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 March 31, 2000
---------------------------------
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)
<TABLE>
<CAPTION>
Florida 59-3143094
- ------------------------------------------------------ ------------------------------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
<S> <C>
450 South Orange Avenue
Orlando, Florida 32801
- ------------------------------------------------------ ------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number
(including area code) (407) 540-2000
------------------------------------------------
</TABLE>
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
Condensed Statements of Income
Condensed Statements of Partners' Capital
Condensed Statements of Cash Flows
Notes to Condensed Financial Statements
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations
Item 3. Quantitative and Qualitative Disclosures About Market
Risk
Part II
Other Information
<PAGE>
CNL INCOME FUND XIII, LTD.
(A Florida Limited Partnership)
CONDENSED BALANCE SHEETS
<TABLE>
<CAPTION>
March 31, December 31,
2000 1999
<S> <C> ------------------- -------------------
ASSETS
Landand buildings on operating leases, less accumulated depreciation of
$2,487,322 and $2,383,986, respectively, and allowance for loss on
building of
$297,885 in 2000 and 1999 $ 22,059,490 $ 22,162,826
Net investment in direct financing leases 7,018,717 7,042,118
Investment in joint ventures 2,443,241 2,445,549
Cash and cash equivalents 964,790 945,802
Receivables, less allowance for doubtful
accounts of $26,232 in 2000 57,774 135,432
Prepaid expenses 8,712 15,963
Lease costs, less accumulated
amortization of $2,240 and $1,789, respectively 33,510 33,961
Accrued rental income 1,600,203 1,555,610
------------------- -------------------
$ 34,186,437 $ 34,337,261
=================== ===================
LIABILITIES AND PARTNERS' CAPITAL
Accounts payable $ 69,064 $ 144,227
Accrued construction costs 194,743 194,743
Escrowed real estate taxes payable 7,483 2,176
Distributions payable 850,002 850,002
Due to related parties 96,426 69,234
Rents paid in advance and deposits 102,220 46,319
------------------- -------------------
Total liabilities 1,319,938 1,306,701
Partners' capital 32,866,499 33,030,560
------------------- -------------------
$ 34,186,437 $ 34,337,261
=================== ===================
</TABLE>
<PAGE>
CNL INCOME FUND XIII, LTD.
(A Florida Limited Partnership)
CONDENSED STATEMENTS OF INCOME
<TABLE>
<CAPTION>
Quarter Ended
March 31,
2000 1999
<S> <C> --------------- --------------
Revenues:
Rental income from operating leases $ 610,520 $ 596,445
Earned income from direct financing leases 188,705 192,950
Contingent rental income 39,866 40,605
Interest and other income 29,543 6,768
--------------- --------------
868,634 836,768
--------------- --------------
Expenses:
General operating and administrative 45,072 41,519
Bad debt expense 2,584 --
Professional services 15,817 12,039
Management fees to related parties 8,772 8,596
Real estate taxes -- 8,340
State and other taxes 21,347 21,476
Depreciation and amortization 103,846 103,841
Transaction costs 43,483 33,181
--------------- --------------
240,921 228,992
--------------- --------------
Income Before Equity in Earnings of Joint Ventures 627,713 607,776
Equity in Earnings of Joint Ventures 58,228 60,227
--------------- --------------
--------------- --------------
Net Income $ 685,941 $ 668,003
=============== ==============
Allocation of Net Income:
General partners $ 6,859 $ 6,680
Limited partners 679,082 661,323
--------------- --------------
$ 685,941 $ 668,003
=============== ==============
Net Income Per Limited Partner Unit $ 0.17 $ 0.17
=============== ==============
Weighted Average Number of Limited Partner
Units Outstanding 4,000,000 4,000,000
=============== ==============
</TABLE>
<PAGE>
CNL INCOME FUND XIII, LTD.
(A Florida Limited Partnership)
CONDENSED STATEMENTS OF PARTNERS' CAPITAL
<TABLE>
<CAPTION>
Quarter Ended Year Ended
March 31, December 31,
2000 1999
------------------- ------------------
<S> <C>
General partners:
Beginning balance $ 191,934 $ 163,874
Net income 6,859 28,060
------------------- ------------------
198,793 191,934
------------------- ------------------
Limited partners:
Beginning balance 32,838,626 33,585,529
Net income 679,082 2,653,105
Distributions ($0.21 and $0.85 per
limited partner unit, respectively) (850,002 ) (3,400,008 )
------------------- ------------------
32,667,706 32,838,626
------------------- ------------------
Total partners' capital $ 32,866,499 $ 33,030,560
=================== ==================
</TABLE>
<PAGE>
CNL INCOME FUND XIII, LTD.
(A Florida Limited Partnership)
CONDENSED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
Quarter Ended
March 31,
2000 1999
--------------- --------------
<S> <C>
Increase (Decrease) in Cash and Cash Equivalents
Net Cash Provided by Operating Activities $ 868,990 $ 788,735
--------------- --------------
Cash Flows from Investing Activities:
Payment of lease costs -- (17,875 )
--------------- --------------
Net cash used in investing activities -- (17,875 )
--------------- --------------
Cash Flows from Financing Activities:
Distributions to limited partners (850,002 ) (850,002 )
--------------- --------------
Net cash used in financing activities (850,002 ) (850,002 )
--------------- --------------
Net Increase (Decrease) in Cash and Cash Equivalents 18,988 (79,142 )
Cash and Cash Equivalents at Beginning of Quarter 945,802 766,859
--------------- --------------
Cash and Cash Equivalents at End of Quarter $ 964,790 $ 687,717
=============== ==============
Supplemental Schedule of Non-Cash Financing
Activities:
Distributions declared and unpaid at end of
quarter $ 850,002 $ 850,002
=============== ==============
</TABLE>
<PAGE>
CNL INCOME FUND XIII, LTD.
(A Florida Limited Partnership)
NOTES TO CONDENSED FINANCIAL STATEMENTS
Quarters Ended March 31, 2000 and 1999
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 ended March 31, 2000, may not be indicative of the results
that may be expected for the year ending December 31, 2000. Amounts as
of December 31, 1999, 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, 1999.
2. Concentration of Credit Risk:
The following schedule presents total rental and earned income from
individual lessees, each representing more than ten percent of the
Partnership's total rental and earned income (including the
Partnership's share of total rental and earned income from joint
ventures and the properties held as tenants-in-common with affiliates
of the general partners) for at least one of the quarters ended March
31:
2000 1999
--------------- ---------------
Flagstar Enterprises, Inc. $161,328 $162,021
Golden Corral Corporation 133,417 130,435
Long John Silver's, Inc. 102,467 105,362
Checkers Drive-In Restaurants, Inc. 90,866 91,622
Foodmaker, Inc. N/A 113,223
<PAGE>
CNL INCOME FUND XIII, LTD.
(A Florida Limited Partnership)
NOTES TO CONDENSED FINANCIAL STATEMENTS
Quarters Ended March 31, 2000 and 1999
2. Concentration of Credit Risk-Continued:
In addition, the following schedule presents total rental and earned
income from individual restaurant chains, each representing more than
ten percent of the Partnership's total rental and earned income
(including the Partnership's share of total rental and earned income
from joint ventures and the properties held as tenants-in-common with
affiliates of the general partners) for at least one of the quarters
ended March 31:
2000 1999
--------------- ----------------
Hardee's $ 161,328 $ 162,021
Golden Corral Family
Steakhouse Restaurants
133,417 130,435
Long John Silver's 102,467 105,362
Burger King 101,595 100,140
Checkers Drive-In Restaurants 90,866 91,622
Jack in the Box N/A 113,223
The information denoted by N/A indicates that for each period
presented, the tenant or the chain did not represent more than ten
percent of the Partnership's total rental and earned income.
Although the Partnership's properties are geographically diverse
throughout the United States and the Partnership's lessees operate a
variety of restaurant concepts, default by any one of these lessees or
restaurant chains could significantly impact the results of operations
of the Partnership if the Partnership is not able to re-lease the
properties in a timely manner.
3. Termination of Merger:
On March 1, 2000, the general partners and CNL American Properties
Fund, Inc. ("APF") mutually agreed to terminate the Agreement and Plan
of Merger entered into in March 1999. The general partners are
continuing to evaluate strategic alternatives for the Partnership,
including alternatives to provide liquidity to the limited partners.
<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 generally triple-net leases, with the lessees generally responsible for all
repairs and maintenance, property taxes, insurance and utilities. As of March
31, 2000, the Partnership owned 46 Properties, which included interests in two
Properties owned by joint ventures in which the Partnership is a co-venturer and
three Properties owned with affiliates as tenants-in-common.
Capital Resources
The Partnership's primary source of capital for the quarters ended
March 31, 2000 and 1999 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 $868,990 and
$788,735 for the quarters ended March 31, 2000 and 1999, respectively. The
increase in cash from operations for the quarter ended March 31, 2000, as
compared to the quarter ended March 31, 1999, was primarily a result of changes
in the Partnership's working capital and changes in income and expenses as
described in "Results of Operations" below.
Currently, rental income from the Partnership's Properties is invested
in money market accounts or other short-term, highly liquid investments such as
demand deposit accounts at commercial banks, certificates of deposit, and money
market accounts with less than a 30-day maturity date, pending the Partnership's
use of such funds to pay Partnership expenses or to make distributions to the
partners. At March 31, 2000, the Partnership had $964,790 invested in such
short-term investments, as compared to $945,802 at December 31, 1999. The funds
remaining at March 31, 2000, after the payment of distributions and other
liabilities, will be used to meet the Partnership's working capital and other
needs.
Short-Term Liquidity
The Partnership's short-term liquidity requirements consist primarily
of the operating expenses of the Partnership.
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.
The Partnership generally distributes cash from operations remaining
after the payment of operating expenses of the Partnership, to the extent that
the general partners determine that such funds are available for distribution.
Based on current and future anticipated cash from operations, the Partnership
declared distributions to the limited partners of $850,002 for each of the
quarters ended March 31, 2000 and 1999. This represents distributions of $0.21
per unit for each applicable quarter. No distributions were made to the general
partners for the quarters ended March 31, 2000 and 1999. No amounts distributed
to the limited partners for the quarters ended March 31, 2000 and 1999 are
required to be or have been treated by the Partnership as a return of capital
for purposes of calculating the limited partners' return on their adjusted
capital contributions. The Partnership intends to continue to make distributions
of cash available for distribution to the limited partners on a quarterly basis.
Total liabilities of the Partnership, including distributions payable,
increased to $1,319,938 at March 31, 2000, from $1,306,701 at December 31, 1999,
primarily as a result of an increase in rents paid in advance at March 31, 2000.
Liabilities at March 31, 2000, to the extent they exceed cash and cash
equivalents at March 31, 2000, will be paid from future cash from operations, or
in the event the general partners elect to make capital contributions or loans,
from future general partner contributions or loans.
Long-Term Liquidity
The Partnership has no long-term debt or other long-term liquidity
requirements.
Results of Operations
During the quarter ended March 31, 1999, the Partnership owned and
leased 42 wholly owned Properties (which included one Property in Houston, Texas
which was sold in July 1999) and during the quarter ended March 31, 2000, the
Partnership owned and leased 41 wholly owned Properties to operators of
fast-food and family-style restaurant chains. In connection therewith, during
the quarters ended March 31, 2000 and 1999, the Partnership earned $799,225 and
$789,395, respectively, in rental income from operating leases and earned income
from direct financing leases from these Properties. In 1998, Long John Silver's,
Inc. filed for bankruptcy, rejected the leases relating to three of the eight
Properties it leased and ceased making rental payments on the three rejected
leases. During 1998, the Partnership re-leased two of these Properties to new
tenants, one of which rent commenced in 1998 and one of which rent commenced in
June 1999. In addition, in May 1999, the Partnership re-leased the remaining
vacant Property to a new tenant and renovated the Property into an Arby's
restaurant. As a result, rental and earned income increased during the quarter
ended March 31, 2000, as compared to the quarter ended March 31, 1999, by
approximately $51,800 due to the Partnership re-leasing two of these three
Properties to new tenants subsequent to March 31, 1999. In August 1999, Long
John Silver's, Inc. assumed and affirmed its five remaining leases with the
Partnership, and the Partnership has continued to receive rental payments
relating to these five leases. Rental and earned income also increased during
the quarter ended March 31, 2000, as compared to the quarter ended March 31,
1999, by approximately $7,600 due to the Partnership receiving bankruptcy
proceeds relating to the three rejected lease Properties, as described above,
during the quarter ended March 31, 2000.
The increase in rental and earned income during the quarter ended March
31, 2000, as compared to the quarter ended March 31, 1999, was partially offset
by a reduction in rental and earned income of approximately $24,600 as a result
of the sale of the Property in Houston, Texas, in July 1999. In addition rental
and earned income decreased by approximately $21,000 due to the fact that during
the quarter ended March 31, 2000, the Partnership increased its allowance for
doubtful accounts for past due rental amounts relating to several Properties in
accordance with Partnership's policy. No such allowance was recorded during the
quarter ended March 31, 1999. The general partners will continue to pursue
collection of past due rental amounts relating to these Properties and will
recognize such amounts as income if collected.
During the quarters ended March 31, 2000 and 1999, the Partnership also
owned and leased two Properties indirectly through joint venture arrangements
and three Properties with affiliates of the general partners as
tenants-in-common. In connection therewith, during the quarters ended March 31,
2000 and 1999, the Partnership earned $58,228 and $60,227, respectively,
attributable to the net income earned by these joint ventures.
During the quarter ended march 31, 2000, four of the Partnership's
lessees, Flagstar Enterprises, Inc., Long John Silver's, Inc., Golden Corral
Corporation, and Checkers Drive-In Restaurants each contributed more than ten
percent of the Partnership's total rental income (including the Partnership's
share of rental income from Properties owned by joint ventures and Properties
owned with affiliates of the general partners as tenants-in-common). It is
anticipated that based on the minimum rental payments required by the leases,
these four lessees will continue to contribute more than ten percent if the
Partnership's total rental and earned income during the remainder of 2000. In
addition, during the quarter ended March 31, 2000 five restaurant chains, Long
John Silver's, Hardee's, Golden Corral, Checkers, and Burger King, each
accounted for more than ten percent of the Partnership's total rental income
(including the Partnership's share of rental income from Properties owned by
joint ventures and Properties owned with affiliates as tenants-in-common). It is
anticipated that these five restaurant chains will continue to account for more
than ten percent of the total rental income under the terms of its leases. Any
failure of these lessees or Restaurant Chains could materially affect the
Partnership's income if the Partnership is not able to re-lease the Properties
in a timely manner.
Operating expenses, including depreciation and amortization expense,
were $240,921 and $228,992 for the quarters ended March 31, 2000 and 1999,
respectively. The increase in operating expenses during the quarter ended March
31, 2000, as compared to the quarter ended March 31, 1999 was primarily due to
the fact that the Partnership incurred $43,483 and $33,181, respectively in
transaction costs relating to the general partners retaining financial and legal
advisors to assist them in evaluating and negotiating the proposed merger with
CNL American Properties Fund, Inc. ("APF") due to the termination of the
proposed merger, as described below in "Termination of Merger."
Termination of Merger
On March 1, 2000, the general partners and APF mutually agreed to
terminate the Agreement and Plan of Merger entered into in March 1999. The
general partners are continuing to evaluate strategic alternatives for the
Partnership, including alternatives to provide liquidity to the limited
partners.
<PAGE>
Dismissal of Legal Action
As described in greater detail in Part II, Item 1 ("Legal
Proceedings"), in 1999 two groups of limited partners in several CNL Income
Funds filed purported class action suits against the general partners and APF
alleging, among other things, that the general partners had breached their
fiduciary duties in connection with the proposed Merger. These actions were
later consolidated into one action. On April 25, 2000, the judge in the
consolidated action issued a Stipulated Final Order of Dismissal of Consolidated
Action, dismissing the action without prejudice, with each party to bear its own
costs and attorneys' fees.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET
RISK.
Not applicable.
<PAGE>
PART II. OTHER INFORMATION
Item 1. Legal Proceedings.
On May 11, 1999, four limited partners in several CNL Income
Funds served a derivative and purported class action lawsuit
filed April 22, 1999 against the general partners and APF in
the Circuit Court of the Ninth Judicial Circuit of Orange
County, Florida, alleging that the general partners breached
their fiduciary duties and violated provisions of certain of
the CNL Income Fund partnership agreements in connection with
the proposed Merger. The plaintiffs are seeking unspecified
damages and equitable relief. On July 8, 1999, the plaintiffs
filed an amended complaint which, in addition to naming three
additional plaintiffs, includes allegations of aiding and
abetting and conspiring to breach fiduciary duties, negligence
and breach of duty of good faith against certain of the
defendants and seeks additional equitable relief. As amended,
the caption of the case is Jon Hale, Mary J. Hewitt, Charles
A. Hewitt, Gretchen M. Hewitt, Bernard J. Schulte, Edward M.
and Margaret Berol Trust, and Vicky Berol v. James M. Seneff,
Jr., Robert A. Bourne, CNL Realty Corporation, and CNL
American Properties Fund, Inc., Case No.
CIO-99-0003561.
On June 22, 1999, a limited partner of several CNL Income
Funds served a purported class action lawsuit filed April 29,
1999 against the general partners and APF, Ira Gaines,
individually and on behalf of a class of persons similarly
situated, v. CNL American Properties Fund, Inc., James M.
Seneff, Jr., Robert A. Bourne, CNL Realty Corporation, CNL
Fund Advisors, Inc., CNL Financial Corporation a/k/a CNL
Financial Corp., CNL Financial Services, Inc. and CNL Group,
Inc., Case No. CIO-99-3796, in the Circuit Court of the Ninth
Judicial Circuit of Orange County, Florida, alleging that the
general partners breached their fiduciary duties and that APF
aided and abetted their breach of fiduciary duties in
connection with the proposed Merger. The plaintiff is seeking
unspecified damages and equitable relief.
On September 23, 1999, Judge Lawrence Kirkwood entered an
order consolidating the two cases under the caption In re: CNL
Income Funds Litigation, Case No. 99-3561. Pursuant to this
order, the plaintiffs in these cases filed a consolidated and
amended complaint on November 8, 1999. On December 22, 1999,
the general partners and CNL Group, Inc. filed motions to
dismiss and motions to strike. On December 28, 1999, APF and
CNL Fund Advisors, Inc. filed motions to dismiss. On March 6,
2000, all of the defendants filed a Joint Notice of Filing
Form 8-K Reports and Suggestion of Mootness.
On April 25, 2000, Judge Kirkwood issued a Stipulated Final
Order of Dismissal of Consolidated Action, dismissing the
action without prejudice, with each party to bear its own
costs and attorneys' fees.
Item 2. Changes in Securities. Inapplicable.
Item 3. Default 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
3.1 Affidavit and Certificate of Limited Partnership of
CNL Income Fund XIII, Ltd. (Included as Exhibit 3.2
to Registration Statement No. 33-53672-01 on Form
S-11 and incorporated herein by reference.)
4.1 Affidavit and Certificate of Limited Partnership of
CNL Income Fund XIII, Ltd. (Included as Exhibit 3.2
to Registration Statement No. 33-53672-01 on Form
S-11 and incorporated herein by reference.)
4.2 Amended and Restated Agreement of Limited Partnership
of CNL Income Fund XIII, Ltd. (Included as Exhibit
4.2 to Form 10-K filed with the Securities and
Exchange Commission on March 31, 1994, incorporated
herein by reference.)
10.1 Management Agreement between CNL Income Fund XIII,
Ltd. and CNL Investment Company (Included as Exhibit
10.1 to Form 10-K filed with the Securities and
Exchange Commission on March 31, 1994, and
incorporated herein by reference.)
10.2 Assignment of Management Agreement from CNL
Investment Company to CNL Income Fund Advisors, Inc.
(Included as exhibit 10.2 to Form 10-K filed with the
Securities and Exchange Commission on March 30, 1995,
and incorporated herein by reference.)
10.3 Assignment of Management Agreement from CNL Income
Fund Advisors, Inc. to CNL Fund Advisors, Inc.
(Included as Exhibit 10.3 to Form 10-K filed with the
Securities and Exchange Commission on April 1, 1996,
and incorporated herein by reference.)
27 Financial Data schedule (Filed herewith.)
(b) A Current Report on Form 8-K dated February 23, 2000
was filed on March 1, 2000 describing the termination
of the proposed merger of the Partnership with and
into a subsidiary of CNL American Properties Fund,
Inc.
<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 10th day of May, 2000.
By: CNL INCOME FUND XIII, LTD.
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 March 31, 2000, and its statement
of income for the three months then ended and is qualified in its entirety by
reference to the Form 10-Q of CNL Income Fund XIII, Ltd. for the three months
ended March 31, 2000.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-START> JAN-01-2000
<PERIOD-END> MAR-31-2000
<CASH> 964,790
<SECURITIES> 0
<RECEIVABLES> 84,006
<ALLOWANCES> 26,232
<INVENTORY> 0
<CURRENT-ASSETS> 0<F1>
<PP&E> 24,546,812
<DEPRECIATION> 2,487,322
<TOTAL-ASSETS> 34,186,437
<CURRENT-LIABILITIES> 0<F1>
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 32,866,499
<TOTAL-LIABILITY-AND-EQUITY> 34,186,437
<SALES> 0
<TOTAL-REVENUES> 868,634
<CGS> 0
<TOTAL-COSTS> 238,337
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 2,584
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 685,941
<INCOME-TAX> 0
<INCOME-CONTINUING> 685,941
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 685,941
<EPS-BASIC> 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>
