UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
- ------- EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 1998
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
- ------- EXCHANGE ACT OF 1934
Commission File Number 0-20476
INDEPENDENCE TAX CREDIT PLUS L.P.
---------------------------------
(Exact name of registrant as specified in its charter)
Delaware 13-3589920
-------- ----------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
625 Madison Avenue, New York, New York 10022
- -------------------------------------- -----
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (212)421-5333
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes X No
----- -----
<PAGE>
PART I - Financial Information
Item 1. Financial Statements
INDEPENDENCE TAX CREDIT PLUS L.P.
AND SUBSIDIARIES
Consolidated Balance Sheets
(Unaudited)
<TABLE>
<CAPTION>
June 30, March 31,
1998 1998
---- ----
<S> <C> <C>
ASSETS
Property and equipment at cost,
net of accumulated depreciation
of $28,247,866 and $26,761,173,
respectively $154,075,949 $155,531,285
Cash and cash equivalents 1,736,750 2,149,895
Cash held in escrow 8,677,570 8,589,271
Deferred costs, net of accumulated
amortization of $1,484,140
and $1,447,322, respectively 2,729,418 2,672,730
Other assets 1,910,065 1,843,186
------------ ------------
Total assets $169,129,752 $170,786,367
============ ============
LIABILITIES AND PARTNERS' CAPITAL
Liabilities:
Mortgage notes payable $ 95,849,981 $ 97,153,977
Construction note payable 6,740,018 6,740,018
Accounts payable and other
liabilities 6,983,476 7,220,887
Due to local general partners and
affiliates 6,753,052 5,972,205
Due to general partner and
affiliates 1,127,397 929,201
------------- -------------
Total liabilities 117,453,924 118,016,288
------------- -----------
Minority interest 5,337,132 6,470,579
------------ ------------
Partners' capital:
Limited partners (76,786 BACs
issued and outstanding) 46,558,183 46,519,379
General partner (219,487) (219,879)
------------ ------------
Total partners' capital 46,338,696 46,299,500
------------ ------------
Total liabilities and partners' capital $169,129,752 $170,786,367
============ ============
</TABLE>
See Accompanying Notes to Consolidated Financial Statements.
2
<PAGE>
INDEPENDENCE TAX CREDIT PLUS L.P.
AND SUBSIDIARIES
Consolidated Statements of Operations
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended
June 30,
--------
1998 1997*
---- -----
<S> <C> <C>
Revenues
Rental income $4,826,666 $4,711,746
Other income 148,838 127,963
---------- ----------
4,975,504 4,839,709
---------- ----------
Expenses
General and administrative 1,011,104 782,835
General and administrative-
related parties (Note 2) 497,910 291,620
Repairs and maintenance 772,366 604,205
Operating and other 644,602 689,668
Taxes 331,055 287,823
Insurance 201,176 206,309
Financial, principally interest 1,293,970 1,437,121
Depreciation and amortization 1,534,564 1,542,668
--------- ---------
Total Expenses 6,286,747 5,842,249
--------- ---------
Net loss before minority interest
and extraordinary item (1,311,243) (1,002,540)
Minority interest in loss of
subsidiary partnerships 9,448 7,156
---------- -----------
Net loss before extraordinary item (1,301,795) (995,384)
Extraordinary item-forgiveness of
indebtedness income (Note 3) 1,340,991 0
---------- -----------
Net income (loss) $ 39,196 $ (995,384)
============ ===========
Net income (loss) - limited partners $ 38,804 $ (985,430)
=========== ==========
Net income (loss) per BAC $ .51 $ (12.83)
============ ===========
</TABLE>
*Reclassified for comparative purposes.
See Accompanying Notes to Consolidated Financial Statements.
3
<PAGE>
INDEPENDENCE TAX CREDIT PLUS L.P.
AND SUBSIDIARIES
Consolidated Statement of Changes in Partners' Capital
(Unaudited)
<TABLE>
<CAPTION>
Limited General
Total Partners Partner
----- -------- -------
<S> <C> <C> <C>
Partners' capital-
April 1, 1998 $46,299,500 $46,519,379 $(219,879)
Net income 39,196 38,804 392
----------- ----------- ---------
Partners' capital-
June 30, 1998 $46,338,696 $46,558,183 $(219,487)
=========== =========== =========
</TABLE>
See Accompanying Notes to Consolidated Financial Statements.
4
<PAGE>
INDEPENDENCE TAX CREDIT PLUS L.P.
AND SUBSIDIARIES
Consolidated Statements of Cash Flows
Increase (decrease) in Cash and Cash Equivalents
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended
June 30,
--------
1998 1997
---- ----
<S> <C> <C>
Cash flows from operating activities:
Net income (loss) $ 39,196 $ (995,384)
----------- ----------
Adjustments to reconcile net income
(loss) to net cash provided by
operating activities:
Extraordinary item-forgiveness of
indebtedness income (Note 3) (1,340,991) 0
Depreciation and amortization 1,534,564 1,542,668
Minority interest in loss of
subsidiaries (9,448) (7,156)
Increase in due to general
partner and affiliates 198,196 29,791
(Decrease) increase in accounts
payable and other liabilities (237,411) 751,443
Increase in other assets (66,879) (14,872)
Increase in cash held in escrow (93,619) (509,801)
----------- ----------
Total adjustments (15,588) 1,792,073
============ ==========
Net cash provided by
operating activities 23,608 796,689
----------- ----------
Cash flows from investing activities:
Acquisition of property and
equipment (31,357) (12,562)
Decrease in cash held in escrow 5,320 627,436
Increase in due to local general
partners and affiliates 1,153,676 1,125
Decrease in due to local general
partners and affiliates (164,838) (363,523)
---------- ----------
Net cash provided by
investing activities 962,801 252,476
---------- ----------
</TABLE>
See Accompanying Notes to Consolidated Financial Statements.
5
<PAGE>
INDEPENDENCE TAX CREDIT PLUS L.P.
AND SUBSIDIARIES
Consolidated Statements of Cash Flows
Increase (decrease) in Cash and Cash Equivalents
(continued)
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended
June 30,
--------
1998 1997
---- ----
<S> <C> <C>
Cash flows from financing activities:
Proceeds from mortgage note payable 2,257,500 0
Repayment of mortgage notes (2,428,496) (493,132)
Increase in deferred costs (104,559) 0
Decrease in capitalization of
consolidated subsidiaries
attributable to minority interest (1,123,999) (10,000)
---------- ----------
Net cash used in financing
activities (1,399,554) (503,132)
---------- ----------
Net (decrease) increase in cash
and cash equivalents (413,145) 546,033
Cash and cash equivalents at
beginning of period 2,149,895 2,087,057
---------- ---------
Cash and cash equivalents at
end of period $ 1,736,750 $2,633,090
========== =========
Supplemental disclosures of noncash
investing and financing activities:
Forgiveness of indebtedness:
Decrease in mortgage notes $(1,133,000) $ 0
Decrease in due to local general
partners and affiliates (207,991) 0
</TABLE>
See Accompanying Notes to Consolidated Financial Statements.
6
<PAGE>
INDEPENDENCE TAX CREDIT PLUS L.P.
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
June 30, 1998
(Unaudited)
Note 1 - General
The consolidated financial statements include the accounts of Independence Tax
Credit Plus L.P. (the "Partnership") and 28 other limited partnerships
("subsidiary partnerships", "subsidiaries" or "Local Partnerships") owning
affordable apartment complexes that are eligible for the low-income housing tax
credit. Some of such apartment complexes may also be eligible for the
rehabilitation investment credit for certified historic structures. The general
partner of the Partnership is Related Independence Associates L.P., a Delaware
limited partnership (the "General Partner"). Through the rights of the
Partnership and/or an affiliate of the General Partner, which affiliate has a
contractual obligation to act on behalf of the Partnership, to remove the
general partner of the subsidiary local partnerships and to approve certain
major operating and financial decisions, the Partnership has a controlling
financial interest in the subsidiary partnerships.
For financial reporting purposes, the Partnership's fiscal quarter ends June 30.
All subsidiaries have fiscal quarters ending March 31. Accounts of the
subsidiaries have been adjusted for intercompany transactions from April 1
through June 30. The Partnership's fiscal quarter ends June 30 in order to allow
adequate time for the subsidiaries financial statements to be prepared and
consolidated.
All intercompany accounts and transactions with the subsidiary partnerships have
been eliminated in consolidation.
Increases (decreases) in the capitalization of consolidated subsidiaries
attributable to minority interest arise from cash contributions and cash
distributions to the minority interest partners.
Losses attributable to minority interest which exceed the minority interests'
investment in a subsidiary have been charged to the Partnership. Such losses
aggregated approximately $0 and $6,000 for the three months ended June 30, 1998
and 1997, respectively. The Partnership's investment in each subsidiary is equal
to the respective subsidiary's partners' equity less minority interest capital,
if any. In consolidation, all subsidiary partnership losses are
7
<PAGE>
INDEPENDENCE TAX CREDIT PLUS L.P.
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
June 30, 1998
(Unaudited)
included in the Partnership's capital account except for losses allocated to
minority interest capital.
Certain information and note disclosure normally included in financial
statements prepared in accordance with generally accepted accounting principles
has been omitted or condensed. These condensed financial statements should be
read in conjunction with the financial statements and notes thereto included in
the Partnership's Annual Report on Form 10-K for the period ended March 31,
1998.
The books and records of the Partnership are maintained on the accrual basis of
accounting in accordance with generally accepted accounting principles. In the
opinion of the General Partner, the accompanying unaudited financial statements
contain all adjustments (consisting only of normal recurring adjustments)
necessary to present fairly the financial position of the Partnership as of June
30, 1998 and the results of operations and cash flows for the three months ended
June 30, 1998 and 1997. However, the operating results for the three months
ended June 30, 1998 may not be indicative of the results for the year.
Note 2 - Related Party Transactions
An affiliate of the General Partner, Independence SLP L.P., has either a 0.1% or
1% interest as a special limited partner in each of the Local Partnerships. An
affiliate of the General Partner also has a minority interest in certain Local
Partnerships.
8
<PAGE>
INDEPENDENCE TAX CREDIT PLUS L.P.
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
June 30, 1998
(Unaudited)
The costs incurred to related parties for the three months ended June 30, 1998
and 1997 were as follows:
<TABLE>
<CAPTION>
Three Months Ended
June 30,
--------
1998 1997
---- ----
<S> <C> <C>
Partnership management fees (a) $220,000 $ 12,500
Expense reimbursement (b) 28,000 41,986
Property management fees (c) 230,910 215,134
Local administrative fee (d) 19,000 22,000
-------- --------
$497,910 $291,620
======== ========
</TABLE>
(a) The General Partner is entitled to receive a partnership management fee,
after payment of all Partnership expenses, which together with the annual local
administrative fees will not exceed a maximum of 0.5% per annum of invested
assets (as defined in the Partnership Agreement), for administering the affairs
of the Partnership. Subject to the foregoing limitation, the partnership
management fee will be determined by the General Partner in its sole discretion
based upon its review of the Partnership's investments. Unpaid partnership
management fees for any year have been, and will continue to be, accrued without
interest and will be payable only to the extent of available funds after the
Partnership has made distributions to the limited partners of sale or
refinancing proceeds equal to their original capital contributions plus a 10%
priority return thereon (to the extent not theretofore paid out of cash flow).
Partnership management fees owed to the General Partner amounting to
approximately $759,000 and $539,000 were accrued and unpaid as of June 30, 1998
and March 31, 1998, respectively.
(b) The Partnership reimburses the General Partner and its affiliates for actual
Partnership operating expenses incurred by the General Partner and its
affiliates on the Partnership's behalf. The amount of reimbursement from the
Partnership is limited by the provisions of the Partnership Agreement. Another
affiliate of the General Partner performs asset monitoring for the Partnership.
These services include site visits and evaluations of the subsidiary
partnerships' performance.
9
<PAGE>
INDEPENDENCE TAX CREDIT PLUS L.P.
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
June 30, 1998
(Unaudited)
(c) Property management fees incurred to affiliates of the subsidiary
partnerships amounted to $230,910 and $215,134 for the three months ended June
30, 1998 and 1997, respectively. Included in amounts incurred to affiliates of
the subsidiary partnerships were $9,216 and $12,184 for the three months ended
December 30, 1997 and 1996, respectively, which were also incurred to an
affiliate of the General Partner.
(d) Independence SLP L.P. is entitled to receive a local administrative fee of
up to $2,500 per year from each subsidiary partnership.
Pursuant to the Partnership Agreement and the Local Partnership Agreements,
the General Partner and Independence SLP L.P. received their prorata share of
profits, losses and tax credits.
Note 3 - Mortgage Notes Payable
Hampden Hall Associates, L.P.
On March 20, 1998, Hampden Hall Associates, L.P. ("Hampden Hall") refinanced its
primary debt under the HUD 223(f) program. The amount of this new mortgage is
$2,257,500. It carries a term of 35 years and has an interest rate of about
6.5%. The existing $1,760,000 tax-exempt bonds were paid off with the proceeds
of the new mortgage and the balance of the proceeds were used to pay closing
costs and a portion of a note payable to the special limited partner of the
Local General Partner. The special limited partner of the Local General Partner
also purchased three note payables to the City of St. Louis totaling $1,350,000
and amounts due to a former Local General Partner totaling $224,491 for a
discounted price of $233,500 resulting in forgiveness of indebtedness income of
$1,340,991.
Note 4 - Commitment and Contingency
Old Public Limited Partnership
The Old Public Limited Partnership has experienced a decline in operations which
necessitated a removal of the Local General
10
<PAGE>
INDEPENDENCE TAX CREDIT PLUS L.P.
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
June 30, 1998
(Unaudited)
Partner and replacement of the property management agent. On March 23, 1998 the
Local General Partner was replaced by New Texas Associates, Inc. and Continental
Property Management, LLC was hired as management agent.
During May 1998, the Partnership was notified that there was to be a sale of a
real estate tax lien that had been placed on the property due to non-payment of
the real estate taxes relating to 1995 and 1996. During June 1998, the
Partnership advanced approximately $36,000 in order to prevent the sale of the
tax liens, and to bring the property current through 1997. On July 9, 1998, the
lender notified the Partnership that the mortgage loan was in default. The
Partnership is discussing the matter with the lender and will attempt to
successfully resolve it. The Partnership intends to pursue all available options
to maintain its interest in the property.
11
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations
Liquidity and Capital Resources
The Partnership's primary source of funds include (i) working capital reserves
raised and interest earned thereon, and (ii) cash distributions from the
operations of the Local Partnerships. All these sources of funds are available
to meet obligations of the Partnership.
As of June 30, 1998, the Partnership has invested all of net proceeds in
twenty-eight Local Partnerships. Approximately $354,000 of the purchase price
remains to be paid to the Local Partnerships (all of which is held in escrow).
During the three months ended June 30, 1998, approximately $5,000 was paid from
escrow.
Cash and cash equivalents of the Partnership and its twenty-eight consolidated
subsidiary partnerships decreased approximately $413,000 during the three months
ended June 30, 1998 primarily due to net repayments of mortgage notes
($171,000), an increase in deferred costs ($105,000), acquisition of property
and equipment ($31,000) and a decrease in capitalization of consolidated
subsidiaries attributable to minority interest ($1,124,000) which exceeded cash
provided by operating activities ($24,000) and a net increase in due to local
general partners and affiliates ($989,000). Included in the adjustments to
reconcile the net income to cash provided by operating activities is forgiveness
of indebtedness income $1,341,000 and depreciation and amortization of
$1,535,000.
The working capital reserve at June 30, 1998 and March 31, 1998 was
approximately $18,000 and $119,000, respectively.
Cash distributions received from the Local Partnerships remain relatively
immaterial. Distributions of approximately $40,000 and $10,000 were received
during the three months ended June 30, 1998 and 1997, respectively. However,
management expects that the distributions received from the Local Partnerships
will increase, although not to a level sufficient to permit providing cash
distributions to BACs holders. These distributions as well as the working
capital reserves referred to in the above paragraph will be used to meet the
operating expenses of the Partnership.
Partnership management fees owed to the General Partner amounting to
approximately $759,000 and $539,000 were accrued
12
<PAGE>
and unpaid as of June 30, 1998 and March 31, 1998, respectively (see Note 2).
On March 20, 1998, Hampden Hall Associates, L.P. ("Hampden Hall") refinanced its
primary debt under the HUD 223(f) program. The amount of this new mortgage is
$2,257,500. It carries a term of 35 years and has an interest rate of about
6.5%. The existing $1,760,000 tax-exempt bonds were paid off with the proceeds
of the new mortgage and the balance of the proceeds were used to pay closing
costs and a portion of a note payable to the special limited partner of the
Local General Partner. The special limited partner of the Local General Partner
also purchased three note payables to the City of St. Louis totaling $1,350,000
and amounts due to a former Local General Partner totaling $224,491 for a
discounted price of $233,500 resulting in forgiveness of indebtedness income of
$1,340,991.
Since the maximum loss the Partnership would be liable for is its net investment
in the Local Partnership, the resolution of the existing contingency is not
anticipated to impact future results of operations, liquidity or financial
condition in a material way. However, the Partnership's loss of its investment
in a Local Partnership will eliminate the ability to generate future tax credits
from such Local Partnership and may also result in recapture of tax credits if
the investment is lost before the expiration of the compliance period.
Management is not aware of any trends or events, commitments or uncertainties,
which have not otherwise been disclosed, that will or are likely to impact
liquidity in a material way. Management believes the only impact would be from
laws that have not yet been adopted. The portfolio is diversified by the
location of the properties around the United States so that if one area of the
country is experiencing downturns in the economy, the remaining properties in
the portfolio may be experiencing upswings. However, the geographic
diversification of the portfolio may not protect against a general downturn in
the national economy. The Partnership has fully invested the proceeds of its
offering in 28 local partnerships, all of which fully have their tax credits in
place. The tax credits are attached to the project for a period of ten years,
and are transferable with the property during the remainder of the ten year
period. If trends in the real estate market warranted the sale of a property,
the remaining tax credits would transfer to the new owner, thereby adding
significant value to the property on the market, which are not included in the
financial statement carrying amount.
13
<PAGE>
Results of Operations
The Partnership's results of operations for the three months ended June 30, 1998
and 1997 consisted primarily of the results of the Partnership's investment in
twenty-eight Local Partnerships. The majority of Local Partnership income
continues to be in the form of rental income with the corresponding expenses
being divided among operations, depreciation and mortgage interest.
Rental income remained fairly consistent with an increase of approximately 2%
for the three months ended June 30, 1998 as compared to the corresponding period
in 1997 primarily due to rental rate increases.
Other income increased approximately $21,000 for the three months ended June 30,
1998 as compared to the corresponding period in 1997 primarily due to a refund
of management fees received in 1998.
Total expenses excluding general and administrative, general and
administrative-related parties, repairs and maintenance, taxes and financial
remained fairly consistent with a decrease of approximately 2% for the three
months ended June 30, 1998 as compared to the corresponding period in 1997.
General and administrative has increased approximately $228,000 for the three
months ended June 30, 1998 as compared to the corresponding period in 1997
primarily due to an increase in office and legal expenses at one Local
Partnership, an increase in salaries at a second Local Partnership, as well as
costs associated with the refinancing of the mortgage note at a third Local
Partnership.
General and administrative-related parties has increased approximately $206,000
for the three months ended June 30, 1998 as compared to the corresponding period
in 1997 primarily due to an increase in partnership management fees payable to
the General Partner.
Repairs and maintenance increased approximately $168,000 for the three months
ended June 30, 1998 as compared to the corresponding period in 1997 primarily
due to masonry work, painting, cleaning and installation of kitchen cabinets at
one Local Partnership, replacements of appliances, doors, and plumbing work at a
second Local Partnership, new siding of apartment buildings at a
14
<PAGE>
third Local Partnership and replacement of carpet and painting of apartments at
a fourth Local Partnership.
Taxes increased approximately $43,000 for the three months ended June 30, 1998
as compared to the corresponding period in 1997 primarily due to an underaccrual
of real estate taxes at one Local Partnership in 1997.
Financial expense decreased approximately $143,000 for the three months ended
June 30, 1998 as compared to the corresponding period in 1997 primarily due to
an underaccrual of financial expense at one Local Partnership.
Forgiveness of indebtedness income of approximately $1,341,000 was recorded
during the three months ended June 30, 1998 (see Note 3 to the financial
statements).
Year 2000 Compliance
As the year 2000 approaches, an issue has emerged regarding how existing
application software programs and operating systems can accommodate this date
value. Failure to adequately address this issue could have potentially serious
repercussions. The General Partner is in the process of working with the
Partnership's service providers to prepare for the year 2000. Based on
information currently available, the Partnership does not expect that it will
incur significant operating expenses or be required to incur material costs to
be year 2000 compliant.
15
<PAGE>
PART II. OTHER INFORMATION
Item 1. Legal Proceedings - None
Item 2. Changes in Securities - None
Item 3. Defaults Upon Senior Securities - None
Item 4. Submission of Matters to a Vote of Security Holders - None
Item 5. Other Information - None
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits:
(3A) Form of Amended and Restated Agreement of Limited
Partnership of Independence Tax Credit Plus L.P., attached to the
Prospectus as Exhibit A*
(3B) Amended and Restated Certificate of Limited Partnership of
Independence Tax Credit Plus L.P.*
(10A) Form of Subscription Agreement attached to the Prospectus
as Exhibit B*
(10B) Form of Purchase and Sales Agreement pertaining to the
Partnership's acquisition of Local Partnership Interests*
(10C) Form of Amended and Restated Agreement of Limited
Partnership of Local Partnerships*
(27) Financial Data Schedule (filed herewith).
*Incorporated herein as an exhibit by reference to exhibits filed with
Pre-Effective Amendment No. 1 to the Independence Tax Credit Plus L.P.
Registration Statement on Form S-11 (Registration No. 33-37704)
(b) Reports on Form 8-K - No reports on Form 8-K were filed during the
quarter.
16
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
INDEPENDENCE TAX CREDIT PLUS L.P.
---------------------------------
(Registrant)
By: RELATED INDEPENDENCE
ASSOCIATES L.P., General Partner
By: RELATED INDEPENDENCE
ASSOCIATES INC., General Partner
Date: August 11, 1998
By: /s/ Alan P. Hirmes
------------------
Senior Alan P. Hirmes,
Vice President
(principal financial officer)
Date: August 11, 1998
By: /s/ Glenn F. Hopps
------------------
Glenn F. Hopps,
Treasurer
(principal accounting officer)
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
The Schedule contains summary financial
information extracted from the financial
statements for Independence Tax Credit Plus L.P.
and is qualified in its entirety by reference
to such financial statements
</LEGEND>
<CIK> 0000869615
<NAME> Independence Tac Credit Plus L.P.
<MULTIPLIER> 1
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> MAR-31-1999
<PERIOD-START> APR-1-1998
<PERIOD-END> JUN-30-1998
<CASH> 10,414,320
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 1,910,065
<PP&E> 182,323,815
<DEPRECIATION> 28,247,866
<TOTAL-ASSETS> 169,129,752
<CURRENT-LIABILITIES> 14,863,925
<BONDS> 102,589,999
0
0
<COMMON> 0
<OTHER-SE> 51,675,828
<TOTAL-LIABILITY-AND-EQUITY> 169,129,752
<SALES> 0
<TOTAL-REVENUES> 4,975,504
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 4,992,777
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 1,293,970
<INCOME-PRETAX> 29,748
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 1,340,991
<CHANGES> 0
<NET-INCOME> 29,748
<EPS-PRIMARY> .51
<EPS-DILUTED> 0
</TABLE>
