FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 1998
-------------------------------------------------------
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
0-23968
----------------------------
CNL Income Fund XIII, Ltd.
---------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Florida 59-3143094
(State of other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
400 E. South Street
Orlando, Florida 32801
(Address of principal executive offices) (Zip Code)
Registrant's telephone number
(including area code) (407) 650-1000
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Sections 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>
CONTENTS
Part I Page
Item 1. Financial Statements:
Condensed Balance Sheets 1
Condensed Statements of Income 2
Condensed Statements of Partners' Capital 3
Condensed Statements of Cash Flows 4
Notes to Condensed Financial Statements 5
Item 2. Management's Discussion and Analysis
of Financial Condition and
Results of Operations 6-10
Part II
Other Information 11
<PAGE>
CNL INCOME FUND XIII, LTD.
(A Florida Limited Partnership)
CONDENSED BALANCE SHEETS
<TABLE>
<CAPTION>
September 30, December 31,
1998 1997
----------------- ------------------
<S> <C>
ASSETS
Land and buildings on operating leases, less
accumulated depreciation of $2,008,739
and $1,697,320 $23,965,359 $22,788,618
Net investment in direct financing leases 6,359,594 7,910,470
Investment in joint ventures 2,453,391 2,457,810
Cash and cash equivalents 817,721 907,980
Receivables, less allowance for doubtful
accounts of $25,192 in 1998 19,822 23,946
Prepaid expenses 12,251 10,368
Organization costs, less accumulated
amortization of $10,000 and $9,422 -- 578
Accrued rental income 1,364,156 1,423,820
----------------- -----------------
$34,992,294 $35,523,590
================= =================
LIABILITIES AND PARTNERS' CAPITAL
Accounts payable $ 7,516 $ 7,671
Accrued real estate taxes payable 45,195 --
Distributions payable 850,002 850,002
Due to related parties 5,483 6,791
Rents paid in advance 5,571 5,570
----------------- -----------------
Total liabilities 913,767 870,034
Partners' capital 34,078,527 34,653,556
----------------- -----------------
$34,992,294 $35,523,590
================= =================
</TABLE>
See accompanying notes to financial statements.
1
<PAGE>
CNL INCOME FUND XIII, LTD.
(A Florida Limited Partnership)
CONDENSED STATEMENTS OF INCOME
<TABLE>
<CAPTION>
Quarter Ended Nine Months Ended
September 30, September 30,
1998 1997 1998 1997
------------ ------------- ------------ ------------
<S> <C>
Revenues:
Rental income from operating
leases $ 583,183 $ 645,571 $1,815,609 $1,855,547
Adjustments to accrued rental income 3,713 -- (307,405 ) --
Earned income from direct
financing leases 174,129 179,015 589,349 656,665
Contingent rental income 72,309 89,378 213,317 195,164
Interest and other income 8,081 17,913 41,267 39,198
------------ ------------- ------------ -----------
841,415 931,877 2,352,137 2,746,574
------------ ------------- ------------ -----------
Expenses:
General operating and
administrative 44,235 35,046 114,819 116,069
Professional services 5,089 4,520 19,724 16,533
Bad debt expense -- 123,862 -- 123,862
Management fees to related parties 8,472 8,340 26,246 25,596
Real estate taxes 67,472 -- 70,360 --
State and other taxes -- -- 16,184 18,301
Depreciation and amortization 115,760 98,418 312,173 295,683
------------ ------------- ------------ -----------
241,028 270,186 559,506 596,044
------------ ------------- ------------ -----------
Income Before Equity in Earnings
of Joint Ventures and Provision for
Loss on Land and Net Investment
in Direct Financing Lease 600,387 661,691 1,792,631 2,150,530
Equity in Earnings of Joint Ventures 60,864 39,217 182,346 109,720
Provision for Loss on Land and Net
Investment in Direct Financing Lease -- (7,336 ) -- (48,538 )
------------ ------------- ------------ -----------
Net Income $ 661,251 $ 693,572 $1,974,977 $2,211,712
============ ============= ============ ===========
Allocation of Net Income:
General partners $ 6,613 $ 6,977 $ 19,750 $ 22,443
Limited partners 654,638 686,595 1,955,227 2,189,269
------------ ------------- ------------ -----------
$ 661,251 $ 693,572 $1,974,977 $2,211,712
============ ============= ============ ===========
Net Income Per Limited Partner Unit $ 0.16 $ 0.17 $ .49 $ 0.55
============ ============= ============ ===========
Weighted Average Number of Limited
Partner Units Outstanding 4,000,000 4,000,000 4,000,000 4,000,000
============ ============= ============ ===========
</TABLE>
See accompanying notes to financial statements.
2
<PAGE>
CNL INCOME FUND XIII, LTD.
(A Florida Limited Partnership)
CONDENSED STATEMENTS OF PARTNERS' CAPITAL
<TABLE>
<CAPTION>
Nine Months Ended Year Ended
September 30, December 31,
1998 1997
---------------------------- ------------------
<S> <C>
General partners:
Beginning balance $ 137,207 $ 106,517
Net income 19,750 30,690
---------------- ---------------
156,957 137,207
---------------- ---------------
Limited partners:
Beginning balance 34,516,349 34,911,420
Net income 1,955,227 3,004,937
Distributions ($0.64 and
$0.85 per limited partner
unit, respectively) (2,550,006 ) (3,400,008 )
---------------- ---------------
33,921,570 34,516,349
---------------- ---------------
Total partners' capital $34,078,527 $34,653,556
================ ===============
</TABLE>
See accompanying notes to financial statements.
3
<PAGE>
CNL INCOME FUND XIII, LTD.
(A Florida Limited Partnership)
CONDENSED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
Nine Months Ended
September 30,
1998 1997
--------------- ---------------
<S> <C>
Increase (Decrease) in Cash and Cash
Equivalents:
Net Cash Provided by Operating Activities $ 2,459,747 $ 2,511,698
---------------- ---------------
Cash Flows from Investing Activities:
Investment in joint ventures -- (550,000 )
Decrease in restricted cash -- 550,000
Loan to tenant -- (196,980 )
---------------- ---------------
Net cash used in investing activities -- (196,980 )
---------------- ---------------
Cash Flows from Financing Activities:
Distributions to limited partners (2,550,006 ) (2,550,006 )
---------------- ---------------
Net cash used in financing
activities (2,550,006 ) (2,550,006 )
---------------- ---------------
Net Decrease in Cash and Cash Equivalents (90,259 ) (235,288 )
Cash and Cash Equivalents at Beginning
of Period 907,980 1,103,568
---------------- ---------------
Cash and Cash Equivalents at End of
Period $ 817,721 $ 868,280
================ ===============
Supplemental Schedule of Non-Cash Investing
and Financing Activities
Net investment in direct financing
leases reclassified to land and
buildings on operating leases as a
result of lease termination $ 1,488,160 $ --
================ ===============
Distributions declared and unpaid at end of
period $ 850,002 $ 850,002
================ ===============
</TABLE>
See accompanying notes to financial statements.
4
<PAGE>
CNL INCOME FUND XIII, LTD.
(A Florida Limited Partnership)
NOTES TO CONDENSED FINANCIAL STATEMENTS
Quarters and Nine Months Ended September 30, 1998 and 1997
1. Basis of Presentation:
The accompanying unaudited condensed financial statements have been
prepared in accordance with the instructions to Form 10-Q and do not
include all of the information and note disclosures required by
generally accepted accounting principles. The financial statements
reflect all adjustments, consisting of normal recurring adjustments,
which are, in the opinion of management, necessary to a fair statement
of the results for the interim periods presented. Operating results for
the quarter and nine months ended September 30, 1998, may not be
indicative of the results that may be expected for the year ending
December 31, 1998. Amounts as of December 31, 1997, included in the
financial statements, have been derived from audited financial
statements as of that date.
These unaudited financial statements should be read in conjunction with
the financial statements and notes thereto included in Form 10-K of CNL
Income Fund XIII, Ltd. (the "Partnership") for the year ended December
31, 1997.
In May 1998, the Financial Accounting Standards Board reached a
consensus in EITF 98-9, entitled "Accounting for Contingent Rent in the
Interim Financial Periods." Adoption of this consensus did not have a
material effect on the Partnership's financial position or results of
operations.
2. Net Investment in Direct Financing Leases:
During the nine months ended September 30, 1998, three of the
Partnership's leases with Long John Silver's, Inc. were rejected in
connection with the tenant filing for bankruptcy. As a result, the
Partnership reclassified these assets from net investment in direct
financing leases to land and buildings on operating leases. In
accordance with Statement of Financial Accounting Standards #13,
"Accounting for Leases," the Partnership recorded the reclassified
assets at the lower of original cost, present fair value, or present
carrying value. No loss on termination of direct financing leases was
recorded for financial reporting purposes.
5
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
CNL Income Fund XIII, Ltd. (the "Partnership") is a Florida limited
partnership that was organized on September 25, 1992, to acquire for cash,
either directly or through joint venture arrangements, both newly constructed
and existing restaurants, as well as properties upon which restaurants were to
be constructed (the "Properties"), which are leased primarily to operators of
national and regional fast-food and family-style restaurant chains. The leases
are triple-net leases, with the lessees generally responsible for all repairs
and maintenance, property taxes, insurance and utilities. As of September 30,
1998, the Partnership owned 47 Properties which included two Properties owned by
joint ventures in which the Partnership is a co-venturer and three Properties
owned with affiliates as tenants-in-common.
Liquidity and Capital Resources
The Partnership's primary source of capital for the nine months ended
September 30, 1998 and 1997, was cash from operations (which includes cash
received from tenants, distributions from joint ventures, and interest and other
income received, less cash paid for expenses). Cash from operations was
$2,459,747 and $2,511,698 for the nine months ended September 30, 1998 and 1997,
respectively. The decrease in cash from operations for the nine months ended
September 30, 1998, as compared to the nine months ended September 30, 1997, is
primarily a result of changes in income and expenses as described below in
"Results of Operations" and changes in the Partnership's working capital.
Currently, rental income from the Partnership's Properties is invested
in money market accounts or other short-term, highly liquid investments pending
the Partnership's use of such funds to pay Partnership expenses or to make
distributions to partners. At September 30, 1998, the Partnership had $817,721
invested in such short-term investments, as compared to $907,980 at December 31,
1997. The funds remaining at September 30, 1998, will be used towards the
payment of distributions and other liabilities.
Total liabilities of the Partnership, including distributions payable,
increased to $913,767 at September 30, 1998, from $870,034 at December 31, 1997,
primarily as a result of the Partnership accruing real estate taxes in
connection with certain Long John Silver's Properties, as described below in
"Results of Operations." Total liabilities at September 30, 1998, to the extent
that they exceed cash and cash equivalents at September 30, 1998, will be paid
from future cash from operations.
Based on current and future anticipated cash from operations, the
Partnership declared distributions to the limited partners of $2,550,006 for
each of the nine months ended September 30, 1998 and 1997 ($850,002 for each of
the quarters ended September 30, 1998 and 1997). This represents distributions
of $0.64 per unit for each applicable nine months ($0.21 per unit for each
applicable quarter). No distributions were made to the general partners for the
quarters and nine months ended September 30, 1998 and 1997. No amounts
distributed to the limited partners for the nine months ended September 30, 1998
and 1997, are required to be or have been treated by
6
<PAGE>
Liquidity and Capital Resource - Continued
the Partnership as a return of capital for purposes of calculating the limited
partners' return on their adjusted capital contribution. The Partnership intends
to continue to make distributions of cash available for distribution to the
limited partners on a quarterly basis.
The general partners have been informed by CNL American Properties
Fund, Inc. ("APF"), an affiliate of the general partners, that it intends to
significantly increase its asset base by proposing to acquire affiliates of the
general partners which have similar restaurant property portfolios, including
the Partnership. APF is a real estate investment trust whose primary business is
the ownership of restaurant properties leased on a long-term, "triple-net" basis
to operators of national and regional restaurant chains. Accordingly, the
general partners anticipate that APF will make an offer to acquire the
Partnership in exchange for securities of APF. The general partners have
recently retained financial and legal advisors to assist them in evaluating and
negotiating any offer that may be proposed by APF. However, at this time, APF
has made no such offer. In the event that an offer is made, the general partners
will evaluate it and if the general partners believe that the offer is worth
pursuing, the general partners will promptly inform the limited partners. Any
agreement to sell the Partnership would be subject to the approval of the
limited partners in accordance with the terms of the partnership agreement.
The Partnership's investment strategy of acquiring Properties for cash
and leasing them under triple-net leases to operators who meet specified
financial standards minimizes the Partnership's operating expenses. The general
partners believe that the leases will continue to generate cash flow in excess
of operating expenses.
The general partners have the right, but not the obligation, to make
additional capital contributions if they deem it appropriate in connection with
the operations of the Partnership.
Results of Operations
During the nine months ended September 30, 1997, the Partnership owned
and leased 43 wholly owned Properties (including one Property in Orlando,
Florida, which was sold in October 1997) and during the nine months ended
September 30, 1998, the Partnership owned and leased 42 wholly owned Properties
to operators of fast-food and family-style restaurant chains. In connection
therewith, during the nine months ended September 30, 1998 and 1997, the
Partnership earned $2,097,553 and $2,512,212, respectively, in rental income
from operating leases (net of adjustments to accrued rental income) and earned
income from direct financing leases for these Properties, $761,025 and $824,586
of which was earned during the quarters ended September 30, 1998 and 1997,
respectively. Rental and earned income decreased by approximately $100,100 and
$101,400, respectively, during the quarter and nine months ended September 30,
1998, as compared to the quarter and nine months ended September 30, 1997,
primarily due to the fact that in June 1998, Long John Silver's, Inc., the
tenant of three Properties, filed for bankruptcy and rejected the leases
relating to these Properties. As a result, during the nine months ended
September 30, 1998, the Partnership wrote off approximately $307,400 of accrued
rental income (non-cash accounting adjustment relating to the straight-lining of
future scheduled rent increases over the lease term in accordance with generally
7
<PAGE>
Results of Operations - Continued
accepted accounting principles). In October 1998, the Partnership re-leased one
of these Properties to a new tenant for which rent will commence in December
1998. The general partners are currently seeking either new tenants or
purchasers for the two remaining Properties. The Partnership will not recognize
any rental and earned income from the two remaining Properties until new tenants
for these Properties are located or until the Properties are sold and the
proceeds from such sales are reinvested in additional Properties.
During the nine months ended September 30, 1997, the Partnership also
owned and leased two Properties indirectly through joint venture arrangements
and two Properties with affiliates of the general partners as tenants-in-common.
During the nine months ended September 30, 1998, the Partnership owned and
leased three Properties as tenants-in-common with affiliates of the general
partners and two Properties indirectly through joint venture arrangements. In
connection therewith, during the nine months ended September 30, 1998 and 1997,
the Partnership earned $182,346 and $109,720, respectively, attributable to the
net income earned by these joint ventures, $60,864 and $39,217 of which was
earned during the quarters ended September 30, 1998 and 1997, respectively. The
increase in net income earned by these joint ventures during the quarter and
nine months ended September 30, 1998, as compared to the quarter and nine months
ended September 30, 1997, is primarily attributable to the fact that in December
1997, the Partnership reinvested the net sales proceeds it received from the
sale, in October 1997, of the Property in Orlando, Florida, in a Property
located in Miami, Florida, with affiliates of the general partners as
tenants-in-common.
Operating expenses, including depreciation and amortization expense,
were $559,506 and $596,044 for the nine months ended September 30, 1998 and
1997, respectively, of which $241,028 and $270,186 were incurred for the
quarters ended September 30, 1998 and 1997, respectively. The decrease in
operating expenses during the quarter and nine months ended September 30, 1998,
as compared to the quarter and nine months ended September 30, 1997, is
partially attributable to the fact that during the quarter and nine months ended
September 30, 1997, the Partnership recorded bad debt expense of approximately
$54,800 for rental and other amounts, relating to the Denny's Property in
Orlando, Florida, due to financial difficulties the tenant was experiencing. The
Property was sold in October 1997, and in anticipation of the October sale, the
Partnership wrote off as bad debt expense approximately $69,100 of amounts
previously advanced during the nine months ended September 30, 1997.
The decrease in operating expenses during the quarter and nine months
ended September 30, 1998, as compared to the quarter and nine months ended
September 30, 1997, is partially offset by the fact that the Partnership accrued
insurance and real estate taxes as a result of Long John Silver's, Inc. filing
for bankruptcy and rejecting the leases relating to three Properties, in June
1998. The Partnership will continue to incur certain expenses, such as real
estate taxes, insurance, and maintenance relating to these Properties until new
tenants or purchasers are located. The Partnership is currently seeking either
new tenants or purchasers for these Properties. In addition, the decrease in
operating expenses during the quarter and nine months ended September 30, 1998,
is partially offset by an increase in depreciation expense due to the
8
<PAGE>
Results of Operations - Continued
fact that during the quarter and nine months ended September 30, 1998, the
Partnership reclassified the assets from direct financing leases to operating
leases, in accordance with Statement of Financial Accounting Standards #13,
"Accounting for Leases," which requires the Partnership to record the
reclassified leases at the lower of original cost, present fair value or present
carrying value.
During the quarter and nine months ended September 30, 1997, the
Partnership established an allowance for loss on land and net investment in the
direct financing lease in the amount of $7,336 and $48,538, respectively, for
financial reporting purposes for the Property in Orlando, Florida. The total
allowance for the Property represented the difference between (i) the sum of the
Property's land carrying value and the carrying value of the net investment in
the direct financing lease at September 30, 1997 and (ii) the net realizable
value of $932,849 received as net sales proceeds received in conjunction with
the sale of the Property in October 1997.
In May 1998, the Financial Accounting Standards Board reached a
consensus in EITF 98-9, entitled "Accounting for Contingent Rent in the Interim
Financial Period." Adoption of this consensus did not have a material effect on
the Partnership's financial position or results of operations.
The Year 2000 problem is the result of information technology systems
and embedded systems (products which are made with microprocessor (computer)
chips such as HVAC systems, physical security systems and elevators) using a
two-digit format, as opposed to four digits, to indicate the year. Such
information technology and embedded systems may be unable to properly recognize
and process date-sensitive information beginning January 1, 2000.
The Partnership does not have any information technology systems.
Affiliates of the general partners provide all services requiring the use of
information technology systems pursuant to a management agreement with the
Partnership. The maintenance of embedded systems, if any, at the Partnership's
properties is the responsibility of the tenants of the properties in accordance
with the terms of the Partnership's leases. The general partners and affiliates
have established a team dedicated to reviewing the internal information
technology systems used in the operation of the Partnership, and the information
technology and embedded systems and the Year 2000 compliance plans of the
Partnership's tenants, significant suppliers, financial institutions and
transfer agent.
The information technology infrastructure of the affiliates of the
general partners consists of a network of personal computers and servers that
were obtained from major suppliers. The affiliates utilize various
administrative and financial software applications on that infrastructure to
perform the business functions of the Partnership. The inability of the general
partners and affiliates to identify and timely correct material Year 2000
deficiencies in the software and/or infrastructure could result in an
interruption in, or failure of, certain of the Partnership's business activities
or operations. Accordingly, the general partners and affiliates have requested
and are evaluating documentation from the suppliers of the affiliates regarding
the Year 2000 compliance
9
<PAGE>
Results of Operations - Continued
of their products that are used in the business activities or operations of the
Partnership. The costs expected to be incurred by the general partners and
affiliates to become Year 2000 compliant will be incurred by the general
partners and affiliates; therefore, these costs will have no impact on the
Partnership's financial position or results of operations.
The Partnership has material third party relationships with its
tenants, financial institutions and transfer agent. The Partnership depends on
its tenants for rents and cash flows, its financial institutions for
availability of cash and its transfer agent to maintain and track investor
information. If any of these third parties are unable to meet their obligations
to the Partnership because of the Year 2000 deficiencies, such a failure may
have a material impact on the Partnership. Accordingly, the general partners
have requested and are evaluating documentation from the Partnership's tenants,
financial institutions, and transfer agent relating to their Year 2000
compliance plans. At this time, the general partners have not yet received
sufficient certifications to be assured that the tenants, financial
institutions, and transfer agent have fully considered and mitigated any
potential material impact of the Year 2000 deficiencies. Therefore, the general
partners do not, at this time, know of the potential costs to the Partnership of
any adverse impact or effect of any Year 2000 deficiencies by these third
parties.
The general partners currently expect that all year 2000 compliance
testing and any necessary remedial measures on the information technology
systems used in the business activities and operations of the Partnership will
be completed prior to June 30, 1999. Based on the progress the general partners
and affiliates have made in identifying and addressing the Partnership's Year
2000 issues and the plan and timeline to complete the compliance program, the
general partners do not foresee significant risks associated with the
Partnership's Year 2000 compliance at this time. Because the general partners
and affiliates are still evaluating the status of the systems used in business
activities and operations of the Partnership and the systems of the third
parties with which the Partnership conducts its business, the general partners
have not yet developed a comprehensive contingency plan and are unable to
identify "the most reasonably likely worst case scenario" at this time. As the
general partners identify significant risks related to the Partnership's Year
2000 compliance or if the Partnership's Year 2000 compliance program's progress
deviates substantially from the anticipated timeline, the general partners will
develop appropriate contingency plans.
10
<PAGE>
PART II. OTHER INFORMATION
Item 1. Legal Proceedings. Inapplicable.
Item 2. Changes in Securities. Inapplicable.
Item 3. Defaults upon Senior Securities. Inapplicable.
Item 4. Submission of Matters to a Vote of Security Holders.
Inapplicable.
Item 5. Other Information. Inapplicable.
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits - None.
(b) No reports on Form 8-K were filed during the quarter ended
September 30, 1998.
11
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the registrant has duly caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.
DATED this 11th day of November, 1998.
CNL INCOME FUND XIII, LTD.
By: CNL REALTY CORPORATION
General Partner
By: /s/ James M. Seneff, Jr.
-----------------------------
JAMES M. SENEFF, JR.
Chief Executive Officer
(Principal Executive Officer)
By: /s/ Robert A. Bourne
-----------------------------
ROBERT A. BOURNE
President and Treasurer
(Principal Financial and
Accounting Officer)
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the balance
sheet of CNL Income Fund XIII, Ltd. at September 30, 1998, and its statement of
income for the nine months then ended and is qualified in its entirety by
reference to the Form 10Q of CNL Income Fund XIII, Ltd. for the nine months
ended September 30, 1998.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> SEP-30-1998
<CASH> 817,721
<SECURITIES> 0
<RECEIVABLES> 45,014
<ALLOWANCES> 25,192
<INVENTORY> 0
<CURRENT-ASSETS> 0<F1>
<PP&E> 25,974,098
<DEPRECIATION> 2,008,739
<TOTAL-ASSETS> 34,992,294
<CURRENT-LIABILITIES> 0<F1>
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 34,078,527
<TOTAL-LIABILITY-AND-EQUITY> 34,992,294
<SALES> 0
<TOTAL-REVENUES> 2,352,137
<CGS> 0
<TOTAL-COSTS> 559,506
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 1,974,977
<INCOME-TAX> 0
<INCOME-CONTINUING> 1,974,977
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 1,974,977
<NET-INCOME> 0
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
<FN>
<F1>Due to the nature of its industry, CNL Income Fund XIII, Ltd. has an
unclassified balance sheet; therefore, no values are shown above for current
assets and current liabilities.
</FN>
</TABLE>
