FORM 10-QSB.--QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Quarterly or Transitional Report
(As last amended by 34-32231, eff. 6/3/93.)
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, 1996
or
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period.........to.........
Commission file number 0-14470
INVESTORS FIRST-STAGED EQUITY L.P.
(Exact name of small business issuer as specified in its charter)
Delaware 36-3310965
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
8700 West Bryn Mawr
Chicago, Illinois 60631
(Address of principal executive offices) (Zip Code)
Issuer's telephone number (312) 399-8700
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) INVESTORS FIRST-STAGED EQUITY L.P.
CONSOLIDATED BALANCE SHEET
(in thousands, except unit data)
(Unaudited)
June 30, 1996
Assets
Cash and cash equivalents:
Unrestricted $ 3,333
Restricted-tenant security deposits 404
Accounts receivable, net of allowance
for doubtful accounts of $202 205
Note receivable 140
Escrows for taxes and insurance 137
Restricted escrows 1,007
Other assets 669
Investment properties:
Land $ 9,088
Buildings and related improvements 41,941
51,029
Less accumulated depreciation (23,255) 27,774
$ 33,669
Liabilities and Partners' Deficit
Liabilities
Accounts payable $ 68
Accrued interest 2,910
Tenant security deposits 400
Other liabilities 114
Advances from affiliates of the
General Partner 823
Mortgage notes payable, including
$22,405 in default 47,054
Partners' Deficit
General partners $ (359)
Limited partners (16,267 units
issued and outstanding) (17,341) (17,700)
$ 33,669
See Accompanying Notes to Consolidated Financial Statements
b) INVESTORS FIRST-STAGED EQUITY L.P.
CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except unit data)
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
June 30, June 30,
1996 1995 1996 1995
<S> <C> <C> <C> <C>
Revenues:
Rental income $ 1,703 $ 1,818 $ 3,532 $ 3,753
Other income 68 117 128 181
Total revenues 1,771 1,935 3,660 3,934
Expenses:
Operating 531 537 959 1,043
General and administrative 94 88 148 171
Maintenance 223 123 392 362
Depreciation 476 505 949 1,005
Interest 889 1,055 1,758 2,082
Property taxes 103 94 222 204
Total expenses 2,316 2,402 4,428 4,867
Loss on disposition of
investment property -- -- -- (78)
Net loss $ (545) $ (467) $ (768) $(1,011)
Net loss allocated to
general partners (1%) $ (5) $ (5) $ (8) $ (10)
Net loss allocated to
limited partners(99%) (540) (462) (760) (1,001)
$ (545) $ (467) $ (768) $(1,011)
Net loss per limited
partnership unit $ (33.20) $(28.40) $ (46.72) $(61.52)
<FN>
See Accompanying Notes to Consolidated Financial Statements
</TABLE>
c) INVESTORS FIRST-STAGED EQUITY L.P.
CONSOLIDATED STATEMENT OF CHANGES IN PARTNERS' DEFICIT
(in thousands, except unit data)
(Unaudited)
<TABLE>
<CAPTION>
Limited
Partnership General Limited
Units Partners Partners Total
<S> <C> <C> <C> <C>
Partners' deficit at
December 31, 1995 16,267 $ (351) $ (16,581) $ (16,932)
Net loss for the six months
ended June 30, 1996 -- (8) (760) (768)
Partners' deficit at
June 30, 1996 16,267 $ (359) $ (17,341) $ (17,700)
<FN>
See Accompanying Notes to Consolidated Financial Statements
</TABLE>
d) INVESTORS FIRST-STAGED EQUITY L.P.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
(Unaudited)
<TABLE>
<CAPTION>
Six Months Ended
June 30,
1996 1995
<S> <C> <C>
Cash flows from operating activities:
Net loss $ (768) $ (1,011)
Adjustments to reconcile net loss to net cash
provided by operating activities:
Depreciation 949 1,005
Amortization of loan costs and leasing commissions 22 58
Loss on disposition of investment property -- 78
Change in accounts:
Restricted cash (66) (56)
Note receivable 19 4
Accounts receivable (46) (53)
Escrows for taxes and insurance 389 45
Other assets (151) (69)
Accounts payable (27) 8
Accrued interest 585 684
Tenant security deposit liabilities (6) (13)
Other liabilities (493) 82
Net cash provided by operating activities 407 762
Cash flows from investing activities:
Property improvements and replacements (97) (274)
Receipts from restricted escrows 4 71
Deposits to restricted escrows (570) (25)
Net cash used in investing activities (663) (228)
Cash flows from financing activities:
Payment of loan costs (350) --
Payments on mortgage notes payable (291) (140)
Repayment of mortgage note payable (10,577) --
Proceeds from refinance of mortgage 12,000 --
Net cash provided by (used in)
financing activities 782 (140)
Net increase in cash and cash equivalents 526 394
Cash and cash equivalents at beginning of period 2,807 1,899
Cash and cash equivalents at end of period $ 3,333 $ 2,293
Supplemental disclosure of cash flow information:
Cash paid for interest $ 1,142 $ 1,351
<FN>
See Accompanying Notes to Consolidated Financial Statements
</TABLE>
e) INVESTORS FIRST-STAGED EQUITY L.P.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Note A - Basis of Presentation
The accompanying unaudited consolidated financial statements 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 the General Partner, all adjustments
(consisting of normal recurring accruals) considered necessary for a fair
presentation have been included. Operating results for the six month period
ended June 30, 1996, are not necessarily indicative of the results that may be
expected for the fiscal year ending December 31, 1996. 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 fiscal year ended
December 31, 1995.
Certain reclassifications have been made to the 1995 information to conform
to the 1996 presentation.
Note B - Going Concern
The consolidated financial statements have been prepared assuming that the
Partnership will continue as a going concern. The consolidated financial
statements do not include any adjustments that might result from the outcome of
the uncertainties described below, however, such uncertainties raise substantial
doubt about the Partnership's ability to continue as a going concern.
The Partnership's properties historically experienced operating deficits
after debt service payments. As a means of funding the Partnership's deficits,
the Partnership previously drew upon working capital reserves, which were
exhausted as of December 31, 1989, and had taken cash advances from affiliates
of the General Partner. The General Partner and affiliates are not obligated to
and do not intend to further fund any such cash flow deficits. In addition, the
partners deficit at June 30, 1996, was $17,700,000. Also, since December 31,
1989, the Partnership has typically deferred repayment of these advances and
other accrued expenses with the consent of the General Partner and its
affiliates. During 1994, the General Partner and its affiliates assigned a
portion of the advances to an affiliate of Insignia Financial Group,
Inc.("Insignia"). The willingness of the affiliates of the General Partner and
other related parties to continue to defer repayment of the advances could
adversely affect the Partnership's financial condition.
In addition, the General Partner and its affiliates have incurred serious
financial difficulties that may affect the ability of the General Partner to
function in that capacity. The administration and management of the Partnership
is dependent on the General Partner and its affiliates. The pending replacement
of the General Partner as discussed in "Note D" will not necessarily have a
positive impact on the financial condition of the Partnership.
Due to cash flow deficiencies at Rivercrest Village Apartments and Richardson
Highlands Apartments, the Partnership stopped making the required monthly
payments on the second mortgage loans for these properties in October 1990 and
September 1991, respectively. The Registrant negotiated with the subordinate
debt holder for Rivercrest Village and Richardson Highlands and finalized a debt
restructure on June 22, 1994. The Partnership is in default of certain
provisions of these restructured subordinate loans due to the failure to make
the required debt service payments of surplus cash amounts as provided by The
Department of Housing and Urban Development ("HUD") Regulatory Agreement. The
failure to make such payments is due to the disbursements questioned by HUD as
discussed below. Sub-tier partnerships, which are consolidated by the
Partnership, own direct title to the Rivercrest and Richardson properties. The
partnership interests in these sub-tier partnerships are pledged as collaterial
under the terms of the security agreements for the second mortgage loans.
Subsequent to June 30, 1996, the Partnership received default notices from the
subordinated debt holders which indicated the debt holder's intentions to pursue
its available remedies under the security agreement if the defaults were not
cured. Such remedies include proceeding with a foreclosure on the partnership
interests securing the second mortgage loans. Such an action would effectively
force the Partnership to relinquish the related properties to the debt holder.
Currently, the General Partner is negotiating a default cure with the
subordinated debt holder, however, there can be no assurances that such efforts
will prove successful.
The Partnership, VMS Realty Management, Inc. and HUD are engaged in
discussions covering the appropriateness of certain Richardson Highlands and
Rivercrest Village disbursements totalling approximately $2,168,000 and
$1,608,000, respectively, made during the years 1987 through 1991. The parties
are attempting to resolve this issue, but the ultimate outcome cannot presently
be determined. The General Partner is vigorously defending its past actions and
does not believe the eventual outcome of these discussions will have a material
adverse effect on the operations of the Partnership. Given the General
Partner's beliefs and the uncertainty regarding the eventual resolution of the
amounts in question, the responsible parties and their ability to make repayment
if deemed necessary, no adjustment has been made to the Partnership's
consolidated financial statements concerning this matter.
The consolidated financial statements do not include any adjustments relating
to the recoverability of the recorded asset accounts or the amount of
liabilities that might be necessary should the Partnership be unable to continue
as a going concern.
Note C - Legal Proceedings
Certain affiliates of the Partnership, including the General Partner and
certain officers and directors of such affiliates are parties to certain pending
legal proceedings. The adverse outcome of any one or more legal proceedings
against these affiliates who provide financial support or services to the
Partnership could have a materially adverse effect on the present and future
operations of the Partnership. However, the inclusion of this discussion is not
intended as a representation by the Partnership that any particular proceeding
is material. There can be no assurance as to the outcome of any of these legal
proceedings.
Note D - Transactions with Affiliates and Related Parties
The Partnership has no employees and is dependent on the General Partner or
its affiliates for the management and administration of all partnership
activities. The General Partner or its affiliates may be reimbursed for direct
expenses relating to the Partnership's administration and other costs charged on
behalf of the Partnership. The General Partner or its affiliates received
approximately $1,000 in the first six months of 1996 as reimbursement of such
advances and out-of-pocket expenses. No reimbursements were paid during the
first six months of 1995.
Pursuant to an agreement dated July 14, 1994, a transaction is pending in
which the current General Partner would be replaced by MAERIL, Inc., an
affiliate of Insignia. The substitution of MAERIL, Inc. as the General Partner
is expected, but there is no assurance that the transaction will be consummated.
The Partnership has engaged affiliates of Insignia to provide day-to-day
management of the Partnership's properties. These affiliates received
approximately $193,000 and $233,000 of management fees for such services for the
six months ended June 30, 1996 and 1995, respectively. An affiliate of Insignia
also provided partnership administration and management services for the
Partnership. Reimbursements for direct expenses relating to these services
totaled $72,000 for the six months ended June 30, 1996, and $121,000 for the six
months ended June 30, 1995. Approximately $549,000 was paid during the second
quarter of 1996 for accrued expense reimbursements which had been accrued and
included in other liabilities.
Note E - Sale of Property
On December 12, 1995, Serramonte Plaza, Ltd. sold a building at Serramonte
Plaza to an unaffiliated party for approximately $6,000,000. This building, the
Breuner building, had a net book value of $2,592,000. The Partnership received
net proceeds of $5,670,000 after payment of closing costs. The gain on the sale
was $3,078,000 and was allocated to the partners in accordance with the Restated
Limited Partnership Agreement. Approximately $3,861,000 of the proceeds were
applied to the mortgage note payable and $1,500,000 of the proceeds were used to
repay advances from the General Partner.
Note F - Refinancing of Serramonte Plaza Mortgage
The Serramonte Plaza first mortgage matured in November 1995. Prior to
maturity, a 30 day extension was granted during which time an additional monthly
payment was made. On December 15, 1995, the debt was purchased by ALI, INC.
("ALI") with an additional extension being granted through March 22, 1996. A
payment of $3,861,000 was made in conjunction with the sale of the Bruener
building at Serramonte Plaza as discussed in "Note E" of the Notes to
Consolidated Financial Statements.
On June 28, 1996, the first mortgage note was refinanced by Lehman Brothers
Holdings, Inc. ("LBHI") with the outstanding principal balance being increased
to $12,000,000. The old mortgage note in the amount of $10,577,000 was repaid
from loan proceeds received from the refinancing. The new mortgage note matures
on June 28, 1999, and requires monthly interest-only payments. The interest
rate is a variable rate equal to the sum of the greater of LIBOR or 3.75% plus
5.0%, or, from and after the date that Insignia or any other entity under common
control with Insignia acquires the general partnership interest of VMS Realty
Investment II in the Partnership, the sum of the greator of LIBOR or 4.625%
plus 4.125%. Also, commencing on the fifteenth day of July, 1996, and
continuing on the fifteenth day of each calendar month thereafter until the new
mortgage is paid in full, one hundred percent of the Excess Cash Flow for the
calendar month immediately preceding the payment due date shall be paid to
LBHI and applied in reduction of the then outstanding principal balance.
On the maturity date, in addition to all other sums, including, without
limitation, all principal, interest and other amounts now or hereafter owed,
additional interest equal to $1,680,000 is owed to the lender and becomes a
part of the indebtedness.
Under the terms of the new mortgage, a capital reserve escrow account in the
amount of $500,000 was required by LBHI to fund any capital improvements needed
at the property. In addition, a mechanics'-lien escrow in the amount of $45,000
was required by LBHI relating to tenant litigation.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS
The Partnership's investment properties consist of two apartment complexes
and one commercial property. The following table sets forth the average
occupancy for these properties for the six months ended June 30, 1996 and 1995:
Average Occupancy
1996 1995
Rivercrest Village Apartments
Sacramento, California 89% 94%
Richardson Highlands Apartments
Marin City, California 98% 94%
Serramonte Plaza
Daly City, California 93% 92%
The decrease in occupancy at Rivercrest Village Apartments was primarily due
to college students vacating the property during the semester break. The
occupancy increase at Richardson Highlands was due to overall improved market
conditions and increases in the level of qualified applicants visiting the
property since June 1995.
The Partnership realized a net loss of $768,000 for the six months ended June
30, 1996, compared to a net loss of $1,011,000 for the six months ended June 30,
1995. The Partnership realized a net loss of $545,000 for the three months
ended June 30, 1996, compared to a net loss of $467,000 for the three months
ended June 30, 1995.
The decrease in other income for the three and six months ended June 30,
1996, compared to the three and six months ended June 30, 1995, was due
primarily to decreases in deposit forfeitures and late charges at Serramonte
Plaza and decreases in application fees at Rivercrest Village.
The decrease in total expenses for the six months ended June 30, 1996,
compared to the six months ended June 30, 1995, was primarily due to decreases
in operating, general and administrative and interest expenses. Operating
expenses decreased due to decreases in management fees, utilities, amortization
and insurance expense. Management fees, which are based on revenues, decreased
due to decreases in revenues at Serramonte Plaza and Rivercrest Village. The
decrease in amortization expense was due to several lease commissions being
fully amortized in 1995. Utilities and insurance expense decreased primarily
due to the sale of the Bruener building at Serramonte Plaza in 1995 (see "Note
E" of the Notes to Consolidated Financials). General and administrative
expenses decreased for the six months ended June 30, 1996, primarily due to
decreases in expense reimbursements resulting from lower administrative costs
since June 1995. This decrease was partially offset by increases in legal costs
at Serramonte Plaza relating to tenant litigation issues regarding collections
of past due rents. Interest expense decreased for both the three and six months
ended June 30, 1996, as a result of the payment of approximately $3,860,000
towards the principal balance of the Serramonte Plaza mortgage note at the end
of 1995. The payment was made from sales proceeds received on the sale of the
Breuner building. The decrease in interest expense for the three months ended
June 30, 1996, was offset slightly by an increase in maintenance expense. The
increase in maintenance expense for the three months ended June 30, 1996, was
primarily due to increases in exterior building improvements and painting
projects during the second quarter of 1996 at Richardson Highlands.
The loss on disposal of property for the six months ended June 30, 1995,
related to roof replacements at Richardson Highlands.
As part of the ongoing business plan of the Partnership, the 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 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
General Partner will be able to sustain such a plan.
Liquidity and Capital Resources
The Partnership held unrestricted cash of $3,333,000 at June 30, 1996,
compared to unrestricted cash of $2,293,000 at June 30, 1995. Net cash provided
by operating activities decreased primarily due to the payment of approximately
$549,000 of accrued expense reimbursements to affiliates of Insignia, included
in other liabilities, during the second quarter of 1996. These expense
reimbursements had been accrued from January 1994 to the date of payment. This
increase was slightly offset by decreased operating and interest expenses and
the receipt of tax and insurance escrows related to the Breuner building sale in
late 1995 (See "Note E" of the Notes to Consolidated Financial Statements). Net
cash used in investing activities increased due to required deposits of $545,000
to restricted escrows related to the refinancing of the Serramonte Plaza
mortgage (See "Note F" of the Notes to Consolidated Financial Statements),
offset slightly by reductions in property improvements and replacements after
significant additions in the prior year. Net cash provided by financing
activities increased due to net proceeds received from the refinancing of the
Serramonte Plaza mortgage during the second quarter of 1996. Loan costs of
$350,000 relating to the refinancing of the Serramonte Plaza mortgage were paid
during the second quarter of 1996.
The consolidated financial statements have been prepared assuming that the
Partnership will continue as a going concern. The consolidated financial
statements do not include any adjustments that might result from the outcome of
the uncertainties described below, however, such uncertainties raise substantial
doubt about the Partnership's ability to continue as a going concern.
The Partnership's properties historically experienced operating deficits
after debt service payments. As a means of funding the Partnership's deficits,
the Partnership previously drew upon working capital reserves, which were
exhausted as of December 31, 1989, and had taken cash advances from affiliates
of the General Partner. The General Partner and affiliates are not obligated to
and do not intend to fund any further such cash flow deficits. In addition, the
partners' deficit at June 30, 1996, was $17,700,000. Also, since December 31,
1989, the Partnership has typically deferred repayment of these advances and
other accrued expenses with the consent of the General Partner and its
affiliates. During 1994, the General Partner and its affiliates assigned a
portion of the advances to an affiliate of Insignia Financial Group, Inc.
("Insignia"). The willingness of the General Partner and its affiliates to
continue to defer repayment of these amounts could adversely affect the
Partnership's financial condition.
Due to cash flow deficiencies at Rivercrest Village Apartments and Richardson
Highlands Apartments, the Partnership stopped making the required monthly
payments on the second mortgage loans for these properties in October 1990 and
September 1991, respectively. The Registrant negotiated with the subordinate
debt holder for Rivercrest Village and Richardson Highlands and finalized a debt
restructure on June 22, 1994. The Partnership is in default of certain
provisions of these restructured subordinate loans due to the failure to make
the required debt service payments of surplus cash amounts as provided by The
Department of Housing and Urban Development ("HUD") Regulatory Agreement. The
failure to make such payments is due to the disbursements questioned by HUD as
discussed below.
The Partnership, VMS Realty Management, Inc. and HUD are engaged in
discussions covering the appropriateness of certain Richardson Highlands and
Rivercrest Village disbursements totalling approximately $2,168,000 and
$1,608,000, respectively, made during the years 1987 through 1991. The parties
are attempting to resolve this issue, but the ultimate outcome cannot presently
be determined. The General Partner is vigorously defending its past actions and
does not believe the eventual outcome of these discussions will have a material
adverse effect on the operations of the Partnership. No adjustment has been
made to the Partnership's financial statements concerning this matter given the
General Partner's beliefs, the uncertainty regarding the eventual resolution of
the amounts in question, and the responsible parties' ability to make repayment
if deemed necessary.
Recent Developments - VMS Realty Partners and Affiliates
There have been no material developments or changes from Recent Developments
- - VMS Realty Partners and Affiliates disclosed in "Part I, Item 1" of the
Partnership's report on Form 10-KSB for the year ended December 31, 1995.
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
There have been no new material developments or changes from "Part I, Item 3" of
the Partnership's report on the Form 10-KSB for the year ended December 31,
1995.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
The Partnership did not submit any matter to a vote of its holders of Limited
Partnership Interests during the three months ended June 30, 1996.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
a) Exhibits:
Exhibit 10d, Serramonte refinancing documents.
The Partnership has requested copies of the closing documents for
the refinancing of the Serramonte Plaza property but has not
received these documents as of the date of this filing. The
Partnership will file an amended 10-QSB to include these Exhibits
when they are received.
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 June 30, 1996.
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.
INVESTORS FIRST-STAGED EQUITY L.P.
(Registrant)
By: VMS Realty Investment II,
General Partner
Date: August 14, 1996 By: /s/Joel A. Stone
Joel A. Stone
President
Date: August 14, 1996 By: /s/Thomas A. Gatti
Thomas A. Gatti, Senior Vice-President
and Principal Accounting Officer
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from
Investors First-Staged Equity LP 1996 Second Quarter 10-QSB and is qualified in
its entirety by reference to such 10-QSB filing.
</LEGEND>
<CIK> 0000768834
<NAME> INVESTORS FIRST STAGED EQUITY LP
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> JUN-30-1996
<CASH> 3,333
<SECURITIES> 0
<RECEIVABLES> 205
<ALLOWANCES> 202
<INVENTORY> 0
<CURRENT-ASSETS> 0<F1>
<PP&E> 51,029
<DEPRECIATION> (23,255)
<TOTAL-ASSETS> 33,669
<CURRENT-LIABILITIES> 0<F1>
<BONDS> 47,054
0
0
<COMMON> 0
<OTHER-SE> (17,700)
<TOTAL-LIABILITY-AND-EQUITY> 33,669
<SALES> 0
<TOTAL-REVENUES> 3,660
<CGS> 0
<TOTAL-COSTS> 4,428
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 1,758
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (768)
<EPS-PRIMARY> (46.72)<F2>
<EPS-DILUTED> 0
<FN>
<F1>The Registrant has an unclassified balance sheet.
<F2>Multiplier is 1.
</FN>
</TABLE>
