UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A1
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 1998
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 [ ]
CALAIR L.L.C.
(Exact name of registrant as specified in its charter)
Delaware 76-0566172
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
c/o CALFINCO Inc.
1600 Smith Street, Department HQSEO
Houston, Texas 77002
(Address of principal executive offices)
(Zip Code)
713-324-2950
(Registrant's telephone number, including area code)
Indicate by check mark whether 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 _____
<PAGE>
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
(a) Exhibits:
27.1 Financial Data Schedule.<PAGE>
SIGNATURES
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.
CALAIR L.L.C.
(Registrant)
by: CALFINCO Inc., Managing Member
Date: December 21, 1998 /s/ Michael P. Bonds
Michael P. Bonds
Vice President and Controller
(On behalf of Registrant and
as Chief Accounting Officer) of
CALFINCO Inc., Managing Member
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> SEP-30-1998
<CASH> 1
<SECURITIES> 0
<RECEIVABLES> 7,773
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 156,776
<CURRENT-LIABILITIES> 4,570
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 41,673
<TOTAL-LIABILITY-AND-EQUITY> 156,776
<SALES> 0
<TOTAL-REVENUES> 4,093
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 1,889
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 2,353
<INCOME-PRETAX> (149)
<INCOME-TAX> 0
<INCOME-CONTINUING> (149)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (149)
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>