UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K [ X ] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED] For the fiscal year ended December 31, 1995 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED] For the transition period from _________ to _________ Commission file number 33-11418 DBSI/TRI EQUITY INCOME FUND A Real Estate Limited Partnership State of Organization: Idaho Employer ID #: 82-0410175 1070 N. Curtis Rd., Suite 270, Boise, Idaho 83706 Telephone number: (208) 322-5858 Securities registered pursuant to Section 12(b) of the Act: Title of each class Name of each exchange on which registered N/A N/A Securities registered pursuant to section 12(g) of the Act: Limited Partnership Interests 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 if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (Section 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. [ X ] CROSS REFERENCE TO DOCUMENTS INCORPORATED BY REFERENCE Document Incorporated Part of Form 10-K Form S-11, Post Effective Part I, Item 1 Amendment #9, File No. 33-11418, Pgs. 29-33, 62-64, 69-73, 124-154 Form S-11, Post Effective Part I, Item 2 Amendment #9, File No. 33-11418, Pgs. 7a(1) - 7a(5) Form S-11, Post Effective Part III, Items 10 (c) Amendment #9, File No. 33-11418, and (e) Pgs. 29-32. Form S-11, Post Effective Part IV, Items 14 (3) Amendment #9, File No. 33-11418, and (4) Pgs. 124-154. PART I Item 1. Business. The registrant is a Partnership which was formed for the express purpose of investing in income-producing multi-family residential real properties in the Northwestern United States. The Partnership filed a Form S-11 registration statement which was declared effective by the SEC on September 1, 1987. The primary objectives of the Partnership are to: (1) preserve and protect the limited partners' capital; (2) provide cash distributions to limited partners and (3) obtain long-term appreciation through increases in the value of the Partnership's real estate assets. The general partner of the registrant is DBSI Housing Inc., an Idaho corporation (incorporated in February 1980). On December 31, 1992 DBSI Housing Inc. acquired the general partner interests of Tomlinson Realty Investment II. Tomlinson Realty Investment II continues to hold one half of their original general partner profits interest as a limited partner. The registrant is a limited partner- ship which was formed as of November 15, 1986 (filed with the Idaho Secretary of State on January 5, 1987), under the Idaho Uniform Limited Partnership Act and will continue until December 31, 2036, unless sooner dissolved, in accordance with the Partnership Agreement. See documents incorporated by reference and attached hereto. (Form S-11, Post Effective Amendment #9, File No. 33-11418, Pgs. 29-33, 62-64, 69-73, 124-154). Item 2. Properties. See documents incorporated by reference. (Form S-11, Post Effective Amendment #9, File No. 33-11418, Pgs. 7a(1) - 7a(5). Item 3. Legal Proceedings. There were no material pending legal proceedings against the registrant during 1995. Item 4. Submission of Matters to a Vote of Security Holders. During 1995 there were no votes of security holders, through solicitation of proxies or otherwise. PART II Item 5. Market for Registrant's Common Equity and Related Stockholder Matters. There is no established public trading market for the Limited Partnership Interests of the registrant. As of August 31, 1989 the registrant closed the offering of interests and received the proceeds from subscriptions for 4,711.657 interests. Distributions to Limited Partners during the years ended December 31, 1995, 1994 and 1993 totaled $325,912, $325,912, and $325,914. Item 6. Selected Financial Data. Dec. 31, Dec. 31, Dec. 31, Dec. 31, Dec. 31, 1991 1992 1993 1994 1995 ________ _______ ________ ________ ________ Total and other rental income $ 881,292 $ 865,333 $ 884,235 $ 902,544 $ 859,947 Total interest income $ 28,728 $ 9,912 $ 5,606 $ 2,015 $ 16,656 Income from sales of rental property $ 73,000 Net income $ 138,855 $ 131,711 $ 114,688 $ 75,341 $ 67,454 Cash and cash equivalents $ 239,483 $ 132,989 $ 100,513 $ 41,956 $ 18,941 Rental property $5,322,881 $5,340,541 $5,364,272 $5,400,353 $4,182,164 Total assets $5,320,868 $5,092,285 $4,820,724 $4,542,322 $4,869,007 Long term debt $2,003,029 $1,994,931 $1,985,963 $1,976,032 $1,965,033 Syndication costs $ 710,693 $ 710,693 $ 710,693 $ 710,693 $ 710,693 Partners' capital (deficit) $3,239,548 $3,045,347 $2,778,683 $2,503,585 $2,245,127 Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations Liquidity and Capital Resources The Partnership generated funds primarily from the operation of rental properties and to a lesser extent from interest on savings and certificates of deposit. Funds are used for rental property operating expenses, distributions to partners, debt service, fixed asset replacements, capital improvements, management and professional fees. The Partnership does not anticipate acquiring any additional properties or refinancing any existing properties. The Partnership sold Vista Cornell Apartments in October 1995 and Oak Square Apartments in February 1996. The general partners believe that the Partnership will have the liquidity and capital resources to meet all of its known obligations and commitments. The cash and cash equivalents position of the Partnership at December 31, 1995 represented approximately $19,000 available for Partnership operations. Additionally, approximately $30,000 is in bank accounts reserved for tax, insurance and replacements. There were no external sources of liquidity and there are no outstanding capital commitments. The average rate of interest earned on cash deposits was 3.2%. Cash Flow and Operations For the years ended December 31, 1995, 1994, and 1993 the projects generated $142,207, $276,095, and $293,110, respectively of cash flows from operating activities per the Statements of Cash Flows. Of the total current period cash flow from operating activities, net cash flow of $125,551 came from the operations of the apartment projects and cash flow of $16,656 came from interest income earned on cash or equivalent investments. The 1995 rental operations generated cash receipts of $859,947, incurred operating expenses of $431,136 and interest expense of $202,726. Emerald Court Apartments, the only property with a mortgage, has relatively lower cash flow from operating activities than the unencumbered properties. The following adjustments should be made to the cash flow in order to arrive at an amount comparable to the first year pro forma funds from operations as shown in the supplement to the prospectus for Emerald Court and Oak Square. First, transitory changes in noncash operating assets and liabilities of approximately $5,900 should be added, increasing cash flow to the actual funds which are being generated from operations on an ongoing basis. Additionally, cash flow should be reduced for principal payments of approximately $11,000 and for normal operations fixed asset purchases of approximately $23,200. After the above adjustments, the two properties combined annualized funds from operations for 1995 were approximately 36% of the first year pro forma amount. Interest income decreased from $9,912 in 1992 to $5,606 in 1993 and decreased from $5,606 in 1993 to $2,015 in 1994 largely because the average rate of return on cash decreased in 1993 and 1994. Interest income increased from $2,015 to $16,656 in 1995 because of the interest payments on the note for Vista Cornell. In 1995 total rental operations income of $859,947 represented a 4% decrease from the 1994 level and a 2% increase from 1993. Real estate operating expenses decreased from $387,415 in 1992 to $382,447 in 1993, a 1.2% decrease and increased to $431,136 in 1994, a 12.7% increase and to $494,326 in 1995, a 12% annual increase. The largest expense increases came from on-site management costs and from utilities at Emerald Court. Therefore net income decreased over the same period because of proportionately higher increases in expenses than in rental income. On October 19,1995, the Partnership closed the sale of Vista Cornell Apartments to an unrelated buyer for $1,700,000. The buyer gave a note secured by the property for $1,460,000 and paid $240,000 cash for the balance. The Partnership paid costs of sale of approximately $55,000 (including commissions to unrelated real estate brokers of $50,000), and received net cash proceeds of approximately $185,000. The buyer's installment note requires payments of approximately $11,750 per month including interest of 9% on the unpaid balance. The note may be prepaid at any time and is due in full on October 19, 1999. The cash flow generated from the interest on the note should exceed the annualized year to date cash flow of the Vista Cornell Apartments by approximately 28% or an increase of $29,000. Had this sale occurred on January 1, 1995 the rental income of the partnership would have decreased by approximately $203,000, interest would have increased by approximately $117,000, and net income would have increased by approximately $65,000 for the year ended December 31, 1995. On February 21, 1996, the Partnership sold the Oak Square Apartments to unrelated individual parties, titled through the Western American Exchange Corporation. The buyers paid $970,000 cash for the property. The Partnership netted approximately $932,900 from the sale after commissions to unrelated parties of $29,100, closing costs of approximately $4,000 and a credit for capital improvements of $4,000. Funds from closing also covered security deposits of approximately $6,200 and prorations of tax and rent of approximately $5,000. The Partnership purchased the property in January 1988 for $550,000 and at the time of sale it had fixed asset carrying costs of approximately $467,600 ($619,200 cost basis less accumulated depreciation of $151,600). The Partner- ship realized a gain of approximately $465,300 on the sale ($932,900 net proceeds less adjusted basis of $467,600). Distributions of $325,912 to limited partners were made in 1995, with $142,207 from current cash flow from operations. Partnership net income after depreciation (on a GAAP basis) for the year ended December 31, 1995 was $67,454; therefore, on a GAAP basis, cash distributions in excess of that amount were a return of capital. Cash provided from operations since inception (November 15, 1986) totaled $1,935,474. Through December 31, 1995 cumulative distributions to partners equalled $2,361,039. Cumulative distributions at December 31, 1995 exceeded cash provided from operations since inception by $425,565. These excess cash distributions came from Partnership reserves. The Partnership's intent is to match distributions with long-term, ongoing cash flow from operations. Cash flow is anticipated to improve during 1996 to more closely match the level of distributions. Per $1,000 investment (on the basis of a $1,000 investment made at the inception of the escrow and offering) quarterly distributions have been made in the following amounts: escrow period - $83; October 1988 through February 1990 - $18; April 1990 through February 1991 - $19; and May 1991 through October 1995 - $18. Item 8. The following documents are filed on the pages listed below, as part of Part II, Item 8, of this Report. Document Page 1. Financial Statements and Accountants' Report: Independent Auditors' Report F-1 Financial Statements: Balance Sheets as of December 31, 1995 and December 31, 1994 F-2 Statements of Operations for the years ended December 31, 1995, December 31, 1994 and December 31, 1993 F-3 Statements of Partners' Capital for the years ended December 31, 1995, December 31, 1994 and December 31, 1993 F-3 Statements of Cash Flows for the years ended December 31, 1995, December 31, 1994 and December 31, 1993 F-4 2. Notes to the Financial Statements (Notes 1-8) F-5 thru F-9 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. (a) Identification of directors. The following individuals are not directors of the registrant but are directors or partners of the general partners of the registrant. Consequently the following information concerning their roles as directors or partners in those other entities is being submitted. DBSI Housing Inc.: Director - Douglas L. Swenson Age - 47 Term of office - February 1980 to present Other positions - President of DBSI Housing Inc. Founded DBSI in 1979. Director - John D. Foster Age - 55 Term of office - March 1992 to present Other positions - Executive Vice President, Operations Time with firm - 1989 to present Director - Charles E. Hassard Age - 48 Term of office - March 1992 to present Other positions - Executive Vice President, Finance Time with firm - 1984 to present Director - John Mayeron Age - 41 Term of office - March 1992 to present Other positions - Executive Vice President, Marketing Time with firm - 1990 to present Director - Farrell Bennett Age - 57 Term of office - March 1992 to present Other positions - Vice President, Marketing Time with firm - 1984 to present Director - Walt Mott Age - 46 Term of office - March 1992 to present Other positions - Vice President, Asset Management Time with firm - 1991 to present (b) Identification of executive officers. The registrant has one general partner that directs and controls the operations of the Partnership. The officers of that general partner performs functions and tasks for the registrant similar to those of executives. Those individuals are Douglas L. Swenson, John D. Foster, and Charles E. Hassard and the ages and other information concerning them are included in Item 10(a) above. (c) Identification of certain significant employees The current principal officers of the Company and the business experience of each in the last five years are as follows: Douglas L. Swenson, age 47, is President of the Company and also the founder and current President of the other DBSI companies. Prior to founding the DBSI group of companies, he practiced for three and one-half years as a Certified Public Accountant in Boise, Idaho, with Touche Ross & Co., an international accounting firm, specializing in taxation. In this capacity, he had extensive experience in the analysis of real estate investments including their syndication into limited partnerships. Prior to joining Touche Ross & Co., he was a practicing Certified Public Accountant with Peat, Marwick, Mitchell and Co. in Houston, Texas, beginning in 1972. Mr. Swenson is a Certified Public Accountant, a real estate licensee, and a direct placement securities principal in various states and with the National Association of Securities Dealers. He holds a Master of Accountancy degree from Brigham Young University. John D. Foster, age 55, is Executive Vice President, Operations of the Company and DBSI Housing Inc. Prior to joining the DBSI group of companies in 1989, he was managing partnerships and third-party properties for Paul B. Larsen & Associates in Boise, Idaho. He spent seven years with Boise Cascade Corporation as Manager of the Timberland Resources Planning, responsible for optimizing the financial return on a six-million acre timberland base. He has management experience with other Fortune 500 companies and while on active duty with the Navy was responsible for management of all buildings, piers, and grounds of the U.S. Naval Station, San Diego, California. He holds a Bachelor of Science degree from Oklahoma State University and a Master of Business Administration degree from the University of Tulsa. Charles E. Hassard, age 48, is Executive Vice President, Finance of the Company and DBSI Housing Inc. Prior to joining the DBSI group of companies in 1984, he was a Certified Public Accountant for seven years with Touche Ross & Co. in San Francisco, California, and Boise, Idaho, specializing in taxation. In his position, he had extensive experience in analyzing real estate investments and syndications. Mr. Hassard is a Certified Public Accountant licensed in California and Idaho. He holds a Master of Accountancy degree from Brigham Young University. John Mayeron, age 41, is Executive Vice President, Marketing of the Company and DBSI Housing Inc. With over ten years of experience in the securities industry, his most recent position was with Kavanaugh Securities before joining DBSI in 1990. Mr. Mayeron holds a Bachelor's degree from the University of Oregon in Marketing, International Business and Political Science. He is a member of Phi Beta Kappa and Beta Gamma Sigma. Farrell J. Bennett, age 57, is Vice President, Marketing of the Company and DBSI Housing Inc. Prior to joining the DBSI group of companies in 1984, he was owner-broker of American Realty Corporation in Boise, Idaho, since 1967. In that position, he analyzed and marketed numerous residential and commercial properties. Mr. Bennett holds the CRB designation, is a licensed real estate broker and a licensed direct placement securities representative. His formal education was at the University of Utah. Walt Mott, age 46, is Vice President, Asset Management of the Company and DBSI Housing Inc. Prior to joining the DBSI group of companies in 1991, he was with Boise Cascade Corporation for 14 years where he served as Manager of Timberland Resources Planning. In this capacity, Mr. Mott was responsible for the financial analysis of nearly $400,000,000 in timberlands. He has a background in land sales and acquisitions, as well as experience in finance and accounting. He holds an A.A.S. degree in Computer Science from County College of Morris, a Bachelor's degree from the University of Idaho, a Master's degree emphasizing finance and price theory from the University of Idaho, and a Bachelor's degree in accounting from Boise State University. (d) Family relationships. There are no family relationships between any director, executive officer or person so nominated. (e) Business experience. (1) Background. The business experience of the directors and partners of the general partners and other significant employees are discussed in Item 10(a) above. (f) Involvement in certain legal proceedings. There are no events listed in Regulation Section 229.401(f) that would be material to an evaluation of the ability or integrity of the people listed above. (g) Promoters and control persons. There are no items to report in Regulation Section 229.401(g) Item 11. Executive Compensation. There was no cash, bonus or deferred compensation paid to any executive officers by the registrant during the fiscal year of this report. Item 12. Security Ownership of Certain Beneficial Owners and Management. This item is not applicable to the registrant during the fiscal year of this report. Item 13. Certain Relationships and Related Transactions. See footnote 5 to the financial statements, December 31, 1995 (page F-7). PART IV Item 14. Exhibits, Financial Statement Schedules, and Reports on Form 8-K. There have been no reports on form 8-K which were filed in the last quarter of the period covered by this report. The following documents are filed as part of this report: Exhibits required by Item 601: Page of Form 10-K (1) Financial Statements: Independent Auditors' Report F-1 Balance Sheets as of December 31, 1995 and December 31, 1994 F-2 Statements of Operations for the years ended December 31, 1995, December 31, 1994, and December 31, 1993 F-3 Statements of Partners' Capital for the years ended December 31, 1995, December 31, 1994, and December 31, 1993 F-3 Statements of Cash Flows for the years ended December 31, 1995, December 31, 1994, and December 31, 1993 F-4 Notes to the Financial Statements F-5 to F-9 (2) Schedules: All schedules are omitted because they are not required or because the required information is included in the financial statements or notes thereto. (3) Articles of Incorporation and by-laws (Partnership Agreement) - pages 124-154 of the aforementioned Form S-11 Post-Effective Amendment #9 (File No. 33-11418) which is incorporated herein by reference. (4) Instruments defining the rights of security holders, including indentures - pages 124-154 of the aforementioned Form S-11 Post-Effective Amendment #9 (File No. 33-11418) which is incorporated herein by reference. (9) Voting trust agreement N/A (10) Material contracts N/A (11) Statement re computation of per share earnings N/A (12) Statements re computation of ratios N/A (13) Annual report to security holders. Form 10-Q or quarterly report to security holders N/A (16) Letter re change in certifying accountant N/A (18) Letter re change in accounting principles N/A (19) Previously unfiled documents N/A (21) Subsidiaries of the registrant N/A (22) Published report regarding matter submitted to vote of security holders N/A (23) Consents of experts and counsel N/A (24) Power of attorney N/A (28) Information from reports furnished to state insurance regulatory authorities N/A (99) Additional exhibits None 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. DBSI/TRI EQUITY INCOME FUND A Real Estate Limited Partnership by ___________________ Date__________ Charles E. Hassard, Executive Vice President, Finance of DBSI Housing Inc., general partner of DBSI/TRI EQUITY INCOME FUND A Real Estate Limited Partnership 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 registrant and in the capacities and on the dates indicated. by ____________________ Date__________ Douglas L. Swenson, President and a Member of the Board of Directors of DBSI Housing Inc., general partner of DBSI/TRI EQUITY INCOME FUND A Real Estate Limited Partnership by ____________________ Date__________ Charles E. Hassard, Executive Vice President, Finance and a Member of the Board of Directors of DBSI Housing Inc., general partner of DBSI/TRI EQUITY INCOME FUND A Real Estate Limited Partnership by ____________________ Date__________ John D. Foster, Executive Vice President, Operations and a Member of the Board of Directors of DBSI Housing Inc., general partner of DBSI/TRI EQUITY INCOME FUND A Real Estate Limited Partnership by ____________________ Date__________ Farrell J. Bennett, Vice President, Marketing and a Member of the Board of Directors of DBSI Housing Inc., general partner of DBSI/TRI EQUITY INCOME FUND A Real Estate Limited Partnership Douglas L. Swenson, John D. Foster, Charles E. Hassard and Farrell J. Bennett constitute a majority in interest of the Board of Directors of DBSI Housing Inc. who is a general partner of the registrant. INDEPENDENT AUDITORS' REPORT To the Partners of DBSI/TRI Equity Income Fund A Real Estate Limited Partnership: We have audited the accompanying balance sheets of DBSI/TRI Equity Income Fund A Real Estate Limited Partnership as of December 31, 1995 and 1994 and the related statements of earnings, partners' capital and cash flows for each of the three years in the period ended December 31, 1995. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements 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, such financial statements present fairly, in all material respects, the financial position of DBSI/TRI Equity Income Fund A Real Estate Limited Partnership as of December 31, 1995 and 1994, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 1995, in conformity with generally accepted accounting principles. DELOITTE & TOUCHE LLP Boise, Idaho March 18, 1996 DBSI/TRI EQUITY INCOME FUND A REAL ESTATE LIMITED PARTNERSHIP (an Idaho limited partnership) BALANCE SHEETS ASSETS December 31, 1995 December 31, 1994 _________________ _________________ Rental property (Notes 2 and 3): Land $ 357,500 $ 567,500 Buildings and improvements 3,628,433 4,557,725 Furniture and fixtures 196,231 275,128 ________________ _________________ 4,182,164 5,400,353 Less accumulated depreciation (889,387) (1,005,747) ________________ _________________ 3,292,777 4,394,606 Cash and cash equivalents 18,941 41,956 Accounts receivable 372 Prepaid expenses 2,464 Reserves 30,482 39,693 Tenant security deposits 28,098 25,496 Intangible costs (net) (Note 6) 38,337 38,107 Note receivable (Note 3) 1,460,000 _______________ _________________ Total assets $4,869,007 $4,542,322 LIABILITIES AND CAPITAL Accounts payable $14,097 $23,732 Interest payable 18,525 16,879 Property taxes payable 1,715 5,964 Note payable affiliate (Note 5) 35,500 Deferred gain on sale of rental property (Note 3) 575,090 Mortgage payable (Note 4) 1,965,033 1,976,032 Tenant security deposits payable 13,920 16,130 _____________ ______________ Total liabilities 2,623,880 2,038,737 _____________ ______________ Partners' capital (Note 7) 2,245,127 2,503,585 ______________ ______________ Total liabilities and capital $4,869,007 $4,542,322 <FN> The Accompanying Notes are an Integral Part of these Financial Statements DBSI/TRI EQUITY INCOME FUND A REAL ESTATE LIMITED PARTNERSHIP (an Idaho limited partnership) STATEMENTS OF EARNINGS Year Ended Year Ended Year Ended REVENUES December 31, 1995 December 31, 1994 December 31, 1993 _________________ _________________ _________________ Tenant rent $ 828,388 $ 859,311 $ 846,795 Interest income 16,656 2,015 5,606 Other income 31,559 43,233 37,440 Gain on sale of rental property (Note 3) 73,000 ____________ ____________ ____________ 949,603 904,559 889,841 EXPENSES Interest 211,386 203,718 203,990 Depreciation 152,241 169,071 166,932 Property tax and insurance 88,760 90,221 87,594 Utilities 103,895 102,488 99,987 Maintenance and repairs 138,318 94,233 88,105 Administrative 81,325 54,358 44,141 Management fees (Note 5) 37,350 44,021 34,085 On-site manager (Note 5) 58,404 61,061 39,564 Amortization 10,470 10,047 10,755 ___________ ___________ ___________ 882,149 829,218 775,153 ___________ ___________ ___________ Net income $ 67,454 $75,341 $114,688 STATEMENTS OF PARTNERS' CAPITAL Year Ended Year Ended Year Ended December 31, 1995 December 31, 1994 December 31, 1993 _________________ _________________ _________________ Beginning capital (Note 7) $2,503,585 $2,778,683 $3,045,347 Distributions (325,912) (350,439) (381,352) Net income 67,454 75,341 114,688 ____________ ____________ ____________ Ending capital $2,245,127 $2,503,585 $2,778,683 <FN> The Accompanying Notes are an Integral Part of these Financial Statements DBSI/TRI EQUITY INCOME FUND A REAL ESTATE LIMITED PARTNERSHIP (an Idaho limited partnership) STATEMENTS OF CASH FLOWS CASH FLOWS FROM Year Ended Year Ended Year Ended OPERATING ACTIVITIES December 31, 1995 December 31, 1994December 31, 1993 _________________ _________________ _________________ Net income $ 67,454 $ 75,341 $114,688 Adjustments to reconcile net loss to net cash provided by operating activities: Depreciation and amortization 162,711 179,118 177,687 Gain on sale of rental property (73,000) Changes in operating assets and liabilities: Accounts receivable (372) 143 Prepaid expenses 2,464 15,214 (3,243) Tenant security deposits (2,602) (205) (236) Accounts payable (9,635) 4,407 2,921 Interest payable 1,646 (84) (77) Property taxes payable (4,249) 3,766 2,198 Security deposits payable (2,210) (1,462) (971) _________ _________ _________ Net cash provided by operating activities 142,207 276,095 293,110 CASH FLOWS FROM INVESTING ACTIVITIES Proceeds from sale of rental property 185,287 Rental property purchases (47,609) (36,081) (23,731) Decrease in reserves 9,211 61,799 88,465 _________ _________ _________ Net cash provided by investing activities 146,889 25,718 64,734 CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from note payable to affiliate 35,500 Increase in intangible costs (10,700) Principal payments on loans (10,999) (9,931) (8,968) Distributions to partners (325,912) (350,439) (381,352) ___________ _________ ____________ Net cash used in financing activities (312,111) (360,370) (390,320) ___________ __________ ____________ Net decrease in cash and cash equivalents (23,015) (58,557) (32,476) Cash and cash equivalents at beginning of period 41,956 100,513 132,989 __________ __________ ____________ Cash and cash equivalents at end of period $18,941 $41,956 $100,513 The $1,460,000 note received as a result of the sale of Vista Cornell Apartments is a non cash transaction and is not included above. <FN> The Accompanying Notes are an Integral Part of these Financial Statements DBSI/TRI EQUITY INCOME FUND A REAL ESTATE LIMITED PARTNERSHIP (an Idaho limited partnership) NOTES TO FINANCIAL STATEMENTS For the Years Ended December 31, 1995, 1994, and 1993 NOTE 1. SUMMARY OF PARTNERSHIP ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES Partnership Organization. DBSI/TRI Equity Income Fund A Real Estate Limited Partnership, was formed on November 15, 1986 with general partners DBSI Housing Inc., an Idaho corporation, and Tomlinson Realty Investment II, an Idaho general partnership. On December 31, 1992 DBSI Housing Inc. acquired the general partner interest of Tomlinson Realty Investment II. Tomlinson Realty Investment II continues to hold one half of their original general partner profits interest as a limited partner. The Partnership was in the development stage through December 31, 1987 and in the offering stage through August 31, 1989. The business purpose of the Partnership is to acquire and operate leveraged multi-family housing projects primarily in the Northwestern United States. The partnership agreement provides that the Partnership will be dissolved no later than December 31, 2036, unless sooner terminated as provided in the agreement. The Partnership acquired three properties during the offering period: Vista Cornell Apartments, an existing 46-unit project; Oak Square Apartments, an existing 22-unit project, both located in the Portland, Oregon metropolitan area; and Emerald Court Apartments, a new 68-unit apartment project located in the Seattle metropolitan area. The Partnership sold Vista Cornell Apartments on October 19, 1995, and Oak Square Apartments on February 21, 1996. Operating profits and losses exclusive of losses from the sale or disposition of Partnership properties, and cash distributions, are allocated 98% to limited partners and 2% to general partners. After the limited partners have received distributions equal to a 7% annual return on their capital contributions the general partners receive additional distributions equal to 5% of total distributions. Proceeds from sale or refinancing are to be distributed 100% to the limited partners until they have received cumulative distributions equal to their capital contributions plus an amount equal to 10% per annum, then 85% to the limited partners and 15% to the general partners. Significant Accounting Policies. The balance sheets include only those assets, liabilities, and partners' capital which relate to the business of the Partnership and do not include any assets, liabilities, revenues or expenses attributable to the partners' activities. No partners receive salaries from the Partnership for services. No provision has been made for federal and state income taxes since these taxes are the personal responsibility of the partners. Rental property is recorded at cost. Depreciation is computed by the Modified Accelerated Cost Recovery System (MACRS) or straight-line method over the estimated useful lives of the assets as follows: buildings and structural improvements - 15 to 32 years; furniture and fixtures - 5 to 12 years. Expenditures for maintenance and repairs are charged to operating expenses as incurred. The cost and accumulated depreciation of assets sold or otherwise retired are removed from the accounts and gain or loss on disposition is included in the results of operations. Loan fees are amortized over the estimated life of the note (ten years) beginning in May, 1989. Cash and cash equivalents include cash in banks (except for security deposits and reserve bank accounts), bank certificates of deposit with original maturities of ninety days or less, and reserve for return to owners. Reserves consist of bank deposits maintained for replacements and repairs, property taxes, insurance, and Partnership reserves. The estimated fair value of cash and cash equivalents, accounts payable and long-term debt approximates their carrying amounts. The preparation of the Partnership's financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The Financial Accounting Standards Board's Statement of Financial Accounting Standards No. 121, Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed Of, requires management to review long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets may not be recoverable. This statement will be effective for the Partnership's fiscal year end December 31, 1996. The Partnership's existing accounting policies are such that this pronouncement is not expected to have a material effect on the Company's financial position or results of operations. NOTE 2. RENTAL PROPERTY The following schedules detail the activity in rental property assets and accumulated depreciation. Beginning Ending Rental Property Balance Additions Dispositions Balance _______________________________________________________________________________________ Land $ 567,500 $ 567,500 Buildings and improvements 4,536,783 $ 20,942 4,557,725 Furniture and fixtures 259,989 15,139 275,128 __________________________________________________ Total year ended December 31, 1994 $ 5,364,272 $ 36,081 $5,400,353 Land $ 567,500 $ (210,000) $ 357,500 Buildings and improvements 4,557,725 $13,358 (942,650) 3,628,433 Furniture and fixtures 275,128 34,251 (113,148) 196,231 __________________________________________________ Total year ended December 31, 1995 $ 5,400,353 $ 47,609 $(1,265,798) $4,182,164 Beginning Ending Accumulated Depreciation Balance Additions Dispositions Balance _______________________________________________________________________________________ Buildings and improvements $ 719,138 $142,302 $ 861,440 Furniture and fixtures 117,538 26,769 144,307 __________________________________________________ Total year ended December 31, 1994 $ 836,676 $169,071 $1,005,747 Buildings and improvements $ 861,440 $131,588 $ (215,266) $ 777,762 Furniture and fixtures 144,307 20,655 (53,337) 111,625 __________________________________________________ Total year ended December 31, 1995 $1,005,747 $152,243 $ (268,603) $ 889,387 3. SALE OF RENTAL PROPERTIES & SUBSEQUENT EVENT On October 19, 1995 the Partnership sold the Vista Cornell Apartments to an unrelated party, Vista Cornell L.L.C. The buyer paid a total price of $1,700,000 with $240,000 cash and a seller's note and deed of trust for $1,460,000. The note bears 9% interest and requires monthly payments of $11,747 until October 19, 1999 when the full balance of approximately $1,415,638 plus any unpaid accrued interest becomes due. The buyer may prepay at any earlier date. The Partnership realized a net gain of approximately $648,000 on the sale ($73,000 current and $575,000 deferred gain), based on the carrying cost (after depreciation) of approximately $997,000 and costs of sale of $55,000 including $50,000 in commissions to unrelated third parties and approximately $5,000 in other closing costs. Funds from closing also covered prorated costs and income of approximately $20,000. The Partnership purchased the property in January 1988 for $1,050,000 and at time of sale it had fixed asset carrying costs of approximately $1,266,000 less approximately $269,000 of accumulated depreciation. On February 21, 1996, the Partnership sold the Oak Square Apartments to unrelated individual parties, titled through the Western American Exchange Corporation. The buyers paid $970,000 cash for the property. The Partnership netted approximately $932,900 from the sale after commissions to unrelated parties of $29,100, closing costs of approximately $4,000 and a credit for capital improvements of $4,000. Funds from closing also covered security deposits of approximately $6,200 and prorations of tax and rent of approximately $5,000. The Partnership purchased the property in January 1988 for $550,000 and at the time of sale it had fixed asset carrying costs of approximately $467,600 ($619,200 cost basis less accumulated depreciation of $151,600). The Partnership realized a gain of approximately $465,300 on the sale ($932,900 net proceeds less adjusted basis of $467,600). 4. MORTGAGE PAYABLE Interest paid on debt for cash flow purposes during 1995, 1994, and 1993 was $202,036, $203,103, and $204,937. A $2,020,000 loan from York Associates to the Partnership was used for the purchase of Emerald Court Apartments in May, 1989. The loan is secured by a deed of trust on the Emerald Court Apartments. At December 31, 1995, the carrying value of Emerald Court Apartments was $2,825,149 ($3,562,946 cost basis of land, buildings and improvements, and furniture and fixtures net of $737,797 accumulated depreciation). Principal and interest at 10.25% are payable on the note in monthly installments of $17,753 through June, 1999. After that date, York Associates holds a call option which, if exercised at that date, would require a balloon payment of $1,916,363. The scheduled principal payments on the note on Emerald Court for $1,965,033 are as follows: Year 1996 1997 1998 1999 Total __________________________________________________________________ Amount $12,181 $13,489 $14,938 $1,924,425 $1,965,033 5. RELATED PARTY TRANSACTIONS The Partnership borrowed $35,500 on October 23, 1995 from an affiliate of the General Partner. This loan bears interest at the General Partner's bank borrowing rate of prime plus 1.5% (10% as of December 31, 1995). The loan proceeds provide funds for short term operating cash flow needs of the Seattle project and enables the Partnership to maintain the distribution rate during the period of the lower operating cash flow. The loan will be repaid with proceeds from the sale of Oak Square Apartments. As described in the partnership agreement, affiliates of the general partners receive compensation and fees with the management of the projects. Such fees totaled $37,350, $44,021, $34,085 for 1995, 1994 and 1993 respectively. In 1995, 1994, and 1993, these fees were paid to affiliates of the general partner DBSI Housing Inc. DBSI Realty Corporation, an affiliate of the general partner DBSI Housing Inc., was reimbursed for payroll costs for on-site managers for $58,404 in 1995, $61,061 in 1994 and $39,564 in 1993. Included in accounts payable are the following amounts due to related parties: Related Party Description 1995 1994 1993 ______________________________________________________________________________ DBSI Realty Corp., Property Management Fees $432 $3,107 (affiliate of DBSI Admin./Office Supplies $1,247 275 275 Housing Inc.) 6. INTANGIBLE COSTS Intangible assets and accumulated amortization at December 31, 1995 consist of the following: Beginning Accumulated Description Costs Additions Cost Amortization Net ________________________________________________________________________ 1994 activity Loan Fees $86,280 $86,280 ($48,173) $38,107 1995 activity Loan Fees 86,280 $10,700 96,980 (58,643) 38,337 7. PARTNERS' CAPITAL The following schedule details the capital activity between the limited and general partners: Syndication and Limited General Total Unallocated Partners Partners Allocated Capital Total _________________________________________________________________ Balance December 31, 1992 $3,779,534 ($23,494) $3,756,040 $(710,693) $3,045,347 Net Income 112,438 2,250 114,688 114,688 Distributions to Partners (325,914) (55,438) (381,352) (381,352) _________________________________________________________________ Balance December 31, 1993 3,566,058 (76,682) 3,489,376 (710,693) 2,778,683 Net Income 73,799 1,542 75,341 75,341 Distributions to Partners (325,912) (24,527) (350,439) (350,439) _________________________________________________________________ Balance December 31, 1994 3,313,945 (99,667) 3,214,278 (710,693) 2,503,585 Net Income 66,105 1,349 67,454) 67,454 Distributions to Partners (325,912) (325,912) (325,912) _________________________________________________________________ Balance December 31, 1995 $3,054,138 ($98,318) $2,955,820 ($710,693) $2,245,127 8. NET INCOME (LOSS) FROM RENTAL PROPERTIES The following schedule details separate rental property and partnership operations for the year ended December 31, 1995. _________________________________________________________________ Emerald Vista Oak Revenues Court Apts Cornell Apts Square Apts Partnership Total _________________________________________________________________ Tenant rent $485,914 $202,643 $139,603 $828,388 Interest income 132 8 89 $16,427 16,656 Other income 21,187 7,404 2,968 31,559 Income from sale of property 73,000 73,000 _________________________________________________________________ 507,233 210,055 142,888 89,427 949,603 Expenses Interest 202,726 8,660 211,386 Depreciation 112,761 20,192 19,288 152,241 Property tax and insurance 50,153 25,451 13,156 88,760 Utilities 54,889 33,984 15,022 103,895 Maintenance and repairs 77,290 43,446 17,582 138,318 Administration 50,872 10,604 6,123 13,726 81,325 Management fees 19,485 11,313 6,552 37,350 On-site manager 37,323 13,116 7,965 58,404 Amortization 10,470 10,470 _________________________________________________________________ 605,499 158,106 85,688 32,856 882,149 _________________________________________________________________ Income (loss) ($98,266) $51,949 $57,200 $56,571 $67,454 <FN> On October 19, 1995 the partnership sold the Vista Cornell Apartments, and on February 21, 1996 the partnership sold Oak Square Apartments.