February 12, 1997
Securities and Exchange Commission
Filer Support, Edgar
Operation Center, Stop 0-7
6432 General Green Way
Alexandria, VA 22312
Re: Boston Financial Tax Credit Fund VIII, A Limited Partnership
Report on Form 10-Q Edgar for Quarter Ended December 31, 1996
File No. 0-26522
Dear Sir/Madam:
Pursuant to the requirements of Rule 901(d) of Regulation S-T, enclosed is one
copy of subject report.
Very truly yours,
/s/Veronica J. Curioso
Veronica J. Curioso
Assistant Controller
TC8-10Q3.DOC
<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
Quarterly Report Under Section 13 or 15(d) of the Securities Exchange Act
of 1934
(Mark One)
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended December 31, 1996
-------------------------------------
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from to
For Quarter Ended December 31, 1996 Commission file number 0-26522
---------------------- --------------
Boston Financial Tax Credit Fund VIII, A Limited Partnership
(Exact name of registrant as specified in its charter)
Massachusetts 04-3205879
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
101 Arch Street, Boston, Massachusetts 02110-1106
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (617) 439-3911
-----------------
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 .
<PAGE>
BOSTON FINANCIAL TAX CREDIT FUND VIII, A LIMITED PARTNERSHIP
TABLE OF CONTENTS
PART I - FINANCIAL INFORMATION Page No.
- - ------------------------------ --------
Item 1. Financial Statements
Balance Sheets - December 31, 1996 (Unaudited)
and March 31, 1996 1
Statements of Operations (Unaudited) - For the Three and Nine
Months Ended December 31, 1996 and 1995 2
Statement of Changes in Partners' Equity (Deficiency)
(Unaudited) - For the Nine Months Ended December 31, 1996 3
Statements of Cash Flows (Unaudited) - For the Nine
Months Ended December 31, 1996 and 1995 4
Notes to Financial Statements (Unaudited) 5
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 8
PART II - OTHER INFORMATION
Items 1-6 10
SIGNATURE 11
<PAGE>
BOSTON FINANCIAL TAX CREDIT FUND VIII, A LIMITED PARTNERSHIP
BALANCE SHEETS
<TABLE>
<CAPTION>
December 31, March 31,
1996 1996
(Unaudited)
<S> <C> <C>
Assets
Current assets:
Cash and cash equivalents $ 426,097 $ 71,715
Other current assets 19,258 33,038
------------- --------------
Total current assets 445,355 104,753
Investments in Local Limited Partnerships (Note 2) 27,621,713 26,064,146
Restricted cash 495,389 1,369,364
Marketable securities, at fair value (Note 1) 1,359,721 3,709,881
Organization costs, net of accumulated
amortization of $28,333 and $20,833
as of December 31 and March 31, 1996, respectively 21,667 29,167
------------- --------------
Total Assets $ 29,943,845 $ 31,277,311
============= ==============
Liabilities and Partners' Equity
Current liabilities:
Accounts payable to affiliate $ 137,420 $ 81,501
Accrued expenses 28,734 20,858
------------- --------------
Total current liabilities 166,154 102,359
------------- --------------
General, Initial and Investor Limited Partners' Equity 29,786,794 31,175,486
Net unrealized losses on marketable securities (9,103) (534)
------------- --------------
Total Partners' Equity 29,777,691 31,174,952
------------- --------------
Total Liabilities and Partners' Equity $ 29,943,845 $ 31,277,311
============= ==============
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE>
BOSTON FINANCIAL TAX CREDIT FUND VIII, A LIMITED PARTNERSHIP
STATEMENTS OF OPERATIONS
(Unaudited)
For the Three and Nine Months Ended December 31, 1996 and 1995
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
December 31, December 31, December 31, December 31,
1996 1995 1996 1995
----------------- ---------------- ---------------- ----------------
<S> <C> <C> <C> <C>
Revenue:
Investment $ (1,407) $ 108,030 $ 40,245 $ 395,394
Other 19,011 590 17,142 83,923
----------- ---------- ------------- ----------
Total Revenue 17,604 108,620 57,387 479,317
----------- ---------- ------------- ----------
Expenses:
Asset management fees,
related party 48,024 46,853 144,026 140,559
General and administrative
expenses (includes
reimbursements to an affiliate
in the amounts of $76,868
and $77,992 in 1996 and
1995, respectively) 29,776 42,754 139,015 138,631
Amortization 7,974 6,785 23,928 17,597
----------- ---------- ------------- ----------
Total Expenses 85,774 96,392 306,969 296,787
----------- ---------- ------------- ----------
Income (loss) before equity in losses
of Local Limited Partnerships (68,170) 12,228 (249,582) 182,530
Equity in losses of Local
Limited Partnerships (292,406) (44,132) (1,139,110) (158,295)
------------ ---------- ------------- -----------
Net Income (Loss) $ (360,576) $ (31,904) $ (1,388,692) $ 24,235
=========== ========== ============= ==========
Net Income (Loss) allocated:
To General Partners $ (3,606) $ (320) $ (13,887) $ 241
To Limited Partners (356,970) (31,584) (1,374,805) 23,994
----------- ---------- ------------- ----------
$ (360,576) $ (31,904) $ (1,388,692) $ 24,235
=========== ========== ============= ==========
Net Income (Loss) per Limited
Partnership Unit (36,497 Units) $ (9.79) $ (0.86) $ (37.67) $ 0.66
======== ======== ========= ========
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE>
BOSTON FINANCIAL TAX CREDIT FUND VIII, A LIMITED PARTNERSHIP
STATEMENT OF CHANGES IN PARTNERS' EQUITY (DEFICIENCY)
(Unaudited)
For the Nine Months Ended December 31, 1996
<TABLE>
<CAPTION>
Initial Investor Net
General Limited Limited Unrealized
Partners Partners Partners Losses Total
<S> <C> <C> <C> <C> <C>
Balance at March 31, 1996 $ (4,592) $ 100 $ 31,179,978 $ (534) $ 31,174,952
Net change in net unrealized
losses on marketable securities
available for sale - - - (8,569) (8,569)
Net Loss (13,887) - (1,374,805) - (1,388,692)
------------- --------- ------------ -------- ------------
Balance at December 31, 1996 $ (18,479) $ 100 $ 29,805,173 $ (9,103) $ 29,777,691
============ ========= ============ ======== ============
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE>
BOSTON FINANCIAL TAX CREDIT FUND VIII, A LIMITED PARTNERSHIP
STATEMENTS OF CASH FLOWS
(Unaudited)
For the Nine Months Ended December 31, 1996 and 1995
<TABLE>
<CAPTION>
1996 1995
-------------- ---------
<S> <C> <C>
Net cash provided by (used for) operating activities $ (239,457) $ 131,254
-------------- -------------
Cash flows from investing activities:
Investment in Local Limited Partnerships (2,716,626) (6,326,528)
Restricted Cash 873,975 -
Cash distributions received from Local Limited Partnerships 4,409 -
Purchases of marketable securities (3,953,712) (2,479,005)
Proceeds from sales and maturities of
marketable securities 6,386,681 2,614,887
Payment of acquisition expenses (888) (120,672)
------------- -------------
Net cash provided by (used for) investing activities 593,839 (6,311,318)
------------- -------------
Cash flows from financing activities:
Refund of other issuance expenses - 5,832
------------- -------------
Net cash provided by financing activities - 5,832
------------- -------------
Net increase (decrease) in cash and cash equivalents 354,382 (6,174,232)
Cash and cash equivalents, beginning of period 71,715 10,495,010
------------- -------------
Cash and cash equivalents, end of period $ 426,097 $ 4,320,778
============= =============
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE>
BOSTON FINANCIAL TAX CREDIT FUND VIII, A LIMITED PARTNERSHIP
Notes to Financial Statements
(Unaudited)
The unaudited financial statements presented herein have been prepared in
accordance with the instructions to Form 10-Q and do not include all of the
information and note disclosures required by generally accepted accounting
principles. These statements should be read in conjunction with the financial
statements and notes thereto included with the Partnership's 10-K for the year
ended March 31, 1996. In the opinion of management, these financial statements
include all adjustments, consisting only of normal recurring adjustments,
necessary to present fairly the Partnership's financial position and results of
operations. The results of operations for the periods may not be indicative of
the results to be expected for the year. Certain amounts in prior year financial
statements have been reclassified herein to conform to current year
presentation.
1. Marketable Securities
A summary of marketable securities is as follows:
<TABLE>
<CAPTION>
Gross Gross
Unrealized Unrealized Fair
Cost Gains Losses Value
<S> <C> <C> <C> <C>
Debt securities issued by the
US Treasury $ 1,138,021 $ 367 $ (5,692) $ 1,132,696
Mortgage backed securities 230,803 - (3,778) 227,025
------------ -------- ----------- ------------
Marketable securities
at December 31, 1996 $ 1,368,824 $ 367 $ (9,470) $ 1,359,721
============ ======== =========== ============
Debt securities issued by the
US Treasury $ 1,465,038 $ 195 $ (2,839) $ 1,462,394
Other debt securities 2,245,377 2,500 (390) 2,247,487
------------ -------- ---------- ------------
Marketable securities
at March 31, 1996 $ 3,710,415 $ 2,695 $ (3,229) $ 3,709,881
============ ======== ========== ============
</TABLE>
The contractual maturities at December 31, 1996 are as follows:
<TABLE>
<CAPTION>
Fair
Cost Value
<S> <C> <C>
Due in one year or less $ 199,664 $ 200,031
Due in one year to five years 938,357 932,665
Mortgage backed securities 230,803 227,025
------------ ------------
$ 1,368,824 $ 1,359,721
============ ============
</TABLE>
Actual maturities may differ from contractual maturities because some borrowers
have the right to call or prepay obligations. Proceeds from the sales of fixed
maturity securities were approximately $6,387,000 and $2,615,000 for the nine
months ended December 31, 1996 and 1995, respectively. Included in investment
income are gross gains of $93,253 and $41,560 for the nine months ended December
31, 1996 and 1995, respectively, and gross losses of $1,875 for the nine months
ended December 31, 1996.
<PAGE>
BOSTON FINANCIAL TAX CREDIT FUND VIII, A LIMITED PARTNERSHIP
Notes to Financial Statements
(Unaudited) (continued)
2. Investments in Local Limited Partnerships
The Fund has acquired an interest in ten Local Limited Partnerships which own
and operate multi-family housing complexes. The Fund, as Investor Limited
Partner, pursuant to the Local Limited Partnership Agreements, has generally
acquired a 99% interest in the profits, losses, tax credits and cash flows from
operations of the Local Limited Partnerships, with the exception of Springwood,
Hemlock Ridge and West End Place, which are 79.20%, 77% and 90%, respectively.
An affiliate of the General Partner owns the remaining 19.80% Limited Partner
interest in Springwood. Upon dissolution, proceeds will be distributed according
to the partnership agreements.
The following is a summary of Investments in Local Limited Partnerships at
December 31, 1996 (unaudited):
<TABLE>
<CAPTION>
<S> <C>
Capital Contributions paid to Local Limited
Partnerships $ 28,813,499
Cumulative equity in losses of Local Limited Partnerships (2,181,818)
Cumulative cash distributions received from Local
Limited Partnerships (17,732)
------------
Investment in Local Limited Partnerships before adjustments 26,613,949
Excess of investment cost over the underlying net assets acquired:
Acquisition fees and expenses 1,048,010
Accumulated amortization of acquisition fees and expenses (40,246)
--------------
Investments in Local Limited Partnerships $ 27,621,713
=============
</TABLE>
Summarized financial information as of September 30, 1996 (due to the Fund's
policy of reporting the financial information of its Local Limited Partnership
interests on a 90 day lag basis) of the ten Local Limited Partnerships in which
the Fund has invested as of that date is as follows:
Summarized Balance Sheets - September 30, 1996 (Unaudited)
<TABLE>
<CAPTION>
<S> <C>
Assets:
Investment property, net $ 70,452,548
Current assets 2,775,805
Other assets 2,732,102
-------------
Total Assets $ 75,960,455
=============
Liabilities and Partners' Equity:
Long-term debt $ 38,705,939
Current liabilities 3,974,938
Other liabilities 5,428,255
-------------
Total Liabilities 48,109,132
Partners' Equity 27,851,323
-------------
Total Liabilities and Partners' Equity $ 75,960,455
=============
</TABLE>
<PAGE>
BOSTON FINANCIAL TAX CREDIT FUND VIII, A LIMITED PARTNERSHIP
2. Investments in Local Limited Partnerships (continued)
Summarized Income Statements (Unaudited) - For
the Nine Months Ended September 30, 1996
<TABLE>
<CAPTION>
<S> <C>
Rental and other revenue $ 5,687,666
-------------
Expenses:
Operating 2,711,930
Interest 2,328,235
Depreciation and amortization 1,868,667
-------------
Total Expenses 6,908,832
Net Loss $ (1,221,166)
=============
Partnership's share of net loss $ (1,139,110)
=============
Other Partners' share of net loss $ (82,056)
=============
</TABLE>
<PAGE>
BOSTON FINANCIAL TAX CREDIT FUND VIII, A LIMITED PARTNERSHIP
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Liquidity and Capital Resources
At December 31, 1996, the Fund had cash and cash equivalents of $426,097 as
compared to $71,715 at March 31, 1996. This increase is primarily attributable
to proceeds from the sale of marketable securities, offset by cash paid for
investments in Local Limited Partnerships, purchase of marketable securities,
and net cash used for operations.
The Fund had restricted cash of $495,389 at December 31, 1996 as compared to
$1,369,364 at March 31, 1996. The decrease is the result of capital
contributions made to one Local Limited Partnership in which the Fund has
invested.
As of December 31, 1996, approximately $1,620,000 of marketable securities and
cash and cash equivalents have been designated as Reserves. The Reserves are
established to be used for working capital of the Fund and contingencies related
to the ownership of Local Limited Partnership interests. Management believes
that the interest income earned on Reserves, along with cash distributions
received from Local Limited Partnerships, to the extent available, will be
sufficient to fund the Fund's ongoing operations. Reserves may be used to fund
operating deficits if the Managing General Partner deems funding appropriate.
Since the Fund invests as a limited partner, the Fund has no contractual duty to
provide additional funds to Local Limited Partnerships beyond its specified
investment. Thus, as of December 31, 1996, the Fund had no contractual or other
obligation to any Local Limited Partnership, which had not been paid or provided
for, except as disclosed above.
In the event a Local Limited Partnership encounters operating difficulties
requiring additional funds, the Fund might deem it in its best interest to
voluntarily provide such funds in order to protect its investment. No such event
has occurred to date.
Cash Distributions
No cash distributions were made during the nine months ended December 31, 1996.
Results of Operations
1996 versus 1995
For the three and nine months ended December 31, 1996, the Fund's operations
resulted in net losses of $360,576 and $1,388,692, respectively, as compared to
a net loss of $31,904 and net income of $24,235 for the three and nine months
ended December 31, 1995, respectively. The increase to the net loss position is
primarily attributable to an increase in equity in losses of Local Limited
Partnerships and a decrease in investment income.
The increase in equity in losses of Local Limited Partnerships for the three and
nine months ended December 31, 1996, as compared to the same periods in 1995, is
primarily attributable to an increase in the number of operational Local Limited
Partnerships during those periods. Since certain properties were under
construction during the nine months ended December 31, 1995, the results of
operations were not indicative of the results to be expected for the future, nor
are they comparable to the 1996 period. The decline in investment income for the
three and nine month periods is due primarily to lower average cash balances, as
a result of the Fund's investment in Local Limited Partnerships.
<PAGE>
BOSTON FINANCIAL TAX CREDIT FUND VIII, A LIMITED PARTNERSHIP
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Property Discussions
The Fund is invested in ten Local Limited Partnerships which own ten properties
located in eight states. Two properties, representing 356 units, underwent
rehabilitation, and eight properties, representing 1001 units, are new
construction. All of the ten properties are complete, through initial lease-up
and operating satisfactorily.
<PAGE>
BOSTON FINANCIAL TAX CREDIT FUND VIII, A LIMITED PARTNERSHIP
PART II OTHER INFORMATION
Items 1-5 Not applicable
Item 6 Exhibits and reports on Form 8-K
(a) Exhibits - None
(b) Reports on Form 8-K - No reports on Form 8-K were filed
during the quarter ended December 31, 1996.
<PAGE>
BOSTON FINANCIAL TAX CREDIT FUND VIII, A LIMITED PARTNERSHIP
SIGNATURE
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.
DATED: February 12, 1997 BOSTON FINANCIAL TAX CREDIT FUND VIII,
A LIMITED PARTNERSHIP
By: Arch Street VIII Limited Partnership,
its General Partner
/s/Georgia Murray
Georgia Murray
A Managing Director, Treasurer
and Chief Financial Officer
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> MAR-31-1997
<PERIOD-END> DEC-31-1996
<CASH> 426,097
<SECURITIES> 1,359,721
<RECEIVABLES> 000
<ALLOWANCES> 000
<INVENTORY> 000
<CURRENT-ASSETS> 19,258
<PP&E> 000
<DEPRECIATION> 000
<TOTAL-ASSETS> 29,943,845<F1>
<CURRENT-LIABILITIES> 166,154<F2>
<BONDS> 000
000
000
<COMMON> 000
<OTHER-SE> 29,777,691
<TOTAL-LIABILITY-AND-EQUITY> 29,943,845
<SALES> 000
<TOTAL-REVENUES> 57,387<F3>
<CGS> 000
<TOTAL-COSTS> 000
<OTHER-EXPENSES> 306,969<F4>
<LOSS-PROVISION> 000
<INTEREST-EXPENSE> 000
<INCOME-PRETAX> 000
<INCOME-TAX> 000
<INCOME-CONTINUING> 000
<DISCONTINUED> 000
<EXTRAORDINARY> 000
<CHANGES> 000
<NET-INCOME> (1,388,692)<F5>
<EPS-PRIMARY> (37.67)
<EPS-DILUTED> 000
<FN>
<F1>Included in total assets: Investments in Local Limited Partnerships
$27,621,713 Restricted cash $495,389, Organizational costs, net $21,667
<F2>Current liabilities include Accounts payable to affiliate of $137,420 and
Accrued expenses of $28,734.
<F3>Total revenue includes: Investment $40,245 and Other $17,142.
<F4>Included in Other Expenses: Asset Management fees $144,026, General and Administrative $139,015, and
Amortization $23,928.
<F5>Net loss includes: Equity in losses of Local Limited Partnerships of $1,139,110.
</FN>
</TABLE>
