<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. 0-20120
TMP INLAND EMPIRE VII, LTD.
A CALIFORNIA LIMITED PARTNERSHIP
(Exact name of registrant as specified in its charter)
CALIFORNIA 33-0416043
(State or other jurisdiction of (I.R.S. Employer Identification No.)
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 [ ]
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TMP INLAND EMPIRE VII, LTD
a California Limited Partnership
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 VII, LTD
a California Limited Partnership
<TABLE>
<CAPTION>
Balance Sheets
June 30, 1996 December 31, 1995
<S> <C> <C>
Assets
Cash $ 4,212 $ 8,660
Property Held For Investment $5,796,728 $ 5,748,071
Organizational Expenses $ 769 $ 1,797
Total Assets $5,801,709 $ 5,758,528
Liabilities and Partners Capital
Accrued Interest Payable 72,789 $ 61,339
Accounts Payable & Accrued Liabilities 325 $ 800
Taxes Payable 46,903 $ 14,532
Notes Payable 229,628 $229,628
Total Liabilities $349,645 $306,299
Partners' capital
General Partners $ (22,407) $ (22,405)
Limited Partners 11,500 equity
units authorized and outstanding $5,474,470 $ 5,474,645
Total Partners Capital $5,452,063 $ 5,452,229
Total Liabilites & Partners Capital $5,801,709 $ 5,758,528
</TABLE>
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TMP INLAND EMPIRE VII, LTD.
.
a California Limited Partnership
<TABLE>
<CAPTION>
Statements of Income
Three Months Ended Six Months Ended
June 30 June 30 June 30 June 30
1996 1995 1996 1995
<S> <C> <C> <C> <C>
Land Sales $0 $0 $0 $ 0
Cost of Land Sales $0 $0 $0 $ 0
Gross Profit $0 $0 $0 $ 0
Interest and Other Income $ 106 $466 $ 862 $1,111
$ 106 $466 $ 862 $1,111
General & Admin. Expense $ 171 $514 $1,028 $1,028
Net Income $( 68) ($ 48) $( 166) $ 83
Allocation of Net Income (Loss) (Note 2):
General Partners $( 1 ) ( 0 ) $ ( 2) 1
Limited Partners $( 67) ($48) $( 164) $ 82
Limited Partners, per unit $(0.01) ($0.01) $(0.02) $ 01
</Table
<PAGE>
TMP INLAND EMPIRE VII, LTD.
a California Limited Partnership
</TABLE>
<TABLE>
<CAPTION>
Statement of Cash Flows
Six Months Ended June 30,
1996 1995
<S> <C> <C>
Net Income (Loss) $ ( 166) $ 83
Add Non-Cash Items:
Amortization of organization costs 1,028 1,028
Changes in:
Accounts Payable and Accrued Liabilities (3,557) 48,701
Property Taxes Payable 46,903 9,762
Net Cash provided by (used in)
Operating Actviities $ 44,208 59,575
Investing Activities
Investment in Land $ (48,657) $(354,700)
Net Increase (Decrease) in Cash $ ( 4,449) $( 65,498)
Cash, Beginning of Period $ 8,660 $ 111,047
Cash, End of Period $ 4,211 $ 45,549
</Table
<PAGE>
TMP INLAND EMPIRE VII, LTD
a California Limited Partnership
Notes to the Financial Statements
For the Three and Six Month Periods Ended June 30, 1996
(Unaudited)
NOTE 1 - Summary of Significant Accounting Policies
Accounting Method - TMP Inland Empire VII, 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 83.5 percent to the limited partners and 16.5 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 - Notes Payable
As of June 30, 1996 and 1995, the Partnership had three notes payable totaling
$229,628 to a third party engineering company. The notes were issued in return for
engineering work performed and are due and payable upon sale of certain Partnership
properties, or March 1, 1996, whichever comes first. The notes bear interest at 10
percent per annum. The general partners have negotiated a one year extension on the
notes in return for securing the notes as first trust deeds.
<PAGE>
TMP INLAND EMPIRE VII, LTD.
a California Limited Partnership
For the Three and Six Month Periods Ended June 30, 1996
Item 2. Management's Discussion and Analysis of Financial Condition
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.
During the six months ended June 30, 1996, the Partnership used
approximately $49,000 for carrying costs of the land held for investment.
This resulted in a $44,000 increase in payables and a $5,000 decrease in
cash.
For the six months ended June 30, 1995, the Partnership used approximately
$355,000 for carrying costs of the land held for investment. Approximately
$230,000 was provided by a note payable, $59,000 from increased payables,
and $66,000 from cash on hand.
The Partnership had five properties at June 30, 1995 that are being held
for appreciation and resale. Upon the property sale, the Partnership
intends to pay Partnership obligations and distribute the remaining sales
proceeds, less any reserves needed for operations, to the partners.
The Partnership has insufficient cash on hand to meet the anticipated cash
requirements of the Partnership for the next twelve months. Management
will attempt to procure a loan secured by Partnership land, as well as
withhold payment of certain expenses such as property taxes. As of June
30, 1996, no such loan had been established and there is no assurance that
management will be successful in securing such a loan.
<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 VII, LTD.
a California Limited Partnership
By: TMP Investments, Inc., as General Partner
/s/
By:___________________________________
William O. Passo, President
/s/
By:___________________________________
Jenny Rex, Secretary
/s/
By:___________________________________
Michael C. Sun,
Chief Financial Officer
By: TMP Properties, a California General
Partnership
as General Partner
/s/
By:___________________________________
William O. Passo, General Partner
/s/
By:___________________________________
Anthony W. Thompson, General Partner
/s/
By:___________________________________
Scott E. McDaniel, General PartnScott E. McDaniel,
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000887025
<NAME> TMP INLAND EMPIRE VII, LTD.
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> JUN-30-1996
<CASH> 4212
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 5796728
<CURRENT-ASSETS> 5801709
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 5801709
<CURRENT-LIABILITIES> 120018
<BONDS> 229628
0
00
<COMMON> 0
<OTHER-SE> 5452063
<TOTAL-LIABILITY-AND-EQUITY> 5801709
<SALES> 862
<TOTAL-REVENUES> 862
<CGS> 0
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<OTHER-EXPENSES> 1028
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<INCOME-PRETAX> (166)
<INCOME-TAX> 0
<INCOME-CONTINUING> (166)
<DISCONTINUED> 0
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<CHANGES> 0
<NET-INCOME> (166)
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</TABLE>
