<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 March 31, 1996
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: 0-16861
PRUDENTIAL-BACHE/A.G. SPANOS GENESIS INCOME PARTNERS L.P., I
- - ---------------------------------------------------------------------------
(Exact name of registrant as specified in charter)
Delaware 94-3028296
- - ---------------------------------------------------------------------------
(State or other jurisdiction of I.R.S. Employer Identification No.)
incorporation or organization)
1341 West Robinhood, B-9, Stockton, CA 95207
- - ---------------------------------------------------------------------------
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code (209) 478-0140
N/A
- - ---------------------------------------------------------------------------
Former name, former address and former fiscal year, if changed since
last report
Indicate by check CK 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 such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filing requirement for the past 90 days. Yes _CK_ No__
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TABLE OF CONTENTS
<TABLE>
<CAPTION>
PAGE
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<S> <C> <C>
Part I. Financial Information
Item 1: Balance Sheets - March 31, 1996 and
December 31, 1995 . . . . . . . . . . . . . . . . . 3
Statements of operations for the three months ended
March 31, 1996 and 1995 . . . . . . . . . . . . . . 4
Statements of operations for the three months ended
March 31, 1996 and 1995 . . . . . . . . . . . . . . 5
Statements of cash flows for the three months
ended March 31, 1996 and 1995 . . . . . . . . . . . 6
Notes to Financial Statements . . . . . . . . . . . 7
Item 2: Management's Discussion and Analysis of Financial
Condition and Results of Operations . . . . . . . 14
Part II. Other Information . . . . . . . . . . . . . . . . . 16
</TABLE>
2
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PRUDENTIAL-BACHE/A.G. SPANOS GENESIS INCOME PARTNERS L.P., I
(A Limited Partnership)
BALANCE SHEETS
(Unaudited)
<TABLE>
<CAPTION>
March 31, December 31,
1996 1995
---------- ----------
<S> <C> <C>
ASSETS
Property, net $73,133,192 $73,841,245
Cash and cash equivalents 4,185,346 4,151,047
Accounts receivable, affiliate 328,476 328,476
Other assets 93,898 142,325
---------- ----------
$77,740,912 $78,463,093
---------- ----------
---------- ----------
LIABILITIES AND PARTNERS' EQUITY (DEFICIT)
Liabilities:
Mortgage loans payable $59,599,668 $59,764,780
Accounts payable 838,466 914,762
Accounts payable, affiliate 185,372 187,329
Accrued interest 368,814 398,296
Accrued property taxes 580,765 465,828
Unearned rent and tenant deposits 435,960 450,611
---------- ----------
62,009,045 62,181,606
---------- ----------
Partners' equity (deficit):
Limited partners' equity (64,660 units
authorized and outstanding) 9,834,117 10,372,744
Special limited partners' equity (7,749.5 units
authorized and outstanding) 6,862,188 6,862,188
General partners' deficit (964,438) (953,445)
---------- ----------
15,731,867 16,281,487
---------- ----------
$77,740,912 $78,463,093
---------- ----------
---------- ----------
</TABLE>
See notes to financial statements.
3
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PRUDENTIAL-BACHE/A.G. SPANOS GENESIS INCOME PARTNERS L.P., I
(A Limited Partnership)
STATEMENTS OF OPERATIONS
For the three months ended March 31, 1996 and 1995
(Unaudited)
<TABLE>
<CAPTION>
1996 1995
---------- ----------
<S> <C> <C>
Revenues:
Rental $ 3,747,591 $ 3,542,628
Land/Lease rentals from affiliates 165,000 60,000
Interest 36,828 30,786
---------- ----------
3,949,419 3,633,414
---------- ----------
Expenses:
Property operating expenses 1,372,524 1,300,494
Property taxes 325,510 299,107
Property management fees to affiliates 111,963 105,078
General and administrative expense 74,459 79,425
Interest expense 1,344,253 1,170,113
Management fees to affiliates 149,904 141,706
Depreciation 708,053 733,820
---------- ----------
4,086,666 3,829,743
---------- ----------
Net loss $ (137,247) $ (196,329)
---------- ----------
---------- ----------
Net loss allocated to General Partners (2%) $ (2,745) $ (3,927)
---------- ----------
---------- ----------
Net loss allocated to Limited Partners (98%) $ (134,502) $ (192,402)
---------- ----------
---------- ----------
Net loss allocated to Subordinated Limited
Partners $ -0- $ -0-
---------- ----------
---------- ----------
Net loss per unit of limited partnership
interest $ (2.08) $ (2.98)
---------- ----------
---------- ----------
</TABLE>
See notes to financial statements.
4
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<PAGE>
PRUDENTIAL-BACHE/A.G. SPANOS GENESIS INCOME PARTNERS L.P., I
(A Limited Partnership)
STATEMENT OF CHANGES IN PARTNERS' EQUITY (DEFICIT)
For the three months ended March 31, 1996
(Unaudited)
<TABLE>
<CAPTION>
Subordinated
Limited Limited General
Total Partners Partners Partners
---------- ---------- ---------- ----------
<S> <C> <C> <C> <C>
Partners' equity
(deficit)-
December 31, 1995 $16,281,487 $10,372,744 $ 6,862,188 $ (953,445)
Net loss (137,247) (134,502) -0- (2,745)
Distributions (412,373) (404,125) -0- (8,248)
---------- ---------- ---------- ----------
Partners' equity
(deficit)-
March 31, 1996 $15,731,867 $ 9,834,117 $ 6,862,188 $ (964,438)
---------- ---------- ---------- ----------
---------- ---------- ---------- ----------
</TABLE>
See notes to financial statements.
5
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PRUDENTIAL-BACHE/A.G. SPANOS GENESIS INCOME PARTNERS L.P., I
(A Limited Partnership)
STATEMENTS OF CASH FLOWS
For the three months ended March 31, 1996 and 1995
(Unaudited)
<TABLE>
<CAPTION>
1996 1995
---------- ----------
<S> <C> <C>
Cash flows from operating activities:
Net loss $ (137,247) $ (196,329)
---------- ----------
Adjustments to reconcile net loss to net
cash provided by operating activities:
Depreciation 708,053 733,820
Decrease in other assets 48,427 56,107
Increase in account receivable, affiliate -0- (165,000)
Decrease in accounts payable, affiliate (1,957) (2,284)
Increase in accounts payable 9,159 145,854
Decrease in unearned rent and tenant deposits (14,651) (14,402)
---------- ----------
Total adjustments 749,031 754,095
---------- ----------
Net cash provided by operating activities 611,784 557,766
---------- ----------
Cash flows from investing activities:
Land/lease payments -0- 105,000
---------- ----------
Cash flows from financing activities:
Proceeds from mortgage loan payable 9,000,000 -0-
Mortgage loan principal amortization (282,630) (238,308)
Other mortgage loan repayments (8,882,482) -0-
Distributions to partners (412,373) (412,373)
---------- ----------
Net cash used in financing activities (577,485) (650,681)
---------- ----------
Net increase in cash and cash equivalents 34,299 12,085
Cash and cash equivalents, beginning of period 4,151,047 4,068,517
---------- ----------
Cash and cash equivalents, end of period $ 4,185,346 $ 4,080,602
---------- ----------
---------- ----------
</TABLE>
See notes to financial statements.
6
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PRUDENTIAL-BACHE/A. G. SPANOS GENESIS INCOME PARTNERS L.P., I
(A Limited Partnership)
NOTES TO FINANCIAL STATEMENTS(Unaudited)
NOTE A - FINANCIAL STATEMENT PREPARATION
The March 31, 1996 financial statements have been prepared without audit.
In the opinion of management, the financial statements contain all
adjustments (consisting of normal recurring accruals) necessary to present
fairly the Partnership's financial position, results of operations and cash
flows. The operating results for the three months ended March 31, 1996 may
not necessarily be indicative of the results expected for the full year.
Certain information and footnote disclosures normally included in annual
financial statements prepared in accordance with generally accepted
accounting principles have been omitted. These financial statements must
be read in conjunction with the financial statements and notes thereto
included in the Partnership's annual report for the year ended December 31,
1995.
Effective January 1, 1996, the Partnership adopted Statement of Financial
Standards ("SFAS") No. 121, "Accounting for the Impairment of Long-Lived
Assets and for Long-Lived Assets to be Disposed Of." Under SFAS No. 121,
impairment of properties to be held and used is determined to exist when
estimated amounts recoverable through future operations on an undiscounted
basis are below the properties' carrying value. If a property is
determined to be impaired, it should be recorded at the lower of its
carrying value or its estimated fair value. The implementation of SFAS No.
121 did not have a significant impact on the Partnership's financial
position as of March 31, 1996.
7
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NOTE B - PROPERTY
Property is comprised of the following:
<TABLE>
<CAPTION>
March 31, 1996 December 31, 1995
-----------------------------------
<S> <C> <C>
Apartment buildings $ 77,245,362 $ 77,245,362
Equipment 4,937,209 4,937,209
Land 17,147,732 17,147,732
Land held for lease 3,891,758 3,891,758
----------- -----------
103,222,061 103,222,061
Allowance for impairment of assets (1,412,660) (1,412,660)
----------- -----------
101,809,401 101,809,401
Less: Accumulated depreciation (28,676,209) (27,968,156)
----------- -----------
$ 73,133,192 $ 73,841,245
----------- -----------
----------- -----------
</TABLE>
Due to uncertainties regarding the amount to be recovered through future
cash flows from operations and proceeds from dispositions, Land/Lease
rentals of $105,000 for the three months ended March 31, 1995, were
accounted for as a recovery of the recorded carrying amounts rather than as
revenue. Based on current market conditions, it is not anticipated that
further reductions in the carrying value of the Land/Lease will be required
in 1996.
8
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NOTE C - RELATED PARTY TRANSACTIONS
Set forth below are the fees and other amounts relating to transactions
between the Partnership and the General Partners and their affiliates for
the three months ended March 31, 1996 and 1995.
<TABLE>
<CAPTION>
1996 1995
-----------------------
<S> <C> <C>
Expensed to the General Partners:
Supervisory management fee $ 74,952 $ 70,853
Special distribution 63,202 59,103
Administrative expense reimbursements 11,750 11,750
------- -------
$149,904 $151,464
------- -------
------- -------
Expensed to A.G. Spanos Management, Inc.:
Property management fees $111,963 $105,078
------- -------
------- -------
Accrued to the Partnership:
Ground rent on Land/Leases $165,000 $165,000
------- -------
------- -------
</TABLE>
Accruals of $149,904 and $148,558 for the supervisory management fee,
special distribution and administrative expense reimbursements and $35,468
and $38,771 for property management fees were outstanding at March 31, 1996
and December 31, 1995, respectively. Ground rent of $328,476 was
receivable from affiliates of the Spanos General Partner at March 31, 1996
and December 31, 1995. General Partners' capital account deficit for
financial accounting purposes exceeds the amount the General Partners would
be obligated to restore if the Partnership were to dissolve.
Prudential Securities Incorporated ("PSI"), an affiliate of the Bache
General Partner, owned 1,920 Units at March 31, 1996.
9
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NOTE D - CONTINGENCIES
On or about October 18, 1993 a putative class action, captioned Kinnes et
al. v. Prudential Securities Group Inc. et al. (93 Civ. 654) was filed in
the United States District Court for the District of Arizona, purportedly
on behalf of investors in the Partnership against the Partnership, the
Bache General Partner, PSI and a number of other defendants. On or about
November 16, 1993, a putative class action captioned Connelly et al. v.
Prudential-Bache Securities Inc. et al. (93 Civ. 713) was filed in the
United States District Court for the District of Arizona, purportedly on
behalf of investors in the Partnership against the Partnership, the Bache
General Partner, PSI and a number of other defendants. On or about
November 9, 1993, a putative class action entitled Bottner v. A.G. Spanos
Residential Partners-86 et al. (93 Civ. 7708) was filed in the United
States District Court for the Southern District of New York, purportedly on
behalf of investors in the Partnership against the General Partners, PSI,
Prudential Insurance Company of America and certain of their affiliates and
officers.
On or about May 11, 1994 a policyholder derivative action and putative
class action, captioned Romano et al. v. The Prudential Insurance Company
of America and Prudential Securities Incorporated (94 Civ. 3527), was filed
in the United States District Court for the Southern District of New York,
purportedly on behalf of policyholders of The Prudential Insurance Company
of America ("The Prudential") against The Prudential and PSI as nominal
defendants and against certain officers of The Prudential and its
affiliates, including the present and former chief executive officers of
PSI, and present and former members of The Prudential's board of directors,
the Spanos General Partner and certain of its affiliates as defendants. In
substance the suit alleged that the wrongful acts of the defendants
(essentially the same conspiracy regarding the sales of limited partnership
interests alleged in the consolidated complaint discussed below) have
resulted in substantial losses to PSI as a consequence of fines and
litigation settlements. Because PSI is a wholly owned subsidiary of The
Prudential, its losses allegedly diminished the value of plaintiffs'
interests in The Prudential as policyholders. The complaint contains counts
based upon RICO, intentional and negligent misrepresentation, and unjust
enrichment. Plaintiffs sought unspecified compensatory, general,
consequential, incidental and punitive damages as well as interest, costs
and attorneys' fees. A motion to dismiss the case was filed January 20,
1995 on behalf of The Prudential and the outside directors.
10
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On or about February 13, 1995 an individual action, captioned Estate of
Jean Adams v. Prudential Securities, Inc. et al. (Case No. 1995 CV 00265)
was filed in the Court of Common Pleas in Stark County, Ohio against PSI,
The Prudential, the General Partners, the Partnership and affiliates of the
Spanos General Partner. The action was removed to the United States
District Court for the Northern District of Ohio (Eastern Division) on
March 15, 1995. Plaintiff alleged misrepresentations, breach of fiduciary
duties and civil conspiracy by defendants in connection with the sale of
units of the Partnership. Plaintiff sought unspecified damages, including
punitive damages.
By order of the Judicial Panel on Multidistrict Litigation dated April 14,
1994, the Kinnes and Bottner cases, by order dated June 8, 1994, the
Connelly case, by order dated June 27, 1994, the Romano case, and by order
dated April 7, 1995, the Adams case, were transferred to a single judge of
the United States District Court for the Southern District of New York and,
except for Romano, consolidated for pretrial proceedings under the caption
In re Prudential Securities Incorporated Limited Partnerships Litigation
(MDL Docket 1005). The Romano case was coordinated for pretrial discovery
purposes. On June 8, 1994, plaintiffs in the transferred cases filed a
complaint that consolidated the previously filed complaints and named as
defendants, among others, PSI, certain of its present and former employees
and the General Partners. The Partnership is not named a defendant in the
consolidated complaint, but the name of the Partnership is listed as being
among the limited partnerships at issue in the case. The consolidated
complaint alleges violations of the federal and New Jersey Racketeer
Influenced and Corrupt Organizations Act ("RICO") statutes, fraud,
negligent misrepresentation, breach of fiduciary duties, breach of third-
party beneficiary contracts and breach of implied covenants in connection
with the marketing and sales of limited partnership interests. Plaintiffs
request relief in the nature of rescission of the purchase of securities
and recovery of all consideration and expenses in connection therewith, as
well as compensation for lost use of money invested less cash
distributions; compensatory damages; consequential damages; treble damages
for defendants' RICO violations (both federal and New Jersey); general
damages for all injuries resulting from negligence, fraud, breaches of
contract, and breaches of duty in an amount to be determined at trial;
disgorgement and restitution of all earnings, profits, benefits, and
compensation received by defendants as a result of their unlawful acts; and
costs and disbursements of the action. On November 28, 1994 the transferee
court deemed each of the complaints in the constituent actions (including
Kinnes and Bottner) amended to conform to the allegations of the
11
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consolidated complaint. On August 9, 1995 the Bache General Partner, PSI
and other Prudential defendants entered into a Stipulation and Agreement of
Partial Compromise and Settlement with legal counsel representing
plaintiffs in the consolidated actions. The court preliminarily approved
the settlement agreement by order dated August 29, 1995 and, following a
hearing held November 17, 1995, found that the agreement was fair,
reasonable, adequate and in the best interests of the plaintiff class. The
court gave final approval to the settlement, certified a class of
purchasers of specific limited partnerships, including the Partnership,
released all settled claims by members of the class against the PSI
settling defendants and permanently barred and enjoined class members from
instituting, commencing or prosecuting any settled claim against the
released parties. The full amount due under the settlement agreement has
been paid. The consolidated action remains pending against the Spanos
General Partner and certain of its affiliates. Because the Prudential
settlement did not include the Romano action, that case is still pending
against all defendants. Although the order approving the partial
settlement agreement dismissed the consolidated complaint on the merits and
with prejudice as against the PSI settling defendants, it expressly
continued the action against all nonsettling defendants, including the
Spanos General Partner, and preserved all claims against them. The
Partnership is not named a defendant in the consolidated complaint and the
action is not expected to have a material effect on the Partnership's
financial condition; accordingly, no provision for any loss that may result
upon resolution of this matter has been made in the accompanying financial
statements.
On or about April 15, 1994 a multiparty petition entitled Schreiber, et al.
v. Prudential Securities, Inc., et al. (Cause No. 94-17696) was filed in
the 189th Judicial District Court of Harris County, Texas, purportedly on
behalf of investors in the Partnership against the Partnership, the General
Partners, PSI, The Prudential Insurance Company of America and a number of
other defendants. The Petition alleges common law fraud, fraud in the
inducement and negligent misrepresentation in connection with the offering
of limited partnership interests and negligence, breach of fiduciary duty,
civil conspiracy, and violations of the federal Securities Act of 1933
(sections 11 and 12) and of the Texas Securities and Deceptive Trade
Practices statutes. The suit seeks, among other things, compensatory and
punitive damages, costs and attorney's fees. The ultimate outcome of this
action as well as the impact on the Partnership cannot presently be
determined. Accordingly, no provision for any loss that may result upon
resolution of this matter has been made in the accompanying financial
statements. The General Partners, PSI and the Partnership, where
applicable, believe they have meritorious defenses to this complaint and
intend to vigorously defend themselves in this action.
12
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NOTE E - SUBSEQUENT EVENT
During May 1996, the Partnership paid first quarter cash distributions of
$404,125 and $8,248, respectively to the Unitholders and the General
Partners. Distributions were accrued at March 31, 1996 and are included in
accounts payable.
13
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Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations
Capital Resources and Liquidity
The Partnership had cash of $4,185,000 at March 31, 1996. There are no
proposed programs for renovation, improvement or development of the
Properties other than maintenance and repairs in the ordinary course which
will be paid from operations, and the Partnership's liquidity position is
considered satisfactory.
The Partnership's operating activities provided cash of $612,000 in the
first three months of 1996, of which $283,000 was applied to scheduled
principal amortization on the Partnership's mortgage debt, and the balance
was paid in cash distributions. Total distributions for the first quarter
were $412,000, of which $83,000 was paid from previously retained cash from
operating activities. Reported net cash from investing activities declined
(and reported Land/lease rentals from affiliates on the statements of
operations increased) for the first three months of 1996 because the
land/lease payments are no longer accounted for as a recovery of recorded
carrying amount, as described in Note B to the financial statements. Cash
flows from financing activities reflects the maturity of the $8,882,000
balance of the Mission Trails mortgage with the proceeds from a new
$9,000,000 mortgage from another lender. Scheduled principal amortization
increased this year, reflecting the fact that the principal portion of the
monthly mortgage payments increases over time.
Results of Operations
Apartment project rental revenue was $3,748,000 for the first three months
of 1996, an increase of 5.8% compared to the same period last year.
Revenue increased at six of the seven Apartment Projects, principally as a
result of increased effective rental rates. Revenue at Le Parc was down
slightly from the first three months of 1995. Average occupancy was 94.3%
for the first three months of 1996 compared to 92.6% for the first three
months of 1995.
Property operating expenses increased $72,000 over the first three months
of 1995. All of the increase was attributable to increased major repairs
(i.e., exterior painting, asphalt work and other expensive repairs that do
not recur on an annual basis), which were $126,000 for the first three
months of 1996 compared to $53,000 for the first three months of 1995.
14
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Interest expense increased $174,000 compared to the first three months of
1995; however $127,000 relates to non-recurring charges for loan fees for
the Mission Trails refinancing ($60,000) and corrections to the lender's
prior year interest billings for Cypress Pointe and Comanche Place
($67,000). The balance of the increase reflects the higher interest rates
on the Casa de Fuentes, Comanche Place and Mission Trails mortgage loans.
15
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PART II. OTHER INFORMATION
Item 1. Legal Proceedings
This information is incorporated by reference to Note D to the financial
statements filed herewith in Item 1 of Part I of the Partnership's
Quarterly Report.
Item 2. Changes in Securities
(None)
Item 3. Defaults Upon Senior Securities
(None)
Item 4. Submission of Matters to a Vote of Security Holders
(None)
Item 5. Other Information
(None)
Item 6. Exhibits and Reports on Form 8-K
Exhibits
4(a) Certificate of Limited Partnership of Registrant as filed
with the Secretary of State of Delaware, incorporated by
reference to Exhibit 4(a) to Amendment No. 1 to
Registration Statement on Form S-11, File No. 33-9139,
filed with the Securities and Exchange Commission on
January 28, 1987.
4(b) Amendment to Certificate of Limited Partnership of
Registrant as filed with the Secretary of State of
Delaware, incorporated by reference to Exhibit 4(b) to
Amendment No. 2 to Registration Statement on Form S-11,
File No. 33-9139, filed with the Securities and Exchange
Commission on February 20, 1987.
4(c) Amended and Restated Agreement of Limited Partnership of
Registrant, incorporated by reference to Exhibit 4(c) to
Amendment No. 2 to Registration Statement on Form S-11,
File No. 33-9139, filed with the Securities and Exchange
Commission on February 20, 1987.
16
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4(d) Amendments No. 1 through 6 dated June 3, July 2, August 3
and 20, September 10 and October 2, 1987, respectively, to
the Amended and Restated Agreement of Limited Partnership
of Registrant, incorporated by reference to Exhibit 4(d)
to Post-Effective Amendment No. 1 to Registration
Statement on Form S-11, File No. 33-9139, filed with the
Securities and Exchange Commission on November 12, 1987.
4(e) Amendments No. 7 through 13 dated December 4 and 18, 1987
and February 1, March 8 and 25, April 27 and August 12,
1988, respectively, to the Amended and Restated Agreement
of Limited Partnership of Registrant, incorporated by
reference to Exhibit 4(e) of the Annual Report on Form
10-K dated December 31, 1988, File No. 33-9139.
Reports on Form 8-K
(None)
17
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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.
PRUDENTIAL-BACHE/A.G. SPANOS GENESIS INCOME PARTNERS, L.P., I (Registrant)
By: A.G. Spanos Residential Partners-86, General Partner
By: AGS Financial Corporation, a general partner
By: /s/Arthur J. Cole Date: May 14, 1996
---------------------------------
Arthur J. Cole
President and Chief Accounting Officer
By: A.G. Spanos Realty, Inc., a general partner
By: /s/Arthur J. Cole Date: May 14, 1996
---------------------------------
Arthur J. Cole
Vice President and Chief Accounting Officer
18
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND> The Schedule contains summary financial
information extracted from the financial
statements for Prudential-Bache/A.G. Spanos
Genesis Income Partners L.P., I, and is
qualified entirely by reference to such
financial statements.
</LEGEND>
<RESTATED>
<CIK> 000803399
<NAME> Prudential-Bache/AG Spanos Genesis Income Partners LP I
<MULTIPLIER> 1
<FISCAL-YEAR-END> Dec-31-1996
<PERIOD-START> Jan-1-1996
<PERIOD-END> Mar-31-1996
<PERIOD-TYPE> 3-Mos
<CASH> 4185346
<SECURITIES> 0
<RECEIVABLES> 422374
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 4607720
<PP&E> 101809401
<DEPRECIATION> 28676209
<TOTAL-ASSETS> 77740912
<CURRENT-LIABILITIES> 2409377
<BONDS> 59599668
0
0
<COMMON> 0
<OTHER-SE> 15731867
<TOTAL-LIABILITY-AND-EQUITY> 77740912
<SALES> 3912591
<TOTAL-REVENUES> 3949419
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 2742413
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 1344253
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (137247)
<EPS-PRIMARY> (2.08)
<EPS-DILUTED> 0
</TABLE>
