SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
-----------------------------------
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
----------------------------------
Date of Report (Date of earliest event reported): September 17, 1997
CNL INCOME FUND XVIII, LTD.
(Exact Name of Registrant as Specified in Charter)
Florida 33-90998-01 59-3295394
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
400 East South Street, Suite 500 32801
Orlando, Florida (Zip Code)
(Address of principal executive offices)
Registrant's telephone number, including area code: (407) 422-1574
<PAGE>
ITEM 1. CHANGES IN CONTROL OF REGISTRANT.
Not applicable.
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
STATUS OF THE OFFERING
Pursuant to a registration statement on Form S-11 under the Securities
Act of 1933, as amended, effective August 11, 1995 (the "Registration
Statement"), CNL Income Fund XVII, Ltd. ("CNL XVII") and CNL Income Fund XVIII,
Ltd. ("CNL XVIII"), limited partnerships with the same general partners and
investment objectives, registered for sale an aggregate of $65,000,000 of units
of limited partnership interest (the "Units") (6,500,000 Units at $10 per Unit).
The first 3,000,000 Units ($30,000,000) were for CNL XVII, and the remaining
Units are for CNL XVIII. The offering of Units of CNL XVII terminated on
September 19, 1996, at which time subscriptions for an aggregate 3,000,000 Units
($30,000,000), including Units sold pursuant to the Reinvestment Plan, had been
received and 1,602 subscribers had been admitted as Limited Partners in
accordance with the Partnership Agreement of CNL XVII. Pursuant to the
registration statement, CNL XVIII's offering of Units could not commence until
the offering of Units of CNL XVII was terminated. CNL XVIII's offering
commenced on September 20, 1996. As of October 22, 1997, CNL XVIII had received
subscription proceeds of $29,805,669 (2,980,567 Units) from 1,388 Limited
Partners.
As stated in the Registration Statement, including the Prospectus which
constitutes a part thereof, as supplemented and amended, the proceeds of the
offering of Units are to be used to acquire restaurant properties to be leased
primarily to operators of national and regional fast-food, family-style, and
casual dining restaurant chains (the "Properties"), to pay expenses in
connection with the offering of Units and to pay partnership organizational
costs.
ACQUISITION OF PROPERTIES
From July 19, 1997 through October 22, 1997, CNL XVIII acquired two
Properties. The Properties are a Golden Corral Property (in Destin, Florida)
and a Ground Round Property (in Rochester, New York).
In connection with the purchase of each of these two Properties, CNL
XVIII, as lessor, entered into a long-term lease agreement with an unaffiliated
lessee. The leases are on a triple-net basis, with the lessee responsible for
all repairs and maintenance, property taxes, insurance and utilities. The
lessee also is required to pay for special assessments, sales and use taxes, and
the cost of any renovations permitted under the lease. Upon termination of the
lease, the lessee will surrender possession of the Property to CNL XVIII,
together with any improvements made to the Property during the term of the
lease. In addition, in connection with the purchase of the Property which is to
be constructed, CNL XVIII has entered into development and indemnification and
put agreements with the lessee.
The Property in Minnetonka, Minnesota, was originally acquired with the
intent to construct a Boston Market restaurant. The tenant has subsequently
decided not to develop on this location. CNL XVIII and the tenant are currently
in discussions regarding the disposition of the Property or development into a
different restaurant concept. If sold, any proceeds received from the sale of
the Property will be used by CNL XVIII to acquire an additional Property.
The following table sets forth the location of the two Properties
consisting of land and building, acquired by CNL XVIII from July 19, 1997
through October 22, 1997, a description of the competition, and a summary of the
principal terms of the acquisition and lease of each Property.
<PAGE>
PROPERTY ACQUISITIONS
From July 19, 1997 through October 22, 1997
<TABLE>
<CAPTION>
Lease Expira-
Purchase Date tion and Minimum
Property Location and Competition Price (1) Acquired Renewal Options Annual Rent (2)
- --------------------------------- --------- -------- --------------- ---------------
<S> <C>
GOLDEN CORRAL $546,572 09/17/97 03/2013; four 10.75% of Total
(the "Destin Property") (excluding five-year Cost (4)
Restaurant to be constructed development renewal
costs) (3) options
The Destin Property is located
on the northeast quadrant of Highway 98 and
Beach Drive, in Destin, Okaloosa County,
Florida, in an area of mixed
retail, commercial, and
residential development. Other
fast-food and family-style
restaurants located in
proximity to the Destin
Property include a Burger King,
a McDonald's, and a local
restaurant.
GROUND ROUND $1,045,455 10/20/97 10/2017; five- $107,159
(the "Rochester Property") year renewal
Existing restaurant options
The Rochester Property is
located on the south side of
Buffalo Road, west of Pixley
Road, southeast of Interstate
490, in Rochester, Monroe
County, New York, in an area of
mixed retail, commercial, and
residential development. Other
fast-food and family-style
restaurants located in
proximity to the Rochester
Property include a Perkins, a
Denny's, a Burger King, a
Wendy's, and several local
restaurants.
</TABLE>
<TABLE>
<CAPTION>
Option
Property Location and Competition Percentage Rent To Purchase
- --------------------------------- --------------- ------------
<S> <C>
GOLDEN CORRAL for each lease year, during the first
(the "Destin Property") 5% of the amount by through
Restaurant to be constructed which annual gross seventh lease
sales exceed years and the
The Destin Property is located $2,798,367 (5) tenth through
on the northeast quadrant of Highway 98 and
Beach Drive, in Destin, Okaloosa County,
Florida, in an area of mixed
retail, commercial, and
residential development. Other
fast-food and family-style
restaurants located in
proximity to the Destin
Property include a Burger King,
a McDonald's, and a local
restaurant.
GROUND ROUND (6) at any time
(the "Rochester Property") after the
Existing restaurant seventh lease
year
The Rochester Property is
located on the south side of
Buffalo Road, west of Pixley
Road, southeast of Interstate
490, in Rochester, Monroe
County, New York, in an area of
mixed retail, commercial, and
residential development. Other
fast-food and family-style
restaurants located in
proximity to the Rochester
Property include a Perkins, a
Denny's, a Burger King, a
Wendy's, and several local
restaurants.
</TABLE>
<PAGE>
- -------------------
FOOTNOTES:
(1) The estimated federal income tax basis of the depreciable portion (the
building portion) of each of the Properties acquired, and for the
construction Property, once the building is constructed, is set forth
below:
Property Federal Tax Basis
-------- -----------------
Destin Property $1,029,000
Rochester Property 579,000
(2) Minimum annual rent for each of the Properties became payable on the
effective date of the lease, except as indicated below. For the Destin
Property, minimum annual rent will become due and payable on the earlier
of (i) 180 days after execution of the lease, (ii) the date the
certificate of occupancy for the restaurant is issued, or (iii) the date
the restaurant opens for business to the public. During the period
commencing with the effective date of the lease to the date minimum annual
rent becomes payable for the Destin Property, as described above, interim
rent equal to ten percent per annum of the amount funded by CNL XVIII in
connection with the purchase and construction of the Property shall accrue
and be payable in a single lump sum at the time of final funding of the
construction costs.
(3) The development agreement for the Property which is to be constructed,
provides that construction must be completed no later than the date set
forth below. The maximum cost to CNL XVIII (including the purchase price
of the land (if applicable), development costs (if applicable), and
closing and acquisition costs) is not expected to, but may, exceed the
amount set forth below:
Property Estimated Maximum Cost Estimated Final Completion Date
-------- ---------------------- -------------------------------
Destin Property $1,628,391 March 16, 1998
(4) The "Total Cost" is equal to the sum of (i) the purchase price of the
Property, (ii) closing costs, and (iii) actual development costs incurred
under the development agreement.
(5) Percentage rent shall be calculated on a calendar year basis (January 1 to
December 31).
(6) For each lease year, percentage rent shall be calculated upon the amount
by which gross sales exceed base sales ($1,785,985) as follows; 6% for an
increase of 0% to 33.33% above base sales, 5.5% for an increase of 33.34%
to 66.7% above base sales, and 5% for an increase of 66.8% to 100% above
base sales. For increases in gross sales in excess of 100%, percentage
rent shall decrease by .5% for every additional 33.33% increase above base
sales.
<PAGE>
STATEMENT OF ESTIMATED TAXABLE OPERATING RESULTS
CNL INCOME FUND XVIII, LTD.
PROPERTIES ACQUIRED FROM INCEPTION
THROUGH OCTOBER 22, 1997
FOR THE PERIOD OCTOBER 12, 1996 (THE DATE OPERATIONS COMMENCED) THROUGH DECEMBER
31, 1996 (UNAUDITED)
The following statement presents unaudited estimated taxable operating
results of each Property acquired by CNL XVIII from inception through October
22, 1997. The statement presents estimated taxable operating results for each
Property that was operational as if the Property had been acquired and
operational on October 12, 1996 (the date CNL XVIII commenced operations)
through December 31, 1996. The statement should be read in light of the
accompanying footnotes.
These estimates do not purport to present actual or expected operations of
CNL XVIII for any period in the future. These estimates were prepared on the
basis described in the accompanying notes which should be read in conjunction
herewith. No single lessee or group of affiliated lessees lease Properties with
an aggregate purchase price in excess of 20% of the expected total net offering
proceeds of CNL XVIII.
<TABLE>
<CAPTION>
Burger King Golden Corral Jack in the Box Jack in the Box
Kinston, NC Houston #1, TX (7) Echo Park, CA (6) Henderson, NV (6)
------------ ------------------ ----------------- -----------------
<S> <C>
Estimated Taxable Operating Results:
Base Rent (1) $ 19,862 (5) (5) (5)
Management Fees (2) (199) (5) (5) (5)
General and Administrative (993) (5) (5) (5)
Expenses (3) ---------
Estimated Cash Available from 18,670 (5) (5) (5)
Operations
Depreciation Expense (4) (3,660) (5) (5) (5)
---------
Estimated Taxable Operating Results $ 15,010 (5) (5) (5)
=========
</TABLE>
See Footnotes
<PAGE>
<TABLE>
<CAPTION>
Jack in the Box Golden Corral Boston Market Black-eyed Pea
Centerville, TX (6) Galveston, TX (7) Raleigh, NC Atlanta, GA
------------------ ----------------- ------------- --------------
<S> <C>
Estimated Taxable Operating Results:
Base Rent (1) (5) (5) $ 27,144 $ 15,358
Management Fees (2) (5) (5) (271) (154)
General and Administrative
Expenses (3) (5) (5) (1,357) (768)
-------- ------
Estimated Cash Available from
Operations (5) (5) 25,516 14,436
Depreciation Expense (4) (5) (5) (2,672) (3,596)
------- -------
Estimated Taxable Operating Results (5) (5) $ 22,844 $ 10,840
======== ========
</TABLE>
See Footnotes
<PAGE>
<TABLE>
<CAPTION>
Golden Corral Boston Market On The Border Boston Market
Stow, OH San Antonio, TX San Antonio, TX Minnetonka, MN
------------- ---------------- --------------- --------------
<S> <C>
Estimated Taxable Operating Results:
Base Rent (1) $42,009 (5) (5) (9)
Management Fees (2) (420) (5) (5) (9)
General and Administrative
Expenses (3) (2,100) (5) (5) (9)
-------
Estimated Cash Available from
Operations 39,489 (5) (5) (9)
Depreciation Expense (4) (7,047) (5) (5) (9)
-------
Estimate Taxable Operating Results $ 32,442 (5) (5) (9)
========
</TABLE>
See Footnotes
<PAGE>
<TABLE>
<CAPTION>
Wendy's Boston Market Jack in the Box Golden Corral
Sparta, TN Timonium, MD Houston #2, TX (6) Elizabethtown, KY (7)
---------- -------------- ------------------ ---------------------
<S> <C>
Estimated Taxable Operating Results:
ase Rent (1) (5) (5) (5) (5)
Management Fees (2) (5) (5) (5) (5)
General and Administrative
Expenses (3) (5) (5) (5) (5)
Estimated Cash Available from
Operations (5) (5) (5) (5)
Depreciation Expense (4) (5) (5) (5) (5)
Estimate Taxable Operating Results (5) (5) (5) (5)
</TABLE>
See Footnotes
<PAGE>
<TABLE>
<CAPTION>
IHOP Arby's IHOP Golden Corral
Santa Rosa, CA (8) Lexington, NC Bridgeview, IL(8) Destin, FL (7)
------------------ ------------- ----------------- --------------
<S> <C>
Estimated Taxable Operating Results:
Base Rent (1) $ 28,547 $ 13,861 $ 31,579 (5)
Management Fees (2) (285) (139) (316) (5)
General and Administrative
Expenses (3) (1,427) (693) (1,579) (5)
-------- ------- -------
Estimated Cash Available from
Operations 26,835 13,029 29,684 (5)
Depreciation Expense (4) (4,678) (2,499) (6,267) (5)
-------- ------- -------
Estimate Taxable Operating Results $ 22,157 $ 10,530 $ 23,417 (5)
======== ======== ========
</TABLE>
See Footnotes
<PAGE>
Ground Round
Rochester, NY Total
------------- -----
Estimated Taxable Operating Results:
Base Rent (1) $107,159 $285,519
Management Fees (2) (1,072) (2,856)
General and Administrative
Expenses (3) (5,358) (14,275)
------- --------
Estimated Cash Available from
Operations 100,729 268,388
Depreciation Expense (4) (14,478) (44,897)
-------- --------
Estimate Taxable Operating Results $ 86,251 $223,491
======== ========
- -----------------------------------
FOOTNOTES:
(1) Represents rental income from leases for eight of the 21 Properties
acquired from inception through October 22, 1997, which were operational
at the time acquired by CNL XVIII, for the period commencing October 12,
1996 (the date CNL XVIII commenced operations) through December 31, 1996.
The 13 Properties acquired by CNL XVIII that are under construction are
not presented due to the fact that they were not operational for the
period presented.
(2) The Properties are managed pursuant to a management agreement between CNL
XVIII and an Affiliate of the General Partners, pursuant to which the
Affiliate receives an annual management fee in an amount equal to one
percent of the gross revenues that CNL XVIII earns from its Properties.
(3) Estimated at five percent of gross rental income based on the previous
experience of Affiliates of the General Partners with 17 public limited
partnerships which own properties similar to that owned by CNL XVIII.
(4) The estimated federal tax basis of the depreciable portion (the building
portion) of the Properties has been depreciated on the straight-line
method over 40 years.
(5) This Property is under construction and therefore was not operational for
the period presented. The development agreements for the Properties which
are to be constructed, provide that construction must be completed no
later than the dates set forth below:
Property Estimated Final Completion Date
-------- -------------------------------
Houston #1 Property Opened for business April 1, 1997
Echo Park Property Opened for business June 26, 1997
Henderson Property Opened for business June 30, 1997
Centerville Property Opened for business April 18, 1997
Galveston Property Opened for business May 19, 1997
San Antonio #1 Property Opened for business August 18, 1997
<PAGE>
Property Estimated Final Completion Date
-------- -------------------------------
San Antonio #2 Property Opened for business September 2, 1997
Sparta Property Opened for business August 25, 1997
Timonium Property Opened for business July 13, 1997
Houston #2 Property Opened for business September 24, 1997
Elizabethtown Property Opened for business October 21, 1997
Destin Property March 16, 1998
(6) The lessee of the Echo Park, Henderson, Centerville and Houston #2
Properties is the same unaffiliated lessee.
(7) The lessee of the Houston #1, Galveston, Elizabethtown and Destin
Properties is the same unaffiliated lessee.
(8) The lessee of the Santa Rosa and Bridgeview Properties is the same
unaffiliated lessee.
(9) This Property was originally acquired with the intent to construct a
Boston Market restaurant. The tenant has subsequently decided not to
develop on this location. CNL XVIII and the tenant are currently in
discussions regarding the disposition of the Property or development
into a different restaurant concept. If sold, any proceeds received
from the sale of the Property will be used by CNL XVIII to acquire an
additional Property.
<PAGE>
ITEM 3. BANKRUPTCY OR RECEIVERSHIP.
Not applicable.
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
Not applicable.
ITEM 5. OTHER EVENTS.
Not applicable.
ITEM 6. RESIGNATION OF REGISTRANT'S DIRECTORS.
Not applicable.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
<PAGE>
INDEX TO PRO FORMA FINANCIAL STATEMENTS
---------------------------------------
Page
----
CNL INCOME FUND XVIII, LTD.
(A FLORIDA LIMITED PARTNERSHIP)
Pro Forma Financial Information (unaudited):
Pro Forma Balance Sheet as of June 30, 1997 14
Pro Forma Statement of Income for the six months ended June 30, 1997 15
Pro Forma Statement of Income for the year ended December 31, 1996 16
Notes to Pro Forma Financial Statements for the six months ended
June 30, 1997 and the year ended December 31, 1996 17
<PAGE>
PRO FORMA FINANCIAL INFORMATION
The following Pro Forma Balance Sheet of CNL Income Fund XVIII, Ltd. ("CNL
XVIII") gives effect to (i) property acquisition transactions from inception
through June 30, 1997, including the receipt of $22,192,212 in gross offering
proceeds from the sale of 2,219,221 units of limited partnership interest (the
"Units") pursuant to a registration statement on Form S-11 under the Securities
Act of 1933, as amended, effective August 11, 1995, and the application of such
funds to acquire 17 properties, seven of which were under construction at June
30, 1997, and to pay organizational and offering expenses, acquisition fees, and
miscellaneous acquisition expenses, (ii) the receipt of $7,613,457 in gross
offering proceeds from the sale of 761,346 additional Units during the period
July 1, 1997 through October 22, 1997, and (iii) the application of such funds
and $1,313,470 of cash and cash equivalents at June 30, 1997, to purchase four
additional properties during the period July 1, 1997 through October 22, 1997
(one of which is under construction and consists of land and building and three
properties which consist of land and building), to pay additional construction
costs for the seven properties under construction at June 30, 1997, and to pay
offering expenses, acquisition fees, and miscellaneous acquisition expenses, all
as reflected in the pro forma adjustments described in the related notes. The
Pro Forma Balance Sheet as of June 30, 1997, includes the transactions described
in (i) above, from its historical balance sheet, adjusted to give effect to the
transactions in (ii) and (iii) above, as if they had occurred on June 30, 1997.
The Pro Forma Statements of Income for the six months ended June 30, 1997
and the year ended December 31, 1996, include the historical operating results
of the properties described in (i) above from the dates of their acquisitions.
No pro forma adjustments have been made to the Pro Forma Statements of Income
for the properties owned by CNL XVIII as of October 22, 1997, due to the fact
that these properties did not have a previous rental history.
This pro forma financial information is presented for informational
purposes only and does not purport to be indicative of CNL XVIII's financial
results or condition if the various events and transactions reflected therein
had occurred on the dates, or been in effect during the periods, indicated.
This pro forma financial information should not be viewed as predictive of CNL
XVIII's financial results or conditions in the future.
<PAGE>
CNL INCOME FUND XVIII, LTD.
(A FLORIDA LIMITED PARTNERSHIP)
UNAUDITED PRO FORMA BALANCE SHEET
JUNE 30, 1997
Pro Forma
ASSETS Historical Adjustments Pro Forma
---------- ----------- ---------
Land and buildings on operating
leases, less accumulated
depreciation $15,592,297 $ 3,580,133 (a) $19,172,430
Net investment in direct
financing leases (b) 2,781,218 2,991,146 (a) 5,772,364
Cash and cash equivalents 2,564,807 (1,313,470)(a) 1,251,337
Receivables 42,542 42,542
Prepaid expenses 1,991 1,991
Organization costs, less
accumulated amortization 8,589 8,589
Accrued rental income 25,771 25,771
Other assets 110,070 4,654 (a) 114,724
---------- ---------- -----------
$21,127,285 $ 5,262,463 $26,389,748
=========== =========== ===========
LIABILITIES AND
PARTNERS' CAPITAL
Accounts payable $ 186,371 $ (185,000)(a) $ 1,371
Accrued construction costs
payable 1,412,051 (1,412,051)(a) -
Distributions payable 266,570 266,570
Due to related parties 74,235 (68,732)(a) 5,503
Rents paid in advance 247,925 247,925
Total liabilities 2,187,152 (1,665,783) 521,369
----------- ---------- ----------
Partners' capital 18,940,133 6,928,246 (a) 25,868,379
---------- --------- ----------
$21,127,285 $ 5,262,463 $26,389,748
=========== =========== ===========
See accompanying notes to unaudited pro forma financial statements.
<PAGE>
CNL INCOME FUND XVIII, LTD.
(A FLORIDA LIMITED PARTNERSHIP)
UNAUDITED PRO FORMA STATEMENT OF INCOME
SIX MONTHS ENDED JUNE 30, 1997
Pro Forma
Historical Adjustments Pro Forma
---------- ----------- ---------
Revenues:
Rental income from operating
leases $ 210,798 $ - $ 210,798
Earned income from direct
financing leases 62,736 - 62,736
Interest and other income 69,306 - 69,306
--------- --------- ---------
342,840 - 342,840
--------- --------- ---------
Expenses:
General operating and
administrative 55,106 - 55,106
Professional services 12,404 - 12,404
Management fees to related party 4,525 - 4,525
State and other taxes 424 - 424
Depreciation and amortization 34,179 - 34,179
--------- ---------- ----------
106,638 - 106,638
--------- ---------- ----------
Net Income $ 236,202 $ - $ 236,202
========= ========= =========
Net Income Per Limited Partner
Unit $ 0.15 $ 0.15
========= =========
Weighted Average Number of Units
Outstanding 1,617,280 1,617,280
========= =========
See accompanying notes to unaudited pro forma financial statements.
<PAGE>
CNL INCOME FUND XVIII, LTD.
(A FLORIDA LIMITED PARTNERSHIP)
UNAUDITED PRO FORMA STATEMENT OF INCOME
YEAR ENDED DECEMBER 31, 1996
Pro Forma
Historical Adjustments Pro Forma
---------- ----------- ---------
Revenues:
Rental income from operating lease $ 1,373 $ - $ 1,373
Interest income 30,241 - 30,241
------- ------- -------
31,614 - 31,614
------- ------- -------
Expenses:
General operating and administrative 3,980 - 3,980
Management fee to related party 12 - 12
Depreciation and amortization 712 - 712
------- ------- -------
4,704 - 4,704
------- ------- -------
Net Income $26,910 $ - $26,910
======= ======= =======
Net Income Per Limited Partner
Unit $ 0.05 $ 0.05
======= =======
Weighted Average Number of Units
Outstanding 503,436 503,436
======= =======
See accompanying notes to unaudited pro forma financial statements.
<PAGE>
CNL INCOME FUND XVIII, LTD.
(A FLORIDA LIMITED PARTNERSHIP)
NOTES TO UNAUDITED PRO FORMA FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED JUNE 30, 1997 AND THE
YEAR ENDED DECEMBER 31, 1996
Pro Forma Balance Sheet:
(a) Represents gross proceeds of $7,613,457 from the sale of 761,346 Units
during the period July 1, 1997 through October 22, 1997, and $1,313,470 of
cash and cash equivalents at June 30, 1997, used (i) to acquire four
properties for $4,603,541, (ii) to fund estimated construction costs of
$3,041,837 ($1,412,051 of which was accrued as construction costs payable
at June 30, 1997) relating to the seven properties under construction at
June 30, 1997, (iii) to pay acquisition fees and other costs of $356,847
($14,241 of which was accrued as due to related parties at June 30, 1997
and $337,952 of which was allocated to properties and $4,654 of which was
classified as other assets and will be allocated to future properties),
and (iv) to pay selling commissions and offering expenses (syndication
costs) of $924,702 ($54,491 of which was accrued as due to related parties
and $185,000 of which was accrued as accounts payable at June 30, 1997),
which have been netted against partners' capital.
The pro forma adjustments to land and buildings on operating leases as a
result of the above transactions were as follows:
<TABLE>
<CAPTION>
Estimated purchase
price (including
construction and Acquisition
closing costs) and fees
additional con- allocated
struction costs to property Total
------------------ ----------- -----
<S> <C>
Arby's in Lexington, NC 631,418 34,233 665,651
IHOP in Bridgeview, IL 1,418,777 76,922 1,495,699
Golden Corral in Destin, FL 1,508,391 81,780 1,590,171
Ground Round in Rochester, NY 1,044,955 56,654 1,101,609
Seven properties under construction at 1,629,786 88,363 1,718,149
June 30, 1997 ---------- -------- ----------
$ 6,233,327 $ 337,952 $ 6,571,279
=========== ========== ===========
Adjustment classified as follows:
Land and buildings on operating leases $ 3,580,133
Net investment in direct financing leases 2,991,146
-----------
$ 6,571,279
===========
</TABLE>
(b) In accordance with generally accepted accounting principles, leases in
which the present value of future minimum lease payments equals or exceeds
90 percent of the value of the related properties are treated as direct
financing leases rather than as land and buildings. The categorization of
the leases has no effect on rental revenues received.
<PAGE>
EXHIBITS
None.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the registrant has duly caused this report to be filed on its behalf by
the undersigned thereunto duly authorized.
CNL INCOME FUND XVIII, LTD.
Dated: November 3, 1997 By: /s/ Robert A. Bourne
--------------------
ROBERT A. BOURNE, General Partner