SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
Quarterly Report Under Section 13 or 15(d)
of The Securities Exchange Act of 1934
For the Quarter Ended: June 30, 1997
Commission file number: 0-14264
AEI REAL ESTATE FUND 85-B LIMITED PARTNERSHIP
(Exact Name of Small Business Issuer as Specified in its Charter)
State of Minnesota 41-1525197
(State or other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification No.)
1300 Minnesota World Trade Center, St. Paul, Minnesota 55101
(Address of Principal Executive Offices)
(612) 227-7333
(Issuer's telephone number)
Not Applicable
(Former name, former address and former fiscal year, if changed
since last report)
Check whether the issuer (1) 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
Transitional Small Business Disclosure Format:
Yes No [X]
AEI REAL ESTATE FUND 85-B LIMITED PARTNERSHIP
INDEX
PART I. Financial Information
Item 1. Balance Sheet as of June 30, 1997 and December 31, 1996
Statements for the Periods ended June 30, 1997 and 1996:
Income
Cash Flows
Changes in Partners' Capital
Notes to Financial Statements
Item 2. Management's Discussion and Analysis
PART II. Other Information
Item 1. Legal Proceedings
Item 2. Changes in Securities
Item 3. Defaults Upon Senior Securities
Item 4. Submission of Matters to a Vote of Security Holders
Item 5. Other Information
Item 6. Exhibits and Reports on Form 8-K
<PAGE>
AEI REAL ESTATE FUND 85-B LIMITED PARTNERSHIP
BALANCE SHEET
JUNE 30, 1997 AND DECEMBER 31, 1996
(Unaudited)
ASSETS
1997 1996
CURRENT ASSETS:
Cash and Cash Equivalents $ 302,844 $ 299,844
Receivables 9,591 6,780
----------- -----------
Total Current Assets 312,435 306,624
----------- -----------
INVESTMENTS IN REAL ESTATE:
Land 1,492,533 1,667,493
Buildings and Equipment 2,786,406 3,000,246
Accumulated Depreciation (1,368,391) (1,414,181)
----------- -----------
Net Investments in Real Estate 2,910,548 3,253,558
----------- -----------
Total Assets $ 3,222,983 $ 3,560,182
=========== ===========
LIABILITIES AND PARTNERS' CAPITAL
CURRENT LIABILITIES:
Payable to AEI Fund Management, Inc. $ 107,660 $ 99,733
Land Remediation Estimate 211,000 211,000
Distributions Payable 68,244 91,293
Unearned Rent 12,459 0
----------- -----------
Total Current Liabilities 399,363 402,026
----------- -----------
PARTNERS' CAPITAL (DEFICIT):
General Partners (36,361) (33,015)
Limited Partners, $1,000 Unit value;
7,500 Units authorized and issued;
6,744 Units outstanding 2,859,981 3,191,171
----------- -----------
Total Partners' Capital 2,823,620 3,158,156
----------- -----------
Total Liabilities and Partners' Capital $ 3,222,983 $ 3,560,182
=========== ===========
The accompanying Notes to Financial Statements are an integral
part of this statement.
</PAGE>
<PAGE>
AEI REAL ESTATE FUND 85-B LIMITED PARTNERSHIP
STATEMENT OF INCOME
FOR THE PERIODS ENDED JUNE 30
(Unaudited)
Three Months Ended Six Months Ended
6/30/97 6/30/96 6/30/97 6/30/96
INCOME:
Rent $ 118,972 $ 140,500 $ 257,642 $ 283,578
Investment Income 5,227 3,784 11,282 7,371
---------- ---------- ---------- ----------
Total Income 124,199 144,284 268,924 290,949
---------- ---------- ---------- ----------
EXPENSES:
Partnership Administration -
Affiliates 28,212 20,330 48,142 47,556
Partnership Administration
and Property Management -
Unrelated Parties 17,334 20,301 44,579 39,957
Depreciation 18,396 34,710 40,164 69,419
---------- ---------- ---------- ----------
Total Expenses 63,942 75,341 132,885 156,932
---------- ---------- ---------- ----------
OPERATING INCOME 60,257 68,943 136,039 134,017
GAIN ON SALE OF REAL ESTATE 0 0 109,147 0
---------- ---------- ---------- ----------
NET INCOME $ 60,257 $ 68,943 $ 245,186 $ 134,017
========== ========== ========== ==========
NET INCOME ALLOCATED:
General Partners $ 603 $ 689 $ 2,452 $ 1,340
Limited Partners 59,654 68,254 242,734 132,677
---------- ---------- ---------- ----------
$ 60,257 $ 68,943 $ 245,186 $ 134,017
========== ========== ========== ==========
NET INCOME PER
LIMITED PARTNERSHIP UNIT
(6,744 and 6,819 weighted
average Units outstanding
in 1997 and 1996,
respectively) $ 8.84 $ 10.01 $ 35.99 $ 19.46
========== ========== ========== ==========
The accompanying Notes to Financial Statements are an integral
part of this statement.
</PAGE>
<PAGE>
AEI REAL ESTATE FUND 85-B LIMITED PARTNERSHIP
STATEMENT OF CASH FLOWS
FOR THE PERIODS ENDED JUNE 30
(Unaudited)
1997 1996
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income $ 245,186 $ 134,017
Adjustments to Reconcile Net Income to Net Cash
Provided by Operating Activities:
Depreciation 40,164 69,419
Gain on Sale of Real Estate (109,147) 0
(Increase) Decrease in Receivables (2,811) 49
Increase in Payable to
AEI Fund Management, Inc. 7,927 49,082
Increase in Unearned Rent 12,459 17,157
----------- -----------
Total Adjustments (51,408) 135,707
----------- -----------
Net Cash Provided By
Operating Activities 193,778 269,724
----------- -----------
CASH FLOWS FROM INVESTING ACTIVITIES:
Proceeds From Sale of Real Estate 411,993 0
----------- -----------
CASH FLOWS FROM FINANCING ACTIVITIES:
Decrease in Distributions Payable (23,049) (20,209)
Distributions to Partners (579,722) (201,061)
----------- -----------
Net Cash Used For
Financing Activities (602,771) (221,270)
----------- -----------
NET INCREASE IN CASH AND CASH EQUIVALENTS 3,000 48,454
CASH AND CASH EQUIVALENTS, beginning of period 299,844 302,614
----------- -----------
CASH AND CASH EQUIVALENTS, end of period $ 302,844 $ 351,068
=========== ===========
The accompanying Notes to Financial Statements are an integral
part of this statement.
</PAGE>
<PAGE>
AEI REAL ESTATE FUND 85-B LIMITED PARTNERSHIP
STATEMENT OF CHANGES IN PARTNERS' CAPITAL
FOR THE PERIODS ENDED JUNE 30
(Unaudited)
Limited
Partnership
General Limited Units
Partners Partners Total Outstanding
BALANCE, December 31, 1995 $ (29,269) $ 3,562,088 $ 3,532,819 6,819.00
Distributions (2,010) (199,051) (201,061)
Net Income 1,340 132,677 134,017
--------- ----------- ----------- ----------
BALANCE, June 30, 1996 $ (29,939) $ 3,495,714 $ 3,465,775 6,819.00
========= =========== =========== ==========
BALANCE, December 31, 1996 $ (33,015) $ 3,191,171 $ 3,158,156 6,743.96
Distributions (5,798) (573,924) (579,722)
Net Income 2,452 242,734 245,186
--------- ----------- ----------- -----------
BALANCE, June 30, 1997 $ (36,361) $ 2,859,981 $2,823,620 6,743.96
========= =========== =========== ===========
The accompanying Notes to Financial Statements are an integral
part of this statement.
</PAGE>
AEI REAL ESTATE FUND 85-B LIMITED PARTNERSHIP
NOTES TO FINANCIAL STATEMENTS
JUNE 30, 1997
(Unaudited)
(1) The condensed statements included herein have been prepared
by the Partnership, without audit, pursuant to the rules and
regulations of the Securities and Exchange Commission, and
reflect all adjustments which are, in the opinion of
management, necessary to a fair statement of the results of
operations for the interim period, on a basis consistent with
the annual audited statements. The adjustments made to these
condensed statements consist only of normal recurring
adjustments. Certain information, accounting policies, and
footnote disclosures normally included in financial
statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted pursuant
to such rules and regulations, although the Partnership
believes that the disclosures are adequate to make the
information presented not misleading. It is suggested that
these condensed financial statements be read in conjunction
with the financial statements and the summary of significant
accounting policies and notes thereto included in the
Partnership's latest annual report on Form 10-KSB.
(2) Organization -
AEI Real Estate Fund 85-B Limited Partnership (Partnership)
was formed to acquire and lease commercial properties to
operating tenants. The Partnership's operations are managed
by Net Lease Management 85-B, Inc. (NLM), the Managing
General Partner of the Partnership. Robert P. Johnson, the
President and sole shareholder of NLM, serves as the
Individual General Partner of the Partnership. An affiliate
of NLM, AEI Fund Management, Inc., performs the
administrative and operating functions for the Partnership.
The terms of the Partnership offering call for a
subscription price of $1,000 per Limited Partnership Unit,
payable on acceptance of the offer. The Partnership
commenced operations on September 17, 1985 when minimum
subscriptions of 1,300 Limited Partnership Units
($1,300,000) were accepted. The Partnership's offering
terminated on February 4, 1986 when the maximum subscription
limit of 7,500 Limited Partnership Units ($7,500,000) was
reached.
Under the terms of the Limited Partnership Agreement, the
Limited Partners and General Partners contributed funds of
$7,500,000 and $1,000, respectively. During the operation
of the Partnership, any Net Cash Flow, as defined, which the
General Partners determine to distribute will be distributed
90% to the Limited Partners and 10% to the General Partners;
provided, however, that such distributions to the General
Partners will be subordinated to the Limited Partners first
receiving an annual, noncumulative distribution of Net Cash
Flow equal to 10% of their Adjusted Capital Contribution, as
defined, and, provided further, that in no event will the
General Partners receive less than 1% of such Net Cash Flow
per annum. Distributions to Limited Partners will be made
pro rata by Units.
AEI REAL ESTATE FUND 85-B LIMITED PARTNERSHIP
NOTES TO FINANCIAL STATEMENTS
(Continued)
(2) Organization - (Continuted)
Any Net Proceeds of Sale, as defined, from the sale or
financing of the Partnership's properties which the General
Partners determine to distribute will, after provisions for
debts and reserves, be paid in the following manner: (i)
first, 99% to the Limited Partners and 1% to the General
Partners until the Limited Partners receive an amount equal
to: (a) their Adjusted Capital Contribution plus (b) an
amount equal to 6% of their Adjusted Capital Contribution
per annum, cumulative but not compounded, to the extent not
previously distributed from Net Cash Flow; (ii) next, 99% to
the Limited Partners and 1% to the General Partners until
the Limited Partners receive an amount equal to 14% of their
Adjusted Capital Contribution per annum, cumulative but not
compounded, to the extent not previously distributed; (iii)
next, to the General Partners until cumulative distributions
to the General Partners under Items (ii) and (iii) equal 15%
of cumulative distributions to all Partners under Items (ii)
and (iii). Any remaining balance will be distributed 85% to
the Limited Partners and 15% to the General Partners.
Distributions to the Limited Partners will be made pro rata
by Units.
For tax purposes, profits from operations, other than
profits attributable to the sale, exchange, financing,
refinancing or other disposition of the Partnership's
property, will be allocated first in the same ratio in
which, and to the extent, Net Cash Flow is distributed to
the Partners for such year. Any additional profits will be
allocated 90% to the Limited Partners and 10% to the General
Partners. In the event no Net Cash Flow is distributed to
the Limited Partners, 90% of each item of Partnership
income, gain or credit for each respective year shall be
allocated to the Limited Partners, and 10% of each such item
shall be allocated to the General Partners. Net losses from
operations will be allocated 98% to the Limited Partners and
2% to the General Partners.
For tax purposes, profits arising from the sale, financing,
or other disposition of the Partnership's property will be
allocated in accordance with the Partnership Agreement as
follows: (i) first, to those Partners with deficit balances
in their capital accounts in an amount equal to the sum of
such deficit balances; (ii) second, 99% to the Limited
Partners and 1% to the General Partners until the aggregate
balance in the Limited Partners' capital accounts equals the
sum of the Limited Partners' Adjusted Capital Contributions
plus an amount equal to 14% of their Adjusted Capital
Contributions per annum, cumulative but not compounded, to
the extent not previously allocated; (iii) third, to the
General Partners until cumulative allocations to the General
Partners equal 15% of cumulative allocations. Any remaining
balance will be allocated 85% to the Limited Partners and
15% to the General Partners. Losses will be allocated 98%
to the Limited Partners and 2% to the General Partners.
The General Partners are not required to currently fund a
deficit capital balance. Upon liquidation of the Partnership
or withdrawal by a General Partner, the General Partners
will contribute to the Partnership an amount equal to the
lesser of the deficit balances in their capital accounts or
1% of total Limited Partners' and General Partners' capital
contributions.
AEI REAL ESTATE FUND 85-B LIMITED PARTNERSHIP
NOTES TO FINANCIAL STATEMENTS
(Continued)
(3) Investments in Real Estate -
The Fair Muffler property, located in Park Forest, Illinois,
is a one-story brick building with approximately 2,450
square feet on an approximately 19,388 square foot parcel of
land. It was acquired in August, 1986 and leased under a
long-term triple net Lease for twenty years. In 1989, the
lessee filed for bankruptcy and the Partnership re-leased
the property to a Fair Muffler franchisee who had been
operating the property as a sublessee. The franchisee
continued to operate the property until December, 1996. In
January, 1997, it was leased on a month-to-month basis to a
car care operator for $2,600 per month. The Partnership is
reviewing its available options which include selling or re-
leasing the property. However, other real estate in the
immediate area has been taken back by lenders and is
maintaining a high vacancy rate. In 1996, in anticipation
of selling the property, the Partnership conducted an
environmental soil contamination investigation of the
property. The investigation revealed contamination of
approximately 2,750 cubic yards exceeding Tier 1 soil
migration to Class II groundwater, which will need to be
remediated. The contamination has been identified as
petroleum constituents and is believed to have been caused
by underground storage tanks when the property was operated
as a gasoline station, which occurred prior to the
Partnership's ownership.
An estimate, prepared by an environmental engineering firm,
of approximately $211,000 has been received for site
remediation work. The estimate includes contaminated soil
removal, tank removal, soil sampling, backfilling and
reporting. The Partnership has engaged legal counsel to
investigate what sources, if any, are available for
indemnification of these reclamation costs. In the third
quarter of 1996, the Partnership accrued a current liability
of $211,000 to remediate the site. It has not been
determined when the reclamation work will begin or how long
it will take to complete. It is reasonably possible that
the actual costs could differ from the estimate and that the
difference could be material.
On February 17, 1997, the Partnership sold the Auto Max
property to an unrelated third party. The Partnership
received net sale proceeds of $411,993, which resulted in a
net gain of $109,147. At the time of sale, the cost and
related accumulated depreciation of the property was
$388,800 and $85,954, respectively. In April, 1997, the
Partnership distributed $404,040 of the net sale proceeds to
the Limited and General Partners which represented a return
of capital of $59.31 per Limited Partnership Unit,
respectively.
(4) Payable to AEI Fund Management -
AEI Fund Management, Inc. performs the administrative and
operating functions for the Partnership. The payable to AEI
Fund Management represents the balance due for those
services. This balance is non-interest bearing and
unsecured and is to be paid in the normal course of
business.
ITEM 2.MANAGEMENT'S DISCUSSION AND ANALYSIS
Results of Operations
For the six months ended June 30, 1997 and 1996, the
Partnership recognized rental income of $257,642 and $283,578,
respectively. During the same periods, the Partnership earned
investment income of $11,282 and $7,371, respectively. In 1997,
rental income decreased mainly as a result of the sale of the
Auto Max property discussed below. The decrease in rental income
was partially offset by additional investment income earned on
the net proceeds from the property sale.
During the six months ended June 30, 1997 and 1996, the
Partnership paid Partnership administration expenses to
affiliated parties of $48,142 and $47,556, respectively. These
administration expenses include costs associated with the
management of the properties, processing distributions, reporting
requirements and correspondence to the Limited Partners. During
the same periods, the Partnership incurred Partnership
administration and property management expenses from unrelated
parties of $44,579 and $39,957, respectively. These expenses
represent direct payments to third parties for legal and filing
fees, direct administrative costs, outside audit and accounting
costs, taxes, insurance and other property costs.
The Fair Muffler property, located in Park Forest,
Illinois, is a one-story brick building with approximately 2,450
square feet on an approximately 19,388 square foot parcel of
land. It was acquired in August, 1986 and leased under a long-
term triple net Lease for twenty years. In 1989, the lessee
filed for bankruptcy and the Partnership re-leased the property
to a Fair Muffler franchisee who had been operating the property
as a sublessee. The franchisee continued to operate the property
until December, 1996. In January, 1997, it was leased on a month-
to-month basis to a car care operator for $2,600 per month. The
Partnership is reviewing its available options which include
selling or re-leasing the property. However, other real estate
in the immediate area has been taken back by lenders and is
maintaining a high vacancy rate. In 1996, in anticipation of
selling the property, the Partnership conducted an environmental
soil contamination investigation of the property. The
investigation revealed contamination of approximately 2,750 cubic
yards exceeding Tier 1 soil migration to Class II groundwater,
which will need to be remediated. The contamination has been
identified as petroleum constituents and is believed to have been
caused by underground storage tanks when the property was
operated as a gasoline station, which occurred prior to the
Partnership's ownership.
An estimate, prepared by an environmental engineering
firm, of approximately $211,000 has been received for site
remediation work. The estimate includes contaminated soil
removal, tank removal, soil sampling, backfilling and reporting.
The Partnership has engaged legal counsel to investigate what
sources, if any, are available for indemnification of these
reclamation costs. In the third quarter of 1996, the Partnership
accrued a current liability of $211,000 to remediate the site.
It has not been determined when the reclamation work will begin
or how long it will take to complete. It is reasonably possible
that the actual costs could differ from the estimate and that the
difference could be material.
Effective April 1, 1997, the Partnership's annualized cash
distribution rate was 5.00%, based on the Adjusted Capital
Contribution. Distributions of Net Cash Flow to the General
Partners were subordinated to the Limited Partners as required in
the Partnership Agreement. As a result, 99% of distributions and
income were allocated to Limited Partners and 1% to the General
Partners.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS. (Continued)
Inflation has had a minimal effect on income from
operations. It is expected that increases in sales volumes of
the tenants, due to inflation and real sales growth, will result
in an increase in rental income over the term of the leases.
Inflation also may cause the Partnership's real estate to
appreciate in value. However, inflation and changing prices may
also have an adverse impact on the operating margins of the
properties' tenants which could impair their ability to pay rent
and subsequently reduce the Partnership's Net Cash Flow available
for distributions.
Liquidity and Capital Resources
During the six months ended June 30, 1997, the
Partnership's cash balances increased $3,000. Net cash provided
by operating activities decreased from $269,724 in 1996 to
$193,778 in 1997 as a result of a decrease in income in 1997 and
net timing differences in the collection of payments from the
lessees and the payment of expenses.
On February 17, 1997, the Partnership sold the Auto Max
property to an unrelated third party. The Partnership received
net sale proceeds of $411,993, which resulted in a net gain of
$109,147. At the time of sale, the cost and related accumulated
depreciation of the property was $388,800 and $85,954,
respectively. In April, 1997, the Partnership distributed
$404,040 of the net sale proceeds to the Limited and General
Partners which represented a return of capital of $59.31 per
Limited Partnership Unit, respectively.
The Partnership's primary use of cash flow is distribution
and redemption payments to Partners. The Partnership declares
its regular quarterly distributions before the end of each
quarter and pays the distribution in the first week after the end
of each quarter. The Partnership attempts to maintain a stable
distribution rate from quarter to quarter. However, in certain
quarters, the Partnership will increase the quarterly
distribution to pay out contingent rent received as a result of
an increase in sales at a property. The distribution of the
contingent rent can cause the total distributions and the
distribution payable to fluctuate from year to year. Redemption
payments are paid to redeeming Partners in the fourth quarter of
each year.
In the first six months of 1996, the Partnership made
distributions at a 6.27% rate which resulted in distributions to
the Partners of $201,061. In April, 1997, the Partnership
distributed net sale proceeds of $404,040 to the Partners as a
special distribution, which reduced the Limited Partners'
Adjusted Capital Contribution. Effective April 1, 1997, the
Partnership made distributions at a 5.0% rate on the reduced
capital balance, which resulted in distributions to the Partners
of $179,722 for the first six months of 1997.
The Partnership may acquire Units from Limited Partners
who have tendered their Units to the Partnership. Such Units may
be acquired at a discount. The Partnership is not obligated to
purchase in any year more than 5% of the number of Units
originally sold. In no event shall the Partnership be obligated
to purchase Units if, in the sole discretion of the Managing
General Partner, such purchase would impair the capital or
operation of the Partnership.
During 1996, four Limited Partners redeemed a total of
75.04 Partnership Units for $41,884 in accordance with the
Partnership Agreement. The Partnership acquired these Units
using Net Cash Flow from operations. In prior years, a total of
sixty-eight Limited Partners redeemed 680.8 Partnership Units for
$548,742. The redemptions increase the remaining Limited
Partners' ownership interest in the Partnership.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS. (Continued)
The continuing rent payments from the properties, together
with the Partnership's cash reserve, should be adequate to fund
continuing distributions and meet other Partnership obligations,
including those obligations associated with remediation of
contaminated soil at the Fair Muffler property located in Park
Forest, Illinois, on both a short-term and long-term basis.
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
There are no material pending legal proceedings to which
the Partnership is a party or of which the Partnership's
property is subject.
ITEM 2. CHANGES IN SECURITIES
None.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
None.
ITEM 5. OTHER INFORMATION
None.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
a. Exhibits -
Description
27 Financial Data Schedule for period
ended June 30, 1997.
b. Reports filed on Form 8-K - None.
SIGNATURES
In accordance with the requirements of the Exchange Act, the
Registrant has caused this report to be signed on its behalf by
the undersigned, thereunto duly authorized.
Dated: August 5, 1997 AEI Real Estate Fund 85-B
Limited Partnership
By: Net Lease Management 85-B,Inc.
Its: Managing General Partner
By: /s/ Robert P Johnson
Robert P. Johnson
President
(Principal Executive Officer)
By: /s/ Mark E Larson
Mark E. Larson
Chief Financial Officer
(Principal Accounting Officer)
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000771677
<NAME> AEI REAL ESTATE FUND 85-B LTD PARTNERSHIP
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> JUN-30-1997
<CASH> 302,844
<SECURITIES> 0
<RECEIVABLES> 9,591
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 312,435
<PP&E> 4,278,939
<DEPRECIATION> (1,368,391)
<TOTAL-ASSETS> 3,222,983
<CURRENT-LIABILITIES> 399,363
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 2,823,620
<TOTAL-LIABILITY-AND-EQUITY> 3,222,983
<SALES> 0
<TOTAL-REVENUES> 268,924
<CGS> 0
<TOTAL-COSTS> 132,885
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 245,186
<INCOME-TAX> 0
<INCOME-CONTINUING> 245,186
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 245,186
<EPS-PRIMARY> 35.99
<EPS-DILUTED> 35.99
</TABLE>
