<PAGE>
U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
(Mark One)
x Quarterly report pursuant to Section 13 or 15(d) of the Securities
---
Exchange Act of 1934
For the quarterly period ended March 31, 1995
--------------------
___ Transition report under Section 13 or 15(d) of the Exchange Act of 1934
For the transition period from __________ to __________
Commission file number l-9224
------
HELMSTAR GROUP, INC.
- - - - ---------------------------------------------------------------------------
(Exact Name of Small Business Issuer as Specified in Its Charter)
DELAWARE 13-2689850
- - - - ----------------------------------------- ------------------------------
(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification No.)
2 World Trade Center, Suite 2112, New York, N.Y. 10048
- - - - ---------------------------------------------------------------------------
(Address of Principal Executive Offices)
212-775-0400
- - - - ---------------------------------------------------------------------------
(Issuer's Telephone Number, Including Area Code)
Check whether the issuer: (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 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 __
-
The number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date.
Class Outstanding at April 30, 1995
----- -----------------------------
Common stock - par value $.10 5,953,195 shares
- - - - ----------------------------- ----------------
<PAGE>
1
PART I
FINANCIAL INFORMATION
ITEM L. FINANCIAL STATEMENTS.
The following consolidated financial statements of Helmstar Group, Inc. and
subsidiaries (collectively referred to as the "Company," unless the context
requires otherwise) are prepared in accordance with the rules and regulations
of the Securities and Exchange Commission for Form l0-QSB and reflect all
adjustments (consisting of normal recurring accruals) and disclosures which,
in the opinion of management, are necessary for a fair statement of results
for the interim periods presented. It is suggested that these financial
statements be read in conjunction with the financial statements and notes
thereto included in the Company's Form l0-KSB for the fiscal year ended
December 31, 1994, which was filed with the Securities and Exchange
Commission.
The results of operations for the three months ended March 31, 1995 are not
necessarily indicative of the results to be expected for the entire fiscal
year.
<PAGE>
2
HELMSTAR GROUP, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)
<TABLE>
<CAPTION>
March 31, December 31,
ASSETS 1995 1994
------------ -------------
<S> <C> <C>
Cash and cash equivalents............ $ 595,946 $ 739,624
Marketable securities................ 663,036 508,907
Joint ventures....................... 3,445,860 3,675,971
Mortgage servicing rights - net of
accumulated amortization of
$1,389,712 in 1995 and
$1,289,410 in 1994................. 1,987,781 2,077,108
Other investments.................... 379,344 397,126
Mortgage loans held for sale......... 822,630 30,000
Due for mortgage loans sold.......... 81,194 54,554
Furniture, equipment and
leasehold improvements - at cost,
less accumulated depreciation and
amortization of $317,501 in
1995 and $316,507 in 1994.......... 235,415 256,526
Other assets......................... 782,184 786,849
----------- -----------
TOTAL........................... $ 8,993,390 $ 8,526,665
=========== ===========
LIABILITIES
Notes payable........................ $ 379,479
Accrued expenses and other
liabilities........................ $ 1,537,717 1,510,946
----------- -----------
Total liabilities............... 1,537,717 1,890,425
----------- -----------
STOCKHOLDERS' EQUITY
Common stock - authorized
10,000,000 shares, par value
$.10; issued 6,749,600 shares...... 674,960 674,960
Paid-in surplus...................... 14,984,510 14,984,510
(Deficit)............................ (5,677,691) (6,504,307)
----------- -----------
Total........................... 9,981,779 9,155,163
Less treasury stock, at cost -
796,405 shares in 1995 and
783,905 shares in 1994............. (2,526,106) (2,518,923)
----------- -----------
Total stockholders' equity...... 7,455,673 6,636,240
----------- -----------
TOTAL........................... $ 8,993,390 $ 8,526,665
=========== ===========
</TABLE>
See Notes to Condensed Consolidated Financial Statements (Unaudited).
<PAGE>
3
HELMSTAR GROUP, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
----------------------
1995 1994
<S> <C> <C>
Revenues:
Profit from joint ventures...... $1,447,609 $ 141,379
Financial consulting fees....... 180,500
Loan servicing fees............. 218,253 254,513
Loan origination fees........... 81,342 120,301
Interest income................. 56,263 43,166
Investment income............... 2,120 291,954
Other income.................... 16,304 35,419
---------- ----------
Total revenues............... 1,821,891 1,067,232
---------- ----------
Expenses:
Compensation and related costs.. 514,056 596,186
Occupancy cost.................. 98,519 93,227
Amortization of mortgage
servicing rights............. 100,302 144,691
General and administrative...... 177,147 185,836
Professional fees............... 45,648 37,000
Interest........................ 1,694 25,922
---------- ----------
Total expenses............... 937,366 1,082,862
---------- ----------
Income (loss) before taxes........ 884,525 (15,630)
Income tax........................ 57,909 34,128
---------- ----------
NET INCOME (LOSS)................. $ 826,616 $ (49,758)
========== ==========
Net income (loss) per common share $ .14 $ (.01)
========== ==========
Weighted average number of
common shares outstanding....... 5,957,288 6,005,495
========== ==========
</TABLE>
See Notes to Condensed Consolidated Financial Statements (Unaudited).
<PAGE>
4
HELMSTAR GROUP, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
-----------------------
1995 1994
<S> <C> <C>
Cash flows from operating activities:
Net income (loss)........................................ $ 826,616 $ (49,758)
Adjustments to reconcile net income (loss) to net
cash provided by (used in) operating activities:
Depreciation and amortization........................... 123,600 167,530
Unrealized (gain) on joint ventures
and other investments.................................... (157,462) (148,606)
(Gain) on sale or disposal of investments............... (1,272,365) (115,667)
Loss on sale of fixed assets............................ 1,912
Changes in operating assets and liabilities:
(Increase) decrease in mortgage loans held for sale...... (792,630) 638,450
(Increase) decrease in due for mortgage loans sold....... (26,640) 171,646
(Increase) in other assets............................... (3,904) (190,537)
Increase (decrease) in accrued expenses.................. 26,771 (77,870)
----------- ---------
Net cash provided by (used in) operating activities....... (1,274,102) 395,188
----------- ---------
Cash flows from investing activities:
Purchases of investment securities - net:
U.S. Government obligations............................. (154,129) (103,015)
Purchase of interest in joint venture.................... (500)
Distributions from joint ventures and other investments.. 40,000
Purchases of mortgage servicing rights................... (10,975) (65,876)
Proceeds from the sale joint ventures.................... 1,677,730
Proceeds from sale of fixed assets....................... 8,752
Purchase of fixed assets................................. (4,282) (5,456)
----------- ---------
Net cash provided by (used in) investing activities....... 1,517,096 (134,847)
----------- ---------
Cash flows from financing activities:
Repayment of short term borrowings - net:................ (379,479) (634,584)
Purchase of treasury stock............................... (7,183) (81)
----------- ---------
Net cash (used in) financing activities................... (386,662) (634,665)
----------- ---------
NET (DECREASE) IN CASH AND CASH EQUIVALENTS............... (143,668) (374,324)
Cash and cash equivalents at beginning of period.......... 739,624 840,367
----------- ---------
CASH AND CASH EQUIVALENTS AT END OF PERIOD................ $ 595,956 $ 466,043
=========== =========
Supplemental disclosures of cash flow information:
Cash paid during the period for:
Interest................................................ $ 1,694 $ 25,922
Taxes................................................... 7,273 17,574
</TABLE>
See Notes to Condensed Consolidated Financial Statements (Unaudited).
<PAGE>
5
HELMSTAR GROUP, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
l. SIGNIFICANT ACCOUNTING POLICIES
-------------------------------
The accounting policies followed by the Company are set forth in the
notes to the Company's financial statements included in its Form l0-KSB,
for the fiscal year ended December 3l, 1994, which was filed with the
Securities and Exchange Commission.
2. JOINT VENTURES
--------------
On February 22, 1995, First Highpoint Limited Partnership sold its
principal asset, an apartment project located in Plano, Texas. The
partnership had owned such project throughout 1994.
Summary combined operating results of the joint ventures in which
the Company is a co-venturer are as follows:
<TABLE>
<CAPTION>
March 31, March 31,
1995 1994
----------- ----------
<S> <C> <C>
Rental income................. $ 811,094 $ 836,866
Operating expenses............ (134,999) (129,541)
---------- ---------
Net operating income.......... 676,095 707,325
Other income (expense)........ (391,602) (475,402)
---------- ---------
Net income.................... $ 284,493 $ 231,923
========== =========
Company's share of profit
from joint ventures........... $ 186,738 $ 141,379
Company's share of gain on
sale of an apartment project.. 1,260,871
---------- ----------
Profit from joint ventures.... $1,447,609 $ 141,379
========== =========
</TABLE>
Pro forma summary combined operating results of the joint ventures
in which the Company is a co-venturer, excluding First Highpoint Limited
Partnership, are as follows:
<PAGE>
6
<TABLE>
<CAPTION>
March 31, March 31,
1995 1994
---------- ----------
<S> <C> <C>
Rental income.............. $ 621,669 $ 556,196
Operating expenses......... (28,530) (13,412)
--------- ---------
Net operating income....... 593,139 542,784
Other income (expense)..... (320,139) (334,233)
--------- ---------
Net income................. $ 273,000 $ 208,551
========= =========
Company's share of profit
from joint ventures........ $ 175,245 $ 118,007
========= =========
</TABLE>
3. INCOME (LOSS) PER SHARE
-----------------------
Income (loss) per share is based on the weighted average number of
common shares outstanding during each period. Common share equivalents
relating to the Company's incentive compensation plan have not been
included in the computation, because the effect of their inclusion would
not be dilutive.
4. LITIGATION
----------
The Company is a defendant in various lawsuits. In those instances
in which liability can be estimated, provisions have been reflected in
the financial statements. The ultimate outcome of the remaining lawsuits
cannot presently be determined, and no provision for any liability that
may result has been made in the financial statements, since the amounts,
if any, cannot be determined. There were no significant changes in the
status of litigation during the three months ended March 31, 1995.
<PAGE>
7
Item 2. Management's Discussion and Analysis of Financial Condition
------ -----------------------------------------------------------
and Results of Operations
-------------------------
A. Three Months Ended March 31, 1995 Compared
------------------------------------------
to Three Months Ended March 31, 1994
------------------------------------
Total revenues increased to $1,821,891 for the three months
ended March 31, 1995 from $1,067,232 for the three months
ended March 31, 1994.
Profit from joint ventures increased to $1,447,609 for the
three months ended March 31, 1995 from $141,379 for the three
months ended March 31, 1994. This classification represents
the Company's share of income and losses, computed in
accordance with the equity method of accounting, from various
joint ventures in which the Company is participating.
The principal reason for the dramatic increase in revenue from
joint ventures was due to the sale by First Highpoint Limited
Partnership, a Texas partnership, in which the Company has a
partnership interest, of an apartment project located in
Plano, Texas. This was an all cash sale to an insurance
company. The Company recorded a profit of approximately
$1,260,000.
Financial consulting fees were nil for the three months ended
March 31, 1995 versus $180,500 for the three months ended
March 31, 1994. The Company provides financial structuring
advice to clients on a fee basis. Typically, an engagement is
based on a specific assignment to assist a client to lower its
cost of capital. Due to the transactional nature of this
business, significant variations in revenue are likely. The
Company currently is engaged in advising clients with respect
to the structuring of transactions which are expected to
generate fees later in 1995.
Loan servicing fees decreased to $218,253 for the three months
ended March 31, 1995 from $254,513 for the three months ended
March 31, 1994.
In addition to scheduled principal amortization payments, the
Company's mortgage servicing portfolio declined dramatically
because of the bulk sale of mortgage servicing rights of
approximately $25 million of mortgage loans in July 1994 and
the high level of prepayments during the first two quarters of
1994.
<PAGE>
8
Loan origination fees decreased to $81,342 for the three
months ended March 31, 1995 compared to $120,301 for the three
months ended March 31, 1994. This category includes fees
earned in connection with making mortgage loans and net profit
or loss from sales of such loans to investors. This decrease
reflects a sharp decline in mortgage loan originations in the
Company's market as a result of higher interest rates.
The Company has taken significant steps to expand its
origination activities. In late 1993, branch offices were
opened in New Jersey and Delaware to expand the Company's
retail origination capacity. The Company has increased the
number of correspondents to originate loans on a wholesale
basis. Although it is uncertain whether the housing market
will continue to weaken, if the steps noted above are
implemented successfully, the Company would be positioned to
capture a larger share of the market than it had enjoyed
previously.
Interest income increased to $56,263 for the three months
ended March 31, 1995 from $43,166 for the three months ended
March 31, 1994, due primarily to higher prevailing interest
rates and a change in the way the Company finances mortgage
loans originated for resale. During the three months ended
March 31, 1994, the Company primarily used only its "warehouse
facility" to finance such mortgage loans. Under the terms of
the "warehouse facility," the Company foregoes both interest
income on mortgage loans originated for resale and virtually
all interest expense, since the provider of such facility
earns the interest income on the mortgage loans prior to
completing the sale thereof to investors. During the three
months ended March 31, 1995, the Company used its own cash as
well as the "warehouse facility" to finance mortgage loans
originated for resale. When it uses its own cash, the Company
earns the interest on the mortgage loans prior to completing
the sale thereof to investors.
Investment income decreased substantially to $2,120 for the
three months ended March 31, 1995 from $291,954 for the three
months ended March 31, 1994. This category principally
consists of net profit or loss from investing in futures,
puts, calls, equities and other securities activities. During
the three months ended March 31, 1994, this category included
the Company's share of income from an investment partnership.
The Company
<PAGE>
9
redeemed its interest in such partnership at the close of the
third quarter of 1994. Additionally, in the three months ended
March 31, 1994, the Company recognized income from (1)
receipts pursuant to a settlement agreement on a receivable
which had been fully reserved in a prior period and (2) stock
in a public company received as payment of certain contingent
consideration from the sale of the Company's interest in a
joint venture in 1992.
Other income was $16,304 for the three months ended March 31,
1995 compared to $35,419 for the three months ended March 31,
1994. This category consists primarily of sundry fees and
revenues earned in connection with the Company's mortgage
banking business other than loan servicing or origination
fees.
Total expenses decreased to $937,366 for the three months
ended March 31, 1995 from $1,082,862 for the three months
ended March 31, 1994.
Compensation and related costs decreased to $514,056 for the
three months ended March 31, 1995 from $596,186 for the three
months ended March 31, 1994. The decrease was attributable to
a reduction in the number of salaried employees as well as
salary reductions in the Company's mortgage banking business.
Furthermore, with a decline in the volume of mortgage loan
originations, commission payments to mortgage loan originators
also declined significantly during 1994.
Occupancy costs increased slightly to $98,519 for the three
months ended March 31, 1995 from $93,227 for the three months
ended March 31, 1994.
Amortization of mortgage service rights decreased to $100,302
for the three months ended March 31, 1995 from $144,691 for
the three months ended March 31, 1994. The carrying amount of
purchased servicing rights must be amortized over the period
of the estimated, future net servicing income associated
therewith. Since estimated net servicing income typically is
greater in the earlier years, amortization expense is higher
for such periods.
The Company reviews the carrying amount of each portfolio for
possible impairment. If estimated future servicing costs
exceed revenues, the Company will recognize a loss equal to
any excess.
<PAGE>
10
Future amortization expense will be adjusted accordingly.
During the first quarter of 1994, the Company wrote down the
carrying amount of a significant mortgage servicing portfolio.
General and administrative expenses decreased to $177,147 for
the three months ended March 31, 1995 from $185,836 for the
three months ended March 31, 1994.
Professional fees increased to $45,648 for the three months
ended March 31, 1995 from $37,000 for the three months ended
March 31, 1994.
Interest expense was $1,694 for the three months ended March
31, 1995 compared to $25,922 for the three months ended March
31, 1994. This savings reflects greater utilization of the
Company's own cash and its "warehouse facility" to finance its
mortgage banking activities. Additionally, during the three
months ended March 31, 1995, the Company's average inventory
of mortgage loans held for resale was smaller, as a result in
a decline in originations, so the Company's financing needs
were reduced.
On a pre-tax basis, the Company had a profit of $884,525 for
the three months ended March 31, 1995 compared to a loss of
$15,630 for the three months ended March 31, 1994. Provision
for income taxes for the three months ended March 31, 1995 is
$57,909 compared to $34,128 for the three months ended March
31, 1994. These provisions consist solely of state and local
taxes. For Federal income tax purposes, as of December 31,
1994, the Company had net operating loss carryforwards of
approximately $11,400,000 available to reduce future taxable
income. These carryforwards will be available through the
year 2009 to reduce future taxable income.
The Company's net profit for the three months ended March 31,
1995 was $826,616 compared to a net loss of $49,758 for the
three months ended March 31, 1994. On a per share basis, the
net profit was $.14 for the three months ended March 31, 1995,
compared to net loss of ($.01) for the three months ended
March 31, 1994. Earnings or loss per share are based on the
weighted average number of shares outstanding (5,957,288 for
the three months ended March 31, 1995 and 6,005,495 for the
three months ended March 31, 1994). The assumed exercise of
stock options relating to the Company's incentive compensation
plan were not
<PAGE>
11
included in the computation, because the effect of their
inclusion would be anti-dilutive.
B. Liquidity and Capital Resources
-------------------------------
Management of the Company believes that funds generated from
operations, its credit and warehouse facilities, working
capital line and cash distributions from various joint
ventures, supplemented by its available assets, will provide
it with sufficient resources to meet all present and
reasonably foreseeable future capital needs. A significant
portion of the Company's assets are readily convertible into
cash.
The Company invests excess funds in liquid, short- term
financial instruments in order to maximize its current cash
return with minimum interest rate risk, while preserving the
ability to move quickly in funding attractive merchant banking
ventures. Such investments include U.S. Government
obligations, commodity futures contracts and money market
funds. Additionally, since commencing the mortgage loan
origination business, the Company may use its own cash to
carry a portion of its inventory of mortgage loans originated
for resale. Prior to funding any loans, the Company procures
firm commitments from investors to purchase such loans.
Fifteen days is the typical time between funding a mortgage
loan and receiving payment from an investor.
The Company's primary financing needs are in its mortgage
banking activities. In addition to its own cash resources,
the Company meets its mortgage funding requirements by
borrowing the necessary amounts from a $2 million "credit
facility" maintained with a savings bank. After funding an
individual loan, the Company can replenish its cash position
or available borrowing capacity under the credit facility by
utilizing a separate, $10 million mortgage warehouse facility.
The Company can draw down up to 98% of the face amount of an
individual mortgage loan from the "warehouse facility." This
facility is replenished from the purchase price paid by the
investor who had committed to purchase such loan.
The Company also has a $350,000 revolving credit line with the
bank which provides the warehouse facility. This line carries
interest at prime plus 1%. It can be used only in connection
with the Company's mortgage banking activities.
<PAGE>
12
Sales of mortgage servicing rights among mortgage servicers is
rather routine. Prices that servicers are willing to pay for
the same package may vary, due to various factors including
the potential purchaser's internal costs of servicing each
loan, access to capital, cost of capital, prepayment
assumptions and opportunities for cross-selling other products
to mortgagors.
The carrying amount reflected in the consolidated balance
sheets for mortgage servicing rights acquired from third
parties may not be representative of the realizable value of
the bulk sale of all or a portion of such portfolio. The
Company treats the acquisition of mortgage servicing rights as
part of its investing activities in the consolidated
statements of cash flows.
In connection with its interests in real estate, the Company
uses separate subsidiaries for each venture. The Company
utilizes the equity method of accounting for its interests in
real estate joint ventures. Accordingly, the assets and
liabilities of such ventures are not included in the Company's
consolidated balance sheets.
The two operating real estate projects in which the Company is
a co-venturer, currently have strong occupancies and positive
cash flow. Cash maintained by each partnership, supplemented
with cash flow from operations, should be sufficient to cover
all operating costs and debt service requirements of each
venture, so that additional cash contributions from the
Company or its co-venturers would not be necessary. Facts and
circumstances, however, are subject to change for reasons
beyond the Company's control. Based on current estimates, the
Company expects to continue to receive cash distributions from
its real estate joint venture activities during 1995.
In April 1993, one of the Company's real estate joint ventures
entered into a modification agreement with the lender holding
the venture's mortgage loan. The lender converted the loan
from a short-term, variable rate loan into a four-year, fixed
rate loan. Interest accrues at 8.5% per annum. The lender
charged an extension fee which was paid as follows: (1)
$15,000 at the time the extension was consummated; (2) $15,000
on April 1, 1994; and $33,818 (an amount equal to the product
of the outstanding principal balance $4,609,079 multiplied by
.0075) on April 1, 1995. Regular
<PAGE>
13
amortization is determined on a 20-year schedule for the first
year and then on a 15-year self-liquidating basis. Additional
amortization payments equal to 25% of "excess cash flow" are
due during the second 12-month period. Thereafter, 50% of
"excess cash flow" is due as additional amortization. The loan
matures on April 1, 1997.
In April 1995, the Company's other real estate joint venture
refinanced the mortgage loan on its project. The principal
amount of the new, nonrecourse loan is $6,550,000; the
interest rate equals Citibank's six-month LIBOR rate plus
3.10% and the interest rate resets each September and March;
the maximum interest rate is 13.5375% and the current rate
through August 31, 1995 is 9.5375%; principal amortization is
based on a 25-year schedule; and the loan matures on May 1,
2002. The principal balance of the refinanced loan was
$3,757,828. The proceeds from refinancing, net of expenses
including points, fees, title insurance, escrows, etc., was
approximately $2.5 million. The Company received a
distribution from the joint venture of approximately $2.2
million.
Prior to the distribution of the net proceeds from
refinancing, the Company received a preferred return equal to
10% of its original capital contribution. Distributions from
sales or refinancing proceeds were to be applied, pursuant to
the joint venture agreement, first to the Company to pay any
preferred return due and then in an amount equal to the
Company's original capital contribution. The Company received
55% of cash distributions in excess of the preferred return.
Since the Company recovered its entire original capital
contribution, it will no longer receive a preferred return.
If the project is sold or refinanced in the future, the
Company will receive 70% of distributable net proceeds.
Although the venture's outstanding debt was increased
substantially, at current interest rates, monthly debt service
decreased slightly because the old loan required monthly
principal payments of $40,000 through its maturity in July
1995. In addition to principal and interest payments, debt
service for the new loan includes contributions to various
reserve accounts. The funds from such reserve accounts may be
used, in accordance with the various loan agreements, to
offset future expenses, if any, for structural
<PAGE>
14
repairs, tenant improvements, leasing commissions, and
interest expense.
The carrying amounts reflected on the Company's consolidated
balance sheets for its various joint venture interests is
determined in accordance with the equity method of accounting.
Such carrying amounts may not be representative of the
realizable value on a sale of those interests. Management
reviews the carrying amount of each venture to determine if an
adjustment for any impairment other than a temporary decline
is required. If management believes in good faith that any
impairment is other than temporary, a loss provision equal to
such amount will be charged against the Company's consolidated
results of operations.
Cash distributions from joint ventures are reflected in
investing activities in the Company's consolidated statements
of cash flows. Equity contributions to joint ventures as well
as any advances to joint ventures also are reflected in
investing activities in the Company's consolidated statements
of cash flows.
While the Company believes that currently available funds will
provide it with sufficient resources to meet all present and
reasonably foreseeable future capital needs, the Company may
seek various forms of credit in order to finance its merchant
banking, mortgage banking or other activities in the future.
The Company does not have any material commitments for capital
expenditures as of March 31, 1995.
The Company is a defendant in various lawsuits. Although the
Company has reached settlements in some instances, an
unfavorable result in those remaining could have a significant
adverse effect upon the Company's liquidity and capital
resources.
<PAGE>
15
PART II
OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
(a) Exhibits: -- A statement regarding the computation of per
share earnings is omitted because the computation is
described in Note 3 of the Notes to Consolidated
Financial Statements (Unaudited) on page 6 of this Form
10-QSB.
-- Financial Data Schedule -
Exhibit 27 - see below
(b) Reports on Form 8-K:
-- March 2, 1995, Press Release announcing the sale of
an apartment project consisting of 140 units by
First Highpoint Limited Partnership.
<PAGE>
16
SIGNATURES
In accordance with the requirements of the Exchange Act, the
registrant caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
HELMSTAR GROUP, INC.
/s/ George W. Benoit
------------------------------------------
Date: May 15, 1995 George W. Benoit, Chairman of the Board of
Directors, President, Chief Executive
Officer
/s/ Roger J. Burns
------------------------------------------
Date: May 15, 1995 Roger J. Burns, First Vice President, Chief
Financial Officer
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM HELMSTAR
GROUP, INC. AND SUBSIDIARIES' CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)
AND CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) FOR THE INTERIM
PERIOD ENDED MARCH 31, 1995 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO
SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> MAR-31-1995
<CASH> 595,946
<SECURITIES> 663,036
<RECEIVABLES> 81,194
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 552,916
<DEPRECIATION> 317,501
<TOTAL-ASSETS> 8,993,390
<CURRENT-LIABILITIES> 0
<BONDS> 0
<COMMON> 0
0
674,960
<OTHER-SE> 6,780,713
<TOTAL-LIABILITY-AND-EQUITY> 8,993,390
<SALES> 0
<TOTAL-REVENUES> 1,821,891
<CGS> 0
<TOTAL-COSTS> 937,366
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 1,694
<INCOME-PRETAX> 884,525
<INCOME-TAX> 57,909
<INCOME-CONTINUING> 826,616
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 826,616
<EPS-PRIMARY> .14
<EPS-DILUTED> .14
</TABLE>
