UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
[x ] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934
For the period ended June 30, 1998
-----------------------------------------------------------
[ ] 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 0-27902
---------------------------------------------------------
ICON Cash Flow Partners, L.P., Series D
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 13-3602979
- --------------------------------------------------------------------------------
(State or other jurisdiction of (IRS Employer Identification Number)
incorporation or organization)
600 Mamaroneck Avenue, Harrison, New York 10528-1632
- --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip code)
(914) 698-0600
- --------------------------------------------------------------------------------
Registrant's telephone number, including area code
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.
[ x ]Yes [ ]No
<PAGE>
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
ICON Cash Flow Partners, L.P., Series D
(A Delaware Limited Partnership)
Consolidated Balance Sheets
(unaudited)
<TABLE>
June 30, December 31,
1998 1997
Assets
<S> <C> <C>
Cash $ 331,310 $ 1,154,378
------------ -----------
Investment in finance leases
Minimum rents receivable 5,239,345 8,243,812
Estimated unguaranteed residual values 5,167,106 5,916,727
Initial direct costs 69,405 131,110
Unearned income (1,003,478) (1,442,524)
Allowance for doubtful accounts (552,823) (568,285)
------------ -----------
8,919,555 12,280,840
Investment in operating lease equipment, at cost 6,819,250 6,819,250
Accumulated depreciation (698,263) (356,417)
------------ -----------
6,120,987 6,462,833
Investment in financings
Receivables due in installments 3,364,326 3,397,740
Initial direct costs 3,209 12,344
Unearned income (1,166,469) (1,137,678)
Allowance for doubtful accounts (450,254) (456,206)
------------ ------------
1,750,812 1,816,200
Equity investment in joint venture 1,184,169 1,155,072
------------ -----------
Other assets 47,815 130,155
------------ -----------
Total assets $ 18,354,648 $22,999,478
============ ===========
Liabilities and Partners' Equity
Note payable - recourse $ 1,462,979 $ 2,027,139
Note payable - non-recourse - secured financing 791,091 1,195,311
Notes payable - non-recourse 6,521,394 8,713,846
Accounts payable to General Partner and affiliates, net 54,398 164,151
Accounts payable - other 36,821 43,136
Security deposits and deferred credits 2,289,023 1,767,386
------------ -----------
11,155,706 13,910,969
</TABLE>
(continued on next page)
<PAGE>
ICON Cash Flow Partners, L.P., Series D
(A Delaware Limited Partnership)
Consolidated Balance Sheets (Continued)
(unaudited)
<TABLE>
June 30, December 31,
1998 1997
<S> <C> <C>
Commitments and Contingencies
Partners' equity (deficiency)
General Partner (272,629) (253,733)
Limited partners (399,118 units outstanding,
$100 per unit original issue price 7,471,571 9,342,242
------------ -----------
Total partners' equity 7,198,942 9,088,509
------------ -----------
Total liabilities and partners' equity $ 18,354,648 $22,999,478
============ ===========
</TABLE>
See accompanying notes to consolidated financial statements.
<PAGE>
ICON Cash Flow Partners, L.P., Series D
(A Delaware Limited Partnership)
Consolidated Statements of Operations
(unaudited)
<TABLE>
For the Three Months For the Six Months
Ended June 30, Ended June 30,
1998 1997 1998 1997
---- ---- ---- ----
Revenue
<S> <C> <C> <C> <C>
Rental income $ 303,387 $ - $ 645,387 $ -
Finance income 287,705 487,977 603,524 1,018,646
Net gain on sales or
remarketing of equipment 145,104 63,760 151,958 366,447
Income from equity investment
in a joint venture 97,128 119,459 163,057 138,020
Interest income and other 5,014 22,510 12,002 56,495
------------ ------------ ------------ -----------
Total revenues 838,338 693,706 1,575,928 1,579,608
------------ ------------ ------------ -----------
Expenses
Interest 202,345 250,752 441,943 516,611
Depreciation 189,096 - 341,846 -
Amortization of initial direct costs 69,794 94,696 134,275 203,554
Administrative expense
reimbursement - General Partner 53,312 74,022 125,290 138,577
Management fees - General Partner 97,822 143,315 228,421 282,276
General and administrative 75,765 70,971 93,981 108,820
------------ ------------ ------------ -----------
Total expenses 688,134 633,756 1,365,756 1,249,838
------------ ------------ ------------ -----------
Net income $ 150,204 $ 59,950 $ 210,172 $ 329,770
============ ============ ============ ===========
Net income allocable to:
Limited partners $ 148,702 $ 59,350 $ 208,070 $ 326,472
General Partner 1,502 600 2,102 3,298
------------ ------------ ------------ -----------
$ 150,204 $ 59,950 $ 210,172 $ 329,770
============ ============ ============ ===========
Weighted average number of limited
partnership units outstanding 399,118 399,158 399,118 399,158
============ ============ ============ ===========
Net income per weighted average
limited partnership unit $ .37 $ .15 $ .52 $ .82
============ ============ ============ ============
</TABLE>
See accompanying notes to consolidated financial statements.
<PAGE>
ICON Cash Flow Partners, L.P., Series D
(A Delaware Limited Partnership)
Consolidated Statements of Changes in Partners' Equity
For the Six Months Ended June 30, 1998 and
the Years Ended December 31, 1997, 1996 and 1995
(unaudited)
<TABLE>
Limited Partner Distributions
Return of Investment Limited General
Capital Income Partners Partner Total
(Per weighted average unit)
<S> <C> <C> <C> <C> <C>
Balance at
December 31, 1994 $22,454,327 $ (121,285) $22,333,042
Cash distributions
to partners $ 7.07 $ 6.93 (5,589,207) (56,457) (5,645,664)
Limited partnership
units redeemed
(25 units) (764) - (764)
Net income 2,765,805 27,937 2,793,742
----------- ------------ -----------
Balance at
December 31, 1995 19,630,161 (149,805) 19,480,356
Cash distributions
to partners $ 7.70 $ 6.30 (5,588,508) (56,450) (5,644,958)
Limited partnership
units redeemed
(50 units) (1,071) - (1,071)
Net income 2,514,930 25,403 2,540,333
----------- ------------ -----------
Balance at
December 31, 1996 16,555,512 (180,852) 16,374,660
(continued on next page)
</TABLE>
<PAGE>
ICON Cash Flow Partners, L.P., Series D
(A Delaware Limited Partnership)
Consolidated Statements of Changes in Partners' Equity (Continued)
For the Six Months Ended June 30, 1998 and
the Years Ended December 31, 1997, 1996 and 1995
(unaudited)
<TABLE>
Limited Partner Distributions
Return of Investment Limited General
Capital Income Partners Partner Total
(Per weighted average unit)
<S> <C> <C> <C> <C> <C>
Cash distributions
to partners $ 18.07 $ 1.68 (7,882,867) (79,648) (7,962,515)
Limited partnership
units redeemed
(40 units) (366) - (366)
Net income 669,963 6,767 676,730
----------- ------------ -----------
Balance at
December 31, 1997 9,342,242 (253,733) 9,088,509
Cash distributions
to partners $ 4.69 $ .52 (2,078,741) (20,998) (2,099,739)
Net income 208,070 2,102 210,172
----------- ----------- -----------
Balance at June 30, 1998 $ 7,471,571 $ 272,629 $ 7,198,942
=========== =========== ===========
</TABLE>
See accompanying notes to consolidated financial statements.
<PAGE>
ICON Cash Flow Partners, L.P., Series D
(A Delaware Limited Partnership)
Consolidated Statements of Cash Flows
For the Six Months Ended June 30,
(unaudited)
<TABLE>
1998 1997
---- ----
Cash flows provided by operating activities:
<S> <C> <C>
Net income $ 210,172 $ 329,770
------------- ------------
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation 341,846 -
Finance income portion of receivables paid directly
to lenders by lessees (227,525) (499,274)
Rental income paid directly by lenders to lessees (165,440) -
Amortization of initial direct costs 134,275 203,554
Net gain on sales or remarketing of equipment (151,958) (366,447)
Interest expense on non-recourse financing paid
directly by lessees 320,389 371,045
Interest expense accrued on non-recourse securitized debt 2,607 4,962
Collection of principal - non-financed receivables 767,277 911,822
Income from equity investment in joint venture (163,057) (138,020)
Distribution from investment in joint venture 145,536 396,970
Changes in operating assets and liabilities:
Allowance for doubtful accounts (21,414) (18,764)
Accounts payable to General Partner
and affiliates, net (109,753) (18,406)
Accounts payable - other (6,315) (51,962)
Security deposits and deferred credits 257,441 1,023,084
Other, net (58,920) (24,662)
------------- ------------
Total adjustments 1,074,750 1,793,902
------------- ------------
Net cash provided by operating activities 1,284,922 2,123,672
------------- ------------
Cash flows from investing activities:
Investment in joint venture (11,576)
Proceeds from sales of equipment 971,704 8,137,312
Equipment and receivables purchased - (6,118,117)
------------- ------------
Net cash provided by investing activities 960,128 2,403,503
------------- ------------
(continued on next page)
</TABLE>
<PAGE>
ICON Cash Flow Partners, L.P., Series D
(A Delaware Limited Partnership)
Consolidated Statements of Cash Flows (Continued)
For the Six Months Ended June 30,
(unaudited)
<TABLE>
1998 1997
---- ----
Cash flows from financing activities:
<S> <C> <C>
Principal payments on non-recourse securitized debt (404,220) (520,483)
Principal payments on note payable - recourse (564,160) (64,188)
Cash distributions to partners (2,099,739) (2,822,332)
Proceeds from note payable - recourse - 2,700,000
Proceeds from note payable affiliate - 3,500,000
Principal payments on note payable affiliate - (3,500,000)
Principal payments on revolving line of credit - (3,386,421)
Redemption of limited partnership units - (366)
------------- ------------
Net cash used in financing activities (3,068,119) (4,093,790)
------------- ------------
Net increase (decrease) in cash (823,068) 49,077
Cash at beginning of period 1,154,378 413,845
------------- ------------
Cash at end of period $ 331,310 $ 462,922
============= ============
</TABLE>
See accompanying notes to consolidated financial statements.
<PAGE>
ICON Cash Flow Partners, L.P., Series D
(A Delaware Limited Partnership)
Consolidated Statements of Cash Flows (Continued)
Supplemental Disclosures of Cash Flow Information
During the six months ended June 30, 1998 and 1997, non-cash activities
included the following:
<TABLE>
1998 1997
---- ----
<S> <C> <C>
Decrease in notes payable non-recourse due to terminations $ (264,196) $ (164,183)
Increase in security deposits and deferred credits 264,196 164,183
Principal and interest on direct finance receivables
paid directly to lenders by lessees 1,969,901 3,389,111
Rental income assigned operating lease receivable 165,440 -
Principal and interest on non-recourse financing
paid directly by lessees (2,135,341) (3,389,111)
Fair value of equipment and receivables purchased
for debt and payables - (3,200,000)
Non-recourse notes payable assumed
in purchase price - 3,200,000
Decrease in investments in finance leases and
financings due to contribution to joint venture - 4,874,857
Increase in equity investment in joint venture - (4,874,857)
------------ -----------
$ - $ -
============ ===========
</TABLE>
Interest expense of $441,943 and $516,611 for the six months ended June 30,
1998 and 1997 consisted of: interest expense on non-recourse financing paid or
accrued directly to lenders by lessees of $320,389 and $371,045, respectively,
interest expense on non-recourse securitized note payable of $39,338 and
$74,144, respectively, interest expense on recourse note payable of $80,841 and
$20,813, respectively, interest expense on note payable affiliate of $1,375 and
$26,370, respectively, and other interest of $0 and $24,239, respectively.
<PAGE>
ICON Cash Flow Partners, L.P., Series D
(A Delaware Limited Partnership)
Notes to Consolidated Financial Statements
June 30, 1998
1. Basis of Presentation
The consolidated financial statements of ICON Cash Flow Partners, L.P.,
Series D (the "Partnership") have been prepared pursuant to the rules and
regulations of the Securities and Exchange Commission (the "SEC") and, in the
opinion of management, include all adjustments (consisting only of normal
recurring accruals) necessary for a fair statement of income for each period
shown. Certain information and footnote disclosures normally included in
consolidated financial statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted pursuant to such SEC rules
and regulations. Management believes that the disclosures made are adequate to
make the information represented not misleading. The results for the interim
period are not necessarily indicative of the results for the full year. These
consolidated financial statements should be read in conjunction with the
consolidated financial statements and notes included in the Partnership's 1997
Annual Report on Form 10-K.
2. Security Deposits and Deferred Credits
Security deposits and deferred credits at June 30, 1998 and December 31,
1997 include $894,036 and $22,610, respectively, of proceeds received on
residuals which will be applied upon final remarketing of the related equipment.
3. Related Party Transactions
During the six months ended June 30, 1998 and 1997, the Partnership paid or
accrued to the General Partner management fees of $228,421 and $282,276,
respectively, and administrative expense reimbursements of $125,290 and
$138,577, respectively. These fees and reimbursements were charged to
operations.
4. Investment in Joint Venture
The Partnership Agreement allows the Partnership to invest in joint
ventures with other limited partnerships sponsored by the General Partner
provided that the investment objectives of the joint ventures are consistent
with that of the Partnership.
In March 1997, the Partnership, ICON Cash Flow Partners L.P. Six ("L.P.
Six"), and ICON Cash Flow Partners L.P. Seven ("L.P. Seven"), contributed and
assigned equipment lease and finance receivables and residuals to ICON
Receivables 1997-A LLC ("1997-A"), a special purpose entity created for the
purpose of originating new leases, managing existing contributed assets and
eventually securitizing its portfolio. In September 1997 ICON Cash Flow
Partners, L.P., Series E ("Series E"), L.P. Six and L.P. Seven contributed and
assigned additional equipment lease and finance receivables and residuals to
1997-A. The Partnership, Series E, L.P. Six and L.P. Seven (collectively the
"1997-A Members") received a 17.81%, 31.19% 31.03% and 19.97% interest,
respectively, in 1997-A based on the present value of their related
contributions.
<PAGE>
ICON Cash Flow Partners, L.P., Series D
(A Delaware Limited Partnership)
Notes to Consolidated Financial Statements
Information as to the audited financial position and results of operations
of 1997-A as of and for the six months ended June 30, 1998 is summarized below:
June 30, 1998
Assets $ 41,416,082
============
Liabilities $ 35,235,264
============
Equity $ 6,180,818
============
Six Months Ended
June 30, 1998
Net income $ 915,589
============
<PAGE>
ICON Cash Flow Partners, L.P., Series D
(A Delaware Limited Partnership)
June 30, 1998
Item 2. General Partner's Discussion and Analysis of Financial Condition and
Results of Operations
The Partnership's portfolio consisted of a net investment in finance leases,
operating lease, financings and equity investment in joint venture of 50%, 32%,
12% and 6% of total investments at June 30, 1998, respectively, and 55%, 22%, 8%
and 15% of total investments at June 30, 1997, respectively.
Results of Operations
Three Months Ended June 30, 1998 and 1997
For the three months ended June 30, 1998 and 1997, the Partnership leased or
financed equipment with an initial cost of $0 and $6,820,628, respectively, to 0
and 2 lessees or equipment users, respectively.
Revenues for the three months ended June 30, 1998 were $838,338
representing an increase of $144,632 or 21% from 1997. The increase in revenues
was attributable to an increase in rental income of $303,387 or 100% and an
increase in net gain on sales or remarketing of equipment of $81,344 or 13%.
These increases were partially offset by a decrease in finance income of
$200,272 or 41%, a decrease in income from equity investment in joint venture of
$22,331, and a decrease in interest income and other of $17,496 or 78% from
1997. The increase in rental income was due to the Partnership's additional
investment in operating leases. The increase in net gain on sales or remarketing
of equipment was due to an increase in the number of leases maturing and the
underlying equipment being sold or remarketed, for which proceeds received were
in excess of the remaining carrying value of the equipment. Finance income
decreased due to a decrease in the average size of the portfolio from 1997 to
1998. The decrease in income from equity investment in joint venture decreased
due to the decrease in the average size of the joint venture's portfolio from
1997 to 1998. The decrease in interest income and other resulted from a decrease
in the average cash balance from 1997 to 1998.
Expenses for the three months ended June 30, 1998 were $688,134,
representing an increase of $54,378 or 8% from 1997. The increase in expenses
was primarily attributable to an increase in depreciation of $189,096, an
increase in general and administrative expense of $4,794 or 7% from 1997. These
increases were partially off set by a decrease in interest expense of $48,407 or
19% from 1997, a decrease in management fees of $45,493 or 32%, a decrease in
amortization of initial direct costs of $24,902 or 26% and a decrease in
administrative expense reimbursements of $20,710 or 28% from 1997. The increase
in depreciation expense was due to the Partnership's additional investment in
operating leases. The decrease in interest expense resulted from a decrease in
the average debt outstanding from 1997 to 1998. Management fees, administrative
expense reimbursements and amortization of initial direct cost decreased due to
a decrease in the average size of the portfolio from 1997 to 1998.
Net income for the three months ended June 30, 1998 and 1997 was $150,204
and $59,950, respectively. The net income per weighted average limited
partnership unit was $.37 and $.15 for 1998 and 1997, respectively.
Six Months Ended June 30, 1998 and 1997
For the six months ended June 30, 1998 and 1997, the Partnership leased or
financed equipment with an initial cost of $0 and $10,230,433, respectively.
<PAGE>
ICON Cash Flow Partners, L.P., Series D
(A Delaware Limited Partnership)
June 30, 1998
Revenues for the six months ended June 30, 1998 were $1,575,928
representing a decrease of $3,680 from 1997. The decrease in revenues was
primarily attributable to a decrease in finance income of $415,122 or 40%, a
decrease in net gain on sales or remarketing of equipment of $214,489 or 59% and
a decrease in interest income and other of $44,493 or 79% from 1997. These
decreases were partially offset by an increase in rental income of $645,387 and
an increase in income from equity investment in joint venture of $25,037.
Finance income decreased due to a decrease in the average size of the portfolio
from 1997 to 1998. The decrease in net gain on sales or remarketing of equipment
was due to a decrease in the number of leases maturing, and the underlying
equipment being sold or remarketed, for which the proceeds received were in
excess of the remaining carrying value of the equipment. The decrease in
interest income and other resulted from a decrease in the average cash balance
from 1997 to 1998. The increase in rental income was primarily due to the US Air
lease. Income from investment in joint venture increased due to the increase in
income related to its consolidated investments in joint ventures.
Expenses for the six months ended June 30, 1998 were $1,365,756,
representing an increase of $115,918 or 9% from 1997. The increase in expenses
was primarily attributable to an increase in depreciation of $341,846. The
increase was partially offset by a decrease in interest expense of $74,668 or
14%, a decrease in amortization of initial direct cost of $69,279 or 34%, a
decrease in management fees of $53,855 or 19% and a decrease in general and
administrative expense of $14,839, A decrease in administrative expense
reimbursements of $13,287 or 5% from 1997. The increase in depreciation expense
was due to the Partnership's additional investment in operating leases. The
decrease in interest expense resulted from a decrease in the average debt
outstanding from 1997 to 1998. Amortization of initial direct costs, management
fees, general and administrative expense, and administrative expense
reimbursements decreased due to a decrease in the average size of the portfolio
from 1997 to 1998.
Net income for the six months ended June 30, 1998 and 1997 was $210,172 and
$329,770, respectively. The net income per weighted average limited partnership
unit was $.52 and $.82 for 1998 and 1997, respectively.
Liquidity and Capital Resources
The Partnership's primary sources of funds for the six months ended June 30,
1998 and 1997 were net cash provided by operations of $1,284,922 and $2,123,672,
respectively, proceeds from sales of equipment of $971,704 and $8,137,312,
respectively, and proceeds from recourse borrowings of $2,700,000 in 1997. These
funds were used to purchase equipment, fund cash distributions and make payments
on borrowings.
Cash distributions to limited partners for the six months ended June 30,
1998 and 1997, which were paid monthly, totaled $2,078,741 and $2,794,108,
respectively, of which $208,070 and $326,472 was investment income and
$1,870,671 and $2,467,636 was a return of capital, respectively. The monthly
annualized cash distribution rate to limited partners was 10.42% for 1998 and
14.00% for 1997, of which 1.04% and 1.64% was investment income and 9.38% and
12.36% was a return of capital, respectively, calculated as a percentage of each
partner's initial capital contribution. The limited partner distribution per
weighted average unit outstanding for the six months ended June 30, 1998 and
1997 was $5.21 and $7.00, of which $.52 and $.82 was investment income and $4.69
and $6.18 was a return of capital, respectively.
<PAGE>
ICON Cash Flow Partners, L.P., Series D
(A Delaware Limited Partnership)
June 30, 1998
The Partnership's Reinvestment Period ended June 5, 1997. The Disposition
Period began June 6, 1997 and is expected to continue through June 5, 2002.
During the Disposition Period the Partnership has, and will continue to
distribute substantially all distributable cash from operations and sales to the
Partners and begin the orderly termination of its operations and affairs. The
Partnership has not, and will not reinvest in any leased equipment during the
Disposition Period. As a result of the Partnership's entering into the
Disposition Phase, future monthly distributions could, and are expected to
fluctuate depending on the amount of asset sale and re-lease proceeds received
during that period.
As of June 30, 1998, except as noted above, there were no known trends or
demands, commitments, events or uncertainties which are likely to have any
material effect on liquidity. As cash is realized from operations and sales of
equipment, the Partnership will make cash distributions where it deems it to be
prudent while retaining sufficient cash to meet its reserve requirements and
recurring obligations as they become due.
<PAGE>
ICON Cash Flow Partners, L.P., Series D
(A Delaware Limited Partnership)
PART II - OTHER INFORMATION
Item 6 - Exhibits and Reports on Form 8-K
No reports on Form 8-K were filed during the quarter ended June 30, 1998.
<PAGE>
ICON Cash Flow Partners, L.P., Series D
(A Delaware Limited Partnership)
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.
ICON Cash Flow Partners, L.P., Series D
File No. 33-40044 (Registrant)
By its General Partner,
ICON Capital Corp.
August 14, 1998 /s/ Gary N. Silverhardt
- --------------- --------------------------------------------------
Date Gary N. Silverhardt
Chief Financial Officer
(Principal financial and account officer of
the General Partner of the Registrant)
<PAGE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000874320
<NAME> ICON Cash Flow Partners, L.P., Series D
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> JUN-30-1998
<CASH> 331,310
<SECURITIES> 0
<RECEIVABLES> 8,603,671
<ALLOWANCES> 1,003,077
<INVENTORY> 0
<CURRENT-ASSETS> * 0
<PP&E> 6,819,250
<DEPRECIATION> 698,263
<TOTAL-ASSETS> 18,354,648
<CURRENT-LIABILITIES> ** 0
<BONDS> 8,775,465
0
0
<COMMON> 0
<OTHER-SE> 7,198,942
<TOTAL-LIABILITY-AND-EQUITY> 18,354,648
<SALES> 1,560,886
<TOTAL-REVENUES> 1,572,888
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 923,813
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 441,943
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 207,132
<EPS-PRIMARY> 0.51
<EPS-DILUTED> 0.51
<FN>
* The Partnership has an unclassified balance sheet in its financial
statements due to the nature of its industry. A value of "0" was used for
current assets and liabilities.
** The Partnership has an unclassified balance sheet in its financial
statements due to the nature of its industry. A value of "0" was used for
current assets and liabilities.
</FN>
</TABLE>