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, 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 0-27912
ICON Cash Flow Partners, L.P., Series E
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 13-3635208
- --------------------------------------------------------------------------------
(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 E
(A Delaware Limited Partnership)
Consolidated Balance Sheets
(unaudited)
March 31, December 31,
1998 1997
Assets
Cash ......................................... $ 11,222,622 $ 9,460,337
------------ ------------
Investment in finance leases
Minimum rents receivable .................. 22,789,580 21,979,203
Estimated unguaranteed residual values .... 7,137,211 7,380,296
Initial direct costs ...................... 57,915 225,158
Unearned income ........................... (4,496,348) (3,811,419)
Allowance for doubtful accounts ........... (682,595) (553,114)
------------ ------------
24,805,763 25,220,124
Investment in operating leases
Equipment at cost ......................... 20,707,984 20,707,984
Accumulated depreciation .................. (2,969,565) (2,864,469)
------------ ------------
17,738,419 17,843,515
Investment in financings
Receivables due in installments ........... 13,931,263 13,732,305
Initial direct costs ...................... 962 1,117
Unearned income ........................... (2,726,375) (2,563,681)
Allowance for doubtful accounts ........... (207,573) (102,532)
------------ ------------
10,998,277 11,067,209
Equity investment in joint ventures .......... 1,497,485 1,556,123
------------ ------------
Accounts receivable from affiliates, net ..... -- 7,104
Other assets ................................. 685,970 1,762,605
------------ ------------
Total assets ................................. $ 66,948,536 $ 66,917,017
============ ============
(continued on next page)
<PAGE>
ICON Cash Flow Partners, L.P., Series E
(A Delaware Limited Partnership)
Consolidated Balance Sheets (Continued)
(unaudited)
<TABLE>
March 31, December 31,
1998 1997
Liabilities and Partners' Equity
<S> <C> <C>
Note payable - warehouse facility ......................... $ 21,373,486 $ 16,100,870
Notes payable - non-recourse .............................. 19,418,353 25,172,064
Security deposits and deferred credits .................... 2,133,494 675,412
Minority interest in joint venture ........................ 980,385 854,129
Accounts payable to General Partner and affiliates ........ 714,068 --
Accounts payable - other .................................. 374,570 424,848
------------ ------------
44,994,356 43,227,323
Commitments and Contingencies
Partners' equity (deficiency)
General Partner ........................................ (300,575) (283,244)
Limited partners (608,346 and 608,446 units outstanding,
$100 per unit original issue price in 1998 and 1997,
respectively) ........................................ 22,254,755 23,972,938
------------ ------------
Total partners' equity .................................... 21,954,180 23,689,694
------------ ------------
Total liabilities and partners' equity .................... $ 66,948,536 $ 66,917,017
============ ============
</TABLE>
See accompanying notes to consolidated financial statements.
<PAGE>
ICON Cash Flow Partners, L.P., Series E
(A Delaware Limited Partnership)
Consolidated Statements of Operations
For the Three Months Ended March 31,
(unaudited)
1998 1997
---- ----
Revenues
Finance income ............................... $1,378,016 $1,114,831
Rental income ................................ 585,738 677,193
Net gain on sales or remarketing
of equipment ............................... 270,346 214,999
Interest income and other .................... 134,100 203,882
Income from equity investment
in joint ventures .......................... 118,279 4,095
---------- ----------
Total revenues ............................... 2,486,479 2,215,000
---------- ----------
Expenses
Interest ..................................... 1,019,133 529,838
Management fees - General Partner ............ 432,694 268,478
Administrative expense reimbursements
- General Partner ............................ 208,970 137,832
Provision for bad debts ...................... 200,000 --
Amortization of initial direct costs ......... 173,973 253,389
Depreciation ................................. 105,096 265,428
General and administrative ................... 90,139 112,324
Minority interest in joint venture ........... 30,795 4,076
---------- ----------
Total expenses ............................... 2,260,800 1,571,365
---------- ----------
Net income ..................................... $ 225,679 $ 643,635
========== ==========
Net income allocable to:
Limited partners ............................. $ 223,422 $ 637,199
General Partner .............................. 2,257 6,436
---------- ----------
$ 225,679 $ 643,635
========== ==========
Weighted average number of limited
partnership units outstanding ................ 608,381 609,380
========== ==========
Net income per weighted average
limited partnership unit ..................... $ .37 $ 1.05
========== ==========
See accompanying notes to consolidated financial statements.
<PAGE>
ICON Cash Flow Partners, L.P., Series E
(A Delaware Limited Partnership)
Consolidated Statements of Changes in Partners' Equity
For the Three Months Ended March 31, 1998 and the
Years Ended December 31, 1997, 1996 and 1995
<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 $ 41,185,614 $ (109,751) $ 41,075,863
Cash distributions
to partners $ 10.17 $ 2.58 (7,773,082) (78,512) (7,851,594)
Limited partnership
units redeemed
(45 units) (2,370) - (2,370)
Net income 1,569,944 15,858 1,585,802
------------ ----------- ------------
Balance at
December 31, 1995 34,980,106 (172,405) 34,807,701
Cash distribution
to partners $ 9.11 $ 3.64 (7,771,164) (78,496) (7,849,660)
Limited partnership
units redeemed
(193 units) (8,960) -
(8,960)
Net income 2,221,444 22,439 2,243,883
------------ ----------- ------------
Balance at
December 31, 1996 29,421,426 (228,462) 29,192,964
Cash distribution
to partners $ 8.90 $ 3.85 (7,768,316) (78,468) (7,846,784)
Limited partnership
units redeemed
(1,000 units) (25,071) -
(25,071)
Net income 2,344,899 23,686 2,368,585
------------ ----------- ------------
Balance at
December 31, 1997 23,972,938 (283,244) 23,689,694
</TABLE>
<PAGE>
ICON Cash Flow Partners, L.P., Series E
(A Delaware Limited Partnership)
Consolidated Statements of Changes in Partners' Equity
For the Three Months Ended March 31, 1998 and the
Years Ended December 31, 1997, 1996 and 1995
<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 2.82 .37 (1,939,210) (19,588) (1,958,798)
Limited partnership
units redeemed
(100 units) (2,395) - (2,395)
Net income 223,422 2,257 225,679
------------ ----------- ------------
Balance at
March 31, 1998 $ 22,254,755 $ (300,575) $ 21,954,180
============ =========== ============
</TABLE>
See accompanying notes to consolidated financial statements.
<PAGE>
ICON Cash Flow Partners, L.P., Series E
(A Delaware Limited Partnership)
Consolidated Statements of Cash Flows
For the Three Months Ended March 31,
(unaudited)
<TABLE>
1998 1997
---- ----
Cash flows from operating activities:
<S> <C> <C>
Net income ........................................... $ 225,679 $ 643,635
----------- -----------
Adjustments to reconcile net income to
net cash provided by operating activities:
Collection of principal - non-financed receivables . 1,499,436 2,848,199
Interest expense on non-recourse financing paid
directly by lessees .............................. 680,822 178,390
Finance income portion of receivables
paid directly to lenders by lessees .............. (672,402) (359,116)
Rental income-assigned operating lease receivables . (585,738) (677,193)
Net gain on sales or remarketing of equipment ...... (270,346) (214,999)
Income from equity investment in joint ventures .... (118,279) (4,095)
Distribution from investments in joint ventures .... 176,917 --
Amortization of initial direct costs ............... 173,973 253,389
Depreciation ....................................... 105,096 265,428
Allowance for doubtful accounts .................... 234,522 50,966
Interest expense accrued on debt ................... -- 69,011
Change in operating assets and liabilities:
Security deposits and deferred credits ........... 1,458,082 (257,748)
Accounts payable to General Partner and affiliates 714,068 (106,642)
Minority interest in joint venture ............... 126,256 3,478
Accounts payable - other ......................... (50,278) (105,562)
Other assets ..................................... 1,078,415 10,826
Other, net ....................................... (16,880) 396,983
----------- -----------
Total adjustments .............................. 4,533,664 2,351,315
----------- -----------
Net cash provided by operating activities .......... 4,759,343 2,994,950
----------- -----------
Cash flows from investing activities:
Equipment and receivables purchased .................. (6,889,067) (3,278,980)
Proceeds from sales of equipment ..................... 580,586 9,256,632
----------- -----------
Net cash provided by (used in) investing activities (6,308,481) 5,977,652
----------- -----------
</TABLE>
(continued on next page)
<PAGE>
ICON Cash Flow Partners, L.P., Series E
(A Delaware Limited Partnership)
Consolidated Statements of Cash Flows (continued)
For the Three Months Ended March 31,
(unaudited)
<TABLE>
1998 1997
Cash flows from financing activities:
<S> <C> <C>
Proceeds from warehouse line of credit .............. 6,257,067 --
Principal payments on warehouse line of credit ...... (984,451) --
Cash distributions to partners ...................... (1,958,798) (1,962,018)
Redemption of limited partnership units ............. (2,395) (7,238)
Loan to an affiliate ................................ -- (7,780,328)
Principal payments received on affiliate note ....... -- 1,000,000
Proceeds from revolving credit facility ............. -- 4,400,000
Principal payments on revolving credit facility ..... -- (275,243)
------------ ------------
Net cash provided by (used in) financing activities 3,311,423 (4,624,827)
------------ ------------
Net increase in cash .................................. 1,762,285 4,347,775
Cash at beginning of period ........................... 9,460,337 1,203,626
------------ ------------
Cash at end of period ................................. $ 11,222,622 $ 5,551,401
============ ============
</TABLE>
See accompanying notes to consolidated financial statements.
<PAGE>
ICON Cash Flow Partners, L.P., Series E
(A Delaware Limited Partnership)
Statement of Cash Flows (continued)
Supplemental Disclosures of Cash Flow Information
During the three months ended March 31, 1998 and 1997, non-cash activities
included the following:
<TABLE>
1998 1997
---- ----
Principal and interest on direct finance receivables
<S> <C> <C>
paid directly to lenders by lessees .............. $ 5,829,392 $ 2,183,214
Rental income assigned operating lease receivable .. 585,738 677,193
Principal and interest on non-recourse financing
paid directly by lessees ......................... (6,415,130) (2,860,407)
----------- -----------
$ -- $ --
=========== ===========
</TABLE>
Interest expense of $1,019,133 and $529,838 for the three months ended March
31, 1998 and 1997 consisted of: interest expense on non-recourse financing
accrued or paid directly to lenders by lessees of $661,419 and $225,710,
respectively, interest expense on warehouse line of credit of $338,311 and $0,
respectively, and other interest of $19,403 and $304,128, respectively.
<PAGE>
ICON Cash Flow Partners, L.P., Series E
(A Delaware Limited Partnership)
Notes to Consolidated Financial Statements
March 31, 1998
(unaudited)
1. Basis of Presentation
The consolidated financial statements of ICON Cash Flow Partners, L.P.,
Series E (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. Disposition Period
The Partnership's Reinvestment Period will end on July 31, 1998. The
Disposition Period will begin on August 1, 1998 and is expected to continue
through February 1, 2001. During the Disposition Period the Partnership will
distribute substantially all distributable cash from operations and sales to the
partners and begin the orderly termination of its operations and affairs. The
Partnership will not reinvest in any leased equipment during the Disposition
Period.
3. Redemption of Limited Partnership Units
The General Partner consented to the Partnership redeeming 100 limited
partnership units during the three months ended March 31, 1998. The redemption
amount was calculated following the specified redemption formula as per the
Partnership agreement. Redeemed units have no voting rights and do not share in
distributions. The Partnership agreement limits the number of units which can be
redeemed in any one year and redeemed units may not be reissued. Redeemed
limited partnership units are accounted for as a reduction from partners equity.
4. Investment in Joint Ventures
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.
<PAGE>
ICON Cash Flow Partners, L.P., Series E
(A Delaware Limited Partnership)
Notes to Consolidated Financial Statements - Continued
ICON Cash Flow L.L.C. I
In September 1994 the Partnership and an affiliate, ICON Cash Flow Partners
L.P. Six ("L.P. Six"), formed a joint venture, ICON Cash Flow Partners, L.L.C. I
("ICON Cash Flow LLC I"), for the purpose of acquiring and managing an aircraft
which was on lease to Alaska Airlines, Inc. The Partnership and L.P. Six
contributed 99% and 1% of the cash required for such acquisition, respectively,
to ICON Cash Flow LLC I.
ICON Cash Flow L.L.C. II
In March 1995 the Partnership and an affiliate, L.P. Six, formed ICON Cash
Flow Partners L.L.C. II, ("ICON Cash Flow LLC II"), for the purpose of acquiring
and managing an aircraft which was on lease to Alaska Airlines, Inc. The
Partnership and L.P. Six contributed 1% and 99% of the cash required for such
acquisition, respectively, to ICON Cash Flow LLC II.
Information as to the financial position and results of operations of ICON
LLC II at March 31, 1998 is summarized below:
March 31, 1998
Assets $ 16,710,755
============
Liabilities $ 11,826,348
============
Equity $ 4,884,407
============
Three Months Ended
March 31, 1998
Net income $ 168,523
============
ICON Cash Flow L.L.C. III
In December 1996 the Partnership and an affiliate, ICON Cash Flow Partners,
L.P. Seven ("L.P. Seven"), formed ICON Cash Flow Partners L.L.C. III ("ICON Cash
Flow LLC III"), for the purpose of acquiring and managing an aircraft currently
on lease to Continental Airlines, Inc. The Partnership and L.P. Seven
contributed 1% and 99% of the cash required for such acquisition, respectively,
to ICON Cash Flow LLC III.
<PAGE>
ICON Cash Flow Partners, L.P., Series E
(A Delaware Limited Partnership)
Notes to Consolidated Financial Statements - Continued
Information as to the financial position and results of operations of ICON LLC
III at March 31, 1998 is summarized below:
March 31, 1998
Assets $ 9,942,968
============
Liabilities $ 7,797,851
============
Equity $ 2,145,117
============
Three Months Ended
March 31, 1998
Net income $ 111,610
============
ICON Receivables 1997-A L.L.C.
In March 1997 three affiliates of the Partnership, ICON Cash Flow Partners,
L.P., Series D ("Series D"), L.P. Six and L.P. Seven (collectively the "1997-A
Members"), 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 new leases, managing existing contributed
assets and, eventually, securitizing its portfolio. On September 19, 1997 the
Partnership, L.P. Six and L.P. Seven contributed and assigned additional
equipment lease and finance receivables and residuals to 1997-A. The
Partnership, Series D, L.P. Six and L.P. Seven received a 31.19%, 17.81% 31.03%
and 19.97% interest, respectively, in 1997-A based on the present value of their
related contributions.
Information as to the financial position and results of operations of
1997-A at March 31, 1998 is summarized below:
March 31, 1998
Assets $ 48,132,853
=============
Liabilities $ 42,562,421
=============
Equity $ 5,570,432
=============
Three Months Ended
March 31, 1998
Net income $ 370,203
=============
<PAGE>
ICON Cash Flow Partners, L.P., Series E
(A Delaware Limited Partnership)
Notes to Consolidated Financial Statements - Continued
ICON Receivables 1997-B L.L.C.
In August 1997 the Partnership, L.P. Six and L.P. Seven (collectively, the
"1997-B Members") formed ICON Receivables 1997-B L.L.C. ("1997-B"), for the
purpose of originating lease transactions and ultimately securitizing its
portfolio.
5. Related Party Transactions
During the three months ended March 31, 1998 and 1997, the Partnership paid
or accrued to the General Partner management fees of $432,694 and $268,478,
respectively, and administrative expense reimbursements of $208,970 and
$137,832, respectively, which were charged to operations.
<PAGE>
ICON Cash Flow Partners, L.P., Series E
(A Delaware Limited Partnership)
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
The Partnership's portfolio consisted of a net investment in finance
leases, operating leases, financings, leveraged leases and an equity investment
in joint venture of 46%, 31%, 20% and 3% of total investments at March 31, 1998,
respectively, and 55%, 28%, 17% and less than 1% of total investments at March
31, 1997, respectively.
For the three months ended March 31, 1998 and 1997, the Partnership leased
or financed equipment with initial costs of $6,889,067 and $3,522,046,
respectively, to 86 and 59 lessees or equipment users, respectively. The
weighted average initial transaction term for 1998 and 1997 was 53 and 43
months, respectively.
The Partnership's Reinvestment Period will end on July 31, 1998. The
Disposition Period will begin on August 1, 1998 and is expected to continue
through February 1, 2001. During the Disposition Period the Partnership will
distribute substantially all distributable cash from operations and sales to the
partners and begin the orderly termination of its operations and affairs. The
Partnership will not reinvest in any leased equipment during the Disposition
Period.
Results of Operations for the Three Months Ended March 31, 1997 and 1996
Revenues for the three months ended March 31, 1998 were $2,486,479,
representing an increase of $271,479 or 12% from 1997. The increase in revenues
resulted primarily from an increase in finance income of $263,185 or 24%, an
increase in income from equity investment in joint venture of $114,176 or 28%
and an increase in net gain on sales or remarketing of equipment of $55,347 or
26%. These increases were partially offset by a decrease in rental income of
$91,455 or 14% and a decrease in interest income and other of $69,774 or 34%.
Finance income increased due to an increase in the average size of the finance
lease portfolio from 1997 to 1998. Income from equity investment in joint
venture increased due to the Partnership's additional investments in these
ventures. Rental income decreased as a result of the remarketing of the
underlying equipment during June 1997. Interest income and other decreased due
to the decrease in the average cash balance from 1997 to 1998 and a decrease in
late charges.
Expenses for the three months ended March 31, 1998 were $2,260,800,
representing an increase of $689,435 or 44% from 1997. The increase in expenses
resulted from an increase in interest expense of $489,295 or 92%, an increase in
provision for bad debt expense of $200,000, an increase in management fees of
$164,216 or 61%, an increase in administrative expense reimbursements of $71,138
or 52% and an increase in minority interest in joint ventures of $26,719. These
increases were partially offset by a decrease in depreciation expense of
$160,332 or 61%, a decrease in amortization of indirect costs of $89,153 or 34%
and a decrease in general and administrative expense of $12,448 or 12%. Interest
expense increased due to an increase in the average debt outstanding from 1997
to 1998. A provision for bad debts was required for the quarter ended March 31,
1998 as a result of an analysis of delinquency, an assessment of credit risk and
a review of historical loss experience. Management fees and administrative
expense reimbursements increased due to an increase in the average size of the
portfolio from 1997 to 1998. Minority interest in joint ventures increased due
to the increase in income related to its consolidated investments in joint
ventures. Depreciation expense decreased due to the June 1997 remarketing of the
operating lease, which resulted in a lengthier lease term and decreased monthly
depreciation. Amortization of indirect costs decreased due to a decrease in the
portfolio of leases which were subject to initial direct costs from 1997 to
1998. General and administrative expense decreased due primarily to a reduction
in legal expense and bank service fees from 1997 to 1998.
<PAGE>
ICON Cash Flow Partners, L.P., Series E
(A Delaware Limited Partnership)
March 31, 1997
Net income for the three months ended March 31, 1998 and 1997 was $225,679
and $643,635, respectively. The net income per weighted average limited
partnership unit was $.37 and $1.05 for 1998 and 1997, respectively.
Liquidity and Capital Resources
The Partnership's primary sources of funds for the three months ended March
31, 1998 and 1997 were net cash provided by operations of $4,759,343 and
$2,994,950, respectively, proceeds from sales of equipment of $580,586 and
$9,256,632, respectively, proceeds from the warehouse line of credit of
$6,257,067 and $0, respectively, and proceeds from the revolving credit facility
of $0 and $4,400,000, respectively. These funds were used to purchase equipment,
to fund cash distributions and to make payments on borrowings. The Partnership
intends to continue to purchase additional equipment through the end of the
Reinvestment Period and to fund cash distributions utilizing cash provided by
operations and proceeds from sales of equipment.
Cash distributions to the limited partners for the three months ended March
31, 1998 and 1997, which were paid monthly, totaled $1,939,210 and $1,942,398,
respectively, of which $223,422 and $637,199 was investment income and
$1,715,788 and $1,305,199 was a return of capital, respectively. The monthly
annualized cash distribution rate to limited partners for the three months ended
March 31, 1998 and 1997 was 12.75%, of which 1.47% and 4.18% was investment
income and 11.28% and 8.57% was a return of capital, respectively, calculated as
a percentage of each partners' initial capital contribution. The limited partner
distribution per weighted average unit outstanding for the three months ended
March 31, 1998 and 1997 was $3.19, of which $.37 and $1.05 was investment income
and $2.82 and $2.14 was a return of capital, respectively.
As of March 31, 1997, 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. During the Reinvestment Period, as cash is
realized from operations, sales of equipment and borrowings, the Partnership
will invest in equipment leases and financings 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 E
(A Delaware Limited Partnership)
PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
No reports or Form 8-K were filed by the Partnership during the quarter ended
March 31, 1998.
<PAGE>
ICON Cash Flow Partners, L.P., Series E
(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 E
File No. 33-44413 (Registrant)
By its General Partner,
ICON Capital Corp.
May 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> 0000881788
<NAME> ICON Cash Flow Partners, L.P., Series E
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> MAR-31-1998
<CASH> 11,222,622
<SECURITIES> 0
<RECEIVABLES> 36,921,743
<ALLOWANCES> 890,168
<INVENTORY> 14,480
<CURRENT-ASSETS> * 0
<PP&E> 20,707,984
<DEPRECIATION> 2,969,565
<TOTAL-ASSETS> 66,948,536
<CURRENT-LIABILITIES> ** 0
<BONDS> 40,791,839
0
0
<COMMON> 0
<OTHER-SE> 21,954,180
<TOTAL-LIABILITY-AND-EQUITY> 66,948,536
<SALES> 2,352,379
<TOTAL-REVENUES> 2,486,487
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 1,041,667
<LOSS-PROVISION> 200,000
<INTEREST-EXPENSE> 1,019,133
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 225,687
<EPS-PRIMARY> 0.37
<EPS-DILUTED> 0.37
<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>
