1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
Quarterly Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
For the Quarterly Period Ended MARCH 31, 1998
Commission File Number 0-13810
REAL ESTATE ASSOCIATES LIMITED VII
(A California Limited Partnership)
I.R.S. Employer Identification No. 95-3290316
9090 WILSHIRE BLVD., SUITE 201
BEVERLY HILLS, CALIF. 90211
Registrant's Telephone Number,
Including Area Code (310) 278-2191
Indicate by check mark whether the registrant (1) has filed all documents and
reports required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding twelve 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 [ ]
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REAL ESTATE ASSOCIATES LIMITED VII
(A CALIFORNIA LIMITED PARTNERSHIP)
INDEX TO FORM 10-Q
FOR THE QUARTER ENDED MARCH 31, 1998
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Balance Sheets, March 31, 1998 and December 31, 1997 ................... 1
Statements of Operations,
Three Months Ended March 31, 1998 and 1997 ....................... 2
Statement of Partners' Deficiency,
Three Months Ended March 31, 1998 ................................ 3
Statements of Cash Flows,
Three Months Ended March 31, 1998 and 1997 ....................... 4
Notes to Financial Statements .......................................... 5
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operation ............................... 11
PART II. OTHER INFORMATION
Item 1. Legal Proceedings.................................................... 13
Item 6. Exhibits and Reports on Form 8-K..................................... 13
Signatures.................................................................... 14
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REAL ESTATE ASSOCIATES LIMITED VII
(A CALIFORNIA LIMITED PARTNERSHIP)
BALANCE SHEETS
MARCH 31, 1998 AND DECEMBER 31, 1997
ASSETS
1998 1997
(Unaudited) (Audited)
------------ ------------
INVESTMENTS IN LIMITED PARTNERSHIPS (Note 2) $ 16,793,351 $ 16,870,487
CASH 531,461 447,200
OTHER ASSETS 106,729 105,129
------------ ------------
TOTAL ASSETS $ 17,431,541 $ 17,422,816
============ ============
LIABILITIES AND PARTNERS' DEFICIENCY
LIABILITIES:
Notes payable (Note 3) $ 24,869,501 $ 24,869,501
Accrued interest payable (Note 3) 26,728,316 26,152,645
Accrued fees and expenses
due general partner (Note 4) 3,948,404 3,762,494
Accounts payable and other liabilities 173,208 116,312
------------ ------------
55,719,429 54,900,952
------------ ------------
COMMITMENTS AND CONTINGENCIES (Notes 4 and 5)
PARTNERS' DEFICIENCY:
General partners (706,016) (697,912)
Limited partners (37,581,872) (36,780,224)
------------ ------------
(38,287,888) (37,478,136)
------------ ------------
TOTAL LIABILITIES AND PARTNERS' DEFICIENCY $ 17,431,541 $ 17,422,816
============ ============
The accompanying notes are an integral part of these financial statements.
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REAL ESTATE ASSOCIATES LIMITED VII
(A CALIFORNIA LIMITED PARTNERSHIP)
STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED MARCH 31, 1998 AND 1997
(Unaudited)
1998 1997
---------- ----------
REVENUE:
Interest income $ 4,380 $ 2,905
---------- ----------
OPERATING EXPENSES:
Interest (Note 3) 582,354 579,554
Management fees - general partner (Note 4) 185,910 185,910
General and administrative (Note 4) 134,243 22,778
Legal and accounting 34,244 40,225
---------- ----------
936,751 828,467
---------- ----------
LOSS FROM OPERATIONS (932,371) (825,562)
DISTRIBUTIONS FROM LIMITED
PARTNERSHIP RECOGNIZED
AS INCOME (Note 2) 107,626 24,628
EQUITY IN LOSS OF LIMITED
PARTNERSHIPS AND AMORTIZATION
OF ADDITIONAL BASIS AND
ACQUISITION COSTS (Note 2) 15,000 (56,000)
---------- ----------
NET LOSS $ (809,745) $ (856,934)
========== ==========
NET LOSS PER LIMITED PARTNERSHIP
INTEREST $ (39) $ (41)
========== ==========
The accompanying notes are an integral part of these financial statements.
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REAL ESTATE ASSOCIATES LIMITED VII
(A CALIFORNIA LIMITED PARTNERSHIP)
STATEMENTS OF PARTNERS' DEFICIENCY
FOR THE THREE MONTHS ENDED MARCH 31, 1998
(Unaudited)
General Limited
Partners Partners Total
------------ ------------ ------------
PARTNERSHIP INTERESTS 20,802
============
DEFICIENCY
January 1, 1998 $ (697,919) $(36,780,224) $(37,478,143)
Net loss for the three months
ended March 31, 1998 (8,097) (801,648) (809,745)
------------ ------------ ------------
DEFICIENCY
March 31, 1998 $ (706,016) $(37,581,872) $(38,287,888)
============ ============ ============
The accompanying notes are an integral part of these financial statements.
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REAL ESTATE ASSOCIATES LIMITED VII
(A CALIFORNIA LIMITED PARTNERSHIP)
STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31, 1998 AND 1997
(Unaudited)
1998 1997
---------- ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss $ (809,745) $ (856,934)
Adjustments to reconcile net loss to net cash
used in operating activities:
Equity in loss of limited partnerships
and amortization of additional basis
and acquisition costs (15,000) 56,000
Increase in other assets (1,600) --
Increase in accrued interest payable 575,671 473,400
Increase in accrued fees and expenses
due general partner 185,910 100,910
Decrease in accounts payable
and other liabilities 56,896 (11,101)
---------- ----------
Net cash used in operating activities (7,868) (237,725)
CASH FLOWS FROM INVESTING ACTIVITIES:
Distributions from limited partnerships recognized
as a return of capital 92,129 190,925
---------- ----------
NET INCREASE (DECREASE) IN CASH 84,261 (46,800)
CASH, BEGINNING OF PERIOD 447,200 342,631
---------- ----------
CASH, end of period $ 531,461 $ 295,831
========== ==========
SUPPLEMENTAL DISCLOSURE OF
CASH FLOW INFORMATION
CASH PAID DURING THE PERIOD FOR INTEREST $ 6,683 $ --
========== ==========
The accompanying notes are an integral part of these financial statements.
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REAL ESTATE ASSOCIATES LIMITED VII
(A CALIFORNIA LIMITED PARTNERSHIP)
NOTES TO FINANCIAL STATEMENTS
MARCH 31, 1998
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
GENERAL
The information contained in the following notes to the financial
statements is condensed from that which would appear in the annual
financial statements; accordingly, the financial statements included herein
should be reviewed in conjunction with the financial statements and related
notes thereto contained in the Annual Report for the year ended December
31, 1997 prepared by Real Estate Associates Limited VII (the
"Partnership."). Accounting measurements at interim dates inherently
involve greater reliance on estimates than at year end. The results of
operations for the interim periods presented are not necessarily indicative
of the results for the entire year.
In the opinion of the Partnership, the accompanying unaudited financial
statements contain all adjustments (consisting primarily of normal
recurring accruals), necessary to present fairly the financial position of
he Partnership at March 31, 1998, and the results of operations and changes
in cash flows for the three months then ended.
The general partners have a 1 percent interest in profits and losses of the
Partnership. The limited partners have the remaining 99 percent interest
which is allocated in proportion to their respective individual
investments. National Partnership Investments Corp. (NAPICO) is the
corporate general partner of the Partnership. NAPICO is a wholly owned
subsidiary of Casden Investment Corporation, which is wholly owned by Alan
I. Casden.
USES OF ESTIMATES
The preparation of 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 reported amounts of revenues and expenses during
the reporting period. Actual results could differ from those estimates.
METHOD OF ACCOUNTING FOR INVESTMENT IN LIMITED PARTNERSHIPS
The investment in limited partnerships is accounted for on the equity
method. Acquisition, selection and other costs related to the acquisition
of the projects were capitalized as part of the investment account and are
being amortized on a straight line basis over the estimated lines of the
underlying assets, which is generally 30 years.
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REAL ESTATE ASSOCIATES LIMITED VII
(A CALIFORNIA LIMITED PARTNERSHIP)
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
MARCH 31, 1998
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
NET LOSS PER LIMITED PARTNERSHIP INTEREST
Net loss per limited partnership interest was computed by dividing the
limited partners' share of net loss by the number of limited partnership
interests outstanding during the year. The number of limited partnership
interests was 20,802 for the periods presented.
CASH
The Partnership has its cash on deposit primarily with two high credit
quality financial institutions. Such cash is in excess of the FDIC
insurance limit.
INCOME TAXES
No provision has been made for income taxes in the accompanying financial
statements since such taxes, if any, are the liability of the individual
partners.
IMPAIRMENT OF LONG-LIVED ASSETS
The Partnership reviews long-lived assets to determine if there has been
any permanent impairment whenever events or changes in circumstances
indicate that the carrying amount of the asset may not be recoverable. If
the sum of the expected future cash flows is less than the carrying amount
of the assets, the Partnership recognizes an impairment loss.
NOTE 2 - INVESTMENTS IN LIMITED PARTNERSHIPS
The Partnership holds limited partnership interests in 32 limited
partnerships. In addition, the Partnership holds a general partner interest
in REA IV, NAPICO is also the general partner in REA IV. REA IV, in turn,
holds limited partner interests in 16 additional limited partnerships. In
total, therefore, the Partnership holds interests, either directly or
indirectly through REA IV, in 48 partnerships all of which own residential
rental projects consisting of 4,731 apartment units. The mortgage loans of
these projects are insured by the United States Department of Housing and
Urban Development ("HUD") or state governmental agencies.
The Partnership, as a limited partner, is entitled to between 98 percent
and 99 percent of the profits and losses in the limited partnerships it has
invested in directly. The Partnership is also entitled to 99 percent of the
profits and losses of REA IV. REA IV holds a 99 percent interest in each of
the limited partnerships in which it has invested.
Equity in losses of limited partnerships is recognized in the financial
statements until the limited partnership investment account is reduced to a
zero balance. Losses incurred after the limited partnership investment
account is reduced to zero are not recognized.
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REAL ESTATE ASSOCIATES LIMITED VII
(A CALIFORNIA LIMITED PARTNERSHIP)
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
MARCH 31, 1998
NOTE 2 - INVESTMENTS IN LIMITED PARTNERSHIPS (CONTINUED)
Distributions from the limited partnerships are accounted for as a return
of capital until the investment balance is reduced to zero. Subsequent
distributions received are recognized as income.
The following is a summary of the investment in limited partnerships for
the three months ended March 31, 1998:
Balance, beginning of period $16,870,487
Cash distributions recognized as a return of capital (92,136)
Amortization of acquisition costs (47,000)
Equity in loss of limited partnerships 62,000
-----------
Balance, end of period $16,793,351
===========
The following are unaudited combined estimated statements of operations for
the three months ended March 31, 1998 and 1996 for the limited partnerships
in which the Partnership has investments:
Three months Three months
ended ended
March 31, 1998 March 31, 1997
-------------- --------------
Revenues:
Rental and other $ 3,237,000 $ 6,964,000
----------- -----------
Expenses:
Depreciation 535,000 1,368,000
Interest 368,000 1,017,000
Operating 2,644,000 4,995,000
----------- -----------
3,547,000 7,380,000
----------- -----------
Net loss $ (310,000) $ (416,000)
=========== ===========
NAPICO, or one of its affiliates, is the general partner and property
management agent for certain of the limited partnerships included above.
Under recent adopted law and policy, HUD has determined not to renew
housing assistance payments contracts ("HAP Contracts") on a long term
basis on the existing terms. In connection with renewals of the HAP
Contracts under such new law and policy, the amount of rental assistance
payments under renewed HAP Contracts will be based on market rentals
instead of above market rentals, which was generally the case under
existing HAP Contracts. As a result, existing HAP Contracts that are
renewed in the future on projects insured by the Federal Housing
Administration of HUD ("FHA") will not provide sufficient cash flow to
permit owners of properties to meet the debt service requirements of these
existing FHA-insured mortgages. In order to address the reduction in
payments under HAP Contracts
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REAL ESTATE ASSOCIATES LIMITED VII
(A CALIFORNIA LIMITED PARTNERSHIP)
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
MARCH 31, 1998
NOTE 2 - INVESTMENTS IN LIMITED PARTNERSHIPS (CONTINUED)
as a result of this new policy, the Multi-family Assisted Housing Reform
and Affordability Act of 1997 ("MAHRAA"), which was adopted in October
1997, provides for the restructuring of mortgage loans insured by the FHA
with respect to properties subject to HAP Contracts that have been renewed
under the new policy. The restructured loans will be held by the current
lender or another lender. Under MAHRAA, an FHA-insured mortgage loan can
be restructured to reduce the annual debt service on such loan. There can
be no assurance that the Partnership will be permitted to restructure its
mortgage indebtedness pursuant to the new HUD rules implementing MAHRAA or
that the Partnership would choose to restructure such mortgage
indebtedness if it were eligible to participate in the MAHRAA program. It
should be noted that there are uncertainties as to the economic impact on
the Partnership of the combination of the reduced payments under the HAP
Contracts and the restructuring of the existing FHA-insured mortgage loans
under MAHRAA. Accordingly, the General Partners are unable to predict with
certainty their impact on the Partnership's future cash flow.
As a result of the foregoing, the Partnership is undergoing an extensive
review of properties for disposition to the REIT as set forth below,
refinancing or re-engineering alternatives for the properties in which the
limited partnerships have invested and are subject to HUD mortgage and
rental subsidy programs. The Partnership has incurred expenses in
connection with this review by various third party professionals,
including accounting, legal, valuation, structural and engineering costs,
which amounted to approximately $285,000 as of March 31, 1998, including
approximately $117,000 for the three months ended March 31, 1998.
A real estate investment trust ("REIT") organized by an affiliate of
NAPICO has advised the Partnership that it intends to make a proposal to
purchase from the Partnership certain of the limited partnership interests
held for investment by the Partnership.
The REIT proposes to purchase such limited partner interests for cash,
which it plans to raise in connection with a private placement of its
equity securities. The purchase is subject to, among other things, (i)
consummation of such private placement by the REIT; (ii) the purchase of
the general partner interests in the local limited partnerships by the
REIT; (iii) the approval of HUD and certain state housing finance
agencies; (iv) the consent of the limited partners to the sale of the
local limited partnership interests held for investment by REAL VII; and
(v) the consummation of a minimum number of purchase transactions with
other NAPICO affiliated partnerships. As of March 31, 1998, the REIT had
completed buy-out negotiations with a majority of the general partners of
the local limited partnerships.
A proxy is contemplated to be sent to the limited partners setting forth
the terms and conditions of the purchase of the limited partners'
interests held for investment by the Partnership, together with certain
amendments to the Partnership Agreement and other disclosures of various
conflicts of interest in connection with the transaction.
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REAL ESTATE ASSOCIATES LIMITED VII
(A CALIFORNIA LIMITED PARTNERSHIP)
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
MARCH 31, 1998
NOTE 3 - NOTES PAYABLE
Certain of the Partnership's investments involved purchases of partnership
interests from partners who subsequently withdrew from the operating
partnership. The Partnership is obligated on non-recourse notes payable of
$24,869,501, bearing interest at 9 1/2 percent, to the sellers of the
Partnership interests. The notes have principal maturity dates ranging
from December 1999 to December 2002 or upon sale or refinancing of the
underlying partnership properties. These obligations are collateralized by
the Partnership's investments in the investee partnerships and are payable
out of cash distributions from the investee partnerships, as defined in
the notes. Unpaid interest is due at maturity of the notes.
NOTE 4 - ACCRUED FEES AND EXPENSES DUE GENERAL PARTNER
Under the terms of the Restated Certificate and Agreement of Limited
Partnership, the Partnership is obligated to NAPICO for an annual
management fee equal to .5 percent of the invested assets of the
partnerships. Invested assets is defined as the costs of acquiring project
interests, including the proportionate amount of the mortgage loans
related to the Partnership's interests in the capital accounts of the
respective partnerships. The fee was approximately $186,000 for the three
months ended March 31, 1998 and 1997.
The Partnership reimburses NAPICO for certain expenses. The reimbursement
to NAPICO was approximately $11,700 and $10,400 for the three months ended
March 31, 1998 and 1997, respectively, and is included in administrative
expenses.
NOTE 5 - CONTINGENCIES
The corporate general partner of the Partnership is a plaintiff in various
lawsuits and has also been named a defendant in other lawsuits arising
from transactions in the ordinary course of business. In the opinion of
management and the corporate general partner, the claims will not result
in any material liability to the Partnership.
The Partnership has assessed the potential impact of the Year 2000
computer systems issue on its operations. The Partnership believes that no
significant actions are required to be taken by the Partnership to address
the issue and that the impact of the Year 2000 computer systems issue will
not materially affect the Partnership's future operating results or
financial condition.
NOTE 6 - FAIR VALUE OF FINANCIAL INSTRUMENTS
Statement of Financial Accounting Standards No. 107, "Disclosure about
Fair Value of Financial Instruments," requires disclosure of fair value
information about financial instruments, when it is practicable to
estimate that value. The notes payable are collateralized by the
Partnership's investments in investee limited partnerships and are payable
only out of cash distributions from the investee partnerships. The
operations generated by the investee limited partnerships, which account
for the Partnership's primary source of revenues, are subject to various
government rules, regulations and
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REAL ESTATE ASSOCIATES LIMITED VII
(A CALIFORNIA LIMITED PARTNERSHIP)
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
MARCH 31, 1998
NOTE 6 - FAIR VALUE OF FINANCIAL INSTRUMENTS (CONTINUED)
restrictions which make it impracticable to estimate the fair value of the
notes payable and related accrued interest and amounts due general
partner. The carrying amount of other assets and liabilities reported on
the balance sheets that require such disclosure approximates fair value
due to their short-term maturity.
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REAL ESTATE ASSOCIATES LIMITED VII
(A CALIFORNIA LIMITED PARTNERSHIP)
MARCH 31, 1998
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
LIQUIDITY AND CAPITAL RESOURCES
The Partnership's primary sources of funds include interest income earned
from investing available cash and distributions from limited partnerships
in which the Partnership has invested. It is not expected that any of the
local limited partnerships in which the Partnership has invested will
generate cash flow sufficient to provide for distributions to limited
partners in any material amount.
RESULTS OF OPERATIONS
Partnership revenues consist primarily of interest income earned on
certificates of deposit and other temporary investment of funds not
required for investment in local partnerships.
Operating expenses consist primarily of recurring general and
administrative expenses and professional fees for services rendered to the
Partnership. In addition, an annual Partnership management fee in an amount
equal to .5 percent of invested assets is payable to the corporate general
partner.
The Partnership accounts for its investments in the local limited
partnerships on the equity method, thereby adjusting its investment balance
by its proportionate share of the income or loss of the local limited
partnerships. Losses incurred after the limited partnership account is
reduced to zero are not recognized.
Distributions received from limited partnerships are recognized as return
of capital until the investment balance has been reduced to zero or to a
negative amount equal to future capital contributions required.
Subsequent distributions received are recognized as income.
Except for certificates of deposit and money market funds, the
Partnership's investments are entirely interests in other limited and
general partnerships owning government assisted projects. Available cash is
invested in money market funds and certificates of deposit which provide
interest income as reflected in the statement of operations. These
temporary investments can be easily converted to cash to meet obligations
as they arise. The Partnership intends to continue investing available
funds in this manner.
Under recent adopted law and policy, HUD has determined not to renew
housing assistance payments contracts ("HAP Contracts") on a long term
basis on the existing terms. In connection with renewals of the HAP
Contracts under such new law and policy, the amount of rental assistance
payments under renewed HAP Contracts will be based on market rentals
instead of above market rentals, which was generally the case under
existing HAP Contracts. As a result, existing HAP Contracts that are
renewed in the future on projects insured by the Federal Housing
Administration of HUD ("FHA") will not provide sufficient cash flow to
permit owners of properties to meet the debt service requirements of these
existing FHA-insured mortgages. In order to address the reduction in
payments under HAP Contracts as a result of this new policy, the
Multi-family Assisted Housing Reform and Affordability Act of 1997
("MAHRAA"), which was adopted in October 1997, provides for the
restructuring of mortgage loans insured by the FHA with respect to
properties subject to HAP Contracts that have been renewed under the new
policy. The restructured loans will be held by the current lender or
another lender. Under
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REAL ESTATE ASSOCIATES LIMITED VII
(A CALIFORNIA LIMITED PARTNERSHIP)
MARCH 31, 1998
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
RESULTS OF OPERATIONS (CONTINUED)
MAHRAA, an FHA-insured mortgage loan can be restructured to reduce the
annual debt service on such loan. There can be no assurance that the
Partnership will be permitted to restructure its mortgage indebtedness
pursuant to the new HUD rules implementing MAHRAA or that the Partnership
would choose to restructure such mortgage indebtedness if it were eligible
to participate in the MAHRAA program. It should be noted that there are
uncertainties as to the economic impact on the Partnership of the
combination of the reduced payments under the HAP Contracts and the
restructuring of the existing FHA-insured mortgage loans under MAHRAA.
Accordingly, the General Partners are unable to predict with certainty
their impact on the Partnership's future cash flow.
As a result of the foregoing, the Partnership is undergoing an extensive
review of properties for disposition to the REIT as set forth below,
refinancing or re-engineering alternatives for the properties in which
the limited partnerships have invested and are subject to HUD mortgage
and rental subsidy programs. The Partnership has incurred expenses in
connection with this review by various third party professionals,
including accounting, legal, valuation, structural and engineering costs,
which amounted to approximately $285,000 as of March 31, 1998, including
approximately $117,000 in general and administrative expenses for the
three months ended March 31, 1998.
A real estate investment trust ("REIT") organized by an affiliate of NAPICO
has advised the Partnership that it intends to make a proposal to purchase
from the Partnership certain of the limited partnership interests held for
investment by the Partnership.
The REIT proposes to purchase such limited partner interests for cash,
which it plans to raise in connection with a private placement of its
equity securities. The purchase is subject to, among other things, (i)
consummation of such private placement by the REIT; (ii) the purchase of
the general partner interests in the local limited partnerships by the
REIT; (iii) the approval of HUD and certain state housing finance agencies;
(iv) the consent of the limited partners to the sale of the local limited
partnership interests held for investment by REAL VII; and (v) the
consummation of a minimum number of purchase transactions with other Casden
affiliated partnerships. As of March 31, 1998, the REIT had completed
buy-out negotiations with a majority of the general partners of the local
limited partnerships.
A proxy is contemplated to be sent to the limited partners setting forth
the terms and conditions of the purchase of the limited partners' interests
held for investment by the Partnership, together with certain amendments to
the Partnership Agreement and other disclosures of various conflicts of
interest in connection with the transaction.
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REAL ESTATE ASSOCIATES LIMITED VII
(A CALIFORNIA LIMITED PARTNERSHIP)
MARCH 31, 1998
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
The Partnership's Corporate General Partner is involved in various lawsuits,
including the following related to REAL VII:
John Mitchell v. Oakwood Apartments, NAPICO et al., Case No. 94CV112108, Court
of Common Pleas, Lorain County, Ohio. On March 31, 1994, the Plaintiff filed a
lawsuit alleging that on May 5, 1992, while returning to his apartment (Oakwood
Apartments, Lorain, Ohio) he tripped and sustained mental and physical injuries.
The Plaintiff voluntarily dismissed his action and a Notice of Voluntary
Dismissal without prejudice was filed. The Plaintiff, however, refiled the
action which remains pending.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) No exhibits are required per the provision of Item 7 of regulation S-K.
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REAL ESTATE ASSOCIATES LIMITED VII
(A CALIFORNIA LIMITED PARTNERSHIP)
MARCH 31, 1998
SIGNATURES
Pursuant to the requirements 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.
REAL ESTATE ASSOCIATES LIMITED VII
(a California limited partnership)
By: National Partnership Investments Corp.,
General Partner
/s/ BRUCE NELSON
---------------------------------------
Bruce Nelson
President
Date: May 18, 1998
--------------
/s/ CHARLES H. BOXENBAUM
---------------------------------------
Charles H. Boxenbaum
Chief Executive Officer
Date: May 18, 1998
--------------
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