<PAGE>
<PAGE> 1
QUARTERLY REPORT UNDER SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
__________________________________________________
[X] Quarterly report Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
For the quarterly period ended March 31, 1995
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 0-7616
I.R.S. Employer Identification Number 23-1739078
Avatar Holdings Inc.
(a Delaware Corporation)
255 Alhambra Circle
Coral Gables, Florida 33134
(305) 442-7000
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 .
Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date:
9,095,102 shares of the Company's common stock ($1.00 par value)
were outstanding as of April 28, 1995.
1 of 15
<PAGE>
<PAGE> 2
AVATAR HOLDINGS INC. AND SUBSIDIARIES
INDEX
PAGE
PART I. Financial Information
Item 1. Financial Statements (Unaudited):
Consolidated Balance Sheets --
March 31, 1995 and December 31, 1994................... 3
Consolidated Statements of Operations --
Three months ended March 31, 1995 and 1994............. 4
Consolidated Statements of Cash Flows --
Three months ended March 31, 1995 and 1994............. 5
Notes to Consolidated Financial Statements............... 7
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations.... 13
PART II. Other Information
Item 1. Legal Proceedings................................ 15
Item 6. Exhibits and Reports on Form 8-K................. 15
Exhibit Index............................................... 16
2
<PAGE>
<PAGE> 3
PART I -- FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
AVATAR HOLDINGS INC. AND SUBSIDIARIES
Consolidated Balance Sheets
Unaudited
(Dollars in thousands)
<TABLE>
<CAPTION>
March 31, December 31,
1995 1994
---------- -----------
<S> <C> <C>
Assets
Cash $4,099 $4,765
Restricted cash 1,453 1,272
Investments - trading 54,929 51,582
Contracts, mortgage notes and other
receivables, net 68,713 71,424
Land and other inventories 129,172 125,637
Property, plant and equipment, net 173,549 172,897
Other assets 17,029 15,835
Regulatory assets 3,192 3,165
--------- ---------
Total assets $452,136 $446,577
========= =========
Liabilities and Stockholders' Equity
Liabilities
Notes, mortgage notes and other debt:
Real estate and corporate $104,478 $102,768
Utilities 37,784 38,194
Estimated development liability for sold land 18,936 19,165
Accounts payable 5,861 5,610
Accrued and other liabilities 33,737 29,114
Deferred customer betterment fees 19,177 19,214
Minority interest in consolidated subsidiaries 9,061 9,059
--------- ---------
Total liabilities 229,034 223,124
Commitments and contingent liabilities
Contributions in aid of construction 54,737 54,702
Stockholders' Equity
Common Stock, par value $1 per share
Authorized: 15,500,000 shares
Issued: 12,715,448 shares 12,715 12,715
Additional paid-in capital 207,271 207,271
Retained earnings 10,352 10,738
--------- ---------
230,338 230,724
Treasury stock, at cost, 3,620,346 shares 61,973 61,973
--------- ---------
Total Stockholders' Equity 168,365 168,751
--------- ---------
Total Liabilities and Stockholders' Equity $452,136 $446,577
========= =========
</TABLE>
See notes to consolidated financial statements.
3
<PAGE>
<PAGE> 4
AVATAR HOLDINGS INC. AND SUBSIDIARIES
Consolidated Statements of Operations
For the Three Months Ended March 31, 1995 and 1994
(Unaudited)
(Dollars in thousands except per share data)
<TABLE>
<CAPTION>
Three Months
--------------------
1995 1994
------- -------
<S> <C> <C>
Revenues:
Real estate sales $13,367 $11,526
Deferred gross profit (437) (804)
Utility revenues 7,795 7,288
Interest income 2,523 2,836
Trading account profit, net 2,884 477
Other 89 124
------- -------
Total revenues 26,221 21,447
Expenses:
Real estate expenses 15,410 11,687
Utility expenses 6,077 5,659
General and administrative expenses 2,170 2,334
Interest expense 2,746 3,155
Other 204 204
------- -------
Total expenses 26,607 23,039
------- -------
Loss before income taxes (386) (1,592)
Provision for income taxes - 255
------- -------
Net loss ($386) ($1,847)
======= =======
Per share amounts:
Net loss ($.04) ($.20)
======= =======
</TABLE>
See notes to consolidated financial statements.
4
<PAGE>
<PAGE> 5
AVATAR HOLDINGS INC. AND SUBSIDIARIES
Consolidated Statements of Cash Flows
(Unaudited)
(Dollars in Thousands)
<TABLE>
<CAPTION>
For the three months ended
March 31,
--------------------------
1995 1994
---------- ----------
<S> <C> <C>
OPERATING ACTIVITIES
Net loss ($386) ($1,847)
Adjustments to reconcile net loss to
net cash provided by operating activities:
Depreciation and amortization 2,508 2,016
Deferred gross profit 437 804
Cost of sales not requiring cash 871 521
Trading account profit (3,347) (529)
Changes in operating assets and liabilities:
Restricted cash (181) (174)
Principal payments on contracts receivable 5,303 6,535
Receivables (2,849) (3,841)
Other receivables (180) (1)
Inventories (4,635) (1,436)
Other assets (1,194) (781)
Accounts payable and accrued and other
liabilities 4,810 2,691
-------- --------
NET CASH PROVIDED BY OPERATING ACTIVITIES 1,157 3,958
INVESTING ACTIVITIES
Investment in property, plant and equipment (3,125) (2,917)
-------- --------
NET CASH USED IN INVESTING ACTIVITIES (3,125) (2,917)
FINANCING ACTIVITIES
Net proceeds from revolving lines of credit
and long-term borrowings 5,968 3,272
Principal payments on revolving lines of credit
and long-term borrowings (4,666) (4,244)
-------- --------
NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES 1,302 (972)
-------- --------
(DECREASE) INCREASE IN CASH (666) 69
Cash at beginning of period 4,765 7,178
-------- --------
CASH AT END OF PERIOD $4,099 $7,247
======== ========
</TABLE>
5
<PAGE>
<PAGE> 6
AVATAR HOLDINGS INC. AND SUBSIDIARIES
Consolidated Statements of Cash Flows -- continued
(Unaudited)
(Dollars in thousands)
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
<TABLE>
<CAPTION>
For the three months ended
March 31,
--------------------------
Cash paid during the period for: 1995 1994
--------- ---------
<S> <C> <C>
Interest (net of amount capitalized of $532) $1,154 $1,063
========= =========
Income taxes - -
========= =========
SUPPLEMENTAL SCHEDULE OF NON-CASH FINANCING ACTIVITIES
1995 1994
--------- ---------
Contributions in aid of construction $472 $45
========= =========
</TABLE>
See notes to consolidated financial statements.
6
<PAGE>
<PAGE> 7
AVATAR HOLDINGS INC. AND SUBSIDIARIES
Notes to Consolidated Financial Statements (Unaudited)
(Dollars in thousands)
Basis of Statement Presentation and Summary of Significant Accounting
Policies
The consolidated balance sheets as of March 31, 1995 and
December 31, 1994, and the related consolidated statements of
operations and cash flows for the three months ended March 31,
1995 and 1994 have been prepared in accordance with generally
accepted accounting principles for interim financial information,
the instructions to Form 10-Q and Article 10 of Regulation S-X.
Accordingly, they do not include all of the information and
footnotes required by generally accepted accounting principles
for complete financial statement presentation. In the opinion of
management, all adjustments necessary for a fair presentation of
such financial statements have been included. Such adjustments
consisted only of normal recurring items. Interim results are not
necessarily indicative of results for a full year.
For a complete description of the Company's other accounting
policies, refer to Avatar Holdings Inc.'s 1994 Annual Report on
Form 10-K and the notes to Avatar's consolidated financial
statements included therein.
Reclassifications
Certain amounts presented for 1994 have been reclassified in
the financial statements for comparative purposes.
Net Loss Per Common Share
For the three months ended March 31, 1995 and 1994, net loss
per common share is computed on the basis of the weighted average
number of shares outstanding of 9,095,102.
Investments - trading
The Company classifies all of its investment portfolio as
trading. This category is defined as including debt and
marketable equity securities held for resale in anticipation of
earning profits from short-term movements in market prices.
Trading account securities are carried at fair market value, and
both realized and unrealized gains and losses are included in net
trading account profit. Fair values for actively traded debt
securities and equity securities are based on quoted market
prices on national markets. Fair values for thinly traded
investment securities are generally based on prices quoted by
investment brokerage companies.
Avatar's investment portfolio at March 31, 1995 and December
31, 1994 included corporate bonds rated B- or above by Moody's
and/or Standard and Poor's, non-rated bonds of companies which
are in bankruptcy and have defaulted as to payments of principal
and interest on such bonds, equity securities, money market
accounts and U.S. Government and Agency securities. The portfolio
also includes obligations for securities which have been sold
that the Company does not own and will, therefore, be obligated
to purchase at a future date. Such obligations have been recorded
at the fair market value of the securities and contain an element
of market risk in that, if the securities increase in value, it
will be necessary to purchase the securities at a cost in excess
of the fair market value price.
7
<PAGE>
<PAGE> 8
Notes to Consolidated Financial Statements (Unaudited) -- continued
The following table sets forth the fair values of
investments (including securities sold short which are valued at
the cost to purchase):
<TABLE>
<CAPTION>
March 31, December 31,
1995 1994
---------- ------------
<S> <C> <C>
Corporate bonds $21,328 $21,352
Non-rated bonds 17,636 13,069
Equity securities 6,551 8,472
U.S. Government and Agency securities 1,953 1,930
Money market accounts 10,999 11,065
Less:
Securities sold short (1,927) (1,856)
Forward foreign exchange contracts (1,611) (2,450)
-------- -------
Total market value $54,929 $51,582
======== =======
Aggregate cost $53,686 $52,717
======== =======
</TABLE>
The portfolio also includes certain forward foreign exchange
contracts used by portfolio managers to hedge the foreign
currency risk associated with certain bonds denominated in
foreign currency. As of March 31, 1995 and December 31, 1994 the
fair value (carrying amount) of these foreign forward exchange
contracts was $1,611 and $2,450, respectively. The average fair
value during 1995 and 1994 of forward foreign exchange contracts
was $2,229 and $3,025.
Contracts, Mortgage Notes and Other Receivables
Contracts, mortgage notes, and other receivables are summarized
as follows:
<TABLE>
<CAPTION>
March 31, December 31,
1995 1994
----------- -----------
<S> <C> <C>
Contracts and mortgage notes receivable $97,390 $101,280
Notes and other receivables 6,138 5,948
-------- --------
103,528 107,228
-------- --------
Less:
Allowance for doubtful accounts 1,120 1,387
Market valuation reserve 979 1,184
Deferred gross profit 29,630 30,221
Other 3,086 3,012
-------- --------
34,815 35,804
-------- --------
$68,713 $71,424
======== ========
</TABLE>
8
<PAGE>
<PAGE> 9
Notes to Consolidated Financial Statements (Unaudited) -- continued
Land and Other Inventories
Inventories consist of the following:
<TABLE>
<CAPTION>
March 31, December 31,
1995 1994
----------- ------------
<S> <C> <C>
Land developed and in process of development $84,940 $80,629
Land held for future development or sale 35,877 34,730
Dwelling units completed or under construction 6,803 8,720
Other 1,552 1,558
-------- --------
$129,172 $125,637
======== ========
</TABLE>
Minority Interest in Consolidated Subsidiaries
Minority interest in consolidated subsidiaries is
represented by preferred stock of Avatar Utilities' subsidiaries.
Total preferred stock outstanding is as follows:
<TABLE>
<CAPTION>
March 31, December 31,
1995 1994
---------- -----------
<S> <C> <C>
9% Cumulative preferred stock $9,000 $9,000
Other 61 59
------ ------
$9,061 $9,059
====== ======
</TABLE>
Avatar's utility subsidiary's 9% cumulative preferred stock
issue provides for redemption to occur no earlier than March 1,
1997, in whole or in part; however, a minimum of $1,800 of the
preferred stock must be redeemed per annum beginning in 1997. A
redemption of all outstanding shares shall occur no later than
March 1, 2001.
Charges to operations recorded as "Other expenses" relate to
preferred stock dividends of subsidiaries for the three months
ended March 31, 1995 and 1994, which amount to $204 and $204,
respectively.
9
<PAGE>
<PAGE> 10
Notes to Consolidated Financial Statements (Unaudited) -- continued
Income Taxes
Deferred income taxes reflect the net tax effect of
temporary differences between the carrying amounts of assets and
liabilities for financial reporting purposes and the amounts used
for income tax purposes. Significant components of the Company's
deferred income tax assets and liabilities as of March 31, 1995
and 1994 are as follows:
<TABLE>
<CAPTION>
1995 1994
------- ------
<S> <C> <C>
Deferred income tax assets
Net operating loss carryforward $10,000 $7,000
Tax over book basis of land inventory 22,000 21,000
Unrecoverable land development costs 5,000 5,000
Tax over book basis of depreciable assets 6,000 5,000
Alternative minimum tax and investment tax
credit carryforward 5,000 5,000
Other 3,000 3,000
------- -------
Total deferred income taxes 51,000 46,000
Valuation allowance for deferred income tax assets (38,000) (34,000)
------- -------
Deferred income tax assets after valuation allowance 13,000 12,000
Deferred income tax liabilities
Book over tax income recognized on land sales (4,000) (3,000)
Deferred carrying charges on utility plant (3,000) (3,000)
Other (6,000) (6,000)
------- -------
Total deferred income tax liabilities (13,000) (12,000)
------- -------
Net deferred income taxes $0 $0
======= =======
</TABLE>
The provision for income taxes for the three months ended
March 31, 1995 and 1994 consists of the following:
<TABLE>
<CAPTION>
Three months ended March 31,
1995 1994
--------- --------
<S> <C> <C>
Federal:
Current - $255
Deferred - -
--------- --------
- 255
State:
Current - -
Deferred - -
--------- --------
Total - $255
========= ========
</TABLE>
10
<PAGE>
<PAGE> 11
Notes to Consolidated Financial Statements (Unaudited) -- continued
A reconciliation of income tax expense to the expected
income tax expense (credit) at the federal statutory rate of 34%
is as follows:
<TABLE>
<CAPTION>
Three months ended March 31,
1995 1994
------- ------
<S> <C> <C>
Income tax (credit) computed at statutory rate ($131) ($541)
Income tax effect of non-deductible dividends
on preferred stock of subsidiary 69 69
State income tax (credit), net federal effect - (53)
Other 62 13
Change in valuation allowance on deferred tax assets - 767
----- ----
Provision for income taxes $0 $255
===== ====
</TABLE>
Contingencies
Avatar is involved in various pending litigation matters
primarily arising in the normal course of its business. Although
the outcome of these and the following matters cannot be
determined, management believes that the resolution of these
matters will not have a material effect on Avatar's business or
financial position.
On October 1, 1993, the United States, on behalf of the
U.S. Environmental Protection Agency, filed a civil action
against a utility subsidiary of Avatar in the U.S. District Court
for the Middle District of Florida. (United States v. Florida
Cities Water Company, Civil Action No. 93-281-C1). The
complaint alleges that the subsidiary's wastewater treatment
plant in North Fort Myers, Florida, committed various
violations of the Clean Water Act, 33 U.S.C. S1251 et seq.,
including: (1) discharge of pollutants without an operating
permit from October 1, 1988 to October 31, 1989; (2)
discharging from an unpermitted discharge location from November
1, 1989 until July 14, 1992; and (3) discharging pollutants in
excess of permit limitations at various times from July 1991 to
June 1992. The government is seeking the statutory maximum civil
penalties of $25 per day, per violation based upon the
allegations. On May 5, 1995, the government amended the
complaint to include Avatar Holdings Inc. and alleges that the
subsidiary's wastewater treatment plants in Barefoot Bay and
Carrollwood, Florida, made certain discharges which were not in
accord with the administrative order and/or NPDES permit
applicable to the plants. Based upon the information currently
available to it, Avatar believes that it has strong defenses to
the amended complaint and will pursue those defenses vigorously.
On March 1, 1994, the Wisconsin Department of Natural
Resources (the "Department") sent Avatar notice that the
Department had recently issued a second Record of Decision
("ROD") in connection with the Edgerton Sand & Gravel Landfill site
("the Site"). The ROD calls for the City of Edgerton's
public water supply system to be extended to the owners of
private wells in the vicinity of the Site. The ROD also states
that other work related to soil and groundwater remedial action
would be required at the Site. The Department demanded that all
potentially responsible parties ("PRPs") associated with the
Site organize into a PRP group to undertake the implementation of
the ROD. Avatar was previously identified as a PRP by the
Department. Avatar responded in writing to the Department. No
further action has since been taken by the Department against
Avatar in connection with the ROD.
11
<PAGE>
<PAGE> 12
Notes to Consolidated Financial Statements (Unaudited) -- continued
On November 1, 1994, certain private parties filed a civil
action against Avatar in Rock County Circuit Court, Wisconsin.
(Alderman, et al v. Avatar Holdings Inc., et al, Civil Action
Case No. 94 CV 675). The plaintiffs allege that Avatar and other
named defendants disposed of various substances at the Site, thereby
causing contamination of the groundwater source used by the
plaintiffs. The plaintiffs are seeking compensatory damages,
attorneys' fees, costs and other disbursements. A number of
factual and legal defenses are available to Avatar with respect to
the Department's letter and the Alderman litigation, which if
successful, would eliminate or substantially reduce Avatar's
potential liability.
Subsequent Event
In April 1995, the Company entered into Mortgage and
Security Agreements (the "Agreements") with respect to the land
development and construction of the Harbor Islands project. The
Agreements provide for borrowings up to $29,000 at prime plus
1.5% with repayments over periods of 36 to 42 months. Under the
terms of the Agreements, borrowings are secured primarily by land
and inventories of the Harbor Islands project and the Company is
required to maintain minimum levels of net worth, as defined.
12
<PAGE>
<PAGE> 13
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations (dollars in thousands except
per share data)
RESULTS OF OPERATIONS
Operations for the three month period ended March 31, 1995,
resulted in a net loss of $386 or $.04 per share compared to a
net loss of $1,847 or $.20 per share for the same period of 1994.
The improvement in operations is primarily a result of increased
trading account profits.
Avatar's real estate revenues for the three months ended
March 31, 1995, increased $1,841 or 16.0%, while real estate
expenses increased $3,723 or 31.9%, when compared to the same
period of 1994. The increase in real estate revenues for the
three month period ended March 31, 1995 is primarily a result of
increased housing and vacation ownership sales and a
commercial/industrial land sale. The increase in real estate
expenses for the three month period ended March 31, 1995, when
compared to the same period of 1994, is primarily a result of a
change in the sales mix between product lines within the
Company's real estate operations and increased selling expenses.
Utility revenues for the three months ended March 31, 1995,
increased $507 or 7.0%, when compared to the same period of 1994.
The increase in utility revenues is primarily attributable to
increases due to rate cases settled in the latter part of 1994.
Utility expenses for the three months ended March 31, 1995,
increased $418 or 7.4%, when compared to the same period of 1994.
The increase in utility expenses is due to higher utility
operating costs.
Interest income for the three months ended March 31, 1995,
decreased $313 or 11.0%, when compared to the same period for
1994. The decline in interest income is primarily attributable
to lower average aggregate amounts outstanding in the Company's
contract and mortgage notes receivable portfolio. Avatar's
contracts and mortgage notes receivable portfolio amounted to
$97,390 at March 31, 1995, compared to $113,196 at March 31,
1994.
Trading account profit, net for the three months ended March
31, 1995, increased $2,407 compared to the same period for 1994.
Trading account profit represents interest income and realized
and unrealized gains and losses related to the trading investment
portfolio, net of commissions payable to brokers.
General and administrative expenses for the three months
ended March 31, 1995, decreased $164 or 7.0% compared to the same
period of 1994. This decrease is primarily attributable to a
reduction in the accrual for incentive compensation.
Interest expense for the three months ended March 31, 1995,
decreased $409 or 13.0%, compared to the same period of 1994. The
decrease is primarily attributable to the capitalization of
interest associated with development and construction costs of an
Avatar project of approximately $532, which was partially offset
by an overall increase in the outstanding balance of notes,
mortgage notes and other debt.
13
<PAGE>
<PAGE> 14
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations (dollars in thousands except
per share data) -- continued
LIQUIDITY AND CAPITAL RESOURCES
Avatar's primary business activities, which include housing,
vacation ownership, retail land sales, land development, resort
operations and utility services, are capital intensive in nature.
Avatar expects to fund its operations and capital requirements
through a combination of cash and investment securities on hand,
operating cash flows and external borrowings.
Avatar has approximately $54,929 in investments which are
classified as trading. The Company intends to continue to
actively trade such securities in an effort to generate profits
and will reinvest such profits until such time as the Company's
cash requirements necessitate the use or partial use of the
portfolio proceeds.
A portion of the investment portfolio collateralizes a
$33,000 line of credit which had an outstanding balance at March
31, 1995, of $33,000 and will mature during the second quarter of
1996.
Avatar also has a line of credit of $14,000 with a balance
outstanding at March 31, 1995 of $3,000, collateralized by certain
contracts receivable and due May 31, 1996.
In April 1995, the Company entered into Mortgage and
Security Agreements (the "Agreements") with respect to the land
development and construction of the Harbor Islands project. The
Agreements provide for borrowings up to $29,000 at prime plus
1.5% with repayments over periods of 36 to 42 months. Under the
terms of the Agreements, borrowings are secured primarily by land
and inventories of the Harbor Islands project and the Company is
required to maintain minimum levels of net worth, as defined.
14
<PAGE>
<PAGE> 15
PART II -- OTHER INFORMATION
Item 1. Legal Proceedings
The information, which is set forth in the second paragraph
under the caption "Contingencies" in the Notes to Consolidated
Financial Statements (Unaudited) in Item 1 of Part I of this
Report, relating to the government's amended complaint, is
incorporated herein by reference.
Item 6. Exhibits and Reports on Form 8-K
Exhibits
27 Financial Data Schedule (filed herewith)
Reports on Form 8-K
No reports on Form 8-K were filed during the quarter ended
March 31, 1995.
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.
AVATAR HOLDINGS INC.
Date: May 15, 1995 By: /s/ Jeffrey A. Sopshin
---------------------------
Jeffrey A. Sopshin
Assistant Vice President and
Controller
Date: May 15, 1995 By: /s/ Charles L. McNairy
---------------------------
Charles L. McNairy
Executive Vice President,
Treasurer and Chief Financial
Officer
15
<PAGE>
<PAGE> 16
Exhibit Index
27 Financial Data Schedule (filed herewith).................17
16
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1994
<PERIOD-END> MAR-31-1995
<CASH> 5,552
<SECURITIES> 54,929
<RECEIVABLES> 103,528
<ALLOWANCES> (34,815)
<INVENTORY> 129,172
<CURRENT-ASSETS> 0
<PP&E> 173,549
<DEPRECIATION> 0
<TOTAL-ASSETS> 452,136
<CURRENT-LIABILITIES> 0
<BONDS> 142,262
<COMMON> 12,715
0
0
<OTHER-SE> 155,650
<TOTAL-LIABILITY-AND-EQUITY> 452,136
<SALES> 13,367
<TOTAL-REVENUES> 26,221
<CGS> 6,704
<TOTAL-COSTS> 12,781
<OTHER-EXPENSES> 4,803
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 2,746
<INCOME-PRETAX> (386)
<INCOME-TAX> 0
<INCOME-CONTINUING> (386)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (386)
<EPS-PRIMARY> (.04)
<EPS-DILUTED> (.04)
<FN>
NOTE: Total Current Assets and Total Current Liabilities
are not applicable because Registrant does not
present a classified balance sheet.
</TABLE >
17
</TABLE>
