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 period ended March 31, 1995
-------------------------------------------------
OR
[ ] 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 0-15446
MCNEIL REAL ESTATE FUND XXV, L.P.
- - - - - ----------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
California 33-0120335
- - - - - ----------------------------------------------------------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
13760 Noel Road, Suite 700, LB70, Dallas, Texas, 75240
- - - - - ----------------------------------------------------------------------------
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code (214) 448-5800
--------------------------
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 and (2) has been subject to such filing
requirements for the past 90 days. Yes X No
--- ---
<PAGE>
MCNEIL REAL ESTATE FUND XXV, L.P.
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
- - - - - ------ --------------------
BALANCE SHEETS
(Unaudited)
<TABLE>
<CAPTION>
March 31, December 31,
1995 1994
----------- -----------
<S> <C> <C>
ASSETS
- - - - - ------
Real estate investments:
Land..................................................... $ 5,524,463 $ 5,524,462
Buildings and improvements............................... 67,295,373 66,918,459
---------- ----------
72,819,836 72,442,921
Less: Accumulated depreciation and amortization......... (26,615,855) (25,759,358)
---------- ----------
46,203,981 46,683,563
Cash and cash equivalents................................... 3,263,689 3,125,937
Cash segregated for security deposits....................... 292,624 283,793
Note receivable............................................. 344,225 344,225
Accounts receivable, net of allowance for doubtful
accounts of $504,052 and $561,426 at March 31,
1995 and December 31, 1994, respectively................. 1,126,734 1,169,888
Escrow deposits............................................. 1,037,419 1,155,277
Deferred borrowing costs, net of accumulated
amortization of $60,775 and $58,491 at March 31,
1995 and December 31, 1994, respectively................. 257,975 260,259
Prepaid expenses and other assets........................... 373,368 409,620
---------- ----------
$52,900,015 $53,432,562
========== ==========
LIABILITIES AND PARTNERS' EQUITY (DEFICIT)
- - - - - -----------------------------------------
Mortgage note payable....................................... $ 7,381,507 $ 7,381,507
Accounts payable and accrued expenses....................... 182,341 175,019
Accrued interest............................................ 629,656 554,342
Accrued property taxes...................................... 669,935 858,300
Payable to affiliates - General Partner..................... 63,209 82,427
Land lease obligation....................................... 310,314 320,135
Deferred gain............................................... 348,340 348,340
Security deposits and deferred rental income................ 319,600 303,624
---------- ----------
9,904,902 10,023,694
---------- ----------
Partners' equity (deficit):
Limited partners - 84,000,000 limited partnership units
authorized; 83,900,527 limited partnership units issued
and outstanding at March 31, 1994 and December 31, 1993. 43,373,411 43,783,028
General Partner.......................................... (378,298) (374,160)
---------- ----------
42,995,113 43,408,868
---------- ----------
$52,900,015 $53,432,562
========== ==========
</TABLE>
The financial information included herein has been prepared by management
without audit by independent public accountants.
See accompanying notes to financial statements.
<PAGE>
McNEIL REAL ESTATE FUND XXV, L.P.
STATEMENTS OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
--------------------------
1995 1994
---------- ---------
<S> <C> <C>
Revenue:
Rental revenue................................................ $ 2,061,322 $2,160,055
Interest...................................................... 47,501 23,650
---------- ---------
Total revenue............................................... 2,108,823 2,183,705
---------- ---------
Expenses:
Interest...................................................... 206,426 199,314
Depreciation and amortization................................. 856,497 767,934
Property taxes................................................ 185,034 199,152
Personnel costs............................................... 199,301 164,394
Utilities..................................................... 187,731 206,679
Repairs and maintenance....................................... 309,410 272,728
Property management fees - affiliates......................... 121,383 122,044
Other property operating expenses............................. 207,921 201,542
General and administrative.................................... 24,870 26,505
General and administrative - affiliates....................... 224,005 218,740
---------- ---------
Total expenses.............................................. 2,522,578 2,378,762
Net loss....................................................... $ (413,755) $ (195,057)
========== =========
Net loss allocable to limited partners......................... $ (409,617) $ (193,106)
Net loss allocable to General Partner.......................... (4,138) (1,951)
---------- ---------
Net loss....................................................... $ (413,755) $ (195,057)
========== =========
Net loss per thousand limited partnership units................ $ (4.88) $ (2.30)
========== =========
Distributions per thousand limited partnership units........... $ .00 $ 4.77
========== =========
</TABLE>
The financial information included herein has been prepared by management
without audit by independent public accountants.
See accompanying notes to financial statements.
<PAGE>
McNEIL REAL ESTATE FUND XXV, L.P.
STATEMENTS OF PARTNERS' EQUITY (DEFICIT)
(Unaudited)
For the Three Months Ended March 31, 1995 and 1994
<TABLE>
<CAPTION>
Total
General Limited Partners'
Partner Partners Equity
-------- ---------- ----------
<S> <C> <C> <C>
Balance at December 31, 1993.............. $(368,845) $44,709,417 $44,340,572
Net loss.................................. (1,951) (193,106) (195,057)
Distributions............................. - (400,207) (400,207)
-------- ---------- ----------
Balance at March 31, 1994................. $(370,796) $44,116,104 $43,745,308
======== ========== ==========
Balance at December 31, 1994.............. $(374,160) $43,783,028 $43,408,868
Net loss.................................. (4,138) (409,617) (413,755)
-------- ---------- ----------
Balance at March 31, 1995................. $(378,298) $43,373,411 $42,995,113
======== ========== ==========
</TABLE>
The financial information included herein has been prepared by management
without audit by independent public accountants.
See accompanying notes to financial statements.
<PAGE>
McNEIL REAL ESTATE FUND XXV, L.P.
STATEMENTS OF CASH FLOWS
(Unaudited)
Increase (Decrease) in Cash and Cash Equivalents
<TABLE>
<CAPTION>
Three Months Ended
March 31,
---------------------------------
1995 1994
--------- ---------
<S> <C> <C>
Cash flows from operating activities:
Cash received from tenants........................ $2,104,676 $2,087,277
Cash paid to suppliers............................ (894,772) (1,005,659)
Cash paid to affiliates........................... (364,606) (354,751)
Interest received................................. 47,501 23,650
Interest paid..................................... (128,828) (125,234)
Property taxes paid and escrowed.................. (239,483) (225,278)
--------- ----------
Net cash provided by operating activities............ 524,488 400,005
--------- ----------
Cash flows from investing activities:
Additions to real estate investments.............. (376,915) (289,699)
--------- ----------
Cash flows from financing activities:
Principal payments on mortgage note
payable......................................... - (9,346)
Payments on capitalized land lease
obligation...................................... (9,821) (11,886)
Distributions paid................................ - (400,207)
- ----------
Net cash used in financing activities................ (9,821) (421,439)
--------- ---------
Net increase (decrease) in cash and cash
equivalents.......................................... 137,752 (311,133)
Cash and cash equivalents at beginning of
period............................................ 3,125,937 2,759,887
--------- ---------
Cash and cash equivalents at end of period........... $3,263,689 $2,448,754
========= =========
</TABLE>
The financial information included herein has been prepared by management
without audit by independent public accountants.
See accompanying notes to financial statements.
<PAGE>
McNEIL REAL ESTATE FUND XXV, L.P.
STATEMENTS OF CASH FLOWS
(Unaudited)
Reconciliation of Net Loss to Net Cash Provided by
Operating Activities
<TABLE>
<CAPTION>
Three Months Ended
March 31,
-------------------------------
1995 1994
-------- --------
<S> <C> <C>
Net loss............................................. $(413,755) $(195,057)
-------- --------
Adjustments to reconcile net loss to net cash
provided by operating activities:
Depreciation and amortization..................... 856,497 767,934
Amortization of deferred borrowing costs.......... 2,284 2,283
Amortization of deferred gain..................... - (21,035)
Changes in assets and liabilities:
Cash segregated for security deposits........... (8,831) (3,913)
Note receivable................................. - 21,196
Accounts receivable, net........................ 43,154 (58,971)
Escrow deposits................................. 117,858 113,231
Prepaid expenses and other assets............... 36,252 (22,039)
Accounts payable and accrued expenses........... 7,322 (130,676)
Accrued interest................................ 75,314 71,797
Accrued property taxes.......................... (188,365) (139,357)
Payable to affiliates - General Partner......... (19,218) (14,237)
Security deposits and deferred rental
income........................................ 15,976 8,849
-------- --------
Total adjustments............................. 938,243 595,062
-------- --------
Net cash provided by operating activities............ $ 524,488 $ 400,005
======== ========
</TABLE>
The financial information included herein has been prepared by management
without audit by independent public accountants.
See accompanying notes to financial statements.
<PAGE>
MCNEIL REAL ESTATE FUND XXV, L.P.
Notes to Financial Statements
March 31, 1995
(Unaudited)
NOTE 1.
- - - - - ------
McNeil Real Estate Fund XXV, L.P. (the "Partnership"), formerly known as
Southmark Equity Partners II, Ltd., was organized on February 15, 1985 as a
limited partnership under the provisions of the California Revised Limited
Partnership Act to acquire and operate commercial and residential properties.
The general partner of the Partnership is McNeil Partners, L.P. (the "General
Partner"), a Delaware limited partnership, an affiliate of Robert A. McNeil
("McNeil"). The principal place of business for the Partnership and the General
Partner is 13760 Noel Road, Suite 700, LB70, Dallas, Texas, 75240.
In the opinion of management, the financial statements reflect all adjustments
necessary for a fair presentation of the Partnership's financial position and
results of operations. All adjustments were of a normal recurring nature.
However, the results of operations for the three months ended March 31, 1995 are
not necessarily indicative of the results to be expected for the year ending
December 31, 1995.
NOTE 2.
- - - - - ------
The financial statements should be read in conjunction with the financial
statements contained in the Partnership's Annual Report on Form 10-K for the
year ended December 31, 1994, and the notes thereto, as filed with the
Securities and Exchange Commission, which is available upon request by writing
to McNeil Real Estate Fund XXV, L.P., c/o McNeil Real Estate Management, Inc.,
Investor Services, 13760 Noel Road, Suite 700, LB70, Dallas, Texas 75240.
NOTE 3.
- - - - - ------
Certain prior period amounts have been reclassified to conform to the current
period presentation.
NOTE 4.
- - - - - ------
The Partnership pays property management fees equal to 5% of the gross rental
receipts for its residential property and 6% of gross rental receipts for its
commercial properties to McNeil Real Estate Management, Inc. ("McREMI"), an
affiliate of the General Partner, for providing property management services for
the Partnership's residential and commercial properties and leasing services for
its residential properties. McREMI may also choose to provide leasing services
for the Partnership's commercial properties, in which case McREMI will receive
property management fees from such commercial properties equal to 3% of the
property's gross rental receipts plus leasing commissions based on the
prevailing market rate for such services where the property is located.
The Partnership reimburses McREMI for its costs, including overhead, of
administering the Partnership's affairs.
The Partnership is paying an asset management fee which is payable to the
General Partner. Through 1999, the asset management fee is calculated as 1% of
the Partnership's tangible asset value. Tangible asset value is determined by
using the greater of (i) an amount calculated by applying a capitalization rate
of 9% to the annualized net operating income of each property or (ii) a value of
$10,000 per apartment unit for residential property and $50 per gross square
foot for commercial properties to arrive at the property tangible asset value.
The property tangible asset value is then added to the book value of all other
assets excluding intangible items. The fee percentage decreases subsequent to
1999.
<PAGE>
Compensation and reimbursements paid to or accrued for the benefit of the
General Partner or its affiliates are as follows:
<TABLE>
<CAPTION>
Three Months Ended
March 31,
-------------------------------
1995 1994
------- -------
<S> <C> <C>
Property management fees............................. $121,383 $122,044
Charged to general and administrative
expense:
Partnership administration........................ 72,561 69,391
Asset management fee.............................. 151,444 149,079
------- -------
$345,388 $340,514
======= =======
</TABLE>
Payable to affiliates - General Partner at March 31, 1995 and December 31, 1994
consisted primarily of unpaid property management fees, Partnership general and
administrative expenses and asset management fees and are due and payable from
current operations.
NOTE 5.
- - - - - ------
The Partnership filed claims with the United States Bankruptcy Court for the
Northern District of Texas, Dallas Division (the "Bankruptcy Court") against
Southmark for damages relating to improper overcharges, breach of contract and
breach of fiduciary duty. The Partnership settled these claims in 1991, and such
settlement was approved by the Bankruptcy Court.
An Order Granting Motion to Distribute Funds to Class 8 Claimants dated April
14, 1995 was issued by the Bankruptcy Court. In accordance with the Order, in
May 1995 the Partnership received in full satisfaction of its claims, $73,122 in
cash, and common and preferred stock in the reorganized Southmark currently
valued at approximately $20,000, which amounts represent the Partnership's
pro-rata share of Southmark assets available for Class 8 Claimants.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
- - - - - ------ ---------------------------------------------------------------
RESULTS OF OPERATIONS
---------------------
FINANCIAL CONDITION
- - - - - -------------------
There has been no significant change in the operations of the Partnership's
properties since December 31, 1994. The Partnership reported a net loss of
$413,755 for the first three months of 1995 as compared to a net loss of
$195,057 for the first three months of 1994. Revenues in 1995 were $2,108,823
as compared to $2,183,705 in 1994, while expenses increased to $2,522,578 from
$2,378,762.
Net cash provided by operating activities was $524,488 for the three months
ended March 31, 1995, a change from $400,005 provided during the same three
month period in 1994. The Partnership expended $376,915 for capital improvements
and $9,821 for payments on the capitalized land lease obligation. The balance in
cash and cash equivalents increased to $3,263,689 at March 31, 1995, a net
increase of $137,752 from the balance at December 31, 1994.
Harbour Club I Apartments has continued to experience financial difficulties.
The cash flow from operations of the property has not been sufficient to fund
necessary capital improvements and to make the required monthly debt service
payments. Effective January 1, 1993, the Partnership ceased making regularly
scheduled debt service and escrow payments. In lieu of the aforementioned
payments, the Partnership is funding debt service with the excess cash flow of
the property. The Partnership has been notified that the mortgage note payable
is in default and that the servicing agent has assigned the mortgage to the
Department of Housing and Urban Development ("HUD"). If the Partnership is
unable to successfully cure the default, the mortgagee could declare the entire
indebtedness due and proceed with foreclosure on the property or pursue other
actions such as gaining control of the property or placing it in receivership.
Harbour Club I is part of a four-phase apartment complex located in Belleville,
Michigan. Phases II and III of the complex are also owned by partnerships of
which McNeil Partners, L.P. is the general partner, while Phase IV is owned by
University Real Estate Fund 12, Ltd. ("UREF 12"), whose general partner is an
affiliate of Southmark Corporation. McREMI had been managing all four phases of
the complex until December 1992, when the property management agreement between
McREMI and UREF 12 was canceled. The Partnership had previously applied for an
additional loan from HUD for a significant capital improvement program that is
essential to the operation of the property. During 1993, this loan was denied
and management is developing an alternative plan for funding necessary capital
improvements.
RESULTS OF OPERATIONS
- - - - - ---------------------
Revenue:
Total revenue decreased by $74,882 for the three month period ended
March 31, 1995, as compared to the same period in 1994.
Rental revenue for the three months ended March 31, 1995 decreased by $98,733 as
compared to the three months ended March 31, 1994. The decrease was partially
due to a decrease in rental revenue at the Kellogg Building which was 100%
occupied at March 31, 1994 and decreased to 83% occupied at March 31, 1995. In
addition, Fidelity Federal and Century Park showed a decline in rental revenue
in the first quarter of 1995 due to a decline in rental rates.
Interest income earned on short-term investments of cash and cash equivalents
increased by $23,851 for the three month period ended March 31, 1995 as compared
to the respective period in 1994. The increase was due to greater average cash
balances invested in these accounts during the first quarter of 1995. The
Partnership held $3.3 million of cash and cash equivalents at March 31, 1995 as
compared to $2.4 million at March 31, 1994. In addition, there was an increase
in interest rates earned on invested cash in 1995.
Expenses:
Total expenses increased by $143,816 for the three months ended March 31, 1995
as compared to the same period in 1994. The increase was primarily due to an
increase in depreciation and amortization expense and personnel expenses as
discussed below.
Depreciation and amortization increased by $88,563 for the three month period
ended March 31, 1995 in relation to the comparable period in 1994. The increase
was primarily due to the addition of depreciable capital improvements at the
Partnership's properties, the majority being at Century Park and Fidelity
Federal office buildings.
Personnel costs increased by $34,907 for the three months ended March 31, 1995
in relation to the comparable period in 1994. The increase was due to the
addition of maintenance technicians at Northwest Plaza Shopping Center and
Century Park Office Building. In addition, there was an increase in compensation
paid to on-site employees at all of the properties in 1995.
Utilities expense decreased by $18,948 in the three months ended March 31, 1995
as compared to the same period in 1994. The decrease was primarily due to a
decrease in electricity expense at Northwest Plaza, the result of an increase in
the occupancy rate to 97% at March 31, 1995 from 90% at March 31, 1994.
Repairs and maintenance expense increased by $36,682 for the three months ended
March 31, 1995 as compared to the same period in 1994. The increase was due to
an increase in floor covering replacement at Harbour Club I Apartments, the
addition of security patrol at Northwest Plaza Shopping Center and an increase
in light bulbs and fixtures at Fidelity Federal Office Building.
<PAGE>
LIQUIDITY AND CAPITAL RESOURCES
- - - - - -------------------------------
The Partnership's primary source of cash flows is from operating activities
which generated $524,488 of cash in the first three months of 1995 as compared
to $400,005 for the same period in 1994. The increase in cash provided by
operating activities in 1995 was mainly the result of a decrease in cash paid to
suppliers due to the timing of the payment of invoices at the end of the
quarter.
The Partnership expended $376,915 and $289,699 for capital additions to its real
estate investments in the first quarter of 1995 and 1994, respectively. The
increase in 1995 was mainly the result of tenant improvements completed at the
Kellogg Office Building in 1995 due to management signing a new lease for a
large tenant at the beginning of the year.
The Partnership distributed $400,207 to the limited partners in the quarter
ended March 31, 1994. No distributions were paid in the quarter ended March 31,
1995.
Short-term liquidity:
- - - - - --------------------
At March 31, 1995, the Partnership held cash and cash equivalents of $3,263,689.
This balance provides a reasonable level of working capital for the
Partnership's immediate needs in operating its properties.
For the remainder of 1995, Partnership properties are expected to provide
positive cash flow from operations after payment of debt service and capital
improvements. Only one property, Harbour Club I Apartments, is encumbered with
mortgage debt and another property, Fidelity Plaza, is encumbered with lease
obligations. The Partnership has budgeted $2,398,000 for necessary capital
improvements for all properties in 1995 which is expected to be funded from
available cash reserves or from operations of the properties. An escrow account
restricted to the funding of priority capital needs is held by the lender for
Harbour Club I in the amount of $491,211, which is included in escrow deposits
on the Balance Sheets. However, since the loan is in default, draws from the
escrow account for capital needs are not permitted. The present cash balance is
believed to provide an adequate reserve for property operations.
At the present time, the Partnership does not anticipate making distributions to
the limited partners in 1995. There can be no assurance as to when the
Partnership will rebuild cash reserves judged adequate to resume distributions
to the partners.
Long-term liquidity:
- - - - - -------------------
While the outlook for maintenance of adequate levels of liquidity is favorable,
should operations deteriorate and present cash resources become insufficient to
fund current needs, the Partnership would require other sources of working
capital. No such sources have been identified. The Partnership has no
established lines of credit from outside sources. Other possible actions to
resolve cash deficiencies include refinancings, deferral of capital expenditures
on Partnership properties except where improvements are expected to increase the
competitiveness and marketability of the properties, arranging financing from
affiliates or the ultimate sale of the properties. Sales and refinancings are
possibilities only, and there are at present no plans for any such sales or
refinancings.
The General Partner has established a revolving credit facility not to exceed
$5,000,000 in the aggregate which is available on a "first-come, first-served"
basis to the Partnership and other affiliated partnerships if certain conditions
are met. Borrowings under the facility may be used to fund deferred maintenance,
refinancing obligations and working capital needs. There is no assurance that
the Partnership will receive any funds under the facility because no amounts are
reserved for any particular partnership. As of March 31, 1995, $2,102,530
remained available for borrowing under the facility; however, additional funds
could become available as other partnerships repay existing borrowings.
<PAGE>
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
- - - - - ------ --------------------------------
(a) Exhibits.
<TABLE>
<CAPTION>
Exhibit
Number Description
------- -----------
<S> <C>
4. Amended and Restated Limited Partnership Agreement dated March 26, 1992.
(Incorporated by reference to the Current Report of the registrant on Form 8-K
dated March 26, 1992, as filed on April 9, 1992).
11. Statement regarding computation of Net Income (Loss) per Thousand Limited
Partnership Units: Net income (loss) per thousand limited partnership units is
computed by dividing net income (loss) allocated to the limited partners by
the weighted average number of limited partnership units outstanding expressed
in thousands. Per thousand unit information has been computed based on 83,901
weighted average thousand limited partnership units outstanding in 1995 and
1994.
</TABLE>
(b) Reports on Form 8-K. There were no reports on Form 8-K filed during
the quarter ended March 31, 1995.
<PAGE>
MCNEIL REAL ESTATE FUND XXV, L.P.
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:
<TABLE>
<CAPTION>
<S> <C>
McNEIL REAL ESTATE FUND XXV, L.P.
By: McNeil Partners, L.P., General Partner
By: McNeil Investors, Inc., General Partner
May 15, 1995 By: /s/ Donald K. Reed
- - - - - ---------------------------- -------------------------------------------
Date Donald K. Reed
President and Chief Executive Officer
May 15, 1995 By: /s/ Robert C. Irvine
- - - - - ---------------------------- -------------------------------------------
Date Robert C. Irvine
Chief Financial Officer of McNeil Investors, Inc.
Principal Financial Officer
May 15, 1995 By: /s/ Carol A. Fahs
- - - - - ---------------------------- -------------------------------------------
Date Carol A. Fahs
Chief Accounting Officer of McNeil Real Estate
Management, Inc.
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C> <C>
<PERIOD-TYPE> 12-MOS 3-MOS
<FISCAL-YEAR-END> DEC-31-1994 DEC-31-1995
<PERIOD-END> DEC-31-1994 MAR-31-1995
<CASH> 3,125,937 3,262,689
<SECURITIES> 0 0
<RECEIVABLES> 1,731,314 1,630,786
<ALLOWANCES> (561,426) (504,052)
<INVENTORY> 0 0
<CURRENT-ASSETS> 0 0
<PP&E> 72,442,921 72,819,836
<DEPRECIATION> (25,759,358) (26,615,855)
<TOTAL-ASSETS> 53,432,562 52,900,015
<CURRENT-LIABILITIES> 0 0
<BONDS> 7,381,507 7,381,507
<COMMON> 0 0
0 0
0 0
<OTHER-SE> 43,408,868 42,995,113
<TOTAL-LIABILITY-AND-EQUITY> 53,432,562 52,900,015
<SALES> 7,234,070 2,061,322
<TOTAL-REVENUES> 7,974,099 2,108,823
<CGS> 0 0
<TOTAL-COSTS> 0 0
<OTHER-EXPENSES> 5,852,941 2,316,152
<LOSS-PROVISION> 0 0
<INTEREST-EXPENSE> 765,595 206,426
<INCOME-PRETAX> 1,355,563 (413,755)
<INCOME-TAX> 0 0
<INCOME-CONTINUING> 1,355,563 (413,755)
<DISCONTINUED> 0 0
<EXTRAORDINARY> 0 0
<CHANGES> 0 0
<NET-INCOME> 1,355,563 (413,755)
<EPS-PRIMARY> 0 0
<EPS-DILUTED> 0 0
</TABLE>
