UNITED STATES
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 period ended March 31, 1999
[ ] 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 0-13520
LIBERTY HOUSING PARTNERS LIMITED PARTNERSHIP
(Exact name of registrant as specified in its charter)
Massachusetts 04-2828131
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
100 Second Avenue, Needham, MA 02494
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (781) 444-5251
Former address, if changed from last report
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Sections 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.
[X] Yes [ ] No
There are no Exhibits
Page 1 of 16
<PAGE>
LIBERTY HOUSING PARTNERS LIMITED PARTNERSHIP
(A Massachusetts Limited Partnership)
INDEX
Page
Part I: Financial Information
Item 1. Financial Statements:
Balance Sheets, March 31, 1999 and December 31, 1998 3-4
Statements of Operations for the Three Months
Ended March 31, 1999, and 1998 5
Statements of Cash Flows for the Three Months Ended
March 31, 1999, and 1998 6
Notes to Financial Statements 7-10
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 11-14
Part II: Other Information
Item 1. Legal Proceedings 15
2
<PAGE>
<TABLE>
<CAPTION>
LIBERTY HOUSING PARTNERS LIMITED PARTNERSHIP
(A Massachusetts Limited Partnership)
BALANCE SHEETS
(Unaudited) (Audited)
March 31, 1999 December 31, 1998
--------------- -----------------
Assets
<S> <C> <C>
Current assets:
Cash and cash equivalents $ 55,082 $ 42,284
Notes and accrued interest receivable,
current maturities 163,258 159,303
---------- ----------
Total current assets 218,340 201,587
Investments in local limited
partnerships 2,058,950 2,052,426
---------- ----------
Total assets $2,277,290 $2,254,013
========== ==========
(continued)
3
<PAGE>
<CAPTION>
LIBERTY HOUSING PARTNERS LIMITED PARTNERSHIP
(A Massachusetts Limited Partnership)
BALANCE SHEETS (continued)
(Unaudited) (Audited)
March 31, 1999 December 31, 1998
--------------- -----------------
Liabilities and Partners' Deficit
<S> <C> <C>
Current liabilities:
Purchase Money Notes, current maturities $ 13,851,916 $ 13,151,250
Accounts payable to affiliates 197,771 173,271
Accounts payable 3,247 2,659
Accrued expenses 16,500 16,500
Accrued interest payable 260,781 263,558
------------ ------------
Total current liabilities 14,330,215 13,607,238
Purchase money notes, net of current maturities 1,037,683 985,493
------------ ------------
Total liabilities 15,367,898 14,592,731
------------ ------------
Contingencies -- --
Partners' deficit:
General partners:
Capital contributions 4,202 4,202
Capital distributions (72) (72)
Accumulated losses (231,625) (224,106)
------------ ------------
(227,495) (219,976)
------------ ------------
Limited partners (21,566 Units at
March 31, 1999 and December 31, 1998):
Capital contributions (net of
offering costs of $1,134,440) 9,649,520 9,649,520
Capital distributions (7,122) (7,122)
Accumulated losses (22,505,511) (21,761,140)
------------ ------------
(12,863,113) (12,118,742)
------------ ------------
Total partners' deficit (13,090,608) (12,338,718)
------------ ------------
Total liabilities and partners'
deficit $ 2,277,290 $ 2,254,013
============ ============
The accompanying notes are an integral part of these financial statements.
</TABLE>
4
<PAGE>
LIBERTY HOUSING PARTNERS LIMITED PARTNERSHIP
(A Massachusetts Limited Partnership)
STATEMENTS OF OPERATIONS
(Unaudited)
For the Three Months Ended
March 31,
-----------------------------
1999 1998
---- ----
Interest income $ 12,967 $ 12,284
--------- ---------
Expenses:
Interest expense 748,937 623,443
General and administrative expense 31,545 30,742
--------- ---------
Total expenses 780,482 654,185
--------- ---------
Loss before equity in local
limited partnership operations (767,515) (641,901)
Equity in income of
Local limited partnership
Investments 15,625 103,191
--------- ---------
Net Loss $(751,890) $(538,710)
========= =========
Basic Net Loss per Limited
Partnership Unit $ (34.52) $ (24.72)
========= =========
Units used in computing Basic
Net Loss per Limited
Partnership Unit 21,566 21,576
========= =========
The accompanying notes are an integral part of these financial statements.
5
<PAGE>
LIBERTY HOUSING PARTNERS LIMITED PARTNERSHIP
(A Massachusetts Limited Partnership)
STATEMENTS OF CASH FLOWS
(Unaudited)
For the Three Months Ended
March 31,
--------------------------
1999 1998
---- ----
Cash flows from operating activities:
Cash distributions from local limited
partnerships $ 9,101 $ 187,183
Uncashed interest payments on Purchase
Money Notes from prior years 1,141 --
Cash paid for Partnership administration
expenses (6,457) (2,437)
Interest received 9,013 8,329
--------- ---------
Net cash provided by
operating activities 12,798 193,075
--------- ---------
Cash Flows from financing activity:
Capital distributions -- (566)
--------- ---------
Net cash used by financing
activity -- (566)
--------- ---------
Net increase in cash and cash equivalents 12,798 192,509
Cash and cash equivalents at:
Beginning of period 42,284 65,685
--------- ---------
End of period $ 55,082 $ 258,194
========= =========
Reconciliation of net loss to net cash provided by operating activities:
Net loss $(751,890) $(538,710)
Adjustments to reconcile net loss to net
cash provided by operating activities:
Share of income of local limited
partnership investments (15,625) (103,191)
Cash distributions from local limited
partnerships 9,101 187,183
Interest expense added to purchase money
notes, net of discount amortization 752,856 623,443
Interest income added to long-term
notes receivable, net of discount
amortization, and interest received (3,955) (3,955)
(Decrease) increase in:
Accrued interest payable (2,777) --
Accounts payable to affiliates 24,500 24,503
Accounts payable 588 19,802
Accrued expenses -- (16,000)
--------- ---------
Net cash provided by operating
activities $ 12,798 $ 193,075
========= =========
The accompanying notes are an integral part of these financial statements.
6
<PAGE>
LIBERTY HOUSING PARTNERS LIMITED PARTNERSHIP
(A Massachusetts Limited Partnership)
NOTES TO FINANCIAL STATEMENTS
(Unaudited)
1. Organization of Partnership
Liberty Housing Partners Limited Partnership (the "Partnership") was
formed under the Massachusetts Uniform Limited Partnership Act on March 20, 1984
for the primary purpose of investing in other limited partnerships which own and
operate government assisted multi-family rental housing complexes (the "Local
Limited Partnerships").
2. Significant Accounting Policies
In the opinion of the General Partner, the accompanying unaudited
financial statements contain all normal recurring adjustments necessary to
present fairly the financial position of the Partnership as of March 31, 1999.
The financial statements, which do not include all of the information and
footnote disclosures required by generally accepted accounting principles,
should be read in conjunction with the Partnership's audited financial
statements for the year ended December 31, 1998.
3. Investments in Local Limited Partnerships
The following is a summary of cumulative activity for investments in
Local Limited Partnerships since their dates of acquisition:
(Unaudited) (Audited)
March 31, December 31,
1999 1998
----------- ------------
Total acquisition cost to the Partnership $ 9,356,379 $ 9,356,379
Additional capital contributed by the
Partnership 11,425 11,425
Partnership's share of losses of Local
Limited Partnerships (3,555,682) (3,571,307)
Cash distributions received from Local
Limited Partnerships (3,827,302) (3,818,231)
Cash distributions received from Local
Limited Partnerships recognized as
investment income 74,130 74,160
----------- -----------
Investments in Local Limited Partnerships $ 2,058,950 $ 2,052,426
=========== ===========
(Continued)
7
<PAGE>
LIBERTY HOUSING PARTNERS LIMITED PARTNERSHIP
(A Massachusetts Limited Partnership)
NOTES TO FINANCIAL STATEMENTS
(Unaudited)
3. Investments in Local Limited Partnerships, continued
Summarized financial information from the combined statements of
operations of all Local Limited Partnerships is as follows:
For the Three Months Ended
March 31,
-------------------------------
1999 1998
---- ----
Rental and other income $ 1,374,782 $ 1,365,510
Expenses:
Operating expenses 908,293 857,567
Interest expense 253,160 253,473
Depreciation and amortization 244,741 244,491
----------- -----------
Total expenses 1,406,194 1,355,531
----------- -----------
Net income(loss) $ (31,412) $ 9,979
=========== ===========
Partnership's share of net income (loss) $ (30,996) $ 9,714
=========== ===========
Other partners' share of net income (loss) $ (416) $ 265
=========== ===========
The differences between the Partnership's share of income (loss) in
Local Limited Partnership investments in the Partnership's Statement of
Operations for the three months ended March 31, 1999 and 1998 and the share of
net loss in the above Summarized Statements of Operations consists of the
following:
For the Three Months Ended
March 31,
---------------------------
1999 1998
---- ----
Share of income in Local Limited
Partnership Investments in the
Partnership's Statement of Operations $ 15,625 $103,191
Partnership's share of income (loss) in the
above summarized Statements of Operations (30,996) 9,714
-------- --------
Difference $ 46,621 $ 93,477
======== ========
Partnership's unrecorded share of losses (income):
Linden Park $ 29,280 $ 23,999
Brierwood Ltd. 5,028 7,558
Brierwood II, Ltd. 2,488 1,723
Pine Forest Apartments, Ltd. 5,645 6,105
Surry Manor 14,091 887
Glendale Manor 2,166 2,110
Meadowwood-prior year loss carry forward
applied against 1999 Net income (12,077) --
-------- --------
Subtotal 46,621 42,382
Cash Distributions
recorded as investment income -- 51,095
-------- --------
Total $ 46,621 $ 93,477
======== ========
(Continued)
8
<PAGE>
LIBERTY HOUSING PARTNERS LIMITED PARTNERSHIP
(A Massachusetts Limited Partnership)
NOTES TO FINANCIAL STATEMENTS
(Unaudited)
3. Investments in Local Limited Partnerships, continued
The Partnership recorded its share of losses in Linden Park, Brierwood
Ltd., Brierwood II, Ltd., Pine Forest Apartments, Ltd., Surry Manor, Glendale
Manor and Meadowwood, LTD., until its related investment was reduced to zero.
Subsequent to that point, any cash distributions received from these seven
partnerships have been or will be recognized as investment income rather than as
a reduction in Investment in Local Limited Partnerships on the Partnership's
Balance Sheet. The Partnership is not obligated to make additional capital
contributions to fund the deficit in its capital accounts in these Local Limited
Partnerships.
4. Transactions with Affiliates
During the three months ended March 31, 1999, and 1998 the Partnership
recognized general and administrative expenses owed to the Managing General
Partner, as follows:
1999 1998
---- ----
Reimbursement of Partnership
administration expenses $12,000 $12,003
Partnership management fees 12,500 12,500
As of March 31, 1999 and December 31, 1998, accounts payable to
affiliates totaling $197,771 and $173,271, respectively, represent amounts owed
for reimbursements of Partnership administration expenses of $80,000 and
$68,000, respectively, and partnership management fees of $117,771 and $105,271,
respectively.
(Continued)
9
<PAGE>
LIBERTY HOUSING PARTNERS LIMITED PARTNERSHIP
(A Massachusetts Limited Partnership)
NOTES TO FINANCIAL STATEMENTS
(Unaudited)
5. Statement of Distributable Cash from Operations
Distributable Cash From Operations for the three months ended March 31,
1999, as defined in Section 17 of the Partnership Agreement, is as follows:
Interest income per Statement of Operations $ 12,967
Less: Interest income added to long-term notes
receivable, net of discount amortization (3,955)
General and administrative expenses per
Statement of Operations (31,545)
--------
Cash from Operations, as defined (22,533)
--------
Distributable Cash from Operations, as defined $ --
========
10
<PAGE>
LIBERTY HOUSING PARTNERS LIMITED PARTNERSHIP
(A Massachusetts Limited Partnership)
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
Liquidity and Capital Resources
The aggregate outstanding principal amount of and accrued and unpaid
interest on the Purchase Money Note obligations of the Partnership, as of March
31,1999, was $16,018,534. The aggregate outstanding principal amount of the
Purchase Money Notes reported on the Partnership's Balance Sheet ($14,889,599 at
March 31, 1999), reflects a discount using an imputed interest rate of
approximately 21%, which was applied to the face amount of the notes on the
respective investment purchase dates and which is used to calculate an annual
interest accrued in accordance with generally accepted accounting principles
that will equate to the legal obligation expected at maturity of the notes.
As of March 31, 1999, the unpaid principal amount of and accrued and
unpaid interest on the Linden Park Associates Limited Partnership Notes equaled
$2,376,285.
At March 31, 1999, the Partnership had reserves of $45,981. This consists
of cash equivalents of $55,082 less accrued interest totaling $9,101 due on
certain Purchase Money Notes from distributions received from the related local
Limited Partnership. The reserves include $1,141 for checks issued to certain
Purchase Money Note holders for interest which have never been cashed. This
amount is also included in accrued interest payable.
In 1999, the Partnership accrued interest of $12,719 on the Linden Park
Associates Limited Partnership Notes held by the Partnership and received $8,765
of interest payments on these notes. As of March 31, 1999, the outstanding
balance of principal and accrued and unpaid interest receivable on these notes
amounted to $239,246, prior to unamortized discount of $75,988.
The liquidity of the Local Limited Partnerships in which the
Partnership has invested is dependent on the ability of the respective Local
Limited Partnerships, which own and operate government assisted multi-family
rental housing complexes, to generate cash flow sufficient to fund operations
and debt service and to maintain working capital reserves. Each of the Local
Limited Partnerships is regulated by government agencies which require monthly
funding of certain operating and capital improvements reserves and which
regulate the amount of cash to be distributed to owners. Each Local Limited
Partnership's source of funds is rental income received from tenants and
government subsidies. Certain of the Local Limited Partnership's receive rental
income pursuant to Section 8 rental assistance contracts which expire beginning
in 1999 and continuing through 2000. Under the Multifamily Assisted Housing and
Reform and Affordability Act (MAHRAA) of 1997, Congress set forth the
legislation for a permanent "mark-to-market" program and provided for permanent
authority for the renewal of Section 8 Contracts. On September 11, 1998, HUD
issued an interim rule to provide clarification of the implementation of the
mark-to-market program. Owners with Section 8 contracts expiring after September
30, 1998 are subject to the provisions of MAHRAA. As such, each Local Limited
Partnership may choose to either opt out of the Section 8 program, request
mortgage restructuring and renewal of the Section 8 contract, or request renewal
of the Section 8 contract without mortgage restructuring. Each option contains a
specific set of rules and procedures that must be followed in order to comply
with the requirements of MAHRAA. Management is reviewing the status of each
Local Limited Partnership with the local General Partner to determine which
option under the MAHRAA should be exercised by the Local Limited Partnership.
11
<PAGE>
LIBERTY HOUSING PARTNERS LIMITED PARTNERSHIP
(A Massachusetts Limited Partnership)
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
Liquidity and Capital Resources, continued
The Purchase Money notes outstanding for eleven of the thirteen
properties held in this portfolio start to become due in September 1999. In
order to pay at maturity the Purchase Money Notes with respect to any particular
Local Limited Partnership, the Partnership will most likely be required to (a)
sell its interest in the Local Limited Partnership for a price equal to or
greater than the amounts due under the associated notes (b) obtain financing in
an amount sufficient to repay the notes or (c) cause the Local Limited
Partnership to sell or refinance its housing project in a transaction sufficient
to repay indebtedness encumbering the project and generate net proceeds to the
Partnership sufficient to enable the Partnership to repay the notes.
Alternatively, the Partnership could seek extension or modification of the
payment terms of the Purchase Money Notes. It does not appear that the principal
and accrued interest due can be realized or supported by the current value of
most of the respective properties, through either a sale or refinancing and
extensions will probably be requested.
The Partnership continues to explore options for resolving the Purchase
Money Notes. In connection with these efforts the partnership engaged the
General Partner of Linden Park Associates Limited Partnership to assist with the
workout or liquidation of the Partnership's portfolio. The terms of the
engagement provide for the payment of certain fees and expenses. It is
contemplated that these fees and expenses will be paid from the principal and
interest from the Linden Park Associates Limited Partnership notes held by the
Partnership. If the workout or liquidation of the entire portfolio is
successfully completed the Partnership's entire interest in these notes will
have been exhausted.
In addition, the Partnership has granted the Linden Park General Partner
an option to acquire the Partnership's interest in Linden Park Associates
Limited Partnership which may be exercised through March 2002 at a purchase
price of $400,000 through March 2000 and increasing by $100,000 each year
thereafter.
Management presently expects that the indebtedness of the Fiddlers
Creek and Linden Park Partnerships will be refinanced. In connection with these
refinancings, it is anticipated that the management of the Fiddlers Creek
project will use approximately $475,000 of the proceeds and the management of
the Linden Park project will use approximately $396,000 of the proceeds,
respectively, to acquire the Partnership's interest in those projects. The
acquisitions would include assumption of the Partnership's obligations for the
related Purchase Money Notes ("PMN"). Management presently expects these
transactions to close in the second quarter of 1999, although no assurance may
be given that the transactions will ultimately be consummated.
Management is currently in negotiation with the general partner of the
Glendale Manor, Surry Manor, Oxford Homes, Williamston Homes and Fuquay Varina
partnerships regarding the extension of the PMN's relating to the Partnership's
investments in these five projects. Management has proposed a five year
extension of the PMN's relating to the Osuna Apartments project to the holders
of these notes. No assurance can be given that the Partnership will be able to
obtain any of these extensions.
12
<PAGE>
LIBERTY HOUSING PARTNERS LIMITED PARTNERSHIP
(A Massachusetts Limited Partnership)
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
Liquidity and Capital Resources, continued
If Partnership funds are insufficient to pay when due the PMN's, the
holders of the PMN's will have the right to foreclose on the Partnership's
interest in the respective Local Limited Partnership. The sale or other
disposition by the Partnership of its interests in the Local Limited
Partnerships, including in connection with such a foreclosure, is likely to
result in recapture of previously claimed tax losses to the Partnership and may
have other adverse tax consequences to the Partnership and to the Limited
Partners. Such recapture may cause some or all of the Limited Partners to have
taxable income from the Partnership without cash distributions from the
Partnership with which to satisfy the tax liability resulting therefrom.
The only sources of Partnership funds are (i) distributions from the
Local Limited Partnerships (substantially all of which are presently required to
be applied to payment of interest accruing on the Purchase Money Notes), (ii)
payments to the Partnership of amounts due under certain promissory notes
acquired by the Partnership from one of the Local Limited Partnerships and (iii)
Partnership reserves. As described above, it is contemplated that the principal
and interest of the note identified in clause (ii) will be utilized to fund the
payment of certain fees and expenses incurred in connection with the workout or
liquidation of the partnership's portfolio.
Partnership Operations
The Partnership is engaged solely in the business of owning interests in
the Local Limited Partnerships rather than the direct ownership of real estate.
The Partnership's net loss increased to $751,890 in the first three
months of 1999 from $538,710 in the first three months of 1998 primarily as a
result of the increase in the Partnership's interest expense of $125,494, and
the decrease in income of local limited partnership investments recognized of
$87,566.
The Partnership's interest income reflects interest earned on reserves
and interest net of discount amortization on the long-term notes receivable.
Total interest income was $12,967 and $12,284 for the first three months of 1999
and 1998, respectively.
The Partnership's interest expense increased to $748,937 in the first
three months of 1999 from $623,443 in the first three months of 1998. Such
increase is attributable to the accrual of interest under the Purchase Money
Notes.
13
<PAGE>
LIBERTY HOUSING PARTNERS LIMITED PARTNERSHIP
(A Massachusetts Limited Partnership)
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
Partnership Operations, continued
The Partnership's equity in income from the Local Limited Partnerships
was $15,625 in the first three months of 1999 and $103,191 in the first three
months of 1998. The $87,566 decrease in income recognized in the first three
months of 1999 is attributable to: a decrease of $40,710 in net income from the
combined statements of operations of all Local Limited Partnerships and a
decrease in cash distributions recognized as investment income of $51,095; net
of an increase in unrecorded loss of $4,239. The decrease in net income of the
Local Limited Partnerships is primarily attributable to higher repair and
maintenance expenses recognized in the first three months of 1999 versus 1998 on
four operating properties.
The Year 2000 issue may affect the Partnership's operations as a result
of issues arising from systems and services utilized by the Managing General
Partner or by various Local Limited Partnerships. The Managing General Partner
has inventoried its systems and equipment that may require correction for Year
2000 issues. Management has received certifications from their principal
software provider that all of the core components of the primary software system
critical to the Partnership's operation are Year 2000 compliant. In addition,
the primary network system, it's operating system and certain personal computers
attached to that system have been upgraded and are deemed to be Year 2000
compliant.
The auditors for each Local Limited Partnership have reviewed the Year
2000 status of such partnerships. Based on the information reported to the
Partnership by such auditors, management expects that the critical systems
utilized by the Local Limited Partnerships will be timely rendered Year 2000
compliant at little cost to the Local Limited Partnerships.
The Partnership does not expect that any failure of the Managing General
Partnership's systems on which it depends to be Year 2000 compliant would have a
material adverse effect on the Partnership. However, the failure of systems on
which a Local Limited Partnership depends could result in adverse effects,
including the failure to properly account for and process income and expenses
and the failure to properly operate the property. The Partnership cannot
presently predict whether such effects would have a material and adverse effect
on the Local Limited Partnerships, and as a result, the Partnership.
14
<PAGE>
Part II
Item 1. Legal Proceedings.
As previously reported, Osuna Apartment Company ("Osuna"), one of the
Local Limited Partnerships, is party to a wrongful death action brought by the
estate of a former tenant in the Second Judicial District of the State of New
Mexico. The suit arises out of the murder of the tenant by the son of a
maintenance contractor periodically engaged by Osuna. In April 1999, the suit
was tried to a jury, which found in favor of the plaintiff. The jury found total
damages in the amount of $1.8 million and found Osuna liable for 50% of that
amount, with the balance assessed among the murderer, his father and the State
of New Mexico.
A judgement has not yet been entered on the verdict. Although the amount
for which Osuna has been found liable is within the limits of Osuna's liability
insurance, Management understands that Osuna intends to seek a judgement in its
favor notwithstanding the verdict.
15
<PAGE>
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.
LIBERTY HOUSING PARTNERS LIMITED PARTNERSHIP
By: TNG Properties Inc.
Managing General Partner
By: /s/ Michael A. Stoller
Michael A. Stoller
President and CEO
By: TNG Properties Inc.
Managing General Partner
By: /s/ Wilma R. Brooks
Wilma R. Brooks
Chief Financial Officer
Date: 5/14/99
16
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the
unaudited financial statements of Liberty Housing Partners Limited Partnership
at and for the period ended March 31, 1999 and is qualified in its entirety by
reference to such financial statements.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-START> JAN-01-1999
<PERIOD-END> MAR-31-1999
<CASH> 55,082
<SECURITIES> 0
<RECEIVABLES> 163,258
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 218,340
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 2,277,290
<CURRENT-LIABILITIES> 14,330,215
<BONDS> 1,037,683
0
0
<COMMON> 0
<OTHER-SE> (13,090,608)
<TOTAL-LIABILITY-AND-EQUITY> 2,277,290
<SALES> 0
<TOTAL-REVENUES> 28,592
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 31,545
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 748,937
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (751,890)
<EPS-PRIMARY> (34.52)
<EPS-DILUTED> 0
</TABLE>