<PAGE>
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 quarterly period ended June 30, 1997.
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 1-8895
- -------------------------------------------------------------------------------
HEALTH CARE PROPERTY INVESTORS, INC.
(Exact name of registrant as specified in its charter)
- -------------------------------------------------------------------------------
Maryland 33-0091377
(State or other jurisdiction of (I.R.S. Employer
incorporation of organization) Identification No.)
10990 Wilshire Boulevard, Suite 1200
Los Angeles, California 90024
(Address of principal executive offices)
(310) 473-1990
(Registrant's telephone number, including area code)
----------------------
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[ ]
As of August 7, 1997 there were 28,721,719 shares of $1.00 par value
common stock outstanding.
<PAGE>
HEALTH CARE PROPERTY INVESTORS, INC.
INDEX
PART I. FINANCIAL INFORMATION
PAGE NO.
--------
Item 1. Financial Statements:
Consolidated Balance Sheets
June 30, 1997 and December 31, 1996 . . . . . . . . . . . . 2
Consolidated Statements of Income
Six Months and Three Months Ended June 30, 1997 and 1996. . 3
Consolidated Statements of Cash Flows
Six Months Ended June 30, 1997 and 1996 . . . . . . . . . . 4
Notes to Consolidated Condensed Financial Statements. . . . 5
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations . . . . . . . 7
PART II. OTHER INFORMATION
Signatures. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13
1
<PAGE>
HEALTH CARE PROPERTY INVESTORS, INC.
CONSOLIDATED BALANCE SHEETS
(unaudited)
(Dollar amounts in thousands)
<TABLE>
<CAPTION>
June 30, December 31,
1997 1996
---------- -----------
<S> <C> <C>
ASSETS
Real Estate Investments
Buildings and Improvements $ 752,622 $ 693,586
Accumulated Depreciation (159,596) (147,860)
-------- --------
593,026 545,726
Construction in Progress 13,396 7,905
Land 79,414 70,103
-------- --------
685,836 623,734
Loans Receivable 111,761 112,227
Investments in and Advances to Partnerships 6,455 6,531
Other Assets 9,181 8,350
Cash and Cash Equivalents 3,356 2,811
-------- --------
TOTAL ASSETS $ 816,589 $ 753,653
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
Bank Notes Payable $ 57,000 $ ---
Senior Notes Payable 274,933 267,470
Convertible Subordinated Notes Payable 100,000 100,000
Mortgage Notes Payable 11,332 12,034
Accounts Payable, Accrued Liabilities and Deferred Income 20,102 19,739
Minority Interests in Partnerships 17,384 17,604
Stockholders' Equity:
Common Stock 28,714 28,678
Additional Paid-In Capital 356,896 355,672
Cumulative Net Income 412,483 379,970
Cumulative Dividends (462,255) (427,514)
-------- --------
TOTAL STOCKHOLDERS' EQUITY 335,838 336,806
-------- --------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 816,589 $ 753,653
======== ========
</TABLE>
See accompanying Notes to Consolidated Condensed Financial Statements and
Management's Discussion and Analysis of Financial Condition and Results
of Operations.
2
<PAGE>
HEALTH CARE PROPERTY INVESTORS, INC.
CONSOLIDATED STATEMENTS OF INCOME
(unaudited)
(Amounts in thousands, except per share amounts)
<TABLE>
<CAPTION>
Three Months Six Months
Ended June 30, Ended June 30,
---------------------- ---------------------
1997 1996 1997 1996
--------- --------- --------- --------
<S> <C> <C> <C> <C>
REVENUE
Base Rental Income $ 22,859 $ 20,707 $ 44,770 $ 40,891
Additional Rental and Interest Income 5,300 5,768 10,613 10,550
Interest and Other Income 3,592 4,111 7,235 8,088
--------- --------- --------- ---------
31,751 30,586 62,618 59,529
--------- --------- --------- ---------
EXPENSE
Interest Expense 7,198 6,609 13,960 12,902
Depreciation/Noncash Charges 6,301 5,693 12,535 10,962
Other Expenses 1,855 1,802 3,636 3,538
--------- --------- --------- ---------
15,354 14,104 30,131 27,402
--------- --------- --------- ---------
INCOME FROM OPERATIONS 16,397 16,482 32,487 32,127
Minority Interests (1,003) (891) (2,021) (1,935)
Gain on Sale of Real Estate Properties --- --- 2,047 ---
--------- --------- --------- ---------
NET INCOME $ 15,394 $ 15,591 $ 32,513 $ 30,192
========= ========= ========= =========
NET INCOME PER SHARE $ 0.54 $ 0.54 $ 1.13 $ 1.05
========= ========= ========= =========
WEIGHTED AVERAGE SHARES OUTSTANDING 28,712 28,662 28,707 28,634
========= ========= ========= =========
</TABLE>
See accompanying Notes to Consolidated Condensed Financial Statements and
Management's Discussion and Analysis of Financial Condition and Results
of Operations.
3
<PAGE>
HEALTH CARE PROPERTY INVESTORS, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited)
(Amounts in thousands)
<TABLE>
<CAPTION>
Six Months
Ended June 30,
---------------------------
1997 1996
------------ -----------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income $ 32,513 $ 30,192
Adjustments to Reconcile Net Income to Net
Cash Provided by Operating Activities:
Real Estate Depreciation 10,972 9,760
Non Cash Charges 1,563 1,202
Partnership Adjustments (384) (318)
Gain on Sale of Real Estate Properties (2,047) ---
Changes in:
Operating Assets (885) 1,702
Operating Liabilities 121 3,056
---------- ----------
NET CASH PROVIDED BY OPERATING ACTIVITIES 41,853 45,594
---------- ----------
CASH FLOWS FROM INVESTING ACTIVITIES:
Acquisition of Real Estate (79,733) (88,344)
Proceeds from Sale of Real Estate Properties 8,624 ---
Other Investments and Loans 746 6,782
---------- ----------
NET CASH USED IN INVESTING ACTIVITIES (70,363) (81,562)
---------- ----------
CASH FLOWS FROM FINANCING ACTIVITIES:
Net Change in Bank Notes Payable 57,000 (31,700)
Repayment of Senior Notes (12,500) ---
Issuance of Senior Notes Payable 19,876 113,329
Cash Proceeds from Issuing Common Stock 167 1,239
Periodic Payments on Mortgages (519) (728)
Dividends Paid (34,741) (32,360)
Other Financing Activities (228) (840)
---------- ----------
NET CASH PROVIDED BY FINANCING ACTIVITIES 29,055 48,940
---------- ----------
NET INCREASE IN CASH AND CASH EQUIVALENTS 545 12,972
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 2,811 2,000
---------- ----------
CASH AND CASH EQUIVALENTS, END OF PERIOD $ 3,356 $ 14,972
========== ==========
</TABLE>
See accompanying Notes to Consolidated Condensed Financial Statements and
Management's Discussion and Analysis of Financial Condition and Results
of Operations.
4
<PAGE>
HEALTH CARE PROPERTY INVESTORS, INC.
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
June 30, 1997
(Unaudited)
(1) SIGNIFICANT ACCOUNTING POLICIES
The unaudited financial information furnished herein, in the opinion of
management, reflects all adjustments that are necessary to state fairly the
financial position, the results of operations, and cash flows of Health Care
Property Investors, Inc. and its affiliated subsidiaries and partnerships (the
"Company"). The Company presumes that users of the interim financial
information herein have read or have access to the audited financial statements
and Management's Discussion and Analysis of Financial Condition and Results of
Operations for the preceding fiscal year ended December 31, 1996 and that the
adequacy of additional disclosures needed for a fair presentation, except in
regard to material contingencies, may be determined in that context.
Accordingly, footnotes and other disclosures that would substantially duplicate
the disclosures contained in the Company's most recent annual report on Form
10-K to security holders have been omitted. The interim financial information
contained herein is not necessarily representative of a full year's operations
for various reasons including acquisitions, changes in rents, interest rates
and the timing of debt and equity financings. These same considerations apply
to all year-to-year comparisons.
Net Income Per Share
Net Income Per Share is calculated by dividing Net Income by the weighted
average common shares outstanding during the period. There were 28,713,969
shares outstanding as of June 30, 1997.
Reclassifications
Reclassifications have been made for comparative financial statement
presentations.
(2) MAJOR OPERATORS
Listed below are the Company's major operators and the percentage of revenue
from these operators and their subsidiaries.
Percentage of
Operators Revenue Total Revenue
- ----------------------------------------------------------------------------
Vencor, Inc. ("Vencor") $ 12,012,000 19.2%
Emeritus Corporation 4,976,000 8.0
Beverly Enterprises, Inc. ("Beverly") 4,925,000 7.9
Horizon/CMS Healthcare Corporation ("Horizon") 4,918,000 7.9
Tenet Healthcare Corporation ("Tenet") 4,724,000 7.5
Columbia/HCA Healthcare Corp. 4,055,000 6.5
HealthSouth Corporation ("HealthSouth") 3,160,000 5.1
5
<PAGE>
All of the leases with Tenet and Vencor and one lease with HealthSouth are
unconditionally guaranteed by Tenet. Those leases represent approximately
28.4% of the Company's total revenue for the six months ended June 30, 1997.
(3) STOCKHOLDERS' EQUITY
The following tabulation is a summary of the activity for the Stockholders'
Equity account for the six months ended June 30, 1997 (amounts in thousands):
<TABLE>
<CAPTION>
Common Stock
--------------------------------
Par Additional Total
Number of Value Paid-In Cumulative Cumulative Stockholders'
Shares Amount Capital Net Income Dividends Equity
- -----------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Balance, December 31, 1996 28,678 $28,678 $355,672 $379,970 $(427,514) $336,806
Issuance of Stock, Net 30 30 1,063 1,093
Exercise of Stock Options 6 6 161 167
Net Income 32,513 32,513
Dividends Paid (34,741) (34,741)
- ----------------------------------------------------------------------------------------------------
Balance, June 30, 1997 28,714 $28,714 $356,896 $412,483 $(462,255) $335,838
====================================================================================================
</TABLE>
(4) COMMITMENTS
As of August 12, 1997, the Company has outstanding commitments on closed and to-
be-closed development transactions of approximately $55,000,000 and
$63,000,000, respectively. The Company is also committed to acquire
approximately $26,000,000 of existing health care facilities. The Company
expects that a significant portion of these commitments will be funded;
however, experience suggests that some committed transactions will not close.
Transactions do not close for various reasons including unsatisfied pre-closing
conditions, competitive financing sources, final negotiation differences and
the operator's inability to obtain required internal or governmental approvals.
(5) SUBSEQUENT EVENTS
On July 17, 1997 the Board of Directors declared a quarterly dividend of $0.62
per share payable on August 20, 1997, to stockholders of record on the close of
business on August 4, 1997.
6
<PAGE>
HEALTH CARE PROPERTY INVESTORS, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
GENERAL
The Company is in the business of acquiring health care facilities that it
leases on a long-term basis to health care providers. On a more limited basis,
the Company has provided mortgage financing on health care facilities. As of
June 30, 1997, the Company's portfolio of properties, including equity
investments, consisted of 226 facilities located in 38 states. These
facilities are comprised of 134 long-term care facilities, 63 congregate care
and assisted living facilities, 12 medical office buildings, seven acute care
hospitals, six rehabilitation facilities, three physician group practice
clinics and one psychiatric care facility. The gross acquisition price of the
properties, which includes partnership acquisitions, was approximately
$988,430,000 at June 30, 1997.
The Company had commitments to purchase and construct health care facilities
totaling approximately $144,000,000 for funding during 1997 and 1998. The
Company expects that a significant portion of these commitments will be funded
but that a portion may not be funded (see Note (4) to the Consolidated
Condensed Financial Statements).
RESULTS OF OPERATIONS
Net Income for the three and six months ended June 30, 1997 totaled $15,394,000
or $.54 per share of common stock and $32,513,000 or $1.13 per share on revenues
of $31,751,000 and $62,618,000, respectively. This compares to Net Income of
$15,591,000 or $0.54 per share of common stock and $30,192,000 or $1.05 per
share on revenues of $30,586,000 and $59,529,000 for the same periods in 1996.
Net Income for the six months ended June 30, 1997 included a $2,047,000 or $0.07
per share gain on the sale of real estate properties. Net Income for the three
and six months ended June 30, 1996 included $1,100,000 or $0.04 per share of
non-recurring income from the early payoff of a mortgage loan.
Base Rental Income for the three and six months ended June 30, 1997 increased
$2,152,000 and $3,879,000 to $22,859,000 and $44,770,000, respectively, as
compared to the same period in the prior year. This majority of the increase in
Base Rental Income was generated by new equity investments of approximately
$103,000,000 and $87,000,000 made during 1997 and 1996. Additional Rental and
Interest Income from the existing portfolio increased by $632,000 and $1,163,000
for the three and six months ended June 30, 1997, respectively, after giving
effect to the $1,100,000 non-recurring income from the early payoff of a
mortgage loan. These increases were offset by a reduction in Interest and Other
Income for the three and six months ended June 30, 1997 of $519,000 and
$853,000, respectively, as a result of the payoff of certain mortgage loans.
7
<PAGE>
Interest Expense for the three and six months ended June 30, 1997 increased
$589,000 and $1,058,000 as a result of the $10,000,000 Medium-Term Notes issued
in both March and April of 1997 and the issuance in February 1996 of
$115,000,000 of 6.5% Senior Notes. Depreciation/Non Cash Charges increased
$608,000 and $1,573,000 to $6,301,000 and $12,535,000 for the three and six
months ended June 30, 1997, respectively, due primarily to new investments made
during 1997 and 1996.
The Company has adopted the definition of Funds From Operations ("FFO")
prescribed by the National Association of Real Estate Investment Trusts
("NAREIT"). FFO is defined as net income (computed in accordance with
generally accepted accounting principles), excluding gains (or losses) from
debt restructuring and sales of property, plus real estate depreciation, and
after adjustments for unconsolidated partnerships and joint ventures.
Adjustments for unconsolidated partnerships and joint ventures are calculated
to reflect FFO on the same basis.
Below is a summary of the calculation of Funds From Operations:
Six Months
Ended June 30,
1997 1996
--------- ---------
(Amounts in thousands)
Net Income $ 32,513 $ 30,192
Real Estate Depreciation 10,972 9,760
Partnership Adjustments (384) (318)
Gain on Sale of Real Estate Properties (2,047) ---
-------- --------
Funds From Operations $ 41,054 $ 39,634
======== ========
FFO for the six months ended June 30, 1997 increased $1,420,000 to $41,054,000.
The increase is attributable to increases in Base Rental Income and Additional
Rental and Interest Income, and offset by increases in Interest Expense and
decreases in Interest and Other Income which are discussed above.
FFO does not represent cash generated from operating activities in accordance
with generally accepted accounting principles, is not necessarily indicative of
cash available to fund cash needs and should not be considered as an
alternative to net income. FFO, as defined by the Company, may not be
comparable to similarly entitled items reported by other real estate investment
trusts that do not define it exactly as the NAREIT definition.
The Company believes that FFO is an important supplemental measure of operating
performance. Historical cost accounting for real estate assets implicitly
assumes that the value of real estate assets diminishes predictably over time.
Since real estate values instead have historically risen and fallen with market
conditions, presentations of operating results for a real estate investment
trust that uses historical cost accounting for depreciation could be
uninformative. The term FFO was designed by the real estate investment trust
industry to address this problem.
8
<PAGE>
LIQUIDITY AND CAPITAL RESOURCES
The Company has financed acquisitions through the sale of common stock, the
issuance of long-term debt, the assumption of mortgage debt, the use of short-
term bank lines and through internally generated cash flows. Facilities under
construction are generally financed by means of cash on hand or short-term
borrowings under the Company's existing bank lines. In the future, the Company
may use its Medium-Term Note ("MTN") program to finance a portion of the costs
of construction. At the completion of construction and commencement of the
lease, short-term borrowings used in the construction phase are generally
refinanced with new long-term debt or equity offerings.
On February 15, 1996, the Company issued $115,000,000 in Unsecured Senior Notes
due 2006 bearing a coupon rate of 6.50%. The majority of the proceeds from
this debt issuance was used to fund acquisitions made during 1995 and 1996.
During March and April 1997, the Company issued two ten year $10,000,000 MTNs
with coupon rates of 7.30% and 7.62%, respectively. At June 30, 1997,
stockholders' equity in the Company totaled $335,838,000 and the debt to equity
ratio was 1.32 to 1. For the six months ended June 30, 1997, FFO covered
Interest Expense 3.94 to 1.0.
As of June 30, 1997, the Company had approximately $30,975,000 available under
its Series B Medium-Term Note program registered pursuant to a shelf
registration statement for future issuance of MTNs from time to time based on
Company needs and then existing market conditions. In June 1997, the Company
registered $385,000,000 of debt and equity securities under a shelf
registration statement filed with the Securities and Exchange Commission. Of
the $385,000,000, $100,000,000 has been allocated for a new Series C Medium-
Term Note program. As of June 30, 1997, the Company had $43,000,000 available
on its $100,000,000 revolving line of credit. This line of credit with a group
of six domestic and international banks expires on March 31, 2000. The
Company's Senior Notes and Convertible Subordinated Notes have been rated
investment grade by debt rating agencies since 1986. Current ratings are as
follows:
Moody's Standard & Poor's Duff & Phelps
----------------------------------------------------
Senior Notes Baa1 BBB+ A-
Convertible
Subordinated Notes Baa2 BBB BBB+
Since inception in May 1985, the Company has recorded approximately
$551,825,000 in cumulative FFO. Of this amount, a total of $462,255,000 has
been distributed to stockholders as dividends. The balance of $89,570,000 has
been retained, and is an additional source of capital for the Company.
At June 30, 1997, the Company held approximately $37,500,000 in irrevocable
letters of credit from commercial banks to secure the obligations of many
lessees' lease and borrowers' loan obligations. The Company may draw upon the
letters of credit if there are any defaults under the leases and/or loans.
Amounts available under letters of credit change from time to time and such
changes may be material.
9
<PAGE>
The second quarter 1997 dividend of $0.61 per share or $17,516,000 in the
aggregate was paid on May 20, 1997. Total dividends paid during the six months
ended June 30, 1997 as a percentage of FFO for the corresponding period was
85%. The Company declared a third quarter dividend of $0.62 per share or
approximately $17,800,000 in the aggregate, to be paid on August 20, 1997.
The Company has concluded a significant number of "facility rollover"
transactions in 1995, 1996 and 1997 on properties that have been under long-
term leases and mortgages. "Facility rollover" transactions principally include
lease renewals and renegotiations, exchanges, sales of properties, and, to a
lesser extent, payoffs on mortgage receivables. In 1995, the Company completed
20 facility rollovers including the sale of ten facilities with concurrent
"seller financing" for a gain of $23,550,000. The 1995 facility rollovers
generated an increase of $900,000 in FFO on an annualized basis. During the
year ended December 31, 1996, the Company completed or agreed in principle to
complete 20 facility rollovers including the sale of nine facilities in
Missouri and the exchange of the Dallas Rehabilitation Institute for the
HealthSouth Sunrise Rehabilitation Hospital in Fort Lauderdale, Florida. The
1996 facility rollovers through December 31, 1996, resulted in a decrease of
$1,200,000 in Funds From Operations on an annualized basis. As of August 12,
1997, the Company has completed or agreed in principle to complete four
facility rollovers which will generate a net increase in FFO of $100,000 on an
annualized basis. Through December 31, 1999, the Company has 65 more facilities
which are subject to lease expiration, mortgage maturities and purchase
options. The 1998 group includes 14, ten, and five long-term care facilities
leased to Vencor, Beverly and Horizon, respectively. The Horizon and Beverly
facilities cannot be renewed or purchased individually but are each linked
together in one and two renewal/purchase groups, respectively. The Company has
completed certain facility rollovers earlier than the scheduled lease
expirations or mortgage maturities and will continue to pursue such
opportunities where it is advantageous to do so.
Management believes that the Company's liquidity and sources of capital are
adequate to finance its operations as well as its future investments in
additional facilities.
10
<PAGE>
PART II. OTHER INFORMATION
Item 4. Submission of Matters to a Vote of Security Holders
---------------------------------------------------
The Company held its annual stockholders meeting on April 23, 1997.
The following matters were voted upon at the meeting:
1. Election of Directors
---------------------- Votes Cast
---------- Against or
Name of Director Elected For Withheld
-------------------------- ---------- ------------
Robert R. Fanning, Jr. 26,475,097 311,497
Michael D. McKee 26,477,222 309,372
Harold M. Messmer, Jr. 26,476,383 310,211
Name of Each Other Director
Whose Term of Office as Director
Continued After the Meeting
---------------------------
Orville E. Melby
Harold M. Messmer, Jr.
Peter L. Rhein
Kenneth B. Roath
2. Approval of the Company's Second Amended
and Restated Directors Stock Incentive Plan
--------------------------------------------
For Against Abstain No-Vote
---------- --------- ------- ---------
15,406,573 3,977,591 589,840 6,812,590
3. Approval of the Company's Second Amended
and Restated Stock Incentive Plan
-----------------------------------------
For Against Abstain No-Vote
---------- --------- ------- ---------
14,397,303 4,975,649 601,052 6,812,590
4. Ratification of Arthur Andersen LLP
As the Company's Independent
Accountants for the Fiscal Year
Ending December 31,1997
-------------------------------------
For Against Abstain
---------- --------- -------
26,591,338 78,898 116,358
11
<PAGE>
Item 6. Exhibits and Reports on Form 8-K
--------------------------------
a) Exhibits:
EX-27 Financial Data Schedule
b) Reports on Form 8-K:
On July 21, 1997, the Company filed a Report on Form 8-K with the
Securities and Exchange Commission regarding the Distribution
Agreement with Merrill Lynch & Co., Merrill Lynch, Pierce, Fenner &
Smith Incorporated, Goldman, Sachs & Co. and NationsBanc Capital
Markets, Inc. for $100,000,000 Medium-Term Notes Series C.
12
<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.
Date: August 12, 1997 HEALTH CARE PROPERTY INVESTORS, INC.
(REGISTRANT)
/s/ James G. Reynolds
----------------------------------
James G. Reynolds
Executive Vice President and
Chief Financial Officer
(Principal Financial Officer)
/s/ Devasis Ghose
--------------------------------
Devasis Ghose
Senior Vice President-Finance and Treasurer
(Principal Accounting Officer)
13
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE FORM
10-Q FOR THE SIX MONTHS ENDED JUNE 30, 1997 AND IS QUALIFIED IN ITS ENTIRETY BY
REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<CIK> 0000765880
<NAME> HEALTH CARE PROPERTY INVESTORS, INC.
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> JUN-30-1997
<CASH> 3,356
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 845,432
<DEPRECIATION> 159,596
<TOTAL-ASSETS> 816,589
<CURRENT-LIABILITIES> 0
<BONDS> 443,265
0
0
<COMMON> 28,714
<OTHER-SE> 307,124
<TOTAL-LIABILITY-AND-EQUITY> 816,589
<SALES> 0
<TOTAL-REVENUES> 62,618
<CGS> 0
<TOTAL-COSTS> 14,556
<OTHER-EXPENSES> 3,636
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 13,960
<INCOME-PRETAX> 32,513
<INCOME-TAX> 0
<INCOME-CONTINUING> 32,513
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 32,513
<EPS-PRIMARY> 1.13
<EPS-DILUTED> 1.13
</TABLE>