AMERICAN INCOME PARTNERS V A LTD PARTNERSHIP
10-Q, 1996-05-15
EQUIPMENT RENTAL & LEASING, NEC
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<PAGE>
 
                                 UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-Q



(Mark One)

[ X X ]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE
                              ACT OF 1934

For the quarterly period ended      March 31, 1996
                               ------------------------------------------------

                                       OR

[     ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
         EXCHANGE ACT OF 1934

For the transition period from ________________________ to ____________________
                               
                               ________________________



For Quarter Ended March 31, 1996                    Commission File No. 0-18364


 

               American Income Partners V-A Limited Partnership
- - --------------------------------------------------------------------------------
            (Exact name of registrant as specified in its charter)


Massachusetts                                               04-3057303
- - -----------------------------------------                 ----------------------
(State or other jurisdiction of                            (IRS Employer
incorporation or organization)                              Identification No.)
 
98 North Washington Street, Boston, MA                      02114
- - ----------------------------------------------------      ----------------------
(Address of principal executive offices)                   (Zip Code)
 
Registrant's telephone number, including area code        (617) 854-5800
                                                          ----------------------
 
- - --------------------------------------------------------------------------------
(Former name, former address and former fiscal year, if changed since last
report.)
 
  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
                                             ---   ---   

               APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
                  PROCEEDINGS DURING THE PRECEDING FIVE YEARS

  Indicate by check mark whether the registrant has filed all documents and
reports required to be filed by Sections 12, 13, or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by a court 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    No
                                                     ---   ---

<PAGE>
 
               AMERICAN INCOME PARTNERS V-A LIMITED PARTNERSHIP

                                   FORM 10-Q

                                     INDEX



                                                              Page
                                                            --------

PART I.  FINANCIAL INFORMATION:

 
  Item 1. Financial Statements

 
     Statement of Financial Position
         at March 31, 1996 and December 31, 1995                3
 
     Statement of Operations
         for the three months ended March 31, 1996 and 1995     4
 
     Statement of Cash Flows
         for the three months ended March 31, 1996 and 1995     5
 
     Notes to the Financial Statements                          6-8
 

  Item 2. Management's Discussion and Analysis of Financial
          Condition and Results of Operations                   9-12


PART II.  OTHER INFORMATION:

  Items 1 - 6                                                   13

                                       2
<PAGE>
 
               AMERICAN INCOME PARTNERS V-A LIMITED PARTNERSHIP

                        STATEMENT OF FINANCIAL POSITION
                     March 31, 1996 and December 31, 1995

                                  (Unaudited)

<TABLE>
<CAPTION>
 
                                           March 31,    December 31,
                                              1996          1995
                                          ------------  -------------
<S>                                     <C>            <C>
ASSETS

Cash and cash equivalents                 $ 1,879,681    $ 1,832,111
Rents receivable, net of allowance for
 doubtful accounts of $5,000                  248,222        179,945
       
Accounts receivable - affiliate               183,361        134,441
Equipment at cost, net of accumulated
 depreciation of $22,771,854 and 
 $22,974,327 at March 31, 1996
 and December 31, 1995, respectively        7,274,646      7,833,576
                                          -----------    -----------
       
        
        Total assets                      $ 9,585,910    $ 9,980,073
                                          ===========    ===========
 
LIABILITIES AND PARTNERS' CAPITAL
- - ---------------------------------
 
Notes payable                             $ 2,063,432    $ 2,231,365
Accrued interest                               29,268         31,667
Accrued liabilities                           153,750         20,000
Accrued liabilities - affiliate                26,551          9,546
Deferred rental income                        113,573          8,363
Cash distributions payable to partners        544,998        726,664
                                          -----------    -----------
        Total liabilities                   2,931,572      3,027,605
                                          -----------    -----------
Partners' capital (deficit):
   General Partner                         (1,198,254)    (1,183,347)
        Limited Partnership Interests
        (1,380,661 Units; initial           7,852,592      8,135,815
         purchase price of $25 each)      -----------    -----------
        Total partners' capital             6,654,338      6,952,468
                                          -----------    -----------
        Total liabilities and partners'   $ 9,585,910    $ 9,980,073
         capital                          ===========    ===========
 
</TABLE>
                  The accompanying notes are an integral part
                         of these financial statements.

                                       3
<PAGE>
 
               AMERICAN INCOME PARTNERS V-A LIMITED PARTNERSHIP

                            STATEMENT OF OPERATIONS
              for the three months ended March 31, 1996 and 1995

                                  (Unaudited)


<TABLE>
<CAPTION>
 
 
 
 
                                                   1996         1995
                                                ----------   ----------
<S>                                     <C>   <C>        <C>
Income:

        Lease revenue                           $  924,485   $1,028,101
 
        Interest income                             21,003       36,874
 
        Gain on sale of equipment                  118,975      217,266
                                                ----------   ----------
          Total income                           1,064,463    1,282,241
                                                ----------   ----------
Expenses:
        Depreciation                               529,905      860,075
 
        Interest expense                            29,814       72,321
 
        Equipment management fees  -                50,908       50,991
         affiliate                              ----------   ----------    
 
        Operating expenses - affiliate             206,968       43,890
                                                ----------   ----------
          Total expenses                           817,595    1,027,277
                                                ----------   ----------
 
Net income                                      $  246,868   $  254,964
                                                ==========   ==========
 
Net income
        per limited partnership unit            $     0.17   $     0.18
                                                ==========   ==========
Cash distribution declared
        per limited partnership unit            $     0.38   $     0.50
                                                ==========   ==========
</TABLE>

                  The accompanying notes are an integral part
                         of these financial statements.

                                       4
<PAGE>
 
               AMERICAN INCOME PARTNERS V-A LIMITED PARTNERSHIP

                            STATEMENT OF CASH FLOWS
               for the three months ended March 31, 1996 and 1995

                                  (Unaudited)
<TABLE>
<CAPTION>
 
 
                                              1996          1995
                                          ------------  ------------
<S>                                       <C>           <C>
 
Cash flows from (used in) operating
 activities:                               $  246,868   $   254,964
Net income
Adjustments to reconcile net income
   to net cash from operating activities:     529,905       860,075
       Depreciation
        Gain on sale of equipment            (118,975)     (217,266)

Changes in assets and liabilities
   Decrease (increase) in:
      rents receivable                        (68,277)      114,122
        accounts receivable - affiliate       (48,920)        2,329
   Increase (decrease) in:
       accrued interest                        (2,399)       (9,916)
       accrued liabilities                    133,750        (5,500)
       accrued liabilities - affiliate         17,005       (12,093)
       deferred rental income                 105,210        27,464
                                           ----------   -----------
           Net cash from operating 
           activities                         794,167     1,014,179
                                           ----------   -----------
Cash flows from investing activities:
        Proceeds from equipment sales         148,000       308,402
                                           ----------   -----------
        Net cash from investing               148,000       308,402
         activities                        ----------   -----------

Cash flows used in financing activities:
   Principal payments - notes payable        (167,933)     (643,764)
   Distributions paid                        (726,664)     (726,664)
                                           ----------   -----------
        Net cash used in financing          
         activities                          (894,597)   (1,370,428)
                                           ----------   -----------
Net increase (decrease) in cash and            
 cash equivalents                              47,570       (47,847)
Cash and cash equivalents at beginning      
 of period                                  1,832,111     2,571,287
                                           ----------   -----------
Cash and cash equivalents at end of        
 period                                    $1,879,681   $ 2,523,440
                                           ==========   ===========
 
Supplemental disclosure of cash flow
 information:                              
   Cash paid during the period for
   interest                                $   32,213   $    82,237
                                           ==========   ===========

 
</TABLE>

                  The accompanying notes are an integral part
                         of these financial statements.

                                       5
<PAGE>
 
               AMERICAN INCOME PARTNERS V-A LIMITED PARTNERSHIP

                       Notes to the Financial Statements
                                March 31, 1996

                                  (Unaudited)



NOTE 1 - BASIS OF PRESENTATION
- - ------------------------------

  The financial statements presented herein are prepared in conformity with
generally accepted accounting principles and the instructions for preparing Form
10-Q under Rule 10-01 of Regulation S-X of the Securities and Exchange
Commission and are unaudited. As such, these financial statements do not include
all information and footnote disclosures required under generally accepted
accounting principles for complete financial statements and, accordingly, the
accompanying financial statements should be read in conjunction with the
footnotes presented in the 1995 Annual Report. Except as disclosed herein, there
has been no material change to the information presented in the footnotes to the
1995 Annual Report.

  In the opinion of management, all adjustments (consisting of normal and
recurring adjustments) considered necessary to present fairly the financial
position at March 31, 1996 and December 31, 1995 and results of operations for
the three month periods ended March 31, 1996 and 1995 have been made and are
reflected.


NOTE 2 - CASH
- - -------------

  At March 31, 1996, the Partnership had $1,875,000 invested in reverse
repurchase agreements secured by U.S. Treasury Bills or interests in U.S.
Government securities.


NOTE 3 - REVENUE RECOGNITION
- - ----------------------------

  Rents are payable to the Partnership monthly, quarterly or semi-annually and
no significant amounts are calculated on factors other than the passage of time.
The leases are accounted for as operating leases and are noncancellable. Rents
received prior to their due dates are deferred. Future minimum rents of
$9,324,927 are due as follows:

<TABLE>
<CAPTION>
 
 <S>                              <C>         <C>
  For the year ending March 31,     1997        $2,995,697
                                    1998         1,940,678
                                    1999         1,455,669
                                    2000           617,449
                                    2001           617,449
                              Thereafter         1,697,985
                                               -----------
 
                                   Total        $9,324,927
                                               -----------
 
</TABLE>

NOTE 4 - EQUIPMENT
- - ------------------

  The following is a summary of equipment owned by the Partnership at March 31,
1996. In the opinion of American Finance Group ("AFG"), the acquisition cost of
the equipment did not exceed its fair market value.

                                       6
<PAGE>
 
                AMERICAN INCOME PARTNERS V-A LIMITED PARTNERSHIP

                       Notes to the Financial Statements

                                  (Continued)
<TABLE>
<CAPTION>
 
 
                                      Lease Term                   Equipment
Equipment Type                         (Months)                     at Cost
- - ----------------                      ----------                   ---------
<S>                               <C>                         <C>
 
Aircraft                                10-72                   $ 11,973,400
Vessels                                    57                      5,496,476
Locomotives                            21-120                      4,692,031
Computers and peripherals                3-48                      2,385,586
Materials handling                       6-60                      1,949,981
Tractors and heavy duty trucks           1-84                      1,220,030
Trailers/intermodal containers           1-66                      1,015,848
Construction and mining                  6-60                        613,134
Retail store fixtures                   48-60                        247,961
Communications                          12-60                        226,017
Research and test                          60                        108,304
Furniture and fixtures                     60                         80,376
Photocopying                            12-36                         37,356
                                                                ------------
 
                           Total equipment cost                   30,046,500
 
                       Accumulated depreciation                  (22,771,854)
                                                                ------------
 
     Equipment, net of accumulated depreciation                 $  7,274,646
                                                                ============
</TABLE>

  At March 31, 1996, the Partnership's equipment portfolio included equipment
having a proportionate original cost of $24,206,682 representing approximately
81% of total equipment cost.

  The summary above includes equipment held for sale or re-lease with a cost and
net book value of approximately $4,226,000 and $345,000, respectively, at March
31, 1996. The equipment includes the Partnership's proportionate interest in a
Boeing 727-251 Advanced aircraft (the "Aircraft"), formerly leased to Northwest
Airlines, Inc., having a cost and net book value of $2,175,454 and $226,765,
respectively, at March 31, 1996. This aircraft was returned upon expiration of
its lease term on November 30, 1995 and is currently undergoing heavy
maintenance expected to cost the Partnership approximately $134,000, all of
which was accrued during the three months ended March 31, 1996. The Partnership
entered into a new 28-month lease agreement with Transmeridian Airlines to
release the Aircraft at a base rent to the Partnership of $16,016 per month upon
completion of the heavy maintenance.

  Effective January 1, 1996, the Partnership adopted Financial Accounting
Standards Board Statement No. 121, Accounting for the Impairment of Long-Lived
Assets and for Long-Lived Assets to Be Disposed Of, which requires impairment
losses to be recorded on long-lived assets used in operations when indicators of
impairment are present and the undiscounted cash flows estimated to be generated
by those assets are less than the assets' carrying amount. Statement 121 also
addresses the accounting for long-lived assets that are expected to be disposed
of. Adoption of this statement did not have a material impact on the financial
statements of the Partnership.

                                       7
<PAGE>
 
               AMERICAN INCOME PARTNERS V-A LIMITED PARTNERSHIP

                       Notes to the Financial Statements

                                  (Continued)


NOTE 5 - RELATED PARTY TRANSACTIONS
- - -----------------------------------

  All operating expenses incurred by the Partnership are paid by AFG on behalf
of the Partnership and AFG is reimbursed at its actual cost for such
expenditures. Fees and other costs incurred during each of the three month
periods ended March 31, 1996 and 1995, which were paid or accrued by the
Partnership to AFG or its Affiliates, are as follows:
<TABLE>
<CAPTION>
 
                                       1996       1995
                                     ---------  --------
<S>                                  <C>        <C>
 
  Equipment management fees           $ 50,908   $50,991
  Administrative charges                 5,250     3,000
  Reimbursable operating expenses
     due to third parties              201,718    40,890
                                      --------   -------
 
                     Total            $257,876   $94,881
                                      ========   =======
 
</TABLE>

  All rents and proceeds from the sale of equipment are paid directly to either
AFG or to a lender. AFG temporarily deposits collected funds in a separate
interest-bearing escrow account prior to remittance to the Partnership. At March
31, 1996, the Partnership was owed $183,361 by AFG for such funds and the
interest thereon. These funds were remitted to the Partnership in April 1996.

 
NOTE 6 - NOTES PAYABLE
- - ----------------------

  Notes payable at March 31, 1996 consisted of installment notes of $2,063,432
payable to banks and institutional lenders. All of the installment notes are
non-recourse, two notes which bear fluctuating interest rates based on the
London Inter-Bank Offered Rate plus a margin (6.92% at March 31, 1996), one note
with a fluctuating interest rate tied to United States Treasury Bill yields plus
a margin (6.45% at March 31, 1996), and one note with an interest rate of 10%.
The installment notes are collateralized by the equipment and assignment of the
related lease payments and will be fully amortized by noncancellable rents. The
carrying amount of notes payable approximates fair value at March 31, 1996.

  The annual maturities of the installment notes payable are as follows:
<TABLE>
<CAPTION>
 
<S>                                <C>       <C>
  For the year ending March 31,     1997      $  822,163
                                    1998         688,471
                                    1999         552,798
                                              ----------
 
                                   Total      $2,063,432
                                              ==========
 
</TABLE>
NOTE 7 - SUBSEQUENT EVENT
- - -------------------------

  Pursuant to its agreements with PLM International, Inc., referred to in Note 8
of the Partnership's 1995 financial statements, American Finance Group agreed to
change its name and logo, except where they are used in connection with the
Partnership and other affiliated investment programs. For all other purposes,
American Finance Group will operate as Equis Financial Group effective April 2,
1996.

                                       8
<PAGE>
 
               AMERICAN INCOME PARTNERS V-A LIMITED PARTNERSHIP

                                   FORM 10-Q

                         PART I. FINANCIAL INFORMATION


Item 2.  Management's Discussion and Analysis of Financial Condition and Results
- - --------------------------------------------------------------------------------
of Operations.
- - --------------

Three months ended March 31, 1996 compared to the three months ended March 31,
- - ------------------------------------------------------------------------------
1995:
- - -----

Overview
- - --------

  As an equipment leasing partnership, the Partnership was organized to acquire
a diversified portfolio of capital equipment subject to lease agreements with
third parties. The Partnership was designed to progress through three principal
phases: acquisitions, operations, and liquidation. During the operations phase,
a period of approximately six years, all equipment in the Partnership's
portfolio will progress through various stages. Initially, all equipment will
generate rental revenues under primary term lease agreements. During the life of
the Partnership, these agreements will expire on an intermittent basis and
equipment held pursuant to the related leases will be renewed, re-leased or
sold, depending on prevailing market conditions and the assessment of such
conditions by AFG to obtain the most advantageous economic benefit. Over time, a
greater portion of the Partnership's original equipment portfolio will become
available for remarketing and cash generated from operations and from sales or
refinancings will begin to fluctuate. Ultimately, all equipment will be sold and
the Partnership will be dissolved. The Partnership's operations commenced in
1989.

Results of Operations
- - ---------------------

  For the three months ended March 31, 1996, the Partnership recognized lease
revenue of $924,485 compared to $1,028,101 for the same period in 1995. The
decrease in lease revenue from 1995 to 1996 was expected and resulted
principally from primary lease term expirations and the sale of equipment. The
Partnership also earns interest income from temporary investments of rental
receipts and equipment sales proceeds in short-term instruments.

  The Partnership's equipment portfolio includes certain assets in which the
Partnership holds a proportionate ownership interest. In such cases, the
remaining interests are owned by AFG or an affiliated equipment leasing program
sponsored by AFG. Proportionate equipment ownership enables the Partnership to
further diversify its equipment portfolio by participating in the ownership of
selected assets, thereby reducing the general levels of risk which could result
from a concentration in any single equipment type, industry or lessee. The
Partnership and each affiliate individually report, in proportion to their
respective ownership interests, their respective shares of assets, liabilities,
revenues, and expenses associated with the equipment.

  For the three months ended March 31, 1996, the Partnership sold equipment
having a net book value of $29,025 to existing lessees and third parties. These
sales resulted in a net gain, for financial statement purposes, of $118,975
compared to a net gain of $217,266 on equipment having a net book value of
$91,136 for the same period in 1995.

  It cannot be determined whether future sales of equipment will result in a net
gain or a net loss to the Partnership, as such transactions will be dependent
upon the condition and type of equipment being sold and its marketability at the
time of sale. In addition, the amount of gain or loss reported for financial
statement purposes is partly a function of the amount of accumulated
depreciation associated with the equipment being sold.

  The ultimate realization of residual value for any type of equipment is
dependent upon many factors, including AFG's ability to sell and re-lease
equipment. Changing market conditions, industry trends, technological advances,
and many other events can converge to enhance or detract from asset values at
any given time.

                                       9
<PAGE>
 
               AMERICAN INCOME PARTNERS V-A LIMITED PARTNERSHIP

                                   FORM 10-Q

                         PART I. FINANCIAL INFORMATION

  AFG attempts to monitor these changes in order to identify opportunities which
may be advantageous to the Partnership and which will maximize total cash
returns for each asset.

  The total economic value realized upon final disposition of each asset is
comprised of all primary lease term revenue generated from that asset, together
with its residual value. The latter consists of cash proceeds realized upon the
asset's sale in addition to all other cash receipts obtained from renting the
asset on a re-lease, renewal or month-to-month basis. The Partnership classifies
such residual rental payments as lease revenue. Consequently, the amount of gain
or loss reported in the financial statements is not necessarily indicative of
the total residual value the Partnership achieved from leasing the equipment.

 Depreciation expense was $529,905 and $860,075 for the three months ended March
31, 1996 and 1995, respectively. For financial reporting purposes, to the extent
that an asset is held on primary lease term, the Partnership depreciates the
difference between (i) the cost of the asset and (ii) the estimated residual
value of the asset on a straight-line basis over such term. For purposes of this
policy, estimated residual values represent estimates of equipment values at the
date of primary lease expiration. To the extent that an asset is held beyond its
primary lease term, the Partnership continues to depreciate the remaining net
book value of the asset on a straight-line basis over the asset's remaining
economic life.

 Interest expense was $29,814, or 3.2% of lease revenue for the three months
ended March 31, 1996 compared to $72,321, or 7% of lease revenue for the same
period in 1995. Interest expense in future periods will continue to decline in
amount and as a percentage of lease revenue as the principal balance of notes
payable is reduced through the application of rent receipts to outstanding debt.

 Management fees were 5.5% of lease revenue during the three months ended March
31, 1996 compared to 5% of lease revenue during the same period in 1995.
Management fees during the three months ended March 31, 1996 include $6,065,
resulting from an underaccrual in 1995. Management fees are based on 5% of gross
lease revenue generated by operating leases and 2% of gross lease revenue
generated by full payout leases.

 Operating expenses consist principally of administrative charges, professional
service costs, such as audit and legal fees, as well as printing, distribution
and remarketing expenses. In certain cases, equipment storage or repairs and
maintenance costs may be incurred in connection with equipment being remarketed.
Collectively, operating expenses represented 22.4% of lease revenue for the
three months ended March 31, 1996 compared to 4.3% of lease revenue for the same
period in 1995. The increase in operating expenses from 1995 to 1996 was due
primarily to heavy maintenance and airframe overhaul costs incurred or accrued
in connection with certain of the Partnership's Boeing 727 aircraft. The amount
of future operating expenses cannot be predicted with certainty; however, such
expenses are usually higher during the acquisition and liquidation phases of a
partnership. Other fluctuations typically occur in relation to the volume and
timing of remarketing activities.

Liquidity and Capital Resources and Discussion of Cash Flows
- - ------------------------------------------------------------

 The Partnership by its nature is a limited life entity which was established
for specific purposes described in the preceding "Overview". As an equipment
leasing program, the Partnership's principal operating activities derive from
asset rental transactions. Accordingly, the Partnership's principal source of
cash from operations is provided by the collection of periodic rents. These cash
inflows are used to satisfy debt service obligations associated with leveraged
leases, and to pay management fees and operating costs. Operating activities
generated net cash inflows of $794,167 and $1,014,179 for the three months ended
March 31, 1996 and 1995, respectively. Future renewal, re-lease and equipment
sale activities will continue to cause a gradual decline in the Partnership's
lease revenue and corresponding sources of operating cash. Overall, expenses
associated with rental activities, such as management fees, and net cash flow
from operating activities will also continue to decline as the Partnership
experiences a higher frequency of remarketing events.

                                       10
<PAGE>
 
               AMERICAN INCOME PARTNERS V-A LIMITED PARTNERSHIP

                                   FORM 10-Q

                         PART I. FINANCIAL INFORMATION

 Ultimately, the Partnership will dispose of all assets under lease. This will
occur principally through sale transactions whereby each asset will be sold to
the existing lessee or to a third party. Generally, this will occur upon
expiration of each asset's primary or renewal/re-lease term. In certain
instances, casualty or early termination events may result in the disposal of an
asset. Such circumstances are infrequent and usually result in the collection of
stipulated cash settlements pursuant to terms and conditions contained in the
underlying lease agreements.

 Cash realized from asset disposal transactions is reported under investing
activities on the accompanying Statement of Cash Flows. During the three months
ended March 31, 1996, the Partnership realized $148,000 in equipment sale
proceeds compared to $308,402 for the same period in 1995. Future inflows of
cash from asset disposals will vary in timing and amount and will be influenced
by many factors including, but not limited to, the frequency and timing of lease
expirations, the type of equipment being sold, its condition and age, and future
market conditions.

  On November 30, 1995, upon the expiration of its lease term, Northwest
Airlines, Inc. ("Northwest"), returned a Boeing 727-251 Advanced aircraft (the
"Aircraft") in which the Partnership has a 22.4% ownership interest with a cost
and net book value to the Partnership of $2,175,454 and $226,765, respectively,
at March 31, 1996. The Aircraft is currently undergoing heavy maintenance
expected to cost the Partnership approximately $134,000, all of which was
accrued during the three months ended March 31, 1996. The Partnership entered
into a new 28-month lease agreement with Transmeridian Airlines to release the
Aircraft at a base rent to the Partnership of $16,016 per month upon completion
of the heavy maintenance. A second aircraft, in which the Partnership has a 33%
ownership interest, will be returned by Northwest upon the expiration of its
lease on December 31, 1996. The Partnership's interest in this aircraft had a
cost and net book value of $3,811,246 and $598,024, respectively, at March 31,
1996.

  The Partnership obtained long-term financing in connection with certain
equipment leases. The repayments of principal related to such indebtedness are
reported as a component of financing activities. Each note payable is recourse
only to the specific equipment financed and to the minimum rental payments
contracted to be received during the debt amortization period (which period
generally coincides with the lease rental term). As rental payments are
collected, a portion or all of the rental payment is used to repay the
associated indebtedness. In future periods, the amount of cash used to repay
debt obligations will continue to decline as the principal balance of notes
payable is reduced through the collection and application of rents.

  Cash distributions to the General Partner and Recognized Owners are declared
and generally paid within fifteen days following the end of each calendar
quarter. The payment of such distributions is presented as a component of
financing activities. For the three months ended March 31, 1996, the Partnership
declared total cash distributions of Distributable Cash From Operations and
Distributable Cash From Sales and Refinancings of $544,998. In accordance with
the Amended and Restated Agreement and Certificate of Limited Partnership, the
Recognized Owners were allocated 95% of these distributions, or $517,748, and
the General Partner was allocated 5%, or $27,250. The first quarter 1996 cash
distribution was paid on April 15, 1996.

  Cash distributions paid to the Recognized Owners consist of both a return of
and a return on capital. To the extent that cash distributions consist of Cash
From Sales or Refinancings, substantially all of such cash distributions should
be viewed as a return of capital. Cash distributions do not represent and are
not indicative of yield on investment. Actual yield on investment cannot be
determined with any certainty until conclusion of the Partnership and will be
dependent upon the collection of all future contracted rents, the generation of
renewal and/or re-lease rents, and the residual value realized for each asset at
its disposal date. Future market conditions, technological changes, the ability
of AFG to manage and remarket the assets, and many other events and
circumstances, could enhance or detract from individual asset yields and the
collective performance of the Partnership's equipment portfolio.

                                       11
<PAGE>
 
               AMERICAN INCOME PARTNERS V-A LIMITED PARTNERSHIP

                                   FORM 10-Q

                         PART I. FINANCIAL INFORMATION

  Further, the Partnership's future cash distributions will be adversely
affected by the bankruptcy of Midway Airlines, Inc., as the Partnership will be
unable to realize any future residual value for these aircraft.  Notwithstanding
such adverse impact, the overall investment results to be achieved by the
Partnership will be dependent upon the collective performance results of all of
the Partnership's equipment leases.

  The future liquidity of the Partnership will be influenced by the foregoing
and will be greatly dependent upon the collection of contractual rents and the
outcome of residual activities. The General Partner anticipates that cash
proceeds resulting from these sources will satisfy the Partnership's future
expense obligations. However, the amount of cash available for distribution in
future periods will fluctuate. Equipment lease expirations and asset disposals
will cause the Partnership's net cash from operating activities to diminish over
time; and equipment sale proceeds will vary in amount and period of realization.
In addition, the Partnership may be required to incur asset refurbishment or
upgrade costs in connection with future remarketing activities. Accordingly,
fluctuations in the level of quarterly cash distributions will occur during the
life of the Partnership.

                                       12
<PAGE>
 
                AMERICAN INCOME PARTNERS V-A LIMITED PARTNERSHIP

                                   FORM 10-Q

                          PART II.  OTHER INFORMATION



     Item 1.             Legal Proceedings
                         Response:  None

     Item 2.             Changes in Securities
                         Response:  None

     Item 3.             Defaults upon Senior Securities
                         Response:  None

     Item 4.             Submission of Matters to a Vote of Security Holders
                         Response:  None

     Item 5.             Other Information
                         Response:  None

     Item 6(a).          Exhibits
                         Response:  None

     Item 6(b).          Reports on Form 8-K
                         Response:  None

                                       13
<PAGE>
 
                                 SIGNATURE PAGE



  Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below on behalf of the registrant and in the capacity and
on the date indicated.



               AMERICAN INCOME PARTNERS V-A LIMITED PARTNERSHIP


                  By:  AFG Leasing IV Incorporated, a Massachusetts
                       corporation and the General Partner of the
                       Registrant.


                  By:  /s/  Michael J. Butterfield
                       ---------------------------
                       Michael J. Butterfield
                       Treasurer of AFG Leasing IV Incorporated
                       (Duly Authorized Officer and
                       Principal Accounting Officer)


                  Date:  May 13, 1996
                         -------------------------



                  By:  /s/  Gary Romano
                       ---------------------------
                       Gary M. Romano
                       Clerk of AFG Leasing IV Incorporated
                       (Duly Authorized Officer and
                       Principal Financial Officer)


                  Date:  May 13, 1996
                         -------------------------

                                       14

<TABLE> <S> <C>

<PAGE>
<ARTICLE> 5
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          DEC-31-1996
<PERIOD-START>                             JAN-01-1996
<PERIOD-END>                               MAR-31-1996
<CASH>                                       1,879,681
<SECURITIES>                                         0
<RECEIVABLES>                                  436,583
<ALLOWANCES>                                     5,000
<INVENTORY>                                          0
<CURRENT-ASSETS>                             2,311,264
<PP&E>                                      30,046,500
<DEPRECIATION>                              22,771,854
<TOTAL-ASSETS>                               9,585,910
<CURRENT-LIABILITIES>                          868,140
<BONDS>                                      2,063,432
                                0
                                          0
<COMMON>                                             0
<OTHER-SE>                                   6,654,338
<TOTAL-LIABILITY-AND-EQUITY>                 9,585,910
<SALES>                                        924,485
<TOTAL-REVENUES>                             1,064,463
<CGS>                                                0
<TOTAL-COSTS>                                        0
<OTHER-EXPENSES>                               787,781
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                              29,814
<INCOME-PRETAX>                                246,868
<INCOME-TAX>                                         0
<INCOME-CONTINUING>                            246,868
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                   246,868
<EPS-PRIMARY>                                        0
<EPS-DILUTED>                                        0
        

</TABLE>


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