SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
/_x_/ Quarterly report pursuant to section 13 or 15(d) of the
Securities Exchange Act of 1934.
For the quarterly period ended June 30, 2004
/___/ Transition report pursuant to Section 13 or 15(d) of the
Securities Act of 1934
for the transition period from ______________ to ________________.
Commission File Number 33-26038
DSI REALTY INCOME FUND XI, A California Limited Partnership
(Exact name of registrant as specified in its charter)
California_______________________________________33-0324161
(State or other jurisdiction of (I.R.S. Employer
incorporation) Identification No.)
6700 E. Pacific Coast Hwy, Long Beach, California 90803
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code-(562)493-8881
_________________________________________________________________
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__.
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements.
The information required by Rule 10-01 of Regulation S-X is
included in the Quarterly Report to the Limited Partners of Registrant for
the period ended June 30, 2004 which is attached hereto as Exhibit "20"
and incorporated herein by this reference.
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations.
Registrant incorporates by this reference its Quarterly Report to
Limited Partners for the period ended June 30, 2004.
PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8K.
(a) Attached hereto as Exhibit "20" is Registrant's Quarterly
Report to Limited Partners for the period ended June 30, 2004.
(B) Registrant did not file any reports on Form 8-K for the
period reported upon.
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act
of 1934, the Registrant has duly caused this report to be signed on its
behalf by the undersigned thereunto duly authorized.
Dated: July 31, 2004 DSI REALTY INCOME FUND XI
A California Limited Partnership
(Registrant)
By____\s\ Robert J. Conway_____
DSI Properties, Inc., as General
Partner by ROBERT J. CONWAY,
President and Chief Financial Officer
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act
of 1934, the Registrant has duly caused this report to be signed on its
behalf by the undersigned thereunto duly authorized.
Dated: July 31, 2004 DSI REALTY INCOME FUND XI
A California Limited Partnership
(Registrant)
By__\s\ Robert J. Conway________
DSI Properties, Inc., as General
Partner by ROBERT J. CONWAY,
President and Chief Financial Officer
July 31, 2004
QUARTERLY REPORT TO THE LIMITED PARTNERS
OF DSI REALTY INCOME FUND XI
DEAR LIMITED PARTNERS:
We are pleased to enclose the Partnership's unaudited financial statements
for the period ended June 30, 2004. The following is Management's
discussion and analysis of the Partnership's financial condition and
results of its operations.
For the three-month periods ended June 30, 2004 and 2003, total revenues
decreased 4.2% from $566,320 to $542,430 and total expenses increased 6.6%
from $355,556 to $378,852 and other income increased from $78 to $82. As
a result, net income decreased 22.4% from $210,842 for the three-month
period ended June 30, 2003, to $163,660 for the same period in 2004. Rental
revenue decreased as a result of lower occupancy and unit rental rates.
Occupancy levels for the Partnership's four mini-storage facilities averaged
82.9% for the three-month period ended June 30, 2004 as compared to 85.1% for
the same period in 2003. The Partnership is continuing its marketing efforts
to attract and keep new tenants in its various mini-storage facilities.
Operating expenses remained relatively constant as higher maintenance and
repair and office supplies expenses was offset by decreases in real estate
tax and salaries and wages expenses. General and administrative expenses
increased approximately $22,500 (38.3%) primarily due to higher legal and
professional expense and state tax payments.
For the six-month periods ended June 30, 2004, and 2003, total revenues
decreased 2.2% from $1,164,915 to $1,139,326 and total expenses increased
4.4% from $688,661 to $718,779 and other income decreased from $201 to $164.
As a result, net income decreased 11.7% from $476,455 for the six-month period
ended June 30, 2003, to $420,711 for the same period in 2004. Rental revenue
decreased as a result of lower occupancy and unit rental rates. Operating
expenses increased approximately $9,300 (1.6%) primarily as a result of higher
maintenance and repair and office supplies expenses, partially offset by a
decrease in real estate tax and salaries and wages expenses. General and
administrative expenses increased approximately $20,800 (19.6%) for the same
reasons as discussed above.
The General Partners plan to continue their policy of funding improvements
and maintenance of Partnership properties with cash generated from operations.
The Partnership's financial resources appear to be adequate to meet its needs.
We are not enclosing a copy of the Partnership Form 10-Q as filed with the
Securities and Exchange Commission since all the information set forth
therein is contained either in this letter or in the attached financial
statements. However, if you wish to receive a copy of said report, please
send a written request to DSI Realty Income Fund XI, P.O. Box 357, Long
Beach, California 90801.
Very truly yours,
DSI REALTY INCOME FUND XI
By: DSI Properties, Inc., as
General Partner
By /s/ Robert J. Conway
____________________________
ROBERT J. CONWAY, President
DSI REALTY INCOME FUND XI
(A California Real Estate Limited Partnership)
BALANCE SHEETS(UNAUDITED)
JUNE 30, 2004 AND DECEMBER 31, 2003
June 30, December 31,
2004 2003
ASSETS
CASH AND CASH EQUIVALENTS $ 730,870 $ 527,509
PROPERTY,NET 3,941,282 4,100,678
OTHER ASSETS 47,989 47,989
TOTAL $4,720,141 $4,676,176
LIABILITIES AND PARTNERS' EQUITY (DEFICIT)
LIABILITIES $ 395,613 $ 368,319
PARTNERS' EQUITY(DEFICIT):
General Partners (46,422) (46,589)
Limited Partners 4,370,950 4,354,446
Total partners' equity 4,324,528 4,307,857
TOTAL $4,720,141 $4,676,176
See accompanying notes to financial statements(unaudited).
STATEMENTS OF INCOME (UNAUDITED)
FOR THE THREE MONTHS ENDED JUNE 30, 2004 AND 2003
June 30, June 30,
2004 2003
REVENUES:
Rental Income $ 542,430 $ 566,320
EXPENSES:
Operating 297,603 296,829
General and administrative 81,249 58,727
Total expenses 378,852 355,556
OPERATING INCOME 163,578 210,764
OTHER INCOME
Interest 82 78
INCOME BEFORE MINORITY INTEREST
IN INCOME OF REAL
ESTATE JOINT VENTURE 163,660 210,842
MINORITY INTEREST IN INCOME
OF REAL ESTATE JOINT VENTURE 0 0
NET INCOME $ 163,660 $ 210,842
AGGREGATE NET INCOME ALLOCATED TO:
Limited partners $ 162,023 $ 208,734
General partners 1,637 2,108
TOTAL $ 163,660 $ 210,842
NET INCOME PER LIMITED
PARTNERSHIP UNIT $ 8.10 $ 10.44
LIMITED PARTNERSHIP UNITS
USED IN PER UNIT CALCULATION 20,000 20,000
See accompanying notes to financial statements(unaudited).
STATEMENTS OF INCOME (UNAUDITED) FOR THE SIX MONTHS
ENDED JUNE 30, 2004 AND 2003
June 30, June 30,
2004 2003
REVENUES:
Rental income $1,139,326 $1,164,915
EXPENSES:
Operating 591,874 582,548
General and administrative 126,905 106,113
Total expenses 718,779 688,661
OPERATING INCOME 420,547 476,254
OTHER INCOME
Interest 164 201
INCOME BEFORE MINORITY INTEREST
IN INCOME OF REAL
ESTATE JOINT VENTURE 420,711 476,455
MINORITY INTEREST IN INCOME
OF REAL ESTATE JOINT VENTURE 0 0
NET INCOME $ 420,711 $ 476,455
AGGREGATE NET INCOME ALLOCATED TO:
Limited Partners 416,504 471,690
General Partners 4,207 4,765
TOTAL $ 420,711 $ 476,455
NET INCOME PER LIMITED
PARTNERSHIP UNIT $20.83 $23.58
LIMITED PARTNERSHIP UNITS
USED IN PER UNIT CALCULATION 20,000 20,000
See accompanying notes to financial statements(unaudited).
STATEMENTS OF CHANGES IN PARTNERS' EQUITY (DEFICIT)(UNAUDITED)
FOR THE SIX MONTHS ENDED JUNE 30, 2004
GENERAL LIMITED
PARTNERS PARTNERS TOTAL
BALANCE AT JANUARY 1, 2004 ($46,589) $4,354,446 $4,307,857
NET INCOME 4,207 416,504 420,711
DISTRIBUTIONS (4,040) (400,000) (404,040)
BALANCE AT JUNE 30, 2004 ($46,422) $4,370,950 $4,324,528
See accompanying notes to financial statements(unaudited).
STATEMENTS OF CASH FLOWS (UNAUDITED)
FOR THE SIX MONTHS ENDED JUNE 30, 2004 AND 2003
June 30, June 30,
2004 2003
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 420,711 $ 476,455
Adjustments to reconcile net
income to net cash provided
by operating activities:
Depreciation 159,396 159,396
Changes in assets and
liabilities:
Increase(decrease)in liabilities 27,294 (7,639)
Net cash provided by
operating activities 607,401 628,212
CASH FLOWS FROM FINANCING ACTIVITIES -
Distributions to partners (404,040) (404,040)
NET INCREASE CASH AND
CASH EQUIVALENTS 203,361 224,172
CASH AND CASH EQUIVALENTS:
At beginning of period 527,509 597,284
At end of period $ 730,870 $ 821,456
See accompanying notes to financial statements(unaudited).
DSI REALTY INCOME FUND XI
(A California Real Estate Limited Partnership)
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
1. GENERAL
DSI Realty Income Fund XI (the "Partnership"), a limited partnership, has
three general partners (DSI Properties, Inc., Robert J. Conway and
Joseph W. Conway) and limited partners owning 20,000 limited partnership
units. The Partnership was formed under the California Uniform Limited
Partnership Act for the primary purpose of acquiring and operating real
estate.
The accompanying financial information as of June 30, 2004, and for the
periods ended June 30, 2004, and 2003 is unaudited. Such financial
information includes all adjustments which are considered necessary by
the Partnership's management for a fair presentation of the results for
the periods indicated.
2. PROPERTY
The Partnership holds a 90% interest in a joint venture that owns a mini-
storage facility in Whittier, California; an 85% interest in an operating
mini-storage in Edgewater Park, New Jersey; a 90% interest in an operating
mini-storage facility in Bloomingdale, Illinois; and a 75% interest in an
operating mini-storage in Sterling Heights, Michigan.
As of June 30, 2004, the total property cost and accumulated depreciation
is as follows:
Land $ 1,894,250
Buildings 6,541,922
Furniture and equipment 8,802
Total 8,444,974
Less: Accumulated Depreciation ( 4,503,692)
Property - Net $ 3,941,282
3. NET INCOME PER LIMITED PARTNERSHIP UNIT
Net income per limited partnership unit is calculated by dividing the
net income allocated to the limited partners by the number of limited
partnership units outstanding during the period.
4. CONTROLS AND PROCEDURES
Within 90 days prior to the date of this report, the Partnership evaluated
the effectiveness of its disclosure controls and procedures. The evaluation
was performed by the Partnership's Controller with assistance of the Partner-
ship's President and the Chief Executive Officer. These disclosure controls
and procedures are designated to ensure that the information required to be
disclosed by the Partnership in its periodic reports filed with the Securities
and Exchange Commission (the Commission) is recorded, processed, summarized
and reported, within the time periods specified by the certifying officers
on a timely basis. Based on this evaluation, the Partnership concluded that
its disclosure controls and procedures were effective. There have been no
significant changes in the Partnership's internal controls or in the factors
that could significantly affect the internal controls subsequent to the date
of their evaluation.
CERTIFICATIONS
I, Robert J. Conway, certify that:
1. I have reviewed this quarterly report on Form 10-Q of DSI Realty Income
Fund XI;
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 cover-
ed 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 officers 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 have:
a) designed such disclosure controls and procedures to ensure that
material information relating to the registrant, including its con-
solidated subsidiaries, is made known to us by others within those
entities, 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 effec-
tiveness of the disclosure controls and procedures based on our evalu-
ation as of the Evaluation Date;
5. The registrant's other certifying officers and I have disclosed, based
on our most recent evaluation, to the registrant's auditors:
a) all significant deficiencies in the design or operation of internal
controls which could adversely affect the registrant's ability to re-
cord, 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 in-
ternal controls; and
6. The registrant's other certifying officers and I have indicated in this
quarterly report whether there were significant changes in internal controls
or in other factors that could significantly affect internal controls sub-
sequent to the date of our most recent evaluation, including any corrective
actions with regard to significant deficiencies and material weaknesses.
Date: July 31, 2004
Robert J. Conway
Chief Executive Officer
CERTIFICATIONS
I, Richard P. Conway, certify that:
1. I have reviewed this quarterly report on Form 10-Q of DSI Realty Income
Fund XI;
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 cover-
ed 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 officers 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 have:
a) designed such disclosure controls and procedures to ensure that
material information relating to the registrant, including its con-
solidated subsidiaries, is made known to us by others within those
entities, 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 effec-
tiveness of the disclosure controls and procedures based on our evalu-
ation as of the Evaluation Date;
5. The registrant's other certifying officers and I have disclosed, based
on our most recent evaluation, to the registrant's auditors:
a) all significant deficiencies in the design or operation of internal
controls which could adversely affect the registrant's ability to re-
cord, 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 in-
ternal controls; and
6. The registrant's other certifying officers and I have indicated in this
quarterly report whether there were significant changes in internal controls
or in other factors that could significantly affect internal controls sub-
sequent to the date of our most recent evaluation, including any corrective
actions with regard to significant deficiencies and material weaknesses.
Date: July 31, 2004
Richard P. Conway
Vice President
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly Report of DSI Realty Income Fund XI (the
"Partnership") on Form 10-Q for the period ending June 30, 2004 as filed
with the Securities and Exchange Commission on the date hereof (the "Report"),
I, Robert J. Conway, Chief Executive Officer of the Partnership, certify,
pursuant to 18 U.S.C. 1350, as adopted pursuant to 906 of the Sarbanes-Oxley
Act of 2002, that:
(1) The Report fully complies with the requirements of section 13(a) or
15(d) of the Securities Exchange Act of 1934; and
(2) The information contained in the Report fairly presents, in all
material respects, the financial condition and result of operations of the
Partnership.
Robert J. Conway
Chief Executive Officer
July 31, 2004
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly Report of DSI Realty Income Fund XI (the
"Partnership") on Form 10-Q for the period ending June 30, 2004 as filed
with the Securities and Exchange Commission on the date hereof (the "Report"),
I, Richard P. Conway, Chief Executive Officer of the Partnership, certify,
pursuant to 18 U.S.C. 1350, as adopted pursuant to 906 of the Sarbanes-Oxley
Act of 2002, that:
(1) The Report fully complies with the requirements of section 13(a) or
15(d) of the Securities Exchange Act of 1934; and
(2) The information contained in the Report fairly presents, in all
material respects, the financial condition and result of operations of the
Partnership.
Richard P. Conway
Vice President
July 31, 2004