-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, DOfsrkYaFQsKCHX7RCDR9JQr1S6mNvAxoy9UjBOIAk+uMxSnDSHqBHEewgKuKqTS 9s9Db/bGdNfG/NvezS2iiw== 0000948524-02-000075.txt : 20021114 0000948524-02-000075.hdr.sgml : 20021114 20021114164301 ACCESSION NUMBER: 0000948524-02-000075 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20020930 FILED AS OF DATE: 20021114 FILER: COMPANY DATA: COMPANY CONFORMED NAME: POLARIS AIRCRAFT INCOME FUND I CENTRAL INDEX KEY: 0000748218 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-EQUIPMENT RENTAL & LEASING, NEC [7359] IRS NUMBER: 942938977 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 002-91762 FILM NUMBER: 02825533 BUSINESS ADDRESS: STREET 1: 201 HIGH RIDGE ROAD STREET 2: 27TH FL CITY: STAMFORD STATE: CT ZIP: 06927 BUSINESS PHONE: (203) 357- MAIL ADDRESS: STREET 1: 201 HIGH RIDGE ROAD STREET 2: 27TH FL CITY: STAMFORD STATE: CT ZIP: 06927 10-Q 1 if1_3q02.txt SEPTEMBER 30, 2002 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ------------------ FORM 10-Q ------------------ X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE --- SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2002 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 No. 2-91762 ----------------- POLARIS AIRCRAFT INCOME FUND I State of Organization: California IRS Employer Identification No. 94-2938977 201 High Ridge Road, Stamford, Connecticut 06927 Telephone - (203) 357-3776 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, and (2) has been subject to such filing requirements for the past 90 days. Yes X No --- --- This document consists of 18 pages. POLARIS AIRCRAFT INCOME FUND I FORM 10-Q - For the Quarterly Period Ended September 30, 2002 INDEX Part I. Financial Information Page Item 1. Financial Statements a) Balance Sheets - September 30, 2002 and December 31, 2001...........................................3 b) Statements of Operations - Three and Nine Months Ended September 30, 2002 and 2001...........................4 c) Statements of Changes in Partners' Capital - Year Ended December 31, 2001 and Nine Months Ended September 30, 2002....................5 d) Statements of Cash Flows - Nine Months Ended September 30, 2002 and 2001...........................6 e) Notes to Financial Statements...............................7 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations..........10 Item 4. Controls and Procedures................................11 Part II. Other Information Item 1. Legal Proceedings......................................12 Item 6. Exhibits and Reports on Form 8-K.......................13 Signature...........................................................14 Certifications Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.........................................................15 2 Part 1. Financial Information ----------------------------- Item 1. Financial Statements POLARIS AIRCRAFT INCOME FUND I BALANCE SHEETS September 30, December 31, 2002 2001 ---- ---- (Unaudited) ----------- ASSETS: CASH AND CASH EQUIVALENTS $1,146,779 $2,445,482 ---------- ---------- Total Assets $1,146,779 $2,445,482 ========== ========== LIABILITIES AND PARTNERS' CAPITAL: PAYABLE TO AFFILIATES $ 21,930 $ 38,214 ACCOUNTS PAYABLE AND ACCRUED LIABILITIES 354,184 368,821 ---------- ---------- Total Liabilities 376,114 407,035 ---------- ---------- PARTNERS' CAPITAL: General Partner 33,764 134,953 Limited Partners, 168,707 units (168,729 in 2001) issued and outstanding 736,901 1,903,494 ---------- ---------- Total Partners' Capital 770,665 2,038,447 ---------- ---------- Total Liabilities and Partners' Capital $1,146,779 $2,445,482 ========== ========== The accompanying notes are an integral part of these statements. 3 POLARIS AIRCRAFT INCOME FUND I STATEMENTS OF OPERATIONS (Unaudited) Three Months Ended Nine Months Ended September 30, September 30, ------------- ------------- 2002 2001 2002 2001 ---- ---- ---- ---- REVENUES: Gain on Sale of Aircraft Engines $ -- $ 41,250 $ -- $ 41,250 Other income - Maintenance reserves -- -- -- 631,316 Interest 4,911 19,389 16,663 60,008 Lessee settlements (Notes 5 & 6) 453 -- 453 85,667 --------- --------- --------- --------- Total Revenues 5,364 60,639 17,116 818,241 --------- --------- --------- --------- EXPENSES: Operating expenses -- 1,600 -- 5,900 Administration and other 28,935 36,015 113,169 102,137 --------- --------- --------- --------- Total Expenses 28,935 37,615 113,169 108,037 --------- --------- --------- --------- NET INCOME (LOSS) $ (23,571) $ 23,024 $ (96,053) $ 710,204 ========= ========= ========= ========= NET INCOME ALLOCATED TO THE GENERAL PARTNER $ 5,075 $ 230 $ 15,984 $ 91,459 ========= ========= ========= ========= NET INCOME (LOSS) ALLOCATED TO LIMITED PARTNERS $ (28,646) $ 22,794 $(112,037) $ 618,745 ========= ========= ========= ========= NET INCOME (LOSS) PER LIMITED PARTNERSHIP UNIT $ (0.17) $ 0.14 $ (0.66) $ 3.67 ========= ========= ========= ========= The accompanying notes are an integral part of these statements. 4 POLARIS AIRCRAFT INCOME FUND I STATEMENTS OF CHANGES IN PARTNERS' CAPITAL Year Ended December 31, 2001 and Nine Months Ended September 30, 2002 ------------------------------------ General Limited Partner Partners Total ------- -------- ----- Balance, December 31, 2000 $ 137,474 $ 2,152,316 $ 2,289,790 Net income 91,217 594,824 686,041 Cash distributions to partners (93,738) (843,646) (937,384) ----------- ----------- ----------- Balance, December 31, 2001 134,953 1,903,494 2,038,447 Net income (loss) (Unaudited) 15,984 (112,037) (96,053) Cash distribution to partners (Unaudited) (117,173) (1,054,556) (1,171,729) ----------- ----------- ----------- Balance, September 30, 2002 (Unaudited) $ 33,764 $ 736,901 $ 770,665 =========== =========== =========== The accompanying notes are an integral part of these statements. 5 POLARIS AIRCRAFT INCOME FUND I STATEMENTS OF CASH FLOWS (Unaudited) Nine Months Ended September 30, ------------------------------- 2002 2001 ---- ---- OPERATING ACTIVITIES: Net income (Loss) $ (96,053) $ 710,204 Adjustments to reconcile net income (loss) to net cash (used in) provided by operating activities: Gain on Sale of Aircraft Engines -- (41,250) Changes in operating assets and liabilities: Decrease in other assets -- 6,297 Decrease in payable to affiliates (16,284) (44,175) Increase (decrease) in accounts payable and accrued liabilities (14,637) 3,973 Decrease in maintenance reserves -- (631,316) ----------- ----------- Net cash (used in) provided by operating activities (126,974) 3,733 ----------- ----------- INVESTING ACTIVITIES: Proceeds from Sale of Aircraft Engines -- 900,000 ----------- ----------- Net cash provided by investing activities -- 900,000 ----------- ----------- FINANCING ACTIVITIES: Cash distributions to partners (1,171,729) (937,383) ----------- ----------- Net cash used in financing activities (1,171,729) (937,383) ----------- ----------- CHANGES IN CASH AND CASH EQUIVALENTS (1,298,703) (33,650) CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 2,445,482 2,469,034 ----------- ----------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 1,146,779 $ 2,435,384 =========== =========== The accompanying notes are an integral part of these statements. 6 POLARIS AIRCRAFT INCOME FUND I NOTES TO FINANCIAL STATEMENTS (Unaudited) 1. Organization and the Partnership Polaris Aircraft Income Fund I (the "Partnership") was formed on June 27, 1984 for the purpose of acquiring and leasing aircraft. It will terminate no later than December 2010. Upon organization, both the General Partner and the initial Limited Partner contributed $500. The offering of Limited Partnership units terminated on December 31, 1985, at which time the Partnership had sold 168,729 units of $500, representing $84,364,500. All unit holders were admitted to the Partnership on or before January 1, 1986. During the nine months ended September 30, 2002, 22 units were abandoned. At September 30, 2002, there were 168,707 units outstanding. Polaris Investment Management Corporation ("PIMC"), the sole General Partner of the Partnership (the "General Partner"), supervises the day-to-day operations of the Partnership. PIMC is a wholly-owned subsidiary of Polaris Aircraft Leasing Corporation ("PALC"). Polaris Holding Company ("PHC") is the parent company of PALC. General Electric Capital Corporation ("GE Capital"), an affiliate of General Electric Company, owns 100% of PHC's outstanding common stock. PIMC has entered into a services agreement dated as of July 1, 1994 with GE Capital Aviation Services, Inc. ("GECAS"). Amounts paid and allocations to related parties are described in Notes 3 & 4. At September 30, 2002, the Partnership owned certain inventoried aircraft parts, which includes one engine, out of its original portfolio of eleven aircraft. The remaining inventory of spare parts, including one engine, has been made available for sale such that the Partnership plans to liquidate all its assets in an orderly manner, make a final distribution, and terminate the Partnership thereafter; however, it is uncertain when this liquidation will occur because the General Partner is unable to predict when all of the Partnership's remaining assets will be sold. These spare parts are carried at a book value of zero as of September 30, 2002. 2. Accounting Principles and Policies In the opinion of management, the financial statements presented herein include all adjustments, consisting only of normal recurring items, necessary to summarize fairly the Partnership's balance sheets, results of operations, and cash flows. The financial statements have been prepared in accordance with the instructions of the Quarterly Report to the Securities and Exchange Commission ("SEC") Form 10-Q and do not include all of the information and note disclosures required by accounting principles generally accepted in the United States ("GAAP"). These statements should be read in conjunction with the financial statements and notes thereto for the years ended December 31, 2001, 2000, and 1999 included in the Partnership's 2001 Annual Report to the SEC on Form 10-K. 3. Related Parties Under the Limited Partnership Agreement, the Partnership paid or agreed to pay the following amounts for the current quarter to the General Partner, PIMC, in connection with services rendered or payments made on behalf of the Partnership: 7 Payments made during the Three Months Ended Payable at September 30, 2002 September 30, 2002 ------------------ ------------------ Out-of-Pocket Operating Expense Reimbursement $10,448 $ -- Out-of-Pocket Administrative Expense Reimbursement 20,331 21,930 ------- ------- $30,779 $21,930 ======= ======= 4. Partners' Capital The Partnership Agreement (the "Agreement") stipulates different methods by which revenue, income and loss from operations and gain or loss on the sale of aircraft are to be allocated to the General Partner and the limited partners. Such allocations are made using income or loss calculated under GAAP for book purposes, which varies from income or loss calculated for tax purposes. Cash available for distributions, including the proceeds from the sale of aircraft, is distributed 10% to the General Partner and 90% to the limited partners. The different methods of allocating items of income, loss and cash available for distribution combined with the calculation of items of income and loss for book and tax purposes result in book basis capital accounts that may vary significantly from tax basis capital accounts. The ultimate liquidation and distribution of remaining cash will be based on the tax basis capital accounts following liquidation, in accordance with the Agreement. 5. CanAir Bankruptcy Settlement On June 27, 2001, the Partnership received $8,897 in connection with the CanAir Bankruptcy Settlement, which is comprised of amounts received for rents, maintenance reserve obligations and accrued interest. Final payments relating to this matter amounting to $453 were received during the quarter ended September 30, 2002. 6. Braniff Bankruptcy Settlement On January 16, 2001, Braniff's bankrupt estate made a $110,890 payment in respect of the unsecured claims of the Partnership and other affiliates of PIMC, of which $76,770 was allocated to the Partnership based on its pro rata share of the total claims. 7. Engine Lease Expiration The lease for the three JT8D-9A engines to Royal Aviation, Inc. and Royal Cargo, Inc. (collectively, "Royal Aviation") expired on August 31, 2000. The engines were returned on September 7, 2000 and a security deposit of $45,000 was refunded to Royal Aviation on November 21, 2000. The Partnership ceased 8 depreciating these assets and reported these assets at the lower of carrying amount or fair value less cost to sell as of December 31, 2000. Due to the fact that the Partnership decided to sell the engines in an as-is-where-is condition in June 2001, the net maintenance reserve balance of $631,316 was taken into income during the quarter ended June 30, 2001. The Partnership subsequently sold the engines to Aeroturbine, Inc. on an as-is-where-is basis in July 2001, as discussed below. 8. Sale of Engines On July 19, 2001 the Partnership sold the three remaining JT8D-9A engines to Aeroturbine, Inc., on an as-is-where-is basis for $900,000. The Partnership received the proceeds for these engines in the third quarter of 2001. This sale resulted in a gain of $41,250. 9 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Business Overview At September 30, 2002, Polaris Aircraft Income Fund I (the "Partnership") owned certain inventoried aircraft parts, which includes one engine, out of its original portfolio of eleven aircraft. The remaining inventory of spare parts, including one engine, has been made available for sale such that the Partnership plans to liquidate all its assets in an orderly manner, make a final distribution, and terminate the Partnership thereafter; however, it is uncertain when this liquidation will occur because the General Partner is unable to predict when all of the Partnership's remaining assets will be sold. These spare parts are carried at a book value of zero as of September 30, 2002. Partnership Operations The Partnership recorded net loss of $23,571, or $0.17 per limited partnership unit, for the three months ended September 30, 2002, compared to net income of $23,024, or $0.14 per limited partnership unit, for the same period in 2001. The Partnership recorded net loss of $96,053, or $0.66 per limited partnership unit, for the nine months ended September 30, 2002, compared to net income of $710,204, or $3.67 per limited partnership unit, for the same period in 2001. For the nine months ended September 30, 2002 the decline in operating results was primarily due to the winding down of operations for the Partnership, as the remaining spare parts as of December 31, 2001 have not been sold as of September 30, 2002. During the third quarter of 2001, the Partnership sold three engines and recognized a gain of $41,250. There were no sales of aircraft engines recognized during 2002. Other income decreased for the nine months ended September 30, 2002 as compared to the same period in 2001 primarily due to maintenance reserves that were recognized as income during the second quarter of 2001. During the second quarter of 2001, the Partnership held engines that were marketed for sale on an as-is-where-is basis and there was no further need to hold the maintenance reserves. As a result, the maintenance reserves as of that time were recognized as income during the second quarter of 2001. There was no similar income in 2002. Interest income decreased during the three and nine months ended September 30, 2002, as compared to the same periods in 2001 primarily due to lower interest rates and a decrease in the average cash balances, primarily due to distributions. Lessee settlements decreased during the nine months ended September 30, 2002, as compared to the same period in 2001, primarily due to the receipt of $76,770 on January 16, 2001 related to the Braniff bankruptcy and $8,897 on June 27, 2001 related to the CanAir bankruptcy. During the period ended September 30, 2002, $453 was received related to the CanAir bankruptcy. Operating expenses decreased during the three and nine months ended September 30, 2002 as compared to the same periods in 2001, primarily due to expenses incurred in the second quarter of 2001 in connection with marketing the engines for sale. Administrative and other expenses decreased during the three months ended September 30, 2002, as compared to the same period in 2001, primarily due to a decrease in tax accounting fees and a decrease in printing and postage expenses. 10 Administrative and other expenses increased during the nine months ended September 30, 2002, as compared to the same period in 2001, primarily due to an increase in legal fees during 2002 primarily incurred to comply with an SEC prompted court order related to transfers of units to entities owned by an investor. Liquidity and Cash Distributions Liquidity - PIMC, the General Partner, has decided that the Partnership should maintain cash reserves as a prudent measure to ensure that the Partnership has available funds for winding up the affairs of the Partnership and for other contingencies. The Partnership's cash reserves will be monitored and may be revised from time to time as further information becomes available in the future. Cash Distributions - Cash distributions to limited partners during the nine months ended September 30, 2002 and 2001 were $1,054,556 and $843,646, respectively. Cash distributions per Limited Partnership unit for the nine months ended September 30, 2002 and 2001 were $6.25, and $5.00 respectively. The timing and amount of the final cash distribution to partners is not yet known and will depend upon the Partnership's future cash requirements and the timing of the sale and amount of proceeds from the sale of its remaining inventory of spare parts including one engine. Item 4. Controls and Procedures PIMC management, including the Chief Executive Officer and Chief Financial Officer, have conducted an evaluation of the effectiveness of disclosure controls and procedures pursuant to Exchange Act Rule 13a-14. Based on that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that the disclosure controls and procedures are effective in ensuring that all material information required to be filed in this quarterly report has been made known to them in a timely fashion. There have been no significant changes in internal controls, or in factors that could significantly affect internal controls, subsequent to the date the Chief Executive Officer and Chief Financial Officer completed their evaluation. 11 Part II. Other Information -------------------------- Item 1. Legal Proceedings As discussed in Item 3 of Part I of Polaris Aircraft Income Fund I's (the "Partnership") 2001 Annual Report to the Securities and Exchange Commission ("SEC") on Form 10-K ("Form 10-K") and in Item 1 of Part II of the Partnership's Quarterly Report to the SEC on Form 10-Q ("Form 10-Q") for the period ended June 30, 2002, there are several pending legal actions or proceedings involving the Partnership. Except as described below, there have been no material developments with respect to any such actions or proceedings during the period covered by this report. CanAir Cargo Ltd. ("CanAir") Order under the Companies' Creditors Arrangement Act of Canada - On March 20, 2002, the receiver appointed by the Ontario Court of Justice on behalf of CanAir's creditors issued a check for 3,250 Canadian Dollars (approximately $2,053 U.S. Dollars) to the GECAS Parties (GE Capital Aviation Services, Inc., as agent for Polaris Holding Company, General Electric Capital Leasing Canada, Inc. and the Partnership), and of this amount, 277 Canadian Dollars (approximately $174 U.S. Dollars) was paid to the Partnership on September 26, 2002. Additionally, the GECAS Parties received a final payment from the receiver on May 7, 2002 in the amount of 5,188 Canadian Dollars (approximately $3,278 U.S. Dollars), and of this amount, 442 Canadian Dollars (approximately $279 U.S. Dollars) was paid to the Partnership on September 26, 2002. Other Proceedings - Item 10 of Part III of the Partnership's 2001 Form 10-K and Item 1 of Part II of the Partnership's Quarterly Reports to the SEC on Form 10-Q for the period ended June 30, 2002 discuss certain actions which have been filed against Polaris Investment Management Corporation and others in connection with the sale of interests in the Partnership and the management of the Partnership. The Partnership is not a party to these actions. Except as described in the last sentence below, there have been no material developments with respect to any such actions or proceedings during the period covered by this report. Sara J. Bishop, et al. v. Kidder, Peabody & Co., et al., Superior Court of California, County of Sacramento; Wilson et al. v. Polaris Holding Company et al., Superior Court of California, County of Sacramento, and ten other California Actions(1) - In the California actions filed in 1996, approximately 4000 plaintiffs who purchased limited partnership units in Polaris Aircraft Income Funds I through VI and other limited partnerships sold by Kidder, Peabody named Kidder, Peabody, KP Realty Advisors, Inc., Polaris Holding Company, Polaris Aircraft Leasing Corporation, Polaris Investment Management Corporation, Polaris Securities Corporation, Polaris Jet Leasing, Inc., Polaris Technical Services, Inc., General Electric Company, General Electric Financial Services, Inc., General Electric Capital Corporation, and General Electric Credit Corporation and Does 1-100 as defendants. The Partnership was not named as a defendant in these actions. The complaints all allege violations of state common law, including fraud, negligent misrepresentation, breach of fiduciary duty, and violations of the rules of the National Association of Securities Dealers. The - -------- 1 The ten other actions are Abrams, et al. v. Polaris Holding Company, et al., Elphick, et al. v. Kidder Peabody & Co., et al., Johnson, et al. v. Polaris Holding Company, et al., Kuntz, et al. v. Polaris Holding Company, et al., McDevitt, et al. v. Polaris Holding Company, et al., Ouellette, et al. v. Kidder Peabody & Co., et al., Rolph, et al. v. Polaris Holding Company, et al., Self, et al. v. Polaris Holding Company, et al., Tarrer, et al. v. Kidder Peabody & Co., et al., Zicos, et al. v. Polaris Holding Company, et al., all filed in Superior Court of California, County of Sacramento. 12 complaints seek to recover compensatory damages and punitive damages in an unspecified amount, interest, and rescission with respect to Polaris Aircraft Income Funds III-VI and all other limited partnerships alleged to have been sold by Kidder Peabody to the plaintiffs. The California actions have been settled. An additional settlement was entered into with certain plaintiffs who had refused to participate in the first settlement. Plaintiffs' counsel advised the Court that they would withdraw from representing the remaining plaintiffs -- approximately 330 -- who refused to participate in either of the settlements. In July, 2000, plaintiffs' counsel submitted to the Court motions to withdraw as counsel of record for all of the actions. The Court indicated that it would grant such motions and thereafter would consider dismissing each of the actions if no plaintiff came forward to prosecute. On August 2, 2001, the Court conducted a series of status conferences in connection with each of the twelve California actions and at the conferences dismissed most of the remaining plaintiffs in those actions. On November 9, 2001, defendants moved for summary judgment against most of the remaining plaintiffs based upon a settlement and bar order entered in a multi-district litigation in 1997. On March 1, 2002 the judge granted the defendants' summary judgment motions. On August 15, 2002, the judge entered a judgment of dismissal in each of the California actions. Item 6. Exhibits and Reports on Form 8-K a) Exhibits (numbered in accordance with Item 601 of Regulation S-K) 99.1 Certification of President. 99.2 Certification of Chief Financial Officer. b) Reports on Form 8-K As described in greater detail in Item 4 of the Current Report on Form 8-K dated August 1, 2002 and first filed by the Partnership on or about August 2, 2002, the Partnership adopted a resolution dismissing Arthur Andersen LLP ("Andersen") as the Partnership's auditors and appointed Ernst & Young LLP to replace Andersen. 13 SIGNATURE Pursuant to the requirements of section 13 or 15(d) 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. POLARIS AIRCRAFT INCOME FUND I (Registrant) By: Polaris Investment Management Corporation, General Partner November 12, 2002 By: /S/Stephen E. Yost --------------------- ---------------------------------------- Stephen E. Yost, Chief Financial Officer 14 POLARIS AIRCRAFT INCOME FUND I CERTIFICATIONS PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 CERTIFICATION - ------------- I, William R. Carpenter, certify that: 1. I have reviewed this quarterly report on Form 10-Q of Polaris Aircraft Income Fund I; 2. Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report; 3. Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report; 4. The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have: a) designed such disclosure controls and procedures to ensure that material information relating to the registrant is made known to us by others, particularly during the period in which this quarterly report is being prepared; b) evaluated the effectiveness of the registrant's disclosure controls and procedures as of a date within 90 days prior to the filing date of this quarterly report (the "Evaluation Date"); and c) presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date; 5. The registrant's other certifying officers and I have disclosed, based on our most recent evaluation, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent function): a) all significant deficiencies in the design or operation of internal controls which could adversely affect the registrant's ability to record, process, summarize and report financial data and have identified for the registrant's auditors any material weaknesses in internal controls; and b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal controls; and 15 6. The registrant's other certifying officers and I have indicated in this quarterly report whether or not there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses. Date: November 12, 2002 By: Polaris Investment Management Corporation, General Partner /s/ William R. Carpenter - ------------------------ William R. Carpenter President 16 CERTIFICATION - ------------- I, Stephen E. Yost, certify that: 1. I have reviewed this quarterly report on Form 10-Q of Polaris Aircraft Income Fund I; 2. Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report; 3. Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report; 4. The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have: a) designed such disclosure controls and procedures to ensure that material information relating to the registrant is made known to us by others, particularly during the period in which this quarterly report is being prepared; b) evaluated the effectiveness of the registrant's disclosure controls and procedures as of a date within 90 days prior to the filing date of this quarterly report (the "Evaluation Date"); and c) presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date; 5. The registrant's other certifying officers and I have disclosed, based on our most recent evaluation, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent function): a) all significant deficiencies in the design or operation of internal controls which could adversely affect the registrant's ability to record, process, summarize and report financial data and have identified for the registrant's auditors any material weaknesses in internal controls; and b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal controls; and 17 6. The registrant's other certifying officers and I have indicated in this quarterly report whether or not there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses. Date: November 12, 2002 By: Polaris Investment Management Corporation, General Partner /s/ Stephen E. Yost - ------------------- Stephen E. Yost Chief Financial Officer 18 EX-99 3 if1_3q02ex992.txt CERTIFICATION - STEPHEN E. YOST Exhibit 99.2 CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of Polaris Income Fund I (the "Partnership") on Form 10-Q for the period ended September 30, 2002 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Stephen E. Yost, Chief Financial Officer of Polaris Investment Management Corporation, the General Partner of the Partnership, certify, pursuant to 18 U.S.C. ss. 1350, as adopted pursuant to ss. 906 of the Sarbanes-Oxley Act of 2002, that: (1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and (2) The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Partnership. POLARIS AIRCRAFT INCOME FUND I (Registrant) By: Polaris Investment Management Corporation, General Partner By: /s/ Stephen E. Yost ------------------- Stephen E. Yost Chief Financial Officer November 12, 2002 EX-99 4 if1_3q02ex991.txt CERTIFICATION - WILLIAM R. CARPENTER Exhibit 99.1 CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of Polaris Income Fund I (the "Partnership") on Form 10-Q for the period ended September 30, 2002 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, William R. Carpenter, President of Polaris Investment Management Corporation, the General Partner of the Partnership, certify, pursuant to 18 U.S.C. ss. 1350, as adopted pursuant to ss. 906 of the Sarbanes-Oxley Act of 2002, that: (1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and (2) The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Partnership. POLARIS AIRCRAFT INCOME FUND I (Registrant) By: Polaris Investment Management Corporation, General Partner By: /s/ William R. Carpenter ------------------------ William R. Carpenter President November 12, 2002 -----END PRIVACY-ENHANCED MESSAGE-----