This conforming paper format document is being submitted pursuant to Rule 901
(d) (or 902 (g)) of Regulation S-T.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
----------------------------------
FORM 10-Q
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED MARCH 31, 1996
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED)
For the transition period from to .
Commission File Number : 0-15037
PAINE WEBBER INCOME PROPERTIES SEVEN LIMITED PARTNERSHIP (Exact name
of registrant as specified in its charter)
Delaware 04-2870345
(State or other jurisdiction of (I.R.S.Employer
incorporation or organization)
Identification No.)
265 Franklin Street, Boston, Massachusetts 02110
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (617) 439-8118
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 .
Page 1 of 13
<PAGE>
-12-
PAINE WEBBER INCOME PROPERTIES SEVEN LIMITED PARTNERSHIP
CONSOLIDATED BALANCE SHEETS
March 31, 1996 and September 30, 1995 (Unaudited)
(In thousands)
ASSETS
March 31 September 30
Operating investment property:
Land $ 698 $ 698
Buildings and improvements 4,269 4,269
Equipment and fixtures 107 107
--------- ----------
5,074 5,074
Less accumulated depreciation (1,584) (1,512)
3,490 3,562
--------- ----------
Cash and cash equivalents 4,410 3,252
Escrow deposits 40 75
Accounts receivable 102 84
Accounts receivable - affiliates 3 2
Other assets 29 32
Deferred expenses, net 131 141
--------- ----------
$ 8,205 $ 7,148
========= ==========
LIABILITIES AND PARTNERS' DEFICIT
Equity in losses from unconsolidated joint ventures in excess
of investments and advances $ 7,626 $ 6,275
Mortgage note payable 1,698 1,723
Accounts payable and accrued expenses 27 37
Accrued interest payable 16 16
Accrued real estate taxes 20 60
Other liabilities 10 10
Partners' deficit (1,192) (973)
--------- ----------
$ 8,205 $ 7,148
========= ==========
See accompanying notes.
<PAGE>
PAINE WEBBER INCOME PROPERTIES SEVEN LIMITED PARTNERSHIP
CONSOLIDATED STATEMENTS OF OPERATIONS For the three and six
months ended March 31, 1996 and 1995 (Unaudited)
(In thousands, except per Unit data)
Three Months Ended Six Months Ended
March 31, March 31,
1996 1995 1996 1995
Revenues:
Rental income and expense
recoveries $ 119 $ 138 $ 262 $ 251
Interest and other income 58 43 114 77
------- ------- ------- -------
177 181 376 328
Expenses:
Mortgage interest 50 52 100 113
Property operating expenses 49 38 78 68
Depreciation and amortization 39 38 77 77
Real estate taxes 18 20 37 42
General and administrative 66 51 178 131
222 199 470 431
------- ------- ------- -------
Operating loss (45) (18) (94) (103)
Partnership's share of unconsolidated
ventures' losses (71) (245) (125) (375)
------- ------- ------- -------
Loss before extraordinary gain (116) (263) (219) (478)
------- ------- ------- -------
Extraordinary gain from
settlement of debt obligation - - - 518
------- ------- ------- -------
Net income (loss) $ (116) $ (263) $ (219) $ 40
======= ======= ======== ========
Net income (loss) per Limited
Partnership Unit:
Loss before extraordinary gain $ (3.02) $ (6.85) $ (5.71) $ (12.46)
Extraordinary gain - - - 13.51
------- ------- ------- -------
Net income (loss) $ (3.02) $ (6.85) $ (5.71) $ 1.05
======= ======= ======== ========
The above per Limited Partnership Unit information is based upon the 37,969
Limited Partnership Units outstanding during each period.
See accompanying notes.
<PAGE>
PAINE WEBBER INCOME PROPERTIES SEVEN LIMITED PARTNERSHIP
CONSOLIDATED STATEMENTS OF CHANGES IN PARTNERS' DEFICIT
For the six months ended March 31, 1996 and 1995 (Unaudited)
(In thousands)
General Limited
Partners Partners
Balance at September 30, 1994 $ (756) $ (617)
Net income - 40
--------- --------
Balance at March 31, 1995 $ (756) $ (577)
========= ========
Balance at September 30, 1995 $ (752) $ (221)
Net loss (2) (217)
--------- --------
Balance at March 31, 1996 $ (754) $ (438)
========= ========
See accompanying notes.
<PAGE>
PAINE WEBBER INCOME PROPERTIES SEVEN LIMITED PARTNERSHIP
CONSOLIDATED STATEMENTS OF CASH FLOWS
For the six months ended March 31, 1996 and 1995 (Unaudited)
Increase (Decrease) in Cash and Cash Equivalents
(In thousands)
1996 1995
Cash flows from operating activities:
Net income (loss) $ (219) $ 40
Adjustments to reconcile net income (loss) to
net cash used for operating activities:
Depreciation and amortization 77 77
Amortization of deferred financing costs 5 -
Partnership's share of unconsolidated
ventures' losses 125 375
Extraordinary gain from settlement of debt obligation - (518)
Changes in assets and liabilities:
Escrow deposits 35 (68)
Accounts receivable (18) (2)
Accounts receivable - affiliates (1) (1)
Other assets 3 3
Deferred expenses - (81)
Accrued interest payable - (21)
Accounts payable and accrued expenses (10) 41
Accrued real estate taxes (40) (37)
------ ------
Total adjustments 176 (232)
------ ------
Net cash used for operating activities (43) (192)
Cash flows from investing activities:
Distributions from unconsolidated joint ventures 1,226 864
Cash flows from financing activities:
Proceeds from issuance of mortgage loan - 1,750
Principal payments on long-term debt (25) (2,057)
------ ------
Net cash used for financing activities (25) (307)
------ ------
Net increase in cash and cash equivalents 1,158 365
Cash and cash equivalents, beginning of period 3,252 2,571
------ ------
Cash and cash equivalents, end of period $ 4,410 $ 2,936
======= =======
Cash paid during the period for interest $ 95 $ 134
======= =======
See accompanying notes.
<PAGE>
PAINE WEBBER INCOME PROPERTIES
SEVEN LIMITED PARTNERSHIP
Notes to Consolidated Financial Statements
(Unaudited)
1. General
The accompanying financial statements, footnotes and discussion should be
read in conjunction with the financial statements and footnotes contained in
the Partnership's Annual Report for the year ended September 30, 1995.
In the opinion of management, the accompanying financial statements, which
have not been audited, reflect all adjustments necessary to present fairly
the results for the interim period. All of the accounting adjustments
reflected in the accompanying interim financial statements are of a normal
recurring nature.
2. Investments in Unconsolidated Joint Venture Partnerships
The Partnership has investments in four unconsolidated joint ventures
which own six operating properties, as more fully described in the
Partnership's Annual Report. The unconsolidated joint venture investments are
accounted for using the equity method because the Partnership does not have a
voting control interest in the ventures. Under the equity method, the assets,
liabilities, revenues and expenses of the joint ventures do not appear in the
Partnership's financial statements. Instead, the investments are carried at
cost adjusted for the Partnership's share of the ventures' earnings and
losses and distributions.
Summarized operations of the four unconsolidated joint ventures for the
three and six months ended March 31, 1996 and 1995 are as follows:
Condensed Combined Summary of Operations For the three and
six months ended March 31, 1996 and 1995
(in thousands)
Three Months Ended Six Months Ended
March 31, March 31,
1996 1995 1996 1995
Rental revenues and
expense recoveries $ 2,581 $ 2,573 $ 5,203 $ 5,168
Interest and other income 84 60 187 157
------- ------- ------- -------
2,665 2,633 5,390 5,325
Property operating expenses 887 905 1,772 1,808
Interest expense 967 1,137 1,936 2,247
Real estate taxes 462 437 946 847
Depreciation and amortization 397 393 815 777
------- ------- ------- -------
2,713 2,872 5,469 5,679
------- ------- ------- -------
Net loss $ (48) $ (239) $ (79) $ (354)
======= ======= ======= =======
Net loss:
Partnership's share of
combined income (loss) $ (70) $ (244) $ (122) $ (372)
Co-venturers' share of
combined income 22 5 43 18
------- ------- ------- -------
$ (48) $ (239) $ (79) $ (354)
<PAGE>
Reconciliation of Partnership's Share of Operations
For the three and six months ended March 31, 1996 and 1995
Three Months Ended Six Months Ended
March 31, March 31,
1996 1995 1996 1995
Partnership's share of combined
operations, as shown above $ (70) $ (244) $ (122) $ (372)
Amortization of excess basis (1) (1) (3) (3)
------ ------ ------ ------
Partnership's share of
unconsolidated ventures'
losses $ (71) $ (245) $ (125) $ (375)
====== ====== ====== ======
3. Operating Investment Property
The Partnership has a controlling interest in one joint venture, West Palm
Beach Concourse Associates, which owns the Concourse Retail Plaza. The Retail
Plaza consists of 30,473 net rentable square feet located in West Palm Beach
Florida. Subsequent to a settlement and assignment agreement executed in
fiscal 1990, the Partnership's co-venture partner is Seventh Income
Properties Fund, Inc., the Managing General Partner of the Partnership. The
amended and restated terms of the joint venture agreement are more fully
described in the Partnership's Annual Report. The Partnership employs the
services of a local unaffiliated property management company to administer
the day-to-day operations of the investment property under the direction of
the Managing General Partner.
The following is a summary of property operating expenses for the three
and six-month periods ended March 31, 1996 and 1995 (in thousands):
Three Months Ended Six Months Ended
March 31, March 31,
1996 1995 1996 1995
Repairs and maintenance $ 2 $ 8 $ 6 $ 13
Utilities 1 1 2 2
Insurance 2 1 3 3
Administrative and other 17 25 36 44
Bad debt 24 - 24 -
Management fees 3 3 7 6
------ ------ ----- ------
$ 49 $ 38 $ 78 $ 68
====== ====== ===== ======
4. Mortgage Note Payable
Mortgage note payable on the consolidated balance sheets relates to the
Partnership's consolidated joint venture, West Palm Beach Concourse
Associates, and is secured by the venture's operating investment property. At
March 31, 1996 and September 30, 1995, mortgage note payable
consists of the following (in thousands):
March 31 September 30
11.12% first mortgage, payable in
installments of $20 per month,
including interest, through January
1, 2005. All outstanding principal
and accrued interest is due on
January 10, 2005. $ 1,698 $ 1,723
======== ========
During fiscal 1994, the venture reached an agreement with the second
mortgage lender to fully extinguish the $750,000 second mortgage lien on the
property in return for a cash payment of $300,000. The Partnership advanced
the funds required to complete this transaction in November 1994. The
transaction resulted in an extraordinary gain recognized during the quarter
ended December 31, 1994 of approximately $518,000.
In accordance with the Concourse mortgage loan agreements, certain
insurance premiums and real estate taxes are required to be held in escrow.
The balance of escrow deposits on the accompanying balance sheets at March
31, 1996 and September 30, 1995 consists of such escrowed insurance premiums
and real estate taxes in the aggregate amounts of $40,000 and $75,000,
respectively.
5. Related Party Transactions
Accounts receivable - affiliates at March 31, 1996 and September 30, 1995
consist of investor service fees due from the Daniel Meadows Partnership of
$3,000 and $2,000, respectively.
Included in general and administrative expenses for each of the six months
ended March 31, 1996 and 1995 is $43,000, representing reimbursements to an
affiliate of the Managing General Partner for providing certain financial,
accounting and investor communication services to the Partnership.
Also included in general and administrative expenses for the six months
ended March 31, 1996 and 1995 is $6,000 and $4,000, respectively,
representing fees earned by Mitchell Hutchins Institutional Investors, Inc.
for managing the Partnership's cash assets.
6 Contingencies
The Partnership is involved in certain legal actions. At the present time,
the Managing General Partner is unable to estimate the impact, if any, of
these matters on the Partnership's financial statements, taken as a whole.
<PAGE>
PAINE WEBBER INCOME PROPERTIES SEVEN LIMITED PARTNERSHIP
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Liquidity and Capital Resources
The Partnership's remaining investments consist of five multi-family
apartment complexes and two retail properties. The Managing General Partner's
strategy is to preserve the Partnership's remaining equity interests and to seek
strategic opportunities to enhance property values through either capital
improvements or debt modifications while the respective local economies and
rental markets improve in order to return as much of the Limited Partners'
invested capital as possible. Occupancy levels at the Concourse Retail Plaza and
the Colony Square Shopping Center were 100% and 91%, respectively, as of March
31, 1996. At the present time, real estate values for retail shopping centers in
certain markets have begun to be affected by the effects of overbuilding and
consolidations among retailers which have resulted in an oversupply of space. It
remains unclear at this time what impact, if any, this general trend will have
on the operations and market value of the Partnership's retail properties in the
near term. While the Concourse Retail Plaza is currently 100% leased, management
is closely monitoring the operating performance of the property's four
restaurant tenants which comprise 80% of the property's leasable space. Two of
these tenants have reported declining sales and have fallen behind on their
rental payments. Management has negotiated agreements with both tenants to cure
the rental delinquencies. In one of the cases, the Concourse joint venture
agreed to the forgiveness of a portion of the delinquency and a reduction in the
future monthly rent payment in return for an increase in the term of the lease
obligation. At Colony Square, management is analyzing various potential capital
improvement programs to determine whether such enhancements might improve the
leasing activity and stability of the tenant roster at the property. Funds for
any such improvements to this 40,000 square foot property would be provided by
the Partnership from the cash flow of its other joint venture investment
properties.
As discussed in the Annual Report, under the terms of the HMF Associates
loan modification executed in fiscal 1992, all accrued and unpaid interest
outstanding as of March 31, 1992 was converted to principal. Subject to lender
approval, the Partnership was entitled to obtain additional advances up to
$9,100,000 to fund certain operating expenses of the joint venture and to the
cure construction defects in the operating investment properties. The loans and
any additional advances bear interest at a rate of 9% per annum. As of March 31,
1996, additional lender advances totalling approximately $4.8 million have been
made, and the total debt obligation of the joint venture totalled approximately
$23 million. Monthly payments are made in an amount equal to the "net operating
income", as defined, for the prior month. Unpaid interest is added to the
principal balance of the indebtedness on a monthly basis. The maturity date of
the loans is July 1, 1997 at which time all unpaid principal, interest and
advances are due. Despite the successful remediation of the construction defects
and the subsequent lease-up of the properties, the venture's net operating
income level is not sufficient to fully cover the interest accruing on the
outstanding debt obligation. As a result, the total obligation due to the
mortgage lender will continue to increase through the scheduled maturity date.
Furthermore, the current aggregate estimated value of the investment properties
is substantially less than the current debt obligation. During fiscal 1995,
management had preliminary discussions with the mortgage holder regarding a
possible loan modification aimed at preventing the further accumulation of the
deferred interest and reducing the overall debt obligation. Such a plan would
have involved a prepayment of the existing mortgage indebtedness at a discount
and would have required an equity infusion by the venture of between
approximately $1 million and $1.5 million. Management of the Partnership
evaluated whether an additional investment of this magnitude in the venture
would be economically prudent in light of the future appreciation potential of
the properties and concluded that it would be unwise to commit the additional
equity investment required to effect the proposed debt restructuring. Management
continues to examine alternative value creation scenarios, however, there are no
assurances that the Partnership will realize any future proceeds from the
ultimate disposition of its interests in these three properties.
As of March 31, 1996, repair work on the construction defects at The
Meadows on the Lake Apartments, in Birmingham, Alabama, has been substantially
completed, using the proceeds from the insurance settlement which are held by
the venture's new mortgage lender. As discussed in the Annual Report, the loan
is recourse to the joint venture and to the partners of the joint venture until
the repairs have been fully completed, at which time the entire obligation will
become non-recourse. The venture recognized a loss of $300,000 in fiscal 1995
equal to the amount by which the total repair costs, including estimated costs
to complete, exceed the total settlement proceeds. All of the repair work is
expected to be completed by the end of the third quarter of fiscal 1996. There
has been minimal disruption to the property's tenants during this repair process
and the situation, once fully corrected, is not expected to have an adverse
effect on the future market value of the investment property.
As previously reported, on August 1, 1995 the $16.75 million non-recourse
wraparound mortgage note secured by the Colony Apartments property was
refinanced with a new $17.4 million non-recourse mortgage note at a fixed
interest rate of 7.6% per annum. The new note requires monthly principal and
interest payments of approximately $130,000 until maturity on August 1, 2002. As
a condition of the new loan, the Colony Apartments joint venture was required to
establish an escrow account in the amount of $685,000 for the completion of
agreed upon repairs, $156,600 for capital replacement reserves and $600,000 for
real estate taxes. Despite the significant decrease in the interest rate on the
mortgage loan, the venture's monthly debt service will only decrease by
approximately $28,000 due to the higher principal balance and the monthly
principal amortization required under the new loan agreement. In the near term,
most, if not all, of this debt service savings will be reinvested in the Colony
Apartments property, in addition to the reserves set aside from the refinancing
transaction, to complete planned capital improvements aimed at preserving the
property's competitive position and enhancing the long-term value of this
20-year old investment property.
The Colony Apartments joint venture continues to generate significant excess
cash flow which, over the past several years, has represented the Partnership's
only consistent source of additional liquidity. The Partnership received cash
flow distributions of $967,000 from the Colony Apartments joint venture during
the six-month period ended March 31, 1996. In the first six months of fiscal
1996, the Partnership also received distributions of $258,000 from the Meadows
joint venture. With the repair work at The Meadows on the Lake Apartments
substantially completed, the venture has begun to generate regular distributions
of excess cash flow to the Partnership. Future distributions from the Colony
Apartments and Meadows joint ventures are expected to be more than sufficient to
fund the Partnership's operating costs and provide adequate liquidity to fund
the capital needs which may exist at the other joint venture investment
properties.
At March 31, 1996 the Partnership and its consolidated venture had cash and
cash equivalents of approximately $4,410,000. Such cash and cash equivalents
will be utilized as needed for Partnership requirements such as the payment of
operating expenses and the funding of operating deficits, refinancing expenses
or capital improvements of the joint ventures, in accordance with the terms of
the respective joint venture agreements. The source of future liquidity and
distributions to the partners is expected to be from available net cash flow
generated by the operations of the Partnership's investment properties and from
net proceeds from the sale or refinancing of such properties.
Results of Operations
Three Months Ended March 31, 1996
The Partnership reported a net loss of $116,000 for the three months ended
March 31, 1996, as compared to a net loss of $263,000 for the same period in the
prior year. This $147,000 decrease in the Partnership's net loss for the second
quarter was caused by a decrease in the Partnership's share of unconsolidated
ventures' losses, which was partially offset by an increase in the Partnership's
operating loss. The Partnership's share of unconsolidated ventures' losses
decreased by $174,000 in the second quarter of fiscal 1996, when compared to the
same period in the prior year, primarily due to a decrease in combined interest
expense. Interest expense at the Colony Apartments joint venture decreased by
$143,000 in the current period due to the lower interest rate obtained by the
joint venture upon refinancing its mortgage note in July of 1995, as discussed
further above.
The Partnership's operating loss increased by $27,000 for the three months
ended March 31, 1996, when compared to the same period in the prior year,
primarily due to increases in property operating expenses and general and
administrative expenses. Property operating expenses for the consolidated
Concourse Retail Plaza increased mainly due to the recording of a reserve for un
collectable rent receivable of $24,000 during the current quarter. General and
administrative expenses increased due to a difference in the timing of the
provision of certain recurring professional services.
Six Months Ended March 31, 1996
The Partnership reported a net loss of $219,000 for the six months ended
March 31, 1996, as compared to net inocme of $40,000 for the same period in the
prior year. This $259,000 unfavorable change in the Partnership's net operating
results was caused by a $518,000 extraordinary gain realized in the first
quarter of fiscal 1995 from the discounted payoff of the Concourse second
mortgage loan, as more fully discussed in the Partnership's Annual Report.
Decreases in the Partnership's operating loss and the Partnership's share of
unconsolidated ventures' losses partially offset the impact of the prior period
gain on the Partnership's net operating results.
The Partnership's operating loss decreased by $9,000, when compared to the
same period in the prior year, primarily due to increases in rental revenues and
interest and other income. Rental revenues increased by $11,000 due to the
improved occupancy level of the consolidated Concourse property, while interest
income improved by $37,000 due to an increase in the Partnership's average
outstanding cash balances. An increase in general and administrative expenses
offset a portion of the increase in revenues. General and administrative
expenses increased by $31,000 for the current six-month period primarily due to
a difference in the timing of the provision of certain recurring professional
services.
The Partnership's share of unconsolidated ventures' losses decreased by
$250,000 for the six months ended March 31, 1996, when compared to the same
period in the prior year, primarily due to a decrease in combined interest
expense, which was partially offset by an increase in combined real estate
taxes. Interest expense decreased by $311,000 in the current period primarily
due to the lower interest rate obtained by the Colony Apartments joint venture
upon refinancing its mortgage note in July of 1995, as discussed further above.
Real estate taxes increased by $99,000 mainly due to the higher assessed values
on the properties owned by HMF Associates as well as increases in the tax rates
for both Colony Apartments and Colony Square.
<PAGE>
PART II
Other Information
Item 1. Legal Proceedings
As previously disclosed, Seventh Income Properties Fund, Inc. and PA1985,
the General Partners of the Partnership, were named as defendants in a class
action lawsuit against PaineWebber Incorporated ("PaineWebber") and a number of
its affiliates relating to PaineWebber's sale of 70 direct investment offerings,
including the offering of interests in the Partnership. In January 1996,
PaineWebber signed a memorandum of understanding with the plaintiffs in the
class action outlining the terms under which the parties have agreed to settle
the case. Pursuant to that memorandum of understanding, PaineWebber irrevocably
deposited $125 million into an escrow fund under the supervision of the United
States District Court for the Southern District of New York to be used to
resolve the litigation in accordance with a definitive settlement agreement and
a plan of allocation which the parties expect to submit to the court for its
consideration and approval within the next several months. Until a definitive
settlement and plan of allocation is approved by the court, there can be no
assurance what, if any, payment or non-monetary benefits will be made available
to unitholders in PaineWebber Income Properties Seven Limited Partnership. Under
certain limited circumstances, pursuant to the Partnership Agreement and other
contractual obligations, PaineWebber affiliates could be entitled to
indemnification for expenses and liabilities in connection with this litigation.
At the present time, the General Partners cannot estimate the impact, if any, of
this matter on the Partnership's financial statements, taken as a whole.
Item 2. through 5.
NONE
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits: NONE
(b) Reports on Form 8-K:
No reports on Form 8-K have been filed by the registrant during the quarter
for which this report is filed.
<PAGE>
PAINE WEBBER INCOME PROPERTIES SEVEN LIMITED PARTNERSHIP
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Partnership has duly caused this report to be signed
on its behalf by the undersigned, thereunto duly authorized.
PAINE WEBBER INCOME PROPERTIES SEVEN
LIMITED PARTNERSHIP
By: SEVENTH INCOME PROPERTIES FUND, INC.
Managing General Partner
By: /s/ Walter V. Arnold
Walter V. Arnold
Senior Vice President and
Chief Financial Officer
Dated: May 12, 1996
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the
Partnership's audited financial statements for the quarter ended March 31, 1996
and is qualified in its entirety by reference to such financial statements.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> SEP-30-1996
<PERIOD-END> MAR-31-1996
<CASH> 4410
<SECURITIES> 0
<RECEIVABLES> 105
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 4584
<PP&E> 5074
<DEPRECIATION> 1584
<TOTAL-ASSETS> 8205
<CURRENT-LIABILITIES> 73
<BONDS> 1698
0
0
<COMMON> 0
<OTHER-SE> (1192)
<TOTAL-LIABILITY-AND-EQUITY> 8205
<SALES> 0
<TOTAL-REVENUES> 376
<CGS> 0
<TOTAL-COSTS> 370
<OTHER-EXPENSES> 125
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 100
<INCOME-PRETAX> (219)
<INCOME-TAX> 0
<INCOME-CONTINUING> (219)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (219)
<EPS-PRIMARY> (5.71)
<EPS-DILUTED> (5.71)
</TABLE>