U. S. Securities and Exchange Commission
Washington, D.C. 20549
Form 10-QSB
(Mark One)
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 1999.
[ ]TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE
ACT
For the transition period from to
Commission file number 0-21455.
Decade Companies Income Properties - A Limited Partnership
(Exact name of small business issuer as specified in its charter)
State of Wisconsin 39-1518732
(State or other jurisdiction (IRS Employer
of incorporation or organization) Identification No.)
250 Patrick Blvd., Suite 140 Brookfield, Wisconsin 53045-5864
(Address of principal executive offices)
(414) 792-9200
(Issuer's telephone number)
Not Applicable
Former name, former address and former fiscal year, if changed
since last report)
Check whether the issuer (1) filed all reports required to be
filed by Section 13 or 15(d) of the Exchange Act during the past
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 .
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDING DURING THE PRECEDING FIVE YEARS
Check whether the registrant filed all documents and reports
required to be filed by Section 12, 13 or 15(d) of the Exchange
Act after the distribution of securities under a plan confirmed
by court. Yes No .
APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the issuer's
classes of common equity, as of the latest practicable date: .
Transitional Small Business Disclosure Format (check one): Yes
No X .
Decade Companies Income Properties - A Limited Partnership
Form 10-QSB
INDEX
June 30, 1999
PART I. FINANCIAL INFORMATION Page
Item 1.Financial Statements (unaudited as to
June 30, 1999 and the three months and six months
then ended).
Balance Sheet at June 30, 1999. 3
Statements of Operations for the three
months and six months ended June 30, 1999
and 1998 4
Statements of Partners' Capital
for the six months ended June 30, 1999
and the year ended December 31, 1998. 5
Statements of Cash Flows for the six months
ended June 30, 1999 and 1998. 6
Notes to Financial Statements. 7
Item 2. Management's Discussion and Analysis or Plan
of Operations 7 - 17
PART II. OTHER INFORMATION
Item 1. Legal Proceedings 17
Item 6. Exhibits and Reports on Form 8-K. 17
SIGNATURES 17
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
BALANCE SHEET
June 30, 1999
(unaudited)
ASSETS
CURRENT ASSETS:
Cash and cash equivalents $ 1,742,521
Escrow deposits 245,158
Prepaid expenses and other assets 49,575
Total Current Assets 2,037,254
INVESTMENT PROPERTIES, AT COST: 32,123,631
Less: accumulated depreciation (9,158,639)
Net Investment Property 22,964,992
OTHER ASSETS:
Utility deposits 43,415
Debt issue costs, net of accumulated
amortization 254,783
Total Other Assets 298,198
Total Assets $25,300,444
LIABILITIES AND PARTNERS' CAPITAL
LIABILITIES:
Accounts payable and
accrued taxes $ 576,258
Tenant security deposits 119,219
Distributions payable 172,705
Accrued interest payable 20,745
Payables to affiliates 3,907,029
Mortgage notes payable 22,599,218
Total Liabilities 27,395,174
PARTNERS' CAPITAL:
General Partner Capital (90,820)
Limited Partners
(authorized--18,000 Interests;
outstanding--13,400.27 Interests) (2,003,910)
Total Partners' Capital (2,094,730)
Total Liabilities and
Partners' Capital $25,300,444
See Notes to Unaudited Financial Statements.
CONDENSED STATEMENTS OF OPERATIONS (UNAUDITED)
Three Months Ended Six Months Ended
6/30/99 6/30/98 6/30/99 6/30/98
Operating revenue:
Rental income $ 1,608,497 $ 1,625,567 $ 3,165,427 $3,268,082
Operating expenses (658,259) (742,696) (1,356,957) (1,424,254)
Real estate taxes (187,792) (182,559) (373,583) (362,883)
Total operating
expenses (846,051) (925,255) (1,730,540) (1,787,137)
Net operating income 762,446 700,312 1,434,887 1,480,945
Interest expense (447,733) (438,662) (891,982) (874,196)
Depreciation (250,200) (262,400) (496,350) (520,400)
Amortization (13,150) (9,897) (26,300) (17,675)
Net income (loss) from
investment property 51,363 (10,647) 20,255 68,674
Other income (expenses):
Interest income 22,629 28,126 40,102 49,751
Partnership management(65,921) (52,947) (133,868) (112,020)
(43,292) (24,821) (93,766) (62,269)
NET INCOME (LOSS) $ 8,071 $ (35,468) $ (73,511) $ 6,405
Net income (loss)
attributable to General
Partner(1%) $ 81 $ (355) $ (735) $ 64
Net income (loss)
attributable to Limited
Partners (99%) 7,990 (35,113) (72,776) 6,341
$ 8,071 $ (35,468) $ (73,511) $ 6,405
Net income (loss) per Limited
Partner Interest $ 0.60 $ (2.62) $ (5.43) $ 0.47
See Notes to Unaudited Financial Statements
STATEMENTS OF PARTNERS' CAPITAL
(Unaudited as to the Six Months Ended June 30, 1999)
General Limited
Partner Partners'
Capital Capital Total
BALANCES AT 12/31/97 $(84,069) $ (845,390) $ (929,459)
Distributions to Partners (3,201) (670,016) (673,217)
Net (loss) for the year (815) (80,720) (81,535)
BALANCES AT 12/31/98 $(88,085) $(1,596,126) $(1,684,211)
Distributions to Partners (2,000) (335,008) (337,008)
Net income for the period (735) (72,776) (73,511)
BALANCES AT 6/30/99 $(90,820) (2,003,910) $(2,094,730)
() denotes deficit or deduction.
See Notes to Unaudited Financial Statements.
STATEMENTS OF CASH FLOWS - (UNAUDITED)
For The Six Months Ended June 30,
1999 1998
CASH PROVIDED BY (USED FOR) OPERATIONS $ 572,700 $ 554,946
INVESTING ACTIVITIES:
Additions to investment property (207,961) (74,821)
FINANCING ACTIVITIES:
Principal payments on mortgage notes (155,024) (154,484)
Distributions paid to limited partners (335,008) (335,008)
NET CASH (USED IN) FINANCING ACTIVITIES (490,032) (489,492)
INCREASE (DECREASE) IN CASH & CASH
EQUIVALENTS (125,293) (9,367)
CASH & CASH EQUIVALENTS AT THE BEGINNING
OF PERIOD 1,867,814 2,171,502
CASH & CASH EQUIVALENTS
AT THE END OF PERIOD $1,742,521 $2,162,135
Supplementary disclosure of cash flow information:
Interest paid $ 917,546 $ 860,257
Income taxes paid 0 0
See Notes to Unaudited Financial Statements
Note A--Basis of Presentation
The accompanying unaudited financial statements have been
prepared in accordance with generally accepted accounting
principles for interim financial information and with the
instructions to Form 10-QSB 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
management, all adjustments (consisting of normal recurring
accruals) considered necessary for a fair presentation have been
included. Operating results for the three and six month periods
ended June 30, 1999 are not necessarily indicative of the results
that may be expected for the year ended December 31, 1998. For
further information, refer to the financial statements and
footnotes thereto included in the Partnership's annual report on
Form 10-KSB for the year ended December 31, 1997.
Item 2. Management's Discussion and Analysis or Plan of
Operation.
Forward-Looking Information
Forward-looking statements in this report, including without
limitation, statements relating to Decade Companies Income
Properties (the "Partnership") plans, strategies, objectives,
expectations, intentions and adequacy of resources, are made
pursuant to the safe harbor provisions of the Private Securities
Litigation Reform Act of 1995. Investors are cautioned that such
forwarded-looking statements involve risks and uncertainties
including without limitation the following: (i) the
Partnership's plans, strategies, objectives, expectations and
intentions are subject to change at any time at the discretion of
the General Partner;(ii) the Partnership's plans and results of
operations will be affected by the Partnership's ability to
manage its growth (iii) other risks and uncertainties indicated
from time to time in the Partnership's filings with the
Securities and Exchange Commission.
Information contained in this Quarterly Report on Form 10-QSB
contains "forward-looking statements" within the meaning of the
Private Securities Litigation Reform Act of 1995, which can be
identified by the use of forward-looking terminology such as
"may," "will," "expect, "anticipate," "estimate" or "continue" or
the negative thereof or other variations thereon or comparable
terminology. There are number of important factors with respect
to such forward looking statements, including certain risks
and uncertainties, that could cause actual results to differ
materially from those contemplated in such forward-looking
statements. Such factors, which could adversely effect the
Partnership's ability to obtain these results, include, among
other things, (i) the volume of transactions and prices for real
estate in the real estate markets generally, (ii) a general
or regional economic downturn which could create a recession in
the real estate markets, (iii) the Partnership's debt level and
its ability to make interest and principal payments, (iv) an
increase in expenses related to new initiatives, investments in
people and technology, and service improvements, (v) the success
of the new initiatives and investments and (vi) other factors
described elsewhere in this Quarterly Report on Form 10-QSB
including Year 2000 issues.
Results of Operations
Operating revenue from rental income was $1,608,500 in the
quarter ended June 30, 1999, compared to $1,625,500 for the same
period of 1998, a decrease of 1%. For the six month period ended
June 30, 1999 rental income was $3,165,000 compared to $3,268,000
for the same period in 1998, a decrease of 3.1%. Rental income
was provided by the three sites for the comparative three and six
month periods as set forth below:
Percent
Three Months Ended Increase Increase
6/30/99 6/30/98 (Decrease) (Decrease)
Pelican Sound $ 704,900 $ 683,900 $ 21,000 3.1%
Meadows II 495,300 516,700 (21,400) (4.1%)
Town Place 408,300 424,900 (16,600) (3.9%)
Total $1,608,500 $1,625,500 $ (17,000) (1.0%)
Percent
For Six Months Ended Increase Increase
6/30/99 6/30/98 (Decrease)(Decrease)
Pelican Sound $1,358,900 $1,374,600 $ (15,700) (1.1%)
Meadows II 1,014,300 1,030,900 (16,600) (1.6%)
Town Place 792,200 862,500 (70,300) (8.2%)
Total $3,165,400 $3,268,000 $(102,600) 3.1%
The $17,000 decrease in rental income for the second quarter,
compared to the prior year's second quarter, is attributed
primarily to a 3% decrease in occupancy (from 93% to 90%),
partially offset by a 3% increase in gross potential rent. The
$17,000 decrease consisted of decreases at Meadows II
of $21,000 and Town Place of $17,000, offset by an increase at
Pelican Sound of $21,000. The $21,000 decrease at The Meadows II
is attributed to a 3% increase in gross potential rent offset by
a 7% decrease in average occupancy (from 91% to 84%). The $17,000
decrease at Town Place is attributed to a 3% increase in gross
potential rent, offset by a 2% decrease in average occupancy
(from 95% to 93%). The $21,000 increase at Pelican Sound is
attributed to a 2% increase in gross potential rent. Occupancy
of 94% at Pelican Sound was the same as the comparative quarter.
The decrease in occupancy is viewed as a direct response to the
efforts made to increase asking rents. Although occupancy
decreased at two of the three apartment sites, this is not
considered to be the start of a trend to lower occupancy and
revenues.
The $103,000 decrease in rental income for the six month period,
compared to the prior year's same six month period, is attributed
primarily to a 5% decrease in occupancy (from 94% to 89%),
partially offset by a 3% increase in gross potential rent. The
$103,000 decrease consisted of decreases at all three apartment
sites: Town Place ($70,000), Meadows II ($16,000), and
Pelican Sound ($16,000). The $70,000 decrease at Town Place is
attributed to a 3% increase in gross potential rent, offset by a
6% decrease in average occupancy (from 96% to 90%). The $17,000
decrease at The Meadows II is attributed to a 3% increase in
gross potential rent offset by a 6% decrease in average
occupancy (from 92% to 86%). The $16,000 decrease at
Pelican Sound is attributed to a 3% increase in gross potential
rent, offset by a 3% decrease in occupancy (from 95% to 92%).
The decrease in occupancy is viewed as a direct response to the
efforts made to increase asking rents. Although occupancy
decreased at all three apartment sites, this is not considered to
be the start of a trend to lower occupancy and revenues.
The average monthly gross potential rent per unit at the
Apartments for the second quarter of 1999 and for the six month
period of 1999, and the comparative periods in 1998, is set forth
below:
Number Three Months Ended Six Months Ended
of Units 6/30/99 6/30/98 6/30/99 6/30/98
Pelican Sound 379 $635 $621 $634 $617
The Meadows II 316 $612 $593 $611 $591
Town Place 240 $621 $603 $622 $601
All Rental Units 935 $623 $607 $623 $604
"Gross potential rent" represents the asking rent established by
the Partnership for a vacant apartment plus the rent in effect
for occupied apartments.
The average occupancy level at the Apartments for the second
quarter ended June 30, 1999 and for the six month period of
1999, and the comparable periods in 1998, is set forth below:
Three Months Ended Six Months Ended
6/30/99 6/30/98 6/30/99 6/30/98
Pelican Sound 93.9% 94.2% 91.6% 95.2%
The Meadows II 84.0% 91.4% 86.2% 91.6%
Town Place 93.2% 94.9% 89.6% 96.0%
All Rental Units 90.4% 93.5% 89.3% 94.2%
The range of occupancy levels at the Apartments for the second
quarter period ended June 30, 1999 and for the six month period
of 1999, and the comparable periods in 1998, is set forth below:
Three Months Ended Six Months Ended
6/30/99 6/30/98 6/30/99 6/30/98
Pelican Sound 93.4-94.2% 92.5-94.7% 88.5-94.2% 92.5-95.2%
The Meadows II 79.0-87.4% 88.3-94.7% 79.0-89.1% 88.3-94.7%
Town Place 92.8-93.9% 92.9-97.3% 85.6-93.9% 92.9-97.9%
All Rental Units 88.7-91.6% 92.5-94.7% 87.9-91.6% 92.5-95.2%
Total rental expenses before depreciation and debt service in
the three month period ended June 30, 1999 decreased by $79,000,
from $925,000 to $846,000, compared to the same period of 1998.
The decrease was comprised of decreases at Pelican Sound of
$75,000, and Meadows II of $7,000, offset by an increase at Town
Place of $3,000.
For the six month period total rental expenses decreased by
$57,000 from $1,787,000 to $1,730,000. The decreases were
comprised of decreases at Pelican Sound of $59,000, and Town
Place of $1,000, offset by an increase at The Meadows II of
$3,000.
A summary of operating expenses before depreciation and debt
service by apartment site follows:
For the Three Months Ended
Increase Increase
(Decrease) (Decrease)
6/30/99 6/30/98 Amount Percent
Pelican Sound $336,000 $411,000 $(75,000) (18.2%)
Meadows II 274,000 281,000 (7,000) (2.5%)
Town Place 236,000 233,000 3,000 1.3%
Total $846,000 $925,000 $(79,000) 8.5%
For The Six Months Ended
Increase Increase
(Decrease) (Decrease)
6/30/99 6/30/98 Amount Percent
Pelican Sound $ 731,000 $ 790,000 $(59,000) (7.5%)
Meadows II 545,000 542,000 3,000 0.6%
Town Place 454,000 455,000 (1,000) (0.2%)
Total $1,730,000 $1,787,000 $(57,000) (3.2%)
Net income from rental property operations before debt service,
depreciation and amortization, was approximately $762,000 for
the second quarter of 1999, compared to $700,000 for the
comparative period, an increase of approximately $62,000. The
increase was comprised of an increase at Pelican Sound of
$94,000, offset by decreases at Town Place of $18,000, and
Meadows II of $14,000.
For the six month period net income from rental operations
before depreciation, amortization, and debt service was
approximately $1,435,000 for the 1999 period compared to
$1,481,000 for the comparable 1998 period, a decrease of
$46,000. The decrease was comprised of decreases at Town
Place of $69,000, and the Meadows II of $20,000, offset by an
increase at Pelican Sound of $43,000.
As a result of the foregoing, a summary of net operating income
before depreciation, amortization, and debt service, by site
including the percent of total for each site for three month
periods ended follows:
Increase Increase
6/30/99 6/30/98 (Decrease)(Decrease)
Amount Percent Amount Percent Amount Percent
Pelican Sound $368,000 48% $274,000 39% $ 94,000 34.3%
Meadows II 221,000 29% 235,000 34% (14,000) (6.0%)
Town Place 173,000 23% 191,000 27% (18,000) (9.4%)
Total $762,000 100% $700,000 100% $ 62,000 8.9%
As a result of the foregoing, a summary of net operating income
before depreciation, amortization, and debt service, by site for
the six month periods ended:
Increase Increase
6/30/99 6/30/98 (Decrease) (Decrease)
Amount Percent Amount Percent Amount Percent
Pelican Sound $ 628,000 44% $ 585,000 40% $ 43,000 7.3%
Meadows II 469,000 33% 489,000 33% (20,000) (4.1%)
Town Place 338,000 23% 407,000 27% (69,000) (17.0%)
Total $1,435,000 100% $1,481,000 100% $(46,000) (3.1%)
Interest expense for the second quarter of 1999 increased $9,000
from the comparative period and increased $18,000 for the six
month period.
The net income before debt service from real estate activities
is reduced by deductions for depreciation and amortization which
do not affect cash flow. Depreciation decreased $12,000 for the
second quarter of 1999 compared to 1998, and by $24,000 for the
six month period. Amortization increased for the second quarter
of 1999 by $3,000 and by $9,000 for the six month period.
The Partnership's net other expenses increased during the six
month period in 1999 by approximately $31,000. Partnership
management expenses increased $22,000 and interest income
decreased $9,000. The decrease interest income is attributable
to a smaller investment portfolio to generate such income.
As a result of the foregoing, the Partnership's net income for
the quarter ended June 30, 1999 was $8,000, compared to a loss
of $35,000 in the same period of 1998. For the six month
periods the Partnership's net loss for 1999 was $74,000,
compared to net income of $6,000 for 1998.
Exclusive of depreciation and amortization, the Partnership's
net income for the quarters ended June 30, 1999 and 1998 was
$271,000 and $237,000, and for the six month periods the net
income exclusive of depreciation and amortization was $449,000
of 1999 and $544,000 for 1998.
Liquidity and Sources of Capital
At June 30, 1999 there was $2.0 million of cash and cash
equivalents and escrow deposits available to pay liabilities.
The Partnership has a credit line established of approximately
$2.56 million from the undisbursed funds from The Meadows II
refinancing to provide additional liquidity. The undisbursed
funds do not bear interest until they are released by the
mortgage lender.
During the first six months of 1999, cash and cash equivalents
decreased by $125,000. During the period $573,000 was provided
operating activities, $208,000 was used in investing activities
and approximately $490,000 was used in financing activities
that included payments on the mortgage notes and distributions
paid to the limited partners as shown herein on the Statements
of Cash Flows.
The General Partner believes that the Partnership has the
ability to generate adequate amounts of cash to meet the
Partnership's current needs.
Short-term obligations total $4.2 million, consisting of
$889,000 of current liabilities, $312,000 of mortgage principal
liabilities, and as described in detail below, $3,002,000
payable to the General Partner and affiliates.
On a short-term basis, rental operations are expected to
provide a stream of cash flow to pay day-to-day operating
expenses and to fund quarterly cash distributions to the
partners. Operations generated a profit in the
first six months of 1999 of $449,000 (before depreciation and
amortization of $523,000) compared to $544,000 for the same
period in 1998 (with depreciation and amortization of $538,000).
The Agreement of Limited Partnership provides that the
Partnership will make distributions for each calendar quarter
of cash flow less amounts set aside for reserves. In April
the Partnership paid to the Limited Partners the March
declaration of $167,500 ($12.50 per Interest) and declared a
similar amount payable for the second quarter of 1999 to be
paid in July. The estimated distribution payable to the
General Partner of $1,000 for the quarter was accrued and
payment will be made subsequently. The Partnership intends,
but is not required, to continue to make cash distributions to
the Limited Partners each quarter in the same amount. This
intention will require cash distributions to the limited
partners of approximately $670,000 in the next 12 months,
which should be met from operations and cash reserves.
The long-term mortgage obligations of the Partnership require
principal reductions (excluding balloon payments) of $1.7
million over the next five years. These obligations should
be satisfied by cash generated from operations. In the
year 2003 two of the mortgage notes require balloon payments
that will total $14.9 million ($8.9 million for Pelican Sound
and $6.0 million for Town Place). It is anticipated that both
properties will be sold or refinanced prior to the maturity
dates in 2003.
Approximately $3.9 million of deferred fees and deferred
interest related thereto has been earned by the General
Partner and affiliates, of which approximately $3.0 million
is a short term obligation of the Partnership currently due
and payable. To date the Partnership has not paid the $3.0
million of deferred fees and deferred interest in order to
preserve the ability of the Partnership to acquire additional
properties, if deemed advisable. The actual timing of the
payment of deferred fees and related interest will take into
account the amount of cash reserves to be set aside
that the General Partner deems necessary or appropriate for
the operation and protection of the Partnership. The General
Partner currently intends to make payment only after it is
determined that the liquidity is not required to purchase
additional properties, either directly or by means of
an exchange.
The mortgage notes on Pelican Sound and Town Place bear
interest at 7.625% an 8.25% respectively. Both loans are
due in four years in 2003. The Partnership is exploring the
possibility of refinancing both mortgage loans during 1999 if
lower interest rates are available. Additional proceeds
from the refinancings in excess of the existing mortgage debt
would provide additional liquidity.
Other than the payments described above, there are no
long-term material capital expenditures, obligations,
or other demands or commitments that might impair the
liquidity of the Partnership.
Partners' Capital decreased by $411,000 during the first six
months of 1999 due to cash distributions declared payable
to the partners of $337,000, plus by the net loss for
the six months of $74,000.
Impact of Year 2000 Compliance
As is more fully described in the Partnership's annual report
on Form 10-KSB for the fiscal year ended December 31, 1998,
the General Partner is modifying or replacing significant
portions of its software as well as certain hardware to
enable continued operations beyond December 31, 1999.
As of June 30, 1999, the General Partner estimates its
progress toward completion of its Year 2000 remediation plan
as indicated in the following table.
Operating
Equipment
IT with
Systems Embedded Chips Products Third Party
Resolution Phase (Estimated Percent Complete at June 30, 1999)
Assessment 100% 100% 100% 95%
Remediation 100% 80% 100% 80%
Testing 90% 80% 100% 75%
Implementation 50% 80% 90% 70%
Expected
Completion Date 9/30/99 10/31/99 9/30/99 8/31/99
To date, the Partnership has incurred costs of $50,000 for the
Year 2000 project. The General Partner now estimates that the
Partnership's share of total project cost will be $60,000. The
General Partner's assessment of the risks associated with the
Year 2000 project and the status of the Partnership's
contingency plans are unchanged from that described in the
1998 annual report.
The Partnership's plans to complete the Year 2000 modifications
are based on the General Partner's best estimates, which are
based on numerous assumptions about future events including the
continued availability of certain resources and other factors.
Estimates on the status of completion and the expected
completion dates are based on the level of effort expended
to date to total expected (internal) staff effort. However,
there can be no guarantee that these estimates will be
achieved and actual results could differ materially from those
plans. Specific factors that might cause such material
differences include, but are not limited to, the availability
and cost of personnel trained in this area, the ability to
locate and correct all relevant computer codes and similar
uncertainties.
The information above contains forward-looking statements,
including, without limitation, statements relating to the
Partnership's plans, strategies, objectives, expectations,
intentions, and adequate resources that are made pursuant
to the "safe harbor" provisions of the Private Securities
Litigation Reform Act of 1995. Readers are cautioned that
forward-looking statements about Year 2000 should be read in
conjunction with the Partnership's disclosures under the
heading Forward-Looking Information.
PART II.
OTHER INFORMATION
Item 1. Legal Proceeding.
There is no material pending litigation.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
The Partnership did not file any reports on Form 8-K during the
three months ended June 30, 1999.
SIGNATURES
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.
DECADE COMPANIES INCOME PROPERTIES -
A LIMITED PARTNERSHIP
(Registrant)
By: DECADE COMPANIES
(General Partner)
Date: August 2, 1999 By:/s/ Jeffrey Keierleber
Jeffrey Keierleber
General Partner and Principal
Financial and Accounting
Officer of Registrant