Back to GetFilings.com
FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
(MARK ONE)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2003
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 0-17712
PEGASUS AIRCRAFT PARTNERS, L.P.
-------------------------------
(Exact name of registrant as specified in its charter)
DELAWARE 84-1099968
--------- -----------
(State of organization) (IRS Employer
Identification No.)
FOUR EMBARCADERO CENTER 35TH FLOOR
SAN FRANCISCO, CALIFORNIA 94111
------------------------- -----
(Address of principal (Zip Code)
executive offices)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE (415) 434-3900
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes[X] No[ ].
This document consists of 19 pages.
PEGASUS AIRCRAFT PARTNERS, L.P.
QUARTERLY REPORT ON FORM 10-Q FOR THE
QUARTER AND NINE MONTHS ENDED SEPTEMBER 30, 2003
TABLE OF CONTENTS
PAGE
----
PART I FINANCIAL INFORMATION
Item 1. Financial Statements (unaudited)
Balance Sheets - September 30, 2003 and December 31, 2002 3
Statements of Income/(Loss) for the three months ended
September 30, 2003 and 2002 4
Statements of Income/(Loss) for the nine months ended
September 30, 2003 and 2002 5
Statements of Partners' Capital for the nine months ended
September 30, 2003 and 2002 6
Statements of Cash Flows for the nine months ended
` September 30, 2003 and 2002 7
Notes to Financial Statements 9
Item 2. Management's Discussion and Analysis of Financial
Conditions and Results of Operations 12
Item 4. Controls and Procedures 15
PART II OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K 16
Signature 17
Certifications 18
2
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
PEGASUS AIRCRAFT PARTNERS, L.P.
BALANCE SHEETS -- SEPTEMBER 30, 2003 (UNAUDITED) AND DECEMBER 31, 2002
2003 2002
---- ----
(in thousands, except unit data)
ASSETS
Cash and cash equivalents $ 1,087 $ 2,599
Rent and other receivable 50 261
Aircraft, net - 100
Other assets 14 -
----------- -----------
Total Assets $ 1,151 $ 2,960
=========== ===========
LIABILITIES AND PARTNERS' CAPITAL
LIABILITIES:
Accounts payable and accrued expenses $ 135 $ 127
----------- -----------
Total Liabilities 135 127
=========== ===========
PARTNERS' CAPITAL:
General Partners 59 32
Limited Partners (4,000,005 units issued and
outstanding in 2003 and 2002) 957 2,801
----------- -----------
Total Partners' Capital 1,016 2,833
----------- -----------
Total Liabilities and Partners' Capital $ 1,151 $ 2,960
=========== ===========
The accompanying notes are an integral part of these
interim financial statements.
3
PEGASUS AIRCRAFT PARTNERS, L.P.
STATEMENTS OF INCOME/(LOSS)
FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2003 AND 2002
(UNAUDITED)
2003 2002
---- ----
(in thousands, except unit
data and per unit amounts)
REVENUE:
Rentals from operating leases $ - $ 196
Interest 3 15
Equity in (deficit)/earnings of MD-81 Trust - (526)
Management and re-lease fees reversal - -
Other - 917
---------- ------------
3 602
---------- ------------
EXPENSES:
Depreciation and amortization - 130
Write-downs - 488
Loss on sale of aircraft 50 -
General and administrative 56 117
Direct lease 4 -
---------- ------------
110 735
---------- ------------
NET INCOME/(LOSS) $ (107) $ (133)
========== ============
NET INCOME/(LOSS) ALLOCATED:
To the General Partners $ (1) $ (2)
To the Limited Partners (106) (131)
---------- ------------
$ (107) $ (133)
========== ============
NET INCOME/(LOSS) PER LIMITED PARTNERSHIP UNIT $ (0.03) $ (0.03)
========== ============
WEIGHTED AVERAGE NUMBER OF LIMITED
PARTNERSHIP UNITS ISSUED AND OUTSTANDING 4,000,005 4,000,005
========== ============
The accompanying notes are an integral part of these
interim financial statements.
4
PEGASUS AIRCRAFT PARTNERS, L.P.
STATEMENTS OF INCOME/(LOSS)
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2003 AND 2002
(UNAUDITED)
2003 2002
---- ----
(in thousands, except unit
data and per unit amounts)
REVENUE:
Rentals from operating leases $ - $ 864
Gain on sale of aircraft - 91
Interest 14 43
Equity in (deficit)/earnings of MD-81 Trust - (548)
Management and re-lease fees reversal - 1,495
Other 5 917
---------- ------------
19 2,862
---------- ------------
EXPENSES:
Depreciation and amortization - 520
Write-downs - 488
Loss on sale of aircraft 50 -
General and administrative 194 257
Direct lease 21 39
---------- ------------
265 1,304
---------- ------------
NET INCOME/(LOSS) $ (246) $ 1,558
========== ============
NET INCOME/(LOSS) ALLOCATED:
To the General Partners $ (2) $ 15
To the Limited Partners (244) 1,543
---------- ------------
$ (246) $ 1,558
========== ============
NET INCOME/(LOSS) PER LIMITED PARTNERSHIP UNIT $ (0.06) $ 0.39
========== ============
WEIGHTED AVERAGE NUMBER OF LIMITED
PARTNERSHIP UNITS ISSUED AND OUTSTANDING 4,000,005 4,000,005
========== ============
The accompanying notes are an integral part of these
interim financial statements.
5
PEGASUS AIRCRAFT PARTNERS, L.P.
STATEMENTS OF PARTNERS' CAPITAL
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2003 AND 2002
(UNAUDITED)
GENERAL LIMITED
PARTNERS PARTNERS TOTAL
-------- -------- -----
(In thousands)
Balance, January 1, 2003 $ 32 $ 2,801 $ 2,833
Net income/(loss) (2) (244) (246)
Distributions to partners (16) (1,600) (1,616)
Capital contribution 45 - 45
----------- -------------- -----------
Balance, September 30, 2003 $ 59 $ 957 $ 1,016
=========== ============== ===========
Balance, January 1, 2002 $ 34 $ 3,024 $ 3,058
Net income 15 1,543 1,558
----------- -------------- -----------
Balance, September 30, 2002 $ 49 $ 4,567 $ 4,616
=========== ============== ===========
The accompanying notes are an integral part of these
interim financial statements.
6
PEGASUS AIRCRAFT PARTNERS, L.P.
STATEMENTS OF CASH FLOWS
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2003 AND 2002
(UNAUDITED)
2003 2002
---- ----
(In thousands)
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income/(loss) $ (246) $ 1,558
Adjustments to reconcile net income to net cash
provided by operating activities:
Loss (gain) on sale of aircraft 50 (91)
Depreciation and amortization - 520
Write-downs - 488
Equity in (deficit)/earnings of MD-81 Trust - 548
Change in assets and liabilities:
Other assets (14) 16
Accounts payable and accrued expenses 8 (15)
Payable to affiliates - (1,751)
Deferred rental income and deposits - (236)
Maintenance reserves payable - (566)
----------- -----------
Net cash (used in)/provided by operating activities (202) 471
----------- -----------
CASH FLOWS FROM INVESTING ACTIVITIES:
Proceeds from sale of aircraft 261 1,241
----------- -----------
Net cash provided by investing activities 261 1,241
----------- -----------
CASH FLOWS FROM FINANCING ACTIVITIES:
Distributions to partners (1,616) -
Capital contributions 45 -
----------- -----------
Net cash used in financing activities (1,571) -
----------- -----------
NET INCREASE (DECREASE) IN CASH AND
CASH EQUIVALENTS (1,512) 1,712
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 2,599 2,516
----------- -----------
CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 1,087 $ 4,228
=========== ===========
The accompanying notes are an integral part of these
interim financial statements.
7
PEGASUS AIRCRAFT PARTNERS, L.P.
STATEMENTS OF CASH FLOWS
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2003 AND 2002
(UNAUDITED)
2003 2002
---- ----
(In thousands)
SUPPLEMENTAL CASH FLOW INFORMATION:
Non-Cash Activities:
Accrued sales proceeds receivable $ 50 $ -
Application of maintenance reserves to sale of aircraft - 367
Application of security deposit to sale of aircraft - 150
The accompanying notes are an integral part of these
interim financial statements.
8
PEGASUS AIRCRAFT PARTNERS, L.P.
NOTES TO FINANCIAL STATEMENTS
SEPTEMBER 30, 2003
(UNAUDITED)
NOTE 1. GENERAL
The accompanying unaudited financial statements have been prepared in
accordance with accounting principles generally accepted in the United States of
America for interim financial information and in accordance with instructions to
Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all
of the information and footnotes required by generally accepted accounting
principles for complete financial statements. In the opinion of the General
Partners, all adjustments necessary for a fair presentation have been included.
The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the dates of the financial statements and
the reported amounts of revenues and expenses during the reporting periods. The
most significant assumptions and estimates relate to useful life and
recoverability of the aircraft values. Actual results could differ from such
estimates. The unaudited financial statements should be read in conjunction with
the financial statements and footnotes thereto included in the Partnership's
annual report on Form 10-K for the year ended December 31, 2002. Operating
results for the nine-month period ended September 30, 2003 are not necessarily
indicative of the results that may be expected for the year ended December 31,
2003.
NOTE 2. AIRCRAFT
The Partnership's net investment in aircraft as of September 30, 2003
and December 31, 2002 consisted of the following (in thousands):
2003 2002
---- ----
Aircraft held for sale, at cost $ - 11,915
Less: Accumulated depreciation - (6,365)
Write-downs - (5,450)
----------- -----------
Aircraft, net $ - $ 100
=========== ===========
KITTY HAWK AIRCARGO, INC. ("KITTY HAWK"). One of the Partnership's
Boeing 727-200 advanced aircraft was hushkitted, converted to a freighter and
delivered to Kitty Hawk in August 1999. The lease agreement was for 84 months,
the lease rate was $117,800 per month, and maintenance reserves were to be paid
at the rate of $375 per flight hour. Kitty Hawk provided a security deposit of
$236,000.
Kitty Hawk filed for protection under Chapter 11 of the U.S. Bankruptcy
Code on May 1, 2000, but stayed current with regard to its rent payment through
September 2001. For the months of October, November, and December 2001, Kitty
Hawk could not make a full payment of the monthly rent, and the
9
Partnership agreed to a payment of only half of the amount due. The Partnership
also agreed to a 50% reduction of the maintenance reserves due for the months of
September, October, and November 2001. The Partnership also agreed to a payment
of 71% of the rents of December 2001, and January, February 2002 and no
maintenance reserves payment for these months. However, Kitty Hawk could not
make any payment in March and April 2002. In May 2002, the Partnership agreed to
a sale of the aircraft to Kitty Hawk for a $750,000 note, subject to
documentation and approval of the Bankruptcy court. The lease was reinstated
with a per month lease rate of $65,000, beginning in May 2002. The aircraft was
sold to Kitty Hawk in December 2002 with lease payments made from May 2002
through the completion of the sale being applied to the note. The remainder of
the note was paid with payments of $65,000 per month from January through March
2003 and the last payment was in April 2003.
VANGUARD AIRLINES ("VANGUARD") LEASE. US Airways returned the MD-81 in
July 2001, and in August 2001, the Trust that owned the MD-81 entered into a
three-year lease of the aircraft with Vanguard Airlines, a Kansas City, Missouri
airline providing passenger services to a number of U.S. cities.
Vanguard, as have many other airlines, had been adversely affected by
events of September 11, 2001. After being denied a loan guarantee for a second
time by the Airline Transportation Stabilization Board, Vanguard Airlines
suspended flights operations on July 30, 2002, dismissed all but 80 employees
and filed for protection under Chapter 11 of the U.S. Bankruptcy Code. Vanguard
rejected the lease and returned the MD-81 aircraft to the Partnership on
September 30, 2002. At the time of its filing, Vanguard was in arrears to the
Trust in the amount of $1,389,000 ($694,500 to the Partnership, for its 50%
interest) in rent and reserves. At September 30, 2003, recovery of any amount is
unlikely. The Partnership wrote down the value of the aircraft by $1,030,000 for
the Trust ($515,000 for the Partnership for its 50% interest) in the third
quarter of 2002.
The Partnership sold the MD-81 aircraft on October 25, 2002 for
$500,000 cash ($250,000 for the Partnership for its 50% interest). The
Partnership retained $442,000 of maintenance reserves ($221,000 for the
Partnership for its 50% interest).
TNT TRANSPORT INTERNATIONAL B.V. ("TNT") LEASE. The TNT lease ended on
March 24, 2002 and the Partnership sold the Boeing 727-200 freighter to TNT. The
Partnership received cash proceeds of $1,241,000 and also applied, as part of
the sale, TNT's maintenance reserves of $367,000 and the security deposit of
$150,000.
BOEING 727-200. The Boeing 727-200, formerly leased to Discovery
Airlines (Sky Trek), was returned in March 2000. During the second quarter 2001,
the Partnership took $848,000 of paid-in maintenance reserves relating to the
aircraft into income and wrote down the aircraft's value by $1,766,000 to
$200,000. During the third quarter of 2002, the Partnership wrote down the
aircraft's value to $100,000. During the third quarter of 2003, the Partnership
sold the aircraft and engines on September 30, 2003 for $50,000 on an "as-is,
where-is" basis, recognizing a loss on sale of $50,000.
GENERAL. All of the aircraft the Partnership originally owned have been
sold.
10
NOTE 3. TRANSACTIONS WITH AFFILIATES
The Management Fee, Incentive Fee and Re-Lease Fee payable to the
General Partners are subordinated to the limited partners receiving an 8%
annual, non-cumulative return based upon Unreturned Capital Contribution, as
Unreturned Capital Contribution as defined in the Partnership Agreement. As the
Partnership had not achieved this level of distribution since 2000, fees were
being accrued but not paid. Based upon the amount of the Preferred Return as
determined pursuant to the Partnership Agreement and the estimated value of the
Partnership's remaining assets, a determination was made to reverse the fees
accrued but unpaid to the General Partners for fiscal years 2000 through the
first quarter of 2002. In June 2002, fees previously accrued of $1,495,000 were
taken into revenue with a corresponding reduction in Payable to affiliates. In
addition, based on anticipated future revenues, the Partnership does not expect
to accrue Management and Re-lease fees in future quarters.
Management Fees: The General Partners are entitled to receive a
quarterly subordinated base management fee in an amount generally equal to 1.5%
of gross aircraft rentals, net of re-lease fees paid. Of this amount, 1.0% is
payable to the Managing General Partner and 0.5% is payable to the
Administrative General Partner. Management Fees of $8,000 were accrued for the
three months ended March 31, 2002 and this accrual was reversed at June 30,
2002.
Incentive Management Fees: The General Partners also are entitled to
receive a quarterly subordinated incentive management fee in an amount equal to
4.5% of quarterly cash flows and sales proceeds (net of resale fees). Of this
amount, 2.5% is payable to the Managing General Partner and 2.0% is payable to
the Administrative General Partner. Incentive Management Fees of $99,000 were
accrued for the three months ended March 31, 2002 and this accrual was reversed
at June 30, 2002 .
Re-lease Fees: The General Partners are entitled to receive a quarterly
subordinated fee for re-leasing aircraft or renewing a lease in an amount equal
to 3.5% of the gross rentals from such re-lease or renewal for each quarter for
which such payment is made. Of this amount, 2.5% is payable to the Managing
General Partner and 1.0% is payable to the Administrative General Partner.
Re-lease Fees of $18,000 were accrued for the three months ended March 31, 2002
and this accrual was reversed at June 30, 2002.
Accountable General and Administrative Expenses: The General Partners
are entitled to reimbursement of certain expenses paid on behalf of the
Partnership which are incurred in connection with the administration and
management of the Partnership. There were no reimbursable expenses paid to the
Administrative General Partner in the nine months ended September 30, 2003.
11
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
The following discussion should be read in conjunction with the
Financial Statements of the Partnership and the Notes thereto. This report may
contain, in addition to historical information, Forward-Looking statements that
include risks and other uncertainties. The Partnership's actual results may
differ materially from those anticipated in these Forward-Looking statements.
Factors that might cause such a difference include those discussed below, as
well as general economic and business conditions, competition and other factors
discussed elsewhere in this report. The Partnership undertakes no obligation to
release publicly any revisions to the Forward-Looking statements, if any, to
reflect events or circumstances after the date hereof or to reflect the
occurrence of anticipated or unanticipated events.
LIQUIDITY AND CAPITAL RESOURCES
The Partnership owned and managed commercial passenger aircraft and
distributes to the partners cash flow generated by operations or asset sales in
the current and/or prior periods. In certain situations, the Partnership may
retain cash flow from operations to finance authorized capital expenditures, or
for general working capital purposes. With the sale of the final aircraft, the
Partnership will continue to hold its funds in an interest bearing money-market
account. A final distribution of the funds, net of intervening expenses and any
other liabilities, is anticipated to be made in mid-2004.
The Partnership invests working capital and cash flow from operations
prior to its distributions to the partners in short-term, highly liquid
investments or a fund that invests in such instruments. At September 30, 2003,
the Partnership's unrestricted cash and cash equivalents of $1,087,000 were
primarily invested in such a fund. This amount was $1,512,000 less than the
Partnership's unrestricted cash and cash equivalents at December 31, 2002 of
$2,599,000. This decrease in unrestricted cash was primarily attributable to
cash distributions made to partners of $1,616,000, offset by an increase in cash
received from proceeds of an aircraft sale of $261,000, a capital contribution
of $45,000 and cash used in operating activities of $202,000.
For the nine months ended September 30, 2003 ("2003 Period"), net cash
used in operating activities was $202,000, comprised of net loss of $246,000 for
the 2003 Period adjusted by changes in assets and liabilities, as discussed
below.
Rent and Other receivables decreased by 81%, or $211,000, due to
$261,000 being received from the note receivable from Kitty Hawk for the sale of
the Boeing 727-200 in December 2002. This was partially offset by the accrual of
sales proceeds receivable of $50,000 for the sale of the Boeing 727-200,
formerly leased to Sky Trek, in September 2003.
Other assets increased during the 2003 Period by 100%, or $14,000, due
to a credit refund of insurance premiums.
Accounts payable and accrued expenses increased by 6%, or $8,000, due
to increased accrued expenses.
12
Cash flows from investing activities were $261,000 for the 2003 Period,
resulting from payments on a note receivable from the sale of the Boeing 727
leased to Kitty Hawk.
Partnership capital was $1,016,000, a decrease of approximately
$1,817,000 or 64% from $2,833,000 at December 31, 2002, as a result of a net
loss of $246,000, a distribution to partners of $1,616,000 and a capital
contribution of $45,000. A special distribution was declared and paid on August
7, 2003 to Units holders of record as of August 1, 2003, in the amount of
$1,616,000.
RESULTS OF OPERATIONS
The Partnership's net loss was $246,000 for the nine months ended
September 30, 2003 (the "2003 Period") and $107,000 for the quarter ended
September 30, 2003 (the "2003 Quarter"), respectively, as compared to net income
of $1,558,000 for the nine months ended September 30, 2002 (the "2002 Period")
and a net loss of $133,000 for the quarter ended September 30, 2002 (the "2002
Quarter"), respectively.
The change from net income in the 2002 Period to net loss in the 2003
Period was principally due to income from the reversal of management fees in
2002 compared to no corresponding income in 2003. There was also no rental
income and no gain on sale of aircraft in the 2003 Period. The change from net
income in the 2002 Period to loss in the 2003 Period was partially offset by no
depreciation expense, no management fees and less direct lease expense in the
2003 Period as compared to the 2002 Period.
Rentals from operating leases decreased by 100%, or $864,000, from
$864,000 for the 2002 Period to zero for the 2003 Period, and by 100%, or
$196,000, from $196,000 for the 2002 Quarter to zero for the 2003 Quarter. The
Partnership's remaining aircraft had an off lease status during the 2003 Period.
This aircraft, a Boeing 727-200 formerly leased to Sky Trek, was sold on
September 30, 2003.
Gain on sale of aircraft decreased by 100%, or $91,000, from $91,000
for the 2002 Period to zero for the 2003 Period as a result of the sale of the
Boeing 727 to TNT in the 2002 Period versus the sale of a Boeing 727-200
aircraft, formerly leased to Sky Trek, in the 2003 Period, which was sold for a
$50,000 loss. There was no aircraft or equipment sale in the 2002 Quarter versus
the sale of a Boeing 727-200 aircraft, as discussed for the 2003 Period.
Interest income decreased by 67%, or $29,000, from $43,000 for the 2002
Period to $14,000 for the 2003 Period, and by 80%, or $12,000, from $15,000 for
the 2002 Quarter to $3,000 for the 2003 Quarter, due to the lower interest rate
and a reduction in cash in the 2003 Period and Quarter compared to the 2002
Period and Quarter.
Equity in deficit of the MD-81 Trust decreased by 100%, or $548,000,
from $548,000 for the 2002 Period to zero for the 2003 Period, and by 100%, or
$526,000, from $526,000 for the 2002 Quarter to zero for the 2003 Quarter due to
the sale of the MD-81 Trust aircraft in October 2002.
The Partnership recognized revenue of $2,862,000 for the 2002 Period
due to the reversal of accrued management fees for the years ending December 31,
2000 and 2001, and the first quarter of 2002. There were no such revenues in the
2003 Period and the 2003 Quarter.
13
Other income decreased by 99%, or $912,000, from $917,000 in the 2002
Period to $5,000 in the 2003 Period and decreased by 100%, from $917,000 in the
2002 Quarter to zero in the 2003 Quarter, due to the maintenance reserves from
Kitty Hawk being recognized as income in 2002.
Depreciation decreased by 100%, or $520,000, from $520,000 for the 2002
Period and $130,000 for the 2002 Quarter to zero for both the 2003 Period and
the 2003 Quarter. This decrease was primarily due to the off lease status of the
remaining aircraft of the Partnership in the 2003 Period and Quarter. This
aircraft was sold on September 30, 2003.
Direct Lease expense decreased by 46%, or $18,000, from $39,000 for the
2002 Period to $21,000 for the 2003 Period, and increased by 100%, or $4,000,
from zero for the 2002 Quarter to $4,000 for the 2003 Quarter. The decrease in
the 2003 Period was primarily due to the inspection cost of an engine of the
Boeing 727-200, formerly leased to Sky Trek in the 2002 Period and the recording
of a refund in the 2003 Period and Quarter due to the Partnership for aircraft
insurance expense paid in 2002.
14
ITEM 4. CONTROLS AND PROCEDURES
The President and Chairman of the Board of Pegasus Aircraft Management
Corporation and the President of Air Transport Leasing, Inc. (collectively, the
"Certifying Officers") have evaluated the effectiveness of the Partnership's
disclosure controls and procedures as of the end of the period covered by this
report. These disclosure controls and procedures are those controls and
procedures which are designed to insure that all the information required to be
disclosed by the Partnership in all its periodic reports filed with the
Securities and Exchange Commission is recorded, processed, summarized and
reported, within the time periods specified by the Commission and that the
information is communicated to the President and Chairman of the Board of
Pegasus Aircraft Management Corporation and the President of Air Transport
Leasing, Inc. on a timely basis.
The Certifying Officers concluded, based on such evaluation, that the
Partnership's disclosure controls and procedures were suitable and effective for
the Partnership as of the end of the period covered by this report, taking into
consideration the size and nature of the Partnership's business and operations.
No significant deficiencies or material weaknesses in the controls or procedures
were detected, so no corrective actions needed to be taken.
15
PART II. OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits (numbered in accordance with Item 601 of Regulation
S-K)
31.1 Rule 13a-14(a)/15d-14(a) Certification.
31.2 Rule 13a-14(a)/15d-14(a) Certification.
32.1 Section 1350 Certification.
32.2 Section 1350 Certification.
(b) Reports on Form 8-K
No reports on Form 8-K were filed by the Registrant during the
quarter for which this report is filed.
16
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
Pegasus Aircraft Partners, L.P.
(Registrant)
By: Air Transport Leasing, Inc.
Administrative General Partner
Date November 13, 2003 By: /s/ CLIFFORD B. WATTLEY
-----------------------
Clifford B. Wattley
President and Director
17