<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10 Q/A
QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
SECURITIES AND EXCHANGE ACT OF 1934
-----------------------------------
FOR THE QUARTER ENDED SEPTEMBER 30, 1995
Commission file number 0-26468
American Retirement Villas Properties II
- ----------------------------------------
(Exact name of Registrant as specified in it's charter)
California 33-0278155
- ---------- ----------
state or other jurisdiction (IRS Employer Identification
of organization Number)
245 Fischer Avenue, Suite D-1
Costa Mesa, California 92626
- ---------------------- -----
(address of principal executive (zip code)
office)
Registrant's telephone number, (714) 751-7400
including area code --------------
Indicate by a check mark whether the registrant (1) has filed all the reports to
be filed by Section 13 or 15(d) of the Securities and Exchange Act of 1934
during the preceding 12 months, (or for such shorter period that the registrant
was required to file reports), and (2) has been subject to such filing
requirements for the past 90 days.
YES /X/ NO
---- ---
<PAGE> 2
PART I ITEM 1
AMERICAN RETIREMENT VILLAS PROPERTIES II
(A CALIFORNIA LIMITED PARTNERSHIP)
BALANCE SHEETS (UNAUDITED)
SEPTEMBER 30, 1995 AND DECEMBER 31, 1994
<TABLE>
<CAPTION>
1995 1994
ASSETS (UNAUDITED) (AUDITED)
--------------------------------- ----------- ------------
<S> <C> <C>
Properties, at cost (notes 4 and 5)
Land $ 2,902,684 $ 2,902,684
Building and improvements, less
accumulated depreciation of $5,153,599
in 1995 and $3,865,219 in 1994 15,390,084 15,669,092
Leasehold property and improvements,
less accumulated amortization of
$5,614,996 in 1995 and $5,595,821
in 1994 934,913 1,764,926
Furniture, fixtures and equipment less
accumulated depreciation of $4,822,261
in 1995 and $1,108,392 in 1994 867,349 692,250
----------- ------------
Net Properties 20,095,029 21,028,952
Cash and cash equivalents, including restricted
cash of $856,919 in 1995 and $724,494 in 1994 1,105,608 1,329,594
Other assets 482,570 406,291
----------- ------------
Total assets $21,683,207 $ 22,764,837
=========== ============
LIABILITIES AND PARTNERS' CAPITAL
---------------------------------
Notes Payable (note 5) $ 6,945,022 $ 7,189,166
Accounts payable and accrued expenses 962,390 772,228
Amounts payable to affiliates (note 3) 59,811 494,423
Distribution payable to partners 95,094 544,381
----------- ------------
Total Liabilities 8,062,316 9,000,198
Partners' capital ( deficit) (note 2 and 3)
General partners' capital (deficit) 284,119 (162,861)
Limited partners' capital, 34,995 units
outstanding 13,336,771 13,927,500
----------- ------------
Total liabilities and partners' capital $21,683,207 $ 22,764,837
=========== ============
</TABLE>
See accompanying notes to financial statements.
<PAGE> 3
PART I ITEM 1
AMERICAN RETIREMENT VILLAS PROPERTIES II
(A CALIFORNIA LIMITED PARTNERSHIP)
STATEMENTS OF OPERATIONS (UNAUDITED)
FOR QUARTER ENDED SEPTEMBER 30, 1995
FOR QUARTER ENDED SEPTEMBER 30, 1994
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1995
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1994
<TABLE>
<CAPTION>
QUARTER QUARTER NINE MONTHS NINE MONTHS
ENDED SEPT ENDED SEPT ENDED SEPT ENDED SEPT
30, 1995 30, 1994 30, 1995 30, 1994
---------- ---------- ----------- -----------
<S> <C> <C> <C> <C>
Revenues:
Rent $3,694,834 $3,529,534 $11,039,557 $ 10,435,719
Assisted living 501,045 455,598 1,491,171 1,258,516
Interest 3,804 4,104 11,725 12,480
Other 41,473 51,270 133,915 149,196
---------- ---------- ----------- ------------
Total Revenues 4,241,155 4,040,506 12,676,367 11,855,911
---------- ---------- ----------- ------------
Costs and expenses :
Rental property operations (note 3) 2,217,677 2,235,314 6,681,052 6,475,123
Assisted living (note 3) 224,124 202,675 643,969 571,642
General and administrative (note 3) 456,974 446,026 1,361,759 1,377,267
Ground rent (note 4) 291,766 290,861 865,148 884,619
Depreciation and amortization 515,654 432,889 1,577,366 1,820,488
Property taxes 120,868 180,092 378,623 317,557
Advertising 31,784 35,986 99,202 79,527
Interest 150,347 142,794 445,579 441,843
---------- ---------- ----------- ------------
Total costs and expenses 4,009,194 3,966,637 12,052,697 11,968,067
Net Income (loss) 231,961 73,869 623,670 (112,156)
Net Income (loss) to General Partner 2,320 739 6,237 (1,122)
Net Income (loss) to Limited Partner $ 229,641 $ 73,130 $ 617,433 ($ 111,034)
========== ========== =========== ============
Net Income (loss) per Limited Partner
unit $ 6.56 $ 2.09 $ 17.64 ($ 3.17)
========== ========== =========== ============
</TABLE>
See accompanying notes to financial statements.
<PAGE> 4
PART I ITEM 1
AMERICAN RETIREMENT VILLAS PROPERTIES II
(A CALIFORNIA LIMITED PARTNERSHIP)
STATEMENTS OF CASH FLOWS (UNAUDITED)
FOR NINE MONTHS ENDED SEPTEMBER 30, 1995
FOR NINE MONTHS ENDED SEPTEMBER 30, 1994
<TABLE>
<CAPTION>
1995 1994
(UNAUDITED) (UNAUDITED)
----------- -----------
<S> <C> <C>
Cash flows from operating activities:
Net Income (loss) $ 623,670 $ (112,156)
Adjustments to reconcile net loss
to cash provided by operating activities:
Depreciation and amortization 1,577,366 1,820,488
Change in assets and liabilities:
(Increase) decrease in other assets (76,279) 11,284
Increase in accounts payable
and accrued expenses 190,162 179,045
Increase in amounts
payable to affiliates 18,335 102,861
----------- -----------
Total adjustments 1,709,584 2,113,678
Net cash provided by operating activities 2,333,254 2,001,523
----------- -----------
Cash flows from (used in) investing activities:
Capital expenditures (332,708) (284,567)
Acquisition of autos (166,196) 0
----------- -----------
Net cash used in investing activities (498,904) (284,567)
----------- -----------
Cash flows from (used in) financing activities:
Borrowings on line of credit 725,000 1,160,000
Principal repayments on line of credit (1,000,000) (1,535,000)
Principal repayments of long term debt (104,292) (83,227)
Distributions paid (1,679,044) (1,325,451)
----------- -----------
Net cash used by financing
activities (2,058,336) (1,783,677)
----------- -----------
Net Decrease in cash and cash
equivalents (223,986) (66,721)
Cash & cash equivalents at beginning of period 1,329,594 1,171,682
----------- -----------
Cash and cash equivalents at the end of
the period $ 1,105,608 $ 1,104,961
=========== ===========
</TABLE>
See accompanying notes to financial statements.
<PAGE> 5
PART 1 ITEM 1 (CONTINUED)
AMERICAN RETIREMENT VILLAS PROPERTIES II
(A CALIFORNIA LIMITED PARTNERSHIP)
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
SEPTEMBER 30, 1995
(1) SIGNIFICANT ACCOUNTING POLICIES
Basis of Accounting
Pursuant to Regulation S-X Rule 10-1(5) the material stated in the December 31,
1994 Form 10K is incorporated by this reference. The financial statements
reflect all adjustments and disclosures which, are in the opinion of management,
necessary for a fair presentation. All such adjustments are of a normal
recurring nature.
Carrying Value of Real Estate
Pursuant to Regulation S-X Rule 10-1(5) the material stated in the December 31,
1994 Form 10K is incorporated by this reference.
Restricted Cash
Pursuant to Regulation S-X Rule 10-1(5) the material stated in the December 31,
1994 Form 10K is incorporated by this reference.
Loan Fees
Pursuant to Regulation S-X Rule 10-1(5) the material stated in the December 31,
1994 Form 10K is incorporated by this reference.
Rental Income
Pursuant to Regulation S-X Rule 10-1(5) the material stated in the December 31,
1994 Form 10K is incorporated by this reference.
Income Taxes
Pursuant to Regulation S-X Rule 10-1(5) the material stated in the December 31,
1994 Form 10K is incorporated by this reference.
Net Income (Loss) per Limited Partner Unit
Pursuant to Regulation S-X Rule 10-1(5) the material stated in the December 31,
1994 Form 10K is incorporated by this reference.
Cash and Cash Equivalents
Pursuant to Regulation S-X Rule 10-1(5) the material stated in the December 31,
1994 Form 10K is incorporated by this reference.
<PAGE> 6
PART 1 ITEM 1 (CONTINUED)
AMERICAN RETIREMENT VILLAS PROPERTIES II
(A CALIFORNIA LIMITED PARTNERSHIP)
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
SEPTEMBER 30, 1995
Reclassifications
Pursuant to Regulation S-X Rule 10-1(5) the material stated in the December 31,
1994 Form 10K is incorporated by this reference.
(2) ORGANIZATION AND PARTNERSHIP AGREEMENT
Pursuant to Regulation S-X Rule 10-1(5) the material stated in the December 31,
1994 Form 10K is incorporated by this reference.
(3) TRANSACTIONS WITH AFFILIATES
Pursuant to Regulation S-X Rule 10-1(5) the material stated in the December 31,
1994 Form 10K is incorporated by this reference, except for the following
additional comments. For the nine months ended September 30, 1995 property
management and partnership administration fees of $633,988 and $224,590
respectively, were paid or accrued to the Managing General Partner.
During the quarter ending March 31, 1995, the General Partner made a non-cash
contribution of $452,947 to the Partnership as forgiveness of fees owed to the
General Partner. Such fees had been recognized as expenses by the Partnership in
prior periods.
(4) PROPERTIES
Covina Villa:
Pursuant to Regulation S-X Rule 10-1(5) the material stated in the December 31,
1994 Form 10K is incorporated by this reference.
Valley View Lodge of Rossmoor:
Pursuant to Regulation S-X Rule 10-1(5) the material stated in the December 31,
1994 Form 10K is incorporated by this reference.
Retirement Inn of Daly City:
Pursuant to Regulation S-X Rule 10-1(5) the material stated in the December 31,
1994 Form 10K is incorporated by this reference.
Retirement Inn of Fullerton:
Pursuant to Regulation S-X Rule 10-1(5) the material stated in the December 31,
1994 Form 10K is incorporated by this reference.
Retirement Inn of Sunnyvale:
Pursuant to Regulation S-X Rule 10-1(5) the material stated in the December 31,
1994 Form 10K is incorporated by this reference.
<PAGE> 7
PART 1 ITEM 1 (CONTINUED)
AMERICAN RETIREMENT VILLAS PROPERTIES II
(A CALIFORNIA LIMITED PARTNERSHIP)
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
SEPTEMBER 30, 1995
Retirement Inn of Fremont:
Pursuant to Regulation S-X Rule 10-1(5) the material stated in the December 31,
1994 Form 10K is incorporated by this reference.
Retirement Inn of Campbell:
Pursuant to Regulation S-X Rule 10-1(5) the material stated in the December 31,
1994 Form 10K is incorporated by this reference.
Retirement Inn of Burlingame:
Pursuant to Regulation S-X Rule 10-1(5) the material stated in the December 31,
1994 Form 10K is incorporated by this reference.
Inn at Willow Glen:
Pursuant to Regulation S-X Rule 10-1(5) the material stated in the December 31,
1994 Form 10K is incorporated by this reference.
Montego Heights Lodge:
Pursuant to Regulation S-X Rule 10-1(5) the material stated in the December 31,
1994 Form 10K is incorporated by this reference.
(5) NOTES PAYABLE
Pursuant to Regulation S-X Rule 10-1(5) the material stated in the December 31,
1994 Form 10K is incorporated by this reference.
(6) ESOP
Pursuant to Regulation S-X Rule 10-1(5) the material stated in the December 31,
1994 Form 10K is incorporated by this reference.
<PAGE> 8
PART I ITEM II
AMERICAN RETIREMENT VILLAS PROPERTIES II
(A CALIFORNIA LIMITED PARTNERSHIP)
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
(1) LIQUIDITY.
The General Partners expect that the cash to be generated
from operations of all the Registrant's properties will be adequate to pay
operating expenses, make necessary capital improvements, make required principal
reductions, and provide distributions to the Partners. On a long-term basis, the
Registrant's liquidity is sustained primarily from cash flow provided by
operating activities. During the nine months ended September 30, 1995, net cash
provided by operating activities was approximately $1,880,307 as compared to
cash provided by operating activities of approximately $2,001,523 for the nine
months ended September 30, 1994.
During the nine months ended September 30, 1995, the
Registrant used net cash in investing activities of $498,904 compared to
$284,567 for the nine months ended September 30, 1994. The Registrant's
investing activities consisted of capital improvements made on its ten
properties.
During the nine months ended September 30, 1995, the
Registrant used net cash in financing activities of $1,605,389 compared to
$1,783,678 for the nine months ended September 30, 1994. The Registrant's
financing activities consisted of principal reduction on notes payable and
distributions paid to the Partners.
The General Partners are not aware of any trends, other than
national economic conditions, which have had or which may be reasonably expected
to have a material favorable or unfavorable impact on revenues or income from
the operations or sale of properties. The General Partners believe that if the
inflation rate increases they will be able to pass the subsequent increase in
operating expenses onto the residents of the properties by way of higher rental
and Assisted Living rates. The Registrant has long term debt of approximately
$6,945,022 ,as of September 30, 1995. $3,439,238 is due August 1, 2018,
$2,814,552 is due November 1, 2016, $341,333 is due December 1, 1996, $225,000
is due December 31, 1995, $124,899 is secured by loans on vehicles due in 5
years.
(2) CAPITAL RESOURCES.
Registrant contemplates spending approximately $500,000 for
capital expenditures during 1995 for physical improvements at its ten
facilities. The funds for these improvements should be available from
operations.
There are no known material trends, favorable or
unfavorable, in the Registrant's capital resources, and there is no expected
change in the mix of such resources.
(3) RESULTS OF OPERATIONS.
THREE MONTHS ENDED SEPTEMBER 30, 1995 COMPARED WITH THE
THREE MONTHS ENDED SEPTEMBER 30, 1994.
Revenue for the three months ended September 30, 1995, and
the three months ended September 30, 1994 includes rental income and Assisted
Living income from all ten properties, interest earned on cash balances and
other revenue. Total revenues for the three months ended September 30, 1995 were
$4,241,155, an increase of approximately 5% over revenues of $4,040,346 for the
three months ended September 30, 1994.
<PAGE> 9
PART I ITEM II (CONTINUED)
AMERICAN RETIREMENT VILLAS PROPERTIES II
(A CALIFORNIA LIMITED PARTNERSHIP)
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
The largest component of revenue, rent, increased by
approximately 5% from the three months ended September 30, 1994 to the three
months ended September 30, 1995. The increase in rent was due to an increase in
occupancy of approximately 4% and an increase in rental rates of approximately
1%.
Revenue from Assisted Living increased by approximately 10%
from the three months ended September 30, 1994 to the three months ended
September 30, 1995. The increase in Assisted Living was due to aggressive
marketing of the Assisted Living services and the resulting increase in the
number of residents using the program.
Interest and other revenue decreased by over 17% from the
three months ended September 30, 1994 to the three months ended September 30,
1995. Interest income results from interest earned on cash deposits. Other
revenue generally includes processing fees and beauty shop revenue.
Sources of revenue for the three months ended September 30,
1995 and September 30, 1994 are summarized as follows:
<TABLE>
<CAPTION>
THREE MONTHS ENDED THREE MONTHS ENDED
SEPTEMBER 30, 1995 SEPTEMBER 30, 1994
<S> <C> <C>
Rent $3,694,835 $3,529,534
Assisted Living 501,045 455,598
Interest 3,804 4,104
Other 41,473 51,270
---------- ----------
$4,241,155 $4,040,506
========== ==========
</TABLE>
Total cost and expenses for the three months ended September
30,1 995 were $4,009,194, an increase of approximately 1% over costs and
expenses of $3,966,637 for the three months ended September 30, 1994.
The largest component of expenses, rental property
operations, consist primarily of property management costs, payroll related
expenses, utilities, food expenses and maintenance and supplies. Rental property
operations expenses remained the same from the three months ended September 30,
1994 to the three months ended September 30, 1995.
Assisted Living expenses consist primarily of the related
payroll expense. Assisted living expenses increased by over 10% from the three
months ended September 30, 1994 to the three months ended September 30, 1995.
Assisted Living expenses increased due to the increases in size of the related
staff providing Assisted Living services. This increase corresponds to the
increase in Assisted Living revenue.
<PAGE> 10
PART I ITEM II (CONTINUED)
AMERICAN RETIREMENT VILLAS PROPERTIES II
(A CALIFORNIA LIMITED PARTNERSHIP)
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
General and administrative expenses are comprised of, but
not limited to, costs for accounting, partnership administration, bad debt, data
processing, investor relations, insurance, and professional services. General
and administrative expenses increased approximately 2% from the three months
ended September 30, 1994 to the three months ended September 30, 1995.
Depreciation and amortization expense increased by over 19%
from the three months ended September 30, 1994 to the three months ended
September 30, 1995. This increase is due to the purchase of autos.
Interest expense increased over 5% for the three months
ended September 30, 1994 compared to the three months ended September 30, 1995,
as a result of lease financing obtained for the purchase of autos.
Selected costs and expenses for the three months ended
September 30, 1995 and September 30, 1994 are summarized as follows:
<TABLE>
<CAPTION>
THREE MONTHS ENDED THREE MONTHS ENDED
SEPTEMBER 30, 1995 SEPTEMBER 30, 1994
<S> <C> <C>
Rental Property Operations $2,217,677 $2,235,314
Assisted Living 224,124 202,675
General and Administrative 456,974 446,026
Depreciation and Amortization 515,654 432,889
Property Taxes 120,868 180,092
Interest 150,347 142,794
</TABLE>
NINE MONTHS ENDED SEPTEMBER 30, 1995 COMPARED WITH THE NINE
MONTHS ENDED SEPTEMBER 30, 1994.
Revenue for the nine months ended September 30, 1995, and
the nine months ended September 30,1994 includes rental income and Assisted
Living revenue from all ten facilities, interest earned on cash balances and
other revenue. Total revenues for the nine months ended September 30, 1995 were
$12,676,367 an increase of approximately 7% over revenues of $11,855,911 for the
nine months ended September 30, 1994.
The largest component of revenue, rent, increased by over 5%
from the nine months ended September 30, 1994 to the nine months ended September
30, 1995. This increase in rent was due to an increase in occupancy of
approximately 4% and an increase in rental rates of over 1%.
Revenue from Assisted Living increased by over 18% from the
nine months ended September 30, 1994 to the nine months ended September 30,
1995. The increase in Assisted Living was due to aggressive marketing of the
Assisted Living services and the resulting increase in the number of residents
using the program.
<PAGE> 11
PART I ITEM II (CONTINUED)
AMERICAN RETIREMENT VILLAS PROPERTIES II
(A CALIFORNIA LIMITED PARTNERSHIP)
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
Interest and other revenue decreased by approximately 10%
from the nine months ended September 30, 1994 to the nine months ended September
30, 1995. Interest income results from interest earned on cash deposits. Other
revenue generally includes processing fees and beauty shop revenue.
Sources of revenue for the nine months ended September 30,
1995 and September 30, 1994 are summarized as follows:
<TABLE>
<CAPTION>
NINE MONTHS ENDED NINE MONTHS ENDED
SEPTEMBER 30, 1995 SEPTEMBER 30, 1994
<S> <C> <C>
Rent $11,039,557 $10,435,719
Assisted Living 1,491,171 1,258,516
Interest and Other 145,640 161,676
----------- -----------
Total Revenue $ 6,176,611 $11,855,911
=========== ===========
</TABLE>
Total costs and expenses for the nine months ended September
30, 1995 were $12,052,697, an increase of approximately 1% over costs and
expenses of $11,968,067 for the nine months ended September 30, 1994.
The largest component of expenses, rental property
operations, consist primarily of the property management costs, payroll related
expenses, utilities, food expenses and maintenance and supplies. Rental property
operations expense increased by almost 3% from the nine months ended September
30, 1994 to the nine months ended September 30, 1995. The increase in rental
property operating expenses is primarily due to increased in payroll expenses
and increases in occupancy which generate increases in expenses.
Assisted Living expenses consist primarily of the related
payroll expense. Assisted Living expenses increased by over 12% from the nine
months ended September 30, 1994 to the nine months ended September 30, 1995.
Assisted Living expenses increased due to the increases in size of the related
staff providing Assisted Living services. This increase corresponds to the
increase in Assisted Living revenue.
General and administrative expenses are comprised of, but
not limited to, costs for accounting, partnership administration, bad debt, data
processing, investor relations, insurance, and professional services. General
and administrative expenses decreased about 1% from the nine months ended
September 30, 1994 to the nine months ended September 30, 1995.
Depreciation and amortization expense decreased by more than
13% from the nine months ended September 30, 1994 to the nine months ended
September 30, 1995. Depreciation and amortization decreased due to a portion of
fixed assets becoming fully depreciated.
Interest expense increased almost 1% for the nine months
ended September 30, 1994 compared to the nine months ended September 30, 1995,
as a result of the lease financing of vehicles.
<PAGE> 12
PART I ITEM II (CONTINUED)
AMERICAN RETIREMENT VILLAS PROPERTIES II
(A CALIFORNIA LIMITED PARTNERSHIP)
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
Selected costs and expenses for the nine months ended
September 30, 1995 and September 30, 1994 are as follows:
<TABLE>
<CAPTION>
NINE MONTHS ENDED NINE MONTHS ENDED
SEPTEMBER 30, 1995 SEPTEMBER 30, 1994
<S> <C> <C>
Rental Property Operations $6,681,052 $6,475,123
Assisted Living 643,969 571,642
General and Administrative 1,361,759 1,377,267
Depreciation and Amortization 1,577,366 1,820,488
Property Taxes 378,623 317,557
Interest 445,579 441,843
</TABLE>
<PAGE> 13
PART II
AMERICAN RETIREMENT VILLAS PROPERTIES II
(A CALIFORNIA LIMITED PARTNERSHIP)
ITEM 1 LEGAL PROCEEDINGS
None
ITEM 2 CHANGE IN SECURITIES
None
ITEM 3 DEFAULTS UPON SENIOR SECURITIES
None
ITEM 4 SUBMISSION OF MATTERS TO VOTE OF SECURITY HOLDERS
None
ITEM 5 OTHER INFORMATION
A. On May 25, 1995 the Managing General Partner had a name
change from ARV Housing Group, Inc. to ARV Assisted Living,
Inc..
B. Form 8-A General Form For Registration of Securities - Filed
July 19, 1995.
ITEM 6 EXHIBITS AND REPORTS ON FORM 8K
A. Exhibit 27 - Financial Data Schedule
B. None
<PAGE> 14
PART II (CONTINUED)
AMERICAN RETIREMENT VILLAS PROPERTIES II
(A CALIFORNIA LIMITED PARTNERSHIP)
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.
AMERICAN RETIREMENT VILLAS PROPERTIES II,
A CALIFORNIA LIMITED PARTNERSHIP
By ARV Assisted Living, Inc.
-------------------------
Managing General Partner
Date: January 29, 1996 By /s/ Gary L. Davidson
--------------------------
Gary L. Davidson
Chairman of the Board
Date: January 29, 1996 By /s/ Graham Espley-Jones
--------------------------
Graham Espley-Jones
Chief Financial Officer
<TABLE> <S> <C>
<ARTICLE> 5
<RESTATED>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-START> JUL-01-1995
<PERIOD-END> SEP-30-1995
<CASH> 1,105,608
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 482,570
<PP&E> 20,095,029
<DEPRECIATION> 15,590,856
<TOTAL-ASSETS> 21,683,207
<CURRENT-LIABILITIES> 8,062,316
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 13,620,891
<TOTAL-LIABILITY-AND-EQUITY> 21,683,207
<SALES> 0
<TOTAL-REVENUES> 4,241,155
<CGS> 0
<TOTAL-COSTS> 3,858,847
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 150,347
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 231,961
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
