FORM 10-QSB--QUARTERLY OR TRANSITIONAL REPORT UNDER SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Quarterly or Transitional Report
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-QSB
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended March 31, 2000
[ ] 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 0-14369
SHELTER PROPERTIES VII LIMITED PARTNERSHIP
(Exact name of small business issuer as specified in its charter)
South Carolina 57-0784852
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
55 Beattie Place, P.O. Box 1089
Greenville, South Carolina 29602
(Address of principal executive offices)
(864) 239-1000
(Issuer's telephone number)
Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter
period that the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days. Yes X No
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
a)
SHELTER PROPERTIES VII LIMITED PARTNERSHIP
CONSOLIDATED BALANCE SHEET
(Unaudited)
(in thousands, except per unit data)
March 31, 2000
Assets
Cash and cash equivalents $ 473
Receivables and deposits 295
Restricted escrows 39
Other assets 149
Investment properties:
Land $ 1,774
Buildings and related personal property 21,181
22,955
Less accumulated depreciation (11,793) 11,162
$ 12,118
Liabilities and Partners' (Deficit) Capital
Liabilities
Accounts payable $ 93
Tenant security deposit liabilities 84
Accrued property taxes 254
Other liabilities 154
Mortgage notes payable 10,674
Partners' (Deficit) Capital
General partners $ (141)
Limited partners (17,343 units issued and
outstanding) 1,000 859
$ 12,118
See Accompanying Notes to Consolidated Financial Statements
b)
SHELTER PROPERTIES VII LIMITED PARTNERSHIP
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(in thousands, except unit data)
Three Months Ended
March 31,
2000 1999
Revenues:
Rental income $ 957 $ 933
Other income 45 44
Total revenues 1,002 977
Expenses:
Operating 398 322
General and administrative 37 43
Depreciation 208 211
Interest 201 224
Property taxes 76 51
Total expenses 920 851
Net income $ 82 $ 126
Net income allocated to general partners (1%) $ 1 $ 1
Net income allocated to limited partners (99%) 81 125
$ 82 $ 126
Net income per limited partnership unit $ 4.73 $ 7.21
Distributions per limited partnership unit $ -- $34.25
See Accompanying Notes to Consolidated Financial Statements
c)
SHELTER PROPERTIES VII LIMITED PARTNERSHIP
CONSOLIDATED STATEMENT OF CHANGES IN PARTNERS' (DEFICIT) CAPITAL
(Unaudited)
(in thousands, except unit data)
<TABLE>
<CAPTION>
Limited
Partnership General Limited
Units Partners Partners Total
<S> <C> <C> <C> <C>
Original capital contributions 17,343 $ 2 $17,343 $17,345
Partners' (deficit) capital at
December 31, 1999 17,343 $ (142) $ 919 $ 777
Net income for the three months
ended March 31, 2000 -- 1 81 82
Partners' (deficit) capital at
March 31, 2000 17,343 $ (141) $ 1,000 $ 859
See Accompanying Notes to Consolidated Financial Statements
</TABLE>
d)
SHELTER PROPERTIES VII LIMITED PARTNERSHIP
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(in thousands)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
2000 1999
Cash flows from operating activities:
<S> <C> <C>
Net income $ 82 $ 126
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation 208 211
Amortization of discounts and loan costs 11 14
Change in accounts:
Receivables and deposits (115) (18)
Other assets (34) 1
Accounts payable 20 (10)
Tenant security deposit liabilities 5 5
Accrued property taxes 34 13
Other liabilities (35) 21
Net cash provided by operating activities 171 363
Cash flows from investing activities:
Property improvements and replacements (121) (70)
Net deposits to restricted escrows -- (1)
Net cash used in investing activities (121) (71)
Cash flows from financing activities:
Payments on mortgage notes payable (56) (51)
Distributions to partners -- (600)
Net cash used in financing activities (56) (651)
Net decrease in cash and cash equivalents (1) (359)
Cash and cash equivalents at beginning of period 474 1,201
Cash and cash equivalents at end of period $ 473 $ 842
Supplemental disclosure of cash flow information:
Cash paid for interest $ 205 $ 210
See Accompanying Notes to Consolidated Financial Statements
</TABLE>
e)
SHELTER PROPERTIES VII LIMITED PARTNERSHIP
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Note A - Basis of Presentation
The accompanying unaudited consolidated financial statements of Shelter
Properties VII Limited Partnership (the "Partnership" or "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 Shelter Realty VII Corporation (the
"Corporate General Partner"), all adjustments (consisting of normal recurring
accruals) considered necessary for a fair presentation have been included.
Operating results for the three month period ended March 31, 2000, are not
necessarily indicative of the results that may be expected for the fiscal year
ending December 31, 2000. For further information, refer to the consolidated
financial statements and footnotes thereto included in the Partnership's Annual
Report on Form 10-KSB for the year ended December 31, 1999
Principles of Consolidation:
The Registrant's financial statements include all the accounts of the Registrant
and its 99.9% owned partnership. The general partner of the consolidated
partnership is Shelter Realty VII Corporation. Shelter Realty VII Corporation
may be removed by the Registrant; therefore, the consolidated partnership is
controlled and consolidated by the Registrant. All significant interpartnership
transactions have been eliminated.
Note B - Transfer of Control
Pursuant to a series of transactions which closed on October 1, 1998 and
February 26, 1999, Insignia Financial Group, Inc. and Insignia Properties Trust
merged into Apartment Investment and Management Company ("AIMCO"), a publicly
traded real estate investment trust, with AIMCO being the surviving corporation
(the "Insignia Merger"). As a result, AIMCO acquired 100% ownership interest in
the Corporate General Partner. The Corporate General Partner does not believe
that this transaction has had or will have a material effect on the affairs and
operations of the Partnership.
Note C - Reconciliation of Cash Flows
The following is a reconciliation of the subtotal on the accompanying
consolidated statements of cash flows captioned "net cash provided by operating
activities" to "net cash used in operations", as defined in the Partnership
Agreement. However, "net cash used in operations" should not be considered an
alternative to net income as an indicator of the Partnership's operating
performance or to cash flows as a measure of liquidity.
Three Months Ended
March 31,
2000 1999
(in thousands)
Net cash provided by operating activities $ 176 $ 363
Payments on mortgage notes payable (56) (51)
Property improvements and replacements (121) (70)
Change in restricted escrows, net -- (1)
Changes in reserves for net operating
liabilities 125 (12)
Additional reserves (124) (229)
Net cash used in operations $ -- $ --
The Corporate General Partner reserved an additional $124,000 and $229,000 at
March 31, 2000 and 1999, respectively, to fund capital improvements and repairs
at the Partnership's two investment properties.
Note D - Transactions with Affiliated Parties
The Partnership has no employees and is dependent on the Corporate General
Partner and its affiliates for the management and administration of all
partnership activities. The Partnership Agreement provides for (i) certain
payments to affiliates for services and (ii) reimbursement of certain expenses
incurred by affiliates on behalf of the Partnership. The following payments were
paid or accrued to the Corporate General Partner and affiliates during the three
months ended March 31, 2000 and 1999:
2000 1999
(in thousands)
Property management fees (included in
operating expenses) $ 52 $ 49
Reimbursements for services of affiliates
(included in general and administrative
and operating expenses and investment properties) 22 21
During the three months ended March 31, 2000 and 1999, affiliates of the
Corporate General Partner were entitled to receive 5% of gross receipts from
both of the Registrant's properties for providing property management services.
The Registrant paid to such affiliates approximately $52,000 and $49,000 for the
three months ended March 31, 2000 and 1999, respectively.
An affiliate of the Corporate General Partner received reimbursements of
accountable administrative expenses amounting to approximately $22,000 and
$21,000 for the three months ended March 31, 2000 and 1999, respectively.
AIMCO and its affiliates currently own 9,039 limited partnership units in the
Partnership representing 52.12% of the outstanding units. A number of these
units were acquired pursuant to tender offers made by AIMCO or its affiliates.
It is possible that AIMCO or its affiliates will make one or more additional
offers to acquire additional limited partnership interests in the Partnership
for cash or in exchange for units in the operating partnership of AIMCO. Under
the Partnership Agreement, unitholders holding a majority of the Units are
entitled to take action with respect to a variety of matters. As a result of its
ownership of 52.12% of the outstanding units, AIMCO is in a position to
influence all voting decisions with respect to the Registrant. When voting on
matters, AIMCO would in all likelihood vote the Units it acquired in a manner
favorable to the interest of the Corporate General Partner because of their
affiliation with the Corporate General Partner.
Note E - Segment Reporting
Description of the types of products and services from which the reportable
segment derives its revenues:
The Partnership has one reportable segment: residential properties. The
Partnership's residential property segment consists of two apartment complexes,
located in Tennessee and Colorado. The Partnership rents apartment units to
tenants for terms that are typically twelve months or less.
Measurement of segment profit or loss:
The Partnership evaluates performance based on segment profit (loss) before
depreciation. The accounting policies of the reportable segment are the same as
those of the Partnership as described in the Partnership's Annual Report on Form
10-KSB for the year ended December 31, 1999.
Factors management used to identify the enterprise's reportable segment:
The Partnership's reportable segment consists of investment properties that
offer similar products and services. Although each of the investment properties
is managed separately, they have been aggregated into one segment as they
provide services with similar types of products and customers.
Segment information for the three month periods ended March 31, 2000 and 1999 is
shown in the tables below. The "Other" column includes partnership
administration related items and income and expense not allocated to the
reportable segment.
<TABLE>
<CAPTION>
2000 Residential Other Totals
(in thousands)
<S> <C> <C> <C>
Rental income $ 957 $ -- $ 957
Other income 43 2 45
Interest expense 201 -- 201
Depreciation 208 -- 208
General and administrative expense -- 37 37
Segment profit (loss) 117 (35) 82
Total assets 12,018 100 12,118
Capital expenditures for investment
properties 121 -- 121
</TABLE>
<TABLE>
<CAPTION>
1999 Residential Other Totals
(in thousands)
<S> <C> <C> <C>
Rental income $ 933 $ -- $ 933
Other income 40 4 44
Interest expense 224 -- 224
Depreciation 211 -- 211
General and administrative expense -- 43 43
Segment profit (loss) 165 (39) 126
Total assets 12,208 186 12,394
Capital expenditures for investment
properties 70 -- 70
</TABLE>
Note F - Legal Proceedings
In March 1998, several putative unit holders of limited partnership units of the
Partnership commenced an action entitled Rosalie Nuanes, et al. v. Insignia
Financial Group, Inc., et al. in the Superior Court of the State of California
for the County of San Mateo. The plaintiffs named as defendants, among others,
the Partnership, the Corporate General Partner and several of their affiliated
partnerships and corporate entities. The action purports to assert claims on
behalf of a class of limited partners and derivatively on behalf of a number of
limited partnerships (including the Partnership) which are named as nominal
defendants, challenging the acquisition by Insignia Financial Group, Inc.
("Insignia") and entities which were, at one time, affiliates of Insignia
("Insignia Affiliates") of interests in certain general partner entities, past
tender offers by Insignia Affiliates to acquire limited partnership units, the
management of partnerships by Insignia Affiliates and the Insignia Merger (see
"Note B - Transfer of Control"). The plaintiffs seek monetary damages and
equitable relief, including judicial dissolution of the Partnership. On June 25,
1998, the Corporate General Partner filed a motion seeking dismissal of the
action. In lieu of responding to the motion, the plaintiffs have filed an
amended complaint. The Corporate General Partner filed demurrers to the amended
complaint which were heard February 1999. Pending the ruling on such demurrers,
settlement negotiations commenced. On November 2, 1999, the parties executed and
filed a Stipulation of Settlement settling claims, subject to final court
approval, on behalf of the Partnership and all limited partners who own units as
of November 3, 1999. Preliminary approval of the settlement was obtained on
November 3, 1999 from the Superior Court of the State of California, County of
San Mateo, at which time the Court set a final approval hearing for December 10,
1999. Prior to the December 10, 1999 hearing the Court received various
objections to the settlement, including a challenge to the Court's preliminary
approval based upon the alleged lack of authority of class plaintiffs' counsel
to enter the settlement. On December 14, 1999, the Corporate General Partner and
its affiliates terminated the proposed settlement. Certain plaintiffs have filed
a motion to disqualify some of the plaintiffs' counsel in the action. The
Corporate General Partner does not anticipate that costs associated with this
case will be material to the Partnership's overall operations.
The Partnership is unaware of any other pending or outstanding litigation that
is not of a routine nature arising in the ordinary course of business.
Item 2. Management's Discussion and Analysis or Plan of Operation
The matters discussed in this Form 10-QSB contain certain forward-looking
statements and involve risks and uncertainties (including changing market
conditions, competitive and regulatory matters, etc.) detailed in the
disclosures contained in this Form 10-QSB and the other filings with the
Securities and Exchange Commission made by the Registrant from time to time. The
discussion of the Registrant's business and results of operations, including
forward-looking statements pertaining to such matters, does not take into
account the effects of any changes to the Registrant's business and results of
operation. Accordingly, actual results could differ materially from those
projected in the forward-looking statements as a result of a number of factors,
including those identified herein.
The Partnership's investment properties consist of two apartment complexes. The
following table sets forth the average occupancy of the properties for the three
months ended March 31, 2000 and 1999:
Average
Occupancy
Property 2000 1999
Hickory Ridge Apartments 95% 94%
Memphis, Tennessee
Governor's Park Apartments 92% 94%
Ft. Collins, Colorado
Results of Operations
The Partnership's net income for the three months ended March 31, 2000 and 1999
was approximately $82,000 and $126,000, respectively. The decrease in net income
is due to an increase in total expenses which was partially offset by an
increase in total revenues. Total revenues increased primarily due to an
increase in rental income. The increase in rental income is due primarily to an
increase in the average rental rates at both of the Partnership's investment
properties and to a slight increase in the average occupancy rate at Hickory
Ridge Apartments which more than offset the small decrease in average occupancy
at Governor's Park Apartments. Other income remained relatively constant over
the comparable periods.
Total expenses increased during the comparable periods due to increases in
operating and property tax expense which were partially offset by decreases in
interest and general and administrative expenses. Depreciation expense remained
relatively constant. The increase in operating expense is due primarily to an
increase in maintenance expense, which was due primarily to increases in
interior contract painting at both of the Partnership's properties. The increase
in property tax expense is due to the City of Memphis annexing Hickory Ridge
Apartments into the city limits during the last quarter of 1999. The annexation
of Hickory Ridge Apartments resulted in the property being responsible for city
taxes during the three months ended March 31, 2000 which were not applicable
during the three months ended March 31, 1999. Interest expense decreased as a
result of decreasing balances on the mortgage principal as a result of monthly
mortgage payments.
General and administrative decreased primarily as a result of a decrease in
legal costs for the three months ended March 31, 2000 as compared to the three
months ended March 31, 1999, due to the Partnership's portion of settlement
costs disclosed in previous quarters. Included in general and administrative
expense at both March 31, 2000 and 1999 are management reimbursements to the
Corporate General Partner allowed under the Partnership Agreement. In addition,
costs associated with the quarterly and annual communications with investors and
regulatory agencies and the annual audit and appraisals required by the
Partnership Agreement are also included.
As part of the ongoing business plan of the Partnership, the Corporate General
Partner monitors the rental market environment of each of its investment
properties to assess the feasibility of increasing rents, maintaining or
increasing occupancy levels and protecting the Partnership from increases in
expenses. As part of this plan, the Corporate General Partner attempts to
protect the Partnership from the burden of inflation-related increases in
expenses by increasing rents and maintaining a high overall occupancy level.
However, due to changing market conditions, which can result in the use of
rental concessions and rental reductions to offset softening market conditions,
there is no guarantee that the Corporate General Partner will be able to sustain
such a plan.
Liquidity and Capital Resources
At March 31, 2000, the Registrant had cash and cash equivalents of approximately
$473,000 compared to approximately $842,000 at March 31, 1999. The decrease in
cash and cash equivalents of approximately $1,000 for the three months ended
March 31, 2000, from the Partnership's year end, is due to approximately
$121,000 of cash used in investing activities and approximately $56,000 of cash
used in financing activities which was partially offset by approximately
$176,000 of cash provided by operating activities. Cash used in financing
activities consisted primarily of principal payments made on the mortgages
encumbering the Registrant's properties. Cash used in investing activities
consisted of property improvements and replacements. The Registrant invests its
working capital reserves in a money market account.
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 both of the properties to adequately maintain the
physical assets and other operating needs of the Registrant and to comply with
Federal, state, local, legal and regulatory requirements. Capital improvements
planned for both of the Registrant's properties are detailed below.
Hickory Ridge Apartments: The Partnership has budgeted approximately $166,000
for the year 2000 for capital improvements, consisting primarily of air
conditioning upgrades, floor covering and appliance replacements. The
Partnership completed approximately $99,000 in capital expenditures at Hickory
Ridge Apartments as of March 31, 2000, consisting primarily of floor covering
replacement. These improvements were funded primarily from operations.
Governor's Park Apartments: The Partnership has budgeted approximately $117,000
for the year 2000 for capital improvements, consisting primarily of plumbing
enhancements and appliance and floor covering replacements. The Partnership
completed approximately $22,000 in capital expenditures at Governor's Park
Apartments as of March 31, 2000, consisting primarily of appliance replacements.
These improvements were funded primarily from operations and replacement
reserves.
The additional capital improvements planned for 2000 at the Partnership's
properties will be incurred only if cash is available from operations or from
Partnership reserves. To the extent that such budgeted capital improvements are
completed, the Registrant's distributable cash flow, if any, may be adversely
affected at least in the short term.
The Registrant's current assets are thought to be sufficient for any near term
needs (exclusive of capital improvements) of the Registrant. The mortgage
indebtedness of approximately $10,674,000, net of discount, is amortized over
varying periods with balloon payments due at maturity, March 1, 2001 and October
15, 2003. The Corporate General Partner will attempt to refinance such
indebtedness and/or sell the properties prior to such maturity date. If the
properties cannot be refinanced or sold for a sufficient amount, the Registrant
will risk losing such properties through foreclosure.
In January 1999, the Partnership distributed approximately $594,000
(approximately $34.25 per limited partnership unit) to the limited partners and
approximately $6,000 to the general partners. No distributions were made during
the corresponding period of 2000. The Registrant's distribution policy is
reviewed on a semi-annual basis. Future cash distributions will depend on the
levels of net cash generated from operations, the availability of cash reserves,
and the timing of debt maturities, refinancings, and/or property sales. There
can be no assurance, however, that the Registrant will generate sufficient funds
from operations after required capital expenditures to permit any additional
distributions to its partners in 2000 or subsequent periods. Distributions may
also be restricted by the requirement to deposit net operating income (as
defined in the mortgage note) into the reserve account until the reserve account
is funded by an amount equal to $200 per apartment unit or $37,600 in total at
Governor's Park. The reserve account is currently fully funded.
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
In March 1998, several putative unit holders of limited partnership units of the
Partnership commenced an action entitled Rosalie Nuanes, et al. v. Insignia
Financial Group, Inc., et al. in the Superior Court of the State of California
for the County of San Mateo. The plaintiffs named as defendants, among others,
the Partnership, the Corporate General Partner and several of their affiliated
partnerships and corporate entities. The action purports to assert claims on
behalf of a class of limited partners and derivatively on behalf of a number of
limited partnerships (including the Partnership) which are named as nominal
defendants, challenging the acquisition by Insignia Financial Group, Inc.
("Insignia") and entities which were, at one time, affiliates of Insignia
("Insignia Affiliates") of interests in certain general partner entities, past
tender offers by Insignia Affiliates to acquire limited partnership units, the
management of partnerships by Insignia Affiliates and the Insignia Merger (see
"Part I - Financial Information, Item 1. Financial Statements. Note B - Transfer
of Control"). The plaintiffs seek monetary damages and equitable relief,
including judicial dissolution of the Partnership. On June 25, 1998, the
Corporate General Partner filed a motion seeking dismissal of the action. In
lieu of responding to the motion, the plaintiffs have filed an amended
complaint. The Corporate General Partner filed demurrers to the amended
complaint which were heard February 1999. Pending the ruling on such demurrers,
settlement negotiations commenced. On November 2, 1999, the parties executed and
filed a Stipulation of Settlement settling claims, subject to final court
approval, on behalf of the Partnership and all limited partners who own units as
of November 3, 1999. Preliminary approval of the settlement was obtained on
November 3, 1999 from the Superior Court of the State of California, County of
San Mateo, at which time the Court set a final approval hearing for December 10,
1999. Prior to the December 10, 1999 hearing the Court received various
objections to the settlement, including a challenge to the Court's preliminary
approval based upon the alleged lack of authority of class plaintiffs' counsel
to enter the settlement. On December 14, 1999, the Corporate General Partner and
its affiliates terminated the proposed settlement. Certain plaintiffs have filed
a motion to disqualify some of the plaintiffs' counsel in the action. The
Corporate General Partner does not anticipate that costs associated with this
case will be material to the Partnership's overall operations.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
a) Exhibits:
Exhibit 27, Financial Data Schedule, is filed as an exhibit to
this report.
b) Reports on Form 8-K:
None filed during the quarter ended March 31, 2000.
<PAGE>
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.
SHELTER PROPERTIES VII LIMITED PARTNERSHIP
By: Shelter Realty VII Corporation
Corporate General Partner
By: /s/Patrick J. Foye
Patrick J. Foye
Executive Vice President
By: /s/Martha L. Long
Martha L. Long
Senior Vice President
and Controller
Date: May 4, 2000
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from Shelter
Properties VII Limited Partnership 2000 First Quarter 10-QSB and is qualified in
its entirety by reference to such 10-QSB filing.
</LEGEND>
<CIK> 0000758009
<NAME> Shelter Properties VII Limited Partnership
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-START> JAN-01-2000
<PERIOD-END> MAR-31-2000
<CASH> 473
<SECURITIES> 0
<RECEIVABLES> 295
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0 <F1>
<PP&E> 22,955
<DEPRECIATION> 11,793
<TOTAL-ASSETS> 12,118
<CURRENT-LIABILITIES> 0 <F1>
<BONDS> 10,674
0
0
<COMMON> 0
<OTHER-SE> 859
<TOTAL-LIABILITY-AND-EQUITY> 12,118
<SALES> 0
<TOTAL-REVENUES> 1,002
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 920
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 201
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 82
<EPS-BASIC> 4.73 <F2>
<EPS-DILUTED> 0
<FN>
<F1> Registrant has an unclassified balance sheet. <F2> Multiplier is 1.
</FN>
</TABLE>
