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 March 31, 1999
-----------------------------------------------------------
[ ] 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
incorporation or organization) Identification Number)
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>
March 31, December 31,
1999 1998
Assets
<S> <C> <C>
Cash ....................................................... $ 454,417 $ 645,739
------------ ------------
Investment in finance leases
Minimum rents receivable ................................ 2,475,367 3,257,332
Estimated unguaranteed residual values .................. 4,172,339 4,784,614
Initial direct costs .................................... 33,993 42,566
Unearned income ......................................... (480,999) (621,676)
Allowance for doubtful accounts ......................... (279,929) (246,450)
------------ ------------
5,920,771 7,216,386
------------ ------------
Investment in operating lease equipment, at cost ........... 6,819,250 6,819,250
Accumulated depreciation ................................... (1,181,676) (1,020,538)
------------ ------------
5,637,574 5,798,712
------------ ------------
Investment in financings
Receivables due in installments ......................... 2,978,218 3,079,170
Initial direct costs .................................... 943 1,418
Unearned income ......................................... (996,058) (1,045,785)
Allowance for doubtful accounts ......................... (140,766) (140,766)
------------ ------------
1,842,337 1,894,037
------------ ------------
Investment in unconsolidated joint venture ................. 944,906 979,346
------------ ------------
Accounts receivable from General Partner and affiliates, net -- 20,122
------------ ------------
Other assets ............................................... 25,616 65,518
------------ ------------
Total assets ............................................... $ 14,825,621 $ 16,619,860
============ ============
</TABLE>
(continued on next page)
<PAGE>
ICON Cash Flow Partners, L.P., Series D
(A Delaware Limited Partnership)
Consolidated Balance Sheets (Continued)
(unaudited)
<TABLE>
March 31, December 31,
1999 1998
Liabilities and Partners' Equity
<S> <C> <C>
Note payable - recourse ............................... $ 519,477 $ 870,801
Note payable - non-recourse - secured financing ....... 376,444 499,037
Notes payable - non-recourse .......................... 6,118,098 6,366,111
Accounts payable to General Partner and affiliates, net 416,171 --
Security deposits, deferred credits and other payables 2,215,571 3,222,527
------------ ------------
9,645,761 10,958,476
------------ ------------
Commitments and Contingencies
Partners' equity (deficiency)
General Partner .................................... (292,819) (288,004)
Limited partners (399,118 units outstanding,
$100 per unit original issue price ............... 5,472,679 5,949,388
------------ ------------
Total partners' equity ................................ 5,179,860 5,661,384
------------ ------------
Total liabilities and partners' equity ................ $ 14,825,621 $ 16,619,860
============ ============
</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
For the Three Months Ended March 31,
(unaudited)
1999 1998
---- ----
Revenues
Rental income ........................................ $348,613 $342,000
Net gain on sales or remarketing
of equipment ....................................... 278,329 6,854
Finance income ....................................... 189,259 315,819
Income from investment in unconsolidated joint venture 56,186 65,929
Interest income and other ............................ 4,684 6,988
-------- --------
Total revenues ....................................... 877,071 737,590
-------- --------
Expenses
Interest ............................................. 176,948 239,598
Depreciation ......................................... 161,138 161,138
Management fees - General Partner .................... 59,360 130,599
General and administrative ........................... 44,022 39,614
Administrative expense reimbursements
- General Partner .................................. 34,591 71,978
Amortization of initial direct costs ................. 9,048 34,695
-------- --------
Total expenses ....................................... 485,107 677,622
-------- --------
Net income .............................................. $391,964 $ 59,968
======== ========
Net income allocable to:
Limited partners ..................................... $388,044 $ 59,368
General Partner ...................................... 3,920 600
-------- --------
$391,964 $ 59,968
======== ========
Weighted average number of limited
partnership units outstanding ........................ 399,118 399,118
======== ========
Net income per weighted average
limited partnership unit ............................. $ .97 $ .15
======== ========
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 Three Months Ended March 31, 1999 and
the Years Ended December 31, 1998, 1997 and 1996
(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, 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
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
</TABLE>
(continued on next page)
<PAGE>
ICON Cash Flow Partners, L.P., Series D
(A Delaware Limited Partnership)
Consolidated Statements of Changes in Partners' Equity (Continued)
For the Three Months Ended March 31, 1999 and
the Years Ended December 31, 1998, 1997 and 1996
(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 $ 8.50 $ 1.71 (4,074,331) (41,155) (4,115,486)
Net income 681,477 6,884 688,361
----------- --------- -----------
Balance at
December 31, 1998 5,949,388 (288,004) 5,661,384
Cash distributions
to partners $ 1.19 $ .97 (864,753) (8,735) (873,488)
Net income 388,044 3,920 391,964
----------- --------- -----------
Balance at March 31, 1999 $ 5,472,679 $(292,819) $ 5,179,860
=========== ========= ===========
</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 Three Months Ended March 31,
(unaudited)
<TABLE>
1999 1998
---- ----
Cash flows from operating activities:
<S> <C> <C>
Net income ...................................................... $ 391,964 $ 59,968
----------- -----------
Adjustments to reconcile net income to net
cash provided by operating activities:
Interest expense on non-recourse financing paid directly
to lenders by lessees ........................................ 152,673 173,906
Depreciation ................................................... 161,138 152,750
Finance income portion of receivables paid directly to
lenders by lessees ........................................... (50,194) (131,152)
Rental income paid directly to lenders by lessees .............. (102,108) (82,720)
Income from investment in unconsolidated joint venture ......... (56,186) (65,929)
Amortization of initial direct costs ........................... 9,048 34,695
Net gain on sales or remarketing of equipment .................. (278,329) (6,854)
Changes in operating assets and liabilities:
Collection of principal - non-financed receivables ............ 413,740 475,422
Security deposits, deferred credits and other payables ........ (1,006,956) (347,756)
Distributions from investments in unconsolidated joint ventures 90,626 101,013
Accounts payable to General Partner and affiliates, net ....... 416,171 (88,939)
Accounts receivable from General Partner and affiliates ....... 20,122 --
Other, net .................................................... (3,198) 69,406
----------- -----------
Total adjustments ........................................... (233,453) 283,842
----------- -----------
Net cash provided by operating activities ................... 158,511 343,810
----------- -----------
Cash flows from investing activities:
Proceeds from sales of equipment ................................ 997,572 640,812
----------- -----------
Net cash provided by investing activities ................... 997,572 640,812
----------- -----------
</TABLE>
(continued on next page)
<PAGE>
ICON Cash Flow Partners, L.P., Series D
(A Delaware Limited Partnership)
Consolidated Statements of Cash Flows (Continued)
For the Three Months Ended March 31,
(unaudited)
<TABLE>
1999 1998
---- ----
Cash flows from financing activities:
<S> <C> <C>
Cash distributions to partners ....................... (873,488) (1,091,864)
Principal payments on note payable-recourse .......... (351,324) (369,993)
Principal payments on non-recourse - secured financing (122,593) (197,482)
----------- -----------
Net cash used in financing activities ............ (1,347,405) (1,659,339)
----------- -----------
Net decrease in cash .................................... (191,322) (674,717)
Cash at beginning of period ............................. 645,739 1,154,378
----------- -----------
Cash at end of period ................................... $ 454,417 $ 479,661
=========== ===========
</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 three months ended March 31, 1999 and 1998, non-cash activities
included the following:
<TABLE>
1999 1998
---- ----
<S> <C> <C>
Principal and interest on direct finance
receivables paid directly to lenders by lessees .......... $ 298,578 $ 1,219,203
Rental income assigned operating lease receivable ........... 102,108 --
Principal and interest on non-recourse financing
paid directly by lessees ................................. (400,686) (1,219,203)
Decrease in investments in finance leases due to terminations -- 20,467
Decrease in notes payable non-recourse due to terminations .. -- (20,467)
----------- -----------
$ -- $ --
=========== ===========
</TABLE>
Interest expense of $176,948 and $239,598 for the three months ended
March 31, 1999 and 1998 consisted of: interest expense on non-recourse financing
paid or accrued directly to lenders by lessees of $152,673 and $173,906,
respectively, interest expense on non-recourse secured financing of $8,599 and
$21,684, respectively, and interest expense on recourse notes payable of $15,676
and $44,008, respectively.
<PAGE>
ICON Cash Flow Partners, L.P., Series D
(A Delaware Limited Partnership)
Notes to Consolidated Financial Statements
March 31, 1999
(unaudited)
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 1998
Annual Report on Form 10-K.
2. Disposition Period
The Partnership's reinvestment period ended June 5, 1997. The disposition
period began on 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 equipment
sales to the partners and continue the orderly termination of its operations and
affairs. The Partnership has not, and will not invest in any additional finance
or lease transactions during the disposition period. During the disposition
period, the Partnership expects to recover, at a minimum, the carrying value of
its assets
3. Security Deposits, Deferred Credits and Other Payables
As of March 31, 1999 the financial statement line item, Security deposits,
deferred credits and other payables, includes $2,017,229 of proceeds received on
residuals which will be applied upon final remarketing of the related equipment.
4. Related Party Transactions
Fees paid or accrued by the Partnership to the General Partner or its
affiliates for the three months ended March 31, 1999 and 1998 are as follows:
1999 1998
---- ----
Management Fees $ 59,360 $130,599 Charged to operations
Administrative expense
reimbursements 34,591 71,978 Charged to operations
-------- --------
Total $ 93,951 $202,577
======== ========
<PAGE>
ICON Cash Flow Partners, L.P., Series D
(A Delaware Limited Partnership)
Notes to Consolidated Financial Statements - Continued
The Partnership has an investment in a joint venture with other
partnerships sponsored by the General Partner. (See Note 5 for additional
information relating to the joint venture.)
5. Investment in Joint Venture
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 L.L.C. ("1997-A"), a special purpose entity created for the
purpose of originating leases, managing existing contributed assets and
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 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. In September 1997, 1997-A securitized substantially all
of its equipment leases and finance receivables and residuals. 1997-A became the
beneficial owner of a trust. The Partnership's original investment was recorded
at cost and is adjusted by its share of earnings, losses and distributions
thereafter.
Information as to the financial position and results of operations of
1997-A as of and for the quarter ended March 31, 1999 is summarized below:
March 31, 1999
--------------
Assets $ 27,759,198
==============
Liabilities $ 23,176,757
==============
Equity $ 4,582,441
==============
Partnership's share of equity $ 944,906
==============
Three Months Ended
March 31, 1999
------------------
Net income $ 315,487
==============
Partnership's share of net income $ 56,186
==============
Distributions $ 508,872
==============
Partnership's share of distributions $ 90,626
==============
<PAGE>
ICON Cash Flow Partners, L.P., Series D
(A Delaware Limited Partnership)
March 31, 1999
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 investment in unconsolidated joint
venture, representing 42%, 38%, 14% and 6% of total investments at March 31,
1999, respectively, and 53%, 31%, 10% and 6% of total investments at March 31,
1998, respectively.
Results of Operations for the Three Months Ended March 31, 1999 and 1998
For the three months ended March 31, 1999 and 1998, the Partnership did not
enter into any new leases or financing agreements. At March 31, 1999 the
weighted average remaining transaction term of the portfolio was seven months.
Revenues for the three months ended March 31, 1999 were $877,071,
representing an increase of $139,481 or 19% from March 31, 1998. The increase in
revenues resulted primarily from an increase in net gain on sales or remarketing
of equipment of $271,475 and an increase in rental income of $6,613 or 2% from
March 31, 1998. These increases were partially offset by a decrease in finance
income of $126,560 or 40%, a decrease in income from investment in
unconsolidated joint venture of $9,743 or 15% and a decrease in interest income
and other of $2,304 or 33% from 1998 to 1999, respectively. The increase in net
gain on sales or remarketing of equipment was due to an increase in the number
of leases maturing and an increase in the amount of underlying equipment being
sold or remarketed, for which the proceeds received were in excess of the
remaining carrying value of the equipment. Monthly contractual rents under the
Partnership's operating lease with U.S. Air decreased as a result of the
extension of the lease, effective February 1999, beyond its original expiry date
at a decreased rental rate relative to the original rental rate. However, rental
income increased from the first quarter of 1998 to 1999 as a result of a rent
adjustment. Finance income decreased due to a decrease in the average size of
the finance lease portfolio from 1998 to 1999. The decrease in income from
investment in unconsolidated joint venture was the result of a decrease in the
average size of the finance lease portfolio of its underlying joint venture,
ICON Receivables 1997-A. The decrease in interest income and other was due to a
decrease in the average cash balance from 1998 to 1999.
Expenses for the three months ended March 31, 1999 were $485,107,
representing a decrease of $192,515 or 28% from 1998. The decrease in expenses
resulted from a decrease in management fees of $71,239 or 55%, a decrease in
administrative expense reimbursements of $37,387 or 52%, a decrease in
amortization of initial direct costs of $25,647 or 74% and a decrease in
interest expense of $62,650 or 26%. These decreases were partially offset by an
increase in general and administrative expenses of $4,408 or 11% from 1998 to
1999. The decrease in management fees, administrative expense reimbursements and
amortization of initial direct costs resulted from a decrease in the average
size of the finance lease portfolio from 1998 to 1999. Interest expense
decreased due to a decrease in the average debt outstanding from 1998 to 1999.
The increase in general and administrative expense was due to increased legal
expenses and printing and postage costs.
Net income for the three months ended March 31, 1999 and 1998 was $391,964
and $59,968, respectively. The net income per weighted average limited
partnership unit was $.97 and $.15 for 1999 and 1998, respectively.
<PAGE>
ICON Cash Flow Partners, L.P., Series D
(A Delaware Limited Partnership)
Liquidity and Capital Resources
The Partnership's primary sources of funds for the three months ended March
31, 1999 and 1998 were net cash provided by operations of $158,511 and $343,810,
respectively, and proceeds from sales of equipment of $997,572 and $640,812,
respectively. These funds were used to fund cash distributions and to make
payments on borrowings.
Cash distributions to the limited partners for the three months ended March
31, 1999 and 1998, which were paid monthly, totaled $864,753 and $1,080,945,
respectively, of which $388,044 and $59,368 was investment income and $476,709
and $1,021,577 was a return of capital, respectively. The monthly annualized
cash distribution rate for the three months ended March 31, 1999 and 1998 was
8.67% and 10.83%, respectively, of which 3.89% and .59% was investment income
and 4.78% and 10.24% was a return of capital, respectively, calculated as a
percentage of each limited partner's initial capital contribution. The limited
partner distribution per weighted average unit outstanding for the three months
ended March 31, 1999 and 1998 was $2.16 and $2.71, respectively, of which $.97
and $.15 was investment income and $1.19 and $2.56 was a return of capital,
respectively.
The Partnership's reinvestment period ended June 5, 1997. The disposition
period began on 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 equipment
sales to the partners and continue the orderly termination of its operations and
affairs. The Partnership has not, and will not invest in any additional finance
or lease transactions during the disposition period. During the disposition
period the Partnership expects to recover, at a minimum, the carrying value of
its assets.
As a result of the Partnership's entering into the disposition period,
future monthly distributions could, and are expected to fluctuate depending on
the amount of asset sale and re-lease proceeds received during that period.
In March 1997 the Partnership, L.P. Six and L.P. Seven, contributed and
assigned equipment lease and finance receivables and residuals to 1997-A, a
special purpose entity created for the purpose of originating leases, managing
existing contributed assets and securitizing its portfolio. In September 1997
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 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. In September 1997, 1997-A securitized substantially all of its
equipment leases and finance receivables and residuals. 1997-A became the
beneficial owner of a trust. The Partnership's original investment was recorded
at cost and is adjusted by its share of earnings, losses and distributions
thereafter.
<PAGE>
ICON Cash Flow Partners, L.P., Series D
(A Delaware Limited Partnership)
In June 1997 the Partnership acquired two DeHaviland DHC-8-102 aircraft
currently on lease to U.S. Airways, Inc. The purchase price totaled $6,819,250
and was funded with $3,619,250 of cash and $3,200,000 in non-recourse debt. In
October 1998 the Partnership borrowed an additional $750,000, bringing the total
non-recourse debt relating to this transaction to $3,950,000. The note bears
interest at 10.34%. The operating lease expired in January 1999, at which time
the Partnership extended both the lease and the related debt. The lease
extension is for an indefinite term whereby either lessee or lessor can
terminate with 90 days prior notice. The related non-recourse debt is due in
August 1999, however, the Partnership has an option to extend the loan for an
additional 90 days.
As of March 31, 1999, 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 distribute substantially all available cash,
after retaining sufficient cash to meet its reserve requirements and recurring
obligations.
Year 2000 Issue
The Year 2000 issue arose because many existing computer programs have been
written using two digits rather than four to define the applicable year. As a
result, programs could interpret dates ending in "00" as the year 1900 rather
than the year 2000. In certain cases, such errors could result in system
failures or miscalculations that disrupt the operation of the affected
businesses.
The Partnership uses computer information systems provided by the General
Partner and has no computer information systems of its own. The software related
to the General Partner's primary computer information systems are provided by
third party vendors. The General Partner has formally communicated with these
vendors and has received assurance that their programs are Year 2000 compliant.
In addition, the General Partner has gathered information about the Year 2000
readiness of significant vendors and third-party servicers and continues to
monitor developments in this area. All of the General Partner's peripheral
computer technologies, such as its network operating system and third party
software applications, including payroll and electronic banking have been
evaluated and have been found to be Year 2000 compliant. The ultimate impact of
the Year 2000 issue on the Partnership will depend to a great extent on the
manner in which the issue is addressed by the Partnership's lessees. Each of the
Partnership's lessees will have a material self interest in resolving any Year
2000 issue, however, non-compliance on the part of a lessee could result in lost
or delayed revenues to the Partnership. The effect of this risk to the
Partnership is not determinable.
The General Partner is responsible for costs relating to the assessment and
development of its Year 2000 compliance remediation plan, as well as the testing
of the hardware and software owned or licensed for its personal computers. The
General Partner's costs incurred to date and expected future costs are not
material.
<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 March 31, 1999.
<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.
May 14, 1999 /s/ Kevin F. Redmond
- ------------ -----------------------------------------
Date Kevin F. Redmond
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> 3-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-END> MAR-31-1999
<CASH> 454,417
<SECURITIES> 0
<RECEIVABLES> 5,453,585
<ALLOWANCES> 420,695
<INVENTORY> 0
<CURRENT-ASSETS> * 0
<PP&E> 6,819,250
<DEPRECIATION> 1,181,676
<TOTAL-ASSETS> 14,825,621
<CURRENT-LIABILITIES> ** 0
<BONDS> 7,014,019
0
0
<COMMON> 0
<OTHER-SE> 5,179,860
<TOTAL-LIABILITY-AND-EQUITY> 14,825,621
<SALES> 872,387
<TOTAL-REVENUES> 877,071
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 308,159
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 176,948
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 391,964
<EPS-PRIMARY> 0.97
<EPS-DILUTED> 0.97
<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>
