FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington DC 20549
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2000
--------------------------------------------------
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from ______________________ to _______________________
Commission file number 0-17712
---------------------------------------------------------
PEGASUS AIRCRAFT PARTNERS, L.P.
-------------------------------
(Exact name of registrant as specified in its charter)
DELAWARE 84-1099968
----------------------- -------------------
(State of organization) (IRS Employer
Identification No.)
Four Embarcadero Center 35th Floor
San Francisco, California 94111
------------------------- -----
(Address of principal (Zip Code)
executive offices)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE (415) 434-3900
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 .
--- ---
This document consists of 16 pages.
<PAGE>
PEGASUS AIRCRAFT PARTNERS, L.P.
QUARTERLY REPORT ON FORM 10-Q FOR THE
QUARTER ENDED MARCH 31, 2000
TABLE OF CONTENTS
Page
----
PART 1 FINANCIAL INFORMATION
Item 1. Financial Statements
Balance Sheets - March 31, 2000 and December 31, 1999 3
Statements of Income for the three months ended March 31,
2000 and 1999 4
Statements of Partners' Capital for the three months ended
March 31, 2000 and 1999 5
Statements of Cash Flows for the three months ended
March 31, 2000 and 1999 6
Notes to Financial Statements 7
Item 2. Management's Discussion and Analysis of Financial
Conditions and Results of Operations 11
PART II OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K 14
Signature 15
2
<PAGE>
PART I. FINANCIAL INFORMATION
-----------------------------
ITEM 1. Financial Statements
PEGASUS AIRCRAFT PARTNERS, L.P.
-------------------------------
BALANCE SHEETS -- MARCH 31, 2000 (UNAUDITED) AND DECEMBER 31, 1999
------------------------------------------------------------------
2000 1999
---- ----
(in thousands, except unit data)
ASSETS
------
Cash and cash equivalents $ 793 $ 1,873
Rent receivable 476 476
Aircraft, net 24,539 24,573
Other assets -- 50
-------- --------
Total Assets $ 25,808 $ 26,972
======== ========
LIABILITIES AND PARTNERS' CAPITAL
---------------------------------
LIABILITIES:
Notes payable $ 14,000 $ 14,000
Accounts payable and accrued expenses 109 111
Payable to affiliates 696 491
Deferred rental income and deposits 1,185 1,185
Distributions payable to partners 1,616 1,616
Maintenance reserves payable 1,203 969
-------- --------
Total Liabilities 18,809 18,372
-------- --------
COMMITMENTS AND CONTINGENCIES (Notes 2 and 4)
PARTNERS' CAPITAL:
General Partners (726) (710)
Limited Partners (4,000,005 units issued and
outstanding in 2000 and 1999) 7,725 9,310
-------- --------
Total Partners' Capital 6,999 8,600
-------- --------
Total Liabilities and Partners' Capital $ 25,808 $ 26,972
======== ========
The accompanying notes are an integral part of these financial statements.
3
<PAGE>
PEGASUS AIRCRAFT PARTNERS, L.P.
-------------------------------
STATEMENTS OF INCOME
--------------------
FOR THE THREE MONTHS ENDED MARCH 31, 2000 AND 1999
--------------------------------------------------
(unaudited)
2000 1999
---- ----
(in thousands, except unit
data and per unit amounts)
REVENUE:
Rentals from operating leases $ 2,012 $ 2,006
Interest 21 17
---------- ----------
2,033 2,023
---------- ----------
EXPENSES:
Depreciation and amortization 1,337 1,262
Interest 363 228
Management and re-lease fees 154 163
General and administrative 58 55
Direct lease 22 25
Engine rental and other 84 --
---------- ----------
2,018 1,733
---------- ----------
NET INCOME $ 15 $ 290
========== ==========
NET INCOME ALLOCATED:
To the General Partners $ -- $ 3
To the Limited Partners 15 287
---------- ----------
$ 15 $ 290
========== ==========
NET INCOME PER LIMITED PARTNERSHIP UNIT $ -- $ .07
========== ==========
WEIGHTED AVERAGE NUMBER OF LIMITED
PARTNERSHIP UNITS ISSUED AND OUTSTANDING 4,000,005 4,000,005
========== ==========
The accompanying notes are an integral part of these financial statements.
4
<PAGE>
PEGASUS AIRCRAFT PARTNERS, L.P.
-------------------------------
STATEMENTS OF PARTNERS' CAPITAL
-------------------------------
FOR THE THREE MONTHS ENDED MARCH 31, 2000 AND 1999
--------------------------------------------------
(unaudited)
General Limited
Partners Partners Total
-------- -------- -----
(dollar amounts in thousands)
Balance, January 1, 2000 $ (710) $ 9,310 $ 8,600
Net income -- 15 15
Distributions declared to partners (16) (1,600) (1,616)
-------- -------- --------
Balance, March 31, 2000 $ (726) $ 7,725 $ 6,999
======== ======== ========
Balance, January 1, 1999 $ (653) $ 14,913 $ 14,260
Net income 3 287 290
Distributions declared to partners (16) (1,600) (1,616)
-------- -------- --------
Balance, March 31, 1999 $ (666) $ 13,600 $ 12,934
======== ======== ========
The accompanying notes are an integral part of these financial statements.
5
<PAGE>
PEGASUS AIRCRAFT PARTNERS, L.P.
-------------------------------
STATEMENTS OF CASH FLOWS
------------------------
FOR THE THREE MONTHS ENDED MARCH 31, 2000 AND 1999
--------------------------------------------------
(unaudited)
2000 1999
---- ----
(dollar amounts in thousands)
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 15 $ 290
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation and amortization 1,337 1,262
Change in assets and liabilities:
Other assets 50 10
Accounts payable and accrued expenses (2) (29)
Payable to affiliates 205 163
Deferred rental income and deposits -- 180
Maintenance reserves payable 234 126
------- -------
Net cash provided by operating activities 1,839 2,002
------- -------
CASH FLOWS FROM INVESTING ACTIVITIES:
Capitalized aircraft improvements (1,303) (1,592)
------- -------
Net cash used in investing activities (1,303) (1,592)
------- -------
CASH FLOWS FROM FINANCING ACTIVITIES:
Cash distributions paid to partners (1,616) (1,616)
------- -------
Net cash used in financing activities (1,616) (1,616)
------- -------
NET DECREASE IN CASH AND CASH EQUIVALENTS (1,080) (1,206)
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 1,873 2,129
------- -------
CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 793 $ 923
======= =======
SUPPLEMENTAL CASH FLOW INFORMATION:
Interest paid $ 360 $ 225
======= =======
The accompanying notes are an integral part of these financial statements.
6
<PAGE>
PEGASUS AIRCRAFT PARTNERS, L.P.
-------------------------------
NOTES TO FINANCIAL STATEMENTS
-----------------------------
MARCH 31, 2000
--------------
(unaudited)
1. General
The accompanying unaudited financial statements have been prepared in
accordance with generally accepted accounting principles for interim financial
information and in accordance with instructions to Form 10-Q and Article 10 of
Regulation S-X. 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 the General Partners, all adjustments
necessary for a fair presentation have been included. The preparation of
financial statements in conformity with generally accepted accounting principles
requires management to make estimates and assumptions that affect the reported
amounts of assets and liabilities and disclosure of contingent assets and
liabilities at the dates of the financial statements and the reported amounts of
revenues and expenses during the reporting periods. The most significant
assumptions and estimates relate to useful life and recoverability of the
aircraft values. Actual results could differ from such estimates. For further
information, refer to the financial statements and footnotes thereto included in
the Partnership's annual report on Form 10-K for the year ended December 31,
1999. (Operating results for the three month period ended March 31, 2000 are not
necessarily indicative of the results that may be expected for the year ended
December 31, 2000.)
2. Aircraft
The Partnership's net investment in aircraft as of March 31, 2000 and
December 31, 1999 consisted of the following (in thousands):
2000 1999
---- ----
Aircraft on operating leases, at cost $ 90,019 $ 88,716
Less: Accumulated depreciation (55,996) (54,659)
Write-downs (5,811) (5,811)
Net lease settlement proceeds accounted for
as cost recovery (3,673) (3,673)
-------- --------
Aircraft, net $ 24,539 $ 24,573
======== ========
Kitty Hawk Aircargo, Inc. ("Kitty Hawk"). The Boeing 727-200 Advanced
aircraft formerly leased to Continental was hushkitted, converted to a freighter
and delivered to Kitty Hawk in August, 1999. Kitty Hawk is a Dallas, Texas based
operator of more than 100 freighter aircraft. The lease agreement provides for
84 months rent at $117,800 per month. Kitty Hawk has provided a security deposit
of $236,000 and is obligated to fund maintenance reserves, in the aggregate, at
a rate of $375 per flight hour. Compliance with the recently issued AD relating
to freighter conversions was performed in conjunction with the conversion. The
Partnership invested approximately $4.4 million in hushkitting, a C-check and
the cargo conversion. (See also Note 5 to the unaudited Financial Statements,
"Subsequent Events").
7
<PAGE>
During the quarter ended March 31, 2000, the Partnership invested
approximately $1.3 million with respect to the overhaul of two engines for the
Boeing 727-200 aircraft leased to Kitty Hawk. While these engines were being
overhauled, the Partnership had been leasing two other engines from an affiliate
of the Managing General Partner. One of the overhauled engines was re-installed
on the aircraft and the leased engine removed and returned to the Affiliate. The
Partnership exchanged with the Managing General Partner's affiliate, the second
overhauled engine for the other leased engine.
Trans World Airlines, Inc. ("TWA"). The lease on the Boeing 747-100
with TWA expires in July, 2000. Subject to final documentation, the Partnership
agreed to sell the aircraft to TWA in January 2000 for $4.36 million and to the
payment of a monthly rental rate from September 1999 until January 2000 of
$90,000 per month. TWA requested and was granted an extension of the closing
date on the sale to early April 2000 and will pay rent of $90,000 per month up
to the closing date. The General Partners negotiated the sale of the Boeing
747-100, as the aircraft would soon require a heavy maintenance check and the
leasing market for such an aircraft is very limited. TWA has agreed to a six
month extension of the lease at the existing lease rate for the Partnership's
MD-82. (See Note 5 to the unaudited Financial Statements, "Subsequent Events").
Sky Trek International Airlines, Inc. ("Sky Trek"). Due to arrearages
in rent and maintenance reserve payments, Sky Trek was placed on non-accrual
status beginning October 1, 1998. For the period January 1, 2000 through March
31, 2000, Sky Trek has paid all but $126,000 in rent (44% of scheduled rentals)
and $38,000 in maintenance reserve payments. Of the total amount of arrearages,
only $190,000 has been accrued and is included in rent and other receivables on
the balance sheet. Sky Trek has provided a security deposit of $190,000 with
respect to this lease.
Prior arrearages will need to be addressed in an overall
recapitalization plan of Sky Trek. If Sky Trek is unsuccessful in raising
additional capital, the Partnership may need to repossess the aircraft and
search for a new lessee. There can be no assurance as to the timeliness or
success of such a remarketing effort. Sky Trek is now operating under the
Discovery Airlines name. In mid-April, Sky Trek agreed with the Federal Aviation
Administration to a suspension of operations due to problems with its
maintenance and training programs and personnel qualifications. Given the
grounding of Sky Trek's fleet, the company is not generating any revenues.
(See Note 5 to the unaudited Financial Statements, "Subsequent Events").
3. Transactions With Affiliates
Base Management Fees: The General Partners are entitled to receive a
quarterly subordinated base management fee in an amount generally equal to 1.5%
of gross aircraft rentals, net of re-lease fees paid. Of this amount, 1.0% is
payable to the Managing General Partner and 0.5% is payable to the
Administrative General Partner. The General Partners earned $30,000 of base
management fees during the three months ended March 31, 2000.
Incentive Management Fees: The General Partners also are entitled to
receive a quarterly subordinated incentive management fee in an amount equal to
4.5% of quarterly cash flows and sales proceeds (net of resale fees). Of this
amount, 2.5% is payable to the Managing General Partner and 2.0% is payable to
the Administrative General Partner. The General Partners earned $64,000 of
incentive management fees during the three months ended March 31, 2000.
8
<PAGE>
Re-lease Fees: The General Partners are entitled to receive a quarterly
subordinated fee for re-leasing aircraft or renewing a lease in an amount equal
to 3.5% of the gross rentals from such re-lease or renewal for each quarter for
which such payment is made. Of this amount, 2.5% is payable to the Managing
General Partner and 1.0% is payable to the Administrative General Partner. The
General Partners earned $60,000 of re-lease fees during the three months ended
March 31, 2000.
All of the above fees are subordinated to the limited partners
receiving an 8% annual non-cumulative return based upon original contributed
capital (as adjusted per the Partnership agreement).
Beginning July 1, 1995, as part of the 1996 and 1997 class action
settlement, the Administrative General Partner remits to an affiliate, all
management fees as well as all 1997 and future fees and distributions received
by the Administrative General Partner, for deposit into an escrow account for
the benefit of the class action members.
Accountable General and Administrative Expenses: The General Partners
are entitled to reimbursement of certain expenses paid on behalf of the
Partnership which are incurred in connection with the administration and
management of the Partnership. There were no reimbursable expenses, during the
three months ended March 31, 2000, payable to the Administrative General
Partner.
During the quarter ended March 31, 2000, the Partnership paid an
affiliate of the Managing General Partner $84,000 for the lease of two JT8D-9A
engines for the Boeing 727-200 aircraft on lease to Kitty Hawk.
4. Notes Payable
In February 1999, the Partnership's lender agreed to increase its
commitment from $10 million to $14.5 million and the interest rate increased
from 1.25% to 1.5% over prime, all of which is due in April 2000. The
outstanding balance under this line of credit at March 31, 2000 was $14 million
and the interest rate was 10.5%. Subject to the completion of the sale of the
Boeing 747 to TWA and a pay down in debt, the current lender has agreed to a six
month extension to the loan. Although the current lender agreed to extend the
term of its facility by six months, the Partnership will need to obtain a
replacement lender. If unable to obtain a replacement lender, future
distributions to the partners may need to be reduced or eliminated in order to
retire debt and the Partnership may also need to sell assets. Also, while the
current loan requires interest only payments, a replacement lender may require
amortization of principal, which would reduce further cash available for
distribution.
5. Subsequent Events
The Boeing 747-100 was sold to TWA in April 2000 for $4.36 million.
Three hundred, sixty thousand dollars ($360,000) of the sale price was offset
against the TWA deposit of a similar amount held by the Partnership. Proceeds of
the sale were used to pay down $2.95 million of debt and $1.05 million was
retained for working capital purposes.
Kitty Hawk, Inc. (the parent company of Kitty Hawk Aircargo, Inc.)
issued a press release on April 11, 2000 disclosing the resignation of its Chief
Financial Officer, a potential major write-down in the value of its fleet of
9
<PAGE>
L-1011's, lack of compliance with certain debt covenants which may require the
expenditure of $35 million to cure, an inability to meet a May 15th interest
payment on senior secured notes and the fact that their auditor's opinion will
include a going-concern modification. On April 11, 2000, Standard and Poor's
lowered Kitty Hawk, Inc.'s corporate credit, bank loan and senior secured debt
rating from "B+" to "CCC." Kitty Hawk failed to make its May 1, 2000 lease
payment and filed for protection under Chapter 11 of the U.S. Bankruptcy Code
on the same day. Kitty Hawk also has 60 days to affirm or reject the
Partnership's lease under Chapter 11 of the U.S. Bankruptcy code.
In early May, the Partnership and Sky Trek agreed to a termination of
the lease on the Boeing 727-200 aircraft in order to obtain possession of the
aircraft in an orderly manner. The Partnership's aircraft currently requires a
C-check. The General Partners are evaluating the options with respect to the
remarketing of the aircraft and its engines and past rent and reserves owed. Sky
Trek filed for protection under Chapter 11 of the U.S. Bankruptcy Code on May
12, 2000.
10
<PAGE>
ITEM 2. Management's Discussion and Analysis of Financial Condition and Results
-----------------------------------------------------------------------
of Operations
-------------
This report may contain, in addition to historical information,
Forward-Looking statements that involve risks and other uncertainties. The
Partnership's actual results may differ materially from those anticipated in
these Forward-Looking statements. Factors that might cause such a difference
include those discussed below, as well as general economic and business
conditions, competition and other factors discussed elsewhere in this report.
The Partnership undertakes no obligation to release publicly any revisions to
these Forward-Looking statements to reflect events or circumstances after the
date hereof or to reflect the occurrence of anticipated or unanticipated events.
Liquidity and Capital Resources
- -------------------------------
The Partnership owns and manages a diversified portfolio of commercial
passenger and freighter aircraft and makes quarterly distributions to the
partners of net cash flow generated by operations in the current and/or prior
quarters. In certain situations, the Partnership may retain cash flow from
operations to finance authorized capital expenditures.
The Partnership invests working capital and cash flow from operations
prior to its distribution to the partners in short-term, highly liquid
investments or a fund that invests in such instruments. At March 31, 2000, the
Partnership's unrestricted cash and cash equivalents of $793,000 was primarily
invested in such a fund. This amount was $1,080,000 less than the Partnership's
unrestricted cash and cash equivalents at December 31, 1999 of $1,873,000. This
decrease in unrestricted cash was attributable to the amount by which cash
distributions to partners and capitalized aircraft improvements exceeded cash
generated by operating activities during the three months ended March 31, 2000.
In 1999, Sky Trek succeeded in attracting additional capital, but
continues to struggle with liquidity. In mid-April, Sky Trek agreed with the
Federal Aviation Administration to a suspension of operations due to problems
with its maintenance and training programs and personnel qualifications. If Sky
Trek is unsuccessful in raising further additional capital, the Partnership may
need to repossess the aircraft and search for a new lessee. There can be no
assurance as to the timeliness or success of such a remarketing effort. (See
Note 5 to the unaudited Financial Statements, "Subsequent Events").
Although TWA had a cash position of $165 million at March 31, 2000,
given TWA's historical financial difficulties, its ongoing financial losses are
of concern. A default or deferral of lease payments on the part of Sky Trek, or
Kitty Hawk, or any other lessee, may affect quarterly distributions. TWA
accounted for 41% of the Partnership's lease revenue during the first quarter of
2000. Kitty Hawk was current on all payments to the Partnership as of March 31,
2000, but filed for Chapter 11 bankruptcy protection on May 1, 2000. (See Note 5
to the unaudited Financial Statements, "Subsequent Events").
Other assets decreased from $50,000 at December 31, 1999 to $-0- at
March 31, 2000, due to a decrease in prepaid expenses.
Payable to affiliates increased by $205,000, from $491,000 at December
31, 1999 to $696,000 at March 31, 2000, primarily due to the additional
management fees that have been accrued but not yet paid.
11
<PAGE>
Maintenance reserves payable increased by $234,000 from $969,000 at
December 31, 1999 to $1,203,000 at March 31, 2000, due to maintenance reserve
payments received from TNT, Kitty Hawk and Sky Trek.
During the three months ended March 31, 2000, the Partnership paid cash
distributions pertaining to the fourth quarter of 1999. The quarterly
distribution represented an annualized rate equal to 8% of contributed capital
($.40 per Unit). The amount of each distribution will be determined on a
quarterly basis after an evaluation of the Partnership's operating results and
its current and expected financial position. A similar distribution for the
first quarter of 2000 was paid on April 25, 2000. With the reduction in rent and
sale of the Boeing 747 to TWA, the Partnership will be generating less cash on
an operating basis than is necessary to sustain this distribution level.
Distributions may be characterized for tax, accounting and economic
purposes as a return of capital, a return on capital, or both. The portion of
each cash distribution by a partnership which exceeds its net income for the
fiscal period may be deemed a return of capital. Based on the amount of net
income reported by the Partnership for accounting purposes, approximately 99% of
the cash distributions declared for the quarter ended March 31, 2000,
constituted a return of capital. Also, based on the amount of net income
reported by the Partnership for accounting purposes, approximately 74% of the
cash distributions paid to the partners from inception of the Partnership
through March 31, 2000 constituted a return of capital. However, the total
actual return on capital over the Partnership's life can only be determined at
the termination of the Partnership after all cash flows, including proceeds from
the sale of the aircraft, have been realized.
In February 1999, the lender further agreed to increase the borrowing
commitment from $10 million to $14.5 million and increase the interest rate from
1.25% to 1.5% over prime, all of which is due in April 2000. The outstanding
balance under this line of credit at March 31, 2000 was $14 million and the
interest rate was 10.5%. Subject to the completion of the sale of the Boeing 747
to TWA, the current lender has agreed to a six month extension to the loan. (See
Note 5 to the unaudited Financial Statements, "Subsequent Events"). Although the
current lender agreed to extend the term of its facility by six months, the
Partnership will need to obtain a replacement lender. If unable to obtain a
replacement lender, future distributions to the partners may need to be reduced
or eliminated in order to retire debt and the Partnership may also need to sell
assets. The Limited Partnership Agreement permits the Partnership to borrow up
to 35% (or $28,000,000) of the original offering proceeds for improvements,
enhancement or maintenance of aircraft.
With the exception of the Boeing 747 aircraft, discussed above, all of
the Partnership's assets are subject to leases with remaining terms of at least
14 months.
During the quarter ended March 31, 2000, the Partnership invested
approximately $1.3 million with respect to the overhaul of two engines for the
Boeing 727-200 aircraft leased to Kitty Hawk.
12
<PAGE>
Results of Operations
- ---------------------
The Partnership's net income was $15,000 for the three months ended
March 31, 2000 ("2000 Quarter") as compared to $290,000 for the quarter ended
March 31, 1999 ("1999 Quarter"). Net income per limited partnership unit also
decreased to $.00 for the 2000 Quarter from net income of $.07 per Unit for the
1999 Quarter.
The decrease in the Partnership's net income for the 2000 Quarter
resulted primarily from increases in depreciation, interest expense and engine
rental expense, partially offset by decreases in certain operating expenses and
slight increases in revenues, as discussed below.
Depreciation expense for the 2000 Quarter increased by $75,000, or 6%,
in comparison to the 1999 Quarter. The increase was primarily due to
depreciation in the 2000 Quarter for the Boeing 727-200 aircraft leased to Kitty
Hawk. There was no corresponding expense in the 1999 Quarter, since the aircraft
was undergoing a cargo conversion.
Interest expense increased by $135,000, or 59%, in the 2000 Quarter as
compared to the 1999 Quarter, due to an increase in borrowings and the interest
rate thereon, to fund capitalized aircraft improvements.
Engine rental expense was $84,000 during the 2000 Period, due to the
Partnership temporarily renting two JT8D-9A engines, from an affiliate of the
Managing General Partner, for the aircraft leased to Kitty Hawk. There was no
corresponding expense during the 1999 Period.
Interest income for the 2000 Quarter increased by $4,000, or 24%, in
comparison to the 1999 Quarter. The increase was primarily attributable to the
higher cash balance maintained during the beginning of the first quarter of
2000, on which interest was earned, and higher interest rates in the 2000
Quarter compared to the 1999 Quarter.
Management and re-lease fees payable to the General Partners for the
2000 Quarter decreased $9,000, or 6%, in comparison to the 1999 Quarter, which
was attributable to higher cash expenses in the 2000 Quarter, which serves as
the basis for incentive management fees.
13
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PART II. OTHER INFORMATION
--------------------------
ITEM 6. Exhibits and Reports on Form 8-K
--------------------------------
(a) Exhibits and reports to be filed: none
27. Financial Data Schedule (in electronic format only).
(b) The Partnership did not file any reports on Form 8-K during the
first quarter of the fiscal year ending December 31, 2000.
14
<PAGE>
SIGNATURE
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.
Pegasus Aircraft Partners, L.P.
(Registrant)
By: Air Transport Leasing, Inc.
Administrative General Partner
Date: May 12, 2000 By: /s/ CARMINE FUSCO
-----------------
Carmine Fusco
Vice President, Secretary, Treasurer and
Chief Financial and Accounting Officer
15
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM FORM 10-Q
FOR THE PERIOD ENDED MARCH 31, 2000 OF PEGASUS AIRCRAFT PARTNERS, L.P., AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FORM 10-Q
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-END> MAR-31-2000
<CASH> 793,000
<SECURITIES> 0
<RECEIVABLES> 476,000
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 1,269,000
<PP&E> 90,019,000
<DEPRECIATION> 65,480,000 <F3>
<TOTAL-ASSETS> 25,808,000
<CURRENT-LIABILITIES> 4,809,000
<BONDS> 14,000,000
0
0
<COMMON> 0
<OTHER-SE> 6,999,000 <F2>
<TOTAL-LIABILITY-AND-EQUITY> 25,808,000
<SALES> 0
<TOTAL-REVENUES> 2,033,000
<CGS> 0
<TOTAL-COSTS> 1,597,000
<OTHER-EXPENSES> 58,000
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 363,000
<INCOME-PRETAX> 15,000
<INCOME-TAX> 0
<INCOME-CONTINUING> 15,000
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 15,000
<EPS-BASIC> 0 <F1>
<EPS-DILUTED> 0
<FN>
<F1>REPRESENTS NET INCOME PER LIMITED PARTNERSHIP UNIT OUTSTANDING.
<F2>REPRESENTS AGGREGATE PARTNERSHIP CAPITAL.
<F3>INCLUDES PROVISIONS FOR WRITEDOWNS AND CERTAIN OTHER RESERVES.
</FN>
</TABLE>