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 0-18491
CAPITAL MORTGAGE PLUS L.P.
------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 13-3502020
- - ------------------------------- -------------------
(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
CAPITAL MORTGAGE PLUS L.P.
(a limited partnership)
STATEMENTS OF FINANCIAL CONDITION
(Unaudited)
<TABLE>
<CAPTION>
September 30, December 31,
1998 1997
------------ ------------
<S> <C> <C>
ASSETS
Investments in
mortgage loans (Note 2) $ 26,777,923 $ 27,085,493
Cash and cash equivalents 472,638 217,902
Accrued interest receivable
(net of allowance of $538,217
and $538,217, respectively) 461,409 443,267
Loan origination costs
(net of accumulated
amortization of $159,436
and $141,883, respectively) 833,302 850,855
------------ ------------
Total assets $ 28,545,272 $ 28,597,517
============ ============
LIABILITIES AND PARTNERS' CAPITAL
Liabilities:
Accounts payable and other
liabilities $ 21,076 $ 46,446
Due to general partner and
affiliates (Note 3) 501,421 400,298
------------ ------------
Total liabilities 522,497 446,744
------------ ------------
Partners' capital (deficit):
Limited Partners (1,836,660 BACs
issued and outstanding) 28,130,916 28,256,354
General Partner (108,141) (105,581)
------------ ------------
Total partners' capital 28,022,775 28,150,773
------------ ------------
Total liabilities and partners' capital $ 28,545,272 $ 28,597,517
============ ============
</TABLE>
See Accompanying Notes to Financial Statements
2
<PAGE>
CAPITAL MORTGAGE PLUS L.P.
(a limited partnership)
STATEMENTS OF INCOME
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
September 30, September 30,
---------------------- -----------------------
1998 1997 1998 1997
----------------------- -----------------------
<S> <C> <C> <C> <C>
Revenues
Interest income:
Mortgage loans
(Note 2) $ 603,647 $ 620,941 $1,872,832 $1,877,264
Temporary
investments 3,310 3,152 8,311 12,368
Other income 563 363 1,389 1,889
---------- ---------- ---------- ----------
Total revenues 607,520 624,456 1,882,532 1,891,521
---------- ---------- ---------- ----------
Expenses
General and
administrative 1,323 12,828 32,000 52,002
General and
administrative-
related parties
(Note 3) 74,058 60,094 177,593 170,458
Amortization 70,050 70,045 210,150 210,135
---------- ---------- ---------- ----------
Total expenses 145,431 142,967 419,743 432,595
---------- ---------- ---------- ----------
Net income $ 462,089 $ 481,489 $1,462,789 $1,458,926
========== ========== ========== ==========
Allocation of
Net income:
Limited Partners $ 452,847 $ 471,859 $1,433,533 $1,429,747
========== ========== ========== ==========
General Partner $ 9,242 $ 9,630 $ 29,256 $ 29,179
========== ========== ========== ==========
Net income per
BAC $ .25 $ .26 $ .78 $ .78
========== ========== ========== ==========
</TABLE>
See Accompanying Notes to Financial Statements
3
<PAGE>
CAPITAL MORTGAGE PLUS L.P.
(a limited partnership)
STATEMENTS OF CHANGES IN
PARTNERS' CAPITAL (DEFICIT)
(Unaudited)
<TABLE>
<CAPTION>
Limited General
Total Partners Partner
----------- ----------- ---------
<S> <C> <C> <C>
Partners' capital
(deficit) -
January 1, 1998 $28,150,773 $28,256,354 $(105,581)
Net income 1,462,789 1,433,533 29,256
Distributions (1,590,787) (1,558,971) (31,816)
----------- ----------- ---------
Partners' capital
(deficit) -
September 30, 1998 $28,022,775 $28,130,916 $(108,141)
=========== =========== =========
</TABLE>
See Accompanying Notes to Financial Statements
4
<PAGE>
CAPITAL MORTGAGE PLUS L.P.
(a limited partnership)
STATEMENTS OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
Nine Months Ended
September 30,
---------------------------
1998 1997
---------------------------
<S> <C> <C>
Cash flows from operating activities:
Net income $ 1,462,789 $ 1,458,926
Adjustments to reconcile net income to
net cash provided by operating
activities:
Amortization expense 210,150 210,135
Amortization of interest rate buydown (1,089) (1,089)
Increase in accrued interest
receivable (18,142) (81,139)
Decrease in accounts payable
and other liabilities (25,370) (12,726)
Increase in due to general partner
and affiliates 101,123 56,720
----------- -----------
Net cash provided by operating
activities 1,729,161 1,630,827
----------- -----------
Cash flows from investing activities:
Receipt of principal on mortgage
loans 116,062 107,402
----------- -----------
Cash flows from financing activities:
Distributions to partners (1,590,787) (1,962,424)
----------- -----------
Net increase (decrease) in cash and
cash equivalents 254,736 (224,195)
Cash and cash equivalents at
beginning of period 217,902 567,460
----------- -----------
Cash and cash equivalents at
end of period $ 472,638 $ 343,265
=========== ===========
</TABLE>
See Accompanying Notes to Financial Statements
5
<PAGE>
CAPITAL MORTGAGE PLUS L.P.
(a limited partnership)
NOTES TO FINANCIAL STATEMENTS
SEPTEMBER 30, 1998
(Unaudited)
Note 1 - General
The unaudited financial statements have been prepared on the same basis as the
audited financial statements included in the Partnership's Form 10-K for the
year ended December 31, 1997. In the opinion of the General Partner, 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 nine months ended September 30, 1998 and 1997 and cash flows
for the nine months ended September 30, 1998 and 1997. However, the operating
results for the nine 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. It is suggested that these financial statements 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 December 31, 1997.
-6-
<PAGE>
CAPITAL MORTGAGE PLUS L.P.
(a limited partnership)
NOTES TO FINANCIAL STATEMENTS
SEPTEMBER 30, 1998
(Unaudited)
Note 2 - Investments in Loans
The Partnership has funded five mortgage loans and originated five noninterest
bearing equity loans in the aggregate amount of $29,220,325.
Information relating to investments in mortgage loans and equity loans as of
September 30, 1998 is as follows:
<TABLE>
<CAPTION>
Amounts Advanced
-----------------------------------------------------------------------
No. of
Apart- Date of Final Total Investments Investments
Property/ ment Invest- Maturity Mortgage Amounts in Loans at in Loans at
Location Units ment Date Loans Equity Loans Advanced 9/30/98 (E) 12/31/97 (E)
- - -------- ------ ------- -------- ----------- ------------ ----------- ----------- -----------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Mortenson 104 8/90 8/30 $4,974,090 $577,885 $5,551,975 $4,942,375 $5,009,020
Manor
Apts./
Ames, IA
Windemere 204 9/90 9/30 8,110,300 736,550 8,846,850 8,143,274 8,222,672
Apts./
Wichita, KS
Fieldcrest III 112 8/91 8/31 3,343,700 383,300 3,727,000 3,431,619 3,467,130
Apts./
Dothan, AL
Holly Ridge II 144 3/93 3/33 5,310,100 684,400 5,994,500 5,596,356 5,656,344
Apts./
Gresham, OR
Willow Trace 152 6/93 6/28 4,420,000 680,000 5,100,000 4,664,299 4,730,327
Apts./
Tuscaloosa, AL
----------- ---------- ----------- ----------- -----------
Total $26,158,190 $3,062,135 $29,220,325 $26,777,923 $27,085,493
=========== ========== =========== =========== ===========
<CAPTION>
Interest earned by the Partnership during 1998
------------------------------------------------------------
Non-contingent Contingent
---------------------- ---------------------------------
Cash Flow
Base Default Annual Partici-
Interest Interest Yield pation Total
Property/ Amount/ Amount/ Amount/ Amount/ Interest
Location Rate (A) Rate (B) Rate (C) Rate (D) Earned
- - -------- ---------- -------- ------- ------- ----------
<S> <C> <C> <C> <C> <C>
Mortenson $227,354 $71,473 $ 0 $ 0 $ 298,827
Manor 6.45% 1.98% 0.97% 30.00%
Apts./
Ames, IA
Windemere 470,891 95,822 0 0 566,713
Apts./ 7.95% 1.60% 1.09% 30.00%
Wichita, KS
Fieldcrest III 213,121 35,566 47,651 11,490 307,828
Apts./ 8.68% 0.07% 1.36% 30.00%
Dothan, AL
Holly Ridge II 319,054 65,831 N/A 0 384,885
Apts./ 8.125% 1.64% 25.00%
Gresham, OR
Willow Trace 267,347 41,914 N/A 5,318 314,579
Apts./ 8.37% 1.287% 30.00%
Tuscaloosa, AL
---------- -------- ------- ------- ----------
Total $1,497,767 $310,606 $47,651 $16,808 $1,872,832
========== ======== ======= ======= ==========
</TABLE>
7
<PAGE>
CAPITAL MORTGAGE PLUS L.P.
(a limited partnership)
NOTES TO FINANCIAL STATEMENTS
SEPTEMBER 30, 1998
(Unaudited)
(A) Base interest on the Mortgages is that amount that is insured/co-insured by
HUD and is being shown net of servicing fees.
(B) Default Interest is the minimum amount due over the base rate, and is not
contingent upon cash flow. This interest is secured by Partnership interests.
Fieldcrest III's default rate was reduced during 11/95, as per the Additional
Interest documents, to 0.07% over the Base Rate.
(C) Annual Yield is the interest amount over the default rate and is contingent
upon property cash flow.
(D) Cash Flow Participation is the percent of cash flow due to the Partnership
after payment of the Annual Yield and is contingent upon property cash flow.
Fieldcrest III and Willow Trace provided sufficient cash flow in 1997 to pay the
Partnership a participation during 1998.
(E) The Investments in Loans amount reflects the unpaid balance of the Mortgages
and the unamortized balance of the equity loans in the amounts of $25,393,859
and $1,384,064 at September 30, 1998 and $25,508,832 and $1,576,661,
respectively, at December 31, 1997.
<TABLE>
<S> <C>
Investments in loans January 1, 1997 $27,485,450
Additions:
Fieldcrest III discount amortization 1,452
Deductions:
Amortization of equity loans (256,796)
Collection of principal - Mortenson (38,478)
- Windemere (41,485)
- Fieldcrest III (14,123)
- Holly Ridge (21,360)
- Willow Trace (29,167)
-----------
Investments in loans December 31, 1997 27,085,493
-----------
</TABLE>
8
<PAGE>
CAPITAL MORTGAGE PLUS L.P.
(a limited partnership)
NOTES TO FINANCIAL STATEMENTS
SEPTEMBER 30, 1998
(Unaudited)
<TABLE>
Additions:
Fieldcrest III discount amortization 1,089
Deductions:
Amortization of equity loans (192,597)
Collection of principal - Mortenson (30,527)
- Windemere (33,364)
- Fieldcrest III (11,430)
- Holly Ridge (17,213)
- Willow Trace (23,528)
-----------
<S> <C>
Investments in loans September 30, 1998 $26,777,923
===========
</TABLE>
The Mortenson and Windemere Mortgages are co-insured by HUD and Related Mortgage
Corporation ("RMC"), an affiliate of the General Partner. The Fieldcrest III,
Holly Ridge and Willow Trace mortgages are insured by HUD.
The equity loans are non-interest bearing and are secured by the assignment of
the owner/developers' interests in the projects. The equity loans are not
insured by HUD or any other party and, for financial statement reporting
purposes, are considered to be premiums paid to obtain the Mortgages. These
premiums are being amortized over the average expected lives of the respective
Mortgages.
All loans have call provisions effective ten years following final endorsement
and a grace period.
At September 30, 1998, all of the loans due to the Partnership are current under
their respective documents. Pursuant to the 1995 modification agreement
Mortenson has not paid approximately $498,000 of approximately $621,000 default
interest due for the years ended December 31, 1993 to December 31, 1997
resulting in an allowance for uncollectability relating to the default interest
amounting to approximately $538,000 at both September 30, 1998 and December 31,
1997.
9
<PAGE>
CAPITAL MORTGAGE PLUS L.P.
(a limited partnership)
NOTES TO FINANCIAL STATEMENTS
SEPTEMBER 30, 1998
(Unaudited)
Note 3 - Related Parties
The costs incurred to related parties for the three and nine months ended
September 30, 1998 and 1997 were as follows:
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
September 30, September 30,
--------------------- ---------------------
1998 1997 1998 1997
--------------------- ---------------------
<S> <C> <C> <C> <C>
Partnership manage-
ment fees (a) $ 38,266 $ 38,266 $114,799 $114,799
Expense reimburse-
ment (b) 35,792 21,828 62,794 55,659
-------- -------- -------- --------
$ 74,058 $ 60,094 $177,593 $170,458
======== ======== ======== ========
</TABLE>
(a) A Partnership management fee for managing the affairs of the Partnership
equal to .5% per annum of invested assets is payable out of cash flow to the
General Partner. Partnership management fees owed to the General Partner
amounting to approximately $344,000 and $306,000 were accrued and unpaid as of
September 30, 1998 and December 31, 1997. The portion of such accrual related to
the quarter ended September 30, 1998 ($38,266) will be paid in November 1998.
(b) The General Partner and its affiliates perform services for the Partnership
which include, but are not limited to: accounting and financial management,
register, transfer and assignment functions, asset management, investor
communications, printing services and other administrative services. The amount
of reimbursement from the Partnership is limited by the provisions of the
Partnership Agreement. An affiliate of the General Partner performs asset
monitoring for the Partnership. These services include site visits and
evaluations of the performance of the properties securing the loans.
RMC is a co-insurer on the Mortenson and Windemere mortgage loans in which the
Partnership has invested. RMC receives a mortgage insurance premium which is
paid by the mortgagors.
10
<PAGE>
CAPITAL MORTGAGE PLUS L.P.
(a limited partnership)
NOTES TO FINANCIAL STATEMENTS
SEPTEMBER 30, 1998
(Unaudited)
Note 4 - Subsequent Event
It is anticipated that during November 1998, a distribution of approximately
$453,000 and $9,000 will be paid to BACs holders and the General Partner,
respectively, representing the 1998 third quarter distribution.
11
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations.
Capital Resources and Liquidity
The Partnership received $36,733,200 in gross proceeds for BACs during the
period July 28, 1989 through May 23, 1991. No further issuance of BACs is
anticipated.
Sources of Partnership funds included interest earned on (1) investments in
mortgage loans and (2) the working capital reserve.
During the nine months ended September 30, 1998, cash and cash equivalents of
the Partnership increased by approximately $255,000. Cash provided by operating
activities and receipt of principal payments on mortgage loans were
approximately $1,845,000, and distributions paid to partners approximated
$1,591,000. Included in the adjustments to reconcile the net income to cash
provided by operating activities is amortization of approximately $209,000.
In addition, the General Partner has allowed the accrual without payment of the
partnership management fee through 1992 and for the quarter ended December 31,
1997 in aggregate amounts equal to approximately $268,000 and $38,000
respectively. The partnership management fee amounting to approximately $38,000
for the quarter ended September 30, 1998 has been accrued and will be paid in
November 1998. See Note 3 - Related Parties. As the Partnership's portfolio has
not performed as anticipated, distributions in previous quarters have been
augmented with funds made available by the General Partner deferring its
management fees and reimbursements and by utilizing Partnership working capital
reserves. The distribution for the quarter ended September 30, 1998, which will
be paid on November 13, 1998, has been reduced to a level equal to 5% per annum,
based on the original BAC price. This reflects the actual cash receipts of
interest payments and scheduled principal payments for the quarter. This and
future quarterly distributions will no longer be augmented by working capital or
the deferral of fees. Subject to the performance of the Partnership's
investments and results of operations, at this time it is anticipated that there
will be sufficient cash from operations generated to cover anticipated expenses
in 1998 and to fund future distributions, at least at the reduced level.
Distributions of approximately $1,559,000 and $1,923,000 were made to the
limited partners or BACs holders for the nine months
12
<PAGE>
ended September 30, 1998 and 1997, respectively, from adjusted cash flow from
operations and, to a lesser extent, from working capital reserves, which is
considered to be a return of capital. A total of approximately $32,000 and
$39,000 was distributed to the General Partner during the nine months ended
September 30, 1998 and 1997, respectively.
Willow Partners, ltd., the owner of the Willow Trace Apartments project
(Tuscaloosa, Alabama), a property securing the FHA Co-Insured Mortgage Loan and
Equity Loan held by the Partnership, has notified the Partnership that it
intends to refinance the FHA First Mortgage.
It is anticipated that in the fourth quarter of 1998, the Willow Trace FHA
Mortgage Loan will be refinanced by a third party lender not affiliated with the
Partnership, the General Partner or Willow Partners, Ltd. Proceeds from the
refinancing in the amount of approximately $4,745,000 will be paid to the
Partnership, representing the repayment of the outstanding balance of the
Mortgage Loan in the approximate amount of $4,284,000 plus approximately
$461,000 in prepayment premiums and additional interest that is due. It is
anticipated that the Equity Loan in the amount of $680,000 will stay in place
and be secured by a second mortgage on the property, an assignment and pledge of
the partnership interests in Willow Partners, Ltd. as well as a guarantee from
an affiliate of the principal of Willow Partners, Ltd. The loan will carry a 10%
annual interest rate, and the principal will self-amortize over a 6 year period.
The Partnership will also be entitled to 20% of the net cash flow of the
property. The Second Mortgage will be subordinate to the new first mortgage
which is anticipated to be in the amount of approximately $4,880,000. The new
first mortgage is expected to carry a 7.25% interest rate with principal
amortizing over 30 years. The Second Mortgage is expected to provide that the
Partnership may not foreclose on the property without the consent of the holder
of the first mortgage.
It is anticipated that proceeds from this repayment will be used as follows: (1)
a special distribution of approximately $4,041,000 ($2.20/BAC) to BACholders and
$41,000 distributed to the General Partner, representing a 99% and 1% return of
capital distribution, respectively; (2) payment of approximately $517,000 in
accrued and unpaid payables of the Partnership, including accrued fees and
expense reimbursements due the General Partner; and (3) the balance of
approximately $146,000 will be allocated to Partnership reserves.
13
<PAGE>
There is no assurance, at this time, that the refinancing and a repayment of the
loan will, in fact, occur.
Management is not aware of any trends or events, commitments or uncertainties
that will impact liquidity in a material way. Management believes the only
impact would be from laws that have not yet been adopted. All base interest and
the principal of the Partnership's investments in mortgage loans are insured or
co-insured by HUD and a private mortgage lender (which is an affiliate of the
General Partner). The Partnership's investments in uninsured non-interest
bearing equity loans (which represent approximately 10% of the Partnership's
portfolio) are secured by a Partnership interest in properties which are
diversified by location so that if one area of the country is experiencing
downturns in the economy, the remaining properties may be experiencing upswings.
However, the geographic diversification of the portfolio may not protect against
a general downturn in the national economy.
Results of Operations
Three and nine months ended September 30, 1998 compared with three and nine
months ended September 30, 1997
Results of operations for the three and nine months ended September 30, 1998 and
1997 consisted primarily of interest income earned from investment in mortgage
loans of approximately $604,000 and $621,000 and $1,873,000 and $1,877,000,
respectively.
Interest income from mortgage loans decreased approximately $17,000 and $4,000,
for the three and nine months ended September 30, 1998, respectively, as
compared to the same periods in 1997. The decrease for the three and nine months
is primarily due the receipt of cash flow participation payments from Willow
Trace, Fieldcrest III and Holly Ridge in 1997 which were non-recurring partially
offset by an increase in the default interest received from Fieldcrest III in
1998.
Interest income from temporary investments decreased approximately $4,000 for
the nine months ended September 30, 1998, respectively, as compared to the same
period in 1997 primarily due to lower cash and cash equivalents balances in
1998.
General and administrative decreased approximately $12,000 and $20,000 for the
three and nine months ended September 30, 1998,
14
<PAGE>
as compared to the same periods in 1997 primarily due to decreases in legal and
insurance expenses.
General and administrative-related parties increased approximately $14,000 for
the three months ended September 30, 1998, as compared to the same period in
1997 primarily due to an increase in expense reimbursements payable to the
General Partner.
Year 2000 Compliance
The Partnership utilizes the computer services of an affiliate of the General
Partner. The affiliate of the General Partner 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 Partner 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 Partner has 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 Partner is 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 Partner plans 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.
15
<PAGE>
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
There are no material legal proceedings pending against or involving
the Partnership.
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.
16
<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.
CAPITAL MORTGAGE PLUS L.P.
By: CIP ASSOCIATES, INC.
General Partner
Date: November 11, 1998
By: /s/ Alan P. Hirmes
-----------------------------
Alan P. Hirmes
Senior 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
Capital Mortgage Plus L.P. and is
qualified in its entirety by
reference to such financial
statements
</LEGEND>
<CIK> 0000845875
<NAME> Capital Mortgage Plus L.P.
<MULTIPLIER> 1
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-1-1998
<PERIOD-END> SEP-30-1998
<CASH> 472,638
<SECURITIES> 0
<RECEIVABLES> 27,239,332
<ALLOWANCES> 538,217
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 28,545,272
<CURRENT-LIABILITIES> 522,497
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 28,022,775
<TOTAL-LIABILITY-AND-EQUITY> 28,545,272
<SALES> 0
<TOTAL-REVENUES> 1,882,532
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 419,743
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 1,462,789
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,462,789
<EPS-PRIMARY> .78
<EPS-DILUTED> 0
</TABLE>
