<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
Quarterly Report Pursuant to Section 13 or 15(d)
of
The Securities Exchange Act of 1934
for the Quarterly Period ended June 30, 1996
Commission File No. 0-19963
TMP INLAND EMPIRE II, LTD.
A CALIFORNIA LIMITED PARTNERSHIP
(Exact name of registrant as specified in its charter)
CALIFORNIA 33-0311624
(State or other jurisdiction (I.R.S.Employer Identification No.)
of incorporation or organization)
801 North Parkcenter Drive, Suite 235 92705
Santa Ana, California (Zip Code)
(Address of principal executive office)
(714) 836-5503
(Registrant's telephone number, including area code)
______________________
Indicate by check mark whether Registrant has [1] 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 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 [ ]
<PAGE>
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
The following financial statements are filed as a part of this Form 10-Q:
Balance Sheets as of June 30, 1996 and December 31, 1995
Statements of Income for the Three and Six Months ended June 30, 1996 and 1995
Statements of Cash Flows for the Six Months ended June 30, 1996, and 1995
The accompanying unaudited interim financial statements include all adjustments
(consisting solely of normal recurring adjustments) which are, in the opinion
of management, necessary to fairly present the financial position of the
Partnership as of June 30, 1996 and the results of its operations, changes
in partners' equity, and cash flows for the periods then ended
<PAGE>
TMP INLAND EMPIRE II, LTD.
a California Limited Partnership
Balance Sheets
<TABLE>
<CAPTION>
June 30, December 31,
1996 1996
<C> <C>
Assets
<S>
Cash $29, 212 $51,759
Investment in Unimproved Land $3,653,546 $3,631,023
Organizational Costs, Net $77 $677
Total Assets $3,682,836 $3,683,459
Liabilites and Partners Capital
Accounts Payable and Accrued
Liabilities $362 $800
Commission Payable $90,000 $90,000
Total Liabilities $90,362 $90,800
Partners' Capital
General Partners ($28,658) ($28,656)
Limited Partners 7,250 equity
units authorized and outstanding $3,621,130 $3,621,315
Total Partners Capital $3,592,474 $3,592,659
Total Liabilites and
Partners' Capital $3,682,836 $3,683,459
</TABLE>
<PAGE>
TMP INLAND EMPIRE II, LTD.
a California Limited Partnership
Statements of Income
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
June 30 June 30 June 30 June 30
1996 1995 1996 1995
<C> <C> <C> <C>
Land Sales $0 $0 $0 $0
<S>
Cost of Land Sales $0 $0 $0 $0
Gross Profit $0 $0 $0 $0
Interest and Other Income $53 $412 $415 $877
General and Admin.
Expense ($353) $300 $600 $600
Net Income $406 $112 ($185) $277
Allocation of Net Income (Loss) (Note 2)
General Partners $ 4 $1 ($2) $3
Limited Partners $402 $111 ($183) $274
Limited Partners, per unit
</Table
<PAGE>
TMP INLAND EMPIRE II, LTD.
a California Limited Partnership
Statement of Cash Flows
</TABLE>
<TABLE>
<CAPTION>
Six Months Six Months
Ended Ended
June 30,1996 June 30, 1995
<C> <C>
Operating Activities
Net Income $ (185) $ 277
Add Non-Casb Items:
Amortization 600 600
Changes In:
Prepaid Assets - -
Accounts Payable (439) (1,342)
Commissions Payable - -
Net Cash Provided by (Used In)
Operating Activities (24) (742)
Investing Activities
Investment in Land (22,523) (18,864)
Net Cash Provided by (Used In)
Investing Activities (22,523) (18,864)
Financing Activities
Net Cash Provided by (Used In)
Financing Activities - -
Increase (Decrease) in Cash (22,547) (19,379)
Beginning Cash 51,759 78,671
Ending Cash $ 29,212 $ 59,342
</Table
<PAGE>
TMP INLAND EMPIRE II, LTD
a California Limited Partnership
Notes to the Financial Statements
For the Six Months Ended June 30, 1996
(Unaudited)
NOTE 1 - Summary of Significant Accounting Policies
Accounting Method - TMP Inland Empire II, Ltd. (the Partnership) prepares its
financial statements on the accrual basis of accounting.
Organization Costs - Organization costs include expenses incurred in the formation of
the Partnership that have been capitalized and that have been amortized over a period
of 40 years prior to 1992 and are being amortized over five years beginning in 1992.
Investment in Unimproved Land - The Partnership's land is stated at the lower of
actual cost or market value, based on specific identification. All costs associated
with the acquisition of a property are capitalized. In addition, the Partnership
capitalizes all carrying costs.
Income Taxes - The entity is treated as a partnership for income tax purposes and any
income or loss is passed through and taxable at the partner level. Accordingly, no
provision for federal income taxes is provided.
NOTE 2 - Allocation of Profits, Losses and Cash Distributions
Profits, losses, and cash distributions are allocated 99 percent to the limited
partners and one percent to the general partners until the limited partners have
received an amount equal to their capital contributions plus a cumulative, non-
compounded return of six percent per annum based on their adjusted capital account
balances. At that point, remaining profits, losses and cash distributions are
allocated 85 percent to the limited partners and 15 percent to the general partners.
As of June 30, 1996 and 1995, profits, losses and cash distributions were allocated
99 percent to the limited partners and one percent to the general partners.
NOTE 3 - Commissions Payable
As of June 30, 1996 and 1995, the Partnership had a payable to a related party for
services rendered relating to sales of properties prior to 1990.
<PAGE>
TMP INLAND EMPIRE II, LTD.
a California Limited Partnership
For the Six Months Ended June 30, 1996
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations.
Partnership revenues during the three and six month periods ended June 30, 1996 and
1995 consisted primarily of interest earned on funds held in reserve.
No properties were sold during the periods presented.
Investing activities for the Six Months ended June 30, 1996 and 1995 used
approximately $23,000 and $19,000, respectively, most of which was used to
pay development and carrying costs of the land held for investment.
The Partnership had one property at June 30, 1996 which is being held for
ppreciation and resale. Upon the property sale, the Partnership intends
to distribute the sales proceeds, less any reserves needed for winding up
the partnership operations, to the partners.
Management believes that cash reserves as of June 30, 1996 are sufficient
to meet the anticipated cash requirements of the Partnership for the next twelve
months.
<PAGE>
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant
has duly caused this report to be signed on its behalf by the undersigned thereunto
duly authorized.
Date: August 10, 1996
TMP INLAND EMPIRE II, LTD.
a California Limited Partnership
By: TMP Investments, Inc., as General Partner
\s\ William O. Passo
By:___________________________________
William O. Passo, President
\s\ Jenny Rex
By:___________________________________
Jenny Rex, Secretary
\s\ Michael Sun
By:___________________________________
Michael Sun, Chief Financial Officer
By: TMP Properties, a California General
Partnership as General Partner
\s\ William O. Passo
By:___________________________________
William O. Passo, General Partner
\s\ Anthony W. Thompson
By:___________________________________
Anthony W. Thompson, General Partner
\s\ Scott E. McDaniel
By ____________________________________
Scott E. McDaniel
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000885394
<NAME> TMP INLAND EMPIRE II, LTD.
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> JUN-30-1996
<CASH> 29231
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 3653546
<CURRENT-ASSETS> 3682536
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 3682836
<CURRENT-LIABILITIES> 362
<BONDS> 90000
0
0
<COMMON> 0
<OTHER-SE> 3592474
<TOTAL-LIABILITY-AND-EQUITY> 3682836
<SALES> 415
<TOTAL-REVENUES> 415
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 600
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (185)
<INCOME-TAX> 0
<INCOME-CONTINUING> (185)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (185)
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
