<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
OR
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934.
FOR QUARTER ENDED March 31, 1996 COMMISSION FILE NO. 1-6622
------------------- ------
WASHINGTON REAL ESTATE INVESTMENT TRUST
- -------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
<TABLE>
<S> <C>
DISTRICT OF COLUMBIA 53-0261100
- ---------------------------------------------------------------- ------------------------------------
(State or other jurisdiction of incorporation or organization) (IRS Employer Identification Number)
</TABLE>
10400 CONNECTICUT AVENUE, KENSINGTON, MARYLAND 20895
- -------------------------------------------------------------------------------
(Address of principal executive office) (Zip code)
Registrant's telephone number, including area code (301) 929-5900
--------------
- -------------------------------------------------------------------------------
(Former name, former address and former fiscal year,
if changed since last report)
Indicate the number of shares outstanding of each of the registrant's classes
of common stock, as of the close of the period covered by this report.
SHARES OF BENEFICIAL INTEREST 31,751,734
- -------------------------------------------------------------------------------
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 twelve (12) months (or such shorter period that the
Registrant was required to file such report) and (2) has been subject to such
filing requirements for the past ninety (90) days.
YES X NO
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1
<PAGE> 2
WASHINGTON REAL ESTATE INVESTMENT TRUST
INDEX
<TABLE>
<CAPTION>
Page
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<S> <C> <C>
Part I: Financial Information
---------------------
Item l. Financial Statements
Balance Sheets 3
Statements of Income 4
Statements of Cash Flows 5
Statement of Changes in Shareholders' Equity 6
Notes to Financial Statements 7
Item 2. Management's Discussion and Analysis 10
Part II: Other Information
-----------------
Item l. Legal Proceedings 13
Item 2. Changes in Securities 13
Item 3. Defaults upon Senior Securities 13
Item 4. Submission of Matters to a Vote of Security Holders 13
Item 5. Other Information 13
Item 6. Exhibits and Reports on Form 8-K 13
Signatures 14
</TABLE>
Part I
FINANCIAL INFORMATION
The information furnished in the accompanying Balance Sheets, Statements of
Operations, Statements of Cash Flows and Statement of Changes in Shareholders'
Equity reflect all adjustments, consisting of normal recurring items, which
are, in the opinion of management, necessary for a fair presentation of the
financial position, results of operations and of cash flows for the interim
periods. The accompanying financial statements and notes thereto should be
read in conjunction with the financial statements and notes for the three years
ended December 31, 1995 included in the Trust's 1995 Form 10-K Report filed
with the Securities and Exchange Commission.
2
<PAGE> 3
PART I
ITEM I. FINANCIAL STATEMENTS
WASHINGTON REAL ESTATE INVESTMENT TRUST
BALANCE SHEETS
<TABLE>
<CAPTION>
(Unaudited)
March 31, December 31,
1996 1995
------------- -------------
<S> <C> <C>
Assets
Real estate at cost $284,784,750 $272,597,214
Accumulated depreciation (42,549,849) (41,021,586)
------------ ------------
242,234,901 231,575,628
Mortgage note receivable 800,000 800,000
------------ ------------
Total investment in real estate 243,034,901 232,375,628
Cash and temporary investments 2,599,309 3,531,812
Rents and other receivables, net of allowance
for doubtful accounts of $601,694 and
$517,934, respectively 2,306,461 2,307,314
Prepaid expenses and other assets 3,979,350 3,568,753
------------ ------------
$251,920,021 $241,783,507
============ ============
Liabilities
Accounts payable and other liabilities $3,279,010 $3,032,575
Tenant security deposits 1,917,191 1,827,725
Advance rents 1,296,507 1,482,183
Mortgage note payable 7,678,121 7,706,346
Lines of credit payable 39,000,000 28,000,000
------------ ------------
53,170,829 42,048,829
------------ ------------
Shareholders' Equity
Shares of beneficial interest, unlimited authorization,
without par value 183,430,527 184,416,013
Undistributed gains on real estate dispositions 15,318,665 15,318,665
------------ ------------
198,749,192 199,734,678
------------ ------------
$251,920,021 $241,783,507
============ ============
</TABLE>
See accompanying notes to financial statements
3
<PAGE> 4
WASHINGTON REAL ESTATE INVESTMENT TRUST
STATEMENTS OF INCOME
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended March 31,
1996 1995
------------ ------------
<S> <C> <C>
Real estate rental revenue $14,680,622 $12,463,950
Real estate expenses (4,912,935) (4,003,043)
----------- -----------
9,767,687 8,460,907
Depreciation (1,528,264) (1,075,217)
----------- -----------
Income from real estate 8,239,423 7,385,690
Other income 121,328 101,928
Interest expense (654,216) (531,625)
General and administrative (754,087) (796,582)
----------- -----------
Net Income $6,952,448 $6,159,411
=========== ===========
Per share information based on
the weighted average number
of shares outstanding
Shares 31,751,734 28,242,544
Net income $0.22 $0.22
=========== ===========
Dividends paid $0.25 $0.24
=========== ===========
</TABLE>
See accompanying notes to financial statements
4
<PAGE> 5
WASHINGTON REAL ESTATE INVESTMENT TRUST
STATEMENTS OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended March 31,
1996 1995
---------- ----------
<S> <C> <C>
Cash Flow From Operating Activities
Net income $6,952,448 $6,159,411
Adjustments to reconcile net income to net cash
provided by operating activities
Depreciation 1,528,264 1,075,217
Changes in other assets (409,745) 175,773
Changes in other liabilities 150,225 846,752
----------- -----------
Net cash provided by operating activities 8,221,192 8,257,153
----------- -----------
Cash Flow From Investing Activities
Improvements to real estate (1,405,450) (2,690,892)
Real estate acquisitions (10,782,086) (16,516,232)
Maturities and sales of marketable investment securities 7,899,465 4,365,375
Purchases of marketable investment securities (7,899,465) (2,980,588)
----------- -----------
Net cash used in investing activities (12,187,536) (17,822,337)
----------- -----------
Cash Flow From Financing Activities
Dividends paid (7,937,934) (6,778,211)
Borrowings - Line of credit 11,000,000 16,000,000
Principal payments - Mortage note payable (28,225) -
---------- ----------
Net cash provided by financing activities 3,033,841 9,221,789
---------- ----------
Net decrease in cash and cash equivalents (932,503) (343,395)
Cash and temporary investments at beginning of year 3,531,812 1,301,393
---------- ----------
Cash and temporary investments at end of period $2,599,309 $957,998
========== ==========
Supplemental disclosure of cash flow information:
- -------------------------------------------------
Cash paid during the first three months for interest $614,591 $587,955
========== ==========
Cash paid during the first three months for real estate taxes $415,078 $229,126
========== ==========
</TABLE>
See accompanying notes to financial statements
5
<PAGE> 6
WASHINGTON REAL ESTATE INVESTMENT TRUST
STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY
FOR THE THREE MONTHS ENDED MARCH 31, 1996
(Unaudited)
<TABLE>
<CAPTION>
Shares of Beneficial
Interest Outstanding
Shares Amount
-------------------- ------------
<S> <C> <C>
Balance, December 31, 1995 31,751,734 $184,416,013
Net income 6,952,448
Dividends (7,937,934)
-------------------- ------------
Balance, March 31, 1996 31,751,734 $183,430,527
==================== ============
</TABLE>
See accompanying notes to financial statements
6
<PAGE> 7
WASHINGTON REAL ESTATE INVESTMENT TRUST
NOTES TO FINANCIAL STATEMENTS
March 31, 1996 (Unaudited)
NOTE A: NATURE OF BUSINESS
Washington Real Estate Investment Trust (WRIT or the Trust) is a
self-administered qualified equity real estate investment trust. The Trust's
business consists of the ownership of income-producing real estate properties
principally in the Greater Washington-Baltimore Region. The Trust has a
fundamental strategy of regional focus, diversified property type ownership and
conservative financial management.
Washington Real Estate Investment Trust (WRIT) operates in a manner intended to
enable it to qualify as a real estate investment trust under the Internal
Revenue Code (the "Code"). In accordance with the Code, a trust which
distributes its capital gains and at least 95% of its taxable income to its
shareholders each year, and which meets certain other conditions, will not be
taxed on that portion of its taxable income which is distributed to its
shareholders. Accordingly, no provision for Federal income taxes is required.
NOTE B: ACCOUNTING POLICIES
Residential properties are leased under operating leases with terms of
generally one year or less, and commercial properties are leased under
operating leases with average terms of three years. WRIT recognizes rental
income from its residential and commercial leases when earned, which is not
materially different than revenue recognition on a straight-line basis.
Buildings are depreciated on a straight-line basis over estimated useful lives
not exceeding 50 years. Effective January 1, 1995, WRIT revised its estimate
of useful lives for capital improvements to real estate. All capital
improvement expenditures associated with replacements, improvements, or major
repairs to real property are depreciated using the straight-line method over
their estimated useful lives ranging from three to 20 years. All tenant
improvements are amortized using the straight-line method over five years or
the term of the lease if it differs significantly from five years. Capital
improvements placed in service prior to January 1, 1995 will continue to be
depreciated on a straight-line basis over their previously estimated useful
lives not exceeding 30 years. Maintenance and repair costs are charged to
expense as incurred.
Cash and temporary investments, mortgage note receivable, rents and other
receivables, prepaid expenses and other assets, accounts payable and other
liabilities, tenant security deposits, advance rents, mortgage note payable and
lines of credit payable are carried at historical cost, which reasonably
approximate their fair values. Cash and temporary investments include
investments readily convertible to known amounts of cash, generally with
original maturities of 90 days or less.
Disclosure about the fair value of financial instruments is based on
information available to WRIT as of March 31, 1996. Although WRIT is not aware
of any factors that would significantly affect the reasonable fair value
amounts, such amounts have not been comprehensively revalued for purposes of
these financial statements, and current estimates of fair value may differ from
the carrying amounts.
Certain general and administrative expenses for the quarter ended March 31,
1995 have been reclassified as real estate expenses to conform to the current
period presentation. This reclassification results from the allocation of a
portion of WRIT's accounting, leasing and audit expenses directly attributable
to the properties. These costs were previously reported as corporate general
and administrative expenses.
7
<PAGE> 8
WASHINGTON REAL ESTATE INVESTMENT TRUST
NOTES TO FINANCIAL STATEMENTS
March 31, 1996 (Unaudited)
NOTE B: ACCOUNTING POLICIES (continued)
The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make certain estimates and
assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the financial
statements and the reported amounts of revenues and expenses during the
reporting period. Actual results could differ from those estimates.
NOTE C: REAL ESTATE INVESTMENTS
WRIT's real estate investment portfolio, at cost, consists of properties
located in Maryland, Washington, D.C., Virginia and Delaware as follows:
<TABLE>
<CAPTION>
March 31,1996
(in thousands)
--------------
<S> <C>
Office buildings $129,184
Apartment buildings 38,088
Shopping centers 82,357
Industrial distribution centers 35,156
--------------
$284,785
==============
</TABLE>
Properties acquired by WRIT during the first quarter of 1996 are as follows:
<TABLE>
<CAPTION>
Acquisition Rentable Square Acquisition Cost
Date Property Type Feet / units (in thousands)
- ------------ ----------------------- ------------------ ----------------- --------------------
<S> <C> <C> <C> <C>
3/13/96 Walker House Apartments Apartments 225,000 / 196 $10,782
</TABLE>
NOTE D: MORTGAGE NOTE PAYABLE
On August 22, 1995, WRIT assumed a $7.8 million mortgage note payable as
partial consideration for its acquisition of Frederick County Square. The
mortgage bears interest at 9%. Principal and interest are payable monthly
until January 1, 2003 at which time all unpaid principal and interest are
payable in full. Annual maturities of principal as of March 31, 1996 are
$119,000, $131,000, $143,000, $156,000, $171,000 and $6,958,000 thereafter.
NOTE E: LINES OF CREDIT PAYABLE
On March 13, 1996 WRIT borrowed $11 million under its $50 million unsecured
credit commitment for the acquisition of Walker House Apartments. The $11
million advance bears interest at the rate of 5.78% until July 11, 1996 at
which time the interest rate will adjust as described below. On December 21,
1995 WRIT borrowed $3 million under this commitment for the acquisition of
Crossroads Distribution Center. The $3 million advance bears interest at the
rate of 6.15% until July 18, 1996 at which time it will adjust. Interest only
is payable monthly, in arrears, on the unpaid principal balance. All unpaid
interest and principal are due July 25, 1997, and can be prepaid prior to this
date without any prepayment fee or yield maintenance obligation. Any new
advances and interest rate adjustments upon the expiration of WRIT's interest
lock-in dates will bear interest at LIBOR plus a spread based on WRIT's
interest coverage ratio. Based on WRIT's current interest coverage ratio, this
spread is 50 basis points over LIBOR. This credit agreement provides WRIT the
option to convert any advances, or portions thereof, into a term loan at any
time after January 27, 1996, and prior to July 25, 1997. The principal amount
of each term loan, if any, shall be repaid on July 27, 1999. Such term loan(s)
may be prepaid subject to a prepayment fee.
8
<PAGE> 9
WASHINGTON REAL ESTATE INVESTMENT TRUST
NOTES TO FINANCIAL STATEMENTS
March 31, 1996 (Unaudited)
NOTE E: LINES OF CREDIT PAYABLE (continued)
The $50 million credit commitment requires WRIT to pay the lender an unused
commitment fee at the rate of 0.15% per annum on the amount by which $50
million exceeds the balance of outstanding advances and term loans. This fee is
payable quarterly in arrears beginning October 1995 until July 25, 1997. This
commitment also contains certain covenants which WRIT is required to meet
periodically.
WRIT has two outstanding advances from 1995 on its other $25 million unsecured
credit commitment. These two advances total $25 million with a weighted
average interest rate of 6.08% maturing on July 29, 1996 and August 12, 1996,
respectively, at which time they will adjust. Interest only is payable
monthly, in arrears, on the unpaid principal balance. All new advances and
interest rate adjustments upon the expiration of WRIT's interest lock-in dates
will bear interest at LIBOR plus a spread based on WRIT's debt service coverage
ratio. Based on WRIT's current debt service coverage ratio, this spread is 30
basis points over LIBOR. All unpaid interest and principal can be prepaid
prior to the expiration of WRIT's interest rate lock-in periods, subject to a
yield maintenance obligation, and all unpaid principal and interest are due
January 31, 1999.
This $25 million credit commitment requires WRIT to pay the lender an unused
commitment fee at the rate of 0.15% per annum in the first year, and 0.20% per
annum thereafter on the amount that the $25 million commitment exceeds the
balance of outstanding advances and term loans. This fee is payable monthly
beginning March, 1995 until January, 1999. This commitment also contains
certain financial and legal covenants which WRIT is required to meet
periodically.
As of March 31, 1996 there were advances outstanding on the above credit
facilities in the amount of $39 million.
9
<PAGE> 10
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
REAL ESTATE RENTAL REVENUE:
Total revenues in the first quarter of 1996 increased $2.2 million to $14.7
million from $12.5 million in the first quarter of 1995.
In the first quarter of 1996, WRIT's Office Building Group had increases of
16.1% in revenues and 14.8% in operating income as compared to the first
quarter of 1995. These increases were due primarily to the acquisition of the
6110 Executive Boulevard and the 1220 19th Street office buildings in 1995.
Comparing those office buildings owned by WRIT for the entire first quarter of
1996 to their same results in the first quarter of 1995, revenue decreased 2.9%
and operating income decreased 5.5%. The decrease in revenues and operating
income is primarily attributable to increased vacancies at One Metro Square.
WRIT's Apartment Group had increases of 4.4% in revenues and .8% in
operating income as compared to the first quarter of 1995. The increase in
revenues and operating income is due primarily to the acquisition of Walker
House Apartments on March 13, 1996 and increased rental rates at 3801
Connecticut Avenue partially offset by increases in utility and snow removal
expense due to the unusually severe weather in the first quarter of 1996.
Comparing those apartment buildings owned by WRIT for the entire first quarter
of 1996 to their same results in the first quarter of 1995, revenue increased
1.2% and operating income decreased 2.7%. The increase in revenues resulted
from an average rental rate increase of 2.7% partially offset by increased
vacancies at Munson Hill Towers. The decrease in operating income was caused
by increased utility and snow removal expense as explained above.
WRIT's Shopping Center Group had increases of 24.8% in revenues and 18.4% in
operating income as compared to the first quarter of 1995. These increases
were due primarily to the repositioning of Chevy Chase Metro Plaza and the
acquisition of Frederick County Square in 1995, offset partially by increased
snow removal expense in the first quarter of 1996. Comparing those shopping
centers owned by WRIT for the entire first quarter of 1996 to their same
results in the first quarter of 1995, revenue increased 7.8% and operating
income increased 3.9%. The increase in revenue is primarily attributable to the
repositioning of Chevy Chase Metro Plaza and increased common area maintenance
recoveries resulting from increased snow removal expense in the first quarter
of 1996. The increase in operating income is primarily attributable to the
repositioning of Chevy Chase Metro Plaza.
WRIT's Industrial Distribution Center Group had increases of 37.4% in
revenues and 36.5% in operating income as compared to the first quarter of
1995. This was due primarily to the 1995 acquisitions of Tech 100 Industrial
Park and Crossroads Distribution Center. Comparing those industrial
distribution centers owned by WRIT for the entire first quarter of 1996 to
their same results in the first quarter of 1995, revenue increased 6.9% and
operating income increased 8%. These increases are primarily due to increased
rental rates and occupancy levels in this group.
10
<PAGE> 11
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
OPERATING EXPENSES AND OTHER RESULTS OF OPERATIONS
Real estate operating expenses as a percentage of revenue was 33% for the first
quarter of 1996, as compared to 32% for the first quarter of 1995. This
increase is primarily attributable to the increase in snow removal and utility
expenses caused by the unusually severe weather in the first quarter of 1996.
Other income increased as compared to the first quarter of 1995 due to
investment earnings in 1996 on the $3.4 million remaining net proceeds from the
sale of 3,500,000 shares of beneficial interest in July, 1995.
Interest expense was $654,200 for the first quarter of 1996. Interest expense
related to lines of credit was $481,000, attributable to $28 million of
advances on the lines of credit to finance 1995 acquisitions and $11 million
advanced on March 13, 1996 to finance the purchase of Walker House Apartments.
Interest expense related to the mortgage note payable was $173,200,
attributable to the mortgage note payable assumed in August 1995 for the
acquisition of Frederick County Square. Interest expense was $532,000 for the
first quarter of 1995 attributable to advances on the lines of credit for the
acquisitions of Tycon Plaza, The Shoppes of Foxchase, and 6110 Executive
Boulevard.
General and administrative expenses decreased $43,000 to $754,000 for the first
quarter 1996 from $797,000 for the first quarter 1995. General and
administrative expenses as a percentage of revenue decreased to 5.1% in the
first quarter of 1996 from 6.4% in the first quarter of 1995. The majority of
the decrease for the first quarter 1996 as compared to the first quarter 1995
is attributable to reductions in personnel expense. Personnel expense
decreased due to the completion of severance pay in June, 1995 to WRIT's former
Chairman and Chief Executive Officer, B. Franklin Kahn, who retired in March,
1995, which was partially offset by personnel additions in 1995 and 1996.
CAPITAL RESOURCES AND LIQUIDITY
WRIT has utilized the proceeds of share offerings, long-term fixed interest
rate debt, bank lines of credit and cash flow from operations for its capital
needs. External sources of capital will continue to be available to WRIT from
its existing unsecured credit commitments and management believes that
additional sources of capital are available from selling additional shares
and/or the sale of long-term senior notes. The funds raised would be used to
pay off any outstanding advances on the lines of credit, and for new
acquisitions and capital improvements.
Net cash provided by operating activities totaled $8.2 million for the first
quarter 1996, as a result of net income of $6.9 million and depreciation of
$1.5 million offset by increases in other assets and liabilities. Increases in
other assets of $410,000 were due to increases in prepaid real estate taxes and
other assets. Increases in other liabilities was primarily due to increases in
accounts payable. The majority of these increases were due to a larger
property portfolio. Rental revenue has been the principal source of funds to
pay WRIT's operating expenses, interest expense and dividends to shareholders.
For the first quarter 1996, WRIT paid dividends totaling $7.9 million.
Net cash used in investing activities for the first quarter 1996 was $12.2
million including first quarter property acquisitions of $10.8 million and
improvements to real estate of $1.4 million
11
<PAGE> 12
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
CAPITAL RESOURCES AND LIQUIDITY (continued)
WRIT has line of credit commitments in place from commercial banks for up to
$75 million. As of March 31,1996, WRIT has $39 million of borrowings
outstanding under its lines of credit with a weighted average interest rate of
6%, and $36 million available for future advances. The $39 million of
borrowings were used for acquisitions of three properties in 1995, and on March
13, 1996, the acquisition of Walker House Apartments, a 196 unit 8 story
apartment building located in Gaithersburg, Maryland for an acquisition cost of
$10.8 million. Line of credit maturities range from July 26, 1996 to January
31, 1999.
Management believes that it has the liquidity and the capital resources
necessary to meet all of its known obligations and to make additional property
acquisitions and capital improvements when appropriate to enhance long-term
growth.
12
<PAGE> 13
PART II
OTHER INFORMATION
<TABLE>
<S> <C>
Item 1. Legal Proceedings
None
Item 2. Changes in Securities
None
Item 3. Defaults Upon Senior Securities
None
Item 4. Submission of Matters to a Vote of Security Holders
None
Item 5. Other Information
None
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
(27) Financial Data Schedule
(b) Reports on Form 8-K
None
</TABLE>
13
<PAGE> 14
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has fully caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
WASHINGTON REAL ESTATE INVESTMENT TRUST
//Larry E. Finger//
------------------------------------------------
Larry E. Finger,
Senior Vice President Finance
and Chief Financial Officer
//Laura M. Franklin//
------------------------------------------------
Laura M. Franklin,
Vice President Finance
and Chief Accounting Officer
Date: May 15, 1996
14
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> MAR-31-1996
<CASH> 2,599,309
<SECURITIES> 0
<RECEIVABLES> 3,708,155
<ALLOWANCES> 601,694
<INVENTORY> 0
<CURRENT-ASSETS> 5,705,770
<PP&E> 284,784,750
<DEPRECIATION> 42,549,849
<TOTAL-ASSETS> 251,920,021
<CURRENT-LIABILITIES> 4,575,517
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 198,749,192
<TOTAL-LIABILITY-AND-EQUITY> 251,920,021
<SALES> 14,784,523
<TOTAL-REVENUES> 14,784,523
<CGS> 6,441,199
<TOTAL-COSTS> 6,441,199
<OTHER-EXPENSES> 632,759
<LOSS-PROVISION> 103,901
<INTEREST-EXPENSE> 654,216
<INCOME-PRETAX> 6,952,448
<INCOME-TAX> 0
<INCOME-CONTINUING> 6,952,448
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 6,952,448
<EPS-PRIMARY> .22
<EPS-DILUTED> .22
</TABLE>