SEC Company Response from FIRST WILKOW VENTURE (CIK 0000037070) — Nov 29, 2005
FIRST WILKOW VENTURE (CIK 0000037070)
Date: Nov. 29, 2005 · CIK: 0000037070 · Accession: 0000950137-05-014337
AI Filing Summary & Sentiment
Letter
<PAGE> November 22, 2005 FILED ON EDGAR FAXED - (202) 942-9635 Mr. Jorge Bonilla Senior Staff Accountant, Securities & Exchange Commission Division of Corporate Finance 450 Fifth Street Washington, D.C. 20549
Re: First Wilkow Venture (the "Partnership") Form 10-K for the year ended December 31, 2004 Form 10-Q for the quarter ended March 31, 2005 File no. 0-7798
Dear Mr. Bonilla:
In response to your letter of November 10, 2005, set forth below (in an order that corresponds to your comments) is the supplemental information requested:
Form 10-K for the fiscal year ended December 31, 2004
Note (2) Investments in Real Estate Partnerships and Co-Tenancies, page 28
1. Per your request an analysis was done to quantify the effect that would result from using the equity method instead of the cost method for the referenced investments. There were fourteen investments that were accounted for using the cost method in the fiscal year 2004. Five of those investments were made prior to 1995 and therefore were not considered and three additional investments were not considered due to a lack of activity or the fact that they were sold in the fiscal year. The remaining six investments were analyzed and the results can be found on the accompanying Schedule A. The results of the analysis for fiscal year 2004 reveal that Partnership Income was overstated by approximately 2%, or $113,726. To rectify the overstatement we respectfully ask that we be allowed to make the necessary adjustments in fiscal year 2005. In addition, beginning in fiscal year 2005, we agree to use the equity method for the six investments that made up the analysis as well as any new investments that may be made by the Partnership in the future.
<PAGE> 2. We used the guidance provided in Paragraph 5 of EITF 3-16 which states "an investment in an LLC that maintains a `specific ownership account' for each investor.....should be viewed as similar to an investment in a limited partnership for purposes of determining whether a non-controlling investment in an LLC should be accounted for using the cost method or the equity method." Since a "specific ownership account" is maintained for each investor, we treat the LLC investments in the same manner as a limited partnership. The quantification of the impact of the equity method on the LLC investments was incorporated into Schedule A.
Sincerely,
FIRST WILKOW VENTURE
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November 22, 2005
FILED ON EDGAR
FAXED - (202) 942-9635
Mr. Jorge Bonilla
Senior Staff Accountant,
Securities & Exchange Commission
Division of Corporate Finance
450 Fifth Street
Washington, D.C. 20549
Re: First Wilkow Venture (the "Partnership")
Form 10-K for the year ended December 31, 2004
Form 10-Q for the quarter ended March 31, 2005
File no. 0-7798
Dear Mr. Bonilla:
In response to your letter of November 10, 2005, set forth below (in an
order that corresponds to your comments) is the supplemental information
requested:
Form 10-K for the fiscal year ended December 31, 2004
Note (2) Investments in Real Estate Partnerships and Co-Tenancies, page 28
1. Per your request an analysis was done to quantify the effect that
would result from using the equity method instead of the cost method for the
referenced investments. There were fourteen investments that were accounted for
using the cost method in the fiscal year 2004. Five of those investments were
made prior to 1995 and therefore were not considered and three additional
investments were not considered due to a lack of activity or the fact that they
were sold in the fiscal year. The remaining six investments were analyzed and
the results can be found on the accompanying Schedule A. The results of the
analysis for fiscal year 2004 reveal that Partnership Income was overstated by
approximately 2%, or $113,726. To rectify the overstatement we respectfully ask
that we be allowed to make the necessary adjustments in fiscal year 2005. In
addition, beginning in fiscal year 2005, we agree to use the equity method for
the six investments that made up the analysis as well as any new investments
that may be made by the Partnership in the future.
<PAGE>
2. We used the guidance provided in Paragraph 5 of EITF 3-16 which
states "an investment in an LLC that maintains a `specific ownership account'
for each investor.....should be viewed as similar to an investment in a limited
partnership for purposes of determining whether a non-controlling investment in
an LLC should be accounted for using the cost method or the equity method."
Since a "specific ownership account" is maintained for each investor, we treat
the LLC investments in the same manner as a limited partnership. The
quantification of the impact of the equity method on the LLC investments was
incorporated into Schedule A.
Sincerely,
FIRST WILKOW VENTURE
Marc R. Wilkow
General Partner
MRW: srq
<PAGE>
SCHEDULE A
FIRST WILKOW VENTURE - RECAP OF COST METHOD PARTNERSHIPS
12/31/2004
I. PRE 1995 ENTITIES AND "IMMATERIAL" ENTITIES
Duke Realty LP pre 1995
First Candlewick Associates pre 1995
Second Wilkow Venture pre 1995
Wilkow/Retail Partners LP pre 1995
Lake Cook Office Bldg IV pre 1995
M & J/Eden Prairie LP post 1995 - sold in '04
Mid Oak Plaza LLC post 1995 - immaterial
North LaSalle Street LP post 1995 - no activity
II. "MATERIAL" ENTITIES
<Table>
<Caption>
(Understated)
Cost Method Equity Method Overstated
Year Income Income (Loss) Income
---- ----------- ------------- -----------
<S> <C> <C> <C> <C>
M & J/2121 K Street LLC 2004 0.00 1,263.00 (1,263.00)
M & J/LaSalle Assoc. LP 2004 25,781.00 17,291.00 8,490.00
(note: Pre 2004 ownership interest
was only .2262%)
M & J/Louisville LLC 2003 0.00 (25,048.00) 25,048.00
2004 28,125.00 15,554.00 12,571.00
---------- ---------- ----------
28,125.00 (9,494.00) 37,619.00
M & J/Battery LLC 2001 8,569.00 14,041.00 (5,472.00)
2002 29,255.00 25,007.00 4,248.00
2003 29,813.00 29,243.00 570.00
2004 58,557.00 29,043.00 29,514.00
---------- ---------- ----------
126,194.00 97,334.00 28,860.00
M & J/Clark Street, LLC 2000 6,953.00 31,409.00 (24,456.00)
2001 54,238.00 35,795.00 18,443.00
2002 30,582.00 28,922.00 1,660.00
2003 0.00 (13,401.00) 13,401.00
2004 0.00 (70,372.00) 70,372.00
---------- ---------- ----------
91,773.00 12,353.00 79,420.00
M & J/NCT Louisville LP 2000 33,750.00 8,988.00 24,762.00
2001 27,000.00 12,549.00 14,451.00
2002 6,750.00 18,335.00 (11,585.00)
2003 0.00 22,110.00 (22,110.00)
2004 10,923.00 16,881.00 (5,958.00)
---------- ---------- ----------
78,423.00 78,863.00 (440.00)
Totals By Year:
2000 40,703.00 40,397.00 306.00
2001 89,807.00 62,385.00 27,422.00
2002 66,587.00 72,264.00 (5,677.00)
2003 29,813.00 12,904.00 16,909.00
2004 123,386.00 9,660.00 113,726.00
---------- ---------- ----------
350,296.00 197,610.00 152,686.00
</Table>
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