<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 Commission File
- ----------------- ---------------
September 30, 1999 Number 0-17672
TOWER PARK MARINA INVESTORS, L.P.,
a California Limited Partnership
--------------------------------
(Exact name of registrant as specified in its charter)
California 95-4137996
- ------------------------------- -------------------
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
16633 Ventura Boulevard, 6/th/ Floor, Encino, California 91436
---------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's phone number, including area code: (818) 907-0400
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 than the registrant
was required to file such reports) and (2) has been subject to such filing
requirements for the past 90 days.
X
-------- --------
Yes No
<PAGE>
INDEX
-----
<TABLE>
<CAPTION>
PART I. FINANCIAL INFORMATION PAGE REFERENCE
<C> <S> <C>
Balance Sheets at September 30, 1999 and
December 31, 1998 2
Statements of Operations for the three month
periods ended September 30, 1999 and 1998 3
Statements of Operations for the nine month
periods ended September 30, 1999 and 1998 4
Statements of Cash Flows for the nine month
periods ended September 30, 1999 and 1998 5
Notes to Financial Statements 6-12
Management's Discussion and Analysis of
Financial Condition and Results of
Operations 13-14
PART II. OTHER INFORMATION 15
</TABLE>
<PAGE>
TOWER PARK MARINA INVESTORS, L.P.
a California Limited Partnership
BALANCE SHEETS
<TABLE>
<CAPTION>
September 30, December 31,
1999 1998
------------- ------------
(Unaudited)
<S> <C> <C>
ASSETS
- ------
Cash $ 22,000 $ 25,000
Accounts receivable 142,000 211,000
Inventory 193,000 144,000
Tower Park Marina, net 2,531,000 2,419,000
Deferred loan costs, net 125,000 -
Other assets, net 150,000 131,000
------------ ------------
$ 3,163,000 $ 2,930,000
=========== ============
LIABILITIES AND PARTNERS' DEFICIT
- ---------------------------------
Accounts payable and accrued expenses $ 411,000 $ 525,000
Interest payable 16,000 3,199,000
Payable to affiliates 2,735,000 2,770,000
Deferred rentals 193,000 197,000
Notes payable 2,110,000 6,670,000
Commitments and contingencies - -
----------- ------------
5,465,000 13,361,000
Partners' deficit:
Limited partners' deficit, $50,000
per unit, 4,508 units authorized
issued and outstanding (1,418,000) (9,466,000)
Less deferred contributions (76,000) (76,000)
----------- ------------
(1,494,000) (9,542,000)
General partners' deficit (808,000) (889,000)
----------- ------------
Total partners' deficit (2,302,000) (10,431,000)
----------- ------------
$ 3,163,000 $ 2,930,000
=========== ============
</TABLE>
See accompanying notes.
-2-
<PAGE>
TOWER PARK MARINA INVESTORS, L.P.
a California Limited Partnership
STATEMENTS OF OPERATIONS
For the three month periods ended September 30, 1999 and 1998
(Unaudited)
<TABLE>
<CAPTION>
1999 1998
---------- -----------
<S> <C> <C>
Revenues:
Slip rentals $ 196,000 $ 195,000
RV Park 252,000 226,000
Lease income 40,000 45,000
Restaurant and retail 405,000 374,000
Other income 41,000 32,000
---------- ----------
934,000 872,000
---------- ----------
Expenses:
Cost of operations 686,000 885,000
Interest expense 111,000 266,000
Depreciation and amortization 48,000 32,000
Management fees paid to affiliates 45,000 44,000
---------- ----------
890,000 1,227,000
---------- ----------
Net income (loss) before forgiveness of debt 44,000 (355,000)
Forgiveness of debt 8,515,000 -
---------- ----------
Net income (loss) $8,559,000 $ (355,000)
========== ==========
Allocation of net income (loss):
Limited Partners' $8,473,000 $ (352,000)
General Partners' 86,000 (3,000)
---------- ----------
$8,559,000 $ (355,000)
========== ==========
Limited Partners' net income (loss)
per unit
$ 1,879.77 $ (78.08)
========== ==========
</TABLE>
See accompanying notes.
-3-
<PAGE>
TOWER PARK MARINA INVESTORS, L.P.
a California Limited Partnership
STATEMENTS OF OPERATIONS
For the nine month periods ended September 30, 1999 and 1998
(Unaudited)
<TABLE>
<CAPTION>
1999 1998
---------- ----------
<S> <C> <C>
Revenues:
Slip rentals $ 511,000 $ 527,000
RV Park 563,000 506,000
Lease income 132,000 119,000
Restaurant and retail 755,000 631,000
Other income 113,000 84,000
---------- ----------
2,074,000 1,867,000
---------- ----------
Expenses:
Cost of operations 1,644,000 1,781,000
Interest expense 596,000 717,000
Depreciation and amortization 116,000 93,000
Management fees paid to affiliates 104,000 97,000
---------- ----------
2,460,000 2,688,000
---------- ----------
Net loss before forgiveness of debt (386,000) (821,000)
Forgiveness of debt 8,515,000 -
---------- ----------
Net income (loss) 8,129,000 (821,000)
========== ==========
Allocation of net income (loss):
Limited Partners' $8,048,000 $ (813,000)
General Partners' 81,000 (8,000)
---------- ----------
$8,129,000 $ (821,000)
========== ==========
Limited Partners' net income (loss)
per unit $ 1,785.27 $ (180.35)
========== ==========
</TABLE>
See accompanying notes.
-4-
<PAGE>
TOWER PARK MARINA INVESTORS, L.P.
a California Limited Partnership
STATEMENTS OF CASH FLOWS
For the nine month periods ended September 30, 1999 and 1998
(Unaudited)
<TABLE>
<CAPTION>
1999 1998
----------- ---------
<S> <C> <C>
Cash flows from operating activities:
Net income (loss) $ 8,129,000 $(821,000)
Adjustments to reconcile net income (loss) to net
cash used for operating activities:
Depreciation and amortization 116,000 93,000
Forgiveness of debt (8,515,000) -
Decrease in accounts receivable 69,000 20,000
Increase in inventory (49,000) -
Increase in other assets (19,000) (23,000)
(Decrease) increase in accounts payable and
accrued expenses (114,000) 152,000
Increase in interest payable on
forgiven debt, net 301,000 452,000
Increase in interest payable 16,000 -
(Decrease) increase in deferred rentals (4,000) 10,000
----------- ---------
Net cash used for operating activities (70,000) (117,000)
----------- ---------
Net cash used for investing activities:
Construction in progress and improvements to
Tower Park Marina (221,000) (60,000)
----------- ---------
Cash flows from financing activities:
Repayments of notes payable, net (45,000) (56,000)
(Repayment of) advances from affiliates, net (35,000) 232,000
Proceeds from refinancing, net 500,000 -
Loan costs (132,000) -
----------- ---------
Net cash provided by financing activities 288,000 176,000
----------- ---------
Net decrease in cash (3,000) (1,000)
Cash at the beginning of period 25,000 15,000
----------- ---------
Cash at the end of period $ 22,000 $ 14,000
=========== =========
</TABLE>
See accompanying notes.
-5-
<PAGE>
TOWER PARK MARINA INVESTORS, L.P.
a California Limited Partnership
NOTES TO FINANCIAL STATEMENTS
FEDERAL INCOME TAX BASIS
September 30, 1999
(Unaudited)
1. Summary of Significant Accounting Policies and Partnership Matters
------------------------------------------------------------------
Description of the Partnership
------------------------------
Tower Park Marina Investors L.P., (formerly PS Marina Investors I),a
California Limited Partnership (the "Partnership"), was organized under the
California Revised Limited Partnership Act, pursuant to a Certificate of
Limited Partnership filed on January 6, 1988 to acquire, own, and operate and
to a lesser extent, develop marina facilities.
The General Partners in the Partnership are Westrec Investors, Inc., a
wholly-owned subsidiary of Westrec Properties, Inc. ("Westrec"), and B. Wayne
Hughes, a shareholder of Westrec until September 1990. Effective March 1,
1997, the limited partners approved the substitution of Tower Park Marina
Operating Corporation, a wholly owned subsidiary of Westrec Financial, Inc.,
for Mr. Hughes.
The Partnership was formed to sell a maximum of 12,000 units of limited
partnership interest at $5,000 per unit ($60,000,000). The General Partners
have contributed a total of $1,000. On November 27, 1989, the Partnership's
offering was terminated with 4,508 units issued resulting in $22,540,000 of
limited partner funds being raised (before commission discount of $3,000
granted to an investor). Half of each Limited Partner's total capital
contribution was deferred. The final installment was due on August 1, 1990
and $76,000 of such deferrals remain outstanding.
Use of Estimates
----------------
The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions
that affect the amounts reported in the financial statements and accompanying
notes. Actual results could differ from these estimates.
Net Realizable Value Reserve
----------------------------
A net realizable value reserve of $2,193,000 was established at December 31,
1995 to reduce the carrying value of Tower Park Marina to its then estimated
realizable value. No addition to this reserve was considered necessary at
September 30, 1999 or during 1998, 1997 and 1996 since the Partnership
believes current cash flows are sufficient to recover the carrying value of
the marina.
-6-
<PAGE>
TOWER PARK MARINA INVESTORS, L.P.
a California Limited Partnership
NOTES TO FINANCIAL STATEMENTS
September 30, 1999
(Unaudited)
1. Summary of Significant Accounting Policies and Partnership Matters
------------------------------------------------------------------
(continued)
-----------
Offering and Organization Costs
-------------------------------
Costs incurred in preparing Partnership documents, prospectuses and any other
sales literature, costs incurred in qualifying the units for sale under
federal and state securities laws and costs incurred in marketing the units
have been charged to the limited partners' equity to the extent the total
does not exceed 5% of the gross proceeds of the offering. The amount by
which these organization and registration costs exceeded 5% of the gross
proceeds of the offering were borne by Westrec Investors, Inc.
Inventory
---------
Inventory is stated at the lower of cost or market. Cost is determined
principally under the average cost method.
Cash Distributions
------------------
The General Partners have an interest in Cash Flow from Operations (as
defined) and Cash from Sales or Refinancings (as defined). No distributions
have been made since 1991.
Allocations of Net Income or Loss
---------------------------------
As set forth in the Partnership Agreement, net loss shall be allocated 99% to
the Limited Partners and 1% to the General Partners. Net income shall
generally be allocated to Partners in proportion to their cash distributions.
Earnings Per Unit
-----------------
Per unit data is based on the weighted average number of the Limited
Partnership units outstanding during the period; 4,508.
-7-
<PAGE>
TOWER PARK MARINA INVESTORS, L.P.
a California Limited Partnership
NOTES TO FINANCIAL STATEMENTS
September 30, 1999
(Unaudited)
1. Summary of Significant Accounting Policies and Partnership Matters
------------------------------------------------------------------
(continued)
-----------
Tower Park Marina
-----------------
Tower Park Marina is stated at cost to the Partnership less net realizable
value reserve. Depreciation is calculated on a straight-line basis.
Depreciable lives for the major asset categories are as follows:
Asset Category Depreciable Life
-------------- ----------------
Buildings 20 years
Improvements 20 years
Floating docks 7 years
Furniture, fixtures and equipment 7 years
Leasehold interest life of lease
Taxes Based on Income
---------------------
Taxes based on income are the responsibility of the individual partners and
accordingly, are not reflected in the accompanying financial statements.
Segment Reporting
-----------------
Effective January 1, 1998, the Partnership adopted the Financial Accounting
Standards Board's Statement of Financial Accounting Standards No. 131
"Disclosures about Segments of an Enterprise and Related Information".
Statement No. 131 establishes standards for the way public business
enterprises report information about operating segments in annual financial
statements and requires that those enterprises report selected information
about operating segments in interim financial reports. Statement No. 131
also establishes standards for related disclosures about products and
services, geographic areas, and major customers. As management views the
Partnership as operating in a single business segment as described in Note 1,
the adoption of Statement No. 131 did not result in additional disclosure of
segment information.
-8-
<PAGE>
TOWER PARK MARINA INVESTORS, L.P.
a California Limited Partnership
NOTES TO FINANCIAL STATEMENTS
September 30, 1999
(Unaudited)
2. Tower Park Marina
-----------------
Tower Park Marina includes the purchase price of the property and related
acquisition and closing costs. The Partnership paid an acquisition fee of 6%
of the contract purchase price of the property, plus a development fee of 6%
of the cost of improvements made. Capitalized as a cost of Tower Park Marina
were development fees paid to Westrec of $12,000 and $4,000 for the nine
months ended September 30, 1999, and for the year ended December 31, 1998,
respectively. At September 30, 1999 and December 31, 1998 the investment in
Tower Park Marina was comprised of the following:
<TABLE>
<CAPTION>
1999 1998
----------- -----------
<S> <C> <C>
Land $ 1,040,000 $ 1,040,000
Buildings 2,103,000 2,103,000
Improvements 2,083,000 2,083,000
Floating docks 2,796,000 2,796,000
Furniture, fixtures and equipment 1,146,000 1,146,000
Leasehold interest 941,000 941,000
Construction in progress 221,000 -
----------- -----------
10,330,000 10,109,000
Less accumulated depreciation and
amortization (5,606,000) (5,497,000)
----------- -----------
4,724,000 4,612,000
Net realizable value reserve (2,193,000) (2,193,000)
------------ ----------
$ 2,531,000 $ 2,419,000
=========== ===========
</TABLE>
3. Deferred Loan Costs
-------------------
Deferred loan costs were paid in connection with the refinancing of the Tower
Park loan and are amortized over the term of the loan, five years. Deferred
loan costs at September 30, 1999 consist of the following:
1999
--------
Loan costs $132,000
Less accumulated amortization 7,000
---------
$125,000
========
-9-
<PAGE>
TOWER PARK MARINA INVESTORS, L.P.
a California Limited Partnership
NOTES TO FINANCIAL STATEMENTS
September 30, 1999
(Unaudited)
4. Notes Payable
-------------
Notes payable at September 30, 1999 and December 31, 1998 consist of the
following:
<TABLE>
<CAPTION>
1999 1998
----------- -----------
<S> <C> <C>
Note payable to an individual, bearing
interest at 11% per annum, secured by
deed of trust on Tower Park Marina, due
on February 28, 2000 $ - $6,665,000
Notes payable secured by Tower Park
Marina, bearing interest at 9.34% per
annum due on July 1, 2004 2,094,000 -
Other 16,000 5,000
---------- -----------
$2,110,000 $6,670,000
========== ===========
</TABLE>
Throughout 1991, 1992, 1993 and 1994, the Partnership was involved in various
negotiations with the lender on the note secured by Tower Park, a financial
institution, and its successor, Resolution Trust Corporation ("RTC"), to
restructure or otherwise settle the note. In January 1995, the RTC sold the
note as part of a sales initiative to a third party. The note was immediately
sold to an affiliate of the individual general partner (the "current
holder"). The Partnership entered into an option agreement to purchase the
note from its current holder for its cost ($1,700,000) plus carrying costs
which expired on April 10, 1996. In connection with the substitution of Tower
Park Marina Operating Corporation for Mr. Hughes as General Partner, the
current holder entered into a new option agreement with the Partnership,
which allows the Partnership to purchase the note secured by Tower Park
Marina, for the current holder's cost.
As of September 30, 1999, the note was reflected on the Partnership's balance
sheet at its face value of $6,615,000 with an additional $3,497,000 being
shown as accrued unpaid interest (based on the option agreement to acquire
the note, its fair value is deemed to be the current option price of
$1,600,000). The option was initially for a one-year period expiring on
February 28, 1998. The Partnership extended the option agreement for one year
in February 1998 by paying the affiliate $50,000, which was applied as a
reduction in the principal amount due. The Partnership extended the option
agreement for one additional year, until February 28, 2000, by making an
additional $50,000 principal payment in February 1999. On July 1, 1999, the
Partnership completed the refinancing of Tower Park and exercised its option
to repay the note payable for $1,600,000. As a result, the Partnership
recognized a gain of $8,515,000 from the forgiveness of debt.
-10-
<PAGE>
TOWER PARK MARINA INVESTORS, L.P.
a California Limited Partnership
NOTES TO FINANCIAL STATEMENTS
September 30, 1999
(Unaudited)
4. Notes Payable (continued)
-------------------------
The new note payable was for an initial amount of $2,000,000, with an
additional $500,000 available to make improvements to the property. As of
September 30, 1999, $100,000 had been borrowed for capital improvements. The
loan accrues interest at 9.34% and requires monthly principal and interest
payments of $23,000. The loan is due on July 1, 2004.
Interest paid on these notes for the nine months ended September 30, 1999 and
1998 was $98,000 and $100,000, respectively.
5. Related Party Transactions
--------------------------
The Partnership has an agreement with Westrec Marina Management, Inc., an
affiliate of Westrec, to manage the day-to-day operations of the marina for a
fee equal to 6% of the marina's monthly gross revenues (as defined).
Management fees for the nine months ended September 30, 1999 and 1998, were
$104,000 and $97,000, respectively.
In connection with funding the Partnership's operating deficits funds have
been borrowed from Westrec. These borrowings accrue interest at the prime
rate plus 1% (9.25% at September 30, 1999). Total interest paid or accrued to
Westrec for the nine months ended September 30, 1999 and 1998 was $159,000
and $124,000, respectively.
6. Commitments and Contingencies
-----------------------------
In September 1994, Mr. Leaman, the prior owner of ThunderBoat and Banyan Bay
Marina, filed suit alleging that the Partnership had failed to pay him
$1,100,000 of additional compensation relating to the Partnership's purchase
of Thunderboat and Banyan Bay Marinas. In connection with the purchase of
these properties from Mr. Leaman in 1989, the Partnership entered into an
employment agreement that provided that Mr. Leaman would be entitled to earn
a bonus, payable over three years. The maximum bonus that Mr. Leaman could
have earned was $1,100,000. Mr. Leaman resigned from his employment in less
than one year. Mr. Leaman alleged that the bonus was actually just deferred
consideration due from his sale of the properties to the Partnership. This
case was settled in October 1998, and reserves of $250,000 were established
at that time to cover the legal fees and settlement costs associated with the
case.
-11-
<PAGE>
TOWER PARK MARINA INVESTORS, L.P.
a California Limited Partnership
NOTES TO FINANCIAL STATEMENTS
September 30, 1999
(Unaudited)
6. Commitments and Contingencies (continued)
-----------------------------------------
In November 1991, contamination was discovered in the area surrounding a fuel
storage tank at Tower Park Marina. Environmental consultants have been
engaged to perform sampling to determine the extent of the contamination.
Presently, sufficient data has not been obtained to estimate the cost of
remediation, consequently no loss accrual has been made in the financial
statements.
The Partnership operates a portion of Tower Park Marina on approximately 14
acres of waterfront property under a lease with the California State Land
Commission (the "CSLC Lease"). Effective January 1, 1999, the Partnership
entered into a new lease with the CSLC for a term of 25 years. The CSLC Lease
provides for an annual rental based on gross receipts, with a minimum annual
rental of $40,000 payable in advance. Rent expense associated with the CSLC
Lease is included in cost of operations and was $30,000 and $31,000 for the
nine months ended September 30, 1999 and 1998, respectively.
-12-
<PAGE>
TOWER PARK MARINA INVESTORS, L.P.
a California Limited Partnership
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATION
September 30, 1999
(Unaudited)
The revenues and expenses of the Partnership for the nine months ended
September 30, 1999 are generated solely from the operations of Tower Park
Marina in the Sacramento - San Joaquin Delta near Sacramento, California. As
of September 30, 1999, Tower Park Marina had the following occupancies:
<TABLE>
<CAPTION>
Spaces %
Available Occupied
---------------------
<S> <C> <C>
Wet slips 237 (1) 78.5%
Dry storage 119 71.4%
RV Park 133 (1) 88.7%
</TABLE>
(1) non-transient spaces only
For the nine months ended September 30, 1999, revenues for Tower Park Marina
increased $207,000 to $2,074,000. The increase was primarily due to a
$124,000 increase in restaurant and retail revenues and a $57,000 increase in
RV parking. These increases were offset by a $16,000 decline in slip rentals.
The increase in restaurant and retail revenues is due to a higher level of
activity at the property. Overall the property's net operating income
increased $27,000 to $336,000 for the nine months ended September 30, 1999.
The Partnership's net loss before forgiveness of debt of $386,000 for the
nine months ended September 30, 1999 includes $116,000 of depreciation and
amortization, a non-cash item, an improvement of $458,000 in cash flow over
the same period a year ago. This improvement is primarily the result of
successfully refinancing the debt on the property which reduced interest
charges for the period of July 1, 1999 to September 30, 1999 by $121,000,
improved operating results, and $250,000 of legal fees and settlement costs
associated with the Leaman litigation being incurred in 1998.
As of July 15, 1999, the installation of the new launch ramp at Tower Park
Marina was completed at a cost of approximately $150,000. The new ramp has
increased the number of boats that can be launched each hour and eliminated
the labor-intensive method that was previously used. In addition, the
increased capacity will allow Tower Park Marina to host several fishing
tournaments each year. These new functions should continue to increase every
facet of the property's operation.
-13-
<PAGE>
TOWER PARK MARINA INVESTORS, L.P.
a California Limited Partnership
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATION
September 30, 1999
(Unaudited)
Liquidity and capital resources
-------------------------------
Since its inception in 1988 the Partnership has operated at a deficit. These
deficits have been partially covered by advances from the General Partners
and cash reserves. In addition, the Partnership had discontinued making debt
service payments on substantially all of its notes. As a result, all of the
Partnership's properties were lost to foreclosure, with the exception of
Tower Park Marina.
From 1991 to 1994, the Partnership was involved in various negotiations with
the lender, a financial institution, and its successor, Resolution Trust
Corporation ("the RTC"), to restructure or otherwise settle the note secured
by Tower Park Marina. In January 1995, the RTC sold the note as part of a
sales initiative to a third party. The note was immediately sold to an
affiliate of the individual general partner. The Partnership entered into an
option agreement to purchase the note from the affiliate at its cost
($1,700,000) plus carrying costs. The option agreement was exercised on July
1, 1999 and with the additional capital provided by the refinancing, the
Partnership's financial uncertainty has been stabilized.
Between 1988 and 1998, the Partnership received advances from affiliates of
the General Partners. These advances were utilized to acquire properties,
make capital improvements to the properties, cover operating deficits, and to
a lesser extent, make distributions to the partners.
The General Partners are currently discussing the possible sale of Tower Park
Marina with two different groups. In order for a sale to be consummated, it
will require the approval of a majority of the Limited Partners and the
completion of the purchaser's due diligence. At the sale prices currently
being discussed, the Limited Partners would receive a liquidation
distribution between $250 and $500 per unit.
-14-
<PAGE>
TOWER PARK MARINA INVESTORS, L.P.
a California Limited Partnership
PART II. OTHER INFORMATION
September 30, 1999
(Unaudited)
ITEMS 1 through 6 are inapplicable.
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.
DATED: November 9, 1999
TOWER PARK MARINA INVESTORS, L.P.
a California Limited Partnership
BY: Westrec Investors, Inc.
General Partner
BY: /s/ Jeffrey K. Ellis
--------------------
Jeffrey K. Ellis
Vice President
-15-
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<S> <C> <C>
<PERIOD-TYPE> 9-MOS 9-MOS
<FISCAL-YEAR-END> DEC-31-1999 DEC-31-1998
<PERIOD-START> JAN-01-1999 JAN-01-1999
<PERIOD-END> SEP-30-1999 SEP-30-1998
<CASH> 22,000 14,000
<SECURITIES> 0 0
<RECEIVABLES> 142,000 143,000
<ALLOWANCES> 0 0
<INVENTORY> 193,000 127,000
<CURRENT-ASSETS> 164,000<F1> 284,000
<PP&E> 8,137,000 7,875,000
<DEPRECIATION> (5,606,000) (5,466,000)
<TOTAL-ASSETS> 3,163,000 2,815,000
<CURRENT-LIABILITIES> 3,355,000<F1> 6,283,000
<BONDS> 2,110,000 6,673,000
0 0
0 0
<COMMON> 0 0
<OTHER-SE> (2,302,000)<F2> (10,141,000)
<TOTAL-LIABILITY-AND-EQUITY> 3,163,000 2,815,000
<SALES> 0 0
<TOTAL-REVENUES> 2,074,000 1,867,000
<CGS> 0 0
<TOTAL-COSTS> 1,644,000 1,781,000
<OTHER-EXPENSES> 220,000 190,000
<LOSS-PROVISION> 0 0
<INTEREST-EXPENSE> 596,000 717,000
<INCOME-PRETAX> (386,000) (821,000)
<INCOME-TAX> 0 0
<INCOME-CONTINUING> 0 0
<DISCONTINUED> 0 0
<EXTRAORDINARY> 8,515,000<F4> 0
<CHANGES> 0 0
<NET-INCOME> 8,129,000 (821,000)
<EPS-BASIC> 1,785.27<F3> (180.35)
<EPS-DILUTED> 1,785.27<F3> (180.35)
<FN>
<F1>REGISTRANT HAS AN UNCLASSIFIED BALANCE SHEET.
<F2>TOTAL PARTNERS' DEFICIT
<F3>LIMITED PARTNERS' NET INCOME (LOSS) PER UNIT
<F4>FORGIVENESS OF DEBT
</FN>
</TABLE>
