FORM 10-QSB--QUARTERLY OR TRANSITIONAL REPORT UNDER SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
QUARTERLY OR TRANSITIONAL REPORT
U.S. Securities and Exchange Commission
Washington, D.C. 20549
FORM 10-QSB
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended September 30, 1998
[ ] TRANSITION REPORT PURSUANT TO 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
of 1934
For the transition period from.........to.........
Commission file number 0-10273
CONSOLIDATED CAPITAL PROPERTIES III
(Exact name of small business issuer as specified in its charter)
California 94-2653686
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
55 Beattie Place, P.O. Box 1089
Greenville, South Carolina 29602
(Address of principal executive offices)
(864) 239-1000
Issuer's telephone number
Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter
period that the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days. Yes X No
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
a)
CONSOLIDATED CAPITAL PROPERTIES III
CONSOLIDATED BALANCE SHEET
(Unaudited)
September 30, 1998
(in thousands, except unit data)
Assets
Cash and cash equivalents $ 2,526
Receivables and deposits 381
Restricted escrows 109
Other assets 289
Investment properties:
Land $ 1,552
Buildings and related personal property 12,955
14,507
Less accumulated depreciation (9,968) 4,539
$ 7,844
Liabilities and Partners' Capital (Deficit)
Liabilities
Accounts payable $ 45
Tenant security deposit liabilities 138
Accrued property taxes 168
Other liabilities 158
Mortgage notes payable 4,200
Partners' Capital (Deficit)
General partners' $(1,904)
Limited partners' (158,582 units
issued and outstanding) 5,039 3,135
$ 7,844
See Accompanying Notes to Consolidated Financial Statements
b)
CONSOLIDATED CAPITAL PROPERTIES III
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(in thousands, except unit data)
Three Months Ended Nine Months Ended
September 30, September 30,
1998 1997 1998 1997
Revenues:
Rental income $ 918 $ 894 $ 2,738 $ 2,552
Other income 72 71 189 204
Total revenues 990 965 2,927 2,756
Expenses:
Operating 547 534 1,467 1,460
General and administrative 74 93 198 218
Depreciation 119 109 344 316
Interest 84 85 254 255
Property taxes 56 54 168 162
Total expenses 880 875 2,431 2,411
Net income $ 110 $ 90 $ 496 $ 345
Net income allocated
to general partners (4%) $ 4 $ 4 $ 20 $ 14
Net income allocated
to limited partners (96%) 106 86 476 331
$ 110 $ 90 $ 496 $ 345
Net income per limited
partnership unit $ .67 $ .54 $ 3.00 $ 2.09
Limited partnership units
outstanding 158,582 158,636 158,582 158,636
See Accompanying Notes to Consolidated Financial Statements
c)
CONSOLIDATED CAPITAL PROPERTIES III
CONSOLIDATED STATEMENT OF CHANGES IN PARTNERS' CAPITAL (DEFICIT)
(Unaudited)
(in thousands, except unit data)
Limited
Partnership General Limited
Units Partners' Partners' Total
Original capital contributions 158,945 $ 1 $ 79,473 $ 79,474
Partners' (deficit) capital at
December 31, 1997 158,582 $ (1,924) $ 4,563 $ 2,639
Net income for the nine months
ended September 30, 1998 -- 20 476 496
Partners' (deficit) capital
at September 30, 1998 158,582 $ (1,904) $ 5,039 $ 3,135
See Accompanying Notes to Consolidated Financial Statements
d)
CONSOLIDATED CAPITAL PROPERTIES III
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(in thousands)
Nine Months Ended
September 30,
1998 1997
Cash flows from operating activities:
Net income $ 496 $ 345
Adjustments to reconcile net income to
net cash provided by operating activities:
Depreciation 344 316
Amortization of lease commissions and loan costs 45 38
Change in accounts:
Receivables and deposits (182) (78)
Other assets (19) (42)
Accounts payable (94) (58)
Tenant security deposit liabilities 17 6
Accrued property taxes 168 162
Other liabilities 14 (17)
Net cash provided by operating activities 789 672
Cash flows from investing activities:
Property improvements and replacements (298) (240)
Net (deposits to) receipts from restricted escrows (3) 86
Net cash used in investing activities (301) (154)
Cash flows from financing activities:
Loan costs paid -- (20)
Partners' distributions -- (2,262)
Net cash used in financing activities -- (2,282)
Net increase (decrease) in cash and cash equivalents 488 (1,764)
Cash and cash equivalents at beginning of period 2,038 3,603
Cash and cash equivalents at end of period $ 2,526 $ 1,839
Supplemental disclosure of cash flow information:
Cash paid for interest $ 231 $ 231
See Accompanying Notes to Consolidated Financial Statements
e)
CONSOLIDATED CAPITAL PROPERTIES III
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
NOTE A - BASIS OF PRESENTATION
The accompanying unaudited consolidated financial statements of Consolidated
Capital Properties III (the "Partnership") have been prepared in accordance with
generally accepted accounting principles for interim financial information and
with the instructions to Form 10-QSB and Item 310(b) of Regulation S-B.
Accordingly, they do not include all of the information and footnotes required
by generally accepted accounting principles for complete financial statements.
In the opinion of ConCap Equities, Inc. (the "General Partner"), a wholly-owned
subsidiary of Insignia Properties Trust ("IPT") (see "Note D"), all adjustments
(consisting of normal recurring accruals) considered necessary for a fair
presentation have been included. Operating results for the three and nine month
periods ended September 30, 1998, are not necessarily indicative of the results
that may be expected for the fiscal year ending December 31, 1998. For further
information, refer to the consolidated financial statements and footnotes
thereto included in the Partnership's annual report on Form 10-KSB for the
fiscal year ended December 31, 1997.
Reclassifications
Certain reclassifications have been made to the 1997 information to conform to
the 1998 presentation.
Principles of Consolidation
The consolidated financial statements of the Partnership include its 99% limited
partnership interest in ConCap Village Green Associates, Ltd. The Partnership
may remove the General Partner of this lower tier; therefore, the partnership is
controlled and consolidated by the Partnership. All significant interpartnership
balances have been eliminated. Minority interest is immaterial and not shown
separately in the financial statements.
NOTE B - TRANSACTIONS WITH AFFILIATED PARTNERS
The Partnership has no employees and is dependent on the General Partner and its
affiliates for the management and administration of all partnership activities.
Affiliates of the General Partner provide property management and asset
management services to the Partnership. The Limited Partnership Agreement
("Partnership Agreement") provides for payments to affiliates of the General
Partner for property management services based on a percentage of revenue; for a
partnership management fee equal to 9% of the total distributions made to
limited partners from cash flow from operations; and for reimbursements of
certain expenses incurred by affiliates of the General Partner on behalf of the
Partnership.
The following payments were paid to affiliates of the General Partner for the
nine month periods ended September 30, 1998 and 1997, respectively:
1998 1997
(in thousands)
Property management fees (included in operating expenses) $143 $135
Reimbursement for services of affiliates (included in
operating and general and administrative expenses) 112 110
Partnership management fees (included in general and
administrative expenses) -- 38
In addition, the Partnership paid approximately $18,000 and $33,000 during the
nine months ended September 30, 1998 and 1997, respectively, to an affiliate of
the General Partner for lease commissions at the Partnership's commercial
property. These lease commissions are included in other assets and are amortized
over the terms of the respective leases. The Partnership also paid approximately
$5,000 during the nine months ended September 30, 1997 to affiliates of Insignia
for reimbursements of costs related to the loan refinancings in November of
1996. These costs were capitalized as loan costs and are being amortized over
the terms of the respective loans.
For the period from January 1, 1997 to August 31, 1997, the Partnership insured
its properties under a master policy through an agency affiliated with the
General Partner with an insurer unaffiliated with the General Partner. An
affiliate of the General Partner acquired, in the acquisition of a business,
certain financial obligations from an insurance agency which was later acquired
by the agent who placed the master policy. The agent assumed the financial
obligations to the affiliate of the General Partner which received payment on
these obligations from the agent. The amount of the Partnership's insurance
premiums that accrued to the benefit of the affiliate of the General Partner by
virtue of the agent's obligations was not significant.
During July 1998, an affiliate of the General Partner commenced a tender offer
for limited partnership interests in the Partnership. The Purchaser offered to
purchase up to 75,000 of the outstanding units of limited partnership interest
in the Partnership, at $60 per Unit, net to the seller in cash. The Purchaser
has extended the tender offer expiration date to November 16, 1998.
NOTE C - DISTRIBUTION
In April of 1997, the General Partner paid distributions representing a return
of capital of approximately $1,150,000 to the partners. In September 1997, the
General Partner paid distributions totaling approximately $1,112,000 to the
partners, of which approximately $435,000 was attributable to cash flow from
operations and approximately $677,000 represented a return of capital. There
were no distributions to the partners during the nine months ended September 30,
1998.
NOTE D - TRANSFER OF CONTROL; SUBSEQUENT EVENT
On October 1, 1998, Insignia Financial Group, Inc. completed its merger with and
into AIMCO, a publicly traded real estate investment trust, with AIMCO being the
surviving corporation (the "Insignia Merger"). As a result of the Insignia
Merger, AIMCO acquired control of the General Partner. In addition, AIMCO also
acquired approximately 51% of the outstanding common shares of beneficial
interest of Insignia Properties Trust ("IPT"), the sole shareholder of the
General Partner of the Partnership. Also, effective October 1, 1998, IPT and
AIMCO entered into an Agreement and plan of Merger pursuant to which IPT is to
be merged with and into AIMCO or a subsidiary of AIMCO (the "IPT Merger"). The
IPT Merger requires the approval of the holders of a majority of the outstanding
IPT Shares. AIMCO has agreed to vote all of the IPT Shares owned by it in favor
of the IPT Merger and has granted an irrevocable limited proxy to unaffiliated
representatives of IPT to vote the IPT Shares acquired by AIMCO and its
subsidiaries in favor of the IPT Merger. As a result of AIMCO's ownership and
its agreement, the vote of no other holder of IPT is required to approve the
merger. The General Partner does not believe that this transaction will have a
material effect on the affairs and operations of the Partnership.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS
The Partnership's investment properties consist of three apartment complexes and
one commercial property. The following table sets forth the average occupancy
of the properties for the nine month periods ended September 30, 1998 and 1997:
Average Occupancy
1998 1997
Professional Plaza Office Building 96% 94%
Salt Lake City, UT
Ventura Landing Apartments 95% 97%
Orlando, FL
Village Green Apartments 99% 94%
Altamonte Springs, FL
West Chase Apartments 83% 88%
Lexington, KY
The decrease in occupancy at West Chase Apartments is a result of increased
competition from newer, more luxurious apartment complexes in the Lexington
market. Although physical occupancy had improved to 88% at the end of September,
the property continues to have increased tenant turnover. The increased
occupancy at Village Green is due to strong resident retention along with a
healthy local market.
The Partnership realized net income of approximately $496,000 for the nine
months ended September 30, 1998, compared to net income of approximately
$345,000 for the nine months ended September 30, 1997. The Partnership's net
income for the three months ended September 30, 1998 was approximately $110,000
compared to net income of approximately $90,000 for the three months ended
September 30, 1997. The increase in net income is primarily due to increased
rental revenue due to rental rate increases at Professional Plaza, Ventura
Landing, and Village Green, as well as occupancy increases at Village Green and
Professional Plaza. Also contributing to the increase in net income was a
decrease in general and administrative expense resulting from partnership
management fees paid in 1997 related to distributions of cash from operations in
that year. Total expenses have remained relatively stable for the nine months
ended September 30, 1998 compared to the corresponding period in 1997. Included
in operating expense are approximately $78,000 and $99,000 of major repairs and
maintenance for the nine months ended September 30, 1998 and 1997, respectively.
The major repairs and maintenance items for 1998 are comprised primarily of
exterior painting, exterior building repairs and landscaping. The 1997 major
repairs and maintenance items are comprised primarily of exterior building,
tennis court and parking lot repairs.
As part of the ongoing business plan of the Partnership, the General Partner
monitors the rental market environment of each of its investment properties to
assess the feasibility of increasing rents, maintaining or increasing occupancy
levels and protecting the Partnership from increases in expenses. As part of
this plan, the General Partner attempts to protect the Partnership from the
burden of inflation-related increases in expenses by increasing rents and
maintaining a high overall occupancy level. However, due to changing market
conditions, which can result in the use of rental concessions and rental
reductions to offset softening market conditions, there is no guarantee that the
General Partner will be able to sustain such a plan.
At September 30, 1998, the Partnership held cash and cash equivalents of
approximately $2,526,000 compared to approximately $1,839,000 at September 30,
1997. The net increase in cash and cash equivalents for the nine months ended
September 30, 1998 was $488,000 compared to a net decrease of $1,764,000 for the
nine months ended September 30, 1997. Net cash provided by operating activities
increased primarily due to increased rental revenue, as discussed above.
Partially offsetting this increase to cash were increased receivables and
deposits and a decrease in accounts payable due to the timing of payments. Net
cash used in investing activities increased due to decreased receipts from
restricted escrows and increased property improvements and replacements. Net
cash used in financing activities decreased primarily due to distributions paid
in the first nine months of 1997.
The sufficiency of existing liquid assets to meet future liquidity and capital
expenditure requirements is directly related to the level of capital
expenditures required at the various properties to adequately maintain the
physical assets and other operating needs of the Partnership and to comply with
federal, state, and local legal and regulatory requirements. Such assets are
currently thought to be sufficient for any near-term needs of the Partnership.
The General Partner is currently assessing the need for capital improvements at
each of the Partnership's properties. To the extent that additional capital
improvement are required, the Partnership's distributable cash flow, if any, may
be adversely affected, at least in the short term. The mortgage indebtedness of
$4,200,000 matures on November 1, 2003 with balloon payments due at maturity.
The General Partner will attempt to refinance such indebtedness or sell the
properties prior to such maturity date. If the properties cannot be refinanced
or sold for a sufficient amount, the Partnership will risk losing such
properties through foreclosure. During the nine months ended September 30,
1997, the Partnership distributed approximately $2,262,000 to the partners. No
distributions were made during the nine months ended September 30, 1998. Future
cash distributions will depend on the levels of net cash generated from
operations, capital expenditure requirements, refinancings, property sales, and
the availability of cash reserves. The Partnership's distribution policy will be
reviewed on a quarterly basis. There can be no assurance, however, that the
Partnership will generate sufficient funds from operations to permit further
distributions to its partners in 1998 or subsequent periods.
Transfer of Control; Subsequent Event
On October 1, 1998, Insignia Financial Group, Inc. completed its merger with and
into Apartment Investment and Management Company ("AIMCO"), a publicly traded
real estate investment trust, with AIMCO being the surviving corporation (the
"Insignia Merger"). As a result of the Insignia Merger, AIMCO acquired control
of the General Partner. In addition, AIMCO also acquired approximately 51% of
the outstanding common shares of beneficial interest of Insignia Properties
Trust ("IPT"), the sole shareholder of the General Partner of the Partnership.
Also, effective October 1, 1998, IPT and AIMCO entered into an Agreement and
plan of Merger pursuant to which IPT is to be merged with and into AIMCO or a
subsidiary of AIMCO (the "IPT Merger"). The IPT Merger requires the approval of
the holders of a majority of the outstanding IPT Shares. AIMCO has agreed to
vote all of the IPT Shares owned by it in favor of the IPT Merger and has
granted an irrevocable limited proxy to unaffiliated representatives of IPT to
vote the IPT Shares acquired by AIMCO and its subsidiaries in favor of the IPT
Merger. As a result of AIMCO's ownership and its agreement, the vote of no
other holder of IPT is required to approve the merger. The General Partner does
not believe that this transaction will have a material effect on the affairs and
operations of the Partnership.
Year 2000
General Description of the Year 2000 Issue and the Nature and Effects of the
Year 2000 on Information Technology (IT) and Non-IT Systems
The Year 2000 Issue is the result of computer programs being written using two
digits rather than four to define the applicable year. The Partnership is
dependent upon the General Partner and its affiliates for management and
administrative services ("Managing Agent"). Any computer programs or hardware
that have date-sensitive software or embedded chips may recognize a date using
"00" as the year 1900 rather than the year 2000. This could result in a system
failure or miscalculations causing disruptions of operations, including, among
other things, a temporary inability to process transactions, send invoices, or
engage in similar normal business activities.
The Managing Agent has determined that it will be required to modify or replace
significant portions of its software and certain hardware so that those systems
will properly utilize dates beyond December 31, 1999. The Managing Agent
presently believes that with modifications or replacements of existing software
and certain hardware, the Year 2000 Issue can be mitigated. However, if such
modifications and replacements are not made, or are not completed timely, the
Year 2000 Issue could have a material impact on the operations of the Managing
Agent and the Partnership.
Status of Progress in Becoming Year 2000 Compliant
The Managing Agent's plan to resolve the Year 2000 Issue involves the following
four phases: assessment, remediation, testing and implementation. To date, the
Managing Agent has fully completed its assessment of all information systems
that could be significantly affected by the Year 2000, and has begun the
remediation, testing and implementation phase on both hardware and software
systems. Assessments are continuing in regards to embedded systems in operating
equipment. The Managing Agent anticipates having all phases complete by June 1,
1999.
In addition to the areas the Partnership is relying on the Managing Agent to
verify compliance with, the Partnership has certain operating equipment,
primarily at the property sites, which needed to be evaluated for Year 2000
compliance. The focus of the General Partner was to the security systems,
elevators, heating-ventilation-air-conditioning systems, telephone systems and
switches, and sprinkler systems. The General Partner is currently engaged in the
identification of all non-compliant operational systems, and is in the process
of estimating the costs associated with any potential modifications or
replacements needed to such systems in order for them to be Year 2000 compliant.
It is not expected that such costs would have a material adverse effect upon
the operations of the Partnership.
Risk Associated with the Year 2000
The General Partner believes that the Managing Agent has an effective program in
place to resolve the Year 2000 issue in a timely manner and has appropriate
contingency plans in place for critical applications that could affect the
Partnership's operations. To date, the General Partner is not aware of any
external agent with a Year 2000 issue that would materially impact the
Partnership's results of operations, liquidity or capital resources. However,
the General Partner has no means of ensuring that external agents will be Year
2000 compliant. The General Partner does not believe that the inability of
external agents to complete their Year 2000 resolution process in a timely
manner will have a material impact on the financial position or results of
operations of the Partnership. However, the effect of non-compliance by
external agents is not readily determinable.
Other
Certain items discussed in this quarterly report may constitute forward-looking
statements within the meaning of the Private Securities Litigation Reform Act of
1995 (the "Reform Act") and as such may involve known and unknown risks,
uncertainties and other factors which may cause the actual results, performance
or achievements of the Partnership to be materially different from any future
results, performance or achievements expressed or implied by such forward-
looking statements. Such forward-looking statements speak only as of the date of
this quarterly report. The Partnership expressly disclaims any obligation or
undertaking to release publicly any updates of revisions to any forward-looking
statements contained herein to reflect any change in the Partnership's
expectations with regard thereto or any change in events, conditions or
circumstances on which any such statement is based.
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
In March 1998, several putative unit holders of limited partnership units of the
Partnership commenced an action entitled Rosalie Nuanes, et al. v. Insignia
Financial Group, Inc., et al. in the Superior Court of the State of California
for the County of San Mateo. The plaintiffs named as defendants, among others,
the Partnership, the General Partner and several of their affiliated
partnerships and corporate entities. The complaint purports to assert claims on
behalf of a class of limited partners and derivatively on behalf of a number of
limited partnerships (including the Partnership) which are named as nominal
defendants, challenging the acquisition by Insignia and entities which were, at
the time, affiliates of Insignia ("Insignia Affiliates") of interests in certain
general partner entities, past tender offers by Insignia Affiliates to acquire
limited partnership units, the management of partnerships by Insignia
Affiliates, as well as a recently announced agreement between Insignia and
AIMCO. The complaint seeks monetary damages and equitable relief, including
judicial dissolution of the Partnership. On June 25, 1998, the General Partner
filed a motion seeking dismissal of the action. In lieu of responding to the
motion, the plaintiffs have filed an amended complaint. The General Partner has
filed demurrers to the amended complaint which are schedule to be heard on
January 8, 1999. The General Partner believes the action to be without merit,
and intends to vigorously defend it.
On July 30, 1998 certain entities claiming to own limited partnership interests
in certain limited partnerships whose general partners were, at the time,
affiliates of Insignia filed a complaint entitled Everest Properties LLC. v.
Insignia Financial Group, Inc. in the Superior Court of the State of California,
County of Los Angeles. The action involves 44 real estate limited partnerships
(including the Partnership) in which the plaintiffs allegedly own interests and
which Insignia Affiliates allegedly manage or control (the "Subject
Partnerships"). The complaint names as defendants Insignia, several Insignia
Affiliates alleged to be managing partners of the defendant limited
partnerships, the Partnership and the Corporate General Partner. Plaintiffs
allege that they have requested from, but have been denied by each of the
Subject Partnerships, lists of their respective limited partners for the purpose
of making tender offers to purchase up to 4.9% of the limited partner units of
each of the Subject Partnerships. The complaint also alleges that certain of
the defendants made tender offers to purchase limited partner units in many of
the Subject Partnerships, with the alleged result that plaintiffs have been
deprived of the benefits they would have realized from ownership of the
additional units. The plaintiffs assert eleven causes of action, including
breach of contract, unfair business practices, and violations of the partnership
statutes of the states in which the Subject Partnerships are organized.
Plaintiffs seek compensatory, punitive and treble damages. The General Partner
filed an answer to the complaint on September 15, 1998. The General Partner
believes the claims to be without merit and intends to defend the action
vigorously.
The Partnership is unaware of any other pending or outstanding litigation that
is not of a routine nature. The General Partner of the Partnership believes all
such pending or outstanding litigation will be resolved without a material
adverse effect upon the business, financial condition or operations of the
Partnership.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibit 27 Financial Data Schedule, is filed as an exhibit to this
report.
(b) Reports on Form 8-K:
None filed during the quarter ended September 30, 1998.
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
CONSOLIDATED CAPITAL PROPERTIES III
By: CONCAP EQUITIES, INC.
Its General Partner
By: /s/ Patrick Foye
Patrick Foye
Executive Vice President
By: /s/Timothy R. Garrick
Timothy R. Garrick
Vice President - Accounting
(Duly Authorized Officer)
Date: November 13, 1998
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from
Consolidated Capital Properties III 1998 Third Quarter 10-QSB and is
qualified in its entirety by reference to such 10-QSB filing.
</LEGEND>
<CIK> 0000317331
<NAME> CONSOLIDATED CAPITAL PROPERTIES III
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> SEP-30-1998
<CASH> 2,526
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0<F1>
<PP&E> 14,507
<DEPRECIATION> 9,968
<TOTAL-ASSETS> 7,844
<CURRENT-LIABILITIES> 0<F1>
<BONDS> 4,200
0
0
<COMMON> 0
<OTHER-SE> 3,135
<TOTAL-LIABILITY-AND-EQUITY> 7,844
<SALES> 0
<TOTAL-REVENUES> 2,927
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 2,431
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 254
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 496
<EPS-PRIMARY> 3.00<F2>
<EPS-DILUTED> 0
<FN>
<F1>Registrant has an unclassified balance sheet.
<F2>Multiplier is 1.
</FN>
</TABLE>
