<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
___________________
FORM 10-K
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended
December 31, 1996 Commission file number 33-4001
CORNERSTONE MORTGAGE INVESTMENT GROUP, INC.
_______________________________________________________________________
(Exact name of registrant as specified in its Articles of
Incorporation)
DELAWARE 43-1393535
____________________________________________________________________
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
201 Progress Parkway
Maryland Heights, Missouri 63043
____________________________________________________________________
(Address and principal executive office) (Zip Code)
Registrant's telephone number, including area code (314) 515-2000
________________________
Securities registered pursuant to Section 12(b) of the Act: None.
Securities registered pursuant to Section 12(g) of the Act: None.
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 (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
____ ____
Indicate the number of shares outstanding of each of the
registrant's classes of common stock, as of filing date:
COMMON STOCK, $.01 Par Value - 1,000 Shares
The Registrant meets the conditions set forth in General
Instruction J(1)(a) and (b) of Form 10-K and is therefore filing
this form with the reduced disclosure format.
<PAGE>
CORNERSTONE MORTGAGE INVESTMENT GROUP, INC.
TABLE OF CONTENTS
PART I Page
Item 1. Business............................... 3
Item 2. Properties............................. 3
Item 3. Legal Proceedings...................... 3
Item 4. Submission of Matters to a Vote of
Security Holders...................... 3
PART II
Item 5. Market for the Registrant's Common Equity
and Related Stockholder Matters....... 4
Item 6. Selected Financial Data................ 4
Item 7. Management's Discussion and Analysis of
Financial Condition and Results of
Operations............................ 4
Item 8. Financial Statements and Supplementary
Data.................................. 6
Item 9. Change in and Disagreements with Accountants
on Accounting and Financial Disclosure.... 15
PART III
Item 10.Directors and Executive Officers of the
Registrant................................. 16
Item 11.Executive Compensation..................... 16
Item 12.Security Ownership of Certain Beneficial Owners and
Management................................ 16
Item 13.Certain Relationships and Related
Transactions............................... 16
PART IV
Item 14.Exhibits, Financial Statement Schedules and
Reports on Form 8-K........................ 17
SIGNATURES........................................... 19
INDEX TO EXHIBITS.................................... 20
<PAGE>
PART I
Item 1. BUSINESS
Cornerstone Mortgage Investment Group, Inc. (the
"Company" or "Cornerstone") was incorporated in the state of
Delaware on January 9, 1986, as a wholly owned, limited purpose
subsidiary of Edward D. Jones & Co., L.P. ("EDJ"), a Missouri
limited partnership.
The Company was organized for the purpose of investing
in Certificates to be purchased with the proceeds of Secured
Mortgage Bonds collateralized by such Certificates. EDJ organized
the Company and currently owns all the issued and outstanding
capital stock of the Company. The Company does not intend to
engage in any business or investment activities other than issuing
and selling Secured Mortgage Bonds and acquiring, owning, holding
and assigning Certificates and investing cash balances on an
interim basis in high quality, short-term securities some or all of
which may be purchased from or through EDJ. Article 3 of the
Company's Certificate of Incorporation limits the Company's
business and investment activities to the above purposes and to any
activities incidental and necessary or convenient for such
purposes. Article 7 of the Company's Certificate of Incorporation
prohibits the Company, without the consent of the trustee under any
indenture pursuant to which Bonds are issued, from (1) dissolving
or liquidating, in whole or in part; (2) merging or consolidating
with another corporation other than a corporation wholly owned,
directly or indirectly, by EDJ or (3) amending Articles 3 or 7 of
the Company's Certificate of Incorporation.
Due to revisions to the Internal Revenue Code, effective
January 1, 1987, the Company no longer issues Bonds, but will
continue in operation until such time as the Bonds previously
issued are retired or mature.
Item 2. PROPERTIES
The Company has no physical properties appropriate for
description herein.
Item 3. LEGAL PROCEEDINGS
The Company is not a party to any material pending legal
proceedings.
Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
Omitted pursuant to General Instruction J(2)(c) of Form
10-K.
<PAGE>
Item 5. MARKET FOR THE REGISTRANT'S COMMON EQUITY AND RELATED
STOCKHOLDER MATTERS
As of filing date, all outstanding shares of the
Company's common stock are owned by EDJ and are not traded
on any stock exchange or in the over-the-counter market.
Item 6. SELECTED FINANCIAL DATA
Omitted pursuant to General Instruction J(2)(a) of Form 10-
K.
Item 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
1996 VERSUS 1995
Revenues for the year ended December 31, 1996 were
$14,079, a decrease of $4,226 from the prior year. Such
amount consists solely of earnings from the Company's
residual interest in its three series of Secured Mortgage
Bonds outstanding.
Expenses in 1996 decreased by $3,380 to $4,185 for the
year. The decrease was due to a decline in trustee fees.
These fees will continue to decrease as the securities
principal balances of the Secured Mortgage Bonds decrease.
The result was net income of $9,894.
1995 VERSUS 1994
Revenues for the year ended December 31, 1995 were
$18,305, a decrease of $10,886 from the prior year. Such
amount consists solely of earnings from the Company's
residual interest in its three series of Secured Mortgage
Bonds outstanding.
Expenses in 1995 decreased by $3,232 to $7,565 for the
year. The decrease was due to a decline in registration,
filing and other fees.
The result was net income of $10,740.
Liquidity and Capital Adequacy
Cornerstone currently has a deficit capital balance of
$438,094, the majority of which is a result of previous
years' management fees charged by EDJ to Cornerstone.
Cornerstone relies on EDJ's ability to extend credit, and no
circumstances currently exist which would adversely affect
EDJ's ability to extend credit to Cornerstone. Management
fees are no longer being charged by EDJ to Cornerstone.
<PAGE>
Item 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
Cash Flows
Operating activities provided cash of $10,464 for the
year ended December 31, 1996. Cornerstone's cash was
derived primarily from net income of $9,894 and an increase
in the payable to Edward D. Jones & Co., L.P.
Cash increased $14,085 from December 31, 1994 to December
31, 1995. Cornerstone's cash was derived from net income of
$10,740 in 1995 and an increase in accrued expenses.
<PAGE>
Item 8.FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
Index to Financial Statements and Supplementary Financial
Data
Page No.
Report of Independent Public Accountants....... 7
Balance Sheet as of December 31, 1996 and 1995.. 8
Statement of Operations for the Years Ended December 31,
1996, 1995 and 1994........................... 9
Statement of Cash Flows for the Years Ended December 31,
1996, 1995 and 1994........................... 10
Statement of Changes in Stockholder's Equity for the
Years Ended December 31, 1996, 1995 and 1994... 11
Notes to Financial Statements.................... 12
All schedules are omitted because they are not required,
inapplicable or the information is included in the financial
statements or notes thereto.
<PAGE>
Item 8.FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (CONTINUED)
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To Cornerstone Mortgage Investment Group, Inc.:
We have audited the accompanying balance sheet of Cornerstone
Mortgage Investment Group, Inc. (a Delaware corporation and wholly
owned subsidiary of Edward D. Jones & Co., L.P.) as of December 31,
1996 and 1995, and the related statements of operations, cash flows
and changes in stockholder's equity for each of the three years in
the period ended December 31, 1996. These financial statements are
the responsibility of the Company's management. Our responsibility
is to express an opinion on these financial statements based on our
audits.
We conducted our audits in accordance with generally accepted
auditing standards. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the
amounts and disclosures in the financial statements. An audit also
includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits
provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present
fairly, in all material respects, the financial position of
Cornerstone Mortgage Investment Group, Inc. as of December 31, 1996
and 1995, and the results of its operations and its cash flows for
each of the three years in the period ended December 31, 1996, in
conformity with generally accepted accounting principles.
ARTHUR ANDERSEN LLP
St. Louis, Missouri,
February 21, 1997
<PAGE>
Item 8.FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (CONTINUED)
CORNERSTONE MORTGAGE INVESTMENT GROUP, INC.
BALANCE SHEET
AS OF DECEMBER 31, 1996 AND 1995
1996 1995
__________ __________
ASSETS
CASH $ 43,762 $ 33,298
__________ __________
TOTAL ASSETS $ 43,762 $ 33,298
========== ==========
LIABILITIES AND STOCKHOLDER'S EQUITY
LIABILITIES:
PAYABLE TO EDWARD D. JONES & CO., L.P. $ 478,356 $ 474,786
ACCRUED EXPENSES 3,500 6,500
_________ _________
TOTAL LIABILITIES $ 481,856 $ 481,286
_________ _________
STOCKHOLDER'S EQUITY:
COMMON STOCK - $.01 par value, 1,000 shares
authorized, issued and outstanding 10 10
PAID-IN CAPITAL 300,490 300,490
RETAINED DEFICIT (738,594) (748,488)
__________ __________
TOTAL STOCKHOLDER'S EQUITY (438,094) (447,988)
__________ __________
TOTAL LIABILITIES AND STOCKHOLDER'S
EQUITY $ 43,762 $ 33,298
========== ==========
The accompanying notes are an integral
part of these financial statements.
<PAGE>
Item 8.FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (CONTINUED)
CORNERSTONE MORTGAGE INVESTMENT GROUP, INC.
STATEMENT OF OPERATIONS
FOR THE YEARS ENDED DECEMBER 31, 1996, 1995 AND 1994
1996 1995 1994
_________ _________ _________
REVENUES:
Residual interest
in certificates $ 14,079 $ 18,305 $ 29,191
EXPENSES:
Registration, filing and
other fees 4,185 7,565 10,797
________ ________ _______
INCOME BEFORE INCOME TAXES 9,894 10,740 18,394
PROVISION FOR INCOME TAXES - - -
________ ________ _______
NET INCOME $ 9,894 $ 10,740 $ 18,394
==============================
The accompanying notes are an integral
part of these financial statements.
<PAGE>
Item 8.FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (CONTINUED)
CORNERSTONE MORTGAGE INVESTMENT GROUP, INC.
STATEMENT OF CASH FLOWS
FOR THE YEARS ENDED DECEMBER 31, 1996, 1995 AND 1994
1996 1995 1994
_________ _________ _________
CASH FLOWS PROVIDED (USED) BY
OPERATING ACTIVITIES:
Net income $ 9,894 $ 10,740 $ 18,394
Adjustments to reconcile net
income to net cash provided
(used) by operating activities -
Increase (decrease) in payable
to Edward D. Jones & Co., L.P. 3,570 345 (44,111)
(Decrease) increase in
accrued expenses (3,000) 3,000 -
_________ __________ _________
Net cash provided (used)
by operating activities 10,464 14,085 (25,717)
CASH, beginning of year 33,298 19,213 44,930
__________ __________ _________
CASH, end of year $ 43,762 $ 33,298 $ 19,213
========== ========== =========
The accompanying notes are an integral
part of these financial statements.
<PAGE>
Item 8.FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (CONTINUED)
CORNERSTONE MORTGAGE INVESTMENT GROUP, INC.
STATEMENT OF CHANGES IN STOCKHOLDER'S EQUITY
FOR THE YEARS ENDED DECEMBER 31, 1996, 1995 AND 1994
Common Paid-In Retained
Stock Capital Deficit TOTAL
________ _________ _________ _________
BALANCE, DECEMBER 31, 1993 $ 10 $ 300,490 $(777,622) $(477,122)
NET INCOME - - 18,394 18,394
________ _________ _________ _________
BALANCE, DECEMBER 31, 1994 $ 10 $ 300,490 $(759,228) $(458,728)
NET INCOME - - 10,740 10,740
________ __________ _________ _________
BALANCE, DECEMBER 31, 1995 $ 10 $ 300,490 $(748,488) $(447,988)
NET INCOME - - 9,894 9,894
________ ___________ ________ ________
BALANCE, DECEMBER 31, 1996 $ 10 $300,490 $(738,594) $(438,094)
======== =========== ======== ========
The accompanying notes are an integral
part of these financial statements.
<PAGE>
Item 8.FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (CONTINUED)
CORNERSTONE MORTGAGE INVESTMENT GROUP, INC.
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1996, 1995 AND 1994
1. GENERAL
Cornerstone Mortgage Investment Group, Inc. ("Cornerstone") is a
Delaware corporation and a wholly owned subsidiary of Edward D.
Jones & Co., L.P. ("EDJ"), a Missouri limited partnership.
Cornerstone was incorporated on January 9, 1986, for the limited
purpose of issuing and selling secured mortgage bonds (the
"Bonds"), which are collateralized by Government National Mortgage
Association (GNMA), Federal Home Loan Mortgage Corporation (FHLMC)
and Federal National Mortgage Association (FNMA) Certificates
(collectively the "Certificates"). Due to revisions to the
Internal Revenue Code, effective January 1, 1987, Cornerstone no
longer issues Bonds. Cornerstone will continue operations until
such time as the Bonds previously issued are retired or mature.
2. ISSUANCE OF BONDS
In 1986, Cornerstone issued an aggregate principal amount of
$38,875,000 of Secured Mortgage Bonds in Series 1, Series 2 and
Series 3 on a nonrecourse basis. No affiliate of Cornerstone is
required to make future payments with respect to the Bonds.
Therefore, these transactions have been accounted for as sales, and
both the Bonds and Certificates have been eliminated from
Cornerstone's balance sheet.
<PAGE>
Item 8.FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (CONTINUED)
The outstanding principal balance and remaining collateral value
relating to series issued by Cornerstone Mortgage Investment Group,
Inc. are $6,296,000 and $6,304,608, respectively, as of December
31, 1996.
3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The following is a discussion of the significant accounting
policies of Cornerstone.
Basis of Accounting
Registration and offering costs are expensed as incurred.
The financial statements have been prepared under the accrual basis
of accounting which requires the use of certain estimates by
management in determining the Partnership's assets, liabilities,
revenues and expenses.
Residual Interest
Residual interest in the Certificates pledged as collateral for the
Bonds is recorded as it accrues to the benefit of, and becomes
available to, Cornerstone.
4. RELATED PARTIES
The Certificates pledged to secure the Bonds were purchased by
Cornerstone from EDJ in 1986. EDJ purchased such certificates on
the open market and no profit was realized by EDJ on the sales to
Cornerstone. In addition, EDJ was the sole underwriter for the
Bonds.
<PAGE>
Item 8.FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (CONTINUED)
5. INCOME TAXES
Cornerstone provides income taxes currently for all items included
in the statement of operations. The differences in the recognition
of revenues and expenses for tax and financial reporting purposes
are due to the Bonds and Certificates not being eliminated from
Cornerstone's financial statements for tax purposes.
During 1996, 1995 and 1994, Cornerstone utilized $9,894, $3,652 and
$6,254, respectively, of its net operating loss carryforward. As
of December 31, 1996, the deferred tax asset of approximately
$123,000 related to the remaining net operating loss carryforward
was completely offset with a valuation allowance. The remaining
net operating loss carryforwards expire through 2004 and 2005.
<PAGE>
Item 9. CHANGE IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
ACCOUNTING AND FINANCIAL DISCLOSURE
There was no change of accountants or disagreement with accountants
on any matter of accounting principles or financial disclosure.
<PAGE>
PART III
Item 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
Omitted pursuant to General Instruction J(2)(c) of Form 10-
K.
Item 11. EXECUTIVE COMPENSATION
Omitted pursuant to General Instruction J(2)(c) of Form 10-
K.
Item 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT
Omitted pursuant to General Instruction J(2)(c) of Form 10-
K.
Item 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
Omitted pursuant to General Instruction J(2)(c) of Form 10-
K.
<PAGE>
PART IV
Item 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON
FORM 8-K
a. The following documents are filed as part of this report:
1. Financial Statements:
Report of Independent Public Accountants
Balance Sheet as of December 31, 1996 and 1995
Statement of Operations For the Years Ended December 31, 1996, 1995
and 1994
Statement of Cash Flows For the Years Ended December 31, 1996, 1995
and 1994
Statement of Changes in Stockholder's Equity For the Years Ended
December 31, 1996, 1995 and 1994
Notes to Financial Statements
2. Financial Statement Schedules:
All schedules are omitted because they are not required,
inapplicable or the information is included in the
financial statements or notes thereto.
3. Exhibits:
Certificate of Incorporation of the Company, as
amended (incorporated by reference to Exhibit 3(a) to
Registration Statement on Form S-1, as amended, File No.
33-4001).
Bylaws of the Company as amended (incorporated by
reference to Exhibit 3(b) to Registration Statement on
Form S-1, as amended, File No. 33-4001).
Form of Management Contract between the Company and
Edward D. Jones & Co. (incorporated by reference to
Exhibit 10(a) to Registration Statement on Form S-1, as
amended, File No. 33-4001).
Indenture dated as of June 15, 1986 between the
Company and Boatmen's Trust Company of St. Louis, as
Trustee, relating to Secured Mortgage Bonds (incorporated
by reference to Exhibit 4(a) to Registration Statement on
Form S-1, as amended, File No. 33-4001).
First Supplemental Indenture dated August 28, 1986
(incorporated by reference to Exhibit 1 to the Current
Report on Form 8-K, filed on September 19, 1986).
<PAGE>
Item 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON
FORM 8-K
Second Supplemental Indenture dated September 26, 1986
(incorporated by reference to Exhibit 1 to the Current
Report on Form 8-K, filed on October 6, 1986).
Third Supplemental Indenture dated October 31, 1986
(incorporated by reference to Exhibit 1 to the Current
Report on Form 8-K, filed on November 12, 1986).
b. No reports on Form 8-K were filed in the fourth quarter of
1996.
c. Exhibits filed as part of this report are included in Item
(14) (a)(3) above.
d. Financial Statement Schedules required by Regulations S-X
are included as described in Part II Item 8 above.
<PAGE>
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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, on this 26th day of March, 1997.
CORNERSTONE MORTGAGE INVESTMENT GROUP, INC.
(Registrant)
Pursuant to the requirements of the Securities Exchange Act of
1934, this report has been signed below by the following persons on
behalf of the Registrant and in the capacities and on the dates
indicated.
/s/ John C. Heisler Chairman of the Board,
John C. Heisler Chief Financial Officer,
Chief Accounting
Officer and Director March 26, 1997
/s/ Philip R. Schwab President, Chief
Philip R. Schwab Executive Officer
and Director March 26, 1997
/s/ John Beuerlein Secretary and Director March 26,1997
John Beuerlein
<PAGE>
INDEX TO EXHIBITS
Exhibit
Number Description of Exhibit Page
3.1 Certificate of Incorporation of the
Company, as amended (incorporated by
reference to Exhibit 3(a) to Registration
Statement on Form S-1, as amended, File No.
33-4001)............................... *
3.2 Bylaws of the Company as amended
(incorporated by reference to Exhibit
3(b) to Registration Statement on
Form S-1, as amended, File No. 33-4001).. *
4.1 Indenture dated as of June 15, 1986,
between the Company and Boatmen's
Trust Company of St. Louis,as Trustee,
relating to Secured Mortgage Bonds
(incorporated by reference to Exhibit 4(a)
to Registration Statement on Form S-1,
as amended, File No. 33-4001)............ *
4.2 First Supplemental Indenture dated August
28, 1986 (incorporated by reference to
Exhibit 1 to the Current Report on Form 8-K
filed on September 19, 1986)........ *
4.3 Second Supplemental Indenture dated
September 26, 1986 (incorporated by
reference to Exhibit 1 to the Current
Report on Form 8-K, filed on October 6,
1986)............................... *
4.4 Third Supplemental Indenture dated
October 31, 1986 (incorporated by
reference to Exhibit 1 to the Current
Report on Form 8-K filed on
November 12, 1986)........ *
10.1 Form of Management Contract between
the Company and Edward D. Jones & Co.
(incorporated by reference to Exhibit
10(a) to Registration Statement on
Form S-1,as amended, File No. 33-4001)... *
______________________
*Incorporated by reference
<PAGE>
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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, on this 26th day of March, 1997.
CORNERSTONE MORTGAGE INVESTMENT GROUP, INC.
(Registrant)
Pursuant to the requirements of the Securities Exchange Act of
1934, this report has been signed below by the following persons on
behalf of the Registrant and in the capacities and on the dates
indicated.
________________________ Chairman of the Board,
John C. Heisler Chief Financial Officer,
Chief Accounting
Officer and Director March 26, 1997
________________________ President, Chief
Philip R. Schwab Executive Officer
and Director March 26, 1997
________________________ Secretary and Director March 26, 1997
John Beuerlein
<PAGE>
16<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the
financial statements of Cornerstone Mortgage Investment Group, Inc. for the year
ended December 31, 1996 and is qualified in its entirety by reference to such
financial statements.
</LEGEND>
<CIK> 0000790524
<NAME> CORNERSTONE MORTAGE INVESTMENT GROUP, INC.
<MULTIPLIER> 1
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> DEC-31-1996
<EXCHANGE-RATE> 1
<CASH> 43,762
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 43,762
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 43,762
<CURRENT-LIABILITIES> 481,856
<BONDS> 0
0
0
<COMMON> 10
<OTHER-SE> (438,104)
<TOTAL-LIABILITY-AND-EQUITY> 43,762
<SALES> 14,079
<TOTAL-REVENUES> 14,079
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 4,185
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 9,894
<INCOME-TAX> 0
<INCOME-CONTINUING> 9,894
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 9,894
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
