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 November 30, 1995
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED)
For the transition period from to .
Commission File Number : 0-15036
PAINE WEBBER QUALIFIED PLAN PROPERTY FUND FOUR, LP
(Exact name of registrant as specified in its charter)
Delaware 04-2841746
(State or other jurisdiction of (I.R.S.Employer
incorporation or organization) Identification No.)
265 Franklin Street, Boston, Massachusetts 02110
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (617) 439-8118
--------------
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 .
<PAGE>
PAINE WEBBER QUALIFIED PLAN PROPERTY FUND FOUR, LP
BALANCE SHEETS
November 30, 1995 and August 31, 1995
(Unaudited)
(In thousands)
ASSETS
November 30 August 31
Real estate investments:
Investment properties held for sale $11,200 $11,200
Land 1,115 3,177
Mortgage loans, net 6,813 13,001
--------- -------
19,128 27,378
Cash and cash equivalents 11,574 1,851
Interest receivable 60 118
Accounts receivable 8 23
Deferred expenses, net 113 138
Other assets 33 43
------------ ----------
$30,916 $29,551
LIABILITIES AND PARTNERS' CAPITAL
Accounts payable - affiliates $ 44 $ 44
Accounts payable and accrued expenses 131 137
Unearned rental income 26 26
Tenant security deposits 47 47
Other liabilities - 50
Partners' capital 30,668 29,247
-------- --------
$30,916 $29,551
STATEMENTS OF CHANGES IN PARTNERS' CAPITAL (DEFICIT)
For the three months ended November 30, 1995 and 1994
(Unaudited)
(In thousands)
General Limited
Partners Partners
Balance at August 31, 1994 $(35) $37,215
Net income 6 548
Cash distributions (7) (673)
------ ----------
Balance at November 30, 1994 $(36) $37,090
==== =======
Balance at August 31, 1995 $ (18) $29,265
Net income 20 1,914
Cash distributions (7) (506)
------- ---------
Balance at November 30, 1995 $ (5) $30,673
====== =======
See accompanying notes.
<PAGE>
PAINE WEBBER QUALIFIED PLAN PROPERTY FUND FOUR, LP
STATEMENTS OF INCOME
For the three months ended November 30, 1995 and 1994
(Unaudited)
(In thousands, except per Unit data)
1995 1994
---- ----
Revenues:
Interest from mortgage loans $ 338 $ 353
Land rent 99 134
Other interest income 38 30
--------- -------
475 517
Expenses:
Management fees 51 63
General and administrative 85 73
Amortization of deferred expenses 25 7
--------- -------
161 143
-------- -----
Operating income 314 374
Income from operations of investment
properties held for sale, net 242 180
Gain on sale of land 1,378 -
-------- ---------
Net income $ 1,934 $ 554
======= =====
Net income per Limited
Partnership Unit $2.13 $0.61
===== =====
Cash distributions per Limited
Partnership Unit $0.56 $0.75
===== =====
The above net income and cash distributions per Limited Partnership Unit are
based upon the 896,993 Units ($50 per Unit) of Limited Partnership Interest
outstanding during each period.
See accompanying notes.
<PAGE>
PAINE WEBBER QUALIFIED PLAN PROPERTY FUND FOUR, LP
STATEMENTS OF CASH FLOWS
For the three months ended November 30, 1995 and 1994
Increase (Decrease) in Cash and Cash Equivalents
(Unaudited)
(In thousands)
1995 1994
Cash flows from operating activities:
Net income $ 1,934 $ 554
Adjustments to reconcile net income
to net cash provided by operating activities:
Gain on sale of land (1,378) -
Amortization of deferred expenses 25 7
Changes in assets and liabilities:
Interest receivable 58 -
Accounts receivable 15 (10)
Tax and tenant security deposit escrows - (35)
Other assets 10 1
Accounts payable and accrued expenses (6) 35
Other liabilities (50) -
------------- ----------
Total adjustments (1,326) (2)
----------- ---------
Net cash provided by operating activities 608 552
------------ --------
Cash flows from investing activities:
Net proceeds from sale of land 3,440 -
Proceeds received from repayment
of mortgage loan 6,188 -
----------- --------
Net cash provided by investing activities 9,628 -
------------ ---------
Cash flows from financing activities:
Distributions to partners (513) (680)
---------- -------
Net increase (decrease) in cash and cash equivalents 9,723 (128)
Cash and cash equivalents, beginning of period 1,851 2,682
--------- -------
Cash and cash equivalents, end of period $11,574 $2,554
======= ======
See accompanying notes.
<PAGE>
PAINE WEBBER QUALIFIED PLAN PROPERTY FUND FOUR, LP
Notes to Financial Statements
(Unaudited)
1. General
The accompanying financial statements, footnotes and discussion should be
read in conjunction with the financial statements and footnotes contained in
the Partnership's Annual Report for the year ended August 31, 1995.
In the opinion of management, the accompanying financial statements, which
have not been audited, reflect all adjustments necessary to present fairly
the results for the interim period. All of the accounting adjustments
reflected in the accompanying interim financial statements are of a normal
recurring nature.
2. Mortgage Loan and Land Investments
The following are the first mortgage loans outstanding and the cost of the
related land to the Partnership at November 30, 1995 and August 31, 1995 (in
thousands):
Property Amount of Mortgage Loan Cost of Land
11/30/95 8/31/95 11/30/95 8/31/95
The Corner at Seven $ - (1) $ 6,188 $ - (1)$2,062
Corners Shopping Center
Fairfax County, Virginia
Willow Creek Apartments 3,055 3,055 345 345
Wichita, Kansas
Park South Apartments 4,230 4,230 770 770
------- -------- ------- --------
Charlotte, North Carolina
7,285 13,473 1,115 3,177
Less: General loan
loss reserve (472) (472) - -
------- -------- ------- -------
$6,813 $13,001 $1,115 $3,177
====== ======= ====== ======
(1) See below for discussion of The Corner at Seven Corners mortgage loan
repayment and related land sale in the first quarter of fiscal 1996.
In general, the loans are secured by first mortgages on the properties, the
owner's leasehold interest in the land and an assignment of all tenant
leases. Interest is payable monthly and the principal is due at maturity. The
interest rates on the mortgage loans range from 9.0% to 11.25%. The land
leases have terms of 40 years. Among the provisions of the lease agreements,
the Partnership is entitled to additional rent based upon gross revenues of
the underlying properties in excess of a base amount, as defined. During the
three months ended November 30, 1995, the Partnership received additional
rent under the terms of the Park South Apartments land lease totalling
$22,000. During the three months ended November 30, 1994, the Partnership
received additional rent under the terms of The Corner at Seven Corners
Shopping Center and Park South Apartments land leases totalling $32,000 and
$17,000, respectively. The lessees have the option to purchase the land for
specified periods of time, beginning between February of 1995 and December of
1997, at a price based on fair market value, as defined, but not less than
the original cost to the Partnership. The Partnership's investments are
structured to share in the appreciation in the value of the underlying real
estate. Accordingly, upon either sale, refinancing, maturity of the mortgage
loan or exercise of the option to repurchase the land, the Partnership will
receive a 40% to 50% share of the appreciation above a specified base amount.
The mortgage loan secured by The Corner at Seven Corners Shopping Center
became prepayable in February 1995. On December 16, 1994, the borrower
notified the Partnership of its intent to prepay the loan and exercise the
option to purchase the land during 1995. Along with such formal notice, the
borrower sent a $50,000 deposit to the Partnership in accordance with the
terms of the ground lease. On November 22, 1995, the borrower of The Corner
at Seven Corners loan prepaid the Partnership's first leasehold mortgage loan
and purchased the Partnership's interest in the underlying land for total
consideration of $9,628,000. The principal balance of the mortgage loan was
$6,188,000 plus interest accrued through November 22, 1995 of $43,000. The
Partnership's cost basis in the land was $2,062,000. Pursuant to the ground
lease, the Partnership received $1,378,000 in excess of its land investment
as its share of the appreciation in value of the operating investment
property above a specified base amount. The net proceeds from this prepayment
transaction will be distributed to the Limited Partners as part of a special
distribution to be paid on January 31, 1996 in the amount of $214 per
original $1,000 investment.
3. Investment Properties Held for Sale
Martin Sunnyvale Research and Development Center
The Partnership foreclosed under the terms of the mortgage loan secured by
the Martin Sunnyvale Research and Development Center on July 12, 1991. The
borrower had defaulted on the payment terms of the loan due to significant
lease turnover during 1991. The property contains 39,000 rentable square feet
and is located in Sunnyvale, California. The combined carrying value of the
original land and loan investments, of $5,100,000, was adjusted to
management's estimate of the fair value of the property as of the date of the
foreclosure, of $3,400,000, and reclassified to investment properties held
for sale. Since the date of foreclosure, the Partnership has recorded
provisions for possible investment loss totalling $900,000 to write down the
carrying value of the Martin Sunnyvale investment property to reflect
additional declines in its estimated fair value, net of selling expenses. The
resulting net carrying value of $2,500,000 is included in the balance of
investment properties held for sale on the accompanying balance sheets at
November 30, 1995 and August 31, 1995.
During fiscal 1994, the Partnership engaged the management and leasing agent
to explore the market for potential buyers for the investment property which
is 100% leased to three tenants. All of the existing leases are scheduled to
expire within the next 2 years. If any of the existing tenants were to
vacate, the market value of Martin Sunnyvale, as well as the available
property cash flow, could be severely reduced unless a replacement tenant is
secured. Subsequent to the time that the Partnership began to market Martin
Sunnyvale for sale, the Partnership was notified by a California state water
agency of a potential environmental problem at Martin Sunnyvale. As a result
of governmental required testing, management has learned that there has been
a contamination of the underground soil and water. This contamination may
have been caused by either a previous occupant at the site or by an occupant
of a nearby property. The environmental testing was paid for by one of the
parties identified as a potential contaminator. Management believes that this
contamination occurred prior to the Partnership's initial mortgage loan and
ground lease investments in the property, which were made in 1985. Due to
this and other recently discovered environmental contamination in the area,
there have been several lawsuits filed by California state water agencies
against prior occupants of this site and nearby sites. Management has engaged
local counsel to monitor all legal actions to insure that the Partnership's
rights are fully protected. Management will seek full indemnification from
the parties potentially responsible. Until such time as either a full
indemnification is obtained or the property's environmental risk is
eliminated, it is doubtful that a qualified purchaser for the property could
be found. Accordingly, the Partnership has suspended its marketing efforts
until this matter is resolved.
<PAGE>
Bell Forge Square Shopping Center
On October 4, 1991, the Partnership received a deed in lieu of foreclosure on
the mortgage loan secured by the Bell Forge Square Shopping Center. The
property contains 127,000 rentable square feet and is located in Nashville,
Tennessee. The combined value of the land and the face amount of the mortgage
loan, of $9,000,000, was reclassified to investment properties held for sale
at the time of the foreclosure. During fiscal 1992, the Partnership had
recorded a provision for possible investment loss of $600,000 to write down
the carrying value of the Bell Forge Square investment property to reflect a
decline in its estimated fair value, net of selling expenses, as of August
31, 1992. During fiscal 1993, the Partnership recorded an adjustment to
reduce the valuation allowance by $300,000 to reflect a subsequent increase
in the estimated fair value of the Bell Forge Square property. The resulting
net carrying value of $8,700,000 is included in the balance of investment
properties held for sale on the accompanying balance sheets at November 30,
1995 and August 31, 1995.
Cordova Creek Apartments
The Partnership foreclosed under the terms of the mortgage loan secured by
Cordova Creek Apartments on February 20, 1990, due to non-payment of the
required interest payments. As a result of the foreclosure, the Partnership
owned the land and improvements and employed a local property management
company to manage the day-to-day operations of the 196 - unit apartment
complex, which is located in Memphis, Tennessee. An affiliated partnership,
PaineWebber Qualified Plan Property Fund Three, LP ("QP3"), originally
invested $250,000 for a 3.5% interest in the mortgage loan secured by Cordova
Creek and the related ground lease. As a result of the foreclosure, QP3
retained a 3.5% interest in the net cash flow and the eventual sale proceeds
related to the operating property. The fair value of the operating property,
net of selling expenses, at the date of foreclosure was estimated by
management to be approximately equal to the combined cost basis of the land
and the original face amount of the mortgage loan, totalling $6,900,500.
During the quarter ended May 31, 1995, the Partnership sold the Cordova Creek
Apartments to an unaffiliated third party for $9,100,000. After payment of
required transaction costs and compensation to QP3 for its 3.5% interest, the
net proceeds realized by the Partnership from the sale totalled approximately
$8.7 million. Closing of this sale occurred on April 12, 1995. A special
distribution of $215 per original $1,000 investment, or $9,643,000, was made
to Limited Partners on June 15, 1995, which represented approximately $195
from the Cordova Creek net sale proceeds and $20 as a distribution from cash
reserves which were deemed to be in excess of the Partnership's expected
future requirements.
<PAGE>
The Partnership recognizes income from the investment properties held for
sale equal to its share of the excess of the properties' gross revenues over
the sum of property operating expenses (including capital improvement costs),
taxes and insurance. Combined summarized operating results of the Martin
Sunnyvale and Bell Forge investment properties held for sale for the three
months ended November 30, 1995 and 1994 and for the Cordova Creek Apartments
for the three months ended November 30, 1994 are shown below (in thousands):
1995 1994
---- ----
Revenues:
Rental income $ 360 $ 666
Other income 58 64
-------- -------
418 730
Expenses:
Property operating expenses 127 496
Property taxes and insurance 49 47
------- -------
176 543
------ ------
Income from operations, net $ 242 $ 187
===== =====
Partnership's share of combined operations $ 242 $ 180
QP3's share of Cordova Creek operations - 7
---------- --------
$ 242 $ 187
====== =====
Property operating expenses for the three months ended November 30, 1994
include capital improvement costs at the Bell Forge Square Shopping Center of
approximately $326,000.
4. Related Party Transactions
The Adviser earned basic management fees of $51,000 and $63,000 for the
three-month periods ended November 30, 1995 and 1994, respectively. Accounts
payable - affiliates at both November 30, 1995 and August 31, 1995 consists
of management fees of $44,000 payable to the Adviser.
Included in general and administrative expenses for the three months ended
November 30, 1995 and 1994 is $43,000 and $50,000, respectively, representing
reimbursements to an affiliate of the Managing General Partner for providing
certain financial, accounting and investor communication services to the
Partnership.
Also included in general and administrative expenses for the three months
ended November 30, 1995 is $5,000 representing fees earned by Mitchell
Hutchins Institutional Investors, Inc. for managing the Partnership's cash
assets.
5. Contingencies
The Partnership is involved in certain legal actions. The Managing General
Partner believes these actions will be resolved without material adverse
effect on the Partnership's financial statements, taken as a whole.
<PAGE>
PAINE WEBBER QUALIFIED PLAN PROPERTY FUND FOUR, LP
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Liquidity and Capital Resources
On November 22, 1995, the borrower of The Corner at Seven Corners loan
prepaid the Partnership's first leasehold mortgage loan and purchased the
Partnership's interest in the underlying land for total consideration of
$9,628,000. The principal balance of the mortgage loan was $6,188,000 plus
interest accrued through November 22, 1995 of $43,000. The Partnership's cost
basis in the land was $2,062,000. Pursuant to the ground lease, the Partnership
received $1,378,000 in excess of its land investment as its share of the
appreciation in value of the operating investment property above a specified
base amount. The net proceeds from this prepayment transaction will be
distributed to the Limited Partners as part of a special distribution to be paid
on January 31, 1996 in the amount of $214 per original $1,000 investment.
Management believes that the amount paid to the Partnership under the terms of
the ground lease reflects the fair value of the property, as supported by the
Partnership's most recent independent appraisal.
As previously reported, the 39,000 square foot Martin Sunnyvale Research
and Development Center is 100% occupied by three tenants. However, rental rates
continue to be depressed in the Sunnyvale market due to the substantial existing
oversupply of R&D space. Future prospects for the high technology industries in
Northern California remain uncertain at the present time. Accordingly, there are
no assurances that market conditions will be improved at the time of the
expirations of the three existing leases, which are scheduled to occur between
November 1996 and April 1997. In light of this situation, during fiscal 1994 the
Partnership engaged the management and leasing agent to explore the market for
potential buyers for this investment property. If any of the existing tenants
were to vacate, the market value of Martin Sunnyvale, as well as the available
property cash flow, could be significantly reduced unless a replacement tenant
is secured. Subsequent to the time that the Partnership began to market the
property for sale, the Partnership was notified by a California state water
agency of a potential environmental problem at Martin Sunnyvale. As a result of
governmental required testing, management has learned that there has been a
contamination of the underground soil and water at the site. The state water
agency has issued a final report identifying two tenants which had occupied the
property prior to 1985 and may have caused the potential environmental problem.
Both prior tenants are Fortune 500 companies and both have been ordered at their
own expense to perform the necessary testing, cleanup and documentation as
required by the California state water agency. The Partnership will be required
to monitor the efforts of these two firms. The environmental testing was paid
for by one of the parties identified as a potential contaminator. Management has
engaged local counsel to monitor all legal actions to insure that the
Partnership's rights are fully protected. In addition, management will seek full
indemnification from the parties identified as being responsible. Until such
time as either a full indemnification is obtained or the property's
environmental risk is eliminated, it is doubtful that a qualified purchaser for
the property could be found. Accordingly, the Partnership has suspended its
marketing efforts until this matter is resolved.
At the Partnership's other wholly-owned commercial investment, Bell Forge
Square Shopping Center in Nashville, Tennessee, occupancy stood at 97% at
November 30, 1995, an increase from 96% at August 31, 1995. This increase in
occupancy is a result of a new lease for 1,980 square feet with a financial
services firm. Also during the quarter, a 6,000 square foot pet store at Bell
Forge Square renewed its lease for an additional five years. Bell Forge Square
currently has 3,450 square feet of available space to lease. As discussed in the
Annual Report, the Partnership and its leasing agent are negotiating with one of
the Center's anchor tenants to expand its store and extend its lease. If
completed, such expansion and related tenant relocations could bring the
occupancy level at Bell Forge Square up to 100%.
During the first quarter of fiscal 1995, the Partnership began actively
marketing the Cordova Creek Apartments for sale. On April 12, 1995, the
Partnership sold the property to an unaffiliated third party for $9,100,000.
This sale represented a substantial gain on the Partnership's original
investment in Cordova Creek, of $6,900,500, comprised of land purchased for
$289,500 and a $6,611,000 mortgage loan secured by the improvements. In addition
to the Partnership's initial investment, an affiliated partnership, Paine Webber
Qualified Plan Property Fund Three ("QP3") contributed $250,000 or approximately
3.5% of the total net investment, toward the original land and mortgage loan
investments in Cordova Creek. After payment of required transaction costs and
compensation to QP3 for its 3.5 % interest, the net proceeds realized by the
Partnership from the sale totalled approximately $8.7 million. The Partnership
made a special distribution of $215 per original $1,000 investment, or
$9,643,000, to the Limited Partners on June 15, 1995, which included the Cordova
Creek net sale proceeds and an amount of cash reserves which were deemed to be
in excess of the Partnership's expected future requirements. As a result of the
dispositions of the Cordova Creek and The Corner at Seven Corners investments,
cash flow from the Partnership's remaining investments is not expected to be
sufficient to support the current quarterly distribution rate of 5.75% per annum
on remaining invested capital. As a result, the distribution rate is expected to
be reduced to 4.5% per annum effective for the payment to be made on April 15,
1996 for the second quarter of fiscal 1996.
At November 30, 1995, the Partnership had available cash and cash
equivalents of approximately $11,574,000. Such cash balance includes the $9.6
million referred to above which represents the proceeds from the repayment of
The Corner at Seven Corners mortgage loan and the sale of the underlying land to
be distributed to the Limited Partners during the second quarter. The remaining
amount of cash and cash equivalents will be used for the working capital needs
of the Partnership, distributions to the partners and, if necessary, for tenant
improvement expenses and other leasing costs of the Partnership's investment
properties acquired through foreclosure proceedings. The source of future
liquidity and distributions to the partners is expected to be through cash
generated from the Partnership's real estate and mortgage loan investments, the
repayment of the mortgage loans receivable and the future sales or refinancings
of the underlying land and the investment properties. Such sources of liquidity
are expected to be adequate to meet the Partnership's needs on both a short-term
and long-term basis.
Results of Operations
Three Months Ended November 30, 1995
The Partnership reported net income of $1,934,000 for the three months
ended November 30, 1995, as compared to net income of $554,000 for the same
period in the prior year. The primary reason for the increase in net income is
the gain recognized on the sale of The Corner at Seven Corners land of
$1,378,000, as discussed further above. In addition, the Partnership's net
income increased due to an increase in income from operations of investment
properties held for sale of $62,000. This increase is primarily due to
significantly higher capital improvement expenditures incurred in the prior year
at the Bell Forge Square Shopping Center in connection with the repair and
improvement of the property's exterior facade. The gain on the sale of land and
increase in income from operations of investment properties held for sale were
partially offset by a decrease in operating income of $60,000. The decrease in
operating income is primarily due to decreases in interest from mortgage loans
and land rent due to The Corner at Seven Corners mortgage loan repayment and
related land sale in November 1995, as discussed further above.
<PAGE>
PART II
Other Information
Item 1. Legal Proceedings
As discussed in the Partnership's annual report on Form 10-K for the period
ended August 31, 1995, in November 1994, a series of purported class actions
(the "New York Limited Partnership Actions") were filed in the United States
District Court for the Southern District of New York concerning PaineWebber
Incorporated's sale and sponsorship of various limited partnership investments,
including those offered by the Partnership. The status of such litigation
remains unchanged at the present time. Refer to the description of the claims in
the fiscal 1995 annual report for further information. The General Partners
continue to believe that the action will be resolved without material adverse
effect on the Partnership's financial statements, taken as a whole.
Items 2 through 5: NONE
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits: NONE
(b) Reports on Form 8-K:
A Current Report on Form 8-K was filed during the first quarter to report
the prepayment by the borrower of the mortgage loan secured by The Corner at
Seven Corners Shopping Center and the purchase of the underlying land for total
consideration of $9,628,000 on November 22, 1995.
<PAGE>
PAINE WEBBER QUALIFIED PLAN PROPERTY FUND FOUR, LP
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.
PAINE WEBBER QUALIFIED PLAN PROPERTY
FUND FOUR, LP
By: FOURTH QUALIFIED PROPERTIES, INC.
Managing General Partner
By: /s/ Walter V. Arnold
Walter V. Arnold
Senior Vice President and Chief
Financial Officer
Dated: January 12, 1996
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the
Partnership's audited financial statements for the period ended November
30, 1995 and is qualified in its entirety by reference to such financial
statements.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> AUG-31-1996
<PERIOD-END> NOV-30-1995
<CASH> 11,574
<SECURITIES> 0
<RECEIVABLES> 6,881
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 11,642
<PP&E> 12,315
<DEPRECIATION> 0
<TOTAL-ASSETS> 30,916
<CURRENT-LIABILITIES> 248
<BONDS> 0
<COMMON> 0
0
0
<OTHER-SE> 30,668
<TOTAL-LIABILITY-AND-EQUITY> 30,916
<SALES> 0
<TOTAL-REVENUES> 2,095
<CGS> 0
<TOTAL-COSTS> 161
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 1,934
<INCOME-TAX> 0
<INCOME-CONTINUING> 1,934
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,934
<EPS-PRIMARY> 2.13
<EPS-DILUTED> 2.13
</TABLE>
