SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
Quarterly Report Under Section 13 or 15(d) of the
Securities Exchange Act of 1934
For Quarter Ended September 30, 1995 Commission File Number 1-9302
FORUM RETIREMENT PARTNERS, L.P.
(Exact name of registrant as specified in its charter)
DELAWARE 35-1686799
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
11320 Random Hills Road, Suite 400
Fairfax, Virginia 22030
(Address of principal executive offices) (Zip Code)
703-277-7000
(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
----- -----
There are 15 pages in this report.
<PAGE>
INDEX
FORUM RETIREMENT PARTNERS, L.P. AND SUBSIDIARY PARTNERSHIP
PART I. FINANCIAL INFORMATION PAGE
- ----------------------------- ----
Item 1. Financial Statements (Without Audit)
Condensed consolidated balance sheets --
September 30, 1995 and December 31, 1994 3
Condensed consolidated statements of operations --
Three and nine months ended September 30, 1995 and 1994 5
Condensed consolidated statement of partners' equity --
September 30, 1995 and December 31, 1994 6
Condensed consolidated statements of cash flows --
Nine months ended September 30, 1995 and 1994 7
Notes to condensed consolidated financial statements --
September 30, 1995 8
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 9
PART II. OTHER INFORMATION
- --------------------------
Item 6. Exhibits and Reports on Form 8-K 13
SIGNATURES 14
- ----------
EXHIBIT INDEX 15
- -------------
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<PAGE>
PART I.FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
----------------------------
FORUM RETIREMENT PARTNERS, L.P. AND SUBSIDIARY PARTNERSHIP
CONDENSED CONSOLIDATED BALANCE SHEETS
(Without Audit)
September 30, December 31,
1995 1994
------------- ------------
(in thousands)
ASSETS
Current Assets:
Cash and cash equivalents $ 4,689 $ 5,588
Accounts receivable, less allowances
for doubtful accounts of $273 for 1995
and $208 for 1994 2,700 2,650
Other receivables 705 33
Inventory and prepaid expenses 987 877
Other current assets 74 388
------------ -----------
Total Current Assets 9,155 9,536
------------ -----------
Restricted cash 3,663 2,625
Property and Equipment:
Land 14,848 14,758
Buildings 98,810 97,885
Furniture and equipment 8,766 8,174
Construction in progress 547 33
------------ -----------
122,971 120,850
Less accumulated depreciation 26,693 24,000
------------ -----------
Net property and equipment 96,278 96,850
------------ -----------
Deferred costs, net of accumulated
amortization of $622 in 1995 and
$352 in 1994 1,931 2,152
------------ -----------
TOTAL ASSETS $ 111,027 $ 111,163
------------ -----------
See Notes to Condensed Consolidated Financial Statements.
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<PAGE>
PART I.FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
----------------------------
FORUM RETIREMENT PARTNERS, L.P. AND SUBSIDIARY PARTNERSHIP
CONDENSED CONSOLIDATED BALANCE SHEETS
(Without Audit)
September 30, December 31,
1995 1994
------------- ------------
(in thousands)
LIABILITIES AND PARTNERS' EQUITY
Current Liabilities:
Current portion of long-term debt $ 998 $ 927
Accounts payable and accrued expenses 4,157 3,969
Management fees due to parent of
general partner 1,388 1,195
Resident deposits 1,432 1,445
----------- -----------
Total Current Liabilities 7,975 7,536
Long-term debt, less current portion payable
within one year 48,249 49,007
Deferred management fees due to parent
of general partner 15,780 15,780
----------- -----------
TOTAL LIABILITIES 72,004 72,323
----------- -----------
General partner's equity in subsidiary partnership 229 228
Partners' Equity:
General partner 492 492
Limited partners (15,285 units issued and
outstanding) 38,302 38,120
----------- -----------
TOTAL PARTNERS' EQUITY $ 38,794 $ 38,612
----------- -----------
TOTAL LIABILITIES AND PARTNERS' EQUITY $ 111,027 $ 111,163
----------- -----------
See Notes to Condensed Consolidated Financial Statements.
-4-
<PAGE>
PART I.FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
----------------------------
FORUM RETIREMENT PARTNERS, L.P. AND SUBSIDIARY PARTNERSHIP
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Without Audit)
Three Months Ended Nine Months Ended
September 30, September 30,
------------------ ------------------
1995 1994 1995 1994
-------- -------- -------- --------
(in thousands except per unit amounts)
Revenues:
Routine revenue $ 10,949 $ 10,669 $ 32,517 $ 31,171
Ancillary revenue 1,424 1,369 4,314 3,534
Other income 114 56 267 150
-------- -------- -------- --------
TOTAL REVENUES 12,487 12,094 37,098 34,855
-------- -------- -------- --------
Costs and expenses:
Routine expenses 7,977 7,554 23,334 21,642
Ancillary costs 1,172 1,057 3,512 2,865
Management fees to parent
of general partner 972 968 2,929 2,786
General and administrative 91 130 378 550
Litigation 17 8 85 50
Depreciation and amortization 912 835 2,693 2,617
Interest, including amounts to
parent of general partner of $7,
$9, $22, and $30, respectively 1,322 1,345 3,983 4,042
-------- -------- -------- --------
TOTAL COSTS AND EXPENSES 12,463 11,897 36,914 34,552
-------- -------- -------- --------
Income before general partner's
interest in income of
subsidiary partnership 24 197 184 303
General partner's interest in income
of subsidiary partnership 0 1 1 2
-------- -------- -------- --------
NET INCOME 24 196 183 301
General partner's interest in
net income 0 2 2 3
-------- -------- -------- --------
Limited partners' interest in
net income $ 24 $ 194 $ 181 $ 298
-------- -------- -------- --------
Average number of units
outstanding 15,285 15,285 15,285 15,285
-------- -------- -------- --------
Net income per unit $ 0.00 $ 0.01 $ 0.01 $ 0.02
-------- -------- -------- --------
Distribution per unit $ 0.00 $ 0.00 $ 0.00 $ 0.00
-------- -------- -------- --------
See Notes to Condensed Consolidated Financial Statements.
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<PAGE>
PART I.FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
----------------------------
FORUM RETIREMENT PARTNERS, L.P. AND SUBSIDIARY PARTNERSHIP
CONDENSED CONSOLIDATED STATEMENT OF PARTNERS' EQUITY
Nine Months Ended September 30, 1995
(Without Audit)
General Limited
Partner Partners
--------- ----------
(in thousands)
Balances at January 1, 1994 $ 490 $ 37,896
Costs from issuance of units (1) (90)
Net Income 3 314
---------- ----------
Balances at December 31, 1994 492 38,082
Net Income 0 (38)
---------- ----------
Balances at September 30, 1995 $ 492 $ 38,082
---------- ----------
Accumulated balances:
Capital contributions 1,173 116,279
Offering costs (4) (6,715)
Cash distributions (255) (29,679)
Accumulated losses (422) 41,583
---------- ----------
Balances at September 30, 1995 $ 492 $ 38,302
---------- ----------
See Notes to Condensed Consolidated Financial Statements.
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<PAGE>
PART I.FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
----------------------------
FORUM RETIREMENT PARTNERS, L.P. AND SUBSIDIARY PARTNERSHIP
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Without Audit)
Nine Months Ended
September 30,
-------------------------
1995 1994
---------- ----------
(in thousands)
Cash flows from operating activities:
Net income $ 183 $ 301
Adjustments to reconcile net income
to net cash provided by operating activities:
Depreciation of property and equipment 2,693 2,617
Amortization of deferred financing costs 269 263
Accrued management fees currently due to
parent of general partner (9) 968
Other accrued revenues and expenses, net (41) (454)
---------- ----------
NET CASH PROVIDED BY OPERATING ACTIVITIES 3,095 3,695
---------- ----------
Cash flows from investing activities:
Additions to property and equipment (2,121) (1,382)
---------- ----------
NET CASH USED IN INVESTING ACTIVITIES (2,121) (1,382)
---------- ----------
Cash flows from financing activities:
Reduction of long-term debt (687) (555)
Net increase in restricted cash (1,051) (660)
Payments on note payable to parent of
general partner (87) (156)
Deferred loan costs (48) (163)
Other 0 (91)
---------- ----------
NET CASH USED IN FINANCING ACTIVITIES (1,873) (1,625)
---------- ----------
Net increase (decrease) in cash and cash equivalents (899) 688
Cash and cash equivalents at beginning of period 5,588 4,700
---------- ----------
Cash and cash equivalents at end of period $ 4,689 $ 5,388
---------- ----------
See Notes to Condensed Consolidated Financial Statements.
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<PAGE>
PART I.FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
----------------------------
FORUM RETIREMENT PARTNERS, L.P., AND SUBSIDIARY PARTNERSHIP
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Without Audit)
September 30, 1995
Note A - Basis of Presentation
- ------------------------------
The accompanying unaudited condensed consolidated financial statements have
been prepared in accordance with generally accepted accounting principles for
interim financial information and with the instructions to Form 10-Q and Rule
10-01 of Regulation S-X. Accordingly, they do not include all the
information and footnotes required by generally accepted accounting
principles for complete financial statements. The statements have been
prepared using the accounting policies described in the consolidated
financial statements of Forum Retirement Partners, L.P. (the "Partnership")
included in the Partnership's Annual Report on Form 10-K for the year ended
December 31, 1994 (the "Annual Report"). The unaudited condensed
consolidated financial statements include all adjustments which are
necessary, in the opinion of management, to reflect fairly, in all material
respects, the Partnership's financial position and results of operations for
the applicable periods. Operating results for the nine-month period ended
September 30, 1995 are not necessarily indicative of the results that may be
expected for the year ending December 31, 1995 and these financial statements
should be read in conjunction with the Partnership's Annual Report.
Certain amounts in the 1994 consolidated financial statements have been
reclassified to conform to the 1995 presentation.
Note B - Ownership Interest of the General Partner and its Affiliates
- ---------------------------------------------------------------------
Forum Retirement, Inc., a wholly owned subsidiary of Forum Group, Inc.
("Forum Group"), is the general partner of the Partnership (the "General
Partner") and owns a one percent interest in the Partnership and in a
subsidiary operating partnership in which the Partnership owns a ninety-nine
percent interest. The General Partner's interest in the subsidiary operating
partnership is reflected in the statements of operations as a reduction of
the income or loss of the Partnership. Forum Group beneficially owns
approximately 61.7% of the outstanding preferred depositary Units (the
"Units") representing preferred limited partner's interests in the
Partnership. In an effort to increase its equity interest in the
Partnership, Forum Group has commenced a tender offer (the "FGI Tender
Offer") for any and all outstanding Units not already owned by it at $2.83
per Unit in cash. The FGI Tender Offer is presently scheduled to expire at
12:00 Midnight, New York City time, on Friday, December 1, 1995, unless
extended.
Note C - Commitments and Contingencies
- --------------------------------------
For information concerning certain legal proceedings involving the Partnership,
see (i) Item 3 and Note 4 of the Notes to Consolidated Financial Statements
contained in Item 8 of Part I of the Annual Report and (ii) Item 1 of Part II
of the Partnership's Quarterly Report on Forum 10-Q for the quarter ended June
30, 1995. Such information is incorporated herein by reference.
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<PAGE>
PART I.FINANCIAL INFORMATION
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
---------------------------------------------
FORUM RETIREMENT PARTNERS, L.P., AND SUBSIDIARY PARTNERSHIP
September 30, 1995
The following discussion and analysis covers any material changes in
financial condition since December 31, 1994 and any material changes in the
results of operations for the three and nine months ended September 30, 1995
as compared to the same periods in 1994. This discussion and analysis should
be read in conjunction with "Management's Discussion and Analysis of
Financial Condition and Results of Operations" included in the Annual Report.
Results Of Operations
- ---------------------
As of September 30, 1995 and 1994, the Partnership owned nine retirement
communities ("RC's"), all of which were managed by Forum Group. The
Partnership reported net income of $24,000 and $183,000 for the three and
nine month periods ended September 30, 1995, respectively, compared to net
income of $196,000 and $301,000 for the same periods in 1994. Total revenues
for the three and nine-month periods ended September 30, 1995 increased
$393,000, or 3.2%, to $12,487,000 and $2,243,000, or 6.4%, to $37,098,000,
respectively, compared to the same periods last year. Combined average
occupancy at the nine RC's was 94.1% for both the three and nine-month
periods ended September 30, 1995, an increase of approximately 1.5 and 1.2
percentage points, respectively, compared to the same periods in 1994. The
combined average monthly rental rate per occupied unit was slightly down
principally in the nursing component and up approximately 2.4% for the three
and nine-month periods ended September 30, 1995, respectively, over the
comparable periods last year.
Three months ended September 30, 1995 and 1994
- ----------------------------------------------
Routine and ancillary revenues increased $335,000, or 2.0%, to $12,373,000
over the comparable period last year. The revenue increase is primarily a
result of higher average occupancy in the RC's, planned increases in
residency fees and charges in the independent living and assisted living
components and favorable net Medicare settlements of $132,000 in 1995 and
$38,000 in 1994, compared to the same period last year. These revenue
increases are partially offset by decreases which result from lower average
occupancy at a certain RC and lower average monthly revenue per occupied bed
in the nursing component compared to last year.
Routine expenses and ancillary costs increased $538,000, or 6.2%, to
$9,149,000 compared to the same period last year. The higher costs and
expenses result primarily from increased average occupancy in the RC's
and normal inflationary and other operational increases in other expenses.
The higher occupancy rates principally impact the costs associated with the
higher level of nursing, therapy, housekeeping and dining services required
by these residents. Additionally, favorable adjustments to workers
compensation insurance costs in 1994 totaling $122,000 contributed to the
increase in costs on a period-to-period comparative basis.
Adjusted for the non-comparable items noted above, Net Operating Income
("NOI"), calculated as routine and ancillary revenues ("operating revenues")
less routine and ancillary expenses ("operating expenses") and management
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<PAGE>
PART I.FINANCIAL INFORMATION
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
---------------------------------------------
FORUM RETIREMENT PARTNERS, L.P., AND SUBSIDIARY PARTNERSHIP
September 30, 1995
fees, decreased $179,000, or 7.8% to $2,120,000 and the operating margin
(operating revenues less operating expenses) as a percentage of operating
revenues decreased from 27.2% in 1994 to 25.3% in 1995. The operating
performance of the Partnership was adversely effected by the significant
underperformance at a certain RC from which NOI and net income for that RC,
adjusted for the non-comparable items noted above, declined $228,000 and
$234,000, respectively for the comparative quarter, principally due to lower
occupancy rates.
Management fees increased as a function of revenue. Depreciation and
amortization increased as a result of current and prior year additions to
property and equipment. The decrease in interest expense relates to
principal reduction on outstanding indebtedness.
Nine months ended September 30, 1995 and 1994
- ---------------------------------------------
Routine and ancillary revenues increased $2,126,000, or 6.1%, to $36,831,000
over the comparable period last year. The revenue increase is primarily a
result of higher average occupancy in the RC's and planned increases in
residency fees and charges in the independent and assisted living components
compared to the same period last year. These revenue increases are partially
offset by decreases which result from lower occupancy at a certain RC, lower
average monthly revenue per occupied bed in the nursing component and an
unfavorable net Medicare settlement of $58,000 in 1995 and a favorable net
Medicare settlement of $38,000 in 1994 for the comparative period.
Routine expenses and ancillary costs increased $2,339,000, or 9.5%, to
$26,846,000 compared to the same period last year. The higher costs and
expenses resulted primarily from increased average occupancy in the RC's
and normal inflationary and other operational increases in other expenses.
The higher occupancy rates principally impact the costs associated with the
higher level of nursing, therapy, housekeeping and dining services required
by these residents. Additionally, favorable adjustments to workers
compensation insurance costs in 1994 totaling $786,000 contributed to the
increase in costs on a period-to-period comparative basis.
Adjusted for the non-comparable items noted above, NOI increased $525,000, or
8.0%, to $7,113,000 and the operating margin as a percentage of operating
revenues increased from 27.0% in 1994 to 27.2% in 1995.
Management fees increased as a function of revenue. Depreciation and
amortization increased as a result of current and prior year additions to
property and equipment. The decrease in interest expense relates to
principal reduction on outstanding indebtedness.
Income Taxes. The Omnibus Budget Reconciliation Act of 1987 provides that
certain publicly traded partnerships will be treated as corporations for
federal income tax purposes. A grandfathering provision delays corporate tax
status until 1998 for publicly traded partnerships in existence prior to
December 18, 1987. On August 8, 1988, the General Partner was authorized by
the limited partners to do all things deemed necessary or desirable to insure
-10-
<PAGE>
PART I.FINANCIAL INFORMATION
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
---------------------------------------------
FORUM RETIREMENT PARTNERS, L.P., AND SUBSIDIARY PARTNERSHIP
September 30, 1995
that the Partnership is not treated as a corporation for federal income tax
purposes. While the Partnership presently intends to seek to avoid being
taxed as a corporation for federal income tax purposes, there can be no
assurance that it will be successful in this regard.
Financial Condition
- -------------------
Liquidity And Capital Resources. At September 30, 1995, the Partnership had
cash and cash equivalents of $4,689,000, accounts receivable of $2,700,000,
other current assets of $1,766,000 and current liabilities of $7,975,000.
The Partnership believes that it has adequate liquidity to meet its
foreseeable working capital requirements.
The Partnership has adopted a program designed to expand the number of living
units at certain of its existing RC's in an effort to further increase
operating income and increase the value of an investment in the Partnership.
The General Partner's current estimate of the maximum number of such
additional living units is 367, at a total cost estimated to be approximately
$20.3 million. There can be no assurance as to the number of additional
living units that will ultimately be constructed pursuant to the
Partnership's expansion program or as to the timing or cost thereof.
The implementation of the expansion program and its impact on the value of an
investment in the Partnership is subject to a number of variables, including
without limitation the cost and availability of financing, the timing with
respect to obtaining financing, the ability to obtain required zoning
variances and permits from local governmental authorities and the timing
thereof, whether development and construction costs are higher or lower than
anticipated, whether construction is completed faster or slower than
anticipated, whether newly added living units are leased faster or slower
than anticipated, whether rental rates for additional living units are higher
or lower than anticipated and whether operating costs are higher or lower
than anticipated.
Through September 30, 1995, the Partnership had expended $547,000 in
connection with the Partnership's expansion program. Actual construction has
commenced at three of the Partnership's nine RC's. The expansions of the
three properties under construction are scheduled to be completed by May
1996, and are expected to result in the addition of an aggregate of 44
additional living units, at a total cost estimated to be approximately $2.5
million.
Costs of the expansion program are presently being funded out of the
Partnership's cash from operations. Forum Group stated in connection with
the commencement of the FGI Tender Offer that (i) if Forum Group
substantially increases its equity ownership in the Partnership as a result
of the FGI Tender Offer or otherwise, it expects to seek to accelerate the
implementation of the Partnership's expansion program and (ii) if Forum Group
does not substantially increase its equity ownership in the Partnership,
Forum Group intends to explore whether to make capital available to the
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<PAGE>
PART I.FINANCIAL INFORMATION
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
---------------------------------------------
FORUM RETIREMENT PARTNERS, L.P., AND SUBSIDIARY PARTNERSHIP
September 30, 1995
Partnership to accelerate the Partnership's expansion program. However,
it either case, there can be no assurance that it will do so or as to the
timing or terms thereof.
Operating activities provided $600,000 less cash during the nine months ended
September 30, 1995 than during the comparable period of 1994, due principally
to the decrease in operating results, discussed previously, and increases in
other accrued revenues and expenses during 1994, net of the above-described
difference in the treatment of management fees.
Investing activities used $739,000 more cash during the nine months ended
September 30, 1995 than during the comparable period of 1994, due to normal
fluctuations in the purchases of property and equipment and the commencement
of expansion projects at three RC's as discussed previously.
Financing activities used $248,000 more cash during the nine months ended
September 30, 1995 than during the comparable period of 1994, due principally
to the payment of scheduled principal payments, a net increase in restricted
cash as required by the terms of the Partnership's existing indebtedness
partially offset by reduced payments on the note payable to parent of general
partner and lower deferred loan costs.
Inflation. Management does not believe that inflation has had a material
effect on net income. To the extent possible, increased costs are recovered
through increased residency fees and charges.
-12-
<PAGE>
PART II. OTHER INFORMATION
--------------------------
FORUM RETIREMENT PARTNERS, L.P. AND SUBSIDIARY PARTNERSHIP
September 30, 1995
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
- ----------------------------------------
(a) Exhibits:
---------
99.1 Item 3 and Note 4 of the Notes to Consolidated Financial
Statements contained in Item 8 of Part I of Forum Retirment
Partners, L.P.'s Annual Report on Form 10-K for the year ended
December 31, 1994 (incorporated by reference thereto).
99.2 Item 1 of Part II of Forum Retirement Partners, L.P.'s
Quarterly Report on Form 10-Q for the quarter ended June
30, 1995 (incorporated by reference thereto).
(b) Reports on Form 8-K: NONE
--------------------
Each of Items 1 through 5 have been omitted from this Part II as
inapplicable or not required under the applicable instructions.
-13-
<PAGE>
SIGNATURE
---------
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.
FORUM RETIREMENT PARTNERS, L.P.,
a Delaware limited partnership
By: Forum Retirement, Inc., General Partner
Date: November 14, 1995 By: /s/ Richard A. Huber
--------------------------------------
Richard A. Huber, Secretary
-14-
<PAGE>
EXHIBIT INDEX
-------------
DESCRIPTION
Exhibit No.
-----------
99.1 Item 3 and Note 4 of the Notes to Consolidated Financial
Statements contained in Item 8 of Part I of Forum Retirment
Partners, L.P.'s Annual Report on Form 10-K for the year ended
December 31, 1994 (incorporated by reference thereto).
99.2 Item 1 of Part II of Forum Retirement Partners, L.P.'s
Quarterly Report on Form 10-Q for the quarter ended June
30, 1995 (incorporated by reference thereto).
-15-
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> SEP-30-1995
<CASH> 4,689
<SECURITIES> 0
<RECEIVABLES> 2,973
<ALLOWANCES> 273
<INVENTORY> 0
<CURRENT-ASSETS> 9,155
<PP&E> 122,971
<DEPRECIATION> 26,693
<TOTAL-ASSETS> 111,027
<CURRENT-LIABILITIES> 7,975
<BONDS> 49,247
<COMMON> 0
0
0
<OTHER-SE> 38,794
<TOTAL-LIABILITY-AND-EQUITY> 111,027
<SALES> 0
<TOTAL-REVENUES> 37,098
<CGS> 0
<TOTAL-COSTS> 36,914
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 3,983
<INCOME-PRETAX> 183
<INCOME-TAX> 0
<INCOME-CONTINUING> 183
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 183
<EPS-PRIMARY> .01
<EPS-DILUTED> .01
</TABLE>
