-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, Af8H/VroCVpruM60/YFKSDbFJv//vh1NeY7OB4APtIQnXn5+TFc8wV0kdrxat9W2 LD+YKxT9LQncLxnUvt0ubw== 0000818145-94-000003.txt : 19940520 0000818145-94-000003.hdr.sgml : 19940520 ACCESSION NUMBER: 0000818145-94-000003 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19940331 FILED AS OF DATE: 19940516 FILER: COMPANY DATA: COMPANY CONFORMED NAME: POLARIS AIRCRAFT INCOME FUND IV CENTRAL INDEX KEY: 0000818145 STANDARD INDUSTRIAL CLASSIFICATION: 7359 IRS NUMBER: 943039169 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 033-15551 FILM NUMBER: 94528739 BUSINESS ADDRESS: STREET 1: 4 EMBARCADERO CENTER CITY: SAN FRANCISCO STATE: CA ZIP: 94111 BUSINESS PHONE: 4153620333 MAIL ADDRESS: STREET 2: 4 EMBARCADERO CENTER CITY: SAN FRANCISCO STATE: CA ZIP: 94111 10-Q 1 FORM 10-Q UNITED STATES 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, 1994 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. 33-15551 POLARIS AIRCRAFT INCOME FUND IV, A California Limited Partnership State of Organization: California IRS Employer Identification No. 94-3039169 Four Embarcadero Center, San Francisco, California 94111-4146 Telephone (415) 362-0333 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 14 pages. POLARIS AIRCRAFT INCOME FUND IV, A California Limited Partnership FORM 10-Q - For the Quarter Ended March 31, 1994 INDEX Part I. Financial Information Page Item 1. Financial Statements a) Balance Sheets - March 31, 1994 and December 31, 1993 . . . . . . . . . . . . . . . . . . . . 3 b) Statements of Operations - Three Months Ended March 31, 1994 and 1993 . . . . . . . . . . . . . . . . . 4 c) Statements of Changes in Partners' Capital (Deficit) - Year Ended December 31, 1993 and Three Months Ended March 31, 1994 . . . . . . . . . . 5 d) Statements of Cash Flows - Three Months Ended March 31, 1994 and 1993 . . . . . . . . . . . . . . 6 e) Notes to Financial Statements . . . . . . . . . . . . . . 7 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations . . . . . . . 10 Part II. Other Information Item 1. Legal Proceedings . . . . . . . . . . . . . . . . . . . . . 12 Item 6. Exhibits and Reports on Form 8-K . . . . . . . . . . . . . 13 Signature . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14 2 Part I. Financial Information Item 1. Financial Statements POLARIS AIRCRAFT INCOME FUND IV, A California Limited Partnership BALANCE SHEETS
March 31, December 31, 1994 1993 (Unaudited) ASSETS: CASH AND CASH EQUIVALENTS $ 19,400,023 $ 628,222 SHORT-TERM INVESTMENTS, at cost which approximates market value - 19,845,972 Total Cash and Cash Equivalents and Short-Term Investments 19,400,023 20,474,194 RENT AND OTHER RECEIVABLES 1,428,497 1,348,406 NOTES RECEIVABLE 1,585,737 1,522,301 AIRCRAFT at cost, net of accumulated depreciation of $59,236,208 in 1994 and $56,432,464 in 1993 89,452,804 92,256,548 OTHER ASSETS, net of accumulated amortization of $2,069,479 in 1994 and 1993 - 35,887 $ 111,867,061 $ 115,637,336 LIABILITIES AND PARTNERS' CAPITAL (DEFICIT): PAYABLE TO AFFILIATES $ 662,850 $ 543,580 ACCOUNTS PAYABLE AND ACCRUED LIABILITIES 2,500 14,000 LESSEE SECURITY DEPOSITS 710,000 490,000 Total Liabilities 1,375,350 1,047,580 PARTNERS' CAPITAL (DEFICIT): General Partner (3,350,793) (3,309,775) Limited Partners, 499,964 units issued and outstanding 113,842,504 117,899,531 Total Partners' Capital 110,491,711 114,589,756 $ 111,867,061 $ 115,637,336 The accompanying notes are an integral part of these statements.
3 POLARIS AIRCRAFT INCOME FUND IV, A California Limited Partnership STATEMENTS OF OPERATIONS (Unaudited)
Three Months Ended March 31, 1994 1993 REVENUES: Rent from operating leases $ 3,121,973 $ 6,792,705 Interest 404,720 459,400 Gain (loss) on sale of aircraft 425,000 (555,676) Total Revenues 3,951,693 6,696,429 EXPENSES: Depreciation and amortization 2,803,744 7,859,020 Management and advisory fees 156,099 339,635 Operating 869,978 305,684 Administration and other 53,550 40,205 Total Expenses 3,883,371 8,544,544 NET INCOME (LOSS) $ 68,322 $ (1,848,115) NET INCOME ALLOCATED TO THE GENERAL PARTNER $ 375,619 $ 543,922 NET LOSS ALLOCATED TO LIMITED PARTNERS $ (307,297) $ (2,392,037) NET LOSS PER LIMITED PARTNERSHIP UNIT $ (.61) $ (4.78) The accompanying notes are an integral part of these statements.
4 POLARIS AIRCRAFT INCOME FUND IV, A California Limited Partnership STATEMENTS OF CHANGES IN PARTNERS' CAPITAL (DEFICIT) (Unaudited)
Year Ended December 31, 1993 and Three Months Ended March 31, 1994 General Limited Partner Partners Total Balance, December 31, 1992 $ (643,718) $ 156,836,664 $156,192,946 Net income 1,916,946 2,309,897 4,226,843 Cash distributions to partners (4,583,003) (41,247,030) (45,830,033) Balance, December 31, 1993 (3,309,775) 117,899,531 114,589,756 Net income (loss) 375,619 (307,297) 68,322 Cash distribution to partners (416,637) (3,749,730) (4,166,367) Balance, March 31, 1994 $ (3,350,793) $ 113,842,504 $110,491,711 The accompanying notes are an integral part of these statements.
5 POLARIS AIRCRAFT INCOME FUND IV, A California Limited Partnership STATEMENTS OF CASH FLOWS (Unaudited)
Three Months Ended March 31, 1994 1993 OPERATING ACTIVITIES: Net income (loss) $ 68,322 $ (1,848,115) Adjustment to reconcile net income (loss) to net cash provided by operating activities: Depreciation and amortization 2,803,744 7,859,020 Loss (gain) on sale of aircraft (425,000) 555,676 Changes in operating assets and liabilities: Increase in rent and other receivables (80,091) (99,322) Decrease in other assets 35,887 10,192 Increase in payable to affiliates 119,270 191,476 Decrease in accounts payable and accrued liabilities (11,500) (17,867) Increase in lessee security deposits 220,000 37,161 Net cash provided by operating activities 2,730,632 6,688,221 INVESTING ACTIVITIES: Increase in notes receivable (163,077) - Principal payments on notes receivable 99,641 27,304 Proceeds from sale of aircraft 425,000 1,500,000 Net cash provided by investing activities 361,564 1,527,304 FINANCING ACTIVITIES: Cash distribution to partners (4,166,367) (6,249,550) Net cash used in financing activities (4,166,367) (6,249,550) CHANGES IN CASH AND CASH EQUIVALENTS AND SHORT-TERM INVESTMENTS (1,074,171) 1,965,975 CASH AND CASH EQUIVALENTS AND SHORT-TERM INVESTMENTS AT BEGINNING OF PERIOD 20,474,194 20,900,830 CASH AND CASH EQUIVALENTS AND SHORT-TERM INVESTMENTS AT END OF PERIOD $19,400,023 $ 22,866,805 The accompanying notes are an integral part of these statements.
6 POLARIS AIRCRAFT INCOME FUND IV, A California Limited Partnership NOTES TO FINANCIAL STATEMENTS (Unaudited) 1. 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 Polaris Aircraft Income Fund IV's (the Partnership's) financial position and results of operations. 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 generally accepted accounting principles. These statements should be read in conjunction with the financial statements and notes thereto for the years ended December 31, 1993, 1992, and 1991 included in the Partnership's 1993 Annual Report to the SEC on Form 10-K (Form 10-K). Cash and Cash Equivalents - This includes deposits at banks and investments in money market funds. 2. Lease to American Trans Air, Inc. (ATA) As discussed in the Form 10-K, the Partnership negotiated a seven year lease with ATA for two Boeing 727-200 Advanced aircraft formerly on lease to USAir, Inc. The leases began in February and March 1993. ATA was not required to begin making cash rental payments until January 1994 although recognition of rental income will be spread over the entire lease term. The leases are renewable for up to three one year periods. ATA transferred to the Partnership two unencumbered Boeing 727-100 aircraft as part of the lease transaction. The Partnership has sold one aircraft as discussed in Note 4, and is remarketing one aircraft for sale or lease. The Partnership agreed to incur certain maintenance costs estimated at approximately $817,000. In addition, the Partnership may finance aircraft hushkits for use on the aircraft at an estimated aggregate cost of approximately $5.0 million, which will be partially recovered with interest through payments from ATA over the lease terms. The Partnership loaned $1,164,800 to ATA in 1993 to finance the purchase by ATA of two spare engines. This loan is reflected in notes receivable in the accompanying balance sheets. During the first quarter 1994, the Partnership received all scheduled principal and interest payments due under the notes. The balance of the notes at March 31, 1994 and December 31, 1993 was $1,062,675 and $1,103,089, respectively. 3. Continental Airlines, Inc. (Continental) Lease Modification As discussed in the Form 10-K, the Continental leases for the Partnership's five McDonnell Douglas DC-9-30 aircraft and Five Boeing 727-200 aircraft were modified. The modified agreement specifies (i) extension of the leases for the 7 five Boeing 727-200s to the earlier of April 1994 or 60,000 cycles, and for the five McDonnell Douglas DC-9-30 aircraft to June 1996; (ii) renegotiated rental rates averaging approximately 67% of the original lease rates; (iii) payment of ongoing rentals at the reduced rates beginning in October 1991; (iv) payment of deferred rentals with interest beginning in July 1992; and (v) payment by the Partnership of certain aircraft modification and refurbishment costs, not to exceed approximately $4.9 million, a portion of which will be recovered with interest through payments from Continental over the extended lease term. The Partnership's share of such costs will be capitalized and depreciated over the remaining lease terms. In February 1994, the Partnership loaned Continental $163,077 for modification costs. The Partnership's balance sheets reflect the net reimbursable costs incurred of $523,062 and $419,212 as of March 31, 1994 and December 31, 1993, respectively, as notes receivable. 4. Sale to Total Aerospace Services, Inc. (Total Aerospace) In February 1994, the Partnership sold one of the Boeing 727-100 aircraft that was transferred to the Partnership by ATA, as discussed in Note 2, to Total Aerospace for $425,000. The Partnership recorded a gain on sale of $425,000 in the first quarter 1994. 5. Lease to GB Airways Limited (GB Airways) In February 1994, the Partnership leased two Boeing 737-200 Advanced aircraft, that were formerly on lease to Britannia Airways Limited (Britannia), to GB Airways. Lease payments for the interim lease term through March 1994 are at a variable rate based on usage. Thereafter and through March 1996, the lease rate is 58% of the original rate received from Britannia. The rate is then adjusted through the end of the lease in October 1996 to 67% of the original rate received from Britannia. GB Airways has the option to extend the lease for one year at the initial rate. The lease stipulates that the Partnership share in the cost of certain modification and refurbishment costs, not to exceed the present value of the remaining rent payable under the lease at the time the work is complete, which can not be estimated at this time. 6. Lease to TBG Airways Limited (TBG Airways) In February 1994, the Partnership leased the remaining two Boeing 737-200 Advanced aircraft, that were formerly on lease to Britannia, to TBG Airways. Lease payments for the interim lease term through April 1994 are at a variable rate based on usage. Thereafter and through the end of the lease in October 1998, the rate is increased annually from 55% to as much as 80% of the original rate received from Britannia. The lease stipulates that the Partnership share in the cost of certain modification and refurbishment costs, not to exceed the present value of the remaining rent payable under the lease at the time the work is complete, which can not be estimated at this time. TBG Airways has the option to terminate the lease early in April 1997 after paying a termination fee of $250,000. TBG Airways also has the option to purchase the aircraft at the end of the lease term for $8.0 million each. 8 7. 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, Polaris Investment Management Corporation, in connection with services rendered or payments made on behalf of the Partnership: Payments for Three Months Ended Payable at March 31, 1994 March 31, 1994 Aircraft Management Fees $138,201 $ 71,343 Out-of-Pocket Administrative Expense Reimbursement 40,858 75,304 Out-of-Pocket Maintenance and Remarketing Expense Reimbursement 780,390 516,203 $959,449 $662,850 8. Subsequent Event Sale of Aircraft to Continental - The leases of five Boeing 727-200 aircraft to Continental expired on April 30, 1994. The Partnership is currently negotiating an agreement to sell these aircraft to Continental. 9 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Polaris Aircraft Income Fund IV (the Partnership) owns 19 commercial jet aircraft. The portfolio includes five DC-9-30 aircraft leased to Continental Airlines, Inc. (Continental), five Boeing 727-200 aircraft leased to Continental through April 1994 as discussed below, two Boeing 727-200 Advanced aircraft leased to American Trans Air, Inc. (ATA), two Boeing 737-200 Advanced aircraft formerly leased or subleased to Britannia Airways Limited (Britannia) which were leased to GB Airways Limited (GB Airways) in February 1994, and two Boeing 737-200 Advanced aircraft formerly leased or subleased to Britannia, which were leased to TBG Airways Limited (TBG Airways) in February 1994. ATA transferred to the Partnership two Boeing 727-100 aircraft in 1993 as part of the ATA lease transaction. One of these Boeing 727-100 aircraft was sold to Total Aerospace Services, Inc. (Total Aerospace) in February 1994 and one is being remarketed for sale or lease. Also being remarketed for sale or lease are two Boeing 737-200 aircraft formerly leased or subleased to Britannia. Out of an original portfolio of 33 aircraft, one Boeing 727-100 Freighter formerly leased to Emery Aircraft Leasing Corporation (Emery) was declared a casualty loss due to an accident in 1991 and fourteen Boeing 727-100 Freighters were sold to Emery in 1993. Remarketing Update Sale of Aircraft to Continental - The leases of five Boeing 727-200 aircraft to Continental expired on April 30, 1994. The Partnership is currently negotiating an agreement to sell these aircraft to Continental. Partnership Operations The Partnership recorded net income of $68,322, or an allocated net loss of $.61 per limited partnership unit, for the three months ended March 31, 1994, compared to a net loss of $1,848,115, or $4.78 per unit, for the same period in 1993. The improvement in operating results in the first quarter of 1994 is due primarily to a significant decrease in depreciation expense in 1994, partially offset by lower revenues and increased operating expense. Depreciation expense was significantly lower for the three months ended March 31, 1994 as compared to the same period in 1993. The three months ended March 31, 1993 include approximately $3.5 million of increased depreciation expense as a result of adjustments to the aircraft carrying values of the Emery aircraft. Consequently, depreciation expense for the first quarter 1994 does not include depreciation expense for the Emery aircraft sold during 1993. Partially offsetting the decrease in depreciation expense is the decline in rental revenues for the first three months of 1994 compared with the same period in 1993. The Emery aircraft were sold at the termination of the extended leases in January and April 1993, and no further rentals were received. Additionally, the six aircraft formerly on lease to Britannia beginning in 1988 were returned to the Partnership on various dates in October, November and December 1993. Four of the aircraft were re-leased in February 1994 as previously discussed and two of the aircraft are being remarketed for sale or lease. Partially 10 offsetting lower 1994 revenues was a gain of $425,000 on the sale of the aircraft to Total Aerospace in February 1994, compared to a net loss of $555,676 on one aircraft sold to Emery during the first quarter 1993. Further offsetting the decrease in depreciation expense for the first three months of 1994 were aircraft operating expenses (maintenance and remarketing costs) necessary to remarket the Boeing 737-200 aircraft and Boeing 737-200 Advanced aircraft formerly on lease to Britannia. Liquidity and Cash Distributions Liquidity - The Partnership has received all lease payments due from lessees with the exception of a partial lease payment from TBG Airways and initial maintenance reserve payments from TBG Airways and GB Airways. As discussed in the Partnership's 1993 Annual Report to the Securities and Exchange Commission on Form 10-K (Form 10-K), the lease with ATA includes a rent suspension period. As specified in the lease, ATA began making scheduled rental payments in January 1994. As described in Item 7 of the Form 10-K, the Continental leases provide for payment by the Partnership of the costs of certain maintenance work, AD compliance, aircraft modification and refurbishment costs, which are not to exceed approximately $4.9 million, a portion of which will be recovered with interest through payments from Continental over the lease terms. In accordance with the Continental leases, the Partnership financed $163,077 for new image modifications during the first three months of 1994. The Partnership's balance sheets reflect as notes receivable such reimbursable costs financed through March 31, 1994 and December 31, 1993. Cash reserves of approximately $15.5 million as of March 31, 1994 are being retained to finance a portion of the costs which may be incurred under the leases with Continental and ATA as discussed in the Form 10-K and to cover the potential costs of remarketing the Partnership's off-lease aircraft. Cash Distributions - Cash distributions to limited partners during the first quarter 1994 and 1993 totalled $3,749,730, or $7.50 per limited partnership unit, and $5,624,595, or $11.25 per unit, respectively. The lower 1994 cash available for distribution resulted from the absence of lease revenue from the ATA lease through January 1994 and the Partnership's accumulation of cash reserves to meet potential future financing requirements under the ATA and Continental leases. The timing and amount of future cash distributions will depend on the Partnership's future cash requirements, the Partnerships ability to re-lease the off-lease aircraft, and receipt of rental payments from Continental, ATA, GB Airways, and TBG Airways. 11 Part II. Other Information Item 1. LEGAL PROCEEDINGS As discussed in Item 3 of Part I of Polaris Aircraft Income Fund IV's (the Partnership) 1993 Annual Report to the Securities and Exchange Commission on Form 10-K (Form 10-K), there are a number of pending legal actions or proceedings involving the Partnership. Except as described below, there have been no material developments with respect to such actions or proceedings during the period covered by this report. Vern A. Kepford, et al. v. Prudential Securities, et al. On April 13, 1994, an action entitled Vern A. Kepford, et al. v. Prudential Securities, Inc. was filed in the District Court of Harris County, Texas. Plaintiffs' Original Petition (the Petition) names Polaris Investment Management Corporation (PIMC), Polaris Securities Corporation (PSC), Polaris Holding Company (PHC), Polaris Aircraft Leasing Corporation (PALC), Polaris Aircraft Income Funds I - VI (collectively, the Partnerships), General Electric Capital Corporation (GE Capital), Prudential Securities, Inc., Prudential Insurance Company of America and James J. Darr, as defendants. Certain defendants were served with a Summons and the Petition on or about May 2, 1994. The Petition alleges that defendants violated the Texas Securities Act, the Texas Deceptive Trade Practices Act (the DTPA), sections 11 and 12 of the Securities Act of 1933 and committed common law fraud, fraud in the inducement, negligent misrepresentation, negligence, breach of fiduciary duty and civil conspiracy by misrepresenting and failing to disclose material facts in connection with the sale of limited partnership units in the Partnerships. Plaintiffs seek, among other things, an award of compensatory damages in an unspecified amount plus interest thereon, and double and treble damages under the DTPA. Howland, et al. v. Polaris Holding Company, et al. On or about February 4, 1994, a purported class action entitled Howland, et al. v. Polaris Holding Company, et al. was filed in the United States District Court for the District of Arizona on behalf of investors in the Partnerships. The complaint names each of the Partnerships, PIMC, PHC, PALC, PSC, GE Capital, Prudential Securities, Inc., Prudential Securities Group, Inc., Prudential Insurance Company of America, George W. Ball, Robert J. Sherman, James J. Darr, Paul J. Proscia, Frank W. Giordano, William A. Pittman, Joseph H. Quinn, Joe W. Defur, James M. Kelso and Brian J. Martin, as defendants. As of May 11, 1994, neither PIMC nor any of its affiliates has been served with the complaint. The complaint alleges that defendants violated federal RICO statutes, committed negligent misrepresentations, and breached of their fiduciary duties by misrepresenting and failing to disclose material facts in connection with the sale of limited partnership units in the Partnerships. Plaintiffs seek, among other things, an accounting of all monies invested by Plaintiffs and the class and the uses made thereof by defendants, an award of compensatory, punitive and treble damages in unspecified amounts plus interest thereon, rescission, attorneys' fees and costs. Reuben Riskind, et al. v. Prudential Securities, Inc., et al. An action entitled Reuben Riskind, et al. v. Prudential Securities, Inc., et al. has been filed in the District Court of the 165 Judicial District, Maverick County, Texas. Plaintiffs have subsequently filed a Second Amended Original Petition (the Amended Petition). As of May 11, 1994, neither PIMC nor any of its 12 affiliates has received service of any petition, and the Partnership has not yet determined when this action was commenced. This action purports to be on behalf of over one hundred individual investors who purchased units in the Partnerships. The Amended Petition names PIMC, Polaris Aircraft Income Fund I, Prudential Securities, Inc. and Jerry Cohn as defendants and alleges that these defendants violated the Texas Securities Act and the DTPA and committed common law fraud, fraud in the inducement, negligent misrepresentation, negligent breach of fiduciary duty and civil conspiracy by misrepresenting and failing to disclose material facts in connection with the sale of limited partnership units in the Partnerships. Plaintiffs seek, among other things, an award of compensatory damages in an unspecified amount plus interest thereon, and double and treble damages under the DTPA. Other Proceedings - Item 10 of Part III of the Partnership's 1993 Form 10-K discusses certain actions which have been filed against PIMC and others in connection with the sale of interests in the Partnerships and the management of the Partnerships. With respect to Weisl, et al., v. Polaris Holding Company, et al., the Supreme Court of the State of New York, County of New York, granted the defendants' motion to dismiss the complaint on April 19, 1994 on the grounds that the action was barred by the statute of limitations. In addition, an amended complaint filed by plaintiffs in Weisl on or about January 25, 1994, which may contain timely claims, is pending. There have been no material developments with respect to any of the other actions described therein during the period covered by this report. Item 6. EXHIBITS AND REPORTS ON FORM 8-K a) Exhibits (numbered in accordance with Item 601 of Regulation S-K) None 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. 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 IV (Registrant) By: Polaris Investment Management Corporation, General Partner May 12, 1994 By: /S/Bobbe V. Sabella Bobbe V. Sabella Vice President and Chief Financial Officer (principal financial officer and principal accounting officer of Polaris Investment Management Corporation, General Partner of the Registrant)
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