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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1997
Commission file number 0-15753
HIGH EQUITY PARTNERS L.P. - SERIES 86
(Exact name of registrant as specified in its charter)
DELAWARE 13-3314609
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
411 West Putnam Avenue, Greenwich, CT 06830
(Address of principal executive offices)
(203) 862-7000
(Registrant's telephone number, including area code)
None
(Former name, former address and former fiscal year,
if changed since last report)
Indicate by check whether the registrant (1) has filed all reports required to
be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
Yes [ X ] No [ ]
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<PAGE>
HIGH EQUITY PARTNERS L.P. - SERIES 86 - FORM 10-Q - MARCH 31, 1997
INDEX
Part I. Financial Information:
Balance Sheets--March 31, 1997 and December 31, 1996............................
Statements of Operations--Three Months Ended March 31, 1997 and 1996............
Statement of Partners' Equity--Three Months Ended March 31, 1997................
Statements of Cash Flows--Three Months Ended March 31, 1997 and 1996............
Notes to Financial Statements...................................................
Management's Discussion and Analysis of Financial
Condition and Results of Operations.............................................
Part II. Other Information:
Legal Proceedings, Other Events and Exhibits
and Reports on Form 8-K.........................................................
<PAGE>
<TABLE>
<CAPTION>
HIGH EQUITY PARTNERS L.P. - SERIES 86 - FORM 10-Q - MARCH 31, 1997
BALANCE SHEETS
March 31, 1997 December 31, 1996
-------------- -----------------
<S> <C> <C>
ASSETS
Real estate .................................. $50,057,489 $50,401,985
Cash and cash equivalents .................... 6,895,295 7,409,578
Other assets ................................. 3,920,222 3,867,372
Receivables .................................. 362,672 300,450
----------- -----------
$61,235,678 $61,979,385
=========== ===========
LIABILITIES AND PARTNERS' EQUITY
Accounts payable and accrued expenses ........ $ 1,785,209 $ 2,131,201
Due to affiliates ............................ 416,177 1,325,213
Distributions payable ........................ 473,502 383,754
----------- -----------
2,674,888 3,840,168
----------- -----------
Commitments and contingencies
PARTNERS' EQUITY:
Limited partners' equity (588,010
units issued and outstanding) .............. 55,628,861 55,231,308
General partners' equity ..................... 2,931,929 2,907,909
----------- -----------
58,560,790 58,139,217
----------- -----------
$61,235,678 $61,979,385
=========== ===========
See notes to financial statements
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
HIGH EQUITY PARTNERS L.P. - SERIES 86 - FORM 10-Q - MARCH 31, 1997
STATEMENTS OF OPERATIONS
For the Three Months Ended
March 31,
---------------------------
1997 1996
---------- ----------
<S> <C> <C>
Rental Revenue ............................... $3,097,821 $2,736,452
---------- ----------
Costs and Expenses:
Operating expenses ...................... 1,120,568 1,301,478
Depreciation and amortization ........... 504,845 509,790
Partnership management fee .............. 351,551 351,551
Administrative expenses ................. 220,847 127,332
Property management fee ................. 92,826 77,167
---------- ----------
2,290,637 2,367,318
---------- ----------
Income before interest and other income ...... 807,184 369,134
Interest income ......................... 79,716 56,641
Other income ............................ 8,175 14,520
---------- ----------
Net income ................................... $ 895,075 $ 440,295
========== ==========
Net income attributable to:
Limited partners ........................ $ 850,321 $ 418,280
General partners ........................ 44,754 22,015
---------- ----------
Net income ................................... $ 895,075 $ 440,295
========== ==========
Net income per unit of limited
partnership interest (588,010 units
outstanding) ............................ $ 1.45 $ .71
========== ==========
See notes to financial statements
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
HIGH EQUITY PARTNERS L.P. - SERIES 86 - FORM 10-Q - MARCH 31, 1997
STATEMENT OF PARTNERS' EQUITY
General Limited
Partners' Partners'
Equity Equity Total
------------ ------------ ------------
<S> <C> <C> <C>
Balance, January 1, 1997 ......... $ 2,907,909 $ 55,231,308 $ 58,139,217
Net income for the three
months ended March 31, 1997 ...... 44,754 850,321 895,075
Distributions as return of
capital for the three months ended
March 31, 1997 ($.77 per
limited partnership unit) ........ (20,734) (452,768) (473,502)
------------ ------------ ------------
Balance, March 31, 1997 .......... $ 2,931,929 $ 55,628,861 $ 58,560,790
============ ============ ============
See notes to financial statements
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
HIGH EQUITY PARTNERS L.P. - SERIES 86 - FORM 10-Q - MARCH 31, 1997
STATEMENTS OF CASH FLOWS
For The Three Months Ended
March 31,
----------------------------
1997 1996
----------- -----------
<S> <C> <C>
Cash Flows From Operating Activities:
Net income ......................................... $ 895,075 $ 440,295
Adjustments to reconcile net income to net
cash provided by (used in) operating activities:
Depreciation and amortization .............. 504,845 509,790
Straight line adjustment for stepped
lease rentals ............................ (41,008) (93,943)
Changes in asset and liabilities:
Accounts payable and accrued expenses ...... (345,992) (318,351)
Due to affiliates .......................... (909,036) (59,961)
Receivables ................................ (62,222) 424,678
Other assets ............................... (85,394) (167,535)
----------- -----------
Net cash provided by (used in) operating activities (43,732) 734,973
----------- -----------
Cash Flows From Investing Activities:
Improvements to real estate ........................ (86,797) (270,506)
----------- -----------
Cash Flows From Financing Activities:
Distributions to partners .......................... (383,754) (383,754)
----------- -----------
Increase (Decrease) in Cash and Cash Equivalents ....... (514,283) 80,713
Cash and Cash Equivalents,
Beginning of Year .................................. 7,409,578 4,752,024
----------- -----------
Cash and Cash Equivalents,
End of Quarter ..................................... $ 6,895,295 $ 4,832,737
=========== ===========
See notes to financial statements
</TABLE>
<PAGE>
HIGH EQUITY PARTNERS L.P. - SERIES 86 - FORM 10-Q - MARCH 31, 1997
NOTES TO FINANCIAL STATEMENTS
l. GENERAL
The accompanying financial statements, notes and discussions should be
read in conjunction with the financial statements, related notes and
discussions contained in the Partnership's annual report on Form l0-K/A
for the year ended December 3l, 1996.
The financial information contained herein is unaudited; however, in
the opinion of management, all adjustments (consisting only of normal
recurring adjustments) necessary for a fair presentation of such
financial information have been included.
2. SIGNIFICANT ACCOUNTING POLICIES
Impairment of Assets
The Partnership evaluates the recoverability of the net carrying value
of its real estate and related assets at least annually, and more often
if circumstances dictate. If this review indicates that the carrying
value of a property may not be recoverable, the Partnership estimates
the future cash flows expected to result from the use of the property
and its eventual disposition, generally over a five-year holding
period. In performing this review, management takes into account, among
other things, the existing occupancy, the expected leasing prospects of
the property and the economic situation in the region where the
property is located.
If the sum of the expected future cash flows, undiscounted, is less
than the carrying amount of the property, the Partnership recognizes an
impairment loss, and reduces the carrying amount of the asset to its
estimated fair value. Fair value is the amount at which the asset could
be bought or sold in a current transaction between willing parties,
that is, other than in a forced or liquidation sale. Management
estimates fair value using discounted cash flows or market comparables,
as most appropriate for each property. Independent certified appraisers
are utilized to assist management, when warranted.
Impairment write-downs recorded by the Partnership do not affect the
tax basis of the assets and are not included in the determination of
taxable income or loss.
<PAGE>
HIGH EQUITY PARTNERS L.P. - SERIES 86 - FORM 10-Q - MARCH 31, 1997
NOTES TO FINANCIAL STATEMENTS
2. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
Because the cash flows used to evaluate the recoverability of the
assets and their fair values are based upon projections of future
economic event, such as property occupancy rates, rental rates,
operating cost inflation and market capitalization rates, the amounts
ultimately realized at disposition may differ materially from the net
carrying values at the balance sheet dates. The cash flows and market
comparables used in this process are based on good faith estimates and
assumptions developed by management. Unanticipated events and
circumstances may occur and some assumptions may not materialize;
therefore, actual results may vary materially from the estimates and
the variances may be material. The Partnership may in the future
provide additional write-downs, which could be material, if real estate
markets or local economic conditions change.
Recently Issued Accounting Pronouncement
The Financial Accounting Standards Board issued Statement of Financial
Accounting Standards No. 128, "Earnings per Share" in February, 1997.
This pronouncement establishes standards for computing and presenting
earnings per share, and is effective for the Partnerhsip's 1997
year-end financial statements. The Partnership's management has
determined that this standard will have no impact on the Partnership's
computation or presentation of net income per unit of limited
partnership interest.
Certain reclassifications were made to the prior year financial
statements in order to conform them to the current period presentation.
Results of operations for the three months ended March 31, 1997 are not
necessarily indicative of the results to be expected for the entire
year.
3. CONFLICTS OF INTEREST AND TRANSACTIONS WITH RELATED PARTIES
The Investment General Partner of the Partnership, Resources High
Equity, Inc. and the Administrative General Partner of the Partnership,
Resources Capital Corp., are wholly-owned subsidiaries of Presidio
Capital Corp. ("Presidio"). Presidio AGP Corp., which is a wholly-owned
subsidiary of Presidio, is the Associate General Partner (together with
the Investment and Administrative General Partners, the "General
Partners"). The General Partners and affiliates of the General Partners
are also engaged in businesses related to the acquisition and operation
of real estate. Presidio is also the parent of other corporations that
are or may in the future be engaged in businesses that may be in
competition with the Partnership. Accordingly, conflicts of interest
may arise between the Partnership and such other businesses. Wexford
Management LLC ("Wexford"), has been engaged to perform administrative
services to Presidio and its direct and indirect subsidiaries as well
as the Partnership. During the three months ended March 31, 1997,
reimbursable expenses to Wexford amounted to $25,500. Wexford is
engaged to perform similar services for other similar entities that may
be in competition with the Partnership.
<PAGE>
HIGH EQUITY PARTNERS L.P. - SERIES 86 - FORM 10-Q - MARCH 31, 1997
NOTES TO FINANCIAL STATEMENTS
3. CONFLICTS OF INTEREST AND TRANSACTIONS WITH RELATED PARTIES
(CONTINUED)
The Partnership has a property management services agreement with
Resources Supervisory Management Corp. ("Resources Supervisory"), an
affiliate of the General Partners, to perform certain functions
relating to the management of the properties of the Partnership. A
portion of the property management fees were paid to unaffiliated
management companies which are engaged for the purpose of performing
certain of the management functions for certain properties. For the
quarters ended March 31, 1997 and 1996, Resources Supervisory was
entitled to receive $92,826 and $77,167, respectively, of which $78,201
and $48,586 was paid to unaffiliated management companies.
For the administration of the Partnership, the Administrative General
Partner is entitled to receive reimbursement of expenses of a maximum
of $200,000 per year (exclusive of the administrative expenses paid to
Wexford). The Administrative General Partner was entitled to receive
$50,000 for each of the quarters ended March 31, 1997 and 1996.
For managing the affairs of the Partnership, the Administrative General
Partner is entitled to receive an annual partnership asset management
fee equal to 1.05% of the amount of original gross proceeds paid or
allocable to the acquisition of property by the Partnership. For each
of the quarters ended March 31, 1997 and 1996, the Administrative
General Partner earned $351,551.
The general partners are allocated 5% of the net income of the
Partnership, which amounted to $44,754 and $22,015 for the quarters
ended March 31, 1997 and 1996, respectively. They are also entitled to
receive 5% of distributions, which amounted to $20,734 and $19,188 for
the quarters ended March 31, 1997 and 1996, respectively.
During the liquidation stage of the Partnership, the Investment General
Partner or an affiliate may be entitled to receive certain fees, which
are subordinated to the limited partners receiving their original
invested capital and certain specified minimum returns on their
investment.
From July 1996 through April 1997, Millenium Funding III Corp., a
wholly owned indirect subsidiary of Presidio, purchased 6,181 units of
the Partnership from various limited partners. These units represent
less than 1.1% of the outstanding limited partnership units of the
Partnership.
<PAGE>
HIGH EQUITY PARTNERS L.P. - SERIES 86 - FORM 10-Q - MARCH 31, 1997
NOTES TO FINANCIAL STATEMENTS
4. REAL ESTATE
The following table is a summary of the Partnership's real estate as
of:
<TABLE>
<CAPTION>
March 31, December 31,
1997 1996
------------ ------------
<S> <C> <C>
Land ................................... $ 12,305,557 $ 12,305,557
Buildings and improvements ............. 58,259,740 58,172,943
------------ ------------
70,565,297 70,478,500
Less: Accumulated depreciation ........ (20,507,808) (20,076,515)
------------ ------------
$ 50,057,489 $ 50,401,985
============ ============
</TABLE>
No write-downs were recorded for the three months ended March 31, 1997
and 1996.
5. DISTRIBUTIONS PAYABLE
<TABLE>
<CAPTION>
March 31, December 31,
1997 1996
-------- --------
<S> <C> <C>
Limited partners ($.77 and $.62 per unit) ........ $452,768 $364,566
General partners ................................. 20,734 19,188
-------- --------
$473,502 $383,754
======== ========
</TABLE>
Such distributions were paid in the subsequent quarters.
6. DUE TO AFFILIATES
<TABLE>
<CAPTION>
March 31, December 31,
1997 1996
---------- ----------
<S> <C> <C>
Partnership asset management fee .................... $ 351,551 $ 351,551
Settlement and litigation cost reimbursement (Note 7) -- 824,511
Property management fee ............................. 14,626 99,151
Non-accountable expense reimbursement ............... 50,000 50,000
---------- ----------
$ 416,177 $1,325,213
========== ==========
</TABLE>
Such amounts were paid in the subsequent quarters.
<PAGE>
HIGH EQUITY PARTNERS L.P. - SERIES 86 - FORM 10-Q - MARCH 31, 1997
NOTES TO FINANCIAL STATEMENTS
7. COMMITMENTS AND CONTINGENCIES
On or about May 11, 1993 the Partnership was advised of the existence
of an action (the "California Action") in which a complaint (the "HEP
Complaint") was filed in the Superior Court for the State of California
for the County of Los Angeles (the "Court") on behalf of a purported
class consisting of all of the purchasers of limited partnership
interests in the Partnership. On April 7, 1994 the plaintiffs were
granted leave to file an amended complaint (the "Amended Complaint").
On November 30, 1995, after the Court preliminarily approved a
settlement of the California Action but ultimately declined to grant
final approval and after the Court granted motions to intervene by the
original plaintiffs, the original and intervening plaintiffs filed a
Consolidated Class and Derivative Action Complaint ( the "Consolidated
Complaint") against the Administrative and Investment General Partners,
the managing general partner of HEP-85, the managing general partner of
HEP-88 and the indirect corporate parent of the General Partners. The
Consolidated Complaint alleges various state law class and derivative
claims, including claims for breach of fiduciary duties; breach of
contract; unfair and fraudulent business practices under California
Bus. & Prof. Code Sec. 17200; negligence; dissolution, accounting and
receivership; fraud; and negligent misrepresentation. The Consolidated
Complaint alleges, among other things, that the general partners caused
a waste of HEP Partnership assets by collecting management fees in lieu
of pursuing a strategy to maximize the value of the investments owned
by the limited partners; that the general partners breached their duty
of loyalty and due care to the limited partners by expropriating
management fees from the partnerships without trying to run the HEP
Partnerships for the purposes for which they are intended; that the
general partners are acting improperly to enrich themselves in their
position of control over the HEP Partnerships and that their actions
prevent non-affiliated entities from making and completing tender
offers to purchase HEP Partnership Units; that by refusing to seek the
sale of the HEP Partnerships' properties, the general partners have
diminished the value of the limited partners' equity in the HEP
Partnerships; that the general partners have taken a heavily overvalued
partnership asset management fee; and that limited partnership units
were sold and marketed through the use of false and misleading
statements.
On February 24, 1997, after the Court again approved a settlement of
the California Action but again ultimately declined to grant final
approval, the the Court recused itself from considering a motion to
intervene and to file a new complaint in intervention by one of the
objectors to the Revised Settlement, granted the request of one
plaintiffs' law firm to withdraw as class counsel and scheduled future
hearings on various matters.
<PAGE>
HIGH EQUITY PARTNERS L.P. - SERIES 86 - FORM 10-Q - MARCH 31, 1997
NOTES TO FINANCIAL STATEMENTS
7. COMMITMENTS AND CONTINGENCIES (CONTINUED)
The Limited Partnership Agreement provides for indemnification of the
General Partners and their affiliates in certain circumstances. The
Partnership has agreed to reimburse the General Partners for their
actual costs incurred in defending this litigation and the costs of
preparing settlement materials. Through December 31, 1996, the General
Partners had billed the Partnership a total of $824,511 for these costs
which was paid in February 1997.
The Partnerships and the General Partners believe that each of the
claims asserted in the Consolidated Complaint are meritless and intend
to continue to vigorously defend the California Action. It is
impossible at this time to predict what the defense of the California
Action will cost, the Partnership's financial exposure as a result of
the indemnification agreement discussed above, and whether the costs of
defending could adversely affect the Managing General Partner's ability
to perform its obligations to the Partnership.
<PAGE>
HIGH EQUITY PARTNERS L.P. - SERIES 86 - FORM 10-Q - MARCH 31, 1997
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
LIQUIDITY AND CAPITAL RESOURCES
Working capital reserves are temporarily invested in short-term money market
instruments and are expected, together with cash flow from operations, to be
sufficient to fund future capital improvements to the Partnership's properties.
As of March 31, 1997, total working capital reserves amounted to approximately
$4,726,000. The Partnership intends to distribute to its partners less than all
of its future cash flow from operations in order to assure adequate reserves
for capital improvements and capitalized lease procurement costs.
During the three months ended March 31, 1997, cash and cash equivalents
decreased $514,283 as a result of net cash used in operations, capital
expenditures, and distributions to partners. The Partnership's primary source
of funds is cash flow from the operations of its properties, principally rents
received from tenants. However, payments to affiliates and other decreases in
accounts payable resulted in net cash used in operating activities of $43,732
for the three months ended March 31, 1997. In addition, the Partnership used
$86,797 for capital expenditures related to capital and tenant improvements to
the properties and $383,754 for distributions to partners during the three
months ended March 31, 1997.
The Partnership expects to continue to utilize a portion of its cash flow from
operations to pay for various capital and tenant improvements to the properties
and leasing commissions. Capital and tenant improvements and leasing
commissions may in the future exceed the Partnership's cash flow from
operations. In that event, the Partnership would utilize the remaining working
capital reserves or sell one or more properties.
<PAGE>
HIGH EQUITY PARTNERS L.P. - SERIES 86 - FORM 10-Q - MARCH 31, 1997
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
The Partnership experienced an increase in net income for the three months
ended March 31, 1997 compared to the same period in 1996 primarily due to
higher revenues at certain properties and lower costs and expenses in 1997.
Rental revenues increased at 568 Broadway and Commonwealth due to higher
occupancy rates during the three months ended March 31, 1997 as new leases were
executed in the second half of 1996. Revenues increased at Sutton Square in the
first quarter of 1997 compared to 1996 due to higher percentage rent income
recorded in 1997 and an increase in rental rates during the current period.
These increases were offset by decreases in revenues at Melrose I during the
three months ended March 31, 1997 as certain tenants vacated the premises
during late 1996 and early 1997.
Costs and expenses decreased during the three months ended March 31, 1997
compared to the same period in 1996 primarily due to a decrease in operating
expenses partially offset by increases in administrative expenses and property
management fees. Operating expenses decreased during the three months ended
March 31, 1997 due to decreases in bad debt expenses and real estate taxes at
certain properties. Bad debt expenses decreased in the current period at
Commonwealth, 230 East Ohio and Melrose I as certain tenants vacated in 1996 at
which time the accounts deemed to be uncollectible were written off. Real
estate tax expenses decreased during the three months ended March 31, 1997 as
tax appeals resulted in lower assessed values and lower real estate taxes at
230 East Ohio and 568 Broadway. Administrative expenses for the three months
ended March 31, 1997 increased compared to the same period in 1996 due to
higher legal and accounting fees related to ongoing litigation and the HEP
settlement, as previously discussed. The property management fees increased
during the three months ended March 31, 1997 due to higher revenues at certain
properties in 1997 as previously discussed.
Interest income increased due to higher cash balances during the three months
ended March 31, 1997 as compared to same period in 1996. Other income, which
consists of investor ownership transfer fees, decreased during the three months
ended March 31, 1997 compared to the same period in 1996 due to fewer investor
transfers.
<PAGE>
HIGH EQUITY PARTNERS L.P. - SERIES 86 - FORM 10-Q - MARCH 31, 1997
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Inflation is not expected to have a material impact on the Partnership's
operations or financial position.
Legal Proceedings
The Partnership is a party to certain litigation. See Note 7 to the financial
statements for a description thereof.
<PAGE>
HIGH EQUITY PARTNERS L.P. - SERIES 86 - FORM 10-Q - MARCH 31, 1997
PART II. - OTHER INFORMATION
Item 1 - Legal Proceedings
(a) See Management's Discussion and Analysis of Financial
Condition and Results of Operations and Notes to Financial
Statements - Note 7 which is herein incorporated by reference.
Item 6 - Exhibits and Reports on Form 8-K
(a) Exhibits: There were no exhibits filed
(b) Reports on Form 8-K:
Current Report on Form 8-K dated January 31, 1997
<PAGE>
HIGH EQUITY PARTNERS L.P. - SERIES 86 - FORM 10-Q - MARCH 31, 1997
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.
High Equity Partners L.P. - Series 86
By: Resources Capital Corp.,
Administrative General Partner
Dated: May 20, 1997 By: /S/Joseph M. Jacobs
-------------------
Joseph M. Jacobs
President
(Duly Authorized Officer)
Dated: May 20, 1997 By: /S/Jay L. Maymudes
------------------
Jay L. Maymudes
Vice President, Secretary
and Treasurer
(Principal Financial and
Accounting Officer)
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
The schedule contains summary information extracted from the financial
statements of the March 31, 1997 Form 10-Q of High Equity Partners
L.P.-Series 86 and is qualified in its entirety by reference to such financial
statements.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> MAR-31-1997
<CASH> 6,895,295
<SECURITIES> 0
<RECEIVABLES> 362,672
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 61,235,678
<CURRENT-LIABILITIES> 0
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 58,560,790
<TOTAL-LIABILITY-AND-EQUITY> 61,235,678
<SALES> 0
<TOTAL-REVENUES> 3,097,821
<CGS> 0
<TOTAL-COSTS> 1,120,568
<OTHER-EXPENSES> 1,170,069
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 895,075
<INCOME-TAX> 0
<INCOME-CONTINUING> 895,075
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 895,075
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
