<PAGE>

                      SECURITIES AND EXCHANGE COMMISSION

                               Washington, D.C.

                                   Form 10-K


                 Annual Report Pursuant to Section 13 or 15(d)
                         of the Securities Act of 1934

For the Fiscal Year Ended                              Commission File Number
December 31, 1999                                           #33-06419-A

                       Condev Land Growth Fund '86, Ltd
                       --------------------------------
                         (Exact Name of Registrant as
                           specified in its charter)

            Florida                                         #59-2766359
 -------------------------------                    ----------------------------
  (State or other jurisdiction                           (IRS Employer ID #)
      of incorporation or
         organization)



        2479 Aloma Avenue
       Winter Park, Florida                                     32792
--------------------------------                           ---------------
   (Address of principal executive                           (Zip Code)
           offices)


Registrant's telephone number, including area code (407) 679-1748
                                                   --------------

Securities registered pursuant to Section 12(b) of the Act:

                                     None
                                     ----

Securities registered pursuant to Section 12(g) of the Act:

                                     None
                                     ----

Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by Section 13 of 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 by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of the registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K.            [ X ]

State the aggregate market value of the voting stock held by non-affiliates of
the Registrant:

                                Not Applicable
                                --------------
<PAGE>

                       CONDEV LAND GROWTH FUND `86, LTD.

                               Table of Contents

<TABLE>
<CAPTION>
                                                                                         Page No.
                                                                                         --------
<S>                                                                                      <C>
Part I
   Item 1.  Business                                                                          1
   Item 2.  Properties                                                                        2
   Item 3.  Legal Proceedings                                                                 4
   Item 4.  Submission of Matters to a Vote of Security Holders                               4

Part II
   Item 5.  Market for Registrant's Common Equity and Related Security Holder Matters         5
   Item 6.  Selected Financial Data                                                           5
   Item 7.  Management's Discussion and Analysis of Financial Condition and
            Results of Operations                                                             5
   Item 8.  Financial Statements and Supplementary Data                                       7
   Item 9.  Changes in and Disagreements with Accountants on Accounting and
            Financial Disclosure                                                             25

Part III
   Item 10. Directors and Executive Officers of the Registrant                               25
   Item 11. Executive Compensation                                                           25
   Item 12. Security Ownership of Certain Beneficial Owners and Management                   26
   Item 13. Certain Relationships and Related Transactions                                   26

Part IV
   Item 14. Exhibits, Financial Statement Schedules, and Reports on Form 8-K                 27

Signatures                                                                                   28

Annual Report to Limited Partners                                                            29
</TABLE>
<PAGE>

                                    PART I

Item 1.

        Business:
        --------

        Condev Land Growth Fund '86, Ltd. (the "Partnership") is a Florida
        limited partnership formed on April 17, 1986 under the Florida Uniform
        Partnership Act. The Partnership was formed for the purpose of acquiring
        and holding for investment pre-development land in Central Florida. The
        Partnership registered with the Securities and Exchange Commission and
        sold to investors a total of 7,500 units of limited partnership interest
        at an initial offering price of $1,000 per unit. The partnership had
        collected $7.5 million in Partnership Capital as of December 31, 1987.

        As provided under the terms of the Partnership Agreement the Partnership
        was to be in existence until December 31, 1993. In accordance with the
        Florida Limited Partnership Law and the Partnership Agreement, after
        December 31, 1993 the Partnership has been in liquidation with no change
        in the status of the limited partners or General Partner.

        The Partnership has purchased nine properties to be held for investment
        in the Central Florida area. The Partnership purchased the last parcel
        on February 6, 1989. Refer to Item 2. Properties, for full details.
        Properties are sold as market conditions and demand permit. As of
        December 31, 1999, the Partnership had sold all of 8 parcels and part of
        another parcel. As of the same date, the Partnership had an interest in
        1 remaining parcel of land.

        Since the Partnership is in liquidation, the primary objective of the
        Partnership is to sell properties at current market prices and
        distribute the net proceeds to partners. To this end, the General
        Partner is constantly monitoring area developments which are likely to
        effect the salability of each property. This includes area commercial
        and residential development, comparable sales transactions, road and
        highway improvements, requests for zoning or comprehensive land use
        changes, and changes in the availability of utilities. The General
        Partner or its representatives attend county commission meetings,
        planning and zoning hearings and community information meetings as part
        of this endeavor. Properties are priced after consideration is given to
        all of these factors.

        Properties are marketed through a combination of direct advertising,
        including "For Sale" signs located on each property, constant contact
        with the local, national and international brokerage communities, and
        direct contact with potential purchasers. Extensive marketing materials
        and relevant development information is maintained and updated for use
        by potential buyers.

        In addition to trying to sell the portfolio properties, the Partnership
        must manage the properties in the best interest of the partners. This
        includes traditional property maintenance such as insuring the property
        against liability, paying and appealing for adjustment, when
        appropriate, real estate taxes, mowing and trash removal. It also
        entails reacting promptly to area developments to insure that vested
        development rights are preserved or marketability of the property is
        enhanced. In some cases, it is necessary to retain consultants to assist
        with this effort. In other cases, expenditure of partnership reserves is
        required to keep the property properly positioned for sale.

        The Partnership has no employees. Messrs. Robert N. Gardner and Joseph
        J. Gardner are the general partners of Condev Associates, a Florida
        general partnership, which is the General Partner of the Partnership
        (the "General Partner").

                                       1
<PAGE>

Item 2.

        Properties:
        ----------

        Since its inception, the Partnership has acquired nine properties for
        investment in the Central Florida Area. Eight of these properties and a
        portion of one additional property have been sold. As of December 31,
        1999, the Partnership owned or had an investment in one remaining
        property.

        The following is a summary of all parcels acquired by the Partnership:

        Parcel 1:
        --------

        The Partnership purchased a 1.79-acre commercial parcel of vacant land
        in St. Cloud, Florida on November 30, 1987 at a price of $328,100 plus
        acquisition costs of $40,741. On the same date it sold this parcel to
        Barnett Bank of Central Florida, N.A. for $476,454.

        Parcel 2:
        --------

        This 2.83-acre parcel of vacant land located at the southeast corner of
        Curry Ford Road and Chickasaw Trail in southeast Orange County, Florida
        was purchased in July, 1987 for $247,250. In addition to the land
        purchase price, necessary sewer capacity was acquired and a sewer lift
        station was built in conjunction with neighboring properties. In May,
        1998 this parcel was sold to Amoco Oil Company for a gross sales price
        of $475,000. After expenses, the Partnership netted $411,133 on the
        transaction.

        Parcel 3:
        --------

        This is a 12.54-acre parcel of vacant land located in St. Cloud,
        Florida. The Partnership acquired this parcel in November of 1987 for
        $871,900. St. Cloud is approximately 20 miles southeast of downtown
        Orlando.

        On August 3, 1995 the Partnership sold this property to Wal-Mart Stores.
        The gross sales price was $1,480,199. After closing expenses, the
        Partnership received $1,363,110. A total of $1,350,000 was distributed
        to limited partners in October 1995.

        Parcel 4:
        --------

        In February, 1988, the Partnership acquired a 6.6 acre parcel of vacant
        land located at the southwest corner of State Road 50 and Woodbury Road
        in East Orange County for $719,535.

        On July 26, 1996, the Partnership sold approximately 1-acre of land on
        the northeast corner of this parcel. The selling price for the 1-acre
        site was $360,000 or $8.00 per square foot. After expenses of the sale,
        the Partnership realized net cash proceeds of $284,244.

        On April 30, 1998, the Partnership sold approximately 4.6 acres of this
        site to Extended Stay America for $550,000. After closing costs, the net
        proceeds to the Partnership were $486,830.

        On August 26, 1998, the remaining one acre site within this parcel was
        sold to Pebbles Restaurant Properties for $350,000. In addition, the
        Partnership sold part of the sewer capacity which was reserved for
        Parcel 2 for $20,000. After sales expenses, the Partnership realized
        $342,970 on the sale.

        In summary, the three sales relating to this parcel produced gross sales
        proceeds of $1,280,000 and net proceeds of $1,114,044.

        Parcel 5:
        --------

        In March, 1988, the Partnership acquired a 33.5-acre parcel of vacant
        land located on the south side of State Road 50 in East Orange County
        for $1,200,000. This site is approximately 1/4 mile east of Alafaya
        Trail.

        On December 2, 1993, the Partnership sold approximately 15 acres of this
        parcel to Cricket Club Affordable Housing Partners, L.P. for a gross
        price of $1,068,750. After costs of the sale, the Partnership received
        net sales proceeds of $988,977.38.

        During the first quarter of 1994, the Partnership sold the remaining
        18.5-acre parcel at a price of $1,400,000. At closing the Partnership
        took back a one-year mortgage for the entire purchase price. The
        mortgage was subsequently reduced to $1,375,000 and the entire balance
        of the note was repaid in May, 1995.

                                       2
<PAGE>

        Parcel 6:
        --------

        The Partnership acquired a 7-acre parcel of vacant land located
        approximately 1,800 feet east of I-95/S.R. 405 interchange on the south
        side of State Road 405. The property is zoned for commercial use in the
        City of Titusville, Florida. The Kennedy Space Center is 4.5 miles from
        the property on State Road 405. In early 1995, WalMart Stores opened a
        new outlet directly across S. R. 405 from this property.

        The sale of approximately one acre of this site was concluded on June
        15, 1998 with Orlando Restaurants Real Estate Joint Venture. The sale
        price was $310,000, and the net proceeds to the Partnership were
        $272,197.

               Date of Purchase:                    June 10, 1988
               Purchase price:                      $ 400,000
               Additional Capitalized Costs:        $  20,503
               Less: One acre sale                  $(111,646)
               Balance:                             $ 308,857

        In October 1998 the Partnership entered into a contract for sale of this
        property with a local developer of retail centers. Terms of the contract
        included an inspection period of up to 180 days, and closing following
        issuance of the required development permits.

        In November, 1998, the general partner received notification from St.
        Johns River Water Management District that this property contains some
        jurisdictional wetlands, and that the area in question had been
        disturbed when the property was cleared of underbrush as part of the
        normal maintenance routine. The general partner engaged an environmental
        consultant to assist in resolving the matter. The wetlands were flagged
        and surveyed, and it was determined that approximately 1.23 acres of the
        site are in fact jurisdictional wetlands. The General Partner has been
        successful in reaching an agreement with the Water Management District
        to mitigate the wetlands so the entire site will be useable by the
        prospective buyer. The negotiated cost of fines and penalties for
        disturbing the wetland was $11,694.98 and the cost of mitigation was
        agreed to be $23,310, the mitigation cost to be paid upon closing of the
        property sale. In the interim, the prospective purchaser has been
        pursuing the necessary development permits, and the Partnership has
        agreed to closing date extensions to accommodate the buyer's request.
        The buyer has been paying the Partnership $5,000 per month for these
        extensions. In January, 2000, the Partnership was notified by the
        Florida Department of State, Division of Historical Resources, Bureau of
        Historic Preservation, that "the possibility of encountering a
        prehistoric archaeological site at the project location is sufficiently
        high to justify a professional archaeological and historical survey
        prior to any ground disturbing activities." The buyer has engaged a
        state registered archaeologist to conduct the necessary study to
        determine if prehistoric artifacts exist on the site, and has requested
        a further extension of the contract closing date to accomplish the
        study. The closing date is being extended to accommodate this request.
        While it is the General Partner's opinion that no historical material of
        significance will be discovered on the property, there can be no
        assurance that significant artifacts will not be found.

                                       3
<PAGE>

        Parcel 7:
        --------

        The Partnership acquired a 59% interest in West 50 Joint Venture, which
        purchased a 132.7-acre parcel located in southeast Lake County. The
        property was purchased at a price of $2,518,010. The property is
        approximately 1 1/2 miles west of the Florida Turnpike interchange with
        State Road 50. The site has 4,700 front feet on State Road 50. The site
        is currently zoned commercial (26 acres) and industrial (106.7 acres).

        On December 30, 1999, West 50 Joint Venture concluded the sale of this
        land to Scott Gentry, Inc. as Intermediary for Daryl M. Carter, Trustee.
        The purchase price was $3,840,000. However, this amount includes a
        payment by the Buyer of $340,000 to the contractor who was grading the
        site for the Joint Venture, so the net selling price was $3,500,000. In
        addition the Joint Venture agreed to credit the buyer with $90,000 to
        compensate the buyer for additional costs associated with environmental
        matters. After expenses of the sale, which included legal fees, closing
        costs and a total of $300,000 in real estate commission paid to three
        non-affiliated real estate brokers, the Joint Venture realized net
        proceeds of $3,065,322.49. The Joint Venture used $178,913.19 of the net
        proceeds to pay off the outstanding loan under the Joint Venture's line
        of credit, leaving distributable proceeds of $2,866,409.30.

        The Joint Venture distributed a total of $2,864,742.30 to its partners,
        of which 59%, or $1,690,197.96 was distributed to Condev Land Growth
        Fund `86, Ltd. The Partnership distributed a total of $1,665,000, or
        $222 per unit to limited partners in January, 2000.

        Parcel 8:
        --------

        The Partnership purchased a 1.04-acre parcel of vacant land located in
        Seminole County, Florida for $300,000 in August, 1988.

        During the first quarter of 1994 the Florida Department of
        Transportation (FDOT) condemned and took title to this entire parcel.
        The FDOT paid $455,000 for the parcel. The Partnership filed suit
        against the FDOT for additional compensation for the taking of the
        property and for legal fees. This suit was settled by mediation which
        resulted in an additional $230,000 cash payment by FDOT to the
        Partnership. Of this amount $57,500 was used to pay legal fees and
        $172,500 was retained by the Partnership. Legal fees totaling $103,000
        were recovered in the first quarter of 1995.

        Parcel 9:
        --------

        On February 6, 1989, the Partnership purchased, in joint venture with an
        affiliated partnership, Condev Land Fund II, Ltd., a 19+/- acre tract
        located immediately north of the University of Central Florida for
        $737,355.

        On April 22, 1996, the joint venture sold this property to Royal
        Apartments USA based in Champaign, Illinois. The purchase price for this
        parcel was $1,190,000, which included $35,000 paid by the purchaser as
        additional consideration to extend the closing date. After expenses of
        the sale, the net proceeds realized by the Joint Venture were
        $1,104,330. A total of $1,080,000 was distributed to limited partners in
        May, 1993, $540,000 to limited partners of Condev Land Growth Fund `86,
        Ltd., and $540,000 to limited partners of Condev Land Fund II, Ltd. The
        balance was added to Partnership reserves.

Item 3.

        Legal Proceedings:
        -----------------

        As of December 31, 1999, the Partnership is not subject to any pending
        legal proceedings.

Item 4.

        Submission of Matters to a Vote of Security Holders:
        ---------------------------------------------------

        No matter was submitted to Unit Holders for a vote during the fourth
        quarter of the year ended December 31, 1999.

                                       4
<PAGE>

                                    PART II


Item 5.

        Markets for Registrant's Common Equity and Related Security Holder
        ------------------------------------------------------------------
        Matters:
        -------

        (a)  All Units of the Partnership have been sold; there has not been a
        public secondary market and it is not anticipated that a public
        secondary market for the Units will develop.

        (b)  As of December 31, 1999, there were approximately 619 holders of
        record of the Units of the Partnership.

        (c)  There are no regularly scheduled distributions to limited partners.
        Distributions are made subsequent to sale of Partnership properties
        after provision has been made for adequate reserves to cover anticipated
        future expenses of the Partnership. Unit holders received cash
        distributions totaling $-0-, $1,417,500, and $-0- during the years ended
        December 31, 1999, 1998, and 1997, respectively.

Item 6.

        Selected Financial Data:
        -----------------------

<TABLE>
<CAPTION>
                                         Years Ending December 31,
                                         -------------------------

                            1999         1998        1997        1996        1995
                            ----         ----        ----        ----        ----
        <S>              <C>         <C>         <C>          <C>          <C>
        Total Revenue    $  163,902  $  352,567  $    4,549   $  349,807   $1,157,261

        Net Income
         (Loss)             120,489     297,230     (46,136)     288,717    1,056,790

        Total Assets      2,021,903   1,901,414   3,025,026    3,067,820    3,619,103

        Partners'
         Capital          2,021,903   1,901,414   3,021,684    3,067,820    3,619,103
</TABLE>

        The above selected financial data should be read in conjunction with the
        financial statements and related notes appearing elsewhere in this
        annual report.

Item 7.

        Management's Discussion and Analysis of Financial Condition and Results
        -----------------------------------------------------------------------
        of Operations:
        -------------

        Year 2000
        ---------

        The Partnership is heavily dependent upon a computer system to
        accurately maintain limited partner records, including name and address
        information, number of units owned, distribution historical records, and
        to print limited partner distribution checks. The Partnership engaged a
        computer consultant to make system changes so the operation of the
        Partnership was not affected by the date change at the end of 1999. The
        cost of evaluating the current system and bringing it up to date to be
        year 2000 compliant was less than $1,000.

        January 1, 1999 through December 31, 1999
        -----------------------------------------

        During 1999, the General Partner focused on concluding the contract
        which was in place at the end of 1998, marketing the one remaining
        property, managing both properties to protect existing development
        rights and obtaining permits which would allow development of the
        properties. There was one sale of property during 1999. See Item 2.
                                                                    -------
        Properties, Parcel 7 for details. The net proceeds from this sale, after
        --------------------
        provision for reserves, were distributed to limited partners in January,
        2000.

        For the year ended December 31, 1999, total income was $163,902,
        compared with $352,567 for the year ended December 31, 1998. There were
        four sales of property during 1998 generating a net gain of $344,989. In
        1999, there was one sale of land which resulted in a gain of $157,837.
        The remaining sources of revenue remained relatively constant in both
        1998 and 1999.

        Expenses declined in 1999 to $43,413 compared to $55,337 in 1998. The
        primary reason for the decease was a reduction in real estate taxes.
        This is the expected result of a reduction in property owned by the
        Partnership.

        Net income for the year ended December 31, 1999 was $120,489 compared to
        $297,230 in 1998.

                                       5
<PAGE>

        Total assets increased to $2,021,903 at December 31, 1999. This is
        because of the sale proceeds of the property sold during December 1999.
        Net proceeds of $1,665,000 were distributed to limited partners on
        January 6, 2000.

        Financial projections - 2000
        ----------------------------

        For 2000, the General Partner estimates that approximately $5,000 will
        be required to pay real estate taxes on the remaining property held by
        the Partnership, assuming the existing contract closes by June. In
        addition, the General Partner estimates that property associated holding
        costs will total approximately $6,000 during 2000 and the costs of
        administration, legal and accounting will require approximately $10,000.
        These three categories of expense, totaling $21,000, will be paid from
        Partnership reserves which were $1,704,516 at 1999 year-end. A
        distribution of $1,665,000 was made to limited partners on January 6,
        2000, leaving $39,516 in cash reserves available to cover expenses. At
        the level of costs associated with the Partnership's business as set out
        above, the Partnership has reserves at year end 1999 to fund
        approximately 1 1/2 years of costs.

        The General Partner estimates that the one remaining property will be
        sold in 2000 resulting in cash to the Partnership in the approximate
        amount of $750,000. If concluded as estimated, the sale proceeds would
        result in a distribution to the limited partners in the approximate
        amount of $700,000. The balance would be used to settle all final
        liabilities of the Partnership. If the property does close as expected,
        all liabilities of the Partnership will be paid and a final distribution
        to limited partners will be made shortly thereafter. The Partnership
        will then be terminated.

        January 1, 1998 through December 31, 1998
        -----------------------------------------

        There were four sales of property during 1998. Distributions to limited
        partners totaled $1,417,500 for the year.

        For the year ended December 31, 1998, the Partnership reported total
        revenues of $352,567, consisting of $344,989 gain on land sales and
        interest income earned on short-term deposits. There were four sales of
        property during 1998, generating gross sales proceeds of $1,685,000 and
        net proceeds of $1,513,130. In 1997, there were no sales of property,
        and total revenues were $4,549 consisting primarily of interest income
        from investments.

        Expenses remained relatively constant in 1997 and 1998, increasing
        slightly from $50,685 in 1997 to $55,337 in 1998. The increase is
        attributable to $7,355 in amortization charges taken in 1998 compared
        with $-0- in 1997. Amortization of organization costs is recognized only
        when properties are sold, and there were no sales of property during
        1997. Other expense categories remained relatively unchanged.

        Net income for 1998 was $297,230 compared to a net loss of $46,136 for
        1997. Future profitability will depend on the Partnership's ability to
        sell portfolio properties at or near current market prices.

        Total assets decreased from $3,025,026 at December 31, 1997 to
        $1,901,414 at December 31, 1998. This is the anticipated result of the
        four property sales during 1998 and subsequent distribution of net
        proceeds to limited partners. The Partnership's liquidity was enhanced
        by withholding reserves for future anticipated costs from net sales
        proceeds. At year-end 1998, the Partnership held $39,457 in cash and
        cash equivalents, compared to $19,062 at year-end 1997.

        January 1, 1997 through December 31, 1997
        -----------------------------------------

        While no sales of land were concluded during 1997, at year-end the
        Partnership held four contracts which ultimately closed during 1998.

        For the year ended December 31, 1997, the Partnership reported total
        revenues of $4,549, consisting primarily of interest income earned on
        short-term deposits. There were no sales of property during 1997. In
        1996, there were two sales of property producing $193,002 in land sale
        gains and $127,712 in profits in the Partnership's joint venture. In
        addition, the Partnership had $20,000 in income from a forfeited deposit
        on land during 1996. The combined result was a drop in total revenues
        from $349,807 in 1996 to only $4,549 in 1997.

        Expenses declined from $61,090 for the year ended December 31, 1996 to
        $50,685 for the year ended December 31, 1997. This was almost entirely
        due to a reduction in taxes and permits, which fell from $32,399 in 1996
        to $22,775 in 1997. Taxes can be expected to decline as properties are
        sold. Other expense categories remained relatively unchanged.

        The net loss for 1997 was $46,136 compared to a profit of $288,717 for
        1996. Future profitability will depend on the Partnership's ability to
        sell portfolio properties at or near current market prices.

                                       6
<PAGE>

Item 8.

<TABLE>
<CAPTION>
        Financial Statements and Supplementary Data:
        -------------------------------------------

        I. Condev Land Growth Fund `86, Ltd.
        -----------------------------------

                                                                           Page
        <S>                                                               <C>
           INDEPENDENT AUDITORS' REPORT                                       8

           FINANCIAL STATEMENTS

             Balance sheets                                                   9
             Statements of operations                                        10
             Statements of partners' capital                                 11
             Statements of cash flows                                        12
             Notes to financial statements                                13-17

        II. West 50 Joint Venture
        -------------------------

           INDEPENDENT AUDITORS' REPORT                                      18

           FINANCIAL STATEMENTS

             Balance sheets                                                  19
             Statements of operations                                        20
             Statements of venturers' capital                                21
             Statements of cash flows                                        22
             Notes to financial statements                                23-24
</TABLE>

                                       7
<PAGE>

                         INDEPENDENT AUDITORS' REPORT
                         ----------------------------

The Partners
Condev Land Growth Fund '86, Ltd.
Winter Park, Florida

     We have audited the accompanying balance sheets of Condev Land Growth Fund
'86, Ltd. (a Florida Limited Partnership) as of December 31, 1999 and 1998, and
the related statements of operations, partners' capital, and cash flows for each
of the three years in the period ended December 31, 1999. These financial
statements are the responsibility of the General Partner. Our responsibility is
to express an opinion on these financial statements 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 financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.

     In our opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Condev Land Growth Fund '86,
Ltd. as of December 31, 1999 and 1998, and the results of its operations and its
cash flows for each of the three years in the period ended December 31, 1999, in
conformity with generally accepted accounting principles.

                                      OSBURN, HENNING AND COMPANY

Orlando, Florida
January 13, 2000

                                       8
<PAGE>

                       CONDEV LAND GROWTH FUND '86, LTD.
                        (A Florida Limited Partnership)

                                BALANCE SHEETS
                          December 31, 1999 and 1998


<TABLE>
<CAPTION>
                                            1999        1998
                                         ----------  ----------
<S>                                      <C>         <C>
     ASSETS

Cash and cash equivalents                $1,704,516  $   39,457
Accounts receivable                               -       6,078
Due from related entity                       1,222       1,222
Land, at cost (Note 2)                      313,880     308,857
Investment in joint venture (Note 3)              -   1,532,361
Organization costs, less accumulated
  amortization of $40,463 in 1999 and
  $29,309 in 1998                             2,285      13,439
                                         ----------  ----------

                                         $2,021,903  $1,901,414
                                         ==========  ==========


     LIABILITIES AND PARTNERS' CAPITAL

Liabilities                              $        -  $        -
                                         ----------  ----------

Partners' capital
  General partner                             2,595       3,027
  Limited partners                        2,019,308   1,898,387
                                         ----------  ----------
          Total partners' capital         2,021,903   1,901,414
                                         ----------  ----------

                                         $2,021,903  $1,901,414
                                         ==========  ==========
</TABLE>






  The Notes to Financial Statements are an integral part of these statements.

                                       9
<PAGE>

                       CONDEV LAND GROWTH FUND '86, LTD.
                        (A Florida Limited Partnership)

                           STATEMENTS OF OPERATIONS
                 Years Ended December 31, 1999, 1998 and 1997


<TABLE>
<CAPTION>
                                 1999       1998       1997
                               --------  ---------   -------
<S>                            <C>       <C>         <C>
Revenue:
  Gain on land sale           $       -  $ 344,989   $     -
  Equity in income of joint
    ventures                    157,837      1,685       904
  Interest income                 1,065      5,818     3,645
  Other income                    5,000         75         -
                              ---------  ---------   -------
                                163,902    352,567     4,549
                              ---------  ---------   -------
Expenses:
  Taxes and permits              10,353     21,106    22,775
  Office expenses                12,534     14,408    14,420
  Professional fees               9,000     10,175    11,758
  Amortization                   11,154      7,355         -
  Other expenses                    372      2,293     1,732
                              ---------  ---------   -------
                                 43,413     55,337    50,685
                              ---------  ---------   -------

     Net income (loss):       $ 120,489  $ 297,230  $(46,136)
                              =========  =========  ========
</TABLE>







  The Notes to Financial Statements are an integral part of these statements.

                                       10
<PAGE>

                       CONDEV LAND GROWTH FUND '86, LTD.
                        (A Florida Limited Partnership)

                        STATEMENTS OF PARTNERS' CAPITAL
                 Years Ended December 31, 1999, 1998 and 1997


<TABLE>
<CAPTION>
                               General     Limited
                               Partner     Partners       Total
                               -------   ------------  ------------
<S>                            <C>       <C>           <C>

Balances, December 31, 1996     $3,966   $ 3,063,854   $ 3,067,820

  Net income (loss)               (461)      (45,675)      (46,136)
                                ------   -----------   -----------

Balances, December 31, 1997      3,505     3,018,179     3,021,684

  Net income (loss)               (478)      297,708       297,230

  Distributions                      -    (1,417,500)   (1,417,500)
                                ------   -----------   -----------

Balances, December 31, 1998      3,027     1,898,387     1,901,414

  Net income (loss)               (432)      120,921       120,489
                                ------   -----------   -----------

Balances, December 31, 1999     $2,595   $ 2,019,308   $ 2,021,903
                                ======   ===========   ===========
</TABLE>







  The Notes to Financial Statements are an integral part of these statements.

                                       11
<PAGE>

                       CONDEV LAND GROWTH FUND '86, LTD.
                        (A Florida Limited Partnership)

                           STATEMENTS OF CASH FLOWS
                 Years Ended December 31, 1999, 1998 and 1997


<TABLE>
<CAPTION>
                                            1999          1998         1997
                                         ----------   -----------   ---------
<S>                                      <C>          <C>           <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net income (loss)                      $  120,489   $   297,230   $ (46,136)
  Adjustments to reconcile net income
    (loss) to net cash (used in)
    operating activities:
      Gain on land sale                           -      (344,989)          -
      Equity in (income) of joint
        venture                            (157,837)       (1,685)       (904)
      Amortization                           11,154         7,355           -
      (Increase) decrease in:
        Accounts receivable                   6,078        (6,078)          -
        Due from related entity                   -           460      (1,682)
      Increase (decrease) in:
        Accounts payable                          -        (1,242)      1,242
        Deposits on land                          -        (2,100)      2,100
                                         ----------   -----------   ---------

          Net cash (used in)
            operating activities            (20,116)      (51,049)    (45,380)
                                         ----------   -----------   ---------

CASH FLOWS FROM INVESTING ACTIVITIES:
  Proceeds from land sales, net of
    closing costs                                 -     1,487,437           -
  Capitalized land related costs             (5,023)         (853)    (49,217)
  Investment in joint venture                     -             -     (31,212)
  Distributions from joint venture        1,690,198         2,360           -
                                         ----------   -----------   ---------

          Net cash provided by
            (used in) investing
            activities                    1,685,175     1,488,944     (80,429)
                                         ----------   -----------   ---------

CASH FLOWS FROM FINANCING ACTIVITIES:
  Distributions to partners                       -    (1,417,500)          -
                                         ----------   -----------   ---------

          Net increase (decrease) in
            cash and cash equivalents     1,665,059        20,395    (125,809)

CASH AND CASH EQUIVALENTS, BEGINNING         39,457        19,062     144,871
                                         ----------   -----------   ---------

CASH AND CASH EQUIVALENTS, ENDING        $1,704,516   $    39,457   $  19,062
                                         ==========   ===========   =========
</TABLE>




The Notes to Financial Statements are an integral part of these statements.

                                       12
<PAGE>

                       CONDEV LAND GROWTH FUND '86, LTD.
                        (A Florida Limited Partnership)

                         NOTES TO FINANCIAL STATEMENTS



Note 1.   Summary of Significant Accounting Policies

          Organization
          ------------

               Condev Land Growth Fund '86, Ltd. (the Partnership) is a Florida
               Limited Partnership formed on April 17, 1986 under the Florida
               Uniform Partnership Act. The Partnership was formed for the
               purpose of acquiring and holding predevelopment land in Central
               Florida for investment. The Partnership was formed with an
               initial capital contribution of $1,000 from the general partner,
               Condev Associates, and the issuance of 7,500 units of limited
               partnership interest at $1,000 per unit.

               The terms of the partnership agreement provided that the
               Partnership would continue in existence until December 31, 1993.
               However, the Partnership's operation will continue until all
               investments of the Partnership are sold and proceeds distributed
               to the partners.

          Use of Estimates
          ----------------

               In preparing the financial statements, management is required to
               make estimates and assumptions that affect the reported amounts
               of assets and liabilities as of the date of the financial
               statements and revenues and expenses for the period. Actual
               results may differ significantly from those estimates.

          Cash and Cash Equivalents
          -------------------------

               The Partnership considers all highly liquid debt instruments
               purchased with a maturity of three months or less to be cash
               equivalents. At December 31, 1999, cash and cash equivalents
               include $12,076 invested in a money market account (Nations Prime
               Inv Daily Shares).

          Organization Costs
          ------------------

               The Partnership has capitalized all organization costs. Upon sale
               of land, each parcel is allocated a portion of these costs based
               on the ratio of total acquisition cost to the net proceeds of the
               offering available to purchase properties for investment. The
               accompanying statements of operations include $11,154, $7,355 and
               $-0- of amortization of organization costs resulting from the
               sales of land within the joint venture and the Partnership during
               the years ended December 31, 1999, 1998 and 1997, respectively.
               For tax purposes, the Partnership amortized organization costs
               over five years.

CONTINUED ON NEXT PAGE

                                       13
<PAGE>

                       CONDEV LAND GROWTH FUND '86, LTD.
                        (A Florida Limited Partnership)

                         NOTES TO FINANCIAL STATEMENTS



Note 1.   Summary of Significant Accounting Policies - (Continued)

          Land
          ----

               Land, held for investment, is stated at the lower of cost or fair
               value. Land is assessed for impairment when the Partnership
               believes events or changes in circumstances indicate that its
               carrying amount may not be recoverable. Costs that clearly relate
               to land development projects are capitalized. Interest costs,
               real estate taxes and insurance are capitalized while development
               is in progress. When development is complete, these costs are
               expensed.

          Investment in Joint Venture
          ---------------------------

               Investment in joint venture is accounted for using the equity
               method.

          Income Taxes
          ------------

               Rather than being a taxable entity, the Partnership functions as
               a conduit for income tax purposes. As such, the Partnership files
               an information tax return on which it allocates its revenue and
               expenses among the partners as required by the partnership
               agreement. The partners are required to report such items on
               their individual income tax returns.


Note 2.   Land

               At December 31, 1999 and 1998, land consisted of a 6 acre parcel
               (zoned commercial) in Brevard County, Florida.


               The Partnership has a contract to sell the remaining parcel of
               land for $850,000. The contract is scheduled to close in the
               first quarter of 2000.


Note 3.   Investment in Joint Venture

          The Partnership owned a 59% interest in West 50 Joint Venture (a
          Florida Joint Venture) (the Joint Venture) whose purpose was to
          acquire and hold a 133 acre parcel of land in Lake County, Florida for
          investment purposes. The remaining 41% interest was owned by Condev
          West 50, Ltd., an affiliate of the Partnership's general partner. The
          Partnership's investment was carried at its equity in the net
          underlying assets. The Partnership's investment in the joint venture
          as of December 31, and its equity in income of the joint venture for
          the years then ended are as follows:

CONTINUED ON NEXT PAGE

                                       14
<PAGE>

                       CONDEV LAND GROWTH FUND '86, LTD.
                        (A Florida Limited Partnership)

                         NOTES TO FINANCIAL STATEMENTS


Note 3.   Investment in Joint Venture - (Continued)

<TABLE>
          <S>                                          <C>
          Investment:
               1999                                    $        -
               1998                                     1,532,361
               1997                                     1,533,035

          Equity in income:
               1999                                    $  157,837
               1998                                         1,685
               1997                                           904
</TABLE>

          A summary of the assets, liabilities, and venturers' capital of the
          Joint Venture at December 31, 1999 and 1998 is as follows:

<TABLE>
<CAPTION>

                                                     1999          1998
                                                   ---------     ----------
          <S>                                      <C>           <C>
                    Assets
                    ------
          Cash                                     $       -     $   21,568

          Investment in land                               -      2,711,839
                                                   ---------     ----------

                                                   $       -     $2,733,407
                                                   =========     ==========
            Liabilities and Venturers' Capital
            ----------------------------------

          Liabilities                              $       -     $  136,185
          Venturers' capital                               -      2,597,222
                                                   ---------     ----------

                                                   $       -     $2,733,407
                                                   =========     ==========
</TABLE>

     The Joint Venture had revenue of $277,394, $8,250 and $6,000 during the
years ended December 31, 1999, 1998 and 1997, respectively, and net income of
$267,520, $2,857 and $1,532, respectively.


          Pursuant to the joint venture agreement, the Partnership was required
          to contribute funds as needed from time to time to pay operating
          expenses incurred by the Joint Venture. During 1999, 1998 and 1997,
          the Partnership was asked to contribute $-0-, $-0- and $31,213,
          respectively, to pay real estate taxes and operating expenses incurred
          by the Joint Venture.

          During the year ended December 31, 1999, the Joint Venture sold its
          parcel of land and recognized a gain of $277,394. The Joint Venture
          made a complete distribution to its venturers of $2,864,742, of which
          the Partnership received $1,690,198, thereby terminating the Joint
          Venture.

          Accordingly, the Joint Venture had no assets, liabilities and
          venturers' capital at December 31, 1999.

                                       15
<PAGE>

                       CONDEV LAND GROWTH FUND '86, LTD.
                        (A Florida Limited Partnership)

                         NOTES TO FINANCIAL STATEMENTS



Note 4.   Allocations and Distributions to Partners

          Operations (excluding land sales)
          ---------------------------------

               Pursuant to the partnership agreement, cash flow and profits and
               losses from operations are allocated and distributed 99% to the
               limited partners and 1% to the general partner. No distributions
               attributable to cash flow were made during the years ended
               December 31, 1999, 1998 or 1997.

          Land sales
          ----------

               With respect to disposition of parcels of land, the allocations
               and distributions shall be made as follows:

               1.   To the limited partners, an amount equal to the
                    Partnership's cost of the parcel disposed of;

               2.   To the limited partners, an amount equal to real estate
                    taxes, and organization and syndication expenses allocable
                    to the parcel disposed of;

               3.   To the limited partners, an amount equal to 10% per year
                    non-compounded return on such distributions minus previous
                    distributions of cash flows;

               4.   To the general partner and limited partners, 20% and 80%,
                    respectively, of the net cash proceeds after the above
                    distributions.

               For the purposes of making the above described computations, the
               Partnership books will be deemed to close as of the month-end
               closest to the date of sale.

               The limited partners received distributions of $-0-, $1,417,500
               and $-0- attributable to net cash proceeds from the sales of land
               during the years ended December 31, 1999, 1998 and 1997,
               respectively. A distribution of $1,665,000 was made on January 6,
               2000.

                                       16
<PAGE>

                       CONDEV LAND GROWTH FUND '86, LTD.
                        (A Florida Limited Partnership)

                         NOTES TO FINANCIAL STATEMENTS



Note 5.   Related Party Transactions

          The partnership agreement permits the general partner or its
          affiliates to receive an acquisition fee or a real estate commission
          from sellers in an amount not to exceed 5% of the gross purchase price
          of land purchased by the Partnership, so long as the total acquisition
          fee, including that paid to unaffiliated parties, does not exceed 10%
          of the gross purchase price. No acquisition fees were paid in 1999,
          1998 or 1997, as no properties were purchased.

          When properties are sold, an affiliate of the general partner may be
          paid real estate commissions in amounts customarily charged by others
          rendering similar services, with such commissions, plus commissions
          paid to nonaffiliates, not to exceed 10% of the gross sales price. In
          connection with the four land sales during 1998, real estate
          commissions of 10% for each sale were paid to nonaffiliates. No real
          estate commissions were paid in 1999 and 1997, as no sales occurred.

          The general partner earned certain fees for administration and
          management services provided, pursuant to the Partnership agreement.
          Such fees amounted to $8,496, $8,496 and $9,096 for each of the years
          ended December 31, 1999, 1998 and 1997.


Note 6.   Concentration of Credit Risk

          The Partnership has all its cash and cash equivalents in accounts with
          one bank and one investment company. Accounts in the bank are
          federally insured up to $100,000 per customer.

                                       17
<PAGE>

                         INDEPENDENT AUDITORS' REPORT
                         ----------------------------


The Venturers
West 50 Joint Venture
Winter Park, Florida


     We have audited the accompanying balance sheets of West 50 Joint Venture (a
Florida Joint Venture) as of December 31, 1999 and 1998, and the related
statements of operations, venturers' capital and cash flows for each of the
three years in the period ended December 31, 1999.  These financial statements
are the responsibility of the Joint Venture's management.  Our responsibility is
to express an opinion on these financial statements 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 financial statements are free of material
misstatement.  An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements.  An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.

     As described in Note 1 to the financial statements, the Joint Venture was
dissolved on December 31, 1999.

     In our opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of West 50 Joint Venture as of
December 31, 1999 and 1998, and the results of its operations and its cash flows
for each of the three years in the period ended December 31, 1999, in conformity
with generally accepted accounting principles.



                                        OSBURN, HENNING AND COMPANY


Orlando, Florida
January 14, 2000

                                       18
<PAGE>

                             WEST 50 JOINT VENTURE
                           (A Florida Joint Venture)

                                BALANCE SHEETS
                          December 31, 1999 and 1998


<TABLE>
<CAPTION>
                                            1999      1998
                                        ---------  ----------
<S>                                     <C>        <C>
     ASSETS

Cash                                    $       -  $   21,568
Land, at cost                                   -   2,711,839
                                        ---------  ----------

                                        $       -  $2,733,407
                                        =========  ==========

     LIABILITIES AND VENTURERS' CAPITAL

Liabilities
  Accounts payable                      $       -  $      320
  Note payable                                  -     135,865
                                        ---------  ----------
                                                -     136,185

Venturers' capital                              -   2,597,222
                                        ---------  ----------

                                        $       -  $2,733,407
                                        =========  ==========
</TABLE>




The Notes to Financial Statements are an integral part of these statements.

                                       19
<PAGE>

                             WEST 50 JOINT VENTURE
                           (A Florida Joint Venture)

                           STATEMENTS OF OPERATIONS
                 Years Ended December 31, 1999, 1998 and 1997


<TABLE>
<CAPTION>
                            1999      1998      1997
                          --------  --------  --------
<S>                       <C>       <C>       <C>
Revenue
  Gain on sale of land    $277,394  $      -  $      -
  Other income                   -     8,250     6,000
                          --------  --------  --------
                           277,394     8,250     6,000
                          --------  --------  --------

Expenses:
  Real estate taxes              -         -       764
  Professional fees          8,350     4,450     3,000
  Insurance                  1,011       509       704
  Office expense               513       434         -
                          --------  --------  --------
                             9,874     5,393     4,468
                          --------  --------  --------

          Net income      $267,520  $  2,857  $  1,532
                          ========  ========  ========
</TABLE>





The Notes to Financial Statements are an integral part of these statements.

                                       20
<PAGE>

                             WEST 50 JOINT VENTURE
                           (A Florida Joint Venture)

                       STATEMENTS OF VENTURERS' CAPITAL
                 Years Ended December 31, 1999, 1998 and 1997


<TABLE>
<CAPTION>
                                 Condev Land
                                 Growth Fund       Condev
                                  `86, Ltd.    West 50, Ltd.      Total
                                 ------------  --------------  ------------
<S>                              <C>           <C>             <C>

Balances at December 31, 1996    $ 1,500,919     $ 1,043,012   $ 2,543,931

  Contributions                       31,212          21,690        52,902

  Net income                             904             628         1,532
                                 -----------     -----------   -----------

Balances at December 31, 1997      1,533,035       1,065,330     2,598,365

  Distributions                       (2,360)         (1,640)       (4,000)

  Net income                           1,686           1,171         2,857
                                 -----------     -----------   -----------

Balances at December 31, 1998      1,532,361       1,064,861     2,597,222

  Distributions                   (1,690,198)     (1,174,544)   (2,864,742)

  Net income                         157,837         109,683       267,520
                                 -----------     -----------   -----------

Balances at December 31, 1999    $         -     $         -   $         -
                                 ===========     ===========   ===========
</TABLE>






The Notes to Financial Statements are an integral part of these statements.

                                       21
<PAGE>

                             WEST 50 JOINT VENTURE
                           (A Florida Joint Venture)

                           STATEMENTS OF CASH FLOWS
                 Years Ended December 31, 1999, 1998 and 1997


<TABLE>
<CAPTION>
                                             1999         1998       1997
                                         ------------  ----------  ---------
<S>                                      <C>           <C>         <C>
CASH FLOWS FROM OPERATING ACTIVITIES
  Net income                             $   267,520   $   2,857   $  1,532
  Adjustments to reconcile net income
     to net cash used in operating
     activities:
       Gain on land sale                    (277,394)          -          -
       Increase (decrease) in:
         Accounts payable                       (320)    (17,383)   (19,710)
         Deposit on land                           -      (1,000)     1,000
                                         -----------   ---------   --------
            Net cash used in
              operating activities           (10,194)    (15,526)   (17,178)
                                         -----------   ---------   --------

CASH FLOWS FROM INVESTING ACTIVITIES
  Capitalized land related costs             (77,085)   (101,464)   (36,367)
  Proceeds from land sale, net
   of closing costs                        2,887,453           -          -
                                         -----------   ---------   --------

                                           2,810,368    (101,464)   (36,367)
                                         -----------   ---------   --------

CASH FLOWS FROM FINANCING ACTIVITIES
  Proceeds from line of credit                43,000     135,865          -
  Capital contributions                            -           -     52,902
  Capital distributions                   (2,864,742)     (4,000)         -
                                         -----------   ---------   --------
          Net cash provided by
            financing activities           2,821,742     131,865     52,902
                                         -----------   ---------   --------

          Net increase (decrease)
            in cash                          (21,568)     14,875        643

CASH, BEGINNING                               21,568       6,693      6,050
                                         -----------   ---------   --------

CASH, ENDING                             $         -   $  21,568   $  6,693
                                         ===========   =========   ========
</TABLE>

Supplemental information:

In connection with the 1999 land sale, the sale proceeds were reduced by the
note payable balance of $178,865.



The Notes to Financial Statements are an integral part of these statements.

                                       22
<PAGE>

                             WEST 50 JOINT VENTURE
                           (A Florida Joint Venture)

                         NOTES TO FINANCIAL STATEMENTS



Note 1.  Summary of Significant Accounting Policies

         Organization/Business Interest
         ------------------------------

          On May 31, 1988, Condev Land Growth Fund '86 (the Fund) and Condev
          West 50, Ltd. (West 50, Ltd.) (collectively, the Venturers), both of
          which are Florida Limited Partnerships in which Condev Associates is
          the general partner, entered into an agreement to form West 50 Joint
          Venture (the Joint Venture). The Joint Venture has acquired a 133 acre
          parcel of land in Lake County, Florida that will be held for
          investment purposes. The Venture may incur limited development costs
          to prepare land for sale.

          The Joint Venture's assets were liquidated during the year ended
          December 31, 1999, and the Joint Venture was dissolved.


         Use of Estimates
         ----------------

          In preparing the financial statements, management is required to make
          estimates and assumptions that affect the reported amounts of assets
          and liabilities as of the date of the financial statements and
          revenues and expenses for the period. Actual results could differ
          significantly from those estimates.

         Funding
         -------

          The Fund and West 50, Ltd. are required to contribute 59% and 41%,
          respectively, to the capital of the Joint Venture from time to time as
          required for the Joint Venture's operations. It is the intent of the
          Venturers that all cash requirements of the Joint Venture shall come
          from the Venturers, however certain limited development resulted in
          the Venture obtaining a line of credit (See Note 3).

         Land
         ----

          Land held for investment, is stated at the lower of cost or fair
          value. Land is assessed for impairment when the Joint Venture believes
          that events or changes in circumstances indicate that its carrying
          amount may not be recoverable. Costs that clearly relate to land
          development projects are capitalized. Interest costs, real estate
          taxes and insurance are capitalized while development is in progress.
          When development is complete, these costs are expensed.

CONTINUED ON NEXT PAGE

                                       23
<PAGE>

                             WEST 50 JOINT VENTURE
                           (A Florida Joint Venture)

                         NOTES TO FINANCIAL STATEMENTS



Note 1.  Summary of Significant Accounting Policies - (Continued)

         Allocations
         -----------

          Profits shall be allocated 59% to the Fund and 41% to West 50, Ltd.
          after certain allocations to reduce any negative capital balance and
          to distribute any net cash flow generated from the Joint Venture.
          Losses are allocated 59% to the Fund and 41% to West 50, Ltd. after a
          proportionate allocation to the Venturers with positive capital
          balances.

         Distributions
         -------------

          Cash flow generated from the Joint Venture shall be distributed 59% to
          the Fund and 41% to West 50, Ltd.

         Income Taxes
         ------------

          Rather than being a taxable entity, the Joint Venture functions as a
          conduit for income tax purposes. As such, the Joint Venture files an
          information tax return on which it allocates its revenue and expenses
          among the Venturers as required by the joint venture agreement. The
          Venturers are required to report such items on their respective income
          tax returns.


Note 2.  Sale of Land

          During the year ended December 31, 1999, the Joint Venture sold its
          entire investment in land. The total selling price was $3,410,000.


Note 3.  Note Payable

          During the year ended December 31, 1999, the Venture was obligated to
          Citrus Bank on a $500,000 line of credit. Interest payments were due
          monthly at prime plus .5% (8.5% at December 31, 1999). Principal and
          interest were due on demand. During the years ended December 31, 1999
          and 1998, the Venture incurred and capitalized interest of $13,428 and
          $6,396, respectively. The line of credit was paid in full at December
          31, 1999.


Note 4.  Related Party Transactions

          The joint venture agreement permits the general partner of the
          Venturers or an affiliate to receive an acquisition fee or a real
          estate commission from sellers in an amount not to exceed 5% of the
          gross purchase price of land purchased by the Joint Venture, so long
          as the total acquisition fee, including that paid to unaffiliated
          parties, does not exceed 10% of the gross purchase price. No
          acquisition fees were paid in 1999, 1998 or 1997, as no properties
          were purchased.

          When properties are sold, an affiliate of the general partner of the
          Venturers may be paid real estate commissions in the amounts
          customarily charged by others rendering similar services. Such
          commissions plus commissions paid to nonaffiliates are not to exceed
          10% of the gross sales price. In connection with the land sale in
          1999, real estate commissions totaling 8.8% were paid, all to
          nonaffiliates. No real estate commissions were paid in 1998 or 1997,
          as no sales occurred.

                                       24
<PAGE>

Item 9.

          Changes in and Disagreements with Accountants on Accounting and
          ---------------------------------------------------------------
          Financial Disclosure:
          --------------------

          There were no disagreements on accounting and financial disclosures
          required to be disclosed by Item 304 of Regulation S-K.

                                   PART III

Item 10.

          Directors and Executive Officers of the Registrant
          --------------------------------------------------

          (a)  The Registrant does not have a Board of Directors. Condev
          Associates, A Florida general partnership consisting of Messrs. Robert
          N. Gardner and Joseph J. Gardner, is the General Partner of the
          Partnership.

          (b), (c), (d) and (e)

          Robert N. Gardner and Joseph J. Gardners are brothers. The background
          and experience of the partners of the General Partner are as follows:

          Robert N. Gardner, age 65 has been president, a director and
          -----------------
          shareholder of Condev Corporation and it's predecessors since 1961. A
          Florida licensed real estate broker and Class A Contractor, he serves
          on the boards of directors of NationsBank of Central Florida, N.A.,
          and Schroeder-Manatee, Inc.

          Joseph J. Gardner, age 62 has been an officer, a director and
          -----------------
          shareholder of Condev Corporation and its predecessors since 1961.
          Prior to joining Condev Corporation, he was employed in the land
          department of Continental Oil Company. Mr. Gardner is Director of
          Protection One, Inc.. He is a licensed real estate broker.

          Condev Corporation, which has its offices located at the same address
          of the General Partner and Partnership, has been operating in the
          Florida real estate market since 1961. It has two active affiliates.
          PCD, Inc. is a development company specializing in horizontal land
          development. Condev Realty, Inc. is a Florida licensed real estate
          broker which concentrates on site acquisition, land assemblage and
          land investment.

Item 11.

          Executive Compensation
          ----------------------

          (a), (b), (c) and (d)

          The Registrant has not paid and does not plan to pay any executive
          compensation to the General Partners or their affiliates.

                                       25
<PAGE>

Item 12.

          Security Ownership of Certain Beneficial Owners and Management:
          --------------------------------------------------------------

          (a)  The following is a list of persons who are known to the
          Registrant to be the beneficial owners of more than 5% of the total
          units outstanding as of December 31, 1999:

<TABLE>
<CAPTION>
                              Name and Address of           Amount & Nature     Percent of
          Title of Class       Beneficial Owner           of Beneficial Owner     Class
          ------------------  ------------------------    -------------------  ----------
          <S>                 <C>                         <C>                  <C>
          Unit Holder         Jody B. Burgoon Trust             25 units
                              Richard A. Burgoon, TTEE

                              Susan A. Burgoon Trust            60 units
                              Richard A. Burgoon, TTEE

                              Richard A. Burgoon                60 units

                              Richard A. Burgoon CUST FBO       70 units
                              Richard Burgoon, FL UGMA

                              Richard R. Burgoon and           440 units
                              Patricia B. Burgoon, JTWRS
                              393 Whooping Loop #1403
                              Altamonte Springs, FL 32701

                                                               ---------
                                                               655 units          8.73%


          Unit Holder         Bishop Norbert M. Dorsey         500 units          6.67%
                              TTEE, FBO Diocese of Orlando
                              Pension Plan #02132-66-0
                              Post Office Box 1800
                              Orlando, FL  32802
</TABLE>


          (b)  The following is a list of units beneficially owned by all
          partners of the General Partner as of December 31, 1998:

<TABLE>
          <S>                 <C>                               <C>               <C>
          Unit Holder         Robert N. and Patricia            30 units          0.4%
                              Gardner
                              1014 Temple Grove
                              Winter Park, FL  32789
</TABLE>

          (c) There are no arrangements known to the registrant, including any
          pledge by any person of securities of the registrant or any of its
          parents or affiliates, the operation of which may at a subsequent date
          result in a change in control of the registrant.

Item 13.

          Certain Relationships and Related Transactions
          ----------------------------------------------

          (a), and (b)

          The partnership agreement permits the General Partner or affiliate to
          receive an acquisition fee or a real estate commission from sellers in
          an amount not to exceed 5% of the gross purchase price of land
          purchased by the partnership, so long as the total acquisition fee,
          including that paid to unaffiliated parties, does not exceed 10% of
          the gross purchase price. No acquisition fees were paid during the
          years ended December 31, 1998, 1997 or 1996 as no properties were
          purchased.

          When properties are sold, an affiliate of the General Partner may be
          paid real estate commissions in amounts customarily charged by others
          rendering similar services, with such commissions, plus commissions
          paid to non-affiliates, not to exceed 10% of the gross sales price. No
          real estate commissions were paid to a General Partner affiliate
          during the years ended December 31, 1998, 1997, or 1996.

                                       26
<PAGE>

          Pursuant to the Partnership agreement, the General Partner earned
          certain fees for administration and management services provided. Such
          fees amounted to $8,496, $8,496, and $9,096, for each of the years
          ended December 31, 1998, 1997 and 1996.

          (c) No management person in indebted to the Registrant.

          (d) Not applicable.


                                    PART IV


Item 14.

          Exhibits, Financial Statement, Schedules, and Reports on Form 8-K:
          -----------------------------------------------------------------

          (a) The following financial statements and supplementary data are
          included in Part II Item 8:

                                                                           Page
              (1) Condev Land Growth Fund `86, Ltd.
                  --------------------------------

                  Independent Auditor's Report                              9

                  Financial Statements
                    Balance Sheets - December 31, 1998 and 1997            10

                  Statements of Operations - Years ended
                    December 31, 1998, 1997 and 1996                       11

                  Statements of Partners' Capital -
                    Years ended December 31, 1998, 1997 and 1996           12

                  Statements of Cash Flows -
                    Years ended December 31, 1999, 1998 and 1997           13

                  Notes to Financial Statements                         14-19

              (2) West 50 Joint Venture
                  ---------------------

                  Independent Auditor's Report                             20

                  Financial Statements
                    Balance Sheets - December 31, 1998 and 1997            21

                  Statements of Operations - Years ended
                    December 31, 1998, 1997 and 1996                       22

                  Statements of Partners' Capital -
                    Years ended December 31, 1998, 1997 and 1996           23

                  Statements of Cash Flows -
                    Years ended December 31, 1998, 1997 and 1996           24

                  Notes to Financial Statements                         25-26

              (3) Exhibits included herein:
                    13 - Annual Report to Unit Holders                     32

          (b)   Reports on Form 8-K
                    No reports on Form 8-K have been filed by the Registrant
                    during the last quarter of the period covered by this
                    report.

                                       27
<PAGE>

                                  SIGNATURES

     Pursuant to the requirements of Section 13 or 15(d) 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.

                                        CONDEV ASSOCIATES, General Partner


Date:  February 24, 2000        By: /s/ Robert N. Gardner
     --------------------          ----------------------------
                                   Robert N. Gardner, Partner

Date:  February 24, 2000        By: /s/ Joseph J. Gardner
     --------------------          ---------------------------
                                   Joseph J. Gardner, Partner


     Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
Registrant and in the capacities and on the date indicated.

CONDEV ASSOCIATES, General Partner


/s/ Robert N. Gardner                    February 24, 2000
---------------------------------       ---------------------------
Robert N. Gardner, Partner              Date


/s/ Joseph J. Gardner                    February 24, 2000
---------------------------------       ---------------------------
Joseph J. Gardner, Partner              Date

                                       28