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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q

[X]  Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the Quarterly Period Ended June 30, 2002

or

[ ]  Transition Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the transition period from ___________to _____________

Commission File #0-18431

Inland Land Appreciation Fund, L.P.
(Exact name of registrant as specified in its charter)

Delaware

#36-3544798

(State or other jurisdiction

(I.R.S. Employer Identification Number)

of incorporation or organization)

 

2901 Butterfield Road, Oak Brook, Illinois

60523

(Address of principal executive office)

(Zip Code)

Registrant's telephone number, including area code:  630-218-8000

N/A
(Former name, former address and former
fiscal year, if changed since last report)

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



- -1-

 


INLAND LAND APPRECIATION FUND, L.P.
(a limited partnership)

Balance Sheets

June 30, 2002 and December 31, 2001
(unaudited)

Assets

 

 

2002

2001

Current assets:

 

 

 

  Cash and cash equivalents

$

222,343

188,806

  Accounts and accrued interest receivable (net of allowance for     doubtful accounts of $593,794 at June 30, 2002) (Note 5)

 

375,356

969,028

  Current portion of mortgage loans receivable

 

800,607

144,557

  Other current assets

 

     6,985

      5,172

 

 

 

 

Total current assets

 

1,405,291

1,307,563

 

 

 

 

Other assets

 

16,840

16,840

Loan fees (net of accumulated amortization of $15,426 and   $10,284 at June 30, 2002 and December 31, 2001, respectively)

 

21,808

19,716

Mortgage loans receivable, less current portion (Note 5)

 

1,635,709

2,291,799

Investments in land and improvements, at cost (including   acquisition fees paid to Affiliates of $847,856 and $850,016 at   June 30, 2002 and December 31, 2001, respectively) (Note 3)

 

23,385,915

22,777,508

 

 

 

 

Total assets

$

26,465,563

26,413,426

 

 

========

========

















See accompanying notes to financial statements.

-2-

 


INLAND LAND APPRECIATION FUND, L.P.
(a limited partnership)

Balance Sheets
(continued)

June 30, 2002 and December 31, 2001
(unaudited)

Liabilities and Partners' Capital

 

 

2002

2001

Current liabilities:

 

 

 

  Accounts payable

$

6,017 

11,035 

  Accrued real estate taxes

 

89,263 

46,903 

  Due to Affiliates (Note 2)

 

195,701 

56,006 

  Notes payable to Affiliate (Note 6)

 

4,200,984 

3,993,750 

  Unearned income

 

495,094 

269,280 

 

 

 

 

Total current liabilities

 

4,987,059 

4,376,974 

 

 

 

 

Deferred gain on sale of investments in land and improvements (Note 5)

 

249,958 

249,958 

 

 

 

 

Partners' capital:

 

 

 

  General Partner:

 

 

 

    Capital contribution

 

500 

500 

    Cumulative net income

 

172,265 

178,683 

    Cumulative cash distributions

 

(153,743)

(153,743)

 

 

 

 

 

 

19,022 

25,440 

  Limited Partners:

 

 

 

    Units of $1,000. Authorized 30,001 Units, 29,593 outstanding at       June 30, 2002 and December 31, 2001 (net of offering costs of       $3,768,113, of which $1,069,764 was paid to Affiliates)

 

25,873,403 

25,873,403 

    Cumulative net income

 

8,909,744 

9,461,274 

    Cumulative cash distributions

 

(13,573,623)

(13,573,623)

 

 

 

 

 

 

21,209,524 

21,761,054 

 

 

 

 

Total Partners' capital

 

21,228,546 

21,786,494 

 

 

 

 

Total liabilities and Partners' capital

$

26,465,563 

26,413,426 

 

 

=========

==========



See accompanying notes to financial statements.

-3-

 


INLAND LAND APPRECIATION FUND, L.P.
(a limited partnership)

Statements of Operations

For the three and six months ended June 30, 2002 and 2001
(unaudited)

 

 

Three months

Three months

Six months

Six months

 

 

ended

ended

ended

ended

 

 

June 30, 2002

June 30, 2001

June 30, 2002

June 30, 2001

Income:

 

 

 

 

 

  Sale of investments in land and     improvements (Note 3)

$

106,067

67,886

181,703 

178,271

  Recognition of deferred gain on sale of     investments in land and improvements     (Note 5)

 

-    

1,532

-     

1,881

  Rental income (Note 4)

 

73,269

71,448

137,158 

139,145

  Interest income

 

-    

67,874

-     

140,210

  Other income

 

5,006

242

5,006 

242

 

 

 

 

 

 

 

 

184,342

208,982

323,867 

459,749

 

 

 

 

 

 

Expenses:

 

 

 

 

 

  Cost of land sold

 

53,332

17,103

97,803 

40,117

  Professional services to Affiliates

 

11,883

6,136

21,646 

15,046

  Professional services to non-affiliates

 

150

6,213

29,715 

28,528

  General and administrative expenses to     Affiliates

 

2,306

6,854

9,918 

14,249

  General and administrative expenses to     non-affiliates

 

6,658

10,209

16,051 

18,565

  Marketing expenses to Affiliates

 

2,974

5,130

7,736 

9,187

  Marketing expenses to non-affiliates

 

25,435

13,832

76,824 

20,908

  Land operating expenses to non-    affiliates

 

8,886

14,040

23,186 

28,693

  Amortization

 

2,571

2,571

5,142 

5,142

  Bad debt expense

 

-    

-    

593,794 

-    

 

 

 

 

 

 

 

 

114,195

82,088

881,815 

180,435

 

 

 

 

 

 

Net income (loss)

$

70,147

126,894

(557,948)

279,314

 

 

=========

=========

=========

=========






See accompanying notes to financial statements.

-4-

 


INLAND LAND APPRECIATION FUND, L.P.
(a limited partnership)

Statements of Operations
(continued)

For the three and six months ended June 30, 2002 and 2001
(unaudited)

 

 

Three months

Three months

Six months

Six months

 

 

ended

ended

ended

ended

 

 

June 30, 2002

June 30, 2001

June 30, 2002

June 30, 2001

 

 

 

 

 

 

Net income (loss) allocated to:

 

 

 

 

 

  General Partner

$

175

746

(6,418)

1,393

  Limited Partners

 

69,972

126,148

(551,530)

277,921

 

 

 

 

 

 

Net income (loss)

$

70,147

126,894

(557,948)

279,314

 

 

=========

=========

=========

=========

Net income (loss) allocated to the one   General Partner Unit

$

175

746

(6,418)

1,393

 

 

=========

=========

=========

=========

Net income (loss) per Unit, basic and   diluted, allocated to Limited Partners per   weighted average Limited Partnership   Units (29,593 and 29,593 for the three   months ended June 30, 2002 and 2001,   and 29,593 and 29,593 for the six   months ended June 30, 2002 and 2001,   respectively)

$

2.36

4.26

(18.64)

9.39

 

 

=========

=========

=========

=========













See accompanying notes to financial statements.

-5-

 


INLAND LAND APPRECIATION FUND, L.P.
(a limited partnership)

Statements of Cash Flows

For the six months ended June 30, 2002 and 2001
(unaudited)

 

 

2002

2001

Cash flows from operating activities:

 

 

 

  Net income (loss)

$

(557,948)

279,314 

  Adjustments to reconcile net income (loss) to net cash provided by     operating activities:

 

 

 

    Gain on sale of investments in land and improvements

 

(83,900)

(138,154)

    Recognition of deferred gain on sale of investments in land and       improvements

 

-     

(1,881)

    Amortization

 

5,142 

5,142 

    Bad debt expense

 

593,794 

-     

    Changes in assets and liabilities:

 

 

 

      Accounts and accrued interest receivable

 

(122)

(123,032)

      Other assets

 

(1,813)

(16,980)

      Accounts payable

 

(5,018)

7,425 

      Accrued real estate taxes

 

42,360 

(1,774)

      Due to Affiliates

 

139,695 

(18,664)

      Unearned income

 

225,814 

140,977 

 

 

 

 

Net cash provided by operating activities

 

358,004 

132,373 

 

 

 

 

Cash flows from investing activities:

 

 

 

  Additions to investments in land and improvements

 

(706,210)

(708,976)

  Principal payments collected on mortgage loans receivable

 

40 

68,827 

  Proceeds from disposition of investments in land and improvements

 

181,703 

178,271 

 

 

 

 

Net cash used in investing activities

 

(524,467)

(461,878)

 

 

 

 

Cash flows from financing activities:

 

 

 

  Proceeds from note payable to Affiliates

 

207,234 

-     

  Payment of loan costs

 

(7,234)

-     

 

 

 

 

Net cash provided by financing activities

 

200,000 

-     

 

 

 

 

Net increase (decrease) in cash and cash equivalents

 

33,537 

(329,505)

Cash and cash equivalents at beginning of period

 

188,806 

920,893 

 

 

 

 

Cash and cash equivalents at end of period

$

222,343 

591,388 

 

 

 ========

=========



See accompanying notes to financial statements.

-6-

 


INLAND LAND APPRECIATION FUND, L.P.
(a limited partnership)

Notes to Financial Statements

June 30, 2002
(unaudited)

Readers of this Quarterly Report should refer to the Partnership's audited financial statements for the fiscal year ended December 31, 2001, which are included in the Partnership's 2001 Annual Report, as certain footnote disclosures which would duplicate those contained in such audited financial statements have been omitted from this Report.

(1)  Organization and Basis of Accounting


The Registrant, Inland Land Appreciation Fund, L.P. (the "Partnership"), was formed in October 1987, pursuant to the Delaware Revised Uniform Limited Partnership Act, to invest in undeveloped land on an all-cash basis and realize appreciation of such land upon resale. On October 12, 1988, the Partnership commenced an Offering of 10,000 (subject to increase to 30,000) Limited Partnership Units ("Units") pursuant to a Registration Statement on Form S-11 under the Securities Act of 1933. Inland Real Estate Investment Corporation is the General Partner. The Offering terminated on October 6, 1989, with total sales of 30,000 Units, at $1,000 per Unit, not including the General Partner or the Initial Limited Partner. All of the holders of these Units have been admitted to this Partnership. The Limited Partners of the Partnership share in their portion of benefits of ownership of the Partnership's real property investments according to the number of Units held. As of June 30, 2002, the Partnership has repurchased a total of 407.75 Units for $359,484 from various Limited Partners through the Unit Repurchase Program. Under this program Limited Partners may under certain circumstances have their Units repurchased for an amount equal to their Invested Capital.


Except as described in footnote (b) to Note 3 of these notes, the Partnership uses the area method of allocation, which approximates the relative sales method of allocation, whereby a per acre price is used as the standard allocation method for land purchases and sales. The total cost of the parcel is divided by the total number of acres to arrive at a per acre price.


The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America 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 periods. Actual results could differ from those estimates.


In the opinion of management, the financial statements contain all the adjustments necessary, which are of a normal recurring nature, to present fairly the financial position and results of operations for the periods presented herein. Results of interim periods are not necessarily indicative of results to be expected for the year.







- -7-

 


INLAND LAND APPRECIATION FUND, L.P.
(a limited partnership)

Notes to Financial Statements
(continued)

June 30, 2002
(unaudited)

(2)  Transactions with Affiliates


The General Partner and its Affiliates are entitled to reimbursement for salaries and expenses of employees of the General Partner and its Affiliates relating to the administration of the Partnership. Such costs are included in professional services and general and administrative expenses to Affiliates, of which $5,000 and $3,342 were unpaid as of June 30, 2002 and December 31, 2001, respectively.


An Affiliate of the General Partner performed marketing and advertising services for the Partnership and was reimbursed (as set forth under terms of the Partnership Agreement) for direct costs. Such costs of $7,736 and $9,187 have been incurred and are included in marketing expenses to Affiliates for the six months ended June 30, 2002 and 2001, respectively. As of June 30, 2002 and December 31, 2001, all of such fees were paid.


An Affiliate of the General Partner performed property upgrades, rezoning, annexation and other activities to prepare the Partnership's land investments for sale and was reimbursed (as set forth under terms of the Partnership Agreement) for salaries and direct costs. The Affiliate did not recognize a profit on any project. Such costs are included in investments in land.
























- -8-

 


INLAND LAND APPRECIATION FUND, L.P.
(a limited partnership)

Notes to Financial Statements
(continued)

(3)   Investments in Land and Improvements

               Initial Costs                  

 

Illinois

Gross Acres Purchased

Purchase/Sales

 

Original

Acquisition

Total

Costs Capitalized Subsequent to

Costs of Property

Total Remaining Costs of Parcels at

Current Year Gain on Sale

Parcel

County

(Sold)

Date

 

Costs

Costs

Costs

Acquisition

Sold

06/30/02

Recognized

 

 

 

 

 

 

 

 

 

 

 

 

1

Kendall

84.7360

01/19/89

$

423,680

61,625

485,305

5,462,589

5,947,894

-     

-     

 

 

(3.5200)

12/24/96

 

 

 

 

 

 

 

 

 

 

(.3520)

11/25/97

 

 

 

 

 

 

 

 

 

 

(80.8640)

12/29/97

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2

McHenry

223.4121

01/19/89

 

650,000

95,014

745,014

26,816

771,830

-     

-     

 

 

(183.3759)

12/27/90

 

 

 

 

 

 

 

 

 

 

(40.0362)

05/11/00

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

3

Kendall

20.0000

02/09/89

 

189,000

13,305

202,305

-    

202,305

-     

-     

 

 

(20.0000)

05/08/90

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

4

Kendall

69.2760

04/18/89

 

508,196

38,126

546,322

743,942

478,324

811,940

83,900

 

 

(.4860)

02/28/91

 

 

 

 

 

 

 

 

 

 

(27.5750)

08/25/95

 

 

 

 

 

 

 

 

 

 

(3.9500)

11/01/00

 

 

 

 

 

 

 

 

 

 

(4.4000)

Var 2001

 

 

 

 

 

 

 

 

 

 

(2.1400)

Var 2002

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

5

Kendall (a)

372.2230

05/03/89

 

2,532,227

135,943

2,668,170

443,936

160,313

2,951,793

-     

 

 

Option)

04/06/90

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

6

Kendall (b)

78.3900

06/21/89

 

416,783

31,691

448,474

922,317

-     

1,370,791

-     

 

 

 

 

 

 

 

 

 

 

 

 

7

Kendall (b)

77.0490

06/21/89

 

84,754

8,163

92,917

891,402

-     

984,319

-     

 

 

 

 

 

 

 

 

 

 

 

 

8

Kendall (b)

5.0000

06/21/89

 

60,000

5,113

65,113

-     

65,113

-     

-     

 

 

(5.0000)

10/06/89

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

9

McHenry (b)

51.0300

08/07/89

 

586,845

22,482

609,327

27,262

-     

636,589

-     

-9-

 


INLAND LAND APPRECIATION FUND, L.P.

(a limited partnership)

Notes to Financial Statements

(continued)

(3) Investments in Land and Improvements (continued)

                Initial Costs                   

 

Illinois

Gross Acres Purchased

Purchase/Sales

 

Original

Acquisition

Total

Costs Capitalized Subsequent to

Costs of Property

Total Remaining Costs of Parcels at

Current Year Gain on Sale

Parcel

County

(Sold)

Date

 

Costs

Costs

Costs

Acquisition

Sold

06/30/02

Recognized

 

 

 

 

 

 

 

 

 

 

 

 

10

McHenry (b)

123.9400

08/07/89

$

91,939

7,224

99,163

600

99,763

-     

-     

 

 

(123.9400)

12/06/89

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

11

McHenry (b)

30.5920

08/07/89

 

321,216

22,641

343,857

30,119

-     

373,976

-     

 

 

 

 

 

 

 

 

 

 

 

 

12

Kendall

90.2710

10/31/89

 

907,389

41,908

949,297

156,168

7,456

1,098,009

-     

 

 

(.7090)

04/26/91

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

13

McHenry

92.7800

11/07/89

 

251,306

19,188

270,494

18,745

289,239

-     

-     

 

 

(2.0810)

09/18/97

 

 

 

 

 

 

 

 

 

 

(90.6990)

02/15/01

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

14

McHenry

76.2020

11/07/89

 

419,111

23,402

442,513

61,513

-     

504,026

-     

 

 

 

 

 

 

 

 

 

 

 

 

15

Lake

84.5564

01/03/90

 

1,056,955

85,283

1,142,238

1,661,344

2,803,582

-     

-     

 

 

(10.5300)

Var 1996

 

 

 

 

 

 

 

 

 

 

(5.4680)

Var 1997

 

 

 

 

 

 

 

 

 

 

(68.5584)

Var 1998

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

16

Kane/Kendall

72.4187

01/29/90

 

1,273,537

55,333

1,328,870

692,933

1,201,401

820,402

-     

 

 

(30.9000)

07/10/98

 

 

 

 

 

 

 

 

 

 

(10.3910)

12/15/99

 

 

 

 

 

 

 

 

 

 

(3.1000)

12/12/00

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

17

McHenry

99.9240

01/29/90

 

739,635

61,038

800,673

558,079

320,961

1,037,791

-     

 

 

(27.5100)

01/29/99

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

18

McHenry

71.4870

01/29/90

 

496,116

26,259

522,375

66,478

11,109

577,744

-     

 

 

(1.0000)

Var 1990

 

 

 

 

 

 

 

 

 

 

(.5200)

03/11/93

 

 

 

 

 

 

 

 

-10-

 


INLAND LAND APPRECIATION FUND, L.P.

(a limited partnership)

Notes to Financial Statements

(continued)

(3) Investments in Land and Improvements (continued)

                  Initial Costs                             

 

Illinois

Gross Acres Purchased

Purchase/Sales

 

Original

Acquisition

Total

Costs Capitalized Subsequent to

Costs of Property

Total Remaining Costs of Parcels at

Current Year Gain on Sale

Parcel

County

(Sold)

Date

 

Costs

Costs

Costs

Acquisition

Sold

06/30/02

Recognized

 

 

 

 

 

 

 

 

 

 

 

 

19

McHenry

63.6915

02/23/90

$

490,158

29,158

519,316

27,718

-     

547,034

-     

 

 

 

 

 

 

 

 

 

 

 

 

20

Kane

224.1480

02/28/90

 

2,749,800

183,092

2,932,892

1,690,987

3,651

4,620,228

-     

 

 

(.2790)

10/17/91

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

21

Kendall

172.4950

03/08/90

 

1,327,459

75,822

1,403,281

954,415

2,357,696

-     

-     

 

 

(172.4950)

Var 1998

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

22

McHenry

254.5250

04/11/90

 

2,608,881

136,559

2,745,440

89,526

-     

2,834,966

-     

 

 

 

 

 

 

 

 

 

 

 

 

23

Kendall

140.0210

05/08/90

 

1,480,000

116,240

1,596,240

909,395

2,505,635

-     

-     

 

 

(4.4100)

Var 1993

 

 

 

 

 

 

 

 

 

 

(35.8800)

Var 1994

 

 

 

 

 

 

 

 

 

 

(3.4400)

Var 1995

 

 

 

 

 

 

 

 

 

 

(96.2910)

08/26/99

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

24

Kendall

298.4830

05/23/90

 

1,359,774

98,921

1,458,695

43,153

83,663

1,418,185

-     

 

 

(12.4570)

05/25/90

 

 

 

 

 

 

 

 

 

 

(4.6290)

04/01/96

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

25

Kane

225.0000

06/01/90

 

2,600,000

168,778

2,768,778

29,344

-     

2,798,122

-     

 

 

 

 

 

 

 

 

 

 

 

 

 

Totals

 

 

$

23,624,761

1,562,308

25,187,069

15,508,781

17,309,935

23,385,915

83,900

 

 

 

 

 

==========

=========

==========

==========

==========

==========

=========

 

 

-11-

 


INLAND LAND APPRECIATION FUND, L.P.
(a limited partnership)

Notes to Financial Statements

June 30, 2002
(unaudited)

(3) Investments in Land and Improvements (continued)

  1. Included in the purchase agreement of Parcel 5 was a condition that required the Partnership to buy an option to purchase an additional 243 acres immediately to the west of this parcel. The sale transaction relates to the sale of this option.
  2. The Partnership purchased from two independent third parties, two sets of three contiguous parcels of land (Parcels 6, 7 and 8; and Parcels 9, 10 and 11). The General Partner believes that the total value of this land will be maximized if it is treated and marketed to buyers as six separate parcels and closed the transactions as six separate purchases to facilitate this. Parcels 6, 7 and 8 will be treated as one parcel and Parcels 9, 10 and 11 will be treated as one parcel for purposes of computing Parcel Capital (as defined) and distributions to the Partners.
  3. Reconciliation of investments in land and improvements owned:

 

 

June 30,

December 31,

 

 

    2002     

    2001      

 

 

 

 

Balance at January 1,

$

22,777,508 

21,107,017 

Additions during period

 

706,210 

2,055,105 

Sales during period

 

(97,803)

  (384,614)

 

 

 

 

Balance at end of period

$

23,385,915 

22,777,508 

 

 

==========

==========



(4) Farm Rental Income


The Partnership has determined that all leases relating to the farm parcels are operating leases. Accordingly, rental income is reported when earned.


As of June 30, 2002, the Partnership had farm leases of generally one year in duration, for approximately 1,848 acres of the approximately 2,025 acres owned.










- -12-

 


INLAND LAND APPRECIATION FUND, L.P.
(a limited partnership)

Notes to Financial Statements

June 30, 2002
(unaudited)

(5)  Mortgage Loans Receivable


Mortgage loans receivable are the result of sales of Parcels, in whole or in part. The Partnership has recorded a deferred gain on these sales. The deferred gain will be recognized over the life of the related mortgage loan receivable as principal payments are received. At June 30, 2002, the fair market value of the mortgage loans receivable approximated their carrying value.

 

 

 

Principal Balance

Principal Balance

Accrued Interest Receivable

Deferred Gain

Parcel

Maturity

Interest Rate

06/30/02

12/31/01

06/30/02

06/30/02

1

12/30/03

9.00%

$ 1,233,175

1,233,215

423,794

60,751

 

 

 

 

 

 

 

15

06/30/02*

9.00%

144,557

144,557

123,358

49.48

 

 

 

 

 

 

 

21

06/30/03

9.00%

656,050

656,050

286,779

175,147

 

 

 

 

 

 

 

23

08/26/03

9.00%

  402,534

  402,534

135,097

  9,112

 

 

 

 

 

 

 

 

 

 

2,436,316

2,436,356

969,028

249,958

 

 

 

 

 

 

 

  Less allowance for doubtful accounts

-    

-    

593,794

-    

 

 

 

 

 

 

 

 

 

 

$2,436,316

2,436,356

375,234

249,958

 

 

 

========

========

========

========

*  Management is in discussions to extend the term to December 31, 2003

(6)  Notes Payable to Affiliate


On December 31, 1998, the Partnership obtained a loan from the General Partner in the amount of $2,493,750 solely collateralized by Parcel 5. In January, 2002, the General Partner advanced an additional $7,234. The note accrues interest at 7.2% and has a maturity date which was extended to December 29, 2002. For the six months ended June 30, 2002, interest of $72,048 was capitalized, all of which was unpaid as of June 30, 2002.

On December 6, 2000, the Partnership obtained a loan from the General Partner in the amount of $1,500,000 collateralized by Parcels 17, 18 and 22. The note accrues interest at 8.75% and has a maturity date of November 30, 2003. For the six months ended June 30, 2002, interest of $65,989 was capitalized, all of which was unpaid as of June 30, 2002.

On May 9, 2002, the General Partner advanced the Partnership a loan in the amount of $200,000. The note accrues interest at 10%.

At June 30, 2002, the fair market value of the notes payable to Affiliate approximated their carrying value.

-13-

 


Item 2.  Management's Discussion and Analysis of Financial Condition and Results of Operations


Certain statements in this "Management's Discussion and Analysis of Financial Condition and Results of Operations" and elsewhere in this quarterly report on Form 10-Q constitute "forward-looking statements" within the meaning of the Federal Private Securities Litigation Reform Act of 1995. These forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the Partnership's actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by these forward-looking statements. These factors include, among other things, federal, state or local regulations; adverse changes in general economic or local conditions; inability of borrower to meet financial obligations; uninsured losses; and potential conflicts of interest between the Partnership and its Affiliates, including the General Partner.

Liquidity and Capital Resources


On October 12, 1988, the Partnership commenced an Offering of 10,000 (subject to increase to 30,000) Limited Partnership Units pursuant to a Registration Statement on Form S-11 under the Securities Act of 1933. On October 6, 1989, the Offering terminated with a total of 30,000 Units sold to the public at $1,000 per Unit resulting in $30,000,000 in gross offering proceeds, which does not include the Initial Limited Partner and the General Partner. All of the holders of these Units have been admitted to the Partnership. The Limited Partners of the Partnership share in their portion of benefits of ownership of the Partnership's real property investments according to the number of Units held.


The Partnership used $25,187,069 of gross offering proceeds to purchase on an all-cash basis twenty-five parcels of undeveloped land and an option to purchase undeveloped land. These investments include the payment of the purchase price, acquisition fees and acquisition costs of such properties. Fourteen of the parcels were purchased during 1989 and eleven during 1990. As of June 30, 2002, the Partnership has had multiple sales transactions, through which it has disposed of approximately 1,077 acres of the approximately 3,102 acres originally owned. As of June 30, 2002, cumulative distributions to the Limited Partners have totaled $13,573,623 (which represents a return of Invested Capital, as defined in the Partnership Agreement) and $153,743 to the General Partner. Through June 30, 2002, the Partnership has used $15,508,781 of working capital reserve for rezoning and other activities. Such amounts have been capitalized and are included in investments in land.


The Partnership's capital needs and resources will vary depending upon a number of factors, including the extent to which the Partnership conducts rezoning and other activities relating to utility access, the installation of roads, subdivision and/or annexation of land to a municipality, changes in real estate taxes affecting the Partnership's land, and the amount of revenue received from leasing. As of June 30, 2002, the Partnership owns, in whole or in part, sixteen of its twenty-five original parcels, the majority of which are leased to local farmers and are generating sufficient cash flow from farm leases to cover property taxes and insurance.


At June 30, 2002, the Partnership had cash and cash equivalents of $222,343, of which approximately $44,000 is reserved for the repurchase of Units through the Unit Repurchase Program. The remaining amount is available to be used for Partnership expenses and liabilities, cash distributions to partners and other activities with respect to some or all of its land parcels. The Partnership has increased its parcel sales effort in anticipation of rising land values.





- -14-

 


The Partnership plans to enhance the value of its land through pre-development activities such as rezoning annexation and land planning. The Partnership has already been successful in, or is in the process of pre-development activity on a majority of the Partnership's land investments. Parcels 4, 6 and 7 have completed two phases of improvements for an industrial park and sites are being marketed. Parcel 16 has been zoned with development and sales marketing underway. Zoning discussions have begun on Parcel 12, 17, 18 and 22.

Results of Operations


As of June 30, 2002, the Partnership owned sixteen parcels of land consisting of approximately 2,025 acres. Of the 2,025 acres owned, approximately 1,848 acres are tillable, leased to local farmers and generate sufficient cash flow to cover property taxes, insurance and other miscellaneous expenses.


Income from the sale of investment in land and improvements and the cost of land sold for the six months ended June 30, 2002 is the result of the sale of approximately 2 acres of Parcel 4. Income from the sale of investments in land and improvements and the cost of land sold for the six months ended June 30, 2001 is the result of the sale of approximately 2.3 acres of Parcel 4.

Professional services to Affiliates increased for the six months ended June 30, 2002, as compared to the six months ended June 30, 2001, due to an increase in legal services.

General and administrative expenses to Affiliates decreased for the six months ended June 30, 2002, as compared to the six months ended June 30, 2001, due to decreases in postage and investor service expenses.


Marketing expenses to non-affiliates increased for the six months ended June 30, 2002, as compared to the six months ended June 30, 2001, due to an increase in marketing, advertising and travel expenses relating to marketing the land portfolio to prospective purchasers.

Land operating expenses to non-affiliates decreased for the six months ended June 30, 2002, as compared to the six months ended June 30, 2001, due to a decrease in real estate tax expense as a result of the capitalization of real estate taxes on parcels under development.


As of June 30, 2002, the Partnership has recorded an allowance for doubtful accounts of $593,794 relating to the accrued interest receivable on mortgage loans resulting from the sale of various parcels.

PART II - Other Information

Items 1 through 6(b) are omitted because of the absence of conditions under which they are required.





- -15-

 


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.

 

INLAND LAND APPRECIATION FUND, L.P.

 

 

By:

Inland Real Estate Investment Corporation

 

General Partner

 

 

 

 

 

/S/ ROBERT D. PARKS

 

 

By:

Robert D. Parks

 

Chairman

Date:

August 1, 2002

 

 

 

 

 

/S/ PATRICIA A. DELROSSO

 

 

By:

Patricia A. DelRosso

 

Senior Vice President

Date:

August 1, 2002

 

 

 

 

 

/S/ KELLY TUCEK

 

 

By:

Kelly Tucek

 

Principal Financial Officer and

 

Principal Accounting Officer

Date:

August 1, 2002

 

 

-16-