UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 December 31, 2000
[ ] Transition Report Pursuant to Section 13 or 15(a) of the
Securities Exchange Act of 1934
Commission File Number 0-15756
LIF
(Exact name of registrants as specified in its charter)
California 94-2969720
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
0326 Highway 133, #210, Carbondale, Colorado 81623
(Address of principal executive offices)
(970) 963-8007
(Partnership's telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
None
Securities registered pursuant to Section 12(g) of the Act:
Units of Limited Partnership Interest
(Title of Class)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Sections 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 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 [ ]
State the aggregate market value of the voting stock held by non-affiliates
of the registrant. Inapplicable.
DOCUMENTS INCORPORATED BY REFERENCE: None
LIF
FORM 10-K
FOR THE YEAR ENDED DECEMBER 31, 2000
TABLE OF CONTENTS
Item No. Name of Item
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 Registrant's Common Equity and Related
Shareholders 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. Change in and Disagreements with Accountants on
Accounting and Financial Disclosure
Part III
Item 10. Directors and Executive Officers of the Registrant
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
Index to Consolidated Financial Statements and Supplemental
Consolidated Financial Statement Schedules included in the Form 10-K.
PART I
ITEM 1. BUSINESS
LIF (the "Partnership") was a limited partnership which was organized under
the California Revised Limited Partnership Act on June 29, 1984. The
Partnership was organized to acquire real properties, including
commercial, residential and agricultural properties, located primarily
within the western portion of the United States, and to make short-term
loans and capital contributions to other limited partnerships formed to
acquire or develop and operate one or more income-producing real
properties. The Partnership was formed with the following principal
investment objectives: (i) to provide the maximum possible cash
distributions from operations, a substantial portion of which may not be
taxable to the holders of units of limited partnership interest in the
Partnership (the "Holders"); (ii) to provide for capital growth through
appreciation in values; and (iii) to protect the Partnership's capital. The
General Partner of LIF is Partners '85 (the "General Partner") a partnership
whose General Partner is Landsing Equities Corporation.
The Partnership has sold all its properties and completed the distribution of
its remaining assets to its unit holders.
The Partnership has not engaged in research activities relating to the
development or improvement of products or services. The Partnership has
not made, nor does it anticipate making, during the succeeding fiscal
year, any capital expenditures for environmental control facilities, nor
does it expect any material effects upon capital expenditures, earnings
or competitive position resulting from compliance with present federal,
state or local environmental control provisions. The Partnership has no
employees. All of the Partnership's operations are located in the United
States.
ITEM 2. PROPERTIES
NONE
ITEM 3. LEGAL PROCEEDINGS
NONE
4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
No matter has been submitted to a vote of the limited partners (the
"Limited Partners") through the solicitation of proxies or otherwise,
during the fourth quarter of 2000.
PART II
ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY
AND RELATED SHAREHOLDERS MATTERS
There is no established public trading market for the Units of Limited
Partnership interest of the Partnership and there are substantial
restrictions on the transferability of such Units imposed by federal
and state securities laws and by the Limited Partnership Agreement.
The approximate number of record holders of Units of the Partnership as
of December 31, 2000 was 889.
The Limited Partners of the Partnership are entitled to certain
distributions under the Amended and Restated Certificate and Agreement of
Limited Partnership of the Partnership. A cash distribution of $250 per
unit, to unit holders of record on June 1, 1999, was paid in June 1999.
A distribution of $90 per unit to unit holders of record on August 1, 2000
was paid in August 2000. A distribution of $20 per unit to unit holders of
record on December 1, 2000 was paid in December 2000.
ITEM 6. SELECTED FINANCIAL DATA
(In thousands, except per unit amount)
. . . . . . .DECEMBER 31 . . . . . . .
2000 1999 1998 1997 1996
Total Revenues $ 127 $ 199 $1,661 $ 1,781 $1,517
Net Income (Loss) 165 3,337 (159) (127) (136)
Net Income (Loss) Per Unit (1) 13 260 (12) (10) (11)
Total Assets 0 2,723 9,950 10,293 9,864
Long-term Obligations - Net 0 1,427 8,470 7,679 7,960
Cash Distributions-Limited Partners 1,404 3,205 192 0 192
Paid Per Unit (1) 110 250 15 0 15
(1) Based on a weighted average of 12,820 limited partnership units
outstanding in 2000, 1999, 1998, 1997 and 1996.
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
INTRODUCTION
The Partnership was organized to acquire real properties, including
commercial, residential and agricultural properties, located primarily
within the western portion of the United States, and to make short-term
loans and capital contributions to other limited partnerships formed to
acquire or develop and operate one or more income-producing real
properties.
LIQUIDITY AND CAPITAL RESOURCES
The Partnership has sold all its properties, paid all liabilities and
distributed the remaining cash to its Unit Holders.
DISTRIBUTIONS
The General Partner paid cash distributions of $90 per unit in August 2000,
and $20 per unit in December of 2000.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
The information required by this Item is contained at page F-1 following in
this report.
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING
AND FINANCIAL DISCLOSURE
None.
PART III
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
The General Partner of the Partnership is Partners '85, which has sole
responsibility for all aspects of the Partnership's operations. Partners
'85 is a limited partnership, whose General Partner is Landsing Equities
Corporation, a California corporation.
Landsing Equities Corporation was incorporated in California in 1983. It
is a wholly owned subsidiary of The Landsing Corporation which has
acted as a sponsor of real estate investment programs, providing property
acquisition and management services.
Gary K. Barr is the Director and President of Landsing Equities
Corporation. His principal occupation during the last five years or more,
and certain other affiliations are set forth below:
Gary K. Barr. Mr. Barr serves as Chairman and Chief Executive Officer
of Pacific Coast Capital and served as President and Director of
Landsing Pacific Fund from its inception in November, 1988 to July, 1992.
Mr. Barr received a Bachelor of Science degree in Mechanical Engineering
from Oklahoma State University in 1967 and a Master of Business
Administration degree from the Stanford University Graduate School of
Business in 1972. Mr. Barr served on the Board of Governors of the
National Association of Real Estate Investment Trusts and on its Editorial
Board. Mr. Barr has also served as President of the California Chapter of
the Real Estate Securities and Syndication Institute of the National
Association of Realtors ("RESSI"), which has awarded him the designation of
Specialist in Real Estate Securities. Since 1983, he has served on the
Board of Directors of Silicon Valley Bancshares. In 1989 he authored the
book J.K. Lasser's "Real Estate Investment Guide" published by Prentice
Hall.
ITEM 11. EXECUTIVE COMPENSATION
The Director and President of Landsing Equities Corporation do not
receive compensation from the Partnership. However, the General Partner,
Partners '85, has contracted with Pacific Coast Capital, an affiliate, for
the provision of certain asset management and administrative services.
During 2000, Pacific Coast Capital received management fees of $123,338,
which were determined based on expenses incurred in order to operate the
Partnership. See Item 13, Certain Relationships and Related
Transactions for further information.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
No persons or groups are known by the Partnership to hold more than 5% of the
units of limited partnership of the Partnership. The General Partner is not
a direct or beneficial owner of Units of limited partnership. The General
Partner knows of no arrangement, including any pledge by any person of
securities of the Partnership, the operation of which may at a subsequent
date result in a change in control of the Partnership.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
The Partnership has agreements with The Landsing Corporation and one of
its affiliates, Pacific Coast Capital, pursuant to which the Partnership has
paid various fees and compensation to these companies.
The Partnership has retained Pacific Coast Capital to serve as advisor and
to manage the day-to-day operations of the Partnership. Pacific Coast
Capital is to perform these services based on reimbursement of costs
incurred but in no case are these to exceed those which the Partnership
would have to pay independent parties for comparable services. During
2000, the Partnership paid Pacific Coast Capital expense reimbursements
of $123,338.
For information concerning the agreements between the Partnership and
the affiliates of The Landsing Corporation, see Note 3 of Notes to
Financial Statements filed as part of this Annual Report.
PART IV
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K
(a) 1. Financial Statements
See the Index on page F-1.
2. Financial Statement Schedules
See the Index on page F-1.
3. Exhibits
See the Exhibit Index which immediately precedes the
Exhibits filed with this Report.
(b) No reports were filed by the Partnership on Form 8-K during
the fourth quarter ended December 31, 2000.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.
LIF
By: Partners '85
By: Landsing Equities Corporation,
General Partner
February 13, 2001 By: /s/ Gary K. Barr
GARY K. BARR, President and Director
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.
February 13, 2001 /s/ Gary K. Barr
GARY K. BARR, President and Director
Landsing Equities Corporation
(Principal Executive Officer)
Supplemental Information to be Furnished With Reports Filed Pursuant to
Section 15(d) of the Act by Registrants Which Have Not Registered
Securities Pursuant to Section 12 of the Act.
No Annual Report or Proxy material has been sent to Partnership's security
holders. An Annual Report will be furnished to such security holders
subsequent to the filing of Partnership's Annual Report on Form 10-K, and,
when so sent, Partnership shall furnish copies of such material to the
Commission.
LIF
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS AND SUPPLEMENTAL
CONSOLIDATED FINANCIAL STATEMENT SCHEDULES INCLUDED IN THE FORM 10-K
Report of Independent Accountants
Financial Statements:
Consolidated Balance Sheets, December 31, 2000 and 1999
Consolidated Statements of Operations for the Years Ended
December 31, 2000, 1999 and 1998
Consolidated Statements of Changes in Partners' Equity for the Years
Ended December 31, 2000, 1999 and 1998
Consolidated Statements of Cash Flows for the Years Ended
December 31, 2000, 1999 and 1998
Notes to Consolidated Financial Statements
Supplemental Consolidated Financial Statement Schedule:
Schedule III - Real Estate and Accumulated Depreciation
for the Year Ended December 31, 2000
REPORT OF INDEPENDENT ACCOUNTANTS
To the Partners of LIF:
We have audited the accompanying consolidated financial statements and
consolidated financial statement schedule of LIF and subsidiaries listed in
the index on page F-1 of this Form 10-K as of December 31, 2000 and
1999, and the related consolidated statements of operations, changes in
partners' equity and cash flows for each of the three years in the period
ended December 31, 2000. These financial statements are the responsibility
of the Partnership's management. Our responsibility is to express an opinion
on these financial statements and financial statement schedule 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 consolidated financial statements referred to above
present fairly, in all material respects, the consolidated financial position
of LIF and subsidiaries as of December 31, 2000 and 1999, and the
consolidated results of their operations and their cash flows for each of the
three years in the period ended December 31, 2000, in conformity with
generally accepted accounting principles. In addition, in our opinion, the
consolidated financial statement schedule referred to above, when
considered in relation to the basic financial statements taken as a whole,
presents fairly, in all material respects, the information required to be
included therein.
DALBY, WENDLAND & CO., P.C.
Glenwood Springs, Colorado
January 18, 2001
LIF
CONSOLIDATED BALANCE SHEETS, DECEMBER 31, 2000 AND 1999
(In thousands except for Partnership Units)
2000 1999
ASSETS
INVESTMENT IN REAL ESTATE:
Rental property $ 0 $ 2,102
Accumulated depreciation 0 (278)
Rental property - net 0 1,824
CASH AND CASH EQUIVALENTS (including interest
bearing deposits of $872 in 1999) 0 884
OTHER ASSETS:
Accounts receivable, net 0 0
Deferred loan costs, net of accumulated
amortization of$5 in 1999 0 13
Prepaid expenses 0 2
Notes receivables 0 0
Total other assets 0 15
TOTAL $ 0 $ 2,723
LIABILITIES AND PARTNERS' EQUITY
LIABILITIES:
Notes payable $ 0 $ 1,427
Accounts payable 0 9
Liability for future improvements 0 0
Other liabilities 0 49
Deferred gain on real estate 0 0
Total liabilities 0 1,485
PARTNERS' EQUITY
Limited Partners 0 1,238
General Partners 0 0
TOTAL $ 0 $ 2,723
Equity Units Authorized - Limited Partners 12,820 12,820
- General Partners 0 0
Equity Units Outstanding - Limited Partners 12,820 12,820
- General Partners 0 0
The accompanying notes are an integral part of the consolidated financial
statements.
LIF
CONSOLIDATED STATEMENTS OF OPERATIONS FOR
THE YEARS ENDED DECEMBER 31, 2000, 1999 and 1998
(In thousands except Partnership units)
2000 1999 1998
REVENUES:
Rental $ 100 $ 190 $ 1,635
Interest 27 9 26
Total revenues 127 199 1,661
EXPENSES:
Interest 62 135 558
Operating 57 99 712
Depreciation and amortization 33 72 382
General and administrative 183 212 190
Total expenses 335 518 1,842
Gain from sale of real estate 373 3,656 22
NET INCOME/LOSS $ 165 $3,337 $ (159)
Net gain - Limited Partners $ 165 $3,162 $ (159)
Net income (loss) - General Partners $ 0 $ 175 $ 0
NET INCOME/LOSS PER PARTNERSHIP UNIT
Limited Partners $ 13 $ 247 $ (12)
General Partners $ 0 $ 0 $ 0
The accompanying notes are an integral part of the consolidated financial
statements.
LIF
CONSOLIDATED STATEMENTS OF CHANGES IN PARTNERS' EQUITY
FOR THE YEARS ENDED DECEMBER 31, 2000, 1999 AND 1998
(In thousands, except Partnership units)
LIMITED PARTNERS
NUMBER OF GENERAL TOTAL
PARTNERSHIP PARTNER PARTNERS'
UNITS AMOUNT AMOUNT EQUITY
BALANCE, DECEMBER 31, 1998 12,820 $ 1,281 $(175) $ 1,106
Net income 1999 $ 3,162 $ 175 $ 3,337
Distribution 1999 (3,205) $ 0 (3,205)
BALANCE DECEMBER 31, 1999 12,820 $ 1,238 $ 0 $ 1,238
Net income 2000 165 0 165
Distribution 2000 (1,403) (1,403)
BALANCE, DECEMBER 31, 2000 12,820 $ 0 $ 0 $ 0
The accompanying notes are an integral part of the consolidated financial
statements.
LIF
CONSOLIDATED STATEMENTS OF CASH FLOWS FOR
THE YEARS ENDED DECEMBER 31, 2000, 1999 AND 1998
(In thousands)
2000 1999 1998
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income/loss $ 165 $ 3,337 $ (159)
Gain on sale of property (373) (3,656) 22
Adjustments to reconcile net income (loss) to
net cash provided by (used by) operating activities:
Depreciation and amortization 33 72 382
Changes in operating assets and liabilities:
Decrease (increase) in accounts receivable 0 84 (35)
Decrease (increase) in prepaid expenses
and deposits 2 21 (4)
(Increase) in deferred costs 13 59 (19)
(Decrease) increase in accounts payable (9) (15) 86
(Decrease) increase in other liabilities (49) (301) (33)
Net cash provided by (used by)
operating activities (218) (399) 196
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures 0 (12) (102)
Proceeds from sale of investment property 2,164 9,184 17
Investment in short-term investments 0 0 0
Payments on notes receivable 0 0 100
Net cash provided by investing activities 2,164 9,172 15
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from financing 0 0 137
Distributions (1,403) (3,205) (214)
Payments on notes payable (1,427) (5,250) (138)
Net cash used in financing activities (2,830) (8,455) (215)
Increase (decrease) in cash and
cash equivalents (884) 318 (4)
Cash and cash equivalents at beginning of year (884) 566 570
Cash and cash equivalents at end of year 0 $ 884 $ 566
The accompanying notes are an integral part of the consolidated financial
statements.
LIF
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Dollars in thousands except Partnership unit amounts)
1. ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Organization - LIF (the "Partnership") is a limited partnership organized
under the laws of the state of California for the purpose of investing in
income properties and making short-term loan and capital contributions to
operating entities formed to acquire or develop and operate one or more
income producing real properties. The General Partner is Partners '85 (the
"General Partner"), a California limited partnership, whose General Partner
is Landsing Equities Corporation. LIF was formed in June 1984 and terminated
September 30, 2000.
Investment In Real Estate Partnership - At December 31, 1998, the
Partnership was invested in Landsing Private Fund ("P-21"), a 99%-owned
real estate partnership. During 1999, the Partnership was dissolved.
In 1997, Cattle Creek Development Partners (CCDP) was liquidated into
the Partnership. CCDP was originally formed in 1994.
Consolidation of Investment in Real Estate Partnerships - For financial
reporting purposes, the Partnership consolidates the operations of it's
investment in real estate partnerships with that of the Partnership. All
significant intercompany transactions, including notes payable/receivable and
short-term loans/receivables, and balances have been eliminated. Minority
interest was insignificant at December 31, 1999.
Rental Property - Rental property is stated at cost. Depreciation is
computed by the straight-line method over estimated useful lives ranging from
five to forty years. Major additions and betterments are capitalized at
cost, while maintenance and repairs which do not improve or extend the life
of the respective assets are expensed currently. When assets are retired or
otherwise disposed of, the costs and related accumulated depreciation are
removed from the accounts, and any gain or loss on disposal is included in
the results of operations. Rental property held for sale is valued at
lower of cost or market.
Deferred Loan Costs - Loan fees are deferred and amortized over the life of
the related note payable.
Cash and Cash Equivalents - The Partnership considers all highly liquid
investments with a maturity of three months or less at the time of purchase
to be cash equivalents.
Short-Term Investments - The Partnership invests in short-term federally
insured certificates of deposits which mature on a date in excess of three
months from the date of purchase. The cost of these investments approximate
market value.
Income Taxes - No provision for federal or state income taxes has been made
in the consolidated financial statements because these taxes are the
obligation of the partners.
Net Income (Loss) Per Partnership Unit - Net Income (Loss) per partnership
unit is based on weighted average units outstanding of 12,820 in 2000, 1999
and 1998, after giving effect to net income (loss) allocated to the General
Partner. Cash distributions of $250 per unit were paid to limited partnership
unit holders in 1999. Cash distributions of $110 per unit were paid to
limited partnership unit holders in 2000.
Concentrations of Credit Risk - The Partnership's financial instruments that
are exposed to concentrations of credit risk consist primarily of its cash
and cash equivalents, and note receivables. The Partnership's cash and cash
equivalents are maintained in various accounts in FDIC insured institutions.
This investment policy limits the Partnership's exposure to concentrations of
credit risk. The note receivables outstanding are held by two related
parties. Due to the related party nature of the receivables and the intention
of the related parties to obtain permanent financing from a bank within the
next six months credit risk is considered minimal.
Use of Estimates - The preparation of financial statements in conformity with
generally accepted accounting principles requires management to make
estimates and assumptions that affect certain reported amounts and
disclosures. Accordingly, actual results could differ from those estimates.
Impairment of Long-Lived Assets - The Partnership adopted Statement of
Financial Accounting Standards (SFAS) No. 121, "Accounting for the
Impairment of Long-lived Assets and for Long-lived Assets to be Disposed Of"
during 1996. SFAS No. 121 requires that long-lived assets and certain
identifiable intangibles to be held and used or disposed of by an entity be
reviewed for impairment whenever events or changes in circumstances indicate
that the carrying amount of an asset may not be recoverable. During 2000,
1999 and 1998, the Partnership determined that no impairment loss need be
recognized for applicable assets of continuing operations.
Accounting Pronouncements - In June 1996, the Financial Accounting Standards
Board issued Statement No. 125, "Accounting for Transfers and Servicing of
Financial Assets and Extinguishment of Liabilities" (SFAS No.125). This
Statement is effective for transactions occurring after December 31, 1996.
However, transactions such as securities lending, repurchase agreements,
dollar rolls, and similar secured financing arrangements are not subject to
the provisions of SFAS No. 125 until January 1, 1998. The standard provides
that, following a transfer of financial assets, an entity is to recognize the
financial and servicing assets it controls and the liabilities it has
incurred, derecognize financial assets when control has been surrendered and
derecognize liabilities when extinguished. The adoption of SFAS No. 125 had
no impact on the Partnership's consolidated financial statements.
Effective January 1, 1998, the Partnership adopted SFAS No. 130, "Reporting
Comprehensive Income." SFAS No. 130 requires that an enterprise (a) classify
items of other comprehensive income by their nature in a financial statement
and (b) display the accumulated balance of other comprehensive income
separately from retained earnings and additional paid-in capital in the
equity section of a statement of financial condition. However, the
Partnership had no items of comprehensive income at December 31, 2000 or
December 31, 1999.
Effective January 1, 1998, the Partnership adopted SFAS No. 131, "Disclosures
About Segments Of An Enterprise And Related Information." However, the
Partnership does not have any reportable segments at December 31, 2000 or
December 31, 1999.
Fair Value of Financial Instruments - The fair value of certain financial
assets carried at cost, including cash and cash equivalents and accounts
receivable, are considered to approximate their respective fair value. The
fair value of accrued liabilities is considered to approximate their
respective book values due to their short-term nature. The valuation of
notes receivables and notes payable with floating rates is estimated to be
the same as carrying value. Fair value of notes payable with fixed rates is
estimated based on quoted market prices for similar issues. At December 31,
1999, fair value of notes payable approximates carrying value.
2. RELATED PARTY TRANSACTIONS
The Partnership has entered into agreements with Pacific Coast Capital.
Advisory services for investment management, general, administrative and
property management are provided by Pacific Coast Capital. The General
Partner is an affiliate of Pacific Coast Capital. The related party
transactions delineated in the Partnership Agreement with affiliates of the
General Partner are as follows:
2000 1999 1998
General and Administrative Support Fees $ 123 $ 103 $ 112
Accounts Receivable $ 0 $ 0 $ 17
3. RENTAL PROPERTY
As of December 31, 1999 the partnership owned 2 rental properties, Valley
View and 701 Cooper. The properties were sold in 2000.
4. NOTES PAYABLE
As of December 31, 1999 the partnership had notes payable of $1,427. The
debt was retired with the sale of the properties in 2000.
5. RECONCILIATION TO INCOME TAX BASIS OF ACCOUNTING
The difference at December 31, 2000, 1999 and 1998, between the basis of
accounting used in the accompanying consolidated financial statements and the
income tax basis used to file the Partnership's federal income tax return are
as follows:
Restated Restated
2000 1999 1998
Net income (loss) $ 171 $ 3,337 $ (159)
Remove book (income) loss from partnership
investments 0 (3,600) (137)
Difference in book vs. tax loss from
partnerships 0 6,580 (195)
Decrease from difference in basis and
use of accelerated depreciation methods 10 19 12
Allowance for doubtful accounts 0 (54) 54
Difference on liquidation of P21 0 (1,378) 0
Audit-due to removal of investment
in Partnership 0 (56) 0
Difference on Sale of Assets (82) 0 0
Write off of syndication costs (1,906) 0 0
Other 0 6 (3)
Net income (loss) - tax basis $(1,787) $ 4,854 $ (346)
Partners' equity $ 0 $ 1,238 $ 1,106
Remove equity in partnership investments 0 0 0
Restatement of cumulative elimination 0 0 (383)
Syndication costs 0 1,906 1,906
Liquidation of Cattle Creek Development Ptrs 0 0 0
Basis of Assets 0 1 1
Accumulated depreciation 0 56 37
Allowance for doubtful accounts 0 (54) 54
Investment in partnerships 0 0 (1,220)
Other 0 85 82
Partners' equity - tax basis $ 0 $ 3,232 $ 1,583
SCHEDULE III
LIF
REAL ESTATE AND ACCUMULATED DEPRECIATION
DECEMBER 31, 2000
(In thousands)
None
E X H I B I T I N D E X
Exhibit Number in Accordance
With 601 of Regulation S-K Exhibit Description
3.1 Amended and Restated Certificate and Agreement of
Limited Partnership of LIF, a California limited
partnership, filed as Exhibit 3 to Partnership's
Registration Statement No. 2-94509 on Form S-11, as
amended, is incorporated herein by reference.
3.2 Assignment Agreement, filed as Exhibit 10.1 to
Partnership's Registration Statement No. 2-94509 on
Form S-11, as amended, is incorporated herein by
reference.
10.1 Agreement of Limited Partnership for Cattle Creek
Development Partners, Ltd. (Incorporated by reference
to Form 8-K dated August 31, 1994)
10.2 Promissory Note to LIF. (Incorporated by reference to
Form 8-K dated August 31, 1994)
10.3 Bill of Sale, along with the Closing and Settlement
Agreement for the acquisition of Valley View Business
Park. (Incorporation by reference to Form 8-K dated
August 31, 1994)
10.4 Promissory Note to Alpine Bank, along with related Deed
of Trust. (Incorporated by reference to Form 8-K dated
August 31, 1994)
10.5 Promissory Note to Norman Overacker and Elaine
Overacker, along with related Deed of Trust.
(Incorporated by reference to Form 8-K dated
August 31, 1994)
10.6 Closing and Settlement Agreement for acquisition of 701
Cooper Avenue Building. (Incorporated by reference to
Form 8-K dated August 31, 1994)
10.7 Promissory Note to Alpine Bank, along with related Deed
of Trust. (Incorporated by reference to Form 8-K dated
August 31, 1994)