SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
--------------
FORM 10-Q
(Mark One)
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
- --- EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1999
-------------------------------------------------
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 0-13241
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NOONEY INCOME FUND LTD., L.P.
- --------------------------------------------------------------------------------
(Exact name of Registrant as specified in its charter)
Missouri 43-1302570
- ------------------------------- -------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
500 N. Broadway, Suite 1200, St. Louis, Missouri 63102
- ------------------------------------------------ -------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (314) 206-4600
-----------------------------
- --------------------------------------------------------------------------------
Former name, former address and former fiscal year, if changed since last
report.
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 (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 .
--- ---
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDING DURING THE PRECEDING FIVE YEARS:
Indicate by check mark whether the registrant has filed all documents and
reports required to be filed by Sections 12, 13, or 15 (d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by a court. Yes ___ No ___
APPLICABLE ONLY TO CORPORATE ISSUERS: Indicate the number of shares outstanding
of each of the issuer's classes of common stock, as of the latest practicable
date _______.
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<PAGE>
PART I
Item 1 - Financial Statements:
- -----------------------------
NOONEY INCOME FUND LTD., L.P.
-----------------------------
(A LIMITED PARTNERSHIP)
-----------------------
BALANCE SHEETS
--------------
March 31, December 31,
1999 1998
(Unaudited)
----------- ------------
ASSETS:
Cash and Cash Equivalents $ 950,655 $ 804,739
Accounts receivable 92,493 97,104
Prepaid expenses and deposits 6,074 12,332
Investment property, at cost:
Land 1,946,169 1,946,169
Buildings and improvements 8,612,222 8,601,373
----------- -----------
10,558,391 10,547,542
Less accumulated depreciation 5,089,771 5,010,424
----------- -----------
5,468,620 5,537,118
Deferred expenses - At amortized cost 106,693 111,293
----------- -----------
$ 6,624,535 $ 6,562,586
=========== ===========
LIABILITIES AND PARTNERS' EQUITY:
Liabilities:
Accounts payable and accrued expenses $ 80,359 $ 186,291
Accrued real estate taxes 241,965 180,361
Mortgage notes payable 1,142,101 1,149,701
Refundable tenant deposits 137,319 131,577
----------- -----------
1,601,744 1,647,930
Partners' Equity 5,022,791 4,914,656
----------- -----------
$ 6,624,535 $ 6,562,586
=========== ===========
SEE NOTES TO THE UNAUDITED FINANCIAL STATEMENTS
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<PAGE>
NOONEY INCOME FUND LTD., L.P.
-----------------------------
(A LIMITED PARTNERSHIP)
-----------------------
STATEMENTS OF OPERATIONS AND PARTNERS' EQUITY
---------------------------------------------
(UNAUDITED)
-----------
Three Months Ended
March 31, March 31,
1999 1998
--------- ---------
REVENUES:
Rental and other income $ 499,862 $ 415,066
Interest 4 5,322
---------- ----------
499,866 420,388
EXPENSES:
Interest 23,328 28,111
Depreciation and amortization 101,198 107,277
Real estate taxes 61,605 64,747
Property management fees paid to
Nooney Inc. 29,918 25,181
Reimbursement to Nooney Inc.
for partnership management services
and indirect expenses 6,250 6,250
Repairs & Maintenance 24,813 11,463
Professional Services 19,624 11,701
Utilities 27,263 26,811
Cleaning 12,095 12,330
Payroll 16,751 11,775
Snow Removal 18,435 13,916
Insurance 12,762 9,338
Other operating expenses 37,689 23,013
---------- ----------
391,731 351,913
---------- ----------
NET INCOME $ 108,135 $ 68,475
========== ==========
NET INCOME PER LIMITED
PARTNERSHIP UNIT $ 5.93 $ 3.52
========== ==========
PARTNERS' EQUITY:
Beginning of Period $4,914,656 $5,103,333
Net Income 108,135 68,475
---------- ----------
End of Period $5,022,791 $5,171,808
========== ==========
SEE NOTES TO THE UNAUDITED FINANCIAL STATEMENTS
-3-
<PAGE>
NOONEY INCOME FUND LTD., L.P.
-----------------------------
(A LIMITED PARTNERSHIP)
-----------------------
STATEMENTS OF CASH FLOW
-----------------------
(UNAUDITED)
-----------
Three Months Ended
March 31, March 31,
1999 1998
--------- ---------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income $ 108,135 $ 68,475
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation and amortization 101,198 107,277
Changes in assets and liabilities:
Decrease in accounts receivable 4,611 82,046
Decrease (Increase) in prepaid expenses 6,258 (2,596)
Increase in deferred assets (5,367) (10,696)
Decrease in accounts payable (105,932) (78,898)
Increase in accrued real estate taxes 61,604 64,747
Increase (Decrease) in refundable tenant
deposits 5,742 (7,440)
----------- -----------
Total Adjustments 68,114 154,440
----------- -----------
Net cash provided by operating activities 176,249 222,915
----------- -----------
CASH FLOWS FROM INVESTING ACTIVITIES -
Net additions to investment property (22,733) (27,253)
----------- -----------
CASH FLOWS FROM FINANCING ACTIVITIES -
Payments on mortgage notes payable (7,600) (16,200)
----------- -----------
NET INCREASE IN CASH AND CASH EQUIVALENTS 145,916 179,462
CASH AND CASH EQUIVALENTS, beginning of period 804,739 865,287
----------- -----------
CASH AND CASH EQUIVALENTS, end of period $ 950,655 $ 1,044,749
=========== ===========
SUPPLEMENTAL DISCLOSURE OF CASH FLOW
INFORMATION - Cash paid during period for interest 23,328 28,111
SEE NOTES TO THE UNAUDITED FINANCIAL STATEMENTS
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<PAGE>
NOONEY INCOME FUND LTD., L.P.
-----------------------------
(A LIMITED PARTNERSHIP)
-----------------------
NOTES TO UNAUDITED FINANCIAL STATEMENTS
---------------------------------------
THREE MONTHS ENDED MARCH 31, 1999 AND 1998
------------------------------------------
NOTE A:
Refer to the Registrant's financial statements for the fiscal year ended
December 31, 1998, which are contained in the Registrant's Annual report on Form
10-K, for a description of the accounting policies which have been continued
without change. Also, refer to the footnotes to those statements for additional
details of the Registrant's financial condition. The details in those notes have
not changed except as a result of normal transactions in the interim or as noted
below.
NOTE B:
The financial statements include only those assets, liabilities, and results of
operations of the partners which relate to the business of Nooney Income Fund.,
L.P. The statements do not include assets, liabilities, revenues or expenses
attributable to the partners' individual activities. No provision has been made
for federal and state income taxes since these taxes are the responsibilities of
the partners. In the opinion of the general partners, all adjustments (which
include only normal recurring adjustments) necessary to present fairly the
financial position, results of operations and changes in financial position at
March 31, 1999 and for all periods presented have been made. The results of
operations for the three-month period ended March 31, 1999 are not necessarily
indicative of the results which may be expected for the entire year.
NOTE C:
The Registrant's properties are managed by Nooney, Inc., a wholly-owned
subsidiary of CGS Real Estate Company. Nooney Income Investments, Inc., a
general partner, is a 75% owned subsidiary of S-P Properties, Inc. S-P
Properties, Inc. is a wholly-owned subsidiary of CGS Real Estate Company.
NOTE D:
The earnings per limited partnership unit for the three months ended March 31,
1999 and 1998 was computed on 15,180 units, the number of units outstanding
during the periods.
NOTE E:
The Registrant has no items of other comprehensive income, accordingly, net
income and other comprehensive income are the same.
-5-
<PAGE>
NOTE F:
The Partnership has two reportable operating segments: Leawood Fountain Plaza
and Oak Grove Commons. The Partnership's management evaluates performance of
each segment based on profit or loss from operations before allocation of
property writedowns, general and administrative expenses, unusual and
extraordinary items, and interest.
Three Months Ended
March 31, March 31,
1999 1998
(In thousands) ---- ----
Revenues:
Leawood Fountain Plaza (76%) $ 266,984 $ 210,867
Oak Grove Commons 231,658 208,822
---------- ----------
498,642 419,689
========== ==========
Operating Profit:
Leawood Fountain Plaza (76%) $ 50,258 $ 10,093
Oak Grove Commons 58,854 50,720
---------- ----------
109,112 60,813
========== ==========
Capital Expenditures:
Leawood Fountain Plaza (76%) $ 13,174 $ 8,937
Oak Grove Commons 9,559 18,316
---------- ----------
22,733 27,253
========== ==========
Depreciation and Amortization:
Leawood Fountain Plaza (76%) $ 75,653 $ 72,708
Oak Grove Commons 56,910 60,167
---------- ----------
132,563 132,875
========== ==========
Assets:
Leawood Fountain Plaza (76%) $ 511,476 $ 298,464
Oak Grove Commons 3,805,900 3,677,753
---------- ----------
4,317,376 3,976,217
========== ==========
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<PAGE>
Reconciliation of segment data to the Partnership's consolidated data follow:
Three Months Ended
March 31, March 31,
1999 1998
---- ----
Revenues:
Segments $ 498,642 $ 419,689
Corporate and other 1,224 699
----------- -----------
499,866 420,388
=========== ===========
Operating profit:
Segments $ 109,112 $ 60,813
Corporate and other income 1,224 699
General and administrative expenses (2,201) 6,963
----------- -----------
108,135 68,475
=========== ===========
Depreciation and Amortization
Segments $ 132,563 $ 132,875
Corporate and other (31,365) (25,598)
----------- -----------
101,198 107,277
=========== ===========
Assets:
Segments $ 4,317,376 $ 3,976,217
Corporate and other 2,307,159 2,767,963
----------- -----------
6,624,535 6,744,180
=========== ===========
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<PAGE>
ITEM 7: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
- ------ -----------------------------------------------------------------------
OF OPERATIONS
-------------
It should be noted that this 10-Q contains forward-looking information (as
defined in the Private Securities Litigation Reform Act of 1995) that involves
risk and uncertainty, including trends in the real estate investment market,
projected leasing and sales, and the future prospects for the Registrant. Actual
results could differ materially from those contemplated by such statements.
Liquidity and Capital Resources
- -------------------------------
Cash on hand as of March 31, 1999 is $950,655 an increase of $145,916 from year
end December 31, 1998. During the first quarter, net cash provided by operating
activities was $176,249. Cash was used for payments on mortgage notes payable in
the amount of $7,600 and capital additions were made in the amount of $22,733.
The Registrant expects cashflow and cash on hand to adequately fund anticipated
capital expenditures for the remainder of 1999. The anticipated capital
expenditures are as follows:
Leasing Capital Other Capital Total
--------------- ------------- -----
Oak Grove Commons $ 59,327 $ 30,000 $ 89,327
Leawood Fountain Plaza (76%) 132,722 66,570 199,292
-------- -------- --------
$192,049 $ 96,570 $288,619
======== ======== ========
Oak Grove Commons' and Leawood Fountain Plaza's Leasing Capital includes funds
for tenant alterations and lease commissions for new and renewal tenants. Other
Capital expenditures at Leawood Fountain Plaza include the replacement of
carpeting in three building hallways, parking lot overlay, and exterior
re-lighting. At Oak Grove Commons, Other Capital includes the replacement of
exterior shingles and extensive drain repairs.
Results of Operations by Property
- ---------------------------------
The results of operations for the Registrant's properties for the quarters ended
March 31, 1999 and 1998 are detailed in the schedule below. Expenses and
revenues of the Registrant are excluded.
Oak Grove Leawood Fountain
Commons Plaza (76%)
------- -----------
1999
----
Revenues $231,658 $266,985
Expenses 172,804 216,727
-------- --------
Net Income $ 58,854 $ 50,258
======== ========
1998
----
Revenues $208,822 $210,867
Expenses 158,102 200,774
-------- --------
Net Income $ 50,720 $ 10,093
======== ========
-8-
<PAGE>
Revenues for the quarters ended March 31, 1999 and 1998 at Oak Grove Commons
were $231,658 and $208,822, respectively. The increase in income of $22,836 is
attributable to the increase in rental income ($30,856) due to the higher
occupancy level than that of prior year. This increase was partially offset by
decreases in miscellaneous income ($4,113) and common area maintenance income
($3,907). Expenses at Oak Grove Commons increased $14,702 from the quarter ended
March 31, 1999 as compared to the quarter ended March 31, 1998. The increase in
expenses is primarily attributable to increases in snow removal costs ($8,383),
fire and crime prevention expenses ($5,000), payroll ($1,838), vacancy related
expenses ($2,510), and other operating expenses ($5,011). These increases were
partially offset by decreases in interest expense ($4,783) and amortization
expense ($3,257). The increase in snow removal is attributable to severe weather
conditions in first quarter 1999.
At Leawood Fountain Plaza, revenues increased $56,118 when comparing the quarter
ended 1999 to 1998. The increase in revenue can be attributed to increases in
escalation income ($12,511) and rental income ($43,607). The increase in
escalation income is due to refunds issued to tenants during 1st quarter 1998
for over payments of escalation made in 1997. There were no refunds issued in
1st quarter 1999 that related to 1998 payments. Expenses increased $15,953 when
comparing 1999 to 1998. The increase in expenses is primarily attributable to
increases in repairs and maintenance related expenses ($13,441), management fees
($3,368), depreciation and amortization ($2,946), payroll ($3,138), and other
operating expenses ($920). These increases were partially offset by decreases in
real estate tax expense ($3,996) and snow removal ($3,864). The increase in
repairs and maintenance expenses is mainly due to necessary heating ventilation
and air-conditioning repairs and replacements.
The occupancy levels at the Registrant's properties during the first quarter of
1999 remained high. These high levels can be attributed to the Registrant's
ability to lease space as it becomes available. The occupancy levels at the
Registrant's properties are listed below.
Occupancy levels as of March 31,
--------------------------------
Property 1999 1998 1997
-------- ---- ---- ----
Oak Grove Commons 97% 89% 100%
Leawood Fountain Plaza (76%) 98% 90% 88%
Occupancy at Oak Grove Commons increased to 97% during the first quarter of
1999. Leasing activity consisted of two new tenants occupying 4,629 square feet.
Two tenants renewing their leases for 8,383 square feet and one tenant vacating
1,629 square feet. The Registrant has signed a new lease effective April 1999
for 4,150 of the current available vacant space. This lease, once commenced,
will result in 100% occupancy for the property. Oak Grove Commons has no tenant
occupying more than 10% of the available space.
During the first quarter of 1999, occupancy at Leawood Fountain Plaza increased
to 98%. Leasing activity consisted of one new tenant occupying 737 square feet.
There was no other leasing activity. The property has two major tenants, one of
whom occupies 14% of the available space whose lease expires in October 2001 and
a second major tenant who occupies 10% of the available space whose lease
expires in July 1999. The Registrant is currently working with the tenant whose
lease expires in July 1999 and anticipates a long term renewal.
-9-
<PAGE>
Year 2000 Issues
- ----------------
Information Technology Systems
- ------------------------------
The Registrant utilizes computer software for its corporate and real property
accounting records and to prepare its financial statements, as well as for
internal accounting purposes. The vendor of the Registrant's software has
informed the Registrant that it is Year 2000 compliant. The Registrant believes
after reasonable investigation that its information technology hardware is Year
2000 compliant. However, in the event that such systems should fail, as a
contingency plan, the Registrant could prepare all required accounting entries
manually, without incurring material additional operating expenses.
Non-Information Technology Systems
- ----------------------------------
At the request of the Registrant, its property managers have completed their
review of the major date-sensitive non-information technology systems such as
elevators, heating, ventilation, air conditioning and cooling ("HVAC") systems,
locks, and other like systems in the Registrant's properties and have determined
that such systems are materially Year 2000 compliant. In some of the
Registrant's properties, its property managers have utilized the services of
third-party consultants in making this determination, while in other properties,
the property managers have internally made such determinations. The Registrant
does separately track the internal costs incurred for its Year 2000 project. The
Registrant does not believe that the Year 2000 issue will pose significant
problems to the Registrant's Information technology systems and non-Information
technology systems, or that resolution of any potential problems with respect to
such systems will have a material effect on the Registrant's financial condition
or results of operations.
Material Third Parties' Systems Failures
- ----------------------------------------
The most reasonable likely worst case scenario facing the Registrant as a result
of the Year 2000 problem would be the inability of its tenants to pay rent as a
result of a breakdown in such tenants' (or other financial service providers')
computer or the refusal of such tenants to pay their rent as a result of the
Registrant's inability to provide services due to non-Information technology
systems failure. Failure in a tenant's computer systems may cause delays in such
tenant's ability to process its accounting records and to make timely rent
payments. However, any such delays in rent payments, whether caused by systems
failure of tenant, property manager or a combination of the two, should not have
a materially adverse effect on the Registrant's business or results of
operations.
Risks
- -----
While delays caused by the failure of the tenants' or the property managers'
accounting or supply systems would likely not adversely affect the Registrant's
business or results of operations, non-Information technology systems failure
in the Registrants's properties could lead to tenants attempting to withhold
their rent payments, which could materially adversely effect the Registrant's
business, results of operations and financial conditions as a result of
increased legal costs. The Registrant believes that such material effect is
primarily limited to items of a utility nature furnished by third parties to the
Registrant and a wide universe of other customers. Included are such items as
electricity, natural gas, telephone service, and water, all of which are not
readily susceptible to alternate sources and which in all likelihood should be
-10-
<PAGE>
available in some form. The Registrant has been unable to obtain assurances from
such utility companies as to their Year 2000 compliance, and does not expect
that such assurances will be forthcoming.
Such non-Information technology systems failure could force tenants to use the
stairs in such properties, rather than the elevators. However, none of the
properties owned by the Registrant is a high-rise building where such an
elevator failure could cause a material adverse effect to the operations of its
tenants, although such failure could make it impossible for any disabled tenants
or any disabled customers to access such properties. Moreover, as previously
discussed, the Registrant may suffer adverse effects in its results of
operations and financial condition as a result of utility or HVAC failures, for
example. Such events could lead the tenants of the Registrant to withhold rent,
in the event that the Registrant's properties are not usable for their intended
purposes. The Registrant does not believe that rent abatement would be a lawful
tenant remedy for short term obligations unless such failure extend for a period
of 30 consecutive days. The Registrant intends to pursue its remedies for any
such breach of its rent obligations by a Tenant expeditiously and to the full
extend permitted by law.
Results of Consolidated Operations 1999
- ---------------------------------------
As of March 31, 1999, the Registrant's consolidated revenues are $499,866, an
increase of $79,478 when compared to quarter ended March 31, 1998. This increase
in revenues can be attributable to increases in rental revenue ($80,641) and
escalation revenue ($12,511). The increase in rental revenue is attributable to
the higher occupancy levels at both Oak Grove Commons and Leawood Fountain
Plaza. The increase in escalation is due to events at Leawood Fountain Plaza as
mentioned in the property comparisons. The increased revenues were offset by
decreases in miscellaneous income ($4,449), common area maintenance
reimbursements ($3,907), and interest income ($5,318).
Consolidated expenses for the quarters ended March 31, 1999 and 1998 are
$391,731 and $351,913, respectively. This resulted in an increase of $39,818
from that of prior year. The increase in expenses can primarily be attributed to
increases in management fees ($4,737), repairs and maintenance related expenses
($13,350), professional services ($7,923), payroll ($4,976), snow removal
($4,519), insurance ($3,424), and other operating expenses ($14,676). These
increases were partially offset by decreases in interest expense ($4,783),
depreciation and amortization ($6,079), and real estate tax expense ($3,142).
The increase in other operating expenses can be attributed to increases in
promotional, vacancy, fire and crime prevention, and common area related
expenses at both properties. The increase in professional fees is due to annual
audit fees. The increase in repairs and maintenance related expenses was
primarily due to heating, ventilation, and air-conditioning costs as mentioned
in the property comparisons. The increase in snow removal is due to a more
severe winter during the first quarter of 1999 when compared to 1998. Interest
expense decreased due to a lower balance of long term debt outstanding.
Results of consolidated Operations 1998
- ---------------------------------------
As of March 31, 1998, the Registrant's consolidated revenues are $420,388, a
decrease of $36,356 when compared to quarter ended March 31, 1997. This 8%
decrease in revenues can be attributed to decreases in base rent at Oak Grove
Commons and decreases in escalation at Leawood Fountain Plaza, partially offset
by increases in miscellaneous, common area maintenance and tax income.
-11-
<PAGE>
Consolidated expenses for the quarters ending March 31, 1998 and 1997 are
$351,913 and $395,973 respectively. This 11% decrease in expenses can be
attributed to decreases in snow removal and amortization expense at Oak Grove
Commons and decreases in cleaning, security, repairs & maintenance, gas and snow
removal at Leawood Fountain Plaza, which were partially offset by an increase in
electrical expense.
Inflation
- ---------
The effects of inflation did not have a material impact upon the Registrant's
operation in fiscal 1998 and are not expected to materially affect the
Registrant's operation in 1999.
-12-
<PAGE>
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
See Exhibit Index on Page 10
(b) Reports on Form 8-K
None
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.
NOONEY INCOME FUND LTD., L.P.
Dated: May 14, 1999 By: Nooney Income Investments, Inc.
General Partner
By: /s/ Gregory J. Nooney, Jr.
--------------------------
Gregory J. Nooney, Jr. - Director
Chairman of the Board
and Chief Executive Officer
By: /s/ Patricia A. Nooney
----------------------
Patricia A. Nooney - Director
Senior Vice President and Secretary
BEING A MAJORITY OF THE DIRECTORS
-13-
<PAGE>
EXHIBIT INDEX
Exhibit Number Description
- -------------- -----------
3 Amended and Restated Agreement and
Certificate of Limited Partnership, dated
November 7, 1983, is incorporated by
reference to the Prospectus contained in
Post-Effective Amendment No. 1 to the
Registration Statement on Form S-11 under
the Securities Act of 1933 (File No.
2-85683)
27 Financial Data Schedule (provided for the
information of U.S. Securities and Exchange
Commission only)
-14-
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
FINANCIAL STATEMENTS FOR NOONEY INCOME FUND LTD., L.P. AND IS QUALIFIED IN ITS
ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<CIK> 0000725266
<NAME> NOONEY INCOME FUND LTD., L.P.
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-START> JAN-01-1999
<PERIOD-END> MAR-31-1999
<CASH> 950,655
<SECURITIES> 0
<RECEIVABLES> 92,493
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 1,049,132
<PP&E> 10,558,391
<DEPRECIATION> 5,089,771
<TOTAL-ASSETS> 6,624,535
<CURRENT-LIABILITIES> 322,324
<BONDS> 1,142,101
<COMMON> 0
0
0
<OTHER-SE> 5,022,791
<TOTAL-LIABILITY-AND-EQUITY> 6,624,535
<SALES> 499,862
<TOTAL-REVENUES> 499,866
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 368,403
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 23,328
<INCOME-PRETAX> 108,135
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 108,135
<EPS-PRIMARY> 5.93
<EPS-DILUTED> 0
</TABLE>
