EXHIBIT 99
FORM 8-K
SALE OF TOWN CENTER SHOPPING CENTER
TABLE OF CONTENTS
ITEM 2
ACQUISITION OR DISPOSITION OF ASSETS
ITEM 5
HISTORICAL SUMMARY OF GROSS REVENUES AND
CERTAIN DIRECT OPERATING EXPENSES
SELLERS CLOSING STATEMENT
SIGNATURES
Page 1
ITEM 2 - FORM 8-K
ACQUISITION OR DISPOSITION OF ASSETS
SALE OF TOWN CENTER SHOPPING CENTER
The partnership sold Town Center, the 101,664 sq. ft. shopping
center located on Marco Island to American Heritage/Buckhead, L.P.
a Delaware limited partnership, on July 1, 1996 at a price of
$12,000,000.
Closing costs totaled $378,000 which included a selling commission
of $240,000 split equally between two unrelated, third party real
estate brokerage companies. Additional closing adjustments totaled
$130,000. A copy of the Seller's Closing Statement is attached.
From the closing proceeds, the partnership paid in full a first
mortgage loan from NationsBank in the amount of $5,764,000. That
loan was secured by a mortgage on both Town Center and Broadway
Medical Center. That mortgage has now been satisfied in full. An
additional $500,000 is being reserved from the closing to be paid
against the partnership's loan on Manatee West. That sum, plus
approximately $1,200,000 which was reserved from a prior property
sale will pay the loan on Manatee West Shopping Center in full
provided that the lender will not grant a satisfactory extension to
that loan which is due and payable on September 1, 1996.
The net proceeds from sale less the $500,000 mentioned above will
be distributed to the limited partners during the last week of June
or first week of July.
Pursuant to the information required by Article 11 of regulation
S-X, if the partnership had disposed of the property on March 31,
1996, the effect on the partnership's unaudited balance sheet of
that same date would have been a decrease in net asset value of
$1,430,000, a decrease in debt by $5,782,000, and a higher net
worth of approximately $4,352,000.
If this sale had occurred on January 1, 1996, the effect on the
unaudited income statement for three months ended March 31, 1996
would have been to decrease revenue by $378,000, decrease operating
expense by $91,000, decrease interest expense by $136,000, decrease
other non-operating expenses by $16,000, decrease depreciation and
amortization expenses by $70,000. All of the foregoing adjustment
would have resulted in a decrease in net income of $65,000.
Included in this report is the historical summary of gross revenues
and certain direct operating expenses for the twelve months ending
12/31/95, 12/31/94 and 12/31/93.
Page 2
TOWN CENTER SHOPPING CENTER
HISTORICAL SUMMARY OF GROSS REVENUES AND
CERTAIN DIRECT OPERATING EXPENSES
12/31/95 12/31/94 12/31/93
GROSS REVENUES
Rental Income
and other 1,499,190 1,603,837 1,701,092
Total Revenue 1,499,190 1,603,837 1,701,092
CERTAIN DIRECT
OPERATING EXPENSES
Grounds Maintenance 41,580 37,054 33,937
Building Maintenance 45,338 19,362 7,484
Utilities 55,950 54,023 41,267
Management Fee 92,272 91,215 100,540
Real Estate Taxes 77,730 80,095 80,361
Insurance 55,864 58,574 49,733
Administrative 64,384 84,767 76,574
Other Expenses 64,143 41,442 60,505
Bad Debts 0 0 51,800
_________ _________ _________
TOTAL CERTAIN DIRECT 497,261 466,532 502,201
OPERATING EXPENSES
EXCESS OF GROSS 1,001,929 1,137,305 1,198,891
REVENUES OVER CERTAIN
DIRECT OPERATING
EXPENSES
Page 3
SELLER'S CLOSING STATEMENT
Seller: Florida Income Fund II, Limited Partnership
Buyer: American Heritage/Buckhead, L.P.
Property: Town Center Shopping Center, Marco Island, Florida
Date of Closing: July 1, 1996.
Purchase Price: $12,000,000.00
EXPENSES:
1. Owner's Title Insurance $ 36,575.00
2. Documentary Stamps on Deed $ 84,000.00
3. Title Search $ 650.00
4. 1996 Real Estate Taxes,
prorated (1/1-6/27/96 $ 37,751.09
5. 1996 Personal Property Taxes,
prorated (1/1-6/27/96) $ N/A
6. Rents, prorated (6/27-6/30/96)
(excluding Fleming) $ 12,974.11
7. Seller's Attorney Fee payable to
Norman A. Hartman, Jr., P.A. $ 14,750.00
8. Copies, postage, Federal Express,
facsimile, long distance
calls (est) $ 225.00
9. NationsBank Mortgage
Payoff (6/27/96) $5,794,961.76
10. Recording of Affidavits of
Partnership $ 30.00
11. Rent Credit to Buyer for Fleming $ 909.10
12. Deposit from Buyer $ 100,000.00
13. Real Estate Commission $ 240,000.00
14. Security Deposits $ 90,575.72
15. Prepaid Rent (Aslan Cleaners) $ 1,757.50
_____________
TOTAL EXPENSES $6,415,159.28
PURCHASE PRICE LESS EXPENSES: $5,584,840.72
CREDITS:
1. Unpaid June Rents $ 14,062.30
_____________
TOTAL CREDITS $ 14,062.30
PURCHASE PRICE LESS EXPENSES PLUS CREDITS: $5,598,903.02
Page 4
I HEREBY CERTIFY THE ABOVE TO BE TRUE AND CORRECT:
FLORIDA INCOME FUND II, LIMITED PARTNERSHIP
BY: MARINER CAPITAL MANAGEMENT, INC. a Florida Corporation, its
Managing General Partner
BY: LAWRENCE A. RAIMONDI FEDERAL TAX ID NO. 31-1168320
PRESIDENT
(SIGNATURE)
CORPORATE SEAL
(SEAL)
Page 5
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.
FLORIDA INCOME FUND II, LIMITED PARTNERSHIP
(REGISTRANT)
JULY 1, 1996
LAWRENCE A. RAIMONDI
PRESIDENT AND DIRECTOR, AND CEO
MARINER CAPITAL MANAGEMENT, INC.
(PRINCIPAL EXECUTIVE OFFICER)
(SIGNATURE)
JOE K. BLACKETER
SECRETARY/TREASURER
MARINER CAPITAL MANAGEMENT, INC.
(PRINCIPAL FINANCIAL AND ACCOUNTING OFFICER)
(SIGNATURE)
Page 6