<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
For the quarterly period ended March 31, 1996
OR
____ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 For the transition period from ____________________ to
______________________________
Commission File Number 0-5641
CLEVETRUST REALTY INVESTORS
(Exact name of registrant as specified in its charter)
Massachusetts 34-1085584
(State or other jurisdiction of incorporation (I. R. S. Employer
or organization) Identification No.)
2001 Crocker Road, Suite 400
Westlake, Ohio 44145
(Address of Principal Executive Offices) (Zip Code)
(216) 899-0909
(Registrant's telephone number, including area code)
Not Applicable
Former name, former address and former fiscal year if changed since last report
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes X No ________
Shares of Beneficial Interest Outstanding at May 10, 1996: 5,179,143
The sequential page in this report where the Exhibit Index is located is page
14.
<PAGE> 2
CLEVETRUST REALTY INVESTORS
INDEX
<TABLE>
<CAPTION>
Sequential
Page
Number
PART I. FINANCIAL INFORMATION:
<S> <C>
Item 1. Financial Statements
Statements of Financial Condition
-- March 31, 1996 and September 30, 1995 3
Statements of Operations
-- Three Months and Six Months ended March 31, 1996 and 1995 4
Statements of Cash Flows
-- Six Months ended March 31, 1996 and 1995 5
Notes to Financial Statements 6
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations 9
PART II. OTHER INFORMATION:
Item 1. Legal Proceedings 12
Item 2. Changes in Securities 12
Item 3. Defaults upon Senior Securities 12
Item 4. Submission of Matters to a Vote of Security Holders 12
Item 5. Other Information 12
Item 6. Exhibits and Reports on Form 8-K 12
</TABLE>
-2-
<PAGE> 3
CLEVETRUST REALTY INVESTORS
STATEMENTS OF FINANCIAL CONDITION
<TABLE>
<CAPTION>
MARCH 31, 1996 SEPTEMBER 30, 1995
-------------- ------------------
(in thousands)
ASSETS
- -------------------------------------------------------------------------
<S> <C> <C>
Invested assets:
Investments in real estate - NOTE B:
Improved properties $ 66,227 $ 63,282
Less: Depreciation 23,366 22,543
-------- ---------
42,861 40,739
Land held for sale or development 203 203
-------- ---------
43,064 40,942
Investments in securities - NOTE C 2,619 267
Real estate mortgage loans 179 303
-------- ---------
45,862 41,512
Cash and cash equivalents 921 188
Other assets 1,227 1,376
-------- ---------
TOTAL ASSETS $ 48,010 $ 43,076
======== ========
LIABILITIES
- -------------------------------------------------------------------------
Mortgage notes payable - NOTE D $ 9,671 $ 9,266
Bank notes payable - NOTE E 11,500 6,600
Accrued interest on notes payable 70 23
Accrued expenses and other liabilities 1,534 2,061
-------- ---------
TOTAL LIABILITIES 22,775 17,950
SHAREHOLDERS' EQUITY
- -------------------------------------------------------------------------
Shares of Beneficial Interest, par value $1 per Share:
Authorized - - Unlimited
Issued and outstanding shares
(3/31/96 - 5,179,143; 9/30/95 - 5,217,143) 5,179 5,217
Additional paid-in capital 38,850 38,986
Accumulated deficit (19,117) (19,104)
-------- ---------
24,912 25,099
Unrealized gains on securities - NOTE C 323 27
-------- ---------
TOTAL SHAREHOLDERS' EQUITY 25,235 25,126
-------- ---------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $ 48,010 $ 43,076
======== ========
</TABLE>
See notes to financial statements.
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<PAGE> 4
CLEVETRUST REALTY INVESTORS
STATEMENTS OF OPERATIONS
The following statements of operations of CleveTrust Realty Investors for the
three-month and six-month periods ended March 31, 1996 and 1995, respectively,
are unaudited, but in the opinion of management include all adjustments
necessary to present fairly the results of operations. All such adjustments were
of a normal recurring nature. The results of operations for the three-month and
six-month periods ended March 31, 1996 are not necessarily indicative of the
results of operations for succeeding periods.
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
----------------------------- -------------------------
03/31/96 03/31/95 03/31/96 03/31/95
----------- -------- -------- --------
(in thousands, except per share data)
INCOME
<S> <C> <C> <C> <C>
Real estate operations:
Rental Income $ 2,582 $ 2,606 $ 5,149 $ 5,221
Less: Real estate operating expenses 1,282 1,352 2,534 2,723
Less: Depreciation expense 433 466 883 958
------- ------- ------- -------
1,715 1,818 3,417 3,681
------- ------- ------- -------
Income from real estate operations 867 788 1,732 1,540
Interest income 10 5 18 40
Dividend income 59 0 120 0
Other 6 3 8 19
------- ------- ------- -------
942 796 1,878 1,599
EXPENSES
Interest:
Mortgage notes payable - NOTE D 224 266 446 535
Bank notes payable - NOTE E 212 233 400 476
------- ------- ------- -------
436 499 846 1,011
General and administrative 190 203 385 427
------- ------- ------- -------
626 702 1,231 1,438
------- ------- ------- -------
OPERATING INCOME 316 94 647 161
Gain (loss) on sales of real estate - NOTE B (244) 2,408 (244) 2,408
------- ------- ------- -------
NET INCOME $ 72 $ 2,502 $ 403 $ 2,569
======= ======== ======== ========
Per Share of Beneficial Interest - NOTE H:
Operating income $ 0.06 $ 0.02 $ 0.12 $ 0.03
Gain (loss) on sales of real estate (0.05) 0.44 (0.05) 0.44
------- ------- ------- -------
NET INCOME PER SHARE $ 0.01 $ 0.46 $ 0.07 $ 0.47
======= ======== ======== =======
Weighted Average Number of Shares of
Beneficial Interest Outstanding 5,179 5,471 5,198 5,471
======= ======== ======== =======
</TABLE>
See notes to financial statements.
-4-
<PAGE> 5
CLEVETRUST REALTY INVESTORS
STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
Six Months Ended
-------------------------------------
03/31/96 03/31/95
---------------- ----------------
(in thousands)
<S> <C> <C>
CASH FLOW FROM OPERATING ACTIVITIES:
Net income $ 403 $ 2,569
Non-cash revenues and expenses included in income:
Depreciation expense 883 958
Decrease in other assets 149 128
Increase (decrease) in accrued interest on notes payable 47 (6)
Decrease in accrued expenses and other liabilities (527) (592)
Reconciliation to net cash flow from operating activities:
Loss (gain) on sales of real estate 244 (2,408)
--------- ---------
Cash Flow From Operating Activities 1,199 649
CASH FLOW FROM INVESTING ACTIVITIES:
Equity investments:
Improvements to existing properties (449) (225)
Purchases of properties (3,469) 0
Proceeds from properties sold 670 5,556
Increase in investments in securities (2,057) 0
Net insurance proceeds 0 1,191
Real estate mortgage loan repayments 124 80
--------- ---------
Cash Flow (Used In) From Investing Activities (5,181) 6,602
CASH FLOW FROM FINANCING ACTIVITIES:
Mortgage notes payable:
Principal borrowings 500 0
Principal amortization payments (95) (243)
Principal prepayments 0 (498)
Bank notes payable:
Borrowings 4,900 0
Repayments 0 (6,149)
Principal amortization payments 0 (31)
Certificate of deposit 0 500
Shares repurchased and subsequently retired (174) 0
Distributions to shareholders (416) (437)
--------- ---------
Cash Flow From (Used In) Financing Activities 4,715 (6,858)
--------- ---------
Increase in cash and short-term investments 733 393
Balance at beginning of year 188 251
--------- ---------
Balance at end of period $ 921 $ 644
========= =========
See notes to financial statements.
</TABLE>
-5-
<PAGE> 6
CLEVETRUST REALTY INVESTORS
NOTES TO FINANCIAL STATEMENTS
March 31, 1996
NOTE A - INCOME TAXES
The Trust had no income tax expense for the six month period ended March 31,
1995 or for the fiscal year ended September 30, 1995. The Trust had no income
tax expense for the six month period ended March 31, 1996 and it expects to have
no income tax expense for the fiscal year ended September 30, 1996.
The Trust had a net deferred tax asset position at March 31, 1996 and September
30, 1995 of approximately $2,461,000 and $2,567,000, respectively. The Trust
maintains a valuation reserve equal to its net deferred tax asset as there is
doubt as to whether the net deferred tax asset will be realized.
NOTE B - INVESTMENTS IN REAL ESTATE
On February 20, 1996 the Trust completed the purchase of the land on which its
Englewood Bank Building is located. This land, which was previously leased by
the Trust, was purchased for a price of $1,216,000.
On March 28, 1996 the Trust purchased a 52,554 square foot suburban office
building located in Arlington, Texas for a purchase price of $2,206,000.
On March 28, 1996 the Trust completed a $600,000 sale of the European Crossroads
office/retail complex on 11.5 acres of land located in Dallas, Texas. The sale
resulted in a loss of $313,000.
During January and February, 1996 the Trust completed the sale of three
condominium units located in Davie, Florida for a total sales price of $138,000.
These sales resulted in a gain of $69,000.
On February 28, 1995 the Trust completed a $2,650,000 sale of the 197 room
Quality Hotel located at the airport in St. Louis, Missouri. This sale resulted
in a gain of $452,000.
On March 15, 1995 the Trust completed a $2,595,000 sale of the 224 unit Parkwood
Place Apartments located in Greeley, Colorado. This sale resulted in a gain of
$1,859,000.
On March 20, 1995 the Trust completed an $800,000 sale of the 51,000 square foot
Walnut Hill West office building located in Dallas, Texas. This sale resulted in
a gain of $97,000.
NOTE C - INVESTMENTS IN SECURITIES
The Trust has adopted Statement of Financial Accounting Standards No. 115
"Accounting for Certain Investments in Debt and Equity Securities". The Trust
has classified its investments in equity securities as
- 6 -
<PAGE> 7
CLEVETRUST REALTY INVESTORS
NOTES TO FINANCIAL STATEMENTS - (Continued)
NOTE C - INVESTMENTS IN SECURITIES - (continued)
available-for-sale and as a result these investments are stated at fair value at
March 31, 1996 and September 30, 1995. The effect of the unrealized gains are
included as a component of Shareholders' Equity. There was no cumulative effect
adjustment as a result of adoption.
NOTE D - MORTGAGE NOTES PAYABLE
Effective December 28, 1995 the Trust and its Lender modified the first mortgage
loan on the 14800 Quorum Office Building located in Dallas, Texas as follows:
The Trust borrowed an additional $500,000, which increased the outstanding
borrowings to $2,640,000 at the time of the transaction. Additionally, the base
interest rate, which was 1.75% over the prime lending rate (9.5% at the time of
the modification) adjusted every two years, was changed to a fixed rate of
8.30%, effective January 1, 1996, until the maturity date of August 19, 2000.
NOTE E - BANK NOTES PAYABLE
The Trust has a revolving line of credit ("1994 Credit") issued by National City
Bank of Cleveland ("NCB") and Manufacturer's and Traders Trust Company of
Buffalo, New York ("M&T"), which was signed effective November 30, 1994. The
1994 Credit is for up to $25,000,000 (but is limited by the value of the
collateral provided). Of this amount a maximum of $15,000,000 is currently
available and $10,000,000 will be available upon payment of an activation fee of
3/4 of 1% on the $10,000,000. Interest will be at either i) 1/4 of 1% over the
prime rate; ii) 250 basis points over the LIBOR rate; or iii) NCB's fixed
interest rate available from time to time. Additionally, a commitment fee of 3/8
of 1% is due on any funds available but not borrowed. The initial term was for
three years. Based on their review of the fiscal year ended September 30, 1995
results, the lenders have extended the maturity date to March 1, 1999. The
lenders have the option to extend the maturity date each year after their review
of the then ended fiscal year's results. At March 31, 1996 the outstanding
balance was $11,500,000. At September 30, 1995 the outstanding balance was
$6,600,000. The 1994 Credit is secured by certain of the Trust's real estate and
contains certain covenants including a covenant for a minimum shareholders'
equity. At March 31, 1996 the amount of shareholders' equity free from such
restrictions was approximately $5,235,000.
The Trust also had a loan with another bank which had a maturity date of
December 25, 1997. The interest rate on this loan was prime plus 1% with a
minimum rate of 7.5%. On February 28, 1995 the Trust made a principal payment of
$2,200,000 and on March 15, 1995 paid off the remaining balance of $1,260,000.
NOTE F - DISTRIBUTIONS
The Trustees, at their February 20, 1996 meeting, declared a quarterly cash
distribution of $.04 per share payable April 19, 1996 to shareholders of record
as of April 5, 1996. The Trustees at their April 22, 1996 meeting declared a
quarterly cash distribution of $.04 per share payable July 19, 1996 to
shareholders of record as of July 5, 1996.
- 7 -
<PAGE> 8
CLEVETRUST REALTY INVESTORS
NOTES TO FINANCIAL STATEMENTS - (Continued)
NOTE H - NET INCOME PER SHARE
Net income per Share of Beneficial Interest has been computed using the weighted
average number of Shares of Beneficial Interest outstanding each period.
- 8 -
<PAGE> 9
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations.
FINANCIAL CONDITION
At March 31, 1996 the Trust owned $66,430,000 in real estate investments at
cost, had $2,619,000 of investments in securities at market value, and had two
real estate mortgage loans with a combined balance of $179,000. These
investments net of accumulated depreciation totaled $45,862,000. This compared
with total real estate investments at cost of $63,485,000, investments in
securities at market value of $267,000, two real estate mortgage loans with a
combined balance of $303,000 and a carrying value after accumulated depreciation
of $41,512,000 at September 30, 1995. The change since year end September 30,
1995 was the net result of the following: (i) the February 20, 1996 purchase for
$1,263,000 of the land under the Englewood Bank Building located in Englewood,
Colorado, which land was previously leased by the Trust; (ii) the March 28, 1996
purchase of a 52,554 square foot suburban office building located in Arlington,
Texas for a purchase price of $2,206,000; (iii) the March 28, 1996 sale of the
European Crossroads office/retail complex on 11.5 acres of land located in
Dallas, Texas, book value $868,000; (iv) the sale during January and February,
1996 of three condominium units located in Davie, Florida, book value $46,000;
(v) increasing the market value investments in securities by $2,352,000; (vi)
receiving $124,000 in real estate loan repayments; (vii) spending $449,000 on
improvements to existing properties; and (viii) recording depreciation expense
of $883,000.
During the six months ended March 31, 1996 the Trust increased its borrowings
under the 1994 Credit Agreement by $4,900,000. These borrowings were used to
purchase the above referenced land and suburban office building, in addition to
purchasing securities in real estate companies. Also, in December, 1995 the
Trust borrowed an additional $500,000 in a restructuring of the first mortgage
loan on the 14800 Quorum Building in Dallas, Texas (see Note D to the financial
statements).
At March 31, 1996 the balance of accrued expenses and other liabilities was
$1,534,000, which was a decrease of $527,000 from the September 30, 1995 balance
of $2,061,000. This decrease was primarily due to the Trust's payments during
the quarter ended March 31, 1996 of calendar year 1995 real estate taxes for the
majority of the Trust's properties. These taxes were accrued during calendar
year 1995.
The $109,000 increase in shareholders' equity at March 31, 1996 from September
30, 1995 was the net effect of the Trust's recording net income of $403,000,
making distributions to shareholders of $416,000, repurchasing and retiring
38,000 of the Trust's shares at a total cost of $174,000, and increasing the
unrealized gain on investments in securities by $296,000 during the six months
ended March 31, 1996. At March 31, 1996 the Trust's debt to equity ratio was
.84-to-1.00 compared to .63-to-1.00 at September 30, 1995.
Management has from time to time undertaken a major renovation of a property in
order to keep it competitive within its market. No major renovation projects are
currently contemplated or in progress.
- 9 -
<PAGE> 10
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations.
RESULTS OF OPERATIONS
Quarter ended March 31, 1996 versus March 31, 1995:
Income from real estate operations during the quarter ended March 31, 1996
increased $79,000 (10%) when compared to the quarter ended March 31, 1995.
Rental income for the quarter ended March 31, 1996 decreased $24,000 (1%)
compared to the quarter ended March 31, 1995. Real estate operating expenses
decreased $70,000 (5%) while depreciation expense declined $33,000 (7%) in the
three months ended March 31, 1996 versus 1995. The decreases in rental income,
real estate operating expenses and depreciation expense were primarily due to
the sales in February and March, 1995 of three improved properties consisting of
the 197 room hotel located in St. Louis, the 51,000 square foot office building
located in Dallas, Texas, and the 124 unit apartment complex located in Greeley,
Colorado. Additionally, two of the Trust's office buildings located in Dallas,
Texas had increased rental income during the current quarter compared to the
quarter one year ago as a result of increased occupancies due to leasing efforts
in August and September, 1995.
The $59,000 of dividend income during the current quarter ended March 31, 1996
represents the dividends earned by the Trust on its investments in securities.
The Trust had no like income nor investments during the same period one year
ago.
The $63,000 (13%) decrease in interest expense for the three month period ended
March 31, 1996 when compared to the same period one year ago was primarily due
to the average interest rate being 8.97% for the current quarter compared to
10.8% for the same quarter one year ago. It should be noted that for the current
quarter the average outstanding borrowing were $19,455,000 compared to
$18,464,000 for the same quarter one year ago.
During the three months ended March 31, 1996 the Trust completed two sales, one
of which resulted in a gain and the other in a loss. First, during January and
February, 1996 the Trust sold three condominium units located in Davie, Florida.
The $138,000 sales resulted in gains totaling $69,000. The second sale was the
March 28, 1996 $600,000 sale of the European Crossroads office/retail center
located in Dallas, Texas. This sale resulted in a loss of $313,000.
During the three months ended March 31, 1995 the Trust completed three sales,
all of which resulted in gains. The first was the February 28, 1995 $2,650,000
sale of the 197 room Quality Hotel located at the airport in St. Louis,
Missouri. This sale resulted in a gain of $452,000. The second was the March 15,
1995 $2,595,000 sale of the 124 unit Parkwood Place Apartments located in
Greeley, Colorado. This sale resulted in a gain of $1,859,000. The third was the
March 20, 1995 $800,000 sale of the 51,000 square foot Walnut Hill West office
building located in Dallas, Texas. This sale resulted in a gain of $97,000.
Six Months ended March 31, 1996 versus March 31, 1995:
Income from real estate operations in the six months ended March 31, 1996
increased $192,000 (12%) compared to the six months ended March 31, 1995. Rental
income for the six months ended March 31, 1996 decreased $72,000 (1%) when
compared to the six months ended March 31, 1995. Real estate
- 10 -
<PAGE> 11
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations.
RESULTS OF OPERATIONS - (continued)
operating expenses during the current six months decreased $189,000 (7%) when
compared to the same period one year ago. Depreciation expense declined $75,000
(8%) when comparing the two periods. The decreases in rental income, real estate
operating expenses and depreciation expense were primarily due to the sales in
February and March, 1995 of three improved properties, as discussed above.
Additionally, two of the Trust's office buildings located in Dallas, Texas had
increased rental income during the current six months compared to the six months
one year ago as a result of increased occupancies due to leasing efforts in
August and September, 1995.
The $120,000 of dividend income during the current six months ended March 31,
1996 represents the dividends earned by the Trust on its investments in
securities. The Trust had no like income nor investments during the same period
one year ago.
The $165,000 (16%) decrease in interest expense for the six month period ended
March 31, 1996 when compared to the same period one year ago was primarily due
to less borrowings outstanding. During the current six month period the monthly
average debt outstanding was approximately $18.3 million compared to an average
monthly debt outstanding of approximately $20.0 million for the comparable
period one year ago. Also the average interest rate during the current six month
period was 9.2% compared to an average interest rate of 10.1% for the same
period one year ago.
The gains and loss on sales of real estate for both the six month periods ended
March 31, 1996 and March 31, 1995 were the same as those discussed above.
- 11 -
<PAGE> 12
P A R T II
Item 1. Legal Proceedings
There are no items or events requiring reporting with respect to this
item.
Item 2. Changes in Securities
There are no items or events requiring reporting with respect to this
item.
Item 3. Defaults upon Senior Securities
There are no items or events requiring reporting with respect to this
item.
Item 4. Submission of Matters to a Vote of Security Holders
The 1996 Annual Meeting of Shareholders of CleveTrust Realty
Investors was held on February 20, 1996 at the Holiday Inn-Westlake,
1100 Crocker road, Westlake, Ohio. Proxies for the meeting were
solicited by the Board of Trustees and there was no solicitation in
opposition. Of the 5,179,143 shares eligible to vote, 4,828,152
participated at the meeting. One matter was presented to a vote of
security holders.
The matter presented to a vote of security holders was the election
of six Trustees. For Mr. Howard Amster, 4,810,153 shares were voted
for his election, while 17,999 shares were withheld. For Mr. Robert
H. Kanner, 4,810,153 shares were voted for his election, while 17,999
shares were withheld. For Mr. John C. Kikol, 4,809,753 shares were
voted for his election, while 18,399 shares were withheld. For Mr.
Leighton A. Rosenthall, 4,809,910 shares were voted for his election,
while 18,242 shares were withheld. For Mr. Ludwig Seuffert,
4,809,553 shares were voted for his election, while 18,599 shares
were withheld. For Mr. John D. Weil, 4,810,153 shares were voted for
his election, while 17,999 shares were withheld.
Item 5. Other Information
It is with deep regrets that the Trust announces that on May 2, 1996
Mr. Ludwig Seuffert passed away. At this time the Trustees have made
no decision as to a replacement Trustee.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
Exhibit (27): Financial Data Schedule
(b) There were no Reports on Form 8-K filed during the quarter for
which this report is filed.
- 12 -
<PAGE> 13
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.
CLEVETRUST REALTY INVESTORS
(Registrant)
Date: May 10, 1996 By: /s/ John C. Kikol
---------------------------------
John C. Kikol, President
Date: May 10, 1996 By: /s/ Michael R. Thoms
----------------------------------
Michael R. Thoms, Vice President
and Treasurer
- 13 -
<PAGE> 14
CLEVETRUST REALTY INVESTORS
QUARTERLY REPORT ON FORM 10-Q FOR QUARTER ENDED MARCH 31, 1996
EXHIBIT INDEX
"Assigned" "Sequential"
Exhibit No. Description Page No.
- ----------- ----------- --------
(27) Financial Data Schedule. 15
- 14 -
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE FORM
10-Q FOR THE PERIOD ENDED MARCH 31, 1996 AND IS QUALIFIED IN ITS ENTIRETY BY
REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> SEP-30-1996
<PERIOD-START> OCT-1-1995
<PERIOD-END> MAR-31-1996
<CASH> 921
<SECURITIES> 2,619
<RECEIVABLES> 604
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 802
<PP&E> 66,430
<DEPRECIATION> 23,366
<TOTAL-ASSETS> 48,010
<CURRENT-LIABILITIES> 1,604
<BONDS> 21,171
<COMMON> 5,179
0
0
<OTHER-SE> 20,056
<TOTAL-LIABILITY-AND-EQUITY> 48,010
<SALES> 0
<TOTAL-REVENUES> 5,295
<CGS> 0
<TOTAL-COSTS> 3,417
<OTHER-EXPENSES> 385
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 846
<INCOME-PRETAX> 647
<INCOME-TAX> 0
<INCOME-CONTINUING> 647
<DISCONTINUED> 0
<EXTRAORDINARY> (244)
<CHANGES> 0
<NET-INCOME> 403
<EPS-PRIMARY> .07
<EPS-DILUTED> .07
</TABLE>
