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 quarter period ended September 30, 1997
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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 0-14360
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NOONEY INCOME FUND LTD. II, L.P
- --------------------------------------------------------------------------------
(Exact name of Registrant as specified in its charter)
Missouri 43-1357693
- ------------------------------- ----------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
7701 Forsyth Boulevard, St. Louis, Missouri 63105
- ------------------------------------------- ----------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (314)863-7700
-----------------------------
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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 _____.
<PAGE>
PART I
ITEM 1 - Financial Statements:
NOONEY INCOME FUND LTD. II, L.P.
(A LIMITED PARTNERSHIP)
BALANCE SHEETS
September 30, December 31,
1997 1996
(Unaudited)
ASSETS: ------------ ------------
Cash and cash equivalents $ 1,261,244 $ 1,323,026
Accounts receivable 167,681 219,655
Investment property, at cost:
Land 2,618,857 2,618,857
Buildings and Improvements 13,413,629 13,405,976
------------ ------------
16,032,486 16,024,833
Less accumulated depreciation (4,062,051) (3,710,204)
------------ ------------
11,970,435 12,314,629
Investment property-held for sale 2,544,777 2,483,469
------------ ------------
14,515,212 14,798,098
Prepaid and Deferred expenses -
At amortized cost 180,826 132,327
------------ ------------
$ 16,124,963 $ 16,473,106
============ ============
LIABILITIES AND PARTNERS' EQUITY:
Liabilities:
Accounts payable and accrued expenses $ 54,110 $ 103,331
Accrued real estate taxes 439,133 582,482
Refundable tenant deposits 135,428 125,026
Mortgage note payable 7,119,899 7,190,000
------------ ------------
7,748,570 8,000,839
Partners' Equity 8,376,393 8,472,267
------------ ------------
$ 16,124,963 $ 16,473,106
============ ============
SEE NOTES TO THE UNAUDITED FINANCIAL STATEMENTS
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<PAGE>
<TABLE>
NOONEY INCOME FUND LTD. II, L.P.
(A LIMITED PARTNERSHIP)
STATEMENTS OF OPERATIONS AND PARTNERS' EQUITY
(UNAUDITED)
<CAPTION>
Three Months Ended Nine Months Ended
Sept. 30, Sept. 30, Sept. 30, Sept. 30,
1997 1996 1997 1996
----------- ----------- ----------- -----------
<S> <C> <C> <C> <C>
REVENUES:
Rental and other income $ 817,791 $ 868,048 $ 2,589,785 $ 2,518,001
Interest 585 695 1,509 7,120
----------- ----------- ----------- -----------
818,376 868,743 2,591,294 2,525,121
EXPENSES:
Interest expense 151,324 151,729 446,064 463,758
Depreciation and amortization 118,812 169,173 495,035 485,815
Real estate taxes 168,892 108,877 441,708 446,254
Property management fees paid to
Nooney Krombach Company 49,261 52,710 156,839 159,224
Reimbursement to Nooney Krombach
Company for partnership
management services and
indirect expenses 10,000 10,000 30,000 22,500
Repairs and maintenance 59,632 50,549 146,108 141,849
Professional services 27,892 10,617 150,031 115,236
Utilities 35,019 39,112 104,578 114,395
Payroll 23,302 26,035 74,771 76,490
Cleaning 34,800 38,741 114,015 120,322
Insurance 15,768 16,073 47,294 45,065
Parking lot/landscaping expenses 36,253 52,286 77,814 93,283
Other operating expenses 40,753 168,387 147,943 323,210
----------- ----------- ----------- -----------
771,708 894,289 2,432,200 2,607,401
----------- ----------- ----------- -----------
NET INCOME (LOSS) $ 46,668 $ (25,546) $ 159,094 $ (82,280)
=========== =========== =========== ===========
NET INCOME(LOSS) PER LIMITED
PARTNERSHIP UNIT $ 2.40 $ (1.32) $ 8.19 $ (4.25)
=========== =========== =========== ===========
PARTNERS' EQUITY:
Beginning of Period $ 8,457,209 $ 8,586,908 $ 8,472,267 $ 8,643,642
Net Income (Loss) 46,668 (25,546) 159,094 (82,280)
Cash Distribution to Partners (127,484) 0 (254,968) 0
----------- ----------- ----------- -----------
End of Period $ 8,376,393 $ 8,561,362 $ 8,376,393 $ 8,561,362
=========== =========== =========== ===========
</TABLE>
SEE NOTES TO THE UNAUDITED FINANCIAL STATEMENTS
-3-
<PAGE>
NOONEY INCOME FUND LTD. II, L.P.
(A LIMITED PARTNERSHIP)
STATEMENTS OF CASH FLOWS
(UNAUDITED)
Nine Months Ended
Sept. 30, Sept. 30,
1997 1996
----------- -----------
CASH FLOWS FROM OPERATING ACTIVITIES
Net Income (Loss) $ 159,094 $ (82,280)
Adjustments to reconcile net income (loss) to
net cash provided by operating activities:
Depreciation and amortization 495,035 485,815
Real estate tax deposits received 0 337,685
Changes in assets and liabilities:
Decrease in accounts receivable 51,974 224,237
Increase in prepaid and deferred expenses (95,474) (180,345)
Decrease in accounts payable (49,221) (198,211)
Decrease in accrued real estate taxes (143,349) (160,533)
Increase in refundable tenant deposits 10,402 18,494
----------- -----------
Total Adjustments 269,367 527,142
----------- -----------
Net cash provided by operating activities 428,461 444,862
----------- -----------
CASH FLOWS FROM INVESTING ACTIVITIES -
Additions to investment property (165,174) (338,782)
----------- -----------
CASH FLOWS FROM FINANCING ACTIVITIES -
Cash distributions to partners (254,968) 0
Payments on mortgage notes payable (70,101) 0
----------- -----------
Net cash used in financing activities (325,069) 0
----------- -----------
NET (DECREASE) INCREASE IN CASH
AND CASH EQUIVALENTS (61,782) 106,080
CASH AND CASH EQUIVALENTS, beginning of period 1,323,026 1,092,159
----------- -----------
CASH AND CASH EQUIVALENTS, end of period $ 1,261,244 $ 1,198,239
=========== ===========
SUPPLEMENTAL DISCLOSURE OF CASH FLOW
INFORMATION - Cash paid during year for interest $ 446,064 $ 463,758
=========== ===========
SEE NOTES TO THE UNAUDITED FINANCIAL STATEMENTS
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<PAGE>
NOONEY INCOME FUND LTD. II, L.P.
(A LIMITED PARTNERSHIP)
NOTES TO UNAUDITED FINANCIAL STATEMENTS
THREE AND NINE MONTHS ENDED September 30, 1997 AND 1996
NOTE A:
Refer to the Registrant's financial statements for the year ended December 31,
1996, 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
Ltd. II, 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
responsibility of the individual 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 September 30, 1997 and for all periods
presented have been made. The results of operations for the three and nine month
periods ended September 30, 1997, 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 Krombach Company, a
wholly-owned subsidiary of Nooney Company. Certain individual general partners
and a corporate general partner of the Registrant are officers and directors of
Nooney Company. Nooney Income Investments Two, Inc., a general partner, is a 75%
owned subsidiary of Nooney Company.
NOTE D:
The earnings per limited partnership unit for the three and nine months ended
September 30, 1997 and 1996 was computed based on 19,221 units, the number of
units outstanding during the periods.
NOTE E:
On November 6, 1997, Nooney Company sold its 75% interest in Nooney Income
Investments Two, Inc., to S-P Properties, Inc., a California corporation, which
in turn is a wholly-owned subsidiary of CGS Real Estate Company, Inc., a Texas
corporation. CGS Real Estate Company, Inc. also purchased the entire real estate
management business operated by Nooney Krombach Company. Following the sale,
control of the Registrant now rests with CGS Real Estate Company, Inc.
-5-
<PAGE>
ITEM 7: MANAGEMENT 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 Registrant. Actual
results could differ materially from those contemplated by such statements.
Liquidity and Capital Resources
Cash on hand as of September 30, 1997 is $1,261,244 a decrease of $61,782 when
compared to the year end December 31, 1996. The decrease in cash can be
attributable to the Registrant making two cash distributions to partners of
$6.25 per unit each, payments on mortgage notes payable ($70,101) and capital
improvements to the properties of $165,174. Based on the current cash balances
and the properties' ability to provide operating cash flow, the Registrant
expects the properties to fund anticipated capital expenditures for the
remainder of 1997. These anticipated capital expenditures by property are as
follows:
Other Leasing
Capital Capital Total
------- ------- -----
NorthCreek Office Park $ 11,250 $ 33,512 $ 44,762
Tower Industrial Building -0- -0- -0-
Northeast Commerce Center -0- 50,317 50,317
Countryside Executive Center 15,421 331,001 346,422
Leawood Fountain Plaza (24%) 1,440 26,729 28,169
-------- -------- --------
$ 28,111 $441,559 $469,670
======== ======== ========
Leasing capital at the Registrant's properties include funds for tenant
alterations and lease commissions for new and renewal leases. Other capital
expenditures at NorthCreek Office Park are for new restroom counter tops. Other
capital at Countryside Executive Center is for repair and painting of the
building siding and other capital at Leawood Fountain Plaza is for sidewalk and
curb replacement.
As previously discussed, the Registrant feels that the market conditions exist
whereby Countryside Executive Center should be sold due to the extremely high
real estate taxes and ongoing capital expenditures that will be required at the
property. The Registrant continues to work with the local brokerage firm to
increase occupancy prior to actively marketing the property for sale. The
Registrant has reviewed the valuation of the property and does not believe that
Countryside Executive Center needs to incur additional write downs even though
occupancy has dropped during 1997. The appraised value of the property as of
December 1996 using a sale comparison approach and income capitalization
approach were both higher than the book value of Countryside Executive Center at
December 31, 1996 and September 30, 1997. The Registrant will keep you updated
on its decisions and progress in selling the property in upcoming quarters.
-6-
<PAGE>
Results of Operations by Property
The results of operations for the Registrant's properties for the quarters ended
September 30, 1997 and 1996 are detailed in the schedule below. Revenues and
expenses of the Registrant are excluded.
Tower Northeast Countryside Leawood
NorthCreek Industrial Commerce Executive Fountain
Office Park Building Center Center Plaza (24%)
----------- -------- ------ ------ -----------
1997
- ----
Revenues $ 344,538 $ 50,929 $ 175,346 $ 178,449 $ 71,804
Expenses 302,749 27,954 175,861 243,115 67,531
--------- --------- --------- --------- ---------
Net Income (Loss) $ 41,789 $ 22,975 $ (515) $ (64,666) $ 4,273
========= ========= ========= ========= =========
1996
- ----
Revenues $ 350,526 $ 49,215 $ 162,109 $ 251,939 $ 64,698
Expenses 297,160 25,430 188,389 306,025 67,870
--------- --------- --------- --------- ---------
Net Income (Loss) $ 53,366 $ 23,785 $ (26,280) $ (54,086) $ (3,172)
========= ========= ========= ========= =========
At Leawood Fountain Plaza and Tower Industrial the quarter ending results from
September 30, 1997 when compared to 1996 remained relatively stable.
At NorthCreek Office Park revenues decreased by approximately $6,000 due to a
decrease in base rental income partially offset by an increase in the escalation
income. Overall expenses increased slightly for the quarter ended 1997 when
compared to the same period in the prior year. The increase in expenses was due
to an increase in depreciation ($13,211) and professional services-legal
($5,129), partially offset by a decrease in amortization ($4,089) and a decrease
in parking lot repairs ($14,579).
At Northeast Commerce Center revenues increased due to an increase in
miscellaneous income and escalation income. Operating expenses decreased when
comparing the quarter ended September 30, 1997 to the same period in the prior
year. Decreases in expenses were noted in parking lot repairs ($14,131), real
estate taxes ($9,679), and vacancy expenses ($4,418), partially offset by an
increase in depreciation ($11,261).
At Countryside Executive Center revenues decreased significantly due to the
decrease in occupancy when comparing quarter ended September 30, 1997 to the
prior year. Decreases were noted in rental income ($68,081) as well as
escalation income ($4,821), partially offset by an increase in miscellaneous
income ($13,458). Expenses at Countryside Executive Center decreased
approximately $63,000 when comparing the quarter ended September 30, 1997 to the
similar period of the prior year. The main decrease in expenses was due to the
fact that in 1996 the Registrant paid a real estate tax appeal fee to a real
estate tax consultant in the amount of $130,267. This type of fee only occurs
once every three years at the tri-annual reassessment of the property. This
decrease in other expenses was partially offset by an increase in real estate
taxes ($69,897) and parking lot repairs ($13,150).
The occupancy levels at September 30 are as follows:
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<PAGE>
Occupancy Levels at September 30,
---------------------------------
PROPERTY 1997 1996 1995
- -------- ---- ---- ----
NorthCreek Office Park 92% 98% 94%
Tower Industrial Building 100% 100% 100%
Northeast Commerce Center 94% 87% 56%
Countryside Executive Center 49% 74% 70%
Leawood Fountain Plaza (24%) 87% 90% 96%
At NorthCreek Office Park occupancy decreased during the quarter to 92%. Leasing
activity consisted of four new tenants signing leases for 8,901 square feet, six
tenants signing renewal leases who occupy 5,179 square feet and six tenants
vacating their spaces who occupied 13,386 square feet. The Office Park has one
major tenant with two leases that comprise approximately 36% of the available
space. These two leases expire December 1998 and December 2003, respectively.
The Tower Industrial Building is leased to a single tenant whose lease expires
on April 30, 2000.
At Northeast Commerce Center, leasing activity during the quarter consisted of
one tenant expanding their space taking on an additional 6,222 square feet,
resulting in occupancy at the quarter's end improving to 94%.
At Countryside Executive Center, occupancy decreased from 52% at the beginning
of the quarter to 49% at the end of the quarter. Leasing activity during the
quarter consisted of one tenant renewing its lease in 1,420 square feet and two
tenants vacating their space who occupied 2,477 square feet. There are no major
tenants who occupy more than 10% of the available space. In December 1997, a new
tenant signed a lease for 12,022 square feet, which comprises approximately 13%
of the available space.
During the third quarter of 1997 occupancy at Leawood Fountain Plaza decreased
from 90% at the beginning of the quarter to 87% at the quarter's end. Leasing
activity during the quarter consisted of eight tenants renewing their leases for
12,296 square feet and two tenants vacating their leases which occupied 2,644
square feet. The property has two major tenants who occupy approximately 10% and
11% of the available space with leases which expire in July 1999 and July 1998,
respectively.
Each quarter, the General Partners assess the properties for impairment. If
conclusive evidence of an impairment is found in any particular quarter, further
valuation procedures would be performed. Additionally, as a matter of policy,
the Registrant has each of its properties appraised on an annual basis by an
independent appraisal firm. It is difficult to pinpoint an exact time or event
to which impairment of a real estate investment can be attributed. Reductions in
value are usually recognized on an annual basis at the time the appraisals are
completed.
Results of Consolidated Operations 1997
For the quarter ended September 30, 1997 and September 30, 1996, consolidated
revenues were $818,376 and $868,743, respectively. Consolidated revenues
decreased $50,367 when comparing quarter ended September 30, 1997 to the same
period in the prior year. This decrease in revenues is due to a decrease in
rental income ($68,081) at Countryside Executive Center as previously discussed.
For the nine month period ended September 30, 1997 and September 30, 1996
consolidated revenues were $2,591,294 and $2,525,121, respectively. Consolidated
revenues for the nine months ended September 30, 1997 increased $66,171 when
compared to the prior year. This increase in revenues for the nine month period
ended is due primarily to the major tenant at Countryside who occupied space on
a holdover lease paying double rent from January through June 30 of 1997. This
-8-
<PAGE>
tenant paid $177,700 during 1997 compared to $126,686 for the nine months ended
September 30, 1996.
Consolidated expenses for the three months ended September 30, 1997 and
September 30, 1996 were $771,708 and $894,289, respectively. Consolidated
expenses decreased $122,581 when comparing the quarter ended September 30, 1997
to the same period in the prior year. The decrease in expenses occurred due to
decreases in depreciation and amortization ($50,361), parking lot/landscaping
expenses ($16,033), and other operating expenses ($127,634), partially offset by
increases in real estate taxes ($60,015) and professional services ($17,221).
Consolidated expenses for the nine months ended September 30, 1997 and September
30, 1996 were $2,433,200 and $2,607,401, respectively. Consolidated expenses
decreased $175,201 when comparing the nine months ended September 30, 1997 to
the similar period of the prior year. The decrease in consolidated expenses was
due to a decrease in interest expense ($17,694), utilities ($9,817), parking
lot/landscaping expenses ($15,471), and other operating expenses ($174,796),
partially offset by an increase in professional services ($34,794). The decrease
in other operating expenses is due to the fact that in 1996 a real estate tax
consultant's fee was paid for an appeal of the real estate taxes. This fee only
occurs once every three years at the tri-annual assessment. The decrease in
interest expense is due to the paydown of the debt during the year. Other
operating expenses decreased primarily due to the 1996 real estate tax
consultant fee of $130,267 discussed above and a decrease of ($25,000) in
vacancy related expenses because in 1996 there was a larger volume of costs
incurred to ready vacant units for leasing.
Results of Consolidated Operations 1996
For the quarter ended September 30, 1996 consolidated revenues are $868,743
compared to $439,781 for the quarter ended September 30, 1995. For the nine
month period ended September 30, 1996 and 1995 consolidated revenues are
$2,525,121 and $1,340,568, respectively. The significant increase in
consolidated revenues is a direct result of the purchase of the undivided
interest in NorthCreek Office Park (55%), Countryside Executive Center (50%) and
Northeast Commerce Center (55%). When comparing operating results for the
quarter ended September 30, 1996 to 1995 as if the purchase of the additional
undivided interest in the properties occurred December 31, 1994, consolidated
revenues are $868,743 and $790,289, respectively. The increase in revenues when
comparing similar ownership percentages for the quarter ended September 30, 1996
to 1995 can be primarily attributed to increases in rental income and expense
recovery income at both Northeast Commerce Center and NorthCreek Office Park. At
Northeast Commerce Center, the increase in rental income can be attributed to an
increase in occupancy throughout 1996. At NorthCreek Office Park, the increase
in rental income is attributable to the Registrant's ability to increase rental
rates through lease renewals and new tenant move-ins. The increase in expense
recovery income relates to increases in expenses from 1994 to 1995, as
recoverable expenses increase from year to year for the periods ended September
30, 1996 and 1995, consolidated revenues are $2,525,121 and $2,473,557,
respectively. The increase in revenues for the nine month period ended September
30, 1996 when compared to 1995 is $117,736. The increase in revenues relates to
increases in rental income and expenses recovery income at Northeast Commerce
Center and NorthCreek Office Park. The increases can be attributed to the
-9-
<PAGE>
reasons previously noted. Along with the increases in rental income and expense
recovery income, the Registrant received a real estate tax refund during the
second quarter of 1996 relating to Countryside Executive Center. Offsetting the
revenue increase was an increase in rent concessions.
As of September 30, 1996 and 1995 consolidated expenses for the quarter ended
are $894,289 and $384,479. For the nine month period ended September 30, 1996
and 1995 consolidated expenses are $2,607,401 and $1,191,688, respectively. The
increase in consolidated expenses is a direct result of the purchase of the
undivided interest in NorthCreek Office Park (55%), Countryside Executive Center
(50%) and Northeast Commerce Center (55%). When comparing operating results for
the quarter ended September 30, 1996 to 1995 as if the purchase of the
additional undivided interest in the properties occurred December 31, 1994,
consolidated expenses are $894,289 and $809,709, respectively. The increase in
expenses when comparing similar ownership percentages can be attributed to an
increase in interest expense offset by a decrease in depreciation expense.
Interest expense increased $151,729 due to the first mortgage debt the
Registrant assumed through the purchase of the undivided interest in NorthCreek
Office Park (55%), Countryside Executive Center (50%) and Northeast Commerce
Center (55%). The decrease in depreciation expenses of $42,975 can be attributed
to Countryside Executive Center and the reclassification of the property to
property held for sale. With the reclassification of the property effective
December 31, 1995, under generally accepted accounting principles, the asset can
no longer be depreciated, but instead is stated at its net realizable value.
When comparing operating results for the nine month period ended September 30,
1996 to 1995 as if the purchase of the additional undivided interest in the
properties occurred December 31, 1995, consolidated expenses are $2,607,401 and
$2,281,544, respectively. The increase in expenses for the nine month period is
also attributable to an increase in interest expense of $463,758 and a decrease
in deprecation expenses of $119,918.
Inflation
The effects of inflation did not have a material impact upon the Registrant's
operations.
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
None
(b) Reports on Form 8-K
On July 3, 1997, the Registrant filed a report on Form 8-K which
reported an Item 5, Other Events.
On September 30, 1997, the Registrant filed a report on Form 8-K
which reported an Item 5, Other Events.
On November 14, 1997, the Registrant filed a report on Form 8-K which
reported an Item 1, Changes in Control of Registrant.
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<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.
NOONEY INCOME FUND LTD. II, L.P.
Dated: November 14, 1997 Nooney Income Investments Two, Inc.
------------------
By: /s/ Gregory J. Nooney, Jr.
------------------------------
Gregory J. Nooney, Jr.
Chairman of the Board and
Chief Executive Officer
By: /s/ Patricia A. Nooney
--------------------------
Patricia A. Nooney
Senior Vice President and Secretary
-11-
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
FINANCIAL STATEMENTS FOR NOONEY INCOME FUND LTD. II, L.P. AND IS QUALIFIED IN
ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<CIK> 0000757764
<NAME> NOONEY INCOME FUND LTD. II, L.P.
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> SEP-30-1997
<CASH> 1,261,244
<SECURITIES> 0
<RECEIVABLES> 167,681
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 1,428,925
<PP&E> 16,032,486
<DEPRECIATION> 4,062,051
<TOTAL-ASSETS> 16,124,963
<CURRENT-LIABILITIES> 493,243
<BONDS> 7,119,899
<COMMON> 0
0
0
<OTHER-SE> 8,376,393
<TOTAL-LIABILITY-AND-EQUITY> 16,124,963
<SALES> 2,589,785
<TOTAL-REVENUES> 2,591,294
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 1,986,136
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 446,064
<INCOME-PRETAX> 159,094
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 159,094
<EPS-PRIMARY> 8.19
<EPS-DILUTED> 0
</TABLE>
