UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
-----------
FORM 10-QSB
X QUARTERLY REPORT UNDER 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
For the transition period from ______________ to ______________.
Commission file number 0-18278
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PHOENIX LEASING CASH DISTRIBUTION FUND IV,
A CALIFORNIA LIMITED PARTNERSHIP
- --------------------------------------------------------------------------------
Registrant
California 68-0191380
- --------------------------------- ----------------------------------
State of Jurisdiction I.R.S. Employer Identification No.
2401 Kerner Boulevard, San Rafael, California 94901-5527
- --------------------------------------------------------------------------------
Address of Principal Executive Offices Zip Code
Registrant's telephone number, including area code: (415) 485-4500
--------------
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
preceding requirements for the past 90 days.
Yes X No
----- -----
6,192,840 Units of Limited Partnership Interest were outstanding as of September
30, 1998.
Transitional small business disclosure format:
Yes No X
----- -----
Page 1 of 13
<PAGE>
Part I. Financial Information
-----------------------------
Item 1. Financial Statements
PHOENIX LEASING CASH DISTRIBUTION FUND IV,
A CALIFORNIA LIMITED PARTNERSHIP AND SUBSIDIARY
CONSOLIDATED BALANCE SHEETS
(Amounts in Thousands Except for Unit Amounts)
(Unaudited)
September 30, December 31,
1998 1997
---- ----
ASSETS
Cash and cash equivalents $ 8,291 $ 9,218
Accounts receivable (net of allowance for losses on
accounts receivable of $340 and $389 at September
30, 1998 and December 31, 1997, respectively) 45 509
Notes receivable (net of allowance for losses on
notes receivable of $2,352 and $2,268 at
September 30, 1998 and December 31, 1997,
respectively) 4,456 6,458
Equipment on operating leases and held for lease (net
of accumulated depreciation of $5,478 and $11,646
at September 30, 1998 and December 31, 1997,
respectively) 43 128
Net investment in financing leases (net of allowance
for early terminations of $692 and $777 at
September 30, 1998 and December 31, 1997,
respectively) 4,464 9,631
Investment in joint ventures 346 680
Capitalized acquisition fees (net of accumulated
amortization of $10,552 and $10,252 at September
30, 1998 and December 31, 1997, respectively) 379 680
Other assets 104 86
---------- ----------
Total Assets $ 18,128 $ 27,390
========== ==========
LIABILITIES AND PARTNERS' CAPITAL
Liabilities
Accounts payable and accrued expenses $ 1,288 $ 1,216
---------- ----------
Total Liabilities 1,288 1,216
---------- ----------
Partners' Capital
General Partner -- --
Limited Partners, 6,500,000 units authorized,
6,492,727 units issued, 6,192,840 and
6,208,563 units outstanding at September 30,
1998 and December 31, 1997, respectively 16,806 26,169
Unrealized gain on available-for-sale securities 34 5
---------- ----------
Total Partners' Capital 16,840 26,174
---------- ----------
Total Liabilities and Partners' Capital $ 18,128 $ 27,390
========== ==========
The accompanying notes are an integral part of these statements.
2
<PAGE>
PHOENIX LEASING CASH DISTRIBUTION FUND IV,
A CALIFORNIA LIMITED PARTNERSHIP AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF OPERATIONS
(Amounts in Thousands Except for Per Unit Amounts)
(Unaudited)
Three Months Ended Nine Months Ended
September 30, September 30,
1998 1997 1998 1997
--- ---- ---- ----
INCOME
Rental income $ 792 $ 769 $ 1,815 $ 2,155
Earned income, financing leases 223 510 867 1,769
Gain on sale of equipment 22 104 177 770
Equity in earnings from joint ventures,
net 69 66 273 241
Interest income, notes receivable 235 349 697 824
Other income 105 135 410 468
------- ------- ------- -------
Total Income 1,446 1,933 4,239 6,227
------- ------- ------- -------
EXPENSES
Depreciation 66 243 301 768
Amortization of acquisition fees 98 129 300 418
Lease related operating expenses 16 20 71 199
Management fees to General Partner 121 165 364 517
Reimbursed administrative costs
to General Partner 49 90 213 409
Provision for losses on receivables 27 86 116 281
Legal expenses 82 104 267 255
General and administrative expenses 33 39 140 151
------- ------- ------- -------
Total Expenses 492 876 1,772 2,998
------- ------- ------- -------
NET INCOME BEFORE INCOME TAXES $ 954 $ 1,057 $ 2,467 $ 3,229
Income tax benefit (expense) -- -- (2) 3
------- ------- ------- -------
NET INCOME $ 954 $ 1,057 $ 2,465 $ 3,232
======= ======= ======= =======
NET INCOME PER LIMITED
PARTNERSHIP UNIT $ .12 $ .13 $ .30 $ .42
======= ======= ======= =======
DISTRIBUTIONS PER LIMITED
PARTNERSHIP UNIT $ .60 $ .60 $ 1.80 $ 1.80
======= ======= ======= =======
ALLOCATION OF NET INCOME:
General Partner $ 196 $ 196 $ 588 $ 591
Limited Partners 758 861 1,877 2,641
------- ------- ------- -------
$ 954 $ 1,057 $ 2,465 $ 3,232
======= ======= ======= =======
The accompanying notes are an integral part of these statements.
3
<PAGE>
PHOENIX LEASING CASH DISTRIBUTION FUND IV,
A CALIFORNIA LIMITED PARTNERSHIP AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Amounts in Thousands)
(Unaudited)
Nine Months Ended
September 30,
1998 1997
---- ----
Operating Activities:
- --------------------
Net income $ 2,465 $ 3,232
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation 301 768
Amortization of acquisition fees 300 418
Equity in earnings from joint ventures, net (273) (241)
Gain on sale of equipment (177) (770)
Gain on sale of securities (37) --
Provision for early termination, financing leases 31 160
Provision for losses on notes receivable 84 121
Decrease in accounts receivable 464 92
Increase in accounts payable and accrued expenses 76 39
Decrease (increase) in deferred income tax asset 7 (3)
Decrease in other assets 5 95
-------- --------
Net cash provided by operating activities 3,246 3,911
-------- --------
Investing Activities:
- --------------------
Principal payments, financing leases 4,792 6,868
Principal payments, notes receivable 2,086 1,999
Proceeds from sale of equipment 257 1,212
Proceeds from sale of securities 37 --
Distributions from joint ventures 607 1,560
Investment in financing leases -- (1,986)
Investment in notes receivable (118) (4,920)
Payment of acquisition fees (5) (165)
-------- --------
Net cash provided by investing activities 7,656 4,568
-------- --------
Financing Activities:
- --------------------
Redemptions of capital (60) (162)
Distributions to partners (11,769) (11,819)
-------- --------
Net cash used by financing activities (11,829) (11,981)
-------- --------
Decrease in cash and cash equivalents (927) (3,502)
Cash and cash equivalents, beginning of period 9,218 12,134
-------- --------
Cash and cash equivalents, end of period $ 8,291 $ 8,632
======== ========
The accompanying notes are an integral part of these statements.
4
<PAGE>
PHOENIX LEASING CASH DISTRIBUTION FUND IV,
A CALIFORNIA LIMITED PARTNERSHIP AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Note 1. General.
-------
The accompanying unaudited condensed consolidated financial statements
have been prepared by the Partnership in accordance with generally accepted
accounting principles, pursuant to the rules and regulations of the Securities
and Exchange Commission. In the opinion of Management, all adjustments
(consisting of normal recurring accruals) considered necessary for a fair
presentation have been included. Although management believes that the
disclosures are adequate to make the information presented not misleading, it is
suggested that these condensed financial statements be read in conjunction with
the financial statements and the notes included in the Partnership's Financial
Statement, as filed with the SEC in the latest annual report on Form 10-K.
The Partnership Agreement stipulates the methods by which income will
be allocated to the General Partner and the limited partners. Such allocations
will be made using income or loss calculated under Generally Accepted Accounting
Principles for book purposes, which varies from income or loss calculated for
tax purposes.
The calculation of items of income and loss for book and tax purposes
may result in book basis capital accounts that vary from the tax basis capital
accounts. The requirement to restore any deficit capital balances by the General
Partner will be determined based on the tax basis capital accounts. At
liquidation of the Partnership, the General Partner's remaining book basis
capital accounts will be reduced to zero through the allocation of income or
loss.
Note 2. Reclassification.
----------------
Reclassification - Certain 1997 amounts have been reclassified to
conform to the 1998 presentation.
Note 3. Income Taxes.
------------
Federal and state income tax regulations provide that taxes on the
income or loss of the Partnership are reportable by the partners in their
individual income tax returns. Accordingly, no provision for such taxes has been
made in the accompanying financial statements.
The Subsidiary is a corporation subject to state and federal tax
regulations. The Subsidiary reports to the taxing authority on the accrual
basis. When income and expenses are recognized in different periods for
financial reporting purposes than for income tax purposes, deferred taxes are
provided for such differences using the liability method.
Note 4. Notes Receivable.
----------------
Impaired Notes Receivable. At September 30, 1998, the Partnership has
investments in notes receivable, before allowance for losses, of $6,808,000 of
which $2,215,000 is considered to be impaired. The Partnership has an allowance
5
<PAGE>
for losses of $2,352,000 as of September 30, 1998. The average recorded
investment in impaired loans during the nine months ended September 30, 1998 and
1997 was approximately $2,092,000 and $1,986,000, respectively.
The activity in the allowance for losses on notes receivable during the
nine months ended September 30, is as follows:
1998 1997
---- ----
(Amounts in Thousands)
Beginning balance $ 2,268 $ 2,224
Provision for losses 84 121
Write downs -- (110)
------- -------
Ending balance $ 2,352 $ 2,235
======= =======
Note 5. Net Income (Loss) and Distributions Per Limited Partnership Unit.
----------------------------------------------------------------
Net income and distributions per limited partnership unit were based on
the limited partners' share of net income and distributions, and the weighted
average number of units outstanding of 6,196,526 and 6,227,719 for the nine
months ended September 30, 1998 and 1997, respectively. For purposes of
allocating net income (loss) and distributions to each individual limited
partner, the Partnership allocates net income (loss) and distributions based
upon each respective limited partner's net capital contributions.
Note 6. Investment in Joint Ventures.
----------------------------
Equipment Joint Venture
- -----------------------
The aggregate financial information of the equipment joint venture is
presented as follows:
September 30, December 31,
1998 1997
---- ----
(Amounts in Thousands)
Assets $147 $730
Liabilities 78 156
Partners' Capital 69 574
Three Months Ended Nine Months Ended
September 30, September 30,
1998 1997 1998 1997
---- ---- ---- ----
(Amounts in Thousands)
Revenue $133 $320 $689 $903
Expenses 8 173 55 355
Net Income 125 147 634 548
6
<PAGE>
Financing Joint Venture
- -----------------------
The aggregate financial information of the financing joint venture is
presented as follows:
September 30, December 31,
1998 1997
---- ----
(Amounts in Thousands)
Assets $613 $803
Liabilities 143 136
Partners' Capital 470 667
Three Months Ended Nine Months Ended
September 30, September 30,
1998 1997 1998 1997
---- ---- ---- ----
(Amounts in Thousands)
Revenue $20 $31 $68 $99
Expenses 5 4 13 21
Net Income 15 27 55 78
Foreclosed Cable Systems Joint Ventures
- ---------------------------------------
The aggregate combined financial information of the foreclosed cable
systems joint ventures is presented as follows:
September 30, December 31,
1998 1997
---- ----
(Amounts in Thousands)
Assets $602 $909
Liabilities 70 240
Partners' Capital 532 669
Three Months Ended Nine Months Ended
September 30, September 30,
1998 1997 1998 1997
---- ---- ---- ----
(Amounts in Thousands)
Revenue $ 96 $ 270 $ 219 $ 432
Expenses 77 128 275 372
Net Income (Loss) 19 142 (56) 60
Note 7. Legal Proceedings.
-----------------
On October 28, 1997, a Class Action Complaint was filed against Phoenix
Leasing Incorporated, Phoenix Leasing Associates, II and III LP., Phoenix
Securities Inc. and Phoenix American Incorporated (the "Companies") in
California Superior Court for the County of Sacramento by eleven individuals on
behalf of investors in Phoenix Leasing Cash Distribution Funds I through V (the
"Partnerships"). The Companies were served with the Complaint on December 9,
7
<PAGE>
1997. The Complaint seeks declaratory and other relief including accounting,
receivership, imposition of a constructive trust and judicial dissolution and
winding up of the Partnerships, and damages based on fraud, breach of fiduciary
duty and breach of contract by the Companies as general partners of the
Partnerships. Discovery has not commenced. The Companies intend to vigorously
defend the Complaint.
Plaintiffs severed one cause of action from the Complaint, a claim
related to the marketing and sale of CDF V, and transferred it to Marin County
Superior Court (the "Marin Action"). Plaintiffs subsequently amended the Marin
Action on August 14, 1998. On October 23, 1998, the Companies filed a demurrer
to the Marin Action, seeking its dismissal. Discovery has not commenced. The
Companies intend to vigorously defend the Complaint.
During the nine months ended September 30, 1998, the Partnerships
recorded legal expenses of approximately $108,000 in connection with the above
litigation as indemnification to the General Partner.
8
<PAGE>
PHOENIX LEASING CASH DISTRIBUTION FUND IV,
A CALIFORNIA LIMITED PARTNERSHIP
Item 2. Management's Discussion and Analysis of Financial Condition and
---------------------------------------------------------------
Results of Operations.
---------------------
Results of Operations
Phoenix Leasing Cash Distribution Fund IV, a California limited
partnership (the "Partnership"), reported net income of $954,000 and $2,465,000
during the three and nine months ended September 30, 1998, respectively, as
compared to net income of $1,057,000 and $3,232,000 during the three and nine
months ended September 30, 1997, respectively. The decrease in net income for
the three and nine months ended September 30, 1998, compared to the same periods
in 1997, is a result of a decrease in earned income from financing leases.
The decrease in total income of $487,000 and $1,988,000 for the three
and nine months ended September 30, 1998, respectively, as compared to the same
periods in 1997, is primarily the result of declines in earned income from
financing leases and gain on sale of equipment. The decrease in earned income
from financing leases of $287,000 and $902,000 for the three and nine months
ended September 30, 1998, respectively, compared to the same periods in the
prior year, is due to a decrease in the net investment in financing leases. The
net investment in financing leases was $4.5 million at September 30, 1998, as
compared to $11.8 million at September 30, 1997. The investment in financing
leases, as well as earned income from financing leases, will decrease over the
lease term as the Partnership amortizes income over the lease term using the
interest method of accounting. During the nine months ended September 30, 1998,
the Partnership made no new investments in financing leases, compared to $2
million for the same period in 1997.
Gain on sale of equipment decreased by $82,000 and $593,000 for the
three and nine months ended September 30, 1998, respectively, compared to the
same periods in 1997, as a result of a decrease in sales activity of the
Partnership's equipment portfolio. Correspondingly, proceeds from the sale of
equipment also decreased. The Partnership sold equipment with an aggregate
original cost of $20.4 million for the nine months ended September 30, 1998,
compared to $28 million for the same period in 1997.
An additional factor contributing to the decline in total revenues for
the nine months ended September 30, 1998, compared to the same period in 1997,
is the decrease in rental income. Rental income decreased by $340,000 for the
nine months ended September 30, 1998, compared to the same period in 1997. The
decrease in rental income for the nine months ended September 30, 1998 is
reflective of a decrease in the size of the equipment portfolio. The Partnership
owned equipment with an aggregate original cost of $24.9 million at September
30, 1998, as compared to $50.8 million at September 30, 1997. Another factor
contributing to the decrease in rental income is off lease equipment. As of
September 30, 1998, the Partnership owned equipment held for lease with an
original purchase price of $8 million and a net book value of $40,000, compared
9
<PAGE>
to $9.4 million and $280,000, respectively, at September 30, 1997. The General
Partner is actively engaged, on behalf of the Partnership, in remarketing and
selling the Partnership's equipment as it becomes available. Until new lessees
or buyers of equipment can be found, the equipment will continue to generate
depreciation expense without any corresponding rental income. The effect of this
will be a reduction of the Partnership earnings during this remarketing period.
In contrast, rental income increased by $23,000 for the three months
ended September 30, 1998, compared to the same period in the prior year. During
the quarter ended September 30, 1998, the Partnership received settlements from
defaulted lessees which more than mitigated the factors contributing to the
decline in rental income for the nine months ended September 30, 1998.
Total expenses decreased by $384,000 and $1,226,000 during the three
and nine months ended September 30, 1998, as compared to the same periods in
1997. The decrease in total expenses for the three and nine months ended
September 30, 1998, compared to the same periods in the previous year, is a
result of a decrease in nearly all of the items comprising total expenses. These
decreases are the result of the continued decrease in the size of the equipment
portfolio.
Liquidity and Capital Resources
The Partnership's primary source of liquidity is derived from its
contractual obligations with lessees for fixed lease terms at fixed rental
amounts, and from payments of principal and interest on outstanding notes
receivable. As the initial lease terms expire, the Partnership will re-lease the
equipment or sell the equipment. The future liquidity of the Partnership will
depend upon the General Partner's success in collecting the contractual amounts
owed, as well as re-leasing and selling the Partnership's equipment as it comes
off lease.
The Partnership reported net cash generated by equipment leasing and
financing activities of $10,124,000 and $12,778,000 during the nine months ended
September 30, 1998 and 1997, respectively. The net decrease in cash generated is
due to a decrease in payments on financing leases, as previously discussed above
in the Results of Operations.
The Partnership received cash distributions from joint ventures of
$607,000 during the nine months ended September 30, 1998, as compared to cash
distributions of $1,560,000 during the same period in 1997. The decrease in
distributions from joint ventures is attributable to a decline in the amount of
cash available for distribution from one equipment joint venture as a result of
a decrease in rental income and proceeds from sale of equipment.
The Partnership made no new investments in financing leases but
invested $118,000 in notes receivable during the nine months ended September 30,
1998, compared to $2 million in new investments in financing leases and $4.9
million in new notes receivable during the nine months ended September 30, 1997.
The total cash distributed to partners for the nine months ended
September 30, 1998 was $11,769,000, as compared to $11,819,000 for the same
period in 1997. In accordance with the partnership agreement, the limited
partners are entitled to 95% of the cash available for distribution and the
General Partner is entitled to 5%. As a result, the limited partners received
$11,181,000 and $11,228,000 in distributions during the nine months ended
September 30, 1998 and 1997, respectively. The cumulative distributions to the
Limited Partners are $114,361,000 and $99,449,000 as of September 30, 1998 and
1997, respectively. The General Partner received $588,000 and $591,000 for its
share of the cash available for distribution during the nine months ended
September 30, 1998 and 1997, respectively.
10
<PAGE>
Because the Partnership is in its final years of liquidation, the
Partnership plans to decrease its distribution rate to approximately 5% from 12%
beginning on the January 15, 1999 distribution, in line with its reduced cash
flow.
As provided for by the partnership agreement, the General Partner has
determined to exercise its discretion that no further redemptions in the
Partnership will be permitted after March 31, 1998.
The cash to be generated from leasing and financing operations is
anticipated to be sufficient to meet the Partnership's continuing operational
expenses.
Impact of the Year 2000 Issue
The "Year 2000 problem" arose because many existing computer programs
use only the last two digits to refer to a year. Therefore, these computers and
computer programs do not properly recognize a year that begins with "20" instead
of the familiar "19." If not corrected, many computer applications could fail or
create erroneous results.
The General Partner has performed an assessment of the computer
programs used to conduct the business of the Partnership that are subject to
Year 2000 risk. The General Partner and its affiliates are currently in the
process of testing, upgrading, modifying and replacing existing computer
programs that have been determined not to be Year 2000 compliant. It is
estimated that this project will be completed in mid 1999. However, if this
project is not completed in a timely matter, the Year 2000 issue could have a
material impact on the Partnership's operations. The costs of these changes are
being incurred by the General Partner or its affiliates. Costs incurred by the
Partnership will be expensed as incurred and are not currently anticipated to be
material to the Partnership's financial position or results of operations. The
General Partner currently does not have a contingency plan, but will continue to
evaluate the need for such plan as systems and programs are tested.
The Partnership's customers consist of lessees and borrowers. The
Partnership does not have exposure to any individual customer that would
materially impact the Partnership should the customer experience a significant
Year 2000 problem.
The assessments of the risks and costs of the Year 2000 issue are based
on management's best estimates. However, there can be no guarantee that these
estimates will be achieved and the actual results could differ materially from
those estimates.
11
<PAGE>
PHOENIX LEASING CASH DISTRIBUTION FUND IV,
A CALIFORNIA LIMITED PARTNERSHIP
September 30, 1998
Part II. Other Information.
-----------------
Item 1. Legal Proceedings.
-----------------
On October 28, 1997, a Class Action Complaint was filed against Phoenix
Leasing Incorporated, Phoenix Leasing Associates, II and III LP., Phoenix
Securities Inc. and Phoenix American Incorporated (the "Companies") in
California Superior Court for the County of Sacramento by eleven individuals on
behalf of investors in Phoenix Leasing Cash Distribution Funds I through V (the
"Partnerships"). The Companies were served with the Complaint on December 9,
1997. The Complaint seeks declaratory and other relief including accounting,
receivership, imposition of a constructive trust and judicial dissolution and
winding up of the Partnerships, and damages based on fraud, breach of fiduciary
duty and breach of contract by the Companies as general partners of the
Partnerships. Discovery has not commenced. The Companies intend to vigorously
defend the Complaint.
Plaintiffs severed one cause of action from the Complaint, a claim
related to the marketing and sale of CDF V, and transferred it to Marin County
Superior Court (the "Marin Action"). Plaintiffs subsequently amended the Marin
Action on August 14, 1998. On October 23, 1998, the Companies filed a demurrer
to the Marin Action, seeking its dismissal. Discovery has not commenced. The
Companies intend to vigorously defend the Complaint.
During the nine months ended September 30, 1998, the Partnerships
recorded legal expenses of approximately $108,000 in connection with the above
litigation as indemnification to the General Partner.
Item 2. Changes in Securities. Inapplicable
---------------------
Item 3. Defaults Upon Senior Securities. Inapplicable
-------------------------------
Item 4. Submission of Matters to a Vote of Securities Holders. Inapplicable
-----------------------------------------------------
Item 5. Other Information. Inapplicable
-----------------
Item 6. Exhibits and Reports on 8-K:
---------------------------
a) Exhibits:
(27) Financial Data Schedule
b) Reports on 8-K: None
12
<PAGE>
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.
PHOENIX LEASING CASH DISTRIBUTION FUND IV,
A CALIFORNIA LIMITED PARTNERSHIP
------------------------------------------
(Registrant)
Date Title Signature
---- ----- ---------
November 11, 1998 Executive Vice President, /S/ GARY W. MARTINEZ
- ------------------- Chief Operating Officer --------------------
and a Director of (Gary W. Martinez)
Phoenix Leasing Incorporated
General Partner
November 11, 1998 Chief Financial Officer, /S/ HOWARD SOLOVEI
- ------------------- Treasurer and a Director of --------------------
Phoenix Leasing Incorporated (Howard Solovei)
General Partner
November 11, 1998 Senior Vice President, /S/ BRYANT J. TONG
- ------------------- Financial Operations --------------------
(Principal Accounting Officer) (Bryant J. Tong)
and a Director of
Phoenix Leasing Incorporated
General Partner
13
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> SEP-30-1998
<CASH> 8,291
<SECURITIES> 0
<RECEIVABLES> 7,193
<ALLOWANCES> 2,692
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 5,521
<DEPRECIATION> 5,478
<TOTAL-ASSETS> 18,128
<CURRENT-LIABILITIES> 0
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 16,840
<TOTAL-LIABILITY-AND-EQUITY> 18,128
<SALES> 0
<TOTAL-REVENUES> 4,239
<CGS> 0
<TOTAL-COSTS> 1,772
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 116
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 2,467
<INCOME-TAX> 2
<INCOME-CONTINUING> 2,465
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 2,465
<EPS-PRIMARY> .30
<EPS-DILUTED> 0
</TABLE>