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, 2004
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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
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CNL Income Fund XIII, Ltd.
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Florida 59-3143094
- ----------------------------------- -------------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
450 South Orange Avenue
Orlando, Florida 32801
- ---------------------------------------- -------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number
(including area code) (407) 540-2000
-------------------------------
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 ________.
Indicate by check mark whether the registrant is an accelerated filer (as
defined in Rule 12b-2 of the Exchange Act): Yes___ No X
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 5-7
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 8-10
Item 3. Quantitative and Qualitative Disclosures About Market
Risk 10
Item 4. Controls and Procedures 10
Part II
Other Information 11-12
CNL INCOME FUND XIII, LTD.
(A Florida Limited Partnership)
CONDENSED BALANCE SHEETS
March 31, December 31,
2004 2003
------------------ -------------------
ASSETS
Real estate properties with operating leases, net $ 20,384,537 $ 20,484,569
Net investment in direct financing leases 5,031,521 5,067,879
Real estate held for sale 576,297 577,504
Investment in joint ventures 3,294,088 3,310,368
Cash and cash equivalents 1,156,419 1,123,111
Receivables, less allowance for doubtful accounts
of $102,085 and $69,401, respectively 41,750 97,948
Accrued rental income 1,910,406 1,913,104
Other assets 21,984 37,310
------------------ -------------------
$ 32,417,002 $ 32,611,793
================== ===================
LIABILITIES AND PARTNERS' CAPITAL
Accounts payable and accrued expenses $ 39,174 $ 16,519
Real estate taxes payable 1,433 5,319
Distributions payable 850,002 850,002
Due to related parties 39,094 17,178
Rents paid in advance 170,118 174,627
Deferred rental income 21,732 22,146
------------------ -------------------
Total liabilities 1,121,553 1,085,791
Commitment (Note 5)
Partners' capital 31,295,449 31,526,002
------------------ -------------------
$ 32,417,002 $ 32,611,793
================== ===================
See accompanying notes to condensed financial statements.
CNL INCOME FUND XIII, LTD.
(A Florida Limited Partnership)
CONDENSED STATEMENTS OF INCOME
Quarter Ended
March 31,
2004 2003
-------------- ---------------
Revenues:
Rental income from operating leases $ 612,863 $ 622,583
Earned income from direct financing leases 135,600 139,900
Contingent rental income 29,960 37,080
Interest and other income 1,334 746
-------------- ---------------
779,757 800,309
-------------- ---------------
Expenses:
General operating and administrative 98,607 79,198
Property related 1,152 1,107
Management fees to related parties 9,348 9,086
State and other taxes 47,262 56,240
Depreciation and amortization 100,092 100,091
-------------- ---------------
256,461 245,722
-------------- ---------------
Income before equity in earnings of unconsolidated
joint ventures 523,296 554,587
Equity in earnings of unconsolidated joint ventures 80,956 77,242
-------------- ---------------
Income from continuing operations 604,252 631,829
-------------- ---------------
Discontinued operations:
Income from discontinued operations 15,197 13,097
-------------- ---------------
Net income $ 619,449 $ 644,926
============== ===============
Income per limited partner unit:
Continuing operations $ 0.15 $ 0.16
Discontinued operations -- --
-------------- ---------------
$ 0.15 $ 0.16
============== ===============
Weighted average number of limited partner
units outstanding 4,000,000 4,000,000
============== ===============
See accompanying notes to condensed financial statements.
CNL INCOME FUND XIII, LTD.
(A Florida Limited Partnership)
CONDENSED STATEMENTS OF PARTNERS' CAPITAL
Quarter Ended Year Ended
March 31, December 31,
2004 2003
------------------- ------------------
General partners:
Beginning balance $ 191,934 $ 191,934
Net income -- --
------------------- ------------------
191,934 191,934
------------------- ------------------
Limited partners:
Beginning balance 31,334,068 31,896,264
Net income 619,449 2,837,812
Distributions ($0.21 and $0.85 per
limited partner unit, respectively) (850,002) (3,400,008)
------------------- ------------------
31,103,515 31,334,068
------------------- ------------------
Total partners' capital $ 31,295,449 $ 31,526,002
=================== ==================
See accompanying notes to condensed financial statements.
CNL INCOME FUND XIII, LTD.
(A Florida Limited Partnership)
CONDENSED STATEMENTS OF CASH FLOWS
Quarter Ended
March 31,
2004 2003
--------------- --------------
Net cash provided by operating activities $ 883,310 $ 817,411
--------------- --------------
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 33,308 (32,591)
Cash and cash equivalents at beginning of quarter 1,123,111 1,275,846
--------------- --------------
Cash and cash equivalents at end of quarter $ 1,156,419 $ 1,243,255
=============== ==============
Supplemental Schedule of Non-Cash Financing
Activities:
Distributions declared and unpaid at end of
quarter $ 850,002 $ 850,002
=============== ==============
See accompanying notes to condensed financial statements.
CNL INCOME FUND XIII, LTD.
(A Florida Limited Partnership)
NOTES TO CONDENSED FINANCIAL STATEMENTS
Quarters Ended March 31, 2004 and 2003
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 the general partners, necessary for a fair
statement of the results for the interim periods presented. Operating
results for the quarter ended March 31, 2004, may not be indicative of
the results that may be expected for the year ending December 31, 2004.
Amounts as of December 31, 2003, 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, 2003.
In December 2003, the Financial Accounting Standards Board issued a
revision to FASB Interpretation No. 46 (originally issued in January
2003) ("FIN 46R"), "Consolidation of Variable Interest Entities"
requiring existing unconsolidated variable interest entities to be
consolidated by their primary beneficiaries. Application of FIN 46R is
required in financial statements of public entities that have interests
in variable interest entities for periods ending after March 15, 2004.
The Partnership has adopted FIN 46R as of March 31, 2004. The
Partnership was not the primary beneficiary of a variable interest
entity at the time of adoption of FIN 46R, therefore the adoption had
no effect on the balance sheet, partners' capital or net income.
2. Reclassification
Certain items in the prior year's financial statements have been
reclassified to conform to 2004 presentation. These reclassifications
had no effect on total partners' capital or net income.
CNL INCOME FUND XIII, LTD.
(A Florida Limited Partnership)
NOTES TO CONDENSED FINANCIAL STATEMENTS
Quarters Ended March 31, 2004 and 2003
3. Concentration of Credit Risk
The following schedule presents total rental revenues from individual
lessees, each representing more than ten percent of total rental
revenues (including the Partnership's share of total rental revenues
from the joint ventures and the properties held as tenants-in-common
with affiliates of the general partners), for each of the quarters
ended March 31:
2004 2003
_____________ __________
Golden Corral Corporation $ 160,035 $ 158,075
Flagstar Enterprises, Inc. 158,991 157,094
Long John Silver's, Inc. 100,374 103,041
Checkers Drive-In Restaurants, Inc. 90,832 91,520
In addition, the following schedule presents total rental revenues from
individual restaurant chains, each representing more than ten percent
of total rental revenues (including the Partnership's share of total
rental revenues from the joint ventures and the properties held as
tenants-in-common with affiliates of the general partners), for each of
the quarters ended March 31:
2004 2003
---------------- ----------------
Golden Corral Buffet and Grill $ 160,035 $ 158,075
Hardee's 158,991 157,094
Long John Silver's 100,374 103,041
Checkers Drive-In Restaurant 90,832 91,520
Although the Partnership's properties have some geographical diversity
in the United States and the Partnership's lessees operate a variety of
restaurant concepts, default by any of these lessees or restaurant
chains will significantly impact the results of operations of the
Partnership if the Partnership is not able to re-lease the properties
in a timely manner.
4. Discontinued Operations
During February 2004, the Partnership identified for sale its property
in Blytheville, Arkansas. As a result, the property was reclassified
from real estate properties with operating leases and net investment in
direct financing leases to real estate held for sale. The reclassified
assets were recorded at the lower of their carrying amounts or fair
value, less cost to sell.
The following presents the operating results of the discontinued
operations for this property.
Quarter Ended
March 31,
2004 2003
----------------- ------------------
Rental revenues $ 15,197 $ 13,097
Expenses
-- --
----------------- ------------------
Income from discontinued
Operations $ 15,197 $ 13,097
================= ==================
CNL INCOME FUND XIII, LTD.
(A Florida Limited Partnership)
NOTES TO CONDENSED FINANCIAL STATEMENTS
Quarters Ended March 31, 2004 and 2003
5. Commitment
In February 2004, the Partnership entered into an agreement with a
third party to sell the property in Blytheville, Arkansas.
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, 2003, the Partnership owned 40 Properties directly and six Properties
indirectly through joint venture or tenancy in common arrangements. As of March
31, 2004 the Partnership owned 40 Properties directly and seven Properties
indirectly through joint venture or tenancy in common arrangements.
Capital Resources
Net cash provided by operating activities was $883,310 and $817,411 for
the quarters ended March 31, 2004 and 2003, respectively.
At March 31, 2004, the Partnership had $1,156,419 in cash and cash
equivalents, as compared to $1,123,111 at December 31, 2003. At March 31, 2004,
these funds were held in a demand deposit account at a commercial bank. The
funds remaining at March 31, 2004, after payment of distributions and other
liabilities will be used to invest in an additional Property and to meet the
Partnership's working capital needs.
In March 2004, the tenant of the Property in Houston, Texas terminated
the lease, as permitted by the lease agreement, as a result of a right of way
taking. The general partners are currently seeking a new tenant for this
Property. The lost revenues that will result from the vacant Property will have
an adverse effect on the results of operations of the Partnership until the
Partnership is able to re-lease the Property.
Short-Term Liquidity
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 generate net cash flow in excess of
operating expenses.
The Partnership's short-term liquidity requirements consist primarily
of the operating expenses of the Partnership.
The general partners have the right, but not the obligation, to make
additional capital contributions if they deem it appropriate in connection with
the Partnership's operations.
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 anticipated future cash from operations, the Partnership
declared distributions to the limited partners of $850,002 for each of the
quarters ended March 31, 2004 and 2003. 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, 2004 and 2003. No amounts distributed
to the limited partners for the quarters ended March 31, 2004 and 2003 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,
were $1,121,553 at March 31, 2004, as compared to $1,085,791 at December 31,
2003. The general partners believe that the Partnership has sufficient cash on
hand to meet its current working capital needs.
Contractual Obligations, Contingent Liabilities, and Commitments
In February 2004, the Partnership entered into an agreement to sell the
Property in Blytheville, Arkansas. As of May 3, 2004, the Partnership had not
sold the Property.
Long-Term Liquidity
The Partnership has no long-term debt or other long-term liquidity
requirements.
Results of Operations
Rental revenues from continuing operations decreased to $748,463 for
the quarter ended March 31, 2004 as compared to $762,483 in the same period in
2003. In November 2003, a tenant that leases two of the Partnership's Properties
ceased paying full rental payments and began making partial rental payments. As
of May 3, 2004, the tenant has continued to make partial payments.
In March 2004, the lease relating to the Property in Lafayette, Indiana
expired. The Partnership is currently seeking a new tenant for this Property.
The lost revenues resulting from the vacant Property will have an adverse effect
on the results of operations of the Partnership until the Partnership is able to
re-lease the Property.
During the quarters ended March 31, 2004 and 2003, the Partnership
earned $29,960 and $37,080, respectively, in contingent rental income. The
decrease in contingent rental income, during 2004, was due to a decrease in
reported gross sales of certain restaurant Properties, the leases of which
require the payment of contingent rent.
During the quarters ended March 31, 2004 and 2003, the Partnership
earned $80,956 and $77,242, respectively, attributable to net income earned by
unconsolidated joint ventures. The increase is primarily due a new tenancy in
common arrangement invested in by the Partnership in November 2003.
During the quarter ended March 31, 2004, four lessees of the
Partnership, Flagstar Enterprises, Inc., Golden Corral Corporation, Long John
Silver's, Inc., and Checkers Drive-In Restaurants, Inc., each contributed more
than 10% of the Partnership's total rental revenues (including the Partnership's
share of total rental revenues 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, Flagstar Enterprises, Inc., Golden Corral Corporation and Long John
Silver's Inc. will each continue to contribute more than 10% of the
Partnership's total rental revenues. In addition, four restaurant chains,
Hardee's, Golden Corral Buffet and Grill, Long John Silver's and Checkers
Drive-In Restaurants, each accounted for more than 10% of the Partnership's
total rental revenues (including the Partnership's share of total rental
revenues from Properties owned by joint ventures and Properties owned with
affiliates of the general partners as tenants-in-common). It is anticipated that
Hardee's Golden Corral Buffet and Grill and Long John Silver's will continue to
account for more than 10% of the Partnership's total rental revenues under the
terms of the leases. Any failure of these lessees or restaurant chains could
materially affect the Partnership's operating results if the Partnership is not
able to re-lease the Properties in a timely manner.
Operating expenses, including depreciation and amortization expense,
were $256,461 and $245,722 for the quarters ended March 31, 2004 and 2003,
respectively. The increase in operating expenses during the quarter ended March
31, 2004 was due to the Partnership incurring additional general operating and
administrative expenses, including legal fees. The increase was partially offset
by a decrease in state tax expense relating to several states in which the
Partnership conducts business.
During February 2004, the Partnership identified for sale its Property
in Blytheville, Arkansas. As a result, the Property was reclassified from real
estate properties with operating leases and net investment in direct financing
leases to real estate held for sale. The reclassified asset was recorded at the
lower of its carrying amounts or fair value, less cost to sell. During the
quarters ended March 31, 2004 and 2003, the Partnership recognized net rental
income (rental revenues less property related expenses) of $15,197 and $13,097,
respectively, relating to this Property.
In December 2003, the Financial Accounting Standards Board issued a
revision to FASB Interpretation No. 46 (originally issued in January 2003) ("FIN
46R"), "Consolidation of Variable Interest Entities" requiring existing
unconsolidated variable interest entities to be consolidated by their primary
beneficiaries. Application of FIN 46R is required in financial statements of
public entities that have interests in variable interest entities for periods
ending after March 15, 2004. The Partnership has adopted FIN 46R as of March 31,
2004. The Partnership was not the primary beneficiary of a variable interest
entity at the time of adoption of FIN 46R, therefore the adoption had no effect
on the balance sheet, partners' capital or net income.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.
Not applicable.
ITEM 4. CONTROLS AND PROCEDURES
The general partners maintain a set of disclosure controls and
procedures designed to ensure that information required to be disclosed in the
Partnership's filings under the Securities Exchange Act of 1934 is recorded,
processed, summarized and reported within the time periods specified in the
Securities and Exchange Commission's rules and forms. The principal executive
and financial officers of the corporate general partner have evaluated the
Partnership's disclosure controls and procedures as of the end of the period
covered by this Quarterly Report on Form 10-Q and have determined that such
disclosure controls and procedures are effective.
There was no change in internal control over financial reporting that
occurred during the most recent fiscal quarter that has materially affected, or
is reasonably likely to materially affect, internal control over financial
reporting.
PART II. OTHER INFORMATION
Item 1. Legal Proceedings. Inapplicable.
------------------
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.)
10.4 Assignment of Management Agreement from CNL Fund
Advisors, Inc. to CNL APF Partners, LP. (Included as
Exhibit 10.4 to Form 10-Q filed with the Securities and
Exchange Commission on August 14, 2001, and incorporated
herein by reference.)
10.5 Assignment of Management Agreement from CNL APF Partners,
LP to CNL Restaurants XVIII, Inc. (Included as Exhibit
10.5 to Form 10-Q filed with the Securities and Exchange
Commission on August 14, 2002, and incorporated herein by
reference.)
31.1 Certification of Chief Executive Officer of Corporate
General Partner Pursuant to Rule 13a-14 as Adopted
Pursuant to Section 302 of the Sarbanes-Oxley Act of
2002. (Filed herewith.)
31.2 Certification of Chief Financial Officer of Corporate
General Partner Pursuant to Rule 13a-14 as Adopted
Pursuant to Section 302 of the Sarbanes-Oxley Act of
2002. (Filed herewith.)
32.1 Certification of Chief Executive Officer of Corporate
General Partner Pursuant to 18 U.S.C. Section 1350 as
Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act
of 2002. (Filed herewith.)
32.2 Certification of Chief Financial Officer of Corporate
General Partner Pursuant to 18 U.S.C. Section 1350 as
Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act
of 2002. (Filed herewith.)
(b) Reports of Form 8-K
No reports on Form 8-K were filed during the quarter ended
March 31, 2004.
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 12th day of May, 2004.
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)
EXHIBIT INDEX
Exhibit Number
(c) 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.)
10.4 Assignment of Management Agreement from CNL Fund
Advisors, Inc. to CNL APF Partners, LP. (Included as
Exhibit 10.4 to Form 10-Q filed with the Securities and
Exchange Commission on August 14, 2001, and incorporated
herein by reference.)
10.5 Assignment of Management Agreement from CNL APF Partners,
LP to CNL Restaurants XVIII, Inc. (Included as Exhibit
10.5 to Form 10-Q filed with the Securities and Exchange
Commission on August 14, 2002, and incorporated herein by
reference.)
31.1 Certification of Chief Executive Officer of Corporate
General Partner Pursuant to Rule 13a-14 as Adopted
Pursuant to Section 302 of the Sarbanes-Oxley Act of
2002. (Filed herewith.)
31.2 Certification of Chief Financial Officer of Corporate
General Partner Pursuant to Rule 13a-14 as Adopted
Pursuant to Section 302 of the Sarbanes-Oxley Act of
2002. (Filed herewith.)
32.1 Certification of Chief Executive Officer of Corporate
General Partner Pursuant to 18 U.S.C. Section 1350 as
Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act
of 2002. (Filed herewith.)
32.2 Certification of Chief Financial Officer of Corporate
General Partner Pursuant to 18 U.S.C. Section 1350 as
Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act
of 2002. (Filed herewith.)
EXHIBIT 31.1
EXHIBIT 31.2
EXHIBIT 32.1
EXHIBIT 32.2