FORM 10-QSB.--QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Quarterly or Transitional Report
(As last amended by 34-32231, eff. 6/3/93.)
U.S. Securities and Exchange Commission
Washington, D.C. 20549
Form 10-QSB
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1996
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period.........to.........
Commission file number 0-9136
ANGELES PARTNERS VIII
(Exact name of small business issuer as specified in its charter)
California 95-3264317
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
One Insignia Financial Plaza, P.O. Box 1089
Greenville, South Carolina 29602
(Address of principal executive offices) (Zip Code)
Issuer's telephone number (864) 239-1000
Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 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
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
a) ANGELES PARTNERS VIII
CONSOLIDATED BALANCE SHEET
(Unaudited)
(in thousands, except unit data)
March 31, 1996
Assets
Cash:
Unrestricted $ 213
Restricted--tenant security deposits 54
Accounts receivable 5
Escrows for taxes 202
Restricted escrows 600
Other assets 259
Investment properties:
Land $ 543
Buildings and related personal property 13,555
14,098
Less accumulated depreciation (9,314) 4,784
$ 6,117
Liabilities and Partners' Deficit
Liabilities
Accounts payable $ 31
Tenant security deposits 54
Accrued taxes 448
Accrued interest 982
Other liabilities 121
Note payable to affiliate 371
Mortgage notes payable 16,846
Partners' Deficit
General partner $ (162)
Limited partners (11,985 units
issued and outstanding) (12,574) (12,736)
$ 6,117
See Accompanying Notes to Consolidated Financial Statements
b) ANGELES PARTNERS VIII
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(in thousands, except unit data)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
1996 1995
<S> <C> <C>
Revenues:
Rental income $ 846 $ 883
Other income 47 52
Total revenues 893 935
Expenses:
Operating 271 279
General and administrative 28 27
Maintenance 88 74
Depreciation 147 146
Interest 446 468
Property taxes 101 142
Total expenses 1,081 1,136
Net loss $ (188) $ (201)
Net loss allocated to
general partner (1%) $ (2) $ (2)
Net loss allocated to
limited partners (99%) (186) (199)
$ (188) (201)
Net loss per limited
partnership unit $(15.52) (16.64)
<FN>
See Accompanying Notes to Consolidated Financial Statements
</TABLE>
c) ANGELES PARTNERS VIII
CONSOLIDATED STATEMENT OF CHANGES IN PARTNERS' DEFICIT
(Unaudited)
For the Three Months Ended March 31, 1996
(in thousands, except unit data)
<TABLE>
<CAPTION>
Limited
Partnership General Limited
Units Partner Partners Total
<S> <C> <C> <C> <C>
Original capital contributions 12,000 $ 121 $ 12,000 $ 12,121
Partners' deficit at
December 31, 1995 11,985 $ (160) $ (12,338) $ (12,548)
Net loss for the three months
ended March 31, 1996 -- (2) (186) (188)
Partners' deficit at
March 31, 1996 11,985 $ (162) $ (12,574) $ (12,736)
<FN>
See Accompanying Notes to Consolidated Financial Statements
</TABLE>
d) ANGELES PARTNERS VIII
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(in thousands, except unit data)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
1996 1995
<S> <C> <C>
Cash flows from operating activities:
Net loss $ (188) $ (201)
Adjustments to reconcile net loss to net
cash provided by operating activities:
Depreciation 147 146
Amortization of loan costs 10 24
Change in accounts:
Restricted cash 1 (2)
Accounts receivable 6 3
Escrows for taxes (140) (38)
Accounts payable (8) (198)
Tenant security deposit liabilities (1) 2
Accrued taxes 113 142
Accrued interest 137 125
Other liabilities (8) 116
Net cash provided by
operating activities 69 119
Cash flows from investing activities:
Deposits to restricted escrows (404) --
Property improvements and replacements (29) (29)
Net cash used in investing activities (433) (29)
Cash flows from financing activities:
Payments on mortgage notes payable (11) (34)
Repayment of mortgage notes payable (9,368) --
Proceeds from long-term borrowings 9,800 --
Loan costs paid (174) --
Net cash provided by (used in)
financing activities 247 (34)
Net (decrease) increase in cash (117) 56
Cash at beginning of period 330 422
Cash at end of period $ 213 $ 478
Supplemental disclosure of cash flow information:
Cash paid for interest $ 299 $ 320
<FN>
See Accompanying Notes to Consolidated Financial Statements
</TABLE>
ANGELES PARTNERS VIII
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
March 31, 1996
Note A - Going Concern
The accompanying financial statements have been prepared assuming Angeles
Partners VIII, (the "Partnership" or "Registrant") will continue as a going
concern. The Partnership has incurred recurring operating losses, is in default
on a portion of its mortgage notes payable and does not generate sufficient cash
flows to fund capital expenditures and scheduled debt services. The second
mortgage to AMIT in the amount of $1,350,000 secured by Bercado Shores
Apartments, is in default due to nonpayment of interest. Since the default in
March of 1993, the lender has not indicated its intent to pursue its available
remedies under the mortgage agreement, however, the Partnership's properties
remain subject to foreclosure under the terms of the second mortgage agreement.
The Partnership's second mortgage to Angeles Mortgage Investment Trust ("AMIT")
of approximately $1,570,000 secured by Brittany Point Apartments had been in
default due to nonpayment of interest. This default also created a default in
the Brittany Point first mortgage due to certain cross-default provisions in the
first mortgage which matured in June 1995. This first mortgage was refinanced
on January 18, 1996, with the existing lender lowering the interest rate from
10.125% to 7.875%. A workout proposal with AMIT on Brittany Point was finalized
during the first quarter of 1996. This workout extended the maturity date from
June 1995 to December 2000.
The Partnership's first mortgage of approximately $4,126,000 secured by Bercado
Shores Apartments was previously in default due to delinquent 1993 property
taxes; however, during 1995 these taxes were paid and the first mortgage of
Bercado Shores is no longer in default. The General Partner anticipates
sufficient cash flow to be generated by the property over the next twelve months
to meet all non-debt-related operating expenses.
The financial statements do not include any adjustments to reflect the possible
future effects on the recoverability and classification of assets or amounts and
classification of liabilities that may result from this uncertainty.
Note B - Basis of Presentation
The accompanying unaudited consolidated financial statements have been prepared
in accordance with generally accepted accounting principles for interim
financial information and with the instructions to Form 10-QSB and Item 310(b)
of Regulation S-B. 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 the General Partner, all adjustments
(consisting of normal recurring accruals) considered necessary for a fair
presentation have been included. Operating results for the three month period
ended March 31, 1996, are not necessarily indicative of the results that may be
expected for the year ended December 31, 1996. For further information, refer
to the financial statements and footnotes thereto included in the Partnership's
annual report on Form 10-KSB for the year ended December 31, 1995.
Certain reclassifications have been made to the 1995 information to conform to
the 1996 presentation.
Consolidation
In order to facilitate the refinancing of the first mortgage indebtedness
secured by Brittany Point in January 1996, the property was transferred to a
lower-tier partnership known as Brittany Point AP VIII, L.P. in which the
Partnership is the 99% limited partner. The results of the lower-tier
partnership's operations are included in the Partnership's financial statements
with all intercompany transactions being eliminated.
Note C - Transactions with Affiliated Parties
The Partnership has no employees and is dependent on the general partner and its
affiliates for the management and administration of all Partnership activities.
The Partnership Agreement provides for payments to affiliates of the general
partner for services and as reimbursement of certain expenses incurred by
affiliates on behalf of the Partnership. The following payments were made to
the General Partner and affiliates in the first quarter of 1996 and 1995:
1996 1995
(in thousands)
Property management fees $45 $46
Reimbursement for services of affiliates 24 16
Note C - Transactions with Affiliated Parties (continued)
The Partnership insures its properties under a master policy through an agency
and insurer unaffiliated with the General Partner. An affiliate of the General
Partner acquired, in the acquisition of a business, certain financial
obligations from an insurance agency which was later acquired by the agent who
placed the current year's master policy. The current agent assumed the
financial obligations to the affiliate of the General Partner, who receives
payments on these obligations from the agent. The amount of the Partnership's
insurance premiums accruing to the benefit of the affiliate of the General
Partner by virtue of the agent's obligation is not significant.
In November 1992, Angeles Acceptance Pool, L.P. ("AAP"), a Delaware limited
partnership which now controls the working capital loan previously provided by
Angeles Capital Investment, Inc. ("ACII"), was organized. Angeles Corporation
("Angeles") is the 99% limited partner of AAP and Angeles Acceptance Directives,
Inc.("AAD"), an affiliate of the General Partner, was, until April 14, 1995, the
1% general partner of AAP. On April 14, 1995, as part of a settlement of claims
between affiliates of the General Partner and Angeles, AAD resigned as general
partner of AAP and simultaneously received a .5% limited partner interest in
AAP. An affiliate of Angeles now serves as the general partner of AAP. This
working capital loan funded the Partnership's operating deficits in prior years.
Total indebtedness, which is included in the accompanying consolidated balance
sheet as a note payable to affiliate, was approximately $371,000 at March 31,
1996, and March 31, 1995, with monthly interest only payments at prime plus
0.75% (9.00% at March 31, 1996). Principal is to be paid the earlier of i) the
availability of funds, ii) the sale of one or more properties owned by the
Partnership, or iii) November 25, 1997. Total interest expense for this loan
was approximately $8,000 and $9,000 at March 31, 1996 and 1995, respectively.
Interest of approximately $100,000 and $63,000 on this loan was accrued at March
31, 1996 and 1995, respectively.
AMIT currently provides secondary financing on the Partnership's investment
properties. Total indebtedness was approximately $2,920,000 at March 31, 1996,
of which $1,350,000 was in default at March 31, 1996. Total interest expense
related to this debt was approximately $128,000 and $116,000 at March 31, 1996,
and March 31, 1995, respectively. Accrued interest related to this debt was
approximately $851,000 and $707,000 at March 31, 1996, and March 31, 1995,
respectively.
MAE GP Corporation ("MAE GP"), an affiliate of the General Partner, owns
1,675,113 Class B Shares of AMIT. MAE GP has the option to convert these Class
B Shares, in whole or in part, into Class A Shares on the basis of 1 Class A
Share for every 49 Class B Shares. These Class B Shares entitle MAE GP to
receive 1.2% of the distributions of net cash distributed by AMIT. These Class
B Shares also entitle MAE GP to vote on the same basis as Class A Shares which
Note C - Transactions with Affiliated Parties (continued)
allows MAE GP to vote approximately 37% of the total shares (unless and until
converted to Class A Shares at which time the percentage of the vote controlled
represented by the shares held by MAE GP would approximate 1.2% of the vote).
Between the date of acquisition of these shares (November 24, 1992) and March
31, 1995, MAE GP declined to vote these shares. Since that date, MAE GP voted
its shares at the 1995 annual meeting in connection with the election of
trustees and other matters. MAE GP has not exerted, and continues to decline to
exert, any management control over or participate in the management of AMIT.
MAE GP may choose to vote these shares as it deems appropriate in the future.
In addition, Liquidity Assistance, LLC, ("LAC"), an affiliate of the General
Partner and an affiliate of Insignia Financial Group, Inc., which provides
property management and certain partnership administration services to the
Partnership, owns 63,200 Class A Shares of AMIT. These Class A Shares entitle
LAC to vote approximately 1.5% of the total shares.
As part of a settlement of certain disputes with AMIT, MAE GP granted to AMIT an
option to acquire the Class B shares. This option can be exercised at the end
of 10 years or when all loans made by AMIT to partnerships affiliated with MAE
GP as of November 9, 1994, (which is the date of execution of a definitive
Settlement Agreement) have been paid in full, but in no event prior to November
9, 1997. AMIT delivered to MAE GP cash in the sum of $250,000 at closing, which
occurred April 14, 1995, as payment for the option. Upon exercise of the
option, AMIT would remit to MAE GP an additional $94,000.
Simultaneously with the execution of the option, MAE GP executed an irrevocable
proxy in favor of AMIT, the result of which is MAE GP will be able to vote the
Class B shares on all matters except those involving transactions between AMIT
and MAE GP affiliated borrowers or the election of any MAE GP affiliate as an
officer or trustee of AMIT.
On those matters, MAE GP granted to the AMIT trustees, in their capacity as
trustees of AMIT, proxies with regard to the Class B shares instructing such
trustees to vote said Class B shares in accordance with the vote of the majority
of the Class A shares voting to be determined without consideration of the votes
of "Excess Class A Shares" as defined in Section 6.13 of the Declaration of
Trust of AMIT.
Note D - Tax Recovery
The Partnership's ongoing property tax appeal of Bercado Shores' 1990, 1991 and
1992 property taxes was successfully completed in 1995 with the Partnership
recognizing approximately $802,000 of tax recovery income in 1995. The
Partnership had paid property taxes for the 1990, 1991, and 1992 tax years but
withheld payment of the 1993 taxes during the appeal. Upon completion of the
appeal in 1995, the tax authority reimbursed the property for overpayments of
the 1990, 1991, and 1992 taxes totalling approximately $545,000, of which the
tax authority applied approximately $321,000 of the refund to pay the 1993
taxes. In addition, property tax accruals were reduced by approximately
$256,000 in the fourth quarter of 1995 to reflect the newly assessed property
values. The first mortgage was previously in default due to the nonpayment of
the 1993 taxes. Since the property taxes are now current, the first mortgage is
no longer in default.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
The Partnership's investment properties consist of two apartment complexes. The
following table sets forth the average occupancy of the properties for the three
months ended March 31, 1996 and 1995:
Average Occupancy
1996 1995
Bercado Shores Apartments
Mishawka, Indiana 92% 94%
Brittany Point Apartments
Huntsville, Alabama 85% 90%
Occupancy at Brittany Point decreased due to fewer new jobs and continued
layoffs in the Huntsville area. The area economy has remained stagnant due to
military spending cuts.
The Partnership realized a net loss of approximately $188,000 for the three
months ended March 31, 1996, compared to a net loss of approximately $201,000
for the three months ended March 31, 1995. The decrease in the net loss was
due primarily to a decrease in interest and property tax expenses as discussed
below.
Rental income decreased slightly as a result of occupancy decreases at both
properties. Interest expense decreased due to Brittany Point refinancing its
debt at a lower interest rate partially offset by an increase in default
interest on the second mortgage debt at Bercado Shores. Property tax expense
decreased as a result of successful tax appeals at both properties which reduced
their assessed tax values. Maintenance expense increased due to overall
increases in repairs at the properties in efforts to increase the curb appeal of
the properties.
As part of the ongoing business plan of the Partnership, the General Partner
monitors the rental market environment of each of its investment properties to
assess the feasibility of increasing rents, maintaining or increasing occupancy
levels and protecting the Partnership from increases in expenses. As part of
this plan, the General Partner attempts to protect the Partnership from the
burden of inflation-related increases in expenses by increasing rents and
maintaining a high overall occupancy level. However, due to changing market
conditions, which can result in the use of rental concessions and rental
reductions to offset softening market conditions, there is no guarantee that the
General Partner will be able to sustain such a plan.
The Partnership's primary source of cash has been from property operations with
such cash being utilized for the paydown of existing debt on the investment
properties, capital expenditures and daily operational expenses. It is the
Partnership's policy to commit capital resources for the continuing improvement
and maintenance of its properties.
The Partnership held unrestricted cash of approximately $213,000 at March 31,
1996, compared to unrestricted cash of approximately $478,000 at March 31, 1995.
Net cash provided by operating activities decreased for the three months ended
March 31, 1996, primarily due to increased tax escrow deposits and the payment
of delinquent taxes which were included in other liabilities in the prior year.
Net cash used in investing activities increased due to the Partnership making
deposits to restricted escrows required by the new Brittany Point first
mortgage. Net cash provided by financing activities increased due to the
refinancing of the Brittany Point first mortgage.
No distributions were made by the Partnership during the first quarter of 1996
or 1995.
Since 1992, the nominal cash generated by the properties has been insufficient
to pay the capital expenditures and scheduled debt service. The Partnership has
incurred recurring operating losses and is in default on a portion of its
mortgage notes payable. The Partnership's first mortgage in the amount of
approximately $4,126,000 secured by Bercado Shores Apartments was previously in
default due to nonpayment of 1993 property taxes. The property is now current
on payment of property taxes and the first mortgage is no longer in default.
However, the second mortgage to AMIT in the amount of $1,350,000, secured by the
Bercado Shores Apartments, has been in default since March 1993 due to
nonpayment of interest. Since the default in March of 1993, the lender has not
indicated its intent to pursue its available remedies under the mortgage
agreement, however, the Partnership's properties remain subject to foreclosure
under the terms of the second mortgage agreement. The General Partner expects
sufficient cash flow to be generated by the property over the next twelve months
to meet all non-debt-related operating expenses. Should the lender initiate
foreclosure proceedings, the General Partner will attempt to negotiate
refinancing.
The first mortgage indebtedness of approximately $9,368,000 secured by Brittany
Point matured in June 1995. This first mortgage was refinanced on January 18,
1996, with the existing lender for a principal amount of $9,800,000, a stated
interest rate of 7.875% and a maturity date of February 1, 2001. To facilitate
the refinancing, the property was transferred to a lower-tier partnership known
as Brittany Point AP VIII, L.P. in which the Partnership is the 99% limited
partner. Although legal ownership of this asset was transferred to a new
entity, the Partnership retained control and substantially all economic benefits
of the property. Also, a workout proposal with AMIT on the second mortgage of
Brittany Point was finalized during the first quarter of 1996 so that the second
mortgage is no longer in default. The workout proposal with AMIT provides for
the accrual of interest through January 31, 1997, after which cash flow payments
will be made through June 30, 1997. Commencing July 1, 1997, interest payments
will be made at the accrual rate of interest through the maturity of the note on
December 31, 2000.
In November 1992, Angeles Acceptance Pool, L.P. ("AAP"), a Delaware limited
partnership which now controls the working capital loan previously provided by
Angeles Capital Investment, Inc. ("ACII"), was organized. Angeles Corporation
("Angeles") is the 99% limited partner of AAP and Angeles Acceptance Directives,
Inc.("AAD"), an affiliate of the General Partner, was, until April 14, 1995, the
1% general partner of AAP. On April 14, 1995, as part of a settlement of claims
between affiliates of the General Partner and Angeles, AAD resigned as general
partner of AAP and simultaneously received a .5% limited partner interest in
AAP. An affiliate of Angeles now serves as the general partner of AAP. This
working capital loan funded the Partnership's operating deficits in prior years.
Total indebtedness, which is included as a note payable, was approximately
$371,000 at March 31, 1996, and March 31, 1995, with monthly interest only
payments at prime plus 0.75% (9.00% for March 31, 1996). Principal is to be
paid the earlier of i) the availability of funds, ii) the sale of one or more
properties owned by the Partnership, or iii) November 25, 1997. Total interest
expense for this loan was approximately $8,000 and $9,000 at March 31, 1996 and
1995, respectively. Interest of approximately $100,000 and $63,000 on this loan
was accrued at March 31, 1996 and 1995, respectively.
MAE GP Corporation ("MAE GP"), an affiliate of the General Partner, owns
1,675,113 Class B Shares of AMIT. MAE GP has the option to convert these Class
B Shares, in whole or in part, into Class A Shares on the basis of 1 Class A
Share for every 49 Class B Shares. These Class B Shares entitle MAE GP to
receive 1.2% of the distributions of net cash distributed by AMIT. These Class
B Shares also entitle MAE GP to vote on the same basis as Class A Shares which
allows MAE GP to vote approximately 37% of the total shares (unless and until
converted to Class A Shares at which time the percentage of the vote controlled
represented by the shares held by MAE GP would approximate 1.2% of the vote).
Between the date of acquisition of these shares (November 24, 1992) and March
31, 1995, MAE GP declined to vote these shares. Since that date, MAE GP voted
its shares at the 1995 annual meeting in connection with the election of
trustees and other matters. MAE GP has not exerted, and continues to decline to
exert, any management control over or participate in the management of AMIT.
MAE GP may choose to vote these shares as it deems appropriate in the future.
In addition, Liquidity Assistance, LLC, ("LAC"), an affiliate of the General
Partner and an affiliate of Insignia Financial Group, Inc., which provides
property management and partnership administration services to the Partnership,
owns 63,200 Class A Shares of AMIT. These Class A Shares entitle LAC to vote
approximately 1.5% of the total shares.
As part of a settlement of certain disputes with AMIT, MAE GP granted to AMIT an
option to acquire the Class B shares. This option can be exercised at the end
of 10 years or when all loans made by AMIT to partnerships affiliated with MAE
GP as of November 9, 1994, (which is the date of execution of a definitive
Settlement Agreement) have been paid in full, but in no event prior to November
9, 1997. AMIT delivered to MAE GP cash in the sum of $250,000 at closing, which
occurred April 14, 1995, as payment for the option. Upon exercise of the
option, AMIT would remit to MAE GP an additional $94,000.
Simultaneously with the execution of the option, MAE GP executed an irrevocable
proxy in favor of AMIT, the result of which is MAE GP will be able to vote the
Class B shares on all matters except those involving transactions between AMIT
and MAE GP affiliated borrowers or the election of any MAE GP affiliate as an
officer or trustee of AMIT. On those matters, MAE GP granted to the AMIT
trustees, in their capacity as trustees of AMIT, proxies with regard to the
Class B shares instructing such trustees to vote said Class B shares in
accordance with the vote of the majority of the Class A shares voting to be
determined without consideration of the votes of "Excess Class A Shares" as
defined in Section 6.13 of the Declaration of Trust of AMIT.
PART II - OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
a) Exhibits:
Exhibit 27, Financial Data Schedule, is filed as an exhibit to this
report.
b) Reports on Form 8-K:
None.
SIGNATURES
In accordance with the requirements of the Exchange Act, the Registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
ANGELES PARTNERS VIII LIMITED PARTNERSHIP
By: Angeles Realty Corporation
General Partner
By: /s/Carroll D. Vinson
Carroll D. Vinson
President
By: /s/Robert D. Long, Jr.
Robert D. Long, Jr.
Vice President/CAO
Date: May 14, 1996
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from Angeles
Parnters VIII 1996 First Quarter 10-QSB and is qualified in its entirety by
reference to such 10-QSB filing.
</LEGEND>
<CIK> 0000276779
<NAME> ANGELES PARTNERS VIII
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> MAR-31-1996
<CASH> 213
<SECURITIES> 0
<RECEIVABLES> 5
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0<F1>
<PP&E> 14,098
<DEPRECIATION> 9,314
<TOTAL-ASSETS> 6,117
<CURRENT-LIABILITIES> 0<F1>
<BONDS> 17,217
0
0
<COMMON> 0
<OTHER-SE> (12,736)
<TOTAL-LIABILITY-AND-EQUITY> 6,117
<SALES> 0
<TOTAL-REVENUES> 893
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 1,081
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 446
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (188)
<EPS-PRIMARY> (15.52)
<EPS-DILUTED> 0
<FN>
<F1>The Partnership has an unclassified balance sheet.
</FN>
</TABLE>
