FORM 10-QSB--QUARTERLY OR TRANSITIONAL REPORT UNDER SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
QUARTERLY OR TRANSITIONAL REPORT
U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended September 30, 1998
[ ] TRANSITION REPORT PURSUANT TO 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934
For the transition period from_________to________
Commission file number 0-17645
UNITED INVESTORS GROWTH PROPERTIES
(Exact name of small business issuer as specified in its charter)
Missouri 43-1483928
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
55 Beattie Place, P.O. Box 1089
Greenville, South Carolina 29602
(Address of principal executive offices)
(864) 239-1000
(Issuer's telephone number)
Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 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
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
a)
UNITED INVESTORS GROWTH PROPERTIES
CONSOLIDATED BALANCE SHEET
(Unaudited)
September 30, 1998
(in thousands, except unit data)
Assets
Cash and cash equivalents $ 753
Receivables and deposits, net of
allowance of $66 205
Restricted escrows 163
Other assets 317
Investment properties:
Land $ 1,979
Buildings and related personal property 15,388
17,367
Less accumulated depreciation (5,237) 12,130
$13,568
Liabilities and Partners' Deficit
Liabilities
Accounts payable $ 180
Tenant security deposit liabilities 95
Accrued property taxes 109
Other liabilities 198
Mortgage notes payable, $3,605 in default (Note D) 13,504
Partners' Deficit
General partner's $ (11)
Limited partners' (39,287 units issued
and outstanding) (507) (518)
$13,568
See Accompanying Notes to Financial Statements
b)
UNITED INVESTORS GROWTH PROPERTIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(in thousands, except unit data)
Three Months Ended Nine Months Ended
September 30, September 30,
1998 1997 1998 1997
Revenues:
Rental income $ 785 $ 757 $2,306 $2,220
Other income 41 32 116 107
Total revenues 826 789 2,422 2,327
Expenses:
Operating 398 329 1,064 946
General and administrative 30 22 83 63
Depreciation 150 141 439 417
Interest 261 270 790 844
Property taxes 78 80 238 241
Total expenses 917 842 2,614 2,511
Net loss before
extraordinary loss (91) (53) (192) (184)
Extraordinary loss on debt
refinancing -- (22) -- (22)
Net loss $ (91) $ (75) $ (192) $ (206)
Net loss allocated to
general partner (1%) $ (1) $ (1) $ (2) $ (2)
Net loss allocated to
limited partners (99%) (90) (74) (190) (204)
$ (91) $ (75) $ (192) $ (206)
Net loss per limited
partnership unit:
Loss before extraordinary
loss $(2.29) $(1.33) $(4.84) $(4.64)
Extraordinary loss on debt
refinancing -- (.55) -- (.55)
Net loss per limited
partnership unit $(2.29) $(1.88) $(4.84) $(5.19)
Distributions per limited
partnership unit $ -- $ -- $10.08 $ --
See Accompanying Notes to Financial Statements
c)
UNITED INVESTORS GROWTH PROPERTIES
CONSOLIDATED STATEMENT OF CHANGES IN PARTNERS' DEFICIT
(Unaudited)
(in thousands, except unit data)
Limited
Partnership General Limited
Units Partner's Partners' Total
Original capital contributions 39,297 $ -- $ 9,824 $ 9,824
Partners' (deficit) capital at
December 31, 1997 39,287 $ (5) $ 79 $ 74
Distributions to partners -- (4) (396) (400)
Net loss for the nine months
ended September 30, 1998 -- (2) (190) (192)
Partners' deficit at
September 30, 1998 39,287 $ (11) $ (507) $ (518)
See Accompanying Notes to Financial Statements
d)
UNITED INVESTORS GROWTH PROPERTIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(in thousands)
Nine Months Ended
September 30,
1998 1997
Cash flows from operating activities:
Net loss $ (192) $ (206)
Adjustments to reconcile net loss to net
cash provided by operating activities:
Depreciation 439 417
Amortization of loan costs, lease commissions (22)
and loan premiums -- (22)
Extraordinary loss on debt refinancing -- 22
Change in accounts:
Receivables and deposits 18 (10)
Other assets (32) (47)
Accounts payable 137 (26)
Tenant security deposit liabilities 9 8
Accrued property taxes (15) 66
Other liabilities 47 7
Net cash provided by operating activities 389 209
Cash flows from investing activities:
Property improvements and replacements (172) (69)
Net deposits to restricted escrows (54) --
Net cash used in investing activities (226) (69)
Cash flows from financing activities:
Repayment of mortgage notes payable (109) (133)
Payoff of mortgage note principal -- (3,800)
Proceeds from debt refinancing -- 3,850
Loan costs paid (21) (87)
Distributions to partners (400) --
Net cash used in financing activities (530) (170)
Net decrease in cash and cash equivalents (367) (30)
Cash and cash equivalents at beginning of period 1,120 399
Cash and cash equivalents at end of period $ 753 $ 369
Supplemental disclosure of cash flow information:
Cash paid for interest $ 766 $ 883
See Accompanying Notes to Financial Statements
e)
UNITED INVESTORS GROWTH PROPERTIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
NOTE A - BASIS OF PRESENTATION
The accompanying unaudited consolidated financial statements of United Investors
Growth Properties (the "Partnership"), have been prepared in accordance with
generally accepted accounting principles for interim financial information and
with the instructions to Form 10-QSB and Item 310(b) of Regulation S-B.
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 United Investors Real Estate, Inc., a Delaware corporation
(the "General Partner"), a wholly-owned subsidiary of Insignia Properties Trust
("IPT") (see "Note C"), all adjustments (consisting of normal recurring
accruals) considered necessary for a fair presentation have been included.
Operating results for the three and nine month periods ended September 30, 1998
are not necessarily indicative of the results that may be expected for the
fiscal year ending December 31, 1998. For further information, refer to the
consolidated financial statements and footnotes thereto included in the
Partnership's annual report on Form 10-KSB for the fiscal year ended December
31, 1997.
Reclassifications
Certain reclassifications have been made to the 1997 information to conform to
the 1998 presentation.
Principles of Consolidation
During 1994, Cheyenne Woods Apartments was restructured into a lower tier
partnership, known as Cheyenne Woods United Investors, L.P. During the third
quarter of 1997 Cheyenne Woods United Investors, L.P. was restructured into a
limited liability company known as Cheyenne Woods United Investors, L.L.C.
("Cheyenne"). The Partnership owns 100% of Cheyenne. Although legal ownership
of the asset was transferred to a new entity, the Partnership retained all
economic benefits from the property. The Partnership consolidates its interest
in Cheyenne (whereby all accounts of Cheyenne are included in the consolidated
financial statements of the Partnership with intercompany accounts being
eliminated).
During the fourth quarter of 1997, Deerfield Apartments was transferred into a
limited liability company known as Deerfield Apartments, L.L.C. ("Deerfield").
The Partnership owns 100% of the new entity. Although legal ownership of the
asset was transferred to a new entity, the Partnership retained the ability to
control the major operating and financial policies of the property and all
economic benefits from the property. As a result, the Partnership consolidates
its interest in Deerfield (whereby all accounts of Deerfield are included in the
consolidated financial statements of the Partnership with intercompany accounts
being eliminated).
NOTE B - TRANSACTIONS WITH AFFILIATED PARTIES
The Partnership has no employees and is dependent on the General Partner and its
affiliates for the management and administration of all partnership activities.
Affiliates of the General Partner provide property management and asset
management services to the Partnership. The partnership agreement provides for
payments to affiliates for property management services and for reimbursement of
certain expenses incurred by affiliates on behalf of the Partnership.
The following payments were made to affiliates of the General Partner for the
nine month periods ended September 30, 1998 and 1997:
1998 1997
(in thousands)
Property management fees (included in operating expenses) $125 $119
Reimbursement for services of affiliates, including
$1,000 and $6,000 of construction services reimbursements
in 1998 and 1997, respectively (included in investment
properties, general and administrative and operating
expenses) 38 34
For the period of January 1, 1997 to August 31, 1997, the Partnership insured
its properties under a master policy through an agency affiliated with the
General Partner with an insurer unaffiliated with the General Partner. An
affiliate of the General Partner acquired, in the acquisition of a business,
certain financial obligations from an insurance agency which was later acquired
by the agent who placed the master policy. The agent assumed the financial
obligations to the affiliate of the General Partner which received payments on
these obligations from the agent. The amount of the Partnership's insurance
premiums that accrued to the benefit of the affiliate of the General Partner by
virtue of the agent's obligations was not significant.
NOTE C - TRANSFER OF CONTROL; SUBSEQUENT EVENT
On October 1, 1998, Insignia Financial Group, Inc. completed its merger with and
into Apartment Investment and Management Company ("AIMCO"), a publicly traded
real estate investment trust, with AIMCO being the surviving corporation (the
"Insignia Merger"). As a result of the Insignia Merger, AIMCO acquired control
of the General Partner. In addition, AIMCO also acquired approximately 51% of
the outstanding common shares of beneficial interest of IPT. Also, effective
October 1, 1998, IPT and AIMCO entered into an Agreement and plan of Merger
pursuant to which IPT is to be merged with and into AIMCO or a subsidiary of
AIMCO (the "IPT Merger"). The IPT Merger requires the approval of the holders
of a majority of the outstanding IPT Shares. AIMCO has agreed to vote all of the
IPT Shares owned by it in favor of the IPT Merger and has granted an irrevocable
limited proxy to unaffiliated representatives of IPT to vote the IPT Shares
acquired by AIMCO and its subsidiaries in favor of the IPT Merger. As a result
of AIMCO's ownership and its agreement, the vote of no other holder of IPT is
required to approve the merger. The General Partner does not believe that this
transaction will have a material effect on the affairs and operations of the
Partnership.
NOTE D - MORTGAGE NOTE PAYABLE, IN DEFAULT
The Partnership's mortgage note payable for Greystone South Plaza Center of
$3,605,000 is currently in default. Due to the property's limited cash flow,
the real property taxes on Greystone due in December 1997 have not been paid.
In addition, the interest-only mortgage payments from May 1998 to September 1998
have not been paid. The lender has initiated foreclosure proceedings. The
General Partner does not believe that it is in the best interests of the
Partnership to contest these proceedings. On August 11, 1998, a receiver was
appointed to assume day-to-day management of the property. Once the lender
forecloses on the property, the General Partner anticipates that the
Partnership's liquidity will not be significantly impacted. The General Partner
anticipates that the foreclosure will be completed by December 31, 1998.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
The Partnership's investment properties consist of three apartment complexes and
a retail center. The following table sets forth the average occupancy of the
properties for each of the nine month periods ended September 30, 1998 and 1997:
Average Occupancy
Property 1998 1997
Terrace Royale Apartments
Bothell, Washington 98% 94%
Cheyenne Woods Apartments
North Las Vegas, Nevada 89% 95%
Greystone South Plaza Center
Lenexa, Kansas 91% 80%
Deerfield Apartments
Memphis, Tennessee 95% 88%
The General Partner attributes the decrease in occupancy at Cheyenne Woods to an
increase in first time home purchases in the area and increased competition as a
result of 20,000 new units built in the area during the last year. Deerfield's
occupancy increased due to an improved local market resulting from several new
employers in the Memphis area and the completion of road construction in front
of the property. Occupancy increased at Greystone as a result of reduced rental
rates and increased use of concessions. Terrace Royale's occupancy increased
due to an improved local market.
The Partnership realized a net loss of approximately $192,000 for the nine month
period ended September 30, 1998, compared to a net loss of approximately
$206,000 for the nine month period ended September 30, 1997. The Partnership
realized a net loss of approximately $91,000 for the three month period ended
September 30, 1998, compared to a net loss of approximately $75,000 for the
three month period ended September 30, 1997. The decrease in net loss is
primarily attributable to the recognition of extraordinary loss on debt
refinancing ($22,000) which was recognized during the third quarter of 1997.
Net loss before extraordinary loss was $91,000 and $192,000, respectively, for
the three and nine month periods ended September 30, 1998 as compared to net
losses of $75,000 and $184,000 for the comparable periods in 1997. The increase
in net loss is attributable to increases in operating expense, general and
administrative expense and depreciation expense more than offsetting increases
in rental and other income and a decrease in property taxes. Rental revenue
increased as a result of increased rental rates and improved occupancy at
Terrace Royale and Deerfield. This was partially offset by decreased occupancy
at Cheyenne Woods, as discussed above. Rental income at Greystone remained
stable, as an occupancy increase was offset by decreased rental rates. Interest
expense decreased due to the refinancing of Cheyenne Woods at a lower interest
rate in 1997. Included in operating expenses for the nine months ended
September 30, 1998 was approximately $75,000 of major repairs and maintenance
comprised primarily of an exterior painting project at Deerfield, landscaping
and exterior building repairs. Included in operating expenses for the nine
months ended September 30, 1997 was approximately $15,000 of major repairs and
maintenance comprised primarily of landscaping and exterior building repairs.
General and administrative expenses increased primarily due to increased expense
reimbursements and legal fees related to the Greystone foreclosure.
As part of the ongoing business plan of the Partnership, the General Partner
monitors the rental market environment of its investment properties to assess
the feasibility of increasing rents, maintaining or increasing occupancy levels
and protecting the Partnership from increases in expenses. As part of this
plan, the General Partner attempts to protect the Partnership from the burden of
inflation-related increases in expenses by increasing rents and maintaining a
high overall occupancy level. However, due to changing market conditions, which
can result in the use of rental concessions and rental reductions to offset
softening market conditions, there is no guarantee that the General Partner will
be able to sustain such a plan.
At September 30, 1998, the Partnership had cash and cash equivalents of
approximately $753,000 compared to approximately $369,000 at September 30, 1997.
The net decrease in cash and cash equivalents for the nine month period ended
September 30, 1998 was approximately $367,000 compared to a net decrease of
approximately $30,000 for the nine month period ended September 30, 1997. Net
cash provided by operating activities increased primarily due to the decrease in
cash used for accounts payable and other liabilities relating to the timing of
payments. Net cash used in investing activities increased due to increased
property improvements and replacements and increased deposits to restricted
escrows, as a result of escrows established with the refinancing of Cheyenne
Woods and Deerfield Apartments in 1997. Net cash used in financing activities
increased due to the distribution made during the first quarter of 1998.
On August 8, 1997, the Partnership refinanced the mortgage encumbering Cheyenne
Woods Apartments. The refinancing replaced indebtedness of approximately
$3,800,000 with a new mortgage in the amount of $3,850,000 at an interest rate
of 7.67%. Interest on the old mortgage was 10.5%. Payments are due on the first
day of each month until the loan matures on September 1, 2007. Total
capitalized loan costs were approximately $87,000. The Partnership recognized
an extraordinary loss in the amount of approximately $22,000 due to the write
off of unamortized loan costs.
On November 20, 1997, the Partnership refinanced the mortgage encumbering
Deerfield Apartments. The refinancing replaced indebtedness of approximately
$2,634,000 with a new mortgage in the amount of $3,600,000 at an interest rate
of 7.34%. Interest on the old mortgage was 9.15%. Payments are due on the
first day of each month until the loan matures on December 1, 2004. Total
capitalized loan costs were approximately $118,000. The Partnership recognized
an extraordinary loss in the amount of approximately $14,000 due to the write
off of unamortized loan costs.
The sufficiency of existing liquid assets to meet future liquidity and capital
expenditure requirements is directly related to the level of capital
expenditures required at the various properties to adequately maintain the
physical assets as well as future maturing mortgage obligations and related
refinancing expenses and to comply with federal, state and local legal and
regulatory requirements. The General Partner is currently assessing the need for
capital improvements at each of the Partnership's properties. To the extent
that additional capital improvements are required, the Partnership's
distributable cash flow, if any, may be adversely affected, at least in the
short term. The mortgage indebtedness of $13,504,000 matures at various times
with balloon payments due at maturity. The General Partner will attempt to
refinance such indebtedness or sell the properties prior to such maturity date.
If the properties cannot be refinanced or sold for a sufficient amount, the
Partnership will risk losing such properties through foreclosure. The mortgage
encumbering Terrace Royale matured November 1, 1998. The General Partner is
currently securing a bridge loan until permanent financing can be arranged. The
General Partner anticipates that permanent financing will be obtained during the
fourth quarter of 1998. Currently, the mortgage note payable for Greystone
South Plaza Center of $3,605,000 is in default. Due to the property's limited
cash flow, the real property taxes on Greystone due in December 1997, in
addition to interest-only mortgage payments from May to September, 1998, have
not been paid. On August 11, 1998, a receiver was appointed to assume day-to-
day management of the property. Once the lender forecloses on the property, the
General Partner anticipates that the Partnership's liquidity will not be
significantly impacted, as the property has operated at approximately break even
on a cash flow basis during 1997 and 1998. The General Partner expects the
foreclosure to be completed by December 31, 1998. A cash distribution of
$400,000 was made during the first nine months of 1998. This distribution
represented a portion of net proceeds from the mortgage refinancing at
Deerfield. No distributions were made during the first nine months of 1997.
Future cash distributions will depend on the levels of net cash generated from
operations, property sales, refinancings, and the availability of cash reserves.
The Partnership's distribution policy will be reviewed on a quarterly basis.
There can be no assurance, however, that the Partnership will generate
sufficient funds from operations to permit further distributions to its partners
in 1998 or subsequent periods.
Transfer of Control; Subsequent Event
On October 1, 1998, Insignia Financial Group, Inc. completed its merger with and
into Apartment Investment and Management Company ("AIMCO"), a publicly traded
real estate investment trust, with AIMCO being the surviving corporation (the
"Insignia Merger"). As a result of the Insignia Merger, AIMCO acquired control
of the General Partner. In addition, AIMCO also acquired approximately 51% of
the outstanding common shares of beneficial interest of Insignia Properties
Trust ("IPT"), the entity which controls the General Partner. Also, effective
October 1, 1998, IPT and AIMCO entered into an Agreement and plan of Merger
pursuant to which IPT is to be merged with and into AIMCO or a subsidiary of
AIMCO (the "IPT Merger"). The IPT Merger requires the approval of the holders
of a majority of the outstanding IPT Shares. AIMCO has agreed to vote all of the
IPT Shares owned by it in favor of the IPT Merger and has granted an irrevocable
limited proxy to unaffiliated representatives of IPT to vote the IPT Shares
acquired by AIMCO and its subsidiaries in favor of the IPT Merger. As a result
of AIMCO's ownership and its agreement, the vote of no other holder of IPT is
required to approve the merger. The General Partner does not believe that this
transaction will have a material effect on the affairs and operations of the
Partnership.
Year 2000
General Description of the Year 2000 Issue and the Nature and Effects of the
Year 2000 on Information Technology (IT) and Non-IT Systems
The Year 2000 Issue is the result of computer programs being written using two
digits rather than four to define the applicable year. The Partnership is
dependent upon the General Partner and its affiliates for management and
administrative services ("Managing Agent"). Any computer programs or hardware
that have date-sensitive software or embedded chips may recognize a date using
"00" as the year 1900 rather than the year 2000. This could result in a system
failure or miscalculations causing disruptions of operations, including, among
other things, a temporary inability to process transactions, send invoices, or
engage in similar normal business activities.
The Managing Agent has determined that it will be required to modify or replace
significant portions of its software and certain hardware so that those systems
will properly utilize dates beyond December 31, 1999. The Managing Agent
presently believes that with modifications or replacements of existing software
and certain hardware, the Year 2000 Issue can be mitigated. However, if such
modifications and replacements are not made, or are not completed timely, the
Year 2000 Issue could have a material impact on the operations of the Managing
Agent and the Partnership.
Status of Progress in Becoming Year 2000 Compliant
The Managing Agent's plan to resolve the Year 2000 Issue involves the following
four phases: assessment, remediation, testing and implementation. To date, the
Managing Agent has fully completed its assessment of all information systems
that could be significantly affected by the Year 2000, and has begun the
remediation, testing and implementation phase on both hardware and software
systems. Assessments are continuing in regards to embedded systems in operating
equipment. The Managing Agent anticipates having all phases complete by June 1,
1999.
In addition to the areas the Partnership is relying on the Managing Agent to
verify compliance with, the Partnership has certain operating equipment,
primarily at the property sites, which needed to be evaluated for Year 2000
compliance. The focus of the General Partner was to the security systems,
elevators, heating-ventilation-air-conditioning systems, telephone systems and
switches, and sprinkler systems. The General Partner is currently engaged in the
identification of all non-compliant operational systems, and is in the process
of estimating the costs associated with any potential modifications or
replacements needed to such systems in order for them to be Year 2000 compliant.
It is not expected that such costs would have a material adverse effect upon
the operations of the Partnership.
Risk Associated with the Year 2000
The General Partner believes that the Managing Agent has an effective program in
place to resolve the Year 2000 issue in a timely manner and has appropriate
contingency plans in place for critical applications that could affect the
Partnership's operations. To date, the General Partner is not aware of any
external agent with a Year 2000 issue that would materially impact the
Partnership's results of operations, liquidity or capital resources. However,
the General Partner has no means of ensuring that external agents will be Year
2000 compliant. The General Partner does not believe that the inability of
external agents to complete their Year 2000 resolution process in a timely
manner will have a material impact on the financial position or results of
operations of the Partnership. However, the effect of non-compliance by
external agents is not readily determinable.
Other
Certain items discussed in this quarterly report may constitute forward-looking
statements within the meaning of the Private Securities Litigation Reform Act of
1995 (the "Reform Act") and as such may involve known and unknown risks,
uncertainties and other factors which may cause the actual results, performance
or achievements of the Partnership to be materially different from any future
results, performance or achievements expressed or implied by such forward-
looking statements. Such forward-looking statements speak only as of the date of
this quarterly report. The Partnership expressly disclaims any obligation or
undertaking to release publicly any updates of revisions to any forward-looking
statements contained herein to reflect any change in the Partnership's
expectations with regard thereto or any change in events, conditions or
circumstances on which any such statement is based.
PART II - OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
a) Exhibits:
Exhibit 27, Financial Data Schedule, is filed as an exhibit to this
report.
b) Reports on Form 8-K:
A Form 8-K dated September 23, 1998 (amended October 27, 1998) was
filed reporting the dismissal of Deloitte & Touche, LLP as independent
accountant.
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
UNITED INVESTORS GROWTH PROPERTIES
By: United Investors Real Estate, Inc.
Its General Partner
By: /s/Patrick Foye
Patrick Foye
Executive Vice President
By: /s/Timothy R. Garrick
Timothy R. Garrick
Vice President - Accounting
(Duly Authorized Officer)
Date: November 13, 1998
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from
United Investors Growth Properties 1998 Third Quarter 10-QSB and is
qualified in its entirety by reference to such 10-QSB filing.
</LEGEND>
<CIK> 0000831663
<NAME> UNITED INVESTORS GROWTH PROPERTIES
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> SEP-30-1998
<CASH> 753
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0<F1>
<PP&E> 17,367
<DEPRECIATION> 5,237
<TOTAL-ASSETS> 13,568
<CURRENT-LIABILITIES> 0<F1>
<BONDS> 13,504
0
0
<COMMON> 0
<OTHER-SE> (518)
<TOTAL-LIABILITY-AND-EQUITY> 13,568
<SALES> 0
<TOTAL-REVENUES> 2,422
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 2,614
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 790
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (192)
<EPS-PRIMARY> (4.84)<F2>
<EPS-DILUTED> 0
<FN>
<F1>Registrant has an unclassified balance sheet.
<F2>Multiplier is 1.
</FN>
</TABLE>
