1 EXHIBIT 99.5 Independent Auditors' Report Board of Directors Apartment Investment and Management Company We have audited the accompanying Historical Summary of Gross Income and Direct Operating Expenses of Sun Lake Apartments, as described in Note 1 for the years ended December 31, 1997, 1996, and 1995. This Historical Summary is the responsibility of the management of Sun Lake Apartments. Our responsibility is to express an opinion on this Historical Summary 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 Historical Summary is free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the 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 Historical Summary. We believe that our audits provide a reasonable basis for our opinion. The 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 Sun Lake Apartments. In our opinion, the Historical Summary referred to above presents fairly, in all material respects, the gross income and direct operating expenses of the Sun Lake Apartments, as described in Note 1, for the years ended December 31, 1997, 1996, and 1995 in conformity with generally accepted accounting principles. /s/ ERNST & YOUNG LLP Indianapolis, Indiana March 27, 1998, except for Note 1, as to which the date is September 24, 1998 1 2 Sun Lake Apartments Historical Summary of Gross Income and Direct Operating Expenses NINE MONTHS YEAR YEAR YEAR ENDED ENDED ENDED ENDED SEPTEMBER 30, DECEMBER 31, DECEMBER 31, DECEMBER 31, 1998 1997 1996 1995 ----------------- ---------------- ---------------- ---------------- Gross Income Net rental income $ 562,101 $ 705,330 $ 690,496 $ 673,785 Other income 10,733 18,284 12,451 10,828 ----------------- ---------------- ---------------- ---------------- Total gross income 572,834 723,614 702,947 684,613 Direct Operating Expenses Property Administration 120,040 181,463 226,307 192,503 Management fees 22,767 35,741 34,691 34,088 Utilities 46,512 53,569 26,053 30,484 Taxes and Insurance 54,304 74,820 79,230 69,984 ----------------- ---------------- ---------------- ---------------- Total direct operating expenses 243,623 345,593 366,281 327,059 ----------------- ---------------- ---------------- ---------------- Excess of gross income over direct operating expenses $ 329,211 $ 378,021 $ 336,666 $ 357,554 ================= ================ ================ ================ See accompanying notes 2 3 Sun Lake Apartments Notes to Historical Summary of Gross Income and Direct Operating Expenses Years Ended December 31, 1997, 1996, and 1995 Nine Months Ended September 30, 1998 (unaudited) 1. ORGANIZATION AND BASIS OF PRESENTATION Sun Lake Apartments is an 88 unit garden-style community located in Brandon, Florida. On September 24, 1998, AIMCO Properties, L.P., a majority-owned subsidiary of Apartment Investment and Management Company, a publicly traded real estate investment trust, acquired Sun Lake Apartments. The accompanying 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 Historical Summary is not intended to be a complete presentation of income and expenses of Sun Lake Apartments, as certain costs such as depreciation, amortization, interest, and other debt service costs have been excluded. These costs are not considered to be direct operating expenses. 3 4 Sun Lake Apartments Notes to Historical Summary of Gross Income and Direct Operating Expenses (continued) 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES USE OF ESTIMATES The preparation of the Historical Summary in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts included in the Historical Summary and accompanying notes thereto. Actual results could differ from those estimates. REVENUE RECOGNITION Rental income for occupied units is recorded as earned based on the amount reflected in the lease. INTERIM UNAUDITED FINANCIAL INFORMATION The accompanying interim unaudited 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 Historical Summary for the year ended December 31, 1997. In the opinion of management of Sun Lake Apartments, all material 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 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 Property Asset Management, LLC (PAM), an affiliate of the Managing General Partner, provides property management services to Sun Lake Apartments and receives a fee of 4% of gross property revenue. 4