<PAGE> 1
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 QUARTERLY PERIOD ENDED SEPTEMBER 30, 1997
OR
[ ] 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 0-21518
IEA INCOME FUND XII, L.P.
(Exact name of registrant as specified in its charter)
California 94-3143940
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
444 Market Street, 15th Floor, San Francisco, California 94111
(Address of principal executive offices) (Zip Code)
(415) 677-8990
(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. Yes [X] No [ ]
<PAGE> 2
IEA INCOME FUND XII, L.P.
REPORT ON FORM 10-Q FOR THE QUARTERLY
PERIOD ENDED SEPTEMBER 30, 1997
TABLE OF CONTENTS
<TABLE>
<CAPTION>
PAGE
<S> <C> <C>
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
Balance Sheets - September 30, 1997 (unaudited) and December 31, 1996 4
Statements of Operations for the three and nine months ended September 30, 1997 and 1996 (unaudited) 5
Statements of Cash Flows for the nine months ended September 30, 1997 and 1996 (unaudited) 6
Notes to Financial Statements (unaudited) 7
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 10
PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K 13
</TABLE>
2
<PAGE> 3
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
Presented herein are the Registrant's balance sheets as of September 30,
1997 and December 31, 1996, statements of operations for the three and
nine months ended September 30, 1997 and 1996, and statements of cash
flows for the nine months ended September 30, 1997 and 1996.
3
<PAGE> 4
IEA INCOME FUND XII, L.P.
BALANCE SHEETS
(UNAUDITED)
<TABLE>
<CAPTION>
September 30, December 31,
1997 1996
------------ ------------
<S> <C> <C>
Assets
Current assets:
Cash and cash equivalents, includes $1,354,096 at September 30, 1997
and $2,262,357 at December 31, 1996 in interest-bearing accounts $ 1,616,451 $ 2,262,639
Net lease receivables due from Leasing Company
(notes 1 and 2) 1,195,517 1,217,996
------------ ------------
Total current assets 2,811,968 3,480,635
------------ ------------
Container rental equipment, at cost 63,301,457 63,140,873
Less accumulated depreciation 18,645,814 15,961,254
------------ ------------
Net container rental equipment 44,655,643 47,179,619
------------ ------------
Organizational costs, net 12,669 145,611
------------ ------------
$ 47,480,280 $ 50,805,865
============ ============
Liabilities and Partners' Capital
Current liabilities
Accrued expenses $ 462,948 $ 462,948
Due to general partner (notes 1 and 3) 13,382 238,382
------------ ------------
Total current liabilities 476,330 701,330
------------ ------------
Partners' capital (deficit):
General partner (22,701) (25,428)
Limited partners 47,026,651 50,129,963
------------ ------------
Total partners' capital 47,003,950 50,104,535
------------ ------------
$ 47,480,280 $ 50,805,865
============ ============
</TABLE>
The accompanying notes are an integral part of these financial statements.
4
<PAGE> 5
IEA INCOME FUND XII, L.P.
STATEMENTS OF OPERATIONS
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
-------------------------- --------------------------
September 30, September 30, September 30, September 30,
1997 1996 1997 1996
---------- ---------- ---------- ----------
<S> <C> <C> <C> <C>
Net lease revenue (notes 1 and 4) $1,487,437 $1,674,886 $4,230,484 $5,297,219
Other operating expenses:
Depreciation 943,944 982,278 2,902,907 2,949,465
Other general and administrative expenses 23,317 26,974 73,858 75,166
---------- ---------- ---------- ----------
967,261 1,009,252 2,976,765 3,024,631
---------- ---------- ---------- ----------
Earnings from operations 520,176 665,634 1,253,719 2,272,588
Other income:
Interest income 17,054 33,503 65,255 99,477
Net gain on disposal of equipment 25,372 23,421 34,074 57,403
---------- ---------- ---------- ----------
42,426 56,924 99,329 156,880
---------- ---------- ---------- ----------
Net earnings $ 562,602 $ 722,558 $1,353,048 $2,429,468
========== ========== ========== ==========
Allocation of net earnings:
General partner $ 85,605 $ 99,452 $ 225,409 $ 298,104
Limited partners 476,997 623,106 1,127,639 2,131,364
---------- ---------- ---------- ----------
$ 562,602 $ 722,558 $1,353,048 $2,429,468
========== ========== ========== ==========
Limited partners' per unit share of net earnings $ .13 $ .18 $ .32 $ .61
========== ========== ========== ==========
</TABLE>
The accompanying notes are an integral part of these financial statements.
5
<PAGE> 6
IEA INCOME FUND XII, L.P.
STATEMENTS OF CASH FLOWS
(UNAUDITED)
<TABLE>
<CAPTION>
Nine Months Ended
------------------------------
September 30, September 30,
1997 1996
------------ ------------
<S> <C> <C>
Net cash provided by operating activities $ 4,312,021 $ 5,438,544
Cash flows provided by (used in) investing activities:
Proceeds from sale of container rental equipment 169,248 351,726
Purchase of container rental equipment (427,452) (306,330)
Acquisition fees paid to general partner (246,373) (555,317)
----------- -----------
Net cash used in investing activities (504,577) (509,921)
----------- -----------
Cash flows used in financing activities:
Distribution to partners (4,453,632) (5,424,496)
----------- -----------
Net decrease in cash and cash equivalents (646,188) (495,873)
Cash and cash equivalents at January 1 2,262,639 2,827,502
----------- -----------
Cash and cash equivalents at September 30 $ 1,616,451 $ 2,331,629
=========== ===========
</TABLE>
The accompanying notes are an integral part of these financial statements.
6
<PAGE> 7
IEA INCOME FUND XII, L.P.
NOTES TO UNAUDITED FINANCIAL STATEMENTS
(1) Summary of Significant Accounting Policies
(a) Nature of Operations
IEA Income Fund XII, L.P. (the "Partnership") is a limited
partnership organized under the laws of the State of California
on August 28, 1991 for the purpose of owning and leasing marine
cargo containers. Cronos Capital Corp. ("CCC") is the general
partner and, with its affiliate Cronos Containers Limited (the
"Leasing Company"), manages and controls the business of the
Partnership. The Partnership shall continue until December 31,
2011, unless sooner terminated upon the occurrence of certain
events.
The Partnership commenced operations on January 31, 1992, when
the minimum subscription proceeds of $2,000,000 were obtained.
As of September 30, 1997, the Partnership operated 9,334
twenty-foot, 5,295 forty-foot and 209 forty-foot high-cube
marine dry cargo containers, as well as 199 twenty-foot and 306
forty-foot marine refrigerated cargo containers.
The Partnership offered 3,750,000 units of limited partnership
interest at $20 per unit, or $75,000,000. The offering
terminated on November 30, 1992, at which time 3,513,594 limited
partnership units had been purchased.
(b) Leasing Company and Leasing Agent Agreement
The Partnership has entered into a Leasing Agent Agreement
whereby the Leasing Company has the responsibility to manage the
leasing operations of all equipment owned by the Partnership.
Pursuant to the Agreement, the Leasing Company is responsible
for leasing, managing and re-leasing the Partnership's
containers to ocean carriers and has full discretion over which
ocean carriers and suppliers of goods and services it may deal
with. The Leasing Agent Agreement permits the Leasing Company to
use the containers owned by the Partnership, together with other
containers owned or managed by the Leasing Company and its
affiliates, as part of a single fleet operated without regard to
ownership. Since the Leasing Agent Agreement meets the
definition of an operating lease in Statement of Financial
Accounting Standards (SFAS) No. 13, it is accounted for as a
lease under which the Partnership is lessor and the Leasing
Company is lessee.
The Leasing Agent Agreement generally provides that the Leasing
Company will make payments to the Partnership based upon rentals
collected from ocean carriers after deducting direct operating
expenses and management fees to CCC and the Leasing Company. The
Leasing Company leases containers to ocean carriers, generally
under operating leases which are either master leases or term
leases (mostly two to five years). Master leases do not specify
the exact number of containers to be leased or the term that
each container will remain on hire but allow the ocean carrier
to pick up and drop off containers at various locations; rentals
are based upon the number of containers used and the applicable
per-diem rate. Accordingly, rentals under master leases are all
variable and contingent upon the number of containers used. Most
containers are leased to ocean carriers under master leases;
leasing agreements with fixed payment terms are not material to
the financial statements. Since there are no material minimum
lease rentals, no disclosure of minimum lease rentals is
provided in these financial statements.
(Continued)
7
<PAGE> 8
IEA INCOME FUND XII, L.P.
NOTES TO UNAUDITED FINANCIAL STATEMENTS
(c) Basis of Accounting
The Partnership utilizes the accrual method of accounting. Net
lease revenue is recorded by the Partnership in each period
based upon its leasing agent agreement with the Leasing Company.
Net lease revenue is generally dependent upon operating lease
rentals from operating lease agreements between the Leasing
Company and its various lessees, less direct operating expenses
and management fees due in respect of the containers specified
in each operating lease agreement.
(d) Financial Statement Presentation
These financial statements have been prepared without audit.
Certain information and footnote disclosures normally included
in financial statements prepared in accordance with generally
accepted accounting procedures have been omitted. It is
suggested that these financial statements be read in conjunction
with the financial statements and accompanying notes in the
Partnership's latest annual report on Form 10-K.
The preparation of financial statements in conformity with
generally accepted accounting principles (GAAP) requires the
Partnership to make estimates and assumptions that affect the
reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial
statements and the reported amounts of revenues and expenses
during the reported period. Actual results could differ from
those estimates.
The interim financial statements presented herewith reflect all
adjustments of a normal recurring nature which are, in the
opinion of management, necessary to a fair statement of the
financial condition and results of operations for the interim
periods presented.
(2) Net Lease Receivables Due from Leasing Company
Net lease receivables due from the Leasing Company are determined by
deducting direct operating payables and accrued expenses, base
management fees payable, and reimbursed administrative expenses payable
to CCC and its affiliates from the rental billings payable by the
Leasing Company to the Partnership under operating leases to ocean
carriers for the containers owned by the Partnership. Net lease
receivables at September 30, 1997 and December 31, 1996 were as follows:
<TABLE>
<CAPTION>
September 30, December 31,
1997 1996
------------ ------------
<S> <C> <C>
Lease receivables, net of doubtful accounts
of $339,825 at September 30, 1997 and $318,136
at December 31, 1996 $ 2,226,976 $ 2,377,329
Less:
Direct operating payables and accrued expenses 509,226 634,032
Damage protection reserve 189,816 196,373
Base management fees 290,456 282,898
Reimbursed administrative expenses 41,961 46,030
------------ ------------
$ 1,195,517 $ 1,217,996
============ ============
</TABLE>
(Continued)
8
<PAGE> 9
IEA INCOME FUND XII, L.P.
NOTES TO UNAUDITED FINANCIAL STATEMENTS
(3) Due to General Partner
The amounts due to CCC at September 30, 1997 and December 31, 1996
consist of acquisition fees.
(4) Net Lease Revenue
Net lease revenue is determined by deducting direct operating expenses,
base management fees and reimbursed administrative expenses to CCC and
its affiliates from the rental revenue billed by the Leasing Company
under operating leases to ocean carriers for the containers owned by the
Partnership. Net lease revenue for the three and nine-month periods
ended September 30, 1997 and 1996 was as follows:
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
------------------------------ ------------------------------
September 30, September 30, September 30, September 30,
1997 1996 1997 1996
------------ ------------ ------------ ------------
<S> <C> <C> <C> <C>
Rental revenue $ 2,327,673 $ 2,656,463 $ 6,940,559 $ 8,199,612
Less:
Rental equipment operating expenses 563,258 653,221 1,875,121 1,895,608
Base management fees 160,540 179,780 478,623 558,407
Reimbursed administrative expenses 116,438 148,576 356,331 448,378
------------ ------------ ------------ ------------
$ 1,487,437 $ 1,674,886 $ 4,230,484 $ 5,297,219
============ ============ ============ ============
</TABLE>
9
<PAGE> 10
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
It is suggested that the following discussion be read in conjunction with the
Registrant's most recent annual report on Form 10-K.
1) Material changes in financial condition between September 30, 1997 and
December 31, 1996.
At September 30, 1997, the Registrant had $1,616,451 in cash and cash
equivalents, a decrease of $646,188 from the December 31, 1996 cash
balances. At September 30, 1997, the Registrant had approximately
$88,000 in cash generated from equipment sales reserved as part of its
cash balances. Throughout the remainder of 1997, the Registrant expects
to continue using cash generated from equipment sales to purchase and
replace containers which have been lost or damaged beyond repair.
The Registrant's operating performance contributed to a 2% decline in
net lease receivables at September 30, 1997 when compared to December
31, 1996. The Registrant's cash distribution from operations for the
third quarter of 1997 was 7.25% (annualized) of the limited partners'
original capital contribution, unchanged from the second quarter of
1997. These distributions are directly related to the Registrant's
results from operations and may fluctuate accordingly.
During 1996, ocean carriers and other transport companies moved away
from leasing containers outright, as declining container prices,
favorable interest rates and the abundance of available capital resulted
in ocean carriers and transport companies purchasing a larger share of
equipment for their own account, reducing their need for leased
containers. Once the demand for leased containers began to fall,
per-diem rental rates were also adversely affected. Since the beginning
of 1997, the container leasing industry has experienced a modest
recovery as indicated by an upward trend in container utilization. The
impact of this trend on the utilization rates of the Registrant has been
mixed. The Registrant's dry container utilization rate increased from
77% at December 31, 1996 to 82% at September 30, 1997, while the
refrigerated container utilization rates declined from 86% at December
31, 1996 to 83% at September 30, 1997, respectively. Increasing cargo
volumes and continuing equipment imbalances within the container fleets
of shipping lines and transport companies have re-established a need for
these companies to replenish their leased fleets during 1997.
Although there has been an improvement in container utilization rates,
per-diem rental rates continue to remain under pressure as a result of
the following factors: start-up leasing companies offering new
containers and low rental rates in an effort to break into the leasing
market; established leasing companies reducing rates to very low levels;
and a continuing oversupply of containers. The recent volatility of the
Hong Kong and other Asian financial markets and its impact on trade,
shipping, and container leasing, especially intra-Asia and Asia-Europe
routes, has yet to be determined. While these conditions could impact
the Registrant's financial condition and operating performance through
the remainder of 1997 and first half of 1998, the Registrant is well
positioned to take advantage of further improvements in the container
leasing market.
10
<PAGE> 11
2) Material changes in the results of operations between the three and
nine-month periods ended September 30, 1997 and the three and nine-month
periods ended September 30, 1996.
Net lease revenue for the three and nine-month periods ended September
30, 1997 was $1,487,437 and $4,230,484, respectively, a decline of
approximately 11% and 20% from same respective periods in the prior
year. Gross rental revenue (a component of net lease revenue) for the
three and nine-month periods ended September 30, 1997 was $2,327,673 and
$6,940,559, respectively, reflecting a decline of 12% and 15% from the
same respective periods in the prior year. During 1997, gross lease
revenue was primarily impacted by lower per-diem rental rates and
utilization levels. Average dry cargo container per-diem rental rates
for the three and nine-month periods ended September 30, 1997 declined
approximately 12% and 10%, respectively, when compared to the same
periods in the prior year. Average refrigerated container per-diem
rental rates for the three and nine-month periods ended September 30,
1997 declined approximately 11% and 18%, respectively, when compared to
the same periods in the prior year. Dry cargo container utilization,
which steadily increased since December 31, 1996, did not recover to the
same levels experienced during the three and nine-month periods ended
September 30, 1996. Refrigerated container utilization rates declined in
each of the three and nine-month periods ended September 30, 1997, as
many of the term leases entered into during the Registrant's initial
years of operation have since expired.
The Registrant's average fleet size and utilization rates for the three
and nine-month periods ended September 30, 1997 and 1996 were as
follows:
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
------------------------------- -------------------------------
September 30, September 30, September 30, September 30,
1997 1996 1997 1996
------------- ------------- ------------- -------------
<S> <C> <C> <C> <C>
Average Fleet Size (measured in
twenty-foot equivalent units (TEU))
Dry cargo containers 20,361 20,295 20,340 20,299
Refrigerated containers 811 811 811 812
Average Utilization
Dry cargo containers 81% 82% 79% 83%
Refrigerated containers 83% 88% 84% 89%
</TABLE>
Rental equipment operating expenses were 24% and 27%, respectively, of
the Registrant's gross lease revenue during the three and nine-month
periods ended September 30, 1997, as compared to 25% and 23%,
respectively, during the three and nine-month periods ended September
30, 1996. These changes was largely attributable to an increase in costs
associated with lower utilization levels, including handling and
storage.
As reported in the Registrant's Current Report on Form 8-K and Amendment
No. 1 to Current Report on Form 8-K, filed with the Commission on
February 7, 1997 and February 26, 1997, respectively, Arthur Andersen,
London, England, resigned as auditors of The Cronos Group, a Luxembourg
Corporation headquartered in Orchard Lea, England (the "Parent
Company"), on February 3, 1997.
11
<PAGE> 12
The Parent Company is the indirect corporate parent of Cronos Capital
Corp., the general partner of the Registrant. In its letter of
resignation to the Parent Company, Arthur Andersen states that it
resigned as auditors of the Parent Company and all other entities
affiliated with the Parent Company. While its letter of resignation was
not addressed to the general partner or the Registrant, Arthur Andersen
confirmed to the general partner that its resignation as auditors of the
entities referred to in its letter of resignation included its
resignation as auditors of Cronos Capital Corp. and the Registrant.
Following Arthur Andersen's resignation, the Parent Company subsequently
received notification from the Securities and Exchange Commission that
it was conducting a private investigation of the Parent Company
regarding the events and circumstances leading to Arthur Andersen's
resignation. The results of this investigation are still pending.
Accordingly, the Registrant does not, at this time, have sufficient
information to determine the impact, if any, that the Securities and
Exchange Commission investigation of the Parent Company and the concerns
expressed by Arthur Andersen in its letter of resignation may have on
the future operating results and financial condition of the Registrant
or the Leasing Company's ability to manage the Registrant's fleet in
subsequent periods. However, the general partner of the Registrant does
not believe, based upon the information currently available to it, that
Arthur Andersen's resignation was triggered by any concern over the
accounting policies and procedures followed by the Registrant.
Arthur Andersen's report on the financial statements of Cronos Capital
Corp. and the Registrant, for either of the previous two years, has not
contained an adverse opinion or a disclaimer of opinion, nor was any
such report qualified or modified as to uncertainty, audit scope, or
accounting principles. During the Registrant's previous two fiscal years
and the subsequent interim period preceding Arthur Andersen's
resignation, there have been no disagreements between Cronos Capital
Corp. or the Registrant and Arthur Andersen on any matter of accounting
principles or practices, financial statement disclosure, or auditing
scope or procedure.
The Registrant retained a new auditor, Moore Stephens, P.C. ("Moore
Stephens") on April 10, 1997, as reported in the Registrant's Current
Report on Form 8-K, filed April 14, 1997.
The President of the Leasing Company, a subsidiary of the Parent
Company, along with two marketing Vice Presidents, resigned in June
1997. These vacancies were filled by qualified, long-time employees who
average over 15 years of experience in the container leasing industry,
therefore providing continuity in the management of the Leasing Company.
The Registrant and general partner do not believe these changes will
have a material impact on the future operating results and financial
condition of the Registrant.
Cautionary Statement
This Quarterly Report on Form 10-Q contains statements relating to
future results of the Registrant, including certain projections and
business trends, that are "forward-looking statements" as defined in the
Private Securities Litigation Reform Act of 1995. Actual results may
differ materially from those projected as a result of certain risks and
uncertainties, including but not limited to changes in: economic
conditions; trade policies; demand for and market acceptance of leased
marine cargo containers; competitive utilization and per-diem rental
rate pressures; as well as other risks and uncertainties, including but
not limited to those described in the above discussion of the marine
container leasing business under Item 2., Management's Discussion and
Analysis of Financial Condition and Results of Operations; and those
detailed from time to time in the filings of Registrant with the
Securities and Exchange Commission.
12
<PAGE> 13
PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
<TABLE>
<CAPTION>
Exhibit
No. Description Method of Filing
------- ----------- ----------------
<S> <C> <C>
3(a) Limited Partnership Agreement of the Registrant, *
amended and restated as of December 2, 1991
3(b) Certificate of Limited Partnership of the Registrant **
10 Form of Leasing Agent Agreement with Cronos Containers ***
Limited
27 Financial Data Schedule Filed with this document
</TABLE>
(b) Reports on Form 8-K
No reports on Form 8-K were filed by the Registrant during the quarter
ended September 30, 1997..
- ----------
* Incorporated by reference to Exhibit "A" to the Prospectus of the
Registrant dated December 2, 1991, included as part of Registration
Statement on Form S-1 (No. 33-42697)
** Incorporated by reference to Exhibit 3.2 to the Registration Statement
on Form S-1 (No. 33-42697)
*** Incorporated by reference to Exhibit 10.2 to the Registration Statement
on Form S-1 (No. 33-42697)
13
<PAGE> 14
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.
IEA INCOME FUND XII, L.P.
By Cronos Capital Corp.
The General Partner
By /s/ JOHN KALLAS
------------------------------------
John Kallas
Vice President, Treasurer
Principal Finance & Accounting Officer
Date: November 10, 1997
14
<PAGE> 15
EXHIBIT INDEX
<TABLE>
<CAPTION>
Exhibit
No. Description Method of Filing
------- ----------- ----------------
<S> <C> <C>
3(a) Limited Partnership Agreement of the Registrant, *
amended and restated as of December 2, 1991
3(b) Certificate of Limited Partnership of the Registrant **
10 Form of Leasing Agent Agreement with Cronos Containers ***
Limited
27 Financial Data Schedule Filed with this document
</TABLE>
- ----------
* Incorporated by reference to Exhibit "A" to the Prospectus of the
Registrant dated December 2, 1991, included as part of Registration
Statement on Form S-1 (No. 33-42697)
** Incorporated by reference to Exhibit 3.2 to the Registration Statement
on Form S-1 (No. 33-42697)
*** Incorporated by reference to Exhibit 10.2 to the Registration Statement
on Form S-1 (No. 33-42697)
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE BALANCE
SHEET AT SEPTEMBER 30, 1997 (UNAUDITED) AND THE STATEMENT OF OPERATIONS FOR THE
QUARTERLY PERIOD ENDED SEPTEMBER 30, 1997 (UNAUDITED) AND IS QUALIFIED IN ITS
ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS INCLUDED AS PART OF ITS
QUARTERLY REPORT ON FORM 10-Q FOR THE PERIOD SEPTEMBER 30, 1997
</LEGEND>
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> SEP-30-1997
<CASH> 1,616,451
<SECURITIES> 0
<RECEIVABLES> 1,195,517
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 2,811,968
<PP&E> 63,301,457
<DEPRECIATION> 18,645,814
<TOTAL-ASSETS> 47,480,280
<CURRENT-LIABILITIES> 476,330
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 47,003,950
<TOTAL-LIABILITY-AND-EQUITY> 47,480,280
<SALES> 0
<TOTAL-REVENUES> 4,230,484
<CGS> 0
<TOTAL-COSTS> 2,976,765
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,353,048
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
