**FORM 10-QSECURITIES AND EXCHANGE COMMISSION**WASHINGTON, D.C. 20549

**Quarterly ReportUnder Section 13 or 15(d)of the Securities Exchange Act of 1934**

 
| **For Quarter ended**      | **June  30, 2001** |
|----------------------------|--------------------|
|                       | ****               |
| **Commission file number** | **0-14269**        |
|                       | ****               |

 

**SIERRA PACIFIC PENSION INVESTORS‘84**(A Limited Partnership)

 
| **State  of California**                                        |   | **33-0043952**                           |
|-----------------------------------------------------------------|--------|------------------------------------------|
|                                                                 |   |                                          |
| (State or other  jurisdiction of incorporation or organization) |   | (I.R.S. Employer  Identification Number) |
| **5850 San Felipe, Suite 450  Houston, Texas**                  |   | **77057**                                |
| ****                                                            |   | ****                                     |
| (Address of principal  executive offices)                       |   | (Zip Code)                               |
| Registrant’s telephone number,  including area code:       |   | **(713)  706-6271**                      |
|                                                            |   |                                          |
|                                                                 |        |                                          |  |  |

Indicate by check mark whether theregistrant (1) has filed all reports required to be filed by Section 13 or15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (orfor 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 ý. Noo.

PARTI  - FINANCIAL INFORMATION

| ITEM  1. | FINANCIAL  STATEMENTS |
|----------|-----------------------|

The following financial statements aresubmitted in the next pages:

|                                                                                                                                                 |                                                                                        |
|------------------------------------------------------------------------------------------------------------------------------------------------------|---------------------------------------------------------------------------------------------|
| Consolidated Balance Sheets  – June 30, 2001 and December 31, 2000                                                                              |                                                                                        |
| Consolidated  Statements of Operations – For the Six Months Ended June 30, 2001 and  2000 and for the Three Months Ended June 30, 2001 and 2000 |                                                                                        |
| Consolidated  Statements of Changes in Partners’ Equity – For the Year Ended December  31, 2000 and for the Six Months Ended June 30, 2001 |                                                                                        |
| Consolidated  Statements of Cash Flows - For the Six Months Ended June 30, 2001 and  2000                                                            |                                                                                        |
| Notes to  Financial Statements                                                                                                                       |                                                                                        |
| ITEM 2.                                                                                                                                              | MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF  OPERATIONS |
|                                                                                                                                                      |                                                                                             |  |

(a)                      OVERVIEW

The following discussion should be readin conjunction with the Sierra Pacific Pension Investors ‘84’s (thePartnership) Consolidated Financial Statements and Notes thereto appearingelsewhere in this Form 10-Q.

The Partnership currently owns oneproperty, Sierra Valencia (the Property). In addition, the Partnership holds an 80.32% interest in Sierra MiraMesa Partners (SMMP), which is maintained on the equity method of accounting.

(b)                      RESULTSOF OPERATIONS

Rental income for the six months endedJune 30, 2001 increased by approximately $58,000, or 21%, in comparison to thecorresponding period in the prior year, primarily as a result of an increase inoccupancy at the Property.  Occupancyrose from 84% at June 30, 2000 to 100% at June 30, 2001, as one tenant expandedits lease from approximately 10,000 to 21,000 square feet.

Operating expenses increased byapproximately $54,000, or 25%, for the six months ended June 30, 2001.  This increase was in large part due tohigher maintenance and repair costs and management fees associated with theincreased occupancy of the Property. Further, data processing, accounting and auditing, and insurance costsrose during the period.  Operatingexpenses for the three months ended June 30, 2001 increased by approximately$29,000 or 34%, principally due to, among other factors, higher dataprocessing, insurance, and management fees incurred during the quarter.

Depreciation and amortization expensesfor the six months and three months ended June 30, 2001 rose by approximately$27,000, or 37%, and by approximately $17,000, or 44%, respectively, whencompared to the same periods in 2000, primarily due to increased depreciationand amortization on additional tenant improvements and lease costs associatedwith the increased occupancy of the Property.

The Partnership’s share of unconsolidatedjoint venture income decreased by approximately $24,000 for the six monthsended June 30, 2001, in comparison to the same period in the prior year.  The decrease in income generated by SMMP wasprimarily due to, among other factors, an increase in utilities associated withhigher energy costs and an increase in depreciation expense as a result ofadditional capitalized tenant improvements at the Sierra Mira Mesaproperty.  SMMP decrease in income wasin large part offset by the recovery of rents previously written-off to baddebt.  During the quarter ended June 30,2001, the Partnership’s share of unconsolidated joint venture income increasedby approximately $124,000 principally due to SMMP rent recoveries.

(c)                      LIQUIDITYAND CAPITAL

As of June 30, 2001, the Partnership isin an illiquid position.  Total cash andbilled receivables amount to approximately $38,000 compared to approximately$99,000 in current liabilities.   Cashof approximately $96,000 was used in operating activities and approximately$65,000 was paid for property additions and lease costs during the six monthsended June 20, 2001.  The Partnershiploaned approximately $191,000 to an affiliate in 2001 relating to the pendingconsolidation transaction discussed in Note 5 of the financial statements.

The Partnership anticipates cash requiredto meet debt obligations, operating expenses and costs for the construction ofnew tenant space will be funded from the operations of the Property anddistributions from SMMP.  During the sixmonths ended June 30, 2001, SMMP made distributions of $334,000 to thePartnership.

Inflation:

The Partnership does not expect inflationto be a material factor in its operations in 2001.

 

*SIERRAPACIFIC PENSION INVESTORS '84(A Limited Partnership)*

*CONSOLIDATED BALANCE SHEETS**June 30, 2001 and December 31, 2000*

|                                                                                                                                  | June  30, 2001(Unaudited)                         |       | December  31, 2000 |      |
|---------------------------------------------------------------------------------------------------------------------------------------|---------------------------------------------------|------------|--------------------|-----------|
|                                                                                                                                  |                                                   |       |                    |      |
|                                                                                                                                  |                                              |       |               |      |
| ASSETS                                                                                                                                |                                              |       |               |      |
|                                                                                                                                  |                                              |       |               |      |
| Cash and cash  equivalents                                                                                                            | $                                                 | 34,185     |               | $         | 33,647 |   |
| Receivables:                                                                                                                          |                                              |       |               |      |
|                                                                                                                                  | Note receivable, net of deferred gain of $132,471 | 1,618,300  |               | 1,618,300 |   |
|                                                                                                                                  | Unbilled rent                                     | 50,826     |               | 48,713    |   |
|                                                                                                                                  | Billed rent                                       | 3,538      |               | 69,118    |   |
|                                                                                                                                  | Interest                                          | 87,539     |               | 0         |   |
|                                                                                                                                  | Due from affiliate                                | 1,127,583  |               | 936,752   |   |
| Income-producing property - net-of accumulated  depreciation and valuation allowance  of $2,929,131 and $2,861,598, respectively | 1,178,271                                         |       | 1,208,166          |      |
| Investment in  unconsolidated joint venture                                                                                           | 6,936,910                                         |       | 7,063,438          |      |
| Other assets - net of  accumulated amortization of $223,467 and  $197,100, respectively                                     | 240,993                                           |       | 232,067            |      |
|                                                                                                                                  |                                                   |       |                    |      |
|                                                                                                                                  |                                              |       |               |      |
| Total Assets                                                                                                                          | $                                                 | 11,278,145 |               | $         | 11,210,201 |   |
|                                                                                                                                  |                                                   |       |                    |      |
|                                                                                                                                  |                                              |       |               |      |
| LIABILITIES  AND PARTNERS' EQUITY                                                                                                     |                                              |       |               |      |
|                                                                                                                                  |                                              |       |               |      |
| Accrued and other  liabilities                                                                                                        | $                                                 | 129,340    |               | $         | 248,108 |   |
| Note payable                                                                                                                          | 1,340,548                                         |       | 1,349,748          |      |
|                                                                                                                                  |                                                   |       |                    |      |
|                                                                                                                                  |                                              |       |               |      |
| Total Liabilities                                                                                                                     | 1,469,888                                         |       | 1,597,856          |      |
|                                                                                                                                  |                                                   |       |                    |      |
|                                                                                                                                  |                                              |       |               |      |
| Partners' equity  (deficit):                                                                                                          |                                              |       |               |      |
|                                                                                                                                  | General Partner                                   | (181,144   | )                  | (183,103  | ) |
|                                                                                                                                  | Limited Partners:                                 |       |               |      |   |
|                                                                                                                                  | 80,000 units authorized,                          |       |               |      |   |
|                                                                                                                                  | 77,000 issued and outstanding                     | 9,989,401  |               | 9,795,448 |   |
|                                                                                                                                  |                                              |            |               |           |   |
|                                                                                                                                  |                                              |       |               |      |   |
| Total Partners' equity                                                                                                                | 9,808,257                                         |       | 9,612,345          |      |
|                                                                                                                                  |                                                   |       |                    |      |
|                                                                                                                                  |                                              |       |               |      |
| Total Liabilities and  Partners' equity                                                                                               | $                                                 | 11,278,145 |               | $         | 11,210,201 |   |
|                                                                                                                                  |                                                   |       |                    |      |
|                                                                                                                                       |                                                   |            |                    |           |  |  |  |  |

 

*SIERRAPACIFIC PENSION INVESTORS '84(A Limited Partnership)*

*CONSOLIDATEDSTATEMENTS OF OPERATIONS****Forthe Six Months Ended June 30, 2001 and 2000****andfor the Three Months Ended June 30, 2001 and 2000*

|                                                               | Six  Months Ended  June 30,   |    | Three  Months Ended  June 30, |    |
|--------------------------------------------------------------------|-------------------------------|---------|-------------------------------|---------|
|                                                               |                               |    |                               |    |
|                                                               | 2001  (Unaudited)             |    | 2000  (Unaudited)             |    | 2001  (Unaudited) |   | 2000  (Unaudited) |   |
|                                                               |                               |    |                               |    |  |   |  |   |
| REVENUES:                                                          |                          |    |                          |    |   |   |   |   |
|                                                               | Rental income                 | $       | 330,535                       |    | $ | 272,542 |   | $ | 165,079 |   | $ | 124,057 |   |
|                                                               | Interest income               | 87,543  |                          | 79,586  |   | 43,771 |   | 39,793 |   |
|                                                               |                               |    |                               |    |  |   |  |   |
|                                                               |                          |    |                          |    |   |   |   |   |
|                                                               | Total revenues                | 418,078 |                          | 352,128 |   | 208,850 |   | 163,850 |   |
|                                                               |                               |    |                               |    |  |   |  |   |
|                                                               |                          |    |                          |    |   |   |   |   |
| EXPENSES:                                                          |                          |    |                          |    |   |   |   |   |
|                                                               | Operating expenses            | 267,689 |                          | 213,674 |   | 114,424 |   | 85,600 |   |
|                                                               | Depreciation and amortization | 101,425 |                          | 73,957  |   | 54,137 |   | 37,602 |   |
|                                                               | Interest expense              | 62,524  |                          | 64,682  |   | 31,379 |   | 32,114 |   |
|                                                               |                               |    |                               |    |  |   |  |   |
|                                                               |                          |    |                          |    |   |   |   |   |
|                                                               | Total costs and expenses      | 431,638 |                          | 352,313 |   | 199,940 |   | 155,316 |   |
|                                                               |                               |    |                               |    |  |   |  |   |
|                                                               |                          |    |                          |    |   |   |   |   |
| (LOSS)  INCOME BEFORE PARTNERSHIP'S  SHARE OF JOINT VENTURE INCOME | (13,560                       | )       | (185                          | )       | 8,910 |   | 8,534 |   |
|                                                               |                          |    |                          |    |   |   |   |   |
| PARTNERSHIP'S  SHARE OF UNCONSOLIDATED  JOINT VENTURE INCOME  | 209,472                       |    | 233,204                       |    | 229,922 |   | 105,878 |   |
|                                                               |                               |    |                               |    |  |   |  |   |
|                                                               |                          |    |                          |    |   |   |   |   |
| NET INCOME                                                         | $                             | 195,912 |                          | $       | 233,019 |   | $ | 238,832 |   | $ | 114,412 |   |
|                                                               |                               |    |                               |    |  |   |  |   |
|                                                               |                          |    |                          |    |   |   |   |   |
| Net income per limited  partnership unit                           | $                             | 2.52    |                          | $       | 3.00 |   | $ | 3.07 |   | $ | 1.48 |   |
|                                                               |                               |    |                               |    |  |   |  |   |
|                                                                    |                               |         |                               |         |  |  |  |  |  |  |  |  |  |  |

*SIERRAPACIFIC PENSION INVESTORS '84(A Limited Partnership)*

*CONSOLIDATED STATEMENTS OF CHANGES IN PARTNERS' EQUITY****Forthe Year Ended December 31, 2000 and****forthe Six Months Ended June 30, 2001*

|                                                            | Limited  Partners |   | General  Partner |   | Total  Partners'  Equity |    |
|-----------------------------------------------------------------|-------------------|--------|------------------|--------|--------------------------|---------|
|                                                            |                   |   |             |
|                                                            | Per  Unit         |   | Total            |   |                     |
|                                                            |                   |   |                  |   |                          |    |  |   |
| Proceeds from sale of partnership  units                   | $                 | 250.00 |             | $      | 19,418,250               |    |   |   | $ | 19,418,250 |   |
| Underwriting  commissions and other organization  expenses | (37.34            | )      | (2,894,014       | )      |                     |    | (2,894,014 | ) |
| Repurchase of 665  partnership units                            | (0.03             | )      | (151,621         | )      |                     |    | (151,621 | ) |
| Cumulative net (loss)  income (to December 31, 1999)       | (70.59            | )      | (5,435,550       | )      | $                        | 133,334 |   | (5,302,216 | ) |
| Cumulative  distributions (to December 31, 1999)           | (21.43            | )      | (1,650,006       | )      | (133,334                 | )       | (1,783,340 | ) |
|                                                            |                   |   |                  |   |                          |    |  |   |
|                                                            |              |   |             |   |                     |    |   |   |
| Partners' equity -  January 1, 2000                             | 120.61            |   | 9,287,059        |   | 0                        |    | 9,287,059 |   |
| Transfer among general  partner and limited partners            | 2.42              |   | 186,356          |   | (186,356                 | )       | 0 |   |
| Net income                                                      | 4.18              |   | 322,033          |   | 3,253                    |    | 325,286 |   |
|                                                            |                   |   |                  |   |                          |    |  |   |
|                                                            |              |   |             |   |                     |    |   |   |
| Partners' equity  (deficit) - December 31, 2000 (audited)       | 127.21            |   | 9,795,448        |   | (183,103                 | )       | 9,612,345 |   |
| Net income (unaudited)                                          | 2.52              |   | 193,953          |   | 1,959                    |    | 195,912 |   |
|                                                            |                   |   |                  |   |                          |    |  |   |
|                                                            |              |   |             |   |                     |    |   |   |
| Partners' equity  (deficit) - June 30, 2001 (unaudited)         | $                 | 129.73 |             | $      | 9,989,401                |    | $ | (181,144 | ) | $ | 9,808,257 |   |
|                                                            |                   |   |                  |   |                          |    |  |   |

*SIERRAPACIFIC PENSION INVESTORS '84(A Limited Partnership)*

*CONSOLIDATEDSTATEMENTS OF CASH FLOWS****Forthe Six Months Ended June 30, 2001 and 2000*

|                                                       | 2001(Unaudited)                                                            |     | 2000  (Unaudited) |     |
|------------------------------------------------------------|----------------------------------------------------------------------------|----------|-------------------|----------|
|                                                       |                                                                            |     |                   |     |
| CASH FLOWS FROM OPERATING ACTIVITIES:                      |                                                                       |     |              |     |
|                                                       | Net income                                                                 | $        | 195,912           |     | $ | 233,019 |   |
|                                                       | Adjustments to reconcile net income to cash used in  operating activities: |     |              |     |   |
|                                                       | Depreciation and amortization                                              | 101,425  |              | 73,957   |   |
|                                                       | Partnership's share of unconsolidated joint venture  income                | (209,472 |              | (233,204 |   |
|                                                       | Decrease (increase) in rent receivable                                | 63,467   |              | (28,554  | ) |
|                                                       | Increase in interest receivable                                            | (87,539  | )                 | (79,581  | ) |
|                                                       | Increase in other assets                                                   | (40,817  | )                 | (40,008  | ) |
|                                                       | (Decrease) increase in accrued and other liabilites                        | (118,768 | )                 | 4,842    |   |
|                                                       |                                                                            |     |                   |     |
|                                                       | Net cash used in operating activities                                      | (95,792  | )                 | (69,529  | ) |
|                                                       |                                                                            |     |                   |     |
| CASH FLOWS FROM INVESTING ACTIVITIES:                      |                                                                       |     |              |     |
|                                                       | Payments for property additions                                            | (37,639  | )                 | (24,012  | ) |
|                                                       |                                                                            |     |                   |     |
|                                                       | Net cash used in investing activities                                      | (37,639  | )                 | (24,012  | ) |
|                                                       |                                                                            |     |                   |     |
| CASH FLOWS FROM FINANCING ACTIVITIES:                      |                                                                       |     |              |     |
|                                                       | Principal payments on notes payable                                        | (9,200   | )                 | (40,179  | ) |
|                                                       | Capital contributions to unconsolidated joint venture                      | 0        |              | (34,000  | ) |
|                                                       | Distributions from unconsolidated joint venture                            | 334,000  |              | 283,000  |   |
|                                                       | Loan to affiliate                                                          | (190,831 | )                 | (135,727 | ) |
|                                                       |                                                                            |     |                   |     |
|                                                            | Net cash provided by financing activities                                  | 133,969  |              | 73,094   |   |
|                                                       |                                                                            |     |                   |     |
| NET INCREASE (DECREASE) IN CASH AND  CASH EQUIVALENTS | 538                                                                        |     | (20,447           | )        |
| CASH AND CASH EQUIVALENTS - Beginning of period            |                                                                       |     |              |     |
|                                                       | Beginning of period                                                        | 33,647   |              | 31,562   |   |
|                                                       |                                                                            |     |                   |     |
| CASH AND CASH EQUIVALENTS - End of period                  |                                                                       |     |              |     |
|                                                       | End of period                                                              | $        | 34,185            |     | $ | 11,115 |   |
|                                                       |                                                                            |     |                   |     |
| SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:          |                                                                       |     |              |     |
|                                                            | Cash paid during the period for real estate taxes                          | $        | 56,324            |     | $ | 56,324 |   |
|                                                       |                                                                            |     |                   |     |
|                                                            | Cash paid during the period for interest                                   | $        | 62,942            |     | $ | 65,257 |   |
|                                                       |                                                                       |          |              |          |   |
|                                                            |                                                                            |          |                   |          |  |  |  |  |

SIERRAPACIFIC PENSION INVESTORS ’84 AND SUBSIDIARY(A Limited Partnership)

NOTESTO CONSOLIDATED FINANCIAL STATEMENTS(Unaudited)

----

1.          BASISOF FINANCIAL STATEMENTS

In the opinion of Sierra Pacific PensionInvestors ‘84’s (the Partnership) management, these unaudited condensedconsolidated financial statements reflect all adjustments which are necessaryfor a fair presentation of its financial position at June 30, 2001 and resultsof operations and cash flows for the periods presented.  All adjustments included in these financialstatements are of a normal and recurring nature.  The financial statements include the accounts of Sierra Valencia,LLC, a wholly-owned subsidiary.  Allsignificant intercompany balances are eliminated in consolidation.  The Partnership consolidates all entities inwhich it has a controlling equity interest.  These financial statements should be read in conjunction with the financialstatements and notes thereto contained in the Annual Report of the Partnershipfor the year ended December 31, 2000.

Certain reclassifications have been madeto the June 30, 2000 Consolidated Statement of Cash Flows to conform to theJune 30, 2001 presentation.

2.          RELATEDPARTY TRANSACTIONS

Included in the financial statements forthe six months ended June 30, 2001 and 2000 are affiliate transactions asfollows:

|                | June  30 |
|---------------------|----------|
|                |          |
|                | 2001     |   | 2000 |
|                |          |   |  |
| Management fees     | $        | 13,097 |   | $ | 7,882 |
| Administrative fees | 40,052   |   | 37,881 |
| Leasing fees        | 27,027   |   | 0 |
| Construction fees   | 11,508   |   | 0 |
|                     |          |  |  |  |  |

On April 16, 2001, the combined financialstatements of the parent of the general partner and other affiliates, includingthe general partner, (the Company) were issued.  The independent public accountants report on such statementscontained an explanatory paragraph relating to the ability of the Company tocontinue as a going concern.  TheCompany experienced losses in the periods presented and has a net capitaldeficiency.  Certain entities in thecombined financial statements have not made debt payments when due and variouslenders placed $10,520,000 of debt in default. Certain entities also needed to pay or refinance a significant amount ofdebt coming due in the next twelve months. These factors raise substantial doubt about the ability of the combinedentities to continue as a going concern.

 

Management of the Company has plansrelated to these matters, which include, in addition to those items discussedabove, obtaining additional loans from shareholders, obtaining extensions fromlenders or refinancing all debts through the completion of the transactiondiscussed in Note 5.  In addition, ifnecessary, management believes it could sell properties to generate cash to paydebt.  The Partnership does not believethat the effect of the ultimate outcome of the circumstances surrounding theCompany will have a material adverse effect on its results of operations orfinancial position.

3.          INVESTMENTIN UNCONSOLIDATED JOINT VENTURE

Sierra Mira Mesa Partners (SMMP) wasformed in 1985 between the Partnership and Sierra Pacific Development Fund II(SPDFII), an affiliate, to develop and operate the real property known asSierra Mira Mesa, an office building, located in San Diego, California.  The Partnership’s initial ownership interestin SMMP was 49%; the remaining 51% was owned by SPDFII.  Effective December 31, 1996, the generalpartners amended the partnership agreement to allow for adjustments in thesharing ratio each year based upon the relative net contributions and distributionssince inception of each general partner. At June 30, 2001 the Partnership’s interest in SMMP was 80.32%; theremaining 19.68% interest is owned by SPDFII.

 

The consolidated financial statements ofSMMP include the accounts of SMMP and Sorrento I Partners, a majority ownedCalifornia general partnership. Summarized income statement information for SMMP for the six monthsended June 30, 2001 and 2000 is as follows:

|                                          | June  30  |
|-----------------------------------------------|-----------|
|                                          |           |
|                                          | 2001      |   | 2000 |
|                                          |           |   |  |
| Rental income                                 | $         | 1,136,216 |   | $ | 1,096,679 |
| Total revenues                                | 1,273,279 |   | 1,220,016 |
| Operating expenses                            | 488,642   |   | 446,008 |
| Share of  unconsolidated joint venture income | 25,410    |   | 81,931 |
| Net income                                    | 203,757   |   | 326,619 |
|                                               |           |  |  |  |  |

As of June 30, 2001, SMMP holds a 51.51%interest in Sorrento II Partners (SIIP), a California general partnership withSierra Pacific Institutional Properties V formed in 1993, a 0% interest inSierra Creekside Partners (SCP), a California general partnership with SierraPacific Development Fund formed in 1994, and a 33.55% interest in Sierra VistaPartners (SVP), a California general partnership with Sierra PacificDevelopment Fund III formed in 1994.

Summarized income statement informationfor these Partnerships, which are accounted for by SMMP under the equitymethod, for the six months ended June 30, 2001 and 2000 is as follows:

|               | SCP      |    | SVP      |   | SIIP     |   |
|--------------------|----------|---------|----------|--------|----------|--------|
|               |          |    |          |   |          |   |
|               | June  30 |    | June  30 |   | June  30 |   |
|               |          |    |          |   |          |   |
|               | 2001     |    | 2000     |   | 2001     |   | 2000 |   | 2001 |   | 2000 |   |
|               |          |    |          |   |          |   |  |   |  |   |  |   |
| Rental income      | $        | 602,808 |     | $      | 489,777  |   | $ | 0 |   | $ | 0 |   | $ | 632,968 |   | $ | 699,130 |   |
| Total revenues     | 602,808  |    | 489,777  |   | 0        |   | 0 |   | 632,968 |   | 710,335 |   |
| Operating expenses | 356,843  |    | 268,936  |   | 21,765   |   | 13,735 |   | 281,341 |   | 236,241 |   |
| Extraordinary loss | 0        |    | 46,020   |   | 0        |   | 0 |   | 0 |   | 0 |   |
| Net (loss) income  | (74,323  | )       | (149,586 | )      | (21,765  | )      | (13,735 | ) | 172,988 |   | 214,281 |   |
|                    |          |         |          |        |          |        |  |  |  |  |  |  |  |  |  |  |  |  |

 

4.          PARTNERS’EQUITY

Equity and net income (loss) per limitedpartnership unit is determined by dividing the limited partners’ share of thePartnership’s equity and net income by the number of limited partnership unitsoutstanding, 77,000.

During 2000, an amount was transferredbetween the partners’ equity accounts such that 99% of cumulative operatingincome, gains, losses, deductions and credits of the Partnership is allocatedamong the limited partners and 1% was allocated to the general partner.  Management does not believe that the effectof this transfer was significant.

5.          PENDINGTRANSACTION

CGS Real Estate Company, Inc. (CGS), andaffiliate of the corporate general partner of the Partnership, is continuingthe development of a plan which will combine the Partnership’s property withthe properties of other real estate partnerships managed by CGS and itsaffiliates.  These limited partnershipsown office properties, industrial properties, shopping centers and residentialapartment properties.  It is expectedthat the acquiror, American Spectrum Realty, Inc. (ASR), would qualify in thefuture as a real estate investment trust. Limited partners would receive shares of common stock in ASR, whichwould be listed on a national securities exchange.

The Partnership’s participation in thisplan will require the consent of its limited partners.  ASR filed a registration statement on FormS-4 August 14, 2000 relating to the solicitation of consents with the SEC.  The registration statement was amendedFebruary 14, 2001, April 24, 2001, June 26, 2001, and August 7, 2001 and wasdeclared effective by the SEC on August 8, 2001.  The plan and the benefits and risks thereof were described indetail in the final prospectus/consent solicitation statement included in theregistration statement filed under the Securities Act of 1933 at the time itwas declared effective by the SEC. Solicitation materials will be provided tolimited partners in connection with the solicitation of the consent of thelimited partners.  There can be noassurances that the plan described above will be consummated.

As of June 30, 2001, the Partnership haspaid a total of $1,127,583 in expenses relating to the pendingtransaction.  These costs primarilyrelate to professional fees and are recorded as an affiliate receivable on thebalance sheet.  When the transaction isfinalized, the Partnership will be compensated with additional stock.  If the transaction is terminated, thePartnership will be reimbursed by CGS for all costs incurred.

 

6.          RECENTACCOUNTING PRONOUNCEMENTS

In June 1998, the Financial AccountingStandards Board issued SFAS No. 133, “Accounting for Derivative Instruments andHedging Activities”. SFAS No. 133 requires a company to recognize allderivative instruments (including certain derivative instruments embedded inother contracts) as assets or liabilities in its balance sheet and measure themat fair value.  The statement requiresthat changes in the derivative’s fair value be recognized currently in earningsunless specific hedge accounting criteria are met.  SFAS No. 133, as amended, is effective for fiscal years beginningafter June 15, 2000. The Partnership adopted the accounting provisions of SFASNo. 133 in 2001.  The implementation ofSFAS No. 133 did not have a significant effect on the Partnership’s financialconditions or results of operations.

In December 1999, the SEC issued StaffAccounting Bulletin No. 101 (SAB 101), Revenue Recognition in FinancialStatements, which summarizes certain of the SEC staff’s views on applyinggenerally accepted accounting principles to revenue recognition in financialstatements.  The Partnership adopted theaccounting provisions of SAB 101 in 2000. The implementation of SAB 101 did not have a significant effect on thePartnership’s financial condition or results of operations.

 

PARTII  - OTHER INFORMATION

ITEM 6.            EXHIBITSAND REPORTS ON FORM 8-K

(a)                      Exhibits

                           None

(b)                      Reportson Form 8-K

             None

SIGNATURES

Pursuant to the requirements of theSecurities Exchange Act of 1934, the registrant has duly caused this report besigned on its behalf by the undersigned thereunto duly authorized.

|   |             |   | SIERRA  PACIFIC PENSION INVESTORS ‘84  a Limited Partnership  S-P PROPERTIES, INC.  General Partner |
|--------|------------------|--------|----------------------------------------------------------------------------------------------------------|
|   |             |   |                                                                                                          |
| Date:  | August  13, 2001 |   | */s/  Thomas N. Thurber*                                                                                 |
|   |                  |   | **                                                                                                       |
|   |             |   | Thomas  N. Thurber  President and Director                                                               |
|        |             |   |                                                                                                     |
| Date:  | August  13, 2001 |   | */s/  G. Anthony Eppolito*                                                                               |
|   |                  |   | **                                                                                                       |
|   |             |   | G.  Anthony Eppolito  Chief Accountant                                                                   |