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 period ended September 30, 1996
----------------------------------------------------
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 0-8229
--------
MCNEIL REAL ESTATE FUND V, LTD.
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
California 94-6356980
- --------------------------------------------------------------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
13760 Noel Road, Suite 700, LB70, Dallas, Texas 75240
- --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code (972) 448-5800
-----------------------------
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 and (2) has been subject to such filing
requirements for the past 90 days. Yes X No
--- ---
<PAGE>
MCNEIL REAL ESTATE FUND V, LTD.
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
- ------- --------------------
BALANCE SHEETS
(Unaudited)
<TABLE>
<CAPTION>
September 30, December 31,
1996 1995
--------------- --------------
ASSETS
- ------
<S> <C> <C>
Asset held for sale......................................... $ - $ 13,789,030
Cash and cash equivalents................................... 13,326,655 2,025,005
Cash segregated for security deposits....................... - 144,797
Accounts receivable......................................... 90,411 8,260
Prepaid expenses and other asset............................ 10,667 61,414
Deferred borrowing costs (net of accumulated
amortization of $29,037 at December 31, 1995, ........... - 232,296
-------------- -------------
$ 13,427,733 $ 16,260,802
============== =============
LIABILITIES AND PARTNERS' EQUITY
- --------------------------------
Mortgage note payable....................................... $ - $ 11,358,707
Accounts payable............................................ 20,383 33,528
Accrued interest............................................ - 72,090
Accrued expenses............................................ 5,731 48,936
Payable to affiliates - General Partner..................... 1,329,390 15,734
Security deposits and deferred rental revenue............... - 152,328
-------------- -------------
1,355,504 11,681,323
-------------- -------------
Partners' equity:
Limited partners - 20,000 limited partnership
units authorized; 18,223 limited partnership
units outstanding...................................... 12,055,244 4,562,494
General Partner.......................................... 16,985 16,985
-------------- -------------
12,072,229 4,579,479
-------------- -------------
$ 13,427,733 $ 16,260,802
============== =============
</TABLE>
The financial information included herein has been prepared by management
without audit by independent public accountants.
See accompanying notes to financial statements.
<PAGE>
MCNEIL REAL ESTATE FUND V, LTD.
STATEMENTS OF INCOME
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
September 30, September 30,
--------------------------------- ---------------------------------
1996 1995 1996 1995
-------------- --------------- -------------- --------------
Revenue:
<S> <C> <C> <C> <C>
Rental revenue................ $ 819,341 $ 1,000,943 $ 2,852,753 $ 3,050,958
Interest...................... 58,670 31,593 113,463 85,381
Gain on disposition of real
estate...................... 8,861,334 - 8,861,334 -
Gain on legal settlement...... - - - 4,398
------------- ------------- ------------- -------------
Total revenue............... 9,739,345 1,032,536 11,827,550 3,140,737
------------- ------------- ------------- -------------
Expenses:
Interest...................... 173,041 219,284 601,350 639,397
Depreciation.................. - 138,281 - 389,003
Property taxes................ 45,237 57,586 171,386 171,229
Personnel expenses............ 93,690 83,689 258,252 251,952
Utilities..................... 55,263 68,430 185,207 212,648
Repairs and maintenance....... 139,594 120,267 393,917 333,334
Property management ..........
fees - affiliates........... 39,572 49,057 141,292 151,249
Other property operating .....
expenses.................... 72,841 70,381 219,600 188,842
General and administrative.... 31,106 52,806 103,593 67,304
Partnership management .......
fee......................... 30,000 - 55,000 15,000
Subordinated incentive fee.... 1,160,198 - 1,160,198 -
------------- ------------- ------------- -------------
Total expenses.............. 1,840,542 859,781 3,289,795 2,419,958
------------- ------------- ------------- -------------
Net income....................... $ 7,898,803 $ 172,755 $ 8,537,755 $ 720,779
============= ============== ============= =============
Net income allocable to
limited partners.............. $ 7,898,803 $ 172,755 $ 8,537,755 $ 720,779
Net income allocable to
General Partner............... - - - -
------------- ------------- ------------- -------------
Net income....................... $ 7,898,803 $ 172,755 $ 8,537,755 $ 720,779
============= ============= ============= =============
Net income per limited
partnership unit.............. $ 433.45 $ 9.48 $ 468.51 $ 39.55
============= ============= ============= =============
Distributions per limited
partnership unit.............. $ 31.80 $ - $ 57.35 $ 15.64
============= ============= ============= =============
</TABLE>
The financial information included herein has been prepared by management
without audit by independent public accountants.
See accompanying notes to financial statements.
<PAGE>
MCNEIL REAL ESTATE FUND V, LTD.
STATEMENTS OF PARTNERS' EQUITY
(Unaudited)
For the Nine Months Ended September 30, 1996 and 1995
<TABLE>
<CAPTION>
Total
General Limited Partners'
Partner Partners Equity
--------------- --------------- --------------
<S> <C> <C> <C>
Balance at December 31, 1994.............. $ 16,985 $ 4,383,431 $ 4,400,416
Net income................................ - 720,779 720,779
Distributions............................. - (285,008) (285,008)
------------- ------------- -------------
Balance at September 30, 1995............. $ 16,985 $ 4,819,202 $ 4,836,187
============= ============== =============
Balance at December 31, 1995.............. $ 16,985 $ 4,562,494 $ 4,579,479
Net income................................ - 8,537,755 8,537,755
Distributions............................. - (1,045,005) (1,045,005)
------------- ------------- -------------
Balance at September 30, 1996............. $ 16,985 $ 12,055,244 $ 12,072,229
============= ============== =============
</TABLE>
The financial information included herein has been prepared by management
without audit by independent public accountants.
See accompanying notes to financial statements.
<PAGE>
MCNEIL REAL ESTATE FUND V, LTD.
STATEMENTS OF CASH FLOWS
(Unaudited)
Increase (Decrease) in Cash and Cash Equivalents
<TABLE>
<CAPTION>
Nine Months Ended
September 30,
-------------------------------------------
1996 1995
------------------- ----------------
Cash flows from operating activities:
<S> <C> <C>
Cash received from tenants........................ $ 2,763,682 $ 3,049,002
Cash received from legal settlement............... - 4,398
Cash paid to suppliers............................ (1,166,783) (1,082,929)
Cash paid to affiliates........................... (42,834) (167,252)
Interest received................................. 113,463 85,381
Interest paid..................................... (667,633) (624,029)
Property taxes paid............................... (171,386) (113,642)
----------------- --------------
Net cash provided by operating activities............ 828,509 1,150,929
----------------- --------------
Cash flows provided by (used in) investing activities:
Additions to real estate investments.............. - (287,669)
Proceeds from disposition of real estate.......... 22,876,852 -
----------------- --------------
Net cash provided by (used by)
investing activities............................. 22,876,852 (287,669)
----------------- --------------
Cash flows from financing activities:
Principal payments on mortgage note payable....... (83,834) (43,463)
Retirement of mortgage note due to
disposition of real estate...................... (11,274,872) -
Distributions..................................... (1,045,005) (285,008)
----------------- --------------
Net cash used in financing activities................ (12,403,711) (328,471)
----------------- --------------
Net increase in cash and cash equivalents............ 11,301,650 534,789
Cash and cash equivalents at beginning of
year.............................................. 2,025,005 1,799,590
----------------- --------------
Cash and cash equivalents at end of year............. $ 13,326,655 $ 2,334,379
================= ==============
</TABLE>
The financial information included herein has been prepared by management
without audit by independent public accountants.
See accompanying notes to financial statements.
<PAGE>
MCNEIL REAL ESTATE FUND V, LTD.
STATEMENTS OF CASH FLOWS
(Unaudited)
Reconciliation of Net Income to Net Cash Provided by
Operating Activities
<TABLE>
<CAPTION>
Nine Months Ended
September 30,
----------------------------------------
1996 1995
---------------- ---------------
<S> <C> <C>
Net income........................................... $ 8,537,755 $ 720,779
--------------- --------------
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation...................................... - 389,003
Amortization of deferred borrowing costs.......... 5,807 6,533
Gain on disposition of real estate................ (8,861,334) -
Changes in assets and liabilities:
Cash segregated for security deposits........... 144,797 1,288
Accounts receivable............................. (82,151) (549)
Prepaid expenses and other assets............... 50,747 (45,989)
Accounts payable................................ (13,145) (35,547)
Accrued interest................................ (72,090) 8,835
Accrued property taxes.......................... - 57,587
Accrued expenses................................ (43,205) 51,799
Payable to affiliates - General Partner......... 1,313,656 (1,003)
Security deposits and deferred rental
revenue....................................... (152,328) 1,807
--------------- --------------
Total adjustments............................. (7,709,246) 430,150
--------------- --------------
Net cash provided by operating activities............ $ 828,509 $ 1,150,929
=============== ==============
</TABLE>
The financial information included herein has been prepared by management
without audit by independent public accountants.
See accompanying notes to financial statements.
<PAGE>
McNEIL REAL ESTATE FUND V, LTD.
Notes to Financial Statements
(Unaudited)
September 30, 1996
NOTE 1.
- -------
McNeil Real Estate Fund V, Ltd. (the "Partnership") was organized September 12,
1974 as a limited partnership under the provisions of the California Uniform
Limited Partnership Act. The general partner of the Partnership is McNeil
Partners, L.P. (the "General Partner"), a Delaware limited partnership, an
affiliate of Robert A. McNeil. The Partnership is governed by an agreement of
limited partnership dated September 12, 1974 (the "Partnership Agreement"). The
principal place of business for the Partnership and the General Partner is 13760
Noel Road, Suite 700, LB70, Dallas, Texas 75240.
In the opinion of management, the financial statements reflect all adjustments
necessary for a fair presentation of the Partnership's financial position and
results of operations. All adjustments were of a normal recurring nature.
However, the results of operations for the nine months ended September 30, 1996
are not necessarily indicative of the results to be expected for the year ending
December 31, 1996.
NOTE 2.
- -------
The financial statements should be read in conjunction with the financial
statements contained in the Partnership's Annual Report on Form 10-K for the
year ended December 31, 1995, and the notes thereto, as filed with the
Securities and Exchange Commission, which is available upon request by writing
to McNeil Real Estate Fund V, Ltd. c/o McNeil Real Estate Management, Inc.,
Investor Services, 13760 Noel Road, Suite 700, LB70, Dallas, Texas 75240.
NOTE 3.
- -------
The Partnership pays property management fees equal to 5% of gross rental
receipts of Sycamore Valley, the Partnership's residential property, to McNeil
Real Estate Management, Inc. ("McREMI"), an affiliate of the General Partner,
for providing management and leasing services.
As compensation for administering the affairs of the Partnership, the General
Partner receives a partnership management fee equal to 5% of cash from
operations, as defined, but only if the limited partners receive distributions
of cash from operations equal to a 6% per annum non-cumulative return on their
adjusted invested capital.
The Partnership is obligated to pay commissions for real estate brokerage
services to an affiliate of the General Partner in connection with the sale of
the Partnership's property. Such commissions shall not exceed the lesser of (i)
the normal and competitive rate for similar services in the locality where the
services are performed, (ii) 50% of the standard commission or (iii) one-half of
the total acquisition fees which could have been paid to the General Partner
under the terms of the Partnership Agreement. The Partnership has accrued a
$163, 070 agent fee relating to the sale of Sycamore Valley.
<PAGE>
Under the terms of the Partnership Agreement, the General Partner is also
entitled to receive a subordinated incentive fee. This fee is an amount equal to
10% of the remaining cash from sales or refinancings, as defined, in excess of
the cost of all partnership properties, as defined. The cash from sales or
refinancing distributed to the limited partners has exceeded the subordination
requirement. The Partnership has accrued a $1,160,198 subordinated incentive fee
relating to the sale of Sycamore Valley.
Compensation and reimbursements paid to or accrued for the benefit of the
General Partner and its affiliates are as follows:
Nine Months Ended
September 30,
------------------------
1996 1995
----------- ----------
Charged to gain in disposition of real estate:
Agent fee......................................... $ 163,070 $ -
Property management fees............................. 141,292 151,249
Partnership management fees.......................... 55,000 15,000
Subordinated incentive fee........................... 1,160,198 -
---------- ---------
$ 1,519,560 $ 166,249
========== =========
NOTE 4.
- -------
In 1996, the Partnership adopted the Financial Accounting Standards Board's
Statement of Financial Accounting Standards No. 121, "Accounting for the
Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed Of."
This statement requires the cessation of depreciation on assets held for sale.
Since Sycamore Valley is currently classified as an asset held for sale, no
depreciation was taken in 1996.
<PAGE>
NOTE 5.
- -------
On September 11, 1996, the Partnership sold Sycamore Valley Apartments to an
unaffiliated buyer for a cash sales price of $23,050,000. Cash proceeds from
this transaction, as well as the gain on sale of Sycamore Valley Apartments are
detailed below.
<TABLE>
<CAPTION>
Gain on Sale Cash Proceeds
-------------- -------------
<S> <C> <C>
Cash sales price................................ $ 23,085,000 $ 23,085,000
Selling costs................................... (208,148) (208,148)
Basis of deferred borrowing costs written off... (226,488)
Basis of real estate sold....................... (13,789,030)
------------
Gain on sale.................................... $ 8,861,334
============
Proceeds from disposition of real estate........ 22,876,852
Retirement of mortgage note..................... (11,274,872)
------------
Net cash proceeds............................... $ 11,601,980
============
</TABLE>
The selling costs above include an agent fee payable to General Partner in the
amount of $163,070.
The General Partner will commence the dissolution and termination of the
Partnership. In connection with such dissolution and termination, the General
Partner will liquidate any remaining assets, repay creditors, pay to the General
Partner a brokerage fee and subordinated incentive fee (See Note 2), and
authorize distributions to the limited partners of the Partnership, including
distributions of net proceeds from the sale of Sycamore Valley, in accordance
with the terms of the Partnership Agreement of the Partnership. Neither the
amount nor timing of any such distributions has been determined.
NOTE 6.
- -------
The Partnership filed claims with the United States Bankruptcy Court for the
Northern District of Texas, Dallas Division (the "Bankruptcy Court") against
Southmark Corporation ("Southmark"), an affiliate of a previous general partner,
for damages relating to improper overcharges, breach of contract and breach of
fiduciary duty. The Partnership settled these claims in 1991, and such
settlement was approved by the Bankruptcy Court.
<PAGE>
An Order Granting Motion to Distribute Funds to Class 8 Claimants dated April
14, 1995 was issued by the Bankruptcy Court. In accordance with the Order, in
May 1995 the Partnership received in full satisfaction of its claims, $3,325 in
cash, and common and preferred stock in the reorganized Southmark, which
represents the Partnership's pro-rata share of Southmark assets available for
Class 8 Claimants. The Partnership sold the Southmark common and preferred stock
in May 1995 for $1,073, which combined with the cash proceeds from Southmark,
resulted in a gain on legal settlement of $4,398.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
- ------- ---------------------------------------------------------------
RESULTS OF OPERATIONS
---------------------
FINANCIAL CONDITION
- -------------------
The Partnership was formed to acquire, operate and ultimately dispose of a
portfolio of income-producing real properties. On September 11, 1996, the
Partnership sold Sycamore Valley Apartments, the last property in the
Partnership's portfolio.
The General Partner will commence the dissolution and termination of the
Partnership. In connection with such dissolution and termination, the General
Partner will liquidate any remaining assets, repay creditors, pay to the General
Partner a brokerage fee and subordinated incentive fee (See Note 3), and
authorize distributions to the limited partners of the Partnership, including
distributions of net proceeds from the sale of Sycamore Valley, in accordance
with the terms of the Partnership Agreement of the Partnership. Neither the
amount nor timing of any such distributions has been determined.
RESULTS OF OPERATIONS
- ---------------------
Revenue:
Total Partnership revenues increased by $8,686,813 for the nine months ended
September 30, 1996. Rental revenue decreased $198,205 and interest income
increased $48,082. The Partnership also recognized a $8,861,334 gain on
disposition of real estate for the nine months ended September 30, 1996.
Rental revenue for the first nine months of 1996 were $2,852,753 as compared to
$3,050,958 for the same period in 1995. The decrease in rental revenue for the
nine months ended September 30, 1996 is due to the sale of Sycamore Valley on
September 11, 1996.
Expenses:
Total Partnership expenses increased by $869,837 or 36% the first nine months of
1996 as compared to the same period in 1995. This increase is primarily due to
the subordinated incentive fee as a result of the sale of Sycamore Valley on
September 11, 1996. Other increases in expenses include repair and maintenance,
other property operating, general and administrative, and partnership management
fees. These increases were somewhat offset by decreases occurring in
depreciation expense and utilities.
<PAGE>
The Partnership did not recognize any depreciation expense during 1996 as a
result of the adoption of Financial Accounting Standards No. 121, "Accounting
for the Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed
Of."
Utility expense decreased $27,441 or 13% and $13,167 or 19% for the nine and
three months ended September 30, 1996, respectively, as compared to the same
period in 1995. The decrease is related to the installation of newer, more
efficient boilers at the property.
Repair and maintenance expenses increased $27,441 or 13% and $13,167 or 19% for
the nine and three months ended 1996, respectively, as compared to the same
period in 1995. The increase is due to the replacement of carpeting and
appliances, which met the Partnership's criteria for capitalization based on the
magnitude of replacements in 1995, but were expensed in 1996.
Other property operating expenses increased $30,758 or 16% for the nine months
ended September 30, 1996 as compared to 1995 due to the increase in earthquake
insurance for Sycamore Valley. This increase was partially offset by decreases
in personnel costs and office supplies.
General and administrative expenses increased $36,289 for the nine months ended
September 30, 1996 as compared to the same period last year. The increase was
due to proxy costs and professional fees incurred by the Partnership relating to
the sale of Sycamore Valley.
Partnership management fee increased by $40,000 for the nine months ended
September 30, 1996. These fees are based on distributions made to the limited
partners which increased in 1996 compared to 1995.
As a result of the sale of Sycamore Valley in September 1996, the Partnership
has accrued an subordinated incentive fee in the amount of $1,160,198 payable to
the General Partner.
LIQUIDITY AND CAPITAL RESOURCES
- -------------------------------
The Partnership generated cash flow from operating activities of $828,509 for
the first nine months of 1996 as compared to $1,150,929 in 1995. This decrease
is due to the an increase in the payment of the property taxes, cash paid to
suppliers, and the increase in interest paid. Also, cash received from tenant
decreased as a result of the sale of Sycamore Valley.
The Partnership expended $287,669 for capital improvements to Sycamore Valley in
1995. The Partnership received proceeds of $22,876,852 as a result of the sale
of Sycamore Valley.
The Partnership distributed $1,045,001 and $285,008 to the limited partners in
1996 and 1995, respectively. Principal payments on the mortgage note payable
increased by $40,371 in 1996 as compared to the same period last year. The
Partnership also retired the $11,274,872 mortgage note on Sycamore Valley as a
result of the sale.
Liquidity:
At September 30, 1996, the Partnership held $13,326,655 of cash an increase of
$11,301,650 as a result of the sale of Sycamore Valley on September 11, 1996.
<PAGE>
Distributions:
During 1996, the limited partners received a cash distribution of $1,045,005.
The distribution consisted of funds from operations. The General Partner
currently intends to commence liquidation of the Partnership. However, the
General Partner has not yet determined the precise timing and actual amount of
distributions to the limited partners that would occur after the consummation of
the proposed sale and in connection with the liquidation of the Partnership.
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
- ------- -----------------
McNeil Pacific Investors Fund 1972, Ltd., McNeil Real Estate Fund V, Ltd.,
McNeil Real Estate Fund IX, Ltd., McNeil Real Estate Fund X, Ltd., McNeil Real
Estate Fund XI, Ltd., McNeil Real Estate Fund XIV, Ltd., McNeil Real Estate Fund
XV, Ltd., McNeil Real Estate Fund XX, L.P., McNeil Real Estate Fund XXIV, L.P.,
and McNeil Real Estate Fund XXV, L.P. vs. High River Limited Partnership,
Riverdale Investors Corp., Inc., Carl C. Icahn, and Unicorn Associates
Corporation - United States District Court for the Central District of
California, Case No. 96-5680SVW.
On August 12, 1996 High River Limited Partnership ("High River"), a partnership
controlled by Carl C. Icahn, sent a letter to the partnerships referenced above
demanding lists of the names, current residences or business addresses and
certain other information concerning the unitholders of such partnerships. On
August 19, 1996, these partnerships commenced the above action seeking, among
other things, to declare that such partnerships are not required to provide High
River with a current list of unitholders on the grounds that the defendants
commenced a tender offer in violation of the federal securities laws by filing
certain Schedule 13D Amendments on August 5, 1996.
On October 17, 1996, the presiding judge denied the partnerships requests for a
permanent and preliminary injunction to enjoin High River's tender offers and
granted the defendants request for an order directing the partnerships to turn
over current lists of unitholders to High River forthwith. On October 24, 1996,
the partnerships delivered the unitholder lists to High River.
ITEM 5. OTHER INFORMATION
- ------- -----------------
On September 20, 1996, High River, filed documents with the Securities and
Exchange Commission disclosing that High River had amended the previously
disclosed letter agreement dated August 2, 1996 with the attorneys for the
plaintiffs in the case styled James F. Schofield, et. al. ("Plaintiffs") v.
McNeil Partners, L.P., et. al. The amendment provided, among other things, that
due to the approved liquidation of the Partnership, High River's obligation to
tender for units is terminated.
<PAGE>
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
- ------- --------------------------------
(a) Exhibits.
Exhibit
Number Description
------- -----------
4. Partnership Agreement dated September 12,
1974 and amended and restated January
31, 1975. (1)
11. Statement regarding computation of Net
Income per limited partnership unit: Net
income per limited partnership unit is
computed by dividing net income allocated to
the limited partners by the number of
limited partnership units outstanding. Per
unit information has been computed based on
18,223 limited partnership units outstanding
in 1996 and 1995.
27. Financial Data Schedule for the quarter
ended September 30, 1996.
(1) Incorporated by reference to the Annual Report of McNeil Real
Estate Fund V, Ltd. on Form 10-K for the period ended December
31, 1990, as filed with the Securities and Exchange Commission on
March 29, 1991.
(b) Reports on Form 8-K. A Form 8-K was filed on September 23, 1996,
relating to the sale of Sycamore Valley and the subsequent dissolution
of the Partnership.
<PAGE>
McNEIL REAL ESTATE FUND V, LTD.
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:
McNEIL REAL ESTATE FUND V, LTD.
By: McNeil Partners, L.P., General Partner
By: McNeil Investors, Inc., General Partner
November 14, 1996 By: /s/ Donald K. Reed
- ----------------- ----------------------------------------
Date Donald K. Reed
President and Chief Executive Officer
November 14, 1996 By: /s/ Ron K. Taylor
- ----------------- ----------------------------------------
Date Ron K. Taylor
Acting Chief Financial Officer of
McNeil Investors, Inc.
November 14, 1996 By: /s/ Brandon K. Flaming
- ----------------- ---------------------------------------
Date Brandon K. Flaming
Chief Accounting Officer of McNeil
Real Estate Management, Inc.
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> SEP-30-1996
<CASH> 13,326,655
<SECURITIES> 0
<RECEIVABLES> 90,411
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 13,427,733
<CURRENT-LIABILITIES> 0
<BONDS> 0
<COMMON> 0
0
0
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 13,427,733
<SALES> 2,852,753
<TOTAL-REVENUES> 11,827,550
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 2,688,445
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 601,350
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 8,537,755
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 8,537,755
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
