<PAGE> 1
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 June 30, 1996
----------------------
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 0-18266
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Falcon Classic Cable Income Properties, L.P.
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(Exact name of registrant as specified in its charter)
<TABLE>
<CAPTION>
<S> <C>
CALIFORNIA 95-4200409
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(State or other jurisdiction of incorporation or organization) (I.R.S. employer identification no.)
10900 Wilshire Boulevard, 15th Floor, Los Angeles, CA 90024
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(Address of principal executive offices) (zip code)
Registrant's telephone number, including area code (310) 824-9990
-----------------------------------------------------------
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Former name, former address and former fiscal year, if changed since last report.
</TABLE>
Indicate by check X 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
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<PAGE> 2
PART I - FINANCIAL INFORMATION
FALCON CLASSIC CABLE INCOME PROPERTIES, L.P.
CONDENSED BALANCE SHEETS
============================================
<TABLE>
<CAPTION>
December 31, June 30,
1995* 1996
----------------- -----------------
(unaudited)
(Dollars in Thousands)
<S> <C> <C>
ASSETS:
Cash and cash equivalents $ 6,137 $ 7,023
Receivables, less allowance of $40,000
and $33,000 for possible losses 657 548
Prepaid expenses and other 713 621
Cable materials, equipment and supplies 740 554
Property, plant and equipment, less
accumulated depreciation and amortization
of $15,357,000 and $17,270,000 31,986 31,408
Franchise cost and goodwill, less accumulated
amortization of $12,358,000 and $13,693,000 20,056 18,734
Customer lists and other intangible
costs, less accumulated amortization
of $5,928,000 and $2,888,000 2,670 2,189
----------------- -----------------
$ 62,959 $ 61,077
================= =================
LIABILITIES AND PARTNERS' EQUITY
--------------------------------
LIABILITIES:
Note payable $ 27,000 $ 26,325
Accounts payable 499 199
Accrued expenses 3,062 2,710
Payable to general partner 1,401 1,526
Customer deposits and prepayments 149 154
----------------- -----------------
TOTAL LIABILITIES 32,111 30,914
----------------- -----------------
COMMITMENTS AND CONTINGENCIES
PARTNERS' EQUITY:
General partner 401 394
Limited partners 30,669 29,991
Notes receivable from general partner (222) (222)
----------------- -----------------
TOTAL PARTNERS' EQUITY 30,848 30,163
----------------- -----------------
$ 62,959 $ 61,077
================= =================
</TABLE>
*As presented in the audited financial statements.
See accompanying notes to condensed financial statements
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<PAGE> 3
FALCON CLASSIC CABLE INCOME PROPERTIES, L.P.
CONDENSED STATEMENTS OF OPERATIONS
============================================
<TABLE>
<CAPTION>
Unaudited
----------------------------
Three months ended
June 30,
----------------------------
1995 1996
----------- ----------
(Dollars in thousands
except per unit information)
<S> <C> <C>
REVENUES $ 4,562 $ 4,812
-------- --------
OPERATING EXPENSES:
Service costs 1,522 1,487
General and administrative expenses 637 733
Management fees and
reimbursed expenses 365 386
Depreciation and amortization 2,154 1,985
-------- --------
4,678 4,591
-------- --------
OPERATING INCOME (LOSS) (116) 221
INTEREST EXPENSE, NET (489) (399)
-------- --------
NET LOSS $ (605) $ (178)
======== ========
NET LOSS PER LIMITED PARTNERSHIP UNIT $ (8.33) $ (2.45)
======== ========
AVERAGE LIMITED PARTNERSHIP
UNITS OUTSTANDING DURING PERIOD 71,879 71,879
</TABLE> ======== ========
See accompanying notes to condensed financial statements.
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<PAGE> 4
FALCON CLASSIC CABLE INCOME PROPERTIES, L.P.
CONDENSED STATEMENTS OF OPERATIONS
===========================================
<TABLE>
<CAPTION>
Unaudited
-------------------------------------
Six months ended
June 30,
-------------------------------------
1995 1996
--------------- --------------
(Dollars in thousands
except per unit information)
<S> <C> <C> <C> <C>
REVENUES $ 8,994 $ 9,518
--------------- --------------
OPERATING EXPENSES:
Service costs 3,072 3,037
General and administrative expenses 1,245 1,366
Management fees and
reimbursed expenses 720 762
Depreciation and amortization 4,256 4,099
--------------- --------------
9,293 9,264
--------------- --------------
OPERATING INCOME (LOSS) (299) 254
INTEREST EXPENSE, NET (984) (939)
--------------- --------------
NET LOSS $ (1,283) $ (685)
=============== ==============
NET LOSS PER LIMITED PARTNERSHIP UNIT
$ (17.67) $ (9.44)
=============== ==============
AVERAGE LIMITED PARTNERSHIP
UNITS OUTSTANDING DURING PERIOD 71,879 71,879
=============== ==============
</TABLE>
See accompanying notes to condensed financial statements.
-4-
<PAGE> 5
FALCON CLASSIC CABLE INCOME PROPERTIES, L.P.
CONDENSED STATEMENTS OF CASH FLOWS
============================================
<TABLE>
<CAPTION>
Unaudited
---------------------------------------
Six months ended
---------------------------------------
June 30,
---------------------------------------
1995 1996
---------------- ----------------
(Dollars in Thousands)
<S> <C> <C> <C> <C>
Net cash provided by operating activities $ 3,806 $ 3,293
---------------- ----------------
Cash flows from investing activities:
Capital expenditures (2,693) (1,695)
Other intangibles (92) (37)
---------------- ----------------
Net cash used in investing activities (2,785) (1,732)
---------------- ----------------
Cash flows from financing activities:
Repayment of borrowings (5,700) (675)
Borrowings 6,200 -
---------------- ----------------
Net cash used in financing activities 500 (675)
---------------- ----------------
Increase in cash and cash equivalents 1,521 886
Cash and cash equivalents at
beginning of period 1,031 6,137
---------------- ----------------
Cash and cash equivalents at
end of period $ 2,552 $ 7,023
================ ================
</TABLE>
See accompanying notes to condensed financial statements
-5-
<PAGE> 6
FALCON CLASSIC CABLE INCOME PROPERTIES, L.P.
NOTES TO CONDENSED FINANCIAL STATEMENTS
=============================================
NOTE 1 - INTERIM FINANCIAL STATEMENTS
The interim condensed financial statements for the three and six months
ended June 30, 1996 and 1995 are unaudited. In the opinion of management, such
statements reflect all adjustments (consisting only of normal recurring
adjustments) necessary for a fair presentation of the results of such periods.
It is suggested that these condensed interim financial statements be read in
conjunction with the audited financial statements and notes thereto included in
the Partnership's latest Annual Report on Form 10-K. The results of operations
for the three and six months ended June 30, 1996 are not necessarily indicative
of the results for the entire year.
NOTE 2 - NOTES RECEIVABLE
In accordance with the Partnership Agreement, the capital contribution of
the General Partner was contributed one-half in cash and one- half in General
Partner's notes. The notes are non-interest bearing and are payable on demand of
the holder.
NOTE 3 - EARNINGS PER EQUIVALENT UNIT
Earnings per equivalent limited partnership unit are based on the average
number of limited partnership units outstanding during the periods presented.
For this purpose, earnings are allocated 99% to the limited partners and 1% to
the general partner.
NOTE 4 - RECLASSIFICATIONS
Certain 1995 amounts have been reclassified to conform to the 1996
presentation.
-6-
<PAGE> 7
FALCON CLASSIC CABLE INCOME PROPERTIES, L.P.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
INTRODUCTION
On February 8, 1996, President Clinton signed into law the
Telecommunications Act of 1996 (the "1996 Telecom Act"). This statute
substantially changed the competitive and regulatory environment for
telecommunications providers by significantly amending the Communications Act of
1934, including certain of the rate regulation provisions previously imposed by
the Cable Television Consumer Protection and Competition Act of 1992 (the "1992
Cable Act"). Compliance with those rate regulations has had a negative impact
on the Partnership's revenues and cash flow. However, in accordance with policy
decisions by the Federal Communications Commission (the "FCC"), the Partnership
will increase regulated service rates in the future in response to specified
historical and anticipated future cost increases, although certain costs may
continue to rise at a rate in excess of that which the Partnership will be
permitted to pass on to its customers. The 1996 Telecom Act provides that
certain of the rate regulations will be phased-out altogether in 1999. Further,
the regulatory environment will continue to change pending, among other things,
the outcome of legal challenges and FCC rulemaking and enforcement activity in
respect of the 1992 Cable Act and the completion of a significant number of FCC
rulemakings under the 1996 Telecom Act. There can be no assurance as to what, if
any, future action may be taken by the FCC, Congress or any other regulatory
authority or court, or the effect thereof on the Partnership's business.
Accordingly, the Partnership's historic interim financial results as described
below are not necessarily indicative of future performance.
This Report includes certain forward looking statements regarding, among
other things, future results of operations, regulatory requirements,
competition, capital needs and general business conditions applicable to the
Partnership. Such forward looking statements involve risks and uncertainties
including, without limitation, the uncertainty of legislative and regulatory
changes and the rapid developments in the competitive environment facing cable
television operators such as the Partnership. In addition to the information
provided herein, reference is made to the Partnership's Annual Report on Form
10-K for additional information regarding such matters and the effect thereof on
the Partnership's business.
RESULTS OF OPERATIONS
The Partnership's revenues increased from $4.6 million to $4.8 million,
or by 5.5%, and from $9.0 million to $9.5 million, or by 5.8%, respectively, for
the three and six months ended June 30, 1996 compared with the corresponding
periods for 1995. Of the $250,000 increase in revenues for the three months
ended June 30, 1996 as compared to 1995, approximately $202,000 ,was due to
increases in regulated service rates implemented during April 1996, $17,000 was
due to increases in advertising sales and $31,000 was due to increases in other
revenues. Of the $524,000 increase in revenues for the six months ended June 30,
1996 as compared to 1995, approximately $403,000 was due to increases in
regulated service rates implemented in the second quarter in each of April 1995
and 1996, $38,000 was due to increases in advertising sales, $23,000 was due to
commissions earned from shopping networks and $60,000 was due to increases in
other revenues. As of June 30, 1996, the Partnership had approximately 47,950
homes subscribing to cable service and 19,734 premium service units.
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<PAGE> 8
FALCON CLASSIC CABLE INCOME PROPERTIES, L.P.
RESULTS OF OPERATIONS (CONCLUDED)
Service costs remained relatively unchanged at approximately $1.5
million and $3.1 million, respectively, for the three and six months ended June
30, 1996 compared with the corresponding periods for 1995. Service costs
represent costs directly attributable to providing cable services to customers.
General and administrative expenses increased from $637,000 to $733,000,
or by 15.1%, and from $1.2 million to $1.4 million, or by 9.7%, respectively,
for the three and six months ended June 30, 1996 compared with the corresponding
periods for 1995. Of the $96,000 increase for the three months ended June 30,
1996 as compared to 1995, $27,000 was due to increases in cost associated with
re-regulation by the FCC, $19,000 was due to increases in the write off of bad
debts, $13,000 was due to increases in insurance cost and $37,000 was due to
increases in other expenses. Of the $121,000 increase for the six months ended
June 30, 1996 as compared to 1995, $24,000 was due to increases in costs
associated with re-regulation by the FCC, $18,000 was due to increases in the
write off of bad debts and $79,000 was due to increases in other expenses.
General Partner management fees and reimbursed expenses remained
constant as a percent of revenue at 8.0%, and increased from $365,000 to
$386,000, and from $720,000 to $762,000, respectively, for the three and six
months ended June 30, 1996 compared to the corresponding periods for 1995. See
"Liquidity and Capital Resources."
Depreciation and amortization expenses decreased from $2.2 million to
$2.0 million, or by 7.8%, and from $4.3 million to $4.1 million, or by 3.7%,
respectively, for the three and six months ended June 30, 1996 compared with the
corresponding periods for 1995. The three months' $169,000 decrease and the nine
months' $157,000 decrease were due primarily to certain assets becoming fully
amortized in 1996.
Operating income was $221,000 and $254,000, respectively, for the three
and six months ended June 30, 1996 compared to operating losses of $116,000 and
$299,000, respectively, for the three and six months ended June 30, 1995. The
$337,000 and $553,000 increases in operating income for the three and six months
ended June 30, 1996 compared with the corresponding periods for 1995, were due
primarily to increased revenues and decreases in depreciation and amortization
expense.
Net interest expense, including the effects of interest rate hedging
agreements, decreased from $489,000 to $399,000, or by 18.4%, and from $984,000
to $939,000, or by 4.6%, respectively, for the three and six months ended June
30, 1996 compared to the corresponding periods for 1995. The $90,000 and $45,000
decreases were due primarily to interest income earned on higher cash balances
offset by an increase in interest expense due to higher debt balances. The
hedging agreements resulted in interest expense of $38,000 and $60,000,
respectively, for the three and six months ended June 30, 1996 compared to a
reduction in interest expense of $2,000 and $4,000, respectively, for the
corresponding periods for 1995.
Due to the factors described above, the Partnership's net loss decreased
from $605,000 to $178,000 and from $1.3 million to $685,000, respectively, for
the three and six months ended June 30, 1996 compared to the corresponding
periods for 1995.
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<PAGE> 9
FALCON CLASSIC CABLE INCOME PROPERTIES, L.P.
LIQUIDITY AND CAPITAL RESOURCES
The Partnership's primary objective, having invested its net offering
proceeds in cable systems, is to distribute to its partners all available cash
flow generated from operations and proceeds from the sale of cable systems, if
any, after providing for expenses, debt service and capital requirements
relating to possible improvement and upgrade of its cable systems. The
Partnership relies upon the availability of cash generated from operations and
possible borrowings to fund its ongoing capital requirements. In general, these
requirements involve expansion, improvement and upgrade of the Partnership's
existing cable television systems. The Partnership has encountered liquidity
difficulties due in part to the adverse effects of the 1992 Cable Act and new
competitive pressures resulting from both technological advances as well as from
the 1996 Telecom Act which will require that material amounts of capital be
invested in the Partnership's cable systems. As previously reported, in
response to the FCC's amended rate regulation rules, distributions to
Unitholders were discontinued subsequent to the April 15, 1994 payment in order
to preserve cash resources. The Partnership also suspended the majority of its
rebuild and upgrade capital expenditure programs that had been scheduled for
1994, 1995 and 1996 in order to preserve liquidity.
The Partnership's access to capital remains severely constrained
primarily due to the limitation on indebtedness imposed by the Partnership
Agreement. This limitation, which is discussed below, is at odds with the need
to increase leverage and to spend approximately $35 million to rebuild and
upgrade substantially all of the Partnership's systems and has caused the
Partnership to limit its 1996 rebuild and upgrade plans. Current plans are to
expend an aggregate of approximately $4.0 million in 1996 for all capital
expenditures, including approximately $1.6 million to upgrade a portion of one
system, which represents the minimum level of expenditures that management
believes are necessary, in the short term, to comply with franchise authority
and FCC technical requirements. As a result, the Partnership's systems will be
significantly less technically advanced than had been expected prior to the
implementation of re-regulation. The Partnership believes that the delays in
upgrading many of its systems will, under present market conditions, most likely
have an adverse affect on the value of those systems compared to systems that
have been rebuilt to a higher technical standard.
On December 29, 1995, the Partnership borrowed $5.6 million under its
Bank Credit Agreement because the revolver portion of that credit was scheduled
to convert to a term loan on December 31, 1995. The Partnership's management
believes that the Partnership's anticipated cash flow from operations in 1996
will be sufficient to fund its capital expenditure plans (as adjusted) and to
repay required 1996 principal payments on its debt of $2.7 million.
As of June 30, 1996, the amount outstanding under the Partnership's
amended Bank Credit Agreement was $26.3 million. As discussed above, the
Partnership had no additional borrowings available to it. At June 30, 1996, the
Partnership's borrowings bore interest at an average rate of 7.8% (including the
effect of interest rate swap transactions). The Bank Credit Agreement also
contains various restrictions relating to, among other things, mergers and
acquisitions, investments, capital expenditures, a change in control and the
incurrence of additional indebtedness and also requires compliance with certain
financial covenants. Management believes that the Partnership was in compliance
with all such requirements as of June 30, 1996. The Bank Credit Agreement
requires principal repayments of $2.7 million in 1996, $4.1 million in 1997 and
$5.4 million in 1998. The Partnership made its scheduled principal repayments of
$675,000 on April 1, 1996 and on July 1, 1996.
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<PAGE> 10
FALCON CLASSIC CABLE INCOME PROPERTIES, L.P.
LIQUIDITY AND CAPITAL RESOURCES (CONTINUED)
The Partnership Agreement provides that without the approval of a
majority of interests of limited partners, the Partnership may not incur any
borrowings unless the amount of such borrowings together with all outstanding
borrowings (less cash and cash equivalents) does not exceed 30% of the greater
of the aggregate cost or current fair market value of the Partnership's assets
as determined by the General Partner. As discussed above, in order to spend
the appropriate amount of capital to rebuild and upgrade the Partnership's
systems, this provision of the Partnership Agreement would need to be amended
to significantly increase the Partnership's leverage.
The Partnership's management agreement with the General Partner
requires deferral of the payment of up to 50% of the management fees, without
interest, unless adjusted operating cash (as defined) for such month exceeds a
10% annualized return calculated with respect to outstanding partnership Units.
As a result, during the first six months of 1996, the Partnership deferred
payment of approximately $118,000 of management fees charged by its General
Partner. The Partnership anticipates deferring 50% of such fees during 1996.
Unless the Payback to the Unitholders is achieved, the Partnership will not be
required to pay the deferred fees to the General Partner. "Payback" means, with
respect to any limited partner, aggregate cash distributions to the limited
partner equal to such limited partner's capital contributions plus the 11%
Preferred Return per year computed on such limited partner's Adjusted Capital
Contribution. The term "11% Preferred Return" means an 11% per annum
(cumulative but not compounded) cash return based on each limited partner's
Adjusted Capital Contribution and calculated with respect to any Units from the
date of the closing in which such Units were first issued by the Partnership.
The Partnership Agreement also limits borrowings incurred to make
distributions to partners to not more than 10% of Gross Proceeds from the
public offering of the Units (approximately $7.2 million). As of June 30, 1996,
the Partnership had incurred an aggregate of approximately $5.4 million in
borrowings to make distributions to partners. The Partnership discontinued
distributions subsequent to the April 15, 1994 payments.
Subject to certain restrictions set forth in the Partnership
Agreement, the Partnership, in the General Partner's sole discretion, may sell
individual cable systems and may also sell all or substantially all the
Partnership's assets to the General Partner or its affiliates. Any such sale
must be made in cash pursuant to the "Appraisal Process." "Appraisal Process"
means an appraisal undertaken by three independent nationally recognized
experts in the cable television field to determine the fair market value of the
assets to be appraised. One such appraiser shall be appointed by the General
Partner, one by the Partnership's Conflicts Committee and the third by the
first two appraisers acting jointly. The appraised value pursuant to the
appraisal process shall be deemed to be the median of the three appraised
values and, if any appraised value is expressed as a range, then in calculating
the median, the mean amount of the range of such appraised value shall be used.
No appraisals arising in affiliated transactions will be conducted at the
Partnership's expense. Appraisers selected pursuant to the Appraisal Process
shall have no interest in, nor any material business or professional
relationship with, the Partnership, the General Partner or any of its
affiliates, except as otherwise permitted by the Partnership Agreement.
However, because appraisals are only estimates of fair value, they should not
be relied upon as measures of realizable value. Sales of assets by the
Partnership of the General Partner or its affiliates prior to January 1, 1997
will generally require an affirmative vote of a majority of limited partner
interests outstanding and not owned by the General Partner or its affiliates.
No such vote will be required or sought thereafter.
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<PAGE> 11
FALCON CLASSIC CABLE INCOME PROPERTIES, L.P.
LIQUIDITY AND CAPITAL RESOURCES (CONCLUDED)
The General partner also has a right under certain other circumstances to
purchase partnership assets without a vote of the limited partners. Though the
General Partner is not required to purchase the Partnership's cable systems, it
or one of its affiliates may determine to purchase some or all of such assets
subject to the foregoing restrictions. The General Partner and its affiliates
may consider and otherwise investigate the exercise of such rights from time to
time at their discretion. Limited partners will not be entitled to share in
any profits of the General Partner or its affiliates from the operation or sale
of any cable systems subsequent to the sale of such systems to the General
Partner or its affiliate.
SIX MONTHS ENDED JUNE 30, 1996 AND 1995
Cash provided by operating activities decreased by $513,000 from $3.8
million to $3.3 million for the six months ended June 30, 1996 compared to the
corresponding period for 1995. The decrease resulted from a decrease of
$157,000 in non-cash depreciation and amortization and a decrease of $954,000
in other operating items (receivables, prepaid assets, cable materials,
equipment and supplies, payables, accrued expenses and customer deposits and
prepayments) partially offset by a decrease in the net loss of $598,000.
Cash used in investing activities decreased by $1.1 million during the
first six months of 1996 compared to the corresponding period for 1995,
primarily due to a decrease in capital expenditures. Cash used by financing
activities increased $1.2 million because of increased net repayment of debt
during the six months ended June 30, 1996.
Operating income before depreciation and amortization (EBITDA) as a
percentage of revenues increased from 44.7% to 45.8% and from 44.0% to 45.7%
during the three and six months ended June 30, 1996 compared to the
corresponding periods in 1995. The increases in the three months and six months
were primarily caused by increased revenues, as described above. EBITDA
increased from $2.0 million to $2.2 million, or by 8.2% and from $4.0 million
to $4.4 million, or by 10.0%, respectively, for the three and six months ended
June 30, 1996 compared to the corresponding periods in 1995.
INFLATION
Certain of the Partnership's expenses, such as those for wages and
benefits, equipment repair and replacement, and billing and marketing generally
increase with inflation. However, the Partnership does not believe that its
financial results have been, or will be, adversely affected by inflation in a
material way, provided that it is able to increase its service rates
periodically, of which there can be no assurance.
-11-
<PAGE> 12
FALCON CLASSIC CABLE INCOME PROPERTIES, L.P.
PART II. OTHER INFORMATION
ITEMS 1-5. Not Applicable.
ITEM 6. Exhibits and Reports on Form 8-K
(a) None
(b) No reports on Form 8-K were filed during
the quarter for which this report is filed.
-12-
<PAGE> 13
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.
FALCON CLASSIC CABLE INCOME PROPERTIES, L.P.
a CALIFORNIA LIMITED PARTNERSHIP
--------------------------------
(Registrant)
By: Falcon Classic Cable Investors, L.P.
Managing General Partner
By: Falcon Holding Group, L.P.
General Partner
By: Falcon Holding Group, Inc.
General Partner
Date: August 5, 1996 By: /s/Michael K. Menerey
-----------------------------
Michael K. Menerey, Secretary
and Chief Financial Officer
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE BALANCE
SHEET AT JUNE 30,1996, AND THE STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED
JUNE 30, 1996 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL
STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> JUN-30-1996
<CASH> 7,023
<SECURITIES> 0
<RECEIVABLES> 581
<ALLOWANCES> 33
<INVENTORY> 554
<CURRENT-ASSETS> 0
<PP&E> 48,678
<DEPRECIATION> 17,270
<TOTAL-ASSETS> 61,077
<CURRENT-LIABILITIES> 4,589
<BONDS> 26,325
<COMMON> 0
0
0
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 61,077
<SALES> 0
<TOTAL-REVENUES> 9,518
<CGS> 0
<TOTAL-COSTS> 9,264
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 121
<INTEREST-EXPENSE> 939
<INCOME-PRETAX> (685)
<INCOME-TAX> 0
<INCOME-CONTINUING> (685)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (685)
<EPS-PRIMARY> (9.44)
<EPS-DILUTED> 0
</TABLE>