UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

(Mark One)

x	ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED]

For the fiscal year ended: December 31, 2013

¨	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]

For the transition period from to

Commission file number 0-17672

TOWER PARK MARINA INVESTORS, L.P.,

(FORMERLY PS MARINA INVESTORS I)

a California Limited Partnership

(Name of Registrant in Its Charter)

California

95-4137996

(State or other jurisdiction of

incorporation or organization)

(I.R.S. Employer

Identification Number)

16633 Ventura Blvd., 6th Floor, Encino, California 91436

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (818) 907-0400

Securities registered under Section 12(b) of the Exchange Act:

NONE

Securities registered under Section 12(g) of the Exchange Act:

Units of Limited Partnership Interest

(Title of Class)

Indicate by check mark if the Registrant is a well-known seasoned issuer as defined in Rule 405 of the Securities Act. Yes ¨ No þ

Indicate by check mark whether Registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act. Yes ¨ No þ

Check whether the Registrant (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act 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 þ No ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ¨ No þ

Check if there is no disclosure of delinquent filers in response to Item 405 of Regulation S-K contained in this form, and no disclosure will be contained, to the best of Registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. þ

Indicate by check mark whether Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act.): Yes ¨ No þ

State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of a specified date within the last 60 days. N/A

DOCUMENTS INCORPORATED BY REFERENCE

None.

PART I

ITEM 1.

Description of Business

Forward Looking Statements

This annual report on Form 10-K includes certain “forward-looking statements”. These statements are usually identified by the use of words such as “believe”, “will”, “anticipate”, “estimate”, “expect”, “project”, “plan”, “intend”, “should”, “could”, or similar expressions. These statements are based on management’s current expectations and assumptions and are subject to uncertainty and changes in circumstances. Although we believe that the assumptions underlying the forward looking statements contained in this report are reasonable, actual results may differ materially from these expectations due to changes in global, economic, business, competitive, market and regulatory factors. We undertake no obligation to update publicly any forward-looking statements for any reason even if new information becomes available or other events occur in the future.

General

Tower Park Marina Investors, L.P. (formerly PS Marina Investors I), a California Limited Partnership (the “Partnership”), is a publicly held limited partnership organized on January 6, 1988 under the California Revised Limited Partnership Act. Commencing August 4, 1988, 12,000 units (including options) of limited partnership interest (the “Units”) were offered to the public at $5,000 per Unit in an interstate offering. The offering was terminated on November 27, 1989, with limited partners purchasing 4,508 Units for an aggregate purchase price of $22,540,000.

The general partners of the Partnership (the “General Partners”) were originally Westrec Investors, Inc., (formerly PS Marina Investors, Inc.) a California corporation (the “Corporate General Partner”) and B. Wayne Hughes (“Mr. Hughes”). Effective March 1, 1997, Tower Park Marina Operating Corporation, a wholly-owned subsidiary of Westrec Financial, Inc., a California corporation (“Westrec Financial”) was substituted for Mr. Hughes. The Corporate General Partner is a wholly-owned subsidiary of Westrec Properties, Inc., a California corporation (“Westrec Properties”), which is a wholly-owned subsidiary of Westrec Financial. Our limited partners have no right to participate in the management or conduct of the Partnership’s business and affairs.

The term of our Partnership Agreement is until its dissolution and, in any event, not later than December 31, 2038. The General Partners expect to dissolve the Partnership once it fulfills its obligations under the terms of its lease with Kampgrounds of America (“KOA”), which commitment expires on March 27, 2017.

A management agreement has been entered into with Westrec Marina Management, Inc. (“WMMI”), a California corporation and a wholly-owned subsidiary of Westrec Financial, whereby WMMI has agreed to manage our property for monthly fees generally equal to 6% of gross revenues from the operation of Tower Park Marina. The management agreement is cancelable on 60 days’ notice by either party, with or without cause. WMMI also manages marina properties for other entities affiliated with the General Partners and for unaffiliated third parties.

The Partnership was formed to acquire and improve existing marinas and related facilities and, to a lesser extent, to develop marina facilities. Marina facilities typically contain wet and/or dry boat storage facilities, gasoline sales facilities and may contain one or more related facilities such as a recreational vehicle (“RV”) or campground facilities, boat trailer storage facilities, boat rental and sales facilities, restaurants or similar facilities, and boat supply and sundries stores. Substantially all of our income is derived from the rental of wet and/or dry boat storage facilities and related facilities, such as boat trailer storage facilities.

Our principal investment objectives are to (1) preserve and protect invested capital; (2) provide cash distributions from property operations; and (3) maximize the potential for appreciation in value of the property.

The General Partner or an affiliate supervises the construction of improvements to the property.

As of December 31, 2013 and 2012, the Partnership leased one property, known as Tower Park Marina. Reference is made to Item 2 for additional information about this property.

Competition

We compete in the operation of this property with other entities, some of which may have greater resources than we do. The primary factors upon which competition is based are: location, the manner in which the property is managed and marketed, the nature and quality of facilities and rental rates. Our property may encounter competition from other marinas which are located near it, and no assurance can be given that additional competing marinas will not be developed in the vicinity of the property. Affiliates

of the General Partners operate a marina in the vicinity of our marina, and the General Partners or their affiliates may organize future partnerships or other entities to own and operate marinas which may compete with our property. The General Partners and their affiliates, including in particular WMMI, may also manage marinas owned by unaffiliated third parties which may compete with our property.

Governmental Approvals

A portion of Tower Park Marina is operated under a lease (the “CSLC Lease”) with the California State Lands Commission (“CSLC”). Our assignment or sublease of its rights under this agreement required the consent of the CSLC. Effective January 1, 1999, the CSLC Lease was extended until December 31, 2023. In connection with the March 27, 2007 sale of Tower Park Marina to KOA, the Registrant also sold its leasehold interest in the lease between the CSLC (as landlord) and the Registrant (as tenant), dated as of January 14, 1999. Pursuant to the new lease with KOA, the Partnership is required to make payments of approximately $40,000 to KOA to satisfy its obligation under the CSLC lease.

Governmental Regulations and Compliance with Environmental Laws

Marinas are subject to numerous governmental regulations, particularly environmental regulations, such as water pollution and water quality control regulations, and other miscellaneous regulatory requirements. Failure to comply with those regulations would constitute grounds for revocation of the CSLC Lease when such failure affects the leased property. Any of our licensees or subtenants are also required to comply with such regulations.

We are subject to certain reporting requirements relating to any water pollution caused by their operations, such as the California Safe Drinking Water and Toxic Enforcement Act of 1986 (“California Proposition 65”). California Proposition 65 contains a prohibition on discharging specified toxic chemicals into water or land where such chemicals pass (or probably will pass) into any source of drinking water. Civil penalties have been established for violations of California Proposition 65 and actions may also be brought. We must comply with applicable laws concerning the lawful handling and disposal of certain products used in and generated by the operation of our marina, such as oil, paint, sewage and fuel. We must also comply with applicable federal, state and local laws concerning aboveground storage tanks. If any leaks from storage tanks or spillage or disposal from other operations (such as the loading of gasoline into boats or the disposal of paint, oil and other products used in the repair of boats) causes or has caused

contamination of the soil or the water, we will be required to comply with federal, state and local laws relating to “hazardous waste” clean-up and we may have to incur expenses to dispose of the hazardous waste in a lawful manner. If other parties contribute or have contributed to water or soil contamination at Tower Park Marina, we would be able to seek reimbursement from such other parties in connection with our payment of any expenses to comply with such regulations.

Tower Park Marina is also subject to a variety of federal, state and local laws affecting the development or improvement of the property, including laws and regulations relating to environmental factors. Difficulties or failures in obtaining required approvals could delay or prevent any future improvement at the property.

Seasonal Aspects of Our Business

The operations at Tower Park Marina are influenced by factors that affect the boating industry both locally and nationally, with activity at Tower Park Marina increasing seasonally during the period between April through October of each year.

Personnel

There are 4 people who render service on our behalf on a full-time basis, and 5 people who render services on a part-time basis. These people include managers, assistant managers, area managers, accounting, administrative and clerical personnel, construction, and dock personnel. The people rendering services on a part-time basis may also render services on behalf of one or more of WMMI, Westrec Financial, other partnerships organized by Westrec Financial and other people or entities owning properties managed by WMMI.

ITEM 1A.

Risk Factors

In addition to the other information in this Form 10-K, the following factors should be considered in evaluating our partnership and our business.

WMMI has significant influence over the Partnership.

At December 31, 2013, Westrec Marina Management, Inc. (“WMMI”), a subsidiary of the General Partner, owned 43.17% of the outstanding limited partnership units. Consequently, WMMI has the ability to significantly influence all matters submitted to a vote of our Limited Partners, resolving and approving other extraordinary transactions such as mergers, and all matters requiring the consent of the

Limited Partners. WMMI’s interest in such matters may differ from other Limited Partners. In addition, WMMI’s ownership may make it more difficult for another party to take over our Partnership without WMMI’s approval. However, as an affiliate of the General Partners of the Partnership, WMMI is required to protect the interests of the Limited Partners.

The General Partners may not be able to repay monies borrowed from the Partnership.

During 2011, advances totaling $ 415,000 were made to an affiliate of the General Partners and $290,000 of those advances remained outstanding as of December 31, 2011. The advances accrued interest at the prime rate plus one percent (4.25% at December 31, 2011). The advances were in conflict with the Partnership agreement; however, the General Partners felt that the advances were justified as an above market rate of interest was paid. All amounts were repaid on February 15, 2012, and the General Partner has indicated that no further monies will be borrowed from the Partnership.

There is a risk of repercussions from the Limited Partners as a result of the breach in the Partnership Agreement.

Limited Partners may take legal action as a result of the General Partner’s breach of the Partnership agreement. The General Partner has represented that they will reimburse the Partnership for any legal costs that arise related to this issue.

Real estate risks associated with the Partnership’s lease and operation of Tower Park:

•

the national, state and local economic climate and real estate conditions, such as oversupply of or reduced demand for space and changes in market rental rates;

•

how prospective customers perceive the attractiveness, convenience and safety of our property;

•

our ability to provide adequate management, maintenance and insurance;

•

our ability to collect rent from customers on a timely basis;

•

the expense of periodically renovating, repairing and re-leasing slips;

•

environmental issues;

•

compliance with the Americans with Disabilities Act and other federal, state, and local laws and regulations;

•

increasing operating costs, including real estate taxes, insurance and utilities, if these increased costs cannot be passed through to customers;

•

changes in tax, real estate and zoning laws;

•

competition from new marina properties in our market;

•

customer defaults and bankruptcies

Certain significant costs, such as real estate taxes, insurance and maintenance, generally are not reduced even when a property’s rental income is reduced. In addition, environmental and tax laws, interest rate levels, the availability of financing and other factors may affect real estate values and property income.

We may encounter significant delays and expense in re-leasing vacant slips, or we may not be able to re-lease space at existing rates, in each case resulting in the loss of income.

Customer defaults and bankruptcies may reduce our cash flow: We may have difficulty in collecting from customers in default, particularly if they declare bankruptcy. This could affect our cash flow.

We may be adversely affected if casualties to Tower Park Marina are not covered by insurance: We carry insurance on the property that we believe is comparable to the insurance carried by other operators for similar properties. However, we could suffer from uninsured losses or losses in excess of policy limits for such occurrences such as earthquakes that adversely affect us or even result in loss of the property.

We may be adversely affected by changes in laws: Increases in income and service taxes may reduce our cash flow. Tower Park Marina is also subject to various federal, state and local regulatory requirements, such as state and local fire and safety codes. If we fail to comply with these requirements, governmental authorities could fine us or courts could award damages against us. We believe Tower Park Marina is in compliance with all current significant legal requirements.

We may incur significant environmental remediation costs: Under various federal, state and local environmental laws, an operator of real estate may have to clean spills or other releases of hazardous or toxic substances on or from a property. Certain environmental laws impose liability whether or not the operator knew of, or was responsible for, the presence of the hazardous or toxic substances. In some

cases, liability may exceed the value of the property. The presence of toxic substances, or the failure to properly remedy any resulting contamination, may make it more difficult for the Partnership to operate the marina. We believe Tower Park Marina complies with all significant environmental laws; however, future environmental laws may impose additional material liabilities on us.

We depend on key personnel.

We depend on our key personnel, including William W. Anderson, President of WMMI and Jeffrey K. Ellis, Chief Financial Officer of WMMI. The loss of Mr. Anderson, Mr. Ellis or other key personnel could adversely affect our operations. We maintain no key person insurance on our key personnel.

Terrorist attacks and the possibility of wider armed conflict may have an adverse impact on our business and operating results and could decrease the value of our assets.

Terrorist attacks and other acts of violence or war, such as those that took place on September 11, 2001, could have a material adverse impact on our business and operating results. There can be no assurance that there will not be further terrorist attacks against the United States or its businesses or interests. Attacks or armed conflicts that directly impact our property could significantly affect our ability to operate this property and thereby impair our operating results. Further, we may not have insurance coverage for all losses caused by a terrorist attack. Such insurance may not be available, or if it is available and we decide to obtain such terrorist coverage, the cost for the insurance may be significant in relation to the overall risk. In addition, the adverse effects that such violent acts and threats of future attacks could have on the U.S. economy could similarly have a material adverse effect on our business and results of operations. Finally, further terrorist acts could cause the United States to enter into a wider armed conflict, which could further impact our business and operating results.

ITEM 2.

Description of Property.

As of December 31, 2013, the Partnership leases Tower Park Marina, which is located in San Joaquin County, California. The property was acquired on February 1, 1988. The portion of property leased and operated as Tower Park Marina is situated on 12 acres, which are leased from the CSLC.

Tower Park Marina consists of the following:

a) 208 covered slips contained in 17 covered sheds; with an average annual rent of $4,010 average annual occupancy of 91%. The covered boat slips at Tower Park Marina are typically rented on a month to month basis

(b) 24 permanent open slips rented on a monthly basis; with an average annual rent of $607, and average annual occupancy of 35%.

(d) two covered dry boat storage areas with capacity for approximately 58 boats, with an average annual rent of $1,994, and average annual occupancy of 80%.

(e) additional dry storage areas with capacity for approximately 91 boats, with an average annual rent of $1,035, and average annual occupancy of 51%

(f) a gas dock facility;

On March 27, 2007, the Partnership completed the sale of substantially all of the assets of Tower Park Marina and RV Park to KOA for $13,500,000 in cash. The assets sold included the land and improvements known as Tower Park Marina, the Registrant’s 51% interest in the Little Potato Slough Mutual Water Company, the Registrant’s leasehold interest in the lease between the CSLC (as landlord) and the Registrant (as tenant), dated as of January 14, 1999, approximately 100 acres of undeveloped land, and certain personal property associated with the foregoing.

The CSLC Lease provides for annual rent based on gross receipts, with minimum annual rent of $40,000. For the year ended December 31, 2013, rent expense for the CSLC Lease was $40,000.

ITEM 3.

Legal Proceedings

None.

ITEM 4.

Submission of Matters to a Vote of Security Holders

None.

PART II

ITEM 5.

Market for Registrant’s Common Equity, Related Stockholder Matters, and Smaller reporting company Purchases of Equity Securities.

The Partnership has no common stock.

The Units of Limited Partnership Interests (“Units”) are not listed on any national securities exchange or quoted on the NASDAQ System, and there is no established public trading market for the Units. Secondary sales activity for the Units has been limited and sporadic. The General Partners monitor transfers of the Units because the admission of a transferee as a substitute limited partner requires the consent of the General Partners under the Partnership Agreement. However, the General Partners do not monitor or regularly receive or maintain information regarding the prices at which secondary sales transactions in the Units have been effectuated. Various organizations offer to purchase and sell limited partnership interests (including securities of the type such as the Units) in secondary sales transactions. Various publications such as Investment Advisor summarize and report information (on a monthly, bi-monthly or less frequent basis) regarding secondary sales transactions in certain limited partnership interests, including the prices at which such secondary sales transactions are effected.

As of December 31, 2013, WMMI had acquired 1946 Units in the Partnership, representing 43.17% of the outstanding units at an average price of $233 per Unit. WMMI has most recently purchased Units for $25 per Unit.

Exclusive of the General Partners’ interests in Partnership, as of December 31, 2013, there were approximately 626 Unit holders of record.

If applicable, the Partnership makes quarterly distributions of all “Cash Flow from Operations” and of all “Cash from Sales or Refinancing”, subject to the provisions described below. Cash Flow from Operations, as defined in the Partnership Agreement, is the total cash receipts from the operations of the Partnership’s business, which includes, but is not limited to, cash receipts from the rental of the properties, and which excludes Cash from Sales or Refinancing, less: (i) all operating expenses other than non-cash expenses such as depreciation and amortization; (ii) all principal and interest payments on any loans or advances; (iii) any sums expended for capital improvements or replacements (excluding amounts paid from funds provided by capital contributions); and (iv) a cash reserve for working capital or other

purposes, the amount of which shall be determined by the General Partners. Cash from Sales or Refinancing, as defined in the Partnership Agreement, is the net proceeds to the Partnership from all sales, exchanges and refinancing of the Partnership’s properties, less payment of indebtedness relating to such properties and adequate cash reserves from such net proceeds for other obligations of the Partnership for which there is no provision; however, Cash from Sales or Refinancing does not include any proceeds reinvested in properties.

See Items 6 and 7 for a more detailed discussion of the Partnership’s operating results. In April of 2007, the Partnership made a distribution of $3,642,000 to its partners.

ITEM 6.

Selected Financial Data

A smaller reporting company is not required to provide the information in this Item.

ITEM 7.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

As discussed in greater detail below, the Partnership’s sole remaining property, Tower Park Marina, was sold to KOA on March 27, 2007. In connection with that sale, the Partnership agreed to lease the marina components of the property for 10 years.

The operations of Tower Park Marina are influenced by factors affecting the marina and boating industries nationally, as well as by local market and weather conditions. As a result of poor economic conditions in California, the demand for both wet and dry storage continues to decline. Since the sale of the property in 2007, the Partnership has seen the occupancy of the permanent wet slips decline from 95% in March 2007 to 76.7% as of December 31, 2013. Dry storage has suffered similarly. In order to attract new customers, the marina has been forced to run promotions and discount its slip and dry storage rates significantly. The lower occupancy rates at Tower Park Marina are consistent with those experienced by other marinas in the area.

In an effort to partially offset the lower revenues that were being generated, operating hours have been reduced during the off-season, and the marina is only open 5 days a week. These reductions have resulted in decreasing payroll and other operating costs. The Partnership’s monthly lease payment to KOA increased in March of 2012; from $25,000 per month to $29,692 which translated to $56,304 of additional lease expense annually. The Partnership has renegotiated the lease payment in an effort to improve cash

flow from the property. Effective March 1, 2013, the monthly lease payment was reduced from $29,692 to $16,667, plus an additional amount of percentage rent based on the Partnership’s annual revenue, which will have a positive effect on the property’s operating results and cash flow.

Also negatively affecting cash flow for the Partnership is the increasing audit costs and the increasing Securities and Exchange Commission (the “SEC”) filing requirements and costs.

Presentation of Financial Statements

The financial statements of the Partnership reflect the ongoing business in the slip rental, dry storage, and fuel sales segments.

Critical Accounting Policies

The application of accounting principles requires the use of assumptions, estimates and judgments which are the responsibility of management. Management makes estimates and judgments based on, among other things, knowledge of operations, markets, historical trends and likely future changes, similarly situated businesses and, when appropriate, the opinions of advisors with relevant knowledge and experience. The Partnership has identified one critical accounting estimate used in the financial statements, the allowance for accounts receivable. This estimate primarily affects the slip rental and dry storage segments. The fuel service segment revenues are primarily generated from cash and credit card point-of-sale transactions, and subsequently do not have collectability issues. Reported results could have been materially different had the Partnership used a different set of assumptions, estimates and/or judgments.

Accounts receivable allowance: The Partnership uses the allowance method to reserve for its estimate of uncollectible receivables. A percentage of the accounts receivable with balances past due over 60 days are estimated to eventually prove uncollectible. Consequently, the amount estimated is charged to bad debts each month and a credit is made to an allowance for doubtful accounts. In addition to a general reserve estimate, any accounts identified as problematic—including accounts in bankruptcy or placed for collection are added to the allowance amount. When specific accounts are written off, they are charged to the allowance account. Management reviews the allowance each quarter and at year end, and evaluates any accounts over 60 days past due. Factors such as subsequent payments and value of boats occupying the slips are considered when determining collectability. If, in the judgment of management, it is “not

likely” that the account is collectible, the allowance will be increased, thereby reducing income from these segments. For these reasons and since changes in estimates can materially affect net profits, management believes the accounting estimate related to accounts receivable allowances is a “critical accounting estimate.”

Results of Operations

Historically, the Partnership’s revenues were generated primarily from slip rentals, RV parking, retail sales, fuel sales and the restaurant and boat service segments. On March 27, 2007, the Partnership completed the sale of substantially all the assets of Tower Park Marina and RV Park to KOA for $13,500,000 in cash. Net cash received was reduced to $13,459,000 due to $41,000 of property taxes and closing costs borne by the Partnership. The assets sold included the land and improvements known as Tower Park Marina, the Partnership’s 51% interest in the Little Potato Slough Mutual Water Company, the Partnership’s leasehold interest in the lease between the CSLC (as landlord) and the Partnership (as tenant), dated as of January 14, 1999, approximately 100 acres of undeveloped land, and certain personal property associated with the foregoing. The gain was further reduced by $416,000 of maintenance repairs identified by KOA. The Partnership will make these repairs over the next several years.

The Partnership recognized a gain of $8,117,000 and deferred gain of $2,152,000 from the sale. The proceeds from the sale were used to repay the Partnership’s note payable and the payable to affiliates. In April of 2007, the Partnership made a distribution of $3,642,000 to its partners.

In connection with the sale, the existing lease agreement between KOA and the Partnership, under which the Partnership had leased the RV Park and retail store at Tower Park Marina to KOA, was terminated. Pursuant to a new lease agreement, KOA leased back to the Partnership the marina facilities and dry storage buildings that make up a portion of the property that was sold. The lease has a ten-year term with three five year options. Basic rent was $25,000 per month for the first five years, and increased to $29,692 per month on March 27, 2012. Effective March 1, 2013, KOA agreed to reduce the Partnership’s monthly lease payment to $16,667, plus an additional amount of percentage rent based on the Partnership’s annual revenue. The Partnership will pay percentage rent to KOA calculated as follows: 30% of Gross Profit between $800,000 and $900,000, plus 40% of Gross Profit between $900,000 and $1,000,000, plus 50% of Gross Profit in excess of $1,000,000. The maximum Percentage Rent payable for any calendar year is $250,000.

2013 Compared to 2012

For the year ended December 31, 2013, gross revenue for Tower Park increased $14,000 to $1,008,000. This was the result of increases in slip rental and dry storage revenues, offset by decreases in fuel service revenues and in interest income.

The Partnership’s net profit from operations of $99,000 for the year ended December 31, 2013 is an improvement of $68,000 from the previous year. The Partnership successfully renegotiated its lease with KOA effective March 1, 2013, which accounts for $99,000 of savings for the year ended December 31, 2013. These savings were offset by increases in the administrative and maintenance departments. Although reduced operating hours remained in effect during the off season, payroll costs increased slightly in response to additional activity at the property.

Slip rental and dry storage revenues increased $17,000 and $5,000, respectively, due to increased marketing efforts by marina staff and improvements in the economy. The marina raised its gasoline and diesel prices in response to increasing fuel costs in the area, which resulted in a $7,000 decline in revenues. Fuel margins declined as well. As prices remain high throughout the area, customers have become more price sensitive, and some boaters are using their vessel less. The marina is finding it increasingly difficult to compete with higher volume retailers in the area.

The Partnership’s cash balance decreased $37,000 to $142,000 for the year ended December 31, 2013.

2012 Compared to 2011

For the year ended December 31, 2012, gross revenue for Tower Park increased $20,000 to $994,000. This was the result of increases in slip rental, dry storage, and fuel service revenues, offset by a slight decrease in interest income.

The Partnership’s net profit of $31,000 for the year ended December 31, 2012 is an improvement of $49,000 from the previous year. This was primarily due to increased profits in every operating segment at the property, which meant increased revenues and aggressively reduced costs in each segment.

Tower Park Marina’s slip rental revenues increased $13,000 to $677,000. Net operating profits for the slip rental segment also increased $35,000 due to decreasing payroll costs. Likewise, dry storage revenues increased by $6,000, and related expenses were reduced by $6,000.

Fuel sales increased $8,000 to $175,000 due to higher prices and greater volume. Operating profits increased as well, due to better margins.

Payroll costs decreased in every operating segment in 2012. Continuing a strategy implemented late in 2011, Tower Park reduced its operating schedule from 7 days a week to 5 days a week. In addition, redundant staff positions were eliminated.

Liquidity and Capital Resources

The Partnership net income includes $216,000 of amortization of the deferred gain, a non-cash item. After considering non-cash items, the Partnership actually incurred a net loss from operations for the year ended December 31, 2013 of $85,000 (net income/loss before depreciation and amortization of deferred gain), which was covered from existing cash balances

On March 27, 2007, the Partnership completed the sale of substantially all the assets of Tower Park Marina and RV Park to KOA for $13,500,000 in cash. The sale requires the Partnership to make approximately $400,000 in repairs to the property and resulted in a gain of approximately $8,117,000 and deferred gain of $2,152,000. The proceeds from the sale were used to repay the Partnership’s note payable and the payable to affiliates. In April of 2007, the Partnership made a distribution of $3,642,000 to its partners.

As part of the sale, the Partnership agreed to lease back the marina and dry storage facilities that comprise a portion of the property. The lease has an initial term of ten years and three five (5) year options to extend. The lease requires minimum monthly payments of $25,000 for the first five years. As noted previously, this monthly lease payment to KOA was increased in March 2012 to $29,692 per month. The lease was restructured effective March 1, 2013 by reducing the minimum monthly rent payment to $16,667 offset by an additional amount of percentage rent based on the Partnership’s annual revenue. The Partnership is also required to reimburse KOA approximately $40,000 for its annual obligations with respect to the CSLC lease. In addition, the Partnership is required to spend a minimum of $50,000 per year on maintenance repairs and improvements. These contractual obligations are summarized below:

Disclosure of Contractual Obligations


	Total		Less than 1 Year		1 – 3 Years		3-5 Years		More than 5 Years
Operating Leases:
KOA Lease	$	650,000		200,000	$	400,000	$	50,000		—
Deferred maintenance reserve		109,000		109,000		—		—		—
CSLC Lease Reimbursement		130,000		40,000		80,000		10,000		—
Capital Improvement Commitment		158,000		50,000		100,000		8,000		—
Other Long-Term Liabilities		—		—		—		—		—

Total	$	1,047,000	$	399,000	$	580,000	$	68,000		—

The Partnership had a remaining cash balance of $142,000 as of December 31, 2013. However, despite the reduction of rent due on the lease with KOA, and continued efforts to reduce costs, the Partnership continues to operate at a deficit, and its liabilities exceed its current cash and accounts receivable balances. These trends, in conjunction with escalating audit and SEC filing fees and requirements raise substantial doubt about the Partnership’s ability to meet its financial obligations going forward, and to continue as a going concern.

Off-Balance Sheet Arrangements

Partnership has no off-balance sheet arrangements and has not entered into any transactions involving unconsolidated, limited purpose entities.

ITEM 7A.

Quantitative and Qualitative Disclosures about Market Risk

Market risk is the potential loss arising from adverse changes in market rates and prices, such as foreign currency exchange and interest rates. All Partnership transactions are payable in U.S. dollars. The Partnership holds most of its cash in a money market account. We do not consider the effects of interest rate movements to be a material risk to our financial condition. We do not hold any derivative instruments and do not engage in any hedging activities.

ITEM 8.

Financial Statements and Supplementary Data.

The Financial Statements required in response to this Item 8 are submitted as part of Item 15(a) of this annual report on Form 10-K.

ITEM 9.

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

None.

ITEM 9A.

Controls and Procedures

Item 9A(T).

Controls and Procedures

Disclosure Controls and Procedures

As required by Rules 13a-15 and 15d-15 of the Securities Exchange Act of 1934, the Company has evaluated, with the participation of management, including the Chief Executive Officer and the Chief Financial Officer, the effectiveness of its disclosure controls and procedures (as defined in such rules) as of the end of the period covered by this report. Based on such evaluation, the Chief Executive Officer and Chief Financial Officer concluded that the Company’s disclosure controls and procedures are effective to ensure that information required to be disclosed by the Company in reports prepared in accordance with the rules and regulations of the Securities and Exchange Commission (“SEC”) is recorded, processed, summarized and reported within the time periods specified by the SEC’s rules and forms.

Our management, including the Company’s Chief Executive Officer and Chief Financial Officer, does not expect that the Company’s disclosure controls and procedures will prevent all errors and all fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within the Company have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty, and that breakdowns can occur because of simple error or mistake.

Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the control. The design of any system of controls also is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions; over time, controls may become inadequate because of changes in conditions, or the degree of compliance with the policies or procedures may deteriorate. Because of the inherent limitations in a cost-effective control system, misstatements due to error or fraud may occur and not be detected.

Changes in Internal Control Over Financial Reporting

There have been no changes in the Company’s internal control over financial reporting that occurred during the fourth quarter of the year ended December 31, 2013 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting. The Company continues to review its disclosure controls and procedures, including its internal controls over financial reporting, and may from time to time make changes aimed at enhancing their effectiveness and to ensure that the Company’s systems evolve with its business.

Management Report on Internal Control Over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal control over financial reporting. Our internal control system is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles in the United States (“GAAP”) and includes those policies and procedures that:

•

pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the assets of the company;

•

provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with GAAP, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and

•

provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the company’s assets that could have a material effect on its financial statements.

Because of its inherent limitations, a system of internal control over financial reporting can provide only reasonable assurance and may not prevent or detect misstatements. Further, because of changes in conditions, effectiveness of internal controls over financial reporting may vary over time. Our system contains self-monitoring mechanisms, and actions are taken to correct deficiencies as they are identified.

Our management conducted an evaluation of the effectiveness of the system of internal control over financial reporting based on the framework in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on this evaluation, our management concluded that our system of internal control over financial reporting was effective as of December 31, 2013.

This report does not include an attestation report of our registered public accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation by our registered public accounting firm pursuant to temporary rules of the Securities and Exchange Commission that permit us to provide only management’s report in this annual report.

ITEM 9B.

Other Information

None

PART III.

ITEM 10.

Directors and Executive Officers

The Partnership has no directors or executive officers.

Partnership’s General Partners are Westrec Investors, Inc. (formerly “PS Marina Investors, Inc.”) and Tower Park Marina Operating Corporation (substituted for B. Wayne Hughes in 1997). The Corporate General Partner, acting through its directors and executive officers, is responsible for the day-to-day operations of the Partnership. The Partnership’s properties are managed and operated by Westrec Marina Management, Inc. (“WMMI”), a wholly-owned subsidiary of Westrec Financial.

The names and ages of all directors and executive officers of the Corporate General Partner, and the executive officer of WMMI who perform significant policy-making or operational functions for the Partnership, the offices held by each of them, the dates of their elections to such offices, and their business experience during the past five years are set forth below.


Name	Age	Office and Date of Election	Business Experience During Past 5 Years
Michael M. Sachs	72	President, Secretary and Director of the Corporate General Partner (1990) and of Tower Park Operating Corporation (1997)	Mr. Sachs is President, Secretary and Director of Westrec Financial and President of Westrec Properties (1990) and Vice-President, Secretary and Director of WMMI (1987). Mr. Sachs was a director of New Century Financial Corporation, a residential mortgage brokerage, since its inception in 1995 to its conclusion in 2008.

Pursuant to Articles 16 and 17 of the Partnership Agreement, a copy of which is included in the Partnership’s prospectus included in SEC Registration No. 33-21021, each of the General Partners continues to serve until (i) death, insanity, insolvency, bankruptcy or dissolution, (ii) withdrawal with the consent of the other General Partner and a majority vote of the limited partners, or (iii) removal by a majority vote of the limited partners.

Each director of the General Partners serves until he resigns or is removed from office by Westrec Properties or Westrec Financial, and may resign or be removed from office at any time with or without cause. Each officer of the General Partners serves until he resigns or is removed by the board of directors of that General Partner. Any such officer may resign or be removed from office at any time with or without cause. No such officer was selected as such pursuant to any arrangement or understanding between such officer and any other person.

Audit Committee Financial Expert.

The Partnership is not a listed issuer and does not have a board of directors, nor does it have any audit committee financial expert within the meaning of Reg. S-K, Item 407(d)(5). This is due to the small size of Partnership and the nature of its business. The General Partner, in its capacity, effectively serves as the audit committee.

Compliance with Section 16(a) of the Exchange Act

Section 16(a) of the Securities Exchange Act of 1934 requires the Partnership’s General Partners, and the directors and executive officers of the Corporate General Partner, and persons who own more than ten percent of the Partnership’s Units, to file with the Securities and Exchange Commission (the “SEC”) initial reports of ownership and reports of changes in ownership of Units.

To our knowledge, based solely on review of the copies of such reports furnished to us and written representations that no other reports were required, during the fiscal year ended December 31, 2013, all Section 16(a) filing requirements applicable to its General Partners, the executive officers and directors of the Corporate General Partner and greater than ten-percent beneficial owners of the Partnership were complied with.

Code of Ethics.

Due to the small size of the Partnership and the nature of its business, we do not have a formal code of ethics within the meaning of Reg. S-K, Item 406.

ITEM 11.

Executive Compensation.

Partnership has no directors or officers. See Item 12 for a description of certain transactions between Partnership and its General Partners and their affiliates.

ITEM 12.

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.

Except as specified below, as of the date hereof, no person is known by Partnership to own beneficially more than 5% of the Units of limited partnership interest.

Name and Address of Beneficial Owner

Number of Limited
Partnership Units
Owned at March 15,
2014

Percent of
Class

Westrec Marina Management, Inc.

16633 Ventura Blvd., 6^th Floor

Encino, CA 91436

1974

43.79

The Partnership has no officers or directors.

As of December 31, 2013, the General Partners had contributed an aggregate of $1,000 to the capital of Partnership. None of the directors and officers of the Corporate General Partner own any Units of limited partnership interest of the Partnership. The Corporate General Partner is a wholly-owned subsidiary of Westrec Properties, which is a wholly-owned subsidiary of Westrec Financial.

Westrec Financial (which may be deemed a parent of the Partnership) has two classes of authorized stock, Common Stock and Convertible Participating Preferred Stock (the “Preferred Stock”), which vote together as a class, except with respect to the election of directors. As of December 31, 2013, there was no Preferred Stock outstanding.

Michael M. Sachs, an officer and director of both Westrec Financial and the Corporate General Partner, owns 100% of the Common Stock of Westrec Financial, and has the sole voting power over the shares of Westrec Financial, and the shares of Westrec Marina Management, Inc., which is also a wholly-owned subsidiary of Westrec Financial.

Changes in Control.

We know of no contractual arrangements, the operation of the terms of which may at a subsequent date result in a change in control of the Partnership, except for Articles 16, 17 and 21.1 of our Partnership Agreement. Those articles provide, in substance, that the limited partners shall have the right, by majority vote, to remove a general partner and that a general partner may designate a successor with the consent of the other general partner and a majority of the limited partners.

ITEM 13.

Certain Relationships and Related Transactions.

The General Partners and their affiliates are entitled to the following compensation:

1. “Acquisition and Development Fees” to be paid to the General Partners or their affiliates for their services in connection with the analysis, research, negotiation, documentation, acquisition, construction and development related to investments for the Partnership, in an amount equal to 6% of the purchase price or the cost of construction of the properties. “Cumulative Acquisition and Development Fees” paid to the General Partners and their affiliates through December 31, 2013 totaled $1,720,000, ($1,000 of which was paid in 2012).

2. A “Loan Brokerage Fee” to be paid to the General Partners or their affiliates for their services in negotiating and obtaining permanent financing on properties from an unaffiliated lender, in an amount equal to 1% of the principal amount of the financing or refinancing, which would be reduced to the extent any other loan brokerage fee is paid to any other loan broker in connection with the transaction. Loan Brokerage Fees paid to the General Partners and their affiliates through December 31, 2013 totaled $96,000 (none of which was paid in 2013).

3. The Corporate General Partner made advances to the Partnership during 1998 through 2006 to cover operating deficits and capital expenditures. In connection with the March 27, 2007 sale of Tower Park Marina, the Partnership was able to repay the outstanding principal and interest owed to the Corporate General Partner. Accordingly, no interest was paid or accrued to the Corporate General Partner for the years ended December 31, 2013 or 2012.

4. During the year, the General Partner or its affiliates borrowed monies from the Registrant amounting to $415,000. At December 31, 2013 the balance of amounts borrowed totaled $290,000. Interest on these loans was paid at prime plus 1%. The loan violates Section 13.3 of the Registrant’s Partnership Agreement, which prohibits loans to the General Partners or Affiliates. Interest received by the Registrant for the year ended December 31, 2013 totaled $2,000. The balance of the amounts borrowed was repaid on February 15, 2012.

5. The General Partners are entitled to receive a percentage of distributions of Cash Flow from Operations and Cash from Sales and Refinancing with respect to any fiscal year. The General Partners have agreed that their share of any future distributions is 1%. The General Partners received $36,000 of such distributions in 2007. No distributions were received in 2013 or 2012.

The Partnership and WMMI, a subsidiary of Westrec Financial, have entered into a management agreement pursuant to which WMMI is entitled to receive, as compensation for its management services, a property management fee, payable monthly, in an amount equal to the sum of (i) 6% of the “Gross Revenue” from operations of the properties and (ii) 6% of the “Net Sales Revenue” from operations of the properties. The term “Gross Revenue” means all receipts (net of security deposits returned to the tenants) from the operations of the properties, including without limitation, rental payments of lessees of space in the marinas, vending machine or concessionaire revenues, maintenance charges, if any, paid by the tenants of the marinas in addition to basic rent, parking fees, if any, revenues from boat rentals or

campground rentals, if any, and rental payments received under any subleases, but excluding all revenues from the sale of goods or merchandise (other than vending machine and concessionaire revenues), including gasoline. The term “Net Sales Revenue” means all receipts from the properties from the sale of goods or merchandise (other than vending machine and concessionaire revenues), including gasoline, minus the direct cost of the goods sold (not including any overhead costs of the Partnership). The management fee will cover, without additional expense to the Partnership, the time WMMI’s executive officers expend on project management and WMMI’s overhead costs such as its expenses for rent, utilities and servicing of the Partnership’s accounts payable. During 2013, $54,000 was paid or accrued by the Partnership to WMMI pursuant to the management agreements.

ITEM 14.

Principal Accountant Fees and Services

The following audit services were provided by Vasquez & Company LLP during fiscal 2013 and 2012:


	2013		2012
Audit fees (1)	$	50,000	$	44,000
All other fees		—		—

Total	$	50,000	$	44,000

(1)	Audit Fees

Audit fees were billed for the audit of the annual financial statements and annual report on Form 10-K and reviews of quarterly reports on Form 10-Q.

Pre-Approval Policy

We do not have an audit committee and as a result our General Partner, in its capacity, effectively serves as the audit committee. Our management evaluates the scope and cost of the engagement of an auditor before the auditor renders audit and non-audit services. The Partnership’s external auditor cannot be engaged to provide any audit or non-audit services to the Partnership unless the engagement is pre-approved by management in compliance with the Sarbanes-Oxley Act of 2002.

PART IV

ITEM 15.

Exhibits, Financial Statement Schedules

Financial statements

The financial statements listed in the accompanying Index to Financial Statements and Schedule are filed as part of this report.

Financial statements schedule

The financial statements schedule listed in the accompanying Index to Financial Statements and Schedule are filed as part of this report.

Exhibits

The exhibits listed in the Index to Exhibits are filed with or incorporated by reference in this report.

Exhibits

See Exhibit Index

Financial Statement Schedules

Not applicable.

SIGNATURES

In accordance with Section 13 or 15(d) of the Securities Exchange Act of 1934, the Partnership has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.



By:		/s/ Michael M. Sachs
		President

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Partnership and in the capacities and on the dates indicated.


Signature	Capacity	Date

Principal Executive Officer, Principal Operating Officer, Principal Financial and Accounting Officer /s/ Michael M. Sachs Michael M. Sachs	President, Secretary, Vice President and Chief Financial Officer and Director of Westrec Investors, Inc., the Corporate General Partner of the Partnership	March 28, 2014

TOWER PARK MARINA INVESTORS, L.P.,

(formerly PS MARINA INVESTORS I)

a California Limited Partnership

Index to Financial Statements and Schedules

(Item 15 (a))


	Page Reference
Report of Vasquez & Company LLP, Independent Auditors		F-1
Balance Sheets at December 31, 2013 and 2012		F-2
Statements of Operations for the years ended December 31, 2013 and 2012		F-3
Statements of Changes in Partners’ Equity (Deficit) for the years ended December 31, 2013 and 2012		F-4
Statements of Cash Flows for the years ended December 31, 2013 and 2012		F-5
Notes to Financial Statements		F-6 to F-14

Schedules have been omitted since the required information is not present or not present in amounts sufficient to require submission of the schedule, or because the information is included in the financial statements or the notes thereto.

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM,

VASQUEZ & COMPANY LLP

The Partners

Tower Park Marina Investors, L.P.,

(formerly PS Marina Investors I),

a California Limited Partnership

We have audited the accompanying balance sheets of Tower Park Marina Investors, L.P. (formerly PS Marina Investors I), a California Limited Partnership (the Partnership), as of December 31, 2013 and 2012, and the related statements of operations, changes in partners’ equity (deficit), and cash flows for the years then ended. 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 the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Partnership is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Partnership’s internal control over financial reporting. Accordingly, we express no such opinion. 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 financial statements referred to above present fairly, in all material respects, the financial position of Tower Park Marina Investors, L.P. (formerly PS Marina Investors I), a California Limited Partnership as of December 31, 2013 and 2012, and the results of its operations and cash flows for the years then ended, in conformity with accounting principles generally accepted in the United States of America.

The accompanying financial statements have been prepared assuming that the Partnership will continue as a going concern. As discussed in Note 8, the Partnership’s property is not generating a satisfactory level of cash flow and cash flow projections do not indicate significant improvement in the near term. These circumstances raise substantial doubt about the Partnership’s ability to meet its financial obligations going forward and to continue as a going concern. The financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result from the possible inability of the Partnership to continue as a going concern

/S/ Vasquez & Company LLP

Los Angeles, California

March 28, 2014

F-1

TOWER PARK MARINA INVESTORS, L.P

(formerly PS MARINA INVESTORS I)

a California Limited Partnership

BALANCE SHEETS

December 31, 2013 and 2012


	December 31,
	2013			2012
ASSETS
Cash and cash equivalents	$	142,000		$	179,000
Accounts receivable net of allowance for doubtful accounts of $26,000 in 2013 and $17,000 in 2012		39,000			27,000
Tower Park Marina, net (Note 2)		82,000			114,000
Other assets (Note 3)		53,000			55,000

TOTAL ASSETS	$	316,000		$	375,000

LIABILITIES AND PARTNERS’ EQUITY (DEFICIT)
Accounts payable and accrued expenses	$	284,000		$	224,000
Deferred gain on sale of Tower Park Marina (Note 2)		699,000			915,000
Deferred rentals		21,000			23,000

Total liabilities		1,004,000			1,162,000

Commitments and contingencies (Note 5)		—			—
Partners’ equity (deficit):
Limited partners’ equity, $5,000 per unit, 4,508 units authorized, issued and outstanding		133,000			35,000
Deferred contributions		(27,000	)		(27,000	)

Limited partners’ equity		106,000			8,000
General partners’ deficit		(794,000	)		(795,000	)

Total partners’ deficit		(688,000	)		(787,000	)

TOTAL LIABILITIES AND PARTNERS’ EQUITY (DEFICIT)	$	316,000		$	375,000

See accompanying notes to financial statements.

F-2

TOWER PARK MARINA INVESTORS, L.P.

(formerly PS MARINA INVESTORS I)

a California Limited Partnership

STATEMENTS OF OPERATIONS

For the years ended December 31, 2013 and 2012


	2013		2012
Revenues:
Slip rental	$	694,000	$	677,000
Dry storage		136,000		131,000
Fuel service		168,000		175,000
Interest and other income		10,000		11,000

Revenues from operations		1,008,000		994,000

Expenses:
Slip rental		29,000		17,000
Dry storage		9,000		10,000
Fuel service		142,000		144,000
Cost of operations		643,000		699,000
Management fees (Note 4)		54,000		53,000
Depreciation		32,000		40,000

		909,000		963,000

Net income	$	99,000	$	31,000

Allocation of net income
Limited Partners	$	98,000	$	31,000
General Partners		1,000		—

	$	99,000	$	31,000

Limited Partners’ net income per unit:	$	21.74	$	6.88

Total units outstanding		4,508		4,508

See accompanying notes to financial statements.

F-3

TOWER PARK MARINA INVESTORS, L.P.

(formerly PS MARINA INVESTORS I)

a California Limited Partnership

STATEMENTS OF CHANGES IN PARTNERS’ EQUITY (DEFICIT)

For the years ended December 31, 2013 and 2012


	General Partners		Limited Partners		Total
Balances at December 31, 2011	$	(795,000)	$	(23,000)	$	(818,000)
Net income		—		31,000		31,000

Balances at December 31, 2012		(795,000)		8,000		(787,000)
Net income		1,000		98,000		99,000

Balances at December 31, 2013	$	(794,000)	$	106,000	$	(688,000)

See accompanying notes to financial statements.

F-4

TOWER PARK MARINA INVESTORS, L.P.

(formerly PS MARINA INVESTORS I)

a California Limited Partnership

STATEMENTS OF CASH FLOWS

For the years ended December 31, 2013 and 2012


	2013			2012
Cash flows from operating activities:
Net income	$	99,000		$	31,000
Adjustments to reconcile net income to cash flows used in operating activities:
Depreciation and amortization		32,000			40,000
Amortization of deferred gain		(216,000	)		(215,000	)
Provision for doubtful accounts		10,000			3,000
Changes in assets and liabilities:
Accounts receivable		(22,000	)		(1,000	)
Other assets		2,000			(15,000	)
Accounts payable and accrued expenses		60,000			(32,000	)
Deferred rentals		(2,000	)		(1,000	)

Cash flow used in operating activities		(37,000	)		(190,000	)

Cash flows from investing activities:
Receivable from affiliates		—			290,000
Improvements to marina facilities		—			(18,000	)

Cash flow from investing activities		—			272,000

Net (decrease) increase in cash and cash equivalents		(37,000	)		82,000
Cash and cash equivalents at the beginning of year		179,000			97,000

Cash and cash equivalents at the end of year	$	142,000		$	179,000

See accompanying notes to financial statements.

F-5

TOWER PARK MARINA INVESTORS, L.P.

(formerly PS MARINA INVESTORS I)

a California Limited Partnership

NOTES TO FINANCIAL STATEMENTS

December 31, 2013 and 2012

1.	Summary of Significant Accounting Policies and Partnership Matters

Description of the Partnership

Tower Park Marina Investors, L.P. (formerly PS Marina Investors I), a California Limited Partnership (the “Partnership”), was organized under the California Revised Limited Partnership Act, pursuant to a Certificate of Limited Partnership filed on January 6, 1988 to acquire, own, and operate and to a lesser extent, develop marina facilities.

The General Partners in the Partnership are Westrec Investors, Inc. (formerly PS Marina Investors, Inc.), a wholly-owned subsidiary of Westrec Properties, Inc. (“Westrec”), and B. Wayne Hughes, a shareholder of Westrec until June 1990. Effective March 1, 1997, the limited partners approved the substitution of Tower Park Marina Operating Corporation, a wholly-owned subsidiary of Westrec Financial, Inc., for Mr. Hughes.

The Partnership was formed to sell a maximum of 12,000 units of limited partnership interest at $5,000 per unit ($60,000,000). The General Partners have contributed a total of $1,000. On November 27, 1989, the Partnership’s offering was terminated with 4,508 units issued, resulting in $22,540,000 of limited partner funds being raised (before commission discount of $3,000 granted to an investor). Half of each Limited Partner’s total capital contribution was deferred. The final installment was due on August 1, 1990, and $27,000 of such deferrals remain outstanding.

Basis of Presentation

The financial statements of Tower Park Marina Investors, LP at December 31, 2013 and 2012 and for the years ended December 31, 2013 and 2012 are presented in accordance with accounting principles generally accepted in the United States of America for annual financial information and have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission and with the instruction to Form 10 and Rule 8-03 of Regulation S-X.

Tower Park Marina

Tower Park Marina is stated at cost to the Partnership. Provision for depreciation and amortization is calculated using the straight-line method. Depreciable lives for the major asset categories are as follows:


Asset Category	Depreciable Life
Furniture, fixtures and equipment		7 years
Leasehold interest		life of lease

F-6

TOWER PARK MARINA INVESTORS, L.P.

(formerly PS MARINA INVESTORS I)

a California Limited Partnership

NOTES TO FINANCIAL STATEMENTS

December 31, 2013 and 2012

1.	Summary of Significant Accounting Policies and Partnership Matters (continued)

Revenue Recognition

Revenue from slip rentals and dry storage are recognized over the length of the contract term. Fuel service revenues are recognized at point of sale.

Use of 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 the amounts reported in the financial statements and accompanying notes. Actual results could differ from these estimates.

Offering and Organization Costs

Costs incurred in preparing Partnership documents, prospectuses and any other sales literature, costs incurred in qualifying the units for sale under federal and state securities laws and costs incurred in marketing the units have been charged to the limited partners’ equity to the extent the total does not exceed 5% of the gross proceeds of the offering. The amount by which these organization and registration costs exceeded 5% of the gross proceeds of the offering were borne by Westrec Investors, Inc.

Cash Distributions

The General Partners interest in Cash Flow from Operations (as defined) and Cash from Sales or Refinancing (as defined) is 1%.

Allocations of Net Income or Loss

As set forth in the Partnership Agreement, net income and net loss shall be allocated 99% to the Limited Partners and 1% to the General Partners.

Earnings Per Unit

Per unit data is based on the weighted average number of the Limited Partnership units outstanding during the years ended December 31, 2013 and 2012; 4,508.

Taxes Based on Income

Taxes based on income are the responsibility of the individual partners and, accordingly, are not reflected in the accompanying consolidated financial statements.

Cash and Cash Equivalents

Cash and cash equivalents consist of all amounts on deposit in interest bearing and non-interest bearing demand deposit accounts as well as highly liquid investments purchased with an original maturity of three months or less.

F-7

TOWER PARK MARINA INVESTORS, L.P.

(formerly PS MARINA INVESTORS I)

a California Limited Partnership

NOTES TO FINANCIAL STATEMENTS

December 31, 2013 and 2012

1.	Summary of Significant Accounting Policies and Partnership Matters (continued)

On January 1, 2008, the provisions of ASC Topic 820, Fair Value Measurements and Disclosures, became effective for the Partnership. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. Assets and liabilities that are measured at fair value are reported using a three-level fair value hierarchy that prioritizes the inputs used to measure fair value. This hierarchy maximizes the use of observable inputs and minimizes the use of unobservable inputs. The three levels of inputs used to measure fair value are as follows:


Level 1		Quoted prices in active markets for identical assets or liabilities.

Level 2		Observable inputs other than quoted prices included in Level 1, such as quoted prices for similar assets and liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; or other inputs that are observable or can be corroborated by observable market data.

Level 3		Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. This includes certain pricing models, discounted cash flow methodologies and similar techniques that use significant unobservable inputs.

An asset’s or liability’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. At each reporting period, we perform a detailed analysis of our assets and liabilities that are measured at fair value. All assets and liabilities for which the fair value measurement is based on significant unobservable inputs or instruments which trade infrequently and therefore have little or no price transparency are classified as Level 3.

The Partnership has segregated all financial assets and liabilities that are measured at fair value into the most appropriate level within the fair value hierarchy based on the inputs used to determine the fair value at the measurement date in the table below. The Partnership has no non-financial assets and liabilities that are measured at fair value.

The Partnership believes that the carrying value of its cash and cash equivalents, accounts receivable, accounts payable and accrued liabilities as of December 31, 2013 and 2012 approximate their fair values because of the short-term nature of those instruments.

F-8

TOWER PARK MARINA INVESTORS, L.P.

(formerly PS MARINA INVESTORS I)

a California Limited Partnership

NOTES TO FINANCIAL STATEMENTS

December 31, 2013 and 2012

1.	Summary of Significant Accounting Policies and Partnership Matters (continued)

Concentration of Credit Risk.

Financial instruments that potentially subject the Company to concentration of credit risk are cash and cash equivalent deposits in excess of federally insured limits. From time to time the Company may have bank deposits in excess of federally insured limits. The Company evaluates these excess deposits, and transfers amounts to other banks if it considers such transfers necessary.

Recently Issued Accounting Standards

There were no new accounting pronouncements that are expected to have a material impact or have other potential material significance to the Partnership.

2.	Tower Park Marina

On March 27, 2007, the Partnership completed the sale of substantially all the assets of Tower Park Marina and RV Park to Kampgrounds of America (“KOA”) for $13,500,000 in cash. Net cash received was reduced to $13,459,000 due to property taxes and closing costs borne by the Partnership amounting to $41,000. The assets sold included the land and improvements known as Tower Park Marina, the Partnership’s 51% interest in the Little Potato Slough Mutual Water Company, the Partnership’s leasehold interest in the lease between the California State Land Commission (as landlord) and the Partnership (as tenant), dated as of January 14, 1999, approximately 100 acres of undeveloped land, and certain personal property associated with the foregoing. The gain was further reduced by $416,000 of deferred maintenance repairs identified by KOA. The Partnership agreed to make these repairs over the next several years. As of December 31, 2013, $307,000 has been spent towards this commitment.

The Partnership recognized a gain of $8,117,000 and deferred gain of $2,152,000 from the sale. The proceeds from the sale were used primarily to repay the Partnership’s note payable and the payable to affiliates, and in April 2007, the Partnership made a distribution of $3,642,000 to its partners.

In connection with the sale, the existing lease agreement between KOA and the Partnership, under which the Partnership had leased the RV Park and retail store at Tower Park Marina to KOA, was terminated. Pursuant to a new lease, KOA leased back to the Partnership the marina facilities and dry storage buildings that make up a portion of the property that was sold. In accordance with ASC Topic 840, Leases, $2,152,000 of the gain from the sale was deferred and will be amortized as a reduction in rent expense over the ten-year term of the lease agreement. The amount of the gain that was deferred was based on the Partnership’s ten year lease commitment, discounted at 10%. For the year ended December 31, 2013 and 2012, $216,000 and $215,000 respectively, of the deferred gain from the sale was amortized for each year, and is reflected in cost of operations. The remaining unamortized gain balance at December 31, 2013 and 2012 is $699,000 and $915,000, respectively.

F-9

TOWER PARK MARINA INVESTORS, L.P.

(formerly PS MARINA INVESTORS I)

a California Limited Partnership

NOTES TO FINANCIAL STATEMENTS

December 31, 2013 and 2012

2.	Tower Park Marina (continued)

At December 31, the remaining assets related to Tower Park Marina that remain as part of the Partnership are composed of the following:


	2013			2012
Leasehold interest	$	27,000		$	27,000
Floating docks		94,000			94,000
Furniture, fixtures and equipment		243,000			243,000
Vehicles		36,000			36,000

		400,000			400,000
Less accumulated depreciation and amortization		(318,000	)		(286,000	)

	$	82,000		$	114,000

See Note 5 for a discussion of the Partnership’s continuing obligations with respect to the marina and adjacent property.

3.	Other Assets

Other assets at December 31, are composed of the following:


	2013		2012
Fuel inventory	$	28,000	$	32,000
Other prepaid expenses		25,000		23,000

	$	53,000	$	55,000

Fuel inventory is stated at the lower of cost (average cost method) or market (replacement or net realizable value).

F-10

TOWER PARK MARINA INVESTORS, L.P.

(formerly PS MARINA INVESTORS I)

a California Limited Partnership

NOTES TO FINANCIAL STATEMENTS

December 31, 2013 and 2012

4.	Related Party Transactions

The Partnership has an agreement with Westrec Marina Management, Inc., an affiliate of Westrec, to manage the day-to-day operations of the marina for a fee equal to 6% of the marina’s monthly gross revenues (as defined in the agreement). Management fees for the years ended December 31, 2013 and 2012 were $54,000 and $53,000, respectively.

In connection with their services in negotiating and obtaining permanent financing from an unaffiliated lender, the General Partners or their affiliates are entitled to receive an amount equal to 1% of the principal amount of the financing or refinancing, less any fees paid to other loan brokers. No loan brokerage fees were paid to the General Partners or their affiliates for the year ended December 31, 2013.

Transfers totaling $290,000 had been advanced to an affiliate of Westrec Investors, Inc., the General Partner of the Partnership at the end of 2011. These transfers were characterized as a receivable from affiliates on the balance sheet and accrued interest at prime rate plus one percent. The entire $290,000 of outstanding receivable was repaid on February 15, 2012.

5.	Commitments and Contingencies

The Partnership operates a portion of Tower Park Marina on approximately 14 acres of waterfront property under a lease with the California State Land Commission (the “CSLC Lease”). As mentioned in Note 2 above, the Partnership’s leasehold interest in the CSLC Lease was sold to KOA on March 27, 2007.

In 2013, KOA agreed to reduce the Partnership’s current lease expense. Effective March 1, 2013, the monthly lease payment was reduced from $29,692 to $16,667. The Partnership will make an additional payment (“Percentage Rent”) to KOA calculated as follows: 30% of Gross Profit between $800,000 and $900,000, plus 40% of Gross Profit between $900,000 and $1,000,000, plus 50% of Gross Profit in excess of $1,000,000. The maximum Percentage Rent payable for any calendar year is $250,000. Included in lease expense in cost of operations is $257,000 (which includes $31,000 of Percentage Rent) and $343,000, respectively, paid to KOA for the years ended December 31, 2013 and 2012. Also included in lease expense in cost of operations is $40,000, related to the CSLC lease for both of the years ended December 31, 2013 and 2012. These contractual obligations are summarized below:

F-11

TOWER PARK MARINA INVESTORS, L.P.

(formerly PS MARINA INVESTORS I)

a California Limited Partnership

NOTES TO FINANCIAL STATEMENTS

December 31, 2013 and 2012

5.	Commitments and Contingencies (continued)

Disclosure of Contractual Obligations


	Total		Less than 11 Year		1 – 3 Years		3-5 Years		More than 5 Years
Operating Leases:
KOA Lease	$	650,000		200,000	$	400,000	$	50,000		—
Deferred maintenance reserve		109,000		109,000		—		—		—
CSLC Lease Reimbursement		130,000		40,000		80,000		10,000		—
Capital Improvement Commitment		158,000		50,000		100,000		8,000		—
Other Long-Term Liabilities		—		—		—		—		—

Total	$	1,047,000	$	399,000	$	580,000	$	68,000		—

6.	Segment Reporting

The Partnership has been aggregated into three reportable business segments (Slip rental, Dry storage and Fuel service): Slip rental reports the water-based boat Slip rentals and Dry storage reports the land based boat storage operations at the marina. The Fuel service segment reports the operations of the fuel dock at the marina.

The accounting policies of the reportable segments are the same as those described in summary of significant accounting policies. The Partnership evaluates the performance of its operating segments based on income from operations before depreciation and amortization.

Summarized financial information concerning the Partnership’s reportable segments is shown in the following table. The “other” line item includes results of insignificant operations and as it relates to segment profit (loss), income and expenses not allocated to reportable segments.

F-12

TOWER PARK MARINA INVESTORS, L.P.

(formerly PS MARINA INVESTORS I)

a California Limited Partnership

NOTES TO FINANCIAL STATEMENTS

December 31, 2013 and 2012

6.	Segment Reporting (continued)


	(Amounts in 000’s) December 31,
	2013			2012
Revenues
Slip Rental	$	694		$	677
Dry Storage		136			131
Fuel Service		168			175
Interest income		10			11

Total Revenue	$	1,008		$	994


	(Amounts in 000’s) December 31,
	2013			2012
Profit (Loss)
Slip Rental	$	665		$	660
Dry Storage		127			121
Fuel Service		26			31
Other (1)		(719	)		(781	)

Total Profit	$	99		$	31


	(Amounts in 000’s) December 31,
	2013			2012
Assets
Slip Rental	$	94		$	94
Unallocated amount (2)		222			281

Total Assets	$	316		$	375

(1)	These items are not provided to management on a segment basis and are not used by management to measure segment profit or loss. These costs include general and administrative, repairs and maintenance, taxes, utilities and other expenses.

(2)	Information about assets is not included in the measure of segment profit or loss that is reviewed by management. However, certain information is provided to management and is thus provided here.

F-13

TOWER PARK MARINA INVESTORS, L.P.

(formerly PS MARINA INVESTORS I)

a California Limited Partnership

NOTES TO FINANCIAL STATEMENTS

December 31, 2013 and 2012

7.	401(k) Plan

The Partnership sponsors a 401(k) Plan (the Plan) which is a qualified defined contribution plan under section 401(k) of the Internal Revenue Code. Full time employees who are at least 21 years of age and have completed one year of service, are eligible to participate in the Plan. Participants of the Plan may choose to contribute up to 50% of their compensation per year, as defined by the Plan, up to a maximum of $17,500 and $17,000, respectively for the calendar years 2013 and 2012. The Partnership may match up to 50% of the employee’s quarterly contribution up to $1,250 per year. The Partnership’s matching contribution for the years ended December 31, 2013 and 2012 was $600 and $750, respectively.

“Rollover Contributions” from other qualified plans are accepted by the Plan. The Partnership does not match contributions of this type.

8.	Going Concern

Despite the successful restructuring of the lease with KOA, the Partnership’s marina is not generating satisfactory levels of cash flows and cash flow projections do not indicate significant improvement in the near term. In addition, the Partnership’s liabilities exceed its assets. These circumstances raise substantial doubt about the Partnership’s ability to meet its financial obligations going forward and to continue as a going concern. The Partnership’s ability to continue to operate through 2014 and beyond is contingent on, among other factors, improvement in the economy and a resulting improvement in Tower Park Marina operations. Management is actively working to improve operating results at the property with staffing reductions and changes in operating procedures. The financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result from the possible inability of the Partnership to continue as a going concern.

9.	Subsequent Events

The Partnership has evaluated subsequent events for recognition or disclosure in the financial statements filed on Form 10-K with the SEC and no events have occurred that require disclosure.

F-14

INDEX TO EXHIBITS


Exhibit No.		Description

4.1		Amended and Restated Agreement of Limited Partnership dated November 16, 1988 (filed as Exhibit 4.1 to Registrant’s Form 10K dated December 31, 2011 filed on March 29, 2012 and is incorporated herein by reference).

4.2		Amended form of execution copy of Subscription Agreement/Promissory Note (filed as pages A-1 through A-6 to Post-Effective Amendment No. 1 to Registration Statement No. 33-21021 of Registrant filed February 14, 1989, and is incorporated herein by reference).

10.1		Form of Property Management Agreement between Registrant and PS Marina Management, Inc. (filed as Exhibit 10.1 to Registration Statement No. 33-21021 of Registrant and is incorporated herein by reference).

10.2		Purchase Agreement dated as of November 3, 1987, among Westrec Properties, Inc. and Tower Park, Inc., together with certain documents, leases and the CSLC Lease relating to the purchase of Tower Park Marina (filed as Exhibit 10.3 to Registration Statement No. 33-21021 of Registrant and is incorporated herein by reference).

10.3		Purchase Agreement, dated as of November 6, 1987, among Westrec Properties, Inc. and Chandlers Landing, Ltd., together with certain documents, subleases and the Concession Agreement relating to the purchase of Chandlers Landing Marina (filed as Exhibit 10.4 to Registration Statement No. 33-21021 of Registrant and is incorporated herein by reference).

10.4		Lease Agreement, dated as of July 6, 1988, between Registrant and Marine Ventures Limited relating to restaurant/bar, general store and pontoon boat rental operation at Tower Park Marina (filed as Exhibit 10.5 to Registration Statement No. 33-21021 of Registrant and is incorporated herein by reference).

10.5		Purchase Agreement, dated as of November 27, 1989, among Westrec Properties, Inc. and Marina Developers, Inc., together with certain documents relating to the purchase of ThunderBoat Marina (filed as Exhibit 28A to the Registrant’s Current Report on Form 8-K filed December 28, 1989, and is incorporated herein by reference).

10.6.1		Purchase Agreement dated as of June 8, 1988, among Westrec Properties, Inc. and CALMAC, Inc., together with certain documents relating to the purchase of Banyan Bay Marina (filed as Exhibit 28B to the Registrant’s Current Report on Form 8-K filed December 28, 1989, and is incorporated herein by reference).

31.1		Certification of Michael M. Sachs pursuant to Rules 13a-14 and 15d-14 under the Exchange Act, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32.1		Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

99.1		Resignation letter of Jeffrey K. Ellis (incorporated by reference to Exhibit 99.1 of the Registrant’s Form 8K filed on December 9, 2010.)

99.2		Resignation letter of William W. Anderson (incorporated by reference to Exhibit 99.2 of the Registrant’s Form 8K filed on December 9, 2010.)

Large accelerated filer

Accelerated filer

Non-accelerated filer

¨ (Do not check if a smaller reporting company)

Smaller reporting company

TOWER PARK MARINA INVESTORS LP 10-K