ITEM 1. BUSINESS
Associated Planners Realty Fund (the "Partnership"), was organized in November 1985, under the California Revised Limited Partnership Act. The General Partner is West Coast Realty Advisors, Inc. ("WCRA"), a California corporation.
The Partnership was organized for the purpose of investing in, holding, and managing improved, unleveraged income-producing property, such as residential properties, office buildings, commercial buildings, industrial properties, mini- warehouse facilities, and shopping centers ("Properties"), which are believed to have potential for cash flow and capital appreciation. The Partnership intends to own and operate such Properties for investment over an anticipated holding period of approximately five to ten years. At December 31, 1996, the Partnership had no employees.
The Partnership's principal investment objectives are to invest the net proceeds in real properties which will:
1. Preserve and protect the Partnership's invested capital; 2. Provide for cash distributions from operations; 3. Provide gains through potential appreciation; and 4. Generate federal income tax deductions so that a portion of cash distributions may be treated as a return of capital for tax purposes and, therefore, may not represent taxable income to the Limited Partners.
The Partnership acquired an 81.2% interest in two office buildings on December 31, 1986 in a joint venture with a related party, a 100% interest in a shopping center on January 23, 1987, a 100% interest in a commercial office building on November 12, 1987, and a 100% interest in a mini-warehouse facility on May 9, 1988. The terms of the joint venture call for Associated Planners Realty Fund to receive 81.2% of the operating profits and depreciation expense on the property. Upon disposition of the property, the Partnership will be entitled to 81.2% of the proceeds received from the sale of the property. All properties are located in California except for the mini-warehouse which is located in Washington. The mini-warehouse was sold in May 1995 (See Item 7 - Management's Discussion And Analysis of Financial Condition And Results of Operations).
The ownership and operation of any income-producing real estate is subject to those risks inherent in all real estate investments. These include national and local economic conditions, the supply of and demand for similar types of real property, competitive marketing conditions, zoning changes, possible casualty losses, and increases in real estate taxes, assessments, and operating expenses, as well as others.
The Partnership is subject to competitive conditions that exist in the local markets where it operates rental real estate. These conditions are discussed in Item 2
Item 2 - - "Properties".
The Partnership is operated by the General Partner, subject to the terms of the Amended and Restated Agreement of Limited Partnership. The Partnership has no employees, and all administrative services are provided by WCRA.
ITEM 2. PROPERTIES
The properties acquired and disposed of by the Partnership are described below:
SANTA FE BUSINESS PARK (TWO PROPERTIES)
On December 31, 1986, the Partnership purchased two out of six office buildings ("Building 3" and "Building 5"), located in a complex known as Santa Fe Business Park (the "Park"). The Park is located in Encinitas, California, near the intersection of Encinitas Boulevard and Interstate 5. The existence of a major highway (Interstate 5) near the office park makes it a desirable and accessible location for tenants. As the Partnership owns two of six buildings that make up Santa Fe Business Park, it is subject to competition from the other four buildings in the complex.
The buildings were acquired in a joint venture with Prado Land Company (Prado), a California General Partnership, which is an affiliate of the General Partner. The Partnership has an 81.2% interest in the buildings and related profits and losses, and Prado has an 18.8% interest.
The Park was completed in 1982, and is situated on 163,765 square feet of land. The buildings are two-story, constructed with steel and wood frames, with exterior walls of concrete and wood. There is extensive use of windows in the modern design, and ample parking is available around both buildings.
Building 3 contains 6,944 rentable square feet. As of December 31, 1996, the building was 76 % occupied and the average rent per occupied square foot was $1.11. Building 5 contains 6,944 rental square feet, and its offices range in size from 90 to 350 square feet. Building 5 is operated as an executive suite with on-site management and several desirable shared amenities, such as conference rooms, showers, secretarial services, and wet bars. As of December 31, 1996, the occupancy rate was 96 %, and the average monthly rent per occupied square foot was approximately $1.40 . No one tenant occupied 10% or of the rental square footage for Building 5 as of December 31, 1996. Tenants occupying more than 10% of Building 3 are noted below:
John Powell & Associates: 31.2% of rentable square footage; rent is $28,487 per year (44% of total rent for the building). Lease expires January 31, 1999.
Synteract: 29% of rentable square footage; Rent is $20,057 per year (31% of total rent for the building). Lease expires September 30, 1997. Renewal options: One year for $22,000.
PLG: 16.3% of rentable square footage; Rent is $15,819 per year (25% of total rent for the building). Lease expires September 30, 1998. Renewal options: None.
The building and improvements are depreciated over 5 to 19 years using a straight-line method for both financial and income tax reporting purposes. The financial and income tax basis for the property are the same. In the opinion of the General Partner, the property is adequately insured. The property is managed by West Coast Realty Management, Inc. ("WCRM"), an affiliate of the General Partner.
SHAW VILLA SHOPPING CENTER
On January 23, 1987, the Partnership purchased the Shaw Villa Shopping Center (the "Center"), a 12,678 net leasable square foot shopping center located in Clovis, California.
The Center was completed in 1978, and is situated on 69,260 square feet of land. The Center consisted of two buildings of 8,250 and 4,428 square feet each. Stores range in size from 1,000 to 3,000 square feet in the larger building. There are ninety-two parking spaces available within the Center.
Wherehouse Entertainment, Inc. (a nationally known audio/video store) occupied the entire smaller building under a lease that expired January 1994, and at which time it then began paying $3,540 per month in rent ($0.80 per square foot plus a percentage of rent based on taxable sales) on a month to month lease. On June 15, 1995, The Wherehouse moved into a larger space (4,000 square feet) and began paying rent at the rate of $4,000 per month on a month-to-month basis. On November 4, 1995, the Wherehouse moved into a larger, newly constructed space, and signed a lease which runs through October 31, 2010, and calls for minimum monthly rent of $10,588 per month. (No other tenant besides Wherehouse Entertainment, Inc., occupies 10% or more of the rental square footage of the Shaw Villa Shopping Center).
In January 1995, the Partnership closed escrow on a parcel of land adjacent to the Shaw Villa Shopping Center. The purchase price of the land was $206,749, including a $13,102 acquisition fee paid to the Advisor. The purchase was financed using $23,602 in cash, and the remainder financed by a one year construction loan provided by Valliwide Bank of Fresno. The total construction loan commitment was for $1,365,000 which matured on October 5, 1996. Borrowings on the construction loan totaled $1,225,950. The constructions amortization was interest only with payments of $89,045 paid during the nine months ended September 30, 1996. The construction was completed during 1995 and total construction costs of $1,372,900 was allocated to land, building and improvements. Included in construction costs is $87,838 in construction loan interest that was capitalized.
Construction at the shopping center was completed in two phases. First, 4,000 square feet of additional space was erected on the new parcel, contiguous to an existing building at Shaw Villa. Construction of this phase was completed June 1, 1995. The Wherehouse then moved into this space on June 15, 1995. The space occupied by the Wherehouse was then remodeled and expanded by approximately 3,900 more square feet, for a total of 8,272 square feet. This construction was completed by November 1, 1995. The Wherehouse was then relocated to the remodeled space on November 4, 1995, and the Partnership was in a position to lease the new 4,000 square foot space. As of December 31, 1996, the Partnership has thus far been successful in obtaining a new tenant for the 4,000 square foot space.
In October 1996, the Partnership obtained permanent financing from a major insurance company to replace the construction loan with a twenty year loan. The terms of the loan are as follows: Principal - $1,500,000; Interest Rate of 9.1% fixed for five years then may be adjusted to the weekly average of the five - - year Treasury Note yield for the seventh week prior to the Adjustment Date (5th anniversary date) plus 250 basis points, but in no event less than the existing rate, nor to exceed the maximum rate allowed by law; Amortized over 20 years; due November 1, 2006; and current monthly payments of principal and interest of $13,593.
In August 1995, Wherehouse Entertainment (the parent company of the Wherehouse), sought protection under Chapter 11of the Bankruptcy Code and emerged from Bankruptcy on February 1, 1997. The terms of the Partnership's lease with The Wherehouse remains unchanged. Despite this filing, the Wherehouse store in the Shaw Villa Center has continued to operate and the Partnership has continued to collect payments due. The Wherehouse has contacted the Partnership regarding a possible reduction in its rent obligation in connection with its new enlarged space. In addition, the Partnership reimbursed The Wherehouse $165,000 per an agreement to reimburse the tenant for improvement costs that the tenant has incurred in connection with the construction and move-in to the new space.
This Center is dependent upon the vitality of the consumer market in the general area. There are several other small shopping centers in the area, similar to the one owned by the Partnership. There is, however, a large enough customer base for the retail and service business in the general area. Although all areas of California have been affected by the economic slowdown, layoffs, plant closings and military cutbacks, these economic factors are not expected to significantly impact the occupancy of the shopping center.
The building and improvements are depreciated over 31.5 to 40 years using a straight-line method for both financial and income tax reporting purposes. The financial and income tax basis for the property are the same. In the opinion of the General Partner, the property is adequately insured. The property is managed by WCRM.
PACIFIC BELL BUILDING, SIMI FREEWAY COMMERCE CENTER
On November 12, 1987, the Partnership purchased the Pacific Bell Building located in the Simi Freeway Commerce Center in Simi Valley, California.
The building's construction was completed in 1986, though the sole tenant, Pacific Bell, did not occupy the building until August 1987. The building provides 26,154 rentable square feet and is centrally located on the property's 2.06 acres of land.
The average monthly rent per occupied square foot was approximately $.76 ($19,780 per month) up until September 15, 1997. The lease is a "triple net" lease, requiring Pacific Bell to pay insurance, taxes, maintenance, and all other operating costs.
In August 1995, as part of a general Company-wide consolidation, Pacific Bell vacated the property. Subsequent to that date, in November 1995, a subsidiary of Pacific Bell moved into the building to occupy a small portion of the property (1,700 square feet). Pacific Bell continues to pay its lease obligation on a regular basis.
The building and improvements are depreciated over 31.5 to 40 years using a straight-line method for both financial and income tax reporting purposes. The financial and income tax bases for the property are the same. In the opinion of the General Partner, the property is adequately insured. The property is managed by WCRM.
Country Wide Inc. subleased the property from Pacific Bell on a lease that expires concurrently with the lease with Pacific Bell. Country Wide has an option to extend the lease for three years to expire on September 15, 2000. This election must be made by May 15, 1997.
SHURGARD MINIWAREHOUSE
On May 9, 1988, the Partnership purchased the Shurgard Mini-warehouse located in Puyallup, Washington.
The building's construction was completed in 1978. The property is located on 2.76 acres of land, and has 485 storage spaces providing 44,040 square feet of rentable area. The property contains four separate single story storage buildings and a small building in the front which serves as the office and living quarters for the on-site manager. A network of asphalt driveways connects the storage buildings. There is ample parking available, the open area in the front is landscaped with grass, trees, and shrubs, and a computerized gate provides security access to the storage buildings. The General Partner engaged Shurgard Capital Management Corporation to manage this property.
On May 15, 1995, the Shurgard Mini-Warehouse was sold to Shurgard Storage centers, Inc. ("the Buyer"). The gross sales price was $1,550,000, although the Partnership received $1,510,976 in net proceeds as a result of the transaction. This net proceeds amount is calculated as the gross sale price of $1,550,000 less $23,486 in excise taxes paid to the State of Washington, less $4,332 in miscellaneous escrow closing costs, less $11,206 in prepaid user rents, net of rent receivable and property taxes, attributable to the Partnership. Net sales proceeds for tax reporting purposes are $1,522,182. The amount of consideration received from the sale of the property was arrived at through an arms-length negotiation process with the Buyer. The sale was consummated for all cash without the use of seller provided financing, or other installment sale techniques. the Buyer of the property is an affiliate of the original seller of the property that the Partnership acquired the property from in 1987. The sale of the Shurgard property resulted in a $116,749 gain on sale.
The building and improvements were depreciated over 31.5 to 40 years using a straight-line method for both financial and income tax reporting purposes. The financial and income tax basis for the property were the same.
SUMMARY
As of December 31, 1996, the combined occupancy rate of all the Partnership's properties, was 93%. In the opinion of the General Partner, all properties are adequately covered by insurance.
The schedule below indicates the average annual occupancy rate expressed as a percentage of rentable square feet for the last five years:
Year Santa Fe Shaw Villa Pacific Bell Shurgard Mini- Business Park Shopping Building warehouse - 2 properties Center
1996 Bldg.#3 = 76% 100% 100% n/a Bldg.#5 = 92%
1995 Bldg.#3 = 66% 81% 100% n/a Bldg.#5 = 82%
1994 Bldg.#3 = 0% 76% 100% 85% Bldg.#5 = 80%
1993 Bldg.#3 = 0% 92% 100% 80% Bldg.#5 = 62%
1992 Bldg.#3 = 100% 100% 100% 80% Bldg.#5 = 84%
The total original acquisition cost to the Partnership of each property and the dates of acquisition were as follows:
DESCRIPTION ACQUISITION ACQUISITION COST DATES
Santa Fe Business Park (Building 3) $ 705,918 12/31/86 Santa Fe Business Park (Building 5) 853,560 12/31/86 Shaw Villa Shopping Center 2,833,241 01/23/87 Pacific Bell Building 2,616,523 11/12/87 Shurgard Mini-warehouse (Sold May 15, 1,603,144 05/09/88 1995)
ITEM 3.
ITEM 3. LEGAL PROCEEDINGS
None.
ITEM 4.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
None.
PART II
ITEM 5.
ITEM 5. MARKET FOR THE REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS
At December 31, 1996, there were 7,499 limited partnership units outstanding and 669 unit holders of record. The units sold are not freely transferable and no public market for the sold units presently exists or is likely to develop. There are no units available for sale at December 31, 1996.
Distributions totaling $236,894, $1,769,282 and $348,703, were made to limited partners in 1996, 1995, and 1994, respectively, and were made to unit holders of record at the end of the calendar quarters indicated below. These distributions constituted a return of capital of $59,838, $1,492,408 and $130,811, in 1996, 1995, and 1994. The general partner distributions totaled $26,320, $35,953 and $38,745 for 1996, 1995, and 1994. In addition, $68,991 in distributions were paid to unit holders subsequent to the year-end in February 1997.
The distribution amounts for 1996 and 1995 are summarized below:
Record Date Date Paid Per Unit Units Total Paid Outstanding
12/31/94 02/03/95 10.00 7,499 74,990 03/31/95 07/07/95 $182.69-207.39* 7,499 1,506,817 06/30/95 11/06/95 7.50 7,499 56,243 09/30/95 11/06/95 7.50 7,499 56,242 12/31/95 02/06/96 7.14 7,499 53,543 03/31/96 04/30/96 8.15 7,499 61,117 06/30/96 08/06/96 8.15 7,499 61,117 09/30/96 11/05/96 8.15 7,499 61,117
* Pertains to distribution of proceeds from the sale of the Shurgard property.
Distributions are made based on income from operations, before depreciation and amortization, available as a result of the previous quarter's operations.
ITEM 6.
ITEM 6. SELECTED FINANCIAL DATA
The selected financial data should be read in conjunction with the financial statements and related notes and Item 7
ITEM 7. MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS - 1996 VS. 1995
Operations for the year ended December 31, 1996 reflect an entire period of operations for the four Partnership properties.
Rental revenue increased $95,247 (15%) from 1995 to 1996, due to increased occupancy of the Santa Fe Business Park Building, offset by the sale of the Shurgard Mini-Warehouse facility on May 15, 1995, which resulted in approximately $165,000 less in rental revenue if the property had been held the entire year (based on current and prior year results). Interest income decreased $11,928 (57%) during 1996 as compared to 1995 due primarily to a large amount of funds held from approximately May 16 to July 7,1995 as a result of the sale of the Shurgard property. In addition, the sale of the Shurgard property in May 1995 resulted in a $116,749 gain on sale, which increased net income for the year ended December 31, 1995 to $276,874, or 36% higher than the year ended December 31, 1996 level.
ITEM 7. MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
The Partnership overall costs and expenses increased in 1996 as compared to 1995. These totaled $561,288--a $90,724 (19.3%) increase from 1995's level of $470,564. This increase was the result of increases in three major expense categories, offset by a decrease in general and administrative expenses. Interest expense increased $100,420 (100%) as a result of interest charges incurred after the completion of construction at the Clovis, California property. Property operating costs increased $11,740 (4.5%) primarily due to an increase in property management fees and repairs and maintenance in connection with the Clovis property. Depreciation expense increased $7,939 (6.5%) due to the completion of the construction in progress of the Clovis property, offset by the sale of the Shurgard property in 1995. The construction was completed during 1995 and total construction costs of $1,372,000 was allocated to land, building and improvements. General and administrative costs decreased $29,277 (33%) due to lower general partnership insurance costs and lower partnership management fees.
The net result of these more significant variances is that the net income for 1996 was $99,819 (36%) lower than for 1995. This decrease can be attributed to the gain of $116,749 on the sale of the Shurgard property in May 1995, offset by increased occupancy at the Santa Fe Business Park Building. On an operating cashflow basis (net income plus depreciation expense, less the gain on sale of property) the Partnership realized $282,491 in 1995, compared to $307,360 in 1996. This $24,869 increase is primarily due to the increased occupancy at the Santa Fe Business Park Building.
RESULTS OF OPERATIONS - 1995 VS. 1994
Operations for the year ended December 31, 1995 reflect only four and one half months of operations for the Shurgard property, as this property was sold on May 15,1995 to an unaffiliated third party. As such, the overall results of the Partnership are not directly comparative to those of 1994, due to the ownership of less property, and the distribution of sales proceeds from the Shurgard property on July 7, 1995 (shortly after the sale).
Rental revenue decreased $131,694 (18%) from 1994 to 1995, primarily due to the sale of the Shurgard property in May which resulted in approximately $165,000 less in rental revenue if the property had been held the entire year (based on current and prior year results). The loss of revenue on Shurgard was offset by an increase in revenue on the 179 Calle Magdalena property which was vacant during 1994, but had $26,410 in revenue during 1995, due to some leasing activity at the end of the year. Interest income increased $15,783 (308%) during 1995 as compared to 1994 due primarily to a large amount of funds held from approximately May 16 to July 7 as a result of the sale of the Shurgard property. In addition, the sale of the Shurgard property resulted in a $116,749 gain on sale, which increased net income for the year to $276,874, or 2.7% higher than 1994's level.
The Partnership benefited from lower overall costs and expenses in 1995 as compared to 1994. These totaled $470,564--a $77,601 (14.1%) decrease from 1994's level of $548,165. This decrease was the result of decreases in three major expense categories. Property operating costs decreased $36,116 (12%) due to the sale of the Shurgard mini-warehouse. In addition, there was less repair and maintenance costs on all other properties in 1995 as compared to 1994. General and administrative costs decreased $19,699 (18%) due to lower general partnership insurance costs and lower partnership management fees (due to lower distributions of quarterly income to the limited partners resulting in lower partnership management fees being paid to the General Partner). Depreciation expense decreased $19,127 (14%) due to the sale of the Shurgard property.
ITEM 7. MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
The net result of these more significant variances is that the net income for 1995 was $58,982 (27%) higher than for 1994. Even though the Shurgard property was sold in May, the gain reported in connection with the sale greatly offset the loss of revenues from that property. In addition, several categories of expenses dropped as well. The gain on the sale of the property is of course a one-time occurrence, but the drop in these categories of expenses is anticipated to be an ongoing occurrence. On an operating cashflow basis (net income plus depreciation expense, less the gain on sale of property) the Partnership realized $282,491 in 1995, compared to $359,385 in 1994. This $76,894 drop is primarily due to the loss in positive cash flow from the Shurgard property.
In summary then, a significant amount of cash was generated in 1995 as the result of the sale of the Shurgard Mini-warehouse and continuing operating profits from the various properties. The Partnership elected to distribute most of these amounts to the partners. The large construction project undertaken at the Shaw Villa Shopping Center was funded primarily with the use of proceeds received from a construction loan. In comparison, 1994's results were reflective primarily of a full year of operations for all of the properties originally acquired by the Partnership, without any construction activities or property dispositions.
LIQUIDITY AND CAPITAL RESOURCES
The Partnership began offering for sale limited partnership units on March 28, 1986. On July 16, 1986, the Partnership reached its minimum offering level of $1,200,000, and funds were released from an escrow account to the Partnership. The Partnership sold units throughout the remainder of the year, and raised $3,397,000 in gross proceeds or $3,025,961 net of syndication costs and sales commissions as of December 31, 1986. During 1986, the Partnership purchased two properties for $1,525,254 cash (the Santa Fe Business Park (two buildings)). During 1987, the Partnership purchased two additional properties for $3,829,207 cash (the Shurgard Mini-Warehouse and the Shaw Villa Shopping Center). The Partnership filed Post-Effective Amendment No. 1 to the Form S-18 used to register the Partnership. This filing was done to extend the period that units could be offered for sale by registrant to March 28, 1988. On December 30, 1987, the sale of units ended with $7,499,000 raised or $6,725,211 net of syndication costs and sales commissions. During 1988, the Partnership acquired its last and final property for $1,603,144 cash (the Pacific Bell Building). As of December 31, 1988, the Partnership completed its property acquisition phase.
In January 1995, the Partnership closed escrow on a parcel of land adjacent to the Shaw Villa Shopping Center. The purchase price of the land was $206,749, including a $13,102 acquisition fee paid to the Advisor. The purchase was financed using $23,602 in cash, and the remainder by a one year construction loan from Valliwide Bank of Fresno. The total construction loan commitment was $1,365,000 which matured on October 5, 1996. Borrowings on the construction loan totaled $1,225,950 as of December 31, 1995. The construction loan amortization is interest only with payments of $89,045 paid during the nine months ended September 30, 1996. The construction was completed during 1995 and total construction costs of $1,372,900 was allocated to land, building and improvements. Included in construction costs is $87,838 in construction loan interest that was capitalized.
ITEM 7. MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
In May 1995, the Partnership began the first step of the disposition phase of the Partnership's life cycle through the sale of the mini-warehouse located in Puyallup, Washington to Shurgard Storage Centers, Inc. The Partnership received approximately $1,510,976 in cash in connection with the sale (there was no debt assumed in connection with the sale). The General Partner did not receive any compensation in connection with its services provided in selling the property. The sale of the Shurgard property resulted in a gain of $116,749.
In October 1996, the Partnership obtained permanent financing from a major insurance company to replace the construction loan with a twenty year loan. The terms of the loan are as follows: Principal - $1,500,000; Interest Rate of 9.1% fixed for five years then may be adjusted to the weekly average of the five - year Treasury Note yield for the seventh week prior to the Adjustment Date (5th anniversary date) plus 250 basis points, but in no event less than the existing rate, nor to exceed the maximum rate allowed by law; Amortized over twenty years; due November 1, 2006; and current monthly payments of principal and interest of $14,919. The note payable balance is $1,497,782 at December 31, 1996.
The Pacific Bell Building was vacated by its tenant (Pacific Bell) in August 1995. However, the tenant continues to pay its rental obligation on the building. The Pacific Bell lease ends September 1997. The Partnership has an ongoing effort to locate a suitable tenant for the building prior to the termination of this lease.
The Partnership is currently not actively marketing any of the Partnership's remaining properties for sale at this time.
During the year ended December 31, 1996, the Partnership made distributions to the general and limited partners totaling $263,215 of which $86,180 constituted a return of capital. The $263,215 in distributions compared favorably to the $307,360 in cash generated from property operations (net income plus depreciation expense). On February 4, 1997, the Partnership made a distribution to limited partners totaling $68,991. Additionally, the partnership distributed $$3,565 to the minority interest partner during the year ended December 31, 1996. Distributions are determined by management based on cash flow and the liquidity position of the Partnership. It is the intention of management to make quarterly distributions of cash, subject to the maintenance of reasonable reserves.
Management uses cash as its primary measure of a partnership's liquidity. The amount of cash that represents adequate liquidity for a real estate limited partnership, in the short-term and long-term, depends on several factors. Among them are:
1. Relative risk of the partnership;
2. Condition of the partnership's properties;
3. Stage in the partnership's life cycle (e.g., money-raising, acquisition, operating or disposition phase); and
4. Distributions to partners.
ITEM 7. MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
The Partnership believes it has the ability to generate sufficient cash to meet both short-term and long-term liquidity needs, based upon the above four points.
The first point refers to the risk of Partnership investments. The Partnership's investments in properties were paid for in cash and precludes the risk of debt service.
The second point relates to the condition of the Partnership's properties. All Partnership properties are in good condition. There is no foreseeable need to increase reserves to fund deferred or unusual maintenance and repair expenditures.
The third point relates to life cycle. The Partnership completed its funding and acquisition of property in previous years. Thus, the Partnership is in the property operating stage. As part of these operating activities, the partnership was involved in purchasing and developing the aforementioned parcel in Clovis in 1994 and 1995. This activity is expected to enhance rental revenues and increase the value of the Shaw Villa Shopping Center. The Partnership believes that cash flows provided by operating activities will continue. Although the Partnership did sell the Shurgard Property in 1995, there are currently no plans to sell additional properties in 1997. However, the General Partner will review any unsolicited offers for the purchase of the Partnership's properties to determine if a negotiated sale would be in the Partnership's best interests.
The fourth point relates to partner distributions. The Partnership makes quarterly distributions from operations. Such distributions are subject to payment of Partnership expenses and reasonable reserves for expenses, maintenance, and replacements. Adding to the liquidity is that at least one quarter's cash profits are reflected on the Partnership's balance sheet at each quarter end, since the Partnership makes distributions to the partners one month after quarter end. In the absence of any unforeseeable catastrophic event, the General Partner believes that the Partnership will have the ability to meet its cash requirements in the short-term and long-term.
During the year ended December 31, 1996, the General Partner earned partnership management fees of $26,321. Subsequent to year-end, the General Partner received a partnership management fee of $7,666. Partnership management fees were paid and calculated in accordance with the partnership agreement.
The Tax Reform Acts of 1986 and 1987 and the Revenue Reconciliation Acts of 1990 and 1993 did not have a material impact on the Partnership's operations.
The slowdown in the economy, inflation and changing prices have had a nominal effect on the Partnership's revenues and income from continuing operations. During the eight years of the Partnership's existence, inflationary pressures in the U.S. economy have been minimal, and this has been consistent with the experience of the Partnership in operating rental real estate in California. The Partnership has several lease clauses with its properties' tenants that will help alleviate much of the negative impact of inflation. Among these are:
ITEM 7. MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
A. Several month-to-month leases at the Santa Fe Business Park that would allow the Partnership to raise rents on a monthly basis.
B. Triple net leases at the Shaw Villa Shopping Center and Pacific Bell Building which give the Partnership an ability to pass on higher operating costs to its tenants.
CASH FLOWS 1996 VS. 1995
Cash and cash equivalents increased $103,113 for the year ended December 31, 1996 as opposed to a $67,073 increase for the year ended December 31, 1995. Net cash from operating activities was $130,242 (31%) lower due primarily to changes in various asset and liability account balances that resulted in an increase in cash of $293,801 for the year ended December 31, 1996. Investing activities resulted in a $195,741 decrease in cash as opposed to a $201,584 increase in 1995. 1996 decrease was to due the tenant improvements relating to the Shaw Villa property and 1995's increase was due to cash received from the sale of the Shurgard property ($1,522,182) exceeding cash applied towards construction of the improvements at Shaw Villa ($1,389,009). Cash from financing activities increased $5,053 in 1996 as opposed to a decrease of $558,554 in 1995. This was due to the cash used for distributions to limited and general partners, less proceeds from the construction loan in 1995.
CASH FLOWS 1995 VS. 1994
Cash and cash equivalents increased $67,073 for the year ended December 31, 1995 as opposed to a $103,521 decrease for the year ended December 31, 1994. Net cash from operating activities was $116,863 (38%) higher due primarily to changes in various asset and liability account balances that resulted in an increase in cash. Investing activities resulted in a $201,584 increase in cash as opposed to a $60,762 decrease in 1994. 1994's decrease was due to cash used towards construction work at the Shaw Villa Shopping Center. 1995's increase was due to cash received from the sale of the Shurgard property ($1,522,182) exceeding cash applied towards construction of the improvements at Shaw Villa ($1,389,009). Cash used by financing activities was $558,554 in 1995 as opposed to $349,939 in 1994. This was due to the cash used for distributions to limited and general partners, less proceeds from the construction loan in 1995, exceeding the distributions to limited partners and the Santa Fe Business Park minority interest partner in 1994.
NEW ACCOUNTING PRONOUNCEMENTS
Statement of Financial Accounting Standards No. 125, "Accounting for Transfers and Servicing of Financial Assets and Extinguishments of Liabilities" (SFAS No. 125) issued by the Financial Accounting Standards Board (FASB) is effective for transfers and servicing of financial assets and extinguishments of liabilities occurring after December 31, 1996, and is to be applied prospectively. Earlier or retroactive application is not permitted. The new standard provides accounting and reporting standards for transfers and servicing of financial assets and extinguishments of liabilities. The Company does not expect adoption to have a material effect on its financial position or results of operations.
ITEM 8.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
PAGE
Report of Independent Certified Public Accountants 16
Consolidated Balance Sheets - December 31, 1996 and 1995 17
Consolidated Statements of Income for the years ended December 31, 1996, 1995 and 1994 18
Consolidated Statements of Partners' Equity for the years ended December 31, 1996, 1995 and 1994 19
Consolidated Statements of Cash Flows for the years ended December 31, 1996, 1995 and 1994 20-21
Summary of Accounting Policies 22-23
Notes to Consolidated Financial Statements 24-28
Financial Statement Schedules
Schedule III - Real Estate and Accumulated Depreciation 34
Schedule IV - Mortgage Loans on Real Estate 35
REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
Associated Planners Realty Fund (a California limited partnership) Los Angeles, California
We have audited the accompanying consolidated balance sheets of Associated Planners Realty Fund (a California limited partnership) and consolidated entities, as of December 31, 1996 and 1995 and the related consolidated statements of income, partners' equity, and cash flows for each of the three years in the period ended December 31, 1996. We have also audited the schedules listed in the accompanying index. These consolidated financial statements and schedules are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these consolidated financial statements and schedules based on our audits.
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 consolidated financial statements and schedules are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the consolidated financial statements and schedules. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall consolidated financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of Associated Planners Realty Fund (a California limited partnership) and consolidated entities, at December 31, 1996 and 1995, and the results of their operations and their cash flows for each of the three years in the period ended December 31, 1996 in conformity with generally accepted accounting principles.
Also, in our opinion, the schedules presents fairly, in all material respects, the information set forth therein
BDO SEIDMAN, LLP Los Angeles, California February 12, 1997
[FN] See accompanying summary of accounting policies and notes to consolidated financial statements.
[FN] See accompanying summary of accounting policies and notes to consolidated financial statements.
[FN] See accompanying summary of accounting policies and notes to consolidated financial statements.
[FN] See accompanying summary of accounting policies and notes to consolidated financial statements.
ASSOCIATED PLANNERS REALTY FUND AND CONSOLIDATED ENTITIES (A CALIFORNIA LIMITED PARTNERSHIP) SUMMARY OF ACCOUNTING POLICIES
BUSINESS Associated Planners Realty Fund (the "Partnership"), a California limited partnership, was formed on November 19, 1985 under the Revised Limited Partnership Act of the State of California. The Partnership was formed to acquire income- producing real property throughout the United States with emphasis on properties located in California and southwestern states. The Partnership purchases such properties on an all cash basis or on a moderately leveraged basis and intends to own and operate such properties for investment over an anticipated holding period of approximately five to ten years.
BASIS OF The consolidated financial statements do not give effect to PRESENTATION any assets that the partners may have outside of their interest in the partner ship, nor to any personal obligations, including income taxes, of the partners.
The consolidated financial statements include the accounts of Associated Planners Realty Fund and all joint ventures in which it has a majority interest.
RENTAL REAL Assets are stated at cost. Depreciation is computed using the ESTATE AND straight-line method over estimated useful lives ranging from DEPRECIATION 5 to 35 years.
In the event that facts and circumstances indicate that the cost of an asset may be impaired, an evaluation of recoverability would be performed. If an evaluation is required, the estimated future undiscounted cash flows associated with the asset would be compared to the carrying amount to determine if a write-down to market value is required.
RENTAL Rental revenue is recognized on a straight-line basis to the INCOME extent that rental revenue is deemed collectible.
INVESTMENTS The difference between historical cost and market value are reported as unrealized gains or losses in the consolidated statements of income.
For the purposes of the statements of cash flows, the STATEMENTS Partnership considers cash in the bank and all highly liquid OF investments purchased with original maturities of three CASH FLOWS months or less, to be cash and cash equivalents.
USE OF The preparation of financial statements in conformity with ESTIMATES generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
ASSOCIATED PLANNERS REALTY FUND AND CONSOLIDATED ENTITIES (A CALIFORNIA LIMITED PARTNERSHIP) SUMMARY OF ACCOUNTING POLICIES
NEW ACCOUNTING Statement of Financial Accounting Standards No. 125, PRONOUNCEMENTS "Accounting for Transfers and Servicing of Financial Assets and Extinguishments of Liabilities" (SFAS No. 125) issued by the Financial Accounting Standards Board (FASB) is effective for transfers and servicing of financial assets and extinguishments of liabilities occurring after December 31, 1996, and is to be applied prospectively. Earlier or retroactive application is not permitted. The new standard provides accounting and reporting standards for transfers and servicing of financial assets and extinguishments of liabilities. The Company does not expect adoption to have a material effect on its financial position or results of operations.
ASSOCIATED PLANNERS REALTY FUND AND CONSOLIDATED ENTITIES (A CALIFORNIA LIMITED PARTNERSHIP) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. NATURE OF The Partnership began accepting subscriptions in March PARTNERSHIP 1986 and completed its funding in December 1987.
Under the terms of the partnership agreement, the General Partner, West Coast Realty Advisors, is entitled to cash distributions ranging from 10% to 15%. The General Partner is also entitled to net income (loss) allocations varying from 1% to 15% and 1% depreciation and amortization in accordance with the partnership agreement.
2. RENTAL REAL The Partnership currently has interests in the following ESTATE four rental real estate properties, two are wholly-owned and two are jointly owned by the Partnership (81.2%) and an affiliate (18.8%):
LOCATION (PROPERTY NAME) DATE PURCHASED COST
Encinitas, California (179 Calle Magdelena) December 31, 1986 $ 705,918 Encinitas, California (187 Calle Magdelena) December 31, 1986 853,560 Clovis, California January 23, 1987 2,833,241 Simi Valley, California November 12, 1987 2,616,523
The major categories of property are:
December 31, 1996 1995
Land $2,361,894 $2,361,894 Buildings and improvements 4,600,688 4,404,947 Furniture and fixtures 46,660 46,660
7,009,242 6,813,501 Less accumulated depreciation 1,100,126 969,820
Net rental real estate $5,909,116 $5,843,681
ASSOCIATED PLANNERS REALTY FUND AND CONSOLIDATED ENTITIES (A CALIFORNIA LIMITED PARTNERSHIP) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
2. Rental Real A significant portion of the Partnership's rental revenue Estate was earned from tenants whose individual rents represent (Continued) more than 10% of total rental revenue. Specifically:
Two tenants accounted for 34% and 18% in 1996; One tenant accounted for 38% in 1995; One tenant accounted for 30% in 1994;
3. Notes Payable In January 1995, the Partnership closed escrow on a parcel of land adjacent to the Shaw Villa Shopping Center. The purchase price of the land was $206,749, including a $13,102 acquisition fee paid to the Advisor. The purchase was financed using $23,602 in cash, and the remainder by a one year construction loan from Valliwide Bank of Fresno. The total construction loan commitment is for $1,365,000 which matured on October 5, 1996. Borrowings on the construction loan totaled $1,225,950 as of December 31, 1995. The construction loan amortization is interest only with payments of $89,045 paid during the year ended December 31, 1996. The construction was completed during 1995 and total construction costs of $1,372,900 was allocated to land, building and improvements. Included in construction costs is $87,838 in construction loan interest that was capitalized.
In October 1996, the Partnership obtained permanent financing from a major insurance company to replace the construction loan with a twenty year loan. The terms of the loan are as follows: Principal - $1,500,000; Interest Rate of 9.1% fixed for five years then may be adjusted to the weekly average of the five - year Treasury Note yield for the seventh week prior to the Adjustment Date (5th anniversary date) plus 250 basis points, but in no event less than the existing rate, nor to exceed the maximum rate allowed by law; Amortized over twenty years; due November 1, 2006; and current monthly payments of principal and interest of $14,919. The note payable balance is $1,497,782 at December 31, 1996.
The carrying amount of the loan is a reasonable estimate of fair value because the interest rates approximate the borrowing rates currently available for mortgage loans with similar terms and average maturities.
ASSOCIATED PLANNERS REALTY FUND AND CONSOLIDATED ENTITIES (A CALIFORNIA LIMITED PARTNERSHIP) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
3. Notes Payable The aggregate annual future maturities at December 31, (Continued) 1996 are as follows:
YEAR ENDING DECEMBER 31, 1996
1997 ..................................$25,730 1998 ................................. 30,619 1999 .................................. 33,524 2000 ................................. 36,706 2001 ................................. 40,189 Thereafter ................................1,331,014
Total $1,497,782
4. Future As of December 31, 1996, future minimum rental income Minimum under existing leases, excluding month to month rental Rental agreements, that have remaining noncancelable terms in Income excess of one year are as follows:
Year Ending December 31, Amount
1997 $642,098 1998 421,831 1999 370,840 2000 360,655 2001 302,422 Thereafter 957,730
Total $ 3,055,576
Future minimum rental income does not include lease renewals or new leases that may result after a noncan- celable-lease expires.
5. Related Party (a) In accordance with the partnership agreement, Transactions compensation earned by or services reimbursed to the General Partner consisted of the following:
Year ended December 31, 1996 1995 1994
Partnership management fees $26,321 $35,953 $ 38,745 Administrative services: Data processing 4,802 4,609 4,774 Postage 2,625 2,782 1,910 Investor processing 1,869 1,844 2,452 Investor communications 1,333 1,383 1,432 Duplication 923 922 955 Miscellaneous 448 461 477
$38,321 $47,954 $50,745
ASSOCIATED PLANNERS REALTY FUND AND CONSOLIDATED ENTITIES (A CALIFORNIA LIMITED PARTNERSHIP) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
5. Related Party (b) Property management fees to West Coast Realty Transactions Management, Inc. ("WCRM"), an affiliate of the General (Continued) Partner, were $35,501, $22,930 and $22,728 for 1996, 1995 and 1994.
(c) Distributions of $3,566, $-0-, and $1,236 for 1996, 1995 and 1994 were made to an affiliate in connection with the minority interest. The minority interest in earnings (loss) income was $15,985, $(8,350) and $11,107 for 1996, 1995 and 1994.
(d) Related party accounts payable (receivable) are as follows:
December 31, 1996 1995
Associated Financial Group, Inc. $ --- $ 13,351 West Coast Realty Advisors 3,000 6,000 West Coast Realty Management 8,965 7,317 Prado Land Co. (5,071) ---
$6,894 $26,668
6. Net Income The Net Income per Limited Partnership Unit was computed and Cash in accordance with the partnership agreement using the Distributions weighted average number of outstanding limited Per Limited partnership units of 7,499 for 1996, 1995 and 1994. Partnership List
ASSOCIATED PLANNERS REALTY FUND AND CONSOLIDATED ENTITIES (A CALIFORNIA LIMITED PARTNERSHIP) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
6. Net Income and Cash The Limited Partner cash distributions, computed in Distributions accordance with the Partnership Agreement, were as Per Limited follows: Partnership List Outstanding Amount Total (Continued) Units Per Unit Distribution
September 30, 1995 7,499 $ 7.50 $ 56,242 June 30, 1995 7,499 7.50 56,243 March 31, 1995 7,499 10.00 74,990 December 31, 1994 7,499 10.00 74,990
Sub-total 262,465
Additional distribution upon sale of property $182.69 - $207.39 1,506,817
Total $ 1,769,282
September 30, 1996 7,499 $ 8.15 $61,117 June 30, 1996 7,499 8.15 61,117 March 31, 1996 7,499 8.15 61,117 December 31, 1995 7,499 7.14 53,543
Total $ 236,894
Distributions were paid in the fiscal quarter following the record date.
7. Reallocation Per the provisions of Section 11.1 (V)(ii) of the of Partner Partnership Agreement, the General Partner determined Balances that action was necessary to "cure the ambiguities" within the Agreement. The ambiguity involved the treatment of the partnership management fee, being paid to the General Partner, as an expense of the Partnership, as opposed to a general partner withdrawal of capital. It was determined that the partnership management fees shall be treated as a withdrawal of capital in 1996 and beyond with a retroactive reallocation of capital for partnership management fees paid prior to 1996. In order to properly reflect the allocation, a transfer of $305,548 was made from the General Partner's capital account to the Limited Partners capital account during the quarter ended March 31, 1996.
ITEM 9.
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
None.
PART III
ITEM 10.
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
The Partnership is managed by the General Partners and the Limited Partners have no right to participate in the management of the Partnership or its business. The General Partner is West Coast Realty Advisors, Inc., a California corporation.
Resumes of the General Partners' principal officers and directors and a description of the General Partners are set forth in the following paragraphs. See description below.
WEST COAST REALTY ADVISORS, INC.
West Coast Realty Advisors, Inc. is a California corporation formed on May 10, 1983 for the purpose of structuring real estate programs and to act as general partner of such programs. It is a subsidiary of Associated Financial Group, Inc.
PHILIP N. GAINSBOROUGH (Born 1938) is Chairman and a Director of West Coast Realty Advisors, Inc. He is also currently the President of Associated Financial Group, Inc., Associated Securities Corp., Associated Planners Insurance Services, Inc., and Associated Planners Investment Advisory, Inc. In addition, from January 1981 to the present, he has served as President of Gainsborough Financial Consultants, Inc., a financial planning firm located in Los Angeles, California. From January 1981 to December 1982, Mr. Gainsborough served as a Registered Principal of Private Ledger Financial Services, Inc. From January 1977 to December 1980, he was employed by E.F.Hutton & Co. as a Registered Representative.
W. THOMAS MAUDLIN JR. (Born 1936) is a Director and President of West Coast Realty Advisors, Inc. ("WCRA"). He is also co-General Partner (with WCRA) of the Partnership. Mr. Maudlin has been active in the real estate area for over 30 years, serving as co-developer of high-rise office buildings and condominiums. He has structured transactions for syndicators in apartment housing, including sale leaseback's, all-inclusive trust deeds, buying and restructuring transactions to suit a particular buyer, and as a buyer acting as a principal. Mr. Maudlin was co-developer of the Gateway Los Angeles office building, a 165, 000 square foot, fourteen-story office building located in West Los Angeles. Form 1980 to 1985, in partnership with the Muller Company, he developed eleven acres in San Bernardino which include a 42,000-square foot office building, a six-plex movie theater and two restaurants. From 1980 to 1985, Mr. Maudlin was involved in building in San Bernardino, California, a 134-unit condominium development, a shopping center, and a restaurant in Ventura. He is a graduate of the University of Southern California.
NEAL NAKAGIRI (Born 1954 ) serves as Executive Vice President, General Counsel, Chief Operating Officer and Secretary of Associated Financial Group, Inc. He is Vice President for two subsidiaries, Associated Securities Corp. and Associated Planners Investment Advisory, Inc. He joined the "Associated" group of companies in March 1985. He was Vice President of Compliance with Morgan, Olmstead, Kennedy & Gardner from 1984 to 1985. He was First Vice President and Director of Compliance with Jefferies and Co., Inc. from 1981 to 1984. He was Vice President and Director of Compliance at W & D Securities, Inc. from 1980 to 1983. He was an Investigator with the National Association of Securities Dealers, Inc. from 1976 to 1980. He has a B.A. degree in Economics from UCLA (1976) and a J.D. from Loyola Law School of Los Angeles (1991). He is a member of the California Bar and the Compliance and Legal Division of the Securities Industry Association.
MICHAEL G. CLARK (Born 1956) is Senior Vice President/Treasurer of West Coast Realty Advisors, Inc., Associated Financial Group, Inc., and Associated Securities Corp. Prior to joining AFG in 1986, he served as Controller for Quest Resources, a Los Angeles-based syndicator and operator of alternative energy projects, from October 1984 to March 1986, and Assistant Controller for Valley Cable T.V., from March 1982 through September 1984. In addition, Mr. Clark served as an auditor for Arthur Young & Co. in Los Angeles, from July 1978 to March 1982. He is a graduate of the University of California, Santa Barbara (BA) and California State University, Northridge (MS).
ITEM 11.
ITEM 11. EXECUTIVE COMPENSATION
During its last calendar year, the Registrant paid no direct or indirect compensation to directors or officers.
The Registrant has no annuity, pension or retirement plans, or existing plan or arrangement pursuant to which compensatory payments are proposed to be made in the future to directors or officers.
ITEM 12.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
The Registrant is a limited partnership and has no officers or directors. The Registrant has no outstanding securities possessing general voting rights.
ITEM 13.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
The Registrant was organized in November 1985 as a California Limited Partnership. Its General Partner is WCRA. The Registrant has no executive officers or directors. Philip N. Gainsborough, an officer of the General Partner, made an original limited partnership contribution to the Partnership in November 1985, which was subsequently paid back to him in March 1988 when the Partnership met its minimum funding requirement. The General Partner and its affiliates are entitled to compensation from the Partnership for the following services rendered:
1. For Partnership management services rendered to the Partnership, the General Partner is entitled to receive up to 10% of all distributions of cash operations. For the year ended December 31, 1996, the amount paid to the General Partner was $26,321. In addition, the General Partner is entitled to reimbursement for certain public offering expenses, the cost of certain personnel employed in the organization of the Partnership, and certain administrative services performed by the General Partner. For the year ended December 31, 1996, the Partnership reimbursed $12,000 to the General Partner for these expenditures.
2. For property management services, the General Partner engaged WCRM an affiliate of the General Partner. For the year ended December 31, 1996, WCRM earned property management fees of $35,501 from the Partnership. On December 31, 1996, the Partnership was indebted to WCRM for $8,965, which was paid subsequent to year-end.
3. The General Partner received a 10% allocation of net income before depreciation and amortization and 1% of depreciation. For the year ended December 31, 1996 this resulted in a $30,736 allocation of net income before depreciation and a $1,303 allocation of depreciation or a net income allocation of $29,433.
4. In connection with the joint venture in the Santa Fe Business Park properties, the Partnership made distributions totaling $3,566 to Prado Land Company, an affiliate of the General Partner's President, during the year ended December 31, 1996. For the year ended December 31, 1996, Prado Land Company was allocated $15,895 of net loss for its minority interest in the joint venture's earnings.
PART IV
ITEM 14.
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K
(a) 1. FINANCIAL STATEMENTS
The following financial statements of Associated Planners Realty Fund, a California Limited Partnership, are included in PART II, ITEM 8:
PAGE
Report of Independent Certified Public Accountants......... 16
Consolidated Balance Sheets -- December 31, 1996 and 1995.... 17
Consolidated Statements of Income for the years ended December 31, 1996, 1995, and 1994..................... 18
Consolidated Statements of Partners' Equity for the years ended December 31, 1996, 1995, and 1994 .................... 19
Consolidated Statements of Cash Flows for the years ended December 31, 1996, 1995 and 1994...................... 20-21
Summary of Accounting Policies.............................. 22-23
Notes to Consolidated Financial Statements.................. 24-28
2. FINANCIAL STATEMENT SCHEDULES
Schedule III --Real Estate and Accumulated Depreciation......... 34
Schedule IV --Mortgage Loan on Real Estate...................... 35
All other schedules have been omitted because they are either not required, not applicable or the information has been otherwise supplied.
(b) REPORTS ON FORM 8-K NONE
(c) EXHIBITS NONE
SIGNATURES
Pursuant to the requirements of the 13 or 15(d) 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.
ASSOCIATED PLANNERS REALTY FUND A California Limited Partnership (Registrant)
W. THOMAS MAUDLIN JR. (A General Partner)
By: WEST COAST REALTY ADVISORS, INC. (A General Partner)
NEAL NAKAGIRI (Director and Executive Vice President/General Counsel)
MICHAEL G. CLARK (Vice President/Treasurer)
Date: March 1, 1997