<PAGE> 1
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
----------------------
FORM 10-Q
MARK ONE
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 1997
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
COMMISSION FILE NUMBER: 1-10643
----------------------
HALLWOOD REALTY PARTNERS, L.P.
(Exact name of registrant as specified in its charter)
----------------------
DELAWARE 75-2313955
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
3710 RAWLINS
SUITE 1500
DALLAS, TEXAS 75219-4298
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (214) 528-5588
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
----- -----
THE REGISTRANT IS A LIMITED PARTNERSHIP AND ISSUES UNITS REPRESENTING OWNERSHIP
OF LIMITED PARTNER INTERESTS.
NUMBER OF UNITS OUTSTANDING AT NOVEMBER 6, 1997: 1,672,556 UNITS.
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<PAGE> 2
HALLWOOD REALTY PARTNERS, L.P.
FORM 10-Q
TABLE OF CONTENTS
<TABLE>
<CAPTION>
Page
----
<S> <C>
PART I - FINANCIAL INFORMATION
- ------------------------------
Item 1 Financial Statements (unaudited):
Consolidated Balance Sheets as of September 30, 1997
and December 31, 1996 3
Consolidated Statements of Operations for the
Three and Nine Months Ended September 30, 1997 and 1996 4
Consolidated Statements of Cash Flows for the
Nine Months Ended September 30, 1997 and 1996 5
Notes to Consolidated Financial Statements 6
Item 2 Management's Discussion and Analysis of Financial Condition
and Results of Operations, Liquidity and Capital Resources 8
PART II - OTHER INFORMATION
- ---------------------------
Items 1 to 6 Other Information 11
Signatures 12
</TABLE>
Page 2
<PAGE> 3
HALLWOOD REALTY PARTNERS, L.P.
CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS EXCEPT UNIT AMOUNTS)
<TABLE>
<CAPTION>
SEPTEMBER 30, December 31,
1997 1996
----------- ----------
(UNAUDITED)
<S> <C> <C>
ASSETS
------
Real estate:
Land $ 56,549 $ 55,900
Buildings and improvements 258,904 257,913
Tenant improvements 18,115 18,578
----------- ----------
333,568 332,391
Accumulated depreciation (153,720) (149,514)
----------- ----------
Real estate, net 179,848 182,877
Cash and cash equivalents 4,765 3,556
Accounts receivable 1,361 1,606
Deferred lease commissions, net 7,065 6,959
Lease concessions 2,369 2,354
Loan reserves and escrows 6,954 7,739
Loan costs, net 3,326 3,691
Prepaid expenses and other assets, net 965 1,432
----------- ----------
Total assets $ 206,653 $ 210,214
=========== ==========
LIABILITIES AND PARTNERS' CAPITAL
---------------------------------
Liabilities:
Mortgages payable $ 158,734 $ 160,732
Unamortized mortgage payable forgiveness 9,350 10,456
Accounts payable and accrued expenses 3,741 4,834
Prepaid rent and security deposits 2,305 2,600
Payable to affiliates 266 908
----------- ----------
Total liabilities 174,396 179,530
----------- ----------
Partners' capital:
Limited partners - 1,672,556 units outstanding 31,934 30,377
General partner 323 307
----------- ----------
Total partners' capital 32,257 30,684
----------- ----------
Total liabilities and partners' capital $ 206,653 $ 210,214
=========== ==========
</TABLE>
See notes to consolidated financial statements.
Page 3
<PAGE> 4
HALLWOOD REALTY PARTNERS, L.P.
CONSOLIDATED STATEMENTS OF OPERATIONS
(IN THOUSANDS EXCEPT PER UNIT AMOUNTS)
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
September 30, September 30,
--------------------------- ------------------------
1997 1996 1997 1996
----------- ---------- ---------- ----------
<S> <C> <C> <C> <C>
REVENUES:
Property operations $ 13,391 $ 12,095 $ 39,476 $ 36,323
Interest 142 182 408 644
----------- ---------- ---------- ----------
Total revenues 13,533 12,277 39,884 36,967
----------- ---------- ---------- ----------
EXPENSES:
Property operations 5,843 5,645 17,072 17,205
Interest 3,254 3,195 9,710 10,240
Depreciation and amortization 3,012 4,779 9,007 14,207
General and administrative 855 761 2,522 2,262
----------- ---------- ---------- ----------
Total expenses 12,964 14,380 38,311 43,914
----------- ---------- ---------- ----------
NET INCOME (LOSS) $ 569 $ (2,103) $ 1,573 $ (6,947)
=========== ========== ========== ==========
ALLOCATION OF NET INCOME (LOSS):
Limited partners $ 563 $ (2,082) $ 1,557 $ (6,878)
General partner 6 (21) 16 (69)
----------- ---------- ---------- ----------
Total $ 569 $ (2,103) $ 1,573 $ (6,947)
=========== ========== ========== ==========
NET INCOME (LOSS) PER UNIT AND EQUIVALENT UNIT:
Primary $ .34 $ (1.24) $ .93 $ (4.03)
=========== ========== ========== ==========
Assuming full dilution $ .33 $ (1.24) $ .91 $ (4.03)
=========== ========== ========== ==========
WEIGHTED AVERAGE UNITS USED IN COMPUTING NET
INCOME (LOSS) PER UNIT AND EQUIVALENT UNIT:
Primary 1,673 1,673 1,673 1,706
=========== ========== ========== ==========
Assuming full dilution 1,720 1,673 1,717 1,706
=========== ========== ========== ==========
</TABLE>
See notes to consolidated financial statements.
Page 4
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HALLWOOD REALTY PARTNERS, L.P.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(IN THOUSANDS)
(UNAUDITED)
<TABLE>
<CAPTION>
Nine Months Ended
September 30,
-------------------------
1997 1996
--------- ----------
<S> <C> <C>
OPERATING ACTIVITIES:
Net income (loss) $ 1,573 $ (6,947)
Adjustments to reconcile net income (loss)
to net cash provided by operating activities:
Depreciation and amortization 9,007 14,207
Amortization of mortgage principal forgiveness (1,250) (1,239)
Lease concessions (15) 308
Changes in assets and liabilities:
Receivables 245 (1,019)
Deferred lease commissions (1,668) (3,494)
Prepaid expenses and other assets, net 878 (581)
Accounts payable and other liabilities (2,030) 1,798
--------- ----------
Net cash provided by operating activities 6,740 3,033
--------- ----------
INVESTING ACTIVITIES:
Property and tenant improvements (3,744) (4,773)
Tenant improvement escrow 645 -
Property acquisition (649) (1,699)
Mortgage receivable principal payments 46 64
--------- ----------
Net cash used for investing activities (3,702) (6,408)
--------- ----------
FINANCING ACTIVITIES:
Mortgage principal payments (2,403) (2,082)
Mortgage principal proceeds 549 -
Purchase of units - (1,806)
Loan fees 25 (119)
--------- ----------
Net cash used for financing activities (1,829) (4,007)
--------- ----------
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 1,209 (7,382)
BEGINNING CASH AND CASH EQUIVALENTS 3,556 14,302
--------- ----------
ENDING CASH AND CASH EQUIVALENTS $ 4,765 $ 6,920
========= ==========
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Interest paid in cash during the period $ 10,654 $ 11,551
========= ==========
</TABLE>
See notes to consolidated financial statements.
Page 5
<PAGE> 6
1 ORGANIZATION AND ACCOUNTING POLICIES
Hallwood Realty Partners, L.P. ("HRP"), a publicly traded Delaware limited
partnership, is engaged in diversified real estate activities, including the
acquisition, ownership and operation of commercial office and industrial
real estate and other real estate related assets. The limited partners'
interests are traded on the American Stock Exchange under the symbol "HRY".
As of September 30, 1997, there were 1,672,556 units outstanding.
Hallwood Realty Corporation ("HRC or General Partner"), a Delaware
corporation and wholly-owned subsidiary of The Hallwood Group Incorporated
("Hallwood"), is HRP's general partner and is responsible for asset
management of the partnership and its real estate properties. Hallwood
Commercial Real Estate, Inc. ("HCRE"), another wholly-owned subsidiary of
Hallwood, provides property management services for HRP's real estate
properties.
The consolidated financial statements have been prepared in accordance with
the instructions to Form 10-Q and do not include all of the information and
disclosures required by generally accepted accounting principles, although,
in the opinion of management, all adjustments considered necessary for a
fair presentation have been included. These financial statements should be
read in conjunction with the audited consolidated financial statements and
related disclosures thereto included in Form 10-K for the year ended
December 31, 1996. Certain reclassifications have been made to prior period
amounts to conform to the classifications used in the current period. The
reclassifications had no effect on the previously reported net loss.
Statement of Financial Accounting Standards ("SFAS") No. 130, "Reporting on
Comprehensive Income", was issued in June 1997 and establishes standards for
reporting and presenting comprehensive income in financial statements. It
is effective for periods beginning after December 15, 1997 and will be
adopted by HRP effective January 1, 1998. HRP anticipates the adoption of
SFAS No. 130 will not have any impact on its current disclosures.
Also issued in June 1997 was SFAS No. 131, "Disclosures about Segments of an
Enterprise and Related Information", which redefines how operating segments
are determined and requires disclosure of certain financial and descriptive
information about a company's operating segments. SFAS No. 131 may require
additional disclosure by HRP and will be effective for HRP beginning January
1, 1998.
2 TRANSACTIONS WITH RELATED PARTIES
HRC and HCRE are compensated for services provided to HRP and its real
estate properties and are set forth in the following table for the periods
presented (in thousands):
<TABLE>
<CAPTION>
Entity Nine Months
Paid or Three Months Ended Ended
Reimbursed September 30, September 30,
---------- ------------------ --------------------
1997 1996 1997 1996
---- ---- ---- ----
<S> <C> <C> <C> <C> <C>
Asset management fee HRC $ 119 $ 111 $ 340 $ 336
Property management fee HCRE 387 339 1,135 1,062
Lease commissions HCRE 372 1,467 1,181 2,251
Construction fees HCRE 89 125 238 279
Acquisition fee HRC - - 7 17
Reimbursements of costs (a) HRC 511 583 1,725 1,704
</TABLE>
(a) These costs are mostly recorded as general and administrative
expenses and represent reimbursement, at cost, for
partnership level salaries, employee and director insurance,
and certain overhead costs. HRP pays, on a monthly basis,
the balance of its account with HRC.
Page 6
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HALLWOOD REALTY PARTNERS, L.P.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
SEPTEMBER 30, 1997
(UNAUDITED)
3 DEPRECIATION OF REAL ESTATE ASSETS
During 1997, HRP completed a review of its real estate asset lives. In
light of recent improvements and actions taken to increase its preventative
maintenance programs, the estimated economic lives for HRP's buildings were
found to be generally longer than the useful lives being used for
depreciation purposes. Accordingly, effective January 1, 1997, HRP extended
the depreciable lives of certain building costs. The effect of this change
in estimate reduced depreciation and amortization expense and improved the
net results for the three and nine months ended September 30, 1997 by
approximately $1,800,000 ($1.07 per unit) and $5,400,000 ($3.21 per unit),
respectively.
4 LITIGATION
On February 27, 1997, a lawsuit was filed in the Chancery Court for New
Castle County, Delaware, styled Gotham Partners, L.P. v. Hallwood Realty
Partners, L.P. and Hallwood Realty Corporation (C.A. No. 15578). The
complaint sought access to certain books and records of HRP, a list of the
limited partners and reimbursement of the plaintiff's expenses.
On June 25, 1997, plaintiff filed a motion to amend its complaint to add as
additional defendants Hallwood and the directors of the General Partner and
to include claims that the General Partner had breached its fiduciary duties
by not providing access to the books and records as requested, that the
General Partner, its directors and Hallwood had breached the partnership
agreement and their fiduciary duties by causing HRP to engage in certain
transactions, including a reverse unit split, an odd-lot tender offer,
grants of unit options and sales of units to Hallwood on terms that
plaintiff alleged were not fair to HRP, and that the defendants did not
disclose to HRP and its partners the value of HRP's assets and the reasons
for the various transactions complained of. The defendants have moved to
dismiss the amended compliant. The complaint as amended seeks production of
the requested documents, recission of sales of units to Hallwood, removal of
the General Partner, unspecified damages, reimbursement to HRP of its
expenses in connection with the transactions, and payment of plaintiff's
fees and expenses.
At the same time as the filing of the motion to amend the first complaint,
plaintiff filed a separate action in the same court, styled Gotham Partners,
L.P. v. Hallwood Realty Partners, L.P., et al. (C.A. No. 15754), alleging
the same facts and demanding the same relief as plaintiff sought in the
amended complaint in the first action.
On June 27, 1997, the parties entered into a Stipulation and Order under
which HRP provided to plaintiff copies of certain of the documents
requested. The other claims in the two actions remain outstanding.
Defendants believe that the claims are without merit and intend to defend
the cases vigorously, but because of its early stages, cannot predict the
outcome of the claims or any possible effect an adverse outcome might have.
Page 7
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HALLWOOD REALTY PARTNERS, L.P.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
SEPTEMBER 30, 1997
(UNAUDITED)
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS, LIQUIDITY AND CAPITAL RESOURCES
RESULTS OF OPERATIONS
THIRD QUARTER 1997 COMPARED TO THIRD QUARTER 1996
REVENUE FROM PROPERTY OPERATIONS increased $1,296,000, or 10.7%, for the third
quarter of 1997, compared to the 1996 third quarter. The following table
illustrates the components of the change, in thousands:
<TABLE>
<S> <C>
Rental income, net $ 1,387
Expense recoveries (18)
Other property income (73)
--------
Net increase $ 1,296
========
</TABLE>
Rental income increased primarily as the result of a rise in average occupancy
between the comparable periods from 86.6% to 93.5%. As of September 30, 1997,
HRP had leases executed and in place for 94.3% of the portfolio's net rentable
square feet.
INTEREST INCOME fell $40,000 as a result of decreased earnings on overnight
investments due to lower average cash balances available for investment between
the periods.
PROPERTY OPERATING EXPENSES increased $198,000, or 3.5%, for the third quarter
of 1997, compared to the same period in 1996. The following table illustrates
the components of the change, in thousands:
<TABLE>
<S> <C>
Administrative costs $ (19)
Management fees 56
Utilities 69
Services, including janitorial 132
Repairs and maintenance (61)
Real estate taxes 54
Insurance (30)
Marketing and leasing (3)
-------
Net increase $ 198
=======
</TABLE>
Higher management fees were the result of increases in net rental income as a
result of a rise in average occupancy between the periods. Services expanded
primarily due to increases in cleaning costs, mostly due to the occupancy
gains. Repairs and maintenance declined primarily due to maintenance costs
performed on heating and air duct systems in the 1996 period.
INTEREST EXPENSE increased $59,000, or 1.8%, principally due to loan
modifications/renewals for First Maryland Building and Executive Park in 1996.
First Maryland's costs increased $196,000 during the current three month period
because of a loan modification agreement signed October 3, 1996 that was
retroactive to May 31, 1996. Executive Park's costs decreased $93,000 due to
the reduction in its interest rate by slightly more than 1%. All other
interest costs fell $44,000 due to a reduction in debt levels between the
periods.
DEPRECIATION AND AMORTIZATION EXPENSE decreased $1,767,000 primarily due to an
extension of depreciable lives of certain building costs effective January 1,
1997 (see Note 3 to the Consolidated Financial Statements).
GENERAL AND ADMINISTRATIVE EXPENSES increased $94,000 primarily due to
increases in certain professional fees and state franchise taxes.
Page 8
<PAGE> 9
HALLWOOD REALTY PARTNERS, L.P.
RESULTS OF OPERATIONS - CONTINUED
FIRST NINE MONTHS OF 1997 COMPARED TO FIRST NINE MONTHS OF 1996
REVENUE FROM PROPERTY OPERATIONS increased $3,153,000, or 8.7%, for the first
nine months of 1997, compared to the first nine months of 1996. The following
table illustrates the components of the change, in thousands:
<TABLE>
<S> <C>
Rental income, net $ 3,018
Expense recoveries 54
Other property income 81
--------
Net increase $ 3,153
========
</TABLE>
Rental income increased primarily as the result of a rise in average occupancy
between the comparable periods from 86.4% to 92.9%. As of September 30, 1997,
HRP had leases executed and in place for 94.3% of the portfolio's net rentable
square feet.
INTEREST INCOME fell $236,000 as a result of decreased earnings on overnight
investments due to lower average cash balances available for investment between
the periods.
PROPERTY OPERATING EXPENSES decreased $133,000, or 0.8%, for the first nine
months of 1997, compared to the same period in 1996. The following table
illustrates the components of the change, in thousands:
<TABLE>
<S> <C>
Administrative costs $ 87
Management fees 77
Marketing and leasing (25)
Utilities (118)
Services, including janitorial 249
Repairs and maintenance (348)
Real estate taxes 38
Insurance (93)
-------
Net decrease $ (133)
=======
</TABLE>
Administrative costs grew due to increases in salary costs. Higher management
fees were the result of increases in net rental income as a result of a rise in
average occupancy between the periods. Utilities decreased primarily due to
implementation of an energy-savings program at the properties in Atlanta that
resulted in lower billing rates by the local electric company. Services
expanded due to increases in security patrol, elevator servicing and cleaning
costs. Repairs and maintenance declined primarily due to maintenance costs
performed on heating and air duct systems in the 1996 period.
INTEREST EXPENSE diminished $530,000, or 5.2%, principally due to loan
modifications/renewals for First Maryland Building and Executive Park in 1996.
First Maryland's costs dropped $126,000 and is comprised of a $115,000
reduction in cash interest paid to the lender and a $11,000 increase in
amortization of mortgage principal forgiveness. Executive Park's costs
decreased $269,000 due to the reduction in its interest rate by slightly more
than 1%. All other interest costs fell $135,000 due to a reduction in debt
levels between the periods.
DEPRECIATION AND AMORTIZATION EXPENSE decreased $5,200,000 primarily due to an
extension of depreciable lives of certain building costs effective January 1,
1997 (see Note 3 to the Consolidated Financial Statements).
GENERAL AND ADMINISTRATIVE EXPENSES increased $260,000 primarily due to
increases in legal costs, certain professional fees, and state franchise taxes.
Page 9
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HALLWOOD REALTY PARTNERS, L.P.
LIQUIDITY AND CAPITAL RESOURCES
HRP is engaged in diversified real estate activities, including the
acquisition, ownership and operation of commercial office and industrial real
estate and other real estate related assets. While it is HRC's primary
intention to operate HRP's existing real estate investments and to acquire and
operate additional real estate investments, HRC also continually evaluates each
of HRP's real estate investments in light of current economic trends and
operations to determine if any should be considered for disposal.
As of September 30, 1997, HRP owned twelve real estate properties located in
six states. Seven are commercial office building properties and five are
industrial park properties containing approximately 2,608,000 and 2,557,000 net
rentable square feet, respectively. HRP seeks to maximize the value of its
real estate by making capital and tenant improvements, by executing marketing
programs to attract and retain tenants and by controlling or reducing, where
possible, operating expenses.
HRP's cash position increased $1,209,000 during the first nine months of 1997
from $3,556,000 as of December 31, 1996 to $4,765,000 as of September 30, 1997.
The sources of cash during the period were $6,740,000 of cash provided by
operating activities, $549,000 of mortgage principal proceeds and $71,000 of
miscellaneous investing and financing receipts. Uses of cash during the period
were $3,099,000 of net property and tenant improvements, $649,000 of property
acquisition costs and $2,4032,000 of mortgage principal payments.
Substantially all of the buildings in eleven of HRP's properties were
encumbered by and pledged as collateral under non- recourse mortgages as of
September 30, 1997. Based upon loan maturities currently in effect, in the
aggregate, HRP is required to pay about $695,000 of principal payments for the
remainder of 1997. HRP doesn't have any mortgage loans maturing or requiring
balloon principal payments until the year 2000.
HRC anticipates tenant improvements and lease commissions for 1997 to decrease
as compared to the higher than usual level incurred during the year 1996.
Based on current estimates and budgets as of September 30, 1997, HRP
anticipates construction spending for tenant and capital improvements of about
$700,000 and lease commission payments of about $200,000 for the fourth quarter
of 1997.
For the foreseeable future, management anticipates that mortgage principal
payments, tenant improvements and capital expenditures, and lease commissions
will be funded by the cash flow provided by operations. The primary source of
capital to fund acquisitions will be proceeds from the sale or financing of one
or more of its properties.
This Form 10-Q contains certain forward-looking statements within the meaning
of Section 27A of the Securities Act of 1933 and Section 21E of the Securities
Exchange Act of 1924, which are intended to be covered by the safe harbors
created thereby. These statements include the plans and objectives of
management for future operations. The forward- looking statements included
herein are based on current expectations that involve numerous risks and
uncertainties. Assumptions relating to the foregoing involve judgments with
respect to, among other things, future economic, competitive and market
conditions and future business decisions, all of which are difficult or
impossible to predict accurately and many of which are beyond the control of
HRP. Although HRP believes that the assumptions underlying the forward-looking
statements are reasonable, any of the assumptions could be inaccurate and,
therefore, there can be no assurance that the forward-looking statements
included in this Form 10-Q will prove to be accurate. In light of the
significant uncertainties inherent in the forward-looking statements included
herein, the inclusion of such information should not be regarded as a
representation by HRP or any other person that the objectives and plans of HRP
will be achieved.
Page 10
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HALLWOOD REALTY PARTNERS, L.P.
PART II - OTHER INFORMATION
<TABLE>
<CAPTION>
Item
----
<S> <C> <C>
1 Legal Proceedings None.
2 Changes in Securities None.
3 Defaults upon Senior Securities None.
4 Submission of Matters to a Vote of Security Holders None.
5 Other Information None.
6 Exhibits and Reports on Form 8-K
(a) Exhibits
27 - Financial Data Schedule Page 13
(b) Reports on Form 8-K None.
</TABLE>
Page 11
<PAGE> 12
HALLWOOD REALTY PARTNERS, L.P.
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.
HALLWOOD REALTY PARTNERS, L.P.
---------------------------------
(Registrant)
By: HALLWOOD REALTY CORPORATION
General Partner
Date: November 6, 1997 By: /s/ WILLIAM L. GUZZETTI
---------------- -----------------------------
William L. Guzzetti
President
(Chief Operating Officer)
Date: November 6, 1997 By: /s/ JEFFREY D. GENT
---------------- -----------------------------
Jeffrey D. Gent
Vice President - Finance
(Principal Financial and
Page 12
<PAGE> 13
HALLWOOD REALTY PARTNERS, L.P.
EXHIBIT INDEX
Exhibit Description
- ------- -----------
27 Financial Data Schedule
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JUL-01-1997
<PERIOD-END> SEP-30-1997
<CASH> 4,765
<SECURITIES> 0
<RECEIVABLES> 1,361
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 333,568
<DEPRECIATION> 153,720
<TOTAL-ASSETS> 206,653
<CURRENT-LIABILITIES> 0
<BONDS> 0
0
0
<COMMON> 31,934
<OTHER-SE> 323
<TOTAL-LIABILITY-AND-EQUITY> 32,257
<SALES> 0
<TOTAL-REVENUES> 13,533
<CGS> 0
<TOTAL-COSTS> 9,710
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 3,254
<INCOME-PRETAX> 569
<INCOME-TAX> 0
<INCOME-CONTINUING> 569
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 569
<EPS-PRIMARY> .34
<EPS-DILUTED> .33
</TABLE>
