and cash flows for the years
then ended. These financial statements are the responsibility of the
Partnership's management. 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, and the U.S. Department of Agriculture,
Farmers Home Administration AUDIT PROGRAM. Those standards require that we
plan and perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures
in the financial statements. An audit also includes assessing the
accounting principles used and significant estimates made by management, as
well as evaluating the overall financial statement presentation. We
believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Purdy Apartments, L.P.
(A Limited Partnership) as of December 31, 1997 and 1996, and the results
of its operations and its cash flows for the years then ended in conformity
with generally accepted accounting principles.
In accordance with GOVERNMENT AUDITING STANDARDS, we have also issued our
reports dated February 28, 1998 on our consideration of Purdy Apartments,,
L.P.'s internal control and on its compliance with laws and regulations.
Our audit was conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The Supplemental Letter on pages 15-
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 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/ Turk & Giles, CPAs, P.C.
Certified Public Accountants
February 28, 1998
<PAGE>
Turk & Giles, CPAs, P.C.
1823 East 20th - P.O. Box 3766
Joplin, MO 64803
PHONE: 417-623-8666
FAX: 417-623-4075
INDEPENDENT AUDITORS' REPORT
----------------------------
To the Partners
Aurora Seniors, L.P.
Joplin, Missouri
We have audited the accompanying balance sheets of Aurora Seniors, L.P. (A
Limited Partnership), as of December 31, 1997and 1996, and the related
statements of operations, partners' capital and cash flows for the years
then ended. These financial statements are the responsibility of the
Partnership's management. 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, and the U.S. Department of Agriculture,
Farmers Home Administration AUDIT PROGRAM. Those standards require that we
plan and perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures
in the financial statements. An audit also includes assessing the
accounting principles used and significant estimates made by management, as
well as evaluating the overall financial statement presentation. We
believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Aurora Seniors L.P. (A
Limited Partnership) as of December 31, 1997 and 1996, and the results of
its operations and its cash flows for the years then ended in conformity
with generally accepted accounting principles.
In accordance with GOVERNMENT AUDITING STANDARDS, we have also issued our
reports dated February 28, 1998 on our consideration of Aurora Seniors,
L.P.'s internal control and on its compliance with laws and regulations.
Our audit was conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The Supplemental Letter on pages 15-
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 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/ Turk & Giles, CPAs, P.C.
Certified Public Accountants
February 28, 1998
<PAGE>
Turk & Giles, CPAs, P.C.
1823 East 20th - P.O. Box 3766
Joplin, MO 64803
PHONE: 417-623-8666
FAX: 417-623-4075
INDEPENDENT AUDITORS' REPORT
----------------------------
To the Partners
Baxter Springs Seniors, L.P.
Joplin, Missouri
We have audited the accompanying balance sheets of Baxter Springs Seniors,
L.P. (A Limited Partnership), as of December 31, 1997 and 1996, and the
related statements of operations, partners' capital and cash flows for the
years then ended. These financial statements are the responsibility of the
Partnership's management. 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, and the U.S. Department of Agriculture,
Farmers Home Administration AUDIT PROGRAM. Those standards require that we
plan and perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures
in the financial statements. An audit also includes assessing the
accounting principles used and significant estimates made by management, as
well as evaluating the overall financial statement presentation. We
believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Baxter Springs Seniors
L.P. (A Limited Partnership) as of December 31, 1997 and 1996, and the
results of its operations and its cash flows for the years then ended in
conformity with generally accepted accounting principles.
In accordance with GOVERNMENT AUDITING STANDARDS, we have also issued our
reports dated February 28, 1998 on our consideration of Baxter Springs
Seniors, L.P.'s internal control and on its compliance with laws and
regulations.
Our audit was conducted for the purposes of forming an opinion on the basic
financial statements taken as a whole. The Supplemental Letter on pages 15-
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 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/ Turk & Giles, CPAs, P.C.
Certified Public Accountants
February 28, 1998
<PAGE>
Turk & Giles, CPAs, P.C.
1823 East 20th - P.O. Box 3766
Joplin, MO 64803
PHONE: 417-623-8666
FAX: 417-623-4075
INDEPENDENT AUDITORS' REPORT
----------------------------
To the Partners
Marionville Seniors, L.P.
Joplin, Missouri
We have audited the accompanying balance sheets of Marionville Seniors,
L.P. (A Limited Partnership), as of December 31, 1997 and 1996, and the
related statements of operations, partners' capital and cash flows for the
years then ended. These financial statements are the responsibility of the
Partnership's management. Our responsibility is to express an opinion on
these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
Standards and GOVERNMENT AUDITING STANDARDS issued by the Comptroller
General of the United States, and the U.S. Department of Agriculture,
Farmers Home Administration AUDIT PROGRAM. Those standards require that we
plan and perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures
in the financial statements. An audit also includes assessing the
accounting principles used and significant estimates made by management, as
well as evaluating the overall financial statement presentation. We
believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Marionville Seniors,
L.P. (A Limited Partnership) as of December 31, 1997 and 1996, and the
results of its operations and its cash flows for the years then ended in
conformity with generally accepted accounting principles.
In accordance with GOVERNMENT AUDITING STANDARDS, we have also issued our
reports dated February 28, 1998 on our consideration of Marionville
Seniors, L.P.'s internal control and on its compliance with laws and
regulations.
Our audit was conducted for the purposes of forming an opinion on the basic
financial statements taken as a whole. The Supplemental Letter on pages 15-
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 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/ Turk & Giles, CPAs, P.C.
Certified Public Accountants
February 28, 1998
<PAGE>
Suellen Doubet, CPA
226 East Cherokee
Wagoner, OK 74467
PHONE: 918-485-8085
FAX: 918-485-3092
INDEPENDENT AUDITORS' REPORT
----------------------------
To the Partners of
Cavalry Crossing:
I have audited the accompanying balance sheet of Cavalry Crossing (a Kansas
Limited Partnership) as of December 31, 1997, and the related statement of
income, partners' equity, and cash flows for the year 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 audits.
I conducted my audits in accordance with generally accepted auditing
Standards and Government Auditing Standards issued by the Comptroller
General of the United States. 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 my opinion.
In my opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Cavalry Crossing as of
December 31, 1997, and the results of its operations and its cash flows for
the year then ended in conformity with generally accepted accounting
principles.
My audit was 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. The supplementary information, The
Schedule of Maintenance Expenses has been subjected to the audit procedures
applied in the audit of the basic financial statements and, in my opinion,
is fairly stated in all material respects in relation to the basic
financial statements taken as a whole.
In accordance with Government Auditing Standards, I have also issued a
report dated March 10, 1998 on my consideration of Cavalry Crossing's
internal control structure and a report dated March 10, 1998 on its
compliance with laws and regulations.
/s/ Suellen Doubet, CPA
Wagoner, OK 74467
March 10, 1998
<PAGE>
Suellen Doubet, CPA
226 East Cherokee
Wagoner, OK 74467
PHONE: 918-485-8085
FAX: 918-485-3092
INDEPENDENT AUDITORS' REPORT
----------------------------
To the Partners
Sycamore Landing:
I have audited the accompanying balance sheet of Sycamore Landing (a Kansas
Limited Partnership) as of December 31, 1997 and the related statements of
income, partners' equity, and cash flows for the year 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 audits.
I conducted my audits in accordance with generally accepted auditing
Standards and Government Auditing Standards issued by the Comptroller
General of the United States. 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 my opinion.
In my opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Sycamore Landing as of
December 31, 1997, and the results of its operations and its cash flows for
the year then ended in conformity with generally accepted accounting
principles.
My audit was 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. The supplementary information, The
Schedule of Maintenance Expenses has been subjected to the audit procedures
applied in the audit of the basic financial statements and, in my opinion,
is fairly stated in all material respects in relation to the basic
financial statements taken as a whole.
In accordance with Government Auditing Standards, I have also issued a
report dated March 26, 1998 on my consideration of Sycamore Landing's
internal control structure and a report dated March 26, 1998 on its
compliance with laws and regulations.
/s/ Suellen Doubet, CPA
Wagoner, OK 74467
March 26, 1998
<PAGE>
Suellen Doubet, CPA
226 East Cherokee
Wagoner, OK 74467
PHONE: 918-485-8085
FAX: 918-485-3092
INDEPENDENT AUDITORS' REPORT
----------------------------
To the Partners of
Parsons Village:
I have audited the accompanying balance sheet of Parsons Village (a Kansas
Limited Partnership) as of December 31, 1997 and 1996, and the related
statements of income, partners' equity, and cash flows for the year 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 audits.
I conducted my audits in accordance with generally accepted auditing
standards and Government Auditing Standards issued by the Comptroller
General of the United States. 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 my opinion.
In my opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Parsons Village as of
December 31, 1997 and the results of its operations and its cash flows for
the year then ended in conformity with generally accepted accounting
principles.
My 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. The supplementary information, The
Schedule of Maintenance Expenses has been subjected to the audit procedures
applied in the audit of the basic financial statements and, in my opinion,
is fairly stated in all material respects in relation to the basic
financial statements taken as a whole.
In accordance with Government Auditing Standards, I have also issued a
report dated March 18, 1998 on my consideration of Parsons Village's
internal control structure and a report dated March 18, 1998 on its
compliance with laws and regulations.
/s/ Suellen Doubet, CPA
Wagoner, OK 74467
March 18, 1998
<PAGE>
Reznick, Fedder & Silverman
Two Premier Plaza, 5th Floor
5605 Glenridge Drive
Atlanta, GA 30342-1376
PHONE: 404-847-9447
FAX: 404-847-9495
INDEPENDENT AUDITORS' REPORT
----------------------------
To the Partners
Brookstone Apartments, L.P.
We have audited the accompanying balance sheets of Brookstone Apartments,
L.P., RHS Project No.: 10-055-582001269, as of December 31, 1997 and 1996,
and the related statements of operations, partners' equity and cash flows
for the years then ended. These financial statements are the
responsibility of the Partnership's management. Our responsibility is to
express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
Standards and Government Auditing Standards issued by the Comptroller
General of the United States. Those standards require that we plan and
perform the audit to obtain 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 Brookstone Apartments,
L.P., RHS Project No.: 10-055-582001269, as of December 31, 1997 and 1996,
and the results of its operations, changes in partners' equity and its cash
flows for the years then ended, in conformity with generally accepted
accounting principles.
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 15 and 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 auditing procedures applied in the audits of the
basic financial statements and, in our opinion, is fairly stated in all
material respects in relation to the basic financial statements taken as a
whole.
In accordance with Government Auditing Standards, we have also issued
reports dated February 6, 1998, on our consideration of Brookstone
Apartments, L.P.'s internal control structure and on its compliance with
laws and regulations applicable to the financial statements.
/s/ Reznick, Fedder & Silverman
Certified Public Accountants
Atlanta, Georgia
February 6, 1998
<PAGE>
Reznick, Fedder & Silverman
Two Premier Plaza, 5th Floor
5605 Glenridge Drive
Atlanta, GA 30342-1376
PHONE: 404-847-9447
FAX: 404-847-9495
INDEPENDENT AUDITORS' REPORT
----------------------------
To the Partners
Brookshollow Apartments, L.P.
We have audited the accompanying balance sheets of Brookshollow Apartments,
L.P., RHS Project No.: 11-012-582001271, as of December 31, 1997 and 1996,
and the related statements of operations, partners' equity and cash flows
for the years then ended. These financial statements are the
responsibility of the Partnership's management. Our responsibility is to
express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
Standards and Government Auditing Standards issued by the Comptroller
General of the United States. Those standards require that we plan and
perform the audit to obtain 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 Brookshollow
Apartments, L.P., RHS Project No.: 11-012-582001271, as of December 31,
1997 and 1996, and the results of its operations, changes in partners'
equity and its cash flows for the years then ended, in conformity with
generally accepted accounting principles.
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 15 and 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 auditing procedures applied in the audits of the
basic financial statements and, in our opinion, is fairly stated in all
material respects in relation to the basic financial statements taken as a
whole.
In accordance with Government Auditing Standards, we have also issued
reports dated February 6, 1998, on our consideration of Brookshollow
Apartments, L.P.'s internal control structure and on its compliance with
laws and regulations applicable to the financial statements.
/s/ Reznick, Fedder & Silverman
Certified Public Accountants
Atlanta, Georgia
February 6, 1998
<PAGE>
Larry C. Stemen CPA & Associates
380 South Fifth Street, The Americana - Suite 1
Columbus, OH 43215
PHONE: 614-224-0955
FAX: 614-224-0971
INDEPENDENT AUDITORS' REPORT
----------------------------
To the Partners of
Morningside Villa Limited Partnership
(A Limited Partnership)
DBA Morningside Villa Apartments
Mansfield, OH
We have audited the accompanying balance sheets of Morningside Villa
Limited Partnership (A Limited Partnership), DBA Morningside Villa
Apartments, FmHA Case No. 41-033-341622448, as of December 31, 1997 and
1996, and the related income statements, changes in partners' equity
(deficit) 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 Standards issued by the Comptroller
General of the United States, and the U.S. Department of Agriculture,
Farmers Home Administration Audit Program issued in December 1989. Those
standards and the Audit Program 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 Morningside Villa
Limited Partnership (A Limited Partnership), DBA Morningside Villa
Apartments, FmHA Case No. 41-033-341622448, at December 31, 1997 and 1996,
and the results of its operations, changes in partners' equity
(deficit),and cash flows for the years then ended in conformity with
generally accepted accounting principles.
Our audits were made for the purpose of forming an opinion on the financial
statements taken as a whole. The supplemental data included in this report
(shown on pages 14-18) are presented for the purpose of additional analysis
and are not a required part of the financial statements of FmHA Case No. 41-
033-341622448. Such information has been subjected to the same auditing
procedures applied in the audits 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.
In accordance with Government Auditing Standards, we have also issued a
report dated January 16, 1998 on our consideration of Morningside Villa
Limited Partnership's internal control structure and a report dated January
16, 1998 on its compliance with specific requirements applicable to Rural
Development Services programs.
/s/ Larry C. Stemen CPA & Associates
Certified Public Accountants
Columbus, Ohio
January 16, 1998
<PAGE>
Larry C. Stemen CPA & Associates
380 South Fifth Street, The Americana - Suite 1
Columbus, OH 43215
PHONE: 614-224-0955
FAX: 614-224-0971
INDEPENDENT AUDITORS' REPORT
----------------------------
To the Partners of
Kenton Apartments Company Limited Partnership
(A Limited Partnership)
DBA Springbrook Commons
Mansfield, OH
We have audited the accompanying balance sheets of Kenton Apartments
Company Limited Partnership (A Limited Partnership), DBA Springbrook
Commons, FmHA Case No. 41-033-0382999141, as of December 31, 1997 and 1996,
and the related income statements, changes in partners' equity (deficit)
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 Standards issued by the Comptroller
General of the United States, and the U.S. Department of Agriculture,
Farmers Home Administration Audit Program issued in December 1989. Those
standards and the Audit Program 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 Kenton Apartments
Company Limited Partnership (A Limited Partnership), DBA Springbrook
Commons, FmHA Case No. 41-033-0382999141, at December 31, 1997 and 1996,
and the results of its operations, changes in partners' equity
(deficit),and cash flows for the years then ended in conformity with
generally accepted accounting principles.
Our audits were made for the purpose of forming an opinion on the financial
statements taken as a whole. The supplemental data included in this report
(shown on pages 14-18) are presented for the purpose of additional analysis
and are not a required part of the financial statements of FmHA Case No. 41-
033-0382999141. Such information has been subjected to the same auditing
procedures applied in the audits 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.
In accordance with Government Auditing Standards, we have also issued a
report dated January 16, 1998 on our consideration of Kenton Apartments
Company Limited Partnership's internal control structure and a report dated
January 16, 1998 on its compliance with specific requirements applicable to
Rural Development Services programs.
/s/ Larry C. Stemen CPA & Associates
Certified Public Accountants
Columbus, Ohio
January 16, 1998
<PAGE>
Burrus, Paul & Turnbull CPAs
1230 Crestar Bank Bldg
Norfolk, VA 23510-2276
PHONE: 757-873-1086
FAX: 757-873-6805
INDEPENDENT AUDITORS' REPORT
----------------------------
To the Partners
Lovingston Ridge
(A Limited Partnership)
Yorktown, Virginia
We have audited the accompanying balance sheets of Lovingston Ridge (A
Limited Partnership), as of December 31, 1997 and 1996, and the related
statements of operations, partners' equity and cash flows for the years
then ended. These financial statements are the responsibility of the
Partnership's management. Our responsibility is to express an opinion on
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 Lovingston Ridge (A
Limited Partnership) as of December 31, 1997 and 1996, and the results of
its operations and its cash flows for the years then ended in conformity
with generally accepted accounting principles.
/s/ Burrus, Paul & Turnbull CPAs
Certified Public Accountants
February 12 1998
<PAGE>
Item 9. Disagreements on Accounting and Financial Disclosures
None.
PART III
Item 10. Directors and Executive Officers of Gateway
Gateway has no directors or executive officers. Gateway's affairs are
managed and controlled by the Managing General Partner. Certain
information concerning the directors and officers of the Managing General
Partner are set forth below.
Raymond James Tax Credit Funds, Inc. - Managing General Partner
Raymond James Tax Credit Funds, Inc. is the Managing General Partner and
is responsible for decisions pertaining to the acquisition and sale of
Gateway's interests in the Project Partnerships and other matters related
to the business operations of Gateway. The officers and directors of the
Managing General Partner are as follows:
Ronald M. Diner, age 54, is President and a Director. He is a Senior
Vice President of Raymond James & Associates, Inc., with whom he has
been employed since June 1983. Mr. Diner received an MBA degree from
Columbia University (1968) and a BS degree from Trinity College (1966).
Prior to joining Raymond James & Associates, Inc., he managed the broker-
dealer activities of Pittway Real Estate, Inc., a real estate
development firm. He was previously a loan officer at Marine Midland
Realty Credit Corp., and spent three years with Common, Dann & Co., a
New York regional investment firm. He has served as a member of the
Board of Directors of the Council for Rural Housing and Development, a
national organization of developers, managers and syndicators of
properties developed under the RECD Section 515 program, and is a member
of the Board of Directors of the Florida Council for Rural Housing and
Development. Mr. Diner has been a speaker and panel member at state
and national seminars relating to the low-income housing credit.
Alan L. Weiner, age 37, is a Vice President and a Director. He is a
Senior Vice President of Raymond James & Associates, Inc. which he
joined in 1983. Mr. Weiner received an MBA from the Wharton Business
School (1983) and is a Phi Beta Kappa graduate of the University of
Florida (1981), where he received a BS with high honors.
J. Davenport Mosby, age 42, is a Vice President and a Director. He is a
Senior Vice President of Raymond James & Associates, Inc. which he
joined in 1982. Mr. Mosby received an MBA from the Harvard Business
School (1982). He graduated magna cum laude with a BA from Vanderbilt
University where he was elected to Phi Beta Kappa. Mr. Mosby is the
head of the real estate investment banking group and the Limited
Partnership Trading Desk.
Teresa L. Barnes, age 51, is a Vice President. Ms. Barnes is a Senior
Vice President of Raymond James & Associates, Inc., which she joined in
1969.
Sandra L. Furey, age 35, is Secretary, Treasurer. Ms. Furey has been
employed by Raymond James & Associates, Inc. since 1980 and currently
serves as Closing Administrator for the Gateway Tax Credit Funds.
Raymond James Partners, Inc. -
Raymond James Partners, Inc. has been formed to act as the general
partner, with affiliated corporations, in limited partnerships sponsored by
Raymond James Financial, Inc. Raymond James Partners, Inc. is a general
partner for purposes of assuring that Gateway and other partnerships
sponsored by affiliates have sufficient net worth to meet the minimum net
worth requirements of state securities administrators.
Information regarding the officers and directors of Raymond James
Partners, Inc. is included on page 68 of the Prospectus under the section
captioned "Management" (consisting of pages 66 through 69 of the
Prospectus) which is incorporated herein by reference.
Item 11. Executive Compensation
Gateway has no directors or officers.
Item 12. Security Ownership of Certain Beneficial Owners and Management
Neither of the General Partners own any units of the outstanding
securities of Gateway as of March 31, 1998. Ronald M. Diner, President of
Raymond James Tax Credit Funds, Inc. owns 5 units of Series 7. None of the
other directors and officers own any units of the outstanding securities of
Gateway as of March 31, 1998.
Gateway is a Limited Partnership and therefore does not have voting
shares of stock. To the knowledge of Gateway, no person owns of record or
beneficially, more than 5% of Gateway's outstanding units.
Item 13. Certain Relationships and Related Transactions
Gateway has no officers or directors. However, under the terms of the
public offering, various kinds of compensation and fees are payable to the
General Partners and its affiliates during the organization and operations
of Gateway. Additionally, the General Partners will receive distributions
from Gateway if there is cash available for distribution or residual
proceeds as defined in the Partnership Agreement. The amounts and kinds of
compensation and fees are described on pages 24 to 26 of the Prospectus
under the caption "Management Compensation", which is incorporated herein
by reference.
The Payable to General Partners primarily represents the asset management
fees owed to the General Partners at the end of the period. It is
unsecured, due on demand and, in accordance with the limited partnership
agreement, non-interest bearing. Within the next 12 months, the Managing
General Partner does not intend to demand payment on the portion of Asset
Management Fees payable classified as long-term on the Balance Sheet.
The Payable to Project Partnerships represents unpaid capital
contributions to the Project Partnerships and will be paid after certain
performance criteria are met. Such contributions are in turn payable to
the general partners of the Project Partnerships.
For the periods ended March 31, 1998, 1997 and 1996 the General Partners
and affiliates are entitled to compensation and reimbursement for costs and
expenses incurred by Gateway as follows:
Acquisition Fees - Acquisition fees are paid for services rendered by the
Managing General Partner in selecting properties for acquisition and
providing other services in connection with the acquisition of interests in
Project Partnerships. The acquisition fees paid or payable to the General
Partners will not exceed the amount that is equal to 8% of the gross
proceeds. For Series 11 the fees will not exceed an amount that is equal
to 5% of the gross proceeds. The fees paid are included in Investments in
Project Partnerships on the Balance Sheet.
1998 1997 1996
---- ---- ----
Series 7 $ 0 $ 0 $ 0
Series 8 0 0 0
Series 9 0 0 5,124
Series 10 0 0 489
Series 11 0 0 86,986
----- ----- --------
Total $ 0 $ 0 $ 92,599
===== ===== ========
Acquisition Expenses - Affiliates of the General Partners are reimbursed
for acquisition expenses incurred on behalf of Gateway. These expenses are
included in Investments in Project Partnerships on the Balance Sheet.
1998 1997 1996
---- ---- ----
Series 7 $ 0 $ 0 $ 2,142
Series 8 0 0 0
Series 9 0 0 0
Series 10 0 0 0
Series 11 0 178 22,123
----- ----- -------
Total $ 0 $ 178 $24,265
===== ===== =======
Asset Management Fee - The Managing General Partner is entitled to receive
an annual asset management fee equal to the greater of (i) $2,000 for each
limited partnership in which Gateway invests, or (ii) 0.275% of Gateway's
gross proceeds from the sale of limited partnership interests. In either
event (i) or (ii), the maximum amount may not exceed 0.2% of the aggregate
cost (Gateway's capital contribution plus Gateway's share of the
Properties' mortgage) of Gateway's interest in properties owned by the
Project Partnerships. The asset management fee will be paid only after all
other expenses of Gateway have been paid. These fees are included in the
Statement of Operations.
1998 1997 1996
---- ---- ----
Series 7 $ 88,433 $ 80,591 $ 79,980
Series 8 92,191 88,857 88,183
Series 9 50,592 49,594 49,218
Series 10 34,101 30,997 30,761
Series 11 27,281 24,797 24,609
--------- -------- --------
Total $ 292,598 $ 274,836 $ 272,751
========= ========= =========
General and Administrative Expenses - The Managing General Partner is
reimbursed for general and administrative expenses of Gateway on an
accountable basis. This expense is included in the Statement of
Operations.
1998 1997 1996
---- ---- ----
Series 7 $ 14,380 $ 12,039 $ 11,913
Series 8 15,855 13,275 13,312
Series 9 8,849 7,410 7,430
Series 10 5,531 4,630 4,641
Series 11 4,424 3,702 3,654
--------- --------- ---------
Total $ 49,039 $ 41,056 $ 40,950
========= ========= =========
<PAGE>
PART IV
Item 14. Exhibits, Financial Statement Schedules and Reports on Form 8-K
a.(1) Financial Statements - see accompanying index to financial
statements, Item 8.
(2) Financial Statement Schedules -
All other schedules are omitted because they are not applicable or not
required, or because the required information is shown either in the
financial statements or in the notes thereto.
(3)Exhibit Index -
Table
Number
Page
1.1 Form of Dealer Manager Agreement, including Soliciting
Dealer Agreement
1.2 Form of Escrow Agreement between Gateway Tax Credit
Fund III Ltd. and First Union National Bank
3.1 The form of Partnership Agreement of the Partnership is
included as Exhibit "A" to the Prospectus
3.1.1 Certificate of Limited Partnership of Gateway Tax
Credit Fund III Ltd.
3.2 Articles of Incorporation of Raymond James Partners,
Inc.
3.2.1 Bylaws of Raymond James Partners, Inc.*
3.3 Articles of Incorporation of Raymond James Tax Credit
Funds, Inc.
3.3.1 Bylaws of Raymond James Tax Credit Funds, Inc.
3.4 Amended and Restated Agreement of Limited Partnership
of Nottingham Apartments, Ltd.
3.5 Amended and Restated Agreement of Limited Partnership
of Cedar Hollow Apartments Limited Partnership
3.6 Amended and Restated Agreement of Limited Partnership
of Sunrise I Apartments Limited Partnership
5.1 Legality opinion of Riden, Earle & Kiefner, P.A. is
included in Exhibit 8.1
8.1 Tax opinion and consent of Riden, Earle & Kiefner, P.A.
24.1 The consent of Spence, Marston, Bunch, Morris & Co.
24.1.1 The consent of Spence, Marston, Bunch, Morris & Co. to
all references made to them in the Registration
Statement and the inclusion therein of the financial
statements of Raymond James Tax Credit Funds, Inc. and
Raymond James Partners, Inc. for the fiscal year ended
September 25, 1992
24.1.2 The consent of Spence, Marston, Bunch, Morris & Co. to
all references made to them in the Registration
Statement and the inclusion therein of the financial
statements of Raymond James Tax Credit Funds, Inc. and
Raymond James Partners, Inc. for the fiscal year ended
September 25, 1992 and the Registrant for the period
ended March 31, 1992
24.4 The consent of Riden, Earle, & Kiefner, PA to all
references made to them in the Prospectus included as a
part of the Registration Statement of Gateway Tax
Credit Fund III Ltd., and all amendments thereto is
included in their opinions filed as Exhibit 8.1 to the
Registration Statement.
28.1 Table VI (Acquisition of Properties by Program) of
Appendix II to Industry Guide 5, Preparation of
Registration Statements Relating to Interests in Real
Estate Limited Partnerships
* Included with Form S-11, Registration No. 33-44238 and amendments and
supplements thereto previously filed with the Securities and Exchange
Commission.
b. Reports filed on Form 8-K - NONE
<PAGE>
GATEWAY TAX CREDIT FUND III LTD.
SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
OF PROPERTY OWNED BY PROJECT PARTNERSHIPS INVESTED IN
AS OF DECEMBER 31, 1996
SERIES 7
Apartment Properties
Mortgage Loan
Partnership Location # of Units Balance
- ----------- -------- ---------- -------------
Nottingham Pisgah, AL 18 $ 592,975
Cedar Hollow Waterloo, NE 24 767,513
Sunrise Mission, SD 44 2,046,062
Mountain City Mountain City, TN 40 1,326,686
Burbank Falls City, NE 24 811,089
Washington Bloomfield, NE 24 804,414
BrookStone McCaysville, GA 40 1,216,591
Tazewell New Tazewell, TN 44 1,417,216
N. Irvine Irvine, KY 24 797,602
Horton Horton, KS 24 774,510
Manchester Manchester, GA 42 1,222,673
Waynesboro Waynesboro, GA 24 682,880
Lakeland II Lakeland, GA 30 842,652
Mt. Vernon Mt. Vernon, GA 24 751,532
Meadow Run Dawson, GA 48 1,449,798
Spring Creek II Quitman, GA 24 678,767
Warm Springs Warm Springs, GA 22 681,843
Blue Ridge Blue Ridge, GA 41 1,107,174
Walnut Elk Point, SD 24 829,237
Pioneer Mountain View, AR 48 1,217,714
Dilley Dilley, TX 28 729,187
Elsa Elsa, TX 40 1,046,029
Clinch View Gate City, VA 42 1,479,347
Jamestown Jamestown, TN 40 1,234,925
Leander Leander, TX 36 923,697
Louisa Sr. Louisa, KY 36 1,209,156
Orchard Commons Crab Orchard, KY 12 369,475
Vardaman Vardaman, MS 24 739,470
Heritage Park Paze, AZ 32 1,254,581
BrooksHollow Jasper, GA 40 1,199,923
Cavalry Crossing Ft. Scott, KS 40 1,430,725
Carson City Carson City, KS 24 797,946
Matteson Capa, KS 24 771,864
Pembroke Pembroke, KY 16 520,054
Robynwood Cynthiana, KY 24 795,134
Atoka Atoka, OK 24 690,769
Coalgate Coalgate, OK 24 689,722
Hill Creek West Blocton, AL 24 787,799
Cardinal Mountain Home. AR 32 164,121
------------
$ 36,852,852
============
<PAGE>
GATEWAY TAX CREDIT FUND III LTD.
SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
OF PROPERTY OWNED BY PROJECT PARTNERSHIPS INVESTED IN
AS OF DECEMBER 31, 1997
SERIES 7
Apartment Properties
Cost At Acquisition
--------------------
Net Improvements
Buildings, Capitalized
Improvements Subsequent to
Partnership Land and Equipment Acquisition
- ----------- ---- ------------- ----------------
Nottingham $ 21,070 $ 695,113 $ 884
Cedar Hollow 25,000 889,355 13,210
Sunrise 30,000 837,000 1,640,687
Mountain City 67,000 1,345,826 185,281
Burbank 25,000 595,780 359,039
Washington 30,000 401,435 531,117
BrookStone 45,000 176,183 1,236,013
Tazewell 75,000 834,811 806,631
N. Irvine 27,600 696,407 294,400
Horton 15,615 641,460 275,465
Manchester 40,000 243,179 1,189,886
Waynesboro 45,310 107,860 662,681
Lakeland II 30,000 149,453 830,194
Mt. Vernon 19,500 156,335 724,691
Meadow Run 20,000 241,802 1,483,038
Spring Creek II 40,000 117,323 651,152
Warm Springs 45,000 196,691 579,067
Blue Ridge 0 234,193 1,100,420
Walnut 20,000 112,079 863,647
Pioneer 30,000 1,092,918 208,658
Dilley 30,000 847,755 11,296
Elsa 40,000 1,286,910 13,571
Clinch View 99,000 409,447 1,272,586
Jamestown 53,800 436,875 1,009,208
Leander 46,000 1,063,200 5,134
Louisa Sr. 90,000 449,409 965,250
Orchard Commons 28,789 452,556 (1,684)
Vardaman 15,000 93,877 796,817
Heritage Park 199,000 1,243,700 104,351
BrooksHollow 67,155 183,029 1,184,948
Cavalry Crossing 82,300 894,246 774,565
Carson City 86,422 354,778 515,811
Matteson 28,438 556,314 351,993
Pembroke 22,000 190,283 411,021
Robynwood 35,000 315,110 661,574
Atoka 16,000 819,334 0
Coalgate 22,500 806,005 0
Hill Creek 29,337 622,291 304,625
Cardinal 24,207 650,852 102,207
----------- ------------ ------------
$1,666,043 $21,441,174 $22,119,434
=========== ============ ============
<PAGE>
GATEWAY TAX CREDIT FUND III LTD.
SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
OF PROPERTY OWNED BY PROJECT PARTNERSHIPS INVESTED IN
AS OF DECEMBER 31, 1997
SERIES 7
Apartment Properties
Gross Amount At Which Carried At December 31, 1997
--------------------
Buildings,
Improvements
Partnership Land and Equipment Total
- ----------- ---- ------------- -----
Nottingham $ 21,070 $ 695,997 $ 717,067
Cedar Hollow 26,500 901,065 927,565
Sunrise 30,000 2,477,687 2,507,687
Mountain City 67,000 1,531,107 1,598,107
Burbank 37,000 942,819 979,819
Washington 52,733 909,819 962,552
BrookStone 45,000 1,412,196 1,457,196
Tazewell 75,000 1,641,442 1,716,442
N. Irvine 27,600 990,807 1,018,407
Horton 15,615 916,925 932,540
Manchester 49,455 1,423,610 1,473,065
Waynesboro 34,500 781,351 815,851
Lakeland II 29,600 980,047 1,009,647
Mt. Vernon 19,500 881,026 900,526
Meadow Run 40,000 1,704,840 1,744,840
Spring Creek II 30,000 778,475 808,475
Warm Springs 20,000 800,758 820,758
Blue Ridge 0 1,334,613 1,334,613
Walnut 62,700 933,026 995,726
Pioneer 30,000 1,301,576 1,331,576
Dilley 30,000 859,051 889,051
Elsa 40,000 1,300,481 1,340,481
Clinch View 99,000 1,682,033 1,781,033
Jamestown 53,800 1,446,083 1,499,883
Leander 46,000 1,068,334 1,114,334
Louisa Sr. 90,000 1,414,659 1,504,659
Orchard Commons 28,789 450,872 479,661
Vardaman 15,000 890,694 905,694
Heritage Park 199,000 1,348,051 1,547,051
BrooksHollow 67,000 1,368,132 1,435,132
Cavalry Crossing 84,118 1,666,993 1,751,111
Carson City 40,028 916,983 957,011
Matteson 39,000 897,745 936,745
Pembroke 22,000 601,304 623,304
Robynwood 35,000 976,684 1,011,684
Atoka 16,000 819,334 835,334
Coalgate 22,500 806,005 828,505
Hill Creek 29,337 926,916 956,253
Cardinal 24,207 753,059 777,266
----------- ------------ ------------
$1,694,052 $43,532,599 $45,226,651
=========== ============ ============
<PAGE>
GATEWAY TAX CREDIT FUND III LTD.
SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
OF PROPERTY OWNED BY PROJECT PARTNERSHIPS INVESTED IN
AS OF DECEMBER 31, 1997
SERIES 7
Apartment Properties
Partnership Accumulated Depreciation Depreciable Life
- ----------- ------------------------ ----------------
Nottingham $ 107,433 5.0-40.0
Cedar Hollow 128,523 7.0-40.0
Sunrise 433,762 5.0-27.5
Mountain City 324,455 7.0-27.5
Burbank 175,002 5.0-30.0
Washington 195,317 5.0-30.0
BrookStone 211,819 5.0-27.5
Tazewell 337,051 7.0-27.5
N. Irvine 130,236 5.0-40.0
Horton 201,728 5.0-25.0
Manchester 208,005 5.0-25.0
Waynesboro 117,087 10.0-30.0
Lakeland II 157,836 10.0-30.0
Mt. Vernon 111,054 5.0-30.0
Meadow Run 247,977 7.0-27.5
Spring Creek II 116,242 10.0-30.0
Warm Springs 136,586 5.0-40.0
Blue Ridge 222,461 5.0-25.0
Walnut 153,766 5.0-40.0
Pioneer 200,815 12.0-40.0
Dilley 92,740 5.0-50.0
Elsa 178,554 7.0-50.0
Clinch View 331,145 7.0-27.5
Jamestown 279,475 7.0-27.5
Leander 220,142 7.0-30.0
Louisa Sr. 219,897 5.0-40.0
Orchard Commons 80,177 5.0-40.0
Vardaman 111,121 5.0-40.0
Heritage Park 291,735 7.0-27.5
BrooksHollow 192,766 5.0-27.5
Cavalry Crossing 222,401 12.0-40.0
Carson City 181,108 7.0-27.5
Matteson 185,274 7.0-27.5
Pembroke 94,883 5.0-40.0
Robynwood 145,721 5.0-40.0
Atoka 171,603 5.0-25.0
Coalgate 176,514 5.0-25.0
Hill Creek 129,435 7.0-27.5
Cardinal 45,306 7.0-27.5
-----------
$7,267,152
===========
<PAGE>
GATEWAY TAX CREDIT FUND III LTD.
SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
OF PROPERTY OWNED BY PROJECT PARTNERSHIPS INVESTED IN
AS OF DECEMBER 31, 1996
SERIES 8
Apartment Properties
Mortgage Loan
Partnership Location # of Units Balance
- ----------- -------- ---------- -------------
Purdy Purdy, MO 16 $ 465,649
Galena Galena, KS 24 615,760
Antlers 2 Antlers, OK 24 652,292
Holdenville Holdenville, OK 24 739,776
Wetumka Wetumka, OK 24 674,185
Mariners Cove Marine City, MI 32 1,048,107
Mariners Cove Sr. Marine City, MI 24 811,755
Antlers Antlers, OK 36 1,104,727
Bentonville Bentonville, AR 24 617,914
Deerpoint Elgin, AL 24 769,255
Aurora Aurora, MO 28 735,771
Baxter Baxter Springs, KS 16 437,025
Arbor Gate Bridgeport, AL 24 767,156
Timber Ridge Collinsville, AL 24 744,609
Concordia Sr. Concordia, KS 24 694,554
Mountainburg Mountainburg, AR 24 725,980
Lincoln Pierre, SD 25 896,522
Fox Ridge Russellville, AL 24 752,279
Meadow View Bridgeiport, NE 16 598,636
Sheridan Auburn, NE 16 618,642
Morningside Kenton, OH 32 984,955
Grand Isle Grand Isle, ME 16 949,340
Meadowview Van Buren, AR 29 795,973
Taylor Taylor, TX 44 1,266,283
Brookwood Gainesboro, TN 44 1,489,478
Pleasant Valley Lynchburg, TN 33 1,112,732
Reelfoot Ridgely, TN 20 667,079
River Rest Newport, TN 34 1,159,585
Kirskville Kirksville, MO 24 690,524
Cimmaron Arco, ID 24 843,838
Kenton Kenton, OH 46 1,444,785
Lovingston Lovingston, VA 64 2,265,084
Pontotoc Pontotoc, MS 36 1,114,222
So. Brenchley Rexburg, ID 30 1,250,949
Hustonville Hustonville, KY 16 533,394
Northpoint Jackson, KY 24 907,866
Brooks Field Louisville, GA 32 966,017
Brooks Lane Clayton, GA 36 1,113,814
Brooks Point Dahlonega, GA 41 1,380,702
Brooks Run Jasper, GA 24 766,463
Logan Heights Russellville, KY 24 792,463
Lakeshore 2 Tuskegee, AL 36 1,162,301
Cottondale Cottondale, FL 25 769,921
------------
$ 38,898,362
============
<PAGE>
GATEWAY TAX CREDIT FUND III LTD.
SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
OF PROPERTY OWNED BY PROJECT PARTNERSHIPS INVESTED IN
AS OF DECEMBER 31, 1997
SERIES 8
Cost At Acquisition
--------------------
Net Improvements
Buildings, Capitalized
Improvements Subsequent to
Partnership Land and Equipment Acquisition
- ----------- ---- ------------- ----------------
Purdy $ 64,823 $ 493,596 $ 6,615
Galena 19,200 362,505 365,599
Antlers 2 26,000 761,859 0
Holdenville 15,000 877,598 0
Wetumka 19,977 792,876 0
Mariners Cove 117,192 1,134,974 11,267
Mariners Cove Sr. 72,252 901,745 10,742
Antlers 50,529 1,270,510 0
Bentonville 15,220 743,269 0
Deerpoint 33,250 912,974 (13,750)
Aurora 164,350 716,471 2,035
Baxter 13,800 418,296 100,779
Arbor Gate 43,218 873,748 1,337
Timber Ridge 15,145 879,334 1,148
Concordia Sr. 65,000 776,131 (14,742)
Mountainburg 20,000 863,990 0
Lincoln 121,000 933,872 29,619
Fox Ridge 35,000 867,785 0
Meadow View 29,000 686,959 1,585
Sheridan 20,100 373,018 351,334
Morningside 31,163 1,152,691 951
Grand Isle 20,000 1,180,210 0
Meadowview 40,000 954,717 0
Taylor 105,335 1,185,923 239,510
Brookwood 28,148 1,780,090 1,211
Pleasant Valley 56,269 1,288,452 1,507
Reelfoot 13,000 118,127 683,441
River Rest 50,750 431,259 921,416
Kirskville 50,000 188,140 593,352
Cimmaron 18,000 611,963 457,878
Kenton 61,699 785,703 916,742
Lovingston 178,985 2,215,782 326,079
Pontotoc 40,500 312,296 973,317
So. Brenchley 99,658 492,781 956,234
Hustonville 20,000 672,270 869
Northpoint 140,000 942,599 0
Brooks Field 45,762 113,295 1,012,766
Brooks Lane 57,500 123,401 1,167,290
Brooks Point 108,000 135,053 1,414,638
Brooks Run 50,000 158,025 715,789
Logan Heights 24,600 422,778 504,352
Lakeshore 2 45,000 273,501 1,097,384
Cottondale 36,000 911,975 344
----------- ------------ ------------
$2,280,425 $32,092,541 $12,838,638
=========== ============ ============
<PAGE>
GATEWAY TAX CREDIT FUND III LTD.
SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
OF PROPERTY OWNED BY PROJECT PARTNERSHIPS INVESTED IN
AS OF DECEMBER 31, 1997
SERIES 8
Gross Amount At Which Carried At December 31, 1997
--------------------
Buildings,
Improvements
Partnership Land and Equipment Total
- ----------- ---- ------------- -----
Purdy $ 65,351 $ 499,683 $ 565,034
Galena 82,599 664,705 747,304
Antlers 2 26,000 761,859 787,859
Holdenville 15,000 877,598 892,598
Wetumka 19,977 792,876 812,853
Mariners Cove 122,656 1,140,777 1,263,433
Mariners Cove Sr. 78,918 905,821 984,739
Antlers 50,529 1,270,510 1,321,039
Bentonville 15,220 743,269 758,489
Deerpoint 19,500 912,974 932,474
Aurora 164,350 718,506 882,856
Baxter 45,275 487,600 532,875
Arbor Gate 43,218 875,085 918,303
Timber Ridge 15,145 880,482 895,627
Concordia Sr. 65,000 761,389 826,389
Mountainburg 20,000 863,990 883,990
Lincoln 132,188 952,303 1,084,491
Fox Ridge 35,000 867,785 902,785
Meadow View 29,000 688,544 717,544
Sheridan 32,300 712,152 744,452
Morningside 31,163 1,153,642 1,184,805
Grand Isle 20,000 1,180,210 1,200,210
Meadowview 40,000 954,717 994,717
Taylor 105,335 1,425,433 1,530,768
Brookwood 28,148 1,781,301 1,809,449
Pleasant Valley 56,269 1,289,959 1,346,228
Reelfoot 13,827 800,741 814,568
River Rest 52,062 1,351,363 1,403,425
Kirskville 50,000 781,492 831,492
Cimmaron 6,000 1,081,841 1,087,841
Kenton 61,699 1,702,445 1,764,144
Lovingston 194,772 2,526,074 2,720,846
Pontotoc 40,500 1,285,613 1,326,113
So. Brenchley 99,658 1,449,015 1,548,673
Hustonville 20,000 673,139 693,139
Northpoint 140,000 942,599 1,082,599
Brooks Field 45,761 1,126,062 1,171,823
Brooks Lane 57,500 1,290,691 1,348,191
Brooks Point 108,000 1,549,691 1,657,691
Brooks Run 50,366 873,448 923,814
Logan Heights 24,600 927,130 951,730
Lakeshore 2 45,000 1,370,885 1,415,885
Cottondale 36,000 912,319 948,319
----------- ------------ ------------
$2,403,886 $44,807,718 $47,211,604
=========== ============ ============
<PAGE>
GATEWAY TAX CREDIT FUND III LTD.
SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
OF PROPERTY OWNED BY PROJECT PARTNERSHIPS INVESTED IN
AS OF DECEMBER 31, 1997
SERIES 8
Apartment Properties
Partnership Accumulated Depreciation Depreciable Life
- ----------- ------------------------ ----------------
Purdy $ 138,549 7.0-27.5
Galena 159,297 7.0-27.5
Antlers 2 160,035 5.0-25.0
Holdenville 166,912 5.0-25.0
Wetumka 153,415 5.0-25.0
Mariners Cove 218,416 7.0-27.5
Mariners Cove Sr. 170,472 7.0-27.5
Antlers 226,927 10.0-25.0
Bentonville 170,148 5.0-25.0
Deerpoint 109,441 5.0-50.0
Aurora 180,060 7.0-27.5
Baxter 97,055 7.0-27.5
Arbor Gate 105,228 5.0-40.0
Timber Ridge 108,591 5.0-40.0
Concordia Sr. 140,278 5.0-25.0
Mountainburg 163,582 5.0-25.0
Lincoln 161,574 7.0-27.5
Fox Ridge 94,959 5.0-50.0
Meadow View 124,060 5.0-30.0
Sheridan 92,323 5.0-50.0
Morningside 170,454 5.0-33.0
Grand Isle 257,318 7.0-27.5
Meadowview 171,849 5.0-25.0
Taylor 118,650 5.0-50.0
Brookwood 147,915 5.0-50.0
Pleasant Valley 115,139 5.0-50.0
Reelfoot 105,000 7.0-27.5
River Rest 97,177 7.0-50.0
Kirskville 118,637 5.0-27.5
Cimmaron 155,349 7.0-27.5
Kenton 203,744 5.0-33.0
Lovingston 439,064 7.0-27.5
Pontotoc 107,040 5.0-40.0
So. Brenchley 228,763 7.0-27.5
Hustonville 77,416 5.0-40.0
Northpoint 115,180 5.0-40.0
Brooks Field 122,331 5.0-40.0
Brooks Lane 141,969 5.0-40.0
Brooks Point 153,445 5.0-40.0
Brooks Run 101,444 5.0-40.0
Logan Heights 104,017 7.0-40.0
Lakeshore 2 114,398 5.0-40.0
Cottondale 102,950 5.0-27.5
-----------
$6,410,571
===========
<PAGE>
GATEWAY TAX CREDIT FUND III LTD.
SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
OF PROPERTY OWNED BY PROJECT PARTNERSHIPS INVESTED IN
AS OF DECEMBER 31, 1996
SERIES 9
Apartment Properties
Mortgage Loan
Partnership Location # of Units Balance
- ----------- -------- ---------- -------------
Jay Jay, OK 24 $ 660,857
Boxwood Lexington, TX 24 633,635
Stilwell 3 Stilwell, OK 16 475,880
Arbor Trace Lake Park, GA 24 750,639
Arbor Trace 2 Lake Park, GA 42 1,475,286
Omega Omega, GA 36 1,146,729
Cornell 2 Watertown, SD 24 934,435
Elm Creek Pierre, SD 24 966,464
Marionville Marionville, MO 20 573,402
Lamar Lamar, AR 24 726,621
Mt. Glen Heppner, OR 24 839,902
Centreville Centreville, AL 24 798,482
Skyview Troy, AL 36 1,147,598
Sycamore Coffeyville, KS 40 1,431,377
Bradford Cumberland, KY 24 800,252
Cedar Lane London, KY 24 753,864
Stanton Stanton, KY 24 813,829
Abernathy Abernathy, TX 24 637,481
Pembroke Pembroke, KY 24 807,954
Meadowview Greenville, AL 24 661,932
Town Branch Mt. Vernon, KY 24 785,602
Fox Run Ragland, AL 24 788,765
Maple Sreet Emporium, PA 32 1,379,322
Manchester Manchester, GA 18 597,324
------------
$ 20,587,632
============
<PAGE>
GATEWAY TAX CREDIT FUND III LTD.
SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
OF PROPERTY OWNED BY PROJECT PARTNERSHIPS INVESTED IN
AS OF DECEMBER 31, 1997
SERIES 9
Apartment Properties
Cost At Acquisition
--------------------
Net Improvements
Buildings, Capitalized
Improvements Subsequent to
Partnership Land and Equipment Acquisition
- ----------- ---- ------------- ----------------
Jay $ 30,000 $ 103,524 $ 677,073
Boxwood 22,273 718,529 30,137
Stilwell 3 15,567 82,347 489,218
Arbor Trace 62,500 185,273 670,585
Arbor Trace 2 100,000 361,210 1,345,225
Omega 35,000 188,863 1,183,441
Cornell 2 29,155 576,296 536,990
Elm Creek 71,360 233,390 857,394
Marionville 24,900 409,497 262,113
Lamar 18,000 202,240 684,085
Mt. Glen 23,500 480,064 554,647
Centreville 36,000 220,952 716,883
Skyview 120,000 220,161 1,054,853
Sycamore 64,408 415,748 1,285,360
Bradford 66,000 285,025 704,607
Cedar Lane 49,750 952,314 (6,783)
Stanton 41,584 959,574 0
Abernathy 30,000 751,898 0
Pembroke 43,000 955,687 0
Meadowview 46,270 1,086,351 1,597
Town Branch 21,000 942,114 21,296
Fox Run 47,467 919,296 2,231
Maple Sreet 85,000 1,178,856 433,863
Manchester 24,100 711,035 0
----------- ------------ ------------
$1,106,834 $13,140,244 $11,504,815
=========== ============ ============
<PAGE>
GATEWAY TAX CREDIT FUND III LTD.
SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
OF PROPERTY OWNED BY PROJECT PARTNERSHIPS INVESTED IN
AS OF DECEMBER 31, 1997
SERIES 9
Apartment Properties
Gross Amount At Which Carried At December 31, 1997
--------------------
Buildings,
Improvements
Partnership Land and Equipment Total
- ----------- ---- ------------- -----
Jay $ 25,000 $ 785,597 $ 810,597
Boxwood 22,273 748,666 770,939
Stilwell 3 10,000 577,132 587,132
Arbor Trace 62,500 855,858 918,358
Arbor Trace 2 100,000 1,706,435 1,806,435
Omega 35,000 1,372,304 1,407,304
Cornell 2 86,281 1,056,160 1,142,441
Elm Creek 128,817 1,033,327 1,162,144
Marionville 88,439 608,071 696,510
Lamar 18,000 886,325 904,325
Mt. Glen 23,500 1,034,711 1,058,211
Centreville 36,000 937,835 973,835
Skyview 120,000 1,275,014 1,395,014
Sycamore 64,600 1,700,916 1,765,516
Bradford 66,000 989,632 1,055,632
Cedar Lane 49,750 945,531 995,281
Stanton 41,584 959,574 1,001,158
Abernathy 30,000 751,898 781,898
Pembroke 43,000 955,687 998,687
Meadowview 46,270 1,087,948 1,134,218
Town Branch 21,000 963,410 984,410
Fox Run 47,467 921,527 968,994
Maple Sreet 85,000 1,612,719 1,697,719
Manchester 27,200 707,935 735,135
----------- ------------ ------------
$1,277,681 $24,474,212 $25,751,893
=========== ============ ============
<PAGE>
GATEWAY TAX CREDIT FUND III LTD.
SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
OF PROPERTY OWNED BY PROJECT PARTNERSHIPS INVESTED IN
AS OF DECEMBER 31, 1997
SERIES 9
Apartment Properties
Partnership Accumulated Depreciation Depreciable Life
- ----------- ------------------------ ----------------
Jay $ 124,426 5.0-25.0
Boxwood 139,694 5.0-25.0
Stilwell 3 94,141 5.0-25.0
Arbor Trace 82,130 10.0-30.0
Arbor Trace 2 163,744 10.0-30.0
Omega 164,266 5.0-50.0
Cornell 2 182,614 5.0-30.0
Elm Creek 186,198 5.0-27.5
Marionville 129,061 7.0-27.5
Lamar 149,686 5.0-25.0
Mt. Glen 169,415 7.0-27.5
Centreville 138,346 5.0-40.0
Skyview 111,694 5.0-40.0
Sycamore 158,421 12.0-40.0
Bradford 102,426 5.0-40.0
Cedar Lane 135,936 5.0-40.0
Stanton 138,422 5.0-40.0
Abernathy 131,865 5.0-25.0
Pembroke 104,595 7.0-40.0
Meadowview 86,398 5.0-40.0
Town Branch 83,955 7.0-40.0
Fox Run 112,236 7.0-27.5
Maple Sreet 139,231 7.0-40.0
Manchester 82,595 5.0-27.5
-----------
$3,111,495
===========
<PAGE>
GATEWAY TAX CREDIT FUND III LTD.
SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
OF PROPERTY OWNED BY PROJECT PARTNERSHIPS INVESTED IN
AS OF DECEMBER 31, 1996
SERIES 10
Apartment Properties
Mortgage Loan
Partnership Location # of Units Balance
- ----------- -------- ---------- -------------
Redstone Challis, ID 24 $ 858,569
Albany Albany, KY 24 793,087
Oak Terrace Bonifay, FL 18 551,467
Wellshill West Liberty, KY 32 1,094,287
Applegate Florence, AL 36 1,118,915
Heatherwood Alexander City, AL 36 934,142
Peachtree Gaffney, SC 28 1,016,063
Donna Donna, TX 50 1,447,461
Wellsville Wellsville, NY 24 1,082,692
Tecumseh Tecumseh, NE 24 876,599
Clay City Clay City, KY 24 822,551
Irvine West Irvine, KY 24 818,694
New Castle New Castle, KY 24 816,361
Stigler Stigler, OK 20 602,311
Courtyard Huron, SD 21 654,408
------------
$ 13,487,607
============
Cost At Acquisition
--------------------
Net Improvements
Buildings, Capitalized
Improvements Subsequent to
Partnership Land and Equipment Acquisition
- ----------- ---- ------------- ----------------
Redstone $ 24,000 $ 747,591 $328,172
Albany 39,500 990,162 0
Oak Terrace 27,200 633,284 1,179
Wellshill 75,000 1,270,844 0
Applegate 125,000 1,467,675 243,011
Heatherwood 55,000 1,551,679 699
Peachtree 25,000 1,021,466 0
Donna 112,000 1,661,889 2,633
Wellsville 38,000 1,286,389 8,224
Tecumseh 20,000 1,038,151 1,614
Clay City 22,750 998,334 0
Irvine West 25,000 1,060,585 753
New Castle 40,575 971,520 6,955
Stigler 24,000 730,056 0
Courtyard 12,000 465,936 286,382
----------- ------------ ------------
$665,025 $15,895,561 $879,622
=========== ============ ============
<PAGE>
GATEWAY TAX CREDIT FUND III LTD.
SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
OF PROPERTY OWNED BY PROJECT PARTNERSHIPS INVESTED IN
AS OF DECEMBER 31, 1997
SERIES 10
Apartment Properties
Gross Amount At Which Carried At December 31, 1997
--------------------
Buildings,
Improvements
Partnership Land and Equipment Total
- ----------- ---- ------------- -----
Redstone $ 7,600 $1,092,163 $ 1,099,763
Albany 39,500 990,162 1,029,662
Oak Terrace 27,200 634,463 661,663
Wellshill 75,000 1,270,844 1,345,844
Applegate 125,000 1,710,686 1,835,686
Heatherwood 55,000 1,552,378 1,607,378
Peachtree 25,000 1,021,466 1,046,466
Donna 112,000 1,664,522 1,776,522
Wellsville 38,000 1,294,613 1,332,613
Tecumseh 20,000 1,039,765 1,059,765
Clay City 22,750 998,334 1,021,084
Irvine West 25,000 1,061,338 1,086,338
New Castle 40,575 978,475 1,019,050
Stigler 24,000 730,056 754,056
Courtyard 70,185 694,133 764,318
----------- ------------ ------------
$706,810 $16,733,398 $17,440,208
=========== ============ ============
Partnership Accumulated Depreciation Depreciable Life
- ----------- ------------------------ ----------------
Redstone $ 170,591 7.0-27.5
Albany 134,580 5.0-40.0
Oak Terrace 86,039 5.0-27.5
Wellshill 126,249 5.0-40.0
Applegate 130,982 5.0-40.0
Heatherwood 129,721 5.0-40.0
Peachtree 97,877 5.0-40.0
Donna 125,895 7.0-50.0
Wellsville 197,604 7.0-27.5
Tecumseh 88,988 5.0-50.0
Clay City 102,051 5.0-40.0
Irvine West 101,152 5.0-40.0
New Castle 88,597 5.0-40.0
Stigler 69,821 5.0-25.0
Courtyard 84,779 5.0-40.0
-----------
$1,734,926
===========
<PAGE>
GATEWAY TAX CREDIT FUND III LTD.
SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
OF PROPERTY OWNED BY PROJECT PARTNERSHIPS INVESTED IN
AS OF DECEMBER 31, 1997
SERIES 11
Apartment Properties
Mortgage Loan
Partnership Location # of Units Balance
- ----------- -------- ---------- -------------
Homestead Pinetop, AZ 32 $ 1,304,621
Mountain Oak Collinsville, AL 24 698,006
Eloy Eloy, AZ 24 652,109
Gila Bend Gila Bend, AZ 36 979,357
Creekstone Dallas, GA 40 1,105,467
Tifton Tifton, GA 36 1,003,375
Cass Towne Cartersville, GA 10 178,487
Warsaw Warsaw, VA 56 2,699,292
Royston Royston, GA 25 752,808
Red Bud Mokane, MO 8 241,405
Cardinal Mountain Home, AR 32 107,072
Parsons Parsons, KS 38 1,103,001
------------
$ 10,825,000
============
Cost At Acquisition
--------------------
Net Improvements
Buildings, Capitalized
Improvements Subsequent to
Partnership Land and Equipment Acquisition
- ----------- ---- ------------- ----------------
Homestead $126,000 $ 1,628,502 $ 0
Mountain Oak 30,000 473,033 376,391
Eloy 12,000 882,913 1,496
Gila Bend 18,000 945,233 311,414
Creekstone 130,625 170,655 1,707,324
Tifton 17,600 192,853 1,469,252
Cass Towne 22,690 301,458 172
Warsaw 146,800 3,200,738 5,341
Royston 36,000 785,602 111,218
Red Bud 5,500 295,617 0
Cardinal 15,793 424,616 66,681
Parsons 45,188 953,512 321,143
----------- ------------ ------------
$606,196 $10,254,732 $4,370,432
=========== ============ ============
<PAGE>
GATEWAY TAX CREDIT FUND II LTD.
SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
OF PROPERTY OWNED BY PROJECT PARTNERSHIPS INVESTED IN
AS OF DECEMBER 31, 1997
SERIES 11
Apartment Properties
Gross Amount At Which Carried At December 31, 1997
--------------------
Buildings,
Improvements
Partnership Land and Equipment Total
- ----------- ---- ------------- -----
Homestead $126,000 $ 1,628,502 $ 1,754,502
Mountain Oak 30,000 849,424 879,424
Eloy 12,000 884,409 896,409
Gila Bend 18,000 1,256,647 1,274,647
Creekstone 130,650 1,877,954 2,008,604
Tifton 17,326 1,662,379 1,679,705
Cass Towne 22,690 301,630 324,320
Warsaw 146,800 3,206,079 3,352,879
Royston 36,000 896,820 932,820
Red Bud 5,500 295,617 301,117
Cardinal 15,793 491,297 507,090
Parsons 38,437 1,281,406 1,319,843
----------- ------------ ------------
$599,196 $14,632,164 $15,231,360
=========== ============ ============
Partnership Accumulated Depreciation Depreciable Life
- ----------- ------------------------ ----------------
Homestead $ 142,973 5.0-40.0
Mountain Oak 104,414 5.0-27.5
Eloy 96,411 5.0-27.5
Gila Bend 150,937 5.0-40.0
Creekstone 150,803 7.0-27.5
Tifton 89,734 5.0-25.0
Cass Towne 26,443 7.0-27.5
Warsaw 293,934 7.0-27.5
Royston 61,318 7.0-40.0
Red Bud 18,784 7.0-40.0
Cardinal 29,557 7.0-27.5
Parsons 74,795 12.0-40.0
-----------
$1,240,103
===========
<PAGE>
SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
OF PROPERTY OWNED BY PROJECT PARTNERSHIPS INVESTED IN
AS OF DECEMBER 31, 1997
GATEWAY TAX CREDIT FUND III LTD.
NOTES TO SCHEDULE III
SERIES 7
Balance at beginning of period -
December 31, 1996 $45,167,990
Additions during period:
Acquisitions through foreclosure 0
Other acquisitions 0
Improvements, etc. 60,326
Other 0
---------
60,326
Deductions during period:
Cost of real estate sold 1,665
Other 0
--------- (1,665)
------------
Balance at end of period -
December 31, 1997 $45,226,651
============
Reconciliation of Accumulated Depreciation current year changes:
Balance at beginning of period -
December 31, 1996 $5,712,059
Current year expense 1,556,758
Less Accumulated Depreciation of real estate sold (1,665)
Other 0
-----------
Balance at end of period -
December 31, 1997 $7,267,152
===========
<PAGE>
SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
OF PROPERTY OWNED BY PROJECT PARTNERSHIPS INVESTED IN
AS OF DECEMBER 31, 1997
GATEWAY TAX CREDIT FUND III LTD.
NOTES TO SCHEDULE III
Series 8
Balance at beginning of period -
December 31, 1996 $47,154,715
Additions during period:
Acquisitions through foreclosure 0
Other acquisitions 0
Improvements, etc. 56,889
Other 0
---------
56,889
Deductions during period:
Cost of real estate sold 0
Other 0
--------- 0
------------
Balance at end of period -
December 31, 1997 $47,211,604
============
Reconciliation of Accumulated Depreciation current year changes:
Balance at beginning of period -
December 31, 1996 $4,790,218
Current year expense 1,620,353
Less Accumulated Depreciation of real estate sold 0
Other 0
----------
Balance at end of period -
December 31, 1997 $6,410,571
===========
<PAGE>
SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
OF PROPERTY OWNED BY PROJECT PARTNERSHIPS INVESTED IN
AS OF DECEMBER 31, 1997
GATEWAY TAX CREDIT FUND III LTD.
NOTES TO SCHEDULE III
Series 9
Balance at beginning of period -
December 31, 1996 $25,721,527
Additions during period:
Acquisitions through foreclosure 0
Other acquisitions 0
Improvements, etc. 26,624
Other 0
---------
26,624
Deductions during period:
Cost of real estate sold 30
Other 0
--------- (30)
------------
Balance at end of period -
December 31, 1996 $25,748,121
============
Reconciliation of Accumulated Depreciation current year changes:
Balance at beginning of period -
December 31, 1996 $2,212,706
Current year expense 898,819
Less Accumulated Depreciation of real estate sold (30)
Other 0
-----------
Balance at end of period -
December 31, 1997 $3,111,495
===========
<PAGE>
SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
OF PROPERTY OWNED BY PROJECT PARTNERSHIPS INVESTED IN
AS OF DECEMBER 31, 1997
GATEWAY TAX CREDIT FUND III LTD.
NOTES TO SCHEDULE III
Series 10
Balance at beginning of period -
December 31, 1996 $17,431,207
Additions during period:
Acquisitions through foreclosure 0
Other acquisitions 0
Improvements, etc. 8,388
Other 0
---------
8,388
Deductions during period: 0
Cost of real estate sold 0
Other ---------
0
------------
Balance at end of period -
December 31, 1997 $17,439,595
============
Reconciliation of Accumulated Depreciation current year changes:
Balance at beginning of period -
December 31, 1996 $1,230,341
Current year expense 504,580
Less Accumulated Depreciation of real estate sold 0
Other 5
-----------
Balance at end of period -
December 31, 1997 $1,734,926
===========
<PAGE>
SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
OF PROPERTY OWNED BY PROJECT PARTNERSHIPS INVESTED IN
AS OF DECEMBER 31, 1997
GATEWAY TAX CREDIT FUND III LTD.
NOTES TO SCHEDULE III
Series 11
Balance at beginning of period -
December 31, 1996 $15,218,951
Additions during period:
Acquisitions through foreclosure 0
Other acquisitions 0
Improvements, etc. 13,365
Other 0
---------
13,365
Deductions during period:
Cost of real estate sold 683
Other 0
--------- (683)
------------
Balance at end of period -
December 31, 1997 $15,231,633
============
Reconciliation of Accumulated Depreciation current year changes:
Balance at beginning of period -
December 31, 1996 $738,925
Current year expense 501,861
Less Accumulated Depreciation of real estate sold (683)
Other 0
-----------
Balance at end of period -
December 31, 1997 $1,240,103
===========
<PAGE>
GATEWAY TAX CREDIT FUND III LTD.
SCHEDULE IV - MORTGAGE LOANS ON REAL ESTATE
AS OF DECEMBER 31, 1997
SERIES 7
MONTHLY
# OF INTEREST DEBT TERM
PARTNERSHIP UNITS BALANCE RATE SERVICE (YEARS)
- ----------- ----- ------- -------- ------- ------
Nottingham 18 $ 592,975 7.75% 4,041 50
Cedar Hollow 24 767,513 7.75% 5,115 50
Sunrise 44 2,046,062 7.25% 12,842 50
Mountain City 40 1,326,686 7.75% 8,853 50
Burbank 24 811,089 8.25% 5,725 50
Washington 24 804,414 8.25% 5,674 50
BrookStone 40 1,216,591 6.50% 6,970 50
Tazewell 44 1,417,216 7.25% 8,916 50
N. Irvine 24 797,602 7.75% 5,311 50
Horton 24 774,510 7.75% 5,160 50
Manchester 42 1,222,673 6.50% 6,991 50
Waynesboro 24 682,880 6.50% 3,899 50
Lakeland II 30 842,652 7.25% 5,290 50
Mt. Vernon 24 751,532 6.50% 4,294 50
Meadow Run 48 1,449,798 6.50% 8,284 50
Spring Creek II 24 678,767 6.50% 3,835 50
Warm Springs 22 681,843 7.25% 4,276 50
Blue Ridge 41 1,107,174 7.25% 2,372 50
Walnut 24 829,237 7.75% 5,528 50
Pioneer 48 1,217,714 8.25% 8,516 50
Dilley 28 729,187 8.25% 5,143 50
Elsa 40 1,046,029 7.75% 6,976 50
Clinch View 42 1,479,347 8.75% 11,046 50
Jamestown 40 1,234,925 7.25% 7,770 50
Leander 36 923,697 7.75% 6,755 50
Louisa Sr. 36 1,209,156 7.25% 7,622 50
Orchard Commons 12 369,475 7.75% 2,676 50
Vardaman 24 739,470 7.25% 4,634 50
Heritage Park 32 1,254,581 7.75% 8,360 50
BrooksHollow 40 1,199,923 6.50% 6,854 50
Cavalry Crossing 40 1,430,725 7.75% 9,545 50
Carson City 24 797,946 7.25% 5,005 50
Matteson 24 771,864 7.25% 4,845 50
Pembroke 16 520,054 7.25% 3,296 50
Robynwood 24 795,134 7.25% 5,078 50
Atoka 24 690,769 7.25% 4,392 50
Coalgate 24 689,722 7.25% 4,384 50
Hill Creek 24 787,799 6.50% 4,491 50
Cardinal 32 164,121 6.50% 948 50
-----------
$36,852,852
===========
<PAGE>
GATEWAY TAX CREDIT FUND III LTD.
SCHEDULE IV - MORTGAGE LOANS ON REAL ESTATE
AS OF DECEMBER 31, 1997
SERIES 8
MONTHLY
# OF INTEREST DEBT TERM
PARTNERSHIP UNITS BALANCE RATE SERVICE (YEARS)
- ----------- ----- ------- -------- ------- ------
Purdy 16 $ 465,649 7.75% 5,242 50
Galena 24 615,760 7.25% 6,410 50
Antlers 2 24 652,292 7.25% 4,174 50
Holdenville 24 739,776 6.50% 4,267 50
Wetumka 24 674,185 6.50% 3,911 50
Mariners Cove 32 1,048,107 7.25% 6,572 50
Mariners Cove Sr. 24 811,755 7.25% 5,105 50
Antlers 36 1,104,727 7.25% 6,938 50
Bentonville 24 617,914 7.75% 4,835 45
Deerpoint 24 769,255 7.75% 5,250 50
Aurora 28 735,771 7.25% 7,652 50
Baxter 16 437,025 6.50% 4,086 50
Arbor Gate 24 767,156 6.50% 4,380 50
Timber Ridge 24 744,609 7.25% 4,679 50
Concordia Sr. 24 694,554 6.50% 3,963 50
Mountainburg 24 725,980 6.50% 4,162 50
Lincoln 25 896,522 8.25% 6,330 50
Fox Ridge 24 752,279 7.25% 4,732 50
Meadow View 16 598,636 7.25% 3,757 50
Sheridan 16 618,642 8.25% 3,527 50
Morningside 32 984,955 7.25% 6,177 50
Grand Isle 16 949,340 8.25% 6,703 50
Meadowview 29 795,973 7.25% 5,243 39
Taylor 44 1,266,283 7.50% 7,223 50
Brookwood 44 1,489,478 6.50% 8,499 50
Pleasant Valley 33 1,112,732 7.25% 6,978 50
Reelfoot 20 667,079 7.25% 4,234 50
River Rest 34 1,159,585 7.25% 7,256 50
Kirskville 24 690,524 7.25% 4,320 50
Cimmaron 24 843,838 10.75% 4,905 50
Kenton 46 1,444,785 7.25% 9,045 50
Lovingston 64 2,265,084 7.00% 12,917 50
Pontotoc 36 1,114,222 7.25% 6,927 50
So. Brenchley 30 1,250,949 7.25% 7,728 50
Hustonville 16 533,394 6.50% 3,062 50
Northpoint 24 907,866 7.25% 5,700 50
Brooks Field 32 966,017 7.25% 6,046 50
Brooks Lane 36 1,113,814 7.25% 6,954 50
Brooks Point 41 1,380,702 7.25% 8,613 50
Brooks Run 24 766,463 7.25% 4,786 50
Logan Heights 24 792,463 7.25% 4,960 50
Lakeshore 2 36 1,162,301 7.75% 7,716 50
Cottondale 25 769,921 7.75% 5,115 50
-----------
$38,898,362
===========
<PAGE>
GATEWAY TAX CREDIT FUND III LTD.
SCHEDULE IV - MORTGAGE LOANS ON REAL ESTATE
AS OF DECEMBER 31, 1997
SERIES 9
MONTHLY
# OF INTEREST DEBT TERM
PARTNERSHIP UNITS BALANCE RATE SERVICE (YEARS)
- ----------- ----- ------- -------- ------- ------
Jay 24 $ 660,857 7.25% 4,167 50
Boxwood 24 633,635 6.50% 3,666 50
Stilwell 3 16 475,880 7.25% 3,038 50
Arbor Trace 24 750,639 7.25% 4,700 50
Arbor Trace 2 42 1,475,286 7.25% 9,235 50
Omega 36 1,146,729 7.25% 7,193 50
Cornell 2 24 934,435 7.25% 5,862 50
Elm Creek 24 966,464 7.25% 6,060 50
Marionville 20 573,402 6.50% 5,308 50
Lamar 24 726,621 7.25% 4,593 50
Mt. Glen 24 839,902 6.50% 4,797 50
Centreville 24 798,482 7.25% 4,998 50
Skyview 36 1,147,598 7.25% 7,199 50
Sycamore 40 1,431,377 7.25% 8,979 50
Bradford 24 800,252 7.03% 5,008 50
Cedar Lane 24 753,864 6.50% 4,383 50
Stanton 24 813,829 7.25% 5,120 50
Abernathy 24 637,481 6.50% 3,673 50
Pembroke 24 807,954 7.25% 5,070 50
Meadowview 24 661,932 0.50% 3,006 20
Town Branch 24 785,602 7.25% 4,973 50
Fox Run 24 788,765 6.50% 4,510 50
Maple Street 32 1,379,322 7.25% 8,632 50
Manchester 18 597,324 7.25% 3,740 50
-----------
$20,587,632
===========
<PAGE>
GATEWAY TAX CREDIT FUND III LTD.
SCHEDULE IV - MORTGAGE LOANS ON REAL ESTATE
AS OF DECEMBER 31, 1997
SERIES 10
MONTHLY
# OF INTEREST DEBT TERM
PARTNERSHIP UNITS BALANCE RATE SERVICE (YEARS)
- ----------- ----- ------- -------- ------- ------
Redstone 24 $ 858,569 6.50% 4,905 50
Albany 24 793,087 6.50% 4,570 50
Oak Terrace 18 551,467 6.50% 3,150 50
Wellshill 32 1,094,287 7.25% 6,843 50
Applegate 36 1,118,915 0.50% 4,937 20
Heatherwood 36 934,142 0.50% 4,301 20
Peachtree 28 1,016,063 7.25% 6,379 50
Donna 50 1,447,461 6.50% 8,252 50
Wellsville 24 1,082,692 6.50% 6,316 50
Tecumseh 24 876,599 7.25% 5,481 50
Clay City 24 822,551 7.25% 5,158 50
Irvine West 24 818,694 7.25% 5,137 50
New Castle 24 816,361 7.25% 5,131 50
Stigler 20 602,311 7.25% 3,764 50
Courtyard 21 654,408 6.50% 3,729 50
-----------
$13,487,607
===========
SERIES 11
MONTHLY
# OF INTEREST DEBT TERM
PARTNERSHIP UNITS BALANCE RATE SERVICE (YEARS)
- ----------- ----- ------- -------- ------- ------
Homestead 32 $ 1,304,621 6.50% 7,411 50
Mountain Oak 24 698,006 8.00% 2,745 50
Eloy 24 652,109 6.00% 3,460 50
Gila Bend 36 979,357 8.00% 6,428 50
Creekstone 40 1,105,467 11.00% 5,235 30
Tifton 36 1,003,375 0.00% 2,077 42
Cass Towne 10 178,487 3.00% 1,417 10
Warsaw 56 2,699,292 6.50% 15,387 50
Royston 25 752,808 6.75% 4,414 50
Red Bud 8 241,405 7.25% 1,458 50
Cardinal 32 107,072 6.50% 1,348 50
Parsons 38 1,103,001 8.00% 6,243 50
-----------
$10,825,000
===========
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed by the following persons on behalf of the Registrant and
in the capacities and on the dates indicated.
GATEWAY TAX CREDIT FUND III LTD.
(A Florida Limited Partnership)
By: Raymond James Tax Credit Funds,Inc.
Raymond James Tax Credit Funds, Inc.
Date: July 13, 1998 By:/s/ Ronald M. Diner
Ronald M. Diner
President
Date: July 13, 1998 By:/s/ Sandra L. Furey
Sandra L. Furey
Secretary and Treasurer
<PAGE>
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange
Act of 1934, the Registrant has duly caused to be signed on its behalf by the
undersigned hereunto duly authorized.
GATEWAY TAX CREDIT FUND III LTD.
(A Florida Limited Partnership)
By: Raymond James Tax Credit Funds,Inc.
Managing General Partner
Date: July 13, 1998 By:/s/ Ronald M. Diner
Ronald M. Diner
President
Date: July 13, 1998 By:/s/ Sandra L. Furey
Sandra L. Furey
Secretary and Treasurer
Date: July 13, 1998 By:/s/ J. Davenport Mosby III
J. Davenport Mosby
Sr. Vice President
and Director
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE ANNUAL
REPORT PURSUANT TO SECTION 13 OR 15 (D) OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE ANNUAL PERIOD ENDED MARCH 31, 1998.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> MAR-31-1998
<PERIOD-END> MAR-31-1998
<CASH> 1,287,570
<SECURITIES> 1,640,704
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 1,450,674
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 20,632,132
<CURRENT-LIABILITIES> 188,644
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 19,733,157
<TOTAL-LIABILITY-AND-EQUITY> 20,632,132
<SALES> 0
<TOTAL-REVENUES> 168,175
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 468,822
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (2,992,269)
<INCOME-TAX> 0
<INCOME-CONTINUING> (2,992,269)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (2,992,269)
<EPS-PRIMARY> (80.50)<F1>
<EPS-DILUTED> (80.50)<F1>
<FN>
<F1>EPS IS NET LOSS PER $1,000 LIMITED PARTNERSHIP UNIT.
</FN>
</TABLE>
