10-Q 1 a2028636z10-q.txt FORM 10-Q FORM 10Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED COMMISSION FILE SEPTEMBER 30, 2000 NO. 0-11980 VENETIAN PARK ASSOCIATES (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) CALIFORNIA 95-3887496 (STATE OR OTHER JURISDICTION (I.R.S. EMPLOYER OF INCORPORATION OR ORGANIZATION) IDENTIFICATION NO.) 3250 OCEAN PARK BLVD., STE. 380 SANTA MONICA, CA 90405 (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES, INCLUDING ZIP CODE) REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (310) 450-6866 ------------------------------------- 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 THE NUMBER OF SHARES (UNITS) OUTSTANDING OF EACH OF THE ISSUER'S CLASSES OF COMMON STOCK (UNITS) AS OF THE LATEST PRACTICABLE DATE (APPLICABLE ONLY TO CORPORATE ISSUER) 6,041 LIMITED PARTNERSHIP UNITS ISSUED AND OUTSTANDING. VENETIAN PARK ASSOCIATES, LTD. (A CALIFORNIA LIMITED PARTNERSHIP) REPORT ON FORM 10-Q FOR THE QUARTER ENDED SEPTEMBER 30, 2000 INDEX

PAGE NO. ~~--------~~ PART I. FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS: BALANCE SHEETS ~~.....................................~~ 3-4 STATEMENTS OF OPERATIONS ~~...........................~~ 5-6 STATEMENTS OF CHANGES IN PARTNERS' EQUITY ~~..........~~ 7 STATEMENTS OF CASH FLOWS ~~...........................~~ 8 NOTES TO FINANCIAL STATEMENTS ~~......................~~ 9 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.. 10-11 ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK. 11 PART II. OTHER INFORMATION ~~.........................................~~ 12 SIGNATURE ~~...........................................................~~ 13

2 PART I. FINANCIAL INFORMATION VENETIAN PARK ASSOCIATES, LTD. (A California Limited Partnership) BALANCE SHEETS ASSETS

~~JUNE~~September 30, ~~DECEMBER~~December 31, 2000 1999 (unaudited) (audited) ----------- ------------ ~~(UNAUDITED) (AUDITED)~~ CURRENT ASSETS: ~~CASH~~Cash ~~...................................~~ $ ~~268~~181,~~439~~680 $ 300,521 ~~TENANTS~~Tenants' ~~RENTS~~Rents ~~RECEIVABLE~~Receivable ~~.............. 4~~2,~~103~~592 3,356 ~~OTHER~~Other ~~RECEIVABLES~~Receivables ~~AND~~and ~~DEPOSITS~~Deposits ~~.........~~101,826 ~~342~~ 214,670 ~~PREPAID~~Prepaid ~~EXPENSES~~Expenses ~~.......................~~30,714 ~~772~~ 17,250 ---------- ---------- TOTAL CURRENT ASSETS ~~................. 273~~316,~~656~~812 535,797 ---------- ---------- RESTRICTED DEPOSITS & FUNDED RESERVES: ~~MORTGAGE~~Mortgage ~~ESCROW~~Escrow ~~DEPOSITS~~Deposits ~~............... 63~~55,~~112~~780 45,261 ~~RESERVE~~Reserve ~~FOR~~for ~~REPLACEMENTS~~Replacements ~~............... 673~~559,~~118~~053 835,460 ---------- ---------- TOTAL RESTRICTED DEPOSITS & RESERVES.. ~~736~~614,~~230~~833 880,721 ~~FIXED~~---------- ~~ASSETS,~~---------- ~~NET~~Fixed ~~..........................~~Assets, Net 6,~~773~~715,~~021~~985 6,446,296 OTHER ASSETS: ~~PREPAID~~Prepaid ~~LOAN~~Loan ~~FEES~~Fees, ~~......................~~Net ~~140~~137,~~840~~101 148,318 ~~DEPOSITS~~Deposits ~~............................... 4~~5,~~956~~834 0 ---------- ---------- TOTAL OTHER ASSETS ~~................... 145~~142,~~796~~935 148,318 ---------- ---------- ---------- ---------- TOTAL ASSETS ~~...............................~~ $7,~~928~~790,~~703~~565 $8,011,132 ========== ==========

The accompanying notes are an intergral part of these Financial Statements. 3 VENETIAN PARK ASSOCIATES, LTD. (A California Limited Partnership) BALANCE SHEETS LIABILITIES AND PARTNERS' EQUITY

~~JUNE~~September 30, ~~DECEMBER~~December 31, 2000 1999 (unaudited) (audited) ----------- ------------ ~~(UNAUDITED) (AUDITED)~~ CURRENT LIABILITIES: ~~ACCOUNTS~~Accounts ~~PAYABLE~~Payable & ~~ACCRUED~~accrued ~~EXPENSES~~expenses $ 4575,~~896~~152 $ 65,619 ~~ACCOUNTS~~Accounts ~~PAYABLE~~Payable - ~~CONTRUCTION~~Contruction ~~.... 258~~116,~~882~~813 0 ~~ACCRUED~~Accrued ~~INTEREST~~Interest ~~..................~~ 42,456 42,456 ~~TENANTS~~Tenants' ~~PREPAID~~Prepaid ~~RENTS~~Rents ~~............ 11~~8,~~405~~976 6,428 ~~TENANTS~~Tenants' ~~SECURITY~~Security ~~DEPOSITS~~Deposits ~~........ 96~~98,~~291~~223 96,825 ~~CURRENT~~Current ~~PORTION~~Portion OFof ~~LONG~~Long ~~TERM~~Term ~~DEBT~~Debt . 192,430 192,430 ---------- ---------- TOTAL CURRENT LIABILITIES ~~....... 647~~534,~~360~~050 403,758 ---------- ---------- OTHER LIABILITIES: ~~MORTGAGE~~Mortgage ~~PAYABLE~~Payable - ~~1ST~~1st ~~TRUST~~Trust ~~DEED~~Deed . 6,~~081~~068,~~677~~339 6,247,163 ---------- ---------- TOTAL OTHER LIABILITIES ~~.........~~ 6,~~081~~068,~~677~~339 6,247,163 ~~PARTNERS~~---------- ~~EQUITY~~---------- ~~.......................~~Partners Equity 1,~~199~~188,~~666~~176 1,360,211 ---------- ---------- TOTAL LIABILITIES AND PARTNERS EQUITY . $7,~~928~~790,~~703~~565 $8,011,132 ========== ==========

The accompanying notes are an intergral part of these Financial Statements. 4 VENETIAN PARK ASSOCIATES, LTD. (A California Limited Partnership) STATEMENTS OF OPERATIONS (Unaudited)

THREE MONTHS THREE MONTHS ENDED ENDED ~~JUNE~~September 30, ~~JUNE~~September 30, 2000 1999 ------------- ------------- ~~OPERATING~~Operating ~~REVENUE~~Revenue: ~~RENTAL~~Rental ~~INCOME~~Income ~~.........................~~ $ ~~455~~464,~~461~~869 $ ~~404~~426,~~309~~508 ~~OTHER~~Other ~~RENTAL~~Rental ~~AND~~and ~~INTEREST~~Interest ~~INCOME~~Income ~~...... 18~~19,~~333~~915 1017,~~455~~643 --------- --------- TOTAL OPERATING REVENUE ~~........... 473~~484,~~794~~784 ~~414~~444,~~764~~151 --------- --------- ~~OPERATING~~Operating ~~EXPENSES~~Expenses: ~~REPAIR~~Repair ~~AND~~and ~~MAINTENANCE~~Maintenance ~~................ 140~~81,~~183~~736 9954,~~786~~932 ~~UTILITIES~~Utilities ~~............................. 39~~52,~~103~~698 4751,~~216~~362 ~~MANAGERS~~Managers ~~SALARIES~~Salaries ~~..................... 52~~53,~~748~~472 5753,~~289~~834 ~~MANAGEMENT~~Management ~~FEES~~Fees ~~....................... 27~~26,~~896~~584 2022,~~738~~194 ~~GENERAL~~General ~~AND~~and ~~ADMINISTRATIVE~~Administrative ~~............ 30~~47,~~228~~689 3655,~~883~~615 ~~REAL~~Real ~~PROPERTY~~Property ~~TAXES~~Taxes ~~AND~~and ~~INSURANCE~~Insurance ~~..... 33~~36,~~742~~608 3334,~~694~~257 ~~FINANCIAL~~Financial ~~EXPENSES~~Expenses ~~.................... 125~~123,~~343~~977 ~~110~~108,~~050~~187 ~~DEPRECIATION~~Depreciation ~~..........................~~ 69,771 69,586 ~~AMORTIZATION~~Amortization ~~..........................~~ 3,739 236 --------- --------- TOTAL OPERATING EXPENSES ~~.......... 522~~496,~~753~~274 ~~475~~450,~~478~~203 --------- --------- NET INCOME (LOSS) FROM OPERATIONS ~~.........~~ $ (4811,~~959~~490) $ (606,~~714~~052) ~~=========~~--------- ~~=========~~--------- NET INCOME (LOSS) FROM OPERATIONS (6,041 ~~LIMITED~~Limited ~~PARTNERSHIP~~Partnership ~~UNITS~~units ~~ISSUED~~issued ~~AND~~and ~~OUTSTANDING~~outstanding)~~...........................~~ $ (81.1090) $ (101.0500) ~~=========~~--------- ~~=========~~---------

The accompanying notes are an intergral part of these Financial Statements. 5 VENETIAN PARK ASSOCIATES, LTD. (A California Limited Partnership) STATEMENTS OF OPERATIONS (Unaudited)

~~SIX~~NINE MONTHS ~~SIX~~NINE MONTHS ENDED ENDED ~~JUNE~~September 30, ~~JUNE~~September 30, 2000 1999 ----------- ------------ ~~OPERATING~~Operating ~~REVENUE~~Revenue: ~~RENTAL~~Rental ~~INCOME~~Income ~~........................~~ $ ~~908~~1,~~797~~373,666 $ ~~789~~1,~~475~~215,983 ~~OTHER~~Other ~~RENTAL~~Rental ~~AND~~and ~~INTEREST~~Interest ~~INCOME~~Income ~~..... 36~~56,~~686~~601 2947,~~927~~570 ----------- ------------ TOTAL OPERATING REVENUE ~~.......... 945~~1,~~483~~430,267 ~~819~~1,~~402~~263,553 ~~OPERATING~~----------- ~~EXPENSES:~~------------ ~~REPAIR~~Operating ~~AND~~Expenses: ~~MAINTENANCE~~Repair ~~...............~~and ~~263~~Maintenance 345,~~899~~635 ~~154~~209,~~651~~583 ~~UTILITIES~~Utilities ~~............................ 89~~142,~~435~~133 94145,~~354~~716 ~~MANAGERS~~Managers ~~SALARIES~~Salaries ~~.................... 112~~165,~~304~~776 ~~110~~164,~~717~~551 ~~MANAGEMENT~~Management ~~FEES~~Fees ~~...................... 51~~78,~~473~~057 4163,~~059~~253 ~~GENERAL~~General ~~AND~~and ~~ADMINISTRATIVE~~Administrative ~~........... 87~~135,~~632~~321 91146,~~326~~941 ~~REAL~~Real ~~PROPERTY~~Property ~~TAXES~~Taxes ~~AND~~and ~~INSURANCE~~Insurance ~~.... 67~~104,~~483~~091 67101,~~389~~646 ~~FINANCIAL~~Financial ~~EXPENSES~~Expenses ~~................... 252~~376,~~046~~023 ~~218~~326,~~308~~495 ~~DEPRECIATION~~Depreciation ~~......................... 139~~209,~~542~~313 ~~139~~208,~~172~~758 ~~AMORTIZATION~~Amortization ~~......................... 7~~11,~~478~~217 ~~472~~708 ----------- ------------ TOTAL OPERATING EXPENSES ~~.........~~ 1,~~071~~567,~~292~~566 ~~917~~1,~~448~~367,651 NET INCOME (LOSS) FROM OPERATIONS ~~........~~ $ (~~125~~137,~~809~~299) $ (98104,~~046~~098) =========== =========== NET INCOME (LOSS) PER UNIT (6041 ~~LIMITED~~Limited ~~PARTNERSHIP~~Partnership ~~UNITS~~units ~~ISSUED~~issued ~~AND~~and ~~OUTSTANDING~~outstanding)~~..........................~~ $ (2022.8373) $ (1617.23) =========== ===========

The accompanying notes are an intergral part of these Financial Statements. 6 VENETIAN PARK ASSOCIATES, LTD. (A California Limited Partnership) STATEMENT OF PARTNER'S EQUITY (Unaudited)

~~SIX~~NINE MONTHS ENDED ~~JUNE~~September 30, 2000 ------------ ~~BALANCE~~Balance ATat ~~JANUARY~~January 1, 2000 ~~...................~~ $ 1,360,211 ~~NET~~Net ~~INCOME~~income (~~LOSS~~loss) ~~............................~~ (~~125~~137,~~809~~299) ~~CASH~~Cash ~~DISTRIBUTIONS~~Distributions ~~...........................~~ (34,736) ------------ BALANCE AT ~~JUNE~~SEPTEMBER 30, 2000~~....................~~ $ 1,~~199~~188,~~666~~176 ============

The accompanying notes are an intergral part of these Financial Statements. 7 VENETIAN PARK ASSOCIATES, LTD. (A California Limited Partnership) STATEMENTS OF CASH FLOWS (Unaudited)

~~SIX~~NINE MONTHS ~~SIX~~NINE MONTHS ENDED ENDED ~~JUNE~~September 30, ~~JUNE~~September 30, 2000 1999 ------------- ------------- ~~CASH~~Cash ~~FLOWS~~flows ~~FROM~~from ~~OPERATING~~operating ~~ACTIVITIES~~activities: ~~NET~~Net ~~INCOME~~Income/(~~LOSS~~Loss) . $(~~125~~137,~~809~~299) $ (98104,~~046~~098) --------- --------- ~~ADJUSTMENTS~~Adjustments TOto ~~RECONCILE~~reconcile ~~NET~~net (~~LOSS~~loss) ~~INCOME~~income TOto ~~NET~~net ~~CASH~~cash ~~PROVIDED~~provided BYby (~~USED~~used INin) ~~OPERATING~~operating ~~ACTIVITIES~~activities: ~~DEPRECIATION~~Depreciation ~~AND~~and ~~AMORTIZATION~~amortization ~~....................... 147~~220,~~020~~530 ~~139~~209,~~644~~466 ~~CHANGE~~Change INin ~~ASSETS~~assets - (~~INCREASE~~increase) ~~DECREASE~~decrease: ~~TENANTS~~Tenants' ~~RENTS~~rents ~~RECEIVABLE~~receivable ~~.........................~~764 (~~747~~970) ~~783~~Insurance ~~INSURANCE~~receivables ~~RECEIVABLES .............................~~ 0 120,626 ~~OTHER~~Other ~~RECEIVABLES~~receivables ~~AND~~and ~~DEPOSITS~~deposits ~~.................... 214~~112,~~328~~844 (12,~~405~~258) ~~PREPAID~~Prepaid ~~EXPENSES~~expenses ~~.................................. 16~~(13,~~478~~464) 7(18,~~715~~556) ~~RESTRICTED~~Restricted ~~DEPOSITS~~deposits ~~AND~~and ~~RESERVES~~reserves ~~.................. 144~~265,~~491~~888 (512,~~205~~401) ~~DEPOSITS~~Deposits ~~..........................................~~ (45,~~956~~834) (115,~~934~~624) ~~CHANGE~~Change INin ~~LIABILITIES~~liabilities - ~~INCREASE~~increase (~~DECREASE~~decrease): ~~ACCOUNTS~~Accounts ~~PAYABLE~~payable ~~AND~~and ~~ACCRUED~~accrued ~~EXPENSES~~expenses ~~............. (19~~9,~~723)~~533 (9684,~~306~~442) ~~ACCOUNTS~~Accounts ~~PAYABLE~~payable - ~~CONSTRUCTION~~construction ~~................... 258~~116,~~882~~813 0 ~~TENANTS~~Tenants ~~PREPAID~~prepaid ~~RENTS~~rents ~~............................. 4~~2,~~977~~548 62,~~739~~582 ~~TENANTS~~Tenants ~~SECURITY~~security ~~DEPOSIT~~deposit ~~PAYABLE~~payable ~~..................~~1,398 ~~(534) 3~~6,~~819~~947 --------- --------- ~~TOTAL~~Total ~~ADJUSTMENTS~~adjustments ~~.............................. 760~~711,~~216~~020 ~~174~~205,~~476~~370 --------- --------- ~~NET~~Net ~~CASH~~cash ~~FLOW~~flow ~~PROVIDED~~provided BYby (~~USED~~used INin) ~~OPERATING~~operating ~~ACTIVITIES~~activities: ~~634~~573,~~407~~721 76101,~~430~~272 --------- --------- ~~CASH~~Cash ~~FLOW~~flow ~~FROM~~from ~~INVESTING~~investing ~~ACTIVITIES~~activities: ~~ACQUISITON~~Acquisiton OFof ~~FIXED~~fixed ~~ASSETS~~assets ~~............................~~ (~~466~~479,~~267~~002) -- --------- --------- ~~NET~~Net ~~CASH~~cash (~~USED~~used INin) ~~INVESTING~~investing ~~ACTIVITIES~~activities ~~.................~~ (~~466~~479,~~267~~002) 0 --------- --------- ~~CASH~~Cash ~~FLOW~~flow ~~FROM~~from ~~FINANCING~~financing ~~ACTIVITIES~~activities: ~~PRINCIPAL~~Principal ~~REDUCTION~~reduction OFof ~~LONG~~long-~~TERM~~term ~~DEBT~~debt ~~.................~~ (~~165~~178,~~486~~824) (66100,~~210~~287) ~~CAPITAL~~Capital ~~DISTRIBUTIONS~~distributions TOto ~~PARTNERS~~partners ~~.....................~~ (34,736) 0 --------- --------- ~~NET~~Net ~~CASH~~cash (~~USED~~used INin) ~~FINANCING~~financing ~~ACTIVITIES~~activities ~~.................~~ (~~200~~213,~~222~~560) (66100,~~210~~287) --------- --------- ~~NET~~Net ~~INCREASE~~increase (~~DECREASE~~decrease) INin ~~CASH~~cash ~~.........................~~ (32118,~~082~~841) ~~10,220~~985 ~~CASH~~Cash ATat ~~BEGINNING~~beginning OFof ~~PERIOD~~Period ~~.............................~~ 300,521 38,050 --------- --------- ~~CASH~~Cash ATat ~~END~~end OFof ~~PERIOD~~Period ~~...................................~~ $ ~~268~~181,~~439~~680 $ 4839,~~270~~035 ========= ========= ~~SUPPLEMENTAL~~Supplemental ~~DISCLOSURES~~disclosures OFof ~~CASH~~cash ~~FLOW~~flow ~~INFORMATION~~information: ~~CASH~~Cash ~~PAID~~paid ~~DURING~~during ~~THE~~the ~~YEAR~~year ~~FOR~~for: ~~INTEREST~~Interest ~~EXPENSE~~expense ~~....................................~~ $ ~~250~~377,~~943~~126 $ ~~203~~304,~~794~~689 ~~STATE~~State ~~FRANCHISE~~franchise ~~TAX~~tax ~~.................................~~ $ 800 $ 800

The accompanying notes are an intergral part of these Financial Statements. 8 VENETIAN PARK ASSOCIATES, LTD. NOTES TO FINANCIAL STATEMENTS NINE MONTHS ENDED SEPTEMBER 30, 2000 1) BASIS OF PRESENTATION SEE THE FORM 10-K FOR THE YEAR ENDED DECEMBER 31, 1999 FOR APPROPRIATE DISCLOSURE TO THE FINANCIAL STATEMENTS. THE FINANCIAL STATEMENTS INCLUDED IN THE 10-Q OMIT SUBSTANTIALLY ALL DISCLOSURES. 2) ADJUSTING ENTRIES ALL ADJUSTMENTS WHICH ARE NECESSARY FOR A FAIR PRESENTATION OF THE FINANCIAL STATEMENTS HAVE BEEN MADE TO THE FINANCIAL STATEMENTS PRESENTED. ALL SUCH ADJUSTMENTS ARE OF A NORMAL RECURRING NATURE. 9 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS. RESULTS OF OPERATIONS GENERAL OPERATING INCOME FOR THE NINE MONTHS ENDED SEPTEMBER 30TH MUSHROOMED BY $166,714 FROM $1,263,553 LAST YEAR THROUGH SEPTEMBER 30TH TO $1,430,267 THIS YEAR THROUGH THE SAME DATE. AT THE SAME TIME, A NET LOSS OF $137,299 WAS BOOKED DURING THE PERIOD OF JANUARY 2000 THROUGH SEPTEMBER 2000 VS. A NET LOSS OF $104,098 LAST YEAR DURING THE SAME PERIOD. ON SEPTEMBER 30, 2000 THE SCHEDULED MONTHLY RENT ROLL WAS $170,026 VS. $161,390 AT THE SAME TIME LAST YEAR, AN INCREASE OF $8,636 OR 5.35%. DESPITE THE RENT INCREASES, RENTAL LOSSES (VACANCIES, NET DELINQUENCIES AND RENTAL DISCOUNTS) PLUMMETED TO $113,043 FROM $211,769 THE YEAR BEFORE, A REDUCTION OF $98,727 OR 46.62%. KEEP IN MIND THAT SIGNIFICANT RENT INCREASES HAVE RECENTLY BEGUN AND CAN ONLY TAKE EFFECT WHEN LEASES ARE RENEWED OR WHEN NEW TENANTS MOVE IN. THE FULL EFFECT OF THE CURRENT RENT INCREASE PROGRAM AND THE RESULTS THEREFROM WILL BECOME MORE EVIDENT DURING THE NEXT FOUR TO SIX MONTHS. OPERATING EXPENSES THIS YEAR THROUGH SEPTEMBER 30TH WERE $1,567,566 VS. $1,367,651 DURING THE CORRESPONDING PERIOD LAST YEAR, AN INCREASE OF $199,915 DUE PRIMARILY TO THE $111,720 BUILDING EXTERIOR PAINTING AND INCREASES IN CERTAIN FIXED EXPENSES, REPLACEMENTS AND REPAIRS/MAINTENANCE. HOWEVER, VARIABLE EXPENSES WERE TRIMMED DUE TO DECREASES IN ADVERTISING, ACCOUNTING FEES, LEGAL FEES AND LANDSCAPE COSTS. AT THE SAME TIME WE RECEIVED A GAS CREDIT FROM THE UTILITY COMPANY IN THE AMOUNT OF $4,000 FOR A PREVIOUS OVERCHARGE OF ESTIMATED BILLING. DEBT SERVICE THIS YEAR ON THE REFINANCED FIRST MORTGAGE LOAN WAS $415,254 VS. $422,940 LAST YEAR DURING THE SAME PERIOD, A $7,686 DECREASE. ON SEPTEMBER 30, 2000, THE PARTNERSHIP'S CASH ACCOUNTS STOOD AT $181,680 VS. $300,521 LAST YEAR AT THE SAME TIME. IN ADDITION, ON SEPTEMBER 30, 2000, WE HAD $614,833 IN THE PROPERTY'S REPLACEMENT RESERVE ACCOUNT PLUS IMPOUND FOR PROPERTY TAXES AND INSURANCE. NOT INCLUDED IN THE CASH ACCOUNT FIGURE IS THE AMOUNT STILL BEING HELD BY THE LENDER TO ASSURE COMPLETION OF THE ROOF REPLACEMENT AND CEMENT REPAIRS. THE AMOUNT BEING HELD BACK IS $501,300. THIS MEANS THAT WHEN THE 15 REMAINING ROOFS OF THE TOTAL 40 ARE COMPLETED AND THE CEMENT WORK IS FINISHED, THE LENDER WILL RETURN TO US APPROXIMATELY $350,000. AS DESCRIBED PREVIOUSLY, THE ROOF COMPLETION PROGRAM IS A SLOW AND ARDUOUS PROCESS AND, WE BELIEVE, MORE COMPLEX AND TIME CONSUMING THAN THE ROOFING CONTRACTOR ANTICIPATED. 10 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS. MEANWHILE, WITH THE PAINTING AND PAVING COMPLETE, THE PROPERTY LOOKS TERRIFIC AND SUSTAINED A VACANCY FACTOR OF ONLY 4.97% DURING SEPTEMBER 2000. SHOULD PRESENT TRENDS CONTINUE, AND WE HAVE NO REASON TO EXPECT THEY WON'T, WE ANTICIPATE EVEN HIGHER OCCUPANCY RATES AND INCREASED RENTS IN THE NEAR FUTURE. LIQUIDITY AND CAPITAL RESOURCES WHILE ANTICIPATING THE COMPLETION OF THE 15 REMAINING ROOFS AND THE $501,300 CASH HELD BY THE LENDER TO BE RELEASE IN THE NEAR FUTURE, VENETIAN PARK ASSOCIATES LTD., HAS DECLARED A CASH DISTRIBUTION IN THE AMOUNT OF $18 PER UNIT. TOTAL CASH DISTRIBUTIONS OF $108,738 ARE SCHEDULED TO BE RELEASE IN OCTOBER 2000. THIS BRINGS DISTRIBUTIONS IN 2000 TO A TOTAL OF $143,474. ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK. THE PARTNERSHIP PURCHASED AN EXISTING APARTMENT COMPLEX WITH A TOTAL OF 295 UNITS COMPRISED OF FOUR SEPARATE APARTMENT PROJECTS OPERATED UNDER SECTION 221(d)(4) OF THE NATIONAL HOUSING ACT. THE PARTNERSHIP IS ECONOMICALLY DEPENDENT ON THE STOCKTON CALIFORNIA RENTAL MARKET. 11 PART II. OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS NOT APPLICABLE ITEM 2. CHANGES IN SECURITIES NOT APPLICABLE ITEM 3. DEFAULTS UPON SENIOR SECURITIES NOT APPLICABLE ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS NOT APPLICABLE ITEM 5. OTHER INFORMATION NOT APPLICABLE ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K A) EXHIBITS EXHIBITS OTHER THAN THOSE LISTED HAVE BEEN OMITTED BECAUSE THEY ARE NONEXISTENT, INAPPLICABLE OR BECAUSE THE REQUIRED INFORMATION IS GIVEN IN THE FINANCIAL STATEMENTS OR NOTES THERETO. B) REPORTS ON FORM 8-K NOT APPLICABLE 12 SIGNATURE 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 IN THE CITY OF SANTA MONICA OF CALIFORNIA. VENETIAN PARK ASSOCIATES, LTD. (A CALIFORNIA LIMITED PARTNERSHIP) DATED: OCTOBER 23, 2000 BY /s/ NORMAN JACOBSON --------------------------------- NORMAN JACOBSON GENERAL PARTNER 13

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