UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 ******************************************** In the Matter of Alliant Energy Corporation, et al. CERTIFICATE PURSUANT TO File No. 70-9323 RULE 24 (Public Utility Holding Company Act of 1935) ******************************************** REPORT PERIOD July 1, 2002 through December 31, 2002 ALLIANT ENERGY CORPORATION ("AEC") hereby certifies on behalf of itself, Alliant Energy Resources, Inc. ("AER"), a wholly-owned subsidiary of AEC, Alliant Energy Investments, Inc. ("AEI"), a wholly-owned subsidiary of AER, and Heartland Properties, Inc. ("HPI"), a wholly-owned subsidiary of AEI, that during the period from July 1, 2002 through December 31, 2002 (the "Reporting Period"): 1. The consolidated balance sheet and statement of income for HPI's Low Income Housing Tax Credit Business("LIHTC Business") as of the end of the Reporting Period were as set forth in Exhibit A. 2. The amount of revenues and any form of compensation received by HPI during the Reporting Period from any and all LIHTC property interests, directly or indirectly, owned or controlled by HPI were $428,699. 3. The name of each new partnership entered into during the Reporting Period is as follows: - VFH, LLLP - Yahara River Apartments Limited Partnership - Van Allen, L.P. Copies of the corresponding partnership agreement for each partnership will be provided upon request. 4. The amounts of investment made by HPI during the Reporting Period in the LIHTC properties and cumulative comparisons of the $125 million authorized in the SEC's order dated July 19, 2002 are as set forth under Exhibit B. 5. The cumulative number of any and all LIHTC properties and any other investment position in any form of non-utility assets held by HPI at the end of the Reporting Period was 107. Said transactions have been carried out in accordance with the terms and conditions of, and for the purpose represented in, the Form U-1 Application-Declaration, as amended, of AEC, et al, in File No., 70-9323, and in accordance with the terms and conditions of the SEC's order dated August 13, 1999, permitting said Application-Declaration to become effective. S I G N A T U R E S Pursuant to the requirements of the Public Utility Holding Company Act of 1935, as amended, the undersigned companies have duly caused this Certificate to be signed on their behalf by the undersigned thereunto duly authorized. ALLIANT ENERGY CORPORATION ALLIANT ENERGY RESOURCES, INC. ALLIANT ENERGY INVESTMENTS, INC. By: /s/ Thomas L. Hanson ------------------------ Name: Thomas L. Hanson Title: Vice President-Treasurer HEARTLAND PROPERTIES, INC. By: /s/ Ruth A. Domack ------------------------ Name: Ruth A. Domack Title: President DATED: February 13, 2003 Exhibit A File No. 70-9323 (page 1 of 3) Heartland Properties, Inc. Consolidated Balance Sheet Including Iowa and Minnesota Investments (LIHTC Business) December 31, 2002 ** UNAUDITED ** Assets Cash and cash equivalents $ 3,296,161 Trade account receivable 907,931 Restricted cash - short-term 3,222,186 Loan to Money Pools 5,892,266 Other current assets: Short-term notes receivable 77,100 Federal income tax receivable 10,474,207 State income tax receivable 31,237 Receivable from parent and affiliates 1,350 Receivable from other related parties 935,587 Other 82,898 -------------- Total other current assets 11,602,379 -------------- Total Current Assets 24,920,923 -------------- Operating property and equipment 399,711 Rental property 192,255,218 -------------- Total property 192,654,929 -------------- Accumulated depreciation - operating property (321,327) Accumulated depreciation - rental property (41,453,131) -------------- Total accumulated depreciation (41,774,458) -------------- Net Fixed Assets 150,880,471 -------------- Net intangible assets 2,257,394 -------------- Restricted cash - long-term 5,831,068 -------------- Long-term assets Due from related party 2,488,002 Equity and other investments 5,433,560 Other 1,372,683 -------------- Total long-term assets 9,294,245 -------------- TOTAL ASSETS $ 193,184,101 ============== Note:Effective upon the decision to seek a buyer for the LIHTC Business these assets were reclassified as being held for sale and depreciation ceased. See Alliant Energy Corporation's Current Report on Form 8-K dated November 22, 2002 for further information. Exhibit A File No. 70-9323 (page 2 of 3) Heartland Properties, Inc. Consolidated Balance Sheet Including Iowa and Minnesota Investments (LIHTC Business) December 31, 2002 ** UNAUDITED ** Liabilities and Shareholder's Equity Line of credit borrowing $ - Payable to parent and affiliates 2,770,204 Current maturities of long-term debt 3,476,392 Trade accounts payable 351,327 Accrued payroll and vacation 414,976 Accrued interest payable 966,130 Deferred revenue 6,438 Other current liabilities 6,117,936 -------------- Total Current Liabilities 14,103,403 -------------- Mortgage notes payable on rental properties 103,516,513 Long-term debt with related party 2,319,383 -------------- Total long-term debt 105,835,896 Deferred income taxes 5,147,903 Other long-term liabilities 2,433,823 -------------- TOTAL LIABILITIES 127,521,025 Minority interest 123,541 Common stock 1,000 Additional paid in capital 48,357,123 Syndication/stock issuance costs (568,834) -------------- Total common stock 47,789,289 -------------- Dividends paid (14,888,731) Cumulative earnings 32,638,977 -------------- Total reinvested earnings 17,750,246 -------------- TOTAL STOCKHOLDERS' EQUITY 65,539,535 -------------- TOTAL LIABILITIES AND EQUITY $ 193,184,101 ============== Note:Effective upon the decision to seek a buyer for the LIHTC Business these assets were reclassified as being held for sale and depreciation ceased. See Alliant Energy Corporation's Current Report on Form 8-K dated November 22, 2002 for further information. Exhibit A File No. 70-9323 (page 3 of 3) Heartland Properties, Inc. Including Iowa and Minnesota Investments (LIHTC Business) Statement of Income Year Ending December 31, 2002 ** UNAUDITED ** Professional services $ 447,571 Rental revenue 19,382,678 -------------- Net revenue 19,830,249 -------------- Operating expenses Operating expenses 3,909,375 Administrative and general expenses 8,355,987 Depreciation and amortization 4,787,626 Taxes other than income 2,170,004 -------------- Total operating expenses 19,222,992 -------------- Operating income 607,257 Interest income (expense): Income 685,887 (Expense) (5,122,202) -------------- Net interest (expense) (4,436,315) -------------- Equity losses in unconsolidated entities (361,175) Other income (expense) 293,025 -------------- Total other income (expense) (68,150) -------------- Pre-Tax Income (Loss) (3,897,208) -------------- Provision for (benefit of) income taxes: Federal (1,663,361) State 1,228,255 Tax Credits (9,766,558) -------------- Total tax benefit (10,201,664) -------------- Net Income (Loss) Before Minority Interest 6,304,456 Minority Interest Net (Income) Loss (3,045) -------------- Net income $ 6,307,501 ============== Note:Effective upon the decision to seek a buyer for the LIHTC Business these assets were reclassified as being held for sale and depreciation ceased. See Alliant Energy Corporation's Current Report on Form 8-K dated November 22, 2002 for further information. Response to SEC request. File No. 70-9323 Reporting period 7/1/02 through 12/31/02 Exhibit B 4. The amounts of investment made by HPI during the Reporting Period in the LIHTC properties authorized under in the SEC's order dated August 13, 1999 as amended by the Supplemental Order dated July 19, 2002 are as follows: 7/1/99 -- 12/31/99 Fort Madison IHA Senior Housing Limited Partnership $ 521,436 Wagon Wheel Limited Partnership 864,756 Fond du Lac Senior Housing Limited Partnership 200 1/1/00 -- 6/30/00 Pickerel Park Associates Limited Partnership 451,721 Meadow Wood Associates of Carroll Phase II, Limited Partnership 578,505 Fort Madison IHA II Senior Housing Limited Partnership 473,700 7/1/00 -- 12/31/00 Fond du Lac Senior Housing Limited Partnership 836,410 Countryside of Clinton Associates Limited Partnership 694,000 Heartland Properties Equity Investment Fund I, a Wisconsin Limited Partnership* 10,600,000 Meadow Wood Associates of Carroll Phase II, Limited Partnership 231,362 Pickerel Park Associates Limited Partnership 209,779 1/1/01 -- 6/30/01 Wagon Wheel Limited Partnership 201,635 Fort Madison IHA Senior Housing Limited Partnership 105,234 Fort Madison IHA II Senior Housing Limited Partnership 118,400 Meadow Wood Associates of Carroll Phase II, Limited Partnership 347,043 Richland Center WHA Limited Partnership 289,444 Heartland-Wisconsin Rapids Timber Trails, LLC 1,587,738 Maquoketa IHA Senior Housing Limited Partnership 618,709 7/1/01 -- 12/31/01 Fond du Lac Senior Housing Limited Partnership 32,000 Pickerel Park Associates Limited Partnership 586,500 Countryside of Clinton Associates Limited Partnership 277,560 Knoxville IHA Senior Housing Limited Partnership 570,769 Apollo Tax Credit Fund-XVII Limited Partnership 235,807 Montello Senior Housing Limited Partnership 35,200 MDI Limited Partnership #47 631,617 Heartland Properties Equity Investment Fund VII, L.L.C.** 1,229,400 ---------------- Carried forward $ 22,328,925 ---------------- Response to SEC request. File No. 70-9323 Reporting period 7/1/02 through 12/31/02 Brought forward $ 22,328,925 1/1/02 -- 6/30/02 Pickerel Park Associates Limited Partnership 75,000 Countryside of Clinton Associates Limited Partnership 416,340 Richland Center WHA Limited Partnership 72,360 Apollo Tax Credit Fund-XVII Limited Partnership 2,010,775 MDI Limited Partnership #47 934,840 Apollo Tax Credit Fund-XIX Limited Partnership 2,771,011 Decorah Woolen Mill Limited Partnership 200 Keokuk Senior Housing Limited Partnership 580,575 Carroll IHA Senior Housing Limited Partnership 578,375 Historic Park Street Senior Development Limited Partnership 346,292 7/1/02 -- 12/31/02 Historic Park Street Senior Development Limited Partnership 134,808 VFH,LLLP 77,500 Yahara River Apartments Limited Partnership 200 Apollo Tax Credit Fund-XVII Limited Partnership 195,818 MDI Limited Partnership #47 1,303,653 Van Allen, LP 675,875 ---------------- $32,502,547 ================= Notes to Exhibit B: *Amounts invested in Heartland Properties Equity Investment Fund I were invested pursuant to Alliant Energy Corporation et al., Holding Company Act Release No. 27198 (July 10, 2000) (supplemental order). ** Amounts invested in Heartland Properties Equity Investment Fund VII, LLC were invested in an entity owned in part prior to the three-way merger creating Alliant Energy Energy Corporation. The cumulative amount of investment made by HPI in the LIHTC properties authorized in the SEC's Order dated August 13, 1999 as amended by the Supplemental Order dated dated July 19, 2002 is $32,502,447 leaving a balance available for investment of $92,497,553. On November 22, 2002 Alliant Energy Corporation (Heartland Properties' ultimate parent) reported on a Current Report on Form 8-K that as part of Alliant Energy's effort to narrow the number of business platforms and focus on core, utility-related businesses it would pursue the sale of, or other exit strategies for a number of non-regulated businesses, including the affordable housing business conducted by Heartland Properties. As a result, remaining investments are limited to those having commitments outstanding prior to this date.