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SECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549

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FORM 10-K

|ý | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|- | ------------------------------------------------------------------------------------

For the fiscal year ended December 31, 2001

OR

|o | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|- | ----------------------------------------------------------------------------------------

For the transition period from  to

Commission file number 33-18756

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ASSISTED HOUSING FUND L.P. I(Exact name of registrant as specified in its charter)

|Washington                                 |  | 91-1391150                      
|------------------------------------------ |  | --------------------------------
|(State of organization)                    |  | IRS Employer Identification No.)
|1301 Fifth Avenue, Suite 1330, Seattle, WA |  | 98101                           
|(Address of principal executive offices)   |  | (Zip code)                      

Registrant's
telephone number, including area code:(206) 461-4782

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Securities registered pursuant to Section 12(b) of the Act:None

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

Units of Limited Partnership Interest(Title of class)

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Indicate
by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the
preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past
90 days. Yes ý    No o

The
Exhibit Index appears at page 11. There are 27 pages.

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PART I

Item 1. Business

Assisted
Housing Fund L.P. I (the Partnership) is a limited partnership formed on November 2, 1987 and organized under the laws of the State of Washington.

The
Partnership raised $3,511,000 from the sale of 703 units of limited partnership through a public offering completed on April 14, 1989. The Partnership has invested as a limited partner in
eleven limited partnerships (Property Partnerships) which developed, own, and operate residential apartment complexes located in small towns across the country. Each apartment complex benefits from
several forms of federal assistance programs and qualifies for low-income housing credits (Tax Credits) pursuant to the Internal Revenue Code by the Tax Reform Act of 1986. There are 337
partners in the Partnership.

The
Partnership's general partner is Murphey Favre Properties, Inc., (MFP), a wholly-owned subsidiary of WM Financial, Inc. which is a wholly-owned subsidiary of Washington Mutual Bank
(WMB), a wholly-owned subsidiary of Washington Mutual, Inc.

Table
A on page 4 lists the Property Partnerships in which the Partnership has invested. Item 7 of this Report contains other significant information with respect to such Property Partnerships.

Each
Property Partnership has, as its general partner (developer), one or more individuals or an entity not affiliated with the Partnership or MFP. In accordance with the Partnership Agreements under
which

2

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such entities are organized, the Partnership depends on the developers for the management of each Property Partnership. As of December 31, 2001, the Property Partnerships and their developers
were:

|PROPERTY PARTNERSHIP |  | DEVELOPER GENERAL PARTNER                                                                
|-------------------- |  | -----------------------------------------------------------------------------------------
|1.                   |  | Fairview Apartments Company Limited Partnership (Fairview)                               
|2.                   |  | Ionia Limited Dividend Housing Association Limited Partnership (Ionia)                   
|3.                   |  | Logan Apartments Company Limited Partnership (Logan)                                     
|4.                   |  | Rolling Brook II Limited Dividend Housing Association Limited Partnership (Rolling Brook)
|5.                   |  | Wexford Manor Limited Dividend Housing Association Limited Partnership (Wexford)         
|6.                   |  | Blue Heron Apartment Associates Limited Partnership (Blue Heron)                         
|7.                   |  | Glenwood Apartment Associates Limited Partnership (Glenwood)                             
|8.                   |  | Pacific Place Apartment Associates Limited Partnership (Pacific Place)                   
|9.                   |  | Cove Limited Dividend Housing Association Limited Partnership (Cove)                     
|10.                  |  | Washington Street Limited Dividend Housing Association Limited Partnership (Washington)  
|11.                  |  | Fayette Hills Limited Partnership (Fayette)                                              

A
wholly-owned subsidiary of MFP, Murphey Favre Housing Managers (MFHM), is a special limited partner in each Property Partnership and has certain approval rights over the actions by the developers of
the Property Partnerships.

3

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Table A        INVESTMENT PROPERTIES        PARTNERSHIP DATA

|Property
Partnerships |  | Location              |  | Date Interest
Acquired |  | Number of
Apt. Units
|--------------------- |  | --------------------- |  | ---------------------- |  | --------------------
|Fairview              |  | Plymouth, WI          |  | December 1, 1989       |  | 40                  
|Ionia                 |  | Ionia, MI             |  | December 1, 1989       |  | 24                  
|Logan                 |  | Logan, OH             |  | December 1, 1989       |  | 32                  
|Rolling Brook         |  | Algonac, MI           |  | December 1, 1989       |  | 24                  
|Wexford               |  | Onsted, MI            |  | December 1, 1989       |  | 24                  
|Blue Heron            |  | Bainbridge Island, WA |  | March 20, 1989         |  | 40                  
|Glenwood              |  | Lake Stevens, WA      |  | June 1, 1988           |  | 46                  
|Pacific Place         |  | South Bend, WA        |  | October 4, 1988        |  | 24                  
|Cove                  |  | Big Rapids, MI        |  | July 12, 1989          |  | 48                  
|Washington            |  | Perry, MI             |  | July 12, 1989          |  | 24                  
|Fayette               |  | Fayetteville, WV      |  | December 1, 1989       |  | 68                  
|                      |  |                       |  |                        |  |                     
|                      |  |                       |  |                        |  | 394                 

Item 2. Properties

Rental
property consists of apartment projects renting to low- and moderate-income tenants.

As
of December 31, 2001, the Property Partnerships had placed rental properties into operation in the following locations:

Location

Date Placed
In ServicePlymouth, WI

June 13, 1990Ionia, MI

August 8, 1990Logan, OH

January 11, 1991Algonac, MI

March 8, 1990Onsted, MI

February 21, 1990Bainbridge Island, WA

May 1, 1990Lake Stevens, WA

April 1, 1989South Bend, WA

May 1, 1989Big Rapids, MI

March 1, 1990Perry, MI

January 1, 1990Fayetteville, WV

December 1, 1989


Item 3. Legal Proceedings

None

Item 4. Submission of Matters to a Vote of Security Holders.

None

4

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PART II

Item 5. Market for the Registrant's Securities and Related Security Holder Matters

The
Registrant's securities consist of 703 units of Limited Partnership Interest, valued at $5,000 per unit, for which there is no market. Units may only be sold, assigned, exchanged or otherwise
transferred upon compliance with the terms of the Limited Partnership Agreement.

As
of the date of filing of this report, the Partnership has 337 limited partners and one general partner.

The
Partnership has not made any distributions in 1999, 2000 and 2001 and does not anticipate making any significant distributions in the future.

Item 6. Selected Financial Datafor more detailed Financial Statements seeExhibit 13, pages 14-23

|                                           |  | Year Ended
12/31/01 |            | Year Ended
12/31/00 |   | Year Ended
12/31/99 |   | Year Ended
12/31/98 |            | Year Ended
12/31/97 |  
|------------------------------------------ |  | ------------------- | ---------- | ------------------- | - | ------------------- | - | ------------------- | ---------- | ------------------- | -
|Rental Revenue                             |  | $                   | 1,608,923  |                     | $ | 1,586,293           |   | $                   | 1,540,441  |                     | $
|Interest Revenue                           |  |                     | 17,860     |                     |   | 25,085              |   |                     | 24,068     |                     |  
|Income (Loss)                              |  |                     | (518,516   | )                   |   | (457,473            | ) |                     | (513,222   | )                   |  
|Income (Loss) Per Limited Partnership Unit |  |                     | (738       | )                   |   | (651                | ) |                     | (730       | )                   |  
|Total Assets                               |  |                     | 10,410,686 |                     |   | 10,933,585          |   |                     | 11,431,980 |                     |  
|Mortgage Notes Payable                     |  | $                   | 12,296,564 |                     | $ | 12,287,154          |   | $                   | 12,319,268 |                     | $

Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations

During
the year, the properties' management focused on the continued operation of the eleven housing properties. At December 31, 2001, four properties were 100% occupied, three were in the 90%
to 99% occupancy range, and four were in the 80% to 89% range. At year-end 2001, five properties experienced occupancy levels below that at year-end 2000. However, at
December 31, 2000, two properties had occupancy levels of 73% and 75% (both of these properties had significantly improved levels of occupancy at the close of 2001). At year-end
2001 the lowest occupancy level was 82%.

Achieving
positive cash flow continued to be a problem for some of the properties. Overall cash flows went from a positive $12,163 in 2000 to a negative ($27,895) in 2001. For 2001, seven of the
properties recorded cash flow deficits versus five properties in 2000. Cove, Ionia, Rolling Brook II and Wexford Manor achieved positive cash flows in both 2001 and 2000.

Cove,
located in Michigan, and Fayette, located in West Virginia, had delinquent real estate taxes due at year-end 2001. On February 14, 2002 Cove paid its delinquent real estate
taxes.

During
2000, RHS advanced funds to Washington Street, located in Michigan, to pay delinquent real estate taxes of $42,917. The advance was added to the mortgage note and reamortized in 2001. RHS has
provided additional rental assistance to the project, which should improve occupancy and support the increased rents necessary to make the increased mortgage payments.

The
Developer General Partner (DGP) of Logan, located in Ohio, did not comply with RHS regulations regarding the handling of project cash during 2001 and 2000. These instances of
non-compliance were reported to the appropriate authorities during 2001. During 2001 and 2000, the DGP made multiple unauthorized withdrawals of project cash totaling $9,000 and $15,079,
respectively. Further, it was discovered that project bank accounts, totaling $55,517, have been pledged in violation of RHS regulations. As a result of the DGP's actions, RHS issued a Letter of
Acceleration on August 29, 2001. RHS suspended further proceedings on October 11, 2001, based on agreements reached with the other general partners and the management agent. MFP and the
other general partners of Logan are in the process of removing and replacing the DGP.

5

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The
DGP of Logan Apartment Associates declared Chapter 7 bankruptcy subsequent to December 31, 2001.

The
properties are located in rural towns with populations of 20,000 or less. Five properties are located in Michigan, three in Washington, and one each in Ohio, West Virginia and Wisconsin. The
properties range in size from 24 to 68 units for a total portfolio of 394 units.

Results of Operations

On
a consolidated basis, net income (loss) for 2001, 2000 and 1999 totaled ($518,516), ($457,473) and ($513,222), respectively. Net income before depreciation for 2001, 2000 and 1999 was $70,923,
$147,091 and $122,277 with depreciation expense of $589,439, $604,564 and $635,499 in each of the same respective years.

Revenue
totaled $1,696,592, $1,676,034 and $1,620,305 in 2001, 2000, and 1999, respectively.

The
Partnership paid $27,152, $23,500 and $23,000, in accounting expenses for the Partnership for 2001, 2000 and 1999, respectively.

Interest
revenue for 2001 decreased 28.1% from 2000, increased 4.2% from 1999 to 2000 and decreased 3.1% from 1998 to 1999.

Liquidity and Capital Resources

The
Partnership completed its public offering of units of limited partnership on April 14, 1989, with proceeds totaling $3,511,000 from 339 limited partners. As of December 31, 2001, the
Partnership had invested $2,542,000 of offering proceeds in eleven Property Partnerships.

Offering
proceeds equal to $175,750 were reserved by the Partnership to fund its operating expenses. As of December 31, 2001, the cash reserves of the Partnership totaled $25,493. It is
expected that the Partnership will draw on the reserves in future years to fund accounting and other operating expenses of the Partnership. Nominal cash distributions from the Property Partnerships
will supplement the cash reserves. In 2001, the Partnership received $9,797 in distributions from the Property Partnerships. The
expectation is that all cash distributions received from the Property Partnerships will be used to defray the operating expenses of the Partnership and thus it is not likely any distribution will be
made to the limited partners.

The
Partnership is not required to fund additional amounts to the Property Partnerships based on each Property Partnership agreement. Additionally, each Property Partnership is operated as an
individual project, and without any contractual arrangements of any kind between the Property Partnerships. In 2001, ten properties generated positive operating cash flow and one property generated
deficit operating cash flow. In 2000, nine properties generated positive operating cash flow and two properties generated deficit operating cash flow. The deficits were funded from rental operating
cash and from authorized withdrawals from the reserve accounts.

As
of December 31, 2001, one developer general partner had advanced $14,209 to a Property Partnership under the deficit funding agreement in place during the guarantee period. The guarantee
periods ended in 1991 and 1992. The developer general partners are no longer obligated to fund operating deficits.

The
Property Partnerships financed construction with a combination of bank financing and funds from the Partnership. The permanent loans for the properties were provided by the Farmers Home
Administration, now known as Rural Housing Service (RHS), under Section 515 of the National Housing Act of 1949, as amended. RHS provides an interest credit to the Property Partnerships which
reduces the interest rates stated in the mortgage notes to an effective 1 percent rate over the lives of the mortgages. All property loans are current.

6

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Capital
expenditures on the properties are expected to increase over the initial years' capital expenses due to the natural aging process of the newly constructed (10 properties) or newly
rehabilitated (1 property) projects at the time of the formation of the Partnership. As part of RHS loan requirements, a reserve account is funded at an annual rate of 1% of the original property loan
balance until the balance equals 10% of the original loan balance. Additions to reserve accounts are funded from property operations and are established for future capital expenditures.

Included
in cash on the consolidated balance sheets were $25,493 and $13,148 held as deposits by the Partnership in WMB accounts as of December 31, 2001 and 2000, respectively. As discussed in
Part I, Item 1, WMB is affiliated with MFP.

There
are no additional acquisitions nor any dispositions planned.

Regulatory Restrictions

Because
the properties are operated under RHS loans and benefit from the federal low-income housing tax credit program, the properties are restricted as to their use and must comply with
the requirements of the respective federal programs.

The
tenants of all the properties must be tax credit and RHS eligible tenants. It is management's goal to have all units, except for managers' units, occupied by tax credit eligible tenants. In order
to meet established income requirements, tenants must not earn more than 60% of the median income for the areas in which the properties are located. Seven of the eleven properties are further
restricted to renting apartment units only to senior citizens.

Additionally,
the properties cannot be sold without prior approval of the RHS, cannot make more than an 8% cash distribution annually to its owner (as described in Note 6 to the Partnership's
financial statements), and must remain under the low-income housing tax credit program for 15 years to avoid any recapture of the low-income housing tax credits.
Furthermore, pursuant to RHS loan agreements, RHS may refuse prepayment of the loans and require the properties be used for the purpose of providing housing to eligible tenants for a minimum period of
20 years.

Inflation

Operating
expenses and rental revenues of each property are subject to inflationary factors. Low rates of inflation could result in rental revenues remaining constant or increasing at slower rates
than in periods of high inflation. High rates of inflation raise the operating expenses of the properties, and to the extent the increased operating expenses are not passed on to the tenants by rental
increases, the properties' operation could be adversely affected.

Tax Credit

As
of December 31, 2001, 2000 and 1999, tax credits equal to .22%, 5.86% and 13.26%, respectively, of the limited partners' capital contributions have been generated.

Item 8. Financial Statements and Supplementary Data

The
financial statements of Assisted Housing Fund L.P. I as of December 31, 2001, 2000 and 1999, together with the independent auditors' reports thereon, are filed herewith in Part IV,
Item 14 of this Form 10-K.

Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

None.

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PART III

Item 10. Directors and Executive Officers of the Registrant

Murphey
Favre Properties, Inc. (MFP) is the managing general partner of the Partnership. The Registrant has no employees.

Item 11. Executive Compensation

|Name of Individual
or Number of
Persons in Group |  | Capacities
in Which
Served |  | Cash Compensation |  | 
|------------------------------------------------ |  | -------------------------- |  | ----------------- |  | 
|
|None                                             |  |                            |  |                   |  | 

Item 12. Security Ownership of Certain Beneficial Owners and Management

|Title of Class             |  | Name and Address of Beneficial Owner                                          |  | Amount and Nature of Beneficial Owner |   | Percent of Class
|-------------------------- |  | ----------------------------------------------------------------------------- |  | ------------------------------------- | - | ----------------
|General Partner's Interest |  | Murphey Favre Properties, Inc.
Suite 1330
1301 Fifth Avenue
Seattle, WA 98101 |  | (1                                    | ) | 100%            

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Item 13. Certain Relationships and Related Transactions

The
Property Partnerships have entered into certain agreements with the developer or its affiliates under which the developer or its affiliates receive compensation, perform services, or make loans.
Note 2 of the Notes to Financial Statements, which are filed in Part IV, Item 14 of this Form 10-K, provides additional information pertaining to the individual
Property Partnerships.

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PART IV

Item 14. Exhibits, Financial Statements, Schedules, and Reports on Form 8-K

|(a) |  | 1. The following financial statements of Assisted Housing Fund L.P. I and subsidiaries are incorporated by reference in Part II and are attached as pages 14 to 23 of Exhibit 13.                                                                                       
|--- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |  | Independent Auditor's Report                                                                                                                                                                                                                                            
|    |  | Balance Sheets as of December 31, 2001 and 2000                                                                                                                                                                                                                         
|    |  | Statements of Operations for each of the years ended December 31, 2001, 2000 and 1999                                                                                                                                                                                   
|    |  | Statements of Partners' Equity (Deficit) for each of the years ended December 31, 2001, 2000 and 1999                                                                                                                                                                   
|    |  | Statements of Cash Flows for each of the years ended December 31, 2001, 2000 and 1999                                                                                                                                                                                   
|    |  | Notes to Financial Statements for each of the years ended December 31, 2001, 2000 and 1999                                                                                                                                                                              
|    |  | 2. Financial statement schedules                                                                                                                                                                                                                                        
|    |  | Independent Auditor's Report on Schedules                                                                                                                                                                                                                               
|    |  | Schedule IIIReal Estate and Accumulated                                                                                                                                                                                                                                
|    |  | Depreciation                                                                                                                                                                                                                                                            
|    |  | All other schedules for which provision is made in the applicable accounting regulations of the Securities and Exchange Commission are omitted because either they are not applicable or the required information is shown in the financial statements or
notes thereto.
|    |  | 3. Exhibits: All exhibits to this report are listed in the Schedule Index at page 11.                                                                                                                                                                                   
|(b) |  | No reports on Form 8K were filed during 2001.                                                                                                                                                                                                                           

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SIGNATURES

Pursuant
to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

|                                                                                                                                                                                                                  |  |                                                               |  | ASSISTED HOUSING FUND L.P. IRegistrant
|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  | ------------------------------------------------------------- |  | --------------------------------------
|By:                                                                                                                                                                                                               |  | Murphey Favre Properties, Inc.
Its Managing General Partner   |  |                                       
|By:                                                                                                                                                                                                               |  |                                                               |  | Date:                                 
|                                                                                                                                                                                                                  |  | Dottie J. Jensen Its President                                |  |                                       
|Pursuant to the requirements of the Securities and 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 dates indicated:
|By:                                                                                                                                                                                                               |  | Murphey Favre Properties, Inc.                                |  |                                       
|By:                                                                                                                                                                                                               |  |                                                               |  | Date:                                 
|                                                                                                                                                                                                                  |  | Richard M. Levy
Its Director, Principal Financial Officer     |  |                                       
|By:                                                                                                                                                                                                               |  |                                                               |  | Date:                                 
|                                                                                                                                                                                                                  |  | Brett J. Atkinson
Its Treasurer, Principal Accounting Officer |  |                                       
|By:                                                                                                                                                                                                               |  |                                                               |  | Date:                                 
|                                                                                                                                                                                                                  |  | Catharine E. Killien
Its Director                             |  |                                       
|By:                                                                                                                                                                                                               |  |                                                               |  | Date:                                 
|                                                                                                                                                                                                                  |  | David G. Murphy
Its Director                                  |  |                                       

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|Exhibit No. |  |                                                           |  | Incorporated by Reference From
|----------- |  | --------------------------------------------------------- |  | ------------------------------
|3           |  | Certificate of Limited Partnership Registration Statement |  | Exhibit C to Form S-11        
|            |  | No. 91-1391150                                            |  |                               
|13          |  | Annual Report to Security Holders                         |  | Attached hereto               

11

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ASSISTED HOUSING FUND L.P. I  AND SUBSIDIARIES        CONSOLIDATED FINANCIAL STATEMENTS  AND  INDEPENDENT AUDITOR'S REPORT        FOR THE YEARS ENDED DECEMBER 31,  2001, 2000, AND 1999

12

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CONTENTS

|                             |                                                       | PAGE
|---------------------------- | ----------------------------------------------------- | ----
|INDEPENDENT AUDITOR'S REPORT |                                                       | 14  
|FINANCIAL STATEMENTS:        |                                                       |     
|                             | Consolidated Balance Sheets                           |     
|                             | Consolidated Statements of Operations                 |     
|                             | Consolidated Statements of Partners' Equity (Deficit) |     
|                             | Consolidated Statements of Cash Flows                 |     
|                             | Notes to Financial Statements                         |     

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INDEPENDENT AUDITOR'S REPORT

Partners
Assisted Housing Fund L.P. I
Seattle, Washington

We
have audited the accompanying consolidated balance sheets of Assisted Housing Fund L.P. I and its subsidiaries, as of December 31, 2001 and 2000, and the related consolidated statements of
operations, partners' equity (deficit) and cash flows for the years ended December 31, 2001, 2000 and 1999. These financial statements are the responsibility of the Partnership's management.
Our responsibility is to express an opinion on these financial statements based on our audits.

We
conducted our audits in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform an 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 consolidated financial statements referred to above present fairly, in all material respects, the financial position of Assisted Housing Fund L.P. I and its subsidiaries, as of
December 31, 2001 and 2000, and the results of their operations and cash flows for the years ended December 31, 2001, 2000 and 1999, in conformity with accounting principles generally
accepted in the United States of America.

Blume
Loveridge & Co., PLLC
Bellevue, Washington
March 19, 2002

14

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ASSISTED HOUSING FUND L.P. I AND SUBSIDIARIES        CONSOLIDATED BALANCE SHEETS

|                                            |                                | December 31, |           
|------------------------------------------- | ------------------------------ | ------------ | ----------
|
|ASSETS                                      |                               
|Rental property and equipment, at cost:     |                                |              |           
|                                            | Buildings and equipment        |              | $         
|                                            | Accumulated depreciation       |              |           
|                                            |                                |              |           
|                                            |                                |              | 8,599,417 
|                                            | Land                           |              |           
|                                            |                                |              |           
|                                            |                                |              | 9,322,528 
|Cash:                                       |                                |              |           
|                                            | Rental operation               |              |           
|                                            | Partnership                    |              |           
|                                            |                                |              |           
|                                            |                                |              | 199,668   
|Restricted deposits:                        |                                |              |           
|                                            | Tenant trustsecurity deposits |              |           
|                                            | Reserve accounts               |              |           
|                                            |                                |              |           
|                                            |                                |              | 812,317   
|Other assets:                               |                                |              |           
|                                            | Accounts receivable            |              |           
|                                            | Accounts receivableDGP's      |              |           
|                                            | Prepaid expenses               |              |           
|                                            |                                |              |           
|                                            |                                |              | 76,173    
|                                            |                                |              |           
|                                            |                                | $            | 10,410,686
|                                            |                                |              |           
|LIABILITIES AND PARTNERS' EQUITY (DEFICIT)  |                               
|Liabilities:                                |                                |              |           
|                                            | Mortgage notes payable         |              | $         
|                                            | Accounts payable               |              |           
|                                            | Due to affiliates              |              |           
|                                            | Accrued liabilities            |              |           
|                                            | Security deposits payable      |              |           
|                                            |                                |              |           
|                                            |                                |              | 13,501,039
|Minority interests in property partnerships |                                |              | 415,138   
|Contingency                                 |                                |              |           
|Partners' equity (deficit):                 |                                |              |           
|                                            | Limited partners               |              |           
|                                            | General partner                |              |           
|                                            |                                |              |           
|                                            |                                |              | (3,505,491
|                                            |                                |              |           
|                                            |                                | $            | 10,410,686
|                                            |                                |              |           

See
accompanying notes to financial statements.

15

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ASSISTED HOUSING FUND L.P. I AND SUBSIDIARIES        CONSOLIDATED STATEMENTS OF OPERATIONS

|                           |                                     | Years Ended December 31,                                   |          
|-------------------------- | ----------------------------------- | ---------------------------------------------------------- | ---------
|
|Revenue:                   |                                     |                                                            |          
|                           | Rent                                |                                                            | $        
|                           | Miscellaneous                       |                                                            |          
|                           |                                     |                                                            |          
|                           |                                     |                                                            | 1,696,592
|Expenses:                  |                                     |                                                            |          
|                           | Operating and maintenance           |                                                            |          
|                           | Utilities                           |                                                            |          
|                           | General and administrative          |                                                            |          
|                           | Taxes and insurance                 |                                                            |          
|                           | Interest                            |                                                            |          
|                           | Depreciation                        |                                                            |          
|                           |                                     |                                                            |          
|                           |                                     |                                                            | 2,204,887
|                           |                                     |                                                            |          
|                           |                                     | Income (loss) from operations                              |          
|Other revenues (expenses): |                                     |                                                            |          
|                           | Interest earned on partnership cash |                                                            |          
|                           | Minority interest in operations     |                                                            |          
|                           | Accounting and auditing             |                                                            |          
|                           | General and administrative          |                                                            |          
|                           | Incentive management fees           |                                                            |          
|                           |                                     |                                                            |          
|                           |                                     |                                                            | (10,221  
|                           |                                     |                                                            |          
|                           |                                     | Net income (loss)                                          |          
|                           |                                     |                                                            |          
|                           |                                     | Net income (loss) per unit of limited partnership interest |          
|                           |                                     |                                                            |          

See
accompanying notes to financial statements.

16

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ASSISTED HOUSING FUND L.P. I AND SUBSIDIARIES        CONSOLIDATED STATEMENTS OF PARTNERS' EQUITY (DEFICIT)        Years Ended December 31, 2001, 2000 and 1999

|                           |  | Limited
Partners |            | General
Partner |   | Total   |  
|-------------------------- |  | ---------------- | ---------- | --------------- | - | ------- | -
|Profit/loss percentage     |  |                  | 99.0       | %               |   | 1.0     | %
|                           |  |                  |            |                 |   |         |  
|BalanceJanuary 1, 1999    |  | $                | (1,964,910 | )               | $ | (51,370 | )
|Net income (loss) for 1999 |  |                  | (508,090   | )               |   | (5,132  | )
|                           |  |                  |            |                 |   |         |  
|BalanceDecember 31, 1999  |  |                  | (2,473,000 | )               |   | (56,502 | )
|Net income (loss) for 2000 |  |                  | (452,898   | )               |   | (4,575  | )
|                           |  |                  |            |                 |   |         |  
|BalanceDecember 31, 2000  |  |                  | (2,925,898 | )               |   | (61,077 | )
|Net income (loss) for 2001 |  |                  | (513,331   | )               |   | (5,185  | )
|                           |  |                  |            |                 |   |         |  
|BalanceDecember 31, 2001  |  | $                | (3,439,229 | )               | $ | (66,262 | )
|                           |  |                  |            |                 |   |         |  

See
accompanying notes to financial statements.

17

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ASSISTED HOUSING FUND L.P. I AND SUBSIDIARIES        CONSOLIDATED STATEMENTS OF CASH FLOWS        Increase (Decrease) in Cash

|                                                  |                                                                                          | Years Ended December 31, |  
|------------------------------------------------- | ---------------------------------------------------------------------------------------- | ------------------------ | -
|
|Cash flows from operating activities:             |                                                                                          |                          |  
|                                                  | Net income (loss)                                                                        |                          | $
|                                                  | Adjustments to reconcile net income (loss) to net cash provided by operating activities: |                          |  
|                                                  | Depreciation                                                                             |                          |  
|                                                  | Minority interests in operations                                                         |                          |  
|                                                  | Changes in certain assets and liabilities:                                               |                          |  
|                                                  |                                                                                          | Accounts receivable      |  
|                                                  |                                                                                          | Prepaid expenses         |  
|                                                  |                                                                                          | Accounts payable         |  
|                                                  |                                                                                          | Accrued liabilities      |  
|                                                  |                                                                                          | Due to affiliates        |  
|                                                  |                                                                                          | Tenant security deposits |  
|                                                  |                                                                                          |                          |  
|                                                  | Net cash provided by operating activities                                                |                          |  
|Cash flows from investing activities:             |                                                                                          |                          |  
|                                                  | Purchase of depreciable property                                                         |                          |  
|                                                  | Deposits to reserve accounts                                                             |                          |  
|                                                  | Withdrawals from reserve accounts                                                        |                          |  
|                                                  |                                                                                          |                          |  
|                                                  | Net cash provided (used) by investing activities                                         |                          |  
|Cash flows from financing activities:             |                                                                                          |                          |  
|                                                  | Minority partners' capital contributions                                                 |                          |  
|                                                  | Loan proceeds                                                                            |                          |  
|                                                  | Mortgage principal payments                                                              |                          |  
|                                                  | Assessment principal payments                                                            |                          |  
|                                                  |                                                                                          |                          |  
|                                                  | Net cash provided (used) by financing activities                                         |                          |  
|                                                  |                                                                                          |                          |  
|                                                  | Net increase (decrease) in cash                                                          |                          |  
|                                                  | Cashbeginning of year                                                                   |                          |  
|                                                  |                                                                                          |                          |  
|                                                  | Cashend of year                                                                         |                          | $
|                                                  |                                                                                          |                          |  
|Supplemental disclosure of cash flow information: |                                                                                          |                          |  
|                                                  | Cash paid for interest                                                                   |                          | $
|                                                  |                                                                                          |                          |  
|                                                  | Fixed assets retired (fully depreciated)                                                 |                          | $
|                                                  |                                                                                          |                          |  

See
accompanying notes to financial statements.

18

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ASSISTED HOUSING FUND L.P.I. AND SUBSIDIARIES        NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Nature of Business

Assisted
Housing Fund L.P. I (the Partnership) is a limited partnership which was organized November 2, 1987 under the laws of the state of Washington to acquire limited partnership interests
in other partnerships (the Property Partnerships), each of which has been organized to develop or purchase a low- or moderate-income apartment project. The Partnership's general partner is
Murphey Favre Properties, Inc. (MFP), a wholly-owned subsidiary of WM Financial, Inc., which is a wholly-owned subsidiary of Washington Mutual Bank (WMB), a wholly-owned subsidiary of
Washington Mutual, Inc. As of December 31, 2001, 337 limited partners held the 703 units of limited partnership interests outstanding.

The
Partnership has invested as a limited partner in eleven Property Partnerships. The developer of each apartment project serves as the general partner (DGP) of the respective Property Partnership.

The
properties owned by the Property Partnerships are located in Michigan, Wisconsin, Ohio, West Virginia and Washington. The apartment projects were financed and constructed under Section 515
of the National Housing Act, as amended (administered by the U.S. Department of Agriculture, Rural Housing Service (RHS)). Under this program, the Property Partnerships provide housing to
low- and moderate-income tenants. Lower rental charges to tenants are recovered by the Property Partnerships
through an interest reduction program which reduces the effective interest rate over the lives of the mortgages to 1 percent and a rental assistance program whereby RHS pays the Property
Partnerships for a portion of qualified tenant rents. Construction of the apartment projects began between June, 1988 and May, 1990 and rental operations began between April, 1989 and February, 1991.

Additionally,
in exchange for an allocation of federal low-income housing tax credits under Section 42 of the Internal Revenue Code, each Property Partnership has entered into an
agreement with an agency of the state in which the apartment project is located, whereby the Property Partnership has agreed to maintain all apartment units as both rent restricted and occupied by
low-income tenants for a minimum period of 15 years.

During
the years ended December 31, 2001, 2000 and 1999, rental revenue from RHS totaled $508,019, $482,617 and $462,125, representing 30, 29 and 29 percent of total revenue,
respectively.

Principles of Consolidation

The
financial statements include the financial statements of the Partnership and the following eleven Property Partnerships in which it has invested as a limited partner:



19

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The
financial statements are presented on a consolidated basis because the Partnership holds approximately 99 percent of the profit and loss interests and approximately 55 percent of the
equity interests in each Property Partnership. Through an affiliate, who is a special limited partner in each of the 11 Property Partnerships, the Partnership controls certain fundamental decisions
affecting the operation of the Property Partnerships. These fundamental decisions include significant purchases of assets, material borrowings or creation of liens on the underlying properties,
entering into material contracts, making tax elections and any act that would cause termination of the Property Partnership. All material interpartnership transactions and balances have been
eliminated. For the years ended December 31, 2001, 2000 and 1999, net losses allocable to the minority partners were $26,226, $25,642, and $26,206, respectively.

Method of Accounting

The
accrual method of accounting is used for financial statement purposes.

Cost Overruns

The
partnership agreements for the Property Partnerships required the DGP's to fund cost overruns on the development of the apartment projects. Such cost overruns, totaling $589,462, have been
recorded as minority interests in property partnerships and have been included in the cost basis of the rental property. All depreciation related thereto has been specially allocated to the respective
DGP's.

Depreciation

Depreciation
is computed for financial statement purposes using the straight-line method over the estimated useful lives of the related assets as follows:

Building shell and components

27.5 yearsLand improvements

15 yearsAppliances

5-10 yearsCarpets and draperies

5-10 years


Income Taxes

No
income tax provision has been included in the financial statements since income or loss of the Partnership is required to be reported by the respective partners on their income tax returns.

Cash Equivalents

For
purposes of the statement of cash flows, the Partnership considers all investment instruments purchased with a maturity of three months or less to be cash equivalents. At December 31, 2001
and 2000, there were no cash equivalents.

Concentration of Credit

The
Property Partnerships maintain cash in bank deposit accounts which, at times, may exceed federally insured limits. The Property Partnerships have not experienced any losses in such accounts.
Management believes the Property Partnerships are not exposed to any significant credit risk on cash in such bank deposit accounts.

20

---

Estimates

The
preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect
certain reported amounts and disclosures.

NOTE 2TRANSACTIONS WITH AFFILIATES

In
connection with the acquisition and development of rental property and the management of both the rental property and the Partnership, the Partnership and Property Partnerships have paid or accrued
the following amounts to certain affiliates:

Years Ended December 31,2001

2000

1999Murphey Favre Properties, Inc.partnership services fee

$
7,500

$
7,500

$
7,500Developer general partners and affiliatesproperty management fees

$
95,718

$
95,609

$
95,594


As
of December 31, 2001 and 2000, related party payables consisted of the following:

2001

2000Advances from DGP's

$
201,784

$
213,257Partnership management fees


326,726


326,726Partnership services fees


52,500


45,000Advances from general partner


102,999


75,481$
684,009

$
660,464


During
2001 and 2000, the general partner advanced $27,518 and $530, respectively, to the Partnership for administrative expenses.

The
Partnership maintains deposits in certain of WMB's interest-bearing accounts which aggregated $25,493 and $13,148 at December 31, 2001 and 2000, respectively. Interest earned on such
deposits totaled $335, $504, and $414 during the years ended December 31, 2001, 2000 and 1999, respectively.

Terms
of the RHS Loan Agreements require each DGP to provide interest-free advances of stipulated amounts as initial operating capital to the Property Partnerships. Due to affiliates
includes $152,107 of such advances at December 31, 2001 and 2000. In addition, these balances include DGP advances of $35,468 for land improvements and $14,209 to fund operating deficits.

Advances
made to one of the DGP's during 2001 totaled $9,000. During 2000, advances to this same DGP totaled $15,079 (see Note 8). The remainder of the balances include property management fees
and reimbursements payable to MFP for partnership services and administration.

Advances
from the DGPs may only be repaid from the proceeds of future sales of the respective properties. Property management fees are paid out of rental operations. Partnership fees are payable from
future sales of the properties, to the extent they are not paid from distributions of rental operation cash (see Note 6).

Under
the terms of management services agreements, seven of the eleven Property Partnerships have affiliates of the DGP's which provide management services for the rental properties and receive
compensation for such services in amounts approximating 8.5% of rental receipts. Three of the eleven Property Partnerships are co-managed by affiliates of the DGP's which provide
management services

21

---

for the rental properties and receive compensation for such services in amounts approximating 2.6% of rental receipts.

NOTE 3CASH IN RESERVE ACCOUNTS

The
Loan Agreements between the Property Partnerships and RHS require the Property Partnerships to deposit $127,196 annually into separate reserve accounts until the accounts reach $1,271,277. Subject
to RHS approval, these funds may be used for various purposes, as further described in the Loan Agreements. Nine of the eleven Property Partnerships were in compliance with the minimum annual funding
requirements as set forth by RHS for the years ended December 31, 2001 and 2000. Reserve withdrawals at all of the Property Partnerships were made in compliance with RHS requirements during
2001. Reserve withdrawals at ten of the eleven Property Partnerships were in compliance with RHS requirements during 2000.

NOTE 4MORTGAGE NOTES PAYABLE

The
mortgage notes are payable to RHS in monthly installments totaling $26,959. In accordance with provisions of Interest Credit Agreements, RHS provides monthly interest credits totaling $69,129
which reduce the interest rates stated in the mortgage notes to effective rates of 1 percent over the lives of the mortgages. Amortization of principal is based on the stated rates of 8.75% to
10.75% under RHS's Predetermined Amortization Schedule System (PASS). The mortgage notes mature May, 2039 through March, 2040. Substantially all of the rental property and equipment is pledged as
collateral on the mortgages. No partner is individually liable on the mortgage notes.

The
mortgage notes are regulated by the U.S. Government and therefore, have no market price. Accordingly, management has determined that users of the financial statements would derive no benefit from
any estimate of fair value and performing such an analysis would not be practicable.

Principal
payments on the mortgage notes for the next 5 years are as follows:

Year

Amount2002

$
38,5552003


42,1732004


46,1322005


50,4652006


55,2052007and later years


12,064,034$
12,296,564


NOTE 5ASSESSMENT PAYABLE

In
September, 1995, the city of Bainbridge Island issued an assessment for Blue Heron's share of street and utility improvements in the amount of $68,569. The assessment was payable in 10 equal annual
installments together with interest at the rate of 5.6 percent. During 2000, funds were withdrawn from the reserve account and the balance of the assessment was paid in full.

NOTE 6RENTAL OPERATION CASH

RHS
regulations limit the distribution of rental operation cash to a maximum of $38,090 annually. Any distribution to the Partnership from rental operation cash is to be made in accordance with the
respective partnership agreements. Whether or not a Property Partnership makes any limited distribution is based on the results of its own operations and is at the discretion of the DGP.

22

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NOTE 7GUARANTEES

Each
of the DGP's has made a guarantee to the respective Property Partnership that they will compensate the Partnership in the event the actual low-income housing tax credit is less than
85% to 90% of the available credit. Through December 31, 2001, no payments have been made under these guarantee agreements.

NOTE 8CONTINGENCY

The
Partnership has ceased accrual of the annual partnership administration fee, payable in part to the general partner. Management has determined that the source of payment, a future sale or
refinance of one or more of the Property Partnerships, may not be sufficient to pay fees accrued in excess of the $544,540 payable at December 31, 1996. Management has elected to treat fees for
years subsequent to 1996 as a contingent liability. At December 31, 2001 and 2000 the contingent liability for partnership administration fees totaled $372,585 and $298,068, respectively.

The
DGP of Logan did not comply with RHS regulations regarding the handling of project cash during 2001 and 2000. These instances of non-compliance were reported to the appropriate
authorities during 2001. During 2001 and 2000, the DGP made multiple unauthorized withdrawals of project cash totaling $9,000 and $15,079, respectively. Further, it was discovered that project bank
accounts, totaling $55,517, have been pledged in violation of RHS regulations. As a result of the DGP's actions, RHS issued a Letter of Acceleration on August 29, 2001. RHS suspended further
proceedings on October 11, 2001, based on agreements reached with the other general partners and the management agent. MFP and the other general partners of Logan are in the process of removing
and replacing the DGP.

NOTE 9SUBSEQUENT EVENTS

The
DGP of Logan Apartment Associates declared Chapter 7 bankruptcy subsequent to December 31, 2001.

23

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INDEPENDENT AUDITOR'S REPORT ON SCHEDULES

Partners
Assisted Housing Fund L.P. I
Seattle, Washington

We
have audited the consolidated financial statements of Assisted Housing Fund L.P. I and its subsidiaries, as of and for the years ended December 31, 2001, 2000 and 1999 listed under Item
14(a)1 hereof and have issued our report thereon dated March 19, 2002 (which report is incorporated by reference elsewhere in this Form 10-K). In the course of our audits of
such financial statements, we have also audited the schedules listed under Item 14(a)2 for the years ended December 31, 2001, 2000 and 1999. These schedules are the responsibility of the
Partnership's management. Our responsibility is to express an opinion based on our audits. In our opinion, these schedules present fairly, in all material respects, when read in conjunction with the
related financial statements, the information therein set forth.

Blume
Loveridge & Co., PLLC
Bellevue, Washington
March 19, 2002

24

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ASSISTED HOUSING FUND LP I        SCHEDULE IIIREAL ESTATE AND ACCUMULATED DEPRECIATION        Year Ended December 31, 2001

|COLUMN A                 |  | COLUMN B |            | COLUMN C |   | COLUMN D
|------------------------ |  | -------- | ---------- | -------- | - | --------
|
|
|Fairview                 |  | $        | 1,267,087  |          | $ | 55,413  
|Ionia                    |  |          | 707,971    |          |   | 24,000  
|Logan                    |  |          | 990,382    |          |   | 55,129  
|Rolling Brook            |  |          | 743,425    |          |   | 35,000  
|Wexford                  |  |          | 721,690    |          |   | 22,000  
|Blue Heron               |  |          | 1,461,514  |          |   | 248,569 
|Glenwood                 |  |          | 1,430,948  |          |   | 145,000 
|Pacific Place            |  |          | 753,779    |          |   | 30,000  
|Cove                     |  |          | 1,423,899  |          |   | 47,000  
|Washington               |  |          | 756,198    |          |   | 8,000   
|Fayette                  |  |          | 2,039,671  |          |   | 53,000  
|AHF                      |  |          |            |          |   |         
|                         |  |          |            |          |   |         
|Total                    |  | $        | 12,296,564 |          | $ | 723,111 
|                         |  |          |            |          |   |         
|Construction in Progress |  | $        | 0          |          |   |         
|                         |  |          |            |          |   |         

25

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SCHEDULE IIIREAL ESTATE AND ACCUMULATED DEPRECIATION (Continued)        Year Ended December 31, 2001

|COLUMN A                 |  | COLUMN E |         | COLUMN F |   | COLUMN G   |  | COLUMN H |           | COLUMN I
|------------------------ |  | -------- | ------- | -------- | - | ---------- |  | -------- | --------- | --------
|
|
|Fairview                 |  | $        | 55,413  |          | $ | 1,418,319  |  | $        | 189,964   |         
|Ionia                    |  | $        | 24,000  |          |   | 817,506    |  |          | 120,072   |         
|Logan                    |  | $        | 55,129  |          |   | 1,022,974  |  |          | 197,123   |         
|Rolling Brook            |  | $        | 35,000  |          |   | 794,263    |  |          | 135,443   |         
|Wexford                  |  | $        | 22,000  |          |   | 815,821    |  |          | 142,786   |         
|Blue Heron               |  | $        | 248,569 |          |   | 1,890,967  |  |          | 100,510   |         
|Glenwood                 |  | $        | 145,000 |          |   | 1,701,975  |  |          | 61,195    |         
|Pacific Place            |  | $        | 30,000  |          |   | 943,619    |  |          | 35,908    |         
|Cove                     |  | $        | 47,000  |          |   | 1,635,278  |  |          | 111,106   |         
|Washington               |  | $        | 8,000   |          |   | 836,929    |  |          | 47,630    |         
|Fayette                  |  | $        | 53,000  |          |   | 2,347,661  |  |          | 147,026   |         
|AHF                      |  | $        | 0       |          |   | 444,240    |  |          |           |         
|                         |  |          |         |          |   |            |  |          |           |         
|Total                    |  | $        | 723,111 |          | $ | 14,669,552 |  | $        | 1,288,763 |         
|                         |  |          |         |          |   |            |  |          |           |         
|Construction in Progress |  |          |         |          |   |            |  |          |           |         
|                         |  |          |         |          |   |            |  |          |           |         

26

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ASSISTED HOUSING FUND LP I        SCHEDULE III  REAL ESTATE AND ACCUMULATED DEPRECIATION (Continued)        Year Ended December 31, 2001

|REAL ESTATE                    |                           | Year Ended
December 31, 1999         |  | Year Ended
December 31, 2000 |        | Year Ended
December 31, 2001
|------------------------------ | ------------------------- | ------------------------------------ |  | ---------------------------- | ------ | ----------------------------
|Balance at beginning of period |                           |                                      |  |                              | $      | 16,492,085                  
|                               | Additions during period:  |                                      |  |                              |        |                             
|                               |                           | Property acquisitions                |  | $                            | 0      |                             
|                               |                           | Acquisitions through foreclosure     |  |                              | 0      |                             
|                               |                           | Other acquisitions                   |  |                              | 0      |                             
|                               |                           | Improvements etc. (New Construction) |  |                              | 32,707 |                             
|                               |                           | Other (Acquisition Cost)             |  |                              | 0      |                             
|                               |                           |                                      |  |                              |        |                             
|                               |                           |                                      |  |                              | $      | 16,524,792                  
|                               | Deductions during period: |                                      |  |                              |        |                             
|                               |                           | Cost of real estate sold             |  | $                            | 0      |                             
|                               |                           | Otherretired fixed assets           |  |                              | 11,300 |                             
|                               |                           |                                      |  |                              |        |                             
|Balance at close of period     |                           |                                      |  |                              | $      | 16,513,492                  
|                               |                           |                                      |  |                              |        |                             

|ACCUMULATED DEPRECIATION       |                            | Year Ended
December 31, 1999         |  | Year Ended
December 31, 2000 |        | Year Ended
December 31, 2001
|------------------------------ | -------------------------- | ------------------------------------ |  | ---------------------------- | ------ | ----------------------------
|Balance at beginning of period |                            |                                      |  |                              | $      | 5,540,696                   
|                               | Existing property:         |                                      |  |                              |        |                             
|                               | Depreciation on additions: |                                      |  |                              |        |                             
|                               |                            | Property acquisitions                |  | $                            | 0      |                             
|                               |                            | Acquisitions through foreclosure     |  |                              | 0      |                             
|                               |                            | Other acquisitions                   |  |                              | 0      |                             
|                               |                            | Improvements etc. (New Construction) |  |                              | 0      |                             
|                               |                            | Other (Acquisition Costs)            |  |                              | 0      |                             
|                               |                            |                                      |  |                              |        |                             
|                               |                            |                                      |  |                              | $      | 6,176,195                   
|Depreciation on deductions:    |                            |                                      |  |                              |        |                             
|                               |                            | Cost of real estate sold             |  | $                            | 0      |                             
|                               |                            | Otherretired fixed assets           |  |                              | 11,300 |                             
|                               |                            |                                      |  |                              |        |                             
|Balance at close of period     |                            |                                      |  |                              | $      | 6,164,895                   
|                               |                            |                                      |  |                              |        |                             

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