FORM 10-QSB.--QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
U.S. Securities and Exchange Commission
Washington, D.C. 20549
FORM 10-QSB
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 1997
or
[ ] TRANSITION REPORT PURSUANT TO 13 OR 15(D) OF THE SECURITIES EXCHANGE
ACT
For the transition period.........to.........
Commission file number 0-13309
ANGELES PARTNERS XII
(Exact name of small business issuer as specified in its charter)
California 95-3903623
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
One Insignia Financial Plaza
Greenville, South Carolina 29602
(Address of principal executive offices) (Zip Code)
Issuer's telephone number (864) 239-1000
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) ANGELES PARTNERS XII
CONSOLIDATED BALANCE SHEET
(Unaudited)
(in thousands, except unit data)
June 30, 1997
Assets
Cash and cash equivalents:
Unrestricted $ 5,504
Restricted--tenant security deposits 941
Investment in, and advances of $149 to,
Joint Venture 183
Accounts receivable, net of allowance for
doubtful accounts of $126 111
Escrows for taxes 575
Restricted escrows 1,370
Other assets 1,956
Investment properties:
Land $ 10,341
Buildings and related personal property 89,424
99,765
Less accumulated depreciation (58,255) 41,510
$ 52,150
Liabilities and Partners' Deficit
Liabilities
Accounts payable $ 536
Tenant security deposits 941
Accrued taxes 917
Other liabilities 1,027
Mortgage notes payable, including $11,000 in default 72,425
Partners' Deficit
General partners $ (622)
Limited partners (44,773 units issued and 44,718
units outstanding) (23,074) (23,696)
$ 52,150
See Accompanying Notes to Consolidated Financial Statements
b) ANGELES PARTNERS XII
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(in thousands, except unit data)
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
June 30, June 30,
1997 1996 1997 1996
<S> <C> <C> <C> <C>
Revenues:
Rental income $ 5,028 $ 5,046 $ 9,927 $ 10,047
Other income 286 260 605 573
Total revenues 5,314 5,306 10,532 10,620
Expenses:
Operating 1,784 1,657 3,503 3,302
General and administrative 111 132 253 271
Maintenance 695 450 1,161 956
Depreciation 1,227 1,191 2,444 2,371
Interest 1,696 1,635 3,322 3,275
Property taxes 503 500 1,046 1,009
Bad debt (recovery) expense, net (27) 28 (57) 12
Total expenses 5,989 5,593 11,672 11,196
Equity in income (loss) of
Joint Venture 81 35 34 (58)
Loss on disposal of asset -- (22) -- (22)
Net loss $ (594) $ (274) $ (1,106) $ (656)
Net loss allocated to
general partners (1%) $ (6) $ (3) $ (11) $ (7)
Net loss allocated to
limited partners (99%) (588) (271) (1,095) (649)
Net loss $ (594) $ (274) $ (1,106) $ (656)
Net loss per limited
partnership unit $ (13.15) $ (6.05) $ (24.49) $ (14.50)
<FN>
See Accompanying Notes to Consolidated Financial Statements
</TABLE>
c) ANGELES PARTNERS XII
CONSOLIDATED STATEMENT OF CHANGES IN PARTNERS' DEFICIT
(Unaudited)
(in thousands, except unit data)
<TABLE>
<CAPTION>
Limited
Partnership General Limited
Units Partners Partners Total
<S> <C> <C> <C> <C>
Original capital contributions 44,773 $ 1 $ 44,773 $ 44,774
Partners' deficit at
December 31, 1996 44,718 $ (611) $ (21,979) $ (22,590)
Net loss for the six months
ended June 30, 1997 -- (11) (1,095) (1,106)
Partners' deficit at
June 30, 1997 44,718 $ (622) $ (23,074) $ (23,696)
<FN>
See Accompanying Notes to Consolidated Financial Statements
</TABLE>
d) ANGELES PARTNERS XII
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(in thousands)
Six Months Ended
June 30,
1997 1996
Cash flows from operating activities:
Net loss $ (1,106) $ (656)
Adjustments to reconcile net loss
to net cash provided by operating activities:
Depreciation 2,444 2,371
Amortization of discounts, loan costs,
and leasing commissions 208 207
Bad debt (recovery) expense, net (57) 12
Loss on disposal of asset -- 22
Equity in (income) loss of Joint Venture (34) 58
Change in accounts:
Restricted cash (18) (42)
Accounts receivable 111 (44)
Escrows for taxes 143 (246)
Other assets (145) (9)
Accounts payable (57) (149)
Tenant security deposit liabilities 18 30
Accrued taxes (115) --
Other liabilities 311 (16)
Net cash provided by operating activities 1,703 1,538
Cash flows from investing activities:
Property improvements and replacements (600) (593)
Deposits to restricted escrows (167) (67)
Withdrawals from restricted escrows 134 --
Advances to Joint Venture (6) (89)
Net cash used in investing activities (639) (749)
Cash flows used in financing activities:
Payments on mortgage notes payable (387) (357)
Net increase in unrestricted cash and cash equivalents 677 432
Unrestricted cash and cash equivalents at
beginning of period 4,827 3,643
Unrestricted cash and cash equivalents at end of period $ 5,504 $ 4,075
Supplemental disclosure of cash flow information:
Cash paid for interest $ 2,817 $ 3,084
Property improvements and replacements
included in accounts payable $ -- $ 145
See Accompanying Notes to Consolidated Financial Statements
e) ANGELES PARTNERS XII
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
NOTE A - BASIS OF PRESENTATION
The accompanying unaudited financial statements of Angeles Partners XII (the
"Partnership" or the "Registrant") 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 Angeles Realty Corporation II (the "Managing General
Partner"), all adjustments (consisting of normal recurring accruals) considered
necessary for a fair presentation have been included. Operating results for the
three and six month periods ended June 30, 1997, are not necessarily indicative
of the results that may be expected for the fiscal year ending December 31,
1997. For further information, refer to the financial statements and footnotes
thereto included in the Partnership's annual report on Form 10-KSB for the
fiscal year ended December 31, 1996.
Certain reclassifications have been made to the 1996 information to conform to
the 1997 presentation.
NOTE B - INVESTMENT IN JOINT VENTURE
The Partnership owns a 44.5% interest in the Princeton Meadows Golf Course Joint
Venture ("Joint Venture"). The Partnership accounts for its interest in the
Joint Venture using the equity method of accounting.
The balance sheet of the Joint Venture is summarized as follows:
June 30, 1997
(in thousands)
Assets
Cash $ 232
Other assets 208
Investment property, net 1,894
Total $ 2,334
Liabilities and Partners' Capital
Note payable to AMIT $ 1,567
Other liabilities 690
Partners' capital 77
Total $ 2,334
The statements of operations of the Joint Venture are summarized as follows:
Three Months Ended Six Months Ended
June 30, June 30,
1997 1996 1997 1996
(in thousands) (in thousands)
Revenues $ 545 $ 494 $ 741 $ 609
Costs and expenses (362) (416) (664) (740)
Net income (loss) $ 183 $ 78 $ 77 $ (131)
The Partnership realized equity income of $34,000 and equity loss of $58,000 in
the Joint Venture for the six months ended June 30, 1997 and 1996, respectively.
The Princeton Meadows Golf Course property had an underground fuel storage tank
that was removed in 1992. This fuel storage tank caused contamination to the
area. Management installed monitoring wells in the area where the tank was
formerly buried. Some samples from these wells indicated lead and phosphorous
readings that were higher than the range prescribed by the New Jersey Department
of Environmental Protection ("DEP"). The Joint Venture notified DEP of the
findings when they were first discovered. However, DEP had not given any
directives as to corrective action until late 1995.
In November 1995, representatives of the Joint Venture and the New Jersey DEP
met and developed a plan of action to clean-up the contamination site at
Princeton Meadows Golf Course. The Joint Venture has engaged an engineering
firm to conduct consulting and compliance work and a second firm to perform the
field work necessary for the clean-up. The Joint Venture has recorded a
liability of $199,000 for the costs of the clean-up. The contracts have been
executed and field work has been partially completed, with the expected
completion date of the field work to be sometime in late 1997. The Managing
General Partner anticipates that the compliance requirements will be satisfied
by June 1998.
NOTE C - TRANSACTIONS WITH AFFILIATED PARTIES
The Partnership has no employees and is dependent on the Managing General
Partner and its affiliates for the management and administration of all
Partnership activities. The Partnership Agreement provides for payments to
affiliates for services and as reimbursement for certain expenses incurred by
affiliates on behalf of the Partnership. The following amounts owed to the
Managing General Partner and affiliates for the six months ended June 30, 1997
and 1996, were paid or accrued:
1997 1996
(in thousands)
Property management fees (included in operating
expenses) $510 $515
Reimbursement for services of affiliates (included
in general and administrative expenses) 168 190
The Partnership insures its properties under a master policy through an agency
and insurer unaffiliated with the Managing General Partner. An affiliate of the
Managing 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 current year's master policy. The current agent assumed
the financial obligations of the affiliate of the Managing General Partner who
receives payments on these obligations from the agent. The amount of the
Partnership's insurance premiums accruing to the benefit of the affiliate of the
Managing General Partner by virtue of the agent's obligations is not
significant.
Angeles Mortgage Investment Trust ("AMIT"), a real estate investment trust,
holds a note receivable from the Joint Venture, which is secured by the Joint
Venture's sole investment property known as the Princeton Meadows Golf Course,
in the amount of $1,567,000 at June 30, 1997. Interest expense on the debt
secured by the Joint Venture was $98,000 and $101,000 for the six months ended
June 30, 1997 and 1996, respectively.
The Partnership may make advances to the Joint Venture as deemed appropriate by
the Managing General Partner. These advances do not bear interest and do not
have stated terms of repayment.
MAE GP Corporation ("MAE GP"), an affiliate of the Managing General Partner,
owns 1,675,113 Class B Shares of AMIT. The terms of the Class B Shares provide
that they are convertable, in whole or in part, into Class A Shares on the basis
of 1 Class A Share for every 49 Class B Shares (however, in connection with the
settlement agreement described in the following paragraph, MAE GP has agreed not
to convert the Class B Shares so long as AMIT's option is outstanding). These
Class B Shares entitle MAE GP to receive 1% of the distributions of net cash
distributed by AMIT(however, in connection with the settlement agreement
described in the following paragraph, MAE GP has agreed to waive it's right to
receive dividends and distributions so long as AMIT's option is outstanding).
These Class B Shares also entitle MAE GP to vote on the same basis as Class A
Shares, providing MAE GP with approximately 39% of the total voting power of
AMIT (unless and until converted to Class A Shares, in which case the percentage
of the vote controlled represented by the shares held by MAE GP would
approximate 1.3% of the vote). Between the date of acquisition of these shares
(November 24, 1992) and March 31, 1995, MAE GP declined to vote these shares.
Since that date, MAE GP voted its shares at the 1995 and 1996 annual meetings in
connection with the election of trustees and other matters. MAE GP has not
exerted and continues to decline to exert any management control over or
participate in the management of AMIT. MAE GP may choose to vote these shares
as it deems appropriate in the future. In addition, Liquidity Assistance L.L.C.,
an affiliate of the Managing General Partner and an affiliate of Insignia
Financial Group, Inc. ("Insignia"), which provides property management and
partnership administration services to the Partnership, owns 96,800 Class A
Shares of AMIT at June 30, 1997. These Class A Shares represent approximately
2.2% of the total voting power of AMIT.
As part of a settlement of certain disputes with AMIT, MAE GP granted to AMIT an
option to acquire the Class B shares owned by it. This option can be exercised
at the end of 10 years or when all loans made by AMIT to partnerships affiliated
with MAE GP as of November 9, 1994 (which is the date of execution of a
definitive Settlement Agreement) have been paid in full, but in no event prior
to November 9, 1997. In connection with such settlement, AMIT delivered to MAE
GP cash in the sum of $250,000 at closing (which occurred April 14, 1995) as
payment for the option. If and when the option is exercised, AMIT will be
required to remit to MAE GP an additional $94,000.
Simultaneously with the execution of the option and as part of the settlement,
MAE GP executed an irrevocable proxy in favor of AMIT, the result of which is
that MAE GP is permitted to vote the Class B Shares on all matters except those
involving transactions between AMIT and MAE GP affiliated borrowers or the
election of any MAE GP affiliate as an officer or trustee of AMIT. On those
matters, MAE GP is obligated to deliver to the AMIT trustees, in their capacity
as trustees of AMIT, proxies with regard to the Class B Shares instructing such
trustees to vote said Class B Shares in accordance with the vote of the majority
of the Class A Shares voting to be determined without consideration of the votes
of "Excess Class A Shares" (as defined in Section 6.13 of the Declaration of
Trust of AMIT).
On April 3, 1997, Insignia and AMIT entered into a non-binding agreement in
principle contemplating, among other things, a business combination of AMIT and
Insignia Properties Trust, an entity owned 98% by Insignia and its affiliates
("IPT"). On July 18, 1997, IPT, Insignia and MAE GP entered into a definitive
merger agreement pursuant to which (subject to shareholder approval and certain
other conditions, including the receipt by AMIT of a fairness opinion from its
investment bankers) AMIT would be merged with and into IPT, with each Class A
Share and Class B Share being converted into 1.625 and 0.0332 common shares of
IPT, respectively. The foregoing exchange ratios are subject to adjustment to
account for dividends paid by AMIT from January 1, 1997, through the closing
date of the merger. It is anticipated that Insignia (and its affiliates) and MAE
GP (and its affiliates) would own approximately 55% and 2.4%, respectively, of
post-merger IPT when this transaction is consummated.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS
The Partnership's investment properties consist of nine apartment complexes and
one commercial complex. The following table sets forth the average occupancy of
the properties for the six months ended June 30, 1997 and 1996:
Average Occupancy
Property 1997 1996
Briarwood Apartments 95% 97%
Cedar Rapids, Iowa
Chambers Ridge Apartments (1) 89% 91%
Harrisburg, Pennsylvania
Gateway Gardens Apartments (2) 91% 93%
Cedar Rapids, Iowa
Hunters Glen - IV Apartments 95% 94%
Plainsboro, New Jersey
Hunters Glen - V Apartments 94% 96%
Plainsboro, New Jersey
Hunters Glen - VI Apartments 95% 95%
Plainsboro, New Jersey
Pickwick Place Apartments (3) 92% 95%
Indianapolis, Indiana
Southpointe Apartments (4) 65% 82%
Bedford Heights, Ohio
Twin Lake Towers Apartments 95% 96%
Westmont, Illinois
Cooper Point Plaza (5) 57% 66%
Olympia, Washington
1) Chambers Ridge Apartments has been adversely affected by increased rental
rates, which resulted in decreased rentals and renewals. The Managing
General Partner plans to increase rental concessions in order to attract new
tenants.
2) Gateway Gardens Apartments' low occupancy is a result of home buying in the
area.
3) The average occupancy of apartment complexes in the Indianapolis area is 90%
- 92%, therefore occupancy at Pickwick Place Apartments approximates the
average.
4) Southpointe Apartment's low occupancy is due to delays in renovations and
the poor condition of the property (See discussion below).
5) Cooper Point Plaza has been adversely affected by the moving out of several
small tenants. The Managing General Partner is in the process of making
several spaces "rent ready" and is also working to fill vacant spaces.
The Partnership incurred a net loss of $594,000 and $1,106,000 for the three and
six month periods ended June 30, 1997, as compared to a net loss of $274,000 and
$656,000 for the three and six month periods ended June 30, 1996. This increase
in net loss for the six month period ended June 30, 1997, is due to a slight
decrease in rental income and an increase in expenses, offset only partially by
an increase in equity income of the Joint Venture.
Rental revenue has decreased for the six months ended June 30, 1997, as compared
to the six months ended June 30, 1996, primarily due to decreases in occupancy
at Southpointe Apartments and Cooper Point Plaza, the Partnership's only
commercial property.
Total expenses increased due to increases in operating expense and maintenance
expense, partially offset by a decrease in bad debt expense. Operating expenses
increased primarily due to an increase in the number of corporate units
available at Hunters Glen Apartments - IV, V, and VI. Although these units are
very profitable, the expenses associated with operating these units are higher
since they are fully furnished and the utilities are included. Also, a
significant utility rate increase resulted in an increase in gas bills at Twin
Lake Towers Apartments. Maintenance expense increased primarily as a result of
ongoing improvement projects at Southpointe Apartments, such as major parking
lot repairs and electrical work. There was also a major exterior painting
project at Gateway Gardens Apartments. The Managing General Partner has been
unsuccessful in its attempts to refinance Southpointe Apartment's mortgage
indebtedness (see discussion below), therefore, interest is now being accrued at
the default rate of 10.59%. This has led to an increase in interest expense on
the mortgage debt secured by Southpointe Apartments. Bad debt recovery for the
six months ended June 30, 1997, results from a reduction of the reserve
necessary at Cooper Point Plaza and Southpointe Apartments, based on a review of
their tenant accounts receivable. The $22,000 loss on disposal of assets for the
six months ended June 30, 1996, was the result of the replacement of roofs at
Twin Lake Towers Apartments that were not fully depreciated.
The Partnership has a 44.5% investment in the Princeton Meadows Golf Course
Joint Venture. For the three and six months ended June 30, 1997, the Partnership
realized equity in income of the Joint Venture of $81,000 and $34,000, as
compared to equity in income and loss of the Joint Venture of $35,000 and
$58,000 for the three and six months ended June 30, 1996, respectively. The
improved performance of this property can be attributed to an increase in
revenue. These revenue increases are the result of maintenance upgrades at the
golf course that have improved the appearance of the property. The completion
of these upgrades in 1996 led to a decrease in expenses for the six months ended
June 30, 1997.
Included in maintenance expense at June 30, 1997, and June 30, 1996, is $205,000
and $76,000, respectively, of major repairs and maintenance. At June 30, 1997,
this is mainly comprised of major landscaping, parking lot repairs, exterior
painting and window covering replacements. At June 30, 1996, this is mainly
comprised of major landscaping.
The Managing General Partner continues to monitor the rental market environment
at its investment properties to assess the feasibility of increasing rents, to
maintain or increase the occupancy level and to protect the Partnership from
increases in expense. The Managing General Partner expects to be able, at a
minimum, to continue protecting the Partnership from the burden of inflation-
related increases in expenses by increasing rents and maintaining a high overall
occupancy level. However, rental concessions and rental reductions needed to
offset softening market conditions could affect the ability to sustain this
plan.
At June 30, 1997, the Partnership had unrestricted cash and cash equivalents of
approximately $5,504,000, compared to approximately $4,075,000 at June 30, 1996.
Net cash provided by operating activities increased for the six months ended
June 30, 1997, versus the six months ended June 30, 1996, due to an increase in
other liabilities and a decrease in escrows for taxes and accounts receivable,
offset somewhat by the decrease in net income, as explained above. Other
liabilities increased due to the accrual of interest at the default interest
rate on the debt secured by Southpointe Apartments, as mentioned above.
Accounts receivable decreased for the six months ended June 30, 1997, due to the
collection of tenant accounts receivable. Escrows for taxes decreased as
compared to June 30, 1996, due to the timing of property tax payments at some of
the investment properties. Net cash used in investing activities decreased as a
result of decreased advances to the Joint Venture and an increase in withdrawals
from restricted escrows, partially offset by greater deposits to restricted
escrows during the first six months of 1997. Net cash used in financing
activities resulted from principal payments made on the mortgage notes payable
for the six months ended June 30, 1997.
The Managing General Partner has been unsuccessful in attempts to refinance the
$11,000,000 mortgage indebtedness secured by Southpointe Apartments, which
matures July 1999 and carries a stated interest rate of 8.59%. This property
has increasing maintenance needs, yet the cash flow of the property does not
support incurring such expenditures to adequately maintain the property.
Currently, the mortgage is in default, due to non-payment of the April, May,
June, and July 1997 debt-service payments. In the past, monthly payments of
debt service have usually been late, as the property rents for the current month
are used to pay the prior month's debt service. The Managing General Partner is
currently in negotiations with the lender regarding this indebtedness, however
there can be no assurances that such negotiations will be successful. In
February 1997, the tenants at Southpointe Apartments orchestrated a rent strike.
The tenants are demanding that until certain capital improvements are made at
the property, rents will be held in escrow. The Managing General Partner is
negotiating with the attorney for the tenants regarding the tenant complaints.
At June 30, 1997, certain improvements have been made and the rents still held
in escrow amounted to approximately $35,000.
The Partnership's primary source of cash is from the operations of its
properties and from financing placed on such properties. Cash from these
sources is utilized for property operations, capital improvements, and/or
repayment of debt. 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 investment properties to adequately
maintain the physical assets and other operating needs of the Partnership. The
Partnership indebtedness amounts to $72,425,000, net of unamortized discounts,
with maturity dates ranging from July 1999 to September 2012, at which point
$63,821,000 of balloon payments will be due. Future cash distributions will
depend on the levels of net cash generated from operations, refinancings and
property sales. There were no cash distributions during the six months ended
June 30, 1997, or June 30, 1996.
PART II - OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
a) Exhibits:
Exhibit 27 is filed as an exhibit to this report.
b) Reports on Form 8-K:
None filed during the three months ended June 30, 1997.
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.
ANGELES PARTNERS XII
By: Angeles Realty Corporation II
Managing General Partner
By: /s/Carroll D. Vinson
Carroll D. Vinson
President
By: /s/Robert D. Long
Robert D. Long
Vice President/CAO
Date: August 12, 1997
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from Angeles
Partners XII 1997 Second Quarter 10-QSB and is qualified in its entirety by
reference to such 10-QSB filing.
</LEGEND>
<CIK> 0000720392
<NAME> ANGELES PARTNERS XII
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> JUN-30-1997
<CASH> 5,504
<SECURITIES> 0
<RECEIVABLES> 111
<ALLOWANCES> 126
<INVENTORY> 0
<CURRENT-ASSETS> 0<F1>
<PP&E> 99,765
<DEPRECIATION> 58,255
<TOTAL-ASSETS> 52,150
<CURRENT-LIABILITIES> 0<F1>
<BONDS> 72,425
0
0
<COMMON> 0
<OTHER-SE> (23,696)
<TOTAL-LIABILITY-AND-EQUITY> 52,150
<SALES> 0
<TOTAL-REVENUES> 10,532
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 11,672
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 3,322
<INCOME-PRETAX> (1,106)
<INCOME-TAX> 0
<INCOME-CONTINUING> (1,106)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (1,106)
<EPS-PRIMARY> (24.49)<F2>
<EPS-DILUTED> 0
<FN>
<F1>Registrant has an unclassified balance sheet.
<F2>Multiplier is 1.
</FN>
</TABLE>
