FORM 10-QSB--QUARTERLY OR TRANSITIONAL REPORT UNDER SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
QUARTERLY OR TRANSITIONAL REPORT
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 September 30, 1997
[ ] TRANSITION REPORT PURSUANT TO 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period.........to.........
Commission file number 0-11766
ANGELES PARTNERS XI
(Exact name of small business issuer as specified in its charter)
California 95-3788040
(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)
(864) 239-1000
(Issuer's telephone number)
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 XI
CONSOLIDATED BALANCE SHEET
(Unaudited)
(in thousands, except unit data)
September 30, 1997
<TABLE>
<CAPTION>
<S> <C> <C>
Assets
Cash and cash equivalents:
Unrestricted $ 470
Restricted--tenant security deposits 556
Accounts receivable 177
Escrow for taxes 128
Other assets 522
Investment in, and advances of $164 to, Joint Venture 265
Investment property:
Land $ 3,998
Buildings and related personal property 25,280
29,278
Less accumulated depreciation (16,928) 12,350
$ 14,468
Liabilities and Partners' Deficit
Liabilities
Accounts payable $ 94
Due to affiliates 470
Tenant security deposits 558
Other liabilities 430
Notes payable 31,273
Partners' Deficit
General partners $ (499)
Limited partners (40,000 units issued and 39,637 units
outstanding) (17,858) (18,357)
$ 14,468
<FN>
See Accompanying Notes to Consolidated Financial Statements
</FN>
</TABLE>
b) ANGELES PARTNERS XI
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(in thousands, except unit data)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
September 30, September 30,
1997 1996 1997 1996
<S> <C> <C> <C> <C>
Revenues:
Rental income $ 1,741 $ 1,644 $ 5,138 $ 4,950
Other income 88 84 221 271
Total revenues 1,829 1,728 5,359 5,221
Expenses:
Operating 481 483 1,391 1,361
General and administrative 46 48 128 148
Maintenance 198 224 529 577
Depreciation 383 382 1,133 1,130
Interest 728 1,267 2,181 2,826
Property taxes 212 183 571 538
Total expenses 2,048 2,587 5,933 6,580
Loss before equity in income (loss) of
Joint Venture and casualty gain (219) (859) (574) (1,359)
Equity in income (loss) of Joint Venture 70 30 102 (24)
Casualty gain -- -- -- 170
Net loss $ (149) $ (829) $ (472) $(1,213)
Net loss allocated
to general partners (1%) $ (1) $ (8) $ (5) $ (12)
Net loss allocated
to limited partners (99%) (148) (821) (467) (1,201)
Net loss $ (149) $ (829) $ (472) $(1,213)
Per limited partnership unit:
Net loss $ (3.73) $(20.61) $(11.78) $(30.14)
<FN>
See Accompanying Notes to Consolidated Financial Statements
</FN>
</TABLE>
c) ANGELES PARTNERS XI
CONSOLIDATED STATEMENT OF CHANGES IN PARTNERS' DEFICIT
(Unaudited)
(in thousands, except unit data)
<TABLE>
<CAPTION>
Limited
Partnership General Limited
Units Partners Partners Total
<S> <C> <C> <C> <C>
Original capital contributions 40,000 $ 30 $ 40,000 $ 40,030
Partners' deficit at
December 31, 1996 39,637 $ (494) $(17,391) $(17,885)
Net loss for the nine months
ended September 30, 1997 (5) (467) (472)
Partners' deficit at
September 30, 1997 39,637 $ (499) $(17,858) $(18,357)
<FN>
See Accompanying Notes to Consolidated Financial Statements
</FN>
</TABLE>
d) ANGELES PARTNERS XI
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(in thousands)
<TABLE>
<CAPTION>
Nine Months Ended
September 30,
1997 1996
<S> <C> <C>
Cash flows from operating activities:
Net loss $ (472) $ (1,213)
Adjustments to reconcile net loss to net cash
provided by operating activities:
Equity in (income) loss of Joint Venture (102) 24
Depreciation 1,133 1,130
Amortization of loan costs 94 42
Casualty gain -- (170)
Change in accounts:
Restricted cash (35) (6)
Accounts receivable (13) (6)
Escrows for taxes 51 (51)
Other assets (42) 5
Accounts payable (549) 402
Tenant security deposit liabilities 47 14
Due to affiliates (27) 91
Other liabilities 94 948
Net cash provided by operating activities 179 1,210
Cash flows from investing activities:
Advances to Joint Venture (7) (117)
Property improvements and replacements (350) (466)
Net cash used in investing activities (357) (583)
Cash flows from financing activities:
Loan costs paid (12) --
Distributions to partners -- (24)
Repayments of mortgage notes payable -- (231)
Payments on mortgage notes payable (2) (283)
Net cash used in financing activities (14) (538)
Net (decrease) increase in unrestricted cash and cash equivalents (192) 89
Unrestricted cash and cash equivalents at beginning of period 662 870
Unrestricted cash and cash equivalents at end of period $ 470 $ 959
Supplemental disclosure of cash flow information:
Cash paid for interest $ 1,924 $ 1,889
Interest transferred to mortgage notes payable $ -- $ 50
<FN>
See Accompanying Notes to Consolidated Financial Statements
</FN>
</TABLE>
e) ANGELES PARTNERS XI
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
NOTE A - BASIS OF PRESENTATION
The accompanying unaudited financial statements of Angeles Partners XI (the
"Partnership" or the "Registrant") 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 Angeles Realty Corporation II (the "Managing General
Partner"), all adjustments (consisting of normal recurring accruals) considered
necessary for a fair presentation have been included. Operating results for the
three and nine month periods ended September 30, 1997, are not necessarily
indicative of the results that may be expected for the fiscal year ending
December 31, 1997. For further information, refer to the financial statements
and footnotes thereto included in the Partnership's annual report on Form 10-KSB
for the fiscal year ended December 31, 1996.
Certain reclassifications have been made to the 1996 information to conform to
the 1997 presentation.
NOTE B - TRANSACTIONS WITH AFFILIATED PARTIES
The Partnership has no employees and is dependent on the Managing General
Partner and its affiliates for the management and administration of all
Partnership activities. The Partnership Agreement provides for payments to
affiliates for services and as reimbursement of certain expenses incurred by
affiliates on behalf of the Partnership. The following expenses owed to the
Managing General Partner and affiliates during the nine month periods ended
September 30, 1997 and 1996 were paid or accrued:
1997 1996
(in thousands)
Property management fees $ 261 $ 259
Reimbursement for services of affiliates,
(Total of $470 and $441 accrued at 101 117
September 30, 1997 and 1996, respectively)
Included in reimbursements for services of affiliates at September 30, 1997, and
1996 is approximately $10,000 and $26,000, respectively, in reimbursements for
construction oversight costs.
For the period from January 1, 1996, to August 31, 1997, the Partnership insured
its properties under a master policy through an agency and insurer unaffiliated
with the Managing General Partner. An affiliate of the Managing 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 master
policy. The agent assumed the financial obligations to the affiliate of the
Managing General Partner who receives payments on these obligations from the
agent. The amount of the Partnership's insurance premiums that accrued to the
benefit of the affiliate of the Managing General Partner by virtue of the
agent's obligations was not significant.
The Partnership may make advances to the Princeton Meadows Golf Course Joint
Venture ("Joint Venture") as deemed appropriate by the Managing General Partner.
These advances do not bear interest and do not have stated terms of repayment.
In November 1992, Angeles Acceptance Pool, L.P. ("AAP"), a Delaware limited
partnership was organized to acquire and hold the obligations evidencing the
working capital loan previously provided to the Partnership by Angeles Capital
Investments, Inc. ("ACII"). Angeles Corporation ("Angeles") is the 99% limited
partner of AAP and Angeles Acceptance Directives, Inc. ("AAD"), an affiliate of
the Managing 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 Managing General Partner and Angeles, AAD resigned as general partner of
AAP and simultaneously received a 1/2% 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. This loan, the principal and accrued interest which totaled $1,996,000,
was extinguished with proceeds from the refinancing of the Partnership's
investment property in December 1996 (See "Note D"). Total debt and accrued
interest forgiven was $296,000. Total interest expense for this loan was
approximately $112,000 for the nine months ended September 30, 1996.
Angeles Mortgage Investment Trust ("AMIT") held notes receivable from the
Partnership of $6,969,000 plus related accrued interest. This indebtedness was
extinguished when the Partnership's investment property was refinanced in
December 1996 (See "Note D"). As a result of the refinance, AMIT forgave
$398,000 of debt and accrued interest. Concurrent with the refinancing, the
Partnership borrowed $875,000 from AMIT, which is secured by the Fox Run
Apartments and the Partnership's general partner interest in the Joint Venture.
Total interest expense to AMIT was approximately $65,000 and $1,191,000 for the
nine months ended September 30, 1997 and 1996, respectively. In addition, AMIT
holds a note receivable from the Joint Venture in the amount of $1,567,000,
which is secured by the Joint Venture's sole investment property known as the
Princeton Meadows Golf Course. Total interest expense was approximately
$147,000 and $150,000 for the nine months ended September 30, 1997 and 1996,
respectively.
MAE GP Corporation ("MAE GP"), an affiliate of the Managing General Partner,
owns 1,675,113 Class B Shares of AMIT. The terms of the Class B Shares provide
that they are convertable, in whole or in part, into Class A Shares on the basis
of 1 Class A Share for every 49 Class B Shares (however, in connection with the
settlement agreement described in the following paragraph, MAE GP has agreed not
to convert the Class B Shares so long as AMIT's option is outstanding). These
Class B Shares entitle MAE GP to receive 1% of the distributions of net cash
distributed by AMIT(however, in connection with the settlement agreement
described in the following paragraph, MAE GP has agreed to waive it's right to
receive dividends and distributions so long as AMIT's option is outstanding).
These Class B Shares also entitle MAE GP to vote on the same basis as Class A
Shares, providing MAE GP with approximately 39% of the total voting power of
AMIT (unless and until converted to Class A Shares, in which case the
percentage of the vote controlled represented by the shares held by MAE GP
would approximate 1.3% 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 and 1996 annual
meetings 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. Subject to the terms of the proxy
described below, MAE GP may choose to vote these shares as it deems appropriate
in the future. In addition, Liquidity Assistance L.L.C., an affiliate of the
Managing General Partner and an affiliate of Insignia Financial Group, Inc.
("Insignia"), which provides property management and partnership administration
services to the Partnership, owns 96,800 Class A Shares of AMIT at September 30,
1997. These Class A Shares represent approximately 2.2% of the total voting
power of AMIT.
As part of a settlement of certain disputes with AMIT, MAE GP granted to AMIT an
option to acquire the Class B shares owned by it. 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. In connection with such settlement, AMIT delivered to MAE
GP cash in the sum of $250,000 at closing (which occurred April 14, 1995) as
payment for the option. If and when the option is exercised, AMIT will be
required to remit to MAE GP an additional $94,000.
Simultaneously with the execution of the option and as part of the settlement,
MAE GP executed an irrevocable proxy in favor of AMIT, the result of which is
that MAE GP is permitted 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 is obligated to deliver 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).
On April 3, 1997, Insignia and AMIT entered into a non-binding agreement in
principle contemplating, among other things, a business combination of AMIT and
Insignia Properties Trust, an entity owned 98% by Insignia and its affiliates
("IPT"). On July 18, 1997, IPT, Insignia and MAE GP entered into a definitive
merger agreement pursuant to which (subject to shareholder approval and certain
other conditions, including the receipt by AMIT of a fairness opinion from its
investment bankers) AMIT would be merged with and into IPT, with each Class A
Share and Class B Share being converted into 1.625 and 0.0332 common shares of
IPT, respectively. The foregoing exchange ratios are subject to adjustment to
account for dividends paid by AMIT from January 1, 1997 and dividends paid by
IPT from February 1, 1997. It is anticipated that Insignia (and its affiliates)
and MAE GP (and its affiliates) would own approximately 53.1% and 2.3%,
respectively, of post-merger IPT when this transaction is consummated.
NOTE C - INVESTMENT IN JOINT VENTURE
The Partnership owns a 41.1% interest in the Joint Venture. The Partnership
accounts for its interest in the Joint Venture using the equity method of
accounting.
The balance sheet of the Joint Venture is summarized as follows:
September 30, 1997
(in thousands)
Assets
Cash $ 279
Other assets 229
Investment property, net 2,020
Total $ 2,528
Liabilities and Partners' Capital
Notes payable $ 1,567
Other liabilities 714
Partners' capital 247
Total $ 2,528
The statements of operations of the Joint Venture are summarized as follows:
Three Months Ended Nine Months Ended
September 30, September 30,
1997 1996 1997 1996
(in thousands) (in thousands)
Revenue $ 620 $ 568 $ 1,361 $ 1,177
Costs and expenses (449) (495) (1,113) (1,235)
Net income (loss) $ 171 $ 73 $ 248 $ (58)
The Partnership realized equity income of approximately $102,000 and equity loss
of approximately $24,000 in the Joint Venture for the nine months ended
September 30, 1997 and 1996, respectively.
The Princeton Meadows Golf Course property had an underground fuel storage tank
that was removed in 1992. This fuel storage tank caused contamination to the
area. Management installed monitoring wells in the area where the tank was
formerly buried. Some samples from these wells indicated lead and phosphorous
readings that were higher than the range prescribed by the New Jersey Department
of Environmental Protection ("DEP"). The Joint Venture notified DEP of the
findings when they were first discovered. However, DEP did not give any
directives as to corrective action until late 1995.
In November 1995, representatives of the Joint Venture and the New Jersey DEP
met and developed a plan of action to clean-up the contamination site at
Princeton Meadows Golf Course. The Joint Venture has engaged an engineering
firm to conduct consulting and compliance work and a second firm to perform the
field work necessary for the clean-up. The Joint Venture has recorded a
liability of $199,000 for the costs of the clean-up. If the costs of the clean-
up were to exceed the liability, funds from the property would be used to cover
the excess. The contracts have been executed and field work is in process, with
the expected completion date of field work to be sometime in 1998. The Managing
General Partner is currently marketing the property for sale, however, there can
be no assurances at this time regarding the outcome of such efforts.
NOTE D - REFINANCING
In December 1996, the Partnership refinanced the mortgage indebtedness
encumbering its investment property. The total indebtedness refinanced was
$29,897,000. The new indebtedness, in the principal amount of $31,275,000,
carries stated interest rates of 8.32% (1st mortgage), 15.28% (2nd mortgage),
and 11.25% (3rd mortgage). The proceeds from the refinancing enabled the
Partnership to pay off its previous first mortgage and its working capital loan
to AAP (see "Note B"). In addition, the Partnership's previous indebtedness to
AMIT of $6,969,000, which had been in default due to non-payment upon maturity,
was extinguished with the proceeds from the refinancing. The Partnership
recognized a gain of $646,000 upon extinguishment of debt, primarily due to
debt forgiveness. The Partnership capitalized loan costs of $551,000 related
to the refinancing.
NOTE E - SUBSEQUENT EVENT
In October 1997, the clubhouse and office at Fox Run Apartments were severely
damaged due to a fire. No estimates have been received at this time for the
costs to repair this area or the proceeds to be received from insurance.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
The Partnership's investment property consists of one apartment complex. The
following table sets forth the average occupancy of the property for the nine
months ended September 30, 1997 and 1996:
Average
Occupancy
Property 1997 1996
Fox Run Apartments
Plainsboro, New Jersey 96% 95%
The Partnership incurred a net loss for the three and nine months ended
September 30, 1997, of $149,000 and $472,000, respectively, versus a net loss
for the three and nine months ended September 30, 1996, of $829,000 and
$1,213,000, respectively. The decrease in net loss for the nine months ended
September 30, 1997, as compared to the same period in 1996, is due to an
increase in total revenues and a decrease in total expenses, partially offset by
a casualty gain recognized in 1996.
Fox Run Apartments' increased rental income is the result of increased rental
rates and a slight increase in occupancy for the three and nine months ended
September 30, 1997, versus the three and nine months ended September 30, 1996.
The increase in rental income for the nine months ended September 30, 1997, was
partially offset by a decrease in other income, due to a decrease in lease
cancellation fees and utility collections at Fox Run Apartments. In 1996, the
property received a rebate from the electric company for retrofitting the
exterior lighting. The decrease in general and administrative expenses for the
nine months ended September 30, 1997, as compared to the nine months ended
September 30, 1996, can be attributed to a decrease in professional fees.
Maintenance expense has decreased at Fox Run Apartments due to extensive
swimming pool repairs and exterior building improvements completed in 1996.
Also, the severe winter of 1996 led to excessive snow removal costs. Interest
expense decreased as a result of the lower interest rate achieved through the
refinance of the debt secured by the Fox Run Apartments property in December
1996 (see "Note D").
The Partnership has a 41.1% investment in the Princeton Meadows Golf Course
Joint Venture. For the three and nine months ended September 30, 1997, the
Partnership realized equity in income of the Joint Venture of approximately
$70,000 and approximately $102,000, as compared to equity in income and loss of
the Joint Venture of approximately $30,000 and approximately $24,000,
respectively, for the three and nine months ended September 30, 1996. The
improved performance of this property can be attributed to an increase in
revenue. These revenue increases are the result of maintenance upgrades at the
golf course that have improved the appearance of the property. The completion of
these upgrades in 1996 led to a decrease in expenses for the nine months ended
September 30, 1997.
During the second quarter of 1996, there were two separate fires at Fox Run
Apartments. Sixteen units received extensive damage, while four were completely
destroyed. At that time, the Managing General Partner estimated the casualty
gain would approximate $170,000.
Included in maintenance expense for the nine months ended September 30, 1997, is
approximately $32,000 of major repairs and maintenance mainly comprised of
swimming pool repairs and window covering replacements relating to ongoing
repairs at Fox Run Apartments. For the nine months ended September 30, 1996,
included in maintenance expense is approximately $51,000 of major repairs and
maintenance mainly comprised of swimming pool repairs, major landscaping and
window covering replacements.
The Managing General Partner continues to monitor the rental market environment
at its investment property to assess the feasibility of increasing rents, to
maintain or increase the occupancy level and to protect the Partnership from
increases in expense. The Managing General Partner expects to be able, at a
minimum, to continue protecting the Partnership from inflation-related increases
in expenses by increasing rents and maintaining a high overall occupancy level.
However, rental concessions and rental reductions needed to offset softening
market conditions could affect the ability to sustain this plan.
At September 30, 1997, the Partnership held unrestricted cash and cash
equivalents of approximately $470,000, as compared to approximately $959,000 at
September 30, 1996. Net cash provided by operating activities decreased for the
first nine months of 1997, as compared to the first nine months of 1996,
primarily due to a lesser increase in other liabilities and a decrease in
accounts payable, partially offset by the decrease in net loss, as discussed
above. The large increase in other liabilities in 1996 is attributable to the
default interest accrued on the AMIT debt that matured (see "Note D"). Payment
of utility expenses, loan costs, past due insurance payments, and deferred
liabilities from a casualty, all accrued for at December 31, 1996, attributed to
the large decrease in accounts payable in 1997. Net cash used in investing
activities decreased primarily due to a reduction in property improvements and
replacements and a decrease in advances to the Joint Venture. The decrease in
net cash used in financing activities is caused by a decrease in payments on
mortgage notes payable as a result of the refinance (See "Note D") and the
distribution to partners in 1996. The Managing General Partner paid a
distribution in the form of a withholding tax imposed by the state of South
Carolina on the taxable income of non-resident limited partners. This tax
amounted to $24,000 during 1996. Additionally, loan costs were incurred in 1997
due to the refinance in 1996.
The sufficiency of existing liquid assets to meet future liquidity and capital
expenditure requirements is directly related to the level of capital
expenditures required at the property to adequately maintain the physical assets
and other operating needs of the Partnership. Such assets are currently thought
to be sufficient for any near-term needs of the Partnership. The mortgage
indebtedness of $31,273,000 matures January 2002, at which time the property
will either be sold or refinanced. Balloon payments due at maturity total
$30,040,000. Future cash distributions will depend on the levels of net cash
generated from operations, refinancings, a property sale and the availability of
cash reserves. Other than the aforementioned distribution in 1996, the
Partnership has made no other distributions during the nine months ended
September 30, 1997 or 1996, and the Managing General Partner does not anticipate
that the Partnership will make a distribution in 1997.
PART II - OTHER INFORMATION
ITEM 2. 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 filed during the quarter ended September 30, 1997.
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 XI
By: Angeles Realty Corporation II
Managing 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: November 10, 1997
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from Angeles
Partners XI 1997 Third Quarter 10-QSB and is qualified in its entirety by
reference to such 10-QSB filing.
</LEGEND>
<CIK> 0000702986
<NAME> ANGELES PARTNERS XI
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> SEP-30-1997
<CASH> 470
<SECURITIES> 0
<RECEIVABLES> 177
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0<F1>
<PP&E> 29,278
<DEPRECIATION> 16,928
<TOTAL-ASSETS> 14,468
<CURRENT-LIABILITIES> 0<F1>
<BONDS> 31,273
0
0
<COMMON> 0
<OTHER-SE> (18,357)
<TOTAL-LIABILITY-AND-EQUITY> 14,468
<SALES> 0
<TOTAL-REVENUES> 5,359
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 5,933
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 2,181
<INCOME-PRETAX> (472)
<INCOME-TAX> 0
<INCOME-CONTINUING> (472)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (472)
<EPS-PRIMARY> (11.78)<F2>
<EPS-DILUTED> 0
<FN>
<F1>Registrant has an unclassified balance sheet.
<F2>Multiplier is 1.
</FN>
</TABLE>
