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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 number 33-47917
________
COMMUNITY INVESTMENT PARTNERS II, L.P.
______________________________________________________________________
(Exact name of registrant as specified in its charter)
MISSOURI 43-1609351
______________________________________________________________________
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
12555 Manchester
St. Louis, Missouri 63131
______________________________________________________________________
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (314) 515-2000
__________________
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.
(1) YES X NO (2) YES NO X
____ ____ ____ ____
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COMMUNITY INVESTMENT PARTNERS II, L.P.
INDEX Page
Number
Part I.FINANCIAL INFORMATION
Item 1.Financial Statements
Balance Sheet ...........................................3
Schedule of Portfolio Investments .......................4
Income Statement ........................................5
Statement of Cash Flows .................................6
Statement of Changes in Partnership Capital .............7
Notes to Financial Statements ...........................8
Item 2.Management's Discussion and Analysis of Financial
Condition and Results of Operations .....................9
Part II.OTHER INFORMATION *
Item 1.Legal Proceedings.......................................10
Item 6.Exhibits and Reports on Form 8-K........................10
Signatures ..............................................11
* Items 3,4 and 5 are omitted as they are not applicable
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COMMUNITY INVESTMENT PARTNERS II, L.P.
BALANCE SHEET
(Unaudited)
June 30, December 31,
1996 1995
ASSETS
Cash and cash equivalents $1,224,372 $1,399,026
Investments (at fair market value,
cost $737,513 and $545,013,
respectively) 737,513 545,013
Deferred organizational costs, net 55,024 73,366
Accrued interest receivable 6,832 9,584
____________ ____________
Total Assets $2,023,741 $2,026,989
============ ============
LIABILITIES AND PARTNERSHIP CAPITAL
Liabilities:
Accrued expenses $ 18,191 $12,100
_____________ ____________
Total Liabilities 18,191 12,100
_____________ ____________
Partnership Capital:
Capital - Limited Partners 1,985,326 1,994,572
Capital - General Partners 20,224 20,317
___________ ____________
Total Partnership Capital 2,005,550 2,014,889
____________ ____________
Total Liabilities and
Partnership Capital $2,023,741 $2,026,989
============ ============
The accompanying notes are an integral part of these financial
statements.
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COMMUNITY INVESTMENT PARTNERS II, L.P.
SCHEDULE OF PORTFOLIO INVESTMENTS
AS OF JUNE 30, 1996
Company/
Initial Investment Nature of Business/ Fair Market
Date Investment Cost Value
Houghton Acquisition Organized for the purpose of
Corporation acquiring Hutchinson Foundry
Products Inc.
March 10, 1993 2,000 shares of Class A
cumulative redeemable
Preferred Stock $200,013 $200,013
Global Surgical Formed to acquire the Urban
Corporation Microscope Division and the Surgical
Mechanical Research subsidiary of
Storz Medical
January 31, 1994 3,000 shares of
Common Stock 300,000 300,000
June 30, 1995 7% Promissory Note 45,000 45,000
January 26, 1996 7% Promissory Note 67,500 67,500
Computer Motion, Inc. The leading developer and
supplier of medical robotics
May 3, 1996 Prime +1% Term Note 125,000 125,000
________ ________
$737,513 $737,513
======== ========
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COMMUNITY INVESTMENT PARTNERS II, L.P.
INCOME STATEMENT
(Unaudited)
Three Months Ended Six Months Ended
1996 1995 1996 1995
INCOME
Interest income $ 12,176 $17,877 $ 27,114 $35,477
Dividend income 4,470 7,364 8,939 7,364
_________ _______ ________ _______
Total Income 16,646 25,241 36,053 42,841
_________ _______ ________ _______
EXPENSES
Amortization of deferred
organizational costs 9,171 9,171 18,342 18,342
Independent general partners'
fees 3,000 3,000 6,000 6,000
Management fees 7,610 9,822 15,191 19,783
Legal fees 783 591 4,787 5,494
Professional fees - 7,000 - 7,000
Other - 167 1,072 650
_________ _______ _______ _______
Total Expenses 20,564 29,751 45,392 57,269
_________ _______ _______ _______
Net loss $ (3,918) $ (4,510)$ (9,339) $ (14,428)
========= ======= ======= =======
Per unit of Partnership
interest:
Net Loss $ (.03) $ (.04) $ (.08) $ (.13)
========= ======= ======= =======
Net asset value
(6/96 and 12/95) $ 17.82 17.91
======= =======
Units Outstanding:
Limited Partners 111,410
General Partners 1,120
The accompanying notes are an integral part of these financial
statements.
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COMMUNITY INVESTMENT PARTNERS II, L.P.
STATEMENT OF CASH FLOWS
(Unaudited)
Six Months Six Months
Ended Ended
June 30, June 30,
1996 1995
CASH FLOWS (USED) BY OPERATING
ACTIVITIES:
Net (loss) $ (9,339) $(14,428)
Adjustments to reconcile net loss to net
cash provided by operating activities -
Purchase of portfolio investments (192,500) (100,000)
Amortization of deferred organization
costs 18,342 18,342
Decrease in accrued interest receivable 2,752 3,607
Increase in accrued expenses 6,091 14,683
___________ ___________
Total cash used by
operating activities (174,654) (77,796)
____________ ___________
Net decrease in cash (174,654) (77,796)
CASH AND EQUIVALENTS, beginning of year 1,399,026 1,533,171
___________ ___________
CASH AND EQUIVALENTS, end of year $1,224,372 $1,455,375
=========== ===========
The accompanying notes are an integral part of these financial
statements.
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COMMUNITY INVESTMENT PARTNERS II, L.P.
STATEMENT OF CHANGES IN PARTNERSHIP CAPITAL
(Unaudited)
Six Months Ended June 30, 1996 and 1995
Limited General
Partners Partners Totals
Balance December 31, 1994 $,618,888 $26,623 $2,645,511
Net loss (14,283) (145) (14,428)
__________ __________ __________
Balance June 30, 1995 $2,604,605 $26,478 $2,631,083
Balance, December 31, 1995 $,994,572 $20,317 $2,014,889
Net loss (9,246) (93) (9,339)
__________ __________ __________
Balance June 30, 1996 $1,985,326 $20,224 $2,005,550
The accompanying notes are an integral part of these financial
statements.
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COMMUNITY INVESTMENT PARTNERS II, L.P.
NOTES TO FINANCIAL STATEMENTS
(Unaudited)
BASIS OF PRESENTATION
Community Investment Partners II, L.P. (CIP II) is a limited
partnership which has elected to be a business development company
under the Investment Company Act of 1940, as amended. As a business
development company, the partnership is required to invest at least
70% of its total assets in qualifying investments as specified in the
Investment Company Act. CIP Management, L.P. (Management), a limited
partnership, is the Managing General Partner of CIP II. Management is
responsible for making all decisions regarding CIP II's investment
portfolio and is not engaged in any other activities. CIP II pays CIP
Management, L.P. a management fee based on 1 1/2% of CIP II's total
assets.
CIP II was formed May 8, 1992. The Partnership raised $1,406,625
through a public offering of its units during December, 1992. The
Partnership executed a call to each partner requesting the deposit of
an amount equal to the initial capital contribution on August 25,
1994.
All portfolio investments are carried at cost until significant
developments affecting an investment provide a basis for revaluation.
Thereafter, portfolio investments are carried at fair value as
obtained from outside sources or at a value determined quarterly by
the Managing General Partner under the supervision of the Independent
General Partners. Investments in securities traded on a national
securities exchange are valued at the latest reported sales price on
the last business day of the period. If no sale has taken place, the
securities are valued at the last bid price. If no bid price has been
reported, or if no exchange quotation is available, the securities are
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valued at the quotation obtained from an outside broker. Currently,
market value approximates cost for the investments of CIP II.
<PAGE>
COMMUNITY INVESTMENT PARTNERS II, L.P.
MANAGEMENT'S FINANCIAL DISCUSSION
RESULTS OF OPERATIONS
Losses for the three months ended June 30, 1996 and 1995 were
$3,918 and $4,510, respectively. Losses for the six months ended June
30, 1996 and 1995, were $9,339 and $14,428, respectively. Interest
income was derived from interest on investments and cash balances.
Expenses incurred were related to amortization of deferred
organization costs, independent general partners' fees, management
fees and legal fees.
CASH FLOWS
Cash flows for the six months ended June 30, 1996, resulted from
operating activities, primarily increased accrued expenses, decreased
accrued interest receivable and the purchase of portfolio investments.
FINANCIAL CONDITION
See Schedule of Portfolio Investments, page 4.
At June 30, 1996, CIP II held $737,513 in investments recorded at
historical cost.
CIP II owns 2,000 shares of preferred stock in Houghton
Acquisition, 3,000 shares of common stock and two 7% promissory notes
in Global Surgical Corporation. In addition, CIP II owns a senior
note from Computer Motion.
LIQUIDITY AND CAPITAL RESOURCES
The partnership's total capital of $2,005,550 as of June 30, 1996,
consisted of $1,985,326 in limited partner capital and $20,224 in
general partner capital. Net loss was allocated to the limited
partners in the amount of $9,246 and to the general partners in the
amount of $93.
The partnership intends to invest its cash balances in U.S.
Government securities, investment grade state and municipal bonds,
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certificates of deposit at banks with at least $25 million in assets,
or investment grade money market securities sold by banks. At June
30, 1996, $1,175,000 has been invested in bank certificates of
deposit.
SUBSEQUENT EVENTS
Subsequent to June 30, 1996, CIP invested $249,865 in 649 shares of
Series C Preferred Stock in FCOA Acquisition Corp. FCOA Acquisition
Corp. operates Factory Card Outlet. Factory Card Outlet is a chain of
greeting card and party stores offering a full line of products at
discount prices.
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COMMUNITY INVESTMENT PARTNERS II, L.P.
Item 1: Legal Proceedings
The partnership is not a party to any material pending legal
proceedings.
Item 6: Exhibits and Reports on Form 8-K
(a) Exhibits
None
(b) Reports on Form 8-K
No reports were filed on Form 8-K for the quarter ended June 30,
1996.
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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.
COMMUNITY INVESTMENT PARTNERS II, L.P.
By: CIP Management, L.P., Managing General Partner
By: CIP Management, Inc., Its Managing General Partner
/s/Daniel A. Burkhardt President, Treasurer
_______________________ and Director
Daniel A. Burkhardt August 7, 1996
/s/Ray L. Robbins Vice-President
_______________________ and Director August 7, 1996
Ray L. Robbins
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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.
COMMUNITY INVESTMENT PARTNERS II, L.P.
By: CIP Management, L.P., Managing General Partner
By: CIP Management, Inc., Its Managing General Partner
President, Treasurer
_______________________ and Director
Daniel A. Burkhardt August 7, 1996
Vice-President
_______________________ and Director August 7, 1996
Ray L. Robbins
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<TABLE> <S> <C>
<ARTICLE> 6
<LEGEND>
This schedule contains summary financial information extracted from the
financial statements for Community Investment Partners II, L.P. for the
year ended December 31, 1995 and is qualified in its entirety by reference
to such financial statements.
</LEGEND>
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<NAME> COMMUNITY INVESTMENT PARTNERS II, L.P.
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