1 EXHIBIT 99.2 Report of Independent Auditors Partners AIMCO Properties, L.P. We have audited the accompanying Combined Historical Summary of Gross Income and Direct Operating Expenses of the Regency Windsor Apartment Communities (the "Communities"), as described in Note 1 for the year ended December 31, 1998. This Combined Historical Summary is the responsibility of the Communities' management. Our responsibility is to express an opinion on this Combined Historical Summary based on our audit. We conducted our audit in accordance with auditing standards generally accepted in the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the Combined Historical Summary is free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the Combined Historical Summary. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the Combined Historical Summary. We believe that our audit provides a reasonable basis for our opinion. The Combined Historical Summary has been prepared for the purpose of complying with the rules and regulations of the Securities and Exchange Commission for inclusion in the Current Report on Form 8-K of AIMCO Properties, L.P., as described in Note 1, and is not intended to be a complete presentation of the income and expenses of the Communities. In our opinion, the Combined Historical Summary referred to above presents fairly, in all material respects, the gross income and direct operating expenses of the Regency Windsor Apartment Communities, as described in Note 1, for the year ended December 31, 1998, in conformity with accounting principles generally accepted in the United States. /s/ ERNST & YOUNG LLP Denver, Colorado November 19, 1999 1 2 Regency Windsor Apartment Communities Combined Historical Summary of Gross Income and Direct Operating Expenses NINE MONTHS YEAR ENDED ENDED DECEMBER 31, SEPTEMBER 30, 1998 1999 ------------ ------------- (unaudited) GROSS INCOME Rental income $ 49,085,105 $ 37,419,229 Other income 2,931,990 2,343,803 ------------ ------------ Total gross income 52,017,095 39,763,032 DIRECT OPERATING EXPENSES Repairs and maintenance 5,862,791 5,921,816 Utilities and other property operating 3,044,678 2,457,676 General and administrative 9,736,047 6,548,021 Real estate taxes 4,895,284 3,632,386 Management fees 2,098,485 1,592,300 ------------ ------------ Total direct operating expenses 25,637,285 20,152,199 ------------ ------------ Excess of gross income over direct operating expenses $ 26,379,810 $ 19,610,833 ============ ============ See accompanying notes. 2 3 Regency Windsor Apartment Communities Notes to Combined Historical Summary of Gross Income and Direct Operating Expenses Year Ended December 31, 1998 and Nine Months Ended September 30, 1999 (unaudited) 1. ORGANIZATION AND BASIS OF PRESENTATION The Regency Windsor Apartment Communities (the "Communities") include fourteen separate residential apartment communities located in Indiana, Michigan and North Carolina. The Communities, which are under common management and control, have been summarized as follows: NUMBER OF COMMUNITY LOCATION UNITS --------- -------- ----- Brookwood Apts Indianapolis, IN 500 Canterbury Green Apts Fort Wayne, IN 2,009 Colonial Crest Bloomington, IN 208 Glen Hollow Charlotte, NC 336 Lafayette/Beau Jardin West Lafayette, IN 252 Mayfair Village West Lafayette, IN 72 Michgan Meadows Indianapolis, IN 253 Northview Harbor Grand Rapids, MI 360 Oakbrook Battle Creek, MI 586 Old Orchard Grand Rapids, MI 664 Ramblewood Apts Grand Rapids, MI 1,792 Stone Point Village Fort Wayne, IN 296 Williamsburg on the Wabash West Lafayette, IN 473 Woodlands Battle Creek, MI 76 -------------- Total 7,877 ============== In September 1999, AIMCO Properties, L.P. entered into an agreement to acquire the Communities. The accompanying Combined Historical Summary has been prepared for the purpose of complying with the rules and regulations of the Securities and Exchange Commission for inclusion in the Current Report on Form 8-K of AIMCO Properties, L.P. The Combined Historical Summary is not intended to be a complete presentation of income and expenses of the Communities for the year ended December 31, 1998, and the nine months ended September 30, 1999, as certain costs such as depreciation, amortization, interest, professional fees, and other debt service costs have been excluded. These costs are not considered to be direct operating expenses. 3 4 Regency Windsor Apartment Communities Notes to Combined Historical Summary of Gross Income and Direct Operating Expenses Year Ended December 31, 1998 and Nine Months Ended September 30, 1999 (unaudited) 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES USE OF ESTIMATES The preparation of the Combined Historical Summary in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts included in the Combined Historical Summary and accompanying notes thereto. Actual results could differ from those estimates. REVENUE RECOGNITION Rental income attributable to residential leases is recorded when due from residents. Leases are for periods of up to one year, with rental payments due monthly. 4 5 INTERIM UNAUDITED FINANCIAL INFORMATION The accompanying interim unaudited Combined Historical Summary has been prepared pursuant to the rules and regulations of the Securities and Exchange Commission and was prepared on the same basis as the Combined Historical Summary for the year ended December 31, 1998. In the opinion of management of the Communities, all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of the information for this interim period have been made. The excess of combined gross income over direct operating expenses for such interim period is not necessarily indicative of the excess of gross income over direct operating expenses for the full year. 3. TRANSACTIONS WITH AFFILIATES MANAGEMENT FEES Regency Windsor Management, Inc., an affiliate, receives management fees relating to the Communities. The management fee ranges from 1.0% to 6.0% of gross annual cash receipts. OTHER The Communities reimburse Regency Windsor Management, Inc. for commercial insurance premiums paid on their behalf. The Communities also provide certain employee benefits through benefit plans administered by Regency Windsor Management, Inc. 5