UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED JUNE 30, 1995
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED)
For the transition period from to .
Commission File Number : 0-17881
PAINEWEBBER EQUITY PARTNERS THREE LIMITED PARTNERSHIP
(Exact name of registrant as specified in its charter)
Virginia 04-2985890
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
265 Franklin Street, Boston, Massachusetts 02110
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (617) 439-8118
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934
during the preceding 12 months (or for such shorter period that the registrant
was required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes X . No .
CONSOLIDATED BALANCE SHEETS
June 30, 1995 and March 31, 1995
(Unaudited)
(In Thousands)
ASSETS
June 30 March 31
Operating investment properties, at cost:
Land $ 4,195 $ 3,720
Buildings and improvements 14,163 9,446
18,358 13,166
Less accumulated depreciation (3,042) (1,811)
15,316 11,355
Investments in unconsolidated joint
ventures, at equity 24,180 24,930
Cash and cash equivalents 4,228 3,824
Accounts receivables, net 102 64
Accounts receivable - affiliates 7 7
Prepaid expenses 13 7
Deferred expenses, net 379 146
$44,225 $40,333
LIABILITIES AND PARTNERS' CAPITAL
Notes payable and accrued interest $20,744 $16,707
Accounts payable and accrued expenses 74 38
Tenant security deposits 10 9
Advances from consolidated ventures 313 158
Total partners' capital 23,084 23,421
$44,225 $40,333
See accompanying notes.
PAINEWEBBER EQUITY PARTNERS THREE LIMITED PARTNERSHIP
CONSOLIDATED STATEMENTS OF CHANGES IN PARTNERS' CAPITAL (DEFICIT)
For the three months ended June 30, 1995 and 1994
(Unaudited)
(In Thousands)
General Limited
Partner Partners
Balance at March 31, 1994 $(181) $26,213
Cash distributions (6) (631)
Net loss (2) (173)
BALANCE AT JUNE 30, 1994 $(189) $25,409
Balance at March 31, 1995 $(208) $23,629
Cash distributions (3) (252)
Net loss (1) (81)
BALANCE AT JUNE 30, 1995 $(212) $23,296
See accompanying notes.
PAINEWEBBER EQUITY PARTNERS THREE LIMITED PARTNERSHIP
CONSOLIDATED STATEMENTS OF OPERATIONS
For the three months ended June 30, 1995 and 1994
(Unaudited)
(In Thousands, except per Unit data)
1995 1994
REVENUES:
Rental income and expense
reimbursements $ 552 $ 314
Interest income 63 16
615 330
EXPENSES:
Interest expense 445 465
Property operating expenses 132 31
Real estate taxes 24 17
General and administrative expenses 77 69
Depreciation and amortization 154 96
832 678
Operating loss (217) (348)
Partnership's share of unconsolidated
ventures' income 135 173
Net loss $ (82) $(175)
Net loss per
Limited Partnership Unit $(1.61) $(3.43)
Cash distributions per
Limited Partnership Unit $ 5.00 $12.50
The above per Limited Partnership Unit information is based upon the 50,468
Limited Partnership Units outstanding during each period.
See accompanying notes.
PAINEWEBBER EQUITY PARTNERS THREE LIMITED PARTNERSHIP
CONSOLIDATED STATEMENTS OF CASH FLOWS
For the three months ended June 30, 1995 and 1994
Increase (decrease) in cash and cash equivalents
(Unaudited)
(In Thousands)
1995 1994
Cash flows from operating activities:
Net loss $ (82) $ (175)
Adjustments to reconcile net loss
to net cash provided by operating activities:
Interest expense on zero coupon loans 437 451
Partnership's share of unconsolidated
ventures' income (135) (173)
Depreciation and amortization 154 96
Amortization of deferred financing costs 8 14
Changes in assets and liabilities:
Accounts receivable (38) (6)
Prepaid expenses (6) -
Accounts payable and accrued expenses 36 16
Tenant security deposits 1 2
Advances from consolidated ventures 155 (74)
Total adjustments 612 326
Net cash provided by
operating activities 530 151
Cash flows from investing activities:
Distributions from unconsolidated
joint ventures 437 688
Additional investments in unconsolidated
joint ventures (75) (34)
Additions to operating investment properties (4) (4)
Net cash provided by
investing activities 358 650
Cash flows from financing activities:
Cash distributions to partners (255) (637)
Deferred loan costs (229) -
Net cash used for
financing activities (484) (637)
Net increase in cash and cash equivalents 404 164
Cash and cash equivalents, beginning of period 3,824 1,501
Cash and cash equivalents, end of period $ 4,228 $ 1,665
See accompanying notes.
1. Organization
The accompanying financial statements, footnotes, and discussion should be
read in conjunction with the financial statements and footnotes contained in
the Partnership's Annual Report for the year ended March 31, 1995.
In the opinion of management, the accompanying financial statements, which
have not been audited, reflect all adjustments necessary to present fairly the
results for the interim period. All of the accounting adjustments reflected
in the accompanying interim financial statements are of a normal recurring
nature.
2. Related Party Transactions
Included in general and administrative expenses for both of the three-month
periods ended June 30, 1995 and 1994 is $26,000, representing reimbursements
to an affiliate of the Managing General Partner for providing certain
financial, accounting and investor communication services to the Partnership.
Also included in general and administrative expenses for the three months
ended June 30, 1995 and 1994 is $1,000 and $2,000, respectively, representing
fees earned by Mitchell Hutchins Institutional Investors, Inc. for managing
the Partnership's cash assets.
3. Investments in Unconsolidated Joint Venture Partnerships
At June 30, 1995, the Partnership has investments in two unconsolidated joint
venture partnerships (three at March 31, 1995) which own operating properties
as more fully described in the Partnership's Annual Report. The
unconsolidated joint ventures are accounted for by using the equity method
because the Partnership does not have a voting control interest in these
ventures. Under the equity method, the assets, liabilities, revenues and
expenses of the joint ventures do not appear in the Partnership's financial
statements. Instead, the investments are carried at cost adjusted for the
Partnership's share of each venture's earnings, losses and distributions. The
Partnership reports its share of unconsolidated joint venture earnings or
losses three months in arrears. In January 1995, the Partnership acquired 99%
of the co-venturer's interest in the Willow Grove joint venture in return for
a cash payment of approximately $233,000. The remaining 1% interest of the
co-venturer was assigned to Third Equity partners, Inc., the Managing General
Partner of the Partnership. As a result of this transaction, the Partnership
has acquired control over the operations of the joint venture. Accordingly,
this joint venture has been presented on a consolidated basis in the
Partnership's financial statements for the quarter ended June 30, 1995 (see
Note 4).
Summarized operations of the unconsolidated joint ventures for the periods
indicated are as follows (in thousands):
CONDENSED COMBINED SUMMARY OF OPERATIONS
For the three months ended March 31, 1995 and 1994
(in thousands)
1995 1994
REVENUES:
Rental revenues and
expense recoveries $ 1,125 $ 1,241
Interest and other income 2 1
1,127 1,242
EXPENSES:
Property operating expenses 369 487
Real estate taxes 49 71
Interest expense 71 37
Depreciation and amortization 462 450
951 1,045
NET INCOME $ 176 $ 197
Net income
Partnership's share of combined income $ 140 $ 178
Co-venturers' share of combined income 36 19
$ 176 $ 197
RECONCILIATION OF PARTNERSHIP'S SHARE OF OPERATIONS
For the three months ended June 30, 1995 and 1994
(in thousands)
1995 1994
Partnership's share of operations,
as shown above $140 $178
Amortization of excess basis (5) (5)
Partnership's share of
unconsolidated ventures' income $135 $173
4. Operating Investment Property
At June 30, 1995, the Partnership has investments in two consolidated joint
venture partnerships (one at March 31,1995) which own operating investment
properties. The consolidated ventures have December 31 year-ends for both
tax and financial reporting purposes. Accordingly, the Partnership's policy
is to report the financial position, results of operations and cash flows of
these ventures on a three-month lag. All material transactions between the
Partnership and these joint venture have been eliminated upon consolidation,
except for lag-period cash transfers. Such lag period cash transfers are
accounted for as advances from consolidated ventures on the accompanying
balance sheet.
As discussed in the Partnership's Annual Report, the Partnership owns a
controlling interest in the Colony Plaza General Partnership, which was
formed to acquire and operate the Colony Plaza Shopping Center located in
Augusta, Georgia. The shopping center, which consists of approximately
217,000 square feet of leasable retail space, was acquired by the joint
venture on January 18, 1990.
On January 27, 1995, the Partnership purchased 99% of the co-venture
partner's interest in the Willow Grove joint venture for $233,000. The
remaining 1% interest of the co-venturer was assigned to Third Equity
Partners, Inc. (``TEP''), the Managing General Partner of the Partnership, in
return for a release from any further obligations or duties called for under
the terms of the joint venture agreement. As a result, the Partnership has
assumed full control over the affairs of the joint venture. Due to the
Partnership's policy of reporting the operations of the joint ventures on a
three-month lag, the assets, liabilities, results of operations and cash
flows of the joint venture are presented on a consolidated basis in the
financial statements of the Partnership at June 30, 1995.
The following is a combined summary of property operating expenses for the
consolidated joint ventures for the three months ended March 31, 1995 and
1994 (in thousands):
1995 1994
Common area maintenance $ 26 $ 8
Utilities 18 3
Management fees 21 10
Administrative and other 67 10
$ 132 $ 31
5.Notes payable
Notes payable and accrued interest on the books of the Partnership at June
30, 1995 and March 31, 1995 consist of the following (in thousands):
June 30 March 31
10.72% nonrecourse loan payable to an
insurance company, which is secured by the
One Paragon Place operating investment
property. All interest and principal is due
at maturity, on November 23, 1995. Interest
is compounded semi-annually. Accrued
interest at June 30, 1995 and March 31, 1995
amounted to $5,034 and $4,774, respectively.
See discussion below. $10,034 $ 9,774
10.5% nonrecourse loan payable to a finance
company, which is secured by the Colony Plaza
operating investment property. All interest
and principal is due at maturity, on December
29, 1996. Interest is compounded semi-
annually. Accrued interest at June 30, 1995
and March 31, 1995 amounted to $3,060 and
$2,883, respectively. 7,110 6,933
9.59% nonrecourse mortgage note payable to a
financial institution secured by the Willow
Grove operating investment property. The
note, issued to the Willow Grove joint
venture, requires monthly principal and
interest payments of $32 from April 1995
through maturity in March 2002. 3,600 -
$20,744 $16,707
The Partnership has been in negotiations with the existing lender on the
note secured by One Paragon Place regarding conversion of this note to a
conventional current-pay loan and is also seeking possible replacement
financing. Either the Partnership's modification proposal to the existing
lender or any refinancing transaction would require a paydown of approximately
$1.3 million on the outstanding debt balance in order to satisfy lender loan-to-
value ratio requirements. The Partnership has sufficient funds to make such a
principal paydown, however no firm commitments exist as of the date of this
report to refinance the outstanding debt obligation or extend the maturity date
beyond November 1995.
6.Contingencies
The Partnership is involved in certain legal actions. The Managing General
Partner believes these actions will be resolved without material adverse
effect on the Partnership's financial statements, taken as a whole.
PAINEWEBBER EQUITY PARTNERS THREE LIMITED PARTNERSHIP
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
LIQUIDITY AND CAPITAL RESOURCES
As discussed further in the Annual Report, management continues negotiations
with the lenders of the Partnership's zero coupon loans as part of efforts to
refinance these loans, which were originally incurred to finance the
Partnership's public offering costs. These plans are aimed at preventing the
further accumulation of accrued interest by replacing the outstanding
obligations with conventional financing which would require the payment of
interest and principal on a current basis. As a result of this expected
additional debt service, there will be a reduction in current cash flows from
the properties to the Partnership. In addition, there is an ongoing need to use
a portion of the earnings from the operating properties to fund planned capital
work at the Partnership's three commercial properties. This work includes
capital enhancements, tenant improvements and leasing commissions at each of
these properties. As previously reported, the reduction in cash flows from the
properties, combined with the aforementioned capital needs, resulted in the
reduction of the quarterly distribution rate from 5% per annum to 2% beginning
with the payment made on November 15, 1994 for the quarter ended September 30,
1994. Distributions are expected to continue to be paid at a rate of 2%
throughout fiscal 1996, unless actual results of operations, economic conditions
or other factors differ substantially from the assumptions used in setting the
planned distribution rate.
During the fourth quarter of fiscal 1995, the Partnership closed on the
first of the three required refinancing transactions involving the zero coupon
loans. In March 1995, the zero coupon loan secured by the Willow Grove
Apartments, which had an outstanding balance of $2,473,000, was repaid in full
from the proceeds of a new $3,600,000 loan to the Willow Grove joint venture.
The new mortgage loan is secured by the Willow Grove Apartments, bears interest
at a rate of 9.59% and requires monthly principal and interest payments of
approximately $32,000 through maturity, in March 2002. Excess refinancing
proceeds of approximately $1,050,000 were distributed to the Partnership and
were added to the balance of cash reserves. In order to facilitate this
refinancing transaction, in January 1995 the Partnership paid the Willow Grove
co-venturer $233,000 to buy out its joint venture interest. The Willow Grove
joint venture agreement restricted the Partnership's ability to refinance the
property's zero coupon loan with debt in excess of $2.5 million without the co-
venture partner's consent, which it had been unwilling to grant. The
Partnership desired to employ the additional borrowing capacity of the Willow
Grove asset in order to secure the funds necessary to complete the One Paragon
Place refinancing discussed further below. In addition to affording the
Partnership the flexibility to proceed with its refinancing plans, the buy out
of the co-venturer's interest gives the Partnership complete control over the
venture's operations and eventual disposition decisions with respect to the
operating investment property. The former co-venture partner has been retained
in a property management capacity under a contract which is cancellable for any
reason upon 30 days' written notice from the Partnership. The average occupancy
of the Willow Grove Apartments for the quarter ended June 30, 1995 was 95% which
mirrors the average occupancy levels for competing properties in the area.
At June 30, 1995, the zero coupon loan secured by the Colony Plaza shopping
center had an outstanding balance of $7,110,000. The loan is scheduled to
mature in December of 1996, at which time approximately $8,290,000 would be due.
Management is presently in discussions with various lenders to refinance the
Colony Plaza note payable. At the same time, management has been working with
Wal-Mart on the logistics of a possible expansion of its store at Colony Plaza.
During fiscal 1995, management learned that the cost of completing construction
for the expansion was more than Wal-Mart had originally budgeted. Concerns over
these estimated construction costs resulted in delays in the decision to proceed
with the original expansion concept, which involved an increase in the size of
the Wal-Mart store from its current 82,000 square feet to 120,000 square feet.
Management has been working with Wal-Mart to review various alternatives to the
original expansion plan, including the possibility of an expansion of the
current store to a "superstore" configuration. Over the past several years,
Wal-Mart has significantly changed its prototype store concept, requiring larger
stores with additional expansion space to accommodate increasing per store sales
volume. More recently, Wal-Mart has begun building "superstores", which contain
up to 200,000 square feet and include a grocery store component in addition to a
Wal-Mart discount store. This practice reflects a broader trend among many
retailers to maximize selling areas and reduce costs by constructing superstores
or by emphasizing larger properties and closing smaller, more marginal stores.
During the quarter ended June 30, 1995, management was informed that Wal-Mart
intends to construct one of its supercenter stores at another identified site in
the Augusta market and to vacate Colony Plaza upon the completion of
construction. In the event that Wal-Mart proceeds with such plans, the
construction of a new superstore is not likely to be completed until sometime in
calendar 1997. In the event Wal-Mart does vacate the center, it would remain
obligated to pay rent and its share of operating expenses through the term of
its lease, which expires in March 2009. However, the loss of the center's
principal anchor tenant would likely adversely affect the Partnership's ability
to retain existing tenants and to lease vacant space at the center unless a
strong replacement anchor tenant was obtained. Since the loan-to-value ratio of
the debt to be refinanced on Colony Plaza is relatively high, the status of the
Wal-Mart anchor store at the center could be critical to the refinancing
efforts. Nonetheless, the Partnership is moving forward with its refinancing
efforts in an attempt to take advantage of the favorable current interest rate
environment. Management remains cautiously optimistic that the recent strong
operating performance of the center and the favorable local market
characteristics will enable the Partnership to refinance the zero coupon loan
obligation despite the uncertainty regarding Wal-Mart's future tenancy at Colony
Plaza.
As discussed further in the Annual Report, the Partnership has been in
negotiations with the existing lender on the zero coupon loan secured by One
Paragon Place regarding conversion of this note to a conventional current-pay
loan and is also seeking possible replacement financing. Either the
Partnership's modification proposal to the existing lender or any refinancing
transaction would require a paydown of approximately $1.3 million on the
outstanding debt balance in order to satisfy lender loan-to-value ratio
requirements. The Partnership has sufficient funds to make such a principal
paydown as a result of the Willow Grove refinancing transaction described above.
The zero coupon loan secured by the One Paragon Place Office Building, in the
initial principal amount of $5,000,000, had an outstanding balance as of June
30, 1995 of approximately $10,034,000 and is scheduled to mature in November of
1995, at which time approximately $10,386,000 would be due. Management expects
to close on a loan modification or refinancing transaction by the end of the
second quarter of fiscal 1996. One Paragon Place was 90% occupied at June 30,
1995. The suburban Richmond, Virginia office market continues to strengthen
with high occupancy levels and improving rental rates as a result of the absence
of significant new construction. As part of an ongoing maintenance program, the
property's management team completed a number of capital improvements including
recarpeting several floors during fiscal 1995. Over the next year, management
expects to spend approximately $82,000 to continue capital improvements as well
as to pay for certain possible tenant improvements and leasing commissions on
the small remaining vacant space. In addition, in the current quarter one of
the property's major tenants negotiated a buyout of its lease obligation with
respect to approximately one-half of its current space of approximately 53,000
square feet. Under the terms of the buyout agreement, the tenant will pay a
current market rental rate on its remaining 27,000 square feet through the
remainder of its lease term, which runs through July 1998. In addition, the
tenant agreed to continue to pay rent through May 1995 on the 26,000 square feet
of vacated space and will pay a lump sum of $500,000 to the joint venture, which
should be sufficient to cover the expected costs of re-leasing the space. Since
annual market rental rates are presently above this tenant's former lease rate
by approximately $2 per square foot, overall cash flow from the property will
increase once replacement tenants are secured. More than one-half of this space
has already been re-leased at these higher market rates. Management expects to
be able to re-lease the remaining space quickly given the property's favorable
competitive position in this strengthening market.
The DeVargas Mall experienced a positive trend in occupancy beginning in the
second half of fiscal 1995 and was 90% leased as of June 30, 1995 after dropping
to a low of 84% as of September 1994. However, a tenant occupying approximately
16,000 square feet plans to vacate the Mall in early fiscal 1996. During the
current year the DeVargas joint venture has budgeted approximately $777,000 for
capital items primarily related to tenant improvements and leasing costs which
might be required if the venture is successful in obtaining tenants to lease the
majority of the available space at the Mall. There are two significant lease
proposals currently pending with regard to the available space, one for 30,000
square feet and another for 20,000 square feet, which, if successfully executed,
would accomplish management's leasing objectives and effectively bring the Mall
to full occupancy. Over the past 2 years, management has been successful in
altering the tenant roster at the Mall to obtain a more complementary mix of
retailers. Funding of the required tenant improvements would likely be
accomplished by means of additional advances under the lines of credit provided
by the Partnership's co-venture partner. To date, the co-venturer has provided
financing in the amount of approximately $3 million to fund prior expansion and
leasing costs. The venture pays interest on such advances at the rate of prime
plus 1% per annum. At June 30, 1995, the Partnership and its consolidated joint
venture had available cash and cash equivalents of approximately $4,228,000.
These funds will be utilized for the working capital requirements of the
Partnership, distributions to partners, refinancing expenses related to the
Partnership's zero coupon loans and to fund capital enhancements and tenant
improvements for the operating investment properties, if necessary, in
accordance with the respective joint venture agreements.
RESULTS OF OPERATIONS
Three Months Ended June 30, 1995
The Partnership reported a net loss of $82,000 for the three months ended
June 30, 1995, as compared to a net loss of $175,000 for the prior year. The
decline in net loss resulted from a decrease in the Partnership's operating loss
of $131,000, which was partially offset by a decrease in the Partnership's share
of unconsolidated ventures' income of $38,000. Beginning with the quarter ended
June 30, 1995, the results of operations of the Willow Grove joint venture have
been presented on a consolidated basis as a result of the Partnership buying out
the co-venture partner's interest in the joint venture, as described above.
Therefore, the operating loss for the three months ended June 30, 1995 is not
directly comparable to the three months ended June 30, 1994. The increase in
rental revenues of $238,000 is primarily due to the addition of Willow Grove
revenues totalling $212.000. Similarly, the increases in property operating
expenses, real estate taxes and depreciation expense are a direct result of the
consolidation of the Willow Grove joint venture in the current quarter. An
increase in interest income of $47,000 and a decrease in interest expense of
$20,000 also contributed to the decline in operating loss for the current three-
month period.
The Partnership's share of unconsolidated venture's income decreased due in
part to the Willow Grove joint venture being presented on a consolidated basis.
A decrease in the Partnership's share of income from the One Paragon Office
joint venture also contributed to this unfavorable change. Depreciation expense
at One Paragon Place increased by approximately $67,000 as a result of the
significant property and tenant improvements that have taken place over the past
several years. The decrease in the Partnership's share of income from One
Paragon Place was offset by an increase in income from the DeVargas joint
venture due to an increase in rental revenues of $100,000. Rental revenues at
DeVargas increased due to increases in minimum rent, percentage rents and common
area maintenance and utility reimbursements resulting from the improvement in
occupancy referred to above.
PART II
OTHER INFORMATION
Item 1. Legal Proceedings
As discussed in the Partnership's annual report on Form 10-K for the year
ended March 31, 1995, in November 1994, a series of purported class actions (the
"New York Limited Partnership Actions") were filed in the United States District
Court for the Southern District of New York concerning PaineWebber
Incorporated's sale and sponsorship of various limited partnership investments,
including those offered by the Partnership. On May 30, 1995, the court
certified class action treatment of the claims asserted in the litigation.
Refer to the description of the claims in the prior quarterly report for further
information. The General Partners continue to believe that the action will be
resolved without material adverse effect on the Partnership's financial
statements, taken as a whole.
Item 2. through 5. NONE
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits: NONE
(b) Reports on Form 8-K:
No reports on Form 8-K have been filed by the registrant during the quarter
for which this report is filed.
PAINEWEBBER EQUITY PARTNERS THREE LIMITED PARTNERSHIP
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Partnership has duly caused this report to be signed
on its behalf by the undersigned, thereunto duly authorized.
PAINEWEBBER EQUITY PARTNERS THREE
LIMITED PARTNERSHIP
By: Third Equity Partners, Inc.
Managing General Partner
By:/s/ Walter V. Arnold
Walter V. Arnold
Senior Vice President and
Chief Financial Officer
Dated: August 11, 1995
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the
Partnership's interim financial statements for the three months ended June 30,
1995 and is qualified in its entirety by reference to such financial statements.
</LEGEND>
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> MAR-31-1996
<PERIOD-END> JUN-30-1995
<CASH> 4,228
<SECURITIES> 0
<RECEIVABLES> 110
<ALLOWANCES> (1)
<INVENTORY> 0
<CURRENT-ASSETS> 4,350
<PP&E> 42,538
<DEPRECIATION> (3,042)
<TOTAL-ASSETS> 44,225
<CURRENT-LIABILITIES> 397
<BONDS> 20,744
<COMMON> 0
0
0
<OTHER-SE> 23,084
<TOTAL-LIABILITY-AND-EQUITY> 44,225
<SALES> 0
<TOTAL-REVENUES> 750
<CGS> 0
<TOTAL-COSTS> 387
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 445
<INCOME-PRETAX> (82)
<INCOME-TAX> 0
<INCOME-CONTINUING> (82)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (82)
<EPS-PRIMARY> (1.61)
<EPS-DILUTED> (1.61)
</TABLE>
