UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

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

For the quarterly period ended March 31, 2009

Commission file number 000-16757

CONCORD MILESTONE PLUS, L.P.

(Exact Name of Registrant as Specified in its Charter)


Delaware		52-1494615

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

200 CONGRESS PARK DRIVE, SUITE 205, DELRAY BEACH, FLORIDA, 33445
(Address of Principal Executive Offices) (Zip Code)

(561) 394-9260

(Registrant’s Telephone Number, Including Area Code)

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 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 o

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 o No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):


Large accelerated filer o	Accelerated filer o	Non-accelerated filer o	Smaller reporting company þ
		(Do not check if a smaller reporting company)

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

As of May 1, 2009, 1,518,800 Class A interests and 2,111,072 Class B interests were outstanding.

TABLE OF CONTENTS


PART I — FINANCIAL INFORMATION
Item 1. Financial Statements
		BALANCE SHEETS
		STATEMENTS OF REVENUES AND EXPENSES
		STATEMENTS OF CHANGES IN PARTNERS’ CAPITAL
		STATEMENTS OF CASH FLOWS
		NOTES TO FINANCIAL STATEMENTS
	Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
	Item 4T. Controls and Procedures
PART II — OTHER INFORMATION
	Item 6. Exhibits
SIGNATURE
EXHIBIT INDEX
Exhibit 31.1
Exhibit 31.2
Exhibit 32.1
Exhibit 32.2

PART I — FINANCIAL INFORMATION

Item 1. Financial Statements

CONCORD MILESTONE PLUS, L.P.
(a Limited Partnership)

BALANCE SHEETS

MARCH 31, 2009 (Unaudited) AND DECEMBER 31, 2008


	March 31, 2009		December 31, 2008
Assets:
Property:
Building and improvements, at cost	$	11,539,472	$	11,513,989
Less: accumulated depreciation		8,081,493		7,980,038

Building and improvements, net		3,457,979		3,533,951
Land, at cost		6,930,000		6,930,000

Property, net		10,387,979		10,463,951

Cash and cash equivalents		1,147,570		1,039,078
Accounts receivable, net		105,837		115,377
Prepaid expenses and other assets, net		125,400		151,069


Total assets	$	11,766,786	$	11,769,475


Liabilities:
Deposits		58,241		58,241
Accrued expenses and other liabilities		120,662		106,844
Accrued expenses payable to affiliates		623		1,926


Total liabilities		179,526		167,011


Partners’ capital:
General partner		72,555		72,707
Limited partners:
Class A Interests, 1,518,800 issued and outstanding		11,514,705		11,529,757
Class B Interests, 2,111,072 issued and outstanding		—		—

Total partners’ capital		11,587,260		11,602,464


Total liabilities and partners’ capital	$	11,766,786	$	11,769,475

See Accompanying Notes to Financial Statements

CONCORD MILESTONE PLUS, L.P.
(a Limited Partnership)

STATEMENTS OF REVENUES AND EXPENSES
(Unaudited)
FOR THE THREE MONTHS ENDED MARCH 31, 2009 AND 2008


	March 31, 2009		March 31, 2008
Revenues:
Rent	$	467,141	$	497,001
Reimbursed expenses		100,696		110,800
Interest and other income		1,022		15,021


Total revenues		568,859		622,822


Expenses:
Depreciation and amortization		101,456		102,675
Management and property expenses		145,810		148,967
Administrative and management fees to related party		46,778		41,760
Professional fees and other expenses		40,019		51,089


Total expenses		334,063		344,491


Net income	$	234,796	$	278,331


Net income attributable to:

Limited partners	$	232,448	$	275,548
General partner		2,348		2,783

Net income	$	234,796	$	278,331


Net income per weighted average Limited Partnership 100 Class A Interests outstanding	$	15.46	$	18.33


Distribution per weighted average Limited Partnership 100 Class A Interests outstanding	$	16.46	$	16.46


Weighted average number of 100 Class A Interests outstanding		15,188		15,188

See Accompanying Notes to Financial Statements

CONCORD MILESTONE PLUS, L.P.
(a Limited Partnership)

STATEMENTS OF CHANGES IN PARTNERS’ CAPITAL

(Unaudited)

FOR THE THREE MONTHS ENDED MARCH 31, 2009


				General			Class A			Class B
	Total			Partner			Interests			Interests

PARTNERS’ CAPITAL January 1, 2009	$	11,602,464		$	72,707		$	11,529,757			—


1^st Quarter 2009 Distribution		(250,000	)		(2,500	)		(247,500	)		—
Net Income		234,796			2,348			232,448			—


PARTNERS’ CAPITAL March 31, 2009	$	11,587,260		$	72,555		$	11,514,705			—

See Accompanying Notes to Financial Statements

CONCORD MILESTONE PLUS, L.P.
(a Limited Partnership)

STATEMENTS OF CASH FLOWS

(Unaudited)

FOR THE THREE MONTHS ENDED MARCH 31, 2009 AND 2008


	March 31, 2009			March 31, 2008
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income	$	234,796		$	278,331
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		101,456			102,675
Change in operating assets and liabilities:
Decrease in accounts receivable		9,540			40,230
Decrease in prepaid expenses and other assets, net		25,669			36,746
Increase (decrease) in accrued expenses and other liabilities		13,818			(71,718	)
(Decrease) increase in accrued expenses payable to affiliates		(1,303	)		731


Net cash provided by operating activities		383,976			386,995


CASH FLOWS FROM INVESTING ACTIVITY:
Property improvements		(25,483	)		—

Net cash used in investing activities		(25,483	)		—


CASH FLOWS FROM FINANCING ACTIVITIES:
Decrease in restricted cash		—			2,461
Cash distributions to partners		(250,000	)		(250,000	)

Net cash used in financing activities		(250,000	)		(247,539	)


NET INCREASE IN CASH AND CASH EQUIVALENTS		108,492			139,456

CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD		1,039,078			760,359


CASH AND CASH EQUIVALENTS, END OF PERIOD	$	1,147,570		$	899,815

See Accompanying Notes to Financial Statements

CONCORD MILESTONE PLUS, L.P.
(a Limited Partnership)

NOTES TO FINANCIAL STATEMENTS
(Unaudited)

FOR THE THREE MONTHS ENDED MARCH 31, 2009

The accompanying financial statements of Concord Milestone Plus, L.P., a Delaware limited partnership (the “Partnership”), have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions to Form 10-Q and Rule 8-03 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation of these quarterly periods have been included. The financial statements as of and for the periods ended March 31, 2009 and 2008 are unaudited. The results of operations for the interim periods shown in this report are not necessarily indicative of the results of operations that may be expected for any other interim period or for the full fiscal year. These interim financial statements should be read in conjunction with the annual financial statements and footnotes included in the Partnership’s financial statements filed on Form 10-K for the year ended December 31, 2008.

(1) Subsequent Events:

On April 27, 2009, the General Partner resolved to make a cash distribution equal to $0.16296 per Class A Interest to be paid in May 2009 to the holders of Class A Interests as of March 31, 2009.


Item 2.		Management’s Discussion and Analysis of Financial Condition and Results of Operations

General

This Form 10-Q and the documents incorporated herein by reference, if any, contain forward-looking statements that have been made within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such forward-looking statements are based on current expectations, estimates and projections about the Partnership’s industry, management beliefs, and certain assumptions made by the Partnership’s management and involve known and unknown risks, uncertainties and other factors. Such factors include the following: general economic and business conditions, which will, among other things, affect the demand for retail space or retail goods; availability and creditworthiness of prospective tenants; lease rents and the terms and availability of financing; risks of real estate development and acquisition; governmental actions and initiatives; and environmental and safety requirements. These statements are not guarantees of future performance and are subject to certain risks, uncertainties and assumptions that are difficult to predict; therefore, actual results may differ materially from those expressed or forecasted in any such forward-looking statements. Forward-looking statements that were true at the time made may ultimately prove to be incorrect or false. Readers are cautioned to not place undue reliance on forward-looking statements, which reflect our management’s view only as of the date of this report. We undertake no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results.

Organization and Capitalization

The Partnership was formed on December 12, 1986, for the purpose of investing in existing income-producing commercial and industrial real estate. The general partner is CM Plus Corporation. The Partnership began operations on August 20, 1987, and currently owns and operates two shopping centers located in Searcy, Arkansas and Valencia, California. A third shopping center, located in Green Valley, Arizona, was sold by the Partnership on May 23, 2007.

The Partnership commenced a public offering on April 8, 1987 in order to fund the Partnership’s real property acquisitions. The Partnership terminated its public offering on April 2, 1988 and was fully subscribed to with a total of 16,452 Bond Units and 15,188 Equity Units issued. Each Bond Unit consisted of $1,000 principal amount of Bonds and 36 Class B Interests. The Partnership redeemed all of the outstanding Bonds as of September 30, 1997 with the proceeds of three fixed rate mortgage loans, which have since been satisfied. Each Equity Unit consists of 100 Class A Interests and 100 Class B Interests. Capital contributions to the Partnership consisted of $15,187,840 from the sale of the Equity Units and $592,272 which represent the Class B Interests from the sale of the Bond Units.

Results of Operations

Comparison of Three Months Ended March 31, 2009 to Three Months Ended March 31, 2008

The Partnership recognized income of $234,796 for the three months ended March 31, 2009 as compared to income of $278,331 for the same period in 2008. The decrease is primarily due to the following factors:

	•		A decrease in revenue of $53,963 or 8%, to $568,859 for the three months ended March 31, 2009 as compared to $622,822 for the three months ended March 31, 2008. Such decrease is primarily due to a decrease of $28,252 in rent due to vacancies, a decrease of $13,997 in interest revenue and other income attributable to lower interest rates, and non-recurring revenue of $10,000 recognized in the first quarter of 2008 for granting a cross easement to the adjacent landowner at the Searcy property.

	•		A decrease in expenses of $10,428 or 3%, to $334,063 for the three months ended March 31, 2009 as compared to $344,491 for the three months ended March 31, 2008. The decrease is primarily attributable to a decrease of $11,081 in professional, accounting and legal fees, a decrease in depreciation and amortization expenses of $1,219 for assets that were fully depreciated and a decrease of $3,156 in property expenses. These decreases were partially offset by an increase of $5,018 in administrative fees.

Liquidity and Capital Resources

The Partnership’s properties are not currently encumbered by any mortgage loans. In addition, the Partnership has no outstanding bank debt and has no plans to acquire additional properties. Accordingly, the General Partner believes that the Partnership’s expected revenue and working capital are sufficient to meet the Partnership’s current and foreseeable future operating requirements. However, in the event that the Partnership’s properties experience significant tenant defaults and /or increased vacancies as a result of the overall economy and general market conditions, or other adverse events beyond the control of the Partnership occur, the Partnership could experience a decrease in cash flow from operations.

A distribution of $250,000 was paid during January 2009, and an additional distribution of $250,000 is intended to be made in May 2009. The Partnership will evaluate the amount of future distributions, if any, on a quarter by quarter basis. No assurances can be given as to the timing or amount of any future distributions by the Partnership.

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

Cash on hand in the amount of approximately $1,147,500 as of March 31, 2009 may be used (a) for the capital improvement requirements of the Partnership’s properties, (b) to pay the May 2009 distribution to partners of $250,000 and future distributions, (c) for other general Partnership purposes, including the costs of leasing vacant space, and (d) for other regulatory and public company costs.

Item 4T. Controls and Procedures.

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

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

PART II — OTHER INFORMATION

Item 6. Exhibits


Number		Description of Document

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

	3.2	Amendment No. 1 to Amended and Restated Agreement of Limited Partnership of Concord Milestone Plus, L.P. Incorporated herein by reference to Exhibit 3.2 to the Partnership’s Form 10-K for the fiscal year ended December 31, 1987 (the “1987 Form 10-K”).

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

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

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

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

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

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

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

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

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.


DATE: May 1, 2009	CONCORD MILESTONE PLUS, L.P. (Registrant)
	BY:	/s/ CM PLUS CORPORATION
		General Partner

	By:	/s/ Leonard Mandor
		Leonard Mandor
		President

EXHIBIT INDEX


Exhibit
No.		Description

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

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

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

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

Table of Contents

Table of Contents

Table of Contents

Table of Contents

Table of Contents

Table of Contents

Table of Contents

Table of Contents

Table of Contents

Table of Contents

CONCORD MILESTONE PLUS L P 10-Q