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 September 30, 1995
OR
( ) TRANSITION REPORT PURSUANT TO SECTION 13
OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934
Commission file number: 0-17695
HealthCare Properties, L.P.
(Exact name of Registrant as specified in its charter)
Delaware
62-1317327
(State or other jurisdiction of
(I.R.S. Employer
incorporation or organization)
Identification Number)
14160 Dallas Parkway, Ste 300
Dallas, Texas 75240 (Address of principal
executive office)
(214) 770-5600
(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 at least the past 90 days. YES x NO
<PAGE>
PART I. FINANCIAL INFORMATION
<TABLE>
<CAPTION>
Item 1. Financial Statements
HEALTHCARE PROPERTIES, L.P.
(A Limited Partnership)
BALANCE SHEETS
September 30, 1995 December 31, 1994
ASSETS
<S> <C> <C>
Cash and cash equivalents $ 7,870,912 $ 5,606,274
Accounts receivable, less allowance
for doubtful accounts of $2,660,445
and $1,934,335 261,311 567,244
Prepaid Expenses and other 158,364 171,853
Deferred charges, less accumulated
amortization of $697,815 and
$837,348 650,383 873,363
Property and improvements, net 25,621,003 33,696,257
Total assets $ 34,561,973 $ 40,914,991
LIABILITIES AND PARTNERSHIP EQUITY
Accounts payable and accrued
expenses $ 1,570,364 $ 3,106,407
Operating facility accounts payable 76,425 362,967
Mortgage loans payable-in default 2,068,539 6,590,221
Mortgage loans payable 7,827,888 9,678,447
Total liabilities 11,543,216 19,738,042
Partnership equity - 4,172,457 and
4,172,457 Partnership units
outstanding 23,018,757 21,176,949
Total liabilities and equity $ 34,561,973 $ 40,914,991
See note to financial statements.
<PAGE>
</TABLE>
<TABLE>
<CAPTION>
HEALTHCARE PROPERTIES, L.P.
(A Limited Partnership)
STATEMENT OF OPERATIONS
Three months ended Three months
ended
September 30, 1995 September 30,
1994
Revenues:
<S> <C> <C>
Rental $ 1,237,352 $ 1,333,817
Net patient services 777,062 1,748,076
2,014,414 3,081,893
Expenses:
Facility operating expenses 867,094 1,883,479
Depreciation 402,157 475,917
Lease default expenses 112,419 58,532
Administrative and other 129,746 268,333
Bad debts 697,016 168,415
2,208,432 2,854,676
Income from operations (194,018) 227,217
Other Income (expense):
Gain on sale 363,785 0
Settlement income 0 560,000
Interest income 52,618 27,658
Interest expense (267,539) (412,110)
Amortization (38,572) (53,693)
110,292 121,855
Net Income (Loss) before
extraordinary item (83,726) 349,072
Extraordinary item-gain on
extinguishment of debt 2,006,309 0
Net Income $ 1,922,583
$ 349,072
NET INCOME PER UNIT $ .45 $ .08
WEIGHTED AVERAGE
NUMBER OF UNITS 4,172,457 4,172,457
See note to financial statements.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
HEALTHCARE PROPERTIES, L.P.
(A Limited Partnership)
STATEMENT OF OPERATIONS
Nine months ended Nine months
ended
September 30, 1995 September 30,
1994
Revenues:
<S> <C> <C>
Rental $ 3,893,335 $ 3,957,889
Net patient services 3,027,937 5,174,528
6,921,272 9,132,417
Expenses:
Facility operating expenses 2,870,603 5,412,160
Depreciation 1,351,858 1,424,009
Lease default expenses 243,730 171,125
Administrative and other 857,971 863,585
Bad debts 1,033,845 505,244
6,358,007 8,376,123
Income from operations 563,265 756,294
Other Income (expense):
Gain on sale 363,785 0
Settlement income 0 560,000
Interest income 130,836 74,327
Interest expenses (1,087,453) (1,233,459)
Amortization (134,934) (153,167)
(727,766) (752,299)
Net Income (loss) before
extraordinary item (164,501) 3,995
Extraordinary item-gain on
extinguishment of debt 2,006,309 0
Net income $ 1,841,808 $ 3,995
NET INCOME PER UNIT $ .43 $ 0
WEIGHTED AVERAGE
NUMBER OF UNITS 4,172,457 4,172,457
See note to financial statements.
<PAGE>
</TABLE>
<TABLE>
<CAPTION>
HEALTHCARE PROPERTIES, L.P.
(A Limited Partnership)
STATEMENTS OF PARTNERSHIP EQUITY (DEFICIT)
Limited General
Partners Partners Total
Allocation of Net Earnings
<C> <C> <C> <C>
(Loss) 98% 2% 100%
EQUITY (DEFICIT) at
December 31, 1994 $ 21,489,281 $ (312,332) $ 21,176,949
Net Loss (99,686) (2,034) (101,720)
EQUITY (DEFICIT) at
March 31, 1995 21,389,595 (314,366) 21,075,229
Net Income 20,526 419 20,945
EQUITY (DEFICIT) at
June 30, 1995 21,410,121 (313,947) 21,096,174
Net Income 1,884,131 38,452 1,922,583
EQUITY (DEFICIT) at
September 30, 1995 $ 23,294,252 $ (275,495) $ 23,018,757
See note to financial statements.
<PAGE>
</TABLE>
<TABLE>
<CAPTION>
HEALTHCARE PROPERTIES, L.P.
(A Limited Partnership)
STATEMENTS OF CASH FLOWS
Nine months ended Nine months ended
September 30, 1995 September 30, 1994
CASH FLOWS FROM OPERATING ACTIVITIES:
<S> <C> <C>
Net Income $ 1,841,808 $ 3,995
Adjustments to reconcile net income to
net cash provided by operating activities:
Gain on extinguishment of debt (2,006,309) 0
Gain on sale (363,785) 0
Bad debts 1,033,845 505,244
Depreciation and amortization 1,486,792 1,577,176
Changes in assets and liabilities:
Accounts receivable (420,177)
(669,040)
Prepaid expenses 10,756 (1,317)
Deferred charges 0 (142,445)
Accounts payable &
accrued expenses (357,041) 331,543
NET CASH PROVIDED BY
OPERATING ACTIVITIES 1,225,889 1,605,156
CASH FLOWS FROM INVESTING ACTIVITIES:
Proceeds on sale of property 2,958,287 0
Purchases of property and improvement (760) (366,102)
Cash forfeiture on transfer of properties (68,219) 0
NET CASH PROVIDED (USED) IN
INVESTING ACTIVITIES 2,889,308 (366,102)
CASH FLOWS FROM FINANCING ACTIVITIES:
Payments on mortgage loans payable (1,850,559) (331,070)
NET CASH USED
FINANCING ACTIVITIES (1,850,559) (331,070)
NET INCREASE IN CASH
AND CASH EQUIVALENTS 2,264,638 907,984
CASH AND CASH EQUIVALENTS
Beginning of Period 5,606,274 4,230,611
CASH AND CASH EQUIVALENTS
End of Period $ 7,870,912 $ 5,138,595
See note to financial statements.
<PAGE>
</TABLE>
HEALTHCARE PROPERTIES, L.P.
(A Limited Partnership)
NOTE TO FINANCIAL STATEMENTS
Nine months ended September 30, 1995
(Unaudited)
A. ACCOUNTING POLICIES
The accompanying unaudited condensed financial statements
have been prepared in accordance with generally accepted
accounting principles for interim financial information and with
the instructions to Form 10-Q and Article 10 of Regulation S-X.
Accordingly, they do not include all of the information and
footnotes required by generally accepted accounting principles
for complete financial statements. In the opinion of management,
all adjustments (consisting of normal recurring accruals)
considered necessary have been included. Operating results are
not necessarily indicative of the results that may be expected
for the year ending December 31, 1995. The financial statements
should be read in conjunction with the consolidated financial
statements and the footnotes thereto included in Registrant's
annual report on Form 10-K for the year ended December 31, 1994.
B. TRANSACTIONS WITH THE GENERAL PARTNER AND AFFILIATES OF THE
GENERAL PARTNER
Effective July 1, 1993, Capital Realty Group Senior
Housing, Inc. ("CRGSH") replaced Jacques-Miller, Inc. and Jacques
and Associates, L.P. as the sole General Partner of the
Registrant.
Personnel working at the Property sites and certain home
office personnel who perform services for the Registrant are
employees as of February 1, 1995 of Capital Senior Living, Inc.
(CSL), an affiliate of CRGSH and prior to February 1, 1995 were
employees of CRGSH. The Registrant reimburses CRGSH or CSL for
the salaries, related benefits, and overhead reimbursements of
such personnel as reflected in the accompanying financial
statements. Reimbursements and fees paid to the general partner
and affiliates of the general partner are as follows:
Nine months ended Nine months ended
September 30, 1995 September 30, 1994
Salary and benefit reimbursements$ 1,865,718 $ 3,077,516
Administrative reimbursements 187,609 210,859
Asset management fees 530,518 542,402
Property management fees 209,134 333,239
General partner management fees 63,695 85,981
$ 2,856,674 $ 4,249,997
<PAGE>
C. VALUATION OF RENTAL PROPERTY
During 1991 and the first half of 1992, the Registrant
experienced defaults by the lessee/operators under eight of its
property leases. The result of these numerous defaults is that
many of the Registrant's leases have been restructured and a
number continue to be in default. Specifically, Countryside,
with a carrying value of $1,815,932 is in default on its mortgage
payments, and Cambridge, with a carrying value of $1,845,672, is
in default on its lease payments and its property taxes. The
Foothills property, with a carrying value of $2,122,179, was
deeded to the lender in lieu of foreclosure on July 19, 1995.
Diablo/Tamarack, with a carrying value of $2,071,332, was deeded
to the lender in lieu of foreclosure on August 1, 1995.
As a result of the market conditions in the real estate
industry and the historically unsatisfactory operating
performance of certain of the rental properties, the carrying
values of the Foothills, Countryside, and Diablo/Tamarack
properties were written down $3,458,384 to the related non-
recourse debt value on these properties at December 31, 1993. At
December 31, 1994, the Partnership concluded that the carrying
value exceeded estimated fair value on the Cambridge facility.
As a result, the carrying value of the Cambridge facility was
written down $2,185,381 to an estimated fair market value.
The balance sheet of the Registrant as of September 30,
1995, shows total assets of $34,561,973, total liabilities of
$11,543,216, and Registrant equity of $23,018,757.
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations
Liquidity and Capital Resources
Registrant commenced an offering to the public on August
31, 1987, of depository units representing beneficial assignments
of limited partnership interests ("Units"). On October 14, 1987,
Registrant commenced operations, having previously accepted
subscriptions for more than the specified minimum of 120,000
Units. As of August 30, 1989, the offering was closed except for
Units for sale to existing investors under the terms of a
distribution reinvestment plan. As of September 30, 1995,
Registrant had sold Units aggregating approximately $43.4
million. Due to the suspension of the distribution reinvestment
plan, Registrant does not anticipate any additional inflow of
investment.
As of September 30, 1995, the Registrant purchased eight
nursing homes and four rehabilitation centers for a combined
price of approximately $ 51.0 million. After completing these
acquisitions, registrant's capital resources consisted of
<PAGE>
ownership interests in these facilities subject to mortgage debt
in the aggregate amount of approximately $16 million which
mortgage debt was secured by eight of its properties in amounts
equal to 40% - 60% of Registrant's purchase price of the
respective property. Most of these loans are non-recourse to
Registrant. As of September 30, 1995, Registrant owns five
nursing homes and four rehabilitation centers. Six of these
properties have mortgage debt.
Potential sources of liquidity for Registrant include
collection of outstanding receivables and/or revenue
participation related to various leased facilities, collection on
defaulted rent and/or damage settlements related to leases in
default, new mortgage financing on one or more of Registrant's
unencumbered assets, and a potential sale of one or more of the
Registrant's assets.
As of September 30, 1995, Registrant had cash and cash
equivalents aggregating $7,870,912. The cash and cash
equivalents will be used for working capital, negative cash flow,
balloon notes due by the beginning of 1996, emergency reserves,
and other restructuring requirements.
Registrant's general policy is to maintain sufficient cash
and cash equivalents to address disruptions of its lease revenues
and to have adequate additional funds for investment in existing
assets for improvements. To the extent that Registrant deems it
necessary to take over the operations of any of its facilities
currently under long term net lease, such action would require
additional investment in working capital for operating reserves,
capital expenditures and related debt payments. As a consequence
of prior defaults, Registrant suspended cash distributions on
July 1, 1991, pending successful resolution of the various
problems within its portfolio. Due to the uncertainty of the
timing and conditions under which the Liquidity Reserve (which
was suspended in March of 1991) might be reactivated, on August
15, 1991, Registrant ceased accepting additional liquidation
requests. As required by the Partnership Agreement for Limited
Partners to be paid their portion for federal income taxes, a
$250,000 cash distribution was made in June 1993. Future cash
distributions will be dependent upon improved operational income
and successful refinancing on certain Registrant mortgages. The
Units are not publicly traded and as a result the liquidity of
each Limited Partner's individual investment is limited.
Discussion of Nine Months Ending September 30, 1995
Rental revenues for the nine months ended September 30,
1995, decreased $64,554 from the comparable nine months ended
September 30, 1994, due to the sale of Heritage Manor on July 5,
1995 and the termination of its corresponding rental revenues.
Net patient services for the nine months ended September 30,
<PAGE>
1995, decreased $2,146,591 from the nine months ended September
30, 1994, due to the loss of operations on the Foothills facility
to a court appointed receiver in December, 1994, and the loss of
the Diablo/Tamarack facility on August 1, 1995. Interest income
for the nine months ended September 30, 1995 increased $56,509
from the nine months ended September 30, 1994 primarily due to
rising interest rates and increasing cash available for
investment.
In July 1995, the Partnership incurred a $363,785 gain on
sale of the Heritage Manor facility. In addition, during the
third quarter of 1995, the Partnership incurred a $2,006,309
extraordinary gain on extinguishment of debt, comprising a
$895,005 gain on the transfer of the Diablo/Tamarack facility and
a $1,111,304 gain on the transfer of the Foothills facility. In
July 1994, the Partnership received a $560,000 settlement from
the prior operator of the Foothills and Countryside facilities.
Facility operating expenses for the nine months ended
September 30, 1995, decreased by $2,541,557 from the comparable
1994 period primarily due to the loss of operations of the
Foothills facility and the Diablo/Tamarack facility.
Depreciation for the nine months ended September 30, 1995,
decreased $72,151 from the comparable 1994 period and is
primarily due to the loss of the Foothills, Diablo/Tamarack, and
Heritage Manor facilities. Lease default expense increased
$72,605 for the nine months ended September 30, 1995 from the
comparable 1994 period due to additional legal fees incurred on
the Cambridge facility in bankruptcy. Administrative expenses,
including fees to the General Partner, decreased $5,614 for the
third quarter ended 1995 in comparison to the third quarter ended
1994. Bad debt expense for the nine months ended September 30,
1995 increased $528,601 from the comparable 1994 period primarily
due to account receivable write-offs on the transfer of the
Foothills facility and additional bad debt provision on
Partnership advances to the Cambridge facility. Interest expense
and amortization for the nine months ended September 30, 1995
decreased by $146,006 and $18,233, respectively, from the
comparable 1994 period, and is primarily due to the loss of the
Foothills, Diablo/Tamarack, and Heritage Manor facilities.
For the three months ended September 30, 1995 as compared
with the three months ended September 30, 1994, the Partnership's
revenue was impacted by the same shifts of revenue as discussed
above. Similarly, a comparison of third quarter 1995 operating
expenses versus third quarter 1994 reflects the same variances as
discussed above.
Cash and cash equivalents as of September 30, 1995
increased $2,264,638 over the balance at December 31, 1994.
Increased cash for the nine months ending September 30, 1995 in
comparison to 1994 is primarily due to improved operating cash
<PAGE>
flow from discontinued operations of the Foothills, sale proceeds
from the sale of the Heritage Manor facility and the asset
acquisition of the Cedarbrook administration building in June
1994. Net accounts receivable of $261,311 at September 1995
reflected a decrease of $305,933 over 1994 year-end balances.
The decreased accounts receivable balance at September 30, 1995
is primarily due to account receivable write-offs at the
Foothills facility. Accounts payable, accrued expenses, and
facility accounts payable balances decreased $1,822,585 at
September 30, 1995, from December 31, 1994 and is primarily due
to accrued interest and vacation expense write-offs on the
transfer of the Diablo/Tamarack and Foothills facilities.
The following is a brief discussion of the status of
Registrant's properties:
Cedarbrook, Cane Creek, Crenshaw Creek and Sandy Brook
facilities. Rebound, Inc. ("Rebound") leased the Cedarbrook,
Cane Creek, Crenshaw Creek and Sandy Brook properties pursuant to
a master lease with the Registrant.
Effective November 30, 1992, the Registrant and Rebound
reached an amended master lease agreement whereby Rebound agreed
to resume increased rental payments to the Registrant, the terms
of the lease were extended from five to nine years, Registrant
gained a 10% ownership position in Rebound and substantial
penalty provisions were placed on Rebound in the event of
default. Additionally, Registrant forgave notes receivable from
Rebound and received a promissory note for $1,900,000 payable
over three years that was convertible on certain default
conditions at the option of the Registrant to additional shares
of Rebound. During the second quarter ended June 30, 1993,
Relife, Inc. acquired Rebound resulting in payment of the
$1,900,000 promissory note to the Registrant and sale of Rebound
stock for $939,025 in cash. The master lease negotiated with
Rebound was guaranteed by Relife, Inc. Due to low occupancy of
the Sandybrook facility, it was temporarily closed in 1994 and at
this time Registrant cannot determine when it might reopen.
During 1994, Relife, Inc. was acquired by HealthSouth
Rehabilitation Corporation. Rental payments in March and April
1995 were discontinued by the new ownership causing an
interruption in the master lease. Registrant met with the new
ownership and those payments were subsequently made in the second
quarter of 1995.
Two recourse loans, Cedarbrook and Cane Creek, are due in
January 1996 in the aggregate amount of approximately $2,400,000.
Countryside facility. Due to the poor overall financial
performance of the Countryside facility and the need for
additional working capital, Registrant informed the mortgage
lender in April 1992 that all debt service payments were being
<PAGE>
suspended and that the respective mortgage obligations of the
Registrant needed to be restructured. Capital has conducted
negotiations concerning such debt restructuring; however, the
possibility of restructuring the debt appears unlikely. The
lender has filed suit in Michigan to appoint a receiver and
foreclose on the property. Additionally, the lender has filed a
claim against the Registrant for damages. The Registrant has
answered and counterclaimed. In October 1995, Registrant entered
into a conditional agreement of sale with a third party buyer.
This buyer is currently conducting due diligence to determine
whether to purchase the Countryside facility. Registrant is
negotiating with the lender to settle the litigation and allow
the sale.
Foothills facility With regard to the Foothills note, the
lender sold the note to a third party. During December 1994, the
Registrant relinquished management of the Foothills facility to a
court appointed receiver. On July 19, 1995, the Registrant
transferred the property to the lender, pursuant to a deed in
lieu of foreclosure. The documents for this transfer include a
release of all potential liability to the Registrant.
Diablo/Tamarack facility With regard to the
Diablo/Tamarack note, the lender sold the note to a third party.
In November 1994, the new lender attempted to appoint a receiver.
The Registrant successfully opposed the Motion and negotiated for
a transition of this property which will not involve ongoing
liability to the Registrant. On August 1, 1995, the facility was
deeded to the lender in lieu of foreclosure and a release of all
potential liability to Registrant was obtained.
Cambridge facility The lessee of the Cambridge facility,
Nursing Centers of America-Cambridge ("NCAC"), filed a voluntary
petition under Chapter 11 of the Federal Bankruptcy Code in
February of 1992. Registrant commenced litigation against NCAC
seeking full payment of future rentals under the lease or the
removal of NCAC from the direct operational control of the
facility.
On May 24, 1993, Capital reached an agreement with NCAC to
repossess that facility pending emergence from bankruptcy court.
It will be the responsibility of Capital, on behalf of the
Registrant to file a bankruptcy plan to take this property out of
the jurisdiction of the Bankruptcy Court. Also, Capital is
currently negotiating with the State Medicaid payor to reduce the
potential $1,400,000 liability on the Cambridge facility that the
prior operator accrued due to over-payments of Medicaid billings
to the facility. Based on certain interpretations of state
regulations, the Registrant could become liable for approximately
$1,400,000 in connection with the recovery of these Medicaid
overpayments if the property is used to serve Medicaid patients
in the future and a satisfactory resolution is not reached with
<PAGE>
the state of Massachusetts on this matter. NCAC has filed an
adversary proceeding against the State of Massachusetts in the
Bankruptcy Court seeking a readjustment of its rates due to
under-reimbursement for the cost of worker compensation coverage
for the years 1988 to 1993.
Additionally, NCAC is currently in default under its lease
requirements to maintain current payments on property taxes and
water/sewer bills. The property taxes and water/sewer bills owed
on the Cambridge facility are currently approximately $600,000 in
arrears. Additionally, NCAC stopped paying its base monthly
rental to the Registrant in December of 1992.
Trinity Hills, McCurdy. and Hearthstone facilities The
Registrant's other facility lessees are all current in their
lease obligations to the Registrant. In addition, the Registrant
believes it likely that two of these lessees will pay additional
rental amounts to the Registrant during future years based upon
increased revenues at those facilities. However, there can be no
assurance of such increased revenue. Two of these facilities
appear to be generating cash flow sufficient to fund their lease
obligations, but Trinity Hills, at this time, is not generating
sufficient cash flow to fund their lease obligations from
property operations. However, the lessee continues to fund the
deficit lease cash flow.
Heritage Manor The Heritage Manor loan matured in May 1995
in the amount of $1,500,000, however the payment of the loan was
made with the sale of the property on July 5, 1995. The sale
price of the property was $3,075,000 and the partnership netted
approximately $1,489,000 after payment of fees and mortgage
balance.
<PAGE>
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
Registrant is engaged in litigation in an attempt to
recover damages from defaulting lessees and their guarantors.
Such actions involve claims against prior operators of the
Diablo/Tamarack facility. In certain cases counterclaims against
Registrant have been either threatened or filed. Registrant does
not believe any materially adverse judgements are likely from
these counter claims. In addition, Registrant is in litigation
with the lender of the Countryside facility regarding non-payment
of mortgage payments. Counterclaims by Registrant have been
filed in this suit. The amount of any ultimate liabilities or
recoveries from such litigation is indeterminate. Finally,
Registrant is in litigation with the State of Massachusetts
regarding certain worker's compensation claims. The result is
indeterminate.
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
None.
<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 duly authorized.
HEALTHCARE PROPERTIES, L.P.
By: CAPITAL REALTY GROUP SENIOR HOUSING, INC.
General Partner
By:
Keith Johannessen
President
Date: November 14, 1995
<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 duly authorized.
HEALTHCARE PROPERTIES, L.P.
By: CAPITAL REALTY GROUP SENIOR HOUSING, INC.
General Partner
By: \s\ Keith Johannessen
President
Date: November 14, 1995
<PAGE>
August 14, 1995
Securities and Exchange Commission
450 5th Street N.W.
Judiciary Plaza
Washington, D.C. 20549
Re: HealthCare Properties, L.P.
SEC File Number: 0-17695
Madam or Sir/Madam:
Enclosed please find the following documentation being filed
on behalf of Healthcare Properties, L.P.:
1. One (1) manually executed copy of Form 10-Q for the
quarter ended September 30, 1995; and
2. Seven (7) conformed copies of the Form 10-Q for the
quarter ended September 30, 1995.
Please acknowledge receipt of this filing by stamping and
returning the enclosed copy of this letter in the self-
addressed, stamped envelope provided. If there are any
questions regarding this filing, please contact the
undersigned.
Very truly yours,
Pamela Crace
Investor Relations Director
PJC:pb
Enclosures
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> SEP-30-1995
<CASH> 7,870,912
<SECURITIES> 0
<RECEIVABLES> 2,921,756
<ALLOWANCES> (2,660,445)
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 39,889,872
<DEPRECIATION> (14,268,869)
<TOTAL-ASSETS> 34,561,973
<CURRENT-LIABILITIES> 0
<BONDS> 0
<COMMON> 0
0
0
<OTHER-SE> 23,018,757
<TOTAL-LIABILITY-AND-EQUITY> 34,561,973
<SALES> 0
<TOTAL-REVENUES> 7,415,893
<CGS> 0
<TOTAL-COSTS> 6,358,007
<OTHER-EXPENSES> 134,934
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 1,087,453
<INCOME-PRETAX> (164,501)
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 2,006,309
<CHANGES> 0
<NET-INCOME> 1,841,808
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
