<PAGE> 1
================================================================================
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
For the quarterly period ended MARCH 31, 2000
of
CAREY INSTITUTIONAL PROPERTIES INCORPORATED
CIP(R)
A MARYLAND Corporation
IRS Employer Identification No. 13-3602400
SEC File Number 0-20016
50 ROCKEFELLER PLAZA,
NEW YORK, NEW YORK 10020
(212) 492-1100
CIP(R) has SHARES OF COMMON STOCK registered pursuant to Section 12(g) of the
Act.
CIP(R) is not registered on any exchanges.
CIP(R) does not have any Securities registered pursuant to Section 12(b) of the
Act.
CIP(R) is unaware of any delinquent filers pursuant to Item 405 of Regulation
S-K.
CIP(R) (1) has filed all reports required by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months (or for 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.
CIP(R) has no active market for common stock at May 16, 2000.
21,957,202 shares of common stock, $.001 Par Value outstanding at May 16, 2000.
<PAGE> 2
CAREY INSTITUTIONAL PROPERTIES INCORPORATED
AND SUBSIDIARIES
INDEX
<TABLE>
<CAPTION>
Page No.
--------
PART I
<S> <C>
Item 1. - Financial Information*
Condensed Consolidated Balance Sheets, as of December 31, 1999
and March 31, 2000 2
Condensed Consolidated Statements of Income for the three
months ended March 31, 1999 and 2000 3
Condensed Consolidated Statements of Comprehensive Income
for the three months ended March 31, 1999 and 2000 3
Condensed Consolidated Statements of Cash Flows for the
three months ended March 31, 1999 and 2000 4
Notes to Condensed Consolidated Financial Statements 5-7
Item 2. - Management's Discussion and Analysis of Financial
Condition and Results of Operations 8-9
PART II - Other Information
Item 3A. - Quantitative and Qualitative Disclosures About Market Risk 10
Item 4. - Submission of Matters to a Vote of Security Holders 10
Item 6. - Exhibits and Reports on Form 8-K 10
Signatures 11
</TABLE>
* The summarized financial information contained herein is unaudited; however,
in the opinion of management, all adjustments necessary for a fair presentation
of such financial information have been included.
- 1 -
<PAGE> 3
CAREY INSTITUTIONAL PROPERTIES INCORPORATED
AND SUBSIDIARIES
PART I
Item 1. - FINANCIAL INFORMATION
CONDENSED CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
December 31, March 31,
1999 2000
------------ ------------
(Note) (Unaudited)
ASSETS:
<S> <C> <C>
Land and buildings ,
net of accumulated depreciation of
$19,521,518 at December 31, 1999 and
$20,806,272 at March 31, 2000 $222,300,958 $227,557,179
Net investment in direct financing leases 102,999,373 103,802,284
Equity investments 38,895,662 39,124,565
Cash and cash equivalents 14,100,580 10,213,868
Other assets 3,414,212 3,374,993
------------ ------------
Total assets $381,710,785 $384,072,889
============ ============
LIABILITIES:
Limited recourse mortgage notes payable $166,640,359 $169,757,443
Accrued interest 642,793 1,125,131
Accounts payable and accrued expenses 825,489 720,571
Accounts payable to affiliates 1,394,734 1,453,219
Dividends payable 4,540,035 4,558,754
Prepaid rental income and security deposits 1,600,779 1,517,316
------------ ------------
Total liabilities 175,644,189 179,132,434
------------ ------------
Minority interest 5,500,939 5,709,272
------------ ------------
Commitments and contingencies
SHAREHOLDERS' EQUITY:
Common stock, $.001 par value; authorized, 40,000,000 shares; issued and
outstanding, 22,215,675 shares at December 31, 1999
and 22,308,510 shares at March 31, 2000 22,216 22,309
Additional paid-in capital 220,747,880 221,973,207
Dividends in excess of accumulated earnings (16,728,182) (17,084,426)
Accumulated other comprehensive income 23,757 (100,729)
------------ ------------
204,065,671 204,810,361
Less: common stock in treasury at cost, 351,308
shares at December 31, 1999 and 519,269
shares at March 31, 2000 (3,500,014) (5,579,178)
------------ ------------
Total shareholders' equity 200,565,657 199,231,183
------------ ------------
Total liabilities and
shareholders' equity $351,710,785 $384,072,889
============ ============
</TABLE>
The accompanying notes are an integral part of the condensed consolidated
financial statements.
Note: The balance sheet at December 31, 1999 has been derived from the audited
consolidated financial statements at that date.
- 2 -
<PAGE> 4
CAREY INSTITUTIONAL PROPERTIES INCORPORATED
AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended
March 31, 1999 March 31, 2000
------------ ------------
<S> <C> <C>
Revenues:
Rental income $ 6,420,870 $ 7,067,941
Interest income from direct financing leases 2,774,762 2,953,234
Other interest income 358,005 104,985
------------ ------------
9,553,637 10,126,160
------------ ------------
Expenses:
Interest 3,366,952 3,606,866
Depreciation and amortization 1,143,926 1,335,549
General and administrative 685,613 680,615
Property expenses 1,659,471 1,588,356
Writedown to fair value 335,839
------------ ------------
7,191,801 7,211,386
------------ ------------
Income before minority interest,
income from equity investments and
gain on sale 2,361,836 2,914,774
Minority interest in income (205,829) (208,333)
------------ ------------
Income before income from equity
investments and gain on sale 2,156,007 2,706,441
Income from equity investments 1,235,780 1,476,137
------------ ------------
Income before gain on sale 3,391,787 4,182,578
Gain on sale of real estate 24,269
------------ ------------
Net income $ 3,391,787 $ 4,206,847
============ ============
Basic and diluted earnings per common share $ .16 $ .19
============ ============
Weighted average of shares outstanding-basic 21,442,372 21,912,855
============ ============
Weighted average of shares outstanding-diluted 21,773,002 22,248,766
============ ============
</TABLE>
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended
March 31, 1999 March 31, 2000
-------------- --------------
<S> <C> <C>
Net income $ 3,391,787 $ 4,206,847
----------- -----------
Other comprehensive income (loss):
Change in unrealized gain (loss) on securities
during the period (224,318)
Foreign currency transaction adjustment (124,486)
----------- -----------
Other comprehensive loss (224,318) (124,486)
----------- -----------
Comprehensive income $ 3,167,469 $ 4,082,361
=========== ===========
</TABLE>
The accompanying notes are an integral part of the condensed consolidated
financial statements.
- 3 -
<PAGE> 5
CAREY INSTITUTIONAL PROPERTIES INCORPORATED
AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended
March 31, 1999 March 31, 2000
-------------- --------------
<S> <C> <C>
Cash flows from operating activities:
Net income $ 3,391,787 $ 4,206,846
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation and amortization 1,143,926 1,335,549
Income from equity investments in excess of dividends
and distributions received (126,683) (228,903)
Minority interest in income 205,829 208,333
Straight-line rent adjustments and other noncash
rent adjustments (378,829) (305,289)
Writedown to fair value 335,839
Provision for uncollected rents 233,795 25,053
Fees paid by issuance of stock 670,571
Gain on sale of real estate (24,269)
Net change in operating assets and liabilities 506,282 362,047
------------ ------------
Net cash provided by operating activities 5,311,946 6,249,938
------------ ------------
Cash flows from investing activities:
Acquisitions of real estate and equity investments and
additional capitalized costs (13,478,498) (7,241,175)
Proceeds from sale of real estate 24,269
------------ ------------
Net cash used in investing activities (13,478,498) (7,216,906)
------------ ------------
Cash flows from financing activities:
Proceeds from stock issuance, net of costs 984,220 554,849
Proceeds from mortgages 4,200,000 4,100,720
Prepayment of mortgages (5,413,727)
Payments of mortgage principal (1,034,440) (930,076)
Deferred financing costs (196,500) (21,702)
Dividends paid (4,245,663) (4,544,371)
Purchase of treasury stock (21,840) (2,079,164)
------------ ------------
Net cash used in financing activities (5,727,950) (2,919,744)
------------ ------------
Net decrease in cash and cash equivalents (13,894,502) (3,886,712)
Cash and cash equivalents, beginning of period 36,787,777 14,100,580
------------ ------------
Cash and cash equivalents, end of period $ 22,893,275 $ 10,213,868
============ ============
Noncash operating and financing activities:
Issuance of common stock to Advisor in satisfaction
Of accrued fees payable $ 9,833,129
============
</TABLE>
The accompanying notes are an integral part of the condensed consolidated
financial statements.
- 4 -
<PAGE> 6
CAREY INSTITUTIONAL PROPERTIES INCORPORATED
AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
Note 1. Basis of Presentation:
The accompanying unaudited condensed consolidated financial statements have been
prepared in accordance with accounting principles generally accepted in thee
United States for interim financial information and with the instructions to
Form 10-Q and Article 10 of Regulation S-X of the Securities and Exchange
Commission. Accordingly, they do not include all of the information and
footnotes required by accounting principles generally accepted in the United
States for complete financial statements. All significant intercompany balances
and transactions have been eliminated. In the opinion of management, all
adjustments (consisting of normal recurring accruals) considered necessary for a
fair presentation of the results of the interim periods presented have been
included. The results of operations for the interim periods are not necessarily
indicative of results for the full year. For further information refer to the
financial statements and footnotes thereto included in the Company's Annual
Report on Form 10-K for the year ended December 31, 1999.
Note 2. Earnings Per Share:
Basic and diluted earnings per common share for the Company for the three-month
periods ended March 31, 1999 and 2000 were calculated as follows:
<TABLE>
<CAPTION>
1999 2000
---- ----
<S> <C> <C>
Net income $ 3,391,787 $ 4,206,847
=========== ===========
Weighted average shares - basic 21,442,372 21,912,855
Effect of dilutive securities:
Stock warrants 330,630 335,911
----------- -----------
Weighted average shares - diluted 21,773,002 22,248,766
=========== ===========
Basic and diluted earnings per share $ .16 $ .19
=========== ===========
</TABLE>
Note 3. Transactions with Related Parties:
For the three-month periods ended March 31, 1999 and 2000, the Company incurred
asset management fees of $630,169 and $681,913, respectively, with performance
fees in like amount, and general and administrative expense reimbursements were
$230,340, and $259,928, respectively, payable to an affiliate.
- 5 -
<PAGE> 7
CAREY INSTITUTIONAL PROPERTIES INCORPORATED
AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) -
(CONTINUED)
Note 4. Lease Revenues:
The Company's operations consist of investment in and the leasing of industrial
and commercial real estate. The financial reporting sources of the lease
revenues are as follows:
<TABLE>
<CAPTION>
1999 2000
---- ----
<S> <C> <C>
Per Statements of Income:
Rental income from operating leases $ 6,420,870 $ 7,067,941
Interest from direct financing leases 2,774,762 2,953,234
Adjustments:
Share of leasing revenue applicable
to minority interest (446,267) (444,132)
Share of leasing revenue from equity
investments 2,733,114 3,118,514
------------ ------------
$ 11,482,479 $ 12,695,557
============ ============
</TABLE>
For the three-month periods ended March 31, 1999 and 2000, the Company earned
its proportionate net lease revenues from its investments as follows:
<TABLE>
<CAPTION>
Lease Obligor: 1999 % 2000 %
- -------------- ---- ---- ---- ------
<S> <C> <C> <C> <C>
Marriott International, Inc. (a) $ 1,310,054 11% $ 1,332,102 10%
Omnicom Group, Inc. 1,063,945 9 1,066,345 8
Advanced Micro Devices, Inc. (a) 762,125 7 762,125 6
Best Buy Co., Inc. (b) 759,859 6 756,225 6
Neodata Corporation 589,732 5 589,732 4
Wal-Mart Stores, Inc. 501,067 4 470,100 4
Lucent Technologies 463,207 4 463,207 4
Big V Holding Corp. 440,281 4 455,666 3
Garden Ridge, Inc. 356,532 3 374,054 3
Sicor, Inc. (a) 327,250 3 368,184 3
Merit Medical Systems, Inc. 325,823 3 352,842 3
Barnes & Noble, Inc. 348,330 3 351,996 3
Michigan Mutual Insurance Company 340,703 3 340,717 3
Q Clubs, Inc. 322,219 3 335,843 3
The Upper Deck Company (a) 329,969 3 329,969 3
Compucom Systems, Inc. (a) 326,134 3
Del Monte Corporation 321,563 3 321,563 2
Lincoln Technical Institute of Arizona, Inc. 301,738 3 301,738 2
Plexus Corp. 296,102 3 296,102 2
Waban, Inc./BJ's Warehouse Club 279,589 2 279,589 2
Bell Sports Corp. 272,016 2 277,085 2
Detroit Diesel Corporation 211,250 2 217,060 2
Humco Holding Corp. 206,275 2
Custom Food Products, Inc. 216,820 2 205,136 2
PSC Scanning, Inc. 205,003 2
Nicholson Warehouse, L.P. 201,296 2 201,307 1
Other 1,141,009 10 1,509,458 12
----------- --- ----------- ---
$11,482,479 100% $12,695,557 100%
=========== === =========== ===
</TABLE>
(a) Represents the Company's proportionate share of lease revenues from its
equity investments.
(b) Net of amounts applicable to Corporate Property Associates 12
Incorporated's ("CPA(R):12") minority interest.
- 6 -
<PAGE> 8
CAREY INSTITUTIONAL PROPERTIES INCORPORATED
AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) -
(CONTINUED)
Note 5. Equity Investments:
The Company accounts for interests in five investments in which its ownership
interest is 50% or less under the equity method of accounting. All of the
underlying investments are entities that were formed solely for the purpose of
entering into a long-term net lease with a single tenant. As of March 31, 2000,
the Company owns (i) an approximate 23.68% interest in a real estate investment
trust that net leases 13 Courtyard by Marriott hotels to a wholly-owned
subsidiary of Marriott International, Inc., (ii) 50% interests in general
partnerships that net lease properties to Gensia, Inc. and the Upper Deck
Company and (iii) 33.33% interests in two entities that net lease properties to
Advanced Micro Devices, Inc. and Compucom Systems, Inc. ("Compucom"). Summarized
combined financial information of the Company's equity investees is as follows:
<TABLE>
<CAPTION>
(In thousands) December 31, 1999 March 31,2000
----------------- -------------
<S> <C> <C>
Assets (primarily real estate) $323,347 $323,118
Liabilities (primarily mortgage
notes payable) 211,058 209,816
-------- --------
Shareholders' and members' equity $112,289 $113,302
======== ========
</TABLE>
<TABLE>
<CAPTION>
March 31,1999 March 31,2000
------------- -------------
<S> <C> <C>
Revenues (primarily rental income
and interest from direct financing loan) $6,952 $10,290
Expenses (primarily interest on
mortgages and depreciation) 3,361 5,357
------ -------
Net income $3,591 $ 4,933
====== =======
</TABLE>
Note 6. Acquisition:
On March 7, 2000, the Company purchased a property in Bradford, West
Yorkshire, United Kingdom, for approximately $6,137,000 (based on the exchange
rate for the British Pound on the date of acquisition) and assumed an existing
net lease with ISA International plc ("ISA"). In connection with the purchase of
the ISA property, the Company obtained approximately $4,101,000 of limited
recourse mortgage financing.
The ISA lease has an initial term through May 2014; however, ISA has
the right, upon one year's written notice to terminate the lease in May 2010.
Annual rent is approximately $625,000. In May 2003 and every five years
thereafter, rent will be adjusted to an agreed-upon fair market rental but in no
event will the rent decrease.
The $4,101,000 loan which is collateralized by the ISA property and
a lease assignment provides for payments of interest only at an annual rate of
interest of 7.09% during the first three loan years with principal payments
scheduled thereafter. The loan matures in September 2010 at which time a balloon
payment of approximately $3,079,000 will be due.
- 7 -
<PAGE> 9
CAREY INSTITUTIONAL PROPERTIES INCORPORATED
AND SUBSIDIARIES
Item 2. - MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following information should be read in conjunction with the Carey
Institutional Property Incorporated's (CIP(R)) condensed consolidated financial
statements and notes thereto as of March 31, 2000 included in this quarterly
report and the CIP(R)'s Annual Report on Form 10-K for the year ended December
31, 1999. This quarterly report contains forward looking statements. Such
statements involve known and unknown risks, uncertainties and other factors that
may cause the actual results, performance or achievement of CIP(R) to be
materially different from the results of operations or plan expressed or implied
by such forward looking statements. Accordingly, such information should not be
regarded as representations by CIP(R) that the results or conditions described
in such statements or the objectives and plans of CIP(R) will be achieved.
RESULTS OF OPERATIONS:
Net income for the three-month period ended March 31, 2000 increased by
$815,000 as compared with the three-month period ended March 31,1999. Excluding
a charge of $336,000 on the writedown of a property held for sale in 1999 and a
gain on the sale of real estate of $25,000 in the current year, income would
have reflected a gain of $454,000, or 12%.
The increase in income was due to increases in lease revenues (rental
income and interest income from direct financing leases), and equity income and
a decrease in property expenses, and was partially offset by increases in
depreciation and interest expenses. The increase in lease revenues was due
primarily to acquisitions in 1999 of properties leased to PSC Scanning, Inc.,
Humco Holdings Corp., Bolder Technologies, Inc. and Gloystarne and Co., and to a
lesser extent, the acquisition in 2000 of the ISA International plc property and
rent increases at existing properties. Solely as a result of acquiring the ISA
International property, annual cash flow (rental revenue less mortgage debt
service) will increase by approximately $330,000. The increase in equity income
was primarily due to a full quarter's share of income from the Compucom Systems,
Inc. net lease investment which was acquired in March 1999. The decrease in
property expenses resulted from the Company's decision to strengthen its reserve
for uncollected rents in 1999 because of a rent arrearage on one of its leases.
This lessee has paid its rent currently for more than a year, and Management
believes that its current reserve balance is sufficient so that the additions to
the reserve for uncollected rents is now lower than in 1999. The increases in
depreciation and interest expenses are due to the 1999 and 2000 acquisitions and
the related placement of limited recourse financing on such properties.
FINANCIAL CONDITION:
Cash flow from operations of $6,250,000 was sufficient to pay quarterly
dividends of $4,544,000 and scheduled principal installments of $930,000. Future
cash flow from operations is expected to increase as a result of the new real
estate investment with ISA International. In addition, CIP(R) is continuing its
efforts to remarket three vacant properties, two in Arkansas and one in Austin,
Texas. To the extent that any of these properties can be re-leased, cash flow
will benefit.
CIP(R) investing activities consisted of using $7,241,000 to purchase
the property leased to ISA International and to complete the funding of an
addition to a property in Warwick, New York leased to Big V Holding Corp. With
the purchase of ISA International property, CIP(R) has completed its second
acquisition in the United Kingdom and anticipates that it will complete
additional acquisitions there during 2000. CIP(R) also sold a vacant property in
Clarksville, Mississippi for $24,000. The Company's investment in the property
was written off in 1999.
In addition to paying scheduled mortgage debt service and dividends to
shareholders, CIP(R) financing activities included obtaining a new limited
recourse loan of $4,100,000, issuing stock of $555,000 under its dividend
reinvestment plan and purchasing treasury stock of $2,079,000. The treasury
stock purchases included a redemption payment of $1,615,000 (122,262 shares) to
an institutional investor who is seeking to reduce its investment. Pursuant to a
policy adopted by the Company, redemptions will only be paid directly by the
Company from new capital raised or
- 8 -
<PAGE> 10
CAREY INSTITUTIONAL PROPERTIES INCORPORATED
AND SUBSIDIARIES
Item 2. - MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(CONTINUED)
dividends reinvested by the investor class of the investor seeking the
redemption (i.e. institutional or individual shareholders). An additional
redemption of $400,000 was paid to this institutional investor in April 2000.
A limited recourse loan collateralized by six properties leased to
Wal-Mart Corporation which matured in 1999 has not been paid off. CIP(R) and the
lender have recommenced discussions in an attempt to restructure the loan and
extend its maturity. CIP(R) continues to pay its monthly debt service on the
loan which haD an outstanding balance of $6,738,000 as of March 31,2000. There
is no assurance that the loan will be restructured; however, if necessary, the
Company has sufficient resources to pay off the loan. In the event the lender
does not agree to a restructuring, the Company will evaluate several options
before deciding whether paying off an outstanding loan with a balloon payment is
appropriate. Because the loan is limited recourse, the lender has recourse only
to properties collateralizing the debt and not to any other of CIP(R)'s assets.
Other balloon payments on limited recourse mortgage loans of approximately
$7,750,000 are scheduled in 2000. The Company expects the other maturing loans
to be refinanced.
- 9 -
<PAGE> 11
CAREY INSTITUTIONAL PROPERTIES INCORPORATED
AND SUBSIDIARIES
PART II
Item 3A. - QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Approximately $139,363,000 of CPI's long-term debt bears interest at fixed
rates, and therefore the fair value of these instruments is affected by changes
in the market interest rates. The following table presents principal cash flows
based upon expected maturity dates of the debt obligations and the related
weighted-average interest rates by expected maturity dates for the fixed rate
debt. The interest rate on the variable rate debt as of March 31, 2000 ranged
from the sum of LIBOR and 1.625% to the sum of the lender's prime rate LIBOR and
1.5%. There has been no material change since December 31, 1999.
(in thousands)
<TABLE>
<CAPTION>
2000 2001 2002 2003 2004 Thereafter Total Fair Value
---- ---- ---- ---- ---- ---------- ----- ----------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Fixed rate $ 8,934 $ 3,282 $ 3,623 $ 11,181 $ 12,259 $100,084 $139,363 $143,328
Weighted
average
interest
rate 9.45% 8.80% 8.78% 8.91% 9.50% 6.77%
Variable rate $ 9,007 $ 5,172 $ 13,143 $ 158 $ 2,914 $ 30,394 $ 30,394
</TABLE>
As of March 31, 2000, the Company had no other material exposure to
market risk.
Item 4. - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
During the quarter ended March 31, 2000, no matters were submitted to
a vote of Security Holders.
Item 6. - EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits:
None.
(b) Reports on Form 8-K:
During the quarter ended March 31, 2000, the Company was not
required to file any reports on Form 8-K.
- 10 -
<PAGE> 12
CAREY INSTITUTIONAL PROPERTIES INCORPORATED
AND SUBSIDIARIES
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Company has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
CAREY INSTITUTIONAL PROPERTIES INCORPORATED
AND SUBSIDIARIES
<TABLE>
<S> <C>
5/16/00 By: /s/ John J. Park
---------- --------------------------------------
Date John J. Park
Executive Vice President, Treasurer and
Chief Financial Officer
(Principal Financial Officer)
5/16/00 By: /s/ Claude Fernandez
---------- --------------------------------------
Date Claude Fernandez
Executive Vice President and
Chief Administrative Officer
(Principal Accounting Officer)
</TABLE>
- 11 -
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM
FORM 10-Q FOR THE THREE MONTHS ENDED MARCH 31, 2000 AND IS QUALIFIED
IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-START> JAN-01-2000
<PERIOD-END> MAR-31-2000
<CASH> 10,213,868
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 10,213,868
<PP&E> 352,165,735
<DEPRECIATION> 20,806,272
<TOTAL-ASSETS> 384,072,889
<CURRENT-LIABILITIES> 9,374,991
<BONDS> 169,757,443
0
0
<COMMON> 22,309
<OTHER-SE> 199,208,874
<TOTAL-LIABILITY-AND-EQUITY> 384,072,889
<SALES> 0
<TOTAL-REVENUES> 10,126,160
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 3,604,520
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 3,606,866
<INCOME-PRETAX> 4,206,847
<INCOME-TAX> 0
<INCOME-CONTINUING> 4,206,847
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 4,206,847
<EPS-BASIC> .19
<EPS-DILUTED> .19
</TABLE>
