<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
[X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the quarterly period ended MARCH 31, 2000
or
[ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the transition period from _______to________
Commission file number 333-43157
NORTHLAND CABLE TELEVISION, INC.
--------------------------------
(Exact name of registrant as specified in its charter)
STATE OF WASHINGTON 91-1311836
-------------------------------------- ----------------
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation)
AND SUBSIDIARY GUARANTOR:
NORTHLAND CABLE NEWS, INC.
--------------------------
(Exact name of registrant as specified in its charter)
STATE OF WASHINGTON 91-1638891
-------------------------------------- -----------------
(State or other jurisdiction (I.R.S. Employer Identification No.)
of incorporation)
1201 THIRD AVENUE, SUITE
3600 SEATTLE, WASHINGTON 98101
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (206) 621-1351
---------------
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 [X] No [ ]
- ------------------
This filing contains _____ pages. Exhibits index appears on page _____.
<PAGE> 2
PART 1 - FINANCIAL INFORMATION
ITEM 1. Financial Statements
NORTHLAND CABLE TELEVISION, INC. AND SUBSIDIARY
(A wholly owned subsidiary of Northland Telecommunications Corporation)
CONSOLIDATED CONDENSED BALANCE SHEETS - (Unaudited)
<TABLE>
<CAPTION>
March 31, December 31,
2000 1999
------------- -------------
<S> <C> <C>
ASSETS
Current Assets:
Cash $ 4,014,321 $ 1,366,050
Due from affiliates 181,582 127,790
Accounts receivable 1,972,686 2,226,257
Prepaid expenses 584,713 514,883
------------- -------------
Total current assets 6,753,302 4,234,980
------------- -------------
Investment in Cable Television Properties:
Property and equipment, net of accumulated
depreciation of $42,296,203 and $40,226,261,
respectively 54,058,866 55,094,450
Franchise agreements, net of accumulated
amortization of $32,397,618 and $29,899,513,
respectively 70,997,162 70,564,567
Goodwill, net of accumulated
amortization of $2,263,660 and $2,220,383,
respectively 4,660,773 4,704,050
Other intangible assets, net of accumulated
amortization of $6,146,871 and $5,706,249,
respectively 6,948,598 7,387,120
------------- -------------
Total investment in cable television properties 136,665,399 137,750,187
------------- -------------
Total assets $ 143,418,701 $ 141,985,167
============= =============
LIABILITIES AND SHAREHOLDER'S DEFICIT
Current Liabilities:
Accounts payable $ 162,497 $ 620,403
Accrued expenses 7,295,975 6,040,163
Converter deposits 112,574 111,703
Subscriber prepayments 2,354,868 1,830,231
Due to affiliates 768,756 48,671
Current portion of notes payable 4,000,000 3,000,000
------------- -------------
Total current liabilities 14,694,670 11,651,171
Notes payable 173,440,000 172,090,000
------------- -------------
Total liabilities 188,134,670 183,741,171
------------- -------------
Shareholder's Deficit:
Common stock (par value $1.00 per share, authorized
50,000 shares; 10,000 shares issued and outstanding)
and additional paid-in capital 11,560,527 11,560,527
Accumulated deficit (56,276,496) (53,316,531)
------------- -------------
Total shareholder's deficit (44,715,969) (41,756,004)
------------- -------------
Total liabilities and shareholder's deficit $ 143,418,701 $ 141,985,167
============= =============
</TABLE>
The accompanying notes to unaudited financial statements are
an integral part of these statements
<PAGE> 3
NORTHLAND CABLE TELEVISION, INC. AND SUBSIDIARY
(A wholly owned subsidiary of Northland Telecommunications Corporation)
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS - (Unaudited)
<TABLE>
<CAPTION>
For the three months ended
March 31,
-------------------------------
2000 1999
------------ ------------
<S> <C> <C>
Revenues:
Service revenues $ 14,732,100 $ 14,333,349
Programming and production revenues from affiliates 107,909 163,720
------------ ------------
Total Revenues 14,840,009 14,497,069
------------ ------------
Expenses:
Cable system operations (including
$77,611 and $69,706, net paid to affiliates
in 2000 and 1999, respectively) 5,150,059 4,850,520
General and administrative (including
$1,323,936 and $1,202,014, net paid to affiliates
in 2000 and 1999, respectively) 2,698,890 2,434,908
Management fees paid to parent 733,397 714,428
Depreciation and amortization 4,851,334 4,788,718
------------ ------------
Total operating expenses 13,433,680 12,788,574
------------ ------------
Income from operations 1,406,329 1,708,495
Other income (expense):
Interest expense (4,411,080) (4,454,785)
Interest income 55,344 56,330
Other expense (15,924) (15,602)
Gain (loss) on disposal of assets 5,366 (175,076)
------------ ------------
(4,366,294) (4,589,133)
------------ ------------
Net loss $ (2,959,965) $ (2,880,638)
============ ============
</TABLE>
The accompanying notes to unaudited financial statements are
an integral part of these statements
<PAGE> 4
NORTHLAND CABLE TELEVISION, INC. AND SUBSIDIARY
(A wholly owned subsidiary of Northland Telecommunications Corporation)
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS - (Unaudited)
<TABLE>
<CAPTION>
For the three months ended
March 31,
-----------------------------
2000 1999
----------- -----------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss $(2,959,965) $(2,880,638)
Adjustments to reconcile net loss to
cash provided by operating activities:
Depreciation and amortization 4,851,334 4,788,718
Amortization of loan costs 230,946 226,940
(Gain) loss on disposal of assets (5,366) 175,076
(Increase) decrease in operating assets:
Accounts receivable 253,571 (238,310)
Prepaid expenses (69,830) (145,269)
Due from affiliates (53,792) 33,800
Increase (decrease) in operating liabilities
Accounts payable and accrued expenses 797,906 1,071,387
Due to affiliates 720,085 515,562
Converter deposits 871 3,797
Subscriber prepayments 524,637 344,097
----------- -----------
Net cash from operating activities 4,290,397 3,895,160
----------- -----------
CASH FLOWS FROM INVESTING ACTIVITIES:
Acquisition of cable systems (3,100,000) --
Investment in cable television properties (902,426) (1,361,003)
Proceeds from disposal of assets 12,100 2,700
Franchise fees and other intangibles (1,800) (19,237)
----------- -----------
Net cash used in investing activities (3,992,126) (1,377,540)
----------- -----------
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from notes payable 3,100,000 --
Principal payments on borrowings (750,000) (562,500)
Loan fees and other costs incurred -- --
----------- -----------
Net cash provided by (used in) from financing activities 2,350,000 (562,500)
----------- -----------
INCREASE IN CASH 2,648,271 1,955,120
CASH, beginning of period 1,366,050 2,750,972
----------- -----------
CASH, end of period $ 4,014,321 $ 4,706,092
=========== ===========
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid during the period for interest $ 1,645,247 $ 1,654,553
=========== ===========
Cash paid during the period for state income taxes $ 15,925 $ 15,121
=========== ===========
</TABLE>
The accompanying notes to unaudited financial statements is
an integral part of these statements
<PAGE> 5
NORTHLAND CABLE TELEVISION, INC. AND SUBSIDIARY
(A wholly owned subsidiary of Northland Telecommunications Corporation)
NOTES TO UNAUDITED FINANCIAL STATEMENTS
MARCH 31, 2000
(Unaudited)
(1) BASIS OF PRESENTATION:
These unaudited financial statements are being filed in conformity with
Rule 10-01 of Regulation S-X regarding interim financial statement disclosure
and do not contain all of the necessary footnote disclosures required for a fair
presentation of the balance sheets, statements of operations and statements of
cash flows in conformity with generally accepted accounting principles. However,
in the opinion of management, this data includes all adjustments, consisting
only of normal recurring accruals, necessary to present fairly the Company's
financial position at March 31, 2000, its statements of operations and cash
flows for the three months ended March 31, 2000 and 1999. Results of operations
for these periods are not necessarily indicative of results to be expected for
the full year. These financial statements and notes should be read in
conjunction with the Company's Annual Report on Form 10-K for the year ended
December 31, 1999.
(2) NORTHLAND CABLE NEWS:
Northland Cable News, Inc. ("NCN"), a wholly owned subsidiary of the Company,
develops and distributes local news, sports and information programming to
Northland Cable Television, Inc. and certain of the Company's affiliates. The
Company's payment obligations under the $100 million of senior notes are fully
and unconditionally, jointly and severally guaranteed on a senior subordinated
basis by NCN. The guarantee of NCN is subordinated to the prior payment in full
of all senior debt of NCN (as of March 31, 2000, NCN had no senior debt
outstanding) and the amounts for which NCN will be liable under the guarantee
issued from time to time with respect to senior debt. Separate financial
statements of NCN have not been presented because management has determined that
they would not be material to financial statement readers. Summary financial
information of NCN is presented below.
<TABLE>
<CAPTION>
FOR THE THREE MONTHS ENDED
MARCH 31,
---------------------------
2000 1999
--------- ---------
<S> <C> <C>
INCOME STATEMENT
INFORMATION:
Revenues from affiliates $ 213,434 $ 345,023
Less: intercompany revenue (105,525) (181,303)
--------- ---------
Total revenues 107,909 163,720
Operating expenses 179,290 250,514
Other, net 10,882 8,115
--------- ---------
Net loss $ (82,263) $ (94,909)
========= =========
</TABLE>
<PAGE> 6
<TABLE>
<CAPTION>
MARCH 31, DECEMBER 31,
2000 1999
----------- -----------
<S> <C> <C>
BALANCE SHEET
INFORMATION:
Current assets $ 2,157,966 $ 2,141,332
Less: intercompany elimination (2,020,328) (2,032,390)
----------- -----------
Total Assets $ 137,638 $ 108,942
=========== ===========
Current liabilities $ 43,576 $ 50,204
Other liabilities -- --
----------- -----------
Total liabilities $ 43,576 $ 50,204
=========== ===========
</TABLE>
(3) RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS
Statement of Financial Accounting Standards (SFAS) No. 133 - In June 1998, the
Financial Accounting Standards Board issued SFAS No. 133, "Accounting for
Derivative Instruments and Hedging Activities." The statement establishes
accounting and reporting standards requiring that every derivative instrument
(including certain derivative instruments embedded in other contracts) be
recorded in the balance sheet as either an asset or liability measured at its
fair value. The statement requires that changes in the derivative's fair value
be recognized currently in earnings unless specific hedge accounting criteria
are met. Special accounting for qualifying hedges allows a derivative's gains
and losses to offset related results on the hedged item in the consolidated
statements of operations, and requires that a company must formally document,
designate, and assess the effectiveness of transactions that are subject to
hedge accounting.
Pursuant to SFAS No. 137, "Accounting for Derivative Instruments and Hedging
Activities - Deferral of the Effective Date of FASB No. 133 - an Amendment to
FASB Statement No. 133," the effective date of SFAS No. 133 has been deferred
until fiscal years beginning after January 15, 2000. SFAS No. 133 cannot be
applied retroactively. SFAS No. 133 must be applied to (a) derivative
instruments and (b) certain derivative instruments embedded in hybrid contracts
that were issued, acquired, or substantively modified after December 31, 1998
(and, at the Company's election, before January 1, 1999).
The Company has not yet quantified the impacts of adopting SFAS No. 133 on the
financial statements and has not determined the timing or method of adoption of
SFAS No. 133. However, the statement could increase volatility in earnings and
other comprehensive income.
Staff Accounting Bulletin (SAB) No. 101 - In December 1999, the SEC released SAB
No. 101 "Revenue Recognition in Financial Statements." This bulletin will become
effective for the quarter ended June 30, 2000. This bulletin establishes more
clearly defined revenue recognition criteria, than previously existing
accounting pronouncements, and specifically addresses revenue recognition
requirements for nonrefundable fees, such as installation fees, collected by a
company upon entering into an arrangement with a customer. The Company believes
that the effects of this bulletin will not have a material impact on the
Company's financial position or results of operations.
<PAGE> 7
PART I (continued)
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
MARCH 31, 2000 AND 1999
As of March 31, 2000, the Company's cable systems served 127,534 basic
subscribers, 39,729 premium subscribers, 39,729 tier subscribers and passed
approximately 200,330 homes.
Revenues increased approximately $300,000 or 2.1%, from $14.5 million to $14.8
million for the three months ended March 31, 2000. Of these revenues,
approximately $10.9 million (73.6%) was derived from basic service charges, $1.0
million (6.8%) from premium services, $1.2 million (8.1%) from tier services,
$300,000 (2.0%) from installation charges, $300,000 (2.0%) from service
maintenance contracts, $600,000 (4.1%) from advertising, and $500,000 (3.5%)
from other sources. The increase in revenues was primarily attributable to: (i)
rate increases implemented in a majority of the Company's systems; and (ii)
revenue from the higher penetration of new product tiers. Average monthly
revenue per basic subscriber increased $1.75 or 4.7%, from $37.50 to $39.25 for
the three months ended March 31, 2000. Average basic revenue per basic
subscriber increased $1.45 or 5.3% from $27.30 to $28.75 for the three months
ended March 31, 2000.
Cable system operations, which include costs related to programming, technical
personnel, repairs and maintenance and advertising sales, increased
approximately $200,000 or 4.1%, from $4.9 million to $5.1 million for the three
months ended March 31, 2000. This increase is primarily attributable to: (i)
annual wage and benefit increases; and (ii) higher programming costs resulting
from rate increases by certain programming vendors and the launch of new
programming services in various systems.
General and administrative expenses, which include on-site office and customer
service personnel costs, customer billing, postage, marketing expenses and
franchise fees, increased approximately $300,000 or 12.5%, from $2.4 million to
$2.7 million for the three months ended March 31, 2000. This increase is
primarily attributable to: (i) increased franchise fees due to rate increases on
various franchise renewals and increases in revenue as noted previously; and
(ii) increases in salary and benefit costs due to cost of living adjustments.
Management fees increased approximately $19,000 or 2.7%, from $714,000 to
$733,000 for the three months ended March 31, 2000. This increase was directly
attributable to the aforementioned revenue increases. Management fees are
calculated at 5.0% of gross revenues.
Depreciation and amortization expenses increased approximately $100,000 or 2.1%,
from $4.8 million to $4.9 million for the three months ended March 31, 2000.
Such increase is attributable to depreciation of recent equipment purchases in
upgrading plant & equipment.
<PAGE> 8
Interest expense had no significant change for the three months ended March 31,
2000 compared to the same period in 1999. Average outstanding indebtedness
decreased $800,000 from $177.1 million to $176.3 million for the three months
ended March 31, 1999 and 2000, respectively.
LIQUIDITY AND CAPITAL RESOURCES
The cable television business generally requires substantial capital for the
construction, expansion and maintenance of the signal distribution system. In
addition, the Company has pursued, and intends to pursue, a business strategy
which includes selective acquisitions. The Company has financed these
expenditures through a combination of cash flow from operations, borrowings
under the revolving credit and term loan facility provided by a variety of banks
and the issuance of senior subordinated notes. The Company's debt service
obligations for the year ended December 31, 2000 are expected to be
approximately $20 million. The Company anticipates that cash flow from
operations will be sufficient to service its debt through December 31, 2000. The
Company's debt service obligations for the year ended December 31, 2001 are
anticipated to be approximately $24.2 million. The Company believes that cash
flow from operations will be adequate to meet the Company's long-term liquidity
requirements, excluding acquisitions and certain levels of capital expenditures,
prior to the maturity of its long-term indebtedness, although no assurance can
be given in this regard.
Net cash provided by operating activities was $4.3 million for the three months
ended March 31, 2000. Adjustments to the $3.0 million net loss for the period to
reconcile to net cash provided by operating activities consisted primarily of
$5.1 million of depreciation and amortization and increases in operating
liabilities of $2 million.
Net cash used in investing activities was $4.0 million for the three months
ended March 31, 2000, and consisted of $3.1 million used in the acquisition of
the Kingston, Washington system and approximately $900,000 in capital
expenditures.
Net cash provided by financing activities was approximately $2.4 million for the
three months ended March 31, 2000. The Company had $3.1 million in borrowings of
long term debt to finance the Kingston, Washington acquisition and made
approximately $700,000 of principal payments on notes payable.
Earnings before charges for interest, taxes, depreciation and
amortization ("EBITDA") decreased approximately $200,000 or 3.1%, from $6.5
million to $6.3 million for the three months ended March 31, 2000. EBITDA as a
percentage of revenues ("EBITDA Margin") decreased from 44.8% to 42.6% for the
three months ended March 31, 2000. These changes were attributable primarily to
the aforementioned increases in programming and general and administrative
expenses. Industry analysts generally consider EBITDA to be an appropriate
measure of the performance of multi-channel television operations. EBITDA is not
presented in accordance with generally accepted accounting principles and should
not be considered an alternative to, or more meaningful than, operating income
or operating cash flow as an indication of the Company's operating performance.
Net cash provided by operating activities was $3.9 million for the three months
ended March 31, 1999. Adjustments to the $2.9 million net loss for the period to
reconcile to net cash provided by operating activities consisted primarily of
$5.0 million of depreciation and
<PAGE> 9
amortization, and an increases in current liabilities of $1.1 million and
increases in amounts due to affiliates of approximately $500,000.
Net cash used in investing activities was $1.4 million for the three months
ended March 31, 1999, and consisted primarily of $1.4 million in capital
expenditures.
Net cash used by financing activities was approximately $600,000 for the three
months ended March 31, 1999. The Company made $600,000 of principal payments on
notes payable.
The Company has a revolving credit and term loan agreement with a group of
lending banks (the "Senior Credit Facility"), providing a $75.0 million term
loan (the "Term Loan") and a $25.0 million revolving credit facility (the
"Revolver"). As of March 31, 2000, approximately $15.0 was available to borrow
by the Company under its Revolver. The Senior Credit Facility contains a number
of covenants which, among other things, require the Company to comply with
specified financial ratios and tests, including continuing maintenance, as
tested on a quarterly basis, of: (A) an interest coverage ratio (the ratio of
Quarterly Operating Cash Flow (as defined) to interest expense) of at least 1.25
to 1.00 initially, increasing over time to 2.25 to 1.00; (B) a fixed charge
coverage ratio (the rate of the Company's Annual Operating Cash Flow (as
defined) to capital expenditures and principal and interest payments) of at
least 1.05 to 1.0; (C) a pro forma debt service ratio (the ratio of the
Company's Annualized Operating Cash Flow (as defined) to the Company's debt
service obligations for the following twelve months) of 1.20; and (D) a leverage
ratio (the ratio of total Debt (as defined) to Annualized Operating Cash Flow)
of not more than 6.25 to 1.0, decreasing over time to 4.00 to 1.00. As of March
31, 2000, the Company was in compliance with covenants of the Senior Credit
Facility as amended.
At March 31, 2000, the outstanding balance under the Senior Credit Facility was
$77.4 million. As of the date of this filing, interest rates on the Senior
Credit Facility were as follows: $61 million fixed at 8.53% under the terms of a
self-amortizing interest rate swap agreement with the Company's lender expiring
December 31, 2000; $7.0 million fixed at 7.73% under the terms of a interest
rate swap agreement with the Company's lender expiring December 4, 2000; $3.5
million at a LIBOR based rate of 9.06% expiring June 30, 2000; $3.5 million at a
LIBOR based rate of 9.06% expiring July 5, 2000; $2,764,000 at a LIBOR based
rate of 8.88% expiring June 5, 2000. The balance of $76,000 bears interest at
the prime rate plus 1.50% (currently 10.50%). The above rates include a margin
paid to the lender based on overall leverage and may increase or decrease as the
Company's overall leverage fluctuates.
CAPITAL EXPENDITURES
For the three months ended March 31, 2000, the Company incurred capital
expenditures of approximately $900,000. Capital expenditures included: (i)
expansion and improvements of cable properties; (ii) additions to plant and
equipment; and (iii) line drops, extensions and installations of cable plant
facilities.
The Company plans to invest approximately $9.6 million in capital expenditures
for the remainder of 2000 and approximately $8.9 million in 2001. This
represents anticipated expenditures for upgrading and rebuilding certain
distribution facilities, new product launches,
<PAGE> 10
extensions of distribution facilities to add new subscribers and general
maintenance. To fund planned 2000 capital expenditures the Company plans to
utilize approximately $6.8 million of cash flow from operations, borrow
approximately $2.5 million from its Senior Credit Facility and defer
approximately $1.2 million in management fees payable to its parent.
The Company is in the process of reevaluating its capital expenditure plans
for the remainder of 2000 and 2001 to incorporate an accelerated roll-out of
digital programming services to a larger portion of its subscriber base. If
implemented, digital programming services would be made available to
approximately 70% of the Company's subscribers by the second quarter of 2001
and total capital expenditures in 2000 and 2001 would increase to approximately
$11.1 million and $12 million respectively. Implementation of this plan is
contingent upon certain modifications to the Senior Credit Facility to allow
for additional borrowings and/or revisions to the repayment terms of the
current outstanding amounts. The Company is currently engaged in preliminary
discussions with its lenders.
ACQUISITION OF CABLE SYSTEM
On March 31, 2000, the Company acquired the operating assets and franchise
rights to cable systems serving approximately 1,550 basic subscribers in the
communities of Kingston and Hansville, Washington, located in Kitsap County
(the "Kingston System") from North Star Cable, Inc. The systems were acquired
at a purchase price of $3,100,000 adjusted at closing for the proration of
certain revenues and expenses. Of the total purchase price, North Star Cable,
Inc. received $3,093,046 on March 31, 2000. The acquisition was financed
through borrowings under the Senior Credit Facility.
Cautionary statement for purposes of the "Safe Harbor" provisions of the Private
Litigation Reform Act of 1995. Statements contained or incorporated by reference
in this document that are not based on historical fact are "forward-looking
statements" within the meaning of the Private Securities Reform Act of 1995.
Forward-looking statements may be identified by use of forward-looking
terminology such as "believe", "intends", "may", "will", "expect", "estimate",
"anticipate", "continue", or similar terms, variations of those terms or the
negative of those terms.
<PAGE> 11
PART II - OTHER INFORMATION
ITEM 1 Legal proceedings
The Company is a party to ordinary and routine litigation proceedings that are
incidental to the Company's business. Management believes that the outcome of
all pending legal proceedings will not, individually or in the aggregate, have a
material adverse effect on the Company, its financial condition, prospects and
debt service ability.
ITEM 2 Changes in securities
None
ITEM 3 Defaults upon senior securities
None
ITEM 4 Submission of matters to a vote of security holders
ITEM 5 Other information
None
ITEM 6 Exhibits and Reports on Form 8-K
(a) Exhibit index
27.0 Financial Data Schedule
(b) No reports on Form 8-K have been filed during the quarter ended
March 31, 2000.
<PAGE> 12
SIGNATURES
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 registrant and
in the capacities and on the dates indicated.
Northland Cable Television, Inc. and Subsidiary
<TABLE>
<CAPTION>
SIGNATURES CAPACITIES DATE
<S> <C> <C>
/s/ Richard I. Clark Director, Vice President, Treasurer and __________
- ------------------------ Assistant Secretary
Richard I. Clark
/s/ Gary S. Jones Vice President and Chief Financial __________
- ------------------------ Officer
Gary S. Jones
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-START> JAN-01-2000
<PERIOD-END> MAR-31-2000
<CASH> 4,014,321
<SECURITIES> 0
<RECEIVABLES> 1,972,686
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 6,753,302
<PP&E> 96,355,069
<DEPRECIATION> 42,296,203
<TOTAL-ASSETS> 143,418,701
<CURRENT-LIABILITIES> 14,694,670
<BONDS> 100,000,000
0
0
<COMMON> 0
<OTHER-SE> (44,715,969)
<TOTAL-LIABILITY-AND-EQUITY> 143,418,701
<SALES> 14,840,009
<TOTAL-REVENUES> 14,840,009
<CGS> 0
<TOTAL-COSTS> 8,582,346
<OTHER-EXPENSES> 4,806,548
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 4,411,080
<INCOME-PRETAX> (2,959,965)
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (2,959,965)
<EPS-BASIC> 0
<EPS-DILUTED> 0
</TABLE>
