10QSB 1 file001.htm FORM 10QSB


                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                               ------------------

                                   FORM 10-QSB
(mark one)

[X]       QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
          EXCHANGE ACT OF 1934

                 For the quarterly period ended: March 31, 2005

                                       OR

[ ]       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 000-16757


                          CONCORD MILESTONE PLUS, L.P.
        -----------------------------------------------------------------
        (Exact Name of Small Business Issuer as Specified in its Charter)


           Delaware                                      52-1494615
-------------------------------           ------------------------------------
(State or Other Jurisdiction of           (I.R.S. Employer Identification No.)
 Incorporation or Organization)

          200 CONGRESS PARK DRIVE
                SUITE 103
          DELRAY BEACH, FLORIDA                                 33445
----------------------------------------                 -------------------
(Address of Principal Executive Offices)                      (Zip Code)


                                 (561) 394-9260
                            -------------------------
                            Issuer's Telephone Number

As of May 6, 2005, 1,518,800 Class A interests and 2,111,072 Class B interests
were outstanding.

Check whether the issuer (1) has filed all reports to be filed by Section 13 or
15(d) of the Exchange Act during the past 12 months, and (2) has been subject to
such filing requirements for the past 90 days.

Yes [X]    No [ ]

Transitional small business disclosure format.

Yes [ ]    No [X]



PART I - FINANCIAL INFORMATION
------------------------------

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

                          CONCORD MILESTONE PLUS, L.P.
                             (A LIMITED PARTNERSHIP)

                                 BALANCE SHEETS

                MARCH 31, 2005 (UNAUDITED) AND DECEMBER 31, 2004



Assets:                                                March 31, 2005     December 31,2004
                                                      ----------------    ----------------

Property, at cost
         Building and improvements                    $     16,887,365    $     16,880,689
         Less: accumulated depreciation                     10,006,939           9,826,826
                                                      ----------------    ----------------
         Building and improvements, net                      6,880,426           7,053,863
         Land                                               10,987,034          10,987,034
                                                      ----------------    ----------------
         Total property                                     17,867,460          18,040,897

Cash and cash equivalents                                    1,497,661           1,468,442
Accounts receivable                                            247,790             140,192
Restricted cash                                                105,175              93,904
Debt financing costs, net                                       78,335              86,168
Prepaid expenses and other assets, net                          23,655              43,924
                                                      ----------------    ----------------
         Total assets                                 $     19,820,076    $     19,873,527
                                                      ================    ================
Liabilities:
Mortgage loans payable                                $     15,065,765    $     15,143,369
Accrued interest                                               105,942             106,487
Deposits                                                       117,891             121,714
Accrued expenses and other liabilities                         190,387             187,953
Accrued expenses payable to affiliates                           4,595
                                                      ----------------    ----------------
         Total liabilities                                  15,484,580          15,559,523
                                                      ----------------    ----------------

Commitments and Contingencies

Partners' capital:
         General partner                                       (79,210)            (79,425)
         Limited partners:
              Class A Interests, 1,518,800                   4,414,706           4,393,429
              Class B Interests, 2,111,072                        --                  --
                                                      ----------------    ----------------
         Total partners' capital                             4,335,496           4,314,004
                                                      ----------------    ----------------

         Total liabilities and partners' capital      $     19,820,076    $     19,873,527
                                                      ================    ================


                 See Accompanying Notes to Financial Statements

                                      -2-


                          CONCORD MILESTONE PLUS, L.P.
                             (A LIMITED PARTNERSHIP)

                       STATEMENTS OF REVENUES AND EXPENSES

                                   (UNAUDITED)

               FOR THE THREE MONTHS ENDED MARCH 31, 2005 AND 2004



                                                                   March 31, 2005         March 31, 2004
                                                                   --------------         --------------

Revenues:
Rent                                                               $      708,490         $      714,567
Reimbursed expenses                                                       264,083                163,243
Interest and other income                                                   7,602                 15,680
                                                                   --------------         --------------

         Total revenues                                                   980,175                893,490
                                                                   --------------         --------------

Expenses:
Interest expense                                                          308,170                317,316
Depreciation and amortization                                             190,002                189,860
Management and property expenses                                          336,821                238,084
Administrative and management fees to related party                        59,067                 55,931
Professional fees and other expenses                                       15,198                 16,013
                                                                   --------------         --------------

         Total expenses                                                   909,258                817,204
                                                                   --------------         --------------

Net income                                                         $       70,917         $       76,286
                                                                   ==============         ==============

Net income attributable to:

         Limited partners                                          $       70,208         $       75,524
         General partner                                                      709                    762
                                                                   --------------         --------------

Net income                                                         $       70,917         $       76,286
                                                                   ==============         ==============

Income per weighted average
Limited Partnership 100 Class A Interests outstanding              $         4.67         $         5.02
                                                                   ==============         ==============

Distribution per
Limited Partnership 100 Class A Interests outstanding              $         3.25         $         --
                                                                   ==============         ==============

Weighted average number of 100
Class A interests outstanding                                              15,188                 15,188
                                                                   ==============         ==============


                 See Accompanying Notes to Financial Statements

                                      -3-




                          CONCORD MILESTONE PLUS, L.P.
                             (A LIMITED PARTNERSHIP)

                   STATEMENTS OF CHANGES IN PARTNERS' CAPITAL

                                   (UNAUDITED)

                    FOR THE THREE MONTHS ENDED MARCH 31, 2005



                                                        General         Class A           Class B
                                        Total           Partner        Interests         Interests
                                    -------------     ----------     ------------       -------------

PARTNERS' CAPITAL (DEFICIT)
           January 1, 2005          $   4,314,004     $  (79,425)    $  4,393,429       $        -

Distribution                              (49,425)          (494)         (48,931)               -
Net income                                 70,917            709           70,208                -
                                    -------------     ----------     ------------       -------------

PARTNERS' CAPITAL (DEFICIT)
           March 31, 2005           $   4,335,496     $  (79,210)    $  4,414,706       $        -
                                    =============     ==========     ============       =============



                 See Accompanying Notes to Financial Statements

                                      -4-


                          CONCORD MILESTONE PLUS, L.P.
                             (A LIMITED PARTNERSHIP)

                            STATEMENTS OF CASH FLOWS

                                   (UNAUDITED)

               FOR THE THREE MONTHS ENDED MARCH 31, 2005 AND 2004



                                                                         March 31, 2005    March 31, 2004
                                                                         --------------    --------------

CASH FLOWS FROM OPERATING ACTIVITIES:
Net income                                                               $       70,917    $       76,286
                                                                         --------------    --------------
Adjustments to reconcile net income to net
         cash provided by operating activities:
         Depreciation and amortization                                          190,001           189,861
         Change in operating assets and liabilities:
         Increase in accounts receivable                                       (107,598)          (34,096)
         Decrease in prepaid expenses and other assets, net                      18,214            16,835
         Decrease in accrued interest                                              (545)             (545)
         (Decrease) increase in accrued expenses and other liabilities           (1,389)           21,864
         Increase in accrued expenses payable to affiliates                       4,595             3,514
                                                                         --------------    --------------

Net cash provided by operating activities                                       174,195           273,719
                                                                         --------------    --------------

CASH FLOWS FROM INVESTING ACTIVITY:
         Property improvements                                                   (6,676)          (36,400)
                                                                         --------------    --------------

CASH FLOWS FROM FINANCING ACTIVITIES:
         Increase in restricted cash                                            (11,271)          (82,347)
         Principal repayments on mortgage loans payable                         (77,604)          (68,458)
         Cash distributions to partners                                         (49,425)             --
                                                                         --------------    --------------
Net cash used in financing activities                                          (138,300)         (150,805)
                                                                         --------------    --------------

NET INCREASE IN CASH AND CASH EQUIVALENTS                                        29,219            86,514

CASH AND CASH EQUIVALENTS,
         BEGINNING OF PERIOD                                                  1,468,442           907,136
                                                                         --------------    --------------

CASH AND CASH EQUIVALENTS,
         END OF PERIOD                                                   $    1,497,661    $      993,650
                                                                         ==============    ==============

SUPPLEMENTAL DISCLOSURE OF CASH FLOW
         INFORMATION:

Cash paid during the period for interest                                 $      308,715    $      317,861
                                                                         ==============    ==============


                 See Accompanying Notes to Financial Statements

                                      -5-


                          CONCORD MILESTONE PLUS, L.P.
                             (A LIMITED PARTNERSHIP)

                          NOTES TO FINANCIAL STATEMENTS

                                   (UNAUDITED)

                    FOR THE THREE MONTHS ENDED MARCH 31, 2005


     The accompanying financial statements have been prepared in accordance with
accounting principles generally accepted in the United States for interim
financial information and with the instructions to Form 10-QSB and Item 310 of
Regulation S-B. Accordingly, they do not include all of the information and
footnotes required by generally accepted accounting principles for complete
financial statements. In the opinion of management, all adjustments (consisting
of normal recurring accruals) considered necessary for a fair presentation of
these quarterly periods have been included. The financial statements as of and
for the periods ended March 31, 2005 and 2004 are unaudited. The results of
operations for the interim periods shown in this report are not necessarily
indicative of the results of operations that may be expected for any other
interim period or for the full fiscal year. Certain information for 2004 has
been reclassified to conform to the 2005 presentation. These interim financial
statements should be read in conjunction with the annual financial statements
and footnotes included in the Partnership's financial statements filed on Form
10-KSB for the year ended December 31, 2004.

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS
---------------------------------------------

GENERAL
-------

     This Form 10-QSB and the documents incorporated herein by reference, if
any, contain forward-looking statements that have been made within the meaning
of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. Such forward-looking statements are
based on current expectations, estimates and projections about the Partnership's
(as defined below) industry, management beliefs, and certain assumptions made by
the Partnership's management and involve known and unknown risks, uncertainties
and other factors. Such factors include the following: general economic and
business conditions, which will, among other things, affect the demand for
retail space or retail goods, availability and creditworthiness of prospective
tenants, lease rents and the terms and availability of financing; risks of real
estate development and acquisition; governmental actions and initiatives; and
environmental and safety requirements. These statements are not guarantees of
future performance and are subject to certain risks, uncertainties and
assumptions that are difficult to predict; therefore, actual results may differ
materially from those expressed or forecasted in any such forward-looking
statements.

ORGANIZATION AND CAPITALIZATION
-------------------------------

     Concord Milestone Plus, L.P., a Delaware limited partnership (the
"Partnership"), was formed on December 12, 1986, for the purpose of investing in
existing income-producing commercial and industrial real estate. The general
partner is CM Plus Corporation. The Partnership began operations on August 20,
1987, and currently owns and operates three shopping centers located in Searcy,
Arkansas; Valencia, California; and Green Valley, Arizona.

     The Partnership commenced a public offering on April 8, 1987 in order to
fund the Partnership's real property acquisitions. The Partnership terminated
its public offering on April 2, 1988 and was fully subscribed to with a total of
16,452 Bond Units and 15,188 Equity Units issued. Each Bond Unit consisted of


                                      -6-


$1,000 principal amount of Bonds and 36 Class B Interests. The Partnership
redeemed all of the outstanding Bonds as of September 30, 1997 with the proceeds
of three fixed rate mortgage loans. Each Equity Unit consists of 100 Class A
Interests and 100 Class B Interests. Capital contributions to the Partnership
consisted of $15,187,840 from the sale of the Equity Units and $592,272 which
represent the Class B Interests from the sale of the Bond Units.

RESULTS OF OPERATIONS
---------------------

COMPARISON OF THREE MONTHS ENDED MARCH 31, 2005 TO THREE MONTHS ENDED
---------------------------------------------------------------------
MARCH 31, 2004
--------------

     The Partnership recognized a net income of $70,917 for the three months
ended March 31, 2005 as compared to a net income of $76,286 for the same period
in 2004.The decrease is primarily due to the following factors:

     An increase in revenue of $86,685 or 9.70%, to $980,175 for the three
months ended March 31, 2005 as compared to $893,490 for the three months ended
March 31, 2004. The net increase is due to an increase of $100,840 in common
area reimbursed expenses at the Valencia Property of which $75,000 is for the
accrual of tenants reimbursement of a major parking lot repair that was
completed in the first quarter of 2005 and $25,000 is for reimbursement of
higher expenses incurred in 2004. Such expenses were billed out to tenants and
revenue was recognized in the first quarter of 2005.

     An increase in expenses of $92,054 or 11.26%, to $909,258 for the three
months ended March 31, 2005 as compared to $817,204 for the three months ended
March 31, 2004. The net increase is primarily due to management and property
expenses of $98,737 due to a major parking lot repair expense of $108,188 at the
Valencia Property.

LIQUIDITY AND CAPITAL RESOURCES
-------------------------------

     The General Partner believes that the Partnership's expected revenue and
working capital is sufficient to meet the Partnership's current and reasonable
future operating requirements for the next 12 months. Nevertheless, because the
cash revenues and expenses of the Partnership will depend on future facts and
circumstances relating to the Partnership's properties, as well as market and
other conditions beyond the control of the Partnership, a possibility exists
that cash flow deficiencies may occur.

     Abco, the former principal anchor tenant at the Green Valley Property
vacated its space in May, 1999. This space represents about 20% of the Green
Valley Property's leaseable area. The Partnership has retained a succession of
several regional real estate brokerage firms to help market the space. A Safeway
Supermarket near the Green Valley Property that was built in 2002 has
effectively negated the potential of a supermarket as a replacement tenant for
the former Abco tenant. In March 2003, a lease was executed with Family Dollar,
Inc. for 9,571 of the 38,983 total square footage, formerly leased by Abco. The
Partnership delivered the premises to Family Dollar in June 2003 and the lease
was effective beginning August 2003. Rent payments of $3,982.50 per month
commenced in August 2004 and continue through December 2008 with four 5 years
options to renew unless the lease is breached or otherwise terminated. In
accordance with applicable accounting principles, the Partnership is recognizing
rent income over the full term of the lease, including the "free-rent" period
from August 2003 through July 2004. In conjunction with the work performed in
preparing the building to be subdivided and to accommodate Family Dollar, an
approximate 3,528 square foot area was reconfigured since it restricted the
visibility of the remaining vacant space. This amount of square footage is no
longer leaseable. The Partnership has not identified a potential tenant for the
remaining 25,884 square feet, and the Partnership does not know what effect, if
any, this vacant space will have on the Green Valley Property, the other
tenants, or the ability of the Partnership to lease other vacant space at the
Green Valley Property.

                                      -7-


     The Partnership has made distributions to its partners in the past.
Distributions were suspended after the second quarter of 1999 following the
departure of Abco from the Green Valley Property. The Partnership resumed making
distributions commencing with the first quarter of 2005. The first quarter
distribution of $49,425.03 was paid during January 2005. A second quarter
distribution of $49,512.88 will be paid during May 2005. The Partnership will
evaluate the amount of future distributions, if any, on a quarter by quarter
basis. No assurances can be given as to the timing or amount of any future
distributions by the Partnership.

     Management is not aware of any other significant trends, events,
commitments or uncertainties that will or are likely to materially impact the
Partnership's liquidity.

     The cash on hand at March 31, 2005 may be used to fund (a) the capital
requirements of the Partnership properties (b) for distributions and (c) for
other general Partnership purposes including the Partnership's compliance with
Section 404 of the Sarbanes-Oxley Act of 2002. See "Section 404 compliance"
below.

     Net cash provided by operating activities of $174,195 for the three months
ended March 31, 2005 included (i) a net income of $70,917, (ii) non-cash
adjustments of $190,001 for depreciation and amortization expense and (iii) a
net change in operating assets and liabilities of ($86,723) mainly due to the
Partnership recording of receivables from its tenants for the parking lot
improvement at the Valencia Property and due to higher 2004 common area
expenses. Such expenses were billed out to tenants and revenue was recognized in
the first quarter of 2005.

     . Net cash provided by operating activities of $273,719 for the three
months ended March 31, 2004 included (i) a net income of $76,286, (ii) non cash
adjustments of $189,861 for depreciation and amortization expense and (iii) a
net change in operating assets and liabilities of $7,572.

     Net cash used in investing activities of $6,676 for the three months ended
March 31, 2005 was for capital expenditure for property improvements.

     Net cash used in investing activities of $36,400 for the three months ended
March 31, 2004 was for capital expenditure for property improvements.

     Net cash used in financing activities of $138,300 for the three months
ended March 31, 2005 include (i) principal repayments on mortgage loans payable
of $77,604 (ii) an increase in restricted cash of $11,271 and (iii) cash
distribution to partners of $49,425.

     Net cash used in financing activities of $150,805 for the three months
ended March 31, 2004 include (i) principal repayments on mortgage loans payable
of $68,458 and (ii) an increase in restricted cash of $82,347.

     On March 29, 2005, the Partnership received an unsolicited letter from a
third party expressing such party's interest in purchasing the Green Valley
Property. The Partnership has engaged only in preliminary discussions with such
party and it is too early to predict whether such discussions will result in a
transaction with such party and what the terms of any such transaction would be.
Such discussions have included clarifying to the third party that the size of
the Green Valley Property is less than what such party originally assumed in its
original letter. There can be no assurance that any such discussions will result
in a contract for sale, or that a sale of the Green Valley Property will be
consummated or how much the Partnership will actually realize in the event that
the Green Valley Property is sold.


                                      -8-


OFF-BALANCE SHEET ARRANGEMENTS
------------------------------

     The Partnership has no off-balance sheet arrangements as contemplated by
Item 303(c) of Rule S-B.

ITEM 3. CONTROLS AND PROCEDURES.

     The President and Treasurer of CM Plus Corporation, the general partner of
the Partnership, have evaluated, in accordance with Rules 13a-15 and 15d-15 of
the Securities Exchange Act of 1934 (the "Act"), the effectiveness of the
partnership's disclosure controls and procedures (as defined in Rules 13a-15(e)
and 15d-(e) of the Act) as of the end of the period covered by this report.
Based on that evaluation, the President and Controller of CM Plus Corporation
have concluded that as of the end of the period covered by this report the
Partnership's disclosure controls and procedures are effective to provide
reasonable assurance that information required to be disclosed by the
Partnership and its subsidiaries in the report it files or submits under the Act
is recorded, processed, summarized and reported within the time periods
specified in the SEC's rules and forms.

     Through their evaluation required by Rules 13a-15 and 15-d-15 of the Act
that occurred during the Partnership's last fiscal quarter, the President and
Treasurer of CM Plus Corporation identified significant deficiencies in the
Partnership's internal control over financial reporting. A significant
deficiency is a control deficiency, or combination of control deficiencies, that
adversely affects the company's ability to initiate, authorize, record, process
or report external financial data reliably in accordance with generally accepted
accounting principles such that there is more than a remote likelihood that a
misstatement of the company's annual or interim financial statements that is
more than inconsequential will not be prevented or detected. The significant
deficiencies in the Partnership's internal control over financial reporting
relate to the limited number of personnel involved in financial reporting and
the fact that the responsibilities and tasks to complete the Partnership's
financial reports are not segregated or well-defined. Through the process of
evaluating and testing the effectiveness of the Partnership's internal control
over financial reporting, as discussed below under "Section 404 Compliance," the
Partnership may identify other deficiencies that require remediation.

     There were no changes in the Partnership's internal control over financial
reporting identified in connection with the required evaluation performed by the
President and Treasurer of CM Plus Corporation that occurred during the
Partnership's last fiscal quarter that has materially affected, or is reasonably
likely to materially affect, the Partnership's internal control over financial
reporting.

SECTION 404 COMPLIANCE
----------------------

     Section 404 of the Sarbanes-Oxley Act of 2002 (the "S-O Act") requires the
Partnership to include an internal control report from management in its Annual
Report on Form 10-KSB for the year ended December 31, 2006 and in subsequent
Annual Reports thereafter. The internal control report must include (i) a
statement of management's responsibility for establishing and maintaining
adequate internal control over financial reporting, (ii) a statement identifying
the framework used by management to conduct the required evaluation of the
effectiveness of the Partnership's internal control over financial reporting,
(iii) management's assessment of the effectiveness of the Partnership's internal
control over financial reporting as of December 31, 2006, including a statement
as to whether internal control over financial reporting is effective, and (iv) a
statement that the Partnership's independent auditors have issued an attestation
on management's assessment of internal control over financial reporting.

     In order to achieve compliance with Section 404 of the S-O Act within the
required timeframe, the Partnership and its General Partner will conduct a
process to document and evaluate the Partnership's internal control over
financial reporting. The Partnership plans to dedicate internal resources and
develop a detailed work plan to (i) assess and document the adequacy of internal
control over financial reporting, (ii) take steps to improve control processes
where required, (iii) validate through testing that controls are functioning as
documented, and (iv) implementing a continuous reporting and improvement process
for internal control over financial reporting. The Partnership expects to
validate any potential control deficiencies and to assess whether or not they
rise to the level of significant deficiencies or material weaknesses.

                                      -9-


     To ensure that the Partnership addresses these issues thoroughly,
effectively and in a timely manner, it will seek to supplement its internal
project team with the services of outside consultants and advisors. The
Partnership anticipates that the costs associated with the retention and use of
such consultants and advisors would be significant and material to the
Partnership.

PART II - OTHER INFORMATION
---------------------------

ITEM 6. EXHIBITS
----------------

     On April 27, 2005, Sutter Opportunity Fund 3, LLC, Sutter Opportunity Fund
3 (TE), LLC, SCM-CMP Acquisition Ffund, LLC, MacKenzie Patterson Fuller, Inc.,
Robert E. Dixon and C.E. Patterson (the "Purchasers") disclosed in a Tender
Offer Statement on Schedule TO an offer (the "Tender Offer") to purchase any
and/or all of the outstanding units of Limited Partnership Interests of the
Partnership, each of which is comprised of one Class A Interest and one Class B
Interest (a "Unit"), for a purchase price of $2.50 per Unit. The deadline to
accept the Tender Offer is May 27, 2005, unless extended by the Purchasers. The
Partnership has decided to remain neutral as to the Tender Offer and filed a
Schedule 14D-9 with the SEC on May 10, 2005. Among other things, the Partnership
pointed out the restrictions on transfer in its partnership agreement that are
intended to prevent a termination of the Partnership for federal income tax
purposes. These restrictions would limit the number of Units that the Purchasers
may acquire in the Tender Offer. The Schedule TO filed with the SEC by the
Purchasers and the Schedule 14D-9 filed with the SEC by the Partnership are
available on the SEC's website at www.sec.gov.

     Number          Description of Document
     ------          -----------------------

      3.1            Amended and Restated Agreement of Limited Partnership of
                     Concord Milestone Plus, L.P. Incorporated herein by
                     reference to Exhibit A to the Registrant's Prospectus
                     included as Part I of the Registrant's Post-Effective
                     Amendment No. 3 to the Registrant's Registration Statement
                     on Form S-11 (the "Registration Statement") which was
                     declared effective on April 3, 1987.

      3.2            Amendment No. 1 to Amended and Restated Agreement of
                     Limited Partnership of Concord Milestone Plus, L.P.,
                     included as Exhibit 3.2 to Registrant's Form 10-K for the
                     fiscal year ended December 31, 1987 ("1987 Form 10-K"),
                     which is incorporated herein by reference.

      3.3            Amendment No. 2 to Amended and Restated Agreement of
                     Limited Partnership of Concord Milestone Plus, L.P.
                     included as Exhibit 3.3 to the 1987 form 10-K, which is
                     incorporated herein by reference.

      3.4            Amendment No. 3 to Amended and Restated Agreement of
                     Limited Partnership of Concord Milestone Plus, L.P.
                     included as Exhibit 3.4 to the 1987 Form 10-K, which is
                     incorporated herein by reference.

      3.5            Amendment No. 4 to Amended and Restated Agreement of
                     Limited Partnership of Concord Milestone Plus, L.P.
                     included as Exhibit 3.5 to the 1987 Form 10-K, which is
                     incorporated herein by reference.

      3.6            Amendment No. 5 to Amended and Restated Agreement of
                     Limited Partnership of Concord Milestone Plus, L.P.
                     included as Exhibit 3.6 to Registrant's Form 10-K for the
                     fiscal year ended December 31, 1988, which is incorporated
                     herein by reference.


                                      -10-


      10.19          Administrative Services Agreement dated March 1, 2005, is
                     made by and between CM Plus Corporation, a Delaware
                     Corporation ("CM Plus") and Milestone Properties, Inc., a
                     Delaware Corporation ("Milestone").

      31.1           Certification by the principal executive officer, pursuant
                     to Rules 13a-14(a) and 15(d)-14(a) of the Securities
                     Exchange Act of 1934, as amended.

      31.2           Certification by the principal financial officer, pursuant
                     to Rules 13a-14(a) and 15(d)-14(a) of the Securities
                     Exchange Act of 1934, as amended.

      32.1           Certifications by the principal executive officer, pursuant
                     to 18 U.S.C. 1350.

      32.2           Certifications by the principal financial officer, pursuant
                     to 18 U.S.C. 1350.

(B) REPORTS:

     No reports on form 8-K were filed during the quarter covered by this
Report.


                                      -11-


                                   SIGNATURES

     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 thereunto duly authorized.



DATE: May 6, 2005                             CONCORD MILESTONE PLUS, L.P.
      --------------                          ----------------------------
                                                       (Registrant)



                                              BY: CM PLUS CORPORATION
                                                  ------------------------------
                                                  General Partner




                                              By: /S/ Leonard Mandor
                                                  ------------------------------
                                                  Leonard Mandor
                                                  President



                                              By: /S/ Patrick Kirse
                                                  ------------------------------
                                                  Patrick Kirse
                                                  Treasurer and Controller





                                      -12-