FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 1999
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Commission file number: 0-16645
RANCON INCOME FUND I,
A CALIFORNIA LIMITED PARTNERSHIP
(Exact name of registrant as specified in its charter)
California 33-0157561
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
400 South El Camino Real, Suite 1100
San Mateo, California 94402-1708
(Address of principal (Zip Code)
executive offices)
(650) 343-9300
(Registrant's telephone number, including area code)
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
Total number of units outstanding as of September 30, 1999: 14,555
Page 1 of 14
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PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
<TABLE>
<CAPTION>
RANCON INCOME FUND I,
A CALIFORNIA LIMITED PARTNERSHIP
Balance Sheets
(in thousands, except unit amounts)
September 30, December 31,
1999 1998
(Unaudited) (Audited)
------------- -------------
<S> <C> <C>
Assets Real estate investments:
Rental property, net of accumulated depreciation
of $1,759 and $1,626 at September 30, 1999 and
December 31, 1998, respectively $ 4,237 $ 4,290
Rental property held for sale, net -- 685
------------- -------------
Total real estate investments 4,237 4,975
------------- -------------
Cash and cash equivalents 1,139 872
Deferred costs, net of accumulated amortization of
$37 and $42 at September 30, 1999 and December 31,
1998, respectively 49 55
Prepaid expenses and other assets 28 110
------------- -------------
Total assets $ 5,453 $ 6,012
============= =============
Liabilities and Partners' Equity (Deficit)
Liabilities:
Accounts payable and other liabilities $ 109 $ 108
------------- -------------
Commitments and contingent liabilities (see Note 5) -- --
Partners' Equity (Deficit):
General partner (154) (183)
Limited partners, 14,555 limited partnership units
outstanding 5,498 6,087
------------- -------------
Total partners' equity 5,344 5,904
------------- -------------
Total liabilities and partners' equity $ 5,453 $ 6,012
============= =============
</TABLE>
See accompanying notes to financial statements.
Page 2 of 14
<PAGE>
<TABLE>
<CAPTION>
RANCON INCOME FUND I,
A CALIFORNIA LIMITED PARTNERSHIP
Statements of Operations
(in thousands, except per unit amounts and units outstanding)
(Unaudited)
Three months ended Nine months ended
September 30, September 30,
-------------------------- ---------------------------
1999 1998 1999 1998
---------- ---------- ----------- ----------
<S> <C> <C> <C> <C>
Revenues:
Rental income $ 195 $ 246 $ 670 $ 790
Gain on sale of real estate -- -- 252 --
Interest and other income 12 5 26 19
---------- ---------- ----------- ----------
Total revenues 207 251 948 809
---------- ---------- ----------- ----------
Expenses:
Operating 78 116 261 341
Depreciation and amortization 47 43 144 128
General and administrative 48 73 188 216
---------- ---------- ----------- ----------
Total expenses 173 232 593 685
---------- ---------- ----------- ----------
Net income $ 34 $ 19 $ 355 $ 124
========== ========== =========== ==========
Net income per limited partnership unit $ 2.27 $ 1.31 $ 21.37 $ 8.45
========== ========== =========== ==========
Distributions per limited partnership unit:
From net income $ 9.96 $ 1.86 $ 11.88 $ 3.78
Representing return of capital -- -- 50.00 --
---------- ---------- ----------- ----------
Total distributions per limited
partnership unit $ 9.96 $ 1.86 $ 61.88 $ 3.78
========== ========== =========== ==========
Weighted average number of limited
partnership units outstanding during
each period used to compute net income
per limited partnership unit 14,555 14,555 14,555 14,555
========== ========== =========== ==========
</TABLE>
See accompanying notes to financial statements.
Page 3 of 14
<PAGE>
RANCON INCOME FUND I,
A CALIFORNIA LIMITED PARTNERSHIP
Statement of Partners' Equity (Deficit)
For the nine months ended September 30, 1999
(in thousands)
(Unaudited)
General Limited
Partners Partners Total
---------- ----------- ----------
Balance at December 31, 1998 $ (183) $ 6,087 $ 5,904
Net income 44 311 355
Distributions (15) (900) (915)
---------- ----------- ----------
Balance at September 30, 1999 $ (154) $ 5,498 $ 5,344
========== =========== ==========
See accompanying notes to financial statements.
Page 4 of 14
<PAGE>
<TABLE>
<CAPTION>
RANCON INCOME FUND I,
A CALIFORNIA LIMITED PARTNERSHIP
Statements of Cash Flows
(in thousands)
(Unaudited)
Nine months ended
September 30,
-------------------------------
1999 1998
------------- ------------
<S> <C> <C>
Cash flows from operating activities:
Net income $ 355 $ 124
Adjustments to reconcile net income
to net cash provided by operating activities:
Net gain on sale of real estate (252) --
Depreciation and amortization 144 128
Changes in certain assets and liabilities:
Prepaid expenses and other assets 82 44
Deferred costs (5) (41)
Accounts payable and other liabilities 1 78
------------- ------------
Net cash provided by operating activities 325 333
------------- ------------
Cash flows from investing activities:
Net proceeds from sales of real estate 937 --
Additions to real estate (80) (61)
------------- ------------
Net cash provided by (used for) investing activities 857 (61)
------------- ------------
Cash flows from financing activities:
Distributions to partners (915) (55)
------------- ------------
Net increase in cash and cash equivalents 267 217
Cash and cash equivalents at beginning of period 872 749
------------- ------------
Cash and cash equivalents at end of period $ 1,139 $ 966
============= ============
</TABLE>
See accompanying notes to financial statements.
Page 5 of 14
<PAGE>
RANCON INCOME FUND I,
A CALIFORNIA LIMITED PARTNERSHIP
Notes to Financial Statements
September 30, 1999
(Unaudited)
Note 1. THE PARTNERSHIP AND ITS SIGNIFICANT ACCOUNTING POLICIES
In the opinion of Rancon Financial Corporation ("RFC") and Daniel Lee Stephenson
(the "Sponsors"), Rancon Income Partners I (the "General Partner") and
Glenborough Corporation, the Partnership's asset and property manager
("Glenborough"), the accompanying unaudited financial statements contain all
adjustments (consisting of only normal accruals) necessary to present fairly the
financial position of Rancon Income Fund I, a California Limited Partnership,
(the "Partnership") as of September 30, 1999 and December 31, 1998, and the
related statements of income, changes in partners' equity (deficit) and cash
flows for the nine months ended September 30, 1999 and 1998.
Allocation of Net Income and Net Loss - Allocation of the profits and losses
from operations are made pursuant to the terms of the Partnership Agreement.
Generally, net income from operations is allocated to the general partner and
the limited partners in proportion to the amounts of cash from operations
distributed to the partners for each fiscal year. In no event shall the general
partner be allocated less than 1% of the net income from any period. If there
are no distributions of cash from operations during such fiscal year, net income
shall be allocated 90% to the limited partners and 10% to the general partner.
Net losses from operations are allocated 90% to the limited partners and 10% to
the general partner until such time as a partner's account is reduced to zero.
Additional losses will be allocated entirely to those partners with positive
account balances until such balances are reduced to zero. In no event will the
general partner be allocated less than 1% of net loss for any period.
Net income other than net income from operations shall be allocated as follows:
(i) first, 1% to the general partner; (ii) second, to the partners who have a
deficit balance in their capital account in proportion to and to the extent of
such deficit balances, provided, that in no event shall the general partner be
allocated more than 10% of the net income other than net income from operations
until the earlier of sale or disposition of substantially all of the assets or
the distribution of cash (other than cash from operations) equal to the original
invested capital of the general partner and the limited partner; (iii) the
balance, if any, shall be allocated (a) first, to the general partner in an
amount equal to the lesser of (1) the amount of cash from sale or financing
anticipated to be distributed to the general partner or (2) an amount sufficient
to increase the general partner's account balance to an amount equal to such
distribution from sale or financing; (b) the balance, to the limited partners.
In no event shall the general partner be allocated less than 1% of the net
income other than net income from operations for any period.
Distributions - Distributions of cash from operations are generally allocated as
follows: (i) first, to the limited partners until they receive a non-cumulative
6% return per annum on their unreturned capital contributions and (ii) the
remainder, if any in a given year, shall be divided in the ratio of 90% to the
limited partners and 10% to the general partner.
Page 6 of 14
<PAGE>
RANCON INCOME FUND I,
A CALIFORNIA LIMITED PARTNERSHIP
Notes to Financial Statements
September 30, 1999
(Unaudited)
Distributions of cash from sales or financing are generally allocated as
follows: (i) first, 2% to the general partner and 98% to the limited partners
until the limited partners have received an amount equal to their capital
contributions; (ii) second, 2% to the general partner and 98% to the limited
partners until the limited partners have received a cumulative non-compounded
return of 6% per annum on their unreturned capital contributions (less prior
distributions of cash from operations); (ii) third, to the general partner for
the amount of subordinated real estate commissions payable per the Partnership
Agreement; (iv) fourth, 2% to the general partner and 98% to the limited
partners until the limited partners have received an additional 4% return on
their unreturned capital contributions (less prior distributions of cash from
operations); (v) fifth, 2% to the general partner and 98% to the limited
partners until the limited partners who purchased their partnership units
("Units") prior to June 1, 1988, receive an additional return (depending on the
date on which they purchased the Units) on their unreturned capital of either
8%, 5% or 2% (calculated through the first anniversary date of the purchase of
the Units); (vi) sixth, 98% to the general partner and 2% to the limited
partners until the general partner has received an amount equal to 15% of all
prior distributions made to the limited partners and the general partners
pursuant to subparagraph (iv) and (v), reduced by the aggregate of all prior
distributions to the general partner under subparagraph (iv) and (v); and (vii)
seventh, the balance, 85% to the limited partners and 15% to the general
partner.
Management Agreement - Effective January 1, 1995, RFC entered into an agreement
with Glenborough whereby RFC sold to Glenborough the contract to perform the
rights and responsibilities under RFC's agreement with the Partnership and other
related Partnerships (collectively, the Rancon Partnerships) to perform or
contract on the Partnership's behalf for financial, accounting, data processing,
marketing, legal, investor relations, asset and development management and
consulting services for the Partnership for a period of ten years or until the
liquidation of the Partnership, whichever comes first. On January 1, 1998, the
agreement was amended to eliminate Glenborough's responsibility for providing
investor relations services, resulting in a reduction in the asset
administration fee from $208,000, or $52,000 per quarter (as originally set
forth in the agreement), to $187,000, or $46,800 per quarter, in 1998. Effective
July 1, 1999, the agreement was further amended to: (i) reduce the asset
administration fee to $100,000, or $25,000 per quarter, for the remaining half
of the year (totaling $144,000 in 1999); (ii) increase the sales fee for
improved properties from 2% to 3% and (iii) reduce the management fee applicable
to Wakefield Industrial Center from 5% to 3% of the gross rental receipts. The
Partnership will also pay Glenborough: (i) a sales fees of 4% for land; (ii) a
refinancing fee of 1% and (iii) a management fee of 5% of gross rental receipts
from Bristol Medical Center. As part of this agreement, Glenborough will perform
certain duties for the General Partner of the Rancon Partnerships. RFC agreed to
cooperate with Glenborough should Glenborough attempt to obtain a majority vote
of the limited partners to substitute itself as the Sponsor for the Rancon
Partnerships. Glenborough is not an affiliate of the Partnership or RFC.
Page 7 of 14
<PAGE>
RANCON INCOME FUND I,
A CALIFORNIA LIMITED PARTNERSHIP
Notes to Financial Statements
September 30, 1999
(Unaudited)
Basis of Accounting - The accompanying unaudited financial statements have been
prepared on the accrual basis of accounting in accordance with generally
accepted accounting principles under the presumption that the Partnership will
continue as a going concern.
Note 2. REFERENCE TO 1998 AUDITED FINANCIAL STATEMENTS
These unaudited financial statements should be read in conjunction with the
Notes to Financial Statements included in the December 31, 1998 audited
financial statements.
Note 3. SALE OF REAL ESTATE
On May 12, 1999, the Partnership sold Aztec Village Shopping Center ("Aztec"), a
23,879 square foot retail center located in San Diego, California, to an
unaffiliated entity for $1,000,000. The Partnership realized a $252,000 gain on
the sale which is reflected in the accompanying statement of operations for the
nine months ended September 30, 1999. The sale proceeds totaled $937,000 (net of
selling costs and expenses incurred through September 30, 1999); $742,305 of
these proceeds was distributed to the partners and the remainder was added to
the Partnership's cash reserves.
Note 4. DISTRIBUTIONS
During the nine months ended September 30, 1999, the Partnership distributed
$14,555 and $727,750 to the general partner and limited partners, respectively,
from proceeds from the sale of Aztec. This distribution of cash from sales
represents a return of capital.
During the nine months ended September 30, 1999, the Partnership distributed
$173,000 of cash from operations to the limited partners.
Note 5. COMMITMENTS AND CONTINGENT LIABILITIES
The Partnership is contingently liable for a subordinated real estate commission
payable to the General Partner in the amount of $30,000 at September 30, 1999
for the May 1999 sale of Aztec. Per the Partnership Agreement, upon the sale of
a Partnership property, the General Partner shall be entitled to a subordinated
real estate commission, provided that, in no event shall the subordinated real
estate commission payable to the General Partner exceed 3% of the gross sales
price of the property which is sold. The subordinated real estate commission is
payable only after the limited partners have received distributions equal to
their original invested capital plus a cumulative non-compounded return of 6%
per annum on their adjusted invested capital. Since the circumstances under
which this commission would be payable are limited, the liability has not been
recognized in the accompanying unaudited financial statements; however, the
amount will be recorded if and when it becomes payable.
Page 8 of 14
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations
INTRODUCTION
The following discussion addresses the Partnership's financial condition at
September 30, 1999 and its results of operations for the nine months ended
September 30, 1999 and 1998. This information should be read in conjunction with
the Partnership's December 31, 1998 audited financial statements, notes thereto
and other information contained elsewhere in this report.
LIQUIDITY AND CAPITAL RESOURCES
On April 21, 1989, Rancon Income Fund I ("the Partnership") was funded from the
sale of 14,559 limited partnership units ("Units") in the amount of $14,559,000.
Four Units were retired in 1990 and 14,555 Units remain outstanding at September
30, 1999.
As of September 30, 1999, the Partnership had cash of $1,139,000. The remainder
of the Partnership's assets consists primarily of its real estate investments,
totaling approximately $4,237,000 at September 30, 1999.
Operationally, the Partnership's primary source of funds consists of cash
provided by its rental properties. Cash flows from operating activities have
been sufficient to provide funds to reinvest in the properties by way of
improvements, as well as to fund distributions to the limited partners. Other
sources of funds include interest earned on invested cash balances and proceeds
from property sales.
Management believes that the Partnership's cash balance at September 30, 1999,
together with the cash from operations and sales, will be sufficient to finance
the Partnership's and the properties' continued operations on both a short-term
and long-term basis. There can be no assurance that the Partnership's results of
operations will not fluctuate in the future and at times affect its ability to
meet its operating requirements.
Operating Activities
During the nine months ended September 30, 1999, the Partnership's cash provided
by operating activities totaled $325,000.
The $82,000, or 75%, decrease in prepaid expenses and other assets at September
30, 1999, compared to December 31, 1998, is primarily due to the collection of
December 31, 1998 tenant receivables in the first quarter of 1999.
Investing Activities
During the nine months ended September 30, 1999, the Partnership's cash provided
by investing activities totaled $857,000, which includes $937,000 of net cash
proceeds from sale of real estate and $80,000 of cash used for additions to real
estate.
The Partnership received net sale proceeds totaling $937,000 from the May 1999
sale of a 23,879 square foot retail center referred to as Aztec Village Shopping
Page 9 of 14
<PAGE>
Center ("Aztec"). The $685,000, or 100%, decrease in rental property held for
sale at September 30, 1999, compared to December 31, 1998, is due to this sale.
Financing Activities
During the nine months ended September 30, 1999, the Partnership made a $742,305
distribution of cash from the sale of Aztec and a $173,000 distribution of cash
from operations.
Rental Property
The Partnership's rental properties, consisting of approximately 96,500 square
feet of space, are as follows:
<TABLE>
<CAPTION>
Property Type Square Feet
- --------------------------- -------------------------------------------- -----------
<S> <C> <C>
Wakefield Industrial Center Industrial building (in Temecula, California) 44,200
Bristol Medical Center Office building (in Santa Ana, California) 52,311
</TABLE>
RESULTS OF OPERATIONS
Revenues
Rental income decreased $120,000, or 15%, and $51,000, or 21%, for the nine and
three months ended September 30, 1999, compared to the nine and three months
ended September 30, 1998, respectively, primarily due to the loss of rental
income from the May 1999 sale of Aztec.
Occupancy rates at the Partnership's rental properties as of September 30, 1999
and 1998 were as follows:
September 30,
---------------------------------
1999 1998
--------------- -------------
Bristol Medical Center 63% 58%
Wakefield Building 100% 100%
The 5 percentage point increase in occupancy from September 30, 1998 to
September 30, 1999 at Bristol Medical Center is attributed to leasing of 6,447
square feet of previously vacant space to three tenants and the expansion of a
1,023 square foot tenant to a 2,043 square foot suite. Slightly offsetting this
increase in occupancy was a decrease due to two tenants, occupying 3,260 square
feet of space in the aggregate, vacating their space upon their respective lease
expirations. Management is currently negotiating lease renewals with two
existing tenants occupying 3,000 square feet of space and is marketing the other
vacant space to potential tenants.
The $252,000 gain on sale of real estate for the nine months ended September 30,
1999 resulted from the May 1999 sale of Aztec.
Interest and other income increased $7,000, or 37%, and $7,000, or 140%, during
the nine and three months ended September 30, 1999, compared to the nine and
three months ended September 30, 1998 primarily due to the higher average
invested cash balance resulting from the May 1999 sale of Aztec.
Page 10 of 14
<PAGE>
Expenses
Operating expenses decreased $80,000, or 23%, and $38,000, or 33%, for the nine
and three months ended September 30, 1999, compared to the nine and three months
ended September 30, 1998, respectively, primarily due to the sale of Aztec. Also
contributing to the decrease is the receipt of a prior year real estate tax
refund in August 1999 and the recognition of $18,000 of bad debt in the first
quarter of 1998.
Depreciation and amortization expense increased $16,000, or 12%, and $4,000, or
9%, for the nine and three months ended September 30, 1999, compared to the nine
and three months ended September 30, 1998, respectively, due to the depreciation
of additions to rental properties and the amortization of lease commissions.
General and administrative expenses decreased $28,000, or 13%, and $25,000, or
34%, during the nine and three months ended September 30, 1999, compared to the
nine and three months ended September 30, 1998, primarily due to a reduction in
asset management fees resulting from an amendment to the management agreement
effective July 1, 1999 (as described in Note 1 of the Notes to Financial
Statements).
Year 2000 Compliance
State of Readiness. Glenborough Corporation ("Glenborough"), the Partnership's
asset and property manager, utilizes a number of computer software programs and
operating systems. These programs and systems primarily comprise information
technology systems ("IT Systems") (i.e., software programs and computer
operating systems) that serve the management operations. Although the
Partnership does not utilize any significant IT Systems of its own, it does
utilize embedded systems such as devices used to control, monitor or assist the
operation of equipment and machinery systems (e.g., HVAC, fire safety and
security) at its properties ("Property Systems"). To the extent that software
applications contain a source code that is unable to appropriately interpret the
upcoming calendar year "2000" and beyond, some level of modification or
replacement of these IT Systems and Property Systems have been necessary.
IT Systems. Employing a team made up of internal personnel and third-party
consultants, Glenborough completed an identification of IT Systems, including
hardware components that were not yet Year 2000 compliant. To the best of
Glenborough's knowledge based on available information and a reasonable level of
inquiry and investigation, such upgrading as appears to be called for under the
circumstances has been completed in accordance with prevailing industry
practice. Glenborough completed a testing program during 1999. In addition, the
Partnership has communicated with third parties with whom it does significant
business, such as financial institutions, tenants and vendors, to determine
their readiness for Year 2000 compliance.
Property Systems. An identification of Property Systems, including hardware
components, that were not yet Year 2000 compliant, has also been completed.
Upgrading of such systems as appears to be called for under the circumstances
based on available information and a reasonable level of inquiry and
investigation, and in accordance with prevailing industry practice has been
completed and tested. To the best of Glenborough's knowledge, the Partnership
has no Property Systems, the failure of which would have a material effect on
its operations.
Page 11 of 14
<PAGE>
Costs of Addressing Year 2000 issues. Given the information known at this time
about systems that are non-compliant, coupled with ongoing, normal course-of
business efforts to upgrade or replace critical systems, as necessary, the
Partnership has not incurred Year 2000 compliance costs that have had a material
adverse impact on its liquidity or ongoing results of operations. The costs of
assessment and remediation of the Property Systems have been paid by the
Partnership as an operating expense.
Risks of Year 2000 issues. In light of the assessment and upgrading efforts to
date, and completion of the planned, normal course-of-business upgrades and
subsequent testing, the Partnership believes that any residual Year 2000 risk
will be limited to non-critical business applications and support hardware, and
to short-term interruptions affecting Property Systems which, if they occur at
all, will not be material to overall operations. Glenborough and the Partnership
believe that all IT Systems and Property Systems will be Year 2000 compliant and
that compliance will not materially adversely affect its future liquidity or
results of operations or its ability to service debt. However, absolute
assurance that this is the case cannot be given.
Contingency Plans. The Partnership has developed a contingency plan for all
operations which addresses the most reasonably likely worst case scenario
regarding Year 2000 compliance. Such a plan, however, recognizes material
limitations on the ability to respond to major regional or industrial failures
such as power outages or communications breakdowns.
Page 12 of 14
<PAGE>
Part II. OTHER INFORMATION
Item 1. Legal Proceedings
None.
Item 2. Changes in Securities and Use of Proceeds
Not applicable.
Item 3. Defaults Upon Senior Securities
Not applicable.
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:
(27) Financial Data Schedule
(b) Reports on Form 8-K (incorporated herein by reference):
None.
Page 13 of 14
<PAGE>
SIGNATURES
Pursuant to the requirements of Section 13 or Section 15(d) of the Securities
Exchange Act of 1934, the Partnership has duly caused this report to be signed
on its behalf by the undersigned, thereunto duly authorized.
RANCON INCOME FUND I,
a California limited partnership
By: Rancon Income Partners I, L.P.
its General Partner
Date: November 15, 1999 By: /s/ DANIEL L. STEPHENSON
--------------------------
Daniel L. Stephenson
Director, President, Chief Executive
Officer and Chief Financial Officer of
Rancon Financial Corporation, General
Partner of Rancon Income Partners I, L.P.
Page 14 of 14
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000791996
<NAME> RANCON INCOME FUND I
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-START> JAN-01-1999
<PERIOD-END> SEP-30-1999
<CASH> 1,139
<SECURITIES> 0
<RECEIVABLES> 8
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 1,147
<PP&E> 4,237
<DEPRECIATION> 1,759
<TOTAL-ASSETS> 5,453
<CURRENT-LIABILITIES> 109
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 5,344
<TOTAL-LIABILITY-AND-EQUITY> 5,453
<SALES> 252
<TOTAL-REVENUES> 948
<CGS> 0
<TOTAL-COSTS> 261
<OTHER-EXPENSES> 332
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 355
<INCOME-TAX> 0
<INCOME-CONTINUING> 355
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 355
<EPS-BASIC> 21.37
<EPS-DILUTED> 21.37
</TABLE>