SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q Quarterly Report Under Section 13 or 15(d) of the Securities Exchange Act of 1934 For Quarter Ended March 31, 2000 Commission file number 2-90654 AMRECORP REALTY FUND II (Exact name of registrant as specified in its charter) TEXAS 75-1956009 (State or other jurisdiction of (IRS Employer incorporation or organization Identification Number) 6210 Campbell Road Suite 140 Dallas, Texas 75248 (Address of principal executive offices) Registrant's telephone number, including area code: (972) 380-8000. 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: Y No: REGISTRANT IS A LIMITED PARTNERSHIP TABLE OF CONTENTS Item 1. Financial Statements The following Unaudited financial statements are filed herewith: Consolidated Balance Sheet as of March 31, 2000 and December 31, 1999 Page 3 Consolidated Statements of Operations for the Three months Ended March 31, 2000 and 1999 Page 4 Consolidated Statements of Cash Flows for the Three months Ended March 31, 2000 and 1999 Page 5 Item 2. Results of Operations and Management's Discussion and Analysis of Financial Condition Page 6 Liquidity and Capital Resources Page 7 Other Information Page 8 Signatures Page 9 The statements, insofar as they relate to the period subsequent to December 31, 1999 are Unaudited. PART 1. FINANCIAL INFORMATION Item 1. Financial Statements AMRECORP REALTY FUND II Condensed Consolidated Balance Sheets March 31, December 31, 2000 1999 (Unaudited) ASSETS Real Estate assets, at cost $580,045 $580,045 Land 4,617,978 4,617,978 Buildings and improvements 5,198,023 5,198,023 Less: Accumulated depreciation (2,973,170) (2,923,170) Real estate, net 2,224,853 2,274,853 Investments in Real Estate Held for Sale Cash including cash investments 429,875 378,479 Escrow deposits 150,105 205,850 Deferred Costs and Fees 33,641 35,352 Other assets 2,911 6,681 Total assets $2,841,385 $2,901,215 LIABILITIES AND PARTNERS' EQUITY: LIABILITIES: Mortgage and notes payable $2,312,784 $2,325,774 Payable to Affiliates 3,556 977 Interest payable 0 18,161 Real estate taxes payable 23,751 0 Security deposits 18,701 18,901 Accounts payable and accrued expenses 66,511 130,174 Total liabilities 2,425,303 2,493,987 PARTNERS CAPITAL (DEFICIT): Limited Partners 505,169 496,403 General Partners (89,087) (89,175) Total Partners Capital (Deficit) 416,082 407,228 Total Liability and Partners equity $2,841,385 $2,901,215 See notes to Condensed Consolidated Financial Statements AMRECORP REALTY FUND II Condensed Consolidated Statement of Operations (Unaudited) Three Months Ended March 31, REVENUES 2000 1999 Rental income $201,314 $197,508 Other property 7,058 5,556 Total revenues 208,372 203,064 EXPENSES Salaries & wages 19,114 12,740 Maintenance & repairs 13,094 15,119 Utilities 6,994 6,880 Real estate taxes 23,751 20,250 General administrative 6,810 22,316 Contract services 9,873 10,604 Insurance 3,770 3,641 Interest 54,144 55,015 Depreciation and amortization 50,000 48,000 Property managment fees 10,257 10,091 Amortization of deferred costs and fees 1,711 1,711 Total expenses 199,518 206,367 NET INCOME (LOSS) $8,854 ($3,303) NET INCOME PER SHARE $0.61 $(0.23) See Notes to Condensed Consolidated Financial Statements AMRECORP REALTY FUND II Condensed Consolidated Statement of Cash Flows Unaudited Three Months Ended March 31, 2000 1999 CASH FLOWS FROM OPERATING ACTIVITY Net income (loss) $8,854 ($3,303) Adjustments to reconcile net income (loss) to net cash provided by operating activities: Depreciation and amortization 50,000 48,000 Net Effect of changes in operating accounts Escrow deposits 55,745 36,126 Deferred Costs 1,711 1,711 Accrued real estate taxes 23,751 20,220 Security deposits (200) 251 Accounts payable (63,663) (69,826) Other assets 3,770 3,640 Net cash used by operating activities 79,968 36,819 CASH FLOWS FROM INVESTING ACTIVITIES Net cash used by operating activities 0 0 CASH FLOWS FROM FINANCING ACTIVITIES Repayment of mortgage notes payable (12,990) (11,895) Proceeds from amounts due affiliates 2,579 13,212 Increase in accrued interest (18,161) 0 Net cash provided by investing activities (28,572) 1,317 NET INCREASE (DECREASE) IN CASH AND CASH 51,396 38,136 EQUIVALENTS CASH AND CASH EQUIVALENTS, BEGINNING OF 378,479 217,493 PERIOD CASH AND CASH EQUIVALENT, END OF PERIOD $429,875 $255,629 See Notes to Condensed Consolidated Financial Statements Basis of Presentation: Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations, although the Partnership believes that the disclosures are adequate to make the information presented not misleading. It is suggested that these condensed financial statements be read in conjunction with the financial statements and notes thereto included in the Partnership's latest annual report on Form 10-K. Item 2. RESULTS OF OPERATIONS AND MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION Results of Operations At March 31, 2000 the Partnership owned one property, Chimney Square Apartments located in Abilene Texas with approximately 126,554 net rentable square feet. The occupancy of Chimney Square averaged 98.3% during the first quarter of 2000 as compared to 94.8% for the fist quarter of 1999. FIRST QUARTER 2000 COMPARED TO FIRST QUARTER 1999 Revenue from property operations increased $5,308 or 2.61%, for the first quarter of 2000, as compared to the 1999 first quarter. The increase in rental income of $3,806 or 1.93% is primarily due to increased occupancy and higher rental rates. Other income increased $1,502 or 27.03% primarily due to increased late charges and other fees. The following table illustrates the components: Increase Per Cent (Decrease) Change Rental income $3,806 1.93% Other property 1,502 27.03% $5,308 2.61% Property operating expenses decreased $6,849 or 3.32%, for the first quarter of 2000, as compared to the same period in 1999. This was primarily due from decreased general and administrative costs which dropped $15,506 or 69.48% from decreases in postage related mailings. Salaries & wages increased $6,374 or 50.03% due to increased staff levels. Real estate taxes increased $3,501 or 17.29% due to higher property value assessments. Maintenance and repairs decreased $2,025 or 13.39% from lower turnover of residents. The following table illustrates the components by category: Increase Per Cent (Decrease) Change Salaries & wages $6,374 50.03% Maintenance & repairs (2,025) 13.39% Utilities 114 1.66% Real estate taxes 3,501 17.29% General administrative (15,506 69.48% Contract services (731) 6.89% Insurance 129 3.54% Interest (871) 1.58% Depreciation and amortization 2,000 4.17% Property management fees 166 1.65% Net Increase (Decrease) ($6,849) 3.32% LIQUIDITY AND CAPITAL RESOURCES While it is the General Partners primary intention to operate and manage the existing real estate investments, the General Partner also continually evaluates this investment in light of current economic conditions and trends to determine if these assets should be considered for disposal. Accordingly, in 1996 the Partnership sold its investment in the shopping center located in Lancaster, Texas, recognizing a loss of $10,177. Shorewood Apartments, an apartment complex located in Charlotte, North Carolina was sold in January 1997. Net proceeds from the sale was 1.3 million dollars resulting in cash distribution of $100.00 per unit. As of March 31, 2000, the Partnership had $429,875 in cash and cash equivalents as compared to $378,479 as of December 31 1999. The net increase in cash of $51,396 is principally due to cash flow from operations. The property is encumbered by non-recourse mortgage as of March 31, 2000, with an interest rate of 9.325%. Required principal payments on this mortgage note for the three years ended December 31, 2002, are $40,717, $44,680, and $49,029 respectively. For the foreseeable future, the Partnership anticipates that mortgage principal payments (excluding balloon mortgage payments), improvements and capital expenditures will be funded by net cash from operations. The primary source of capital to fund future Partnership acquisitions and balloon mortgage payments will be proceeds from the sale, financing or refinancing of the properties. On February 7, 1995 the Partnership refinanced the loan on Chimney Square Apartments. The original loan matured and a new $2,475,000 loan bearing interest at 9.325% per year was secured from Newport Mortgage Company L.P. The loan matures on March 1, 2005. In connection with this loan, the lender required, and the Partnership provided, a new single asset partnership known as Chimney Square Apartments, owned 99% by the Fund. In February, 1991, Amrecorp Realty Inc., resigned as the Managing General Partner of the Partnership. As was communicated to all limited partners, this step was taken in order to minimize any effect that Amrecorp's financial difficulties might have on the partnership. Management of the Partnership's assets is performed by Univesco, Inc., a Texas corporation, Robert J. Werra, CEO. Management intends to continue operating the Partnership in its present form while investigating options to improve operations of the Partnership. Part II Other Information Item 1. Legal Proceedings See Part I Item 2. Management's Discussion and Analysis of Financial Conditions and Results of Operations. Item 2. Changes in Securities. None Item 3. Defaults upon Senior Securities None Item 4. Submission of Matter to a Vote of Security Holders. None Item 5. Other Information. None Item 6. Exhibits and Reports on Form 8-K. None. (A) The following documents are filed herewith or incorporated herein by reference as indicated as Exhibits: Exhibit Designation Document Description Limited Partnership Agreement incorporated by reference to Registration Statement No. 2-90654 effective July 6, 1984. Limited Partnership Agreement incorporated by reference to Registration Statement No. 2-90654 effective July 6, 1984. 11 Not Applicable 15 Not Applicable 18 Not Applicable 19 Not Applicable 20 Not Applicable 23 Not Applicable 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. AMRECORP REALTY FUND II a Texas limited partnership By: /s/ Robert J. Werra Robert J. Werra, General Partner Date: May 8, 2000 [ARTICLE] 5 [LEGEND] THE SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM BOTH THE MARCH 31, 2000 BALANCE SHEET AND STATEMENT OF INCOME AND EXPENSES AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS. [/LEGEND] [CIK] 0000745061 [NAME] AMRECORP REALTY FUND II [PERIOD-TYPE] 3-MOS [FISCAL-YEAR-END] DEC-31-2000 [PERIOD-END] MAR-31-2000 [CASH] 429,875 [SECURITIES] 0 [RECEIVABLES] 0 [ALLOWANCES] 0 [INVENTORY] 0 [CURRENT-ASSETS] 0 [PP&E] 5,198,023 [DEPRECIATION] 2,973,170 [TOTAL-ASSETS] 2,841,385 [CURRENT-LIABILITIES] 0 [BONDS] 2,312,784 [PREFERRED-MANDATORY] 0 [PREFERRED] 0 [COMMON] 0 [OTHER-SE] 416,082 [TOTAL-LIABILITY-AND-EQUITY] 2,841,385 [SALES] 0 [TOTAL-REVENUES] 208,372 [CGS] 0 [TOTAL-COSTS] 0 [OTHER-EXPENSES] 145,374 [LOSS-PROVISION] 0 [INTEREST-EXPENSE] 54,144 [INCOME-PRETAX] 0 [INCOME-TAX] 0 [INCOME-CONTINUING] 0 [DISCONTINUED] 0 [EXTRAORDINARY] 0 [CHANGES] 0 [NET-INCOME] 8,854 [EPS-BASIC] 0.61 [EPS-DILUTED] 0