8-K/A 1 foxship.txt FOXSHIP UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Under Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) December 16, 2003 FOX STRATEGIC HOUSING INCOME PARTNERS (Exact name of registrant as specified in its charter) California 0-16877 94-3016373 (State or other jurisdiction (Commission (I.R.S. Employer incorporation) File Number) Identification Number) 55 Beattie Place Post Office Box 1089 Greenville, South Carolina 29602 (Address of principal executive offices) (864) 239-1000 (Registrant's telephone number) Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant hereby amends Item 7. Financial statements and Exhibits of its report on Form 8-K, dated December 16, 2003 (filed with the Securities and Exchange Commission on December 29, 2003 as set forth in the pages attached herein). Item 7. Financial Statements and Exhibits (b) Pro forma financial information. The following unaudited pro forma consolidated balance sheet and statements of operations reflect the operations of the Registrant as if Barrington Place Apartments had been sold on January 1, 2002. The unaudited pro forma consolidated financial statements are presented for illustrative purposes only and are not necessarily indicative of the operating results or financial position that would have resulted had the sale been consummated on the date indicated, nor do they represent a forecast thereof at any future date or for any future period. This pro forma information should be read in conjunction with the Registrant's 2002 Annual Report on Form 10-KSB. PRO FORMA CONSOLIDATED BALANCE SHEET (Unaudited) (in thousands) September 30, 2003 Investment properties, net $ 6,009 All other assets 463 Total Assets $ 6,472 Mortgage notes payable $ 5,237 All other liabilities 551 Partners' equity 684 Total Liabilities and Partners' Equity $ 6,472 The accompanying notes are an integral part of these pro forma financial statements PRO FORMA CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) (in thousands, except per unit data) Nine Months Ended Year Ended September 30, 2003 December 31, 2002 Total revenues $ 1,077 $ 1,517 Total expenses 1,264 1,604 Net loss $ (187) $ (87) Net loss per limited partnership unit $ (6.70) $ -- The accompanying notes are an integral part of these pro forma financial statements SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. FOX STRATEGIC HOUSING INCOME PARTNERS (a California Limited Partnership) By: FOX PARTNERS VIII Its General Partner By: Fox Capital Management Corporation Its Managing General Partner By: /s/Paul J. McAuliffe Paul J. McAuliffe Executive Vice President and Chief Financial Officer Date: February 19, 2004