UNITED STATES
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: September 30, 2008.
________________
/__/ 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: 2-83291
________
DSI REALTY INCOME FUND VII, A California Limited Partnership
__________________________________________________________________
(Exact name of registrant as specified in its charter)
California 95-3871044
__________________________________________________________________
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
6700 E. Pacific Coast Hwy, Long Beach, California 90803
__________________________________________________________________
(Address of principal executive offices) (Zip Code)
(562)493-8881
__________________________________________________________________
(Registrant's telephone number, including area code)
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 [ ]
Indicate by check mark whether the registrant is a large accelerated filer,
an accelerated filer, a non-accelerated filer, or a smaller reporting company.
See the definitions of "large accelerated filer," "accelerated filer" and
"smaller reporting company" in Rule 12b-2 of the Exchange Act.
Large accelerated filer [ ] Accelerated filer [ ]
Non-accelerated filer [ ] Smaller reporting company [X]
Indicate by check mark whether the registrant is a shell company (as defined
in Rule 12b-2 of the Exchange Act).
Yes [ ] No [X]
The issuer is a limited partnership. All 24,000 limited partnership units
originally sold for $500 per unit. There is no trading market for the limited
partnership units.
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements.
DSI REALTY INCOME FUND VII
(A Limited Partnership)
BALANCE SHEETS (UNAUDITED)
September 30, 2008 AND DECEMBER 31, 2007
September 30, December 31,
2008 2007
ASSETS
CASH AND CASH EQUIVALENTS $ 856,181 $ 760,743
PROPERTY, Net 1,739,926 2,159,537
OTHER ASSETS 169,570 159,060
---------- ----------
TOTAL $2,765,677 $3,079,340
========== ==========
LIABILITIES AND PARTNERS' EQUITY (DEFICIT)
LIABILITIES
Distribution to Partners $ 242,424 $ 242,424
Incentive management fee
payable to general partners 238,571 218,069
Property management
fee payable 12,292 14,890
Customer deposits and
other liabilities 102,239 136,647
Capital lease obligation 12,848 47,090
---------- ----------
Total liabilities 608,374 659,120
---------- ----------
PARTNERS' EQUITY (DEFICIT):
General Partners (86,196) (83,567)
Limited Partners (24,000
limited partnership units
outstanding at September 30,
2008 and December 31, 2007) 2,243,499 2,503,787
---------- ----------
Total partners' equity 2,157,303 2,420,220
---------- ----------
TOTAL $2,765,677 $3,079,340
========== ==========
See accompanying notes to financial statements (unaudited).
STATEMENTS OF INCOME (UNAUDITED)
FOR THE THREE MONTHS ENDED September 30, 2008 AND 2007
September 30, September 30,
2008 2007
REVENUES:
Rental revenue $ 546,257 $ 532,226
Ancillary operating revenue 50,274 36,732
Interest and other income 185 163
---------- ----------
Total revenues 596,716 569,121
EXPENSES:
Operating 296,411 245,094
General and administrative 50,350 52,559
---------- ----------
Total expenses 346,761 297,653
---------- ----------
INCOME FROM CONTINUING
OPERATIONS $ 249,955 $ 271,468
INCOME FROM DISCONTINUED
OPERATIONS (49,563) 60,908
NET GAIN ON SALE OF
DISCONTINUED OPERATIONS 2,983,708 -
---------- ----------
NET INCOME $3,184,100 $ 332,376
========== ==========
AGGREGATE NET INCOME ALLOCATED TO:
Limited Partners $3,152,259 $ 329,052
General Partners 31,841 3,324
---------- ----------
TOTAL $3,184,100 $ 332,376
========== ==========
NET INCOME PER LIMITED
PARTNERSHIP UNIT $ 131.34 $ 13.71
========== ==========
LIMITED PARTNERSHIP UNITS
USED IN PER UNIT CALCULATION 24,000 24,000
====== ======
See accompanying notes to financial statements (unaudited).
STATEMENTS OF INCOME (UNAUDITED)
FOR THE NINE MONTHS ENDED September 30, 2008 AND 2007
September 30, September 30,
2008 2007
REVENUES:
Rental $1,624,301 $1,573,900
Ancillary operating revenue 129,127 113,541
Interest and other income 458 488
---------- ----------
Total revenues 1,753,886 1,687,929
EXPENSES:
Operating 824,342 736,423
General and administrative 213,780 211,164
---------- ----------
Total expenses 1,038,122 947,587
---------- ----------
INCOME FROM CONTINUING
OPERATIONS $ 715,764 $ 740,342
INCOME FROM DISCONTINUED
OPERATIONS 80,337 175,558
NET GAIN ON SALE OF
DISCONTINUED OPERATIONS 2,983,708 -
---------- ----------
NET INCOME $3,779,809 $ 915,900
========== ==========
AGGREGATE NET INCOME ALLOCATED TO:
Limited Partners $3,742,011 $ 906,741
General Partners 37,798 9,159
---------- ----------
TOTAL $3,779,809 $ 915,900
========== ==========
NET INCOME PER LIMITED
PARTNERSHIP UNIT $ 155.92 $ 37.78
========== ==========
LIMITED PARTNERSHIP UNITS
USED IN PER UNIT CALCULATION 24,000 24,000
====== ======
See accompanying notes to financial statements (unaudited).
STATEMENT OF CHANGES IN PARTNERS' EQUITY (DEFICIT)(UNAUDITED)
FOR THE NINE MONTHS ENDED September 30, 2008
GENERAL LIMITED
PARTNERS PARTNERS TOTAL
BALANCE AT JANUARY 1, 2008 ($83,567) $2,503,787 $2,420,220
NET INCOME 37,798 3,742,011 3,779,809
DISTRIBUTIONS (40,427) (4,002,299) (4,042,726)
-------- ---------- ----------
BALANCE AT September 30, 2008 ($86,195) $2,243,498 $2,157,303
======== ========== ==========
See accompanying notes to financial statements (unaudited).
STATEMENTS OF CASH FLOWS (UNAUDITED)
FOR THE NINE MONTHS ENDED September 30, 2008 AND 2007
September 30, September 30,
2008 2007
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $3,779,809 $ 915,900
Adjustments to reconcile net
income to net cash provided by
operating activities(including
discontinued operations):
Depreciation 38,343 35,078
Gain on sale of
discontinued operations (2,983,708) -
Changes in assets and liabilities:
Increase in other assets (10,510) (30,255)
Decrease in liabilities (16,504) (43,453)
--------- --------
Net cash provided by
operating activities 807,430 877,270
CASH FLOWS FROM FINANCING ACTIVITIES -
Distributions to partners (4,042,726) (727,272)
Payments on capital
lease obligations (34,242) (30,395)
--------- --------
Net cash used in
financing activities (4,076,968) (757,667)
CASH FLOWS FROM INVESTING ACTIVITIES -
Proceeds from sale of
discontinued operations 3,364,976 -
--------- --------
Net cash used in
investing activities (3,364,976) -
NET INCREASE IN CASH AND
CASH EQUIVALENTS 95,438 119,603
CASH AND CASH EQUIVALENTS:
At beginning of period 760,743 715,368
--------- ---------
At end of period $ 856,181 $ 834,971
========= =========
SUPPLEMENTAL DISCLOSURE OF CASH
FLOW INFORMATION -
Cash paid for interest $ 2,664 $ 2,035
========= =========
NONCASH FINANCING ACTIVIITES -
Distribution due partners
included in partners' equity $ 242,424 $ 242,424
========= =========
See accompanying notes to financial statements (unaudited).
DSI REALTY INCOME FUND VII
(A Limited Partnership)
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
1. GENERAL
DSI Realty Income Fund VII (the "Partnership"), has two general partners
(DSI Properties, Inc., and Diversified Investors Agency) and limited
partners owning 24,000 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 Partnership has acquired five mini-storage facilities located in
Chico, Fairfield, La Verne, and Riverside, California and Littleton,
Colorado. All facilities were purchased from Dahn Corporation ("Dahn").
Dahn is not affiliated with the Partnership. Dahn is affiliated with other
partnerships in which DSI Properties, Inc. is a general partner.
The accompanying interim financial statements have been prepared by the
Company's management in accordance with accounting principles generally
accepted in the United States of America ("GAAP") and in conjunction with
the rules and regulations of the Securities and Exchange Commission ("SEC").
Certain information and footnote disclosures required for annual financial
statements have been condensed or excluded pursuant to SEC rules and regu-
lations. Accordingly, the interim financial statements do not include all
of the information and footnotes required by GAAP for complete financial
statements. In the opinion of management, the accompanying interim financial
statements reflect all adjustments of a normal and recurring nature which are
considered necessary for a fair presentation of the results for the interim
periods presented. However, the results of operations for the interim periods
are not necessarily indicative of the results that may be expected for the
year ending December 31, 2008. These financial statements should be read in
conjunction with the audited consolidated financial statements and notes
thereto included in the Company's annual report on Form 10-K for the year
ended December 31, 2007.
2. PROPERTY
Properties owned by the Partnership are all mini-storage facilities.
Depreciation was calculated using the straight line method over the
estimated useful life of 15 years. Property under capital leases is
amortized over the lives of the respective leases. The total cost of
property and accumulated depreciation is as follows:
September 30, 2008 December 31, 2007
Land $ 1,714,700 $ 2,089,800
Buildings and improvements 6,379,900 7,794,172
Rental trucks
under capital leases 140,093 175,116
------------ ------------
Total 8,234,693 10,059,088
Less: Accumulated Depreciation ( 6,494,767) ( 7,899,551)
------------ ------------
Property - Net $ 1,739,926 $ 2,159,537
============ ============
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. ALLOCATION OF PROFITS AND LOSSES AND GENERAL PARTNERS' INCENTIVE
MANAGEMENT FEE
Under the Agreement of limited Partnership, the general partners are to
be allocated 1% of the net profits or losses from operations, and the
limited partners are to be allocated the balance of the net profits or
losses from operations in proportion to their limited partnership
interests.
The General Partners are also entitled to receive a percentage, based on
a predetermined formula, of any cash distribution from the sale, other
disposition or refinancing of the project.
In addition, the General Partners are entitled to receive an incentive
management fee for supervising the operations of the Partnership. The
fee is to be paid in an amount equal to 9% per annum of the cash available
for distribution on a cumulative basis, calculated as cash generated from
operations less capital expenditures.
5. RELATED-PARTY TRANSACTIONS
The Partnership has entered into a management agreement with Dahn to
operate its mini-storage facilities. The management agreement provides
for a management fee equal to 5% of gross revenue from operations, which
is defined as the entire amount of all receipts from the renting or
leasing of storage compartments and sale of locks. The management
agreement is renewable annually. Dahn earned management fees equal to
$32,346 and $33,434, for the three month period ended September 30, 2008
and 2007, respectively, and $102,110 and $102,574 for the nine month period
ended September 30, 2008 and 2007 respectively. Amounts payable to Dahn at
September 30, 2008 and December 31, 2007, were $12,292 and $14,890,
respectively.
In 2004, the Partnership entered into truck lease agreements with KMD
Trucks, LLC ("KMD"). The president of Dahn, Brian Dahn, is also a
member of KMD. Trucks are leased under 48-month leases with total
monthly payments in the amount of $3,000.
6. DISCONTINUED OPERATIONS
In accordance with Statement of Financial Accounting Standards No. 144,
the net income of a mini-storage facility located in Fort Collins,
Colorado is reflected in the statement of income as discontinued
operations for all periods presented.
In June 2008, a sales agreement was signed with Pedersen Properties, LP,
whereby it would acquire the Partnerships' mini-storage facility in
Fort Collins, Colorado for a gross sales price of $4,147,500. Escrow
closed in August 15, 2008.
The following table summarizes the revenue and expense components that
comprise discontinued operations:
FOR THE THREE MONTHS ENDED 9/30/08 9/30/07
------- -------
REVENUE $ 46,607 $119,716
EXPENSES 96,170 58,808
-------- --------
NET OPERATING (LOSS) INCOME FROM
DISCONTINUED OPERATIONS $(49,563) $ 60,908
======== ========
FOR THE NINE MONTHS ENDED 9/30/08 9/30/07
------- -------
REVENUE $300,396 $364,032
EXPENSES 220,059 188,474
-------- --------
NET OPERATING INCOME FROM
DISCONTINUED OPERATIONS $ 80,337 $175,558
======== ========
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations.
We are pleased to enclose the Partnership's unaudited financial statements
for the period ended September 30, 2008. 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 September 30, 2008 and 2007, total revenues
increased 4.8% from $569,121 to $596,716 and total expenses increased 16.5%
from $297,653 to $346,761 and income from discontinued operations increased
from $60,908 to $2,934,145. As a result, net income increased from $332,376
for the three-month period ended September 30, 2007, to $3,184,100 for the
same period in 2008. Rental revenue increased as a result of higher unit
rental rates. Occupancy levels for the Partnership's five mini-storage
facilities averaged 81.8% for the three-month period ended September 30, 2008
and 83.4% for the same period in 2007. The Partnership is continuing its
marketing efforts to attract and keep new tenants in its various mini-storage
facilities. Operating expenses increased approximately $51,300 or 20.9%
primarily as a result of increases in advertising, maintenance and repair,
office supplies and salaries and wages expenses. General and administrative
expenses remained constant.
For the nine-month periods ended September 30, 2008, and 2007, total revenues
increased 3.9% from $1,687,929 to $1,753,886 and total expenses increased 9.6%
from $947,587 to $1,038,122 and income from discontinued operations increased
from $175,588 to $3,064,045. As a result, net income increased from $915,900
for the nine-month period ended September 30, 2007, to $3,779,809 for the same
period in 2008. Rental revenue increased primarily as a result of higher unit
rental rates and imcome from truck rental commissions. Occupancy levels for
the Partnerships' five mini-storage facilities averaged 82.3% for the nine-
month period ended September 30, 2008 and 81.8% for the same period in 2007.
Operating expenses increased approximately $87,900 or 11.9% primarily as a
result of increases in advertising, utilities, office supplies, salaries and
wages and security alarm services expenses, partially offset by a decrease in
legal expense. General and administrative expenses remained constant.
In June 2008, a sales agreement was signed with Pedersen Properties, LP,
whereby it would acquire the Partnerships' mini-storage facility in Fort
Collins, Colorado for a gross sales price of $4,147,500. Escrow closed
August 15, 2008, and the proceeds in the amount of $3,303,030 was distributed
to the Limited Partners on September 15, 2008.
The General Partners will 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. The General Partners anticipate distributions to the
Limited Partners to remain at the current level for the foreseeable future.
Item 3. Quantitative and Qualitative Disclosures About Market Risk
NONE
Item 4T. CONTROLS AND PROCEDURES
Evaluation of Effectiveness of Disclosure Controls and Procedures
The Partnership evaluated the effectiveness of its disclosure controls and
procedures. This evaluation was performed by the Partnership's Controller
with the assistance of the Partnership's President and the Chief Executive
Officer. These disclosure controls and procedures are designed 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 Commission's rules and forms, and that the informa-
tion is communicated to 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 other factors that could significantly
affect the internal controls subsequent to the date of their evaluation.
Changes in Internal Control Over Financial Reporting
There have not been any changes in the Partnership's internal control over
financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f)
under the Exchange Act) during the most recent fiscal quarter that have
materially affected, or are reasonably likely to materially affect, the
Partnership's internal control over financial reporting.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
Registrant is not a party to any material pending legal proceedings.
Item 1A. Risk Factors
Please refer to the risk factors disclosed by the partnership in
response to Item 1A, part I of the Form 10-KSB filed on April 15,
2008. There has been no material change to the risk factors
disclosed therein.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
NONE
Item 3. Defaults Upon Senior Securities
NONE
Item 4. Submission of Matters to a Vote of Security Holders
NONE
Item 5. Other Information
NONE
Item 6. Exhibits
(a) Exhibits
31.1 Rule 13a-14(a)/15d-14(a) Certification of Chief Executive Officer
31.2 Rule 13a-14(a)/15d-14(a) Certification of Principal Financial
Officer
32.1 Section 1350 Certification by Chief Executive Officer
32.2 Section 1350 Certification by Principal Financial Officer
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
DSI REALTY INCOME FUND VII,
a California Limited Partnership
by: DSI Properties, Inc., a By: Diversified Investors Agency
California corporation, a general partnership,
as General Partner as General Partner
/s/ ROBERT J. CONWAY /s/ ROBERT J. CONWAY
By_____________________________ By_____________________________
Dated: November 14, 2008 Dated: November 14, 2008
ROBERT J. CONWAY, President, ROBERT J. CONWAY,
Chief Executive Officer, Chief General Partner
Financial Officer, and Director
/s/ JOSEPH W. CONWAY /s/ JOSEPH W. CONWAY
By_____________________________ By_____________________________
Dated: November 14, 2008 Dated: November 14, 2008
JOSEPH W. CONWAY, Executive JOSEPH W. CONWAY,
Vice President and Director General Partner
EXHIBIT 31.1
RULE 13A-14(A)/15D-14(A) CERTIFICATION
BY CHIEF EXECUTIVE OFFICER
I, Robert J. Conway, certify that:
1. I have reviewed this quarterly report of DSI Realty Income
Fund VII;
2. Based on my knowledge, this 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 report;
3. Based on my knowledge, the financial statements, and other financial
information included in this 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 report;
4. The registrant's other certifying officer(s) and I are responsible
for establishing and maintaining disclosure controls and procedures
(as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal
control over financial reporting (as defined in Exchange Act Rules
13a-15(f) and 15d-15(f)) for the registrant and have:
(a) Designed such disclosure controls and procedures, or caused such
disclosure controls and procedures to be designed under our supervision,
to ensure that material information relating to the registrant, including
its consolidated subsidiaries, is made known to us by others within those
entities, particularly during the period in which this report is being
prepared;
(b) Designed such internal control over financial reporting, or caused such
internal control over financial reporting to be designed under our
supervision, to provide reasonable assurance regarding the reliability of
financial reporting and the preparation of financial statements for external
purposes in accordance with generally accepted accounting principles;
(c) Evaluated the effectiveness of the registrant's disclosure controls and
procedures and presented in this report our conclusions about the effective-
ness of the disclosure controls and procedures, as of the end of the period
covered by this report based on such evaluation; and
(d) Disclosed in this report any change in the registrant's internal control
over financial reporting that occurred during the registrant's most recent
fiscal quarter (the registrant's fourth fiscal quarter in the case of an
annual report) that has materially affected, or is reasonably likely to
materially affect, the registrant's internal control over financial
reporting; and
5. The registrant's other certifying officer(s) and I have disclosed, based
on our most recent evaluation of internal control over financial reporting,
to the registrant's auditors and the audit committee of the registrant's
board of directors (or persons performing the equivalent functions):
(a) All significant deficiencies and material weaknesses in the design or
operation of internal control over financial reporting which are reasonably
likely to adversely affect the registrant's ability to record, process,
summarize and report financial information; and
(b) Any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal control
over financial reporting.
Date: November 14, 2008
/s/ ROBERT J. CONWAY
By_____________________________
ROBERT J. CONWAY, President,
Chief Executive Officer, Chief
Financial Officer, and Director
EXHIBIT 31.2
RULE 13A-14(A)/15D-14(A) CERTIFICATION
BY PRINCIPAL FINANCIAL OFFICER
I, Richard P. Conway, certify that:
1. I have reviewed this quarterly report of DSI Realty Income
Fund VII;
2. Based on my knowledge, this 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 report;
3. Based on my knowledge, the financial statements, and other financial
information included in this 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 report;
4. The registrant's other certifying officer(s) and I are responsible
for establishing and maintaining disclosure controls and procedures
(as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal
control over financial reporting (as defined in Exchange Act Rules
13a-15(f) and 15d-15(f)) for the registrant and have:
(a) Designed such disclosure controls and procedures, or caused such
disclosure controls and procedures to be designed under our supervision,
to ensure that material information relating to the registrant, including
its consolidated subsidiaries, is made known to us by others within those
entities, particularly during the period in which this report is being
prepared;
(b) Designed such internal control over financial reporting, or caused such
internal control over financial reporting to be designed under our
supervision, to provide reasonable assurance regarding the reliability of
financial reporting and the preparation of financial statements for external
purposes in accordance with generally accepted accounting principles;
(c) Evaluated the effectiveness of the registrant's disclosure controls and
procedures and presented in this report our conclusions about the effective-
ness of the disclosure controls and procedures, as of the end of the period
covered by this report based on such evaluation; and
(d) Disclosed in this report any change in the registrant's internal control
over financial reporting that occurred during the registrant's most recent
fiscal quarter (the registrant's fourth fiscal quarter in the case of an
annual report) that has materially affected, or is reasonably likely to
materially affect, the registrant's internal control over financial
reporting; and
5. The registrant's other certifying officer(s) and I have disclosed, based
on our most recent evaluation of internal control over financial reporting,
to the registrant's auditors and the audit committee of the registrant's
board of directors (or persons performing the equivalent functions):
(a) All significant deficiencies and material weaknesses in the design or
operation of internal control over financial reporting which are reasonably
likely to adversely affect the registrant's ability to record, process,
summarize and report financial information; and
(b) Any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal control
over financial reporting.
Date: November 14, 2008
/s/ RICHARD P. CONWAY
By_____________________________
RICHARD P. CONWAY, SR. VICE PRESIDENT
(PRINCIPAL FINANCIAL AND ACCOUNTING OFFICER)
EXHIBIT 32.1
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 VII (the
"Partnership") on Form 10-Q for the period ending September 30, 2008 as filed
with the Securities and Exchange Commission on the date hereof (the "Report"),
I, Robert J. Conway, Chief Executive Officer of the Corporate General Partner,
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.
/s/ ROBERT J. CONWAY
By_____________________________
ROBERT J. CONWAY,
Chief Executive Officer
November 14, 2008
EXHIBIT 32.2
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 VII (the
"Partnership") on Form 10-Q for the period ending September 30, 2008 as filed
with the Securities and Exchange Commission on the date hereof (the "Report"),
I, Richard P. Conway, Senior Vice President of the Corporate General Partner,
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.
/s/ RICHARD P. CONWAY
By_____________________________
Richard P. Conway
Senior Vice President
(Principal Financial and Accounting Officer)
November 14, 2008