SECURITIES AND EXCHANGE COMMISSION

  WASHINGTON, DC  20549

  FORM 10-Q

  QUARTERLY REPORT UNDER SECTION 13 OR 15(d)

  OF THE SECURITES EXCHANGE ACT OF 1934

  For Quarter Ended June 30, 2000   Commission File Number  0-17717

 

  FOUNDATION REALTY FUND, LTD

  (Exact name of Registrant as specified in its charter)

 

  Florida                                        59-2802896

  (State or other jurisdiction of           (IRS Employer ID No.)

  incorporation or organization)

 

  880 Carillon Parkway, St. Petersburg, Florida    33716

  (Address of principal executive offices)      (Zip Code)

 

  Registrant's Telephone Number, Including Area Code - (813) 573-3800

 

 

  Indicate by check mark whether the Registrant (1)

  has filed all reports to be filed by Section 13 or

  15(d) of the Securites Exchange Act of 1934 during

  the preceeding 12 months (or 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

 

 

 

 

  Number of share outstanding of each of Registrant's classes of securites.

 

 

  Title of Each Class                       Number of Units

                                            June 30, 2000

  Units of Limited Partnership              9,407

  Interest:  $1,000 per unit

 

 

  DOCUMENT INCORPORATION BY REFERENCE

  Part IV - Registration Statement S-11, File No. 33-13849

 

 

 

 

 

 

  FOUNDATION REALTY FUND, LTD.

  (A Florida Limited Partnership)

 

 

 

  INDEX TO FINANCIAL STATEMENTS

 

 

  Part I - Financial Information

                                                                Page No.

  Balance Sheets as of June 30, 2000 and December 31, 1999         3

 

  Statements of Operations -

  For the Six Months Ended June 30, 2000 and 1999                  4

  Statement of Operations - 

  For the Three Months Ended June 30, 2000 and 1999                5

  Statements of Partners' Equity -

  For the Six Months Ended June 30, 2000 and 1999                  6

  Statements of Cash Flows -

  For the Six Months Ended June 30, 2000 and 1999                  7

  Notes to Financial Statements                                   8-10

  Management's Discussion and Analysis of Financial

  Condition and Results of Operations                             11-12

 

 

 

                                      FOUNDATION REALTY FUND, LTD.

                                    (A Florida Limited Partnership)

							BALANCE SHEET

                                   June 30, 2000  December 31, 1999

                                             (Unaudited)      Audited

  ASSETS

  Aparment Properties, at Cost              $22,515,911    $22,484,922

  Less - Accumulated Depreciation            (7,692,030)    (7,416,918)

                                             14,823,881     15,068,004

 

  Cash and Cash Equivalents                   1,272,551      1,168,611

  Prepaid Expenses                               22,935          8,096

  Deferred Loan Cost (Net of Accumulated     

   Amortization of $114,274 and $93,497)        176,605       197,382

  TOTAL ASSETS                              $16,295,972    $16,442,093

 

 

  LIABILITIES AND PARTNERS' EQUITY

 

  Liabilites:

  Notes Payable                              $17,469,464    $17,561,620

  Accounts Payable                               245,964         39,771

  Security Deposits                               98,017         96,419

  Unearned Rents                                  27,645         36,722

  TOTAL LIABILITIES                           17,841,090     17,734,532

 

  Partner's Equity

  Limited Partners' Equity (9,407 units

  outstanding @ June 30, 2000 and

  December 31, 1999                           (1,288,226)    (1,037,598)

  General Partner's Equity                      (256,892)      (254,841)

 

  TOTAL PARTNERS' EQUITY                      (1,545,118)    (1,292,439)

 

  TOTAL LIABILITES AND PARTNERS' EQUITY      $16,295,972    $16,442,093

 

 

 

 

 

					FOUNDATION REALTY FUND, LTD.

                         (A Florida Limited Partnership)

                                     STATEMENT OF OPERATIONS

							(Unaudited)

                                  FOR THE SIX MONTHS ENDED JUNE 30

                                         2000               1999

  Property Operations :                                                     

  Rental Income                          $1,778,213           $1,784,950

  Miscellaneous                              77,935               42,387

							1,856,148            1,827,337

  Expenses:

  Depreciation                               275,112             275,112

  Payroll                                    201,108             188,897

  Real Estate Taxes                          144,018             140,772

  Utilities                                   76,756             109,705

  Repairs & Maintenance                      237,666             179,010 Management - General Partner       		    92,649              90,533                                   

  Landscaping                                 47,276              42,671                                   

  Other                                       87,060              74,252                                   

                                           1,161,645           1,100,952                              

 

  Income from Property Operations            694,503             726,385                                   

  Interest Income                             18,863              14,085                                   

                                             713,366             740,470                                   

  Other Exenses:

  Interest                                   672,365             679,149                                   

  Amortization                                20,777              20,777

  General & Administrative - Affiliate           700                 670

  Reserve Expense                             54,096              54,102     

  Other General & Administrative               6,449               7,849                                     

                                             754,387             762,547                                  

  Net Income (Loss)                         ($41,021)           ($22,077)                               

  Allocation of Net Income (Loss) -

  Limited Partners                          ($38,970)           ($20,973)                              

  General Partners                            (2,051)              1,104                              

                                            ($41,021)           ($22,071)                              

  Net Income (Loss) Per

    Limited Partnership Unit                ($  4.14)             ($2.23)            

  Number of Limited Partnership Units          9,407               9,407

 

 

 

 

                        FOUNDATION REALTY FUND, LTD.

                    (a Florida Limited Partnership)    

                          STATEMENT OF OPERATIONS

                               (Unaudited)

                      FOR THE THREE MONTHS ENDED JUNE 30

 

 

                                        2000         1999                                       

  Property Operations:                  

   Rental Income                         $897,338      $891,051          

   Miscellaneous                           44,036        23,461          

                                          941,374       914,512                  

  Expenses:

   Depreciation                           137,556       137,556                      

   Payroll                                103,102        91,734                      

   Real Estate Taxes                       71,859        70,386                      

   Utilities                               36,614        65,502                      

   Repairs and Maintenance                145,624       104,947                      

   Property Management - General Partner   46,530        45,528                       

   Landscaping                             23,398        28,671                       

   Other                                   52,915        44,033                       

                                          617,598       588,357                      

  Income from Property Operations         323,776       326,155                    

  Interest Income                           9,361         6,417                   

                                          333,137       332,572                   

  Other Expenses:

   Interest                               335,742       339,167                     

   Amortization                            10,389        10,388 

   General and Administrative -Affiliate      530           560

   Reserve Expense                         27,048        27,051     

   Other General and Administrative         4,691         2,558                     

                                          378,399       379,724                     

  Net Income (Loss)                      ($45,262)     ($47,152)                   

  Allocation of Net Income (Loss)-

   Limited Partners                      ($42,999)     ($44,794)            

   General Partners                        (2,263)       (2,358)               

                                         ($45,262)     ($47,152)               

 

  Net Income (Loss) Per

   Limited Partnership Unit               ($ 4.57)       ($4.77)        

  Number of Limited Partnership Units       9,407          9,407 

 

 

 

 

 

                                     FOUNDATION REALTY FUND, LTD.

                                   (A Florida Limited Partnership)

                                     STATEMENT OF PARTNERS' EQUITY

                                          (Unaudited)

                         FOR THE SIX MONTHS ENDED JUNE 30, 2000 AND 1999

                                   Limited        General        Total

                                  Partners'      Partners'     Partners'

                                    Equity         Equity       Equity

  Balance, December 31, 1998      $(830,569)     $(262,511)   $(1,093,080)

  Distribution to Partners         (211,658)             0       (211,658)

  Net Income(Loss)                  (20,973)        (1,104)       (22,077)

  Balance, June 30, 1999        $(1,063,200)     $(263,615)   $(1,326,815)

 

  Balance, December 31, 1999    $(1,037,598)     $(254,841)   $(1,292,439)

  Distribution to Partners         (211,658)             0       (211,658)

  Net Income                        (38,970)        (2,051)       (41,021)

  Balance, June 30, 2000        $(1,288,226)     $(256,892)   $(1,545,118)

 

 

 

 

 

                                       FOUNDATION REALTY FUND, LTD.

                                     (A Florida Limited Partnership)

                                         STATEMENT OF CASH FLOWS

                           FOR THE SIX MONTHS ENDED JUNE 30, 2000 AND 1999

                                            (Unaudited)

 

                                                    2000           1999

  Net Cash Provided by Operating Activities:                       

  Net Income (Loss)                                 $(41,021)      $(22,077)           

  Adjustments to Reconcile Net Loss to Net Cash

  Provided by Operating Activities

  Depreciation:                                      275,112        275,112         

  Amortization                                        20,777         20,777                     

  Changes in Operating Assets and Liabilities:

  (Increase) in Prepaids                             (14,839)       (17,797)                

  Increase in Accounts Payable                       206,193        191,682                  

  Increase (Decrease) in Security Deposits             1,598         10,730                

  Increase (Decrease) in Unearned Rents               (9,077)       (44,046)                

  Net Cash Provided by Operating Activities          438,743        414,381                 

  Cash Flows from Investing Activities:

  Improvements to Apartment Properties               (30,989)       (67,463)                

  Net Cash Used in Investing Activities              (30,989)       (67,463)                

 

  Payments from Notes Payable                         (92,156)      (85,373)                 

  Distributions to Partners                          (211,658)     (211,658)               

  Net Cash used by Financing Activities              (303,814)     (297,031)               

  Increase (Decrease) in Cash                         103,940        49,887                   

  Cash and Cash Equivalents at Beginning of period  1,168,611     1,057,375                   

  Cash and Cash Equivalents at End of period        1,272,551     1,107,262               

  Supplemental Cash Flow Information:

  Interest Paid                                    $  672,365     $ 679,149             

 

 

 

  FOUNDATION REALTY FUND, LTD

  A Florida Limited Partnership)

  NOTES TO FINANCIAL STATEMENTS 

	(Unaudited)

  NOTE 1 - ORGANIZATION

  Foundation Realty Fund, Ltd., (the "Partnership"), a Florida Limited

  Partnership, was formed April 14, 1987 under the laws of Florida.

  Operations commenced on January 12, 1988.  The Partnership operates

  two apartment properties.  The Partnership will terminate on

  December 31, 2020, or sooner, in accordance with the terms of the

  Limited Partnership Agreement.  The Partnership has received Limited

  and General Partner capital contributions of $9,407,000 and $1,000

  respectively.  J. Robert Love, an individual, and RJ Properties,

  Inc., a wholly owned subsidiary of Raymond James Financial, Inc.

  are the General Partners and they manage and control the business of

  the Partnership.

  Operating profits and losses are allocated 95% to the Limited Part-

  ners and 5% to the General Partners.  Cash from operations will be

  shared 95% by the Limited Partners and 5% by the General Partners;

  however, distributions to the General Partners are subordinated to

  certain preferred returns to the Limited Partners.  Profit or loss

  and cash distributions from sales of property will be allocated as

  formulated in the Limited Partnership Agreement.

  NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES:

  Basis of Accounting

  The Partnership utilizes the accrual basis of accounting whereby

  revenues are recongized when earned and expenses are recognized as

  obligations are incurred.

  Cash and Cash Equivalents

  It is the Partnership's policy to include short-term investments

  with an original maturity of three months or less in Cash and Cash

  Equivalents.  These short-term investments are comprised of money

  market funds, and repurchase agreements.

  Restricted Cash

  Cash and Cash Equivalents include $268,961 at June 30, 2000 and

  $392,486 at December 31, 1999 of cash held in escrow for the payment

  of real estate taxes.  Cash and Cash Equivalents also include

  $98,017 at June 30, 2000 and $96,419 at December 31, 1999 of tenant

  security deposits held in an escrow account.

  Income Taxes

  No provisions for income taxes has been made in these financial

  statements, as income taxes are a liability of the partners rather

  than of the Partnership.

 

 

  Depreciation

  The apartment buildings are being depreciated over 35 years using

  the straight-line method.  Furniture and fixtures are being depreci-

  ated over 8 years using the straight-line method.

  NOTE 3 - COMPENSATION, REIMBURSEMENTS AND ACCRUALS TO THE GENERAL

  PARTNERS AND AFFILIATES:

  The General Partners and affiliates are entitled to the following

  types of compensation and reimbursment for costs and expenses

  incured for the Partnership for the six months ended June 30, 2000.

  Property Management Fees                           $ 92,649

  General and Administrative Costs                        700

  NOTE 4 - LEASES AND APARTMENT PROPERTIES:

  The Partnership owns apartment complexes leased to residents under

  short term operating leases.  A summary of the apartment properties

  is as follows:

                                         June 30,           December 31

                                           2000                1999

  Land                                   3,141,510           3,141,510

  Buildings                             17,298,118          17,298,118

  Furniture & Fixtures                   2,076,283           2,045,294

  Apartment Properties, at Cost         22,515,911          22,484,922

  Less: Accumulated Depreciation        (7,692,030)         (7,416,918)

                                        14,823,881          15,068,004

  NOTE 5 - NOTES PAYABLE

  The notes payable are secured by the apartment properties.

  NOTE 6 - BASIS OF PREPARATION:

  The unaudited financial statements presented herein have been pre-

  pared in accordance with the instructions to Form 10-Q and do not

  include all of the information and note disclosures required by

  generally accepted accounting principals.  These statements should

  be read in conjuction with the financial statements and notes thereto

  included in the Partnership's Form 10-K for the year ended December

  31, 1999.  In the opinion of management, such financial statements

  include all adjustments, consisting only of normal recurring adjust-

  ments, necessary to summarize fairly the Partnership's financial

  position and results of operations.  The results of operations for

  the periods may not be indicative of the result to be expected for

  the year.

  NOTE 7 - SUBSEQUENT EVENT:

  On or about July 31, 2000, the Partnership will pay distributions of

  $105,829 to the Limited Partners.

 

 

 

 

 

  FOUNDATION REALTY FUND, LTD.

  (A Florida LImited Partnership)

  Management's Discussion and Analysis of Financial Condition and

  Results of Operations

  Rental income for the six months ended June 30, 2000 was

  $1,778,213 as compared to $1,784,950 for the comparable period ended

  June 30, 1999.  Income from property operations for the six months

  ended June 30, 2000 was $694,503 as compared to $726,385 for the

  comparable period ended June 30, 1999.  The decrease in income from 

  property operations was due primarily to higher payroll and maintenance

  and repair costs.

  Interest expense decreased from $679,149 for the six months ended June

  30, 1999 to $672,365 for the six months ended June 30, 2000.  A reserve

  expense accrual was begun in 1999 and amounted to $54,096 on June 30,

  2000.  This reserve accrual was set up to set aside operational proceeds

  for upcoming capital expense items at both apartment properties.

 

  Liquidity and Capital Resources

  In management's opinion, working capital reserves and liquidity are

  sufficient to meet the short-term operating needs of the Partnership.

  Cash provided by operating activities increased by $24,362 for the six

  month period ended June 30, 2000 as compared to the six month period ended

  June 30, 1999.  The $24,362 change resulted primarily from a decrease to the 

  change in unearned rents of $34,969 and increase to the change of [ accounts payable of $14,511 offset by and $18,944 increase] to net loss and

  change in the security deposit reserve of $9,132.

  Cash used by investing activities totaled $67,463 at June 30, 1999 as

  compared to $30,989 at June 30, 2000.  The $36,474 decrease for the six 

  month period ended June 30, 2000 is attributable to a decrease

  in the number of carpets replaced in the apartment units of both apartment

  communities and landscaping work performed at the Springfield apartments.

  Cash used by financing activities decreased by $6,783 from the six

  month period ended June 30, 2000 when compared to the six month period

  ended June 30, 1999.  The decrease was attributed to an increase in the

  amount of principal payment made on the partnership debt in 2000 verse 1999.

  ITEM 6 - EXHIBIT AND REPORTS ON FORM 8-K

  a)  Exhibits - NONE

  b)  Reports on Form 8-K - NONE

 

 SIGNATURES

 

 Pursuant to the requirements of the Securities and Exchange Act of 1934,

 the report has been signed by the following persons on behalf of the

 Registrant and in the capacities and on the date indicated.

 FOUNDATION REALTY FUND, LTD.

 A Florida Limited Partnership

 By: RJ PROPERTIES, INC. a General Partner

 

 

 

   7/20/00                 J. Robert Love - President

    Date                    (Signature)

   7/20/00                 Alan G. Lee - Secretary

    Date                    (Signature)