-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, En4hlBDhMz8Tz/dgr91NZzScTtdWGEHNPidKBp8EyBAPQg0418BtcH3wSvrps2ka MCFCFm4HryaS8EYsRfDUmQ== 0000853566-99-000003.txt : 19990701 0000853566-99-000003.hdr.sgml : 19990701 ACCESSION NUMBER: 0000853566-99-000003 CONFORMED SUBMISSION TYPE: 10-K405 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19990331 FILED AS OF DATE: 19990630 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BOSTON CAPITAL TAX CREDIT FUND II LTD PARTNERSHIP CENTRAL INDEX KEY: 0000853566 STANDARD INDUSTRIAL CLASSIFICATION: OPERATORS OF APARTMENT BUILDINGS [6513] IRS NUMBER: 043066791 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 10-K405 SEC ACT: SEC FILE NUMBER: 000-19443 FILM NUMBER: 99656890 BUSINESS ADDRESS: STREET 1: ONE BOSTON PLACE #2100 STREET 2: C/O BOSTON CAPITAL PARTNERS INC CITY: BOSTON STATE: MA ZIP: 02210 BUSINESS PHONE: 6176248900 MAIL ADDRESS: STREET 1: ONE BOSTON PLACE STREET 2: STE 2100 CITY: BOSTON STATE: MA ZIP: 02108-4406 10-K405 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K [X] Annual report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended March 31, 1999 or -------------- [ ] Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to ------------- ------------ Commission file number 0-19443 ------- Boston Capital Tax Credit Fund II Limited Partnership - ----------------------------------------------------------------- - ------------- (Exact name of registrant as specified in its charter) Massachusetts 04-3066791 - -------------------------------- - ------------------------------- (State of other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) One Boston Place, Suite 2100 Boston, MA 02108-4406 - ---------------------------------------------- - ----------------------- (Address of Principal executive offices) (Zip Code) Partnership's telephone number, including area code: (617)624-8900 - ------------- Securities registered pursuant to Section 12(b) of the Act: Name of each exchange Title of each class on which registered -------------------- - ---------------------- None None Securities registered pursuant to Section 12(g) of the Act: Beneficial Assignee Certificates -------------------------------- (Title of Class) Indicate by check mark whether the Partnership (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 twelve months (or for such shorter period that the Partnership was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. YES X NO ----- ----- Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. __ |XX| DOCUMENTS INCORPORATED BY REFERENCE ----------------------------------- The following documents of the Partnership are incorporated by reference: Form 10-K Parts Document --------- -------- Parts I, III October 25, 1989 Prospectus, as supplemented Parts II, IV BOSTON CAPITAL TAX CREDIT FUND II LIMITED PARTNERSHIP Form 10-K ANNUAL REPORT FOR THE YEAR ENDED MARCH 31, 1999 TABLE OF CONTENTS PART I Item 1. Business Item 2. Properties Item 3. Legal Proceedings Item 4. Submission of Matters to a Vote of Security-Holders PART II Item 5. Market for the Registrant's Limited Partnership Interests and Related Partnership Matters Item 6. Selected Financial Data Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations Item 8. Financial Statements and Supplementary Data Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure PART III Item 10. Directors and Executive Officers of the Partnership Item 11. Executive Compensation Item 12. Security Ownership of Certain Beneficial Owners and Management Item 13. Certain Relationships and Related Transactions PART IV Item 14. Exhibits, Financial Statement Schedules, and Reports on Form 8-K Signatures PART I ------ Item 1. Business Organization - ------------ Boston Capital Tax Credit Fund II Limited Partnership (the "Partnership") is a limited partnership formed under the Delaware Revised Uniform Limited Partnership Act as of June 28, 1989. The General Partner of the Partnership is Boston Capital Associates II Limited Partnership, a Delaware limited partnership. Boston Capital Associates, a Massachusetts general partnership, whose only two partners are Herbert F. Collins and John P. Manning, the principals of Boston Capital Partners, Inc., is the sole general partner of the General Partner. The limited partner of the General Partner is Capital Investment Holdings, a general partnership whose partners are certain officers and employees of Boston Capital Partners, Inc., and its affiliates. The Assignor Limited Partner is BCTC II Assignor Corp., a Delaware corporation which is wholly-owned by Herbert F. Collins and John P. Manning. The Assignor Limited Partner was formed for the purpose of serving in that capacity for the Partnership and will not engage in any other business. Units of beneficial interest in the Limited Partnership Interest of the Assignor Limited Partner have been assigned by the Assignor Limited Partner by means of beneficial assignee certificates ("BACs") to investors and investors are entitled to all the rights and economic benefits of a Limited Partner of the Partnership including rights to a percentage of the income, gains, losses, deductions, credits and distributions of the Partnership. A Registration Statement on Form S-11 and the related prospectus, as supplemented (the "Prospectus") was filed with the Securities and Exchange Commission and became effective October 25, 1989 in connection with a public offering ("Offering") in series 7, 9 through 12, and 14. The Partnership raised $186,337,517 representing a total of 18,679,738 BACs. The Partnership completed sales of BACs in all Series on January 27, 1992. Description of Business - ----------------------- The Partnership's principal business is to invest as a limited partner in other limited partnerships (the "Operating Partnerships"), each of which owns or leases and operates an Apartment Complex exclusively or partially for low- and moderate-income tenants. Each Operating Partnership in which the Partnership invested owns Apartment Complexes which are completed, newly-constructed, under construction or rehabilitation, or to-be constructed or rehabilitated, and which are expected to receive Government Assistance. Each Apartment Complex has qualified for the low-income housing tax credit under Section 42 of the Code (the "Federal Housing Tax Credit"), thereby providing tax benefits over a period of twelve years in the form of tax credits which investors may use to offset income, subject to certain strict limitations, from other sources. Certain of the Apartment Complexes also qualified for the historic rehabilitation tax credit under Section 48 of the Code (the "Rehabilitation Tax Credit"). The Federal Housing Tax Credit and the Government Assistance programs are described on pages 67 to 92 of the Prospectus, as supplemented, under the caption "Government Assistance Programs," which is incorporated herein by reference. Section 236 (f) (ii) of the National Housing Act, as amended, in Section 101 of the Housing and Urban Development Act of 1965, as amended, each provide for the making by HUD of 1 rent supplement payments to low income tenants in properties which receive other forms of federal assistance such as Tax Credits. The payments for each tenant, which are made directly to the owner of their property, generally are in such amounts as to enable the tenant to pay rent equal to 30% of the adjusted family income. Some of the Apartment Complexes in which the Partnership has invested are receiving such rent supplements from HUD. HUD has been in the process of converting rent supplement assistance to assistance paid not to the owner of the Apartment Complex, but directly to the individuals. At this time, the Partnership is unable to predict whether Congress will continue rent supplement programs payable directly to owners of the Apartment Complex. As of March 31, 1999, the Partnership had invested in a total of 309 Operating Partnerships; 15 Operating Partnerships on behalf of Series 7, 55 Operating Partnerships on behalf of Series 9, 45 Operating Partnerships on behalf of Series 10, 40 Operating Partnerships on behalf of Series 11, 53 Operating Partnerships on behalf of Series 12, and 101 Operating Partnerships on behalf of Series 14. A description of these Operating Partnerships is set forth in Item 2 herein. The business objectives of the Partnership are to: (1) preserve and protect the Partnership's capital; (2) provide current tax benefits to Investors in the form of (a) Federal Housing Tax Credits and Rehabilitation Tax Credits, which an Investor may apply, subject to certain strict limitations, against his federal income tax liability from active, portfolio and passive income, and (b) passive losses which an Investor may apply to offset his passive income (if any); (3) provide capital appreciation (except with respect to the Partnership's investment in certain Non-Profit Operating Partnerships) through increases in value of the Partnership's investments and, to the extent applicable, equity buildup through periodic payments on the mortgage indebtedness with respect to the Apartment Complexes; (4) Provide cash distributions (except with respect to the Partnership's investment in certain Non-Profit Operating Partnerships) from a Capital Transaction as to the Partnership. The Operating Partnerships intend to hold the Apartment Complexes for appreciation in value. The Operating Partnerships may sell the Apartment Complexes after a period of time if financial conditions in the future make such sales desirable and if such sales are permitted by government restrictions; and (5) provide, on a current basis and to the extent available, cash distributions from the operations of the Apartment Complexes (no significant amount of which is anticipated). The business objectives and investment policies of the Partnership are described more fully on pages 44 to 52 of the Prospectus, as supplemented, under the caption "Business Objectives and Investment Policies, " which is incorporated herein by reference. Item 2. Properties The Partnership has acquired a Limited Partnership Interest in each of the three hundred nine Operating Partnerships in six series identified in the table set forth below. In each instance the Apartment Complex owned by each 2 of the Operating Partnerships is eligible for the Federal Housing Tax Credit. Occupancy of a unit in each Apartment Complex which initially complied with the Minimum Set-Aside Test (i.e., occupancy by tenants with incomes equal to no more than a certain percentage of area median income) and the Rent Restriction Test (i.e., gross rent charged tenants does not exceed 30% of the applicable income standards) is referred to hereinafter as "Qualified Occupancy." Each of the Operating Partnerships and each of the respective Apartment Complexes are described more fully in the Prospectus or applicable Report on Form 8-K filed during the past fiscal year. The General Partner believes that there is adequate casualty insurance on the properties. Please refer to Item 7. "Management's Discussion and Analysis of Financial Condition and Results of Operations" for a more detailed discussion of operational difficulties experienced by certain of the Operating Partnerships. 3 Boston Capital Tax Credit Fund II Limited Partnership - Series 7 PROPERTY PROFILES AS OF March 31, 1999 Mortgage Cap Con Balance Qualified paid Property As of Acq. Const Occupancy thru Name Location Units 12/31/98 Date Comp. 3/31/99 3/31/99 - ----------------------------------------------------------------- - ---------- The Bowditch School Lodging Jamaica Plain, House MA 50 $1,622,807 12/89 12/89 100% $ 606,390 Briarwood Cameron, Apartments MO 24 622,916 12/89 12/89 100% 157,254 Buckner Buckner, Properties MO 24 618,119 12/89 3/89 100% 146,287 Creekside Vandergrift, Apartments PA 30 1,088,820 6/89 9/89 100% 247,790 Deer Hill Huntersville, II Apartments NC 40 1,476,070 2/90 5/89 100% 333,370 Hillandale Lithonia, Commons GA 132 3,119,770 12/89 1/90 100% 1,138,907 Leo A. Meyer Senior Citizen King City, Housing CA 44 1,658,088 6/90 11/89 100% 893,708 Lebanon Properties Lebanon II MO 24 572,358 12/89 7/89 100% 136,440 New Holland Danville, Apartments* IL 53 N/A 5/90 8/90 N/A 800,434 Oak Grove Oak Grove, Estates MO 20 484,063 12/89 9/89 100% 113,188 Oakview Delta, Apartments OH 38 1,125,970 12/89 10/89 100% 258,264 Metropole Miami Beach, Apartments FL 42 2,164,291 12/89 12/89 100% 694,581 * Refer to note in Results of Operations for information on New Holland Apartments. 4 Boston Capital Tax Credit Fund II Limited Partnership - Series 7 PROPERTY PROFILES AS OF March 31, 1999 Continued - --------- Mortgage Cap Con Balance Qualified paid Property As of Acq. Const Occupancy thru Name Location Units 12/31/98 Date Comp. 3/31/99 3/31/99 - ----------------------------------------------------------------- - --------- Rosenberg Santa Rosa, Apartments CA 77 $1,811,122 2/90 1/92 100% $1,943,360 Westwood Square Moore Head City, Apartments NC 36 1,410,139 7/90 7/90 100% 117,286 Winfield Properties Winfield, II MO 24 608,648 12/89 5/89 100% 142,525 5 Boston Capital Tax Credit Fund II Limited Partnership - Series 9 PROPERTY PROFILES AS OF March 31, 1999 Mortgage Cap Con Balance Qualified paid Property As of Acq. Const Occupancy thru Name Location Units 12/31/98 Date Comp. 3/31/99 3/31/99 - ----------------------------------------------------------------- - --------- Azalea Village Crawford, Apartments GA 24 $ 639,341 5/90 5/90 100% $ 143,206 Beaver Brook Pelham, Commons NH 24 1,182,450 4/90 5/90 100% 290,403 Bent Creek Crest View, Apartments II FL 24 707,838 6/90 5/90 100% 164,534 Big Lake Big Lake, Seniors TX 20 558,694 4/94 6/95 100% 141,072 Blanco Blanco, Senior Apts. TX 20 518,510 12/93 9/94 100% 98,561 Breezewood Village Kissimmee, Phase I FL 86 2,793,221 4/90 4/90 100% 831,650 Breezewood Kissimmee, Village II FL 42 1,426,808 5/90 5/90 100% 416,268 Cambridge Madison, Manor FL 36 1,132,472 4/90 1/90 100% 268,523 Corinth Senior Corinth, Housing NY 40 1,487,949 4/90 2/90 100% 384,000 Cotton Mill Stuart, Apartments VA 40 1,477,350 10/92 7/93 100% 271,351 Country Cedar Rapids, Hill Apts. IA 166 4,379,835 4/90 6/90 100% 3,471,607 Country Blakely, Lane Apts. GA 32 945,712 5/90 5/90 100% 211,916 6 Boston Capital Tax Credit Fund II Limited Partnership - Series 9 PROPERTY PROFILES AS OF March 31, 1999 Continued - --------- Mortgage Cap Con Balance Qualified paid Property As of Acq. Const Occupancy thru Name Location Units 12/31/98 Date Comp. 3/31/99 3/31/99 - ----------------------------------------------------------------- - --------- Fawn River Sturgis, Apartments MI 100 $3,693,439 10/90 10/90 97% $971,446 Garden Lake Immokalee, Apartments FL 65 2,190,380 5/90 5/90 100% 577,529 Glenwood Porterville, Hotel CA 36 735,954 6/90 6/90 100% 383,100 Grand Princess St. Croix, Manor USVI 24 1,490,181 6/90 8/90 100% 374,766 Grand Princess St. Croix, Villa USVI 24 1,489,187 6/90 8/90 100% 276,203 Greenwich Senior Greenwich, Housing NY 36 1,481,124 4/90 2/90 100% 340,000 Grifton Grifton, Manor Apts. NC 40 1,253,867 9/93 2/94 100% 261,645 Hacienda Villa Firebaugh, Apartments CA 120 3,871,423 4/90 1/90 100% 1,343,294 Haines City Haines City, Apartments FL 46 1,436,748 4/90 2/90 100% 339,465 Hamlet Newfane, Square NY 24 983,278 10/92 9/92 95% 193,830 Hill St. South Paris, Commons ME 25 1,487,585 11/92 10/92 100% 301,064 Kristin Park Las Vegas, Apartments NM 44 1,389,295 3/90 6/90 100% 313,200 7 Boston Capital Tax Credit Fund II Limited Partnership - Series 9 PROPERTY PROFILES AS OF March 31, 1999 Continued - --------- Mortgage Cap Con Balance Qualified paid Property As of Acq. Const Occupancy thru Name Location Units 12/31/98 Date Comp. 3/31/99 3/31/99 - ----------------------------------------------------------------- - ---------- Le Grand Le Grand, Apts. CA 34 $1,736,822 11/92 10/93 100% $ 419,011 Longmeadow Skowhegan, Apartments ME 28 1,478,983 8/90 8/90 100% 284,000 Magnolia Lane Bloomingdale, Apartments GA 48 1,477,901 5/90 3/90 100% 321,908 Maywood Corning, Apartments CA 40 1,499,427 3/90 7/90 100% 365,280 Meadowcrest Southfield, Apartments MI 83 2,885,424 9/90 10/90 100% 1,116,284 Mill Pond Brooklyn, Apartments MI 36 1,106,279 5/90 5/90 100% 250,175 New Holland Danville, Apartments* IL 53 N/A 5/90 8/90 N/A 565,622 Pinewoods Springfield, Apartments IL 168 3,792,526 6/90 6/91 100% 1,258,700 Pine Ridge Polkton, Place NC 16 643,221 1/94 12/93 100% 114,730 Pleasanton Pleasanton, Seniors Apts.TX 24 621,607 12/93 7/93 100% 144,839 Port Portage, Crossing IN 160 3,226,054 3/90 4/90 100% 2,733,580 Putney Putney, Meadows Apts VT 28 1,420,329 12/92 5/93 100% 374,495 Quail Hollow Homerville, Apartments GA 54 1,468,305 5/90 1/90 100% 363,353 * Refer to note in Results of Operations for information on New Holland Apartments. 8 Boston Capital Tax Credit Fund II Limited Partnership - Series 9 PROPERTY PROFILES AS OF March 31, 1999 Continued - --------- Mortgage Cap Con Balance Qualified paid Property As of Acq. Const Occupancy thru Name Location Units 12/31/98 Date Comp. 3/31/99 3/31/99 - ----------------------------------------------------------------- - --------- Quail Hollow Raleigh II NC 36 $ 1,403,251 7/90 9/90 100% $ 313,521 Rainbow Gardens Dunnellon, Apartments FL 36 1,215,070 12/92 6/93 100% 236,763 Raitt Santa Ana, Street Apts. CA 6 809,371 5/93 8/93 100% 416,200 School St. Marshall, Apts. II WI 24 795,889 6/93 6/93 100% 652,967 Scottsville Scottsville, Hollow NY 36 1,424,829 5/90 5/90 100% 304,060 Somerset Antioch, Apartments CA 156 5,492,513 3/90 3/90 100% 3,920,000 St. Paul's St. Paul, Apartments NC 32 1,263,690 5/90 9/90 100% 263,165 Surry Village Surry, II VA 24 774,314 5/90 1/90 100% 157,002 Tappahannock Tappahannock, Greens Apts. VA 40 1,503,897 3/94 5/94 100% 293,486 Telluride Telluride, Apartments CO 30 1,469,230 9/90 11/90 100% 300,033 The Warren St. Lodging Boston, House MA 19 721,934 3/90 5/90 100% 460,900 Twin Oaks Raeford, Apartments NC 28 1,138,335 5/90 5/90 100% 275,894 9 Boston Capital Tax Credit Fund II Limited Partnership - Series 9 PROPERTY PROFILES AS OF March 31, 1999 Continued - --------- Mortgage Cap Con Balance Qualified paid Property As of Acq. Const Occupancy thru Name Location Units 12/31/98 Date Comp. 3/31/99 3/31/99 - ----------------------------------------------------------------- - ---------- Ventura Hernando, Village FL 53 $ 1,483,797 6/90 7/90 100% $ 473,300 Vilage Live Oak, Oaks FL 24 731,985 6/90 2/90 100% 164,291 Apartments II Warrensburg Warrensburg, Estates MO 32 791,662 4/90 4/90 100% 181,849 Westside Providence, Apartments RI 40 2,414,747 6/90 12/90 100% 1,777,738 Westwood Square Moorehead City, Apartments NC 36 1,410,139 7/90 7/90 100% 195,391 Wilmington Wilmington, Housing NY 24 1,049,261 8/90 8/90 100% 237,279 10 Boston Capital Tax Credit Fund II Limited Partnership - Series 10 PROPERTY PROFILES AS OF March 31, 1999 Mortgage Cap Con Balance Qualified paid Property As of Acq. Const Occupancy thru Name Location Units 12/31/98 Date Comp. 3/31/99 3/31/99 - ----------------------------------------------------------------- - ----------- Athens Park Athens, Apartments AL 48 $1,335,137 8/90 6/90 100% $ 354,144 Autumn Lane Washington, Apartments GA 24 733,281 8/89 11/90 100% 168,234 Baytree Richlands, Apartments NC 24 956,338 11/88 7/90 100% 210,999 Benchmark China Grove, Apartments NC 24 949,911 11/88 7/90 100% 223,328 Berkshire Wichita, Apartments II KS 66 1,738,640 7/90 7/90 100% 1,183,452 Brentwood Eunice, Apartments LA 32 953,801 11/90 10/90 100% 205,470 Briarwood Middleburg, Apartments FL 52 1,480,997 8/90 8/90 100% 509,251 Butler Manor Morgantown, Apartments KY 16 502,875 12/90 2/91 100% 119,952 Campbell Creek Dallas, Apartments GA 80 1,627,681 12/91 10/90 100% 735,000 Candlewick Monroeville, Place AL 40 1,256,465 12/92 10/92 100% 241,600 Cedarstone Poplarville, Apts. MS 24 772,284 5/93 5/93 100% 180,800 Charlton Court Folkston, Apartments GA 40 1,200,178 12/92 1/93 100% 263,520 11 Boston Capital Tax Credit Fund II Limited Partnership - Series 10 PROPERTY PROFILES AS OF March 31, 1999 Continued - --------- Mortgage Cap Con Balance Qualified paid Property As of Acq. Const Occupancy thru Name Location Units 12/31/98 Date Comp. 3/31/99 3/31/99 - - - ----------------------------------------------------------------- - ---------- Chuckatuck Suffolk Square VA 42 $1,444,818 11/90 2/90 100% $ 320,900 Cloverleaf Bishopville, Apartments SC 24 854,716 11/90 4/90 100% 153,900 Cloverleaf Apts., Bishopville, Phase II SC 24 873,923 11/90 4/90 100% 160,761 Connellsville Connellsville, Heritage Apts. PA 36 1,366,990 11/90 3/90 100% 325,460 Freedom Ford City, Apartments PA 28 1,049,108 11/90 9/90 92% 262,791 Hartway Munfordville, Apts. KY 32 912,622 7/90 6/90 100% 239,041 Hilltop Kingsland, Terrace GA 54 1,486,583 8/90 7/90 100% 455,851 Indian Run S. Kingston Village RI 114 1,979,327 4/93 7/93 100% 604,867 Ironton Ironton, Estates MO 24 623,622 5/93 1/93 100% 157,976 Lambert Square Lambert, Apts. MS 32 998,233 11/92 12/92 100% 192,347 Longview Maysville, Apartments NC 24 870,881 11/88 8/90 100% 195,837 Maidu Roseville, Village CA 81 2,126,654 3/91 12/91 100% 470,000 12 Boston Capital Tax Credit Fund II Limited Partnership - Series 10 PROPERTY PROFILES AS OF March 31, 1999 Continued - --------- Mortgage Cap Con Balance Qualified paid Property As of Acq. Const Occupancy thru Name Location Units 12/31/98 Date Comp. 3/31/99 3/31/99 - ----------------------------------------------------------------- - ---------- Mann Indianapolis, Estates IN 132 $3,242,689 7/90 10/90 100% $ 1,980,000 Meadowbrook Lane Americus, Apartments GA 50 1,477,010 9/90 3/90 100% 336,264 Melrose Lane Great Falls, Apartments SC 24 873,139 11/90 10/90 100% 203,645 Mercer Mercer, Manor PA 26 907,871 11/90 8/90 96% 220,450 Pecan Village Ellaville, Apartments GA 30 786,493 7/90 2/90 100% 221,856 Piedmont Forsyth, Hills GA 50 1,456,276 7/90 9/90 100% 439,958 Pine View Perry, Apartments FL 29 960,426 9/90 12/90 100% 277,405 Pines by the Newnan, Creek Apts. GA 96 1,941,612 12/90 10/90 100% 890,000 Pine Grove Ackerman, Apts. MS 24 587,088 9/93 6/94 100% 169,926 Pinetree Manor Centreville, Apts. MS 32 979,429 11/92 1/93 100% 191,500 Rosewood Village Willacoochee, Apartments GA 24 648,664 7/90 7/90 100% 147,480 13 Boston Capital Tax Credit Fund II Limited Partnership - Series 10 PROPERTY PROFILES AS OF March 31, 1999 Continued - --------- Mortgage Cap Con Balance Qualified paid Property As of Acq. Const Occupancy thru Name Location Units 12/31/98 Date Comp. 3/31/99 3/31/99 - ----------------------------------------------------------------- - ---------- Springwood Park Durham, Apartments NC 100 $ 3,009,245 3/91 5/91 100% $ 1,000,000 Stockton Stockton, Estates MO 20 515,002 2/93 1/93 100% 120,352 Stratford Square Brundidge, Apartments AL 24 750,916 10/92 2/93 100% 145,036 Summer Glen Immokalee, Apartments FL 45 1,482,950 11/92 3/93 100% 246,230 Summerwood West Des Moines, Apartments IA 86 2,340,197 7/90 7/90 100% 2,015,183 Sunmark Morgantown, Apartments KY 24 768,620 8/90 12/90 100% 176,669 Village Lawton, Commons MI 58 1,486,690 11/90 6/90 100% 323,665 Washington Heights Apartments, Bismarck, IV ND 24 500,000 11/90 7/90 100% 381,010 Woods Hollow Centreville, Apartments MI 24 632,553 11/90 2/90 100% 132,700 Woodside Lisbon, Apartments ME 28 1,479,910 12/90 11/90 100% 397,630 14 Boston Capital Tax Credit Fund II Limited Partnership - Series 11 PROPERTY PROFILES AS OF March 31, 1999 Mortgage Cap Con Balance Qualified paid Property As of Acq. Const Occupancy thru Name Location Units 12/31/98 Date Comp. 3/31/99 3/31/99 - ----------------------------------------------------------------- - ------------ Academy Hill Ahoskie, Apartments NC 40 $1,375,726 2/91 2/91 100% $ 319,224 Aspen Square Tazewell, Apartments VA 60 1,832,539 11/90 11/90 100% 356,495 Bridgeview Emlenton, Apartments PA 36 1,363,117 12/90 12/89 100% 327,257 Buckeye Senior Buckeye, Apartments AZ 41 1,340,117 12/90 8/90 100% 311,480 Campbell Creek Dallas, Apartments GA 80 1,627,680 12/90 10/90 100% 142,000 Cambridge Manor Macon, Apartments MS 47 1,625,558 5/93 4/93 100% 356,356 Church Hill Church Point, Apartments LA 32 954,605 12/90 1/91 100% 205,750 Copper Creek Lebanon, Apartments VA 36 1,173,818 11/90 9/90 100% 237,647 Coronado Tuscon, Hotel AZ 42 448,837 3/91 3/91 100% 614,050 Crestwood St. Cloud, Apartments FL 216 4,245,327 1/91 6/91 100% 5,636,484 El Dorado El Dorado Springs, Springs Est. MO 24 580,637 11/90 9/90 100% 133,790 Eldon Est. Eldon, II MO 24 580,948 12/90 11/90 100% 131,340 15 Boston Capital Tax Credit Fund II Limited Partnership - Series 11 PROPERTY PROFILES AS OF March 31, 1999 Continued - --------- Mortgage Cap Con Balance Qualified paid Property As of Acq. Const Occupancy thru Name Location Units 12/31/98 Date Comp. 3/31/99 3/31/99 - ----------------------------------------------------------------- - ---------- Eldon Eldon, Manor MO 24 $ 559,107 12/90 11/90 100% $ 241,980 Elmwood Manor Eutaw, Apartments AL 47 1,622,443 5/93 12/93 100% 333,440 Fairridge Lane Denmark, Apartments SC 24 817,374 11/90 6/90 100% 209,326 Fairridge Village Denmark, Apartments SC 24 769,583 11/90 6/90 100% 186,381 Farmerville Farmerville, Square Apts. LA 32 966,652 1/91 4/91 100% 212,280 Forest Glade Wauchula, Apartments FL 50 1,481,290 12/90 12/90 100% 420,565 Franklin Great Falls, School MT 40 1,255,938 10/90 12/91 100% 1,453,270 Hilltop Los Lunas, Apts. NM 40 1,420,379 1/93 11/92 100% 258,455 Holland Holland, Meadows NY 24 898,298 11/90 6/90 100% 213,880 Holley Holley, Grove NY 24 916,621 11/90 10/90 100% 207,360 Ivan Woods Delta Township, Senior Apts. MI 90 2,159,896 2/91 4/91 100% 1,184,275 Kaplan Manor Kaplan, Apartments LA 32 925,107 12/90 12/90 100% 198,460 16 Boston Capital Tax Credit Fund II Limited Partnership - Series 11 PROPERTY PROFILES AS OF March 31, 1999 Continued - --------- Mortgage Cap Con Balance Qualified paid Property As of Acq. Const Occupancy thru Name Location Units 12/31/98 Date Comp. 3/31/99 3/31/99 - ----------------------------------------------------------------- - ---------- Lakewood Village Lake Providence, Apartments LA 32 $ 952,865 1/91 5/91 100% $ 223,827 Licking Licking, Apartments MO 16 405,572 11/91 3/92 100% 90,436 London Miami Beach, Arms FL 58 2,657,187 12/90 12/90 100% 937,961 Maidu Roseville, Village CA 81 2,126,654 3/91 12/91 100% 530,000 Nevada Nevada, Manor MO 24 647,335 11/90 10/90 100% 143,270 Oatka Warsaw, Meadows NY 24 918,111 11/90 6/90 100% 206,670 Osage Arkansas City, Place KS 38 1,230,991 12/90 12/90 100% 522,999 Pines by the Creek Newnan, Apartments GA 96 1,941,612 12/90 10/90 100% 245,000 Sandy Pines Punta Gorda, Manor FL 44 1,479,306 12/90 7/90 100% 399,977 Sierra Springs Tazewell, Apartments VA 36 1,174,534 11/90 11/90 100% 299,634 South Fork South Fork, Heights CO 48 1,431,810 2/91 2/91 100% 343,358 Twin Oaks Allendale, Apartments SC 24 781,311 12/90 9/90 100% 206,888 17 Boston Capital Tax Credit Fund II Limited Partnership - Series 11 PROPERTY PROFILES AS OF March 31, 1999 Continued - --------- Mortgage Cap Con Balance Qualified paid Property As of Acq. Const Occupancy thru Name Location Units 12/31/98 Date Comp. 3/31/99 3/31/99 - ----------------------------------------------------------------- - ----------- Walnut Village Manning, Apartments SC 24 $ 839,103 11/90 11/90 100% $ 183,244 Washington Manor Washington, Apartments LA 32 960,033 1/91 3/91 100% 216,990 Wildridge Jesup, Apartments GA 48 1,565,690 1/91 4/91 100% 329,130 Windsor Metter, Apts. GA 53 1,469,751 12/92 5/93 100% 248,207 18 Boston Capital Tax Credit Fund II Limited Partnership - Series 12 PROPERTY PROFILES AS OF March 31, 1999 Mortgage Cap Con Balance Qualified paid Property As of Acq. Const Occupancy thru Name Location Units 12/31/98 Date Comp. 3/31/99 3/31/99 - ----------------------------------------------------------------- - ---------- Bowman Village Bowman, Apartments GA 24 $ 664,788 6/91 10/91 100% $ 139,879 Brandywood Oak Creek, Apartments WI 54 1,745,251 12/91 9/91 100% 1,532,506 Brentwood Manor Clarkson, Apartments KY 24 747,725 6/91 7/91 100% 173,969 Briarwick Nicholasville, Apartments KY 40 1,247,109 4/91 4/91 100% 323,941 Bridgerun Cannon Falls, Townhomes MN 18 567,860 6/91 7/91 100% 458,800 Bucksport Park Bucksport, Apartments ME 24 1,369,737 6/91 8/91 100% 334,600 Campbell Creek Dallas, Apartments GA 80 1,627,680 3/91 10/90 100% 593,000 Cananche Creek Norton, Apartments VA 36 1,234,126 5/91 6/91 100% 276,695 Carson Village Wrightsville, Apartments GA 24 651,834 10/91 6/92 100% 161,452 Clymer House Clymer, Apartments PA 26 1,114,698 6/91 10/91 100% 254,097 Corcoran Garden Corcoran, Apartments CA 38 1,523,105 2/91 11/90 100% 432,438 Cornish Cornish, Park ME 25 1,453,966 6/91 6/91 100% 333,000 19 Boston Capital Tax Credit Fund II Limited Partnership - Series 12 PROPERTY PROFILES AS OF March 31, 1999 Continued - --------- Mortgage Cap Con Balance Qualified paid Property As of Acq. Const Occupancy thru Name Location Units 12/31/98 Date Comp. 3/31/99 3/31/99 - ----------------------------------------------------------------- - ---------- Crescent City Senior Crescent City, Apartments CA 38 $1,863,054 3/91 3/91 100% $ 474,536 Earlimart Senior Earlimart, Apartments CA 35 1,344,577 6/91 6/91 100% 364,515 Evanwood Hardinsburg, Apartments KY 24 755,291 6/91 5/91 100% 167,221 Fox Run Jesup, Apartments GA 24 624,741 12/91 7/92 100% 150,033 Franklin House Liberty, Apts. MO 21 301,027 5/93 1/88 100% 137,836 Hamilton Village Preston, Apartments GA 20 569,055 10/91 3/92 100% 140,948 Hunters Park Tarboro, Apartments NC 40 1,409,026 5/91 4/91 100% 320,175 Ivan Woods Senior Delta Township, Apartments MI 90 2,159,896 2/91 4/91 100% 778,688 Keenland Burkesville, Apartments KY 24 733,763 6/91 9/91 100% 164,246 Lakeridge Eufala, Apartments AL 30 915,854 3/91 4/91 100% 186,780 Laurel Village Wadley, Apartments GA 24 661,420 10/91 5/92 100% 149,058 20 Boston Capital Tax Credit Fund II Limited Partnership - Series 12 PROPERTY PROFILES AS OF March 31, 1999 Continued - --------- Mortgage Cap Con Balance Qualified paid Property As of Acq. Const Occupancy thru Name Location Units 12/31/98 Date Comp. 3/31/99 3/31/99 - ----------------------------------------------------------------- - ----------- Los Caballos Hatch, II Apts. NM 24 $ 766,019 7/91 8/91 100% $ 164,740 Marlboro Place Bennettsville, Apartments SC 24 835,337 3/91 2/91 100% 192,779 Melville Plaza Melville, Apartments LA 32 892,136 7/91 10/91 100% 178,564 Nanty Glo House Nanty Glo, Apartments PA 36 1,474,229 6/91 7/91 100% 353,000 Newport Franklin, Village VA 48 1,485,229 4/91 11/90 100% 355,000 Oakleigh Abbeville, Apartments LA 32 913,131 8/91 3/92 100% 178,716 Oak Street Scott City, Apartments MO 24 598,231 6/91 11/91 100% 138,149 Oakwood Mamou, Apartments LA 32 908,981 8/91 1/92 100% 180,819 Pines by the Creek Newnan, Apartments GA 96 1,941,612 3/91 10/90 100% 645,000 Pinewoods Springfield, Apartments IL 168 3,792,526 7/91 6/91 100% 2,880,000 Portales Portales, Estates NM 44 1,438,457 7/91 7/91 100% 365,100 21 Boston Capital Tax Credit Fund II Limited Partnership - Series 12 PROPERTY PROFILES AS OF March 31, 1999 Continued - --------- Mortgage Cap Con Balance Qualified paid Property As of Acq. Const Occupancy thru Name Location Units 12/31/98 Date Comp. 3/31/99 3/31/99 - ----------------------------------------------------------------- - ---------- Prairie West West Fargo, Apts. III ND 24 $ 515,000 3/91 3/91 100% $ 360,698 Ridgeway Court III Bemidji, Apartments MN 24 892,666 4/91 1/91 100% 180,186 River Crystal River, Reach Apts. FL 41 1,364,887 5/91 5/91 100% 351,421 Rockmoor Banner Elk, Apartments NC 12 437,364 5/91 3/91 100% 95,818 Shawnee Ridge Norton, Apartments VA 20 666,743 5/91 5/91 100% 145,606 Springwood Park Durham, Apartments NC 100 3,009,245 3/91 5/91 100% 374,349 Spring Mountain Pahrump, Apartments NV 33 1,363,365 5/91 4/91 100% 290,406 Stonegate Perry, Manor FL 36 1,008,896 5/91 12/90 100% 274,321 Summit Ridge Palmdale, Apartments CA 304 8,863,346 10/92 12/93 100% 3,674,306 Turner Lane Ashburn, Apartments GA 24 720,810 5/91 7/91 100% 147,090 Union Baptist Plaza Springfield, Apartments IL 24 481,374 5/91 4/91 100% 432,648 22 Boston Capital Tax Credit Fund II Limited Partnership - Series 12 PROPERTY PROFILES AS OF March 31, 1999 Continued - --------- Mortgage Cap Con Balance Qualified paid Property As of Acq. Const Occupancy thru Name Location Units 12/31/98 Date Comp. 3/31/99 3/31/99 - ----------------------------------------------------------------- - ---------- Uptown Salyersville, Apartments KY 16 $ 519,780 5/91 3/91 100% $ 121,700 Villas of Eufala, Lakeridge AL 18 531,567 3/91 3/91 100% 96,868 Waynesboro Village Waynesboro, Apartments TN 48 1,369,897 4/91 1/91 100% 310,510 Windsor Windsor, Court II VA 24 730,361 4/91 11/90 100% 169,347 Woodcrest Manor Woodville, Apartments MS 24 710,050 6/91 11/91 100% 138,579 Woodlawn Village Abbeville, Apartments GA 36 1,012,653 10/91 4/92 100% 229,601 Woodside Grove City, Apartments PA 32 1,154,305 4/91 3/91 96% 229,291 Yorkshire Townhome Fort Smith, Apts. AR 50 968,663 9/93 8/94 100% 874,069 23 Boston Capital Tax Credit Fund II Limited Partnership - Series 14 PROPERTY PROFILES AS OF March 31, 1999 Mortgage Cap Con Balance Qualified paid Property As of Acq. Const Occupancy thru Name Location Units 12/31/98 Date Comp. 3/31/99 3/31/99 - ----------------------------------------------------------------- - ------------- Ada Village Ada, Apts. OK 44 $1,043,226 1/93 11/93 100% $ 158,976 Amherst Amherst, Village VA 48 1,598,158 1/92 1/92 100% 322,796 Belmont Village Belmont, Court NY 24 927,572 1/92 12/91 100% 201,300 Bethel Park Bethel, Apartments ME 24 1,488,414 12/91 3/92 100% 324,100 Blanchard Senior Blanchard, Apts. II LA 24 597,205 10/91 9/91 100% 143,628 Blanchard Blanchard, Village Apts. OK 8 217,381 1/93 7/93 100% 32,954 Brantwood Lane Centreville, Apartments AL 36 1,141,945 7/91 9/91 100% 237,873 Breckenridge McColl, Apartments SC 24 865,139 1/92 3/92 100% 186,065 Briarwood Apartments Middleburg, Ph II FL 50 1,490,955 2/92 4/92 100% 293,694 The Bridge New York, Building NY 15 N/A 1/92 12/91 100% 1,037,770 Buchanan Warren, Court PA 18 724,643 7/91 11/90 100% 160,600 Burnt Ordinary Toano, Village VA 22 709,214 7/91 7/91 100% 159,400 24 Boston Capital Tax Credit Fund II Limited Partnership - Series 14 PROPERTY PROFILES AS OF March 31, 1999 Continued - --------- Mortgage Cap Con Balance Qualified paid Property As of Acq. Const Occupancy thru Name Location Units 12/31/98 Date Comp. 3/31/99 3/31/99 - ----------------------------------------------------------------- - ----------- Carleton Court Providence, Apartments RI 46 $2,751,899 12/91 12/91 100% $1,496,922 Carriage Run Emporia, Apartments VA 40 1,323,955 10/91 4/92 100% 259,980 Cedar View Brinkley, Apartments AR 32 1,267,884 5/92 10/92 100% 254,016 Cedarwood Pembroke, Apartments NC 36 1,415,635 10/91 1/92 100% 326,310 Chapparral Kingman, Apartments AZ 20 694,967 8/91 7/91 100% 198,275 College Chili, Green NY 110 3,767,582 3/95 8/95 100% 755,771 Colorado City Seniors Colorado City, Apartments TX 24 541,707 10/91 10/91 100% 98,721 Cottonwood Cottonport, Apts. II LA 24 670,261 10/91 7/91 100% 152,664 Country Meadows Sioux Falls, Apartments SD 44 1,061,732 11/91 10/91 100% 922,350 Countryside Fulton, Manor MS 24 663,961 10/91 8/91 100% 151,868 Davis Village Davis, Apts. OK 44 1,170,639 1/93 9/93 100% 180,452 Devenwood Ridgeland, Apartments SC 24 872,269 7/92 1/93 100% 186,000 25 Boston Capital Tax Credit Fund II Limited Partnership - Series 14 PROPERTY PROFILES AS OF March 31, 1999 Continued - --------- Mortgage Cap Con Balance Qualified paid Property As of Acq. Const Occupancy thru Name Location Units 12/31/98 Date Comp. 3/31/99 3/31/99 - ----------------------------------------------------------------- - ------------ Duncan Village Duncan, Apts. OK 48 $1,141,257 1/93 11/93 100% $ 172,005 Edison Village Edison, Apartments GA 42 1,197,228 7/91 2/92 100% 274,144 Ethel Bowman Tionesta, Proper HousePA 36 1,428,005 2/92 1/92 91% 334,160 Excelsior Springs Excelsior Springs, Properties MO 24 622,819 2/92 4/91 100% 150,651 Fairground Bedford, Place Apts. KY 19 693,571 3/95 8/95 100% 176,963 Four Oaks Village Four Oaks, Apartments NC 24 892,583 3/92 6/92 100% 179,900 Franklin Vista Anthony, III Apts. NM 28 927,923 1/92 4/92 100% 179,685 Friendship Bel Air, Village MD 32 1,437,570 1/92 6/91 100% 226,000 Glenhaven Merced, Park CA 12 395,838 1/94 6/90 100% 125,000 Glenhaven Merced, Park II CA 15 489,784 1/94 6/89 100% 365,925 Glenhaven Merced, Park III CA 15 492,324 1/94 12/89 100% 225,500 26 Boston Capital Tax Credit Fund II Limited Partnership - Series 14 PROPERTY PROFILES AS OF March 31, 1999 Continued - --------- Mortgage Cap Con Balance Qualified paid Property As of Acq. Const Occupancy thru Name Location Units 12/31/98 Date Comp. 3/31/99 3/31/99 - ----------------------------------------------------------------- - ------------- Glenhaven Merced, Estates CA 13 $ 672,431 1/94 6/89 100% $ 134,000 Green Village Standardsville, Apts. II VA 16 585,373 4/92 11/91 100% 99,100 Greenleaf Bowdoinham, Apartments ME 21 1,127,238 11/91 8/92 100% 295,085 Hughes Springs Seniors Hughes Springs, Apartments TX 32 786,964 10/91 8/91 100% 183,674 Harrison City Penn Township, Apts. PA 38 1,478,824 7/92 9/92 92% 311,775 Hessmer Village Hessmer, Apartments LA 32 911,688 12/91 4/92 100% 186,503 Hillmont Village Micro, Apartments NC 24 883,938 9/91 1/92 100% 184,900 Hunters Run Douglas, Apartments GA 50 1,444,807 12/91 2/92 100% 322,368 Independence Mt. Pleasant, Apartments PA 28 1,083,586 8/91 6/91 100% 223,100 Indian Creek Kilmarnock, Apartments VA 20 763,786 7/91 4/91 100% 174,400 Jarratt Village Jarratt, Apartments VA 24 831,759 10/91 12/91 100% 159,140 Kingfisher Village Kingfisher, Apts. OK 8 168,574 1/93 12/93 100% 24,365 27 Boston Capital Tax Credit Fund II Limited Partnership - Series 14 PROPERTY PROFILES AS OF March 31, 1999 Continued - --------- Mortgage Cap Con Balance Qualified paid Property As of Acq. Const Occupancy thru Name Location Units 12/31/98 Date Comp. 3/31/99 3/31/99 - ----------------------------------------------------------------- - ------------- La Gema del Santa Ana, Barrio Apts. CA 6 $ 670,048 6/92 8/92 100% $ 458,000 Lafayettee Gardens Scott, Apartments LA 56 1,107,000 10/91 11/91 100% 437,688 Lake Isabella Senior Lake Isabella, Apartments CA 46 1,991,729 9/91 1/92 100% 442,457 Lakeview Battle Creek, Meadows MI 53 1,564,909 1/92 6/92 100% 1,018,808 Lakewood Terrace Lakeland, Apts. FL 132 3,805,716 11/93 8/89 100% 725,312 Lana Lu Lonaconing, Apartments MD 30 1,483,375 12/91 9/92 100% 303,261 Lexington Village Lexington, Apts. OK 8 210,193 1/93 11/93 100% 32,178 Maidu Roseville, Village CA 81 2,126,654 1/92 12/91 100% 1,096,199 Marion Manor Marion, Apartments LA 32 1,004,616 2/92 6/92 100% 199,708 Maysville Village Maysville, Apts. OK 8 218,254 1/93 10/93 100% 33,726 Montague Place Caro, Apartments MI 28 1,139,199 12/91 12/91 100% 432,320 Navapai Prescott Valley, Apartments AZ 26 882,079 6/91 4/91 100% 207,330 28 Boston Capital Tax Credit Fund II Limited Partnership - Series 14 PROPERTY PROFILES AS OF March 31, 1999 Continued - --------- Mortgage Cap Con Balance Qualified paid Property As of Acq. Const Occupancy thru Name Location Units 12/31/98 Date Comp. 3/31/99 3/31/99 - ----------------------------------------------------------------- - ------------- Nevada City Senior Grass Valley, Apartments CA 60 $3,543,553 1/92 10/92 100% $ 839,300 Newellton Place Newellton, Apartments LA 32 943,650 2/92 4/92 100% 190,600 New River Overlook Radford, Apartments VA 40 1,483,320 8/91 2/92 100% 285,371 Northridge Arlington, Apartments TX 126 1,678,920 1/92 2/92 96% 741,300 Oak Ridge Crystal Springs, Apartments MS 40 1,302,815 1/92 1/92 100% 308,578 Oakland Village Littleton, Apts. NC 24 852,219 5/92 8/92 100% 161,939 Okemah Village Okemah, Apts. OK 30 692,828 1/93 5/93 100% 119,832 Pineridge McComb, Apartments MS 32 1,003,822 10/91 10/91 100% 238,995 Pineridge Walnut Cove, Elderly NC 24 988,253 10/91 3/92 100% 199,311 Pittsfield Park Pittsfield, Apartments ME 18 1,045,595 12/91 6/92 100% 237,300 Plantation Richmond Hill, Apartments GA 49 1,418,832 12/91 11/91 100% 320,858 Portville Square Portville, Apartments NY 24 920,659 3/92 3/92 95% 198,100 29 Boston Capital Tax Credit Fund II Limited Partnership - Series 14 PROPERTY PROFILES AS OF March 31, 1999 Continued - --------- Mortgage Cap Con Balance Qualified paid Property As of Acq. Const Occupancy thru Name Location Units 12/31/98 Date Comp. 3/31/99 3/31/99 - ----------------------------------------------------------------- - ------------- Prague Village Prague, Apts. OK 8 $ 117,445 1/93 3/93 100% $ 21,373 Rainbow Commons Marshfield, Apartments WI 48 769,490 9/91 6/91 100% 1,126,901 Rainier Manor Mt. Rainier, Apartments MD 104 2,665,216 3/92 1/93 100% 1,190,350 Rosenberg Santa Rosa, Hotel CA 77 1,811,122 12/91 1/92 100% 1,850,000 Rosewood Manor Ellenton, Apartments FL 43 1,437,558 12/91 11/91 100% 302,250 San Jacinto Senior San Jacinto, Apartments CA 46 2,369,914 1/92 10/91 100% 588,965 Lakeside Manor Schroon Lake, Apartments NY 24 1,081,358 11/91 1/92 100% 249,349 Smithville Smithville, Properties MO 48 1,243,871 2/92 5/91 100% 285,384 Snow Hill Ridge Raleigh, Apartments NC 32 1,205,346 10/91 12/91 100% 307,524 Somerset Antioch, Apartments CA 156 5,492,513 8/92 3/90 100% 1,026,542 Spring Creek Derby, Village KS 72 1,811,117 6/91 9/91 100% 1,634,760 30 Boston Capital Tax Credit Fund II Limited Partnership - Series 14 PROPERTY PROFILES AS OF March 31, 1999 Continued - --------- Mortgage Cap Con Balance Qualified paid Property As of Acq. Const Occupancy thru Name Location Units 12/31/98 Date Comp. 3/31/99 3/31/99 - ----------------------------------------------------------------- - ------------- Spring Valley Lexington Park, Apartments MD 128 $4,832,613 11/91 12/92 100% $ 2,777,811 Springwood Park Durham, Apartments NC 100 3,009,245 10/91 5/91 100% 374,349 Summer Lane Santee, Apartments SC 24 860,017 7/91 11/91 100% 176,291 Summit Ridge Palmdale, Apartments CA 304 8,863,346 10/92 12/93 100% 1,236,600 Titusville Titusville, Apartments PA 30 1,239,424 12/91 1/92 100% 280,829 Townview St. Mary's, Apartments PA 36 1,378,459 9/91 10/91 97% 315,700 Tyrone House Tyrone, Apartments PA 36 1,483,059 12/91 1/92 100% 349,800 Valley Ridge Senior Central Valley, Apartments CA 38 1,823,519 1/92 12/91 100% 456,600 Victoria Victoria, Place VA 39 1,395,267 1/92 6/92 100% 287,736 Villa West Topeka, Apts. IV KS 60 1,517,825 8/91 1/91 100% 1,392,873 Village Raleigh, Green NC 42 713,442 5/92 9/91 100% 581,446 Washington Abingdon, Court VA 39 1,182,736 7/91 8/91 100% 295,250 31 Boston Capital Tax Credit Fund II Limited Partnership - Series 14 PROPERTY PROFILES AS OF March 31, 1999 Continued - --------- Mortgage Cap Con Balance Qualified paid Property As of Acq. Const Occupancy thru Name Location Units 12/31/98 Date Comp. 3/31/99 3/31/99 - ----------------------------------------------------------------- - ------------- Wesley Village Martinsburg, Apartments WV 36 $1,312,892 10/91 6/92 100% $ 266,253 Westside Louisville, Apartments MS 33 819,826 3/92 1/92 100% 191,014 Wildwood Terrace Wildwood, Apartments FL 40 1,263,034 10/91 10/91 100% 281,647 Woodside Belleview, Apartments FL 41 1,212,032 11/91 10/91 100% 268,500 Wynnewood Village Wynnewood, Apts. OK 16 402,568 1/93 11/93 100% 67,443 Yorkshire Delevan, Corners NY 24 923,180 8/91 9/91 100% 191,500 Zinmaster Minneapolis, Apartments MN 36 1,835,021 1/95 1/88 100% 150,000 32 Item 3. Legal Proceedings None. Item 4. Submission of Matters to a Vote of Security Holders None. 33 PART II ------- Item 5. Market for the Registrant's Partnership Interests and Related Partnership Matters (a) Market Information The Partnership is classified as a limited partnership and thus has no common stock. There is no established public trading market for the BACs and it is not anticipated that any public market will develop. (b) Approximate number of security holders As of March 31, 1999, the Partnership has 11,588 registered BAC holders for an aggregate of 18,679,738 BACs which were offered at a subscription price of $10 per BAC. The BACs were issued in series. Series 7 consists of 812 investors holding 1,036,100 BACs, Series 9 consists of 2,259 investors holding 4,178,029 BACs, Series 10 consists of 1,648 investors holding 2,428,925 BACs, Series 11 consists of 1,387 investors holding 2,489,599 BACs, Series 12 consists of 1,923 investors holding 2,972,795 BACs, and Series 14 consists of 3,559 investors holding 5,574,290 BACs at March 31, 1999. (c) Dividend history and restriction The Partnership has made no distributions of Net Cash Flow to its BAC Holders from its inception, June 28, 1989 through March 31, 1999. The Partnership Agreement provides that Profits, Losses and Credits will be allocated each month to the holder of record of a BAC as of the last day of such month. Allocation of Profits, Losses and Credits among BAC Holders will be made in proportion to the number of BACs held by each BAC Holder. Any distributions of Net Cash Flow or Liquidation, Sale or Refinancing Proceeds will be made within 180 days of the end of the annual period to which they relate. Distributions will be made to the holders of record of a BAC as of the last day of each month in the ratio which (i) the BACs held by such Person on the last day of the calendar month bears to (ii) the aggregate number of BACs outstanding on the last day of such month. Partnership allocations and distributions are described on pages 107 to 112 of the Prospectus, as supplemented, which are incorporated herein by reference. 34 Item 6. Selected Financial Data The information set forth below presents selected financial data of the Partnership for each of the five years in the period ended March 31, 1999. Additional detailed financial information is set forth in the audited financial statements listed in Item 14 hereof. March 31, March 31, March 31, March 31, March 31, 1999 1998 1997 1996 1995 -------- -------- -------- -------- - -------- Operations - ---------- Interest & other Inc $ 110,392 $ 42,913 $ 155,501 $ 65,468 $ 78,723 Share of Loss of Operating Partnerships (7,498,353) (8,573,433) (10,464,997) (12,992,069) (14,053,018) Operating Exp (3,177,618) (2,783,041) (2,781,444) (2,852,335) (2,876,048) --------- --------- --------- --------- - --------- Net Loss $(10,565,579)$(11,313,561)$(13,090,940)$(15,778,936) $(16,850,343) =========== ========== ========== =========== =========== Net Loss per BAC $ (.60) $ (.60)$ (.69)$ (.84) $ (.89) ========== =========== ========== =========== =========== Balance Sheet - ------------- Total Assets$52,816,616 $ 64,633,488 $ 73,382,875 $ 85,486,212 $ 99,601,389 =========== =========== ========== =========== =========== Total Liab $17,186,103 $ 14,605,906 $ 12,041,732 $ 11,054,129 $ 9,390,370 Partners' =========== =========== ========== =========== =========== Capital $39,462,003 $ 50,027,582 $ 61,341,143 $ 74,432,083 $ 90,211,019 =========== =========== ========== =========== =========== Other Data - ---------- Credit per BAC for the Investors Tax Year, for the twelve months ended, December 31, 1998, 1997, 1996, 1995 and 1994* $ 1.39 $ 1.40 $ 1.40 $ 1.39 $ 1.35 ========== =========== ============ =========== =========== * Credit per BAC is a weighted average of all the Series. Since each Series has invested as a limited partner in different Operating Partnerships the Credit per BAC will vary slightly from series to series. For more detailed information refer to Item 7. Results of Operations. 35 Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations Liquidity - --------- The Partnership's primary source of funds was the proceeds of its Public Offering. Other sources of liquidity include (i) interest earned on capital contributions unpaid as of March 31, 1999 and on working capital reserves and (ii) cash distributions from operations of the Operating Partnerships in which the Partnership has invested. These sources of liquidity, along with the Partnership's working capital reserve, are available to meet the obligations of the Partnership. The Partnership does not anticipate significant cash distributions from operations of the Operating Partnerships. The Partnership is currently accruing the annual partnership management fee to enable each series to meet current and future third party obligations. During the fiscal year ended March 31, 1999 the Partnership accrued $2,509,932 in annual partnership management fees. As of March 31, 1999 the accrued partnership management fees totaled $16,623,060. Pursuant to the Partnership Agreement, such liabilities will be deferred until the Partnership receives sale or refinancing proceeds from Operating Partnerships, and at that time proceeds from such sales or refinancing will be used to satisfy such liabilities. The Partnership anticipates that there will be sufficient cash to meet future third party obligations. The Partnership does not anticipate significant cash distributions in the long or short term from operations of the Operating Partnerships. An affiliate of the general partner has advanced $169,038 to the Partnership to pay certain third party operating expenses and to fund advances to operating partnerships. Of this amount, $57,638 was advanced during the fiscal year ended March 31, 1999. The amounts advanced, in total, to two of the six series are as follows: $106,488 to Series 7; and $62,550 to Series 12. These, and any additional advances, will be paid, without interest, from available cash flow, reporting fees, or the proceeds of the sale or refinancing of the Partnership's interest in Operating Partnerships. The Partnership anticipates that as the Operating Partnerships continue to mature, more cash flow and reporting fees will be generated. Cash flow and reporting fees will be added to the Partnership's working capital and will be available to meet future third party obligations of the Partnership. The Partnership is currently pursuing, and will continue to pursue, available cash flow and reporting fees and anticipates that the amount collected will be sufficient to cover third party operating expenses. 36 Capital Resources - ----------------- The Partnership offered BACs in a public offering declared effective by the Securities and Exchange Commission on October 25, 1989. The Partnership received and accepted subscriptions for $186,337,517 representing 18,679,738 BACs from investors admitted as BAC Holders in Series 7, 9 through 12 and 14 of the Partnership. Offers and sales of BACs in Series 7, 9 through 12, and 14 of the Partnership were completed and the last of the BACs in Series 14 were issued by the Partnership on January 27, 1992. (Series 7). The Partnership commenced offering BACs in Series 7 on November 14, 1989. The Partnership had received and accepted subscriptions for $10,361,000, representing 1,036,100 BACs from investors admitted as BAC Holders in Series 7. Offers and sales of BACs in Series 7 were completed and the last of the BACs in Series 7 were issued by the Partnership on December 29, 1989. As of March 31, 1999 the net proceeds from the offer and sale of BACs in Series 7 had been used to invest in a total of 15 Operating Partnerships in an aggregate amount of $7,774,651. The Partnership has completed payment of all installments of its capital contributions to all Operating Partnerships. Series 7 net offering proceeds in the amount of $8,529 remains in working capital. (Series 9). The Partnership commenced offering BACs in Series 9 on February 1, 1990. The Partnership had received and accepted subscriptions for $41,574,518, representing 4,178,029 BACs from investors admitted as BAC Holders in Series 9. Offers and sales of BACs in Series 9 were completed and the last of the BACs in Series 9 were issued by the Partnership on April 30, 1990. During the fiscal year ended March 31, 1999, the Partnership did not use any of Series 9's net offering proceeds to pay installments of its capital contributions to the Operating Partnerships. As of March 31, 1999 the net proceeds from the offer and sale of BACs in Series 9 had been used to invest in a total of 55 Operating Partnerships in an aggregate amount of $31,605,286, and the Partnership had completed payment of installments of its capital contributions to 54 of the 55 Operating Partnerships. Series 9 net offering proceeds in the amount of $143,538 remains to be used by the Partnership to pay additional installments of capital contributions to Operating Partnerships and in working capital. (Series 10). The Partnership commenced offering BACs in Series 10 on May 7, 1990. The Partnership had received and accepted subscriptions for $24,288,997 representing 2,428,925 BACs from investors admitted as BAC Holders in Series 10. Offers and sales of BACs in Series 10 were completed and the last of the BACs in Series 10 were issued by the Partnership on August 24, 1990. 37 As of March 31, 1999 the net proceeds from the offer and sale of BACs in Series 10 had been used to invest in a total of 46 Operating Partnerships in an aggregate amount of $18,555,455. The Partnership has completed payment of all installments of its capital contributions to all of the Operating Partnerships. Series 10 net offering proceeds in the amount of $33,116 remains in working capital. (Series 11). The Partnership commenced offering BACs in Series 11 on September 17, 1990. The Partnership had received and accepted subscriptions for $24,735,002, representing 2,489,599 BACs in Series 11. Offers and sales of BACs in Series 11 were completed and the last of the BACs in Series 11 were issued by the Partnership on December 31, 1990. During the fiscal year ended March 31, 1999, the Partnership did not use any of Series 11's net offering proceeds to pay additional installments of its capital contributions to one Operating Partnership. As of March 31, 1998 the net proceeds from the offer and sale of BACs in Series 11 had been used to invest in a total of 40 Operating Partnerships in an aggregate amount of $18,894,372, and the Partnership had completed payment of all installments of its capital contributions to 39 of the 40 Operating Partnerships. Series 11 net offering proceeds in the amount of $95,122 remains to be used by the Partnership to pay additional installments of capital contributions to Operating Partnerships and in working capital. (Series 12). The Partnership commenced offering BACs in Series 12 on February 1, 1991. The Partnership had received and accepted subscriptions for $29,649,003, representing 2,972,795 BACs in Series 12. Offers and sales of BACs in Series 12 were completed and the last of the BACs in Series 12 were issued by the Partnership on April 30, 1991. During the fiscal year ended March 31, 1999, the Partnership did not use any of Series 12's net offering proceeds to pay additional installments of its capital contributions to the Operating Partnerships. As of March 31, 1999 the net proceeds from the offer and sale of BACs in Series 12 had been used to invest in a total of 53 Operating Partnerships in an aggregate amount of $22,356,179, and the Partnership had completed payment of all installments of its capital contributions to 51 of the 53 Operating Partnerships. Series 12 net offering proceeds in the amount of $82,710 remains to be used by the Partnership to pay additional installments of capital contributions to Operating Partnerships and in working capital. (Series 14). The Partnership commenced offering BACs in Series 14 on May 20, 1991. The Partnership had received and accepted subscriptions for $55,728,997, representing 5,574,290 BACs in Series 14. Offers and sales of BACs in Series 14 were completed and the last of the BACs in Series 14 were issued by the Partnership on January 27, 1992. 38 During the fiscal year ended March 31, 1999, the Partnership did not use any of Series 14's net offering proceeds to pay additional installments of its capital contributions to one Operating Partnership. As of March 31, 1999 the net proceeds from the offer and sale of BACs in Series 14 had been used to invest in a total of 101 Operating Partnerships in an aggregate amount of $42,034,328, and the Partnership had completed payment of all installments of its capital contributions to 86 of the 101 Operating Partnerships. Series 14 net offering proceeds in the amount of $165,015 remains to be used by the Partnership to pay additional installments of capital contributions to Operating Partnerships and in working capital. Results of Operations - --------------------- The Partnership incurs an annual partnership management fee payable to the General Partner and/or its affiliates in an amount equal to 0.5% of the aggregate cost of the Apartment Complexes owned by the Operating Partnerships, less the amount of certain partnership management and reporting fees paid by the Operating Partnerships. The annual partnership management fee charged to operations for the fiscal years ended March 31, 1999 and 1998 was $2,299,147 and $2,314,373, respectively. The amount is anticipated to decrease in subsequent fiscal years as the Operating Partnerships begin to pay annual partnership management fees and reporting fees to the Partnership. In all series, the tax credits provided to the investors from the tax year ended December 31, 1998 was consistent with the prior year. The Partnership's investment objectives do not include receipt of significant cash distributions from the Operating Partnerships in which it has invested. The Partnership's investments in Operating Partnerships have been made principally with a view towards realization of Federal Housing Tax Credits for allocation to its partners and BAC holders. (Series 7). As of March 31, 1999 and 1998, the average Qualified Occupancy for the series was 100% for both years. For the tax years ended December 31, 1998 and 1997, the series, in total, generated $888,683 and $809,263, respectively, in passive income tax losses that were passed through to the investors, and also provided $1.20 per year for 1998 and 1997 in tax credits per BAC to the investors. As of March 31, 1999 and 1998, the Investments in Operating Partnerships for Series 7 was $974,248 and $1,485,326, respectively. Investments in Operating Partnerships was affected by the way the Partnership accounts for such investments, the equity method. By using the equity method the Partnership adjusts its investment cost for its share of each Operating Partnership's results of operations and for any distributions received or accrued. 39 For the years ended December 31, 1998 and 1997 Series 7 reflects a net income (loss) from Operating Partnerships of $73,874 and $(108,083), respectively, adjusted for depreciation which is a non-cash item. The Operating Partnership New Holland Apartments Limited Partnership (New Holland Apts) received a going concern opinion on the 1997 audit. As a result of the operating partnership incurring continued operational cash flow deficits, a substantial doubt about the property continuing as a going concern was raised. The cash flow deficits were the result of continued poor occupancy at the property. As of the 1998 year-end, the senior mortgage was in default due to nonpayment of interest and principal. As a result of ongoing operating deficits and the first mortgage holder's unwillingness to work with the Investment General Partner, the Investment General Partner has determined that a foreclosure or a deed in lieu of foreclosure transfer is the most likely resolution. Assuming the bank does not change its position, a transfer of ownership of the apartment complex from the Operating Partnership to the first mortgage holder is likely to occur during the third quarter of 1999. If this should occur, Series 7 of the Partnership will face recapture of a portion of the credits previously taken in the year 1999. (Series 9). As of March 31, 1999 and 1998, the average Qualified Occupancy for the series was 99.9% for both years. The series had a total of 55 properties as of March 31, 1998, of which 53 were at 100% qualified occupancy. For the tax years ended December 31, 1998 and 1997, the series, in total, generated $3,281,045 and $3,209,445, respectively, in passive income tax losses that were passed through to the investors, and also provided $1.36 per year for 1998 and 1997 in tax credits per BAC to the investors. As of March 31, 1999 and 1998, the Investments in Operating Partnerships for Series 9 was $9,083,730 and $10,821,707, respectively. Investments in Operating Partnerships was affected by the way the Partnership accounts for such investments, the equity method. By using the equity method the Partnership adjusts its investment cost for its share of each Operating Partnership's results of operations and for any distributions received or accrued. For the years ended December 31, 1998 and 1997 Series 9 reflects a net income from Operating Partnerships of $740,696 and $673,107, respectively, adjusted for depreciation which is a non cash item. The Operating General Partner and management agent of School Street II Limited Partnership (School Street Apts. II) were removed and replaced during 1997. In the transition, occupancies suffered, and as a result, a leasing agent and new management company were hired by the new Operating General Partner to rent the vacant units. Due to the unresponsiveness of the new management company, another company was hired in October 1998 with the goal to improve occupancy and operations. Occupancy increased from 83% in December 1998 to 92% in March 1999 as a result of the new site manager. In addition, the Operating General Partner initiated negotiations with the first mortgage holder to restructure the debt. As a result of these negotiations, a more favorable refinancing closed on January 4, 1999. The Operating General Partner anticipates that the property will generate positive cash flow next quarter. 40 The Operating Partnership New Holland Apartments Limited Partnership (New Holland Apts) received a going concern opinion on the 1997 audit. As a result of the operating partnership incurring continued operational cash flow deficits, a substantial doubt about the property continuing as a going concern was raised. The cash flow deficits were the result of continued poor occupancy at the property. As of the 1998 year-end, the senior mortgage was in default due to nonpayment of interest and principal. As a result of ongoing operating deficits and the first mortgage holder's unwillingness to work with the Investment General Partner, the Investment General Partner has determined that a foreclosure or a deed in lieu of foreclosure transfer is the most likely resolution. Assuming the bank does not change its position, a transfer of ownership of the apartment complex from the Operating Partnership to the first mortgage holder is likely to occur during the third quarter of 1999. If this should occur, Series 9 of the Partnership will face recapture of a portion of the credits previously taken in the year 1999. The Operating Partnership Glennwood Hotel Investors (Glennwood Hotel) continues to operate at an average occupancy of 66%. The area has an oversupply of affordable rental housing and a poor local economy, which has negatively impacted the property. The property's competition includes a number of newer complexes with more space and amenities and, in some cases, lower rents. The management company, an affiliate of the Operating General Partner, has increased its marketing and outreach efforts and continues to offer assistance to the Operating Partnership. The Investment General Partner is working with the Operating General Partner to monitor marketing efforts. (Series 10). As of March 31, 1999 and 1998, the average Qualified Occupancy for the series was 99.7% for both years. The series had a total of 45 properties at March 31, 1999, of which 44 were at 100% qualified occupancy. For the tax years ended December 31, 1998 and 1997 the series, in total, generated $1,441,794 and $1,670,004, respectively, in passive income tax losses that were passed through to the investors, and also provided $1.44 and $1.46, respectively, in tax credits per BAC to the investors. As of March 31, 1999 and 1998, the Investments in Operating Partnerships for Series 10 was $7,305,952 and $8,211,459, respectively. Investments in Operating Partnerships was affected by the way the Partnership accounts for such investments, the equity method. By using the equity method the Partnership adjusts its investment cost for its share of each Operating Partnership's results of operations and for any distributions received or accrued. For the years ended December 31, 1998 and 1997 Series 10 reflects net income from Operating Partnerships of $1,162,266 and $1,015,795, respectively, adjusted for depreciation which is a non cash item. North Connecticut Avenue L.P. (46 North Connecticut Avenue) operated at a deficit in 1998 due to its high operating expenses. The Operating General Partner was unable to secure a loan modification from the loan holder. The continued level of high operating deficits left the Operating General Partner with little alternative but to grant a deed-in-lieu of foreclosure to the loan holder. However, since the deed-in-lieu of foreclosure occurred during January 1999, the Partnership will still be eligible to receive 1998 tax credits. In 1999, Series 10 of the Partnership will face recapture of a portion of credits previously taken due to the transfer of ownership of the apartment 41 complex from the Operating Partnership to the mortgage holder. Further, the Investment Partnership no longer has an ownership interest in the apartment complex. (Series 11). As of March 31, 1999 and 1998, the average Qualified Occupancy for the series was 100% for both years. The series had a total of 40 properties at March 31, 1999, all of which were at 100% qualified occupancy. For the tax years ended December 31, 1998 and 1997, the series, in total, generated $1,626,615 and $1,878,254, respectively, in passive income tax losses that were passed through to the investors, and also provided $1.32 per year for 1998 and 1997 in tax credits per BAC to the investors. As of March 31, 1999 and 1998, the Investments in Operating Partnerships for Series 11 was $8,819,044 and $9,872,942, respectively. Investments in Operating Partnerships was affected by the way the Partnership accounts for such investments, the equity method. By using the equity method the Partnership adjusts its investment cost for its share of each Operating Partnership's results of operations and for any distributions received or accrued. For the years ended December 31, 1998 and 1997 Series 11 reflects net income from Operating Partnerships of $849,812 and $922,140, respectively, adjusted for depreciation which is a non-cash item. The Investment General Partner received notification during the first quarter of 1999 that an Internal Revenue Service audit of the Operating Partnership Crestwood RRH, Limited (Crestwood Apartments) had been resolved. The audit for the years ended December 31, 1995 and December 31, 1996 had resulted in a "no change" determination and therefore had no impact on the partnership or any tax credits previously generated by the Operating Partnership. (Series 12). As of March 31, 1999 and 1998, the average Qualified Occupancy for the series was 99.9% for both years. The series had a total of 53 properties at March 31, 1999, of which 52 were at 100% qualified occupancy. For the tax years ended December 31, 1998 and 1997, the series, in total, generated $1,927,382 and $2,395,934, respectively, in passive income tax losses that were passed through to the investors, and also provided $1.46 per year for 1998 and 1997 in tax credit per BAC to the investors. As of March 31, 1999 and 1998, the Investments in Operating Partnerships for Series 12 was $9,338,564 and $10,585,841, respectively. Investments in Operating Partnerships was affected by the way the Partnership accounts for such investments, the equity method. By using the equity method the Partnership adjusts its investment cost for its share of each Operating Partnership's results of operations and for any distributions received or accrued. For the years ended December 31, 1998 and 1997 Series 12 reflects net income from Operating Partnerships of $859,723 and $609,135, respectively, adjusted for depreciation which is a non cash item. 42 (Series 14). As of March 31, 1999 and 1998, the average Qualified Occupancy for the series was 99.7% and 99.6%, respectively. The series had a total of 101 properties at March 31, 1999. Out of the total, 96 were at 100% qualified occupancy. For the tax years ended December 31, 1998 and 1997, the series, in total, generated $4,535,451 and $4,856,228, respectively, in passive income tax losses that were passed through to the investors, and also provided $1.42 and $1.44, respectively, in tax credits per BAC to the investors. As of March 31, 1999 and 1998, the Investments in Operating Partnerships for Series 14 was $17,295,078 and $19,862,702, respectively. Investments in Operating Partnerships was affected by the way the Partnership accounts for such investments, the equity method. By using the equity method the Partnership adjusts its investment cost for its share of each Operating Partnership's results of operations and for any distributions received or accrued. For the years ended December 31, 1998 and 1997 Series 14 reflects a net income from Operating Partnerships of $1,625,463 and $1,278,786, respectively, adjusted for depreciation which is a non-cash item. The properties owned by Glenhaven Park Partners, A California LP (Glenhaven Estates), Haven Park Partners II, A California LP (Glenhaven Park II), Haven Park Partners III, A California LP (Glenhaven Park III), and Haven Park Parnters IV, A California LP (Glenhaven Park) continue to suffer from high operating expenses and occupancy issues. The management company has said that the rental market is poor with an oversupply of housing. As of March 31, 1999, physical occupancy was 69%, 86%, 86%, and 75%, respectively. The management company will continue to actively conduct outreach to generate new interest in the properties along with working towards reducing the operating expenses. The Investment General Partner is also working with the Operating General Partner to develop a capital needs plan to assess what can be done in hopes of improving occupancy levels. On April 27, 1998 Woodfield Commons Limited Partnership (Rainbow Commons Apartments) received a 60-Day letter issued by the IRS stating that the Operating Partnership had not met certain IRC Section 42 requirements. The IRS has additionally sent two Notices of Beginning of Administrative Proceedings for the tax years ending 1996 and 1997 dated May 24, 1999 and June 1, 1999, respectively. The initial 60-Day letter which was issued in relation to the tax years ended December 31, 1993, 1994, and 1995, was the result of an IRS audit of the Operating Partnership's tenant files. The IRS has proposed an adjustment that would disallow the Partnership from utilizing certain past or future credits. On June 23, 1998, the Operating General Partner and its counsel filed a written protest with the IRS and requested additional information from the IRS with regards to the legal and factual basis upon which it has proposed its assessment. As of this date, the IRS has not responded to this request nor has a conference with the Appeals Office been scheduled. The IRS has not proposed any adjustments for disallowing credits with respect to the tax years 1996 and 1997. Therefore the Operating General Partner has not yet responded to the additional notices, nor have they been able to review the information related to the notices to render an opinion on the ultimate outcome. 43 The Partnership previously reported that the Operating General Partner and its counsel did not anticipate an outcome that would have a material effect on the financial statements and accordingly, no adjustment has been made in the accompanying financial statements. While the Operating General Partner and its counsel are still of this opinion, it is the opinion of the Investment General Partner that the outcome of the original proceedings coupled with new notices could, in total, be material. While no adjustments have been made to the accompanying financial statements, the auditor's have included a contingency footnote (see Note H). The first permanent loan of One Northridge, Limited (Northridge Apts) was scheduled to mature on December 10, 1998. The Operating General Partner obtained an extension for the maturity date of the loan to August 31, 1999 and is currently evaluating multiple refinancing options. 44 Recent Accounting Statements Not Yet Adopted - --------------------------------------------- On March 31, 1997, the Partnership adopted Statement of Financial Accounting Standards ("SFAS") No. 128, "Earnings per Share" and SFAS No. 129, "Disclosure of Information about Capital Structure." SFAS No. 128 provides accounting and reporting standards for the amount of earnings per share. SFAS No. 129 requires the disclosure in summary form within the financial statements of pertinent rights and privileges of the various securities outstanding. The implementation of these standards has not materially affected the Partnership's financial statements. In June 1997, the Financial Accounting Standards Board issued SFAS No. 130, "Reporting Comprehensive Income" and SFAS No. 131, "Disclosures about Segments of an Enterprise and Related Information." In February 1998, the Financial Accounting Standards Board issued SFAS No. 132, "Employees' Disclosures about Pensions and Other Post-retirement Benefits." SFAS No. 130 is effective for years beginning after December 15, 1997. SFAS No. 131 and No. 132 are effective for years beginning after December 31, 1997 and early adoption is encouraged. In June 1998, the FASB issued SFAS No. 133, "Accounting for Derivative Instruments and Hedging Activities." In October 1998, the FASB issued SFAS No. 134, "Accounting for Mortgage-backed Securities Retained after the Securitization of Mortgage Loans Held for Sale by a Mortgage Banking Enterprise." In February 1999, the FASB issued SFAS No. 135, "Rescission of FASB Statement 75 and Technical Corrections." SFAS No. 133 is effective for all the fiscal quarters of years beginning after June 15, 1999; SFAS No. 134 is effective for the first fiscal quarter beginning after December 31, 1998; and SFAS No. 135 is effective for years ending after February 15, 1999. Early adoption is encouraged for SFAS No. 133, 134 and 135. The Partnership does not have any items of other comprehensive income, does not have other segments of its business or when to report, and does not have any pensions or other post-retirement benefits. Consequently, these pronouncements are expected to have no effect on the Partnership's financial statements. Year 2000 Compliance - -------------------- Boston Capital and its management have reviewed the potential computer problems that may arise from the century date change known as the "Year 2000"or "Y2K" problem. We are currently in the process of taking the necessary precautions to minimize any disruptions. The majority of Boston Capital's systems are "Y2K" compliant. For all remaining systems we have contacted the vendors to provide us with the necessary upgrades and replacements. Boston Capital is committed to ensuring that the "Y2K" issue will have no impact on our investors. Item 7A. Quantitative and Qualitative Disclosure About Market Risk Not Applicable Item 8. Financial Statements and Supplementary Data The information required by this item is contained in Part IV, Item 14 of this Annual Report on Form 10-K. Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure None. 45 PART III -------- Item 10. Directors and Executive Officers of the Registrant (a), (b), (c), (d) and (e) The Partnership has no directors or executives officers of its own. The following biographical information is presented for the partners of the General Partners and affiliates of those partners (including Boston Capital Partners, Inc. ("Boston Capital")) with principal responsibility for the Partnership's affairs. Herbert F. Collins, age 68, is co-founder and Chairman of the Board of Boston Capital Corporation. Nominated by President Clinton and confirmed by the United States Senate, Mr. Collins served as the Republican private sector member of the Thrift Depositor Protection Oversight Board. During 1990 and 1991 he served as Chairman of the Board of Directors for the Federal Home Loan Bank of Boston, a 314-member, $12 billion central bank in New England. Mr. Collins is the co-founder and past President of the Coalition for Rural Housing and Development. In the 1980s he served as Chairman of the Massachusetts Housing Policy Commission to evaluate current programs and recommend future housing policy. Additionally, he served as a member of the Board of Directors of the Metropolitan Boston Housing Partnership and on the Mitchell- Danforth Task Force, which helped structure the 1990 federal Tax Credit legislation. Mr. Collins also is a past Member of the Board of Directors of the National Leased Housing Association and has served as a member of the U. S. Conference of Mayors Task Force on "HUD and the cities: 1995 and Beyond." Mr. Collins also was a member of the Fannie Mae Housing Impact Advisory Council and the Republican Housing Opportunity Caucus. He is Chairman of the Business Advisory Council and a member of the National Council of State Housing Agencies Tax Credit Commission. Mr. Collins graduated from Harvard College. President Bush appointed him to the President's Advisory Committee on the Arts at the John F. Kennedy Center for the Performing Arts. He is a leader in the civic community, serving on the Boards of Youthbuild Boston, the Pine Inn and I Have a Dream Foundation. John P. Manning, age 51, is co-founder, President and Chief Executive Officer of Boston Capital Corporation where he is responsible for strategic planning and business development. In addition to his responsibilities at Boston Capital, Mr. Manning is a proactive leader in the industry. He served in 1990 as a member of the Mitchell-Danforth Task Force, to review and reform the Low Income Housing Tax Credit. He was the founding President of the Affordable Housing Tax Credit Coalition, is a member of the board of the National Leased Housing Association and sits on the Advisory Board of the publication Housing and Development Reporter. During the 1980s he served as a member of the Massachusetts Housing Policy Committee, as an appointee of the Governor of Massachusetts. In addition, Mr. Manning has testified before the U.S. House Ways and Means Committee and the U.S. Senate Finance Committee, on the critical role of the private sector in the success of the Low Income Housing Tax Credit Program. In 1996, President Clinton appointed him to the President's Advisory Committee on the Arts at the John F. Kennedy Center for the Performing Arts. In 1998, President Clinton also appointed Mr. Manning to the President's Export Council, which is the premier committee comprised of major corporate CEOs to advise the President in matters of foreign trade. Mr. Manning is also a member of the Board of Directors of the John F. Kennedy Presidential Library in Boston. In the civic community, Mr. Manning is a leader, serving on the Board of Youthbuild Boston. Mr. Manning is a graduate of Boston College. 46 Richard J. DeAgazio, age 54, is Executive Vice President of Boston Capital Partners, Inc., and is President of Boston Capital Services, Inc., Boston Capital's NASD registered broker/dealer. Mr. DeAgazio formerly served on the national Board of Governors of the National Association of Securities Dealers (NASD), was the Vice Chairman of the NASD's District 11 Committee, and served as Chairman of the NASD's Statutory Disqualification Subcommittee of the National Business Conduct Committee. He also served on the NASD State Liaison Committee and the Direct Participation Program Committee. He presently serves as a member of the National Adjudicatory Council on NASD. He is a founder and past President of the National Real Estate Investment Association, past President of the Real Estate Securities and Syndication Institute (Massachusetts Chapter) and the Real Estate Investment Association. Prior to joining Boston Capital in 1981, Mr. DeAgazio was the Senior Vice President and Director of the Brokerage Division of Dresdner Securities (USA), Inc., an international investment banking firm owned by four major European banks, and was a Vice President of Burgess & Leith/Advest. He has been a member of the Boston Stock Exchange since 1967. He is a leader in the community and serves on the Business Leaders Council of the Boston Symphony, Board of Directors for Junior Achievement of Massachusetts, the Board of Advisors for the Ron Burton Training Village and is on the Board of Corporators of Northeastern University. He graduated from Northeastern University. Christopher W. Collins, age 43, is an Executive Vice President and a principal of Boston Capital Partners, Inc., and is responsible for, among other areas, overseeing the investment portfolio of funds sponsored by Boston Capital and the acquisition of real estate investments on behalf of such funds. Mr. Collins has had extensive experience in real estate development activities, having founded and directed the American Development Group, a comprehensive real estate development firm, and has also had extensive experience in the area of acquiring real estate investments. He is on the Board of Directors of the National Multi-Housing Council and a member of the Massachusetts Housing Finance Agency Multi-Family Advisory Committee. He graduated from the University of New Hampshire. Anthony A. Nickas, age 38, is Chief Financial Officer of Boston Capital Partners, Inc., and serves as Chairman of the firm's Operating Committee. He has fifteen years of experience in the accounting and finance field and has supervised the financial aspects of Boston Capital's project development and property management affiliates. Prior to joining Boston Capital in 1987, he was Assistant Director of Accounting and Financial Reporting for the Yankee Companies, Inc., and was an Audit Supervisor for Wolf & Company of Massachusetts, P.C., a regional certified public accounting firm based in Boston. He graduated with honors from Norwich University. (f) Involvement in certain legal proceedings. (g) None. (g) Promoters and control persons. None. 47 Item 11. Executive Compensation (a), (b), (c), (d) and (e) The Partnership has no officers or directors. However, under the terms of the Amended and Restated Agreement and Certificate of Limited Partnership of the Partnership, the Partnership has paid or accrued obligations to the General Partner and its affiliates for the following fees during the 1999 fiscal year: 1. An annual partnership management fee based on .5 percent of the aggregate cost of all Apartment Complexes acquired by the Operating Partnerships, less the amount of certain partnership management and reporting fees paid or payable by the Operating Partnerships, has been accrued as payable to Boston Capital Asset Management Limited Partnership. The annual partnership management fee accrued during the year ended March 31, 1999 was $2,509,932. Accrued fees are payable without interest as sufficient funds become available. 2. The Partnership has reimbursed, or accrued to, an affiliate of the General Partner a total of $57,587 for amounts charged to operations during the year ended March 31, 1999. The reimbursement includes, but may not be limited to postage, printing, travel, and overhead allocations. Item 12. Security Ownership of Certain Beneficial Owners and Management (a) Security ownership of certain beneficial owners. As of March 31, 1999, 18,679,738 BACs had been issued. No person is known to own beneficially in excess of 5% of the outstanding BACs in any of the Series. (b) Security ownership of management. The General Partner has a 1% interest in all Profits, Losses, Credits and distributions of the Partnership. The Partnership's response to Item 12(a) is incorporated herein by reference. (c) Changes in control. There exists no arrangement known to the Partnership the operation of which may at a subsequent date result in a change in control of the Partnership. There is a provision in the Limited Partnership Agreement which allows, under certain circumstances, the ability to change control. Item 13. Certain Relationships and Related Transactions (a) Transactions with management and others. The Partnership has no officers or directors. However, under the terms of the public offering, various kinds of compensation and fees are payable to the General Partner and its Affiliates during the organization and operation of the Partnership. Additionally, the General Partner will receive distributions from the Partnership if there is cash available for distribution or residual proceeds as defined in the Partnership 48 Agreement. The amounts and kinds of compensation and fees are described on pages 32 to 33 of the Prospectus under the caption "Compensation and Fees", which is incorporated herein by reference. See Note B of Notes to Financial Statements in Item 14 of this Annual Report on Form 10-K for amounts accrued or paid to the General Partner and its affiliates during the period from April 1, 1995 through March 31, 1999. (b) Certain business relationships. The Partnership response to Item 13(a) is incorporated herein by reference. (c) Indebtedness of management. None. (d) Transactions with promoters. Not applicable. 49 PART IV ------- Item 14. Exhibits, Financial Statement Schedules, and Reports on Form 8-K (a) 1 and 2. Financial Statements and Financial Statement Schedules Independent Auditors' Report Balance Sheets, March 31, 1999 and 1998 Statement of Operations, Years ended March 31, 1999, 1998, and 1997. Statements of Changes in Partners' Capital, Years ended March 31, 1999, 1998 and 1997. Statements of Cash Flows, Years ended March 31, 1999, 1998 and 1997. Notes to Financial Statements, March 31, 1999, 1998 and 1997. Schedule III - Real Estate and Accumulated Depreciation Notes to Schedule III Schedules not listed are omitted because of the absence of the conditions under which they are required or because the information is included in the financial statements or the notes hereto. (a) 3. Exhibits (listed according to the number assigned in the table in Item 601 of Regulation S-K) Exhibit No. 3 - Organization Documents. a. Certificate of Limited Partnership of Boston Capital Tax Credit Fund II Limited Partnership. (Incorporated by reference from Exhibit 3 to the Partnership's Registration Statement No. 33-30145 on Form S-11 as filed with the Securities and Exchange Commission on October 25, 1989.) 50 Exhibit No. 4 - Instruments defining the rights of security holders, including indentures. a. Agreement of Limited Partnership of Boston Capital Tax Credit Fund II Limited Partnership. (Incorporated by reference from Exhibit 4 to the Partnership's Registration Statement No. 33-30145 on Form S-11 as filed with the Securities and Exchange Commission on October 25, 1989.) Exhibit No. 10 - Material contracts. a. Beneficial Assignee Certificate. (Incorporated by reference from Exhibit 10A to the Partnership's Registration Statement No. 33-30145 on Form S-11 as filed with the Securities and Exchange Commission on October 25, 1989.) Exhibit No. 28 - Additional exhibits (b) Reports on Form 8-K ------------------- (c) Exhibits -------- The list of exhibits required by Item 601 of Regulation S-K is included in Item (a)(3). (d) Financial Statement Schedules ----------------------------- See Item (a) 1 and 2 above. (e) Independent Auditors' Reports for Operating Limited Partnerships. --------------------------------------------------- 51 SIGNATURES ---------- Pursuant to the requirements of Section 13 of the Securities Exchange Act of 1934, the Partnership has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized. Boston Capital Tax Credit Fund II Limited Partnership By: Boston Capital Associates II Limited Partnership, General Partner By: Boston Capital Associates Date: June 30, 1999 By: /s/ John P. Manning ------------------- John P. Manning By: /s/ Herbert F. Collins ---------------------- Herbert F. Collins Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Partnership and in the capacities and on the dates indicated: DATE: June 30, 1999 SIGNATURE: TITLE: General Partner and /s/ John P. Manning Principal Executive ------------------- Officer, Principal John P. Manning Financial Officer and Principal Accounting Officer of Boston Capital Associates General Partner and /s/ Herbert F. Collins Principal Executive --------------------- Officer, Principal Herbert F. Collins Financial Officer and Principal Accounting Officer of Boston Capital Associates 52 FINANCIAL STATEMENTS AND INDEPENDENT AUDITORS' REPORT BOSTON CAPITAL TAX CREDIT FUND II LIMITED PARTNERSHIP - SERIES 7, 9 THROUGH 12, AND 14 MARCH 31, 1999 AND 1998 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 TABLE OF CONTENTS PAGE INDEPENDENT AUDITORS' REPORT F- 3 FINANCIAL STATEMENTS BALANCE SHEETS F- 5 STATEMENTS OF OPERATIONS F- 12 STATEMENTS OF CHANGES IN PARTNERS' CAPITAL F- 19 STATEMENTS OF CASH FLOWS F- 23 NOTES TO FINANCIAL STATEMENTS F- 37 SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION F- 75 NOTES TO SCHEDULE III Schedules not listed are omitted because of the absence of the conditions under which they are required or because the information is included in the financial statements or the notes thereto. Reznick Fedder & Silverman Certified Public Accountants * A Professional Corporation 4520 East-West Highway * Suite 300 * Bethesda, MD 20814-3319 (301) 652-9100 * Fax (301) 652-1848 INDEPENDENT AUDITORS' REPORT To the Partners Boston Capital Tax Credit Fund II Limited Partnership We have audited the accompanying balance sheets of Boston Capital Tax Credit Fund II Limited Partnership, including Boston Capital Tax Credit Fund II Limited Partnership - Series 7, Series 9 through 12, and Series 14, in total and for each series as of March 31, 1999 and 1998 and the related statements of operations, changes in partners' capital and cash flows, for the total partnership and for each of the series, for each of the three years in the period ended March 31, 1999. These financial statements are the responsibility of the partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We did not audit the financial statements of certain operating limited partnerships in which Boston Capital Tax Credit Fund II Limited Partnership owns a limited partnership interest. I n vestments in such partnerships comprise the following percentages of the assets as of March 31, 1999 and 1998 for Series 7, Series 9 through 12, and Series 14, and the limited partnership loss for each of the three years in the period ended March 31, 1999 for Series 7, Series 9 through 12, and Series 14: Total, 34% and 31% of the assets and 24%, 22% and 11% of the partnership loss; Series 7, 27% and 4% of the assets and 13%, 7% and 5% of the partnership loss; Series 9, 35% and 33% of the assets and 29%, 27% and 26% of the partnership loss; Series 10, 40% and 36% of the assets and 20%, 7% and 4% of the partnership loss; Series 11, 38% and 43% of the assets and 32%, 34% and 10% of the partnership loss; Series 12, 24% and 30% of the assets and 24%, 32% and 24% of the partnership loss; and Series 14, 35% and 25% of the assets and 19%, 18% and 15% of the partnership loss. The financial statements of these partnerships were audited by other auditors, whose reports have been furnished to us, and our opinion, insofar as it relates to information relating to these partnerships, is based solely on the reports of the other auditors. 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 financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements of each series. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits and the reports of the other auditors provide a reasonable basis for our opinion. F-3 In our opinion, based on our audits and the reports of the other auditors, the financial statements referred to above present fairly, in all material respects, the financial position of Boston Capital Tax Credit Fund II Limited Partnership, including Boston Capital Tax Credit Fund II Limited Partnership - Series 7, Series 9 through 12, and Series 14, in total and for each series as of March 31, 1999 and 1998 and the results of its operations and its cash flows for the total partnership and for each of the series for each of the three years in the period ended March 31, 1999, in conformity with generally accepted accounting principles. We and other auditors have also audited the information included in the related financial statement schedule listed in Form 10-K, Item 14(a) of Boston Capital Tax Credit Fund II Limited Partnership Series 7, Series 9 through 12, and Series 14 as of March 31, 1999. In our opinion, the schedule presents fairly, the information required to be set forth therein, in conformity with generally accepted accounting principles. Bethesda, Maryland June 29, 1999 F-4 MCGLADREY & PULLEN, LLP Certified Public Accountants and Consultants INDEPENDENT AUDITOR'S REPORT To the Partners Deer Hill 11 Limited Partnership Winston-Salem, North Carolina We have audited the accompanying balance sheets of Deer Hill 11 Limited Partnership as of December 31, 1998 and 1997, and the related statements of income, partners' deficit, and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Deer Hill II Limited Partnership as of December 31, 1998 and 1997, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued a report dated January 21, 1999 on our consideration of Forest Hill Limited Partnership's internal control over financial reporting on our tests of its compliance with certain provisions of laws, regulations contracts and grants. Greensboro, North Carolina January 21, 1999 I LAMORENA & CHANG CERTIFIED PUBLIC ACCOUNTANTS 22 BATTERY STREET, SUITE 412 TELEPHONE: 415.781.8441 SAN FRANCISCO, CALIFORNIA 94111 FACSIMILE: 415.781.8442 INDEPENDENT AUDITORS'REPORT To the Partners King City Elderly Housing Associates (a California Limited Partnership) Salinas, California We have audited the accompanying balance sheets of the King City Elderly Housing Associates (a California Limited Partnership) as of December 31, 1998 and 1997, and the related statements of operations, partners' equity (deficit), and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audit. 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 financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of the King City Elderly Housing Associates (a California Limited Partnership) as of December 31, 1998 and 1997, and the results of its operations, changes in partner's equity (deficit) and cash flows for the years then ended in conformity with generally accepted accounting principles. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information on pages and is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. January 21, 1999 BLOOM, GETTIS, HABIB, SILVER & TERRONE, P.A. CERTIFIED PUBLIC ACCOUNTANTS SUITE 1450 2601 SOUTH BAYSHORE DRIVE MIAMI, FLORIDA 33133-91393 TELEPHONE (305) 858-6211 FACSIMILE (305) 858-9696 LAWRENCE W. GETTIS, C.P.A. STEVEN M. HABIB, C.P.A. MICHAEL A. SILVER, C.P.A. ROGER J. TERRONE, C.P.A. CURT A. ROSNER, C.P.A. To the Partners Metropole Apartments Associates, Ltd. Boston, Massachusetts INDEPENDENT AUDITORS' REPORT We have audited the accompanying Balance Sheets of Metropole Apartments Associates, Ltd. (a Florida Limited Partnership), as of December 31, 1998 and 1997, and the related Statements of Operations, Partners' Deficit and Cash Flows for the years then ended. These financial statements are the responsibility of the Metropole Apartments Associates, Ltd.' s management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Metropole Apartments Associates, Ltd. as of December 31, 1998 and 1997, and the results of its operations, the changes in partners' deficit and cash flows for the years then ended in conformity with generally accepted accounting principles. Our audit was made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the audit procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. January 18, 1999 ROBERT ERCOLINI & COMPANY LLP Certified Public Accountants * Business Consultants INDEPENDENT AUDITOR'S REPORT To the Partners of Rosenberg Building Associates Limited Partnership Boston, Massachusetts We have audited the accompanying balance sheets of Rosenberg Building Associates Limited Partnership as of December 31, 1998 and 1997, and the related statements of operations, partners' capital, and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial Position of Rosenberg Building Associates Limited Partnership as of December 31, 1998 and 1997, and the results of its operations, changes in partners' capital, and its cash flows for the years then ended in conformity with generally accepted accounting principles. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The additional information included in this report (shown on pages 18 and 19) is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. March 10, 1999 McGLADREY&PULLEN, LLP Certified Public Accountants and Consultants INDEPENDENT AUDITOR'S REPORT To the Partners Westwood Square Limited Partnership Greensboro, North Carolina We have audited the accompanying balance sheets of Westwood Square Limited Partnership as of December 31, 1998 and 1997, and the related statements of income, partners' deficit, and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Westwood Square Limited Partnership as of December 31, 1998 and 1997, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued a report dated January 21, 1999 on our consideration of Westwood Square Limited Partnership's internal control over financial reporting and on our tests of its compliance with certain provisions of laws, regulations, contracts and grants. Greensboro, North Carolina January 21, 1999 I McGLADREY & PULLEN, LLP Certified Public Accountants and ConsultantsINDEPENDENT AUDITOR'S REPORTTo the PartnersDeer Hill II Limited Partnership Greensboro, North Carolina We have audited the accompanying balance sheets of Deer Hill II Limited Partnership as of December 31, 1997 and 1996, and the related statements of income, partners' deficit, and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Deer Hill II Limited Partnership as of December 31, 1997 and 1996, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued a report dated January 20, 1998 on our consideration of Deer Hill II Limited Partnership's internal control and a report dated January 20, 1998 on its compliance with laws and regulations. Greensboro, North Carolina January 20, 1998 LAMORENA & CHANG CERTIFIED PUBLIC ACCOUNTANTS 22 BATTERY STREET, SUITE 412 TELEPHONE: 415.781.8441 SAN FRANCISCO, CALIFORNIA 94111 FACSIMILE: 415.781.8442 INDEPENDENT AUDITORS'REPORT To the Partners King City Elderly Housing Associates (a California Limited Partnership) Salinas, California We have audited the accompanying balance sheet of the King City Elderly Housing Associates (a California Limited Partnership) as of December 31, 1997 and 1996, and the related statements of operations, partners' equity (deficit), and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these statements based on our audit. We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of the King City Elderly Housing Associates (a California Limited Partnership) as of December 31, 1997 and 1996, and the results of its operations changes in partner's equity (deficit), and its cash flows for the years then ended, in conformity with generally accepted accounting principles. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information on pages and is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. January 25, 1998 BLOOM, GETTIS, HABIB, SILVER & TERRONE, P.A.CERTIFIED PUBLIC ACCOUNTANTS SUITE 1450 2601 SOUTH BAYSHORE DRIVE MIAMI, FLORIDA 33133-9893 TELLEPHONE (305) 858-6211 FACSIMILE (305) 858-9696 BURT R. BLOOM, C.P.A., C.V.A. LAWRENCE W. GETTIS, C.P.A. STEVEN M. HABIB, C.P.A. MICHAEL A. SILVER, C.P.A. ROGER J. TERRONE, C.P.A. CURT A. ROSNER, C.P.A. MEMBERS AMERICAN INSTITUTE OF CERTIFIED PUBLIC ACCOUNTANTS FLORIDA INSTITUTE OF CERTIFIED PUBLIC ACCOUNTANTS To the PartnersMetropole Apartments Associates, Ltd.Boston, Massachusetts INDEPENDENT AUDITORS' REPORT We have audited the accompanying Balance Sheets of Metropole Apartments Associates, Ltd. (a Florida Limited Partnership), as of December 31, 1997 and 1996, and the related Statements of Operations, Partners' Deficit and Cash Flows for the years then ended. These financial statements are the responsibility of the Metropole Apartments Associates, Ltd.'s management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Metropole Apartments Associates, Ltd. as of December 31, 1997 and 1996, and the results of its operations, the changes in partners' deficit and cash flows for the years then ended in conformity with generally accepted accounting principles. Our audit was made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the audit Procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. January 22, 1998 Dulin, Ward & DeWald, Inc.Certified Public Accountants Michael R. DeWald Robert F. Meyer James R. Doty J. Nelson Coats Michael J. O'Brien Jeff A. Taner Mark S.WesterhausenJames E. Hindle, Jr. (1949 - 1994) Offices Located in Fort Wayne and Marion, Indiana INDEPENDENT AUDITOR'S REPORT To the Partners of Oakview Limited (A Limited Partnership) Corunna, Indiana We have audited the accompanying balance sheets of Oakview Limited (A Limited Partnership) as of December 31, 1997 and 1996, and the related statements of income, partners' equity, and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States and the U.S. Department of Agriculture, Farmers Home Administration "Audit Program." Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Oakview Limited (A Limited Partnership) as of December 31, 1997 and 1996, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. Our audits were made for the purpose forming an opinion on the basic financial statements taken as a whole. The accompanying expense analysis is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the audit procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. In accordance with Government Auditing Standards, we have also issued a report dated January 22, 1998 on our consideration of Oakview Limited's internal control structure and a report dated January 22, 1998 on its compliance with laws and regulations. Fort Wayne, Indiana Our mission is to assist businesses, organizations and individuals in measuring, controlling and managing their financial success. 1610 Spy Run Avenue, Fort Wayne, Indiana 46805 219-423-2414 / 800-232-8913 219-423-2419 (Fax) McGLADREY & PULLEN, LLPCertified Public Accountants and Consultants INDEPENDENT AUDITOR'S REPORTTo the Partners Westwood Square Limited Partnership Greensboro, North Carolina We have audited the accompanying balance sheets of Westwood Square Limited Partnership as of December 31, 1997 and 1996, and the related statements of income, partners' deficit, and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Westwood Square Limited Partnership as of December 31, 1997 and 1996, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued a report dated January 20, 1998 on our consideration of Westwood Square Limited Partnership's internal control and a report dated January 20, 1998 on its compliance with laws and regulations. Greensboro, North Carolina January 20, 1998 Dulin, Ward & DeWald, Inc. CERTIFIED PUBLIC ACCOUNTANTS BUSINESS CONSULTANTS Offices Located in Fort Wayne and Marion, Indiana INDEPENDENT AUDITOR'S REPORT To the Partners of Brooklyn Limited (An Indiana Limited Partnership) Corunna, Indiana We have audited the accompanying balance sheets of Brooklyn Limited (An Indiana Limited Partnership) as of December 31, 1998 and 1997, and the related statements of income, partners' equity, and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards and the standards applicable to financial audits contained in Government Auditing Standards issued by the Comptroller General of the United States, and the US. Department of Agriculture, Farmers Home Administration "AUCE Program." Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement An audit includes examining, on a test basis evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respect, the financial position of Brooklyn Limited (An Indiana Limited Partnership) as of December 31, 1998 and 1997, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information on page 9 is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the audit procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. In accordance with Government Auditing Standards, we have also issued a report dated January 28, 1999 on our consideration of Brooklyn Limited's internal control structure and a report dated January 28, 1999 on its compliance with laws and regulations. Fort Wayne, Indiana January 28, 1999 John G. Burk and Associates CERTIFIED PUBLIC ACCOUNTANTS A PROFESSIONAL CORPORATION 56 COURT STREET P.O. BOX 705 KEENE, NEW HAMPSHIRE 03431. (603) 357-4882 January 20, 1999 To the Partners of Beaver Brook Housing Associates Limited Partnership Independent Auditors' Report on Compliance We have audited the financial statements of Beaver Brook Housing Associates (a Limited Partnership), (Case No. 34-06-020424443) as of and for the year ended December 31, 1998, and have issued our report thereon dated January 20, 1999. We conducted our audit in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. Compliance with laws, regulations, contracts, and the loan agreement applicable to Beaver Brook Housing Associates (a Limited Partnership), is the responsibility of Beaver Brook Housing Associates' management. As part of obtaining reasonable assurance about whether the financial statements are free of material misstatement, we performed tests of Beaver Brook Housing Associates' (a Limited Partnership) compliance with certain provisions of laws, regulations, contracts, and the loan agreement. However, the objective of our audit of the financial statements was not to provide an opinion on overall compliance with such provisions. Accordingly, we do not express such an opinion. We also considered those compliance matters regarding types of services allowed or unallowed, eligibility, matching, level of effort and earmarking, reporting and special tests and provisions comprehended in Attachment 2 of U.S. Department of Agriculture, Farmers Home Administration Audit Program issued December 1989. The results of our tests disclosed no instances of noncompliance that are required to be reported herein under Government Auditing Standards. However, the results of our tests disclosed certain immaterial instances of non-compliance that are described in accompanying Schedule of Findings and Questioned Costs. This report is intended solely for the information and use of management and Rural Development and is not intended to be and should not be used by anyone other than these specified parties. Certified Public Accountants INDEPENDENT AUDITORS'REPORT ON COMPLIANCE To the Partners Corinth Housing Redevelopment Company We have audited the financial statements of Corinth Housing Redevelopment Company as of and for the year ended December 31, 1998, and have issued our report thereon dated February 4, 1999. We conducted our audit in accordance with generally accepted auditing standards and Government Auditing Standards issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. Compliance with laws, regulations, contracts, and grants applicable to Corinth Housing Redevelopment Company is the responsibility of the Partnership's management. As part of obtaining reasonable assurance about whether the financial statements are free of material misstatement, we performed tests of the Partnership's compliance with certain provisions of laws, regulations, contracts, and grants in accordance with suggestions contained in the U.S. Department of Agriculture Rural Development Audit Program dated December 1989, and the Compliance Supplement for Rural Rental Housing Loans and Rural Rental Assistance Payments. However, the objective of our audit was not to provide an opinion on overall compliance with such provisions. Accordingly, we do not express such an opinion. The results of our tests disclosed no instances of noncompliance that are required to be reported herein under Government Auditing Standards. This report is intended for the information of Management and the Rural Development Agency and should not be used for any other purpose. This restriction is not intended to limit distribution of this report, which is a matter of public record. February 4, 1999 Albany, New York Flegal & Tibbitts Certified Public Accountants Mary K. Flegal, CPA Jana L. Tibbitts, CPA INDEPENDENT AUDITORS' REPORT To the Partners Fawn River Apartment Company Limited Partnership d/b/a Fawn River Apartments We have audited the accompanying balance sheet of Fawn River Apartment Company Limited Partnership d/b/a Fawn River Apartments (a partnership) Project #26 382856293 as of December 31, 1998 and 1997 and related statement of operations, partners' equity and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with generally accepted auditing standards and Government Auditing Standards issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Fawn River Apartment Company Limited Partnership d/b/a Fawn River Apartments Project #26-078- 382856293 as of December 31, 1998 and 1997, and its operations, cash flows and its changes in partners' equity for the years then ended in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued a report dated February 22, 1999, on our consideration of Fawn River Apartment Company Limited Partnership d/b/a Fawn River Apartments Project #26-078-382856293 internal control structure and a report dated February 22, 1999, on its compliance with laws and regulations. FLEGAL & TIBBITTS February 22, 1999 The Waters Edge, Second Floor 5930 Lovers Lane 227 Hubbard Street Portage, Michigan 49002 Allegan, Michigan 49010 Phone (616) 383-1900 SMITH, MILES & COMPANY, L.C. CERTIFIED PUBLIC ACCOUNTANTS 1230 AIRPORT ROAD P.O. BOX 1177 PANAMA CITY, FLORIDA 32402 Phone: (850) 785-0261 Fax: (850) 785-2078 INDEPENDENT AUDITORS' REPORT To the Partners Fountain Green Apartments, Ltd. Panama City, Florida We have audited the accompanying balance sheets of Fountain Green Apartments, Ltd., FmHA Project No: 09-46-592948719, as of December 31, 1998 and 1997, and the related statements of operations, partners, equity and cash flows for the years then ended. These financial statements are the responsibility of the partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards and Government Auditing Standards issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Fountain Green Apartments, Ltd., as of December 31, 1998 and 1997, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplementary information is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the audit procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. Panama City, Florida February 11, 1999 BOWMAN & COMPANY, LLP Certified Public Accountants HERBERT H. BOWMAN TELEPHONE: TAYLOR M. WELZ INDEPENDENT AUDITORS' REPORT To the Partners Glennwood Hotel Investors (A California Limited Partnership) Sacramento, California We have audited the accompanying balance sheets of Glennwood Hotel Investors (A California Limited Partnership) as of December 3l, 1998 and 1997, and the related statements of income, partners' equity (deficit), and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly in all material respects, the financial position of Glennwood Hotel Investors (A California Limited Partnership) as of December 31, 1998 and 1997, and the results of its operations and its cash flows for the years then ended in conformity generally accepted accounting principles. Stockton, California January 18, 1999 Bernard Robinson & Company, L.L.P Certified Public Accountants since 1947 MAILING ADDRESS 109 MUIRS CHAPEL ROAD GREENSBORO, NC 27419-9608 Independent Auditor's Report To the Partners Grifton Housing Associates Charlotte, North Carolina We have audited the accompanying balance sheet of Grifton Housing Associates (a North Carolina limited partnership) as of December 31, 1998, and the related statements of operations, partners' equity, and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audit. The financial statements of Grifton Housing Associates as of December 31, 1997, were audited by other auditors whose report dated February 6, 1998, expressed an unqualified opinion on those statements. We conducted our audit in accordance with generally accepted auditing standards and the standards applicable to financial audits contained in Government Auditing Standards issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Grifton Housing Associates as of December 31, 1998, and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued our report dated February 5, 1999, on our consideration of the Partnership's internal control over financial reporting and our tests of its compliance with certain provisions of laws, regulations, contracts, and grants. Our audit was made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplementary information listed in the table of contents is presented for purposes of additional analysis and is not a required part of the basic financial statements of the Partnership. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. CERTIFIED PUBLIC ACCOUNTANTS Greensboro, North Carolina February 5, 1999 INDEPENDENT AUDITORS' REPORT To the Partners Greenwich Housing Redevelopment Company We have audited the accompanying balance sheets of Greenwich Housing Redevelopment Company as of December 31, 1998 and 1997, and the related statements of operations, partners' equity, and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards and Government Auditing Standards issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by Management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Greenwich Housing Redevelopment Company as of December 31, 1998 and 1997, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued reports dated February 4, 1999, on our consideration of Greenwich Housing Redevelopment Company's internal control structure and it's compliance with laws and regulations. February 4, 1999 Albany, New York LOUIS YOUNG C.P.A. INC. LOUIS YOUNG. CPA JASON LIAO. 291-1668 FAX (559) 291-1692 INDEPENDENT AUDITOR'S REPORT The Partners Hacienda Villa Associates Firebaugh, California We have audited the accompanying balance sheet of Hacienda Villa Associates (A Limited Partnership) as of December 31, 1998, and the related statements of operations, partners' capital and cash flows for the year then ended. Thes6 financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Hacienda Villa Associates (a Limited Partnership) as of December 31, 1998, and the results of its operations and its cash flows for the year then ended, in conformity with generally accepted accounting principles. Our audit was made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information on pages 14 and 15 is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. Louis Young CPA Inc. Fresno, California February 23,1999 Duggan, Joiner, Birkenmeyer, Stafford & Furman, P.A. INDEPENDENT AUDITORS' REPORT February 12, 1999 To the Partners Haines City Apartments,.Ltd. We have audited the accompanying basic financial statements of Haines City Apartments, Ltd., as of and for the years ended December 31, 1998 and 1997, as listed in the table of contents. These basic financial statements are the responsibility of the partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audits to obtain reasonable assurance about, whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and the significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the basic financial statements referred to above present fairly, in all material respects, the financial position of Haines City Apartments, Ltd. as of December 31, 1998 and 1997, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued our report dated February 12, 1999 on our consideration of Haines City Apartments, Ltd.'s internal control over financial reporting and our tests of its compliance with certain provisions of laws, regulations, contracts, and grants. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The additional information presented on pages 9 to 15 is presented for the purpose6 of additional analysis and is not a required part of the basic financial statements. The information on pages 9 to 14 has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. The information on page 15, which is of a nonaccounting nature, has not been subjected to auditing procedures applied in the audits of the basic financial statements, and we express no opinion on it. McGEE & ASSOCIATES, P.C. CERTIFIED PUBLIC ACCOUNTANTS Independent Auditors' Report To the Partners Kristin Park Apartments, Ltd. and Rural Development We have audited the accompanying balance sheets of Kristin Park Apartments, Ltd. (a limited partnership) as of December 31, 1998 and 1997, and the related statements of operations, partners' equity and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Kristin Park Apartments, Ltd. as of December 31, 1998 and 1997, and the results of its operations and the changes in partners' equity and cash flows for the years then ended in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued a report dated January 19, 1999, on our consideration of Kristin Park Apartments, Ltd.'s internal control over financial reporting and our tests of its compliance with certain provisions of laws, regulations, contracts and grants. Our audits were conducted for the purpose of forming an opinion on the financial statements taken as a whole. The supplemental information included in the report is presented for purposes of additional analysis and is not a required part of the financial statements of Kristin Park Apartments, Ltd. Such information has been subjected to the auditing procedures applied in the audit of the financial statements and, in our opinion, is fairly stated in all material respects in relation to the financial statements taken as a whole. January 19, 1999 Farmington, New Mexico BERNARD E. REA, CPA CERTIFIED PUBLIC ACCOUNTANT INDEPENDENT AUDITOR'S REPORT ON COMPLIANCE 13ASED ON AN AUDIT OF FINANCIAL STATEMENTS PERFORMED IN ACCORDANCE WITH GOVERNMENT AVD1TXNG STANDARDS To the Partners Maywood Associates, Ltd. (A California Limited Partnership) Cheyenne, WY I have audited the financial statements of Maywood Associates, Ltd. (A California Limited Partnership) as of and for the year ended December 31, 1998, and have issued my report thereon dated March 26, 1999. I conducted my audit in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that I plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. Compliance with laws, regulations, contracts, and grants applicable to Maywood Associates, Ltd. (A California Limited Partnership) is the responsibility of Partnership's management. As part of obtaining reasonable assurance about whether the financial statements are free of material misstatement, I performed tests of Maywood Associates, Ltd. I s compliance with certain provisions of laws, regulations, and contracts. However, the objective of my audit of the financial statements was not to provide an opinion on overall compliance with such provisions. Accordingly, I do not express such an opinion. I also considered those compliance matters set forth in Attachment 2 of U. S. Department of Agriculture, Farmers Home Administration Audit Program handbook, dated December 1989. The results of my tests disclosed no instances of noncompliance that are required to be reported herein under Government Auditing Standards. This report is intended for the information of the Partnership's management, others within the organization, and USDA Rural Development. However, this report is a matter of public record and its distribution is not limited. Stockton, California March 26, 1999 P.O. BOX 4632 STOCKTON, CA 95204 . TELEPHONE (209) 933- FAX (209) 933-9113 FLOYD & COMPANY Certified Public Accountants 411 Stephenson Avenue Savannah, Georgia 31406 Phone: (912) 355-9969 INDEPENDENT AUDITORS' REPORT To the General Partners of Meadow Run Limited Partnership We have audited the accompanying balance sheets of Meadow Run Limited Partnership (a Georgia Limited Partnership) as of December 31, 1998 and the related statements of operations, partners, equity (deficit) and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Meadow Run Limited Partnership (a Georgia Limited Partnership) as of December 31, 1998 and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles. Floyd & Company, CPA February 28, 1999 Dauby O'Connor & Zaleski A Limited Liability Company Certified Public Accountants Independent Auditors' Report To the Partners Pedcor Investments 1989 VIII, L.P. We have audited the accompanying balance sheets of Pedcor Investments 1989 VIII, L.P. as of December 31, 1998 and 1997, and the related statements of loss, partners' equity, and cash flows for the years then ended. These financial statements are the responsibility of the partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Pedcor Investments 1989 VIII, L.P. as of December 31, 1998 and 1997, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. The accompanying information is presented for additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the same auditing procedures applied in the audits of the basic financial statements and, in our opinion, is presented fairly in all material respects in relation to the basic financial statements taken as a whole. January 22, 1999 Dauby O'Connor & Zaleski, LLC Carmel, Indiana Certified Public Accountants 698 Pro Med Lane Carmel, Indiana 46032 317-848-5700 Fax: 317-815-6140 Dauby O'Connor & Zaleski A Limited Liability Company Certified Public Accountants Independent Auditors' Report To the Partners of Quail Hollow of Warsaw Limited Partnership (A North Carolina Limited Partnership) We have audited the accompanying balance sheet of Quail Hollow of Warsaw Limited Partnership (a North Carolina Limited Partnership) as of December 31, 1998, and the related statements of operations, changes in partners, equity (deficit), and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audit. The 1997 financial statements were audited by other auditors whose report dated February 4, 1998, expressed an unqualified opinion on those statements. We conducted our audit in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Quail Hollow of Warsaw Limited Partnership as of December 31, 1998, and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued a report dated January 29, 1999, on our consideration of the Partnership's internal controls and a report dated January 29, 1999, on its compliance with laws and regulations. The accompanying supplementary information is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the financial statements taken as a whole. January 29, 1999 Dauby O'Connor & Zaleski, LLC Carmel, Indiana Certified Public Accountants 698 Pro Med Lane Carmel, Indiana 46032 317-8485700 Fax: 317-815-6140 Schonwit & Associates Certified Public Accountants 575 Anton Boulevard, Suite 500, Costa Mesa, California 92626 (714) 437-1025 FAX (714) 957-6781 INDEPENDENT AUDITOR'S REPORT To the Partners Raitt Street Apartments, A California Limited Partnership I have audited the accompanying balance sheet of Raitt Street Apartments, A California Limited Partnership, as of December 31, 1998, and the related statements of operations, partners' equity, and cash flows for the year then ended. These financial statements are the responsibility of the partnership's management. My responsibility is to express an opinion on these financial statements based on my audit. I have previously audited and reported on the financial statements for the preceding year and issued an unqualified report dated January 27, 1998. I conducted my audit in accordance with generally accepted auditing standards. Those standards require that I plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. I believe that my audit provides 3 reasonable basis for my opinion. In my opinion the accompanying financial statements referred to above present fairly, in all material respects, the financial position of Raitt Street Apartments, A California Limited Partnership as of December 31, 1998, and the results of its operations, the changes in partners' equity, and cash flows for the year then ended in conformity with generally accepted accounting principles. My audit was made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information on page 13 is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in my opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. SCHONWIT & ASSOCIATES February 5, 1999 BAKER NEWMAN & NOYES LIMITED LIABILITY COMPANY CERTIFIED PUBLIC ACCOUNTANTS INEPENDENT AUDITORS' REPORT To the Partners South Paris Heights Associates (A Limited Partnership) We have audited the accompanying balance sheets of South Paris Heights Associates (A Limited Partnership) as of December 31, 1998 and 1997, and the related statements of operations, changes in partners' equity and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of South Paris Heights Associates (A Limited Partnership) at December 31, 1998 and 1997, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued our reports dated January 29, 1999 on our consideration of the internal control over financial reporting of South Paris Heights Associates (A Limited Partnership) and our tests of its compliance with certain provisions of laws and regulations. Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The accompanying additional information is presented solely for the use of the U.S. Department of Agriculture Rural Development and is not a required part of the basic financial statements. Part I of the Multiple Family Housing Borrower Balance Sheet, Form RD 19308 and Column 2 (Actual), Parts I, II and III of the Multiple Family Housing Project Budget, Form RD 1930-7, have been subjected to the auditing procedures applied in our audits of the basic financial statements and, in our opinion, are fairly stated in all material respects in relation to the basic financial statements taken as a whole. We have not audited Parts IV, V and VI, and Columns 1 and 3 (Current Budget and Proposed Budget) of Parts I, II and III of Form RD 1930-7, and, accordingly, express no opinion thereon. January 29, 1999 Limited Liability Company CERTIFIED PUBLIC ACCOUNTANTS 10714 MANCHESTER ROAD SUITE 202 KIRKWOOD, MISSOURI 63122 (314) 822-6575 INDEPENDENT AUDITORS' REPORT To the Partners Springfield Housing Associates, L.P. Springfield, Illinois We have audited the accompanying balance sheet of Springfield Housing Associates, L.P., (a limited partnership), as of December 31, 1998 and the related statements of operations, partners' capital, and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audit. The financial statements of Springfield Housing Associates, L.P. (a limited partnership) as of December 31, 1997, were audited by another auditor whose report dated February 13, 1998, expressed an unqualified opinion on those statements. We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Springfield Housing Associates, L.P., ( a limited partnership) as of December 3 1, 1998, and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles. Mueller, Walla & Albertson, P.C. January 22, 1999 Thomas C. Cunningham, CPA PC 23 MOORE STREET BRISTOL, VIRGINIA 24201 (540) 669-5531 INDEPENDENT AUDITOR'S REPORT To the Partners Tappahannock Greens Limited Partnership I have audited the Supplemental balance sheets of Tappahannock Greens Limited Partnership as of December 31, 1998 and 1997, and the related statements of operations, partners, equity and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. My responsibility is to express an opinion on these financial statements based on my audits. I conducted my audits in accordance with generally accepted auditing standards and Government Auditing Standards issued by the Comptroller General of the United States and the U.S. Department of Agriculture, Farmers Home Administration Audit Program. Those standards require that I plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. I believe that my audits provide a reasonable basis for my opinion. In my opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Tappahannock Greens Limited Partnership as of December 31, 1998 and 1997, and the results of its operations, changes in partners, equity, and its cash flows for the years then ended in conformity with generally accepted accounting principles. My audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The Supplemental information on pages 15 to 17 is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the audit procedures applied in the audits of the basic financial statements and, in my opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. In accordance with Government Auditing Standards, I have also issued. a report dated February 19, 1999 on my consideration of Tappahannock Greens Limited Partnership's internal control and a report dated February 19, 1999 on its compliance with laws and regulations applicable to the financial statements. THOMAS C. CUNNINGHAM, CPA P.C. February 19, 1999 SMITH, MILES & COMPANY, L.C. PANAMA CITY, FLORIDA 32402 Phone: (850) 785-0261 Fax: (850) 785-2078 INDEPENDENT AUDITORS' REPORT To the Partners Village Oaks Apartments II, Ltd. Panama City, Florida We have audited the accompanying balance sheets of Village Oaks Apartments, II, Ltd., FmHA Project No: 09-061-0592884971, as of December 31, 1998 and 1997, and the related statements of operations, partners, deficit and cash flows for the years then ended. These financial statements are the responsibility of the partnership I s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards and Government Auditing Standards issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Village Oaks Apartments II, Ltd., as of December 31, 1998 and 1997, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplementary information is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the audit procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. Panama City, Florida February 11, 1999 McGLADREY& PULLEN, LLP Certified Public Accountants and Consultants INDEPENDENT AUDITOR'S REPORT ON COMPLIANCE AND ON INTERNAL CONTROL OVER FINANCIAL REPORTING BASED ON AN AUDIT OF FINANCIAL STATEMENTS PERFORMED IN ACCORDANCE WITH GOVERNMENTAL AUDITING STANDARDS To the Partners Westwood Square Limited Partnership Winston Salem, North Carolina We have audited the financial statements of Westwood Square Limited Partnership (the "Partnership") as of and for the year ended December 31, 1998 and have issued our report thereon dated January 21, 1999. We conducted our audit in accordance with generally accepted auditing standards and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States. Compliance As part of obtaining reasonable assurance about whether the Partnership's financial statements are free of material misstatement, we performed tests of its compliance with certain provisions of laws, regulations, contracts, and grants, noncompliance with which could have a direct and material effect on the determination of financial statement amounts. However, providing an opinion on compliance with those provisions was not an objective of our audit, and, accordingly, we do not express such an opinion. The results of our tests disclosed no instances, of noncompliance that are required to be reported under Government Auditing Standards. Internal Control Over Financial Reporting In planning and performing our audit, we considered the Partnership's internal control over financial reporting in order to determine our auditing procedures for the purpose of expressing our opinion on the financial statements and not to provide assurance on the internal control over financial reporting. 'Our consideration of the internal control over financial reporting would not necessarily disclose all matters in the internal control over financial reporting that might be material weaknesses. A material weakness is a condition in which the design or operation of one or more of the internal control components does not reduce to a relatively low level the risk that misstatements in amounts that would be material in relation to the financial statements being audited may occur and not be detected within a timely period by employees in the normal course of performing their assigned functions. We noted no matters involving the internal control over financial reporting and its operations that we consider to be material weaknesses. This report is intended for the information and use of management, Federal awarding agencies and pass-though entities and is not to be used by anyone other than these specified parties. Greenboro, North Carolina January 21, 1999 FECTEAU & COMPANY, P.C. Certified Public Accountants INDEPENDENT AUDITORS' REPORT To the Partners Wilmington Housing Redevelopment Company We have audited the accompanying balance sheet of Wilmington Housing Redevelopment Company as of December 31, 1998 and the related statements of operations, partners' deficit, and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on the financial statements based on our audit. We conducted our audit in accordance with generally accepted auditing standards and Government Auditing Standards issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by Management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Wilmington Housing Redevelopment Company as of December 31, 1998 and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued reports dated February 4, 1999, on our consideration of Wilmington Housing Redevelopment Company's internal control structure and its compliance with laws and regulations. The financial statements of Wilmington Housing Redevelopment Company as of December 31, 1997 were audited by other accountants whose report dated January 21, 1998 expressed an unqualified opinion on those statements. February 4, 1999 Albany, New York Executive Woods, 4 Atrium Drive, Albany, NY 12205 0 (518) 438~4000 FAX (518) 438-7444 CERTIFIED PUBLIC ACCOUNTANTS A PROFESSIONAL CORPORATION 56 COURT STREET - P.0 BOX 705 - KEENE, NEW HAMPSHIRE 03431 - (603) 357-4882 To the Partners of Beaver Brook Housing Associates Limited Partnership Independent Auditors' Report We have audited the accompanying balance sheets of Beaver Brook Housing Associates (a Limited Partnership) (Case No. 34-06-020424443) as of December 31, 1997 and 1996 and the related statements of income and expense, partners' equity (deficit), and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards and Government Auditing standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Beaver Brook Housing Associates (a Limited Partnership) at December 31, 1997 and 1996 and the results of its operations, its partners' equity (deficit) and its cash flows for the years then ended in conformity with generally accepted principles. In accordance with Government Auditing Standards, we have also issued our reports dated January 21, 1998 on our consideration of Beaver Brook Housing Associates' internal control structure and on its compliance with laws and regulations. January 21, 1998 Dulin, Ward & DeWald, Inc.Certified Public Accountants Michael R. DeWald Robert F. Meyer James R. Doty J. Nelson Coats Michael J. O'Brien Jeff A. Taner Mark S. WesterhausenJames E. Hindle, Jr. (1949 - 1994) Offices Located in Fort Wayne and Marion, Indiana INDEPENDENT AUDITOR'S REPORT To the Partners ofBrooklyn Limited (An Indiana Limited Partnership) Corunna, Indiana We have audited the accompanying balance sheets of Brooklyn Limited (An Indiana Limited Partnership) as of December 31, 1997 and 1996, and the related statements of income, partners' equity, and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards and Government Auditing Standards issued by the Comptroller General of the United States, and the U.S. Department of agriculture, Farmers Home Administration "Audit Program." Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion the financial statements referred to above present fairly, in all material respects, the financial position of Brooklyn Limited (An Indiana Limited Partnership) as of December 31, 1997 and 1996, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information on page 9 is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the audit procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. In accordance with Government Auditing Standards we have also issued a report dated January 22, 1998 on our consideration of Brooklyn Limited's internal control structure and a report dated January 22, 1998 on its compliance with laws and regulations. Fort Wayne, Indiana January 22, 1998 Our mission is to assist businesses, organizations and individuals in measuring, controlling and managing their financial success. 1610 Spy Run Avenue, Fort Wayne, Indiana 46805 219-423-2414 / 800-232-8913 219-423-2419 (Fax) INDEPENDENT AUDITORS'REPORT To the Partners Corinth Housing Redevelopment Company We have audited the accompanying balance sheet of Corinth Housing Redevelopment Company as of December 31, 1997, and the related statements of operations, partners' equity, and cash flows for the year then ended. The financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on the financial statements based on our audit. We conducted our audit in accordance with generally accepted auditing standards and Government Auditing Standards issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by Management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Corinth Housing Redevelopment Company as of December 31, 1997, and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles. The 1996 financial statements of Corinth Housing Redevelopment Company were audited by other accountants whose report dated January 21, 1997, stated that they were not aware of any material modifications that should be made to those statements in order for them to be in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued reports dated February 2, 1998, on our consideration of the Program's internal control structure and it's compliance with laws and regulations. February 2, 1998 Albany, New York FECTEAU & COMPANY, P.C. SMITH, MILES & COMPANY, L.C. CERTIFIED PUBLIC ACCOUNTANIS 1230 AIRPORT ROAD P.O. BOX 1177PANAMA CITY, FLORIDA 32402Phone: (850) 785-0261Fax: (850) 785-2078 INDEPENDENT AUDITORS' REPORTTo the PartnersFountain Green Apartments, Ltd.Panama City, FloridaWe have audited the accompanying balance sheets of Fountain Green Apartments, Ltd., FmHA Project No: 09-46-592948719, as of December 31, 1997 and 1996, and the related statements of operations, partners' equity and cash flows for the years then ended. These financial statements are the responsibility of the partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards and Government issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Fountain Green Apartments, Ltd., as of December 31, 1997 and 1996, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplementary information is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the audit procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. OSCAR N. HARRIS & ASSOCIATES, P.A. Certified Public Accountants OSCAR N. HARRIS, C.P.A. SHERRY S. JOHNSON, C.P.A. KENNETH E. MILTON, C.P.A. CONNIE P. STANCIL, C.P.A. MEMBERS: AMERICAN INSTITUTE OF CERTIFIED PUBLIC ACCOLINTANTS NORTH CAROLINA ASSOCIATION OFCERTIFIED PUBLIC ACCOUNTANTS INDEPENDENT AUDITORS' REPORT To the Partners of Grifton Housing Associates, A NC Limited Partnership Charlotte, North Carolina We have audited the balance sheets of Grifton Housing Associates, A NC Limited Partnership as of December 31, 1997 and 1996, and the related statements of partners, capital, income, and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards and Government Auditing Standards issued by the Comptroller General of the United States. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Grifton Housing Associates, A NC Limited Partnership as of December 31, 1997 and 1996, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued a report dated February 6, 1998 on our consideration of Grifton Housing Associates, a NC Limited Partnership's internal control structure and a report dated February 6, 1998 on its compliance with laws and regulations. 100 EAST CUMBERLAND STREET, P.O. BOX 578, DUNN, N.C. 28335 (910) 892-1021 FAX (910) 892-6084 Grifton Housing Associates, A NC Limited Partnership Page Two Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. Schedules 1, 2, 3, and 4 on pages 15, 16, 17, and 18 are presented for purposes of additional analysis and are not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. Oscar N. Harris & Associates, P.A. Certified Public Accountants February 6, 1998 LOUIS YOUNG C.P.A. INC. 2630 E. ASHLAN - FRESNO, CALIFORNIA 93726 (209) 224-5141 INDEPENDENT AUDITORIS REPORT The Partners Hacienda Villa Associates Firebaugh, California We have audited the accompanying balance sheet of Hacienda Villa Associates (A Limited Partnership) as of December 31, 1997, and the related statements of operations, partners' capital and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Hacienda Villa Associates (a Limited Partnership) as of December 31, 1997, and the results of its operations and its cash flows for the year then ended, in conformity with generally accepted accounting principles. Our audit was made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information on pages 14 and 15 is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. Louis Young CPA Inc. Fresno, California February 26, 1998 DUGGAN, JOINER, BIRKENMEYER, STAFFORD & FURMAN, RA. Certified Public Accountants MAICOIM R. DUGGAN, JR. C.P.A. C.D. JOINER, JR., C.P.A., Retired WAYNE J.BIRKENMYER, C.P.A. FRANK E.STAFFORD, JR C.P.A. EDWARD J.FURMAN, C.P.A. O.H. DANIELS, JR, C.P.A. R.PHILLIP BLEDSOE, C.P.A. CAROLE A.WRIGHT, C.P.A. ANNETTE C. FURMAN, C.P.A. DAVID A.YOUNG, JR., C.P.A. MEMBERS: AMERICAN INSTITUTE OF CERTIFIED PUBLIC ACCOUNTANTS FLORIDA INSTITUTE OF CERTIFIED PUBLIC ACCOUNTANTS INDEPENDENT AUDITORS' REPORT February 6, 1998 To the Partners Haines City Apartments, Ltd. We have audited the accompanying basic financial statements of Haines City Apartments, Ltd., as of and for the year ended December 31, 1997 and 1996, as listed in the table of contents. These basic financial statements are the responsibility of the partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the basic financial statements referred to above present fairly, in all material respects, the financial position of Haines City Apartments, Ltd. as of December 31, 1997 and 1996, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued a report dated February 6, 1998 on our consideration of Haines City Apartments, Ltd's internal control over financial reporting and our tests of its compliance with certain provisions of laws, regulations, contracts and grants. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The additional information presented on pages 9 to 15 is presented for the purposes of additional analysis and is not a required part of the basic financial statements. The information on pages 9 to 14 has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. The information on page 15, which is of a nonaccounting nature, has not been subjected to auditing procedures applied in the audits of the basic financial statements, and we express no opinion on it. BOWMAN & COMPANY, LLP Certified Public Accountants Herbert H.Bowman, Bruce G. Bentz, Taylor M.Weltz, Kathleen D.O'Brien, Gary R.Daniel Daniel E. Phelps Telephone: 209/473-1040 LODI: 209/333-0540 Fax: 209/ 473-9771 2431 West March Lane, Suite 100 Stockton California, 95207-6598 INDEPENDENT AUDITORS' REPORT To the Partners Glennwood Hotel Investors (A California Limited Partnership) Sacramento, Califomia We have audited the accompanying balance sheets of Glennwood Hotel Investors (A California Limited Partnership) as of December 31, 1997 and 1996, and the related statements of income, partners' equity (deficit), and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Glennwood Hotel Investors (A California Limited Partnership) as of December 31, 1997 and 1996, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. Stockton, Califomia January 14, 1998 McGEE & Associates, P.C. CERTIFIED PUBLIC ACCOUNTANTS Independent Auditors' Report To the Partners Kristin Park Apartments, Ltd. and Rural Development We have audited the accompanying balance sheets of Kristin Park Apartments, Ltd. (a limited partnership) as of December 31, 1997 and 1996, and the related statements of operations, partners' equity and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Kristin Park Apartments, Ltd. as of December 31, 1997 and 1996, and the results of its operations and the changes in partners' equity and cash flows for the years then ended in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued a report dated January 16, 1998, on our consideration of Kristin Park Apartments, Ltd.'s internal control over financial reporting and our tests of its compliance with certain provisions of laws, regulations, contracts and grants. Our audits were conducted for the purpose of forming an opinion on the financial statements taken as a whole. The supplemental information included in the report is presented for purposes of additional analysis and is not a required part of the financial statements of Kristin Park Apartments, Ltd. Such information has been subjected to the auditing procedures applied in the audit of the financial statements and, in our opinion, is fairly stated in all material respects in relation to the financial statements taken as a whole. January 16, 1998 Farmington, New Mexico BURKE & REA CERTIFIED PUBLIC ACCOUNTANTS EDWARD T. BURKE, C.P.A. BERNARD E. REA, C.P.A. INDEPENDENT AUDITORS' REPORT To the Partners Maywood Associates, Ltd. (A California Limited Partnership) Cheyenne, WY We have audited the accompanying balance sheets of Maywood Associates, Ltd. (A California Limited Partnership), USA Rural Development Case No. 04-052- 680184284, as of December, 31, 1997 and 1996, and the related statements of income, partners' equity, and cash flows for the years the ended. These financial statements are the responsibility of the Partnership's management. Our, responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards and Government Auditing Standards issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Maywood Associates, Ltd. (A California Limited Partnership) as of December 31, 1997 and 1996, and the results of its operation, and its cash flows for then years ended, in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued a report dated March 13, 1998 on our consideration of Maywood Associates, Ltd.'s internal control structure and a report dated March 13, 1998 on its compliance with laws and regulations. Stockton, California. March 13, 1998 - - 1 - P.O. BOX 4632,STOCKTON, CA 95204 TELEPHONE 209/933-9113 FAX 2091933-9115 FLOYD & COMPANY Certified Public Accountant 132 Stephenson Avenue, Suite 202 Post Office, Box, 14251 Savannah, Georgia 31406 Savannah, Georgia 31416 Phone: (912) 355-9969 INDEPENDENT AUDITORS' REPORT To the General Partners of Meadow Run Limited Partnership We have audited the accompanying balance sheets of Meadow Run Limited Partnership (a Georgia Limited Partnership) as of December 31, 1997 and the related statements of operations, partners' equity (deficit) and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Meadow Run Limited Partnership (a Georgia Limited Partnership) as of December 31, 1997 and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles. Floyd & Company, CPA February 28, 1998 Dauby O'Connor & Zaleski A Limited Liability Company Certified Public Accountants Independent Auditors' Report To the Partners Pedcor Investments 1989-VIII, L.P. We have audited the accompanying balance sheets of Pedcor Investments 1989- VIII, L.P. as of December 31, 1997 and 1996, and the related statements of loss, partners' equity, and cash flows for the years then ended. These financial statements are the responsibility of the partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Pedcor Investments 1989- VIII, L.P. as of December 31, 1997 and 1996, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. The accompanying information is presented for additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the same auditing procedures applied in the audits of the basic financial statements and, in our opinion, is presented fairly in all material respects in relation to the basic financial statements taken as a whole. Indianapolis, Indiana January 23, 1998 Dauby O'Connor & Zaleski, LLC Certified Public Accountants 698 Pro Med Lane, Carmel, Indiana 46032 317-848-5700 Fax: 317-815-6140 STANCIL & COMPANY INDEPENDENT AUDITORS' REPORT To the Partners of Quail Hollow of Warsaw Limited Partnership Raleigh, North Carolina We have audited the accompanying balance sheets of Quail Hollow of Warsaw Limited Partnership as of December 31, 1997 and 1996 and the related statements of operations, partners' capital, and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards and Government Auditing Standards issued by the Comptroller General of the United States. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Quail Hollow of Warsaw Limited Partnership as of December 31, 1997 and 1996 and the results of its operations, changes in partners' capital and cash flows for the years then ended in conformity with generally accepted accounting principles. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information on pages 12 through 16 is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the audit procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. In accordance with Government Auditing Standards, we have also issued a report dated February 4, 1998 on our consideration of Quail Hollow of Warsaw Limited Partnership's internal control and a report dated February 4, 1998 on its compliance with laws and regulations applicable to the financial statements. Raleigh, North Carolina February 4, 1998 CERTIFIED PUBLIC ACCOUNTANTS MANAGEMENT CONSULTANTS Schonwit & Associates Certified Public Accountants 575 Anton Boulevard, Suite 500, Costa Mesa, California 92626 (714) 437-1025 FAX (714) 957-1678 INDEPENDENT AUDITOR'S REPORT To the PartnersRaitt Street Apartments, A California Limited Partnership I have audited the accompanying balance sheet of Raitt Street Apartments, A California Limited Partnership, as of December 31, 1997, and the related statements of operations, partners' equity, and cash flows for the year then ended. These financial statements are the responsibility of the partnership's management. My responsibility is to express an opinion on these financial statements based on my audit. I have previously audited and reported on the financial statements for the preceding year. I conducted my audit in accordance with generally accepted auditing standards. Those standards require that I plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. I believe that my audit provides a reasonable basis for my opinion. In my opinion the accompanying financial statements referred to above present fairly, in all material respects, the financial position of Raitt Street Apartments, A California Limited Partnership as of December 31, 1997, and the results of its operations, the changes in partners' equity, and cash flows for the year then ended in conformity with generally accepted accounting principles. My audit was made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information on page 6 is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in my opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. SCHONWIT & ASSOCIATES January 27, 1998 Suby, Von Haden& Associates, S.C.CERTIFIED PUBLIC ACCOUNTANTS Business and Management Consultants INDEPENDENT AUDITOR'S REPORT To the Partners School Street Limited Partnership II Madison, Wisconsin We have audited the accompanying balance sheets of School Street Limited Partnership II as of December 31, 1997 and 1996, and the related statements of loss, partners' equity and cash flows for the years then ended. These financial statements are the responsibility of the partnership's management. Our responsibility is to express an opinion on these financial statements 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 financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of School Street Limited Partnership II as of December 31, 1997 and 1996, and the results of its operations, changes in partners' equity and its cash flows for the years then ended in conformity with generally, accepted accounting principles. The accompanying financial statements have been prepared assuming that the partnership will continue as a going concern. As discussed in Note I to the financial statements, the partnership has incurred recurring operating losses and anticipates that this condition will continue. This factor raises substantial doubt about the partnership's ability to continue as a going concern. Management's plans in regard to these matters are also described in Note I. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. January 22, 1998 1221 John Q. Hammons Dr. - P.O. Box 44966 - Madison, WI 53744-4966 - (608) 831-8181 - FAX (608) 831-4243MADISON - MILWAUKEE - ROCKFORD BAKER NEWMAN & NOYESCERTIFIED PUBLIC ACCOUNTANTSINDEPENDENT AUDITORS' REPORT To the PartnersSouth Paris Heights Associates(A Maine Limited Partnership)We have audited the accompanying balance sheets of South Paris Heights Associates (A Maine Limited Partnership) as of December 31, 1997 and 1996, and the related statements of operations and changes in accumulated deficit and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of South Paris Heights Associates (A Maine Limited Partnership) at December 31, 1997 and 1996, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued our reports dated February 12, 1998 on our consideration of the internal control over financial reporting of South Paris Heights Associates (A Maine Limited Partnership) and our tests of its compliance with certain provisions of laws and regulations. To the Partners South Paris Heights Associates (A Maine Limited Partnership) page 2 Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The accompanying additional information is presented solely for the use of the U.S. Department of Agriculture - Rural Housing and Community Development and is not a required part of the basic financial statements. Part I of the Multiple Family Housing Borrower Balance Sheet, Form FmHA 1930-8 and Column 2 (Actual), Parts I, II and III of the Multiple Family Housing Project Budget, Form FmHA 1930-7, have been subjected to the auditing procedures applied in our audits of the basic financial statements and, in our opinion, are fairly stated in all material respects in relation to the basic financial statements taken as a whole. We have not audited Parts IV, V, and VI, and Columns 1 and 3 (Current Budget and Proposed Budget) of Parts I, II and III of Form FmHA 1930-7, and, accordingly, express no opinion thereon. February 12, 1998 Baker Newman & Noyes Limited Liability Company BENDER, WELTMAN THOMAS & CO CERTIFIED PUBLIC ACCOUNTANTS 1067 NORTH MASON ROAD, SUITE 7 ST. LOUIS, MISSOURI 63141-6341 (314) 576-1350 FAX (314) 576-9650 William J. Bender Joel W. Weltman James E. Thomas Gerald D. Magruder INDEPENDENT AUDITORS' REPORT To The Partners Springfield Housing Associates, L.P. Springfield, Illinois We have audited the accompanying balance sheets of Springfield Housing Associates, L.P., a (limited partnership), as of December 31, 1997 and 1996, and the related statements of operations, partners' capital, and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards. These standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statements presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Springfield Housing Associates, L.P., (a limited partnership), as of December 31, 1997 and 1996, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. BENDER, WELTMAN, THOMAS & CO., CPA'S February 13, 1998 Members: American Institute of Certified Public Accountants Missouri Society of Certified Public Accountants Thomas C. Cunningham, CPA PC 23 MOORE STREET BRISTOL, VIRGINIA 24201 (540) 669-5531 INDEPENDENT AUDITOR'S REPORT To the Partners, Tappahannock Greens Limited Partnership I have audited the accompanying balance sheet of Tappahannock Greens Limited Partnership as of December 31, 1997 and 1996, and the related statements of operations, partner' equity and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. My responsibility is to express an opinion on these financial statements based on my audits. I conducted my audits in accordance with generally accepted auditing standards and Government Auditing Standards issued by the Comptroller General of the United States, and the U.S. Department of Agriculture, Farmers Home Administration Audit Program. Those standards require that I plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. I believe that my audits provide a reasonable basis for my opinion. In my opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Tappahannock Greens Limited Partnership as of December 31, 1997 and 1996, and the results of its operations, changes in partners' equity, and its cash flows for the years then ended in conformity with generally accepted accounting principles. My audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The accompanying information on pages 15 to 17 is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the audit procedures applied in the audits of the basic financial statements and, in my opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. In accordance with Government Auditing Standards, I have also issued a report dated February 18, 1998 on my consideration of Tappahannock Green. Limited Partnership's internal control and a report dated February 18, 1998 on its compliance with laws and regulations applicable to the financial statements. THOMAS C. CUNNINGHAM, CPA P.C. February 18, 1998 SMITH, MILES & COMPANY, L.C. CERTIFIED PUBLIC ACCOUNTANTS 1230 AIRPORT ROADP.O. BOX 1177PANAMA CITY, FLORIDA 32402Phone: (850) 785- 0261Fax: (850) 785-2078 INDEPENDENT AUDITORS' REPORTTo the Partners Village Oaks Apartments II, Ltd. Panama City, Florida We have audited the accompanying balance sheets of Village Oaks Apartments, II, Ltd., FmHA Project No: 09-061-0592884971, as of December 31, 1997 and 1996, and the related statements of operations, partners, equity (deficit) and cash flows for the years then ended. These financial statements are the responsibility of the partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our-audits in accordance with generally accepted auditing standards and Government issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Village Oaks Apartments II, Ltd., as of December 31, 1997 and 1996, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplementary information is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the audit procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. Panama City, Florida January 29, 1998 Coopers & LybrandReport of Independent AccountantsTo the PartnersWilmington Housing Redevelopment CompanyWe have audited the accompanying statements of financial position of Wilmington Housing Redevelopment Company (A Limited Partnership), as of December 31, 1997 and 1996, and the related statements of operations and partners' capital (deficit), changes in partners' capital (deficit) and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Wilmington Housing Redevelopment Company as of December 31, 1997 and 1996, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued our report dated January 21, 1998 on our consideration of Wilmington Housing Redevelopment Company's internal control structure and a report dated January 21, 1998 on its compliance with laws and regulations.. Rochester, New York January 21, 1998 LOUIS YOUNG C.P.A. INC. 2630 E. ASHLAN - FRESNO, CALIFORNIA 93726 (209) 224-5141 INDEPENDENT AUDITOR'S REPORT The PartnersHacienda Villa AssociatesFirebaugh, California We have audited the accompanying balance sheet of Hacienda Villa Associates (A Limited Partnership) as of December 31, 1996, and the related statements of operations, partners' capital and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Hacienda Villa Associates (a Limited Partnership) as of December 31, 1996, and the results of its operations and its cash flows for the year then ended, in conformity with generally accepted accounting principles. Our audit was made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information on pages 14 and 15 is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. Louis Young CPA Inc. Fresno, California February 14, 1997 FLOYD & COMPANY Certified Public Accountant 306 Commercial Drive, Suite 202 Post Office Box 14251 Savannah, Georgia 31406 Savannah, Georgia 31416 Phone: (912) 355-9969 INDEPENDENT AUDITORS' REPORT To the General Partners of Meadow Run Limited Partnership We have audited the accompanying balance sheets of Meadow Run Limited Partnership (a Georgia Limited Partnership) as of December 31, 1996 and the related statements of operations, partners equity deficit) and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. The financial statement information for the year ending December 31, 1995 was audited by another independent certified public accountant who expressed an unqualified opinion dated March 16, 1996. We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects the financial position of Meadow Run Limited Partnership p a Georgia Limited Partnership,), as of December 31, 1996 and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles. Floyd & Company, CPA February 28, 1997 Schonwit & Associates Certified Public Accountant 575 Anton Boulevard, Suite 500 Costa Mesa, California 92626 (714) 437-1025 Fax (714) 957-1678 INDEPENDENT AUDITOR'S REPORT To the Partners Raitt Street Apartments, A California Limited Partnership I have audited the accompanying balance sheet of Raitt Street Apartments, A California Limited Partnership, as of December 31, 1996, and the related statements of operations, partners' equity, and cash flows for the year then ended. These financial statements are the responsibility of the partnership's management. My responsibility is to express an opinion on these financial statements based on my audit. The financial statements of Raitt Street Apartments, A California Limited Partnership, for the year ended December 31, 1995, as presented herein, were examined by another auditor whose report dated April 4, 1996, expressed an unqualified opinion on those statements. I conducted my audit in accordance with generally accepted auditing standards. Those standards require that I plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. I believe that my audit provides a reasonable basis for my opinion. In my opinion the accompanying financial statements referred to above present fairly, in all material respects, the financial position of Raitt Street Apartments, A California Limited Partnership as of December 31, 1996, and the results of its operations, the changes in partners' equity, and cash flows for the year then ended in conformity with generally accepted accounting principles. My audit was made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information on page 6 is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in my opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. SCHONWIT & ASSOCIATES February 14, 1997 McGLADREY & PULLEN, LLPCertified Public Accountants and Consultants INDEPENDENT AUDITOR'S REPORTTo the Partners Westwood Square Limited Partnership Greensboro, North Carolina We have audited the accompanying balance sheets of Westwood Square Limited Partnership as of December 31, 1997 and 1996, and the related statements of income, partners' deficit, and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Westwood Square Limited Partnership as of December 31, 1997 and 1996, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued a report dated January 20, 1998 on our consideration of Westwood Square Limited Partnership's internal control and a report dated January 20, 1998 on its compliance with laws and regulations. Greensboro, North Carolina January 20, 1998 FLOYD & COMPANY Certified Public Accountants 411 Stephenson Avenue Post Office Box 14251 Savannah, Georgia 31406 Savannah, Georgia 31416 Phone: (912) 355-9969 Fax- (912) 355-1992 INDEPENDENT AUDITORS' REPORT To the General Partners of Autumn Lane Limited Partnership We have audited the accompanying balance sheets of Autumn Lane Limited Partnership (a Georgia Limited Partnership) as of December 31, 1998 and the related statements of operations, partners' equity (deficit) and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Autumn Lane Limited Partnership (a Georgia Limited Partnership) as of December 31, 1998 and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles. Floyd & Company, CPA February 28, 1999 Timothy Force, P.C. Certified Public Accountant 1110 Fidler Lane, Suite 900 Silver Spring, Maryland 20910 Phone: 301/585-0348 Fax: 301/585-6349 INDEPENDENT AUDITOR'S REPORT To the Partners Chuckatuck Limited Partnership I have audited the accompanying balance sheet of Chuckatuck Limited Partnership, RHS Project No.: 54-074-541440875, as of December 31, 1998 and the related statements of operations, partners' deficit and cash flows for the year then ended. These financial statements are the responsibility of the partnership's management. My responsibility is to express an opinion on these financial statements based on my audit. The financial statements of Chuckatuck Limited Partnership as of December 31, 1997 were audited by other auditor's whose report on these financial statements, dated January 23, 1998, included an explanatory paragraph describing conditions that substantial doubt about the partnership's ability to continue as a going concern (discussed in Note B to the financial statements). I conducted my audit in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that I plan and perform the audit to obtain reasonable assurances about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates make by management, as well as evaluating the overall financial presentation. I believe that my audit provided a reasonable basis for my opinion. In my opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Chucatuck Limited Partnership, RHS Project No.: 54-074-541440875, as of December 31, 1998, and the results of its operations, the changes in partners' deficit and cash flows for the years then ended, in conformity with generally accepted accounting standards. The accompanying financial statements have been prepared assuming that the partnership will continue as a going concern. As discussed in Note B, the partnership is delinquent in funding reserves and paying their debts, which raise substantial doubt about the partnership's ability to continue as a going concern. Management's plans in regard to this matter are also described in Note B. The financial statements do not include any adjustment that might result from the outcome of this uncertainty. My audit was made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information on page 17 is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in my opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. In accordance with Government Auditing Standards, I have also issued reports dated March 1, 1999 on my consideration of Chuckatuck Limited Partnership's internal control and its compliance with laws and regulations applicable to the financial statements. Timothy Force Certified Public Accountant Silver Spring, Maryland March 1, 1999 FLOYD & COMPANY, CPA Certified Public Accountants 411 Stephenson Avenue Post Office Box 14251 Savannah, Georgia 31406 Savannah, Georgia 31416 Phone: (912) 355-9969 INDEPENDENT AUDITORS' REPORT To the General Partners of Ellaville Properties Limited Partnership We have audited the accompanying balance sheets of Ellaville Properties Limited Partnership (a Georgia Limited Partnership) as of December 31, 1998 and the related statements of operations, partners' equity (deficit) and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Ellaville Properties Limited Partnership (a Georgia Limited Partnership) as of December 31, 1998 and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles. Floyd & Company, CPA February 28, 1999 Byrd, Smalley, Evans, Adams & Johnson, PC. Stan A. Ivans, CrA Telephone (256) 353-1611 Facsimile (256) 353-1578 Certified Public Accountants 237 )ohnston Street S.E. Post Office Box 2179 Decatur, AL 35602-2179 Ray Johnsom CPA John P. Adams, CPA Lisa A. Nuss, CPA Angie A. Harris, CPA Taura S. Berry, CPA Serry A. Burrmos, CPA REPORT ON COMPLIANCE AND ON INTERNAL CONTROL OVER FINANCIAL REPORTING BASED ON AN AUDIT OF FINANCIAL STATEMENTS PERFORMED IN ACCORDANCE WITH GOVERNMENT AUDITING STANDARDS We have audited the financial statements of Housing Investors Athens 11, Ltd., as of and for the years ended December 31, 1998 and 1997 and have issued our report thereon, February 15,199c, We conducted our audit in accordance with generally accepted auditing standards and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States. Compliance As part of obtaining reasonable assurance about whether Housing Investors Athens 11, Ltd.' financial statements are free of material misstatement, we performed tests of its compliance wit certain provisions of laws, regulations, contracts and grants, noncompliance with which could have a direct and material effect on the determination of financial statement amounts. However providing an opinion on compliance with those provisions was not an objective of our audit and accordingly, we do not express such an opinion. The results of our tests disclosed no instances i noncompliance that are required to be reported under Government Auditing Standards. Internal Control Over Financial Reporting In planning and performing our audit, we considered Housing Investors Athens 11, Ltd.'s internal control over financial reporting in order to determine our auditing procedures for the purpose of expressing our opinion on the financial statements and not to provide assurance on the intern control over financial reporting. Our consideration of the internal control over financial reporting would not necessarily disclose all matters in the internal control over financial reporting that might be material weaknesses. A material weakness is a condition in which the design or operation of one or more of the internal control components does not reduce to a relatively low level the risk that misstatements in amounts that would be material in relation to the financial statements being audited may occur and not be detected within a timely period by employees in the normal course performing their assigned functions. We noted no matters involving the internal control over financial reporting and its operation that we consider to be material weaknesses. This report is intended for the information of the audit committee, management, the Farmers Home Administration and other state officials. However, this report is a matter of public record and distribution is not limited. February 15, 1999 BERNARD E. REA, CPA CERTIFIED PUBLIC ACCOUNTANT INDEPENDENT AUDITOR'S REPORT To the Partners Maidu Properties (A California Limited Partnership) Rocklin, California I have audited the accompanying balance sheets of Maidu Properties (A California Limited Partnership), as of December 31, 1998 and 1997, and the related statements of income, partners' equity, and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. My responsibility is to express an opinion on these financial statements based on my audits. I conducted my audits in accordance with generally accepted auditing standards. Those standards require that I plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. I believe that my audits provide a reasonable basis for my opinion. In my opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Maidu Properties (A California Limited Partnership) as of December 31, 1998 and 1997, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. My audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplementary information for the years ended December 31, 1998 and 1997, on pages 13 and 14, is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the audit procedures applied in the audits of the basic financial statements and, in my opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. Stockton, California March 31, 1999 P.O. BOX 4632 - STOCKTON, CA 95204 TELEPHONE (209) 933-9113- FAX (209) 933-9115 - EMAIL BReaCPA@AOL.COM FLOYD & COMPANY, CPA Certified Public Accountants 411 Stephenson Avenue Post Office Box 14251 Savannah, Georgia 31406 Savannah, Georgia 31416 Phone: (912) 355-9969 Fax: (912)355-1992 INDEPENDENT AUDITORS' REPORT To the General Partners of Meadowbrook Properties II Limited Partnership We have audited the accompanying balance sheets of Meadowbrook Properties II Limited Partnership (a Georgia Limited Partnership) as of December 31, 1998 and the related statements of operations, partners' equity (deficit) and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based our audit. We conducted our audit in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statements presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Meadowbrook Properties II Limited Partnership (a Georgia Limited Partnership) as of December 31, 1998 and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles. Floyd & Company, CPA February 28, 1999Dauby O'Connor & Zaleski A Limited Liability Company Certified Public Accountants Independent Auditors' Report To the Partners of Pedcor Investments - 1989 - X, L.P. (An Indiana Limited Partnership) We have audited the accompanying balance sheet of Pedcor Investments - 1989 - - X, L.P. (an Indiana Limited Partnership) as of December 31, 1998, and the related statements of profit and loss and changes in partners, equity (deficit) and cash flows for the year then ended. These financial statements are the responsibility of management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly in all material respects the financial position of Pedcor Investments - 1989 - X ' L.P. as of December 31, 1998, and the results of its operations and changes in partners, equity (deficit) and cash flows for the year then ended in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued a report dated January 22, 1999, on our consideration of the Partnership's internal controls and a report dated January 22, 1999, on its compliance with laws and regulations. 698 Pro Med Lane Carmel, Indiana 46032 317-848-5700 Fax: 317-815-6140 Pedcor Investments - 1989 - X, L.P. page Two The accompanying supplementary information is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the financial statements taken as a whole. Carmel, Indiana Dauby O'Connor & Zaleski, LLC January 22, 1999 Certified Public Accountants I FLOYD & COMPANY Certified Public Accountants 411 Stephenson Avenue Post Office Box 14251 Savannah, Georgia 31406 Savannah, Georgia 31416 Phone: (912) 355-9969 Fax: (912) 355-1992 INDEPENDENT AUDITORS' REPORT To the General Partners of Rosewood Village Limited Partnership We have audited the accompanying balance sheets of Rosewood Village Limited Partnership (a Georgia Limited Partnership) as of December 31, 1998 and the related statements of operations, partners' equity (deficit) and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and, perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Rosewood Village Limited Partnership (a Georgia Limited Partnership) as of December 31, 1998 and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles. Floyd & Company, CPA February 28, 1999 132 Stephenson Avenue, Suite 202 Post Office, Box, 14251 Savannah, Georgia 31406 Savannah, Georgia 31416 Phone: (912) 355-9969 INDEPENDENT AUDITORS' REPORT To the General Partners of Autumn Lane Limited Partnership We have audited the accompanying balance sheets of Autumn Lane Limited Partnership (a Georgia Limited Partnership) as of December 31, 1997 and the related statements of operations, partners' equity (deficit) and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Autumn Lane Limited Partnership (a Georgia Limited Partnership) as of December 31, 1997 and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles. DANIEL G. DRANE CERTIFIED PUBLIC ACCOUNTANT Telephone (502)756-5704 FAX (502)756-5927 e-mail dgdepa@bbtel.com 209 East Third Street - P. 0. Box 577 Hardinsburg, Kentucky 40143 INDEPENDENT AUDITORS REPORT To the Partners Butler Properties, Limited Leitchfield, Kentucky I have audited the accompanying balance sheets of Butler Properties, Limited (a Kentucky limited partnership), RHS Project No.: 20-016- 0611166123, as of December 31, 1997 and 1996, and the related statements of operations, partners' capital, and cash flows for the years then ended. These financial statements are the responsibility of the partnership's management. My responsibility is to express an opinion on these financial statements based on my audits. I conducted my audits, as of and for the years ended December 31, 1997 and 1996, in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that I plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. I believe that my audits provide a reasonable basis for my opinion. In my opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Butler Properties, Limited, as of December 31, 1997 and 1996, and the results of its operations, the changes in its partners' capital and its cash flows for the years then ended in conformity with generally accepted accounting principles. My audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information on pages 14 and 15 is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in my opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. Daniel G. Drane Certified Public Accountant March 10, 1998 FLOYD & COMPANY Certified Public Accountant 132 Stephenson Avenue, Suite 202 Post Office, Box, 14251 Savannah, Georgia 31406 Savannah, Georgia 31416 Phone: (912) 355-9969 INDEPENDENT AUDITORS' REPORT To the General Partners of Ellaville Properties Limited Partnership We have audited the accompanying balance sheets of Ellaville Properties Limited Partnership (a Georgia Limited Partnership) as of December 31, 1997 and the related statements of operations, partners, equity (deficit) and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Ellaville Properties Limited Partnership (a Georgia Limited Partnership) as of December 31, 1997 and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles. Floyd & Company, CPA February 28, 1998 DANIEL G. DRANIF, Telephone CERTIFIED PUBLIC ACCOUNTANT 209 East Third Street - P. 0. Box 577 Hardinsburg, Kentucky 40143 (502)756-5704 FAX (502)756-5927 e-mail dgdcpa@bbtel.com INDEPENDENT AUDITORS REPORT To the Partners Hart Properties, Limited Leitchfield, Kentucky I have audited the accompanying balance sheets of Hart Properties, Limited (a Kentucky Limited partnership), RHS Project No.: 20-050-611135226, as of December 31, 1997 and 1996, and the related statements of operations, partners' capital/deficit, and cash flows for the years then ended. These financial statements are the responsibility of the partnership's management. My responsibility is to express an opinion on these financial statements based on my audits. I conducted my audits, as of and for the years ended December 31, 1997 and 1996, in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that I plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. I believe that my audits provide a reasonable basis for my opinion. In my opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Hart Properties, Limited, as of December 31, 1997 and 1996, and the results of its operations, the changes in its partners' capital/deficit and its cash flows for the years then ended in conformity with generally accepted accounting principles. My audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information on pages 13 and 14 is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in my opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. Daniel G. Drane Certified Public Accountant March 10, 1998 Byrd, Smalley, Evans, Adams & Johnson, P.C.CERTIFIED PUBLIC ACCOUNTANTS TELEPHONE (205) 353-1611 FAX (205) 353-1578 237 Johnston Street S.E. Post Office Box 2179, Decatur, AL 35602-2179Independent Auditor's ReportTo the PartnersHousing Investors, Athens II, LTD.Decatur, AlabamaWe have audited the accompanying balance sheet of Housing Investors Athens II, Ltd. (a partnership) as of December 31, 1997 and 1996, and the related statements of operations, partners' capital, and cash flows for the year then ended. These financial statements are the responsibility of the partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audit in accordance with generally accepted auditing standards and Government Auditing Standards issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the Financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as Financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Housing investors Athens -II, Ltd., as of December 31, 1997 and 1996, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. February 25, 1998 BURKE & REA EDWARD T. BURKE, C.P.A. BERNARD E. REA, C.P.A. INDEPENDENT AUDITORS' REPORT To the Partners Maidu Properties (A California Limited Partnership) Rocklin, California CERTIFIED PUBLIC ACCOUNTANTS We have audited the accompanying balance sheets of Maidu Properties (A California Limited Partnership), as of December 31, 1997 and 1996, and the related statements of income, partners' equity, and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Maidu Properties (A California Limited Partnership) as of December 31, 1997 and 1996, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplementary information for the years ended December 31, 1997 and 1996, on pages 13 and 14, is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the audit procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. Stockton, California March 20, 1998 P.O. BOX 4632 STOCKTON, CA 95204 TELEPHONE 209/933-9113 FAX 209/933-9115 FLOYD & COMPANY Certified Public Accountant 132 Stephenson Avenue, Suite 202 Post Office, Box, 14251 Savannah, Georgia 31406 Savannah, Georgia 31416 Phone: (912) 355-9969 INDEPENDENT AUDITORS' REPORT To the General Partners of Meadowbrook Properties II Limited Partnership We have audited the accompanying balance sheets of Meadowbrook Properties II Limited Partnership (a Georgia Limited Partnership) as of December 31, 1997 and the related statements of operations, partners, equity (deficit) and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Meadowbrook Properties II Limited Partnership (a Georgia Limited Partnership) as of December 31, 1997 and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles. Floyd & Company, CPA February 28, 1998 DANIEL G. DRANE CERTIFIED PUBLIC ACCOUNTANT 209 East Third Street - P. 0. Box 577 Hardinsburg, Kentucky 40143 INEPENDENT AUDITORS REPORT To the Partners Morgantown Properties, Limited Leitchfield, Kentucky Telephone (502)756-5704 FAX (502)756-5927 e-mail dgdcpa@bbtcl-com I have audited the accompanying balance sheets of Morgantown Properties, Limited (a Kentucky limited partnership), RHS Project No.: 20-016- 0611149787, as of December 31, 1997 and 1996, and the related statements of operations, partners' capital/deficit, and cash flows for the years then ended. These financial statements are the responsibility of the partnership's management. My responsibility is to express an opinion on these financial statements based on my audits. I conducted my audits, as of and for the years ended December 31, 1997 and 1996, in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that I plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. I believe that my audits provide a reasonable basis for my opinion. In my opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Morgantown Properties, Limited, as of December 31, 1997 and 1996, and the results of its operations, the changes in its partners' capital/deficit and its cash flows for the years then ended in conformity with generally accepted accounting principles. My audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information on pages 14 and 15 is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in my opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. Daniel G. Drane Certified Public Accountant March 10, 1998 Dauby O'Connor & Zaleski A Limited Liability Company Certified Public Accountants Independent Auditors' Report To the Partners of Pedcor Investments - 1989 - X, L.P. (An Indiana Limited Partnership) We have audited the accompanying balance sheet of Pedcor Investments - 1989 - - X, L.P. (an Indiana Limited Partnership) as of December 31, 1997, and the related statements of profit and loss and changes in partners, equity (deficit) and cash flows for the year then ended. These financial statements are the responsibility of management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly in all material respects the financial position of Pedcor Investments - 1989 - X, L.P. as of December 31, 1997, and the results of its operations and changes in partners' equity (deficit) and cash flows for the year then ended in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued a report dated January 23, 1998, on our consideration of the Partnership's internal controls and a report dated January 23, 1998, on its compliance with laws and regulations. The accompanying supplementary information is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to auditing procedures applied in the audit of the basic financial statements and in our opinion, is fairly stated in all material respects in relation to the financial statements taken as a whole. Indianapolis, Indiana January 23, 1998 Dauby O'Connor & Zaleski, LLC Certified Public Accountants FLOYD & COMPANY Certified Public Accountant 132 Stephenson Avenue, Suite 202 Post Office, Box, 14251 Savannah, Georgia 31406 Savannah, Georgia 31416 Phone: (912) 355-9969 INDEPENDENT AUDITORS' REPORT To the General Partners of Rosewood Village Limited Partnership We have audited the accompanying balance sheets of Rosewood Village Limited Partnership (a Georgia Limited Partnership) as of December 31, 1997 and the related statements of operations, partners' equity (deficit) and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Rosewood Village Limited Partnership (a Georgia Limited Partnership) as of December 31, 1997 and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles. Floyd & Company, CPA February 28, 1998 KOSTIN, RUFFKESS & COMPANY, LLCCERTIFIED PUBLIC ACCOUNTANTS To the partners South Farm Limited Partnership RIHMFC #HIP-023 INDEPENDENT AUDITORS' REPORT We have audited the accompanying balance sheet of South Farm Limited Partnership, as of March 31, 1998, and the related statements of income and expense, changes in partners' capital and cash flows for the year then ended. These financial statements are the responsibility of the Project's management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with generally accepted auditing standards, and the standards applicable to financial audits contained in Government Auditing Standards issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of South Farm Limited Partnership at March 31, 1998, and the results of its operations and cash flows for the year then ended, in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards and the Consolidated Audit Guide for Audits of HUD Programs, issued by the U.S. Department of Housing and Urban Development, we have also issued a report dated April 30, 1998, on our consideration of South Farm Limited Partnership's internal control and reports dated April 30, 1998, on its compliance with laws and regulations, specific requirements applicable to major HUD programs and specific requirements applicable to Fair Housing and Nondiscrimination. South Farm Limited Partnership Page Two Our audit was made for the purpose of forming an opinion on the financial statements taken as a whole. The supplementary information contained in Schedules 1 through 24 is presented for the purpose of additional analysis and is not a required part of the financial statements. Such information has been subjected to the auditing procedures applied in the audit of the financial statements and, in our opinion, the supplementary information is fairly presented in all material respects in relation to the basic financial statements taken as a whole. West Hartford, Connecticut April 30, 1998 345 North Main Street West Hartford, CT 06117-2521 (860) 236-1975 Toll Free: (800) 286-5726 FAX: (860) 236-1783 260 U.S. Route #1 Bank Building New London, CT 06320-0166 Members of the Firm: Jerrold M. Gold, CPA Lawrence Marziale, CPA Joseph W. Sparveri, Jr., CPA Peter K. Askham, CPA Richard V. Kretz, CPA Edmund S. Kindelan, CPA Michael T. Novosel, CPA John S. Pavlik, CPA Kimberly O. Nordone, CPA Daniel Donofrio, CPA FLOYD & COMPANY Certified Public Accountant 306 Commercial Drive, Suite 202 Georgia 31406 Post Office Box 14251 Savannah, Georgia 31416 Phone: (912) 355-9969 INDEPENDENT AUDITORS' REPORT To the General Partners of Autumn Lane Limited Partnership We have audited the accompanying balance sheets of Autumn Lane Limited Partnership (a Georgia Limited Partnership) as of December 31, 1996 and the related statements of operations, partners equity (deficit) and cash flows for the year then ended. These financial statements are the responsibility of the Partnerships management. Our responsibility is to express an opinion on these financial statements based on our audits. The financial statement information for the year ending December 31, 1995 was audited by another independent certified public accountant who expressed and unqualified opinion dated March 16, 1996. We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Autumn Lane Limited Partnership (a Georgia Limited Partnership) as of December 31, 1996 and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles. Floyd & Company, CPA February 28, 1997 FLOYD & COMPANY Certified Public Accountant 306 Commercial Drive, Suite 202 Georgia 31406 Post Office Box 14251 Savannah, Georgia 31416 Phone: (912) 355-9969 INDEPENDENT AUDITORS' REPORT To the General Partner; of Ellaville Properties Limited Partnership We have audited the accompanying balance sheets of Ellaville Properties Limited Partnership (a Georgia Limited Partnership) as of December 31, 1996 and the related statements of operations, partners, equity (deficit) and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audit. The financial statement information for the year ending December 31, 1995 was audited by another independent certified public accountant who expressed and unqualified opinion dated March 16, 1996. We conducted our audit in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Ellaville Properties Limited Partnership (a Georgia Limited Partnership) as of December 31, 1996 and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles. Flood & Company, CPA February 28, 1997 McGLADREY & PULLEN,LLP Certified Public Accountants and Consultants FLOYD & COMPANY Certified Public Accountant 306 Commercial Drive, Suite 202 Georgia 31406 Post Office Box 14251 Savannah, Georgia 31416 Phone: (912) 355-9969 INDEPENDENT AUDITORS' REPORT To the General Partners of Meadowbrook Properties II Limited Partnership We have audited the accompanying balance sheets of Meadowbrook Properties II Limited Partnership (a Georgia Limited Partnership) as of December 31, 1996 and the related statements of operations, partners, equity (deficit) and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audit. The financial statement information for the year ending December 31, 1995 was audited by another independent certified public accountant who expressed and unqualified opinion dated March 16, 1996. We conducted our audit in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Meadowbrook Properties II Limited Partnership (a Georgia Limited Partnership) as of December 31, 1996 and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles. Floyd & Company, CPA February 28, 1997 Dauby O'Connor & Zaleski A Limited Liability Company Certified Public Accountants INDEPENDENT AUDITORS' REPORT To the Partners Pedcor Investments 1989-X, L.P. We have audited the accompanying balance sheets of Pedcor Investments 1989- X, L.P. as of December 31, 1996 and 1995, and the related statements of loss, partners, equity (deficit), and cash flows for the years then ended. These financial statements are the responsibility of the partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Pedcor Investments 1989-X, L.P. as of December 31, 1996 and 1995, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. The accompanying information is presented for additional analysis and is not a required part of the basic financial statements. Such Information has been subjected to the same auditing procedures applied in the audits of the basic financial statements and, in our opinion, is presented fairly in all material respects in relation to the basic financial statements taken as a whole. Indianapolis, Indiana Dauby O'Connor & Zaleski, LLC January 17, 1997 Certified Public Accountants 8395 Keystone Crossing, Suite 203 Indianapolis, Indiana 46240 317-259-6857 Fax: 317-259-6861 FLOYD & COMPANY Certified Public Accountant 306 Commercial Drive, Suite 202 Georgia 31406 Post Office Box 14251 Savannah, Georgia 31416 Phone: (912) 355-9969 INDEPENDENT AUDITORS' REPORT To the General Partners of Rosewood Village Limited Partnership We have audited the accompanying balance sheets of Rosewood Village Limited Partnership (a Georgia Limited Partnership) as of December 31, 1996 and the related statements of operations, partners' equity (deficit) and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. The financial statement information for the year ending December 31, 1995 was audited by another independent certified public accountant who expressed and unqualified opinion dated March 16, 1996. We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Rosewood Village Limited Partnership (a Georgia Limited Partnership) as of December 31, 1996 and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles. Floyd Company, CPA February 28, 1997 KOSTIN, RUFFKESS & COMPANY, LLC CERTIFIED PUBLIC ACCOUNTANTS 345 North Main Street West Hartford, CT 06117-2521 (860) 236-1975 Toll Free: (800) 286-5726 FAX: (860) 236-1783 260 U.S. Route #1 Bank Building New London, CT 06320-2608 (860) 447-1235 FAX: (860) 442-0166 To The PartnersSouth Farm Limited PartnershipRIHMFC #HIP-023 INDEPENDENT AUDITORS'REPORT We have audited the accompanying balance sheet of South Farm Limited Partnership, as of March 31, 1997, and the related statements of income and expense, changes in partners' capital and cash flows for the year then ended. These financial statements are the responsibility of the Project's management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with generally accepted auditing standards, and Government Auditing Standards issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of South Farm Limited Partnership at March 31, 1997, and the results of its operations and cash flows for the year then ended, in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards and the Consolidated Audit Guide for Audits of HLTD Programs, issued by the U.S. Department of Housing and Urban Development we have also issued a report dated May 9, 1997 on our consideration of South Farm Limited Partnership's internal control structure and a report dated May 9, 1997 on its compliance with laws and regulations. McGLADREY&PULLEN, LLP RSM Certified Public Accountants and Consultants INDEPENDENT AUDITOR'S REPORT To the Partners Academy Hill Limited Partnership Winston-Salem, North Carolina We have audited the accompanying balance sheets of Academy Hill Limited Partnership as of December 31, 1998 and 1997, and the related statements of income, partners' equity (deficit), and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Academy Hill Limited Partnership as of December 31, 1998 and 1997, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued a report dated January 21, 1999 on our consideration of Academy Hill Limited Partnership's internal control over financial reporting and on our tests of its compliance with certain provisions of laws, regulations, contracts and grants. Greensboro, North Carolina January 21, 1999 I GWEN WARD, P.C. CERTIFIED PUBLIC ACCOUNTANT 609 UNIVERSITY DRIVE FORT WORTH. TEXAS 76107 (817) 336-5880 MEMBER AMERICAN INSTITUTE OF MEMBER CERTIFIED PUBLIC ACCOUNTANTS TEXAS SOCIETY OF CERTIFIED PUBLIC ACCOUNTANTS Independent Auditor's Report To the Partners of Aspen Square, L.P. Tazewell, Virginia I have audited the accompanying balance sheets of Aspen Square, L. P. as of December 31, 1998 and 1997, and the related statements of operations, partners' equity (deficit) and cash flows for the years then ended. These financial statements are the responsibility of the partnership's management. My responsibility is to express an opinion on these financial statements based on my audits. I conducted my audits in accordance with generally accepted auditing standards. Those standards require that I plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. I believe that my audits provide a reasonable basis for my opinion. In my opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Aspen Square, L.P., as of December 31, 1998 and 1997, and the results of its operations, changes in partners' equity (deficit) and cash flows for the years then ended in conformity with generally accepted accounting principles. My audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information on page 1-17 is presented f or purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in my opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. Fort Worth, Texas March 26, 1999 McGEE & ASSOCIATES, P.C. CERTIFIED PUBLIC ACCOUNTANTS Independent Auditors' Report To the Partners Buckeye Senior, Ltd. and Rural Development We have audited the accompanying balance sheets of Buckeye Senior, Ltd. (a limited partnership) as of December 31, 1998 and 1997, and the related statements of operations, partners' equity (deficit) and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Buckeye Senior, Ltd. as of December 31, 1998 and 1997, and the results of its operations and the changes in partners' equity (deficit) and cash flows for the years then ended in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued a report dated January 9, 1999, on our consideration of Buckeye Senior, Ltd.'s internal control over financial reporting and our tests of its compliance with certain provisions of laws, regulations, contracts and grants. Our audits were conducted for the purpose of forming an opinion on the financial statements taken as a whole. The supplemental information included in the report is presented for purposes of additional analysis and is not a required part of the financial statements of Buckeye Senior, Ltd. Such information has been subjected to the auditing procedures applied in the audit of the financial statements and, in our opinion, is fairly stated in all material respects in relation to the financial statements taken as a whole. January 9, 1999 Farmington, New Mexico 1 GWEN WARD, P.C. CERTIFIED PUBLIC ACCOUNTANT 609 UNIVERSITY DRIVE FORT WORTH. TEXAS 76107 (817) 336-5880 MEMBER AMERICAN INSTITUTE OF CERTIFIED PUBLIC ACCOUNTANTS Independent Auditor's Report To the Partners of Copper Creek, L.P. I have audited the accompanying balance sheets of Copper Creek, L.P. as of December 31, 1998 and 1997, and the related statements of operations, partners' equity (deficit) and cash flows for the years then ended. These financial statements are the responsibility of the partnership's management. My responsibility is to express an opinion on these financial statements based on my audits. I conducted my audits in accordance with generally accepted auditing standards. Those standards require that I plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. I believe that my audits provide a reasonable basis for my opinion. In my opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Copper Creek, L.P. as of December 31, 1998 and 1997, and the results of its operations, changes in partners' equity (deficit) and cash flows for the years then ended in conformity with generally accepted accounting principles. My audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information on page 1-17 is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in my opinion is fairly stated in all material respects in relation to the basic financial statements taken as a whole. Fort Worth, Texas March 26, 1999 1-3 Clifton Gunderson L.L.C. Certified Public Accountants & Consultants Independent Auditor's Report To the Partners Coronado Housing Limited Partnership We have audited the accompanying balance sheets of Coronado Housing Limited Partnership as of December 31, 1998 and 1997 and the related statements of operations, partners' equity, and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements 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 financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Coronado Housing Limited Partnership as of December 31, 1998 and 1997 and the results of their operations and their cash flows for the years then ended in conformity with generally accepted accounting principles. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The accompanying supplemental information is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, is presented fairly, in all material respects, in relation to the basic financial statements taken as a whole. Tucson, Arizona February 26, 1999 KAY L. BOWEN& ASSOCIATES CERTIFIED PUBLIC ACCOUNTANT, P.C. Phone (801) 627-0825 - FAX (801) 627-0829 3710 QUINCY AVENUE KAY L BOWEN, CPA OGDEN, UTAH 84403 MEMBER OF THE AMERICAN INSTITUTE OF SHARI B. JOHNSON, CPA JAMES L HAWKINS SCOTT L. BOWEN MICHAEL S. JACHIM INDEPENDENT AUDITOR'S REPORT To the Partners Franklin School Associates Franklin School Apartments Great Falls, Montana We have audited the accompanying balance sheet of Franklin School Associates, as of December 31, 1998 and 1997, and the related statements of income and cash flows and change in partners, equity for the years then ended. These financial statements axe the responsibility of Franklin School Associates' management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with generally accepted auditing standards and General Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial - statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Franklin school Apartments, as of December 31, 1998 and 1997, and the results of its operations, change in partners' equity, and cash flows for the years then ended in conformity with generally accepted accounting principles. Our audit was conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The supporting included in the report (shown on pages 12 to 13) are presented for the purposes of additional analysis and are not a required part of the basic financial statements of Franklin school Associates. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the financial taken as a whole. In accordance with Government Auditing Standards, we have also issued a report dated March 6, 1999, on our consideration of Franklin School internal controls and a report dated March 6, 1999, on its compliance with laws and regulations. Ogden, Utah March 6, 1999 L. Bowen, CPA, President Federal I.D. #87-0448933 James L. Caughren Certified Public Accountant RO. Box 36014 Albuquerque, NM 87176 Report of Independent Certified Public Accountants To the Partners Hilltop Apartments Limited Partnership We have audited the balance sheet of Hilltop Apartments Limited Partnership (a New Mexico limited partnership) as of December 31, 1998 and 1997, and the related statements of operations, partners' capital, and cash flows for the years then ended. All information included in these financial statements is the responsibility of the Company's management. Our responsibility is to express an opinion on the financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States, and the U.S. Department of Agriculture, Farmers Home Administration Audit Program. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Hilltop Apartments Limited Partnership as of December 31, 1998 and 1997, and the results of its operations and cash flows for the years then ended, in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued our reports dated March 3, 1999 on our consideration of Hilltop Apartments Limited Partnership internal control and on its compliance with laws and regulations. McCartney & Company, P.C. Certified Public Accountants 2121 University Park Drive, Suite 150 Okernos, Michigan 48864 Telephone (5 17) 347-5000 Fax (5 17) 347-5007 March 3, 1999 Partners Ivan Woods Limited Partnership Okemos, Michigan Independent Auditor's Report We have audited the accompanying balance sheets of Ivan Woods Limited Partnership as of December 31, 1998 and 1997, and the related statements of revenue, expenses and partners' capital and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements 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 financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Ivan Woods Limited Partnership as of December 31, 1998 and 1997, the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The schedules of renting, administrative, operating, maintenance, taxes and insurance expenses on page 9 are presented for the purpose of additional analysis and are not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements, and in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. MUELLER, WALLA & ALBERTSON, P.C. CERTIFIED PUBLIC ACCOUNTANTS 10714 MANCHESTER ROAD SUITE 202 KIRKWOOD, MISSOURI 63122 (314) 822-657S INDEPENDENT AUDITORS'REPORT The Partners Licking Associates 11, L.P. Licking, Missouri We have audited the accompanying balance sheets of Licking Associates 11, L.P. (a limited partnership) as of December 31, 1998 and 1997, and the related statements of operations, partners' capital and cash flows for the years then ended. These financial statements are the responsibility of the partnership's management. Our responsibility is to express an opinion on these financial statements 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 financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Licking Associates II, L.P. as of December 31, 1998 and 1997, and the results of its operations, changes in partners' capital and cash flows for the years then ended in conformity with generally accepted accounting principles. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information included on page 13 is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated, in all material respects, in relation to the basic financial statements taken as a whole. Mueller, Walla & Albertson, P.C. Certified Public Accountants January 15, 1999 MEMBERS AMERICAN INSTITUTE OF CERTIFIED PUBLIC ACCOUNTANTS MISSOURI SOCIETY OF CERTIFIED PUBLIC ACCOUNTANTS BL00M, GETTIS, HABIB, SILVER & TERRONE, P.A. CERTIFIED PUBLIC ACCOUNTANTS SUITE 1450 2601 SOUTH SAYSHORE DRIVE MIAMI, FLORIDA 3l33-9893 TELEPHONE (305) 8S8-62f I FACSIMILE (305) 858-9696 BURT R. BLOOM, C.P.A., C.V.A. LAWRENCE W. GETTIS, C.P.A. STEVEN M. HABIB, C.P.A. MICHAEL A. SILVER, C.P.A. ROGER J. TERRONE, C.P.A. CURT A. ROSNER, C.P.A. To the Partners London Arms/Lyn Mar Limited Partnership Boston, Massachusetts INDEPENDENT AUDITORS' REPORT We have audited the accompanying Balance Sheets of London Arms/Lyn Mar, Ltd. (a Florida Limited Partnership), as of December 31, 1998 and 1997, and the related Statements of Operations, Partners' Equity (Deficiency) and Cash Flows for the years then ended. These financial statements are the responsibility of the management of London Arms/Lyn Mar Limited Partnership. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of London Arms/Lyn Mar Limited Partnership as of December 31, 1998 and 1997, and the results of its operations, the changes in partners' deficit and cash flows for the years then ended in conformity with generally accepted accounting principles. Our audit was made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the audit procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. January 18, 1999 BERNARD E. REA, CPA CERTIFIED PUBLIC ACCOUNTANTS INDEPENDENT AUDITOR'S REPORT To the Partners Maidu Properties (A California Limited Partnership) Rocklin, California I have audited the accompanying balance sheets of Maidu Properties (A California Limited Partnership), as of December 31, 1998 and 1997, and the related statements of income, partners' equity, and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. My responsibility is to express an opinion on these financial statements based on my audits. I conducted my audits in accordance with generally accepted auditing standards. Those standards require that I plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. I believe that my audits provide a reasonable basis for my opinion. In my opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Maidu Properties (A California Limited Partnership) as of December 31, 1998 and 1997, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. My audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplementary information for the years ended December 31, 1998 and 1997, on pages 13 and 14, is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the audit procedures applied in the audits of the basic financial statements and, in my opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. Stockton, California March 31, 1999 - - 1 - P.O. BOX 4632 - STOCKTON, CA 95204 - TELEPHONE (209) 933-9113 - FAX (209) 933-9115 - EMAIL BReaCPAna_AOL.COM FLOYD & COMPANY Certified Public Accountants 411 Stephenson Avenue Savannah, Georgia 31406 Phone: (912) 355-9969 Fax: (912) 355-1992 INDEPENDENT AUDITORS' REPORT To the General Partners of Manning Properties Limited Partnership We have audited the accompanying balance sheets of Manning Properties Limited Partnership (a Georgia Limited Partnership) as of December 31, 1998 and the related statements of operations, partners' equity (deficit) and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and, perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Manning Properties Limited Partnership (a Georgia Limited Partnership) as of December 31, 1998 and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles. Floyd & Company, CPA February 28, 1999 EideBailly,LLP Consultants - Certified Public Accountants INDEPENDENT AUDITOR'S REPORT The Partners RPI Limited Partnership #18 St. Paul, Minnesota We have audited the accompanying balance sheets of RPI Limited Partnership #18, RHS Project Number: 1818-411649005, as of December 31, 1998 and 1997, and the related statements of operations, partners' equity, and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards and Government Auditing Standards issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of RPI Limited Partnership #18 as of December 31, 1998 and 1997, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued a report dated February 2, 1999 on our consideration of RPI Limited Partnership #18's internal control and a report dated February 2, 1999 on its compliance with laws and regulations. Fargo, North Dakota February 2, 1999 406 Main Avenue - Suite 3000 * PO Box 2545 * Fargo, North Dakota 58108-2545 - - 701.239.8500 - Fax 701.239.8600 Offices in Arizona, Iowa, Minnesota, Montana, North Dakota and South Dakota - - Equal Opportunity Employer GWEN WARD, P.C. CERTIFIED PUBLIC ACCOUNTANT 609 UNIVERSITY DRIVE FORT WORTH. TEXAS 76107 (817) 336-5880 Independent Auditor's Report To the Partners of Sierra Springs, L.P. I have audited the accompanying balance sheets of Sierra Springs, L.P. as of December 31, 1998 and 1997, and the related statements of operations, partners' capital and cash flows for the years then ended. These financial statements are the responsibility of the partnership's management. MY responsibility is to express an opinion on these financial statements based on my audits. I conducted my audits in accordance with generally accepted auditing standards. Those standards require that I plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. I believe that my audits provide a reasonable basis for my opinion. In my opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Sierra Springs, L.P. as of December 31, 1998 and 1997, and the results of its operations, changes in partners' capital and cash flows for the years then ended in conformity with generally accepted accounting principles. My audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information on pages 1-17 and 1-18 is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in my opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. Fort Worth, Texas March 26, 1999 1-3 Thompson, Derrig, Slovacek & Craiq, P.C. INDEPENDENT AUDITORS' REPORT March 5, 1999 To the Partners South Fork Heights Limited Partnership We have audited the accompanying balance sheets of South Fork Heights Limited Partnership (a Colorado limited partnership), as of December 31, 1998 and 1997 and the related statements of operations, partners' equity (deficit) and cash flows for the years then ended. These financial statements are the responsibility of the partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards and Government Auditing Standards issued by the Comptroller General of the United States. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of South Fork Heights Limited Partnership as of December 31, 1998 and 1997 and the results of its operations and its cash flows for the years then ended conformity with generally accepted accounting principles. . 4 In accordance with Government Auditing Standards we have also issued our report dated March 5, 1999 on our consideration of South Fork Heights Limited -Partnership's internal control over financial reporting and our tests of its compliance with certain provisions of laws, regulations, contracts, and grants. Our audits were made for the purpose of forming an opinion on the basic financial statements, taken as a whole. The supplemental information on pages 16 through 26 is presented for purposes of additional analysis and is not a required part of the basic financial statements. The supplementary information presented in the Year End Report/Analysis (USDA Form RD 1930-8) and Para I through III of the Project Budget (USDA Form RD 1930-7) for year ended December 31, 1998, is presented for purposes of complying with the requirements of the United States Department of Agriculture and is also not a required part of the basic financial statements. Such information has been subjected to the audit procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. THOMPSON, DERRIG, SLOVACEK & CRAIG, P.C. Certified Public Accountants 5 SMITH, MILES & COMPANY, L.C. CERTIFIED PUBLIC ACCOUNTANTS PANAMA CITY, FLORIDA 32402 Phone: (850) 785-0261 Fax: (850) 785-2078 INDEPENDENT AUDITORS' REPORT To the Partners Wildridge Apartments, Ltd. Panama City, Florida We have audited the accompanying balance sheets of Wildridge Apartments, Ltd., FmHA Project No: 11-51-592863964, as of December 31, 1998 and 1997, and the related statements of operations, partners' deficit and cash flows for the years then ended. These financial statements are the responsibility of the partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards and Government Auditing Standards issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Wildridge Apartments, Ltd., as of December 31, 1998 and 1997, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplementary information is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the audit procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. Panama City, Florida February 4, 1999 INDEPENDENT AUDITOR'S REPORT To the Partners Academy Hill Limited Partnership Greensboro, North Carolina We have audited the accompanying balance sheets of Academy Hill Limited Partnership as of December 31, 1997 and 1996, and the related statements of income, partners' equity, and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Academy Hill Limited Partnership as of December 31, 1997 and 1996, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued a report dated January 20, 1998 on our consideration of Academy Hill Limited Partnership's internal control and a report dated January 20, 1998 on its compliance with laws and regulations. Greensboro, North Carolina January 20, 1998 GWEN WARD, P.C. Certified Public Accountant 609 University Drive, Fort Worth, Texas 76107 (817) 336-5880 Member American Institute of Certified Accountants Member Texas Society of Certified Public Accountants Independent Auditor's Report To the Partners of Aspen Square, L.P. Tazewell, Virginia I have audited the accompanying balance sheets of Aspen Square, L.P., as of December 31, 1997 and 1996, and the related statements of operations, partners, equity (deficit) and cash flows for the years then ended. These financial statements are the responsibility of the partnership's management. My responsibility is to express an opinion on these financial statements based on my audits. I conducted my audits in accordance with generally accepted auditing standards. Those standards require that I plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. I believe that my audits provide a reasonable basis for my opinion. In my opinion, the financial statements referred to above present fairly in all material respects, the financial position of Aspen Square, L.P., as of December 31, 1997 and 1996, and the results of its operations, changes in partners, equity (deficit) and cash flows for the years then ended in conformity with generally accepted accounting principles. My audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information on page I-17 is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in my opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. Fort Worth, Texas March 28, 1998 I-3 McGEE & Associates, P.C.CERTIFIED PUBLIC ACCOUNTANTSIndependent Auditors' ReportTo the PartnersBuckeye Senior, Ltd.and Rural Development We have audited the accompanying balance sheets of Buckeye Senior, Ltd. (a limited partnership) as of December 31, 1997 and 1996, and the related statements of operations, partners' equity (deficit) and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Buckeye Senior, Ltd. as of December 31, 1997 and 1996, and the results of its operations and the changes in partners' equity (deficit) and cash flows for the years then ended in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued a report dated January 16, 1998, on our consideration of Buckeye Senior, Ltd.'s internal control over financial reporting and our tests of its compliance with certain provisions of laws, regulations, contracts and grants. Our audits were conducted for the purpose of forming an opinion on the financial statements taken as a whole. The supplemental information included in the report is presented for purposes of additional analysis and is not a required part of the financial statements of Buckeye Senior, Ltd. Such information has been subjected to the auditing procedures applied in the audit of the financial statements and, in our opinion, is fairly stated in all material respects in relation to the financial statements taken as a whole. January 16, 1998 Farmington, New Mexico GWEN WARD, P.C. Certified Public Accountant 609 University Drive, Fort Worth, Texas 76107 (817) 336-5880 Member American Institute of Certified Accountants Member Texas Society of Certified Public Accountants To the Partners of Copper Creek, L.P. Independent Auditor's Report I have audited the accompanying balance sheets of Copper Creek, L.P. as of December 31, 1997 and 1996, and the related statements of operations, partners, equity (deficit) and cash flows for the years then ended. These financial statements are the responsibility of the partnership's management. My responsibility is to express an opinion on these financial statements based on my audits. I conducted my audits in accordance with generally accepted auditing standards. Those standards require that I plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. I believe that my audits provide a reasonable basis for my opinion. In my opinion, the financial statements referred to above present fairly, in all material respects, the financial position of-Copper Creek, L.P. as of December 31, 1997 and 1996, and the results of its operations, changes in partners' equity (deficit) and cash flows for the years then ended in conformity with generally accepted accounting principles. My audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information on page I-17 is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in my opinion, is fairly stated in all material respects in relation to the basic financial statements as a whole. Fort Worth, Texas March 27, 1998 Clifton Gunderson L.L.C. Certified Public Accountants & Consultants Independent Auditor's Report To the Partners Coronado Housing Limited Partnership We have audited the accompanying balance sheets of Coronado, Housing Limited Partnership as of December 31, 1997 and 1996 and the related statements of operations, partners' equity, and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements 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 financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Coronado Housing Limited Partnership as of December 31, 1997 and 1996 and the results of its Federations and its cash flows for the years then ended in conformity with generally accepted accounting principles. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The accompanying supplemental information is presented for purposes of additional analysis and is not a required part of the basic financial statements. The accompanying supplemental information for the years ended December 31, 1997 and 1996 has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. Tucson, Arizona February 25, 1998 James L. Caughren Certified Public Accountant P.O. Box 36014 Albuquerque, NM 87176 Report of Independent Certified Public Accountants To the Partners Hilltop Apartments Limited Partnership We have audited the balance sheet of Hilltop Apartments Limited Partnership (a New Mexico limited partnership) as of December 31, 1997 and 1996, and the related statements of operations, partners' capital, and cash flows for the years then ended. All information included in these financial statements is the responsibility of the Company's management. Our responsibility is to express an opinion on the financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States, and the U.S. Department of Agriculture, Farmers Home Administration Audit Program. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Hilltop Apartments Limited Partnership as of December 31, 1997 and 1996, and the results of its operations and cash flows for the years then ended, in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued our reports dated March 7, 1998 on our consideration of Hilltop Apartments Limited Partnership internal control and on its compliance with laws and regulations. March 7, 1998 MUELLER, WALLA & ALBERTSON, P.C. Certified Public Accountants 10714 Manchester Road, Suite 202, Kirkwood, Missouri 63122 (314) 822-6575 INDEPENDENT AUDITORS'REPORT The Partners Licking Associates II, L.P. Licking, Missouri We have audited the accompanying balance sheets of Licking Associates II, L.P. (a limited partnership) as of December 31, 1997 and 1996, and the related statements of operations, partners' capital and cash flows for the years then ended. These financial statements are the responsibility of the partnership's management. Our responsibility is to express an opinion on response these financial statements 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 financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Licking Associates II, L.P. as of December 31, 1997 and 1996, and the results of its operations, changes in partners' capital and cash flows for the years then ended in conformity with generally accepted accounting principles. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information included on page 13 is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated, in all material respects, in relation to the basic financial statements taken as a whole. Mueller, Walla & Albertson, P.C. Certified Public Accountants January 15, 1998 MEMBERS AMERICAN INSTITUTE OF CERTIFIED PUBLIC ACCOUNTANTS MISSOURI SOCIETY OF CERTIFIED PUBLIC ACCOUNTANTS BLOOM, GETTIS, HAEBIB, SILVER & TERRONE, P.A. CERTIFIED PUBLIC ACCOUNTANTS SUITE 1450 2601 SOUTH BAYSHORE DRIVE MIAMI, FLORIDA 33133-9893 TELLEPHONE (305) 858-6211 FACSIMILE (305) 858-9696 BURT R. BLOOM, C.P.A., C.V.A. LAWRENCE W. GETTIS, C.P.A. STEVEN M. HABIB, C.P.A. MICHAEL A. SILVER, C.P.A. ROGER J. TERRONE, C.P.A. CURT A. ROSNER, C.P.A. MEMBERS AMERICAN INSTITUTE OF CERTIFIED PUBLIC ACCOUNTANTS FLORIDA INSTITUTE OF CERTIFIED PUBLIC ACCOUNTANTS To the PartnersLondon Arms/Lyn Mar Limited Partnership Boston, Massachusetts INDEPENDENT AUDITORS' REPORT We have audited the accompanying Balance Sheets of London Arms/Lyn Mar, Ltd. (a Florida Limited Partnership), as- of December 31, 1997 and 1996, and the related Statements of Operations, Partners, Deficit and Cash Flows for the years then ended. These financial statements are the responsibility of the management of London Arms/Lyn Mar Limited Partnership. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial -statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of London Arms/Lyn Mar Limited Partnership as of December 31, 1997 and 1996, and the results of its operations, the changes in partners, equity and cash flows for the years then ended in conformity with generally accepted accounting principles. Our audit was made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the audit procedures applied in the audit of the basic financial statements and, on our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. January 23, 1998 BURKE & REAEDWARD T. BURKE, C.P.A.BERNARD E. REA, C.P.A. CERTIFIED PUBLIC ACCOUNTAN7S INDEPENDENT AUDITORS' REPORT To the Partners Maidu Properties (A California Limited Partnership) Rocklin, California We have audited the accompanying balance sheets of Maidu Properties (A California Limited Partnership), as of December 31, 1997 and 1996, and the related statements of income, partners' equity, and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Maidu Properties (A California Limited Partnership) as of December 31, 1997 and 1996, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplementary information for the years ended December 31, 1997 and 1996, on pages 13 and 14, is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the audit procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. Stockton, California March 20, 1998 FLOYD & COMPANY Certified Public Accountant 132 Stephenson Avenue, Suite 202 Post Office, Box, 14251 Savannah, Georgia 31406 Savannah, Georgia 31416 Phone: (912) 355-9969 INDEPENDENT AUDITORS' REPORT To the General Partners of Manning Properties Limited Partnership We have audited the accompanying balance sheets of Manning Properties Limited Partnership (a Georgia Limited Partnership) as of December 31, 1997 and the related statements of operations, partners, equity (deficit) and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Manning Properties Limited Partnership (a Georgia Limited Partnership) as of December 31, 1997 and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles. Floyd & Company, CPA February 28, 1998 Charles Bailly & Company L.L.P. Certified Public Accountants - Consultants INDEPENDENT AUDITOR'S REPORT The Partners RPI Limited Partnership #18 St. Paul, Minnesota We have audited the accompanying balance sheets of RPI Limited Partnership #18, RHS Project Number: 18-18-411649005, as of December 31, 1997 and 1996, and the related statements of operations, partners, equity, and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards and Government Auditing Standards issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of RPI Limited Partnership #18 as of December 31, 1997 and 1996, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued a report dated February 3, 1998 on our consideration of RPI Limited Partnership #18's internal control and a report dated February 3, 1998 on its compliance with laws and regulations. Fargo, North Dakota February 3, 1998 GWEN WARD, P.C. Certified Public Accountant 609 University Drive Fort Worth, Texas 76107 (817) 336-5880 Member American Institute of Certified Public Accountants Member Texas Society of Certified Accountants To the Partners of Sierra Springs, L.P. Independent Auditor's Report I have audited the accompanying balance sheets of Sierra Springs, L.P. as of December 31, 1997 and 1996, and the related statements of operations, partners' capital and cash flows for the years then ended. These financial statements are the responsibility of the partnership's management. My responsibility is to express an opinion on these financial statements based on my audits. I conducted my audits in accordance with generally accepted auditing standards. Those standards require that I plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. I believe that my audits provide a reasonable basis for my opinion. In my opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Sierra Springs, L.P. as of December 31, 1997 and 1996, and the results of its operations, changes in partners' capital and cash flows for the years then ended in conformity with generally accepted accounting principles. My audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information on pages I-17 and I-18 is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in my opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. Fort Worth, Texas March 28, 1998 I-3 Thompson, Derriq, Slovacek & Craig, P.C. A Professional Corporation of Certified Public Accountants 4500 Carter Creek Parkway, Suite 201 Bryan, Texas 77802-4456 (409) 260-9696 Fax (409) 260-9683 INDEPENDENT AUDITORS'REPORT March 6, 1998 To the Partners South Fork Heights Limited Partnership We have audited the accompanying balance sheets of South Fork Heights Limited Partnership (a Colorado limited partnership), as of December 31, 1997 and 1996 and the related statements of operations, partners' equity (deficit) and cash flows for the years then ended. These financial statements are the responsibility of the partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards and Government Auditing Standards issued by the Comptroller General of the United States. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of South Fork Heights Limited Partnerships as of December 31, 1997 and 1996 and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information on pages 15 through 29 is presented for purposes of additional analysis and is not a required part of the basic financial statements. The supplementary information presented in the Year End Report/Analysis (USDA Form RD 1930-8) and Parts I through III of the Project Budget (USDAFormRD1930-7) for year ended December 3l, 1997, is presented for purposes of complying with the requirements of the United States Department of Agriculture and is also not a required part of the basic financial statements. Such information has been subjected to the audit procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. THOMPSON, DERRIG, SLOVACEK & CRAIG, P.C. Certified Public Accountants SMITH, MILES & COMPANY, L.C. CERTIFIED PUBLIC ACCOUNTANTS P.O. BOX 1177 PANAMA CITY, FLORDDA 32402 Phone: (850) 785-0261 Fax: (850) 785-2078 INDEPENDENT AUDITORS' REPORT To the Partners Wildridge Apartments, Ltd. Panama City, Florida We have audited the accompanying balance sheets of Wildridge Apartments, Ltd., Project No: ll:-51-592863964, as of December 31, 1997 and 1996, and the related statements of operations, partners, deficit and cash flows for the years then ended. These financial statements are the responsibility of the partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards and Government Auditing Standards issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Wildridge Apartments, Ltd., as of December 31, 1997,and 1996, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplementary information is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the audit procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. Panama City, Florida February 6, 1998 FLOYD & COMPANY Certified Public Accountant 306 Commercial Drive, Suite 202 Savannah, Georgia 31406 Post Office Box 14251 Savannah, Georgia 31416 Phone:(912) 355-9969 INDEPENDENT AUDITORS' REPORT To the General Partners of Manning Properties Limited Partnership We have audited the accompanying balance sheets of Manning Properties Limited Partnership (a Georgia Limited Partnership) as of December 31, 1996 and the related statements of operations, partners equity (deficit) and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. The financial statement information for the year ending December 31, 1995 was audited by another independent certified public accountant who expressed and unqualified opinion dated March 16, 1996. We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Manning Properties Limited Partnership (a Georgia Limited Partnership) as of December 31, 1996 and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles. Floyd & Company, CPA February 28, 1997 Fraley, Miller & Company Certified Public Accountants 374 Main Street Partners: West Liberty, Kentucky 41472 Telephone (606) 743-7420 Fax (606) 743-7444 INDEPENDENT AUDITORS' REPORT To the Partners of Briarwick Apartments, Ltd. We have audited the accompanying balance sheets of Briarwick Apartments, Ltd. (a Kentucky limited partnership) as of December 3 1, 1998, 1997, and 1996, and the related statements of results of operations, changes in partners' capital and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audits in accordance with generally accepted auditing standards, Government Auditing Standards, issued by the Comptroller General of the United States, and the provisions of the United States Department of Agriculture, Rural Economic and Community Development audit program. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Briarwick Apartments, Ltd. as of December 31, 1998, 1997, and 1996, and the results of its operations, changes in partners' capital and its cash flows for the years then ended in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued a report dated February 10, 1999, on our consideration of Briarwick Apartments, Ltd.'s internal control over financial reporting and tests of its compliance with certain provisions of laws and regulations. Branch Office Located at 374 Main Street, West Liberty, Kentucky 41472 Telephone (606) 743-7420 Fax (606) 743-7444 FLOYD & COMPANY, CPA Certified Public Accountants 411 Stephenson Avenue Savannah, Georgia 31416 Phone: (912) 355-9969 INDEPENDENT AUDITORS' REPORT To the General Partners of Bowman Village Limited Partnership We have audited the accompanying balance sheets of Bowman Village Limited Partnership (a Georgia Limited Partnership) as of December 31, 1998 and the related statements of operations, partners' equity (deficit) and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Bowman Village Limited Partnership (a Georgia Limited Partnership) as of December 31, 1998 and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles. Floyd & Company, CPA February 28, 1999 Dauby O'Connor & Zaleski A Limited Liability Company Certified Public Accountants Independent Auditors' Report To the Partners of Bucksport Park Associates (A Maine Limited Partnership) We have audited the accompanying balance sheet of Bucksport Park Associates (a Maine Limited Partnership) as of December 31, 1998, and the related statements of operations, changes in partners' equity (deficit), and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audit. The 1997 financial statements were audited by other auditors whose report dated January 21, 1998, expressed an unqualified opinion on those statements. We conducted our audit in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Bucksport Park Associates as of December 31, 1998, and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued a report dated March 5, 1999, on our consideration of the Partnership's internal controls and a report dated March 5, 1999, on its compliance with laws and regulations. Bucksport Park Associates Page Two The accompanying supplementary information is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the financial statements taken as a whole. March 5, 1999 Dauby O'Connor & Zaleski, LLC Carmel, Indiana Certified Public Accountants 698 Pro Med Lane Carmel, Indiana 46032 317-848-5700 Fax: 317-815-6140 2 GWEN WARD, P.C. CERTIFIED PUBLIC ACCOUNTANT 609 UNIVERSITY DRIVE FORT WORTH. TEXAS 76107 (817) 336-5880 MEMBER AMERICAN INSTITUTE OF TEXAS SOCIETY OF CERTIFIED PUBLIC ACCOUNTANTS CERTIFIED PUBLIC ACCOUNTANTS Independent Auditor's Report To the Partners of Cananche Creek, L.P. I have audited the accompanying balance sheets of Cananche Creek, L.P., as of December 31, 1998 and 1997, and the related statements of operations, partners' equity (deficit) and cash flows for the years then ended. These financial statements are the responsibility of the partnership's management. My responsibility is to express an opinion on these financial statements based on my audits. I conducted my audits in accordance with generally accepted auditing standards. Those standards require that I plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. I believe that my audit provides a reasonable basis for my opinion. In my opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Cananche Creek, L.P., as of December 31, 1998 and 1997, and the results of its operations, changes in partners' equity (deficit) and its cash flows for the years then ended in conformity with generally accepted accounting principles. My audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information on page 1-17 is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in my opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. Fort Worth, Texas March 26, 1999 1-3 Dauby O'Connor & Zaleski A Limited Liability Company Certified Public Accountants Independent Auditors' Report To the Partners of Clymer House Associates (A Pennsylvania Limited Partnership) We have audited the accompanying balance sheet of Clymer House Associates (a Pennsylvania Limited Partnership) as of December 31, 1998, and the related statements of operations, changes in partners, equity (deficit, and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audit. The 1997 financial statements were audited by other auditors whose report dated January 22, 1998, expressed an unqualified opinion on those statements. We conducted our audit in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Clymer House Associates as of December 31, 1998, and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued a report dated March 5, 1999, on our consideration of the Partnership's internal controls and a report dated March 5, 1999, on its compliance with laws and regulations. Clymer House Associates Page Two The accompanying supplementary information is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the financial statements taken as a whole. March 5, 1999 Dauby O'Connor & Zaleski, LLC Carmel, Indiana Certified Public Accountants 698 Pro Med Lane Carmel, Indiana 46032 317-848-5700 Fax: 317-815-6140 2 Dauby O'Connor & Zaleski A Limited Liability Company Certified Public Accountants Independent Auditors' Report To the Partners of Cornish Park Associates (A Maine Limited Partnership) We have audited the accompanying balance sheet of Cornish Park Associates (a Maine Limited Partnership) as of December 31, 1998, and the related statements of operations, changes in partners' equity (deficit), and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audit. The 1997 financial statements were audited by other auditors whose report dated January 15, 1998, expressed an unqualified opinion on those statements. We conducted our audit in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Cornish Park Associates as of December 31, 1998, and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued a report dated March 5, 1999, on our consideration of the Partnership's internal controls and a report dated March 5, 1999, on its compliance with laws and regulations. Cornish Park Associates Page Two The accompanying supplementary information is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the financial statements taken as a whole. March 5, 1999 Dauby O'Connor & Zaleski, LLC Carmel, Indiana Certified Public Accountants I 2 HOLDEN, MOSS, KNOTT, CLARK & TAYLOR, P.A. CERTIFIED PUBLIC ACCOUNTANTS INDEPENDENT AUDITOR'S REPORT To the Partners Hunters Park Limited Partnership We have audited the accompanying balance sheets of Hunters Park Limited Partnership as of December 31, 1998 and 1997, and the related statements of operations, partners' equity, and cash flows for the years then ended. These financial statements are the responsibility of Hunters Park Limited Partnership management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards and the standards applicable to financial audits contained in Government Auditing Standards issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Hunters Park Limited Partnership as of December 31, 1998 and 1997, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued our report dated January 26, 1999 on our consideration of Hunters Park Limited Partnership's internal control over financial reporting and our tests of its compliance with certain provisions of laws, regulations, contracts and grants. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplementary information on page 11, is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in-our opinion, is presented fairly in all material respects in relation to the basic financial statements taken as a whole. Certified Public Accountants Henderson, North Carolina January 26, 1999 803 S. GARNETT STREET 0 P.O. BOX 177 o HENDERSON, NORTH CAROLINA 27536 o (252)492-3041 118 MAIN STREET 0 P.O. BOX 8 1 7 o OXFORD, NORTH CAROLINA 27565 9 (919)693-5960 426 KINGS HIGHWAY WEST 0 P.O. BOX 1147 * EDEN, NORTH CAROLINA 27288 * (336)627-5111 527 W. RIDGEWAY STREET 0 P.O. BOX 671 0 WARRENTON, NORTH CAROLINA 27589 0 (252)257-2622 6512 SIX FORKS ROAD 0 P.O~ BOX 99197 0 RALEIGH, NORTH CAROLINA 27624-9187 o (919)846-9399McCartney & Company, P.C. Certified Public Accountants Jarries 171. mccariney. CP.-\ 2121 University Park Drive, Suite 150 Okernos, Michigan 48864 Telephone (5 17) 347-5WO Fax (3 17) 347-5007 March 3, 1999 Partners Ivan Woods Limited Partnership Okemos, Michigan Independent Auditor's Report We have audited the accompanying balance sheets of Ivan Woods Limited Partnership as of December 31, 1998 and 1997, and the related statements of revenue, expenses and partners' capital and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements 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 financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Ivan Woods Limited Partnership as of December 31, 1998 and 1997, the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The schedules of renting, administrative, operating, maintenance, taxes and insurance expenses on page 9 are presented for the purpose of additional analysis and are not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements, and in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. SMITH, MILES & COMPANY, L.C. 1230 AIRPORT ROAD CERTIFIED PUBLIC ACCOUNTANTS P.O. BOX 1177 PANAMA CITY, FLORIDA 32402 Phone: (850) 785-0261 Fax: (850) 785-2078 INDEPENDENT AUDITORS' REPORT To the Partners Lakeridge Apartments of Eufaula, Ltd. Panama City, Florida We have audited the accompanying balance sheets of Lakeridge Apartments of Eufaula, Ltd., FmHA Project No: 01-0030592933800, as of December 31, 1998 and 1997, and the related statements of operations, partners' deficit and cash flows for the years then ended. These financial statements are the responsibility of the partnership, s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards and Government Auditing Standards issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Lakeridge Apartments of Eufaula, Ltd., as of December 31, 1998 and 1997, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplementary information is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the audit procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. Panama City, Florida. February 5, 1999 FLOYD & COMPANY Certified Public Accountants 411 Stephenson Avenue Savannah, Georgia 31406 Phone: (912) 355-9969 Fax: (912) 355-1992 INDEPENDENT AUDITORS' REPORT To the General Partners of Laurel Village Limited Partnership We have audited the accompanying balance sheets of Laurel Village Limited Partnership (a Georgia Limited Partnership) as of December 31, 1998 and the related statements of operations, partners, equity (deficit) and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Laurel Village Limited Partnership (a Georgia Limited Partnership) as of December 31, 1998 and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles. Floyd & Company, CPA February 28, 1999 McGEE & AsSOCIATES, P.C. CERTiFIED PUBLIC ACCOUNTANTS Independent Auditors' Report To the Partners Los Caballos 11, Ltd. and Rural Development We have audited the accompanying balance sheets of Los Caballos 11, Ltd. (a limited partnership) as of December 31, 1998 and 1997, and the related statements of operations, partners' equity and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Los Caballos 11, Ltd. as of December 31, 1998 and 1997, and the results of its operations and the changes in partners' equity and cash flows for the years then ended in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued a report dated January 16, 1999, on our consideration of Los Caballos 11, Ltd.'s internal control over financial reporting and our tests of its compliance with certain provisions of laws, regulations, contracts and grants. Our audits were conducted for the purpose of forming an opinion on the financial statements taken as a whole, The supplemental information included in the report is presented for purposes of additional analysis and is not a required part of the financial statements of Los Caballos 11, Ltd. Such information has been subjected to the auditing procedures applied in the audit of the financial statements and, in our opinion, is fairly stated in all material respects in relation to the financial statements taken as a whole. January 16, 1999 Farmington, New Mexico 1 Dauby O'Connor & Zaleski A Limited Liability Company Certified Public Accountants Independent Auditors' Report To the Partners of Nanty Glo House Associates (A Pennsylvania Limited Partnership) We have audited the accompanying balance sheet of Nanty Glo House Associates (a Pennsylvania Limited Partnership) as of December 31, 1998, and the related statements of operations, changes in partners' equity (deficit), and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audit. The 1997 financial statements were audited by other auditors whose report dated January 18, 1998, expressed an unqualified opinion on those statements. We conducted our audit in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Nanty Glo House Associates as of December 31, 1998, and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued a report dated March 5, 1999, on our consideration of the Partnership's internal controls and a report dated March 5, 1999, on our consideration of the Partnership's internal controls and a report dated March 5, 1999, on its compliance with laws and regulations. Nanty Glo House Associates Page Two The accompanying supplementary information is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the financial statements taken as a whole. March 5, 1999 Dauby O'Connor & Zaleski, LLC Carmel, Indiana Certified Public Accountants I 2 BERNARD E. REA, CPA CERTIFIED PUBLIC ACCOUNTANT INDEPENDENT AUDITOR'S REPORT To the Partners Nye County Associates (A California Limited Partnership) Cheyenne, WY I have audited the accompanying balance sheets of Nye County Associates (A California Limited Partnership), USDA Rural Development Case No. 33-019-680192750, as of December 31, 1998 and 1997, and the related statements of income, partners' equity, and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. My responsibility is to express an opinion on these financial statements based on my audits. I conducted my audits in accordance with generally accepted auditing standards and Government Auditing Standards issued by the Comptroller General of the United States. Those standards require that I plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management as well as evaluating the overall financial statement presentation. I believe that my audits provide a reasonable basis for my opinion. In my opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Nye County Associates (A California Limited Partnership) as of December 31, 1998 and 1997, and the results of its operations and its cash flows for the years then ended, in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, I have also issued a report dated March 26, 1999 on my consideration of Nye County Associates' internal control structure and a report dated March 26, 1999 on its compliance with laws and regulations. Stockton, California March 26, 1999 - - 1 - P.O.BOX4632 - STOCKTON, CA 95204 - TELEPHONE (209)933-9113 1 FAX(209)933-9115 - EN1A1LBReacPA@AOL.CON1 EideBailly., Consultants 0 Certified Public Accountants INDEPENDENT AUDITOR'S REPORT The Partners RPI Limited Partnership #22 St. Paul, Minnesota We have audited the accompanying balance sheets of RPI Limited Partnership #22, MHFA Project Number 90002, as of December 3 1, 1998 and 1997, and the related statements of operations, partners' equity, and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements 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 financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of RPI Limited Partnership #22, as of December 31, 1998 and 1997, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. Fargo, North Dakota February 2, 1999 406 Main Avenue - Suite 3000 - PO Box 2545 - Fargo, North Dakota 58108-2545 - - 701.239.8500 - Fax 701.239.8600 Offices in Arizona, Iowa, Minnesota, Montana, North Dakota and South Dakota - - Equal Opportunity Employer MUELLER, WALLA & ALBERTSON, PC. CERTIFIED PUBLIC ACCOUNTANTS 10714 MANCHESTER ROAD SUITE 202 KIRKWOOD, MISSOURI 63122 (314) 822-657-5 INDEPENDENT AUDITORS' REPORT The Partners Scott City Associates III, L.P. Scott City, Missouri We have audited the accompanying balance sheets of Scott City Associates 111, L.P. (a limited partnership) as of December 31, 1998 and 1997, and the related statements of operations, partners' capital and cash flows for the years then ended. These financial statements are the responsibility of the partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Scott City Associates III, L.P. as of December 31, 1998 and 1997, and the results of its operations, changes in partners' capital and cash flows for the years then ended in conformity with generally accepted accounting principles. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information included on page 13 is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated, in all material respects, in relation to the basic financial statements taken as a whole. Mueller, Walla & Albertson, P.C. Certified Public Accountants January 19, 1999 MEMBERS AMERICAN INSTITUTE OF CERTIFIED PUBLIC ACCOUNTANTS MISSOURI SOCIETY OF CERTIFIED PUBLIC ACCOUNTANTS GWEN WARD CERTIFIED PUBLIC ACCOUNTANT 609 UNIVERSITY DRIVE FORT WORTH, TX 76107 INDEPENDENT AUTITOR'S REPORT To the Partners of Shawnee Ridge, L.P. I have audited the accompanying balance sheets of Shawnee Ridge, L.P. as of December 31, 1998 and 1997, and the related statements of operations, partners' capital and cash flows for the years then ended. These financial statements are the responsibility of the partnership's management. My responsibility is to express an opinion on these financial statements based on my audits. I conducted my audits in accordance with generally accepted auditing standards. Those standards require that I plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. I believe that my audits provide a reasonable basis for my opinion. My audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information on pages I-16 and I-17 is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in my opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. Fort Worth, Texas March 26, 1999 MUELLER, WALLA & ALBERTSON, PC. CERTIFIED PUBLIC ACCOUNTANTS 10714 MANCHESTER ROAD SUITE 202 KIRKWOOD, MISSOURI 63122 (314) 822-6575 INDEPENDENT AUDITORS' REPORT To the Partners Springfield Housing Associates, L.P. Springfield, Illinois We have audited the accompanying balance sheet of Springfield Housing Associates, L.P., (a limited partnership), as of December 31, 1998 and the related statements of operations, partners' capital, and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audit. The financial statements of Springfield Housing Associates, L.P. (a limited partnership) as of December 31, 1997, were audited by another auditor whose report dated February 13, 1998, expressed an unqualified opinion on those statements. We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Springfield Housing Associates, L.P., (a limited partnership) as of December 31, 1998, and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles. Mueller, Walla & Albertson, P.C. January 22, 1999 MEMBERS AMERICAN INSTITUTE OF CERTIFIED PUBLIC ACCOUNTANTS MISSOURI SOCIETY OF CERTIFIED PUBLIC ACCOUNTANTS' FLOYD & COMPANY, CPA Certified Public Accountants 411 Stephenson Avenue Savannah, Georgia 31406 Phone: (912) 355-9969 INDEPENDENT AUDITORS' REPORT To the General Partners of Turner Lane Limited Partnership We have audited the accompanying balance sheets of Turner Lane Limited Partnership (a Georgia Limited Partnership) as of December 31, 1998 and the related statements of operations, partners' equity (deficit) and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and, perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Turner Lane Limited Partnership (a Georgia Limited Partnership) as of December 31, 1998 and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles. Floyd & Company, CPA February 28, 1999 HUMISTON, SKOKAN, WARREN & EICHENBERGER, P.C Certified Public Accountant West Des Moines, Iowa INDEPENDENT AUDITORS' REPORT To the Partners Union Baptist Plaza, Limited Partnership West Des Moines, Iowa We have audited the accompanying balance sheets of UNION BAPTIST PLAZA, LIMITED PARTNERSHIP as of December 31, 1998 and 1997, and the related statements of operations, partners' equity and cash flows for the years then ended. These financial statements are the responsibility of the partnership's management. Our responsibility is to express an opinion on these financial statements 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 financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Union Baptist Plaza, Limited Partnership as of December 31, 1998 and 1997, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. January 19, 1999 SMITH, MILES & COMPANY, L.C. 1230 AIRPORT ROAD CERTIFIED PUBLIC ACCOUNTANTS P.O. BOX 1177 PANAMA CITY, FLORIDA 32402 Phone: (850) 785-0261 Fax: (850) 785-2078 INDEPENDENT AUDITORS' REPORT To the Partners Villas of Lakeridge, Ltd. Panama City, Florida We have audited the accompanying balance sheets of Villas of Lakeridge, Ltd., FmHA Project No: 01-0030592930819, as of December 31, 1998 and 1997, and the related statements of operations, partners' deficit and cash flows for the years then ended. These financial statements are the responsibility of the partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards and Government Auditing Standards issued by the Comptroller General of the United States. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Villas of Lakeridge, Ltd., as of December 31, 1998 and 1997, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplementary information is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the audit procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. Panama City, Florida. February 4, 1999 YORK, DILLINGHAM & COMPANY, P.L.L.C. CERTIFIED PUBLIC ACCOUNTANTS LARRY W. YORK P.0. BOX 551 BRANCH OFFICES: JOHN M. DILLINGHAM 1708 ALPINE DRIVE TELEPHONE (931) 388-0517 FAX (931) 381-3440 INDEPENDENT AUDITORS' REPORT To the Partners Waynesboro Associates, Limited We have audited the accompanying balance sheets of Waynesboro Associates, Limited (a Tennessee limited partnership) d/b/a Waynesboro Village Apartments, RHS Project No.: 48-091-621385326, as of December 31, 1998 and 1997, and the related statements of operations, partners' equity, and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Waynesboro Associates, Limited (a Tennessee limited partnership) d/b/a Waynesboro Village Apartments, RHS Project No. : 48-091-621385326, as of December 31, 1998 and 1997, and the results of its operations, the changes in partners' equity and its cash flows for the years then ended in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued a report dated February 19, 1999 on our consideration of Waynesboro Associates, Limited's internal control over financial reporting and our tests of its compliance with certain provisions of laws, regulations, contracts, and grants. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information on page 11 is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the audit procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. Columbia, Tennessee February 19, 1999 - -2- Fraley, Miller & Company Certified Public Accountants 374 Main Street, West Liberty, Kentucky, 41472 Telephone (606)743-7420 Fax (606) 743-7444 Partners: Robert A. Fraley Mickey F. Miller Associates: Kim Whitley Horton Brenda K. Ball To the Partners of B B & L Enterprises, Ltd. INDEPENDENT AUDITORS'REPORT We have audited the accompanying balance sheets of B B & L Enterprises, Ltd. (a Kentucky limited partnership) as of December 31, 1997, 1996, and 1995, and the related statements of results of operations, changes in partners' capital and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards, Government Auditing Standards, issued by the Comptroller General of the United State's, and the provisions of the United States Department of Agriculture, Rural Economic and Community Development audit program. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In accordance with Government Auditing Standards, we have also issued a report dated February 23, 1998, on our consideration of B B & L Enterprises, Ltd.'s internal control structure and a report dated February 23, 1998, on its compliance with laws and regulations. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of B B & L Enterprises, Ltd. as of December 31, 1997, 1996, and 1995, and the results of its operations, changes in partners' capital and its cash flows for the year then ended in conformity with generally accepted accounting principles. February 23, 1998 Main Office Located at 101 Fraley - Miller Plaza, Suite 101, Grayson, Kentucky 41143 Telephone (606) 474-6608 - Fax (606) 474-7094 FLOYD & COMPANY Certified Public Accountant 132 Stephenson Avenue, Suite 202 Post Office, Box, 14251 Savannah, Georgia 31406 Savannah, Georgia 31416 Phone: (912) 355-9969 INDEPENDENT AUDITORS' REPORT To the General Partners of Bowman Village Limited Partnership We have audited the accompanying balance sheets of Bowman Village Limited Partnership (a Georgia Limited Partnership) as of December 31, 1997 and the related statements of operations, partners' equity (deficit) and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Bowman Village Limited Partnership (a Georgia Limited Partnership) as of December 31, 1997 and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles. Floyd & Company, CPA February 28, 1998 Fraley, Miller & Company Certified Public Accountants 374 Main Street, West Liberty, Kentucky, 41472 Telephone (606)743-7420 Fax (606) 743-7444 Partners: Robert A. Fraley Mickey F. Miller Associates: Kim Whitley Horton Brenda K.Ball To the Partners of Briarwick Apartments, Ltd. INDEPENDENT AUDITORS' REPORT We have audited the accompanying balance sheets of Briarwick Apartments, Ltd. (a Kentucky limited partnership) as of December 31, 1997, 1996, and 1995, and the related statements of results of operations, changes in partners' capital and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audits in accordance with generally accepted auditing standards, Government Auditing Standards, issued by the Comptroller General of the United States, and the provisions of the United States Department of Agriculture, Rural Economic and Community Development audit program. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In accordance with Government Auditing Standards, we have also issued a report dated February 12, 1998, on our consideration of Briarwick Apartments, Ltd's internal control structure and a report dated February 12, 1998, on its compliance with laws and regulations. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Briarwick Apartments, Ltd. as of December 31, 1997, 1996, and 1995, and the results of its operations, changes in partners' capital and its cash flows for the years then ended in conformity with generally accepted accounting principles. February 12, 1998 Main Office Located at 101 Fraley - Miller Plaza, Suite 101, Grayson, Kentucky 41143 Telephone (606) 474-6608 - Fax (606) 474-70 DANIEL G. DRANE Telephone (502) 756-5704 CERTIFIED PUBLIC ACCOUNTANT FAX (502 )756-5927 209 East Third Street - P. 0. Box 577 Hardinsburg, Kentucky 40143 INDEPENDENT AUDITOR'S REPORT To the Partners Burkesville Properties, Limited Leitchfield, Kentucky I have audited the accompanying balance sheets of Burkesville Properties, Limited (a Kentucky limited partnership), RHS Project No.: 20-029-025899601, as of December 31, 1997 and 1996, and the related statements of operations, partners' capital/deficit, and cash flows for the years then ended. These financial statements are the responsibility of the partnership's management. My responsibility is to express an opinion on these financial statements based on my audits. I conducted my audits, as of and for the years ended December 31, 1997 and 1996, in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that I plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. I believe that my audits provide a reasonable basis for my opinion. In my opinion, the financial statements referred to above present fairly, all material respects, the financial position of Burkesville Properties, Limited, as December 31, 1997 and 1996, and the results of its operations, the changes in its partners' capital/deficit and its cash flows for the years then ended in conformity with generally accepted accounting principles. My audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information on pages 13 and 14 is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in my opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. Daniel G. Drane Certified Public Accountant March 10, 1998 GWEN WARD, P.C. Certified Public Accountant 609 University Drive, Fort Worth, Texas 76107 (817) 336-5880 Member American Institute of Certified Accountants Member Texas Society of Certified Public Accountants Independent Auditor's Report To the Partners of Cananche Creek, L.P. I have audited the accompanying balance sheets of Cananche Creek, L.P., as of December 31, 1997 and 1996, and the related statements of operations, partners, equity (deficit) and cash flows for the years then ended. These financial statements are the responsibility of the partnership's management. My responsibility is to express an opinion on these financial statements based on my audits. I conducted my audits in accordance with generally accepted auditing standards. Those standards require that I plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. I believe that my audit provides a reasonable basis for my opinion. In my opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Cananche Creek, L.P., as of December 31, 1997 and 1996, and the results of its operations, changes in partners' equity (deficit) and its cash flows for the years then ended in conformity with generally accepted accounting principles. My audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information on page I-17 is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in my opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. Fort Worth, Texas March 27, 1998 I-3 DANIEL G. DRANE Telephone (502)756-5704 CERTIFIED PUBLIC ACCOUNTANT FAX (502)756-5927 209 East Third Street - P. 0. Box 577 e-mail dgdcpa@bbtel.com Hardinsburg, Kentucky 40143 INDEPENDENT AUDITORS REPORT To the Partners Clarkson Properties, Limited Leitchfield, Kentucky I have audited the accompanying balance sheets of Clarkson Properties, Limited (a Kentucky Limited partnership), RHS Project No.: 20-043- 0611167952, as of December 31, 1997 and 1996, and the related statements of operations, partners' capital/deficit, and cash flows for the years then ended. These financial statements are the responsibility of the partnership's management. My responsibility is to express an opinion on these financial statements based on my audits. I conducted my audits, as of and for the years ended December 31, 1997 and 1996, in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that I plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. I believe that my audits provide a reasonable basis for my opinion. In my opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Clarkson Properties, Limited, as of December 31, 1997 and 1996, and the results of its operations, the changes in its partners' capital/deficit and its cash flows for the years then ended in conformity with generally accepted accounting principles. My audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information on pages 14 and 15 is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in my opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. Daniel G. Drane Certified Public Accountant March 10, 1998 DANIEL G. DRANE Telephone (502)756-5704 CERTIFIED PUBLIC ACCOUNTANT FAX (502)756-5927 209 East Third Street - P. 0. Box 577 e-mail dgdcpa@bbtel.com Hardinsburg, Kentucky 40143 INDEPENDENT AUDITOR'S REPORT To the Partners Evanwood Properties, Limited Leitchfield, Kentucky I have audited the accompanying balance sheets of Evanwood Properties, Limited (a Kentucky limited partnership), RHS Project No.: 20-014- 0611145803, as of December 31, 1997 and 1996, and the related statements of operations, partners' capital, and cash flows for the years then ended. These financial statements are the responsibility of the partnership's management. My responsibility is to express an opinion on these financial statements based on my audits. I conducted my audits, as of and for the years ended December 31, 1997 and 1996, in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that I plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. I believe that my audits provide a reasonable basis for my opinion. In my opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Evanwood Properties, Limited, as of December 31, 1997 and 1996, and the results of its operations, the changes in its partners' capital and its cash flows for the years then ended in conformity with generally accepted accounting principles. My audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information on pages 13 and 14 is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in my opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. Daniel G. Drane Certified Public Accountant March 10, 1998 HOLDEN, MOSS, KNOTT, CLARK & TAYLOR, P.A. CERTIFIED PUBLIC ACCOUNTANTS INDEPENDENT AUDITOR'S REPORT To the Partners Hunters Park Limited Partnership We have audited the accompanying balance sheet of Hunters Park Limited Partnership as of December 31, 1997, and the related statement of operations, partners' equity, and cash flows for the year then ended. These financial statements are the responsiblity of Hunters Park Limited Partnership management. Our responsibility is to express an opinion on these financial statements based on our audit. The financial statements of Hunters Park Limited Partnership as of December 31, 1996 were audited by other auditors whose report dated January 17, 1997, expressed an unqualified opinion on those statements. We conducted our audit in accordance with generally accepted auditing standards and the standards applicable to financial audits contained in Government Auditing Standards issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in afl material respects, the financial position of Hunters Park Limited Partnership as of December 31, 1997, and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued our report dated January 28, 1998 on our consideration of Hunters Park Limited Partnership's internal control over financial reporting and our tests of its compliance with certain provisions of laws, regulations, contracts and grants. Our audit was made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplementary information on page 10, is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, is presented fairly in all material respects in relation to the basic financial statements taken as a whole. Certified Public Accountants Henderson, North Carolina January 28, 1998 SMITH, MILES & COMPANY, L.C. CERTIFIED PUBLIC ACCOUNTANTS 1230 AERPORT ROAD P.O. BOX 1177 PANAMA CITY, FLORIDA 32402 Phone: (850) 785-0261 Fax: (850) 785-2078 INDEPENDENT AUDITORS' REPORT To the Partners Lakeridge Apartments of Eufaula, Ltd. Panama City, Florida We have audited the accompanying balance sheets of Lakeridge Apartments of Eufaula, Ltd., FmHA Project No: 01-0030592933800, as of December 31, 1997 and 1996, and the related statements of operations, partners' deficit and cash flows for the years then ended. These financial statements are the responsibility of the partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards and Government Auditing Standards issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Lakeridge Apartments of Eufaula, Ltd., as of December 31, 1997 and 1996, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplementary information is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the audit procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. Panama City, Florida February 2, 1998 FLOYD & COMPANYCertified Public Accountant132 Stephenson Avenue, Suite 202 Savannah, Georgia 31406 Post Office Box 14251 Savannah, Georgia 31416 Phone: (912) 355-9969 INDEPENDENT AUDITORS' REPORT To the General Partners of Laurel Village Limited Partnership We have audited the accompanying balance sheets of Laurel Village Limited Partnership (a Georgia Limited Partnership) as of December 31, 1997 and the related statements of operations, partners' equity (deficit) and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Laurel Village Limited Partnership (a Georgia Limited Partnership) as of December 31, 1997 and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles. Floyd & Company, CPA February 28, 1998 McGEE & Associates, P.C.CERTIFIED PUBLIC ACCOUNTANTSIndependent Auditors' ReportTo the PartnersLos Caballos II, Ltd.and Rural Development We have audited the accompanying balance sheets of Los Caballos II, Ltd. (a limited partnership) as of December 31, 1997 and 1996, and the related statements of operations, partners' equity and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Los Caballos II, Ltd. as of December 31, 1997 and 1996, and the results of its operations and the changes in partners' equity and cash flows for the years then ended in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued a report dated January 22, 1998, on our consideration of Los Caballos II, Ltd.'s internal control over financial reporting and our tests of its compliance with certain provisions of laws, regulations, contracts and grants. Our audits were conducted for the purpose of forming an opinion on the financial statements taken as a whole. The supplemental information included in the report is presented for purposes of additional analysis and is not a required part of the financial statements of Los Caballos II, Ltd. Such information has been subjected to the auditing procedures applied in the audit of the financial statements and, in our opinion, is fairly stated in all material respects in relation to the financial statements taken as a whole. January 22, 1998 Farmington, New Mexico BURKE & REA EDWARD T. BURKE, C.P,A BERNARD E. REA, C.P.A. Certified Public Accountants INDEPENDENT AUDITORS' REPORT To the Partners, Nye County Associates (A California Limited Partnership) Cheyenne, WY We have audited the accompanying balance sheets of Nye County Associates (A California Limited Partnership), USDA Rural Development Case No. 33-019- 680192750, as of December 31, 1997 and 1996, and the related statements of income, partners, equity, and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards and Government Auditing Standards issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Nye County Associates (A California Limited Partnership) as of December 31, 1997 and 1996, and the results of its operations and its cash flows for the years then ended, in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued a report dated March 13, 1998 on our consideration of Nye County Associates' internal control structure and a report dated March 13, 1998 on its compliance with laws and regulations. Stockton, California March 13, 1998 P.O. BOX 4632 STOCKTON, CA 95204 TELEPHONE 209/933-9113 FAX 209/933-9115 MUELLER, WALLA & ALBERTSON, PC. Certified Public Accountants 10714 Manchester Road Suite 202, Kirkwood, Missouri 63122 (314)822-6575 INDEPENDENT AUDITORS'REPORT The Partners Scott City Associates III, L.P. Scott City, Missouri We have audited the accompanying balance sheets of Scott City Associates III, L.P. (a limited partnership) as of December 31, 1997 and 1996, and the related statements of operations, partners' capital and cash flows for the years then ended. These financial statements are the responsibility of the partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Scott City Associates III, L.P. as of December 31, l997 and 1996, and the results of its operations, changes in partners' capital and cash flows for the years then ended in conformity with generally accepted accounting principles. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information included on page 13 is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated, in all material respects, in relation to the basic financial statements taken as a whole. Mueller, Walla & Albertson, P.C. Certified Public Accountants January 15, 1998 Charles Bailly & Company L.L.P. Certified Public Accountants - Consultants INDEPENDENT AUDITOR'S REPORT The Partners RPI Limited Partnership #22 St. Paul, Minnesota We have audited the accompanying balance sheets of RPI Limited Partnership #22, MHFA Project Number 90-002, as of December 31, 1997 and 1996, and the related statements of operations, partners' equity, and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements 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 financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of RPI Limited Partnership #22, as of December 31, 1997 and 1996, and the results of its operations and its cash flows for the years then ended in conformity with generally accept accounting principles. Fargo, North Dakota February 3, 1998 GWEN WARD, P.C. Certified Public Accountant 609 University Drive, Fort Worth, Texas 76107 (817) 336-5880 Member American Institute of Certified Accountants Member Texas Society of Certified Public Accountants Independent Auditor's Report To the Partners of Shawnee Ridge, L.P. I have audited the accompanying balance sheets of Shawnee Ridge, L. P. as of December 31, 1997 and 1996, and the related statements of operations, partners' capital and cash flows for the years then ended. These financial statements are the responsibility of the partnership's management. My responsibility is to express an opinion on these financial statements based on my audits. I conducted my audits in accordance with generally accepted auditing standards. Those standards require that I plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. I believe that my audits provide a reasonable basis for my opinion. In my opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Shawnee Ridge, L.P. as of December 31, 1997 and 1996, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. My audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information on pages I-16 and I-17 is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in my opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. Fort Worth, Texas March 28, 1998 BENDER, WELTMAN THOMAS & CO CERTIFIED PUBLIC ACCOUNTANTS 1067 NORTH MASON ROAD, SUITE 7 ST. LOUIS, MISSOURI 63141-6341 (314) 576-1350 FAX (314) 576-9650 William J. Bender Joel W. Weltman James E. Thomas Gerald D. Magruder INDEPENDENT AUDITORS' REPORT To The Partners Springfield Housing Associates, L.P. Springfield, Illinois We have audited the accompanying balance sheets of Springfield Housing Associates, L.P., a (limited partnership), as of December 31, 1997 and 1996, and the related statements of operations, partners' capital, and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards. These standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statements presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Springfield Housing Associates, L.P., (a limited partnership), as of December 31, 1997 and 1996, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. BENDER, WELTMAN, THOMAS & CO., CPA'S February 13, 1998 Members: American Institute of Certified Public Accountants Missouri Society of Certified Public Accountants FLOYD & COMPANY Certified Public Accountant 132 Stephenson Avenue, Suite 202 Post Office, Box, 14251 Savannah, Georgia 31406 Savannah, Georgia 31416 Phone: (912) 355-9969 INDEPENDENT AUDITORS' REPORT To the General Partners of Turner Lane Limited Partnership We have audited the accompanying balance sheets of Turner Lane Limited Partnership (a Georgia Limited Partnership) as of December 31, 1997 and the related statements of operations, partners' equity (deficit) and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Turner Lane Limited Partnership (a Georgia Limited Partnership) as of December 31, 1997 and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles. Floyd & Company, CPA February 28, 1998 HUMISTON, SKOKAN, WARREN & EICHENBERGER, P.C. Certified Public Accountants West Des Moines, Iowa INDEPENDENT AUDITORS' REPORT To the Partners Union Baptist Plaza, Limited Partnership West Des Moines, Iowa We have audited the accompanying balance sheets of UNION BAPTIST PLAZA, LIMITED PARTNERSHIP as of December 31, 1997 and 1996, and the related statements of operations, partners' equity and cash flows for the years then ended. These financial statements are the responsibility of the partnership's management. Our responsibility is to express an opinion on these financial statements 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 financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Union Baptist Plaza, Limited Partnership as of December 31, 1997 and 1996, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. January 16, 1998 SMITH, MILES & COMIPANY, L.C. CERTIFIED PUBLIC ACCOUNTANTS 1230 AIRPORT ROAD P.O. BOX 1177 PANAMA CITY, FLORIDA 32402 Phone: (850) 785-0261 Fax: (850) 785-2078 IMDEPENDENT AUDITORS' REPORT To the Partners Villas of Lakeridge, Ltd. Panama City, Florida We have audited the accompanying balance sheets of Villas of Lakeridge, Ltd., FmHA Project No: 01-0030592930819, as of December 31, 1997 and 1996, and the related statements of operations, partners' deficit and cash flows for the years then ended. These financial statements are the responsibility of the partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards and Government Auditing Standards issued by the Comptroller General of the United States. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Villas of Lakeridge, Ltd., as of December 31, 1997 and 1996, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplementary information is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the audit procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. Panama City, Florida January 28, 1998 YORK, DILLINGHAM & COMPANY, P.L.L.C. CERTIFIED PUBLIC ACCOUNTANTS P.O. Box 551 1708 Alpine Drive Columbia, Tennessee 38402-0551 Telephone (931) 388-0517 Fax (931) 388-3440 INDEPENDENT AUDITORS' REPORT To the Partners Waynesboro Associates, Limited We have audited the accompanying balance sheets of Waynesboro Associates, Limited (a Tennessee limited partnership) d/b/a Waynesboro Village Apartments, RHS Project No.: 48-091-621385326, as of December 31, 1997 and 1996, and the related statements of operations, partners' equity, and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Waynesboro Associates, Limited (a Tennessee limited partnership) d/b/a Waynesboro Village Apartments, RHS Project No.: 48-091-621385326, as of December 31, 1997 and 1996, and the results of its operations, the changes in partners' equity and its cash flows for the years then ended in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued a report dated February 16, 1998 on our consideration of Waynesboro Associates, Limited's internal control structure and a report dated February 16, 1998 on its compliance with laws and regulations. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information on page 11 is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the audit procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. Co1umbia, Tennessee February 16, 1998 FLOYD & COMPANY Certified Public Accountant 306 Commercial Drive, Suite 202 Savannah, Georgia 31406 Phone:(912) 355-9969 Post Office Box 14251 Savannah, Georgia 31416 INDEPENDENT AUDITORS' REPORT To the General Partners of Laurel Village Limited Partnership We have audited the accompanying balance sheets of Laurel Village Limited Partnership (a Georgia Limited Partnership) as of December 31, 1996 and the related statements of operations, partners' equity (deficit) and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. The financial statement information for the year ending December 31, 1995 was audited by another independent certified public accountant who expressed and unqualified opinion dated March 16, 1996. We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Laurel Village Limited Partnership (a Georgia Limited Partnership) as of December 31, 1996 and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles. Charles Bailly & Company P.L.L.P. Certified Public Accountants - Consultants INDEPENDENT AUDITORIS REPORT The Partners Ridgeway Court III, A Limited Partnership Fargo, North Dakota We have audited the accompanying balance sheets of Ridgeway Court III, A Limited Partnership, FmHA Project Number: 27-04-411633960, as of December 31, 1996 and 1995, and the related statements of operations, partners' equity (deficit) and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements 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 financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Ridgeway Court III, A Limited Partnership as of December 31, 1996 and 1995, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. Fargo, North Dakota February 3, 1997 McGLADREY & PULLEN, LLP Certified Public Accountants and Consultants Savannah, Georgia 31406 Phone:(912) 355-9969 Post Office Box 14251 Savannah, Georgia 31416 INDEPENDENT AUDITORS' REPORT To the General Partners of Bowman Village Limited Partnership We have audited the accompanying balance sheets of Bowman Village Limited Partnership (a Georgia Limited Partnership) as of December 31, 1996 and the related statements of operations, partners' equity (deficit) and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to ex an opinion on these financial statements based on our audits. The financial statement information for the year ending December 31, 1995 was audited by another independent certified public accountant who expressed and unqualified opinion dated March 16, 1996. We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Bowman Village Limited Partnership (a Georgia Limited Partnership) as of December 31, 1996 and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles. Floyd & Company, CPA February 28, 1997 Dauby O'Connor & Zaleski A Limited Liability Company Certified Public Accountants Independent Auditors' Report To the Partners of Bethel Park Associates (A Maine Limited Partnership) We have audited the accompanying balance sheet of Bethel Park Associates (a Maine Limited Partnership) as of December 31, 1998, and the related statements of operations, changes in partners' equity (deficit), and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audit. The 1997 financial statements were audited by other auditors whose report dated January 12, 1998, expressed an unqualified opinion on those statements. We conducted our audit in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Bethel Park Associates as of December 31, 1998, and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued a report dated March 5, 1999, on our consideration of the Partnership's internal controls and a report dated March 5, 1999, on its compliance with laws and regulations. Bethel Park Associates Page Two The accompanying supplementary information is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the financial statements taken as a whole. March 5, 1999 Dauby O'Connor & Zaleski, LLC Carmel, Indiana Certified Public Accountants 698 Pro Med Lane Carmel, Indiana 46032 317-848-5700 Fax: 317-815-6140 Bernard Robinson & Company, LIP Certified Public Accountants since 1947 MAILING ADDRESS OFFICES PO, 13OX 19608 109 MUIRS CHAPEL ROAD GREENSBORO, NC 27419-9608 FAX 336-547-0840 Independent Auditor's Report TELEPHONE 336-294-4494 To the Partners Brantwood Lane Limited Partnership Charlotte, North Carolina We have audited the accompanying balance sheet of Brantwood Lane Limited Partnership (a Georgia limited partnership) as of December 31, 1998, and the related statements of operations, partners' equity, and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audit. The financial statements of Brantwood Lane Limited Partnership as of December 31, 1997, were audited by other auditors whose report dated February 6, 1998, expressed an unqualified opinion on those statements. We conducted our audit in accordance with generally accepted auditing standards and the standards applicable to financial audits contained in Government Auditing Standards issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Brantwood Lane Limited Partnership as of December 31, 1998, and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued our report dated January 21, 1999, on our consideration of the Partnership's internal control over financial reporting and our tests of its compliance with certain provisions of laws, regulations, contracts, and grants. Our audit was made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplementary information listed in the table of contents is presented for purposes of additional analysis and is not a required part of the basic financial statements of the Partnership. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. CERTIFIED PUBLIC ACCOUNTANTS Greensboro, North Carolina January 21, 1999 Page I Crisp Hughes Evans LLP Certified Public Accountants & Consultants Affiliated worldwide through AGN International Independent Auditors' Report To The Partners Breckenridge Apartments, Limited Partnership We have audited the accompanying balance sheets of Breckenridge Apartments, Limited Partnership as of December 31, 1998 and 1997, and the related statements of operations, partners' capital (deficit) and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards, and with Government Auditing Standards issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Breckenridge Apartments, Limited Partnership as of December 31, 1998 and 1997, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued a report dated January 25, 1999 on our consideration of Breckenridge Apartments, Limited Partnership's internal control over financial reporting and our consideration of its compliance with certain provisions of laws, regulations, contracts, and grants. January 25, 1999 I Creekview Court PO Box 25849 Greenville, SC 29616 Fax 864 458 8519 8642885544 N. CHENG & CO., P.C. Independent Auditors' Report To the Partners Bridge Coalition Limited Partnership. New York, New York We have audited the accompanying balance sheet of Bridge Coalition Limited Partnership as of December 31, 1998 and the related statements of operations, changes in partner's equity and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audit, We conducted our audit in accordance with generally accepted auditing standards, Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Bridge Coalition Limited Partnership as of December 31, 1998 and the results of its operations and cash flows for the year then ended, in conformity with generally accepted accounting principles. New York, New York January 20, 1999 40 Exchange Place, Suite 1206 Two Grainaran Avenue New York, New York 10005 Mount Vernon, New York 10550 Tel (212) 785-0100 - Fix (212) 785-9168 Tel (914) 668-8010 - Fax (914) 668-8048 ROBERT ERCOLINI & COMPANY LLP Certified Public Accountants a Business Consultants INDEPENDENT AUDITOR'S REPORT To the Partners of California Investors V Boston, Massachusetts We have audited the accompanying balance sheets of California Investors V (a California Limited Partnership) as of December 31, 1998 and 1997, and the related statements of operations, partners' capital, and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of California Investors V as of December 31, 1998 and 1997, and the results of its operations, changes in partners' capital, and its cash flows for the years then ended in conformity with generally accepted accounting principles. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The additional information included in this report (shown on pages 16 and 17) is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. April 6, 1999 FIFTY-FIVE SUMMER STREET - BOST0N, MA 02 110-1007 - TELEPHONE 617.482-5511 - - FAX617,426-5252 Randall Patterson, CPA, P.C. 12913 Alton Square, #101 Phone:(703) 834-3804 Herndon, Virginia 20170 Fax:(703) 834-1908 INDEPENDENT AUDITORS REPORT To the Partners Carriage Run Limited Partnership I have audited the accompanying balance sheets of Carriage Run Limited Partnership, as of December 31, 1998 and 1997 and the related statements of income, partners capital, and cash flows for the years then ended. These financial statements are the responsibility of management. My responsibility is to express an opinion on these financial statements based on my audits. I conducted my audits in accordance with generally accepted auditing standards and Government Auditing Standards issued by the Comptroller General of the United States, and the U.S. Department of Agriculture, Farmers Home Administration Audit Program. Those standards require that I plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statements presentation. I believe that my audit provides a reasonable basis for my opinion. In my opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Carriage Run Limited Partnership, as of December 31, 1998 and 1997 and the results of its operations and its cash flow for the years then ended in conformity with generally accepted accounting principles. In accordance with government auditing standards, I have also issued reports dated March 4, 1999 on my consideration of Carriage Run Limited Partnership's internal control and on its compliance with laws and regulations. My audit was made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in my opinion, is fairly stated in all material respects in relation to the financial statements taken as a whole. Randall Patterson March 4, 1999 THOMAS, JUDY & TUCKER, P.A. Certified Public Accountants Clifton W. Thomas 16 East Rowan Street Chris P. Judy Raleigh, NC David W. Tucker David A. Johnson INDEPENDENT AUDITORS' REPORT To the Partners Cedarwood Apartments Limited Partnership Raleigh, North Carolina We have audited the accompanying balance sheet of Cedarwood Apartments Limited Partnership as of December 31, 1998 and the related statements of operations, partners' equity and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audit. The financial statements of Cedarwood Apartments Limited Partnership as of December 31, 1997, were audited by other auditors whose report dated January 16, 1998, expressed an unqualified opinion on those statements. We conducted our audit in accordance with generally accepted auditing standards and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Cedarwood Apartments Limited Partnership as of December 31, 1998 and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued our report dated January 22, 1999 on our consideration of Cedarwood Apartments Limited Partnership's internal control over financial reporting and our tests of its compliance with certain provisions of laws, regulations, contracts and grants. Our audit was conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The accompanying supplementary information on Schedules 1 and 2 is presented for purposes of additional analysis and is not a required part of the basic financial statements of Cedarwood Apartments Limited Partnership. Such information has been subjected to the audit procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. January 22, 1999 LAURIE A. LEE CERTIFIED PUBLIC ACCOUNTANT 5446 BIRCHBROOK COURT LAS VEGAS, NEVADA 89120 TELEPHONE: (702) 456-2162 INDEPENDENT AUDITOR'S REPORT To the Partners of Chaparral Associates: I have audited the balance sheets of Chaparral Associates, a Limited Partnership (the "Partnership") as of December 31, 1998 and 1997, and the related statements of operations, partners' capital, and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. My responsibility is to express an opinion on these financial statements based on my audits. I conducted my audits in accordance with generally accepted auditing standards and Government Auditing Standards issued by the Comptroller General of the United States, and the US Department of Agriculture, Farmers Rome Administration Audit Program. Those standards require that I plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. I believe that my audits provide a reasonable basis for my opinion. In my opinion, the financial statements referred to above present fairly, in all material respects, the financial position of the Partnership as of December 31, 1998 and 1997, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, I have also issued my reports dated February 14, 1999 on my consideration of the Partnership's internal control and on its compliance with laws and regulations. The accompanying supplementary information (beginning on page 10) is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in my opinion, is fairly stated in all material respects in relation to the financial statements taken as a whole. February 14, 1999 1 MEMBER: AMERICAN INSTITUTE OF CERTIFIED PUBLIC ACCOUNTANTS AND NEVADA SOCIETY OF CERTIFIED PUBLIC ACCOUNTANTS SALMIM, CELONA, WEHRLE & FLAHERTY, LLP CERTIFITED PUBLIC ACCOUNTANTS 1170 CHILI AVENUE ROCHESTER, NY 14694-3033 716 / 279-0120 FAX 716 / 279-0166 To The Partners College Green Rental Associates Rochester, Now York Independent Auditor's Report We have audited the accompanying balance sheet of College Greene Rental Associates, L.P. (a Limited Partnership as of December 31, 1998 and the related statements of operations, changes in partners' capital (deficit) and cash flows for the year then ended. These financial statements are the responsibility of the Partners management. Our responsibility is to express an opinion on these financial statements based on our audit. The financial statements of College Greene Rental Associates, L.P. as of December 31, 1997, were audited by other auditors whose report dated February 9, 1998, expressed an unqualified opinion on those statements. We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the 1998 financial statements referred to above present fairly, in all material respects, the financial position of College Greene Rental Associates, L.P. as of December 31, 1998, and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles. Salmin, Celona, Wehrle & Flaherty, LLP January 25, 1999 Crisp Hughes Evans LLP Certified Public Accountants & Consultants Affiliated worldwide through AGN International Independent Auditors' Report To The Partners Devenwood Apartments, A Limited Partnership We have audited the accompanying balance sheets of Devenwood Apartments, A Limited Partnership as of December 31, 1998 and 1997, and the related statements of operations, partners' capital and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards, and with Government Auditing Standards issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Devenwood Apartments, A Limited Partnership as of December 31, 1998 and 1997, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued a report dated January 25, 1999 on our consideration of Devenwood Apartments, A Limited Partnership's internal control over financial reporting and our consideration of its compliance with certain provisions of laws, regulations, contracts, and grants. January 25, 1999 Creekview Court 8642885544 PO Box 25849 Greenville, SC 29616 FAX 864 458 85 19 FLOYD & COMPANY Certified Public Accountants 411 Stephenson Avenue Post Office Box 14251 Savannah, Georgia 31406 Savannah, Georgia 31416 Phone: (912) 355-9969 Fax: (912) 355-1992 INDEPENDENT AUDITORS' REPORT To the General Partners of Four Oaks Limited Partnership We have audited the accompanying balance sheets of Four Oaks Limited Partnership (a Georgia Limited Partnership) as of December 31, 1998 and the related statements of operations, partners' equity (deficit) and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Four Oaks Limited Partnership (a Georgia Limited Partnership) as of December 31, 1998 and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles. Floyd & Company, CPA February 28, 1999 McGEE & ASSOCIATES, P.C. Certified Public Accountants Independent Auditors' Report To the Partners Franklin Vista III, Ltd. and Rural Development We have audited the accompanying balance sheets of Franklin Vista III, Ltd. (a limited partnership) as of December 31, 1998 and 1997, and the related statements of operations, partners' equity and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Franklin Vista III, Ltd. as of December 31, 1998 and 1997, and the results of its operations and the changes in partners' equity and cash flows for the years then ended in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued a report dated January 13, 1999, on our consideration of Franklin Vista 111, Ltd.'s internal control over financial reporting and our tests of its compliance with certain provisions of laws, regulations, contracts and grants. Our audits were conducted for the purpose of forming an opinion on the financial statements taken as a whole. The supplemental information included in the report is presented for purposes of additional analysis and is not a required part of the financial statements of Franklin Vista III, Ltd. Such information has been subjected to the auditing procedures applied in the audit of the financial statements and, in our opinion, is fairly stated in all material respects in relation to the financial statements taken as a whole. January 13, 1999 Farmington, New Mexico 1 REGARDIE, BROOKS & LEMS CHARTERED JESSE A. KAISER, CPA CONSULTANTS & CERTIFIED PUBLIC ACCOUNTANTS JEROME R LEWIS, CPA NATHAN J. ROSEN, CPA PAUL J. GNATT, CPA CELSO T MATAAC, JR., CPA PHILIP R. BAKER, CFA BRIAN J. GIGANTI, CPA DOUGLAS A. DOWLING, CPA 7101 WISCONSIN AVENUE, SUITE 1012 BETHESDA, MARYLAND 20814 TEL (301) 654-9000 e-mail: rblcpa@rbIcpa.com FAX (301) 656-3056 DAVID X BROOKS, CPA CONSULTANT BENJAMIN F REGARDIE (1897-1973) INDEPENDENT AUDITOR'S REPORT February 22, 1999 To the Partners, Friendship Village Limited Partnership Bethesda, Maryland We have audited the accompanying balance sheets of Friendship Village Limited Partnership as of December 31, 1998 and 1997, and the related statements of income, changes in partners' capital and cash flows for the years then ended. These financial statements are the responsibility of the Partnerships management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards, Government Auditing Standards issued by the Comptroller General of the United States and the U.S. Department of Agriculture, Farmers Home Administration Audit Program. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Friendship Village Limited Partnership as of December 31, 1998 and 1997, and the results of its operations, changes in partners' capital, and cash flows for the years then ended in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued our reports dated February 22, 1999 on our consideration of Friendship Village Limited Partnership's internal control and on its compliance with laws and regulations. Certified Public Accountants - - I - FLOYD & COMPANY Certified Public Accountants 411 Stephenson Avenue Savannah, Georgia 31406 Phone: (912) 355-9969 Fax: (912) 355-1992 INDEPENDENT AUDITORS' REPORT To the General Partners of Hillmont Village Limited Partnership We have audited the accompanying balance sheets of Hillmont Village Limited Partnership (a Georgia Limited Partnership) as of December 31, 1998 and the related statements of operations, partners I equity (deficit) and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Hillmont Village Limited Partnership (a Georgia Limited Partnership) as of December 31, 1998 and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles. Floyd & Company, CPA February 28, 1999 PAILET, MEUNIER and LeBLANC, L.L.P. Certified Public Accountants Management Consultants INDEPENDENT AUDITOR'S REPORT To the Partners HUGHES SPRINGS SENIORS APARTMENTS, LTD. We have audited the accompanying balance sheets of HUGHES SPRINGS SENIORS APARTMENTS, LTD., RHS PROJECT NO. 49-034-721156758 as of December 31, 1998 and 1997 and the related statements of operations, changes in partners' equity (deficit) and cash flows for the years then ended. These financial statements are the responsibility of the partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of HUGHES SPRINGS SENIORS APARTMENTS, LTD. as of December 31, 1998 and 1997 and the results of its operations, changes in partners' equity and cash flows for the years then ended in conformity with generally accepted accounting principles. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information presented on pages 16 through 24, is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. 3421 N. Causeway Blvd., Suite 701 - Metairie, LA 70002 2401 St. Charles Ave., Suite 2559 - New Orleans, LA 70170 Telephone (504) 837-0770 - Fax (504) 837-7102 Telephone (504) 522-0504 - Fax (504) 837-7102 Member of international Group of Accounting Firms e Member Firms in Principal Cities AlCPA SEC Practice Section * AIPA Private Companies Practice Section In accordance with Government Auditing- Standards, we have also issued a report dated February 18, 1999 on our consideration of HUGHES SPRINGS SENIORS APARTMENTS, LTD.'s internal control and a report dated February 18, 1999 on its compliance with laws and regulations applicable to the financial statements. Metairie, Louisiana February 18, 1999 Schonwit &Associates Certified Public Accountants 575 Anton Boulevard, Suite 500, Costa Mesa, California 92626 (714) 437-1025FAX (714) 957 INDEPENDENT AUDITOR'S REPORT To the Partners La Gema Del Barrio, A California Limited Partnership I have audited the accompanying balance sheet of La Gema Del Barrio, A California Limited Partnership, as of December 31, 1998, and the related statements of operations, partners' equity, and cash flows for the year then ended. These financial statements are the responsibility of the partnership's management. My responsibility is to express an opinion on these financial statements based on my audit. I have previously audited and reported on the financial statements for the preceding year and issued an unqualified report dated January 29, 1998. 1 conducted my audit in accordance with generally accepted auditing standards. Those standards require that I plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material - misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. I believe that my audit provides a reasonable basis for my opinion. In my opinion the accompanying financial statements referred to above present fairly, in all material respects, the financial position of La Gema Del Barrio, A California Limited Partnership as of December 31, 1998, and the results of its operations, the changes in partners' equity, and cash flows for the year then ended in conformity with generally accepted accounting principles. My audit was made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information on page 14 is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in my opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. SCHONWIT & ASSOCIATES February 5, 1999 3 Certified Public Accountants 1111 Michigan Avenue P.O. Box 2500 517-332-6200 PLANTE & MORAN, LLP East Lansing, Michigan 48826-2500 FAX 517-332-8502 Independent Auditor's Report To the Partners Lakeview Meadows Limited Dividend Housing Association Limited Partnership We have audited the accompanying balance sheet of Lakeview Meadows Limited Dividend Housing Association Limited Partnership (a Michigan limited partnership) MSHDA Development No. 874, as of December 31, 1998 and 1997, and the related statements of profit and loss, partners' equity, and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Lakeview Meadows Limited Dividend Housing Association Limited Partnership as of December 31, 1998 and 1997, and its profit and loss, partners' equity, and its cash flows for the years then ended, in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued a report dated February 15, 1999, on our consideration of the Partnership's internal controls and on its compliance with laws and regulations. February 15, 1999 Moores Rowland A worldwide association of independent accounting firms BERNARD E. REA, CPA CERTIFIED PUBLIC ACCOUNTANT INDEPENDENT AUDITOR'S REPORT To the Partners Maidu Properties (A California Limited Partnership) Rocklin, California I have audited the accompanying balance sheets of Maidu Properties (A California Limited Partnership), as of December 31, 1998 and 1997, and the related statements of income, partners' equity, and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. My responsibility is to express an opinion on these financial statements based on my audits. I conducted my audits in accordance with generally accepted auditing standards. Those standards require that I plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. I believe that my audits provide a reasonable basis for my opinion. In my opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Maidu Properties (A California Limited Partnership) as of December 31, 1998 and 1997, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. My audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplementary information for the years ended December 31, 1998 and 1997, on pages 13 and 14, is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the audit procedures applied in the audits of the basic financial statements and, in my opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. Stockton, California March 31, 1999 P.O. BOX 4632 - STOCKTON, CA 95204 TELEPHONE (209) 933-9113 FAX (209) 933-9115 EMAIL BReaCPA@AOL.COM Jack E. Powers David A Raeck Lawrence C. Kowalk Robert E. Millerjr. Gary W Brya Steven B. Robbins Lamonte T Lator James E. Nyquist Bruce J. Dunn jeffrey C. Stevens Walter P Manerjr. Linda 1. Schirmer Floyd L. Costerisan Certified Public Accountants Steven W Scott Leon A. Ellis (1933-1988) INDEPENDENT AUDITORS' REPORT February 18, 1999 To the Partners Montague Place Limited Partnership Lansing, Michigan We have audited the accompanying balance sheets of Montague Place Limited Partnership as of December 31, 1998 and 1997, and the related statements of net loss, partners' equity and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Montague Place Limited Partnership as of December 31, 1998 and 1997, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued a report dated February 18, 1999 on our consideration of the Partnership's internal control over financial reporting and our tests of its compliance with certain provisions of laws, regulations, contracts, and grants. 1 6105 W St. Joseph Highway - Suite 202 - Lansing, Michigan 48917-4848 - (517) 323-7500 - Fax (517) 323-6346 LAURIE A. LEE CERTIFIED PUBLIC ACCOUNTANT 5446 BIRCHBROOK COURT LAS VEGAS, NEVADA 89120 TELEPHONE: (702) 456-2162 INDEPENDENT AUDITOR'S REPORT To the Partners of Navapai Associates: I have audited the balance sheets of Navapai Associates, a Limited Partnership (the "Partnership") as of December 31, 1998 and 1997, and the related statements of operations, partners' capital, and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. My responsibility is to express an opinion on these financial statements based on my audits. I conducted my audits in accordance with generally accepted auditing standards and Government Auditing Standards issued by the Comptroller General of the United States, and the U.S. Department of Agriculture, Farmers Home Administration Audit Program. Those standards require that I plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. I believe that my audits provide a reasonable basis for my opinion. In my opinion, the financial statements referred to above present fairly, in all material respects, the financial position of the Partnership as of December 31, 1998 and 1997, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, I have also issued my reports dated February 14, 1999 on my consideration of the Partnership's internal control and on its compliance with laws and regulations. The accompanying supplementary information (beginning on page 10) is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in my opinion, is fairly stated in all material respects in relation to the financial statements taken as a whole. February 14, 1999 MEMBER: AMERICAN INSTITUTE OF CERTIFIED PUBLIC ACCOUNTANTS AND NEVADA SOCIETY OF CERTIFIED PUBLIC ACCOUNTANTS FLOYD & COMPANY Certified Public Accountants 411 Stephenson Avenue Savannah, Georgia 31406 Phone: (912) 355-9969 Fax: (912)355-1992 INDEPENDENT AUDITORS' REPORT To the General Partners of Oakland Village Limited Partnership We have audited the accompanying balance sheets of Oakland Village Limited Partnership (a Georgia Limited Partnership) as of December 31, 1998 and the related statements of operations, partners, equity (deficit) and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Oakland Village Limited Partnership (a Georgia Limited Partnership) as of December 31, 1998 and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles. Floyd & Company, CPA February 28, 1999 THOMAS, JUDY & TUCKER, P.A. Certified Public Accountant Clifton W. Thomas Chris P. Judy David W. Tucker David A. Johnson 16 East Rowan Street, Suite I Raleigh, NC 276U9 (919)571-7055 FAX (919) 571-7089 INDEPENDENT AUDITORS'REPORT To the Partners Pine Ridge Elderly Apartments Limited Partnership Raleigh, North Carolina We have audited the accompanying balance sheet of Pine Ridge Elderly Apartments Limited Partnership as of December 31, 1998 and the related statements of operations, partners' equity and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management Our responsibility is to express an opinion on these financial statements based on our audit The financial statements of Pine Ridge Elderly Apartments Limited Partnership as of December 31, 1997, were audited by other auditors whose report dated January 16, 1998, expressed an unqualified opinion on those statements. We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Pine Ridge Elderly Apartments Limited Partnership as of December 31, 1998 and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles. Our audit was made for the purpose of forming an opinion on the basic financial statements taken as a whole. The accompanying supplementary information on Schedule 1 is presented for purposes of additional analysis and is not a required part of the basic financial statements of Pine Ridge Elderly Apartments Limited Partnership. Such information has been subjected to the audit procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. January 22, 1999 Dauby O'Connor & Zaleski A Limited Liability Company Certified Public Accountants Independent Auditors' Report To the Partners of Pittsfield Park Associates (A Maine Limited Partnership) We have audited the accompanying balance sheet of Pittsfield Park Associates (a Maine Limited Partnership) as of December 31, 1998, and the related statements of operations, changes in partners' equity (deficit), and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audit. The 1997 financial statements were audited by other auditors whose report dated January 15, 1998, expressed an unqualified opinion on those statements. We conducted our audit in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Pittsfield Park Associates as of December 31, 1998, and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued a report dated March 5, 1999, on our consideration of the Partnership's internal controls and a report dated March 5, 1999, on its compliance with laws and regulations. Pittsfield Park Associates Page Two The accompanying supplementary information is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the financial statements taken as a whole. March 5, 1999 Dauby O'Connor & Zaleski, LLC Carmel, Indiana Certified Public Accountants 698 Pro Med Lane Carmel, Indiana 46032 317-848-5700 Fax: 317-815-6140 2 ROBERT ERCOLINI & COMPANY LLP Certified Public Accountants * Business Consultants INDEPENDENT AUDITOR'S REPORT To.the Partners of Rosenberg Building Associates Limited Partnership Boston, Massachusetts We have audited the accompanying balance sheets of Rosenberg Building Associates Limited Partnership as of December 31, 1998 and 1997, and the related statements of operations, partners' capital, and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial Position of Rosenberg Building Associates Limited Partnership as of December 31, 1998 and 1997, and the results of its operations, changes in partners' capital, and its cash flows for the years then ended in conformity with generally accepted accounting principles. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The additional information included in this report (shown on pages 18 and 19) is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. March 10, 1999 DIXON ODOM, PLLC Certified Public Accountants and Consultants INDEPENDENT AUDITORS'REPORT To the Partners St. Barnabas Ridge Limited Partnership d/b/a Snow Hill Ridge Apartments Raleigh, North Carolina We have audited the accompanying balance sheets of St. Barnabas Ridge Limited Partnership d/b/a Snow Hill Ridge Apartments as of December 31, 1998 and 1997 and the related statements of operations, partners' equity, and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards and Government Auditing Standards issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of St. Barnabas Ridge Limited Partnership as of December 31, 1998 and 1997 and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued our report dated January 21, 1999 on our consideration of St. Barnabas Ridge Limited Partnership's internal control over financial reporting and our tests of its compliance with certain provisions of laws, regulations, contracts and grants. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplementary information on pages 10 and 11 is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the audit procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. January 21, 1999 1829 Eastchester Drive P.O. Box 264E High Point, NC 27261-264( 336-889-5156 Fax 336-889-6161 FLOYD & COMPANY Certified Public Accountants 411 Stephenson Avenue Savannah, Georgia 31406 Phone: (912) 355-9969 Fax: (912) 355-1992 INDEPENDENT AUDITORS' REPORT To the General Partners of Summer Lane Limited Partnership We have audited the accompanying balance sheets of Summer Lane Limited Partnership (a Georgia Limited Partnership) as of December 31, 1998 and the related statements of operations, partners, equity (deficit) and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Summer Lane Limited Partnership (a Georgia Limited Partnership) as of December 31, 1998 and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles. Floyd & Company, CPA February 28, 1999 FECTEAU & COMPANY, P.C. Certified Public Accountants Advisors of Taxation INDEPENDENT AUDITORS' REPORT To the Partners Schroon Lake Housing Redevelopment Company We have audited the accompanying balance sheet of Schroon Lake Housing Redevelopment Company as of December 31, 1998 and the related statements of operations, partners' equity, and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on the financial statements based on our audit. We conducted our audit in accordance with generally accepted auditing standards and Government Auditing Standards issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by Management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Schroon Lake Housing Redevelopment Company as of December 31, 1998 and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued reports dated February 4, 1999, on our consideration of Schroon Lake Housing Redevelopment Company's internal control structure and its compliance with laws and regulations. The financial statements of Schroon Lake Housing Redevelopment Company as of December 31, 1997 were audited by other accountants whose report dated January 19, 1998 expressed an unqualified opinion on those statements. February 4, 1999 Albany, New York Executive Woods, 4 Atrium Drive, Albany, NY 12205 * (518) 438-7400 0 FAX (518) 438-7444 Member American Institute of Certified Public Accountants (Private Companies Practice Section & Tax Division) New York state Society of CPA's Dauby O'Connor & Zaleski A Limited Liability Company Certified Public Accountants Independent Auditors' Report To the Partners of Tyrone House Associates (A Pennsylvania Limited Partnership) We have audited the accompanying balance sheet of Tyrone House Associates (a Pennsylvania Limited Partnership) as of December 31, 1998, and the related statements of operations, changes in partners' equity (deficit), and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audit. The 1997 financial statements were audited by other auditors whose report dated January 13, 1998, expressed an unqualified opinion on those statements. We conducted our audit in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Tyrone House Associates as of December 31, 1998, and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued a report dated March 5, 1999, on our consideration of the Partnership's internal controls and a report dated March 5, 1999, on its compliance with laws and regulations. Tyrone House Associates Page Two The accompanying supplementary information is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the financial statements taken as a whole. March 5, 1999 Dauby O'Connor & Zaleski, LLC Carmel, Indiana Certified Public Accountants 698 Pro Med Lane Carmel, Indiana 46032 317-848-5700 Fax: 317-815-6140 Randall Patterson, CPA, P.C. 12913 Alton Square, #101 Herndon, Virginia 20170 Fax: Phone: (703) 834-3804 (703) 834-1908 INDEPENDENT AUDITOR'S REPORT To the Partners Victoria Limited Partnership I have audited the accompanying balance sheets of Victoria Limited Partnership as of December 31, 1998 and 1997 and the related statements of income, partners capital, and cash flows for the years then ended. These financial statements are the responsibility of management. My responsibility is to express an opinion on these financial statements based on my audits. I conducted my audits in accordance with generally accepted auditing standards and Government Auditing Standards issued by the Comptroller General of the United States, and the U.S. Department of Agriculture, Farmers Home Administration Audit Program. Those standards require that I plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statements presentation. I believe that my audit provides a reasonable basis for my opinion. In my opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Victoria Limited Partnership, as of December 3 1, 1998 and 1997 and the results of its operations and its cash flow for the years then ended in conformity with generally accepted accounting principles. In accordance with government auditing standards, I have also issued reports dated March 4, 1999 on my consideration of Victoria Limited Partnership's internal control and on its compliance with laws and regulations. My audit was made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audits of basic financial statements and, in my opinion, is fairly stated in all material respects in relation to the financial statements taken as a whole. Randall Patterson, CPA, P.C. March 4, 1999 Dauby O'Connor & Zaleski A Limited Liability Company Certified Public Accountants Independent Auditors' Report To the Partners of Village Terrace Limited Partnership (A North Carolina Limited Partnership) We have audited the accompanying balance sheet of Village Terrace Limited Partnership (a North Carolina Limited Partnership) as of December 31, 1998, and the related statements of operations, changes in partners, equity (deficit), and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audit. The 1997 financial statements were audited by other auditors whose report dated February 5, 1998, expressed an unqualified opinion on those statements. We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Village Terrace Limited Partnership as of December 31, 1998, and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles. The accompanying supplementary information is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the financial statements taken as a whole. January 29, 1999 Dauby O'Connor & Zaleski, LLC Carmel, Indiana Certified Public Accountants 698 Pro Med Lane Carmel, Indiana 46032 317-848-5700 Fax: 317-815-6140 STIENESSEN - SCHLEGEL & CO. LIMITED LIABILITY COMPANY CERTIFIED PUBLIC ACCOUNTANTS Independent Auditor's Report To the Partners Woodfield Commons Limited Partnership We have audited the accompanying balance sheets of Woodfield Commons Limited Partnership as of December 31, 1998 and 1997, and the related statements of operations, partners' equity, and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements 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 financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Woodfield Commons Limited Partnership, as of December 31, 1998 and 1997, and the results of its operations, changes in partners' equity, and cash flows for the years then ended in conformity with generally accepted accounting principles. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information on page 13 is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. February 2, 1999 2411 N. HILLCREST PARKWAY, P.O. BOX 810, EAU CLAIRE, WI 54702-0810 * PHONE (715) 832-3425 * FAX(715) 832-1665 - -I- PROSPECT BUILDING 1501 N. UNIVERSITY, SUITE 300 LITTLE ROCK, ARKANSAS 72207-5232 TELEPHONE 501-666-2879 FAX NO. 501-666-5260 BENTON, ARKANSAS OFFICE 210 W. SEVIER STREET BENTON, ARKANSAS 72015 TELEPHONE 501-378-7746 INDEPENDENT AUDITOR'S REPORT To the Partners Beckwood Manor Six Limited Partnership We have audited the accompanying balance sheets of Beckwood Manor Six Limited Partnership, RD Project No. 03-048-0710677265 (the Partnership), as of December 31, 1997 and 1996, and the related statements of profit (loss), changes in partners, equity (deficit) and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards and Government Auditing Standards issued by the Comptroller General of the United States. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Beckwood Manor Six Limited Partnership as of December 31, 1997 and 1996, and its results of operations, changes in partners' equity (deficit), and cash flows for the years then ended in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued our report dated March 18, 1998 on our consideration of the Partnership's internal control over financial reporting and our tests of its compliance with certain provisions of laws, regulations, contracts and grants. March 18, 1998 Little, Shaneyfelt, Marshall & Co. OSCAR N. HARRIS & ASSOCIATES, P.A. CERTIFIED PUBLIC ASSOCIATES OSCAR N. HARRIS, C.P.A. SHERRY S. JOHNSON, C.P.A. KENNETH E. MILTON, C.P.A. CONNIE P. STANCIL, C.P.A. Members: American Institute of Certified Public Accountants North Carolina Association of Certified Accountants INEPENDENT AUDITORS' REPORT To the Partners of Brantwood Lane Limited Partnership Charlotte, North Carolina We have audited the balance sheets of Brantwood Lane Limited Partnership as of December 31, 1997 and 1996, and the related statements of partners' capital, income, and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards and Government Auditing Standards issued by the Comptroller General of the United States. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Brantwood Lane Limited Partnership as of December 31, 1997 and 1996, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued a report dated February 6, 1998 on our consideration of Brantwood Lane Limited Partnership's internal control structure and a report dated February 6, 1998 on its compliance with laws and regulations. 100 EAST CUMBERLAND STREET, P.O. BOX 578, DUNN, N.C. 28335 (910) 892-1021 FAX (910) 892-6084 Brantwood Lane Limited Partnerhsip Page Two Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. Schedules 1, 2, 3, and 4 on pages 14, 15, 16, and 17 are presented for purposes of additional analysis and are not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. Oscar N. Harris & Associates, P.A. Certified Public Accountants February 6, 1998 Crisp Huges Evans LLP Certified Public Accountants & Consultants Affiliates worldwide through AGN International Independent Auditors' Report To The Partners Breckenridge Apartments, Limited Partnership We have audited the accompanying balance sheets of Breckenridge Apartments, Limited Partnership as of December 31, 1997 and 1996, and the related statements of operations, partners' capital (deficit) and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards, and with Government Auditing Standards issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Breckenridge Apartments, Limited Partnership as of December 31, 1997 and 1996, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued a report dated January 27, 1998 on our consideration of Breckenridge Apartments, Limited Partnership's internal control over financial reporting and our consideration of its compliance with certain provisions of laws, regulations, contracts, and grants. January 27, 1998 1 Creekview Court PO Box 25849 Greenville, SC 29616 864 288 554 Fax 864 458 8519 www.che-llp.com N. CHENG & CO., P.C. Certified Public Accountants Independent Auditors' Report To the Partners Bridge Coalition Limited Partnership New York, New York We have audited the accompanying balance sheet of Bridge Coalition Limited Partnership as of December 31, 1997 and the related statements of operations, changes in partners, equity and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of bridge Coalition Limited Partnership as of December 31, 1997 and the results of its operations and cash flows for the year then ended, in conformity with generally accepted accounting principles. New York, New York February 4, 1998 40 Exchange Place, Suite 1206 New York, New York 10005 Tel (212) 785-0100 - Fax (212) 785-9168 Two Gramatan Avenue Mount Vernon, New York 10550 Tel (914) 668-8010 - Fax (914) 668-8048 Witt, Mares & Company, PLC Certified Public Accountants and Consultants INDEPENDENT AUDITOR'S REPORT The Partners Carriage Run Limited Partnership We have audited the accompanying balance sheets of Carriage Run Limited Partnership (a Virginia Limited Partnership), as of December 31, 1997 and 1996, and the related statements of operations, partners' equity (deficit) and cash flows for the years then ended. These financial statements are the responsibility of the partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. The financial statements as of December 31, 1996, were audited by Graham Carter & Jennings, PLC, who merged with Witt, Mares & Company, PLC as of December 1, 1997, whose report dated February 3, 1997 expressed an unqualified opinion on those statements. 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 financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Carriage Run Limited Partnership as of December 31, 1997 and 1996, and the results of its operations, changes in partner's equity and cash flows for the years then ended, in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued our report dated February 12, 1998 on our consideration of Carriage Run Limited Partnership's internal control over financial reporting and our tests of its compliance with certain provisions of laws, regulations, contracts and grants. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information on pages 18 and 19 is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the financial statements take as a whole. Newport News, Virginia February 12, 1998 LAURIE A. LEE Certified Public Accountant 5446 Birchbrook Court, Las Vegas, Nevada 89120 Telephone: (702) 456-2162 INDEPENDENT AUDITORS REPORT To the Partners of Chaparral Associates: I have audited the balance sheet of Chaparral Associates, a Limited Partnership (the "Partnership") as of December 31, 1997 and 1996, and the related statements of operations, partners' capital and cash flow for the years then ended. These financial statements are the responsibility of the Partnership's management. My responsibility is to express an opinion on these financial statements; based on my audits. I conducted my audits in accordance with generally accepted auditing standards and Government Auditing Standards issued by the Comptroller General of the United States, and the US Department of Agriculture, Farmers Home Administration Audit Program. Those standards require that I plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. I believe that my audits provide a reasonable basis for my opinion. In my opinion, the financial statements referred to above present fairly, in all material respects, the financial position of the Partnership as of December 31, 1997 and 1996, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, I have also issued my reports dated February 14, 1998 on my consideration of the Partnership's internal control and on its compliance with laws and regulations. The accompanying supplementary information (beginning on page 10) is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in my opinion, is fairly stated in all material respects in relation to the financial statements taken as a whole. February 14, 1998 Member: American institute of Certified Public Accountants and Nevada Society of Certified Public Accountants. Coopers & Lybrand L.L.P. Report of Independent Accountants To the Partners College Greene Rental Associates, L.P. We have audited the accompanying balance sheets of College Greene Rental Associates, L.P. (A Limited Partnership), as of December 31, 1997 and 1996, and the related statements of operations and partners' capital, changes in partners' capital and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements 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 financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of College Greene Rental Associates, L.P., as of December 31, 1997 and 1996, and the results of its operations and its cash flows for the years then ended, in conformity with generally accepted accounting principles. Rochester, New York February 9, 1998 Crisp Hughes Evans LLP Certified Public Accountants & Consultants Affiliated worldwide through AGN International Independent Auditors' Report To The Partners Devenwood Apartments, A Limited Partnership We have audited the accompanying balance sheets of Devenwood Apartments, A Limited Partnership as of December 31, 1997 and 1996, and the related statements of operations, partners' capital and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards, and with Government Auditing Standards issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Devenwood Apartments, A Limited Partnership as of December 31, 1997 and 1996, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued a report dated January 27, 1998 on our consideration of Devenwood Apartments, A Limited Partnership's internal control over financial reporting and our consideration of its compliance with certain provisions of laws, regulations, contracts, and grants. January 27, 1998 1 Creekview Court PO Box 25849 Greenville, SC 29616 864 288 5544 Fax 864 458 8519 FLOYD & COMPANY Certified Public Accountant 132 Stephenson Avenue, Suite 202 Post Office, Box, 14251 Savannah, Georgia 31406 Savannah, Georgia 31416 Phone: (912) 355-9969 INDEPENDENT AUDITORS' REPORT To the General Partners of Four Oaks Limited Partnership We have audited the accompanying balance sheets of Four Oaks Limited Partnership (a Georgia Limited Partnership) as of December 31, 1997 and the related statements of operations, partners' equity (deficit) and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Four Oaks Limited Partnership (a Georeia Limited Partnership) as of December 31, 1997 and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles. Floyd & Company, CPA February 28, 1998 McGEE & Associates, P.C. CERTIFIED PUBLIC ACCOUNTANTS Independent Auditors' Report To the Partners Franklin Vista III, Ltd. and Rural Development We have audited the accompanying balance sheets of Franklin Vista III, Ltd. (a limited partnership) as of December 31, 1997 and 1996, and the related statements of operations, partners' equity and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Franklin Vista III, Ltd. as of December 31, 1997 and 1996, and the results of its operations and the changes in partners' equity and cash flows for the years then ended in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued a report dated January 13, 1998, on our consideration of Franklin Vista III, Ltd.'s internal control over financial reporting and our tests of its compliance with certain provisions of laws, regulations, contracts and grants. Our audits were conducted for the purpose of forming an opinion on the financial statements taken as a whole. The supplemental information included in the report is presented for purposes of additional analysis and is not a required part of the financial statements of Franklin Vista III, Ltd. Such information has been subjected to the auditing procedures applied in the audit of the financial statements and, in our opinion, is fairly stated in all material respects in relation to the financial statements taken as a whole. January 13, 1998 Farmington, New Mexico REGARDIE, BROOKS & LEWIS CHARTERED CERTIFIED PUBLIC ACCOUNTANTS JEROME P. LEWIS, CPA NATAN J. ROSEN, CPA JESSE A. KAISER, CPA PAUL J.GNATT, CPA CELSO T. MATAAC, JR, CPA PHILIP R. BAKER, CPA DOUGLAS A. DOWUNG, CPA BRLAN J. GIGANTI, CPA DAVID A. BROOKS, CPA CONSULTANT BENJAMIN F. REGARDIE(1897-1973) 7101 WISCONSIN AVENUE - BETHESDA, MARYLAND 20814 TEL (301) 654-9000 FAX (301) 656-3056 INDEPENDENT AUDITOR'S REPORT February 21, 1998 To the Partners, Friendship Village Limited Partnership Bethesda, Maryland We have audited the accompanying balance sheets of Friendship Village Limited Partnership as of December 31, 1997 and 1996, and the related statements of income, partners' capital and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards, Government Auditing Standards issued by the Comptroller General of the United States and the U. S. Department of Agriculture, - Farmers Home Administration Audit Program. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Friendship village Limited Partnership as of December 31, 1997 and 1996, and the results of its operations, changes in partners, capital, and cash flows for the years then ended in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued our reports dated February 21, 1998 on our consideration of Friendship Village Limited Partnership's internal controls and on its compliance with laws and regulations. Certified Public Accountants - - I - FLOYD & COMPANY Certified Public Accountant 132 Stephenson Avenue, Suite 202 Post Office, Box, 14251 Savannah, Georgia 31406 Savannah, Georgia 31416 Phone: (912) 355-9969 INDEPENDENT AUDITORS' REPORT To the General Partners of Hillmont Village Limited Partnership We have audited the accompanying balance sheets of Hillmont Village Limited Partnership (a Georgia Limited Partnership) as of December 31, 1997 and the related statements of operations, partners' equity (deficit) and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Hillmont Village Limited Partnership (a Georgia Limited Partnership) as of December 31, 1997 and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles. Floyd & Company, CPA February 28, 1998 Schonwit & AssociatesCertified Public Accountants 575 Anton Boulevard, Suite 500, Costa Mesa, California 92626 (714) 437-1025 FAX (714) 957-1678 INDEPENDENT AUDITOR'S REPORT To the PartnersLa Gema Del Barrio, A California Limited Partnership I have audited the accompanying balance sheet of La Gema Del Barrio, A California Limited Partnership, as of December 31, 1997, and the related statements of operations, partners' equity, and cash flows for the year then ended. These financial statements are the responsibility of the partnership's management. My responsibility is to express an opinion on these financial statements based on my audit. I have previously audited and reported on the financial statements for the preceding year. I conducted my audit in accordance with generally accepted auditing standards. Those standards require that I plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. I believe that my audit provides a reasonable basis for my opinion. In my opinion the accompanying financial statements referred to above present fairly, in all material respects, the financial position of La Gema Del Barrio, A California Limited Partnership as of December 31, 1997, and the results of its operations, the changes in partners' equity, and cash flows for the year then ended in conformity with generally accepted accounting principles. My audit was made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information on page 6 is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in my opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. SCHONWIT & ASSOCIATES January 29, 1998 PLANTE & MORAN, LLP 1111 Michigan Avenue P.O. Box 2500 East Lansing, Michigan 48826-2500 Certified Public Accountants Management Consultants 517-332-6200 FAX 517-332-8502 Independent Auditor's Report To the PartnersLakeview Meadows Limited Dividend Housing Association Limited Partnership We have audited the accompanying balance sheet of Lakeview Meadows Limited Dividend Housing Association Limited Partnership (a Michigan limited partnership) MSHDA Development No. 874, as of December 31, 1997 and 1996, and the related statements of profit and loss, partners' equity, and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Lakeview Meadows Limited Dividend Housing Association Limited Partnership as of December 31, 1997 and 1996, and its profit and loss, partners' equity, and its cash flows for the years then ended, in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued a report dated February 16, 1998, on our consideration of the Partnership's internal controls and a report dated February 16, 1998, on its compliance with laws and regulations. February 16, 1998 LAURIE A. LEE Certified Public Accountant 5446 Birchbrook Court, Las Vegas, Nevada 89120 Telephone: (702) 456-2162 INDEPENDENT AUDITORS REPORT To the Partners of Navapai Associates: I have audited the balance sheets of Navapai Associates, a Limited Partnership (the "Partnership") as of December 31, 1997 and 1996, and the related statements of operations, partners' capital, and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. My Responsibility is to express an opinion on these financial statements based on my audit. I conducted my audits in accordance with generally accepted auditing standards and Government Auditing Standards issued by the Comptroller General of the United States, and the U.S. Department of Agriculture, Farmers Home Administration Audit Program. Those standards require that I plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes accessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. I believe that my audits provide a reasonable basis for my opinion. In my opinion, the financial statements referred to above present fairly, in all material respects, the financial position of the Partnership as of December 31, 1997 and 1996, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, I have also issued my reports dated February 14, 1998 on my consideration of the Partnership's internal control and on its compliance with laws and regulations. The accompanying supplementary information (beginning on page 10) is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statement. and, in my opinion, is fairly stated in all material respects in relation to the financial statements taken as a whole. February 14, 1998 Member: American institute of Certified Public Accountants and Nevada Society of Certified Public Accountants FLOYD & COMPANY Certified Public Accountant 132 Stephenson Avenue, Suite 202 Post Office, Box, 14251 Savannah, Georgia 31406 Savannah, Georgia 31416 Phone: (912) 355-9969 INDEPENDENT AUDITORS' REPORT To the General Partners of Oakland Village Limited Partnership We have audited the accompanying balance sheets of Oakland Village Limited Partnership (a Georgia Limited Partnership) as of December 31, 1997 and the related statements of operations, partners' equity (deficit) and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Oakland Village Limited Partnership (a Georgia Limited Partnership) as of December 31, 1997 and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles. Floyd & Company, CPA February 28, 1998 ROBERT ERCOLINI & COMPANY LLPCertified Public Accountants, Business Consultants INDEPENDENT AUDITOR'S REPORTTo the Partners ofRosenberg Building Associates Limited Partnership Boston, Massachusetts We have audited the accompanying balance sheets of Rosenberg Building Associates Limited Partnership as of December 31, 1997 and 1996, and the related statements of operations, partners' capital, and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audits statements are free of obtain reasonable assurance about whether the finance the amounts and material misstatement. An audit includes examining, on a test basis, evidence supporting disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Rosenberg Building Associates Limited Partnership as of December 31, 1997 and 1996, and the results of its operations, changes in partners' capital, and its cash flows for the years then ended in conformity with generally accepted accounting principles. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The additional information included in this report (shown on pages 19 and 20) is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. February 4, 1998 FIFFY-FIVE SUMMER STREET - BOSTON, MA 02110-1007 - TELEPHONE 617-482-5511 - Fax 617-426-5252 Coopers & Lybrand L.L.P. Report of Independent Accountants To the Partners Schroon Lake Housing Redevelopment Company We have audited the accompanying statements of financial position of Schroon Lake Housing Redevelopment Company (A Limited Partnership), as of December 31, 1997 and 1996, and the related statements of operations and partners' capital, changes in partners' capital and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on the financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Schroon Lake Housing Redevelopment Company as of December 31, 1997 and 1996, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued our report dated January 19, 1998 on our consideration of Schroon Lake Housing Redevelopment Company's internal control structure and a report dated January 19, 1998 on its compliance with laws and regulations. Rochester, New York January 19, 1998 FRIEDMAN & FULLER, PC Certified Public Accountants Management Consultants 2400 Research Boulevard Suite 250 Rockville, Maryland 20850-3243 Telephone (301) 921-8000 INDEPENDENT AUDITOR'S REPORT To the Partners Stanardsville Village Limited Partnership RHS No. 54-48-541523939 North Main Street Stanardsville, Virginia 22973 We have audited the accompanying balance sheets of Stanardsville Village Limited Partnership, RHS No. 54-48-541523939 as of December 31, 1997 and 1996, and the related statements of operations, partners' capital (deficiency) and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards and Government Auditing Standards issued by the Comptroller General of the United States, and the U.S. Department of Agriculture, Farmers Home Administration Audit Program. Those standards and the Audit Program require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Stanardsville Village Limited Partnership, RHS No. 54-48-541523939 as of December 31, 1997 and 1996, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplementary information on pages 10 and 11 is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. February 4, 1998 FLOYD & COMPANY Certified Public Accountant 132 Stephenson Avenue, Suite 202 Savannah, Georgia 31406 Post Office Box 14251 Savannah, Georgia 31416 Phone: (912) 355-9969 INDEPENDENT AUDITORS' REPORT To the General Partners of Summer Lane Limited Partnership We have audited the accompanying balance sheets of Summer Lane Limited Partnership (a Georgia Limited Partnership) as of December 31, 1997 and the related statements of operations, partners' equity (deficit) and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Summer Lane Limited Partnership (a Georgia Limited Partnership) as of December 31, 1997 and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles. Floyd & Company, CPA February 28, 1998 Witt, Mares & Company, PLC Certified Public Accountants and Consultants INDEPENDENT AUDITOR'S REPORT The Partners Victoria Limited Partnership We have audited the accompanying balance sheets of Victoria Limited Partnership (a Virginia Limited Partnership), as of December 31, 1997 and 1996, and the related statements of operations, partners' equity (deficit) and cash flows for the years then ended. These financial statements are the responsibility of the partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. The financial statements as of December 31, 1996, were audited by Graham Carter & Jennings, PLC, who merged with Witt, Mares & Company, PLC as of December 1, 1997, whose report dated February 3, 1997 expressed an unqualified opinion on those statements. 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 financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Victoria Limited. Partnership as of December 31, 1997 and 1996, and the results of its operations, changes in partner's equity and cash flows for the years then ended, in conformity with generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued our report dated February 12, 1998 on our consideration of Victoria Limited Partnership's internal control over financial reporting and our tests of its compliance with certain provisions of laws, regulations, contracts and grants. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information on pages 17 and 18 is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the financial statements take as a whole. Newport News, Virginia February 12, 1998 STANCIL & COMPANY INDEPENDENT AUDITORS' REPORT To the Partners of Village Terrace Limited Partnership Raleigh, North Carolina We have audited the accompanying balance sheets of Village Terrace Limited Partnership as of December 31, 1997 and 1996 and the related statements of operations, partners' capital, and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Village Terrace Limited Partnership as of December 31, 1997 and 1996 and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information on page 11 is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the audit procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. Raleigh, North Carolina February 5, 1998 CERTIFIED PUBLIC ACCOUNTANTS MANAGEMENT CONSULTANTS STIENESSEN - SCHLEGEL & CO. LIMITED LIABILITY COMPANY CERTIFIED PUBLIC ACCOUNTANTS Independent Auditor's Report To the Partners Woodfield Commons Limited Partnership We have audited the accompanying balance sheets of Woodfield Commons Limited Partnership as of December 31, 1997 and 1996, and the related statements of operations, partners' equity, and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements 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 financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Woodfield Commons Limited Partnership, as of December 31, 1997 and 1996, and the results of its operations, changes in partners' equity, and cash flows for the years then ended in conformity with generally accepted accounting principles. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information on pages 13 and 14 is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. CERTIFIED PUBLIC ACCOUNTANTS January 26, 1998 2411 N. HILLCREST PARKWAY, P.O. BOX 810, EAU CLAIRE, WI 54702-0810 - PHONE(715) 832-3425 - FAX(715) 832-1665 - -I- Mary K. Flegal Certified Public Accountant INDEPENDENT AUDITOR'S REPORT To the Partners Fawn River Apartments I have audited the accompanying balance sheets of Fawn River Apartments (a partnership) Project #26-078-382856293 as of December 31, 1996 and 1995, and the related statements of operations, partners' deficit and cash flows for the years ended December 31, 1996 and 1995. These financial statements are the responsibility of the Project's management. My responsibility is to express an opinion on these financial statements based on my audits. I conducted my audits in accordance with generally accepted auditing standards and standards for financial and compliance audits contained in the Standards for Audit of Governmental Organizations, Programs, Activities and Functions, Issued by the U.S. General Accounting Office. Those standards require that I plan and perform the audit to obtain reasonable assurance about whether financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. I believe that my audit provides a reasonable basis for my opinion. The financial statements include only the assets, liabilities and operations of Fawn River Apartments Project #26-078-382856293 and do not include any other assets, liabilities or operations of the Partnership. In my opinion, the financial statements referred to above present fairly, in all material respects, the assets, liabilities and partners' deficit of Fawn River Apartments Project #26-078-382856293 as of December 31, 1996 and 1995, and its operations, partners' deficit and cash flows for the years ended December 31, 1996 and 1995. In accordance with Government Auditing Standards, I have also issued a report dated January 17, 1997, on my consideration of Fawn River Apartments Project #26-078-38285693 internal control structure and a report dazed January 17, 1997, on its compliance with laws and regulations. MARY K. FLEGAL January 17, 1997 The Waters Edge, Second Floor - 5930 Lovers Lane Portage, Michigan 49002 Phone (616) 383-1900 FLOYD & COMPANY, CPA Certified Public Accountant 306 Commercial Ave, Suite 202 Savannah, Georgia 31406 Phone:(912) 355-9969 Post Office Box 14251 Savannah, Georgia 31416 INDEPENDENT AUDITORS' REPORT To the General Partners of Hillmont Village Limited Partnership We have audited the accompanying balance sheets of Hillmont Village Limited Partnership (a Georgia Limited Partnership) as of December 31, 1996 and the related statements of operations, partners' equity (deficit) and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. The financial statement information for the year ending December 31, 1995 was audited by another independent certified public accountant who expressed and unqualified opinion dated March 16, 1996. We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Hillmont Village Limited Partnership (a Georgia Limited Partnership) as of December 31, 1996 and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles. Floyd & Company, CPA February 28, 1997 Schonwit & Associates Certified Public Accountant 5 Anton Boulevard, Suite 500 Costa Mesa, California 92626 (714) 437-1025 FAX (714) 957-1678 INDEPENDENT AUDITOR'S REPORT To the Partners La Gema Del Barrio, A California Limited Partnership I have audited the accompanying balance sheet of La Gema Del Barrio, A California Limited Partnership, as of December 31, 1996, and the related statements of operations, partners' equity, and cash flows for the year then ended. These financial statements are the responsibility of the partnership's management. My responsibility is to express an opinion on these financial statements based on my audit. The financial statements of La Gema Del Barrio, a California Limited Partnership, for the year ended December 31, 1995, as presented herein, were examined by another auditor whose report dated April4, 1996, expressed an unqualified opinion on those financial statements. I conducted my audit in accordance with generally accepted auditing standards. Those standards require that I plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. I believe that my audit provides a reasonable basis for my opinion. In my opinion the accompanying financial statements referred to above present fairly, in all material respects, the financial position of La Gema Del Barrio, A California Limited Partnership as of December 31, 1996, and the results of its operations, the changes in partners' equity, and cash flows for the year then ended in conformity with generally accepted accounting principles. My audit was made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information on page 6 is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in my opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. SCHONWIT & ASSOCIATES February 14, 1997 Burke & Rea Edward T. Burke, C.P.A Bernard E. Rea, C.P.A To the Partners Maidu Properties (A California Limited Partnership) Rocklin, California We have audited the accompanying balance sheets of Maidu Properties (A California Limited Partnership), as of December 31, 1996 and 1995 and the related statements of income, partners' equity, and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements 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 financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis of our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Maidu Properties (A California Limited Partnership) as of December 31, 1996 and 1995, and the results of its operations and its cash flows for the years then ended, in conformity with generally accepted accounting principles. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplementary information for the years ended December 31, 1996 and 1995, on pages 13 and 14, is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the audit procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. Burke & Rea Stockton, California April 4, 1997 P.O. Box 4632 Stcokton, CA 95204 Telephone 209/933-9113 Fax 209/933-9115 H M & R P.C. CERTIFIED PUBLIC ACCOUNTANTS INDEPENDENT AUDITORS'REPORT To the Partners Montague Place Limited Partnership Lansing, Michigan We have audited the accompanying balance sheets of Montague Place Limited Partnership (a Michigan limited partnership), FMHA Project. No. 26-079- 0382937919 as of December 31, 1996 and 1995, and the related to statements of operations, partners' equity and cash flows for the years then ended. These financial statements are the responsibility of the partnership's management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with generally accepted auditing standards and Government Auditing Standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Montague Place Limited Partnership as of December 31, 1996 and 1995, and the results of its operations and its cash flows for the years then ended, in conformity with generally accepted accounting principles. Our audit was performed for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information on pages 11 to 20 is presented for purposes of additional analysis and is not a required part of the basic financial statements. This information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, the information is fairly stated in all material respects in relation to the basic financial statements taken as a whole. Henderson, Miller & Robbins, P.C. Lansing, Michigan February 4, 1997 HENDERSON, MILLER & ROBBINS, RC. 1375 S. WASHINGTON Ave. Lansing MI 48910 517) 372-6565 - FAX (517) 372-6571 FLOYD & COMPANY Certified Public Accountant 306 Commercial Drive, Suite 202 Savannah, Georgia 31406 Phone:(912) 355-9969 Post Office Box 14251 Savannah, Georgia 31416 INDEPENDENT AUDITORS' REPORT To the General Partners of Oakland Village Limited Partnership We have audited the accompanying balance sheets of Oakland Village Limited Partnership (a Georgia Limited Partnership) as of December 31, 1996 and the related statements of operations, partners' equity (deficit) and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. The financial statement information for the year ending December 31, 1995 was audited by another independent certified public accountant who expressed and unqualified opinion dated March 16, 1996. We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, financial statements referred to above present fairly, in all material respects, the financial position of Oakland Village Limited Partnership (a Georgia Limited Partnership) as of December 31, 1996 and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles. Floyd & Company, CPA February 28, 1997 FLOYD & COMPANY, CPA Certified Public Accountant 306 Commercial Drive, Suite 202 Savannah, Georgia 31406 Phone: (912) 355-9969 Post Office Box 14251 Savannah, Georgia 31416 INDEPENDENT AUDITORS' REPORT To the General Partners of Summer Lane Limited Partnership We have audited the accompanying balance sheets of Summer Lane Limited Partnership (a Georgia Limited Partnership) as of December 31, 1996 and the related statements of operations, partners, equity (deficit) and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. The financial statement information for the year ending December 31, 1995 was audited by another independent certified public accountant who expressed and unqualified opinion dated March 16, 1996. We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Summer Lane Limited Partnership (a Georgia Limited Partnership) as of December 31, 1996 and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles. Floyd & Company, CPA February 28, 1999 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 BALANCE SHEETS March 31, 1999 and 1998 Total --------------------- - ----- 1999 1998 ----------- ------- - ---- ASSETS INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS (notes A and C) $ 52,816,616 $60,839,977 OTHER ASSETS Cash and cash equivalents (notes A and E) 528,030 693,751 Investments held to maturity (notes A and G) 1,062,515 917,497 Notes receivable (note F) 543,584 604,695 Deferred acquisition costs, net of accumulated amortization (notes A and C) 1,141,198 1,189,760 Other 556,163 387,808 ----------- ------- - ---- $ 56,648,106 $64,633,488 =========== =========== LIABILITIES AND PARTNERS' CAPITAL LIABILITIES Accounts payable - affiliates (note B) $ 16,817,686 $14,237,489 Capital contributions payable (note C) 368,417 368,417 ----------- ------- - ---- 17,186,103 14,605,906 ----------- ------- - ---- PARTNERS' CAPITAL (note A) Assignor limited partner Units of limited partnership interest consisting of 20,000,000 authorized beneficial assignee certificates (BAC), $10 stated value, 18,679,738 issued and outstanding to the assignees at March 31, 1999 and 1998 - - - Assignees Units of beneficial interest of the limited partnership interest of the assignor limited partner, 18,679,738 issued and outstanding at March 31, 1999 and 1998 40,684,097 51,144,019 General partner (1,222,094) (1,116,437) ----------- ------- - ---- 39,462,003 50,027,582 ----------- ------- - ---- $ 56,648,106 $64,633,488 =========== ===========
(continued) F-5 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 BALANCE SHEETS - CONTINUED March 31, 1999 and 1998 Series 7 --------------------- - ----- 1999 1998 ----------- ------- - ---- ASSETS INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS (notes A and C) $ 974,248 $ 1,485,326 OTHER ASSETS Cash and cash equivalents (notes A and E) 8,529 7,134 Investments held to maturity (notes A and G) - - - Notes receivable (note F) - - - Deferred acquisition costs, net of accumulated amortization (notes A and C) - - - Other 46,618 16,450 ----------- ------- - ---- $ 1,029,395 $ 1,508,910 =========== =========== LIABILITIES AND PARTNERS' CAPITAL LIABILITIES Accounts payable - affiliates (note B) $ 1,020,834 $ 860,885 Capital contributions payable (note C) - - - ----------- ------- - ---- 1,020,834 860,885 ----------- ------- - ---- PARTNERS' CAPITAL (note A) Assignor limited partner Units of limited partnership interest consisting of 20,000,000 authorized beneficial assignee certificates (BAC), $10 stated value, 1,036,100 issued and outstanding to the assignees at March 31, 1999 and 1998 - - - Assignees Units of beneficial interest of the limited partnership interest of the assignor limited partner, 1,036,100 issued and outstanding at March 31, 1999 and 1998 98,402 731,471 General partner (89,841) (83,446) ----------- ------- - ---- 8,561 648,025 ----------- ------- - ---- $ 1,029,395 $ 1,508,910 =========== ===========
(continued) F-6 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 BALANCE SHEETS - CONTINUED March 31, 1999 and 1998 Series 9 --------------------- - ----- 1999 1998 ----------- ------- - ---- ASSETS INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS (notes A and C) $ 9,083,730 $10,821,707 OTHER ASSETS Cash and cash equivalents (notes A and E) 143,538 267,915 Investments held to maturity (notes A and G) 252,699 249,497 Notes receivable (note F) - - - Deferred acquisition costs, net of accumulated amortization (notes A and C) 20,442 21,312 Other 154,191 47,650 ----------- ------- - ---- $ 9,654,600 $11,408,081 =========== =========== LIABILITIES AND PARTNERS' CAPITAL LIABILITIES Accounts payable - affiliates (note B) $ 4,032,944 $ 3,457,163 Capital contributions payable (note C) 4,590 4,590 ----------- ------- - ---- 4,037,534 3,461,753 ----------- ------- - ---- PARTNERS' CAPITAL (note A) Assignor limited partner Units of limited partnership interest consisting of 20,000,000 authorized beneficial assignee certificates (BAC), $10 stated value, 4,178,029 issued and outstanding to the assignees at March 31, 1999 and 1998 - - - Assignees Units of beneficial interest of the limited partnership interest of the assignor limited partner, 4,178,029 issued and outstanding at March 31, 1999 and 1998 5,921,235 8,227,204 General partner (304,169) (280,876) ----------- ------- - ---- 5,617,066 7,946,328 ----------- ------- - ---- $ 9,654,600 $11,408,081 =========== ===========
(continued) F-7 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 BALANCE SHEETS - CONTINUED March 31, 1999 and 1998 Series 10 --------------------- - ----- 1999 1998 ----------- ------- - ---- ASSETS INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS (notes A and C) $ 7,305,952 $ 8,211,459 OTHER ASSETS Cash and cash equivalents (notes A and E) 33,116 41,484 Investments held to maturity (notes A and G) 84,983 83,000 Notes receivable (note F) - - - Deferred acquisition costs, net of accumulated amortization (notes A and C) 80,872 84,314 Other 42,354 39,662 ----------- ------- - ---- $ 7,547,277 $ 8,459,919 =========== =========== LIABILITIES AND PARTNERS' CAPITAL LIABILITIES Accounts payable - affiliates (note B) $ 2,694,984 $ 2,339,472 Capital contributions payable (note C) - - - ----------- ------- - ---- 2,694,984 2,339,472 ----------- ------- - ---- PARTNERS' CAPITAL (note A) Assignor limited partner Units of limited partnership interest consisting of 20,000,000 authorized beneficial assignee certificates (BAC), $10 stated value, 2,428,925 issued and outstanding to the assignees at March 31, 1999 and 1998 - - - Assignees Units of beneficial interest of the limited partnership interest of the assignor limited partner, 2,428,925 issued and outstanding at March 31, 1999 and 1998 5,014,583 6,270,055 General partner (162,290) (149,608) ----------- ------- - ---- 4,852,293 6,120,447 ----------- ------- - ---- $ 7,547,277 $ 8,459,919 =========== ===========
(continued) F-8 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 BALANCE SHEETS - CONTINUED March 31, 1999 and 1998 Series 11 ---------------------- - ---- 1999 1998 ---------- ------ - ----- ASSETS INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS (notes A and C) $ 8,819,044 $ 9,872,942 OTHER ASSETS Cash and cash equivalents (notes A and E) 95,122 38,800 Investments held to maturity (notes A and G) 221,589 249,000 Notes receivable (note F) - - - Deferred acquisition costs, net of accumulated amortization (notes A and C) 40,991 42,735 Other 54,797 47,290 ---------- ------- - ----- $ 9,231,543 $ 10,250,767 ========== ============ LIABILITIES AND PARTNERS' CAPITAL LIABILITIES Accounts payable - affiliates (note B) $ 1,951,834 $ 1,625,754 Capital contributions payable (note C) 22,528 22,528 ---------- ------- - ----- 1,974,362 1,648,282 ---------- ------- - ----- PARTNERS' CAPITAL (note A) Assignor limited partner Units of limited partnership interest consisting of 20,000,000 authorized beneficial assignee certificates (BAC), $10 stated value, 2,489,599 issued and outstanding to the assignees at March 31, 1999 and 1998 - - - Assignees Units of beneficial interest of the limited partnership interest of the assignor limited partner, 2,489,599 issued and outstanding at March 31, 1999 and 1998 7,399,294 8,731,145 General partner (142,113) (128,660) ---------- ------- - ----- 7,257,181 8,602,485 ---------- ------- - ----- $ 9,231,543 $ 10,250,767 ========== ============
(continued) F-9 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 BALANCE SHEETS - CONTINUED March 31, 1999 and 1998 Series 12 --------------------- - ----- 1999 1998 ----------- ------- - ---- ASSETS INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS (notes A and C) $ 9,338,564 $10,585,841 OTHER ASSETS Cash and cash equivalents (notes A and E) 82,710 21,827 Investments held to maturity (notes A and G) - - - Notes receivable (note F) - 61,111 Deferred acquisition costs, net of accumulated amortization (notes A and C) 312,945 326,262 Other 68,425 59,831 ----------- ------- - ---- $ 9,802,644 $11,054,872 =========== =========== LIABILITIES AND PARTNERS' CAPITAL LIABILITIES Accounts payable - affiliates (note B) $ 2,473,495 $ 2,067,156 Capital contributions payable (note C) 11,405 11,405 ----------- ------- - ---- 2,484,900 2,078,561 ----------- ------- - ---- PARTNERS' CAPITAL (note A) Assignor limited partner Units of limited partnership interest consisting of 20,000,000 authorized beneficial assignee certificates (BAC), $10 stated value, 2,972,795 issued and outstanding to the assignees at March 31, 1999 and 1998 - - - Assignees Units of beneficial interest of the limited partnership interest of the assignor limited partner, 2,972,795 issued and outstanding at March 31, 1999 and 1998 7,501,826 9,143,807 General partner (184,082) (167,496) ----------- ------- - ---- 7,317,744 8,976,311 ----------- ------- - ---- $ 9,802,644 $11,054,872 =========== ===========
(continued) F-10 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 BALANCE SHEETS - CONTINUED March 31, 1999 and 1998 Series 14 --------------------- - ----- 1999 1998 ----------- ------- - ---- ASSETS INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS (notes A and C) $ 17,295,078 $19,862,702 OTHER ASSETS Cash and cash equivalents (notes A and E) 165,015 316,591 Investments held to maturity (notes A and G) 503,244 336,000 Notes receivable (note F) 543,584 543,584 Deferred acquisition costs, net of accumulated amortization (notes A and C) 685,948 715,137 Other 189,778 176,925 ----------- ------- - ---- $ 19,382,647 $21,950,939 =========== =========== LIABILITIES AND PARTNERS' CAPITAL LIABILITIES Accounts payable - affiliates (note B) $ 4,643,595 $ 3,887,059 Capital contributions payable (note C) 329,894 329,894 ----------- ------- - ---- 4,973,489 4,216,953 ----------- ------- - ---- PARTNERS' CAPITAL (note A) Assignor limited partner Units of limited partnership interest consisting of 20,000,000 authorized beneficial assignee certificates (BAC), $10 stated value, 5,574,290 issued and outstanding to the assignees at March 31, 1999 and 1998 - - - Assignees Units of beneficial interest of the limited partnership interest of the assignor limited partner, 5,574,290 issued and outstanding at March 31, 1999 and 1998 14,748,757 18,040,337 General partner (339,599) (306,351) ----------- ------- - ---- 14,409,158 17,733,986 ----------- ------- - ---- $ 19,382,647 $21,950,939 =========== ===========
See notes to financial statements F-11 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 STATEMENTS OF OPERATIONS Years ended March 31, 1999, 1998 and 1997 Total ------------------ - ---------------------------------- 1999 1998 1997 ------------ - ------------ ------------- Income Interest income $ 73,186 $ 41,471 $ 155,501 Miscellaneous income 37,206 1,442 - ------------ - ------------ ------------- 110,392 42,913 155,501 ------------ - ------------ ------------- Share of losses (income) from operating limited partnerships (note A) (7,498,353)* (8,573,433) (10,464,997) ------------ - ------------ ------------- Expenses Professional fees 229,416 228,290 315,326 Partnership management fee (note B) 2,299,147 2,314,373 2,273,826 Amortization (note A) 48,562 48,561 58,391 Impairment loss (note A) 468,736 - - - General and administrative expenses (note B) 131,757 191,817 133,901 ------------ - ------------ ------------- 3,177,618 2,783,041 2,781,444 ------------ - ------------ ------------- NET LOSS (note A) $ (10,565,579) $ (11,313,561) $ (13,090,940) ============ ============ ============= Net loss allocated to general partner $ (105,657) $ (113,136) $ (130,909) ============ ============ ============= Net loss allocated to assignees $ (10,459,922) $ (11,200,425) $ (12,960,031) ============ ============ ============= Net loss per BAC $ (0.56) $ (0.60) $ (0.69) ============ ============ =============
* Includes loss on disposal of operating limited partnership (Series 10) of $235,446. (continued) F-12 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 STATEMENTS OF OPERATIONS - CONTINUED Years ended March 31, 1999, 1998 and 1997 Series 7 ------------------ - ---------------------------------- 1999 1998 1997 ------------ - ------------ ------------- Income Interest income $ 162 $ 257 $ 222 Miscellaneous income 150 - - - ------------ - ------------ ------------- 312 257 222 ------------ - ------------ ------------- Share of losses from operating limited partnerships (note A) (255,660) (286,041) (1,126,341) ------------ - ------------ ------------- Expenses Professional fees 18,264 16,079 20,369 Partnership management fee (note B) 103,589 111,089 106,774 Amortization (note A) - - - - Impairment loss (note A) 255,418 - - - General and administrative expenses (note B) 6,845 8,522 6,248 ------------ - ------------ ------------- 384,116 135,690 133,391 ------------ - ------------ ------------- NET LOSS (note A) $ (639,464) $ (421,474) $ (1,259,510) ============ ============ ============= Net loss allocated to general partner $ (6,395) $ (4,215) $ (12,595) ============ ============ ============= Net loss allocated to assignees $ (633,069) $ (417,259) $ (1,246,915) ============ ============ ============= Net loss per BAC $ (0.61) $ (0.40) $ (1.20) ============ ============ =============
(continued) F-13 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 STATEMENTS OF OPERATIONS - CONTINUED Years ended March 31, 1999, 1998 and 1997 Series 9 ------------------ - ---------------------------------- 1999 1998 1997 ------------ - ------------ ------------- Income Interest income $ 22,140 $ 16,101 $ 17,468 Miscellaneous income 3,472 87 - ------------ - ------------ ------------- 25,612 16,188 17,468 ------------ - ------------ ------------- Share of losses (income) from operating limited partnerships (note A) (1,736,728) (1,699,785) (2,660,814) ------------ - ------------ ------------- Expenses Professional fees 39,133 35,520 36,729 Partnership management fee (note B) 552,372 547,218 539,985 Amortization (note A) 870 870 870 Impairment loss (note A) - - - - General and administrative expenses (note B) 25,771 32,138 25,333 ------------ - ------------ ------------- 618,146 615,746 602,917 ------------ - ------------ ------------- NET LOSS (note A) $ (2,329,262) $ (2,299,343) $ (3,246,263) ============ ============ ============= Net loss allocated to general partner $ (23,293) $ (22,993) $ (32,463) ============ ============ ============= Net loss allocated to assignees $ (2,305,969) $ (2,276,350) $ (3,213,800) ============ ============ ============= Net loss per BAC $ (0.55) $ (0.55) $ (0.77) ============ ============ =============
(continued) F-14 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 STATEMENTS OF OPERATIONS - CONTINUED Years ended March 31, 1999, 1998 and 1997 Series 10 ------------------ - ---------------------------------- 1999 1998 1997 ------------ - ------------ ------------- Income Interest income $ 5,647 $ 3,695 $ 3,951 Miscellaneous income - - - - ------------ - ------------ ------------- 5,647 3,695 3,951 ------------ - ------------ ------------- Share of losses (income) from operating limited partnerships (note A) (897,590)* (1,008,105) (1,166,928) ------------ - ------------ ------------- Expenses Professional fees 31,182 31,229 30,509 Partnership management fee (note B) 324,577 321,682 324,407 Amortization (note A) 3,441 3,441 3,442 Impairment loss (note A) - - - - General and administrative expenses (note B) 17,011 30,588 20,187 ------------ - ------------ ------------- 376,211 386,940 378,545 ------------ - ------------ ------------- NET LOSS (note A) $ (1,268,154) $ (1,391,350) $ (1,541,522) ============ ============ ============= Net loss allocated to general partner $ (12,682) $ (13,913) $ (15,415) ============ ============ ============= Net loss allocated to assignees $ (1,255,472) $ (1,377,437) $ (1,526,107) ============ ============ ============= Net loss per BAC $ (0.52) $ (0.57) $ (0.63) ============ ============ =============
* Includes loss on disposal of operating limited partnership (Series 10) of $235,446. (continued) F-15 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 STATEMENTS OF OPERATIONS - CONTINUED Years ended March 31, 1999, 1998 and 1997 Series 11 ------------------ - ---------------------------------- 1999 1998 1997 ------------ - ------------ ------------- Income Interest income $ 14,804 $ 5,610 $ 5,692 Miscellaneous income 5,091 5 - ------------ - ------------ ------------- 19,895 5,615 5,692 ------------ - ------------ ------------- Share of income (losses) from operating limited partnerships (note A) (931,161) (1,197,310) 579,030 ------------ - ------------ ------------- Expenses Professional fees 29,826 30,344 30,044 Partnership management fee (note B) 300,795 298,613 291,053 Amortization (note A) 1,744 1,744 1,745 Impairment loss (note A) 84,701 - - - General and administrative expenses (note B) 16,972 26,890 17,211 ------------ - ------------ ------------- 434,038 357,591 340,053 ------------ - ------------ ------------- NET LOSS (note A) $ (1,345,304) $ (1,549,286) $ 244,669 ============ ============ ============= Net income (loss) allocated to general partner $ (13,453) $ (15,493) $ 2,447 ============ ============ ============= Net income (loss) allocated to assignees $ (1,331,851) $ (1,533,793) $ 242,222 ============ ============ ============= Net income (loss) per BAC $ (0.53) $ (0.61) $ 0.10 ============ ============ =============
(continued) F-16 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 STATEMENTS OF OPERATIONS - CONTINUED Years ended March 31, 1999, 1998 and 1997 Series 12 ------------------ - ---------------------------------- 1999 1998 1997 ------------ - ------------ ------------- Income Interest income $ 805 $ 228 $ 2,674 Miscellaneous income 10,846 - - - ------------ - ------------ ------------- 11,651 228 2,674 ------------ - ------------ ------------- Share of losses from operating limited partnerships (note A) (1,122,280) (1,350,247) (1,939,765) ------------ - ------------ ------------- Expenses Professional fees 36,772 42,629 46,798 Partnership management fee (note B) 347,246 360,155 347,953 Amortization (note A) 13,317 13,317 13,317 Impairment loss (note A) 128,617 - - - General and administrative expenses (note B) 21,986 28,461 23,195 ------------ - ------------ ------------- 547,938 444,562 431,263 ------------ - ------------ ------------- NET LOSS (note A) $ (1,658,567) $ (1,794,581) $ (2,368,354) ============ ============ ============= Net loss allocated to general partner $ (16,586) $ (17,946) $ (23,684) ============ ============ ============= Net loss allocated to assignees $ (1,641,981) $ (1,776,635) $ (2,344,670) ============ ============ ============= Net loss per BAC $ (0.55) $ (0.60) $ (0.79) ============ ============ =============
(continued) F-17 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 STATEMENTS OF OPERATIONS - CONTINUED Years ended March 31, 1999, 1998 and 1997 Series 14 ------------------ - ---------------------------------- 1999 1998 1997 ------------ - ------------ ------------- Income Interest income $ 29,628 $ 15,580 $ 125,494 Miscellaneous income 17,647 1,350 - ------------ - ------------ ------------- 47,275 16,930 125,494 ------------ - ------------ ------------- Share of losses from operating limited partnerships (note A) (2,554,934) (3,031,945) (4,150,179) ------------ - ------------ ------------- Expenses Professional fees 74,239 72,489 150,877 Partnership management fee (note B) 670,568 675,616 663,654 Amortization (note A) 29,189 29,189 39,017 Impairment loss (note A) - - - - General and administrative expenses (note B) 43,173 65,218 41,727 ------------ - ------------ ------------- 817,169 842,512 895,275 ------------ - ------------ ------------- NET LOSS (note A) $ (3,324,828) $ (3,857,527) $ (4,919,960) ============ ============ ============= Net loss allocated to general partner $ (33,248) $ (38,575) $ (49,200) ============ ============ ============= Net loss allocated to assignees $ (3,291,580) $ (3,818,952) $ (4,870,760) ============ ============ ============= Net loss per BAC $ (0.59) $ (0.69) $ (0.87) ============ ============ =============
See notes to financial statements F-18 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 STATEMENTS OF CHANGES IN PARTNERS' CAPITAL Years ended March 31, 1999, 1998 and 1997 General Total Assignees partner Total -------------------------------------- ------------ - ------------ ------------- Partners' capital (deficit), March 31, 1996 $ 75,304,476 $ (872,393) $ 74,432,083 Net loss (12,960,031) (130,909) (13,090,940) ------------ - ------------ ------------- Partners' capital (deficit), March 31, 1997 62,344,445 (1,003,302) 61,341,143 Net loss (11,200,426) (113,135) (11,313,561) ------------ - ------------ ------------- Partners' capital (deficit), March 31, 1998 51,144,019 (1,116,437) 50,027,582 Net loss (10,459,922) (105,657) (10,565,579) ------------ - ------------ ------------- Partners' capital (deficit), March 31, 1999 $ 40,684,097 $ (1,222,094) $ 39,462,003 ============ ============ =============
(continued) F-19 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 STATEMENTS OF CHANGES IN PARTNERS' CAPITAL - CONTINUED Years ended March 31, 1999, 1998 and 1997 General Series 7 Assignees partner Total -------------------------------------- ------------ - ------------ ------------- Partners' capital (deficit), March 31, 1996 $ 2,395,645 $ (66,636) $ 2,329,009 Net loss (1,246,915) (12,595) (1,259,510) ------------ - ------------ ------------- Partners' capital (deficit), March 31, 1997 1,148,730 (79,231) 1,069,499 Net loss (417,259) (4,215) (421,474) ------------ - ------------ ------------- Partners' capital (deficit), March 31, 1998 731,471 (83,446) 648,025 Net loss (633,069) (6,395) (639,464) ------------ - ------------ ------------- Partners' capital (deficit), March 31, 1999 $ 98,402 $ (89,841) $ 8,561 ============ ============ =============
General Series 9 Assignees partner Total -------------------------------------- ------------ - ------------ ------------- Partners' capital (deficit), March 31, 1996 $ 13,717,355 $ (225,421) $ 13,491,934 Net loss (3,213,801) (32,462) (3,246,263) ------------ - ------------ ------------- Partners' capital (deficit), March 31, 1997 10,503,554 (257,883) 10,245,671 Net loss (2,276,350) (22,993) (2,299,343) ------------ - ------------ ------------- Partners' capital (deficit), March 31, 1998 8,227,204 (280,876) 7,946,328 Net loss (2,305,969) (23,293) (2,329,262) ------------ - ------------ ------------- Partners' capital (deficit), March 31, 1999 $ 5,921,235 $ (304,169) $ 5,617,066 ============ ============ =============
(continued) F-20 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 STATEMENTS OF CHANGES IN PARTNERS' CAPITAL - CONTINUED Years ended March 31, 1999, 1998 and 1997 General Series 10 Assignees partner Total -------------------------------------- ------------ - ------------ ------------- Partners' capital (deficit), March 31, 1996 $ 9,173,599 $ (120,280) $ 9,053,319 Net loss (1,526,107) (15,415) (1,541,522) ------------ - ------------ ------------- Partners' capital (deficit), March 31, 1997 7,647,492 (135,695) 7,511,797 Net loss (1,377,437) (13,913) (1,391,350) ------------ - ------------ ------------- Partners' capital (deficit), March 31, 1998 6,270,055 (149,608) 6,120,447 Net loss (1,255,472) (12,682) (1,268,154) ------------ - ------------ ------------- Partners' capital (deficit), March 31, 1999 $ 5,014,583 $ (162,290) $ 4,852,293 ============ ============ =============
General Series 11 Assignees partner Total -------------------------------------- ------------ - ------------ ------------- Partners' capital (deficit), March 31, 1996 $ 10,022,716 $ (115,614) $ 9,907,102 Net income 242,222 2,447 244,669 ------------ - ------------ ------------- Partners' capital (deficit), March 31, 1997 10,264,938 (113,167) 10,151,771 Net loss (1,533,793) (15,493) (1,549,286) ------------ - ------------ ------------- Partners' capital (deficit), March 31, 1998 8,731,145 (128,660) 8,602,485 Net loss (1,331,851) (13,453) (1,345,304) ------------ - ------------ ------------- Partners' capital (deficit), March 31, 1999 $ 7,399,294 $ (142,113) $ 7,257,181 ============ ============ =============
(continued) F-21 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 STATEMENTS OF CHANGES IN PARTNERS' CAPITAL - CONTINUED Years ended March 31, 1999, 1998 and 1997 General Series 12 Assignees partner Total -------------------------------------- ------------ - ------------ ------------- Partners' capital (deficit), March 31, 1996 $ 13,265,112 $ (125,866) $ 13,139,246 Net loss (2,344,670) (23,684) (2,368,354) ------------ - ------------ ------------- Partners' capital (deficit), March 31, 1997 10,920,442 (149,550) 10,770,892 Net loss (1,776,635) (17,946) (1,794,581) ------------ - ------------ ------------- Partners' capital (deficit), March 31, 1998 9,143,807 (167,496) 8,976,311 Net loss (1,641,981) (16,586) (1,658,567) ------------ - ------------ ------------- Partners' capital (deficit), March 31, 1999 $ 7,501,826 $ (184,082) $ 7,317,744 ============ ============ =============
General Series 14 Assignees partner Total -------------------------------------- ------------ - ------------ ------------- Partners' capital (deficit), March 31, 1996 $ 26,730,049 $ (218,576) $ 26,511,473 Net loss (4,870,760) (49,200) (4,919,960) ------------ - ------------ ------------- Partners' capital (deficit), March 31, 1997 21,859,289 (267,776) 21,591,513 Net loss (3,818,952) (38,575) (3,857,527) ------------ - ------------ ------------- Partners' capital (deficit), March 31, 1998 18,040,337 (306,351) 17,733,986 Net loss (3,291,580) (33,248) (3,324,828) ------------ - ------------ ------------- Partners' capital (deficit), March 31, 1999 $ 14,748,757 $ (339,599) $ 14,409,158 ============ ============ =============
See notes to financial statements F-22 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 STATEMENTS OF CASH FLOWS Years ended March 31, 1999, 1998 and 1997 Total ------------------ - ---------------------------------- 1999 1998 1997 ------------ - ------------ ------------- Cash flows from operating activities Net loss $ (10,565,579) $ (11,313,561) $ (13,090,940) Adjustments to reconcile net loss to net cash provided by (used in) operating activities Distribution from operating limited partnerships 57,177 44,006 106,453 Share of losses from operating limited partnerships 7,498,353 8,573,433 10,464,997 Impairment loss 468,736 - - - Amortization 48,562 48,561 58,391 Changes in assets and liabilities Accounts payable and accrued expenses 2,580,197 2,582,855 2,521,041 Other assets (39,931) (2,897) 2,297 ------------ - ------------ ------------- Net cash provided by (used in) operating activities 47,515 (67,603) 62,239 ------------ - ------------ ------------- Cash flows from investing activities Capital contributions paid to operating limited partnerships (2,543) (18,000) (620,884) Repayment from (advance to) operating limited partnerships (65,675) (28,474) 421,684 Purchase of investments (net of proceeds from redemption of investments) (145,018) (917,497) - ------------ - ------------ ------------- Net cash used in investing activities (213,236) (963,971) (199,200) ------------ - ------------ ------------- NET DECREASE IN CASH AND CASH EQUIVALENTS (165,721) (1,031,574) (136,961) Cash and cash equivalents, beginning 693,751 1,725,325 1,862,286 ------------ - ------------ ------------- Cash and cash equivalents, end $ 528,030 $ 693,751 $ 1,725,325 ============ ============ =============
(continued) F-23 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 STATEMENTS OF CASH FLOWS - CONTINUED Years ended March 31, 1999, 1998 and 1997 Total ------------------ - ---------------------------------- 1999 1998 1997 ------------ - ------------ ------------- Supplemental schedule of noncash investing and financing activities The partnership has decreased its capital contribution obligation to the operating limited partnerships for low income tax credits not generated $ - $ 681 $ 8,572 ============ ============ ============= The partnership has adjusted its investment in operating limited partnerships for low income tax credits not generated $ 14,468 $ 14,988 $ 20,969 ============ ============ ============= The partnership has applied notes receivable and advances against installments of capital contributions $ - $ - $ 902,811 ============ ============ ============= The partnership has increased its investment in operating limited partnerships for releases from escrows $ 12,830 $ - $ - ============ ============ =============
(continued) F-24 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 STATEMENTS OF CASH FLOWS - CONTINUED Years ended March 31, 1999, 1998 and 1997 Series 7 ------------------ - ---------------------------------- 1999 1998 1997 ------------ - ------------ ------------- Cash flows from operating activities Net loss $ (639,464) $ (421,474) $ (1,259,510) Adjustments to reconcile net loss to net cash provided by (used in) operating activities Distribution from operating limited partnerships - - - - Share of losses from operating limited partnerships 255,660 286,041 1,126,341 Impairment loss 255,418 - - - Amortization - - - - Changes in assets and liabilities Accounts payable and accrued expenses 159,949 130,559 140,303 Other assets - - - - ------------ - ------------ ------------- Net cash provided by (used in) operating activities 31,563 (4,874) 7,134 ------------ - ------------ ------------- Cash flows from investing activities Capital contributions paid to operating limited partnerships - - - - Repayment from (advance to) operating limited partnerships (30,168) - - - Purchase of investments (net of proceeds from redemption of investments) - - - - ------------ - ------------ ------------- Net cash used in investing activities (30,168) - - - ------------ - ------------ ------------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 1,395 (4,874) 7,134 Cash and cash equivalents, beginning 7,134 12,008 4,874 ------------ - ------------ ------------- Cash and cash equivalents, end $ 8,529 $ 7,134 $ 12,008 ============ ============ =============
(continued) F-25 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 STATEMENTS OF CASH FLOWS - CONTINUED Years ended March 31, 1999, 1998 and 1997 Series 7 ------------------ - ---------------------------------- 1999 1998 1997 ------------ - ------------ ------------- Supplemental schedule of noncash investing and financing activities The partnership has decreased its capital contribution obligation to the operating limited partnerships for low income tax credits not generated $ - $ - $ - ============ ============ ============= The partnership has adjusted its investment in operating limited partnerships for low income tax credits not generated $ - $ - $ - ============ ============ ============= The partnership has applied notes receivable and advances against installments of capital contributions $ - $ - $ - ============ ============ ============= The partnership has increased its investment in operating limited partnerships for releases from escrows $ - $ - $ - ============ ============ =============
(continued) F-26 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 STATEMENTS OF CASH FLOWS - CONTINUED Years ended March 31, 1999, 1998 and 1997 Series 9 ------------------ - ---------------------------------- 1999 1998 1997 ------------ - ------------ ------------- Cash flows from operating activities Net loss $ (2,329,262) $ (2,299,343) $ (3,246,263) Adjustments to reconcile net loss to net cash used in operating activities Distribution from operating limited partnerships 1,249 3,390 4,980 Share of income (losses) from operating limited partnerships 1,736,728 1,699,785 2,660,814 Impairment loss - - - - Amortization 870 870 870 Changes in assets and liabilities Accounts payable and accrued expenses 575,781 575,787 574,619 Other assets (9,921) (2,216) - ------------ - ------------ ------------- Net cash used in operating activities (24,555) (21,727) (4,980) ------------ - ------------ ------------- Cash flows from investing activities Capital contributions paid to operating limited partnerships - - - (86,448) Repayment from (advance to) operating limited partnerships (96,620) (27,697) - Purchase of investments (net of proceeds from redemption of investments) (3,202) (249,497) - ------------ - ------------ ------------- Net cash used in investing activities (99,822) (277,194) (86,448) ------------ - ------------ ------------- NET DECREASE IN CASH AND CASH EQUIVALENTS (124,377) (298,921) (91,428) Cash and cash equivalents, beginning 267,915 566,836 658,264 ------------ - ------------ ------------- Cash and cash equivalents, end $ 143,538 $ 267,915 $ 566,836 ============ ============ =============
(continued) F-27 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 STATEMENTS OF CASH FLOWS - CONTINUED Years ended March 31, 1999, 1998 and 1997 Series 9 ------------------ - ---------------------------------- 1999 1998 1997 ------------ - ------------ ------------- Supplemental schedule of noncash investing and financing activities The partnership has decreased its capital contribution obligation to the operating limited partnerships for low income tax credits not generated $ - $ - $ 8,572 ============ ============ ============= The partnership has adjusted its investment in operating limited partnerships for low income tax credits not generated $ - $ 3,728 $ 10,230 ============ ============ ============= The partnership has applied notes receivable and advances against installments of capital contributions $ - $ - $ - ============ ============ ============= The partnership has increased its investment in operating limited partnerships for releases from escrows $ - $ - $ - ============ ============ =============
(continued) F-28 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 STATEMENTS OF CASH FLOWS - CONTINUED Years ended March 31, 1999, 1998 and 1997 Series 10 ------------------ - ---------------------------------- 1999 1998 1997 ------------ - ------------ ------------- Cash flows from operating activities Net loss $ (1,268,154) $ (1,391,350) $ (1,541,522) Adjustments to reconcile net loss to net cash used in operating activities Distribution from operating limited partnerships 7,917 5,031 7,447 Share of losses (income) from operating limited partnerships 897,590 1,008,105 1,166,928 Impairment loss - - - - Amortization 3,441 3,441 3,442 Changes in assets and liabilities Accounts payable and accrued expenses 355,512 355,512 355,508 Other assets (2,691) (683) - ------------ - ------------ ------------- Net cash used in operating activities (6,385) (19,944) (8,197) ------------ - ------------ ------------- Cash flows from investing activities Capital contributions paid to operating limited partnerships - - - - Repayment from (advance to) operating limited partnerships - - - - Purchase of investments (net of proceeds from redemption of investments) (1,983) (83,000) - ------------ - ------------ ------------- Net cash used in investing activities (1,983) (83,000) - ------------ - ------------ ------------- NET DECREASE IN CASH AND CASH EQUIVALENTS (8,368) (102,944) (8,197) Cash and cash equivalents, beginning 41,484 144,428 152,625 ------------ - ------------ ------------- Cash and cash equivalents, end $ 33,116 $ 41,484 $ 144,428 ============ ============ =============
(continued) F-29 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 STATEMENTS OF CASH FLOWS - CONTINUED Years ended March 31, 1999, 1998 and 1997 Series 10 ------------------ - ---------------------------------- 1999 1998 1997 ------------ - ------------ ------------- Supplemental schedule of noncash investing and financing activities The partnership has decreased its capital contribution obligation to the operating limited partnerships for low income tax credits not generated $ - $ - $ - ============ ============ ============= The partnership has adjusted its investment in operating limited partnerships for low income tax credits not generated $ - $ - $ - ============ ============ ============= The partnership has applied notes receivable and advances against installments of capital contributions $ - $ - $ - ============ ============ ============= The partnership has increased its investment in operating limited partnerships for releases from escrows $ - $ - $ - ============ ============ =============
(continued) F-30 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 STATEMENTS OF CASH FLOWS - CONTINUED Years ended March 31, 1999, 1998 and 1997 Series 11 ------------------ - ---------------------------------- 1999 1998 1997 ------------ - ------------ ------------- Cash flows from operating activities Net income (loss) $ (1,345,304) $ (1,549,286) $ 244,669 Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities Distribution from operating limited partnerships 35,909 10,000 80,667 Share of (income) losses from operating limited partnerships 931,161 1,197,310 (579,030) Impairment loss 84,701 - - - Amortization 1,744 1,744 1,745 Changes in assets and liabilities Accounts payable and accrued expenses 326,080 325,681 325,681 Other assets (5,380) - - - ------------ - ------------ ------------- Net cash provided by (used in) operating activities 28,911 (14,551) 73,732 ------------ - ------------ ------------- Cash flows from investing activities Capital contributions paid to operating limited partnerships - (5,000) - Repayment from (advance to) operating limited partnerships - - - - Purchase of investments (net of proceeds from redemption of investments) 27,411 (249,000) - ------------ - ------------ ------------- Net cash provided by (used in) investing activities 27,411 (254,000) - ------------ - ------------ ------------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 56,322 (268,551) 73,732 Cash and cash equivalents, beginning 38,800 307,351 233,619 ------------ - ------------ ------------- Cash and cash equivalents, end $ 95,122 $ 38,800 $ 307,351 ============ ============ =============
(continued) F-31 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 STATEMENTS OF CASH FLOWS - CONTINUED Years ended March 31, 1999, 1998 and 1997 Series 11 ------------------ - ---------------------------------- 1999 1998 1997 ------------ - ------------ ------------- Supplemental schedule of noncash investing and financing activities The partnership has decreased its capital contribution obligation to the operating limited partnerships for low income tax credits not generated $ - $ - $ - ============ ============ ============= The partnership has adjusted its investment in operating limited partnerships for low income tax credits not generated $ 2,127 $ 5,723 $ 5,723 ============ ============ ============= The partnership has applied notes receivable and advances against installments of capital contributions $ - $ - $ - ============ ============ ============= The partnership has increased its investment in operating limited partnerships for releases from escrows $ - $ - $ - ============ ============ =============
(continued) F-32 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 STATEMENTS OF CASH FLOWS - CONTINUED Years ended March 31, 1999, 1998 and 1997 Series 12 ------------------ - ---------------------------------- 1999 1998 1997 ------------ - ------------ ------------- Cash flows from operating activities Net loss $ (1,658,567) $ (1,794,581) $ (2,368,354) Adjustments to reconcile net loss to net cash provided by (used in) operating activities Distribution from operating limited partnerships 7,785 6,315 9,735 Share of losses from operating limited partnerships 1,122,280 1,350,247 1,939,765 Impairment loss 128,617 - - - Amortization 13,317 13,317 13,317 Changes in assets and liabilities Accounts payable and accrued expenses 406,339 438,772 383,267 Other assets (19,999) - - - ------------ - ------------ ------------- Net cash provided by (used in) operating activities (228) 14,070 (22,270) ------------ - ------------ ------------- Cash flows from investing activities Capital contributions paid to operating limited partnerships - - - (76,430) Repayment from (advance to) operating limited partnerships 61,111 (775) (60,336) Purchase of investments (net of proceeds from redemption of investments) - - - - ------------ - ------------ ------------- Net cash provided by (used in) investing activities 61,111 (775) (136,766) ------------ - ------------ ------------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 60,883 13,295 (159,036) Cash and cash equivalents, beginning 21,827 8,532 167,568 ------------ - ------------ ------------- Cash and cash equivalents, end $ 82,710 $ 21,827 $ 8,532 ============ ============ =============
(continued) F-33 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 STATEMENTS OF CASH FLOWS - CONTINUED Years ended March 31, 1999, 1998 and 1997 Series 12 ------------------ - ---------------------------------- 1999 1998 1997 ------------ - ------------ ------------- Supplemental schedule of noncash investing and financing activities The partnership has decreased its capital contribution obligation to the operating limited partnerships for low income tax credits not generated $ - $ - $ - ============ ============ ============= The partnership has adjusted its investment in operating limited partnerships for low-income tax credits not generated $ 1,425 $ 3,485 $ 3,845 ============ ============ ============= The partnership has applied notes receivable and advances against installments of capital contributions $ - $ - $ - ============ ============ ============= The partnership has increased its investment in operating limited partnerships for releases from escrows $ 12,830 $ - $ - ============ ============ =============
(continued) F-34 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 STATEMENTS OF CASH FLOWS - CONTINUED Years ended March 31, 1999, 1998 and 1997 Series 14 ------------------ - ---------------------------------- 1999 1998 1997 ------------ - ------------ ------------- Cash flows from operating activities Net loss $ (3,324,828) $ (3,857,527) $ (4,919,960) Adjustments to reconcile net loss to net cash provided by (used in) operating activities Distribution from operating limited partnerships 4,317 19,270 3,624 Share of losses from operating limited partnerships 2,554,934 3,031,945 4,150,179 Impairment loss - - - - Amortization 29,189 29,189 39,017 Changes in assets and liabilities Accounts payable and accrued expenses 756,536 756,544 741,663 Other assets (1,937) - - 2,297 ------------ - ------------ ------------- Net cash provided by (used in) operating activities 18,211 (20,579) 16,820 ------------ - ------------ ------------- Cash flows from investing activities Capital contributions paid to operating limited partnerships (2,543) (13,000) (458,006) Repayment from (advance to) operating limited partnerships - - - 482,020 Purchase of investments (net of proceeds from redemption of investments) (167,244) (336,000) - ------------ - ------------ ------------- Net cash provided by (used in) investing activities (169,787) (349,000) 24,014 ------------ - ------------ ------------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS (151,576) (369,579) 40,834 Cash and cash equivalents, beginning 316,591 686,170 645,336 ------------ - ------------ ------------- Cash and cash equivalents, end $ 165,015 $ 316,591 $ 686,170 ============ ============ =============
(continued) F-35 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 STATEMENTS OF CASH FLOWS - CONTINUED Years ended March 31, 1999, 1998 and 1997 Series 14 ------------------ - ---------------------------------- 1999 1998 1997 ------------ - ------------ ------------- Supplemental schedule of noncash investing and financing activities The partnership has decreased its capital contribution obligation to the operating limited partnerships for low income tax credits not generated $ - $ 681 $ - ============ ============ ============= The partnership has adjusted its investment in operating limited partnerships for low income tax credits not generated $ 10,916 $ 2,052 $ 1,171 ============ ============ ============= The partnership has applied notes receivable and advances against installments of capital contributions $ - $ - $ 902,811 ============ ============ ============= The partnership has increased its investment in operating limited partnerships for releases from escrows $ - $ - $ - ============ ============ =============
See notes to financial statements F-36 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 NOTES TO FINANCIAL STATEMENTS March 31, 1999, 1998 and 1997 NOTE A - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Boston Capital Tax Credit Fund II Limited Partnership (the "partnership") was formed under the laws of the State of Delaware on June 28, 1989, for the purpose of acquiring, holding and disposing of limited partnership interests in operating limited partnerships which were to acquire, develop, rehabilitate, operate and own newly constructed, existing or rehabilitated low-income apartment complexes which qualify for the Low-Income Housing Tax Credit established by the Tax Reform Act of 1986. Certain of the apartment complexes also qualified for the Historic Rehabilitation Tax Credit for their rehabilitation of a certified historic structure; accordingly, the apartment complexes are restricted as to rent charges and operating methods and are subject to the provisions of Section 42(g)(2) of the Internal Revenue Code relating to the Rehabilitation Investment Credit. The general partner of the partnership is Boston Capital Associates II Limited Partnership and the limited partner is BCTC Assignor Corp. II (the "assignor limited partner"). Pursuant to the Securities Act of 1933, the partnership filed a Form S-11 Registration Statement with the Securities and Exchange Commission, effective August 29, 1988, which covered the offering (the "Public Offering") of the partnership's beneficial assignee certificates ("BACs") representing assignments of units of the beneficial interest of the limited partnership interest of the assignor limited partner. The partnership registered 20,000,000 BACs at $10 per BAC for sale to the public in six series. BACs sold in bulk over $100,000 were offered to investors at a reduced cost per BAC. The partnership is no longer selling any BACs related to any series. The final closing in Series 14 was January 27, 1993. The BACs issued and outstanding in each series at March 31, 1999 and 1998 are as follows: Series 7 1,036,100 Series 9 4,178,029 Series 10 2,428,925 Series 11 2,489,599 Series 12 2,972,795 Series 14 5,574,290 --------------- - - Total 18,679,738 ================
In accordance with the limited partnership agreement, profits, losses, and cash flow (subject to certain priority allocations and distributions) and tax credits are allocated 99% to the assignees and 1% to the general partner. F-37 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 NOTES TO FINANCIAL STATEMENTS - CONTINUED March 31, 1999, 1998 and 1997 NOTE A - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Organization Costs ------------------ Initial organization and offering expenses, common to all series, were allocated on a percentage of equity raised to each series. Organization costs were amortized on the straight-line method over 60 months. Accumulated amortization as of March 31, 1999 and 1998 is as follows: 1999 1998 ---------------- ------------- - --- Series 7 $ 44,056 $ 44,056 Series 9 156,077 156,077 Series 10 90,168 90,168 Series 11 91,182 91,182 Series 12 104,791 104,791 Series 14 196,563 196,563 ---------------- ------------- - --- $ 682,837 $ 682,837 ================ ================
Deferred Acquisition Costs -------------------------- Deferred acquisition costs are being amortized on the straight-line method starting April 1, 1995 over 27.5 years (330 months). As of April 1, 1995, the partnership reclassified certain unallocated acquisition costs included in the investments in operating limited partnerships to deferred acquisition costs. The amounts include $23,920, $94,634, and $47,968 for Series 9, Series 10 and Series 11, respectively. F-38 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 NOTES TO FINANCIAL STATEMENTS - CONTINUED March 31, 1999, 1998 and 1997 NOTE A - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Deferred Acquisition Costs (Continued) -------------------------- Accumulated amortization as of March 31, 1999 and 1998 is as follows: 1999 1998 ---------------- ------------- - --- Series 7 $ - $ - - Series 9 3,480 2,610 Series 10 13,766 10,324 Series 11 6,977 5,233 Series 12 53,268 39,951 Series 14 116,757 87,568 ---------------- ------------- - --- $ 194,248 $ 145,686 ================ ================
Income Taxes ------------ No provision or benefit for income taxes has been included in these financial statements since taxable income or loss passes through to, and is reportable by, the partners and assignees individually. Investments in Operating Limited Partnerships --------------------------------------------- The partnership accounts for its investments in operating limited partnerships using the equity method of accounting. Under the equity method of accounting, the partnership adjusts its investment cost for its share of each operating limited partnership's results of operations and for any distributions received or accrued. However, the partnership recognizes individual operating limited partnership's losses only to the extent that the fund's share of losses of the operating limited partnerships exceeds the carrying amount of the investment. Unrecognized losses are suspended and offset against future individual operating limited partnership's income. No operating limited partnerships were acquired during 1998 or 1999. F-39 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 NOTES TO FINANCIAL STATEMENTS - CONTINUED March 31, 1999, 1998 and 1997 NOTE A - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Investments in Operating Limited Partnerships (Continued) --------------------------------------------- A loss in value of an investment in an operating limited partnership other than a temporary decline would be recorded as an impairment loss. Impairment is measured by comparing the investment carrying amount to the sum of the total amount of the remaining tax credits allocated to the partnership and the estimated residual value of the investment. Accordingly, the partnership recorded an impairment loss of $468,736 during the year ended March 31, 1999. Capital contributions to operating limited partnerships are adjusted by tax credit adjusters. Tax credit adjusters are defined as adjustments to operating limited partnership capital contributions due to reductions in actual tax credits from those originally projected. The partnership records tax credit adjusters as a reduction in investment in operating limited partnerships and capital contributions payable. The operating limited partnerships maintain their financial statements based on a calendar year and the partnership utilizes a March 31 year-end. The fund records losses and income from the operating limited partnerships on a calendar year basis which is not materially different from losses and income generated if the operating limited partnerships utilized a March 31 year-end. The partnership records capital contributions payable to the operating limited partnerships once there is a binding obligation to fund a specified amount. The operating limited partnerships record capital contributions from the partnership when received. The partnership records acquisition cost as an increase in its investment in operating limited partnerships. Certain operating limited partnerships have not recorded the acquisition costs as a capital contribution from the partnership. These differences are shown as reconciling items in note C. Cash Equivalents ---------------- Cash equivalents include tax-exempt sweep accounts, certificates of deposit, and money market accounts having original maturities at date of acquisition of three months or less. The carrying amounts approximates fair value because of the short maturity of these instruments. F-40 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 NOTES TO FINANCIAL STATEMENTS - CONTINUED March 31, 1999, 1998 and 1997 NOTE A - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Fiscal Year ----------- For financial reporting, all the series use a March 31 year end, whereas for income tax reporting, each series uses a calendar year. The operating limited partnerships use a calendar year for both financial and income tax reporting. Net Loss per Beneficial Assignee Certificate -------------------------------------------- Net loss per beneficial assignee certificate is calculated based upon the weighted average number of units outstanding. The weighted average number of units outstanding in each series at March 31, 1999, 1998 and 1997 is as follows: Series 7 1,036,100 Series 9 4,178,029 Series 10 2,428,925 Series 11 2,489,599 Series 12 2,972,795 Series 14 5,574,290 ---------------- Total 18,679,738 ================
Use of Estimates ---------------- The preparation of financial statements in conformity with 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 revenue and expenses during the reporting period. Actual results could differ from those estimates. Investments Held to Maturity ---------------------------- Investments held to maturity consist of certificates of deposit with original maturities greater than 90 days and are carried at amortized cost which approximates fair value. F-41 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 NOTES TO FINANCIAL STATEMENTS - CONTINUED March 31, 1999, 1998 and 1997 NOTE A - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Recent Accounting Pronouncements -------------------------------- On March 31, 1997, the partnership adopted Statement of Financial Accounting Standards ("SFAS") No. 128, "Earnings per Share" and SFAS No. 129, "Disclosure of Information about Capital Structure." SFAS No. 128 provides accounting and reporting standards for the amount of earnings per share. SFAS No. 129 requires the disclosure in summary form within the financial statements of pertinent rights and privileges of the various securities outstanding. On March 31, 1998, the partnership adopted SFAS No. 130, "Reporting Comprehensive Income," SFAS No. 131, "Disclosures about Segments of an Enterprise and Related Information," and SFAS No. 132, "Employers' Disclosures about Pensions and Other Postretirement Benefits." SFAS No. 130 establishes standards for reporting and display of comprehensive income and its components, SFAS No. 131 establishes standards for how public business enterprises report information about operating segments and SFAS No. 132 revises employers' disclosures about pension and other postretirement benefit plans. The implementation of these standards has not materially affected the partnership's financial statements. In June 1998, the FASB issued SFAS No. 133, "Accounting for Derivative Instruments and Hedging Activities." In October 1998, the FASB issued SFAS No. 134, "Accounting for Mortgage-backed Securities Retained after the Securitization of Mortgage Loans Held for Sale by a Mortgage Banking Enterprise." In February 1999, the FASB issued SFAS No. 135, "Rescission of FASB Statement 75 and Technical Corrections." SFAS No. 133 is effective for all fiscal quarters of years beginning after June 15, 1999; SFAS No. 134 is effective for the first fiscal quarter beginning after December 31, 1998; and SFAS No. 135 is effective for years ending after February 15, 1999. Early adoption is encouraged for SFAS No. 133, 134 and 135. The fund does not have any derivative or hedging activities and does not have any mortgage-backed securities. FASB Statement 75, "Deferral of the Effective Date of Certain Accounting Requirements for Pension Plans of State and Local Governmental Units," does not apply to the fund. Consequently, these pronouncements are expected to have no effect on the fund's financial statements. F-42 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 NOTES TO FINANCIAL STATEMENTS - CONTINUED March 31, 1999, 1998 and 1997 NOTE B - RELATED PARTY TRANSACTIONS During the years ended March 31, 1999, 1998 and 1997, the partnership entered into several transactions with various affiliates of the general partner, including Boston Capital Partners, Inc., Boston Capital Services, Inc., Boston Capital Holdings Limited Partnership, and Boston Capital Asset Management Limited Partnership as follows: Boston Capital Asset Management Limited Partnership is entitled to an annual partnership management fee based on .5 percent of the aggregate cost of all apartment complexes acquired by the operating limited partnerships, less the amount of certain partnership management and reporting fees paid or payable by the operating limited partnerships. The aggregate cost is comprised of the capital contributions made by each series to the operating limited partnership and 99% of the permanent financing at the operating limited partnership level. The annual partnership management fees charged to each series' operations during the years ended March 31, 1999, 1998 and 1997 are as follows: 1999 1998 1997 ---------------- ------------- - --- ---------------- Series 7 $ 103,589 $ 111,089 $ 106,774 Series 9 552,372 547,218 539,985 Series 10 324,577 321,682 324,407 Series 11 300,795 298,613 291,053 Series 12 347,246 360,155 347,953 Series 14 670,568 675,616 663,654 ---------------- ------------- - --- ---------------- $ 2,299,147 $ 2,314,373 $ 2,273,826 ================ ================ ================
F-43 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 NOTES TO FINANCIAL STATEMENTS - CONTINUED March 31, 1999, 1998 and 1997 NOTE B - RELATED PARTY TRANSACTIONS (Continued) General and administrative expenses incurred by Boston Capital Holdings Limited Partnership, and Boston Capital Asset Management Limited Partnership during the years ended March 31, 1999, 1998 and 1997 charged to each series' operations are as follows: 1999 1998 1997 ---------------- ------------- - --- ---------------- Series 7 $ 2,212 $ 2,441 $ 518 Series 9 11,439 15,327 15,827 Series 10 8,694 18,402 12,050 Series 11 7,688 16,420 10,562 Series 12 10,020 13,492 13,990 Series 14 17,534 37,157 25,277 ---------------- ------------- - --- ---------------- $ 57,587 $ 103,239 $ 78,224 ================ ================ ================
Accounts payable - affiliates at March 31, 1999 and 1998 represents general and administrative expenses, partnership management fees, and may include advances which are payable to Boston Capital Partners, Inc., Boston Capital Holdings Limited Partnership, Boston Capital Services, Inc., and Boston Capital Asset Management Limited Partnership. The carrying value of the accounts payable - affiliates approximates fair value. F-44 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 NOTES TO FINANCIAL STATEMENTS - CONTINUED March 31, 1999, 1998 and 1997 NOTE C - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS At March 31, 1999 and 1998, the partnership has limited partnership interests in operating limited partnerships which own operating apartment complexes. During 1999, the partnership disposed of its operating limited partnership interest in one of the operating limited partnerships owned in Series 10. The number of operating limited partnerships in which the partnership has limited partnership interests at March 31, 1999 and 1998 by series are as follows: 1999 1998 ---------------- ------------- - --- Series 7 15 15 Series 9 55 55 Series 10 45 46 Series 11 40 40 Series 12 53 53 Series 14 101 101 ---------------- ------------- - --- 309 310 ================ ================
Under the terms of the partnership's investment in each operating limited partnership, the partnership is required to make capital contributions to the operating limited partnerships. These contributions are payable in installments over several years upon each operating limited partnership achieving specified levels of construction or operations. The contributions payable to operating limited partnerships at March 31, 1999 and 1998 by series are as follows: 1999 1998 ---------------- ------------- - --- Series 7 $ - $ - - Series 9 4,590 4,590 Series 10 - - - Series 11 22,528 22,528 Series 12 11,405 11,405 Series 14 329,894 329,894 ---------------- ------------- - --- $ 368,417 $ 368,417 ================ ================
F-45 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 NOTES TO FINANCIAL STATEMENTS - CONTINUED March 31, 1999, 1998 and 1997 NOTE C - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS (Continued) The partnership's investments in operating limited partnerships at March 31, 1999 are summarized as follows: Total ---------------- Capital contributions paid and to be paid to operating limited partnerships, net of tax credit adjusters $ 133,484,022 Acquisition costs of operating limited partnerships 22,387,381 Cumulative distributions from operating limited partnerships (490,953) Impairment loss in investment in operating limited partnerships (468,736) Cumulative losses from operating limited partnerships (102,095,098) ---------------- Investment in operating limited partnerships per balance sheet 52,816,616 The partnership (has recorded) or has not recorded capital contributions to the operating limited partnerships during the year ended March 31, 1999, which (have not) have been included in the partnerships' capital accounts included in the operating limited partnerships' financial statements as of December 31, 1998 (See note A) (2,558,771) The partnership has recorded acquisition costs at March 31, 1999, which have not been recorded in the net assets of the operating limited partnerships (see note A) (2,577,204) Cumulative losses from operating limited partnerships for the three months ended March 31, 1999, which the operating limited partnerships have not included in their capital as of December 31, 1998 due to different year ends (see note A) 5,109,374 Equity in loss of operating limited partnerships not recognizable under the equity method of accounting (see note A) (13,755,561) The partnership has recorded low- income housing tax credit adjusters not recorded by operating limited partnerships (see note A) 1,447,271 Impairment loss in investment in operating limited partnerships 468,736 Other 2,765,973 ---------------- Equity per operating limited partnerships' combined financial statements $ 43,716,434 ================
F-46 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 NOTES TO FINANCIAL STATEMENTS - CONTINUED March 31, 1999, 1998 and 1997 NOTE C - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS (Continued) The partnership's investments in operating limited partnerships at March 31, 1999 are summarized as follows: Series 7 Series 9 Series 10 ---------------- - ---------------- ---------------- Capital contributions paid and to be paid to operating limited partnerships, net of tax credit adjusters $ 7,486,177 $ 29,796,867 $ 17,581,653 Acquisition costs of operating limited partnerships 1,302,313 5,201,737 2,958,341 Cumulative distributions from operating limited partnerships (2,258) (44,250) (31,278) Impairment loss in investment in operating limited partnerships (255,418) - - - Cumulative losses from operating limited partnerships (7,556,566) (25,870,624) (13,202,764) ---------------- - ---------------- ---------------- Investment in operating limited partnerships per balance sheet 974,248 9,083,730 7,305,952
F-47 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 NOTES TO FINANCIAL STATEMENTS - CONTINUED March 31, 1999, 1998 and 1997 NOTE C - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS (Continued) Series 7 Series 9 Series 10 ---------------- - ---------------- ---------------- The partnership (has recorded) or has not recorded capital contributions to the operating limited partnerships during the year ended March 31, 1999, which (have not) have been included in the partnerships' capital accounts included in the operating limited partnerships' financial statements as of December 31, 1998 (see note A) 24,274 (225,480) (11,530) The partnership has recorded acquisition costs at March 31, 1999, which have not been recorded in the net assets of the operating limited partnerships (see note A) (461,143) (185,244) (9,836) Cumulative losses from operating limited partnerships for the three months ended March 31, 1999, which the operating limited partnerships have not included in their capital as of December 31, 1998 due to different year ends (see note A) 125,066 1,134,799 776,692 Equity in loss of operating limited partnerships not recognizable under the equity method of accounting (see note A) (3,172,897) (3,925,663) (1,709,998) The partnership has recorded low- income housing tax credit adjusters not recorded by operating limited partnerships (see note A) (11,992) 140,133 93,713 Impairment loss in investment in operating limited partnerships 255,418 - - - Other 1,470,136 1,187,180 (26,134) ---------------- - ---------------- ---------------- Equity per operating limited partnerships' combined financial statements $ (1,771,138) $ (1,874,275) $ (887,093) ================ ================ ================
F-48 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 NOTES TO FINANCIAL STATEMENTS - CONTINUED March 31, 1999, 1998 and 1997 NOTE C - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS (Continued) The partnership's investments in operating limited partnerships at March 31, 1999 are summarized as follows: Series 11 Series 12 Series 14 ---------------- - ---------------- ---------------- Capital contributions paid and to be paid to operating limited partnerships, net of tax credit adjusters $ 17,699,742 $ 21,405,803 $ 39,513,780 Acquisition costs of operating limited partnerships 3,069,084 3,398,377 6,457,529 Cumulative distributions from operating limited partnerships (275,204) (36,950) (101,013) Impairment loss in investment in operating limited partnerships (84,701) (128,617) - Cumulative losses from operating limited partnerships (11,589,877) (15,300,049) (28,575,218) ---------------- - ---------------- ---------------- Investment in operating limited partnerships per balance sheet 8,819,044 9,338,564 17,295,078
F-49 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 NOTES TO FINANCIAL STATEMENTS - CONTINUED March 31, 1999, 1998 and 1997 NOTE C - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS (Continued) Series 11 Series 12 Series 14 ---------------- - ---------------- ---------------- The partnership (has recorded) or has not recorded capital contributions to the operating limited partnerships during the year ended March 31, 1999, which (have not) have been included in the partnerships' capital accounts included in the operating limited partnerships' financial statements as of December 31, 1998 (see note A) (231,888) (594,327) (1,519,820) The partnership has recorded acquisition costs at March 31, 1999, which have not been recorded in the net assets of the operating limited partnerships (see note A) (519,482) (315,858) (1,085,641) Cumulative losses from operating limited partnerships for the three months ended March 31, 1999, which the operating limited partnerships have not included in their capital as of December 31, 1998 due to different year ends (see note A) 721,702 613,706 1,737,409 Equity in loss of operating limited partnerships not recognizable under the equity method of accounting (see note A) (1,785,325) (1,222,852) (1,938,826) The partnership has recorded low- income housing tax credit adjusters not recorded by operating limited partnerships (see note A) 108,493 150,023 966,901 Impairment loss in investment in operating limited partnerships 84,701 128,617 - Other 225,168 28,485 (118,862) ---------------- - ---------------- ---------------- Equity per operating limited partnerships' combined financial statements $ (1,396,631) $ (1,212,206) $ (1,958,839) ================ ================ ================
F-50 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 NOTES TO FINANCIAL STATEMENTS - CONTINUED March 31, 1999, 1998 and 1997 NOTE C - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS (Continued) The partnership's investments in operating limited partnerships at March 31, 1998 are summarized as follows: Total ---------------- Capital contributions paid and to be paid to operating limited partnerships, net of tax credit adjusters $ 133,483,117 Acquisition costs of operating limited partnerships 22,387,381 Cumulative distributions from operating limited partnerships (433,776) Cumulative losses from operating limited partnerships (94,596,745) ---------------- Investment in operating limited partnerships per balance sheet 60,839,977 The partnership (has recorded) or has not recorded capital contributions to the operating limited partnerships during the year ended March 31, 1998, which (have not) have been included in the partnerships' capital accounts included in the operating limited partnerships' financial statements as of December 31, 1997 (See note A) (2,619,980) The partnership has recorded acquisition costs at March 31, 1998, which have not been recorded in the net assets of the operating limited partnerships (see note A) (2,577,204) Cumulative losses from operating limited partnerships for the three months ended March 31, 1998, which the operating limited partnerships have not included in their capital as of December 31, 1997 due to different year ends (see note A) 5,109,374 Equity in loss of operating limited partnerships not recognizable under the equity method of accounting (see note A) (9,596,954) The partnership has recorded low- income housing tax credit adjusters not recorded by operating limited partnerships (see note A) 1,524,819 Other 97,038 ---------------- Equity per operating limited partnerships' combined financial statements $ 52,777,070 ================
F-51 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 NOTES TO FINANCIAL STATEMENTS - CONTINUED March 31, 1999, 1998 and 1997 NOTE C - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS (Continued) The partnership's investments in operating limited partnerships at March 31, 1998 are summarized as follows: Series 7 Series 9 Series 10 ---------------- - ---------------- ---------------- Capital contributions paid and to be paid to operating limited partnerships, net of tax credit adjusters $ 7,486,177 $ 29,796,871 $ 17,581,651 Acquisition costs of operating limited partnerships 1,302,313 5,201,737 2,958,341 Cumulative distributions from operating limited partnerships (2,258) (43,005) (23,359) Cumulative losses from operating limited partnerships (7,300,906) (24,133,896) (12,305,174) ---------------- - ---------------- ---------------- Investment in operating limited partnerships per balance sheet 1,485,326 10,821,707 8,211,459 The partnership (has recorded) or has not recorded capital contributions to the operating limited partnerships during the year ended March 31, 1998, which (have not) have been included in the partnerships' capital accounts included in the operating limited partnerships' financial statements as of December 31, 1997 (see note A) 24,274 (339,406) (11,530) The partnership has recorded acquisition costs at March 31, 1998, which have not been recorded in the net assets of the operating limited partnerships (see note A) (461,143) (185,244) (9,836) Cumulative losses from operating limited partnerships for the three months ended March 31, 1998, which the operating limited partnerships have not included in their capital as of December 31, 1997 due to different year ends (see note A) 125,066 1,134,799 776,692 Equity in loss of operating limited partnerships not recognizable under the equity method of accounting (see note A) (2,854,029) (2,967,867) (1,137,095) The partnership has recorded low- income housing tax credit adjusters not recorded by operating limited partnerships (see note A) (11,992) 231,710 93,713 Other (10,630) 38,185 (46,363) ---------------- - ---------------- ---------------- Equity per operating limited partnerships' combined financial statements $ (1,703,128) $ 8,733,884 $ 7,877,040 ================ ================ ================
F-52 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 NOTES TO FINANCIAL STATEMENTS - CONTINUED March 31, 1999, 1998 and 1997 NOTE C - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS (Continued) The partnership's investments in operating limited partnerships at March 31, 1998 are summarized as follows: Series 11 Series 12 Series 14 ---------------- - ---------------- ---------------- Capital contributions paid and to be paid to operating limited partnerships, net of tax credit adjusters $ 17,701,870 $ 21,394,399 $ 39,522,149 Acquisition costs of operating limited partnerships 3,069,084 3,398,377 6,457,529 Cumulative distributions from operating limited partnerships (239,296) (29,166) (96,692) Cumulative losses from operating limited partnerships (10,658,716) (14,177,769) (26,020,284) ---------------- - ---------------- ---------------- Investment in operating limited partnerships per balance sheet 9,872,942 10,585,841 19,862,702 The partnership (has recorded) or has not recorded capital contributions to the operating limited partnerships during the year ended March 31, 1998, which (have not) have been included in the partnerships' capital accounts included in the operating limited partnerships' financial statements as of December 31, 1997 (see note A) (231,881) (602,177) (1,459,260) The partnership has recorded acquisition costs at March 31, 1998, which have not been recorded in the net assets of the operating limited partnerships (see note A) (519,482) (315,858) (1,085,641) Cumulative losses from operating limited partnerships for the three months ended March 31, 1998, which the operating limited partnerships have not included in their capital as of December 31, 1997 due to different year ends (see note A) 721,702 613,706 1,737,409 Equity in loss of operating limited partnerships not recognizable under the equity method of accounting (see note A) (1,049,548) (654,438) (933,977) The partnership has recorded low- income housing tax credit adjusters not recorded by operating limited partnerships (see note A) 106,366 148,948 956,074 Other 199,237 49,178 (132,569) ---------------- - ---------------- ---------------- Equity per operating limited partnerships' combined financial statements $ 9,099,336 $ 9,825,200 $ 18,944,738 ================ ================ ================
F-53 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 NOTES TO FINANCIAL STATEMENTS - CONTINUED March 31, 1999, 1998 and 1997 NOTE C - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS (Continued) The combined summarized balance sheets of the operating limited partnerships in which Series 7, 9 through 12, and 14 hold an interest as of December 31, 1998 are as follows: COMBINED SUMMARIZED BALANCE SHEETS Total Series 7 Series 9 Series 10 -------------- ---- - ---------- -------------- -------------- ASSETS Buildings and improvements, net of accumulated depreciation $ 470,746,747 $ 19,649,392 $ 91,679,633 $ 56,388,858 Land 30,949,581 1,791,570 5,955,503 4,034,075 Other assets 39,468,908 1,670,285 6,865,208 6,366,201 -------------- ---- - ---------- -------------- -------------- $ 541,165,236 $ 23,111,247 $ 104,500,344 $ 66,789,134 ============== ============== ============== ============== LIABILITIES AND PARTNERS' CAPITAL Mortgage and construction loans payable $ 413,099,270 $ 18,383,181 $ 86,003,433 $ 54,921,845 Accounts payable and accrued expenses 12,636,440 1,874,807 3,039,615 811,724 Other liabilities 27,904,011 1,054,659 6,268,182 2,496,822 -------------- ---- - ---------- -------------- -------------- 453,639,721 21,312,647 95,311,230 58,230,391 -------------- ---- - ---------- -------------- -------------- PARTNERS' CAPITAL Boston Capital Tax Credit Fund II Limited Partnership 43,716,434 (796,890) 7,209,455 6,418,859 Other partners 43,809,081 2,595,490 1,979,659 2,139,884 -------------- ---- - ---------- -------------- -------------- 87,525,515 1,798,600 9,189,114 8,558,743 -------------- ---- - ---------- -------------- -------------- $ 541,165,236 $ 23,111,247 $ 104,500,344 $ 66,789,134 ============== ============== ============== ==============
F-54 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 NOTES TO FINANCIAL STATEMENTS - CONTINUED March 31, 1999, 1998 and 1997 NOTE C - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS (Continued) The combined summarized balance sheets of the operating limited partnerships in which Series 7, 9 through 12, and 14 hold an interest as of December 31, 1998 are as follows: COMBINED SUMMARIZED BALANCE SHEETS - CONTINUED Series 11 Series 12 Series 14 ---- - ---------- -------------- -------------- ASSETS Buildings and improvements, net of accumulated depreciation $ 57,044,037 $ 84,080,624 $ 161,904,203 Land 3,234,637 4,814,335 11,119,461 Other assets 6,145,603 5,917,871 12,503,740 ---- - ---------- -------------- -------------- $ 66,424,277 $ 94,812,830 $ 185,527,404 ============== ============== ============== LIABILITIES AND PARTNERS' CAPITAL Mortgage and construction loans payable $ 51,523,462 $ 66,652,443 $ 135,614,906 Accounts payable and accrued expenses 1,651,786 1,879,191 3,379,317 Other liabilities 2,635,157 5,668,309 9,780,882 ---- - ---------- -------------- -------------- 55,810,405 74,199,943 148,775,105 ---- - ---------- -------------- -------------- PARTNERS' CAPITAL Boston Capital Tax Credit Fund II Limited Partnership 7,422,413 8,126,358 15,336,239 Other partners 3,191,459 12,486,529 21,416,060 ---- - ---------- -------------- -------------- 10,613,872 20,612,887 36,752,299 ---- - ---------- -------------- -------------- $ 66,424,277 $ 94,812,830 $ 185,527,404 ============== ============== ==============
F-55 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 NOTES TO FINANCIAL STATEMENTS - CONTINUED March 31, 1999, 1998 and 1997 NOTE C - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS (Continued) The combined summarized balance sheets of the operating limited partnerships in which Series 7, 9 through 12, and 14 hold an interest as of December 31, 1997 are as follows COMBINED SUMMARIZED BALANCE SHEETS Total Series 7 Series 9 Series 10 -------------- ---- - ---------- -------------- -------------- ASSETS Buildings and improvements, net of accumulated depreciation $ 490,567,380 $ 20,683,120 $ 95,427,592 $ 59,805,436 Land 31,344,813 1,871,570 6,035,503 4,073,162 Other assets 37,442,703 1,560,626 6,800,768 6,299,213 -------------- ---- - ---------- -------------- -------------- $ 559,354,896 $ 24,115,316 $ 108,263,863 $ 70,177,811 ============== ============== ============== ============== LIABILITIES AND PARTNERS' CAPITAL Mortgage and construction loans payable $ 418,158,409 $ 19,437,579 $ 87,183,047 $ 56,450,825 Accounts payable and accrued expenses 11,890,156 2,555,081 3,575,180 680,340 Other liabilities 31,438,442 2,081,135 7,466,222 2,759,457 -------------- ---- - ---------- -------------- -------------- 461,487,007 24,073,795 98,224,449 59,890,622 -------------- ---- - ---------- -------------- -------------- PARTNERS' CAPITAL Boston Capital Tax Credit Fund II Limited Partnership 52,777,070 (1,703,128) 8,733,884 7,877,040 Other partners 45,090,819 1,744,649 1,305,530 2,410,149 -------------- ---- - ---------- -------------- -------------- 97,867,889 41,521 10,039,414 10,287,189 -------------- ---- - ---------- -------------- -------------- $ 559,354,896 $ 24,115,316 $ 108,263,863 $ 70,177,811 ============== ============== ============== ==============
F-56 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 NOTES TO FINANCIAL STATEMENTS - CONTINUED March 31, 1999, 1998 and 1997 NOTE C - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS (Continued) The combined summarized balance sheets of the operating limited partnerships in which Series 7, 9 through 12, and 14 hold an interest as of December 31, 1997 are as follows: COMBINED SUMMARIZED BALANCE SHEETS - CONTINUED Series 11 Series 12 Series 14 -------------- - - ------------- -------------- ASSETS Buildings and improvements, net of accumulated depreciation $ 59,638,023 $ 87,252,862 $ 167,760,347 Land 3,234,637 5,010,480 11,119,461 Other assets 5,707,901 5,639,803 11,434,392 -------------- - - ------------- -------------- $ 68,580,561 $ 97,903,145 $ 190,314,200 ============== ============== ============== LIABILITIES AND PARTNERS' CAPITAL Mortgage and construction loans payable $ 51,903,045 $ 67,131,203 $ 136,052,710 Accounts payable and accrued expenses 1,568,909 1,612,020 1,898,626 Other liabilities 2,458,523 5,779,176 10,893,929 -------------- - - ------------- -------------- 55,930,477 74,522,399 148,845,265 -------------- - - ------------- -------------- PARTNERS' CAPITAL Boston Capital Tax Credit Fund II Limited Partnership 9,099,336 9,825,200 18,944,738 Other partners 3,550,748 13,555,546 22,524,197 -------------- - - ------------- -------------- 12,650,084 23,380,746 41,468,935 -------------- - - ------------- -------------- $ 68,580,561 $ 97,903,145 $ 190,314,200 ============== ============== ==============
F-57 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 NOTES TO FINANCIAL STATEMENTS - CONTINUED March 31, 1999, 1998 and 1997 NOTE C - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS (Continued) The combined summarized statements of operations of the operating limited partnerships for the year ended December 31, 1998 in which Series 7, 9 through 12, and 14 hold an interest as of December 31, 1998 are as follows: COMBINED SUMMARIZED STATEMENTS OF OPERATIONS Year ended December 31, 1998 Total Series 7 Series 9 Series 10 -------------- ---- - ---------- -------------- -------------- Revenue Rental $ 63,067,266 $ 3,240,722 $ 11,870,861 $ 8,421,594 Interest and other 3,010,138 88,834 485,529 501,077 -------------- ---- - ---------- -------------- -------------- 66,077,404 3,329,556 12,356,390 8,922,671 -------------- ---- - ---------- -------------- -------------- Expenses Interest 23,361,238 1,390,973 4,500,805 2,634,032 Depreciation and amortization 21,189,664 953,883 4,276,517 2,658,435 Taxes and insurance 8,011,780 376,056 1,624,176 1,196,074 Repairs and maintenance 9,864,025 536,549 1,742,286 1,359,913 Operating expenses 17,493,847 892,398 3,475,753 2,256,682 Other expenses 2,034,680 59,706 272,674 313,704 -------------- ---- - ---------- -------------- -------------- 81,955,234 4,209,565 15,892,211 10,418,840 -------------- ---- - ---------- -------------- -------------- NET LOSS $ (15,877,830) $ (880,009) $ (3,535,821)$ (1,496,169) ============== ============== ============== ============== Net loss allocated to Boston Capital Tax Credit Fund II Limited Partnership* $ (11,656,960) $ (574,528) $ (2,694,524)$ (1,470,493) ============== ============== ============== ============== Net loss allocated to other partners $ (4,220,870) $ (305,481) $ (841,297)$ (25,676) ============== ============== ============== ==============
* Amounts include $318,868, $957,796, $572,903, $735,777, $568,414 and $1,004,849 for Series 7, Series 9, Series 10, Series 11, Series 12 and Series 14, respectively, of l o s s not recognized under the equity method of accounting as described in note A. F-58 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 NOTES TO FINANCIAL STATEMENTS - CONTINUED March 31, 1999, 1998 and 1997 NOTE C - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS (Continued) The combined summarized statements of operations of the operating limited partnerships for the year ended December 31, 1998 in which Series 7, 9 through 12, and 14 hold an interest as of December 31, 1998 are as follows: COMBINED SUMMARIZED STATEMENTS OF OPERATIONS - - CONTINUED Year ended December 31, 1998 Series 11 Series 12 Series 14 -------------- - - ------------- -------------- Revenue Rental $ 7,960,379 $ 10,629,613 $ 20,944,097 Interest and other 352,770 493,222 1,088,706 -------------- - - ------------- -------------- 8,313,149 11,122,835 22,032,803 -------------- - - ------------- -------------- Expenses Interest 2,796,288 4,000,114 8,039,026 Depreciation and amortization 2,819,218 3,619,178 6,862,433 Taxes and insurance 1,042,386 1,322,863 2,450,225 Repairs and maintenance 1,265,737 1,649,934 3,309,606 Operating expenses 2,229,347 2,926,005 5,713,662 Other expenses 129,579 364,196 894,821 -------------- - - ------------- -------------- 10,282,555 13,882,290 27,269,773 -------------- - - ------------- -------------- NET LOSS $ (1,969,406)$ (2,759,455)$ (5,236,970) ============== ============== ============== Net income (loss) allocated to Boston Capital Tax Credit Fund II Limited Partnership* $ (1,666,938)$ (1,690,694)$ (3,559,783) ============== ============== ============== Net loss allocated to other partners $ (302,468)$ (1,068,761)$ (1,677,187) ============== ============== ==============
* Amounts include $318,868, $957,796, $572,903, $735,777, $568,414 and $1,004,849 for Series 7, Series 9, Series 10, Series 11, Series 12 and Series 14, respectively, of loss not recognized under the equity method of accounting as described in note A. F-59 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 NOTES TO FINANCIAL STATEMENTS - CONTINUED March 31, 1999, 1998 and 1997 NOTE C - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS (Continued) The combined summarized statements of operations of the operating limited partnerships for the year ended December 31, 1997 in which Series 7, 9 through 12, and 14 hold an interest as of December 31, 1997 are as follows: COMBINED SUMMARIZED STATEMENTS OF OPERATIONS Year ended December 31, 1997 Total Series 7 Series 9 Series 10 -------------- ---- - ---------- -------------- -------------- Revenue Rental $ 60,866,377 $ 3,005,781 $ 11,454,200 $ 8,322,402 Interest and other 3,044,223 127,508 894,873 450,055 -------------- ---- - ---------- -------------- -------------- 63,910,600 3,133,289 12,349,073 8,772,457 -------------- ---- - ---------- -------------- -------------- Expenses Interest 23,080,731 1,212,064 4,653,093 2,836,343 Depreciation and amortization 21,881,301 1,006,534 4,392,318 2,876,203 Taxes and insurance 7,907,163 393,005 1,657,582 1,171,139 Repairs and maintenance 9,379,705 596,308 1,688,160 1,251,379 Operating expenses 17,506,671 981,168 3,281,675 2,311,856 Other expenses 1,645,450 58,827 395,456 185,945 -------------- ---- - ---------- -------------- -------------- 81,401,021 4,247,906 16,068,284 10,632,865 -------------- ---- - ---------- -------------- -------------- NET LOSS $ (17,490,421) $ (1,114,617) $ (3,719,211)$ (1,860,408) ============== ============== ============== ============== Net loss allocated to Boston Capital Tax Credit Fund II Limited Partnership* $ (12,084,411) $ (719,926) $ (2,638,120)$ (1,511,279) ============== ============== ============== ============== Net loss allocated to other partners $ (5,406,010) $ (394,691) $ (1,081,091)$ (349,129) ============== ============== ============== ==============
* Amounts include $433,884, $938,335, $503,174, $560,616, $450,482 and $624,486 for Series 7, Series 9, Series 10, Series 11, Series 12 and Series 14, respectively, of l o s s not recognized under the equity method of accounting as described in note A. F-60 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 NOTES TO FINANCIAL STATEMENTS - CONTINUED March 31, 1999, 1998 and 1997 NOTE C - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS (Continued) The combined summarized statements of operations of the operating limited partnerships for the year ended December 31, 1997 in which Series 7, 9 through 12, and 14 hold an interest as of December 31, 1997 are as follows: COMBINED SUMMARIZED STATEMENTS OF OPERATIONS - - CONTINUED Year ended December 31, 1997 Series 11 Series 12 Series 14 -------------- - - ------------- -------------- Revenue Rental $ 7,846,610 $ 9,757,092 $ 20,480,292 Interest and other 359,822 418,119 793,846 -------------- - - ------------- -------------- 8,206,432 10,175,211 21,274,138 -------------- - - ------------- -------------- Expenses Interest 2,794,082 3,550,707 8,034,442 Depreciation and amortization 2,983,261 3,753,430 6,869,555 Taxes and insurance 1,022,372 1,291,332 2,371,733 Repairs and maintenance 1,204,789 1,499,444 3,139,625 Operating expenses 2,175,920 2,925,854 5,830,198 Other expenses 87,129 298,739 619,354 -------------- - - ------------- -------------- 10,267,553 13,319,506 26,864,907 -------------- - - ------------- -------------- NET LOSS $ (2,061,121)$ (3,144,295)$ (5,590,769) ============== ============== ============== Net income (loss) allocated to Boston Capital Tax Credit Fund II Limited Partnership* $ (1,757,926)$ (1,800,729)$ (3,656,431) ============== ============== ============== Net loss allocated to other partners $ (303,195)$ (1,343,566)$ (1,934,338) ============== ============== ==============
* Amounts include $433,884, $938,335, $503,174, $560,616, $450,482 and $624,486 for Series 7, Series 9, Series 10, Series 11, Series 12 and Series 14, respectively, of loss not recognized under the equity method of accounting as described in note A. F-61 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 NOTES TO FINANCIAL STATEMENTS - CONTINUED March 31, 1999, 1998 and 1997 NOTE C - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS (Continued) The combined summarized statements of operations of the operating limited partnerships for the year ended December 31, 1996 in which Series 7, 9 through 12, and 14 hold an interest as of December 31, 1996 are as follows: COMBINED SUMMARIZED STATEMENTS OF OPERATIONS Year ended December 31, 1996 Total Series 7 Series 9 Series 10 -------------- ---- - ---------- -------------- -------------- Revenue Rental $ 58,961,658 $ 2,949,168 $ 11,010,403 $ 8,155,351 Interest and other 2,411,868 148,591 502,216 354,109 Gain on extinguishment of debt 16,082,731 7,086,275 - - -------------- ---- - ---------- -------------- -------------- 77,456,257 10,184,034 11,512,619 8,509,460 -------------- ---- - ---------- -------------- -------------- Expenses Interest 22,585,425 1,248,725 4,353,890 2,731,337 Depreciation and amortization 24,446,031 1,659,202 4,572,101 2,886,971 Taxes and insurance 7,813,912 394,466 1,694,007 1,133,757 Repairs and maintenance 8,456,129 497,519 1,546,652 1,108,104 Operating expenses 17,164,115 928,994 3,309,520 2,282,111 Impairment loss 21,537,150 10,768,575 2,344,000 - Other expenses 1,611,433 153,563 222,707 203,371 -------------- ---- - ---------- -------------- -------------- 103,614,195 15,651,044 18,042,877 10,345,651 -------------- ---- - ---------- -------------- -------------- NET LOSS $ (26,157,938) $ (5,467,010) $ (6,530,258)$ (1,836,191) ============== ============== ============== ============== Net loss allocated to Boston Capital Tax Credit Fund II Limited Partnership* $ (15,273,526) $ (3,057,372) $ (4,374,517)$ (1,578,005) ============== ============== ============== ============== Net loss allocated to other partners $ (10,884,412) $ (2,409,638) $ (2,155,741)$ (258,186) ============== ============== ============== ==============
* Amounts include $1,931,030, $1,713,703, $411,077, $399,572, $169,086 and $184,060 for Series 7, Series 9, Series 10, Series 11, Series 12 and Series 14, respectively, of loss not recognized under the equity method of accounting as described in note A. F-62 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 NOTES TO FINANCIAL STATEMENTS - CONTINUED March 31, 1999, 1998 and 1997 NOTE C - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS (Continued) The combined summarized statements of operations of the operating limited partnerships for the year ended December 31, 1996 in which Series 7, 9 through 12, and 14 hold an interest as of December 31, 1996 are as follows: COMBINED SUMMARIZED STATEMENTS OF OPERATIONS - - CONTINUED Year ended December 31, 1996 Series 11 Series 12 Series 14 -------------- - - ------------- -------------- Revenue Rental $ 7,651,444 $ 9,513,804 $ 19,681,488 Interest and other 323,198 381,167 702,587 Gain on extinguishment of debt 1,910,181 - - 7,086,275 -------------- - - ------------- -------------- 9,884,823 9,894,971 27,470,350 -------------- - - ------------- -------------- Expenses Interest 2,824,169 3,670,176 7,757,128 Depreciation and amortization 2,979,535 4,341,452 8,006,770 Taxes and insurance 996,614 1,282,895 2,312,173 Repairs and maintenance 1,016,852 1,305,890 2,981,112 Operating expenses 2,041,473 2,817,436 5,784,581 Impairment loss - - - 8,424,575 Other expenses 113,355 320,894 597,543 -------------- - - ------------- -------------- 9,971,998 13,738,743 35,863,882 -------------- - - ------------- -------------- NET LOSS $ (87,175)$ (3,843,772)$ (8,393,532) ============== ============== ============== Net income (loss) allocated to Boston Capital Tax Credit Fund II Limited Partnership* $ 179,458 $ (2,108,851)$ (4,334,239) ============== ============== ============== Net loss allocated to other partners $ (266,633)$ (1,734,921)$ (4,059,293) ============== ============== ==============
* Amounts include $1,931,030, $1,713,703, $411,077, $399,572, $169,086 and $184,060 for Series 7, Series 9, Series 10, Series 11, Series 12 and Series 14, respectively, of loss not recognized under the equity method of accounting as described in note A. F-63 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 NOTES TO FINANCIAL STATEMENTS - CONTINUED March 31, 1999, 1998 and 1997 NOTE D - RECONCILIATION OF FINANCIAL STATEMENT NET INCOME (LOSS) TO TAX RETURN For income tax purposes, the partnership reports using a December 31 year end. The partnership's net income (loss) for financial reporting and tax return purposes for the year ended March 31, 1999 is reconciled as follows: Total Series 7 Series 9 Series 10 -------------- ---- - ---------- -------------- -------------- Net loss for financial reporting purposes, March 31, 1999 $ (10,565,579) $ (639,464) $ (2,329,262)$ (1,268,154) Operating limited partnership rents received in advance (11,787) 693 (5,610) 38 Partnership management fees not recognized for tax purposes 2,509,932 113,148 575,784 355,512 Other (203,938) 31,050 (205,861) (44,702) Operating limited partnership loss not allowed for financial reporting under equity method of accounting (4,158,607) (318,868) (957,796) (572,903) Impairment loss in investment in operating limited partnership 468,736 255,418 - - Excess of tax depreciation over book depreciation on operating limited partnership assets (1,917,992) (331,770) (357,918) (139,023) Loss on disposal of investment in operating limited partnership 235,446 - - - 235,446 Difference due to fiscal year for book purposes and calendar year for tax purposes (46,980) 1,196 3,813 (7,234) -------------- ---- - ---------- -------------- -------------- Income (loss) for tax return purposes, December 31, 1998 $ (13,690,769) $ (888,597) $ (3,276,850)$ (1,441,020) ============== ============== ============== ==============
F-64 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 NOTES TO FINANCIAL STATEMENTS - CONTINUED March 31, 1999, 1998 and 1997 NOTE D - RECONCILIATION OF FINANCIAL STATEMENT NET INCOME (LOSS) TO TAX RETURN (Continued) For income tax purposes, the partnership reports using a December 31 year end. The partnership's net income (loss) for financial reporting and tax return purposes for the year ended March 31, 1999 is reconciled as follows: Series 11 Series 12 Series 14 -------------- - - ------------- -------------- Net loss for financial reporting purposes, March 31, 1999 $ (1,345,304)$ (1,658,567)$ (3,324,828) Operating limited partnership rents received in advance - 107 (7,015) Partnership management fees not recognized for tax purposes 325,680 383,268 756,540 Other 190,235 108,251 (282,911) Operating limited partnership loss not allowed for financial reporting under equity method of accounting (735,777) (568,414) (1,004,849) Impairment loss in investment in operating limited partnership 84,701 128,617 - Excess of tax depreciation over book depreciation on operating limited partnership assets (142,108) (315,656) (631,517) Loss on disposal of investment in operating limited partnership - - - - Difference due to fiscal year for book purposes and calendar year for tax purposes (2,942) (4,753) (37,060) -------------- - - ------------- -------------- Income (loss) for tax return purposes, December 31, 1998 $ (1,625,515)$ (1,927,147)$ (4,531,640) ============== ============== ==============
F-65 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 NOTES TO FINANCIAL STATEMENTS - CONTINUED March 31, 1999, 1998 and 1997 NOTE D - RECONCILIATION OF FINANCIAL STATEMENT NET INCOME (LOSS) TO TAX RETURN (Continued) For income tax purposes, the partnership reports using a December 31 year end. The partnership's net income (loss) for financial reporting and tax return purposes for the year ended March 31, 1998 is reconciled as follows: Total Series 7 Series 9 Series 10 -------------- ---- - ---------- -------------- -------------- Net income (loss) for financial reporting purposes, March 31, 1998 $ (11,313,561) $ (421,474) $ (2,299,343)$ (1,391,350) Operating limited partnership rents received in advance 8,213 (2,682) 9,078 (1,127) Partnership management fees not recognized for tax purposes 2,509,932 113,148 575,784 355,512 Other (802,323) 187,685 (250,638) (25,546) Operating limited partnership loss not allowed for financial reporting under equity method of accounting (3,510,977) (433,884) (938,335) (503,174) Excess of tax depreciation over book depreciation on operating limited partnership assets (1,880,059) (260,145) (342,599) (126,715) Difference due to fiscal year for book purposes and calendar year for tax purposes 28,560 (84) 5,231 5,525 Impairment loss not recognized for tax purposes - - - - - -------------- ---- - ---------- -------------- -------------- Income (loss) for tax return purposes, December 31, 1997 $ (14,960,215) $ (817,436) $ (3,240,822)$ (1,686,875) ============== ============== ============== ==============
F-66 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 NOTES TO FINANCIAL STATEMENTS - CONTINUED March 31, 1999, 1998 and 1997 NOTE D - RECONCILIATION OF FINANCIAL STATEMENT NET INCOME (LOSS) TO TAX RETURN (Continued) For income tax purposes, the partnership reports using a December 31 year end. The partnership's net income (loss) for financial reporting and tax return purposes for the year ended March 31, 1998 is reconciled as follows: Series 11 Series 12 Series 14 -------------- - - ------------- -------------- Net income (loss) for financial reporting purposes, March 31, 1998 $ (1,549,286)$ (1,794,581)$ (3,857,527) Operating limited partnership rents received in advance (138) (1,742) 4,824 Partnership management fees not recognized for tax purposes 325,680 383,268 756,540 Other 50,360 (164,594) (599,590) Operating limited partnership loss not allowed for financial reporting under equity method of accounting (560,616) (450,482) (624,486) Excess of tax depreciation over book depreciation on operating limited partnership assets (162,458) (393,680) (594,462) Difference due to fiscal year for book purposes and calendar year for tax purposes (768) 1,677 16,979 Impairment loss not recognized for tax purposes - - - - -------------- - - ------------- -------------- Income (loss) for tax return purposes, December 31, 1997 $ (1,897,226)$ (2,420,134)$ (4,897,722) ============== ============== ==============
F-67 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 NOTES TO FINANCIAL STATEMENTS - CONTINUED March 31, 1999, 1998 and 1997 NOTE D - RECONCILIATION OF FINANCIAL STATEMENT NET INCOME (LOSS) TO TAX RETURN (Continued) For income tax purposes, the partnership reports using a December 31 year end. The partnership's net income (loss) for financial reporting and tax return purposes for the year ended March 31, 1997 is reconciled as follows: Total Series 7 Series 9 Series 10 -------------- ---- - ---------- -------------- -------------- Net income (loss) for financial reporting purposes, March 31, 1997 $ (13,090,940) $ (1,259,510) $ (3,246,263)$ (1,541,522) Operating limited partnership rents received in advance (68,776) 174 (54,803) (2,360) Partnership management fees not recognized for tax purposes 2,538,800 113,700 589,293 371,400 Tax exempt interest income (105,477) - - - - Other 3,285,917 3,040,622 - (66,003) Operating limited partnership loss not allowed for financial reporting under equity method of accounting (4,808,528) (1,931,030) (1,713,703) (411,077) Excess of tax depreciation over book depreciation on operating limited partnership assets (1,539,602) (42,774) (265,391) (141,482) Difference due to fiscal year for book purposes and calendar year for tax purposes 675,015 868 1,491,187 (21,904) Impairment loss not recognized for tax purposes 6,953,234 2,873,020 1,031,360 - -------------- ---- - ---------- -------------- -------------- Income (loss) for tax return purposes, December 31, 1996 $ (6,160,357) $ 2,795,070 $ (2,168,320)$ (1,812,948) ============== ============== ============== ==============
F-68 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 NOTES TO FINANCIAL STATEMENTS - CONTINUED March 31, 1999, 1998 and 1997 NOTE D - RECONCILIATION OF FINANCIAL STATEMENT NET INCOME (LOSS) TO TAX RETURN (Continued) For income tax purposes, the partnership reports using a December 31 year end. The partnership's net income (loss) for financial reporting and tax return purposes for the year ended March 31, 1997 is reconciled as follows: Series 11 Series 12 Series 14 -------------- - - ------------- -------------- Net income (loss) for financial reporting purposes, March 31, 1997 $ 244,669 $ (2,368,354)$ (4,919,960) Operating limited partnership rents received in advance - (9,471) (2,316) Partnership management fees not recognized for tax purposes 325,680 383,268 755,459 Tax exempt interest income - - - (105,477) Other 144,689 11,193 155,416 Operating limited partnership loss not allowed for financial reporting under equity method of accounting (399,572) (169,086) (184,060) Excess of tax depreciation over book depreciation on operating limited partnership assets (128,565) (295,913) (665,477) Difference due to fiscal year for book purposes and calendar year for tax purposes 26,617 5,473 (827,226) Impairment loss not recognized for tax purposes - - - 3,048,854 -------------- - - ------------- -------------- Income (loss) for tax return purposes, December 31, 1996 $ 213,518 $ (2,442,890)$ (2,744,787) ============== ============== ==============
F-69 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 NOTES TO FINANCIAL STATEMENTS - CONTINUED March 31, 1999, 1998 and 1997 NOTE D - RECONCILIATION OF FINANCIAL STATEMENT NET INCOME (LOSS) TO TAX RETURN (Continued) The difference between the investments in operating limited partnerships for tax purposes and financial statements purposes is primarily due to the differences in the losses not recognized under the equity method of accounting and the historic tax credits taken for income tax purposes. At March 31, 1999, the differences are as follows: Total Series 7 Series 9 Series 10 -------------- ---- - ---------- -------------- -------------- Investment in operating limited partnerships - tax return December 31, 1998 $ 40,781,686 $ 2,824,905 $ 4,959,720 $ 5,537,169 Add back losses not recognized under the equity method 13,755,561 3,172,897 3,925,663 1,709,998 Historic tax credits 5,105,527 1,819,802 240,250 - Impairment loss in investment in operating limited partnership (5,109,374) (125,066) (1,134,799) (776,692) Less share of loss - three months ended March 31, 1999 (468,736) (255,418) - - Impairment loss not recognized for tax purposes (6,953,234) (2,873,020) (1,031,360) - Other 5,705,186 (3,589,852) 2,124,256 835,477 -------------- ---- - ---------- -------------- -------------- Investment in operating limited partnerships - as reported, March 31, 1999 $ 52,816,616 $ 974,248 $ 9,083,730 $ 7,305,952 ============== ============== ============== ==============
F-70 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 NOTES TO FINANCIAL STATEMENTS - CONTINUED March 31, 1999, 1998 and 1997 NOTE D - RECONCILIATION OF FINANCIAL STATEMENT NET INCOME (LOSS) TO TAX RETURN (Continued) The difference between the investments in operating limited partnerships for tax purposes and financial statements purposes is primarily due to the differences in the losses not recognized under the equity method of accounting and the historic tax credits taken for income tax purposes. At March 31, 1999, the differences are as follows: Series 11 Series 12 Series 14 -------------- - - ------------- -------------- Investment in operating limited partnerships - tax return December 31, 1998 $ 6,303,415 $ 7,004,941 $ 14,151,536 Add back losses not recognized under the equity method 1,785,325 1,222,852 1,938,826 Historic tax credits 1,281,688 - - 1,763,787 Less share of loss - three months ended March 31, 1999 (721,702) (613,706) (1,737,409) Impairment loss in investment in operating limited partnership (84,701) (128,617) - Impairment loss not recognized for tax purposes - - - (3,048,854) Other 255,019 1,853,094 4,227,192 -------------- - - ------------- -------------- Investment in operating limited partnerships - as reported, March 31, 1999 $ 8,819,044 $ 9,338,564 $ 17,295,078 ============== ============== ==============
F-71 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 NOTES TO FINANCIAL STATEMENTS - CONTINUED March 31, 1999, 1998 and 1997 NOTE D - RECONCILIATION OF FINANCIAL STATEMENT NET INCOME (LOSS) TO TAX RETURN (Continued) The difference between the investments in operating limited partnerships for tax purposes and financial statements purposes is primarily due to the differences in the losses not recognized under the equity method of accounting and the historic tax credits taken for income tax purposes. At March 31, 1998, the differences are as follows: Total Series 7 Series 9 Series 10 -------------- ---- - ---------- -------------- -------------- Investment in operating limited partnerships - tax return December 31, 1997 $ 54,366,018 $ 3,699,459 $ 8,224,889 $ 6,955,886 Add back losses not recognized under the equity method 9,596,954 2,854,029 2,967,867 1,137,095 Historic tax credits 5,105,527 1,819,802 240,250 - Less share of loss - three months ended March 31, 1998 (5,109,374) (125,066) (1,134,799) (776,692) Impairment loss not recognized for tax purposes (6,953,234) (2,873,020) (1,031,360) - Other 3,834,086 (3,889,878) 1,554,860 895,170 -------------- ---- - ---------- -------------- -------------- Investment in operating limited partnerships - as reported, March 31, 1998 $ 60,839,977 $ 1,485,326 $ 10,821,707 $ 8,211,459 ============== ============== ============== ==============
F-72 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 NOTES TO FINANCIAL STATEMENTS - CONTINUED March 31, 1999, 1998 and 1997 NOTE D - RECONCILIATION OF FINANCIAL STATEMENT NET INCOME (LOSS) TO TAX RETURN (Continued) The difference between the investments in operating limited partnerships for tax purposes and financial statements purposes is primarily due to the differences in the losses not recognized under the equity method of accounting and the historic tax credits taken for income tax purposes. At March 31, 1998, the differences are as follows: Series 11 Series 12 Series 14 -------------- - - ------------- -------------- Investment in operating limited partnerships - tax return December 31, 1997 $ 7,937,986 $ 8,896,024 $ 18,651,774 Add back losses not recognized under the equity method 1,049,548 654,438 933,977 Historic tax credits 1,281,688 - - 1,763,787 Less share of loss - three months ended March 31, 1998 (721,702) (613,706) (1,737,409) Impairment loss not recognized for tax purposes - - - (3,048,854) Other 325,422 1,649,085 3,299,427 -------------- - - ------------- -------------- Investment in operating limited partnerships - as reported, March 31, 1998 $ 9,872,942 $ 10,585,841 $ 19,862,702 ============== ============== ==============
F-73 Boston Capital Tax Credit Fund II Limited Partnership Series 7, 9 through 12, and 14 NOTES TO FINANCIAL STATEMENTS - CONTINUED March 31, 1999, 1998 and 1997 NOTE E - CASH EQUIVALENTS Cash equivalents of $527,993 and $661,174 as of March 31, 1999 and 1998, respectively, include tax-exempt sweep accounts, certificates of deposit, and money market accounts with interest at rates ranging 2.25% to 5.3% per annum. NOTE F - NOTES RECEIVABLE Notes receivable at March 31, 1999 and 1998, consist of advance installments of capital contributions and/or advances made to operating limited partnerships of $543,584 and $604,695, respectively. The Series 12 notes, $-0- and $61,111 at March 31, 1999 and 1998, respectively, are noninterest bearing and due on demand. The Series 14 notes, $543,584 and $543,584 at March 31, 1999 and 1998, respectively, are noninterest bearing and due on demand. The carrying value of the notes receivable approximates fair value. NOTE G - INVESTMENTS HELD TO MATURITY Investments held to maturity at March 31, 1999 and 1998, consist of certificates of deposit totaling $1,060,192 and $ 9 17,497, respectively. The certificates of deposit relating to each year mature within the next 12 months with interest rates ranging from 5.30% to 5.65% per annum. Proceeds from redemptions of investments during the year ended March 31, 1999 were $944,428. NOTE H - CONTINGENCY Woodfield Commons, an operating limited partnership, is in receipt of a 60-Day letter issued by the IRS stating that the partnership has not met certain IRC Section 42 requirements. The finding was the result of an IRS audit of the partnership's tenant files. The IRS has proposed an adjustment that would disallow the partnership from utilizing certain past or future credits. The Operating General Partner and its Counsel are in the process of filing an appeal to the finding of the IRS, and do not anticipate an outcome that will have a material effect on the financial statements. Accordingly, no adjustment has been made in accompanying financial statements. F-74 Boston Capital Tax Credit Fund II Limited Partnership - Series 7 Schedule III - Real Estate and Accumulated Depreciation March 31, 1999 Subsequent Initial capitalized Gross amount at which cost to company costs** carried at close of period --------------- ----------- - ----------------------------- Buildings Buildings Accum. Con- Acq- Depre- Encum- and im- Improve- and im- Depre- struct uired ciation Description brances Land provements ments Land provemnts Total ciation Date Date Life - ---------------------------------------------------------------------- - ----------------------------------------------------- Bowditch School 1,622,807 65,961 4,818,466 75,906 65,961 4,894,372 4,960,333 1,384,366 12/89 12/89 34 Briarwood Apts LP 622,916 44,500 747,246 25,599 44,500 772,845 817,345 291,721 12/89 12/89 5-27.5 Buckner Prop LP 618,119 27,500 771,030 16,550 27,500 787,580 815,080 312,294 3/89 12/89 5-27.5 Creekside 1,088,820 89,016 1,290,616 211 89,016 1,290,827 1,379,843 202,318 9/89 6/89 5-27.5 Deer Hill II LP 1,476,070 103,000 1,424,556 337,809 103,000 1,762,365 1,865,365 643,744 5/89 2/90 5-27.5 Hillandale 3,119,770 601,653 4,198,973 1,822,375 601,653 6,021,348 6,623,001 2,125,278 1/90 12/89 5-27.5 King City Elderly 1,658,088 175,000 2,549,870 65,392 175,000 2,615,262 2,790,262 833,015 11/89 6/90 27.5 Lebanon Prop II LP 572,358 3,000 730,187 10,998 3,000 741,185 744,185 281,199 7/89 12/89 5-27.5 F-75 Boston Capital Tax Credit Fund II Limited Partnership - Series 7 Schedule III - Real Estate and Accumulated Depreciation March 31, 1999 Subsequent Initial capitalized Gross amount at which cost to company costs** carried at close of period --------------- ----------- - ----------------------------- Buildings Buildings Accum. Con- Acq- Depre- Encum- and im- Improve- and im- Depre- struct uired ciation Description brances Land provements ments Land provemnts Total ciation Date Date Life - -------------------------------------------------------------------------------- - ------------------------------------------- Metropole Apts Assoc 2,164,291 82,800 2,621,625 51,040 82,800 2,672,665 2,755,465 870,041 12/89 12/89 27.5 New Holland Apts -0- 80,000 3,269,700 (3,269,700)c -0- -0- - -0- -0- 8/90 5/90 35 Oak Grove Estates LP 484,063 15,200 597,465 15,677 15,200 613,142 628,342 232,990 9/89 12/89 27.5 Oakview LTD 1,125,970 35,280 1,375,820 84,616 35,280 1,460,436 1,495,716 409,176 10/89 12/89 40 Rosenberg Hotel 1,811,122 452,000 7,434,335 (5,242,255)b 415,000 2,192,080 2,607,080 125,939 1/92 2/90 27.5 Westwood 1,410,139 96,600 1,355,174 354,818 96,660 1,709,992 1,806,652 626,936 7/90 7/90 5-27.5 Winfield Prop II LP 608,648 37,000 735,086 12,422 37,000 747,508 784,508 293,198 5/89 12/89 5-27.5 ---------- -------- ---------- --------- --------- ---------- -- - -------- --------- 18,383,181 1,908,510 33,920,149 (5,638,542) 1,791,570 28,281,607 30,073,177 8,632,215 ========== ========= ========== ========= ========= ========== ========== ========= F-76 Since the Operating Partnerships maintain a calendar year end, the information reported on this schedule is as of December 31, 1998. a - Decrease due to a reallocation of acquisition costs. b - Decrease due to building impairment in year ended December 31, 1997. c - Financial statement not available. Refer to note in Results of Operations in Form 10-K for more information. **There were no carrying costs as of December 31, 1998. The column has been ommitted for presentation purposes.
F-77 Notes to Schedule III Boston Capital Tax Credit Fund II Limited Partnership - Series 7 Reconciliation of Land, Building & Improvements current year changes Balance at beginning of period-04/01/92..........................$ 41,816,362 Additions during period: Acquisitions through foreclosure..................$ 0 Other acquisitions................................ 0 Improvements, etc................................. 1,735,711 Other............................................. 0 ---------- $ 1,735,711 Deductions during period: Cost of real estate sold..........................$ 0 Other............................................. 0 ---------- $ 0 ----------- Balance at close of period - 03/31/93............................$ 43,552,073 Additions during period: Acquisitions through foreclosure..................$ 0 Other acquisitions................................ 0 Improvements, etc................................. 147,543 Other............................................. 0 ---------- $ 147,543 Deductions during period: Cost of real estate sold..........................$ 0 Other............................................. 0 ---------- $ 0 ----------- Balance at close of period - 03/31/94............................$ 43,699,616 Additions during period: Acquisitions through foreclosure..................$ 0 Other acquisitions................................ 0 Improvements, etc................................. 58,462 Other............................................. 0 ---------- $ 58,462 Deductions during period: Cost of real estate sold..........................$ 0 Other............................................. (261,992) ---------- $ (261,992) ----------- Balance at close of period - 03/31/95............................$ 43,496,086 F-78 Notes to Schedule III-Continued Boston Capital Tax Credit Fund II Limited Partnership - Series 7 Reconciliation of Land, Building & Improvements current year changes-Continued Balance at close of period - 03/31/95.........................$ 43,496,086 Additions during period: Acquisitions through foreclosure..............$ 0 Other acquisitions............................ 0 Improvements, etc............................. 26,794 Other......................................... 0 ----------- $ 26,794 Deductions during period: Cost of real estate sold......................$ 0 Other......................................... 0 ----------- $ 0 ----------- Balance at close of period - 03/31/96.........................$ 43,522,880 Additions during period: Acquisitions through foreclosure..............$ 0 Other acquisitions............................ 0 Improvements, etc............................. 0 Other......................................... 0 ----------- $ 0 Deductions during period: Cost of real estate sold......................$ 0 Other......................................... (12,480,477) ----------- $(12,480,477) ----------- Balance at close of period - 03/31/97.........................$ 31,042,403 Additions during period: Acquisitions through foreclosure..............$ 0 Other acquisitions............................ 0 Improvements, etc............................. 44,376 Other......................................... 0 ----------- $ 44,376 Deductions during period: Cost of real estate sold......................$ 0 Other......................................... 0 ----------- $ 0 ------------ Balance at close of period - 03/31/98........................ $ 31,086,779 F-79 Boston Capital Tax Credit Fund II Limited Partnership - Series 7 Reconciliation of Land, Building & Improvements current year changes-Continued Balance at close of period - 03/31/98........................ $ 31,086,779 Additions during period: Acquisitions through foreclosure............ $ 0 Other acquisitions............................ 0 Improvements, etc............................. 56,791 Other......................................... 0 ----------- $ 56,791 Deductions during period: Cost of real estate sold......................$ 0 Other......................................... (1,073,393) ----------- $ (1,073,393) ------------ Balance at close of period - 03/31/99........................ $ 30,073,177 ============ F-80 Notes to Schedule III - Continued Boston Capital Tax Credit Fund II Limited Partnership - Series 7 Reconciliation of Accumulated Depreciation current year changes Balance at beginning of period - 04/01/92.......................$ 2,312,199 Current year expense................................$1,360,178 --------- Balance at close of period - 3/31/93............................$ 3,672,377 Current year expense................................$1,436,830 --------- Balance at close of period - 3/31/94............................$ 5,109,207 Current year expense................................$1,391,094 --------- Balance at close of period - 3/31/95............................$ 6,500,301 Current year expense................................$1,384,980 --------- Balance at close of period - 3/31/96............................$ 7,885,281 Current year expense................................$ (333,705) --------- Balance at close of period - 3/31/97............................$ 7,551,576 Current year expense................................$ 980,513 --------- Balance at close of period - 3/31/98............................$ 8,532,089 ========== Current year expense................................$ 100,126 --------- Balance at close of period - 3/31/99............................$ 8,632,215 ========== F-81 S> Boston Capital Tax Credit Fund II Limited Partnership - Series 9 Schedule III - Real Estate and Accumulated Depreciation March 31, 1999 Subsequent Initial capitalized Gross amount at which cost to company costs** carried at close of period --------------- ----------- - ----------------------------- Buildings Buildings Accum. Con- Acq- Depre- Encum- and im- Improve- and im- Depre- struct uired ciation Description brances Land provements ments Land provemnts Total ciation Date Date Life - -------------------------------------------------------------------------------- - -------------------------------------------- 438 Warren St. 721,934 45,972 1,177,081 39,181 45,972 1,216,262 1,262,234 404,786 5/90 3/90 28 Beaver Brook 1,182,450 135,070 1,395,155 5,942 135,070 1,401,097 1,536,167 517,417 5/90 4/90 27.5 Big Lake Seniors 558,694 27,804 732,961 0 27,804 732,961 760,765 65,522 6/95 4/94 5-27.5 Blakely 945,712 50,000 1,159,403 27,320 50,000 1,186,723 1,236,723 411,795 5/90 5/90 5-27.5 Blanco Sr 518,510 40,147 679,816 0 40,147 679,816 719,963 77,553 9/94 12/93 7-40 Blooming- dale 1,477,901 100,338 1,771,660 7,676 100,338 1,779,336 1,879,674 615,900 3/90 5/90 5-27.5 Breeze- wood 1,426,808 114,000 1,784,173 4,415 114,000 1,788,588 1,902,588 603,074 5/90 5/90 7-27.5 Brooklyn 1,106,279 9,000 1,416,895 74,219 9,000 1,491,114 1,500,114 387,066 5/90 5/90 5-27.5 F-82 Boston Capital Tax Credit Fund II Limited Partnership - Series 9 Schedule III - Real Estate and Accumulated Depreciation March 31, 1999 Subsequent Initial capitalized Gross amount at which cost to company costs** carried at close of period --------------- ----------- - ----------------------------- Buildings Buildings Accum. Con- Acq- Depre- Encum- and im- Improve- and im- Depre- struct uired ciation Description brances Land provements ments Land provemnts Total ciation Date Date Life - -------------------------------------------------------------------------------- - -------------------------------------------- Calif. Inv.V 5,492,513 401,411 10,661,108 167,657 401,411 10,828,765 11,230,176 2,685,550 3/90 3/90 35 Cambridge 1,132,472 99,974 1,381,815 2,550 99,974 1,384,365 1,484,339 484,474 1/90 4/90 7-27.5 Cedar Rapids 4,379,835 294,600 7,692,319 230,139 294,600 7,922,458 8,217,058 2,591,617 6/90 4/90 7-27.5 Corinth 1,487,949 53,351 1,865,231 69,548 53,351 1,934,779 1,988,130 661,475 2/90 4/90 5-27.5 Cotton Mill Assoc. 1,477,350 75,000 1,730,384 17,491 75,000 1,747,875 1,822,875 305,767 7/93 10/92 5-27.5 Fawn River 3,693,439 77,000 4,396,993 497,959 77,000 4,894,952 4,971,952 1,428,166 10/90 10/90 27.5 Fountain Green 707,838 68,134 880,440 5,125 68,134 885,565 953,699 289,516 5/90 6/90 27.5 Glenwood Hotel 735,954 25,000 1,128,486 10,400 25,000 1,138,886 1,163,886 382,128 6/90 6/90 7-27.5 Greenwich 1,481,124 85,197 1,862,476 87,253 85,197 1,949,729 2,034,926 641,591 2/90 4/90 5-27.5 Grifton 1,253,867 35,393 1,170,847 367,089 35,393 1,537,936 1,573,329 205,707 2/94 9/93 7-27.5 F-83 Boston Capital Tax Credit Fund II Limited Partnership - Series 9 Schedule III - Real Estate and Accumulated Depreciation March 31, 1999 Subsequent Initial capitalized Gross amount at which cost to company costs** carried at close of period --------------- ----------- - ----------------------------- Buildings Buildings Accum. Con- Acq- Depre- Encum- and im- Improve- and im- Depre- struct uired ciation Description brances Land provements ments Land provemnts Total ciation Date Date Life - -------------------------------------------------------------------------------- - -------------------------------------------- Hacienda Villa 3,871,423 233,165 7,304,446 204,626 233,165 7,509,072 7,742,237 1,704,525 1/90 4/90 40 Haines City 1,436,748 100,000 1,709,218 19,843 100,000 1,729,061 1,829,061 613,376 2/90 4/90 27.5 Hernando 1,483,797 70,000 1,975,766 8,818 70,000 1,984,584 2,054,584 676,741 7/90 6/90 27.5 Hobe Sound 2,793,221 261,000 3,482,634 29,920 261,000 3,512,554 3,773,554 1,195,066 4/90 4/90 27.5 Immokalee 2,190,380 160,000 2,732,134 10,354 160,000 2,742,488 2,902,488 683,163 5/90 5/90 7-27.5 Kristin Park 1,389,295 117,179 1,694,459 42,659 117,179 1,737,118 1,854,297 427,550 6/90 3/90 27.5 Le Grande Enterprise 1,736,822 13,090 2,232,493 0 67,500 2,232,493 2,299,993 264,576 10/93 11/92 5-50 Long- meadow 1,478,983 95,000 1,765,749 9,057 95,000 1,774,806 1,869,806 402,546 8/90 8/90 10-40 Maywood 1,499,427 53,000 1,961,139 8,867 53,000 1,970,006 2,023,006 646,326 7/90 3/90 5-27.5 Meadow run 639,341 44,400 784,163 6,398 44,400 790,561 834,961 272,273 5/90 5/90 27.5 F-84 Boston Capital Tax Credit Fund II Limited Partnership - Series 9 Schedule III - Real Estate and Accumulated Depreciation March 31, 1999 Subsequent Initial capitalized Gross amount at which cost to company costs** carried at close of period --------------- ----------- - ----------------------------- Buildings Buildings Accum. Con- Acq- Depre- Encum- and im- Improve- and im- Depre- struct uired ciation Description brances Land provements ments Land provemnts Total ciation Date Date Life - -------------------------------------------------------------------------------- - -------------------------------------------- Meadow- crest 2,885,424 286,065 4,982,274 51,161 286,065 5,033,435 5,319,500 1,770,960 10/90 9/90 5-27.5 Newfane Senior 983,278 30,000 1,211,708 12,621 30,000 1,224,329 1,254,329 327,411 9/92 10/92 5-27.5 New Holland 0 80,000 3,269,700 (3,269,700)b 0 0 0 0 8/90 5/90 5-27.5 Old Stage 1,263,690 39,840 1,517,419 6,830 39,840 1,524,249 1,564,089 507,474 9/90 5/90 27.5 Pedcor Invest. 3,226,054 170,435 6,211,383 330,270 170,435 6,541,653 6,712,088 1,507,734 4/90 3/90 27.5 Pleasanton Sr 621,607 40,000 813,308 0 40,000 813,308 853,308 131,309 7/93 12/93 40 Polkton Housing 643,221 25,038 754,785 0 25,038 754,785 779,823 214,029 12/93 1/94 5-27.5 Princess Manor 1,490,181 57,066 1,869,314 12,614 57,066 1,881,928 1,938,994 647,926 8/90 6/90 5-27.5 Princess Villas 1,489,187 63,104 1,786,927 13,564 63,104 1,800,491 1,863,595 609,948 8/90 6/90 5-27.5 F-85 Boston Capital Tax Credit Fund II Limited Partnership - Series 9 Schedule III - Real Estate and Accumulated Depreciation March 31, 1999 Subsequent Initial capitalized Gross amount at which cost to company costs** carried at close of period --------------- ----------- - ----------------------------- Buildings Buildings Accum. Con- Acq- Depre- Encum- and im- Improve- and im- Depre- struct uired ciation Description brances Land provements ments Land provemnts Total ciation Date Date Life - -------------------------------------------------------------------------------- - -------------------------------------------- Putney First 1,420,329 128,800 1,804,424 (10,683) 128,800 1,793,741 1,922,541 282,332 5/93 12/92 5-27.5 Quail Hollow RRH 1,468,305 100,000 1,861,652 4,796 100,000 1,866,448 1,966,448 660,949 1/90 5/90 27.5 Quail Hollow Warsaw 1,403,251 33,500 1,747,578 8,435 33,500 1,756,013 1,789,513 385,013 9/90 7/90 7-40 Rainbow Gardens 1,215,070 70,000 1,450,989 287 70,000 1,451,276 1,521,276 321,412 6/93 12/92 7-27.5 Raitt St. Apts. 809,371 270,281 1,221,755 0 270,281 1,221,755 1,492,036 238,790 8/93 5/93 5-27.5 School St. II 795,889 37,622 1,585,434 3,793 37,622 1,589,227 1,626,849 352,053 6/93 6/93 7-27.5 South Paris Housing 1,487,585 65,000 1,853,831 (176,840) 242,301 1,676,991 1,919,292 402,589 10/92 11/92 5-27.5 South- western 1,424,829 30,000 1,766,094 26,044 30,000 1,792,138 1,822,138 618,028 5/90 5/90 7-27.5 F-86 Boston Capital Tax Credit Fund II Limited Partnership - Series 9 Schedule III - Real Estate and Accumulated Depreciation March 31, 1999 Subsequent Initial capitalized Gross amount at which cost to company costs** carried at close of period --------------- ----------- - ----------------------------- Buildings Buildings Accum. Con- Acq- Depre- Encum- and im- Improve- and im- Depre- struct uired ciation Description brances Land provements ments Land provemnts Total ciation Date Date Life - -------------------------------------------------------------------------------- - -------------------------------------------- Spring- field 3,792,526 775,955 4,177,205 5,475,898 775,955 9,653,103 10,429,058 2,629,785 6/91 6/90 5-27.5 Sunshine 1,469,230 127,000 1,729,289 79,288 117,000 1,808,577 1,925,577 568,016 11/90 9/90 5-27.5 Surry Village II 774,314 60,000 938,244 2,475 50,718 940,719 991,437 335,097 1/90 5/90 5-27.5 Tappa- hannock Green 1,503,897 122,500 1,703,483 0 122,500 1,703,483 1,825,983 342,578 5/94 3/94 5-27.5 Twin Oaks 1,138,335 53,636 1,397,601 (128) 53,636 1,397,473 1,451,109 476,392 5/90 5/90 5-27.5 Village Oaks 731,985 42,140 884,614 5,722 42,140 890,336 932,476 301,046 2/90 6/90 5-27.5 Warrens- burg 791,662 32,000 991,475 9,572 32,000 1,001,047 1,033,047 385,251 4/90 4/90 5-27.5 Westside 2,414,747 25,000 4,022,240 (40,531)a 25,000 3,981,709 4,006,709 1,191,379 12/90 6/90 5-27.5 F-87 Boston Capital Tax Credit Fund II Limited Partnership - Series 9 Schedule III - Real Estate and Accumulated Depreciation March 31, 1999 Subsequent Initial capitalized Gross amount at which cost to company costs** carried at close of period --------------- ----------- - ----------------------------- Buildings Buildings Accum. Con- Acq- Depre- Encum- and im- Improve- and im- Depre- struct uired ciation Description brances Land provements ments Land provemnts Total ciation Date Date Life - -------------------------------------------------------------------------------- - -------------------------------------------- Westwood 1,410,139 96,660 1,690,074 18,348 98,230 1,708,422 1,806,652 626,936 7/90 7/90 27.5 Wilming- ton 1,049,261 75,637 1,293,362 (688)a 75,637 1,292,674 1,368,311 423,944 8/90 8/90 27.5 ---------- --------- ----------- --------- --------- ----------- - - ---------- ---------- 86,003,433 5,821,504 123,065,606 4,517,654 5,955,503 127,583,260 133,538,763 35,903,627 ========== ========= =========== ========= ========= =========== =========== ========== Since the Operating Partnerships maintain a calendar year end, the information reported on this schedule is as of December 31, 1998. a - Decrease due to a reallocation of acquisition costs. b - Financial statement not available. Refer to note in Results of Operations in Form 10-K for more information. **There were no carrying costs as of December 31, 1998. The column has been omitted for presentation purposes.
F-88 Notes to Schedule III Boston Capital Tax Credit Fund II Limited Partnership - Series 9 Reconciliation of Land, Building & Improvements current year changes Balance at beginning of period-04/01/92..........................$122,231,856 Additions during period: Acquisitions through foreclosure..................$ 0 Other acquisitions................................ 3,447,429 Improvements, etc................................. 143,343 Other............................................. 0 ---------- $ 3,590,772 Deductions during period: Cost of real estate sold..........................$(7,395,934) Other............................................. (24,083) ---------- $ (7,420,017) ----------- Balance at close of period - 03/31/93............................$118,402,611 Additions during period: Acquisitions through foreclosure..................$ 0 Other acquisitions................................ 3,591,731 Improvements, etc................................. 9,011,423 Other............................................. 0 ---------- $ 12,603,154 Deductions during period: Cost of real estate sold..........................$ 0 Other............................................. 0 ---------- $ 0 ----------- Balance at close of period - 03/31/94............................$131,005,765 Additions during period: Acquisitions through foreclosure..................$ 0 Other acquisitions................................ 2,630,397 Improvements, etc................................. 1,266,494 Other............................................. 0 ---------- $ 3,896,891 Deductions during period: Cost of real estate sold..........................$ 0 Other............................................. 0 ---------- $ 0 ----------- Balance at close of period - 03/31/95............................$134,902,656 F-89 Notes to Schedule III-Continued Boston Capital Tax Credit Fund II Limited Partnership - Series 9 Reconciliation of Land, Building & Improvements current year changes-Continued Balance at close of period - 03/31/95.........................$134,902,656 Additions during period: Acquisitions through foreclosure..............$ 0 Other acquisitions............................ 0 Improvements, etc............................. 818,652 Other......................................... 0 ----------- $ 818,652 Deductions during period: Cost of real estate sold......................$ 0 Other......................................... 0 ----------- $ 0 - ----------- Balance at close of period - 03/31/96.........................$135,721,308 Additions during period: Acquisitions through foreclosure..............$ 0 Other acquisitions............................ 0 Improvements, etc............................. 0 Other......................................... 0 ----------- $ 0 Deductions during period: Cost of real estate sold......................$ 0 Other......................................... (2,117,890) ----------- $ (2,117,890) - ----------- Balance at close of period - 03/31/97.........................$133,603,418 Additions during period: Acquisitions through foreclosure..............$ 0 Other acquisitions............................ 0 Improvements, etc............................. 355,226 Other......................................... 0 ----------- $ 355,226 Deductions during period: Cost of real estate sold......................$ 0 Other......................................... 0 ----------- $ 0 - ----------- Balance at close of period - 03/31/98.........................$133,958,644 F-90 Notes to Schedule III-Continued Boston Capital Tax Credit Fund II Limited Partnership - Series 9 Reconciliation of Land, Building & Improvements current year changes-Continued Balance at close of period - 03/31/98.........................$133,958,644 Additions during period: Acquisitions through foreclosure..............$ 0 Other acquisitions............................ 0 Improvements, etc............................. 570,512 Other......................................... 0 ----------- $ 570,512 Deductions during period: Cost of real estate sold......................$ 0 Other......................................... (990,393) ----------- $ 0 - ----------- Balance at close of period - 03/31/99.........................$133,538,763 =========== F-91 Notes to Schedule III - Continued Boston Capital Tax Credit Fund II Limited Partnership - Series 9 Reconciliation of Accumulated Depreciation current year changes Balance at beginning of period - 04/01/92......................$ 6,203,920 Current year expense...............................$4,059,735 --------- Balance at close of period - 3/31/93...........................$10,263,655 Current year expense...............................$4,195,190 --------- Balance at close of period - 3/31/94...........................$14,458,845 Current year expense...............................$4,588,398 --------- Balance at close of period - 3/31/95...........................$19,047,243 Current year expense...............................$4,535,644 --------- Balance at close of period - 3/31/96...........................$23,582,887 Current year expense...............................$4,517,586 --------- Balance at close of period - 3/31/97...........................$28,100,473 Current year expense...............................$4,359,076 --------- Balance at close of period - 3/31/98...........................$32,495,549 Current year expense...............................$3,444,078 --------- Balance at close of period - 3/31/99...........................$35,903,627 ========== F-92 Boston Capital Tax Credit Fund II Limited Partnership - Series 10 Schedule III - Real Estate and Accumulated Depreciation March 31, 1999 Subsequent Initial capitalized Gross amount at which cost to company costs** carried at close of period --------------- ----------- - ----------------------------- Buildings Buildings Accum. Con- Acq- Depre- Encum- and im- Improve- and im- Depre- struct uired ciation Description brances Land provements ments Land provemnts Total ciation Date Date Life - -------------------------------------------------------------------------------- - -------------------------------------------- Ackerman 587,088 42,000 619,380 252,279 42,000 871,659 913,659 109,671 6/94 9/93 5-27.5 Athens II 1,335,137 75,000 1,642,281 10,324 75,000 1,652,605 1,727,605 507,997 6/90 8/90 5-27.5 Autumn Lane 733,281 34,094 891,072 382 34,094 891,454 925,548 288,811 11/90 8/89 5-27.5 Baytree 956,338 44,759 1,099,246 114,097 44,759 1,213,343 1,258,102 430,113 7/90 11/88 5-27.5 Benchmark 949,911 60,600 1,137,112 34,022 60,600 1,171,134 1,231,734 423,142 7/90 11/88 5-27.5 Brentwood 953,801 64,999 1,163,002 21,116 64,999 1,184,118 1,249,117 255,056 10/90 11/90 5-27.5 Briarwood 1,480,997 154,900 1,898,553 (413,797) 154,900 1,484,756 1,639,656 497,837 8/90 8/90 7-27.5 Butler Properties 502,875 37,500 376,730 223,430 37,500 600,160 637,660 118,458 2/91 12/90 5-27.5 Candlewick Place 1,256,465 70,800 1,500,289 66,869 70,800 1,567,158 1,637,958 288,565 10/92 12/92 5-27.5 F-93 Boston Capital Tax Credit Fund II Limited Partnership - Series 10 Schedule III - Real Estate and Accumulated Depreciation March 31, 1999 Subsequent Initial capitalized Gross amount at which cost to company costs** carried at close of period --------------- ----------- - ----------------------------- Buildings Buildings Accum. Con- Acq- Depre- Encum- and im- Improve- and im- Depre- struct uired ciation Description brances Land provements ments Land provemnts Total ciation Date Date Life - -------------------------------------------------------------------------------- - ------------------------------------------- Cedarstone 772,284 66,000 955,695 24,660 66,000 980,355 1,046,355 174,576 5/93 5/93 5-40 Centre- ville Apts. 632,553 63,073 697,069 53,246 16,000 750,315 766,315 316,101 2/90 11/90 5-27.5 Charlton Court 1,200,178 56,144 1,449,050 3,300 56,144 1,452,350 1,508,494 353,958 1/93 12/92 7-27.5 Chuck- atuck 1,444,818 128,725 1,731,557 16,773 128,725 1,748,330 1,877,055 431,883 2/90 11/90 12-40 Clover- leaf I 854,716 54,740 969,048 20,689 54,740 989,737 1,044,477 340,044 4/90 11/90 5-27.5 Clover- leaf II 873,923 66,488 981,480 22,147 66,488 1,003,627 1,070,115 344,179 4/90 11/90 5-27.5 Connells- ville 1,366,990 55,440 1,591,799 15,344 55,440 1,607,143 1,662,583 389,689 3/90 11/90 5-27.5 Dallas 1,627,681 230,059 3,408,933 (195,432)* 230,059 3,213,501 3,443,560 1,099,100 10/90 12/91 5-27.5 Ellaville 786,493 45,000 977,293 1,270 45,000 978,563 1,023,563 344,423 2/90 7/90 5-27.5 Forsyth 1,456,276 55,000 1,894,917 5,321 55,000 1,900,238 1,955,238 620,558 9/90 7/90 7-27.5 F-94 Boston Capital Tax Credit Fund II Limited Partnership - Series 10 Schedule III - Real Estate and Accumulated Depreciation March 31, 1999 Subsequent Initial capitalized Gross amount at which cost to company costs** carried at close of period --------------- ----------- - ----------------------------- Buildings Buildings Accum. Con- Acq- Depre- Encum- and im- Improve- and im- Depre- struct uired ciation Description brances Land provements ments Land provemnts Total ciation Date Date Life - -------------------------------------------------------------------------------- - ------------------------------------------- Freedom Apts. 1,049,108 144,065 1,219,436 21,961 144,065 1,241,397 1,385,462 287,649 9/90 11/90 5-27.5 Great Falls 873,139 38,292 1,053,154 8,558 38,292 1,061,712 1,100,004 347,789 10/90 11/90 5-27.5 Hartway Properties 912,622 49,000 1,116,507 0 49,000 1,116,507 1,165,507 300,821 6/90 7/90 5-27.5 Hilltop 1,486,583 105,000 1,916,734 30,275 105,000 1,947,009 2,052,009 647,717 7/90 8/90 7-27.5 Ironton Estates 623,622 29,500 794,461 2,089 29,500 796,550 826,050 214,140 1/93 5/93 5-27.5 Lambert Square 998,233 41,200 1,243,568 10,169 41,200 1,253,737 1,294,937 198,669 12/92 11/92 5-40 Lawton Apts. 1,486,690 54,400 1,848,603 27,942 54,400 1,876,545 1,930,945 767,732 6/90 11/90 5-27.5 Longview 870,881 25,000 1,071,946 68,517 25,000 1,140,463 1,165,463 403,840 8/90 11/88 5-27.5 Maidu 2,126,654 56,500 4,890,261 306,134 56,500 5,196,395 5,252,895 1,511,294 12/91 3/91 7-27.5 F-95 Boston Capital Tax Credit Fund II Limited Partnership - Series 10 Schedule III - Real Estate and Accumulated Depreciation March 31, 1999 Subsequent Initial capitalized Gross amount at which cost to company costs** carried at close of period --------------- ----------- - ----------------------------- Buildings Buildings Accum. Con- Acq- Depre- Encum- and im- Improve- and im- Depre- struct uired ciation Description brances Land provements ments Land provemnts Total ciation Date Date Life - -------------------------------------------------------------------------------- - ------------------------------------------- Meadow- brook 1,477,010 75,141 1,789,549 5,344 75,141 1,794,893 1,870,034 623,469 3/90 9/90 5-27.5 Mercer Apts. 907,871 46,249 1,098,860 25,226 46,249 1,124,086 1,170,335 263,224 8/90 11/90 5-27.5 Morgan- town 768,620 36,000 930,187 7 36,000 930,194 966,194 196,829 12/90 8/90 5-27.5 Newnan 1,941,612 92,706 4,128,942 (241,002)* 92,706 3,887,940 3,980,646 1,336,229 10/90 12/90 5-27.5 Parkwood 3,009,245 316,667 4,358,381 10,684 316,667 4,369,065 4,685,732 1,364,709 5/91 3/91 5-27.5 Pedcor Invest- ments 3,242,689 200,000 4,714,711 617,505 200,000 5,332,216 5,532,216 1,105,081 10/90 7/90 5-27.5 Pinetree Manor 979,429 30,000 1,210,633 5,117 30,000 1,215,750 1,245,750 190,159 1/93 11/92 7-40 Pineview 960,426 125,000 1,178,400 4,541 125,000 1,182,941 1,307,941 387,972 12/90 9/90 7-27.5 F-96 Boston Capital Tax Credit Fund II Limited Partnership - Series 10 Schedule III - Real Estate and Accumulated Depreciation March 31, 1999 Subsequent Initial capitalized Gross amount at which cost to company costs** carried at close of period --------------- ----------- - ----------------------------- Buildings Buildings Accum. Con- Acq- Depre- Encum- and im- Improve- and im- Depre- struct uired ciation Description brances Land provements ments Land provemnts Total ciation Date Date Life - -------------------------------------------------------------------------------- - -------------------------------------------- Rosewood Village 648,664 36,000 806,255 3,813 36,000 810,068 846,068 276,934 7/90 7/90 5-27.5 South Farm 1,979,327 254,636 3,486,308 7,644 254,636 3,493,952 3,748,588 846,400 7/93 4/93 7-40 Stockton Estates 515,002 17,500 647,699 1,371 17,500 649,070 666,570 181,572 1/93 2/93 5-27.5 Stratford Square 750,916 63,000 443,433 455,503 63,000 898,936 961,936 156,827 2/93 10/92 5-40 Summer Glen 1,482,950 147,225 1,669,056 2,673 147,225 1,671,729 1,818,954 308,401 3/93 11/92 5-40 Washington Heights 500,000 76,537 974,803 19,171 84,661 993,974 1,078,635 235,982 7/90 11/90 5-27.5 West Des Moines 2,340,197 437,568 4,154,100 314,050 437,568 4,468,150 4,905,718 1,398,949 7/90 7/90 7-27.5 Wichita West 1,738,640 110,377 2,920,599 70,114 110,377 2,990,713 3,101,090 944,816 7/90 7/90 7-27.5 F-97 Boston Capital Tax Credit Fund II Limited Partnership - Series 10 Schedule III - Real Estate and Accumulated Depreciation March 31, 1999 Subsequent Initial capitalized Gross amount at which cost to company costs** carried at close of period --------------- ----------- - ----------------------------- Buildings Buildings Accum. Con- Acq- Depre- Encum- and im- Improve- and im- Depre- struct uired ciation Description brances Land provements ments Land provemnts Total ciation Date Date Life - -------------------------------------------------------------------------------- - -------------------------------------------- Woodside Housing 1,479,910 60,140 1,926,294 13,436 60,140 1,939,730 1,999,870 424,045 11/90 12/90 5-27.5 ---------- --------- ---------- ---------- --------- ----------- - - --------- ---------- 54,921,845 4,073,024 76,577,386 2,066,882 4,034,075 78,644,268 82,678,343 22,255,410 ========== ========= ========== ========== ========= =========== ========== ========== Since the Operating Partnerships maintain a calendar year end, the information reported on this schedule is as of December 31, 1998. * Decrease due to reduction in development fee which reduced the property basis. **There were no carrying costs as of December 31, 1998. The column has been ommitted for presentation purposes.
F-98 Notes to Schedule III Boston Capital Tax Credit Fund II Limited Partnership - Series 10 Reconciliation of Land, Building & Improvements current year changes Balance at beginning of period-04/01/92..........................$ 73,561,151 Additions during period: Acquisitions through foreclosure..................$ 0 Other acquisitions................................ 2,204,866 Improvements, etc................................. 314,333 Other............................................. 0 ---------- $ 2,519,199 Deductions during period: Cost of real estate sold..........................$(7,395,934) Other............................................. 0 ---------- $(7,395,934) ----------- Balance at close of period - 03/31/93............................$ 68,684,416 Additions during period: Acquisitions through foreclosure..................$ 0 Other acquisitions................................ 8,492,161 Improvements, etc................................. 6,297,007 Other............................................. 0 ---------- $ 14,789,168 Deductions during period: Cost of real estate sold..........................$ 0 Other............................................. 0 ---------- $ 0 ----------- Balance at close of period - 03/31/94............................$ 83,473,584 Additions during period: Acquisitions through foreclosure..................$ 0 Other acquisitions................................ 0 Improvements, etc................................. 313,600 Other............................................. 0 ---------- $ 313,600 Deductions during period: Cost of real estate sold..........................$ 0 Other............................................. 0 ---------- $ 0 ----------- Balance at close of period - 03/31/95............................$ 83,787,184 F-99 Notes to Schedule III Boston Capital Tax Credit Fund II Limited Partnership - Series 10 Reconciliation of Land, Building & Improvements current year changes - continued Balance at close of period - 03/31/95.........................$ 83,787,184 Additions during period: Acquisitions through foreclosure..............$ 0 Other acquisitions............................ 0 Improvements, etc............................. 0 Other......................................... 86,855 ----------- $ 86,855 Deductions during period: Cost of real estate sold......................$ 0 Other......................................... (440,637) ----------- $ (440,637) - ----------- Balance at close of period - 03/31/96.........................$ 83,433,402 Additions during period: Acquisitions through foreclosure..............$ 0 Other acquisitions............................ 0 Improvements, etc............................. 0 Other......................................... 0 ----------- $ 0 Deductions during period: Cost of real estate sold......................$ 0 Other......................................... 186,916 ----------- $ 186,916 - ----------- Balance at close of period - 03/31/97.........................$ 83,620,318 Additions during period: Acquisitions through foreclosure..............$ 0 Other acquisitions............................ 0 Improvements, etc............................. 116,256 Other......................................... 0 ----------- $ 116,256 Deductions during period: Cost of real estate sold......................$ 0 Other......................................... 0 ----------- - ----------- Balance at close of period - 03/31/98.........................$ 83,736,574 F-100 Notes to Schedule III Boston Capital Tax Credit Fund II Limited Partnership - Series 10 Reconciliation of Land, Building & Improvements current year changes - continued Balance at close of period - 03/31/98.........................$ 83,736,574 Additions during period: Acquisitions through foreclosure..............$ 0 Other acquisitions............................ 0 Improvements, etc............................. 530,895 Other......................................... 0 ----------- $ 530,895 Deductions during period: Cost of real estate sold......................$ 0 Other * ...................................... (1,589,126) ----------- (1,589,126) - ----------- Balance at close of period - 03/31/99.........................$ 82,678,343 =========== * Deduction is Northern Connecticut; disposed of during fiscal year March 31, 1999. F-101 Notes to Schedule III Boston Capital Tax Credit Fund II Limited Partnership - Series 10 Reconciliation of Accumulated Depreciation current year changes Balance at beginning of period - 04/01/92.......................$ 3,259,154 Current year expense................................$2,487,975 --------- Balance at close of period - 3/31/93............................$ 5,747,129 Current year expense................................$2,881,214 --------- Balance at close of period - 3/31/94............................$ 8,628,343 Current year expense................................$2,883,271 --------- Balance at close of period - 3/31/95............................$11,511,614 Current year expense................................$2,768,634 --------- Balance at close of period - 3/31/96............................$14,280,248 Current year expense................................$2,797,002 --------- Balance at close of period - 3/31/97............................$17,077,250 Current year expense................................$2,780,726 --------- Balance at close of period - 3/31/98............................$19,857,976 Current year expense................................$2,397,434 --------- Balance at close of period - 3/31/99............................$22,255,410 ========== F-102 Boston Capital Tax Credit Fund II Limited Partnership - Series 11 Schedule III - Real Estate and Accumulated Depreciation March 31, 1999 Subsequent Initial capitalized Gross amount at which cost to company costs** carried at close of period --------------- ----------- - ----------------------------- Buildings Buildings Accum. Con- Acq- Depre- Encum- and im- Improve- and im- Depre- struct uired ciation Description brances Land provements ments Land provemnts Total ciation Date Date Life - -------------------------------------------------------------------------------- - ------------------------------------------- Academy Hill 1,375,726 119,500 1,607,604 13,694 119,500 1,621,298 1,740,798 503,550 2/91 2/91 5-27.5 Aspen Square 1,832,539 150,413 2,118,648 111,236 150,703 2,229,884 2,380,587 467,973 11/90 11/90 5-27.5 Bridge- view 1,363,117 50,686 1,586,090 5,480 50,686 1,591,570 1,642,256 611,872 12/89 12/90 5-27.5 Buckeye 1,340,117 93,421 1,584,893 71,729 93,421 1,656,622 1,750,043 394,448 8/90 12/90 5-27.5 Church Hill 954,605 63,232 663,136 544,328 63,232 1,207,464 1,270,696 249,998 1/91 12/90 7-40 Copper Creek 1,173,818 77,750 1,410,989 54,532 77,750 1,465,521 1,543,271 310,042 9/90 11/90 5-27.5 Coronado 448,837 9,998 1,499,265 21,898 9,998 1,521,163 1,531,161 480,493 4/91 2/91 5-27.5 Crestwood 4,245,327 360,000 10,649,129 47,923 360,000 10,697,052 11,057,052 3,347,842 7/91 1/91 7-27.5 F-103 Boston Capital Tax Credit Fund II Limited Partnership - - Series 11 Schedule III - Real Estate and Accumulated Depreciation March 31, 1999 Subsequent Initial capitalized Gross amount at which cost to company costs** carried at close of period --------------- ----------- - ----------------------------- Buildings Buildings Accum. Con- Acq- Depre- Encum- and im- Improve- and im- Depre- struct uired ciation Description brances Land provements ments Land provemnts Total ciation Date Date Life - -------------------------------------------------------------------------------- - --------------------------------------------- Dallas Apts. 1,627,680 230,059 3,408,933 (195,433)* 230,059 3,213,500 3,443,559 1,099,100 10/90 12/90 7-27.5 Denmark I 769,583 54,000 915,172 6,494 54,000 921,666 975,666 316,259 6/90 11/90 27.5 Denmark II 817,374 36,000 1,003,547 727 36,000 1,004,274 1,040,274 339,472 6/90 11/90 5-27.5 El Dorado Springs 580,637 22,500 735,245 10,956 17,176 746,201 763,377 271,234 9/90 11/90 5-27.5 Eldon Estates II 580,948 30,000 690,453 33,805 30,000 724,258 754,258 258,430 11/90 12/90 5-27.5 Eldon Manor 559,107 7,500 787,399 25,659 7,500 813,058 820,558 290,919 11/90 12/90 5-27.5 Elderly Hsing of Macon 1,625,558 50,000 1,992,329 12,310 50,000 2,004,639 2,054,639 293,800 4/93 5/93 5-27.5 Eutaw Elderly 1,622,443 24,000 1,972,439 8,605 24,000 1,981,044 2,005,044 249,652 12/93 5/93 5-50 Farmer- ville 966,652 57,015 1,195,142 21,527 57,015 1,216,669 1,273,684 237,808 4/91 1/91 N/A F-104 Boston Capital Tax Credit Fund II Limited Partnership - Series 11 Schedule III - Real Estate and Accumulated Depreciation March 31, 1999 Subsequent Initial capitalized Gross amount at which cost to company costs** carried at close of period --------------- ----------- - ----------------------------- Buildings Buildings Accum. Con- Acq- Depre- Encum- and im- Improve- and im- Depre- struct uired ciation Description brances Land provements ments Land provemnts Total ciation Date Date Life - -------------------------------------------------------------------------------- - --------------------------------------------- Forest Glade 1,481,290 100,000 1,841,104 23,316 100,000 1,864,420 1,964,420 594,363 12/90 12/90 7-27.5 Franklin School 1,255,938 112,032 2,528,326 1,988,116 112,032 4,516,442 4,628,474 1,204,955 12/91 10/90 27.5 Harbor View 1,479,306 143,957 1,802,615 5,350 143,957 1,807,965 1,951,922 604,700 7/90 12/90 7-27.5 Hilltop Apts. 1,420,379 178,736 1,545,237 1,223 178,736 1,546,460 1,725,196 373,917 11/92 1/93 27.5 Holland Senior 898,298 27,500 1,096,333 29,802 27,500 1,126,135 1,153,635 381,098 6/90 11/90 27.5 Holly Senior 916,621 36,882 1,139,044 33,920 36,882 1,172,964 1,209,846 390,097 10/90 11/90 27.5 Ivan Woods 2,159,896 275,000 4,347,328 26,327 275,000 4,373,655 4,648,655 1,446,058 4/91 2/91 5-27.5 Kaplan Manor 925,107 66,000 1,106,192 51,483 66,000 1,157,675 1,223,675 244,454 12/90 12/90 7-40 F-105 Boston Capital Tax Credit Fund II Limited Partnership - Series 11 Schedule III - Real Estate and Accumulated Depreciation March 31, 1999 Subsequent Initial capitalized Gross amount at which cost to company costs** carried at close of period --------------- ----------- - ----------------------------- Buildings Buildings Accum. Con- Acq- Depre- Encum- and im- Improve- and im- Depre- struct uired ciation Description brances Land provements ments Land provemnts Total ciation Date Date Life - -------------------------------------------------------------------------------- - -------------------------------------------- Lakewood 952,865 53,100 1,162,254 14,392 53,100 1,176,646 1,229,746 236,255 5/91 1/91 N/A Licking Associates 405,572 14,000 316,889 176,342 14,000 493,231 507,231 131,387 3/92 11/91 N/A London Arms 2,657,187 37,500 3,479,332 (22,804)* 37,500 3,456,528 3,494,028 1,012,187 12/90 12/90 5-27.5 Maidu 2,126,654 56,500 4,890,261 306,134 56,500 5,196,395 5,252,895 1,511,294 12/91 3/91 7-27.5 Manning Properties 839,103 44,125 1,015,703 9,001 44,125 1,024,704 1,068,829 338,069 11/90 11/90 5-27.5 Metter 1,469,751 44,500 1,770,511 4,472 45,141 1,774,983 1,820,124 411,994 5/93 12/92 5-27.5 Nevada Manor 647,335 50,000 782,543 12,024 50,000 794,567 844,567 291,732 10/90 11/90 5-27.5 Newnan Apts. 1,941,612 92,706 4,128,942 (241,002)* 92,706 3,887,940 3,980,646 1,336,229 10/90 12/90 5-27.5 Oatka Villige 918,111 35,000 1,151,205 8,492 35,000 1,159,697 1,194,697 394,572 6/90 11/90 5-27.5 RPI#18L.P. 1,230,991 100 1,776,840 119,385 100 1,896,225 1,896,325 572,381 12/90 12/90 5-27.5 F-106 Boston Capital Tax Credit Fund II Limited Partnership - Series 11 Schedule III - Real Estate and Accumulated Depreciation March 31, 1999 Subsequent Initial capitalized Gross amount at which cost to company costs** carried at close of period --------------- ----------- - ----------------------------- Buildings Buildings Accum. Con- Acq- Depre- Encum- and im- Improve- and im- Depre- struct uired ciation Description brances Land provements ments Land provemnts Total ciation Date Date Life - -------------------------------------------------------------------------------- - ------------------------------------------ Sierra Springs 1,174,534 52,290 1,448,815 58,057 52,387 1,506,872 1,559,259 310,590 11/90 11/90 5-27.5 South Fork 1,431,810 100,000 1,782,527 22,967 100,000 1,805,494 1,905,494 396,278 2/91 2/91 5-27.5 Twin Oaks of Allendale 781,311 71,305 951,711 (170,609)* 71,305 781,102 852,407 259,506 9/90 12/90 5-27.5 Washington 960,033 55,050 1,150,878 17,973 55,050 1,168,851 1,223,901 237,240 3/91 1/91 7-40 Wildridge 1,565,690 156,576 1,617,243 6,892 156,576 1,624,135 1,780,711 482,684 4/91 1/91 7-27.5 ---------- --------- ---------- ---------- --------- ----------- - ----------- ---------- $51,523,462 3,238,933 76,652,246 3,276,723 3,234,637 79,928,969 83,163,606 22,884,932 ========== ========= ========== ========== ========= =========== =========== ========== Since the Operating Partnerships maintain a calendar year end, the information reported on this schedule is as of December 31, 1998. *Decrease due to reduction of development fee which reduced the property basis. **There were no carrying costs as of December 31, 1998. The column has been ommitted for presentation purposes.
F-107 Notes to Schedule III Boston Capital Tax Credit Fund II Limited Partnership - Series 11 Reconciliation of Land, Building & Improvements current year changes Balance at beginning of period-04/01/92..........................$ 75,467,308 Additions during period: Acquisitions through foreclosure..................$ 0 Other acquisitions................................ 44,500 Improvements, etc................................. 862,272 Other............................................. 0 ---------- $ 906,772 Deductions during period: Cost of real estate sold..........................$(1,343,477) Other............................................. (188,348) ---------- $ (1,531,825) ----------- Balance at close of period - 03/31/93............................$ 74,842,255 Additions during period: Acquisitions through foreclosure..................$ 0 Other acquisitions................................ 5,762,741 Improvements, etc................................. 1,962,905 Other............................................. 0 ---------- $ 7,725,646 Deductions during period: Cost of real estate sold..........................$ 0 Other............................................. 0 ---------- $ 0 ----------- Balance at close of period - 03/31/94............................$ 82,567,901 Additions during period: Acquisitions through foreclosure..................$ 0 Other acquisitions................................ 0 Improvements, etc................................. 1,297,882 Other............................................. 0 ---------- $ 1,297,822 Deductions during period: Cost of real estate sold..........................$ 0 Other............................................. 0 ---------- $ 0 ----------- Balance at close of period - 03/31/95............................$ 83,865,783 F-108 Notes to Schedule III Boston Capital Tax Credit Fund II Limited Partnership - Series 11 Reconciliation of Land, Building & Improvements current year changes - continued Balance at close of period - 03/31/95..........................$ 83,865,783 Additions during period: Acquisitions through foreclosure...............$ 0 Other acquisitions............................. 0 Improvements, etc.............................. 81,256 Other.......................................... 0 ----------- $ 81,256 Deductions during period: Cost of real estate sold.......................$ 0 Other.......................................... (1,209,041) ----------- $ (1,209,041) ----------- Balance at close of period - 03/31/96..........................$ 82,737,998 Additions during period: Acquisitions through foreclosure...............$ 0 Other acquisitions............................. 0 Improvements, etc.............................. 125,078 Other.......................................... 0 ----------- $ 125,078 Deductions during period: Cost of real estate sold.......................$ 0 Other.......................................... 0 ----------- $ 0 ----------- Balance at close of period - 03/31/97..........................$ 82,863,076 Additions during period: Acquisitions through foreclosure...............$ 0 Other acquisitions............................. 0 Improvements, etc.............................. 121,624 Other.......................................... 0 ----------- $ 121,624 Deductions during period: Cost of real estate sold.......................$ 0 Other.......................................... 0 ----------- $ 0 ----------- Balance at close of period - 03/31/98..........................$ 82,984,700 F-109 Notes to Schedule III Boston Capital Tax Credit Fund II Limited Partnership - Series 11 Reconciliation of Land, Building & Improvements current year changes - continued Additions during period: Acquisitions through foreclosure...............$ 0 Other acquisitions............................. 0 Improvements, etc.............................. 178,906 Other.......................................... 0 ----------- $ 178,906 Deductions during period: Cost of real estate sold.......................$ 0 Other.......................................... 0 ----------- $ 0 - ----------- Balance at close of period - 03/31/99..........................$ 83,163,606 =========== F-110 Notes to Schedule III Boston Capital Tax Credit Fund II Limited Partnership - Series 11 Reconciliation of Accumulated Depreciation current year changes Balance at beginning of period - 04/01/92.......................$ 2,602,158 Current year expense................................$2,916,577 --------- Balance at close of period - 3/31/93............................$ 5,518,735 Current year expense................................$2,946,686 --------- Balance at close of period - 3/31/94............................$ 8,465,421 Current year expense................................$4,159,331 --------- Balance at close of period - 3/31/95............................$12,624,752 Current year expense................................$1,693,850 --------- Balance at close of period - 3/31/96............................$14,318,602 Current year expense................................$2,889,737 --------- Balance at close of period - 3/31/97............................$17,208,339 Current year expense.................................$2,903,701 --------- Balance at close of period - 3/31/98............................$20,112,040 Current year expense.................................$2,772,892 --------- Balance at close of period - 3/31/99............................$22,884,932 ========== F-111 Boston Capital Tax Credit Fund II Limited Partnership - Series 12 Schedule III - Real Estate and Accumulated Depreciation March 31, 1999 Subsequent Initial capitalized Gross amount at which cost to company costs** carried at close of period --------------- ----------- - ----------------------------- Buildings Buildings Accum. Con- Acq- Depre- Encum- and im- Improve- and im- Depre- struct uired ciation Description brances Land provements ments Land provemnts Total ciation Date Date Life - -------------------------------------------------------------------------------- - --------------------------------------------- Autumnwood Village 1,012,653 40,777 371,734 904,720 40,777 1,276,454 1,317,231 339,582 4/92 10/91 5-27.5 BB&L Enterprises 519,780 24,000 648,985 1,600 24,000 650,585 674,585 166,346 3/91 5/91 5-40 Bowman Village 664,788 17,000 848,107 2,520 17,000 850,627 867,627 246,346 10/91 6/91 5-27.5 Brandy- wood 1,745,251 86,029 3,313,958 (41,845)* 86,029 3,272,113 3,358,142 1,075,523 9/91 12/91 5-27.5 Briarwick 1,247,109 95,079 1,587,073 595 95,079 1,587,668 1,682,747 351,808 4/91 4/91 5-40 Bucksport 1,369,737 71,500 1,683,768 75,883 71,500 1,759,651 1,831,151 437,159 8/91 6/91 7-27.5 Burkes- ville 733,763 40,000 897,118 530 40,000 897,648 937,648 167,199 9/91 6/91 5-27.5 F-112 Boston Capital Tax Credit Fund II Limited Partnership - Series 12 Schedule III - Real Estate and Accumulated Depreciation March 31, 1999 Subsequent Initial capitalized Gross amount at which cost to company costs** carried at close of period --------------- ----------- - ----------------------------- Buildings Buildings Accum. Con- Acq- Depre- Encum- and im- Improve- and im- Depre- struct uired ciation Description brances Land provements ments Land provemnts Total ciation Date Date Life - -------------------------------------------------------------------------------- - --------------------------------------------- California Investors VII 8,863,346 820,000 9,361,922 16,792,875 803,050 26,154,797 26,957,847 4,416,742 12/93 10/92 5-27.5 Cananche Creek 1,234,126 66,200 1,515,813 39,277 66,200 1,555,090 1,621,290 287,579 6/91 5/91 5-27.5 Carson Village 651,834 30,000 193,264 610,191 30,000 803,455 833,455 211,073 6/92 10/91 5-27.5 Clarkson Prop 747,725 36,000 932,918 0 36,000 932,918 968,918 174,382 7/91 6/91 7-27.5 Clymer House 1,114,698 20,000 1,387,091 36,563 20,000 1,423,654 1,443,654 359,362 10/91 6/91 5-27.5 Corcoran Investment 1,523,105 75,000 1,976,455 0 75,000 1,976,455 2,051,455 374,129 11/90 2/91 5-50 Cornish Park 1,453,966 67,390 1,761,946 94,424 68,500 1,856,370 1,924,870 505,276 6/91 6/91 5-27.5 Crescent City 1,863,054 211,000 2,297,055 (14,590)* 211,000 2,282,465 2,493,465 467,154 3/91 3/91 5-50 Dallas II 1,627,680 230,059 3,194,199 19,301 230,059 3,213,500 3,443,559 1,099,100 10/90 3/91 7-27.5 F-113 Boston Capital Tax Credit Fund II Limited Partnership - Series 12 Schedule III - Real Estate and Accumulated Depreciation March 31, 1999 Subsequent Initial capitalized Gross amount at which cost to company costs** carried at close of period --------------- ----------- - ----------------------------- Buildings Buildings Accum. Con- Acq- Depre- Encum- and im- Improve- and im- Depre- struct uired ciation Description brances Land provements ments Land provemnts Total ciation Date Date Life - -------------------------------------------------------------------------------- - ------------------------------------------- Earlimart 1,344,577 90,000 1,711,424 827 90,000 1,712,251 1,802,251 324,768 6/91 6/91 5-50 Evanwood 755,291 36,000 929,102 456 32,400 929,558 961,958 194,269 5/91 6/91 5-27.5 Fort Smith 968,663 87,500 2,089,062 0 87,500 2,089,062 2,176,562 429,059 8/94 9/93 7-27.5 Frank- lin II 1,485,229 50,000 1,864,100 6,949 50,000 1,871,049 1,921,049 606,658 11/90 4/91 7-27.5 Franklin House 301,027 1,000 812,706 2,742 1,000 815,448 816,448 235,313 1/88 5/93 5-27.5 Hamilton Village 569,055 18,943 368,532 344,202 18,943 712,734 731,677 195,607 3/92 10/91 5-27.5 Hunters Park 1,409,026 92,750 1,650,083 15,431 92,750 1,665,514 1,758,264 286,956 4/91 5/91 5-27.5 Ivan Woods 2,159,896 275,000 4,347,328 26,327 275,000 4,373,655 4,648,655 1,446,058 4/91 2/91 5-27.5 Jesup 624,741 19,375 427,265 382,416 19,375 809,681 829,056 224,728 7/92 12/91 5-27.5 F-114 Boston Capital Tax Credit Fund II Limited Partnership - Series 12 Schedule III - Real Estate and Accumulated Depreciation March 31, 1999 Subsequent Initial capitalized Gross amount at which cost to company costs** carried at close of period --------------- ----------- - ----------------------------- Buildings Buildings Accum. Con- Acq- Depre- Encum- and im- Improve- and im- Depre- struct uired ciation Description brances Land provements ments Land provemnts Total ciation Date Date Life - -------------------------------------------------------------------------------- - ------------------------------------------- Lakeridge 915,854 34,832 1,103,517 7,461 34,832 1,110,978 1,145,810 329,011 4/91 3/91 5-50 Laurel Village 661,420 15,145 256,421 569,407 15,145 825,828 840,973 221,578 5/92 10/91 5-27.5 Los Caballos 766,019 53,886 1,006,731 1,700 26,943 1,008,431 1,035,374 203,518 8/91 7/91 5-27.5 Marlboro 835,337 26,176 1,032,404 14,417 26,176 1,046,821 1,072,997 349,510 2/91 3/91 5-27.5 Melvilles 892,136 18,500 1,103,074 38,605 18,500 1,141,679 1,160,179 213,428 10/91 7/91 5-27.5 Nanty Glo 1,474,229 35,000 1,869,757 31,551 35,000 1,901,308 1,936,308 483,288 7/91 6/91 7-40 Newnan II 1,941,612 92,706 3,868,800 19,140 92,706 3,887,940 3,980,646 1,336,229 10/90 3/91 7-27.5 Nye County 1,363,365 60,000 1,694,731 5,023 60,000 1,699,754 1,759,754 548,610 4/91 5/91 5-27.5 Oakleigh 913,131 57,500 553,121 565,767 57,500 1,118,888 1,176,388 201,254 3/92 8/91 7-40 Oakwood 908,981 52,000 782,736 346,634 52,000 1,129,370 1,181,370 204,988 1/92 8/91 7-40 Parkwood 3,009,245 316,667 4,358,381 10,684 316,667 4,369,065 4,685,732 1,364,709 5/91 3/91 5-27.5 F-115 Boston Capital Tax Credit Fund II Limited Partnership - Series 12 Schedule III - Real Estate and Accumulated Depreciation March 31, 1999 Subsequent Initial capitalized Gross amount at which cost to company costs** carried at close of period --------------- ----------- - ----------------------------- Buildings Buildings Accum. Con- Acq- Depre- Encum- and im- Improve- and im- Depre- struct uired ciation Description brances Land provements ments Land provemnts Total ciation Date Date Life - -------------------------------------------------------------------------------- - ------------------------------------------- Portales Estates 1,438,457 66,500 1,777,470 9,543 66,500 1,787,013 1,853,513 589,232 7/91 7/91 5-27.5 Prairie West 515,000 65,000 983,964 3,798 73,306 987,762 1,061,068 320,563 9/95 3/91 5-27.5 Ridgeway Court 892,666 48,500 1,039,377 21,716 48,500 1,061,093 1,109,593 313,569 1/91 4/91 5-27.5 River Reach 1,364,887 118,750 1,656,515 6,732 118,750 1,663,247 1,781,997 507,854 5/91 5/91 7-27.5 Rockmoor 437,364 30,000 521,541 45,213 30,000 566,754 596,754 95,096 3/91 5/91 5-27.5 RPI #22 567,860 0 1,177,719 16,447 0 1,194,166 1,194,166 334,269 7/91 6/91 7-27.5 Scott City 598,231 13,000 764,225 (285) 13,000 763,940 776,940 153,556 11/91 6/91 5-27.5 Shawnee Ridge 666,743 53,650 801,129 8,388 53,650 809,517 863,167 153,163 5/91 5/91 5-27.5 Spring- field 3,792,526 775,955 9,620,653 32,450 775,955 9,653,103 10,429,058 2,629,785 6/91 7/91 5-27.5 Stonegate Manor 1,008,896 76,000 1,265,168 6,097 76,000 1,271,265 1,347,265 404,062 12/90 5/91 7-27.5 F-116 Boston Capital Tax Credit Fund II Limited Partnership - Series 12 Schedule III - Real Estate and Accumulated Depreciation March 31, 1999 Subsequent Initial capitalized Gross amount at which cost to company costs** carried at close of period --------------- ----------- - ----------------------------- Buildings Buildings Accum. Con- Acq- Depre- Encum- and im- Improve- and im- Depre- struct uired ciation Description brances Land provements ments Land provemnts Total ciation Date Date Life - -------------------------------------------------------------------------------- - -------------------------------------------- Turner Lane 720,810 31,530 882,974 2,172 31,530 885,146 916,676 267,292 7/91 5/91 7-27.5 Union Baptist 481,374 0 1,151,557 22,082 0 1,173,639 1,173,639 267,814 4/91 5/91 5-27.5 Villas of Lakeridge 531,567 47,952 605,356 809 47,952 606,165 654,117 179,492 3/91 3/91 5-27.5 Waynesboro 1,369,897 50,000 1,455,507 1,074 50,000 1,456,581 1,506,581 445,233 1/91 4/91 5-27.5 Windsor II 730,361 51,178 887,455 12,163 51,178 899,618 950,796 299,450 11/90 4/91 7-27.5 Woodcrest 710,050 42,000 883,702 12,033 42,000 895,735 937,735 168,605 11/91 6/91 7-40 Woodside 1,154,305 19,383 1,378,829 2,231 19,383 1,381,060 1,400,443 480,310 3/91 4/91 5-40 ---------- --------- ---------- ---------- ---------- ----------- - ----------- --------- 66,652,443 4,852,412 90,653,822 21,114,446 4,814,335 111,768,268 116,582,603 27,687,644 ========== ========= ========== ========== ========= =========== =========== ========== Since the Operating Partnerships maintain a calendar year end, the information reported on this schedule is as of December 31, 1998 *Decrease due to a reallocation of acquisition costs. **There were no carrying costs as of December 31, 1998 The column has been ommitted for presentation purposes.
F-117 Notes to Schedule III Boston Capital Tax Credit Fund II Limited Partnership - Series 12 Reconciliation of Land, Building & Improvements current year changes Balance at beginning of period-04/01/92..........................$ 79,690,665 Additions during period: Acquisitions through foreclosure..................$ 0 Other acquisitions................................ 9,428,122 Improvements, etc................................. 7,164,766 Other............................................. 0 ---------- $ 16,592,888 Deductions during period: Cost of real estate sold..........................$ 0 Other............................................. 0 ---------- $ 0 ----------- Balance at close of period - 03/31/93............................$ 96,283,553 Additions during period: Acquisitions through foreclosure..................$ 0 Other acquisitions................................ 901,206 Improvements, etc................................. 16,586,367 Other............................................. 0 ---------- $ 17,487,573 Deductions during period: Cost of real estate sold..........................$ 0 Other............................................. 0 ---------- $ 0 ----------- Balance at close of period - 03/31/94............................$113,771,126 Additions during period: Acquisitions through foreclosure..................$ 0 Other acquisitions................................ 0 Improvements, etc................................. 2,226,528 Other............................................. 0 ---------- $ 2,226,528 Deductions during period: Cost of real estate sold..........................$ 0 Other............................................. 0 ---------- $ 0 ----------- Balance at close of period - 03/31/95............................$115,997,654 F-118 Notes to Schedule III Boston Capital Tax Credit Fund II Limited Partnership - Series 12 Reconciliation of Land, Building & Improvements current year changes - continued Balance at close of period - 03/31/95..........................$115,997,654 Additions during period: Acquisitions through foreclosure...............$ 0 Other acquisitions............................. 0 Improvements, etc.............................. 231,724 Other.......................................... 0 ----------- $ 231,724 Deductions during period: Cost of real estate sold.......................$ 0 Other.......................................... 0 ----------- $ 0 - ----------- Balance at close of period - 03/31/96..........................$116,229,378 Additions during period: Acquisitions through foreclosure...............$ 0 Other acquisitions............................. 0 Improvements, etc.............................. 67,052 Other.......................................... 0 ----------- $ 67,052 Deductions during period: Cost of real estate sold.......................$ 0 Other.......................................... 0 ----------- $ 0 - ----------- Balance at close of period - 03/31/97..........................$116,296,430 Additions during period: Acquisitions through foreclosure...............$ 0 Other acquisitions............................. 0 Improvements, etc.............................. 141,479 Other.......................................... 0 ----------- $ 141,479 Deductions during period: Cost of real estate sold.......................$ 0 Other.......................................... 0 ----------- $ 0 - ----------- Balance at close of period - 03/31/98..........................$116,437,909 F-119 Notes to Schedule III Boston Capital Tax Credit Fund II Limited Partnership - Series 12 Reconciliation of Land, Building & Improvements current year changes - continued Balance at close of period - 03/31/98..........................$116,437,909 Additions during period: Acquisitions through foreclosure...............$ 0 Other acquisitions............................. 0 Improvements, etc.............................. 144,694 Other.......................................... 0 ----------- $ 144,694 Deductions during period: Cost of real estate sold.......................$ 0 Other.......................................... 0 ----------- $ 0 - ----------- Balance at close of period - 03/31/99..........................$116,582,603 =========== F-120 Notes to Schedule III Boston Capital Tax Credit Fund II Limited Partnership - Series 12 Reconciliation of Accumulated Depreciation current year changes Balance at beginning of period - 04/01/92.......................$ 2,036,741 Current year expense................................$3,141,623 --------- Balance at close of period - 3/31/93............................$ 5,178,364 Current year expense................................$3,409,630 --------- Balance at close of period - 3/31/94............................$ 8,587,994 Current year expense................................$4,171,394 --------- Balance at close of period - 3/31/95............................$12,759,388 Current year expense................................$4,116,629 --------- Balance at close of period - 3/31/96............................$16,876,017 Current year expense................................$3,687,191 --------- Balance at close of period - 3/31/97............................$20,563,208 Current year expense................................$3,611,359 --------- Balance at close of period - 3/31/98............................$24,174,567 Current year expense................................$3,513,077 --------- Balance at close of period - 3/31/99............................$27,687,644 ========== F-121 Boston Capital Tax Credit Fund II Limited Partnership - Series 14 Schedule III - Real Estate and Accumulated Depreciation March 31, 1999 Subsequent Initial capitalized Gross amount at which cost to company costs** carried at close of period --------------- ----------- - ----------------------------- Buildings Buildings Accum. Con- Acq- Depre- Descrip- Encum- and im- Improve- and im- Depre- struct uired ciation tion brances Land provements ments Land provements Total ciation Date Date Life - -------------------------------------------------------------------------------- - --------------------------------------------- Ada Vil 1,043,226 125,997 1,201,080 0 125,997 1,201,080 1,327,077 235,747 11/93 1/93 5-30 Amherst 1,598,158 60,000 1,920,734 1,445 60,000 1,922,179 1,982,179 532,225 1/92 1/92 7-27.5 Beckwood Manor 1,267,884 35,000 1,569,743 38,578 35,000 1,608,321 1,643,321 435,020 10/92 5/92 5-27.5 Belmont Vlg 927,572 64,312 1,073,695 6,676 64,312 1,080,371 1,144,683 212,217 12/91 1/92 7-27.5 Bethel Park 1,488,414 265,800 1,310,374 493,914 117,500 1,804,288 1,921,788 353,422 3/92 12/91 5-40 Blan- chard Senior 597,205 42,000 730,704 0 42,000 730,704 772,704 134,901 7/93 1/93 5-30 F-122 Boston Capital Tax Credit Fund II Limited Partnership - Series 14 Schedule III - Real Estate and Accumulated Depreciation March 31, 1999 Subsequent Initial capitalized Gross amount at which cost to company costs** carried at close of period --------------- ----------- - ----------------------------- Buildings Buildings Accum. Con- Acq- Depre- Descrip- Encum- and im- Improve- and im- Depre- struct uired ciation tion brances Land provements ments Land provements Total ciation Date Date Life - -------------------------------------------------------------------------------- - ------------------------------------------- Blanchard Vlg 217,381 42,000 727,225 (473,334) 23,726 253,891 277,617 56,357 7/93 1/93 5-30 Brant- wood 1,141,945 55,500 1,382,381 3,661 55,500 1,386,042 1,441,542 407,266 9/91 7/91 7-27.5 Brecken- ridge 865,139 21,500 1,181,178 1,909 21,500 1,183,087 1,204,587 242,851 3/92 1/92 7-27.5 Briar- wood II 1,490,955 90,000 1,785,580 (296,190) 90,000 1,489,390 1,579,390 414,617 4/92 2/92 7-27.5 Bridge Coali- tion 0 0 695,990 110,988 0 806,978 806,978 180,722 12/91 1/92 27.5 Buchanan 724,643 63,275 833,561 34,172 63,275 867,733 931,008 289,649 10/90 7/91 7-27.5 California Inv. V 5,492,513 401,411 10,824,261 4,504 401,411 10,828,765 11,230,176 2,685,550 03/90 8/92 7-27.5 California Inv. VII 8,863,346 820,000 9,361,922 16,792,875 803,050 26,154,797 26,957,847 4,416,742 12/93 10/92 7-27.5 Capital Hsg 1,517,825 178,000 3,131,389 69,246 178,000 3,200,635 3,378,635 899,123 1/91 8/91 7-27.5 F-123 Boston Capital Tax Credit Fund II Limited Partnership - Series 14 Schedule III - Real Estate and Accumulated Depreciation March 31, 1999 Subsequent Initial capitalized Gross amount at which cost to company costs** carried at close of period --------------- ----------- - ----------------------------- Buildings Buildings Accum. Con- Acq- Depre- Descrip- Encum- and im- Improve- and im- Depre- struct uired ciation tion brances Land provements ments Land provements Total ciation Date Date Life - -------------------------------------------------------------------------------- - ---------------------------------------------- Capitol One 693,571 35,000 883,508 470 35,000 883,978 918,978 152,755 8/95 3/95 7-27.5 Carleton Court 2,751,899 94,360 3,954,231 219,892 94,360 4,174,123 4,268,483 863,529 12/91 12/91 7-34 Carriage Run 1,323,955 83,980 1,046,960 550,232 83,980 1,597,192 1,681,172 435,502 4/92 10/91 7-27.5 Cedar- wood 1,415,635 61,698 1,477,659 231,450 61,698 1,709,109 1,770,807 281,157 1/92 10/91 7-27.5 Central Valley 1,823,519 141,353 2,170,282 0 141,353 2,170,282 2,311,635 368,190 12/91 1/92 5-50 Chapar- ral 694,967 38,972 863,939 3,510 38,972 867,449 906,421 151,547 7/91 8/91 7-50 College Green 3,767,582 225,000 6,774,847 39,768 225,000 6,814,615 7,039,615 988,319 8/95 3/95 7-27.5 Colorado City 541,707 30,000 608,138 17,461 30,000 625,599 655,599 115,693 10/91 10/91 7-40 Cotton wood 670,261 40,000 775,242 3,710 40,000 778,952 818,952 145,511 7/91 10/91 7-40 F-124 Boston Capital Tax Credit Fund II Limited Partnership - Series 14 Schedule III - Real Estate and Accumulated Depreciation March 31, 1999 Subsequent Initial capitalized Gross amount at which cost to company costs** carried at close of period --------------- ----------- - ----------------------------- Buildings Buildings Accum. Con- Acq- Depre- Descrip- Encum- and im- Improve- and im- Depre- struct uired ciation tion brances Land provements ments Land provements Total ciation Date Date Life - -------------------------------------------------------------------------------- - ---------------------------------------------- Crystal Sprgs 1,302,815 60,000 1,574,032 8,114 60,000 1,582,146 1,642,146 348,496 1/92 1/92 7-27.5 Davis Vlg 1,170,639 55,000 1,456,778 0 55,000 1,456,778 1,511,778 298,452 9/93 1/93 5-30 Derby Hsg 1,811,117 165,000 3,451,914 15,026 165,000 3,466,940 3,631,940 975,774 9/91 6/91 7-27.5 Deven- wood 872,269 76,000 1,215,772 3,979 76,000 1,219,751 1,295,751 294,260 1/93 7/92 N/A Duncan Vlg 1,141,257 83,875 1,391,226 775 83,875 1,392,001 1,475,876 273,227 11/93 1/93 5-30 Edison Village 1,197,228 46,536 1,425,180 50,796 46,536 1,475,976 1,522,512 409,598 2/92 7/91 7-27.5 Excel- sior 622,819 70,000 704,252 10,279 70,000 714,531 784,531 249,500 4/91 2/92 7-27.5 Four Oaks Hsg 892,583 48,000 1,063,004 3,228 73,083 1,066,232 1,139,315 276,422 6/92 3/92 7-27.5 F-125 Boston Capital Tax Credit Fund II Limited Partnership - Series 14 Schedule III - Real Estate and Accumulated Depreciation March 31, 1999 Subsequent Initial capitalized Gross amount at which cost to company costs** carried at close of period --------------- ----------- - ----------------------------- Buildings Buildings Accum. Con- Acq- Depre- Descrip- Encum- and im- Improve- and im- Depre- struct uired ciation tion brances Land provements ments Land provements Total ciation Date Date Life - -------------------------------------------------------------------------------- - ---------------------------------------------- Franklin Vista 927,923 49,520 1,130,261 9,495 49,520 1,139,756 1,189,276 206,836 4/92 1/92 7-27.5 Friend- ship 1,437,570 195,314 1,639,123 146,562 213,230 1,785,685 1,998,915 663,037 6/91 1/92 7-27.5 Glenhaven Park 672,431 195,000 834,120 (65,649) 195,000 768,471 963,471 190,852 6/89 1/94 7-27.5 Harrison City 1,478,824 35,521 1,792,881 8,164 35,521 1,801,045 1,836,566 477,745 9/92 7/92 7-27.5 Haven Park Part- ners II 489,784 225,000 1,045,411 0 225,000 1,045,411 1,270,411 360,685 6/89 1/94 7-27.5 Haven Park Partners III 492,324 225,000 1,177,089 0 225,000 1,177,089 1,402,089 257,601 12/89 1/94 7-27.5 Haven Park Part- ners IV 395,838 180,000 874,413 0 180,000 874,413 1,054,413 183,000 6/90 1/94 7-27.5 Hessmer 911,688 35,000 380,289 785,144 35,000 1,165,433 1,200,433 204,517 4/92 12/91 7-40 F-126 Boston Capital Tax Credit Fund II Limited Partnership - Series 14 Schedule III - Real Estate and Accumulated Depreciation March 31, 1999 Subsequent Initial capitalized Gross amount at which cost to company costs** carried at close of period --------------- ----------- - ----------------------------- Buildings Buildings Accum. Con- Acq- Depre- Descrip- Encum- and im- Improve- and im- Depre- struct uired ciation tion brances Land provements ments Land provements Total ciation Date Date Life - -------------------------------------------------------------------------------- - ---------------------------------------------- Hillmont Village 883,938 38,000 911,697 160,272 38,000 1,071,969 1,109,969 299,987 1/92 9/91 7-27.5 Hughes Springs 786,964 35,000 947,230 0 35,000 947,230 982,230 173,671 8/91 10/91 7-40 Hunters Run 1,444,807 120,000 1,169,479 537,695 120,000 1,707,174 1,827,174 478,248 2/92 12/91 7-27.5 Indepen- dence 1,083,586 103,901 1,237,331 14,402 103,901 1,251,733 1,355,634 375,293 6/91 8/91 7-27.5 Jarratt 831,759 55,926 1,028,925 (67,608) 55,926 961,317 1,017,243 271,503 12/91 10/91 7-27.5 Kilmar- nock 763,786 44,000 969,309 0 44,000 969,309 1,013,309 301,254 4/91 7/91 7-27.5 King Fisher 168,574 21,000 198,768 0 21,000 198,768 219,768 41,781 12/93 1/93 5-30 La Gama Del Bario 670,048 110,000 1,020,084 46,465 110,000 1,066,549 1,176,549 243,325 8/92 6/92 7-27.5 F-127 Boston Capital Tax Credit Fund II Limited Partnership - Series 14 Schedule III - Real Estate and Accumulated Depreciation March 31, 1999 Subsequent Initial capitalized Gross amount at which cost to company costs** carried at close of period --------------- ----------- - ----------------------------- Buildings Buildings Accum. Con- Acq- Depre- Descrip- Encum- and im- Improve- and im- Depre- struct uired ciation tion brances Land provements ments Land provements Total ciation Date Date Life - -------------------------------------------------------------------------------- - --------------------------------------------- Lake Isa- bella 1,991,729 360,000 2,036,815 229,471 360,000 2,266,286 2,626,286 387,959 1/92 9/91 5-50 Lakeview Meadows 1,564,909 99,580 2,665,491 16,489 99,580 2,681,980 2,781,560 796,359 6/92 1/92 12-40 Lakewood Terr 3,805,716 124,707 2,257,609 4,423,993 124,707 6,681,602 6,806,309 1,668,727 8/89 11/93 5-27.5 Lexington Park 4,832,613 500,000 7,754,757 109,722 500,000 7,864,479 8,364,479 1,329,402 12/93 11/91 7-27.5 Lexington Vlg 210,193 23,814 246,703 0 23,814 246,703 270,517 53,694 11/93 1/93 5-30 Lonaconing1,483,375 113,305 181,203 1,558,889 113,305 1,740,092 1,853,397 310,845 9/92 12/91 5-27.5 Louis Assocs. 819,826 13,720 1,038,651 6,116 13,720 1,044,767 1,058,487 248,403 1/92 3/92 7-27.5 Maidu 2,126,654 56,500 5,108,838 87,557 56,500 5,196,395 5,252,895 1,511,294 12/91 1/92 7-27.5 Marion Mnr 1,004,616 50,000 1,237,671 16,010 50,000 1,253,681 1,303,681 208,315 6/92 2/92 7-27.5 F-128 Boston Capital Tax Credit Fund II Limited Partnership - Series 14 Schedule III - Real Estate and Accumulated Depreciation March 31, 1999 Subsequent Initial capitalized Gross amount at which cost to company costs** carried at close of period --------------- ----------- - ----------------------------- Buildings Buildings Accum. Con- Acq- Depre- Descrip- Encum- and im- Improve- and im- Depre- struct uired ciation tion brances Land provements ments Land provements Total ciation Date Date Life - -------------------------------------------------------------------------------- - ---------------------------------------------- Maysville Vlg 218,254 25,920 255,681 0 25,920 255,681 281,601 55,906 10/93 1/93 5-30 McComb Fam 1,003,822 30,000 1,226,748 27,299 30,000 1,254,047 1,284,047 306,080 10/91 10/91 7-27.5 Mon- tague 1,139,199 0 1,493,360 100,912 22,223 1,594,272 1,616,495 399,331 12/91 12/91 5-30 Navapai 882,079 53,480 1,073,287 25,572 53,480 1,098,859 1,152,339 216,908 4/91 6/91 7-50 Nevada City 3,543,553 492,000 3,954,179 130,975 492,000 4,085,154 4,577,154 661,185 10/91 1/91 5-27.5 New River 1,483,320 46,400 1,279,522 519,597 46,400 1,799,119 1,845,519 339,805 2/92 8/91 7-27.5 Newel- lton 943,650 57,600 1,161,263 11,248 57,600 1,172,511 1,230,111 206,830 4/92 2/92 7-40 Oakland Vlg 852,219 38,400 1,021,589 2,502 58,014 1,024,091 1,082,105 255,617 8/92 5/92 7-27.5 F-129 Boston Capital Tax Credit Fund II Limited Partnership - Series 14 Schedule III - Real Estate and Accumulated Depreciation March 31, 1999 Subsequent Initial capitalized Gross amount at which cost to company costs** carried at close of period --------------- ----------- - ----------------------------- Buildings Buildings Accum. Con- Acq- Depre- Descrip- Encum- and im- Improve- and im- Depre- struct uired ciation tion brances Land provements ments Land provements Total ciation Date Date Life - -------------------------------------------------------------------------------- - --------------------------------------------- Okemah Vlg 692,828 27,752 872,256 0 27,752 872,256 900,008 180,540 5/93 1/93 7-27.5 One North- ridge 1,678,920 190,000 3,051,424 59,364 190,000 3,110,788 3,300,788 699,517 2/92 1/92 7-27.5 Park- wood 3,009,245 316,667 4,358,381 10,684 316,667 4,369,065 4,685,732 1,364,709 5/91 10/91 7-27.5 Pine- ridge 988,253 31,500 494,515 715,923 31,500 1,210,438 1,241,938 188,054 3/92 10/91 7-27.5 Pittsfield Park 1,045,595 204,900 781,557 568,180 58,000 1,349,737 1,407,737 288,805 6/92 12/91 5-30 Planta- tion IV 1,418,832 77,000 1,697,631 22,624 77,000 1,720,255 1,797,255 498,071 11/91 12/91 7-27.5 Portville Square 920,659 66,206 1,068,007 29,836 66,206 1,097,843 1,164,049 209,359 3/92 3/92 7-27.5 Prague Vlg 117,445 10,500 157,060 0 10,500 157,060 167,560 36,430 3/93 1/93 7-27.5 F-130 Boston Capital Tax Credit Fund II Limited Partnership - Series 14 Schedule III - Real Estate and Accumulated Depreciation March 31, 1999 Subsequent Initial capitalized Gross amount at which cost to company costs** carried at close of period --------------- ----------- - ----------------------------- Buildings Buildings Accum. Con- Acq- Depre- Descrip- Encum- and im- Improve- and im- Depre- struct uired ciation tion brances Land provements ments Land provements Total ciation Date Date Life - -------------------------------------------------------------------------------- - --------------------------------------------- Rainer Manor 2,665,216 521,000 5,852,852 43,945 521,000 5,896,797 6,417,797 1,014,139 1/93 3/92 7-27.5 Rosen- berg 1,811,122 452,000 10,701,246 (8,509,166) 415,000 2,192,080 2,607,080 125,939 1/92 12/91 7-27.5 Rosewood Manor 1,437,558 175,000 1,605,480 10,249 175,000 1,615,729 1,790,729 462,466 11/91 12/91 7-27.5 San Jacinto 2,369,914 288,000 2,694,130 105,463 288,000 2,799,593 3,087,593 514,110 10/91 1/92 5-50 Schroon Lake 1,081,358 78,000 1,318,831 (5,986) 78,000 1,312,845 1,390,845 340,336 1/92 11/91 5-50 Scott Part- ners 1,107,000 60,000 1,171,445 557,281 60,000 1,728,726 1,788,726 351,764 11/91 10/91 7-27.5 Sioux Falls 1,061,732 82,406 2,233,596 53 82,406 2,233,649 2,316,055 644,555 10/91 11/91 7-27.5 F-131 Boston Capital Tax Credit Fund II Limited Partnership - Series 14 Schedule III - Real Estate and Accumulated Depreciation March 31, 1999 Subsequent Initial capitalized Gross amount at which cost to company costs** carried at close of period --------------- ----------- - ----------------------------- Buildings Buildings Accum. Con- Acq- Depre- Descrip- Encum- and im- Improve- and im- Depre- struct uired ciation tion brances Land provements ments Land provements Total ciation Date Date Life - -------------------------------------------------------------------------------- - --------------------------------------------- Smith- ville 1,243,871 79,790 1,465,210 27,729 79,790 1,492,939 1,572,729 522,219 5/91 2/92 7-27.5 South Fulton 663,961 34,000 794,896 5,885 34,000 800,781 834,781 199,233 8/91 10/91 7-27.5 Standard- ville 585,373 29,500 691,006 0 29,500 691,006 720,506 150,511 11/91 4/92 5-40 St. Barnabas 1,205,346 43,335 1,520,445 2,648 43,335 1,523,093 1,566,428 244,274 12/91 10/91 7-27.5 Summerlane 860,017 48,700 1,010,651 3,038 48,700 1,013,689 1,062,389 291,914 11/91 7/91 7-27.5 Tionesta Manor 1,428,005 229,850 1,666,675 21,528 229,850 1,688,203 1,918,053 510,626 1/92 2/92 7-27.5 Titus- ville 1,239,424 85,280 1,235,975 243,578 85,280 1,479,553 1,564,833 413,541 1/92 12/91 7-27.5 Toano III 709,214 56,266 874,381 2,610 56,266 876,991 933,257 273,525 7/91 7/91 7-27.5 Topsham 1,127,238 135,552 1,458,644 8,017 135,552 1,466,661 1,602,213 263,668 8/92 11/91 10-40 F-132 Boston Capital Tax Credit Fund II Limited Partnership - Series 14 Schedule III - Real Estate and Accumulated Depreciation March 31, 1999 Subsequent Initial capitalized Gross amount at which cost to company costs** carried at close of period --------------- ----------- - ----------------------------- Buildings Buildings Accum. Con- Acq- Depre- Descrip- Encum- and im- Improve- and im- Depre- struct uired ciation tion brances Land provements ments Land provements Total ciation Date Date Life - -------------------------------------------------------------------------------- - --------------------------------------------- Townview 1,378,459 87,238 1,713,135 22,494 87,238 1,735,629 1,822,867 355,722 10/91 9/91 5-27.5 Tyrone Hsg 1,483,059 138,700 1,850,252 42,672 49,050 1,892,924 1,941,974 361,160 1/92 12/91 5-40 Vic- toria 1,395,267 12,500 1,733,581 0 12,500 1,733,581 1,746,081 461,551 6/92 1/92 5-27.5 Village Terrace 713,442 63,000 1,529,691 800 63,000 1,530,491 1,593,491 440,475 9/91 5/92 5-40 Washing- ton 1,182,736 72,396 1,494,696 2,410 72,396 1,497,106 1,569,502 437,317 8/91 7/91 7-27 Wesley Vlg 1,312,892 44,750 347,831 1,253,193 44,750 1,601,024 1,645,774 302,756 6/92 10/91 5-27.5 Wild- wood 1,263,034 94,949 1,498,290 8,152 94,949 1,506,442 1,601,391 326,288 10/91 10/91 5-40 Woodfield Commons 769,490 66,533 2,478,583 129,178 66,533 2,607,761 2,674,294 525,802 6/91 9/91 12-40 Wood- side 1,212,032 44,000 1,472,335 9,013 44,000 1,481,348 1,525,348 429,583 10/91 11/91 7-27.5 F-133 Boston Capital Tax Credit Fund II Limited Partnership - Series 14 Schedule III - Real Estate and Accumulated Depreciation March 31, 1999 Subsequent Initial capitalized Gross amount at which cost to company costs** carried at close of period --------------- ----------- - ----------------------------- Buildings Buildings Accum. Con- Acq- Depre- Descrip- Encum- and im- Improve- and im- Depre- struct uired ciation tion brances Land provements ments Land provements Total ciation Date Date Life - -------------------------------------------------------------------------------- - ------------------------------------------- Wynnewood Vlg 402,568 41,987 521,591 0 41,987 521,591 563,578 111,441 11/93 1/93 5-27.5 York- shire 923,180 29,265 1,079,451 29,983 29,265 1,109,434 1,138,699 328,244 9/91 8/91 5-27.5 Zin- master 1,835,021 100,000 3,307,709 13,873 100,000 3,321,582 3,421,582 1,360,493 1/88 1/95 7-27.5 ----------- ---------- ----------- ---------- ---------- ----------- - ----------- ---------- 135,614,906 11,491,699 186,719,997 22,223,679 11,119,461 208,943,676 220,063,137 47,039,473 =========== ========== =========== ========== ========== =========== =========== ========== Since the Operating Partnerships maintain a calendar year end, the information on this schedule is as of December 31, 1998. * - Reduction due to reduced development fee, which reduced the property basis. ***There were no carrying costs as of December 31, 1998. The column has been omitted for presentation purposes.
F-134 Notes to Schedule III Boston Capital Tax Credit Fund II Limited Partnership - Series 14 Reconciliation of Land, Building & Improvements current year changes Balance at beginning of period-04/01/92..........................$ 81,648,074 Additions during period: Acquisitions through foreclosure..................$ 0 Other acquisitions................................ 80,920,213 Improvements, etc................................. 5,161,569 Other............................................. 0 ---------- $ 86,081,782 Deductions during period: Cost of real estate sold..........................$ 0 Other............................................. 0 ---------- $ 0 ----------- Balance at close of period - 03/31/93............................$167,729,856 Additions during period: Acquisitions through foreclosure..................$ 0 Other acquisitions................................ 2,382,316 Improvements, etc................................. 38,261,558 Other............................................. 0 ---------- $ 40,643,874 Deductions during period: Cost of real estate sold..........................$ 0 Other............................................. 0 ---------- $ 0 ----------- Balance at close of period - 03/31/94............................$208,373,730 Additions during period: Acquisitions through foreclosure..................$ 0 Other acquisitions................................ 4,756,033 Improvements, etc................................. 4,399,236 Other............................................. 0 ---------- $ 9,155,269 Deductions during period: Cost of real estate sold..........................$ 0 Other............................................. 0 ---------- $ 0 ----------- Balance at close of period - 03/31/95............................$217,528,999 F-135 Notes to Schedule III-Continued Boston Capital Tax Credit Fund II Limited Partnership - Series 14 Reconciliation of Land, Building & Improvements current year changes-Continued Balance at close of period - 03/31/95..........................$217,528,999 Additions during period: Acquisitions through foreclosure...............$ 0 Other acquisitions............................. 0 Improvements, etc.............................. 11,627,996 Other.......................................... 0 ----------- $ 11,627,996 Deductions during period: Cost of real estate sold.......................$ 0 Other.......................................... (299,900) ----------- $ (299,900) ----------- Balance at close of period - 03/31/96..........................$228,857,095 Additions during period: Acquisitions through foreclosure...............$ 0 Other acquisitions............................. 0 Improvements, etc.............................. 0 Other.......................................... 0 ----------- $ 0 Deductions during period: Cost of real estate sold.......................$ 0 Other.......................................... (9,932,304) ----------- $ (9,932,304) ----------- Balance at close of period - 03/31/97..........................$218,924,791 Additions during period: Acquisitions through foreclosure...............$ 0 Other acquisitions............................. 0 Improvements, etc.............................. 369,722 Other.......................................... 0 ----------- $ 369,722 Deductions during period: Cost of real estate sold.......................$ 0 Other.......................................... 0 ----------- $ 0 ----------- Balance at close of period - 03/31/98..........................$219,294,513 F-136 Notes to Schedule III-Continued Boston Capital Tax Credit Fund II Limited Partnership - Series 14 Reconciliation of Land, Building & Improvements current year changes-Continued Balance at close of period - 03/31/98..........................$219,294,513 Additions during period: Acquisitions through foreclosure...............$ 0 Other acquisitions............................. 0 Improvements, etc.............................. 768,624 Other.......................................... 0 ----------- $ 768,624 Deductions during period: Cost of real estate sold.......................$ 0 Other.......................................... 0 ----------- $ 0 - ----------- Balance at close of period - 03/31/99..........................$220,063,137 =========== F-137 Notes to Schedule III - Continued Boston Capital Tax Credit Fund II Limited Partnership - Series 14 Reconciliation of Accumulated Depreciation current year changes Balance at beginning of period - 04/01/92.........................$ 659,075 Current year expense..................................$5,383,385 - --------- Balance at close of period - 3/31/93..............................$ 6,042,460 Current year expense..................................$6,562,213 - --------- Balance at close of period - 3/31/94..............................$12,604,673 Current year expense..................................$7,623,477 - --------- Balance at close of period - 3/31/95..............................$20,228,150 Current year expense..................................$8,161,751 - --------- Balance at close of period - 3/31/96..............................$28,389,901 Current year expense..................................$5,335,897 - --------- Balance at close of period - 3/31/97..............................$33,725,798 Current year expense..................................$6,688,907 - --------- Balance at close of period - 3/31/98..............................$40,414,705 Current year expense.................................. $6,624,768 - --------- Balance at close of period - 3/31/99..............................$47,039,473 ========== F-138 EX-27 2
CT 0000853566 BOSTON CAPITAL TAX CREDIT FUND II 12-MOS MAR-31-1999 APR-01-1998 MAR-31-1999 56,648,106 0 0 0 0 56,648,106 110,392 0 (10,675,971) 0 0 0 (10,565,579) 0 0
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