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 August 31, 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 0-11574
SHELTER PROPERTIES V LIMITED PARTNERSHIP
(Exact name of small business issuer as specified in its charter)
South Carolina 57-0721855
(State or other jurisdiction of (I.R.S. 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 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 .
PART I - FINANCIAL INFORMATION
ITEM 1.FINANCIAL STATEMENTS
a) SHELTER PROPERTIES V LIMITED PARTNERSHIP
CONSOLIDATED BALANCE SHEET
(Unaudited)
August 31, 1996
Assets
Cash:
Unrestricted $ 3,450,334
Restricted--tenant security deposits 380,924
Accounts receivable 38,597
Escrow for taxes and insurance 419,025
Restricted escrows 730,008
Other assets 663,482
Investment properties:
Land $ 4,241,860
Buildings and related personal property 69,458,050
73,699,910
Less accumulated depreciation (36,665,648) 37,034,262
$42,716,632
Liabilities and Partners' (Deficit) Capital
Liabilities
Accounts payable $ 215,418
Tenant security deposits 380,924
Accrued taxes 341,868
Other liabilities 713,980
Mortgage notes payable 28,415,305
Partners' (Deficit) Capital
General partners $ (311,221)
Limited partners (52,538 units
issued and outstanding) 12,960,358 12,649,137
$42,716,632
See Accompanying Notes to Consolidated Financial Statements
b) SHELTER PROPERTIES V LIMITED PARTNERSHIP
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
August 31, August 31,
1996 1995 1996 1995
<S> <C> <C> <C> <C>
Revenues:
Rental income $3,003,511 $2,875,849 $8,976,533 $8,786,788
Other income 208,076 168,812 544,920 514,356
Casualty gains -- -- -- 213,794
Total revenues 3,211,587 3,044,661 9,521,453 9,514,938
Expenses:
Operating 1,059,019 1,009,852 3,051,750 2,987,861
General and administrative 78,917 264,277 260,166 509,041
Maintenance 624,045 446,842 1,457,367 1,212,578
Depreciation 770,231 740,340 2,264,240 2,154,700
Interest 666,247 685,477 2,013,846 2,077,511
Property taxes 177,013 197,239 584,425 587,651
Total expenses 3,375,472 3,344,027 9,631,794 9,529,342
Net loss $ (163,885) $ (299,366) $ (110,341) $ (14,404)
Net loss allocated to
general partners (1%) $ (1,639) $ (2,994) $ (1,103) $ (144)
Net loss allocated to
limited partners (99%) (162,246) (296,372) (109,238) (14,260)
$ (163,885) $ (299,366) $ (110,341) $ (14,404)
Net loss per limited
partnership unit $ (3.08) $ (5.64) $ (2.07) $ (.27)
<FN>
See Accompanying Notes to Consolidated Financial Statements
</TABLE>
c) SHELTER PROPERTIES V LIMITED PARTNERSHIP
CONSOLIDATED STATEMENT OF CHANGES IN PARTNERS'(DEFICIT) CAPITAL
(Unaudited)
<TABLE>
<CAPTION>
Limited
Partnership General Limited
Units Partners Partners Total
<S> <C> <C> <C> <C>
Original capital contributions 52,538 $ 2,000 $52,538,000 $52,540,000
Partners' (deficit) capital
at November 30, 1995 52,538 $(310,118) $13,569,584 $13,259,466
Distributions paid to partners -- (499,988) (499,988)
Net loss for the nine months
ended August 31, 1996 (1,103) (109,238) (110,341)
Partners' (deficit) capital
at August 31, 1996 52,538 $(311,221) $12,960,358 $12,649,137
<FN>
See Accompanying Notes to Consolidated Financial Statements
</TABLE>
d) SHELTER PROPERTIES V LIMITED PARTNERSHIP
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
Nine Months Ended
August 31,
1996 1995
<S> <C> <C>
Cash flows from operating activities:
Net loss $ (110,341) $ (14,404)
Adjustments to reconcile net loss to net
cash provided by operating activities:
Depreciation 2,264,240 2,154,700
Amortization of discounts and loan costs 104,782 123,662
Casualty gains -- (213,794)
Change in accounts:
Restricted cash (22,196) (7,094)
Accounts receivable 2,833 (16,681)
Escrows for taxes and insurance (97,346) 136,150
Other assets 11,060 122,946
Accounts payable (230,420) 258,979
Tenant security deposit liabilities 20,019 (5,955)
Accrued taxes 145,531 (65,030)
Other liabilities 128,489 64,415
Net cash provided by operating activities 2,216,651 2,537,894
Cash flows from investing activities:
Property improvements and replacements (873,828) (1,479,936)
Deposits to restricted escrows investments (62,194) (273,425)
Receipts from restricted escrows 75,605 273,913
Insurance proceeds from property damage -- 73,056
Net cash used in investing activities (860,417) (1,406,392)
Cash flows from financing activities:
Payments on mortgage notes payable (608,403) (556,662)
Partners' distributions (499,988) (252,036)
Loan Costs (53,650) --
Net cash used in financing activities (1,162,041) (808,698)
Net increase in cash 194,193 322,804
Cash at beginning of period 3,256,141 3,245,424
Cash at end of period $ 3,450,334 $ 3,568,228
Supplemental disclosure of cash flow
information:
Cash paid for interest $ 1,908,706 $ 1,952,566
<FN>
See Accompanying Notes to Consolidated Financial Statements
</TABLE>
d) SHELTER PROPERTIES V LIMITED PARTNERSHIP
CONSOLIDATED STATEMENTS OF CASH FLOWS - continued
(Unaudited)
SUPPLEMENTAL DISCLOSURE OF NON-CASH ACTIVITY
Property Damage
Accounts receivable and accounts payable were adjusted by $72,331 and $48,708,
respectively, at August 31, 1995, for non-cash amounts in connection with
property damage.
See Accompanying Notes to Consolidated Financial Statements
e) SHELTER PROPERTIES V LIMITED PARTNERSHIP
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Note A - Basis of Presentation
The accompanying unaudited 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 Shelter Realty V Corporation (the "Corporate General Partner")
all adjustments (consisting of normal recurring accruals) considered necessary
for a fair presentation have been included. Operating results for the nine month
period ended August 31, 1996, are not necessarily indicative of the results that
may be expected for the fiscal year ending November 30, 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 November 30,
1995.
Cash and Cash Equivalents:
Unrestricted - Unrestricted cash includes cash on hand and in banks, money
market funds and Certificates of Deposit with original maturities of less than
90 days. At certain times, the amount of cash deposited at a bank may exceed
the limit on insured deposits.
Restricted cash - tenant security deposits - The Partnership requires security
deposits from lessees for the duration of the lease and such deposits are
considered restricted cash. Deposits are refunded when the tenant vacates,
provided the tenant has not damaged its space and is current on its rental
payments.
Certain reclassifications have been made to the 1995 information to conform to
the 1996 presentation.
Note B - Reconciliation of Cash Flows
The following is a reconciliation of the subtotal on the accompanying statements
of cash flows captioned "net cash provided by operating activities" to "net cash
used in operations," as defined in the partnership agreement. However, "net
cash used in operations" should not be considered an alternative to net income
as an indicator of the Partnership's operating performance or to cash flows as a
measure of liquidity.
For the Nine Months Ended
August 31,
1996 1995
Net cash provided by operating activities $2,216,651 $ 2,537,894
Payments on mortgage notes payable (608,403) (556,662)
Property improvements and replacements (873,828) (1,479,936)
Change in restricted escrows, net 13,411 488
Changes in reserves for net operating
liabilities 42,030 (487,730)
Insurance proceeds from property damage -- 73,056
Additional reserves (800,000) (250,000)
Net cash used in operations $ (10,139) $ (162,890)
The Corporate General Partner reserved an additional $800,000 at August 31,
1996, to fund continuing capital improvements and to prepare for the possible
refinancings of Woodland Village, Lake Johnson Mews and Millhopper Village. In
1995 the Corporate General Partner believed it to be in the best interest of the
Partnership to reserve an additional $250,000 to fund continuing capital
improvements at the seven properties.
Note C - Transactions with Affiliated Parties
The Partnership has no employees and is dependent on the Corporate 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 the reimbursement of certain expenses incurred by
affiliates on behalf of the Partnership. Property management fees paid to
affiliates of Insignia Financial Group, Inc., during the nine months ended
August 31, 1996 and 1995, are included in operating expenses on the consolidated
statement of operations and are reflected in the following table. The Corporate
General Partner and its affiliates received reimbursements and fees as reflected
in the following table:
For the Nine Months Ended
August 31,
1996 1995
Property management fees $468,908 $459,002
Reimbursement for services of affiliates 157,933 151,991
The Partnership insures its properties under a master policy through an agency
and insurer unaffiliated with the Corporate General Partner. An affiliate of
the Corporate 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 Corporate 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 Corporate General Partner by virtue of the agent's obligations is not
significant.
Note D - Contingencies
The Corporate General Partner owns 100 Limited Partnership Units ("Units"). On
or about April 26 and 27, 1995, six entities ("Affiliated Purchaser") affiliated
with the Partnership commenced tender offers for limited partner interests in
six limited partnerships, including the Partnership (collectively, the "Shelter
Properties Partnerships"). On May 27, 1995, the Affiliated Purchaser acquired
13,171 units of the Partnership pursuant to the tender offer. On or about May
12, 1995, in the United States District Court for the District of South
Carolina, certain limited partners of the Shelter Properties Partnerships
commenced a lawsuit, on behalf of themselves, on behalf of a putative class of
plaintiffs, and derivatively on behalf of the partnerships, challenging the
actions taken by defendants (including Insignia, the acquiring entities and
certain officers of Insignia) in the management of the Shelter Properties
Partnerships and in connection with the tender offers and certain other matters.
The plaintiffs alleged that, among other things: (i) the defendants
intentionally mismanaged the partnerships and acted contrary to the limited
partners' best interests by prolonging the existence of the partnerships in
order to perpetuate the revenues derived by Insignia (an affiliate of the
Corporate General Partner) and its affiliates from the partnerships, (ii) the
defendants' actions reduced the demand for the partnerships' limited partner
interests in the limited resale market by artificially depressing the trading
prices for limited partners' interests in order to create a favorable
environment for the tender offers; (iii) through the tender offers, the
acquiring entities sought to acquire effective voting control over the
partnerships while paying highly inadequate prices; and (iv) the documents
disseminated to the class in connection with the tender offers contained false
and misleading statements and omissions of material facts concerning such issues
as the advantages to limited partners of tendering pursuant to the tender
offers, the true value of the interest, the true financial condition of the
partnerships, the factors affecting the likelihood that properties owned by the
partnerships will be sold or liquidated in the near future, the liquidity and
true value of the limited partner interests, the reasons for the limited
secondary market for limited partner interests, and the true nature of the
market for the underlying real estate assets owned by the partnerships, all in
violation of the federal securities laws.
On September 27, 1995, the parties entered into a stipulation to settle the
matter. The principal terms of the stipulation require supplemental payments to
tendering limited partners aggregating approximately $6 million to be paid by
Affiliated Purchaser, of which approximately $2,084,000 is Shelter Properties
V's portion; waiver by the Shelter Properties Partnership's general partners of
any right to certain proceeds from a sale or refinancing of the partnerships'
properties; some restrictions on Insignia's ability to vote the limited partner
interests it acquired; payment of $1.25 million (which amount is divided among
the various partnerships and acquiring entities) for plaintiffs' attorney fees
and expenses in the litigation; and general releases of all the defendants.
On June 24, 1996, after notice to the class and a hearing on the fairness and
adequacy of notice and the terms of settlement, the court orally approved the
settlement. The court signed the formal order on July 30, 1996. No appeal was
filed within thirty days after the court entered the formal order, and the
settlement became effective on August 30, 1996. The Affiliated Purchaser made
the payments to investors in accordance with the settlement in early September
1996.
Note E - Casualty Gains
The Partnership recorded a casualty gain during 1995 resulting from a fire at
Woodland Village Apartments to the roof and interiors of four units. The damage
resulted in a gain of $31,761 arising from proceeds from the Partnership's
insurance carrier of $73,056 which exceeded the basis of the property plus
expenses to replace the roof and interiors damaged. The Partnership also
recorded a casualty gain at Old Salem Apartments resulting from a fire in the
basement and interiors of nine units located within the same building. The
damage resulted in a gain of $182,033 arising from proceeds from the
Partnership's insurance carrier of $284,743 which exceeded the basis of the
property plus expenses to replace the interiors of the building damaged.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
The Partnership's investment properties consist of seven apartment complexes.
The following table sets forth the average occupancy of the properties for the
quarters ended August 31, 1996 and 1995:
Average
Occupancy
1996 1995
Foxfire Apartments
Atlanta, Georgia 94% 96%
Old Salem Apartments
Charlottesville, Virginia 85% 89%
Woodland Village Apartments
Columbia, South Carolina 92% 95%
Lake Johnson Mews
Raleigh, North Carolina 94% 97%
The Lexington Apartments
Sarasota, Florida 95% 94%
Millhopper Village Apartments
Gainesville, Florida 98% 98%
Tar River Estates
Greenville, North Carolina 85% 88%
The Corporate General Partner attributes the decrease in occupancy at Old Salem
Apartments to the property billing utilities to the tenants. The Corporate
General Partner believes occupancy will improve with the new tenants who will be
willing to pay utilities in the near future. The Corporate General Partner
attributes the decrease in occupancy at Woodland Village Apartments to
inconveniences associated with exterior renovations to the property. Occupancy
should increase as the renovations were completed in August 1996. The Corporate
General Partner attributes the decrease in occupancy at Lake Johnson Mews and
Tar River Estates to new construction in the local area.
The Partnership's net loss for the nine months ended August 31, 1996, was
$110,341 with the third quarter having a net loss of $163,885. The Partnership
reported net loss of $14,404 and $299,366 for the corresponding periods of 1995.
The increase in net loss for the nine months ended August 31, 1996, is primarily
due to an increase in maintenance expense in 1996 and the recognition of the
casualty gains of $213,794 recorded in 1995 which resulted from fires at
Woodland Village and Old Salem Apartments. The increase in maintenance expense
is related to the repair of mansard roofs and major sewer replacement at Tar
River Estates, parking lot repairs at Lexington Apartments, exterior renovations
at Woodland Village Apartments, and additional ground care for all properties
due to the harsh winter. Partially offsetting the increase in net loss for the
nine months ended August 31, 1996, was a decrease in general and administrative
expense due to a decrease in costs associated with the tender offers in 1995.
The decrease in net loss for the three months ended August 31, 1996, is related
to an increase in other income and rental income. Other income increased due to
Old Salem billing utilities to the tenants, interest rates rising for 1996
resulting in increased interest income, and additional administrative fees
charged by Lake Johnson Mews. Rental income increased as a result of rental
rate increases at all the Partnership's investment properties. General and
administrative expense, as discussed above, and property tax expense decreased
for the three months ended August 31, 1996. Property tax expense decreased due
to the fact that Tar River Estates and Foxfire Apartments were re-assessed by
their respective tax authorities resulting in a decrease in tax expense.
Partially offsetting the decrease in net loss for the three months ended August
31, 1996, was an increase in repairs and maintenance discussed above.
The Partnership recorded a casualty gain during 1995 resulting from a fire to
the roof and interiors of four units at Woodland Village Apartments. The damage
resulted in a gain of $31,761 arising from proceeds from the Partnership's
insurance carrier of $73,056 which exceeded the basis of the property plus
expenses to replace the roof and interiors damaged. The Partnership also
recorded a casualty gain at Old Salem Apartments resulting from a fire in the
basement and interiors of nine units located within the same building. The
damage resulted in a gain of $182,033 arising from proceeds from the
Partnership's insurance carrier of $284,743 which exceeded the basis of the
property plus expenses to replace the interiors of the building damaged.
As part of the ongoing business plan of the Partnership, the Corporate 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 Corporate 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 Corporate General Partner will be able to sustain
such a plan.
At August 31, 1996, the Partnership reported unrestricted cash of $3,450,334
compared to $3,568,228 at August 31, 1995. Net cash provided by operating
activities decreased as a result of the increase in the use of cash for accounts
payable due to timing of payments to vendors. Also, cash provided by other
assets decreased in 1996 due to the decrease in other receivables in 1995. Net
cash used in investing activities decreased as a result of a decrease in
property improvements and replacements due to costs incurred as a result of the
casualties in 1995. Offsetting this decrease was a decrease in net receipts from
restricted escrows and insurance proceeds in 1996 as compared to 1995. Net cash
used in financing activities increased due to an increase in partners'
distributions and principal payments on mortgage notes payable in 1996.
The Partnership has no material capital programs scheduled to be performed in
1996, although certain routine capital expenditures and maintenance expenses
have been budgeted. These capital expenditures and maintenance expenses will be
incurred only if cash is available from operations or is received from the
capital reserve account.
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 $28,415,305, net of discount, is amortized over varying periods
with required balloon payments ranging from January 1, 1997, to December 10,
2016, at which time the properties will either be refinanced or sold. The
Corporate General Partner is currently assessing the feasibility of refinancing
the mortgages encumbering Woodland Village, Lake Johnson Mews and Millhopper
Village. Future cash distributions will depend on the levels of net cash
generated from operations, property sales, and the availability of cash
reserves. During the nine months ended August 31, 1996 and 1995, the
Partnership made distributions of $499,988 and $252,036.
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEDURES
The Corporate General Partner owns 100 Limited Partnership Units ("Units"). On
or about April 26 and 27, 1995, six entities ("Affiliated Purchaser") affiliated
with the Partnership commenced tender offers for limited partner interests in
six limited partnerships, including the Partnership (collectively, the "Shelter
Properties Partnerships"). On May 27, 1995, the Affiliated Purchaser acquired
13,171 units of the Partnership pursuant to the tender offer. On or about May
12, 1995, in the United States District Court for the District of South
Carolina, certain limited partners of the Shelter Properties Partnerships
commenced a lawsuit, on behalf of themselves, on behalf of a putative class of
plaintiffs, and derivatively on behalf of the partnerships, challenging the
actions taken by defendants (including Insignia, the acquiring entities and
certain officers of Insignia) in the management of the Shelter Properties
Partnerships and in connection with the tender offers and certain other matters.
The plaintiffs alleged that, among other things: (i) the defendants
intentionally mismanaged the partnerships and acted contrary to the limited
partners' best interests by prolonging the existence of the partnerships in
order to perpetuate the revenues derived by Insignia (an affiliate of the
Corporate General Partner) and its affiliates from the partnerships, (ii) the
defendants' actions reduced the demand for the partnerships' limited partner
interests in the limited resale market by artificially depressing the trading
prices for limited partners interests in order to create a favorable environment
for the tender offers; (iii) through the tender offers, the acquiring entities
sought to acquire effective voting control over the partnerships while paying
highly inadequate prices; and (iv) the documents disseminated to the class in
connection with the tender offers contained false and misleading statements and
omissions of material facts concerning such issues as the advantages to limited
partners of tendering pursuant to the tender offers, the true value of the
interest, the true financial condition of the partnerships, the factors
affecting the likelihood that properties owned by the partnerships will be sold
or liquidated in the near future, the liquidity and true value of the limited
partner interests, the reasons for the limited secondary market for limited
partner interests, and the true nature of the market for the underlying real
estate assets owned by the partnerships, all in violation of the federal
securities laws.
On September 27, 1995, the parties entered into a stipulation to settle the
matter. The principal terms of the stipulation require supplemental payments to
tendering limited partners aggregating approximately $6 million to be paid by
Affiliated Purchaser, of which approximately $2,084,000 is Shelter Properties
V's portion; waiver by the Shelter Properties Partnership's general partners of
any right to certain proceeds from a sale or refinancing of the partnerships'
properties; some restrictions on Insignia's ability to vote the limited partner
interests it acquired; payment of $1.25 million (which amount is divided among
the various partnerships and acquiring entities) for plaintiffs' attorney fees
and expenses in the litigation; and general releases of all the defendants.
On June 24, 1996, after notice to the class and a hearing on the fairness and
adequacy of notice and the terms of settlement, the court orally approved the
settlement. The court signed the formal order on July 30, 1996. No appeal was
filed within thirty days after the court entered the formal order, and the
settlement became effective on August 30, 1996. The Affiliated Purchaser made
the payments to investors in accordance with the settlement in early September
1996.
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 filed during the quarter ended August 31, 1996:
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.
SHELTER PROPERTIES V LIMITED PARTNERSHIP
By: Shelter Realty V Corporation
Corporate General Partner
By:/s/William H. Jarrard, Jr.
William H. Jarrard, Jr.
President
By:/s/Ronald Uretta
Ronald Uretta
Principal Financial Officer
and Principal Accounting Officer
Date: October 11, 1996
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from Shelter
Properties V Limited Partnership 1996 third quarter 10-QSB and is qualified in
its entirety by reference to such 10-QSB filing.
</LEGEND>
<CIK> 0000712753
<NAME> SHELTER PROPERTIES V LIMITED PARTNERSHIP
<MULTIPLIER> 1
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> NOV-30-1996
<PERIOD-START> MAY-01-1996
<PERIOD-END> JUL-31-1996
<CASH> 3,450,334
<SECURITIES> 0
<RECEIVABLES> 38,597
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0<F1>
<PP&E> 73,699,910
<DEPRECIATION> 36,665,648
<TOTAL-ASSETS> 42,716,632
<CURRENT-LIABILITIES> 0<F1>
<BONDS> 28,415,305
0
0
<COMMON> 0
<OTHER-SE> 12,649,137
<TOTAL-LIABILITY-AND-EQUITY> 42,716,632
<SALES> 0
<TOTAL-REVENUES> 9,521,453
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 9,631,794
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 2,013,846
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (110,341)
<EPS-PRIMARY> (2.07)
<EPS-DILUTED> 0
<FN>
<F1>The Registrant has an unclassified balance sheet.
</FN>
</TABLE>
