Associated Planners Realty Fund 10-Q 2002 Q3 Quarterly report

FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

(Mark One)

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended   September 30, 2002

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 0-16805 

ASSOCIATED PLANNERS REALTY FUND

(Exact name of registrant as specified in its charter)

CALIFORNIA	95-4036980
(State or other Jurisdiction of	(I.R.S. Employer
incorporation or organization)	Identification No.)

5933 W. CENTURY BLVD., SUITE 900
LOS ANGELES, CALIFORNIA 90045

(Address of principal executive offices)
(Zip Code)

(310) 670-0800

(Registrant’s telephone number, including area code)

(Former name, former address and former fiscal year,
if changed since last report)

     Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.   Yes  [X]       No  [   ]

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TABLE OF CONTENTS

		STATEMENT OF NET ASSETS IN LIQUIDATION AND PARTNERS’ EQUITY
		BALANCE SHEET
		STATEMENTS OF CHANGES IN NET ASSETS IN LIQUIDATION
		STATEMENTS OF INCOME
		STATEMENT OF PARTNERS’ EQUITY
		STATEMENT OF CASH FLOWS
		SUMMARY OF ACCOUNTING POLICIES
		NOTES TO FINANCIAL STATEMENTS
	ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
	ITEM 4. CONTROLS AND PROCEDURES
PART II OTHER INFORMATION
	ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
SIGNATURES
CERTIFICATIONS
Exhibit 99.1
Exhibit 99.2

ASSOCIATED PLANNERS REALTY FUND

INDEX

		PAGE NO.
PART I — FINANCIAL INFORMATION
Item 1.	Financial Statements
	Statement of Net Assets in Liquidation and Partners’ Equity — September 30, 2002		3
	Balance Sheet — December 31, 2001		4
	Statements of Changes in Net Assets in Liquidation — For the Three and Six Months Ended September 30, 2002		5
	Statements of Income — Three and Nine Months Ended September 30, 2001		6
	Statement of Partners’ Equity — Nine Months Ended September 30, 2001		7
	Statement of Cash Flow — Nine Months Ended September 30, 2001		8
	Summary of Accounting Policies		9
	Notes to Financial Statements		11
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations		14
Item 4.	Controls and Procedures		16
PART II — OTHER INFORMATION
Item 6.	Exhibits and Reports on Form 8-K		17
	Signatures		18
	Certifications		19

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ASSOCIATED PLANNERS REALTY FUND
(A CALIFORNIA LIMITED PARTNERSHIP)

STATEMENT OF NET ASSETS IN LIQUIDATION
AND PARTNERS’ EQUITY

		September 30, 2002
		(Unaudited)
ASSETS
Cash and cash equivalents		$	268,132
Note receivable (Notes 3 and 6)			1,529,522
TOTAL ASSETS IN LIQUIDATION			1,797,654
LIABILITIES
Accounts payable			24,388
Related party (Note 4(d))			2,000
TOTAL LIABILITIES IN LIQUIDATION			26,388
NET ASSETS IN LIQUIDATION		$	1,771,266
PARTNERS’ EQUITY
Limited partners:
	$1,000 stated value per unit — authorized 7,500 units; issued and outstanding 7,499	$	1,656,974
General partner			114,292
TOTAL PARTNERS’ EQUITY		$	1,771,266

See accompanying notes to financial statements

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ASSOCIATED PLANNERS REALTY FUND
(A CALIFORNIA LIMITED PARTNERSHIP)

BALANCE SHEET

				December 31, 2001
				(Audited)
ASSETS
	Rental real estate held for sale, less accumulated depreciation (Note 2)			$	2,301,524
	Cash and cash equivalents				257,554
	Note receivable (Note 3)				1,602,848
	Other assets				21,443
TOTAL ASSETS				$	4,183,369
LIABILITIES AND PARTNERS’ EQUITY
LIABILITIES
	Accounts payable:
			Trade	$	30,000
			Related party (Note 4(d))		2,196
	Note payable				1,328,780
	Security deposits and prepaid rent				12,399
	Other liabilities				11,755
TOTAL LIABILITIES					1,385,130
PARTNERS’ EQUITY
	Limited partners:
		$1,000 stated value per unit — authorized 7,500 units; issued and outstanding 7,499			2,643,243
	General partner				154,996
TOTAL PARTNERS’ EQUITY					2,798,239
TOTAL LIABILITIES AND PARTNERS’ EQUITY				$	4,183,369

See accompanying notes to financial statements.

4

ASSOCIATED PLANNERS REALTY FUND
(A CALIFORNIA LIMITED PARTNERSHIP)

STATEMENTS OF CHANGES IN NET ASSETS IN LIQUIDATION
FOR THE THREE AND SIX MONTHS ENDED SEPTEMBER 30, 2002
(UNAUDITED)

	Three Months		Six Months
	Ended		Ended
	September 30, 2002		September 30, 2002
	(Unaudited)		(Unaudited)
Interest income	$	24,105	$	49,947
General and administrative expenses		18,607		42,748
Net income for the period		5,498		7,199
Net assets at beginning of period		1,830,766		2,818,933
Less: Distributions		64,998		1,054,866
Net assets at September 30, 2002	$	1,771,266	$	1,771,266

See accompanying notes to financial statements.

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ASSOCIATED PLANNERS REALTY FUND
(A CALIFORNIA LIMITED PARTNERSHIP)

STATEMENTS OF INCOME

		Three Months		Nine Months
		Ended		Ended
		September 30, 2001		September 30, 2001
		(Unaudited)		(Unaudited)
REVENUES
	Rental (Note 2)	$	88,087	$	268,539
	Interest		25,968		78,407
			114,055		346,946
COSTS AND EXPENSES
	Operating		6,177		23,437
	Property taxes		5,817		17,410
	Property management fees (Note 4(c))		4,251		13,005
	General and administrative		18,814		57,371
	Depreciation		17,406		52,218
	Interest expense		30,544		92,314
			83,009		255,755
NET INCOME		$	31,046	$	91,191
NET INCOME PER LIMITED PARTNERSHIP UNIT(Note 5)		$	3.52	$	10.32

See accompanying notes to financial statements.

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ASSOCIATED PLANNERS REALTY FUND
(A CALIFORNIA LIMITED PARTNERSHIP)

STATEMENT OF PARTNERS’ EQUITY

NINE MONTHS ENDED SEPTEMBER 30, 2001
(UNAUDITED)

						Limited Partners			General
	Total			Units		Amount			Partner
BALANCE AT DECEMBER 31, 2000	$	2,755,861			7,499	$	2,618,867		$	136,994
Net income		91,191			—		77,373			13,818
Distributions to limited partners		(74,990	)		—		(74,990	)		—
BALANCE AT SEPTEMBER 30, 2001	$	2,772,062			7,499	$	2,621,250		$	150,812

 

 

 

 

 

 

See accompanying notes to financial statements.

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ASSOCIATED PLANNERS REALTY FUND
(A CALIFORNIA LIMITED PARTNERSHIP)

STATEMENT OF CASH FLOWS

			Nine Months
			Ended
			September 30, 2001
			(Unaudited)
INCREASE IN CASH AND CASH EQUIVALENTS
CASH FLOW FROM OPERATING ACTIVITIES:
Net income			$	91,191
Adjustments to reconcile net income to net cash provided by operating activities:
	Depreciation			52,218
Increase (decrease) from changes in:
	Other assets			(15,682	)
	Accounts payable			1,705
	Security deposits and prepaid rent			2,379
	Other liabilities			5,583
NET CASH PROVIDED BY OPERATING ACTIVITIES				137,394
CASH FLOWS PROVIDED BY INVESTING ACTIVITIES:
		Principal payments from notes receivable		69,067
NET CASH PROVIDED BY INVESTING ACTIVITIES				69,067
CASH FLOWS USED IN FINANCING ACTIVITIES:
	Repayment of note payable			(29,797	)
	Distributions to limited partners			(74,990	)
NET CASH USED IN FINANCING ACTIVITIES				(104,787	)
NET INCREASE IN CASH AND CASH EQUIVALENTS				101,674
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD				113,192
CASH AND CASH EQUIVALENTS AT END OF PERIOD			$	214,866
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
	Cash paid during the period for interest		$	92,540

See accompanying notes to financial statements.

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ASSOCIATED PLANNERS REALTY FUND
(A CALIFORNIA LIMITED PARTNERSHIP)

SUMMARY OF ACCOUNTING POLICIES

BUSINESS

Associated Planners Realty Fund (the “Partnership”), a California limited partnership, was formed on November 19, 1985 under the Revised Limited Partnership Act of the State of California. The Partnership was formed to acquire income-producing real property throughout the United States with an emphasis on properties located in California and the southwestern states. The Partnership purchased these properties on an all cash basis or on a moderately leveraged basis and intended on owning and operating such properties for investment over an anticipated holding period of approximately five to ten years.

BASIS OF PRESENTATION

In connection with the sale of the Partnership’s last property, the Partnership adopted the liquidation basis of accounting effective March 31, 2002. Under this basis of accounting assets and liabilities are stated at their estimated net realizable value.

The financial statements do not give effect to any assets that the partners may have outside of their interest in the partnership, nor to any personal obligations, including income taxes, of the partners.

STATEMENT OF CASH FLOWS

For the purposes of the statement of cash flows, the Partnership considers cash in the bank and all highly liquid investments purchased with original maturities of three months or less, to be cash and cash equivalents.

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 revenues and expenses during the reporting period. Actual results could differ from those estimates.

COMPREHENSIVE INCOME

Statement of Financial Accounting Standards No. 130, “Reporting Comprehensive Income,” (“SFAS 130”) establishes standards for reporting and display of comprehensive income and its components in a full set of general-purpose financial statements. Comprehensive income is comprised of net income and all changes to Partners’ equity except those due to investments by owners and distribution to owners. The Partnership does not have any components of comprehensive income for the three or nine months ended September 30, 2001.

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ASSOCIATED PLANNERS REALTY FUND
(A CALIFORNIA LIMITED PARTNERSHIP)

SUMMARY OF ACCOUNTING POLICIES

NET INCOME PER LIMITED PARTNERSHIP UNIT

Net income per limited partnership unit is calculated by dividing the limited partners share of net income by the weighted average number of limited partnership units outstanding for the period.

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ASSOCIATED PLANNERS REALTY FUND
(A CALIFORNIA LIMITED PARTNERSHIP)

NOTES TO FINANCIAL STATEMENTS

THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001 (UNAUDITED)
AND YEAR ENDED DECEMBER 31, 2001

NOTE 1 — PRESENTATION OF INTERIM INFORMATION

In the opinion of the General Partner of Associated Planners Realty Fund (the “Partnership”), the accompanying unaudited financial statements include all normal adjustments considered necessary to present fairly the financial position as of September 30, 2002, and the results of operations and cash flows for the three and nine months ended September 30, 2001. Interim results are not necessarily indicative of results for a full year.

The financial statements and notes are presented as permitted by Form 10-Q, and do not contain certain information included in the Partnership’s audited financial statements and notes for the fiscal year ended December 31, 2001.

NOTE 2 — RENTAL REAL ESTATE HELD FOR SALE

On March 12, 2002 the Partnership sold its remaining property, the Shaw Villa Shopping Center in Clovis, California to an unaffiliated buyer for $2,800,000 and received cash and a note receivable for $560,000. The note payable secured by the Clovis property was paid-off at settlement. The terms of the note receivable included a discount of $400,000 if the borrower prepaid the note in full by February 15, 2003. The note receivable was paid-off at the discounted balance of $160,000 on April 19, 2002. The gain on the sale after discounting the note receivable was $36,324.

A significant portion of the Partnership’s rental revenue was earned from tenants whose individual rents represented more than 10% of total rental revenue. Three tenants accounted for 50%, 13% and 11%, respectively, for the nine months ended September 30, 2001. There was no rental revenue for the three or six month periods ended September 30, 2002 because the Partnership did not own any properties during those periods.

NOTE 3 — NOTE RECEIVABLE

On February 4, 2000, the Partnership sold its property located in the Simi Valley of California to an unaffiliated buyer for $2,350,000 and received cash and a note receivable for $1,750,000. The note, which is secured by the property sold, provides for interest at 6% and monthly payments of principal and interest of $10,492. The note matures on February 4, 2004 and all remaining amounts of principal and interest are due on that date. The receivable balance was $1,529,522 as of September 30, 2002. On November 1, 2002 Associated Planners Realty Fund received pay-off proceeds on the Simi Valley note receivable. The principal balance of the note at the time of the pay-off was $1,521,169. See Note 6.

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ASSOCIATED PLANNERS REALTY FUND
(A CALIFORNIA LIMITED PARTNERSHIP)

NOTES TO FINANCIAL STATEMENTS

THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001 (UNAUDITED)
AND YEAR ENDED DECEMBER 31, 2001 (continued)

NOTE 4 — RELATED PARTY TRANSACTIONS

(a) For management services rendered to the Partnership, the General Partner is entitled to receive 10% of all distributions of cash from operations. These amounts totaled $50,000 for the three and six month periods ended September 30, 2002 and $0 for the three and nine month periods ended September 30, 2001.

(b) For administrative services provided to the Partnership, the General Partner is entitled to reimbursement for the cost of certain personnel and relevant expenses. These amounts totaled $3,000 and $6,000 for the three and six months ended September 30, 2002 and $3,000 and $9,000 for the three and nine months ended September 30, 2001, respectively.

(c) Property management fees incurred, in accordance with the Partnership Agreement, to West Coast Realty Management, Inc., an affiliate of the corporate General Partner, totaled $0 for the three and six months ended September 30, 2002 and $4,250 and $13,005 for the three and nine months ended September 30, 2001, respectively.

(d) Related party accounts payable are as follows:

	September 30,		December 31,
	2002		2001
West Coast Realty Advisors, Inc.	$	2,000	$	1,000
West Coast Realty Management, Inc.		—		1,196
	$	2,000	$	2,196

NOTE 5 — NET INCOME AND CASH DISTRIBUTIONS PER LIMITED PARTNERSHIP UNIT

The Net Income per Limited Partnership Unit was computed in accordance with the partnership agreement using the weighted average number of outstanding limited partnership units of 7,499 for 2002 and 2001.

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ASSOCIATED PLANNERS REALTY FUND
(A CALIFORNIA LIMITED PARTNERSHIP)

NOTES TO FINANCIAL STATEMENTS

THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001 (UNAUDITED)
AND YEAR ENDED DECEMBER 31, 2001 (continued)

NOTE 5 — NET INCOME AND CASH DISTRIBUTIONS PER LIMITED PARTNERSHIP UNIT (continued)

The Limited Partner cash distributions, computed in accordance with the Partnership Agreement, for the period January 1, 2001 through September 30, 2002 were as follows:

		Outstanding		Amount		Total
Record Date	Distribution Date	Units		Per Unit		Distribution
June 30, 2002	August 23, 2002		7,499	$	2.00	$	14,998
March 31, 2002	April 30, 2002		7,499		132.00		989,868
December 31, 2001	February 28, 2002		7,499		5.00		37,495
June 30, 2001	August 3, 2001		7,499		5.00		37,495
December 31, 2000	February 15, 2001		7,499		5.00		37,495
Total						$	1,117,351

NOTE 6 — SUBSEQUENT EVENT

On November 1, 2002 Associated Planners Realty Fund received pay-off proceeds on the Simi Valley note receivable. The principal balance of the note at the time of the pay-off was $1,521,169. As of that date the only remaining assets of the Partnership consisted of cash and cash equivalents. Proceeds from the payoff of the note will be distributed in November or December of 2002. When all remaining funds have been distributed to the limited and general partners in accordance with the partnership agreement the Partnership will be terminated and dissolved. There is no assurance that the Partnership will be liquidated during 2002.

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ASSOCIATED PLANNERS REALTY FUND
(A CALIFORNIA LIMITED PARTNERSHIP)

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Certain statements in the Management Discussion and Analysis constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 (the “Reform Act”). Such forward-looking statements involve known and unknown risks, uncertainties, and other factors which may cause the actual results, performance or achievements of the Partnership to be materially different from any future results, performance or achievements, expressed or implied by such forward-looking statements.

Introduction

Associated Planners Realty Fund (the “Partnership”) was organized in November 1985, under the California Revised Limited Partnership Act. The Partnership began offering units for sale on March 28, 1986. As of December 27, 1987, the Partnership had raised $7,499,000 in gross capital contributions. The Partnership netted approximately $6,720,000 after sales commissions and syndication costs.

The Partnership was organized for the purpose of investing in, holding, and managing improved, leveraged income-producing property, such as residential property, office buildings, commercial buildings, industrial properties, and shopping centers. The Partnership intended to own and operate such properties for investment over an anticipated holding period of approximately five to ten years.

The Partnership’s principal investment objectives were to invest in rental real estate properties, which would:

(1)  Preserve and protect the Partnership’s invested capital;

(2)  Provide for cash distributions from operations;

(3)  Provide gains through potential appreciation; and

(4)  Generate federal income tax deductions so that during the early years of property operations, a portion of cash distributions may be treated as a return of capital for tax purposes and, therefore, may not represent taxable income to the limited partners.

The ownership and operation of any income-producing real estate is subject to those risks inherent in all real estate investments, including national and local economic conditions, the supply and demand for similar types of properties, competitive marketing conditions, zoning changes, possible casualty losses, increases in real estate taxes, assessments, and operating expenses, as well as others.

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ASSOCIATED PLANNERS REALTY FUND
(A CALIFORNIA LIMITED PARTNERSHIP)

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Continued)

Introduction (Continued)

The Partnership is operated by the General Partner subject to the terms of the Amended and Restated Agreement of Limited Partnership. The Partnership has no employees, and all administrative services are provided by West Coast Realty Advisors, Inc., the General Partner.

Results of Operations

Comparisons of operations for the three and nine month periods ended September 30, 2002 to the corresponding periods of the prior fiscal year are not meaningful due to the sale of the Partnership’s last remaining property. As discussed in the Summary of Accounting Policies located in the financial statements, the Partnership is no longer engaged in the conduct of business and operates for the sole purpose of liquidating its assets. Since March 31, 2002 the Partnership’s financial statements have been reported in accordance with the liquidation basis of accounting.

Liquidity and Capital Resources

During the nine months ended September 30, 2002, the Partnership made distributions to the limited partners totaling $1,042,361, of which $986,269 constituted a return of capital. Proceeds from the sale of the Shaw Villa Shopping Center were distributed in a special cash distribution to holders of units as of March 31, 2002 in April 2002. During the nine months ended September 30, 2001, the Partnership made distributions to the limited partners totaling $74,990 none of which constituted a return of capital. Management uses cash as its primary measure of the Partnership’s liquidity.

The Partnership sold its remaining property, the Shaw Villa Shopping Center, on March 12, 2002. The note receivable taken in connection with this sale was paid-off on April 19, 2002 and the proceeds from the sale were distributed to the limited partners on April 30, 2002. On November 1, 2002 Associated Planners Realty Fund received pay-off proceeds on the Simi Valley note receivable. The principal balance of the note at the time of the pay-off was $1,521,169. As of that date the only remaining assets of the Partnership consisted of cash and cash equivalents. Proceeds from the payoff of the note will be distributed in November or December of 2002. When all remaining funds have been distributed to the limited and general partners in accordance with the partnership agreement the Partnership will be terminated and dissolved. There is no assurance that the Partnership will be liquidated during 2002.

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ASSOCIATED PLANNERS REALTY FUND
(A CALIFORNIA LIMITED PARTNERSHIP)

ITEM 4. CONTROLS AND PROCEDURES

Within 90 days prior to the filing of this Quarterly Report on Form 10Q we carried out an evaluation under the supervision and with the participation of our management, including the President and Vice President/Treasurer of West Coast Realty Advisors, General Partner of Associated Planners Realty Fund, of the effectiveness of our disclosure controls and procedures as defined in Exchange Act Rule 13a-14. Based upon that evaluation, our President and Vice President/Treasurer have concluded that our current disclosure controls and procedures are effective. There have been no significant changes in our internal controls or in other actors that could significantly affect internal controls subsequent to the date of the evaluation by our President and Vice President/Treasurer.

The design of any system of controls and procedures is based in part upon certain assumptions about the likelihood of future events. There can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions, regardless of how remote.

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ASSOCIATED PLANNERS REALTY FUND
(A CALIFORNIA LIMITED PARTNERSHIP)

PART II

O T H E R     I N F O R M A T I O N

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

(a) Information required under this section has been included in the financial statements.

(b) Reports on Form 8-K

      None

Number	Description
99.1   99.2	Section 906 Certification of President of General Partner Section 906 Certification of Vice President/Treasurer of General Partner

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ASSOCIATED PLANNERS REALTY FUND
(A CALIFORNIA LIMITED PARTNERSHIP)

SIGNATURES

     Pursuant to the requirements of section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

ASSOCIATED PLANNERS REALTY FUND
A California Limited Partnership
(Registrant)
 

	By:WEST COAST REALTY ADVISORS, INC. (A General Partner)
/s/ Neal E. Nakagiri	NEAL E. NAKAGIRI (President)
/s/ John R. Lindsey	JOHN R. LINDSEY (Vice President/Treasurer)

Date: November 14, 2002

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CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

      I, Neal E. Nakagiri, certify that:

1.	I have reviewed this quarterly report on Form 10-Q of Associated Planners Realty Fund;
2.	Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report;
3.	Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report;
4.	The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

a)	designed such disclosure controls and procedures to ensure that material information relating to the registrant is made known to us by others within the entity, particularly during the period in which this quarterly report is being prepared;
b)	evaluated the effectiveness of the registrant’s disclosure controls and procedures as of a date within 90 days prior to the filing date of this quarterly report (the “Evaluation Date”); and
c)	presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date;

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent function):

a)	all significant deficiencies in the design or operation of internal controls which could adversely affect the registrant’s ability to record, process, summarize and report financial data and have identified for the registrant’s auditors any material weaknesses in internal controls; and
b)	any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal controls; and

6. The registrant’s other certifying officer and I have indicated in this quarterly report whether or not there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.

Date: November 14, 2002	/s/ NEAL E. NAKAGIRI
	Neal E. Nakagiri, President, West Coast Realty Advisors, Inc. (A General Partner)

19

CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

      I, John R. Lindsey, certify that:

1.	I have reviewed this quarterly report on Form 10-Q of Associated Planners Realty Fund;
2.	Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report;
3.	Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report;
4.	The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

a)	designed such disclosure controls and procedures to ensure that material information relating to the registrant is made known to us by others within the entity, particularly during the period in which this quarterly report is being prepared;
b)	evaluated the effectiveness of the registrant’s disclosure controls and procedures as of a date within 90 days prior to the filing date of this quarterly report (the “Evaluation Date”); and
c)	presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date;

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent function):

a)	all significant deficiencies in the design or operation of internal controls which could adversely affect the registrant’s ability to record, process, summarize and report financial data and have identified for the registrant’s auditors any material weaknesses in internal controls; and
b)	any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal controls; and

6. The registrant’s other certifying officer and I have indicated in this quarterly report whether or not there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.

Date: November 14, 2002	/s/ JOHN R. LINDSEY
	John R. Lindsey, Vice President/Treasurer, West Coast Realty Advisors, Inc. (A General Partner)

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