<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
------------
FORM 10-Q
QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
----------------------------------------------------------------------
For Quarter Ended September 30, 1999 Commission File Number 0-17808
NEW ENGLAND PENSION PROPERTIES V;
A REAL ESTATE LIMITED PARTNERSHIP
(Exact name of registrant as specified in its charter)
Massachusetts 04-2940131
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
225 Franklin Street, 25th Fl.
Boston, Massachusetts 02110
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code:
(617) 261-9000
- ------------------------------------------------------------------------
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 twelve (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>
NEW ENGLAND PENSION PROPERTIES V;
A REAL ESTATE LIMITED PARTNERSHIP
FORM 10-Q
FOR QUARTER ENDED SEPTEMBER 30, 1999
PART I
FINANCIAL INFORMATION
---------------------
<PAGE>
NEW ENGLAND PENSION PROPERTIES V;
A REAL ESTATE LIMITED PARTNERSHIP
BALANCE SHEETS
<TABLE>
<CAPTION>
September 30, 1999 December 31, 1998
(Unaudited) (Audited)
------------------ -----------------
<S> <C> <C>
ASSETS
Real estate investments:
Property, net $ 8,887,268 $ 27,181,777
Joint venture -- 4,843,933
------------ ------------
8,887,268 32,025,710
Property, held for disposition, net 1,491,742 1,491,742
Joint venture, held for disposition, net 4,938,566 --
Cash and cash equivalents 6,161,741 7,220,155
------------ ------------
$ 21,479,317 $ 40,737,607
============ ============
LIABILITIES AND PARTNERS' CAPITAL
Accounts payable $ 132,775 $ 122,505
Accrued management fee 23,617 36,391
Deferred management and
disposition fees 1,731,932 1,251,998
------------ ------------
Total liabilities 1,888,324 1,410,894
------------ ------------
Commitments to fund real estate
investments
Partners' capital (deficit):
Limited partners ($367 and $616 per
unit, respectively; 160,000 units
authorized, 82,228
units issued and outstanding) 19,611,434 39,354,545
General partners (20,441) (27,832)
------------ ------------
Total partners' capital 19,590,993 39,326,713
------------ ------------
$ 21,479,317 $ 40,737,607
============ ============
</TABLE>
(See accompanying notes to unaudited financial statements)
<PAGE>
NEW ENGLAND PENSION PROPERTIES V;
A REAL ESTATE LIMITED PARTNERSHIP
STATEMENTS OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended Three Months Ended Nine Months Ended
September 30, 1999 September 30, 1999 September 30, 1998 September 30, 1998
------------------ ------------------ ------------------ ------------------
INVESTMENT ACTIVITY
<S> <C> <C> <C> <C>
Property rentals $ 239,544 $ 2,183,952 $ 1,124,521 $ 3,138,321
Interest income on loan to ground lessor 33,533 101,365 36,007 107,897
Property operating expenses (216,052) (715,773) (268,611) (749,331)
Ground rent expense (97,500) (292,500) (97,500) (292,500)
Depreciation and amortization (131,000) (616,180) (253,160) (726,453)
----------- ----------- ----------- -----------
(171,475) 660,864 541,257 1,477,934
Joint venture earnings 184,576 403,528 112,801 312,235
----------- ----------- ----------- -----------
Total real estate operations 13,101 1,064,392 654,058 1,790,169
Gain on sale of wholly-owned properties 3,367,372 3,475,077 -- --
----------- ----------- ----------- -----------
Total real estate activity 3,380,473 4,539,469 654,058 1,790,169
Interest on cash equivalents
and short term investments 128,911 316,967 125,006 393,077
----------- ----------- ----------- -----------
Total investment activity 3,509,384 4,856,436 779,064 2,183,246
----------- ----------- ----------- -----------
Portfolio Expenses
Management fee 47,234 329,405 182,603 328,357
General and administrative 61,880 199,019 55,052 196,690
----------- ----------- ----------- -----------
109,114 528,424 237,655 525,047
----------- ----------- ----------- -----------
Net Income $ 3,400,270 $ 4,328,012 $ 541,409 $ 1,658,199
=========== =========== =========== ===========
Net income per weighted average
limited partnership unit $ 40.94 $ 52.11 $ 6.51 $ 19.94
=========== =========== =========== ===========
Cash distributions per
limited partnership unit
outstanding for the entire
period $ 273.34 $ 292.21 $ 8.86 $ 29.41
=========== =========== =========== ===========
Weighted average number of limited
partnership units outstanding during
the period 82,228 82,228 82,336 82,336
=========== =========== =========== ===========
</TABLE>
(See accompanying notes to unaudited financial statements)
<PAGE>
NEW ENGLAND PENSION PROPERTIES V;
A REAL ESTATE LIMITED PARTNERSHIP
STATEMENTS OF PARTNERS' CAPITAL (DEFICIT)
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended Three Months Ended Nine Months Ended
September 30, 1999 September 30, 1999 September 30, 1998 September 30, 1998
--------------------- --------------------- ----------------------- ---------------------
General Limited General Limited General Limited General Limited
Partners Partners Partners Partners Partners Partners Partners Partners
-------- -------- -------- -------- -------- -------- -------- --------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Balance at
beginning of
period $(34,228) $ 38,721,368 $(27,832) $ 39,354,545 $(12,586) $ 40,925,574 $ (6,663) $ 41,511,957
Repurchase of
limited partnership
units -- -- -- -- -- (61,776) -- (61,776)
Cash
distributions (20,216) (22,476,201) (35,889) (24,027,843) (7,369) (729,497) (24,460) (2,421,502)
Net income 34,003 3,366,267 43,280 4,284,732 5,414 535,995 16,582 1,641,617
-------- ------------ -------- ------------ -------- ------------ -------- ------------
Balance at
end of period $(20,441) $ 19,611,434 $(20,441) $ 19,611,434 $(14,541) $ 40,670,296 $(14,541) $ 40,670,296
======== ============ ======== ============ ======== ============ ======== ============
</TABLE>
(See accompanying notes to unaudited financial statements)
<PAGE>
NEW ENGLAND PENSION PROPERTIES V;
A REAL ESTATE LIMITED PARTNERSHIP
SUMMARIZED STATEMENTS OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
Nine Months Ended September 30,
---------------------------------
1999 1998
------------ -----------
<S> <C> <C>
Net cash provided by operating activities $ 1,659,957 $ 2,265,496
------------ -----------
Cash flows from investing activities:
Deferred disposition fees 650,100 --
Investment in property (8,717) (1,280,615)
Decrease in short-term investments, net -- 4,297,813
Repayment received on loan to ground lessor 59,042 54,112
Net proceeds from sale of property 20,644,936 --
------------ -----------
Net cash provided by
investing activities 21,345,361 3,071,310
------------ -----------
Cash flows from financing activities:
Distributions to partners (24,063,732) (2,445,962)
Repurchase of limited partnership
units -- (61,776)
------------ -----------
Net cash used in financing
activities (24,063,732) (2,507,738)
------------ -----------
Net increase (decrease) in cash
and cash equivalents (1,058,414) 2,829,068
Cash and cash equivalents:
Beginning of period 7,220,155 6,303,386
------------ -----------
End of period $ 6,161,741 $ 9,132,454
============ ===========
</TABLE>
(See accompanying notes to unaudited financial statements)
<PAGE>
NEW ENGLAND PENSION PROPERTIES V;
A REAL ESTATE LIMITED PARTNERSHIP
NOTES TO FINANCIAL STATEMENTS (Unaudited)
In the opinion of management, the accompanying unaudited financial
statements contain all adjustments necessary to present fairly the Partnership's
financial position as of September 30, 1999 and December 31, 1998 and the
results of its operations, its cash flows and partners' capital (deficit) for
the three and nine month periods ended September 30, 1999 and 1998. These
adjustments are of a normal recurring nature.
See notes to financial statements included in the Partnership's 1998 Annual
Report on Form 10-K for additional information relating to the Partnership's
financial statements.
NOTE 1 - ORGANIZATION AND BUSINESS
- ----------------------------------
New England Pension Properties V; A Real Estate Limited Partnership (the
"Partnership") is a Massachusetts limited partnership organized for the purpose
of investing primarily in newly constructed and existing income producing real
properties. It primarily serves as an investment for qualified pension and
profit sharing plans and other entities intended to be exempt from federal
income tax. The Partnership commenced operations in May 1987 and acquired the
three real estate investments it currently owns prior to the end of 1989. The
Partnership intends to dispose of its investments within eight to twelve years
of their acquisition, and then liquidate. The Partnership has engaged AEW Real
Estate Advisors, Inc. (the "Advisor") to provide asset management services.
The Partnership maintained a repurchase fund for the purpose of
repurchasing limited partnership units. Two percent of cash flow, as defined,
was designated for this fund which had a balance of $124,302 at December 31,
1998. In accordance with the Partnership Agreement, any amounts in this fund
after December 31, 1998 were placed in Partnership reserves.
<PAGE>
NEW ENGLAND PENSION PROPERTIES V;
A REAL ESTATE LIMITED PARTNERSHIP
NOTE 2 - REAL ESTATE JOINT VENTURES
- -----------------------------------
The following summarized financial information is presented for the
Partnership's last remaining joint venture:
Assets and Liabilities
----------------------
<TABLE>
<CAPTION>
September 30, 1999 December 31, 1998
------------------ -----------------
<S> <C> <C>
Assets
Real property, at cost less
accumulated depreciation
of $1,829,627 $ -- $15,881,624
Other -- 742,813
Joint venture held for disposition, net 16,674,900 --
----------- -----------
16,674,900 16,624,437
Liabilities -- 264,579
----------- -----------
Net Assets $16,674,900 $16,359,858
=========== ===========
</TABLE>
Results of Operations
---------------------
<TABLE>
<CAPTION>
Nine Months Ended September 30,
-------------------------------
1999 1998
---------- ----------
<S> <C> <C>
Revenue
Rental income $1,902,873 $1,569,287
---------- ----------
1,902,873 1,569,287
---------- ----------
Expenses
Operating expenses 386,406 352,141
Depreciation and amortization 193,425 193,425
---------- ----------
579,831 545,566
---------- ----------
Net income $1,323,042 $1,023,721
========== ==========
</TABLE>
Liabilities and expenses exclude amounts owed and attributable to the
Partnership and its affiliate on behalf of their financing arrangements with the
joint venture.
In November 1999, a Purchase and Sale agreement was executed to sell the
Columbia Gateway Corporate Park. Although there can be no assurance that this
sale will occur, it is expected to be concluded during the first quarter of
2000. This investment has been classified as Joint Venture Held for Disposition
at September 30, 1999. Earnings recognized by the Partnership from this joint
venture for the three and nine month periods ended September 30, 1999 were
$184,576 and $403,528, respectively.
<PAGE>
NEW ENGLAND PENSION PROPERTIES V;
A REAL ESTATE LIMITED PARTNERSHIP
NOTE 3 - PROPERTY
- -----------------
During the first quarter of 1999, the Puente Street investment was offered
for sale with Dahlia and two other properties owned by affiliated Partnerships.
After a competitive bidding process, Puente Street and one other of the
affiliated Partnership properties, were sold to a single buyer on June 25, 1999.
Gross sale proceeds from Puente Street were $11,770,000. The buyer had been
employed by the Partnership as the property manager for this property at the
time of the sale. The Partnership received net proceeds of $11,564,653 and
recognized a gain of $104,973 ($1.26 per limited partnership unit). A
disposition fee of $353,100 was accrued but not paid to the Advisor. On July
29, 1999, the Partnership made a capital distribution of $11,018,552 ($134 per
limited partnership unit) from the proceeds. In addition, a portion of the
proceeds was used to pay previously accrued but deferred management fees of
$234,897 to the Advisor.
The Dahlia investment was sold on August 27, 1999 for a gross sales price
of $9,900,000 to an unaffiliated third party. The Partnership received net
proceeds of $9,730,383 and recognized a gain of $3,370,104 ($40.58 per limited
partnership unit). A disposition fee of $297,000 was accrued but not paid to
the Advisor. On October 28, 1999, the Partnership made a capital distribution
of $9,456,220 ($115.00 per limited partnership unit) from the proceeds.
In early November 1998, a Purchase and Sale Agreement was executed by the
Partnership to sell the Waters Landing II investment. Although there can be no
assurance that this sale will occur, it is expected to be concluded during the
first quarter of 2000. This investment is classified as Property Held for
Disposition on the Balance Sheet.
The following is a summary of the Partnership's investments in property
(two at September 30, 1999 and four at December 31, 1998):
<TABLE>
<CAPTION>
September 30, 1999 December 31, 1998
------------------ -----------------
<S> <C> <C>
Land $ -- $ 5,953,466
Building and improvements 8,461,090 24,964,136
Accumulated depreciation (1,556,345) (3,664,791)
Investment valuation allowance -- (3,500,000)
Loan to ground lessor 1,465,874 1,524,916
Lease commissions and other
assets, net 268,379 1,576,883
Accounts receivable 402,238 551,538
Accounts payable (153,968) (224,371)
Property held for disposition 1,491,742 1,491,742
------------ ------------
$ 10,379,010 $ 28,673,519
============ ============
</TABLE>
At June 30, 1999, a reclassification adjustment was made between the "Land"
and "Investment valuation allowance" line items above from December 31, 1998.
<PAGE>
NEW ENGLAND PENSION PROPERTIES V;
A REAL ESTATE LIMITED PARTNERSHIP
NOTE 4 - SUBSEQUENT EVENT
- -------------------------
Distributions of cash from operations relating to the quarter ended
September 30, 1999 were made on October 28, 1999 in the aggregate amount of
$477,587 ($5.75 per limited partnership unit).
<PAGE>
NEW ENGLAND PENSION PROPERTIES V;
A REAL ESTATE LIMITED PARTNERSHIP
Management's Discussion and Analysis of Financial Condition and Results of
Operations
Liquidity and Capital Resources
- -------------------------------
The Partnership completed its offering of limited partnership units in
December 1988. A total of 83,291 units were sold. The Partnership received
proceeds of $74,895,253, net of selling commissions and other offering costs,
which have been used for investment in real estate, for the payment of related
acquisition costs and for working capital reserves. The Partnership made nine
real estate investments, six of which have been sold: two in 1994, two in 1997
and two in 1999. As a result of the sales, capital of $41,102,296 has been
returned to the limited partners through September 30, 1999. The adjusted
capital contribution was reduced from $1,000 to $952 per unit in 1994, to $924
in 1995, to $616 in 1997 and to $367 in 1999.
At September 30, 1999, the Partnership had $6,161,741 in cash and cash
equivalents, of which $477,587 was used for operating cash distributions to
partners on October 28, 1999. The remainder of cash and cash equivalents will
be used to complete the funding of real estate investments or be retained as
working capital reserves. The source of future liquidity and cash distributions
to partners will be cash generated by the Partnership's invested cash and cash
equivalents and real estate investments. Distributions of cash from operations
relating to the first two quarters of 1999 were made at the annualized rate of
6.50% on the adjusted capital contribution of $616. Distributions of cash from
operations relating to the third quarter of 1999 were made at the annualized
rate of 4.50% on the weighted average adjusted capital contribution of $511.53.
The third quarter rate decrease was a result of the sales of Puente Street and
Dahlia and the consequent reduction in cash flow. Distributions of cash from
operations relating to the first three quarters of 1998 were made at the
annualized rate of 5.75% on the adjusted capital contribution of $616. The
distribution rate increased for the first and second quarters of 1999 due to the
increase in operational cash flow from properties during such quarters.
The Partnership maintained a fund for the purpose of repurchasing limited
partnership units pursuant to the terms and conditions set forth in the
Partnership Agreement. Two percent of cash flow, as defined, was designated for
this fund which had a balance of $124,302 at December 31, 1998. In accordance
with the Partnership Agreement, any amounts in this fund after December 31, 1998
were placed in Partnership reserves. Through December 31, 1998, the Partnership
had repurchased and retired 1,063 limited partnership units for an aggregate
cost of $942,188.
The carrying value of real estate investments in the financial statements
is at depreciated cost, or if the investment's carrying value is determined not
to be recoverable through expected undiscounted future cash flows, the carrying
value is reduced to estimated fair market value. The fair market value of such
investments is further reduced by the estimated cost of sale for properties held
for sale. Carrying value may be greater or less than current appraised value.
At September 30, 1999, the appraised values of the investments exceeded their
related carrying values by an aggregate of approximately $1,243,000. The
current appraised value of real estate investments has been estimated by the
managing general partner and is generally based on a combination of traditional
appraisal approaches performed by the Advisor and independent appraisers.
Because of the subjectivity inherent in the valuation process, the estimated
current appraised value may differ significantly from that which could be
realized if the real estate were actually offered for sale in the marketplace.
<PAGE>
NEW ENGLAND PENSION PROPERTIES V;
A REAL ESTATE LIMITED PARTNERSHIP
Year 2000 Readiness Disclosure
- ------------------------------
The Year 2000 Issue is a result of computer programs being written using
two digits rather than four to define the applicable year. Computer programs
that have date-sensitive software may recognize a date using "00" as the year
1900 rather than the year 2000. This could result in a system failure or
miscalculations causing disruptions of operations, including, among other
things, a temporary inability to process transactions or engage in normal
business operations.
The Partnership relies on AEW Capital Management L.P. ("AEW Capital
Management"), the parent of AEW Real Estate Advisors, Inc., to generate
financial information and to provide other services which are dependent on the
use of computers. The Partnership has obtained assurances from AEW Capital
Management that:
-- AEW Capital Management has developed a Year 2000 Plan (the "Plan")
consisting of five phases: inventory, assessment, testing,
remediation/repair and certification.
-- As of September 30, 1998, AEW Capital Management had completed the
inventory and assessment phases of this Plan and had commenced the
testing and remediation/repair of internal systems.
-- AEW Capital Management concluded the internal testing,
remediation/repair and certifications of its Plan in June 1999.
-- AEW Capital Management successfully participated in industry-wide
testing in August 1999.
-- AEW Capital Management believes it is ready for Year 2000. AEW Capital
Management has advised the Partnership that being ready means that AEW
Capital Management has tested its internal mission critical systems
and software applications, and based upon testing conducted, AEW
Capital Management believes that such systems and applications are
prepared to process dates correctly through the Year 2000.
Based upon these assurances, the Partnership has determined that it is not
necessary for it to develop a Year 2000 contingency plan.
The Partnership also relies on joint venture partners and/or property
managers to supply financial and other data with respect to its real properties.
The Partnership is in the process of surveying these third party providers and
assessing their compliance with Year 2000 requirements. To date, the
Partnership is not aware of any problems that would materially impact its
results of operations, liquidity or capital resources. However, the Partnership
has not yet obtained written assurances that these providers would be Year 2000
compliant.
The inability of one of these providers to complete its Year 2000
resolution process could materially impact the Partnership. In addition, the
Partnership is also subject to external forces that might generally affect
industry and commerce, such as utility or transportation company Year 2000
compliance failures and related service interruptions. Given the nature of its
operations, the Partnership will not incur any costs associated with Year 2000
compliance. All such costs are borne by AEW Capital Management and the property
managers.
Results of Operations
- ---------------------
Santa Rita Plaza and Waters Landing II are wholly-owned properties. Puente
Street and Dahlia, which were sold in June 1999 and August 1999, respectively,
were also wholly-owned properties. Columbia Gateway Corporate Park is
structured as a joint venture with an affiliate of the Partnership.
<PAGE>
NEW ENGLAND PENSION PROPERTIES V;
A REAL ESTATE LIMITED PARTNERSHIP
Operating Factors
In November 1999, a Purchase and Sale Agreement was executed by the
Partnership to sell the Columbia Gateway Corporate Park. Although there can be
no assurance that this sale will occur, it is anticipated to be concluded during
the first quarter of 2000. Occupancy at Columbia Gateway Corporate Park has been
100% since the first quarter of 1998.
The Dahlia investment was sold on August 27, 1999 and the Partnership
recognized a gain of $3,370,104. The property was 100% leased at the time of
sale.
During the three month period ended September 30, 1999, the Partnership
incurred additional expenses of $2,732 related to the June 1999 sale of Puente
Street, which subsequently reduced the overall gain to $104,973 for the nine
months ended September 30, 1999. The property was 100% leased at the time of
sale.
In November 1998, a Purchase and Sale Agreement was executed by the
Partnership to sell the Waters Landing II investment. Although there can be no
assurance that this sale will occur, it is anticipated to be concluded during
the first quarter of 2000.
Occupancy at Santa Rita Plaza during the third quarter of 1999 was 99%, up
slightly from 97% at September 30, 1998.
Investment Activity
Interest on cash equivalents and short-term investments for the three and
nine months ended September 30, 1999 was $128,911 and $316,967, respectively,
compared to $125,006 and $393,077 for the same periods in 1998. The three month
increase of $3,905 is due to the temporary investment of proceeds from the sale
of Dahlia in August 1999. The overall nine month decrease of $76,110 is due to
lower average investment balances as a result of both cash contributions to the
investments throughout 1998 and 1999 and the distribution of operational cash
reserves made in October 1998.
For the three and nine month periods ended September 30, 1999, real estate
operations were $13,101 and $1,064,392, respectively, compared to $654,058 and
$1,790,169 for the same periods in 1998. Both the three and nine month decreases
are a result of: 1) the sale of Puente Street in June 1999, 2) the sale of
Dahlia in August 1999, which resulted in the reversal of previously recognized
straight-line rental income and 3) an increase in operating expenses incurred at
the Santa Rita Plaza property for sidewalk repairs.
Cash flow from operations decreased by approximately $600,000 between the
first nine months of 1998 and 1999. This decrease is attributable to the
decrease in real estate operations, as discussed above.
Portfolio Expenses
The Partnership management fee is 9% of distributable cash flow from
operations after any increase or decrease in working capital reserves as
determined by the managing general partner. General and administrative expenses
consist primarily of real estate appraisal, printing, legal, accounting and
investor servicing fees.
The Partnership management fee remained stable for the comparative nine
month periods of 1998 and 1999. The comparative three month Partnership
management fee was higher in 1998 due to the timing of the distribution from
operational cash reserves. General and administrative expenses remained stable
for the comparative nine month periods of 1998 and 1999, while there was an
increase of $6,828, or 12%, between the comparable three month periods primarily
due to increases in investor servicing fees and out-of-pocket expenses due to
the sale of two assets in 1999, as discussed above.
<PAGE>
NEW ENGLAND PENSION PROPERTIES V;
A REAL ESTATE LIMITED PARTNERSHIP
FORM 10-Q
FOR QUARTER ENDED SEPTEMBER 30, 1999
PART II
OTHER INFORMATION
-------------------
Item 6. Exhibits and Reports on Form 8-K
a. Exhibits: (27) Financial Data Schedule
b. Reports on Form 8-K: During the quarter ended September
30, 1999, two current reports on Form 8-K were filed:
one on July 9, 1999 reporting on Item No. 2 (Acquisition
or Disposition of Assets) and Item No. 7 (Financial
Statements and Exhibits), relating in both cases to the
June 25, 1999 sale of Puente Street, the other on
September 10, 1999 reporting on Item No. 2 (Acquisition
or Disposition of Assets) and Item No. 7 (Financial
Statements and Exhibits), relating in both cases to the
August 27, 1999 sale of Dahlia.
<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.
NEW ENGLAND PENSION PROPERTIES V;
A REAL ESTATE LIMITED PARTNERSHIP
(Registrant)
November 12, 1999
/s/ Alison Husid Cutler
-------------------------------
Alison Husid Cutler
President, Chief Executive Officer
and Director of Managing General Partner,
Fifth Copley Corp.
November 12, 1999
/s/ Karin J. Lagerlund
--------------------------------
Karin J. Lagerlund
Principal Financial and Accounting
Officer of Managing General Partner,
Fifth Copley Corp.
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-END> SEP-30-1999
<CASH> 6,161,741
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 6,161,741
<PP&E> 15,317,576
<DEPRECIATION> 0
<TOTAL-ASSETS> 21,479,317
<CURRENT-LIABILITIES> 156,392
<BONDS> 1,731,932
0
0
<COMMON> 0
<OTHER-SE> 19,590,993
<TOTAL-LIABILITY-AND-EQUITY> 21,479,317
<SALES> 2,688,845
<TOTAL-REVENUES> 6,480,889
<CGS> 1,008,273
<TOTAL-COSTS> 1,008,273
<OTHER-EXPENSES> 1,144,604
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 4,328,012
<INCOME-TAX> 0
<INCOME-CONTINUING> 4,328,012
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 4,328,012
<EPS-BASIC> 52.11
<EPS-DILUTED> 52.11
</TABLE>
