UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
-----------------------
FORM 10-Q
Quarterly Report Under Section 13 or 15(d)
of the United States Securities Exchange Act of 1934
-----------------------
For The Quarter Ended September 30, 1995 Commission File No. 2-92914
COLUMBIA LEASE INCOME FUND B L.P.
(Exact name of registrant as specified in its charter)
Delaware 13-3239271
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
One Financial Center, 21st Floor, Boston, MA 02111
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (617) 482-8000
Not Applicable
(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 ___
There are no Exhibits.
Page 1 of 14
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COLUMBIA LEASE INCOME FUND B L.P.
(A Delaware Limited Partnership)
INDEX Page No.
Part I. FINANCIAL INFORMATION
Financial Statements
<S> <C> <C>
Balance Sheets as of September 30, 1995 and December 31, 1994 3
Statements of Operations For the Quarters Ended
September 30, 1995 and 1994 and the Nine Months
Ended September 30, 1995 and 1994 4
Statements of Cash Flows For the Nine Months Ended
September 30, 1995 and 1994 5
Notes to Financial Statements 6 - 9
Management's Discussion and Analysis of Financial Condition and
Results of Operations 10 - 12
Part II. OTHER INFORMATION
Items 1 - 6 13
Signature 14
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Part I. FINANCIAL INFORMATION
COLUMBIA LEASE INCOME FUND B L.P.
(A Delaware Limited Partnership)
Balance Sheets
Assets (Unaudited) (Audited)
9/30/95 12/31/94
Investment property, at cost (note 3):
<S> <C> <C>
Computer equipment $ 687,898 $ 973,398
Less accumulated depreciation 653,074 891,773
------- -------
Investment property, net 34,824 81,625
Cash and cash equivalents 145,470 93,575
Marketable securities (notes 2 & 6) 8,271 -
Net investment in sales-type and direct financing leases 17,264 156,277
Rents receivable, net (note 2) 3,375 3,105
Accounts receivable - affiliates (note 4) 1,972 7,884
Sales receivable, net (note 2) - 8,000
----- -----
Total assets $ 211,176 $ 350,466
= ======= = =======
Liabilities and Partners' Equity
Liabilities:
Accounts payable and accrued expenses - affiliates (note 4) $ 22,835 $ 40,820
Accounts payable and accrued expenses 64,251 102,580
Distributions payable (note 5) 96,636 96,636
------ ------
Total liabilities 183,722 240,036
------- -------
Partners' equity:
General Partner:
Capital contribution 1,000 1,000
Cumulative net income 122,996 113,293
Cumulative cash distributions (512,008) (498,202)
Reallocation of capital accounts 388,012 383,909
------- -------
- -
------- -------
Limited Partners (23,316 units):
Capital contribution, net of
offering costs 10,025,879 10,025,879
Cumulative net income 2,336,917 2,152,566
Cumulative cash distributions (11,946,411) (11,684,106)
Reallocation of capital accounts (388,012) (383,909)
-------- --------
28,373 110,430
-------- --------
Unrealized losses on marketable securities (note 6) (919) -
-------- --------
Total partners' equity 27,454 110,430
-------- --------
Total liabilities and partners' equity $ 211,176 $ 350,466
= ======= = =======
</TABLE>
See accompanying notes to financial statements.
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COLUMBIA LEASE INCOME FUND B L.P.
(A Delaware Limited Partnership)
Statements of Operations
(Unaudited)
Quarters Ended Nine Months Ended
September 30, September 30,
------------- -------------
1995 1994 1995 1994
---- ---- ---- ----
Revenue:
<S> <C> <C> <C> <C>
Rental income $ 42,588 $ 56,963 $ 114,034 $ 152,036
Other income 18,894 - 37,465 -
Earned income on sales-type and
direct financing leases 1,642 7,808 12,010 27,729
Recovery of unsecured pre-petition
claim (note 7) 11,752 - 55,061 -
Interest income 1,301 522 3,788 2,418
Net gain on sale
of equipment 6,315 17,079 95,334 77,066
----- ------ ------ ------
Total revenue 82,492 82,372 317,692 259,249
------ ------ ------- -------
Costs and expenses:
Depreciation 11,938 33,909 58,457 127,108
Related party expenses (note 4):
Management fees 4,252 6,834 11,650 23,278
General and administrative 14,174 22,008 46,312 47,017
(Reversal of) provision for
doubtful accounts (522) (11,287) 7,219 (3,744)
---- ------- ----- ------
Total costs
and expenses 29,842 51,464 123,638 193,659
------ ------ ------- -------
Net income $ 52,650 $ 30,908 $ 194,054 $ 65,590
= ====== = ====== = ======= = ======
Net income per Limited
Partnership Unit $ 2.15 $ 1.26 $ 7.91 $ 2.67
= ==== = ==== = ==== = ====
</TABLE>
See accompanying notes to financial statements.
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COLUMBIA LEASE INCOME FUND B L.P.
(A Delaware Limited Partnership)
Statements of Cash Flows
For the Nine Months Ended September 30, 1995 and 1994
(Unaudited)
1995 1994
---- ----
Cash flows from operating activities:
<S> <C> <C>
Net income $ 194,054 $ 65,590
- ------- - ------
Adjustments to reconcile net income to net cash provided by operating
activities:
Depreciation 58,457 127,108
(Reversal of) provision for doubtful accounts 7,219 (3,744)
Net gain on sale of equipment (95,334) (77,066)
Net decrease in current assets 109,459 139,260
Net (decrease) increase in current liabilities (56,314) 12,243
------- ------
Total adjustments 23,487 197,801
------ -------
Net cash provided by operating activities 217,541 263,391
------- -------
Cash flows from investing activities:
Purchase of investment property - (16,099)
Proceeds from sales of investment property 110,465 92,654
------- ------
Cash provided by investing activities 110,465 76,555
------- ------
Cash flows from financing activities:
Cash distributions to partners (276,111) (363,546)
-------- --------
Cash used in financing activities (276,111) (363,546)
-------- --------
Net increase (decrease) in cash and cash equivalents 51,895 (23,600)
Cash and cash equivalents at beginning of period 93,575 112,918
------ -------
Cash and cash equivalents at end of period $ 145,470 $ 89,318
= ======= = ======
Supplemental cash flow information:
Interest paid during the period $ - $ -
= ====== = ======
Non-cash investing activities:
Reclassification of expired direct financing
lease to operating lease $ 26,787 $ -
= ====== = ======
</TABLE>
See accompanying notes to financial statements.
<PAGE>
COLUMBIA LEASE INCOME FUND B L.P.
(A Delaware Limited Partnership)
Notes to Financial Statements
For the Nine Months Ended September 30, 1995 and 1994
(Unaudited)
(1) Basis of Presentation
The foregoing financial statements of Columbia Lease Income Fund B L.P. (the
"Partnership") have been prepared in accordance with the rules and regulations
of the Securities and Exchange Commission for Form 10-Q and reflect all
adjustments which are, in the opinion of management, necessary for a fair
presentation of the results for the interim periods presented. Pursuant to such
rules and regulations, certain note disclosures which are normally required
under generally accepted accounting principles have been omitted. It is
recommended that these financial statements be read in conjunction with the
Partnership's Annual Report on Form 10-K for the year ended December 31, 1994.
During the second quarter of 1995, the General Partner announced its intentions
of winding down the operations of the Partnership. It is anticipated that
substantially all of the assets will be liquidated and the proceeds will be used
to settle all outstanding liabilities and make a final distribution within the
next twelve months. Because of the outstanding unsecured pre-petition claim
against CIS Corporation, the Partnership will not be terminated until the claim
has been settled and the remaining proceeds have been distributed to the
Partners (see note 7 for further discussion).
(2) Significant Accounting Policies
Allowance for Doubtful Accounts
The financial statements include allowances for estimated losses on receivable
balances. The allowances for doubtful accounts are based on past write off
experience and an evaluation of potential uncollectible accounts within the
current receivable balances. Receivable balances which are determined to be
uncollectible are charged against the allowance and subsequent recoveries, if
any, are credited to the allowance. At September 30, 1995 and December 31, 1994,
the allowance for doubtful accounts included in rents receivable was $610 and
$1,391, respectively, and $8,000 and $0 included in sales receivable,
respectively.
Marketable Securities
The marketable securities are stated at fair value at the balance sheet date and
consist of common stock in Continental Information Systems Corporation received
by the Partnership in the distributions made December 27, 1994 and July 20, 1995
by the Trustee of the Liquidating Estate of CIS Corporation, et al ("the
Trustee"), with respect to the outstanding net unsecured pre-petition claim.
During the second quarter of 1995, the stock began trading, thereby providing an
objective valuation measure for establishing the cost basis. Unrealized gains
and losses are recorded directly in partners' equity except those gains and
losses that are deemed to be other than temporary, which would be reflected in
income or loss (see note 6).
(3) Investment Property
At September 30, 1995, the Partnership owned computer equipment with a cost
basis of $687,898, subject to existing leases. All purchases of computer
equipment are subject to a 2.5% acquisition fee paid to the General Partner.
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COLUMBIA LEASE INCOME FUND B L.P.
(A Delaware Limited Partnership)
Notes to Financial Statements
(Unaudited)
(4) Related Party Transactions
Fees, commissions and other expenses paid or accrued by the Partnership to the
General Partner or affiliates of the General Partner for the nine months ended
September 30, 1995 and 1994 are as follows:
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1995 1994
---- ----
<S> <C> <C>
Equipment acquisition fees $ - $ 393
Management fees 11,650 23,278
Reimbursable expenses paid 50,821 40,262
------ ------
$ 62,471 $ 63,933
= ====== = ======
</TABLE>
Under the terms of the Partnership Agreement, the General Partner is entitled to
an equipment acquisition fee of 2.5% of the purchase price paid by the
Partnership for the equipment. The General Partner is also entitled to a
management fee equal to 6.0% of the monthly rental billings collected, paid
quarterly. In addition, the Partnership reimburses the General Partner and its
affiliates for certain expenses incurred by them in connection with the
operation of the Partnership.
(5) Distributions to Partners
For the nine months ended September 30, 1995, declarations of Distributable Cash
were as follows:
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Limited Partners
General
Date Paid Distribution Partners
Quarter Ended or Payable Per $500 Unit Total Totals
- ------------- ---------- ------------- ----- ------
<S> <C> <C> <C> <C>
March 31, 1995 May 15, 1995 $ 5.00 $ 87,435 $ 4,602
June 30, 1995 August 15, 1995 $ 3.75 $ 87,435 $ 4,602
September 30, 1995 November 15, 1995 $ 3.75 $ 87,435 $ 4,599
</TABLE>
(6) Fair Values of Financial Instruments
Pursuant to Statement of Financial Accounting Standards No. 115 ("SFAS 115"),
"Accounting for Certain Investments in Debt and Equity Securities," which
requires investments in debt and equity securities other than those accounted
for under the equity method to be carried at fair value or amortized cost for
debt securities expected to be held to maturity, the Partnership has classified
its investments in equity securities as available for sale. Accordingly, the net
unrealized gains and losses computed in marking these securities to market are
reported as a component of partners' equity. At September 30, 1995 the
difference between the fair value and the original cost of these securities is
an unrealized loss of $919.
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COLUMBIA LEASE INCOME FUND B L.P.
(A Delaware Limited Partnership)
Notes to Financial Statements
(Unaudited)
The fair value is based on currently quoted market prices. The carrying amount
and estimated fair value of the Partnership's marketable securities for the
quarters ended September 30, 1995 and 1994 are as follows:
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<CAPTION>
1995 1994
---- ----
Carrying Fair Carrying Fair
Amount Value Amount Value
Investment in Continental Information
<S> <C> <C> <C> <C>
Systems Corporation Stock $ 9,190 $ 8,271 $ - $ -
======== ======= ======== ========
</TABLE>
As was discussed in note 2, Marketable Securities, the Partnership received
stock in Continental Information Systems Corporation as part of the December 27,
1995 and July 20, 1995 distributions from the Trustee with respect to the
unsecured pre-petition claims against CIS Corporation and CMI Corporation.
During the second quarter of 1995 when the stock began actively trading, the
carrying amount for the stock was established to be $2.50 per share which
approximated fair value at June 30, 1995.
(7) Bankruptcy of Continental Information Systems Corporation
On January 13, 1989 ("Petition Date"), Continental Information Systems
Corporation, CMI Holding Co., CMI Corporation, CIS Corporation, and certain of
their affiliates (collectively, the "Debtors") voluntarily petitioned for relief
under Chapter 11 of the United States Bankruptcy Code ("Chapter 11"), and
thereafter continued in the management and operation of their businesses and
property as Debtors In Possession until October 25, 1989, when the United States
Bankruptcy Court (the "Court") confirmed the appointment of James P. Hassett as
Chapter 11 trustee (the "Trustee") of the Debtors. TLP Leasing Programs, Inc.
("TLP"), the parent company of TLP Columbia Management Corporation ("TCMC"), is
a wholly-owned subsidiary of CMI Holding Co., but did not file under Chapter 11.
TCMC will continue to manage and provide services for the Partnership in
accordance with the Partnership Agreement, as they have in the past.
CMI Holding Co. has become a wholly-owned subsidiary of CIS Corporation pursuant
to a Court ordered settlement entered into among various Prudential Insurance
entities and CIS Corporation which settled certain claims Prudential had against
CIS Corporation. The Court approved the settlement on July 20, 1993.
On November 29, 1994, the Court confirmed the Trustee's proposed Joint Plan of
Reorganization dated October 4, 1994, and the Debtors emerged from Chapter 11
bankruptcy protection on December 21, 1994.
<PAGE>
COLUMBIA LEASE INCOME FUND B L.P.
(A Delaware Limited Partnership)
Notes to Financial Statements
(Unaudited)
In March 1995, the Partnership received the first distribution from the Trustee
(now Trustee of the Liquidating Estate of CIS Corporation, et al) with respect
to the unsecured pre-petition claims against CIS Corporation and CMI Corporation
of $76,023, which had previously been written off in 1990. The distribution
consisted of cash proceeds of $35,259 and 3,220 shares of common stock in
Continental Information Systems Corporation, to which the Trustee prescribed a
value of $4.29 per share for purposes of the unsecured pre-petition claim.
During the second quarter of 1995, the stock began trading, thereby providing an
objective valuation measure for establishing the cost basis when approximates
fair value of $2.50 at June 30, 1995. On July 20, 1995, the Partnership received
the second distribution from the Trustee. The distribution consisted of cash
proceeds of $3,537 and 456 shares of common stock in Continental Information
Systems Corporation with a carrying value of $1,140. Following the Trustee's
second distribution, the Partnership has a remaining unsecured pre-petition
claim of $21,457 as of September 30, 1995. The General Partner anticipates that
the Liquidating Estate will make future distributions on the remaining
outstanding claim balance, although it is not possible at this time to determine
when these distributions will be made. In 1990, when the claim was originally
made, the partnership was unrelated to the Liquidating Estate.
<PAGE>
COLUMBIA LEASE INCOME FUND B L.P.
(A Delaware Limited Partnership)
Management's Discussion and Analysis of
Financial Condition and Results of Operations
(Unaudited)
Results of Operations
The following discussion relates to the Partnership's operations for the quarter
and nine month periods ended September 30, 1995, compared to the same periods in
1994.
The Partnership realized net income of $52,650 and $30,908 for the three month
periods ended September 30, 1995 and 1994, respectively. Rental income on
operating leases decreased $14,375 or 25% between the three month periods. The
decrease in rental income is primarily due to lower rental rates obtained on
equipment lease extensions and remarketings resulting after the initial lease
term expires and due to a decrease in the overall size of the equipment
portfolio. Other income in the current period is the result of the reduction of
overstated liabilities recorded in prior periods. Earned income on sales-type
and direct financing leases will continue to decline over the lease terms as
more of each minimum lease payment, as calculated using the rate implicit in the
lease, is allocated to the recovery of the fair market value of the equipment at
the inception of the lease. The recovery of the net unsecured pre-petition claim
was the result of the second distribution from the Trustee of the Liquidating
Estate of CIS Corporation, et al ("the Trustee"), with respect to the
outstanding claim balance. The receivables associated with the settlement had
been written off in 1990; accordingly, the Partnership was able to show a
recovery on those receivables as of September 30, 1995. The net gain on sale of
equipment can be attributed to sales of fully depreciated equipment.
Total costs and expenses decreased $21,622 or 42% between the three month
periods. The decrease in costs and expenses is primarily the result of lower
depreciation expense. The decrease in depreciation expense is due to a large
portion of the equipment portfolio becoming fully depreciated and a reduction in
the overall equipment portfolio. Management fees have decreased in relation to
the decline in rental income. General and administrative expenses were lower in
the current quarter due to a decline in operating activity and due to fewer
storage charges as a result of the reduction of equipment held in inventory
awaiting re-lease or sale. The Partnership's provision for doubtful accounts was
reversed in the current and prior year quarter due to successful collection
efforts on delinquent rent receivables.
The Partnership realized net income of $194,054 and $65,590 for the nine month
periods ended September 30, 1995 and 1994, respectively. Rental income on
operating lease decreased $38,002 or 25% between the nine month periods. As
discussed in the quarter analysis above, the decrease in rental income on
operating leases is primarily due to lower rental rates obtained on equipment
lease extensions and remarketings resulting after the initial lease term expires
and due to a decrease in the overall size of the equipment lease portfolio.
Other income is due to a reduction of overstated liabilities recorded in prior
periods, as discussed above. Earned income on sales-type and direct financing
leases will continue to decline over the lease terms as more of each minimum
lease payment, as calculated using the rate implicit in the lease, is allocated
to the recovery of the fair value of the equipment at the inception of the
lease. As mentioned above, the recovery of the net unsecured pre-petition claim
was the result of the third quarter of 1995 receipt of the Trustee's July 20,
1995 second distribution along with the second quarter of 1995 establishment of
the carrying value of the stock received in March, 1995. The receivables
associated with the stock settlement had been written off in 1990; accordingly,
the Partnership was able to show a recovery on those receivables as of September
30, 1995. The increase in net gain on sale of equipment is attributed to a
number of sales in 1995 of equipment carrying low net book values.
<PAGE>
COLUMBIA LEASE INCOME FUND B L.P.
(A Delaware Limited Partnership)
Management's Discussion and Analysis of
Financial Condition and Results of Operations
(Unaudited)
Total costs and expenses decreased $70,021 or 36% between the nine month
periods. The decrease in costs and expenses is primarily the result of lower
depreciation expense. As discussed in the quarterly analysis above, the decrease
in depreciation expense of $68,651 is due to a large portion of the equipment
portfolio becoming fully depreciated and a reduction in the overall equipment
portfolio. Management fees have decreased in relation to the decline in rental
income along with the second quarter of 1995 refund from the General Partner of
management fees charged on receivables that had been deemed uncollectible.
General and administrative expenses reflect a slight net decrease which is the
result of lower current year expenses combined with lower expenses in 1994 due
to an overaccrual in a prior period which was reversed in the quarter ended June
30, 1994. The Partnership established a provision for doubtful accounts of
$7,219 in the first nine months of 1995 to reserve for uncollectible accounts.
Liquidity and Capital Resources
For the nine months ended September 30, 1995, rental revenue generated from
operating leases and sales proceeds from equipment sales were the primary source
of funds for the Partnership. As equipment leases terminate, the General Partner
determines if the equipment will be extended to the same lessee, remarketed to
another lessee, or if it is less marketable, sold. This decision is made upon
analyzing which option would generate the most favorable results.
Rental income on operating leases will continue to decrease due to two factors.
The first factor is the rate obtained when the original leases expire and are
remarketed at a lower rate. Typically the remarketed rates are lower due to the
decrease in useful life of the equipment. Secondly, the increasing change in
technology in the computer industry usually decreases the demand for older
equipment, thus increasing the possibility of obsolescence. Both of these
factors together will cause remarketed rates to be lower than original rates and
will cause certain leases to terminate upon expiration.
During the second quarter of 1995, the General Partner announced its intentions
of winding down the operations of the Partnership. It is anticipated that
substantially all of the assets will be liquidated and the proceeds will be used
to settle all outstanding liabilities and to make a final distribution within
the next twelve months. The Partnership will not be terminated until the
unsecured pre-petition claims against CIS Corporation and CMI Corporation has
been settled, the stock received has been sold and the remaining proceeds have
been distributed to the partners.
The stock cannot be sold immediately by the Partnership due to limitations
imposed by the Securities Exchange Act of 1933 (the "Exchange Act"). Because TLP
Columbia Management Corporation, the General Partner, is a wholly-owned
subsidiary of TLP Leasing Programs, Inc., which is a wholly-owned subsidiary of
Continental Information Systems Corporation ("CIS"), the Partnership is
considered an "Affiliate" of CIS. Accordingly, in order for the Partnership to
sell the shares, the Partnership must comply with the restrictions imposed by
Rule 144 of the Exchange Act.
<PAGE>
COLUMBIA LEASE INCOME FUND B L.P.
(A Delaware Limited Partnership)
Management's Discussion and Analysis of
Financial Condition and Results of Operations
(Unaudited)
For the nine months ended September 30, 1995, the Partnership's investing
activities resulted in equipment sales with a depreciated cost basis of $59,347,
generating $110,465 in sales proceeds. Associated with the equipment sale were
$44,216 of loss charge offs against the reserve, initially set up in prior
periods for estimated losses on the ultimate disposition of equipment.
Cash distributions are currently at an annual level of 3% per Limited
Partnership Unit, or $3.75 per Limited Partnership Unit on a quarterly basis.
For the quarter ended September 30, 1995, the Partnership declared a cash
distribution of $92,034, of which $4,599 was allocated to the General Partner
and $87,435 was allocated to the Limited Partners. The cash distribution will be
made on November 15, 1995. The Partnership expects distributions to be more
volatile as its operations are winding down. The effects of inflation have not
been significant to the Partnership in the past and are not expected to have a
material impact in future periods.
<PAGE>
PART II. OTHER INFORMATION
COLUMBIA LEASE INCOME FUND B L.P.
(A Delaware Limited Partnership)
Item 1. Legal Proceedings
Response: None
Item 2. Changes in the Rights of the Partnership's Security Holders
Response: None
Item 3. Defaults by the Partnership on its Senior Securities
Response: None
Item 4. Results of Votes of Security Holders
Response: None
Item 5. Other Information
Response: None
Item 6. Exhibits and Reports on Form 8-K
Response:
A. None
B. None
<PAGE>
COLUMBIA LEASE INCOME FUND B L.P.
(A Delaware Limited Partnership)
SIGNATURE
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.
COLUMBIA LEASE INCOME FUND B L.P.
(Registrant)
By: TLP-Columbia Management Corporation,
its General Partner
By: Arthur P. Beecher,
President
Date:November 14, 1995
-----------------
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000751684
<NAME> COLUMBIA LEASE INCOME FUND 1B
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> SEP-30-1995
<CASH> 145,470
<SECURITIES> 8,271
<RECEIVABLES> 31,221
<ALLOWANCES> 8,610
<INVENTORY> 0
<CURRENT-ASSETS> 176,352
<PP&E> 687,898
<DEPRECIATION> 653,074
<TOTAL-ASSETS> 211,176
<CURRENT-LIABILITIES> 183,722
<BONDS> 0
<COMMON> 10,026,879
0
0
<OTHER-SE> (9,999,425)
<TOTAL-LIABILITY-AND-EQUITY> 211,176
<SALES> 126,044
<TOTAL-REVENUES> 317,692
<CGS> 0
<TOTAL-COSTS> 11,650
<OTHER-EXPENSES> 104,769
<LOSS-PROVISION> 7,219
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 194,054
<INCOME-TAX> 0
<INCOME-CONTINUING> 194,054
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 194,054
<EPS-PRIMARY> 7.91
<EPS-DILUTED> 0
</TABLE>