UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(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
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR
15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Commission File Number 0-24660
LIBERTY TAX CREDIT PLUS II L.P.
------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 13-3458180
------------------------------- -------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
625 Madison Avenue, New York, New York 10022
- - ---------------------------------------- ----------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (212)421-5333
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 [ ]
<PAGE>
PART I - Financial Information
Item 1. Financial Statements
LIBERTY TAX CREDIT PLUS II L.P.
AND SUBSIDIARIES
Consolidated Balance Sheets
(Unaudited)
<TABLE>
<CAPTION>
September 30, March 31,
1998 1998
------------- -------------
<S> <C> <C>
ASSETS
Property and equipment, net of
accumulated depreciation
of $68,368,859 and $64,545,022,
respectively $ 170,041,617 $ 173,036,778
Construction in progress 0 604,411
Cash and cash equivalents 3,160,536 4,177,583
Cash held in escrow 7,525,555 6,823,943
Deferred costs, net of accumulated
amortization of $3,429,823
and $3,267,108, respectively 3,959,965 4,121,038
Other assets 4,001,635 4,086,783
------------- -------------
Total assets $ 188,689,308 $ 192,850,536
============= =============
LIABILITIES AND PARTNERS' CAPITAL
Mortgage notes payable $ 116,607,576 $ 117,331,318
Accounts payable and other
liabilities 8,848,204 9,339,821
Due to local general partners and
affiliates 10,734,914 10,135,658
Due to general partners and affiliates 5,915,126 4,957,989
Due to selling partners 3,505,439 3,501,689
------------- -------------
Total liabilities 145,611,259 145,266,475
Minority interest 4,335,910 4,700,747
------------- -------------
Commitments and contingencies (Note 4)
Partners' capital
Limited partners (115,917.5 BACs
issued and outstanding) 39,385,401 43,485,164
General partners (643,262) (601,850)
------------- -------------
Total partners' capital 38,742,139 42,883,314
------------- -------------
Total liabilities and partners'
capital $ 188,689,308 $ 192,850,536
============= =============
</TABLE>
See Accompanying Notes to Consolidated Financial Statements.
-2-
<PAGE>
LIBERTY TAX CREDIT PLUS II L.P.
AND SUBSIDIARIES
Consolidated Statements of Operations
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
September 30, September 30,
1998 1997 1998 1997
----------- ----------- ----------- -----------
<S> <C> <C> <C> <C>
Revenues
Rentals, net $ 6,512,131 $ 6,248,923 $12,868,144 $12,573,875
Other 131,782 140,835 255,224 262,717
Gain on partial sale
of investment in
subsidiary partner-
ships (Note 3) 0 0 0 154,577
----------- ----------- ----------- -----------
6,643,913 6,389,758 13,123,368 12,991,169
----------- ----------- ----------- -----------
Expenses
General and
administrative 1,701,454 1,647,584 3,302,159 3,317,721
General and
administrative-
related parties
(Note 2) 657,669 689,186 1,309,869 1,323,156
Repairs and
maintenance 1,196,306 1,031,149 2,327,107 1,953,090
Operating 690,073 668,156 1,595,698 1,652,018
Taxes 262,774 257,774 550,033 552,435
Insurance 278,893 306,867 562,705 592,384
Interest 1,928,749 2,098,627 3,883,756 4,149,876
Depreciation and
amortization 1,997,120 2,080,822 3,986,552 4,088,318
----------- ----------- ----------- -----------
Total Expenses 8,713,038 8,780,165 17,517,879 17,628,998
----------- ----------- ----------- -----------
Loss before minority
interest (2,069,125) (2,390,407) (4,394,511) (4,637,829)
Minority interest in
loss of subsidiaries 109,609 38,787 253,336 77,205
----------- ----------- ----------- -----------
Net loss $(1,959,516) $(2,351,620) $(4,141,175) $(4,560,624)
=========== =========== =========== ===========
Net loss-
limited partners $(1,939,921) $(2,328,104) $(4,099,763) $(4,515,018)
=========== =========== =========== ===========
Number of BACs
outstanding 115,917.5 115,917.5 115,917.5 115,917.5
=========== =========== =========== ===========
Net loss per BAC $ (16.74) $ (20.08) $ (35.37) $ (38.95)
=========== =========== =========== ===========
</TABLE>
See Accompanying Notes to Consolidated Financial Statements.
-3-
<PAGE>
LIBERTY TAX CREDIT PLUS II L.P.
AND SUBSIDIARIES
Consolidated Statement of Changes in Partners' Capital
(Unaudited)
<TABLE>
<CAPTION>
Limited General
Total Partners Partners
----------- ----------- ----------
<S> <C> <C> <C>
Partners' capital -
April 1, 1998 $42,883,314 $43,485,164 $(601,850)
Net loss (4,141,175) (4,099,763) (41,412)
----------- ----------- ---------
Partners' capital -
September 30, 1998 $38,742,139 $39,385,401 $(643,262)
=========== =========== =========
</TABLE>
See Accompanying Notes to Consolidated Financial Statements.
-4-
<PAGE>
LIBERTY TAX CREDIT PLUS II L.P.
AND SUBSIDIARIES
Statements of Cash Flows
Increase (Decrease) in Cash and Cash Equivalents
(Unaudited)
<TABLE>
<CAPTION>
Six Months Ended
September 30,
1998 1997
------------ ------------
<S> <C> <C>
Cash flows from operating activities:
Net loss $(4,141,175) $(4,560,624)
----------- -----------
Adjustments to reconcile net loss
to net cash provided by (used in)
operating activities:
Gain on partial sale of investment in
subsidiary partnerships (Note 3) 0 (154,577)
Depreciation and amortization 3,986,552 4,088,318
Minority interest in loss of
subsidiaries (253,336) (77,205)
Decrease (increase) in other assets 85,148 (230,498)
Increase in cash held
in escrow (579,683) (148,607)
(Decrease) increase in accounts
payable and other liabilities (491,617) 6,878
Increase in due to general partners
and affiliates 957,137 694,386
Increase in due to local general
partners and affiliates 837,078 367,004
Decrease in due to local general
partners and affiliates (237,822) (95,695)
----------- -----------
Total adjustments 4,303,457 4,450,004
----------- -----------
Net cash provided by (used in)
operating activities 162,282 (110,620)
----------- -----------
Cash flows from investing activities:
Proceeds from partial sale of
investment in subsidiary
partnerships 0 1,400,000
Acquisitions of property and
equipment (224,265) (131,797)
Increase in cash held in escrow (121,929) (660,269)
----------- -----------
Net cash (used in) provided by
investing activities (346,194) 607,934
----------- -----------
</TABLE>
See Accompanying Notes to Consolidated Financial Statements.
-5-
<PAGE>
LIBERTY TAX CREDIT PLUS II L.P.
AND SUBSIDIARIES
Statements of Cash Flows
Increase (Decrease) in Cash and Cash Equivalents
(continued)
(Unaudited)
<TABLE>
<CAPTION>
Six Months Ended
September 30,
1998 1997
--------- ---------
<S> <C> <C>
Cash flows from financing activities:
Increase in deferred costs (1,642) (165,372)
Repayments of mortgage notes (723,742) (4,840,878)
Proceeds of mortgage notes 0 4,000,000
Increase in due to selling partners 3,750 3,750
Decrease in capitalization
of consolidated subsidiaries
attributable to minority
interest (111,501) (131,894)
----------- -----------
Net cash used in decrease
financing activities (833,135) (1,134,394)
----------- -----------
Net decrease in cash and
cash equivalents (1,017,047) (637,080)
Cash and cash equivalents at
beginning of period 4,177,583 4,956,628
----------- -----------
Cash and cash equivalents at
end of period $ 3,160,536 $ 4,319,548
=========== ===========
Components of partial sale of
investment in subsidiary
partnerships:
Increase in capitalization of
consolidated subsidiaries
attributable to minority
interest $ 0 $ 1,245,423
</TABLE>
See Accompanying Notes to Consolidated Financial Statements.
-6-
<PAGE>
LIBERTY TAX CREDIT PLUS II L.P.
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
September 30, 1998
(Unaudited)
Note 1 - General
The consolidated financial statements include the accounts of Liberty Tax Credit
Plus II L.P. (the "Partnership") and 27 subsidiary partnerships ("subsidiaries",
"subsidiary partnerships" or "Local Partnerships") in which the Partnership is
the limited partner. Through the rights of the Partnership and/or a General
Partner, which General Partner has a contractual obligation to act on behalf of
the Partnership, to remove the general partner of the subsidiary partnerships
and to approve certain major operating and financial decisions, the Partnership
has a controlling financial interest in the subsidiary partnerships.
For financial reporting purposes, the Partnership's fiscal quarter ends
September 30. The Partnership's fiscal quarter ends September 30 in order to
allow adequate time for the subsidiaries' financial statements to be prepared
and consolidated. All subsidiary partnerships have fiscal quarters ending June
30. Accounts of the subsidiary partnerships have been adjusted for intercompany
transactions from July 1 through September 30.
All intercompany accounts and transactions have been eliminated in
consolidation.
Increases (decreases) in the capitalization of consolidated subsidiary
partnerships attributable to minority interest arise from cash contributions
from and cash distributions to the minority interest partners.
Losses attributable to minority interests which exceed the minority interests'
investment in a subsidiary partnership have been charged to the Partnership.
Such losses aggregated $127,000 and $116,000 and $259,000 and $247,000 for the
three and six months ended September 30, 1998 and 1997, respectively. The
Partnership's investment in each subsidiary partnership is equal to the
respective subsidiary partnership's partners' equity less minority interest
capital, if any. In consolidation, all subsidiary partnership losses are
included in the Partnership's capital account except for losses allocated to
minority interest capital.
-7-
<PAGE>
LIBERTY TAX CREDIT PLUS II L.P.
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
September 30, 1998
(Unaudited)
The books and records of the Partnership are maintained on the accrual basis in
accordance with generally accepted accounting principles. In the opinion of the
general partners of the Partnership (the "General Partners"), the accompanying
unaudited financial statements contain all adjustments (consisting only of
normal recurring adjustments) necessary to present fairly the financial position
of the Partnership as of September 30, 1998, the results of operations for the
three and six months ended September 30, 1998 and 1997 and cash flows for the
six months ended September 30, 1998 and 1997. However, the operating results for
the six months ended September 30, 1998 may not be indicative of the results for
the year.
Certain information and note disclosures normally included in financial
statements prepared in accordance with generally accepted accounting principles
have been omitted or condensed. These consolidated financial statements should
be read in conjunction with the financial statements and notes thereto included
in the Partnership's Annual Report on Form 10-K for the year ended March 31,
1998.
Note 2 - Related Party Transactions
One of the General Partners has a 1% interest as a special limited partner in
each of the subsidiary partnerships. An affiliate of the General Partners also
has a minority interest in certain subsidiary partnerships.
-8-
<PAGE>
LIBERTY TAX CREDIT PLUS II L.P.
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
September 30, 1998
(Unaudited)
The costs incurred to related parties for the three and six months ended
September 30, 1998 and 1997 were as follows:
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
September 30, September 30,
1998 1997 1998 1997
---------- ---------- ---------- ----------
<S> <C> <C> <C> <C>
Partnership manage-
ment fees (a) $ 374,000 $ 374,000 $ 748,000 $ 748,000
Expense reimburse-
ment (b) 47,883 36,208 92,859 81,549
Property manage-
ment fees incurred
to affiliates of the
General Partner (c) 87,585 134,035 175,171 203,330
Local administra-
tive fee (d) 13,000 13,000 26,000 26,000
---------- ---------- ---------- ----------
522,468 557,243 1,042,030 1,058,879
---------- ---------- ---------- ----------
Property manage-
ment fees incurred
to affiliates of
the subsidiary
partnerships'
general partners (c) 135,201 131,943 267,839 264,277
---------- ---------- ---------- ----------
Total general and
administrative-
related parties $ 657,669 $ 689,186 $1,309,869 $1,323,156
========== ========== ========== ==========
</TABLE>
(a) The General Partners are entitled to receive a partnership management fee,
after payment of all Partnership expenses, which together with the annual local
administrative fees will not exceed a maximum of 0.5% per annum of invested
assets (as defined in the Partnership Agreement), for administering the affairs
of the Partnership. The partnership management fee, subject to the foregoing
limitation, will be determined by the General Partners in their sole discretion
based upon their review of the Partnership's investments. Partnership management
fees owed to the General Partners amounting to approximately $4,622,000 and
$3,874,000 were accrued and unpaid as of September 30, 1998 and March 31, 1998,
respectively. Without the General Partner's continued accrual without payment,
the Partnership will not be in a position to meet its obligations. The General
Partners have continued allow-
-9-
<PAGE>
LIBERTY TAX CREDIT PLUS II L.P.
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
September 30, 1998
(Unaudited)
ing the accrual without payment of these amounts but are under no obligation to
do so.
(b) The Partnership reimburses the General Partners and their affiliates for
actual Partnership operating expenses incurred by the General Partners and their
affiliates on the Partnership's behalf. The amount of reimbursement from the
Partnership is limited by the provisions of the Partnership Agreement. Another
affiliate of the General Partners performs asset monitoring for the Partnership.
These services include site visits and evaluations of the subsidiary
partnerships' performance.
(c) Property management fees incurred by subsidiary partnerships amounted to
$413,351 and $414,701 and $819,121 and $756,009 for the three and six months
ended September 30, 1998 and 1997, respectively. Of these fees $222,786 and
$265,978 and $443,010 and $467,607 were incurred to affiliates of the subsidiary
partnerships' general partners. Included in amounts incurred to affiliates of
the subsidiary partnerships' general partners are $87,585 and $134,035 and
$175,171 and $203,330 for the three and six months ended September 30, 1998 and
1997, respectively, which were also incurred to affiliates of the Partnership.
(d) Liberty Associates II L.P., a special limited partner of the subsidiary
partnerships, is entitled to receive a local administrative fee of up to $2,500
per year from each subsidiary partnership.
Note 3 - Partial sale of Investment in Subsidiary Partnerships
Campeche Isle Apartments, L.P.
In June 1997, Campeche Isle Apartments Limited Partnership ("Campeche")
restructured its mortgage debt through the following transactions: Bank of
Boston made a $4,000,000 loan to Campeche and the Partnership as co-borrowers.
Such loan is secured by a first mortgage on Campeche Isle Apartments, a pledge
of the Partnership's interest in Spring Creek and recourse guarantees of the
Partnership and one of its General Partners, Campeche, and Campeche's Local
General Partner. The restructuring agreement required Campeche to make
approximately $800,000 of required repairs to the project. The Partnership
raised approximately
-10-
<PAGE>
LIBERTY TAX CREDIT PLUS II L.P.
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
September 30, 1998
(Unaudited)
$1,400,000 in June 1997 by selling a portion of its limited partnership interest
in two subsidiary partnerships to Related Glenport Associates, an affiliate of
the General Partner. The Partnership sold 24.98% of its limited partnership
interest in United-Glenarden I Limited Partnership for $600,000 resulting in a
gain of $224,482 and sold 32.32% of its limited partnership interest in Property
Development Associates, L.P. for $800,000 resulting in a loss of $69,905. A
portion of the proceeds were used to repay the Mortgagee, pay closing costs on
the new loan and to fund debt service and an escrow account for repairs. Monthly
debt service on the new loan will be paid by the net income of Campeche and the
balance by the Partnership. In addition, any distributions received by the
Partnership from Spring Creek must be placed in escrow at Bank of Boston. The
new loan matures on December 31, 1998. On or prior to the maturity of the new
loan a refinancing will be completed which will have a term of at least equal to
the remaining compliance period of the project which ends 2004. As of September
30, 1998, total advances to Campeche from the Partnership totaled approximately
$1,851,000.
Note 4 - Commitments and Contingencies
There were no material changes and/or additions to disclosures regarding the
subsidiary partnerships which were included in the Partnership's Annual Report
on Form 10-K for the period ended March 31, 1998.
-11-
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
Liquidity and Capital Resources
The Partnership's primary sources of funds are rental revenues which are fully
utilized at the property level and cash distributions from the operations of the
Local Partnerships in which the Partnership has invested. These sources of funds
are available to meet obligations of the Partnership. During the six months
ended September 30, 1998 and 1997 respectively, distributions received from
operations of the Local Partnerships were approximately $212,000 and $8,000,
respectively.
As of September 30, 1998 the Partnership has invested all of the net proceeds in
twenty-seven Local Partnerships. Approximately $368,000 of the purchase price
remains to be paid (none of which is being held in escrow).
During the six months ended September 30, 1998, cash and cash equivalents of the
Partnership and its 27 consolidated Local Partnerships decreased approximately
$1,017,000. This decrease was primarily due to acquisitions of property and
equipment ($224,000), repayments of mortgage notes ($724,000), a decrease in
capitalization of consolidated subsidiaries attributable to minority interest
($112,000) and an increase in cash held in escrow relating to investing
activities ($122,000) which exceeded cash provided by operating activities
($162,000). Included in the adjustments to reconcile the net loss to cash
provided by operating activities is depreciation and amortization ($3,987,000).
Partnership management fees owed to the General Partners amounting to
approximately $4,622,000 and $3,874,000 were accrued and unpaid as of September
30, 1998 and March 31, 1998, respectively. Without the General Partners
continued accrual without payment, the Partnership will not be in a position to
meet its obligations. The General Partners have continued allowing the accrual
without payment of these amounts but are under no obligation to continue to do
so.
Management has been in contact with all the Local Partnerships in the southeast
region and does not anticipate any significant increases to repairs and
maintenance due to the effect of Hurricane Georges on the portfolio.
-12-
<PAGE>
Management is not aware of any trends or events, commitments or uncertainties
which have not otherwise been disclosed, that will or are likely to impact
liquidity in a material way. Management believes the only impact would be from
laws that have not yet been adopted. The portfolio is diversified by the
location of the properties around the United States so that if one area of the
country is experiencing downturns in the economy, the remaining properties in
the portfolio may be experiencing upswings. However, the geographic
diversification of the portfolio may not protect against a general downturn in
the national economy. The Partnership has fully invested the proceeds of its
offerings in 27 Local Partnerships, all of which fully have their tax credits in
place. The tax credits are attached to the project for a period of ten years and
are transferable with the property during the remainder of such ten year period.
If the General Partners determined that a sale of a property is warranted, the
remaining tax credits would transfer to the new owner, thereby adding value to
the property on the market, which are not included in the financial statement
carrying amount.
Results of Operations
Results of operations for the three and six months ended September 30, 1998
consisted primarily of the results of the Partnership's investment in
twenty-seven Local Partnerships.
Rental income increased approximately 4% and 2% for the three and six months
ended September 30, 1998 as compared to the corresponding periods in 1997
primarily due to rental rate increases.
Total expenses, excluding repairs and maintenance, remained fairly consistent
with a decrease of approximately 3% for both the three and six months ended
September 30, 1998 as compared to the corresponding periods in 1997.
Repairs and maintenance increased approximately $165,000 and $374,000 for the
three and six months ended September 30, 1998 as compared to the corresponding
periods in 1997 primarily due to an increase in repairs required by a loan
agreement at one Local Partnership, the exterior painting of the building at a
second Local Partnership and the interior painting of the building at a third
Local Partnership.
A gain on partial sale of investment in subsidiary partnerships in the amount of
approximately $155,000 was recorded for the six
-13-
<PAGE>
months ended September 30, 1997 (see Note 3 to the financial statements).
Year 2000 Compliance
The Partnership utilizes the computer services of an affiliate of the General
Partners. The affiliate of the General Partners is in the process of upgrading
its computer information systems to be year 2000 compliant and beyond. The Year
2000 compliance issue concerns the inability of a computerized system to
accurately record dates after 1999. The affiliate of the General Partners
recently underwent a conversion of its financial systems applications and is in
the process of upgrading and testing the in house software and hardware
inventory. The workstations that experienced problems from this process were
corrected with an upgrade patch. The affiliate of the General Partners have
incurred costs of approximately $1,000,000 to date and estimates the total costs
to be approximately $2,000,000. These costs are not being charged to the
Partnership. In regard to third parties, the Partnership's General Partners are
in the process of evaluating the potential adverse impact that could result from
the failure of material service providers to be year 2000 compliant. A detailed
survey and assessment of third party readiness will be sent to material third
parties in the fourth quarter of 1998. The results of the surveys will be
compiled in early 1999. No estimate can be made at this time as to the impact of
the readiness of such third parties. The Partnership's General Partners plan to
have these issues fully assessed by early 1999, at which time the risks
will be addressed and a contingency plan will be implemented if necessary.
-14-
<PAGE>
PART II. OTHER INFORMATION
Item 1. Legal Proceeding - None
Item 2. Changes in Securities - None
Item 3. Defaults Upon Senior Securities - None
Item 4. Submission of Matters to a Vote of Security Holders - None
Item 5. Other information - None
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
27 Financial Data Schedule (filed herewith)
(b) Reports on Form 8-K - No reports on Form 8-K were filed during the
quarter.
-15-
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
LIBERTY TAX CREDIT PLUS II L.P.
-------------------------------
(Registrant)
By: RELATED CREDIT PROPERTIES II L.P.,
a General Partner
By: Related Credit Properties II Inc.,
its General Partner
Date: November 11, 1998
By:/s/ Alan P. Hirmes
-----------------------------------
Alan P. Hirmes,
Vice President
(principal financial officer)
Date: November 11, 1998
By:/s/ Glenn F. Hopps
-----------------------------------
Glenn F. Hopps,
Treasurer
(principal accounting officer)
and
By: LIBERTY GP II INC.,
a General Partner
Date: November 11, 1998
By:/s/ Alan P. Hirmes
-----------------------------------
Alan P. Hirmes,
Vice President
(principal financial officer)
Date: November 11, 1998
By:/s/ Glenn F. Hopps
-----------------------------------
Glenn F. Hopps,
Treasurer
(principal accounting officer)
<PAGE>
and
BY: LIBERTY ASSOCIATES II, L.P.
a General Partner
BY: Related Credit Properties II, Inc.,
its General Partner
Date: November 11, 1998
By:/s/ Alan P. Hirmes
-----------------------------------
Alan P. Hirmes,
Vice President
(principal financial officer)
Date: November 11, 1998
By:/s/ Glenn F. Hopps
-----------------------------------
Glenn F. Hopps,
Treasurer
(principal accounting officer)
and
By: Liberty GP II Inc.,
its General Partner
Date: November 11, 1998
By:/s/ Alan P. Hirmes
-----------------------------------
Alan P. Hirmes,
Vice President
(principal financial officer)
Date: November 11, 1998
By:/s/ Glenn F. Hopps
-----------------------------------
Glenn F. Hopps,
Treasurer
(principal accounting officer)
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
The Schedule contains summary financial information extracted from the financial
statements for Liberty Tax Credit Plus II L. P. and is qualified in its entirety
by reference to such financial statements
</LEGEND>
<CIK> 0000832141
<NAME> Liberty Tax Credit Plus II L.P.
<MULTIPLIER> 1
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> MAR-31-1999
<PERIOD-START> APR-01-1998
<PERIOD-END> SEP-30-1998
<CASH> 10,686,091
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 4,001,635
<PP&E> 238,410,476
<DEPRECIATION> 68,368,859
<TOTAL-ASSETS> 188,689,308
<CURRENT-LIABILITIES> 25,498,244
<BONDS> 120,113,015
0
0
<COMMON> 0
<OTHER-SE> 43,078,049
<TOTAL-LIABILITY-AND-EQUITY> 188,689,308
<SALES> 0
<TOTAL-REVENUES> 13,123,368
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 13,634,123
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 3,883,756
<INCOME-PRETAX> (4,394,511)
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (4,394,511)
<EPS-PRIMARY> (35.37)
<EPS-DILUTED> 0
</TABLE>
