FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 1996
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Commission File Number: 0-13157
RANCON REALTY FUND III,
A CALIFORNIA LIMITED PARTNERSHIP
(Exact name of registrant as specified in its charter)
California 33-0023868
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
400 South El Camino Real, Suite 1100
San Mateo, California 94402-1708
(Address of principal executive offices) (Zip Code)
(415) 343-9300
(Registrant's telephone number)
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
Total number of units outstanding as of September 30, 1996: 37,483
Page 1 of 15
<PAGE>
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
<TABLE>
<CAPTION>
RANCON REALTY FUND III,
A CALIFORNIA LIMITED PARTNERSHIP
Balance Sheets
(in thousands, except units outstanding)
(Unaudited)
September
30, December 31,
1996
1995
Assets
<S> <C>
<C>
Real estate investments:
Rental property, net of accumulated
depreciation of $592 and $557 at
September 30, 1996 and December 31, 1995,
respectively $
1,117 $ 1,152
Land held for development
3,209 3,186
Land held for sale
154 1,514
- - -------------- --------------
Total real estate investments
4,480 5,852
Cash and cash equivalents
1,165 459
Accounts receivable, net
1 5
Deferred financing costs and other fees,
net of accumulated amortization of $82
and $53 at September 30, 1996 and
December 31, 1995, respectively
15 44
Other assets
3 2
- - -------------- --------------
Total assets $
5,664 $ 6,362
============== ==============
</TABLE>
- continued -
Page 2 of 15
<PAGE>
<TABLE>
<CAPTION>
RANCON REALTY FUND III,
A CALIFORNIA LIMITED PARTNERSHIP
Balance Sheets - continued
(in thousands, except units outstanding)
(Unaudited)
September
30, December 31,
1996
1995
<S> <C>
<C>
Liabilities and Partners' Equity (Deficit)
Liabilities:
Accounts payable and accrued expenses $
37 $ 194
Note payable
- - --- 500
Accrued guarantee settlement costs
- - --- 300
- - -------------- --------------
Total liabilities
37 994
- - -------------- --------------
Partners' equity (Deficit):
General Partner
(259) (264)
Limited Partners, 37,483 and
37,489 limited partnership units
outstanding at September 30, 1996
and December 31, 1995, respectively
5,886 5,632
- - -------------- --------------
Total partners' equity
5,627 5,368
- - -------------- --------------
Total liabilities and partners' equity $
5,664 $ 6,362
============== ==============
</TABLE>
See accompanying notes to financial statements.
Page 3 of 15
<PAGE>
<TABLE>
<CAPTION>
RANCON REALTY FUND III,
A CALIFORNIA LIMITED PARTNERSHIP
Statements of Operations
(in thousands, except per unit amounts)
(Unaudited)
Three
Months Ended Nine Months Ended
September 30, September 30,
- - --------------------------- --------------------
1996
1995 1996 1995
-----------
- - ----------- ------------ -------
Revenues:
<S> <C>
<C> <C> <C>
Rental income $ 35 $
45 $ 119 $ 209
Gain on sales of property ---
25 623 26
Gain on foreclosure ---
--- --- 760
Interest and other income 14
4 19 13
------------
- - ------------ ------------ ------------
Total revenues 49
74 761 1,008
------------
- - ------------ ------------ ------------
Expenses:
Operating 23
28 66 110
Expenses associated with undeveloped land 47
(14) 170 63
Provision for impairment of investments in
real estate ---
--- --- 7,725
Interest ---
4 51 93
Depreciation and amortization 12
13 41 83
General and administative 74
137 291 364
------------
- - ------------ ------------ ------------
Total expenses 156
168 619 8,438
------------
- - ------------ ------------ ------------
Income (loss) before extraordinary item (107)
(94) 142 (7,430)
------------
- - ------------ ------------ ------------
Extraordinary gain:
Guarantee settlement ---
--- 117 ---
------------
- - ------------ ------------ ------------
Net income (loss) $ (107) $
(94) $ 259 $ (7,430)
============
============ ============ ============
Net income (loss) per limited partnership
unit $ (2.80) $
(2.46) $ 6.77 $ (194.24)
============
============ ============ ============
Weighted average number of limited
partnership units outstanding during
the period used to compute net
income (loss) per limited partnership unit 37,482
37,489 37,485 37,489
============
============ ============ ============
</TABLE>
See accompanying notes to financial statements.
Page 4 of 15
<PAGE>
<TABLE>
<CAPTION>
RANCON REALTY FUND III,
A CALIFORNIA LIMITED PARTNERSHIP
Statements of Partners' Equity (Deficit)
(in thousands)
For the nine months ended September 30, 1996 and 1995
(Unaudited)
General
Limited
Partner
Partners Total
<S> <C>
<C> <C>
Balance at December 31, 1995 $ (264)
$ 5,632 $ 5,368
Net income 5
254 259
-------------
- - ------------ -------------
Balance at September 30, 1996 $ (259)
$ 5,886 $ 5,627
=============
============ =============
Balance at December 31, 1994 $ (112)
$ 13,093 $ 12,981
Net loss (148)
(7,282) (7,430)
--------------
- - ------------ --------------
Balance at September 30, 1995 $ (260)
$ 5,811 $ 5,551
=============
============ =============
</TABLE>
See accompanying notes to financial statements.
Page 5 of 15
<PAGE>
<TABLE>
<CAPTION>
RANCON REALTY FUND III,
A CALIFORNIA LIMITED PARTNERSHIP
Statements of Cash Flows (in thousands)
(Unaudited)
Nine months ended
September 30,
1996 1995
Cash flows from operating activities:
<S>
<C> <C>
Net income (loss)
$ 259 $ (7,430)
Adjustments to reconcile net income (loss) to
net cash used for operating activities:
Gain on sales of property
(623) (26)
Gain on foreclosure
--- (760)
Provision for impairment of investments
in real estate
--- 7,725
Gain on guarantee settlement
(117) ---
Depreciation and amortization
41 83
Amortization of loan fees, included in interest expense
23 4
Changes in certain assets and liabilities:
Accounts receivable
4 30
Other assets
(1) (16)
Accounts payable and accrued expenses
(157) 119
Payment of guarantee settlement
(183) ---
Other liabilities
--- (30)
- - ------------ -----------
Net cash used for operating activities
(754) (301)
- - ------------ -----------
Cash flows from investing activities:
Payments received on notes receivable
--- 93
Net proceeds from sale of land
1,986 420
Additions to real estate investments
(26) (34)
- - ------------ -----------
Net cash provided by investing activities
1,960 479
- - ------------ -----------
Cash flows from financing activities:
Proceeds from notes payable
60 ---
Note payable principal payments
(560) ---
- - ------------ -----------
Net cash used for financing activities
(500) ---
- - ------------ -----------
Net increase in cash
706 178
Cash and cash equivalents at beginning of period
459 66
- - ------------ -----------
Cash and cash equivalents at end of period
$ 1,165 $ 244
============ ===========
Supplemental disclosure of cash flow information:
Cash paid for interest
$ 28 $ 26
============ ===========
</TABLE>
See accompanying notes to financial statements.
Page 6 of 15
<PAGE>
Note 1. THE PARTNERSHIP AND ITS SIGNIFICANT ACCOUNTING POLICIES
In the opinion of Rancon Financial Corporation and Daniel Lee Stephenson (the
Sponsors) and Glenborough Inland Realty Corporation, the accompanying unaudited
financial statements contain all adjustments (consisting of only normal
accruals) necessary to present fairly the financial position of Rancon Realty
Fund III, A California Limited Partnership (the Partnership) as of September 30,
1996 and December 31, 1995, and the related statements of operations for the
three and nine months ended September 30, 1996 and 1995, and the changes in
partners' equity and cash flows for the nine months ended September 30, 1996 and
1995.
Effective with the year ended December 31, 1995, the Partnership's reporting
year end changed from September 30 to December 31.
During 1996, six limited partnership units were abandoned as a result of
partners desiring to no longer receive Partnership K-1's and to give them the
ability to write-off investments for income tax purposes. As of September 30,
1996 units issued and outstanding were 37,483.
Allocations of profits, losses and cash distributions from operations and cash
distributions from sales or refinancings are made pursuant to the terms of the
Partnership Agreement.
In December, 1994, RFC entered into an agreement with Glenborough Inland Realty
Corporation (Glenborough) whereby RFC sold to Glenborough the contract to
perform the rights and responsibilities under RFC's agreement with the
Partnership and other related Partnerships (collectively, the Rancon
Partnerships) to perform or contract on the Partnership's behalf for financial,
accounting, data processing, marketing, legal, investor relations, asset and
development management and consulting services for the Partnership for a period
of ten years or until the liquidation of the Partnership, whichever comes first.
According to the contract, the Partnership will pay Glenborough for its services
as follows: (i) a specified asset administration fee, currently $271,000 per
year, which is fixed for five years subject to reduction in the year following
the sale of assets; (ii) sales fees of 2% for improved properties and 4% for
land; (iii) a refinancing fee of 1% and (iv) a management fee of 5% of gross
rental receipts. As part of this agreement, Glenborough will perform certain
responsibilities for the General Partner of the Rancon Partnerships. RFC has
agreed to cooperate with Glenborough, should Glenborough attempt to obtain a
majority vote of the limited partners to substitute itself as the Sponsor for
the Rancon Partnerships. This agreement was effective January 1, 1995.
Glenborough is not an affiliate of RFC.
Reclassification - Certain 1995 balances have been reclassified to conform with
the current period presentation.
Page 7 of 15
<PAGE>
RANCON REALTY FUND III,
A CALIFORNIA LIMITED Partnership
Notes to Financial Statements
September 30, 1996
(Unaudited)
Note 2. REFERENCE TO 1995 AUDITED FINANCIAL STATEMENTS
----------------------------------------------
These unaudited financial statements should be read in conjunction with the
Notes to Financial Statements included in the September 30, 1995 audited
financial statements.
Note 3. LAND HELD FOR DEVELOPMENT
On June 15, 1996, approximately 1 acre of the 6 acres of unimproved land held
for development went into escrow for a sales price of $265,000, for which the
buyer paid a $5,000 deposit. The expected close of escrow is December 1996, or
30 days after the buyer has approved all of the conditions set forth in the
Agreement Of Purchase And Sale And Joint Escrow Instructions. The cash proceeds
will be added to the cash reserves of the Partnership.
Note 4. NOTE RECEIVABLE
During October, 1992, the Partnership began legal proceedings against Sumarco
(the buyer of a restaurant sold by the Partnership) on a $38,000 note receivable
that was in default. The Partnership and Sumarco successfully negotiated a
payment schedule and the Partnership received monthly payments for a short-time.
Sumarco then defaulted on its payments under the note and the Partnership
obtained a default judgement and recorded the related abstracts of judgement.
Based on the uncertainty of collection on the defaulted note, management
established a reserve for the remaining balance of $17,000 at September 30,
1994. Legal council has since then determined the $17,000 note receivable is
uncollectible, therefore, management applied the receivable to the established
reserve on March 31, 1996.
Note 5. DISPOSITION OF PROPERTY
On June 3, 1996, the Partnership sold 33 acres of the Rancho Cucamonga
unimproved land held for sale for $2,166,000. The gain on sale after closing
costs of $180,000 was $623,000 and is included as a gain on sales of property on
the Partnership's 1996 statement of operations. The net cash proceeds of
$1,986,000 from the sale were used to pay prior and current property taxes and
the $560,000 note payable discussed in Note 7, the remaining proceeds were added
to cash reserves.
On March 15, 1995 management of Civic Center III was turned over to a receiver
for the lender of the $2,149,000 note payable secured by such property. As a
result of decreased occupancy and rental rates, the monthly debt service
payments exceeded the cash generated by the rental operations of the property.
These factors, along with the decline in the property's value and the
unsuccessful attempts to renegotiate the terms of the loan, forced management to
discontinue the monthly debt service payments. In April 1995, the Partnership
was required to turn over to the
Page 8 of 15
<PAGE>
RANCON REALTY FUND III,
A CALIFORNIA LIMITED Partnership
Notes to Financial Statements
September 30, 1996
(Unaudited)
receiver the net cash flow generated by Civic Center III from January 1, 1995
through March 15, 1995 of approximately $26,000 and on May 23, 1995, title to
the property passed to the lender.
In 1995, the Partnership recognized a $760,000 gain on the foreclosure primarily
as a result of the fiscal year 1994 write-down of $620,000 to reduce the value
of the property to its estimated net realizable value at September 30, 1994. The
gain is included on the Partnership's 1995 statement of operations.
On May 30, 1995, the Partnership sold a 3,417 square foot easement of the San
Bernardino unimproved land for $26,000. The gain on sale, after closing costs of
$1,000, was $1,000 and is included as gain on sales of property on the
Partnership's 1995 statement of operations.
On August 24, 1995, the Partnership sold 1.43 acres of the 7.43 acre parcel of
unimproved land in Rancho Cucamonga for $444,000. The gain on sale, after
closing cost of $49,000 was $25,000 and is included in gain on sales of property
on the Partnership's 1995 statement of operations.
Note 6. ACCRUED GUARANTEE SETTLEMENT COSTS
The Partnership agreed to indemnify the Sponsors for any amounts paid under an
agreement executed by the Sponsors in 1992 guaranteeing the payment and
performance of a portion of a promissory note to Imperial Thrift and Loan
(Imperial) which was assumed by Sumarco when they purchased a restaurant from
the Partnership on April 30, 1992. The guarantee of up to a maximum of $600,000
in liability, was a condition of such assumption. Sumarco defaulted under the
terms of the note. Imperial filed a foreclosure action against Sumarco and named
the Sponsors as defendants for purposes of enforcing the guarantee. The
Partnership felt there were strong points in its favor, but in the interim had
recorded an estimated loss on such guarantee of $300,000 as of September 30,
1993.
In order to avoid the uncertainties and expense of further litigation, Imperial
and the Sponsors entered into a Settlement Agreement and Release on January 2,
1996. The Agreeing Parties (Imperial and the Sponsors) acknowledge that the
settlement between them is a compromise resolution of disputed claims.
Accordingly, Imperial filed a Request for Dismissal of Case No. RCV 07394, and
the Sponsors complied with their payment of $182,500 on January 16, 1996. The
Partnership reimbursed the Sponsors under its indemnity agreement and applied
the estimated loss of $300,000 recorded at September 30, 1993 to the $182,500
payment and $117,500 to extraordinary gain. Sumarco is not party to this full
and final settlement, and is in no way to be benefited or released by it.
Page 9 of 15
<PAGE>
RANCON REALTY FUND III,
A CALIFORNIA LIMITED Partnership
Notes to Financial Statements
September 30, 1996
(Unaudited)
Note 7. NOTE PAYABLE
On October 4, 1995, the Partnership borrowed $575,000, from an unaffiliated
third party, secured by Civic Center II. $75,000 of the loan proceeds were held
back by the lender to be disbursed for tenant improvements. During 1996, $60,000
was disbursed to the Partnership from the lender holdback. On June 10, 1996, the
Partnership, with the net cash proceeds from the 33 acre land sale, paid-off the
$560,000 note payable plus accrued interest.
Page 10 of 15
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Conditions
and Results of Operations.
LIQUIDITY AND CAPITAL RESOURCES
As of December, 1986, Rancon Realty Fund III (the Partnership) was fully funded
from the sale of all limited partnership units (Units) in the amount of
$37,500,000. As of September 30, 1996, the Partnership had cash of $1,165,000.
The remainder of the Partnership's assets consist primarily of its investments
in real estate, which totaled $4,480,000 as of September 30, 1996.
The Partnership's primary source of funds has consisted of the proceeds of the
sale of its Units. Other sources of funds include property sales, property
operations, property financing and interest income earned on cash balances.
Funds from property operations consist of cash generated from rental activities
reduced by related rental expenses and costs associated with acquiring tenants.
The net cash generated by property operations as well as the Partnership's cash
reserves and interest income thereon have been used to pay expenses related to
the Partnership's administrative operations. Cash expected to be generated by
rental activities during 1996 when combined with cash on hand will be adequate
to cover the Partnership's remaining projected expenditures for 1996, and
maintain cash reserves. The Partnership will continue to monitor market
conditions in order to sell its remaining properties for the best obtainable
price as conditions allow.
The Partnership's assets are located within the Inland Empire submarket of the
Southern California region. The Southern California regional economy in general,
and the real estate industry in particular, are considered to be in a
recessionary cycle. The Partnership may receive both positive and negative
effects from these current market conditions. Potential negative effects include
the delinquency of lease payments owed to the Partnership, a decrease in
competitive market lease rates and land prices and decreased occupancy levels
due to corporate downsizing. The Partnership may benefit from the current
economic and financing conditions due to the general lack of new competitive
product being constructed, potentially causing greater absorption of existing
inventory.
In November 1993, the Partnership and Sumarco (the buyer of a restaurant sold by
the Partnership on April 30, 1992) successfully negotiated a payment schedule in
connection with a delinquent $38,000 note receivable, which provided for a
reduction in the principal balance of approximately $5,000 provided that
semi-monthly principal and interest payments of $1,000 are made by Sumarco until
$33,000 in principal has been paid. To show good faith during the negotiations,
the Partnership received a partial payment in the amount of $5,000 from Sumarco.
Such payment was applied to accrued interest receivable, late charges and the
reimbursement of a portion of the legal costs incurred to date related to the
delinquent note. In addition, upon reaching the final agreement, a one-time
payment of $5,000 was also received. Subsequent to the negotiations Sumarco
defaulted on its payments under the note which had a balance of $17,000, as of
December 31, 1995. The Partnership obtained a default judgement and recorded the
related abstracts of judgement. Legal council subsequently determined the
$17,000 note receivable was uncollectible and management applied the receivable
to the established reserve on March 31, 1996.
In connection with the sale of the restaurant site to Sumarco, the Sponsors
guaranteed a portion of the payment and performance of the promissory note to
Imperial Thrift and Loan (Imperial)
Page 11 of 15
<PAGE>
which was assumed by Sumarco and the Partnership agreed to indemnify the
Sponsors for any amounts so paid. The guarantee by the Sponsors of up to a
maximum $600,000 in liability was a condition of such assumption. Sumarco
defaulted under the terms of the note. Imperial filed a foreclosure action
against Sumarco and named the Sponsors as defendants for purposes of enforcing
the guarantee. The Partnership felt there were strong points in its favor, but,
recorded a liability for the estimated loss on the guarantee at September 30,
1993 of $300,000. On January 2, 1996, Imperial and the Sponsors negotiated a
full and final settlement of all claims. The agreeing Parties (Imperial and the
Sponsors) acknowledge that the settlement between them is a compromise
resolution of deputed claims. Accordingly, Imperial filed a Request for
Dismissal of Case No. RCV 07394, and the Sponsors complied with their payment of
$182,500 on January 16, 1996. The Partnership reimbursed the Sponsors under its
indemnity agreement and applied the estimated loss of $300,000 recorded at
September 30, 1993 to the $182,500 payment and $117,500 to extraordinary gain.
Sumarco is not party to this full and final settlement, and is in no way to be
benefited or released by it.
On March 15, 1995, management of Civic Center III was turned over to a receiver
for Mitsui Manufacturers Bank, the lender of the $2,149,000 note payable secured
by such property. As a result of decreased occupancy and rental rates, the
monthly debt service payments exceeded the cash generated by the rental
operations of the property. These components, along with the decline in the
property's value and the unsuccessful attempts to renegotiate the terms of the
loan, forced management to discontinue the monthly debt service payments. In
April 1995, the Partnership was required to turn over to the receiver the net
cash flow generated by Civic Center III from January 1, 1995 through March 15,
1995 of approximately $26,000 and on May 23, 1995, title to the Civic Center III
property passed to the lender. The deed-in-lieu of foreclosure reduced total
assets by $1,484,000 and long term obligations by $2,244,000.
The 33 acres of Rancho Cucamonga unimproved land held for sale closed escrow on
June 3, 1996, for a sales price of $2,166,000. The gain on sale after closing
costs of $180,000 was $623,000. The net cash proceeds of $1,986,000 from the
sale were used to pay prior and current property taxes and a $560,000 note
payable, the remaining proceeds were added to cash reserves.
The Partnership currently owns the following properties: Civic Center II (17,750
leasable commercial square feet), approximately 8 acres of unimproved land in
Rancho Cucamonga, California and approximately 8.92 acres of unimproved land in
San Bernardino, California.
The Partnership's unimproved land in Rancho Cucamonga and San Bernardino will be
held by the Partnership with minimum development activity, in hopes that land
prices will increase in the next few years.
On October 4, 1995, the Partnership borrowed $575,000, from an unaffiliated
third party, secured by Civic Center II. $75,000 of the loan proceeds were held
back by the lender to be disbursed for tenant improvements. During 1996, $60,000
was disbursed to the Partnership from the lender holdback. On June 10, 1996 the
Partnership, with the net cash proceeds from the 33 acre land sale, paid-off the
$560,000 note payable plus accrued interest.
Page 12 of 15
<PAGE>
RESULTS OF OPERATIONS
As would be expected, as a result of a foreclosure on Civic Center III in 1995
(discussed above), rental income, operating expenses, interest expense, and
depreciation and amortization decreased during the nine months ended September
30, 1996 compared to the same period in 1995.
Expenses associated with undeveloped land increased $107,000 or 169% during the
nine months ended September 30, 1996 when compared to the same period in 1995,
as a result of expenses associated with the 33 acres of Rancho Cucamonga land
combined with property tax refunds recorded in 1995.
General and administrative expenses decreased $73,000 or 20% during the nine
months ended September 30, 1996 when compared to the same period in 1995,
primarily as a result of reductions in overhead costs and legal fees.
The 1996 guarantee settlement amount of $117,000 is the result of reversing a
portion of an estimated accrual set up at September 30, 1993, pertaining to the
guarantee of a promissory note to Imperial Thrift, as previously discussed.
Page 13 of 15
<PAGE>
Part II. OTHER INFORMATION
Item 1. Legal Proceedings
Incorporated by reference to Note 6 of the Notes to Financial
Statements included herein.
Item 2. Changes in Securities
Not applicable.
Item 3. Defaults Upon Senior Securities
Not applicable.
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.
Page 14 of 15
<PAGE>
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.
RANCON REALTY FUND III,
A CALIFORNIA LIMITED PARTNERSHIP
(Registrant)
Date: November 13, 1996 By:/S/Daniel L. Stephenson
Daniel L. Stephenson
General Partner and Director, President, Chief
Executive Officer and Chief Financial Officer of
Rancon Financial Corporation, General Partner of
Rancon Realty Fund III, a California Limited
Partnership
Page 15 of 15
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000707853
<NAME> RANCON REALTY FUND III
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-mos
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> SEP-30-1996
<CASH> 1,165
<SECURITIES> 0
<RECEIVABLES> 1
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 1,166
<PP&E> 5,072
<DEPRECIATION> 592
<TOTAL-ASSETS> 5,664
<CURRENT-LIABILITIES> 37
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 5,627
<TOTAL-LIABILITY-AND-EQUITY> 5,664
<SALES> 0
<TOTAL-REVENUES> 761
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 568
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 51
<INCOME-PRETAX> 142
<INCOME-TAX> 0
<INCOME-CONTINUING> 142
<DISCONTINUED> 0
<EXTRAORDINARY> 117
<CHANGES> 0
<NET-INCOME> 259
<EPS-PRIMARY> 6.77
<EPS-DILUTED> 6.77
</TABLE>
