<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
---------
(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
--------------
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934.
For the transition period from to
--------------------- ----------------------
Commission file number 33-11064
--------
EREIM LP Associates
------------------------------------------------------------------------
(Exact name of registrant as specified in its governing instrument)
New York 58-1739527
------------------------------------------------------------------------
(State of Organization) (I.R.S. Employer Identification No.)
787 Seventh Avenue, New York, New York 10019
------------------------------------------------------------------------
(Address of principal executive office) (Zip Code)
(Registrant's telephone number, including area code) (212) 554-1926
--------------------------
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
----- -----
<PAGE> 2
EREIM LP ASSOCIATES
CONTENTS
PART I - FINANCIAL INFORMATION
Item 1 - Financial statements:
Balance sheets at March 31, 1995 and December 31, 1994
Statements of income for the three months ended
March 31, 1995 and 1994
Statement of partners' capital for the three months
ended March 31, 1995
Statements of cash flows for the three months ended
March 31, 1995 and 1994
Notes to financial statements
Item 2 - Management's Discussion and Analysis of Financial
Condition and Results of Operations
PART II - OTHER INFORMATION
Items 1 through 6
Signatures
<PAGE> 3
EREIM LP ASSOCIATES
BALANCE SHEETS
MARCH 31, 1995 AND DECEMBER 31, 1994
(unaudited)
<TABLE>
<CAPTION>
March 31, December 31,
1995 1994
------------ -------------
<S> <C> <C>
ASSETS
- - ------
Cash $ 10,000 $ 10,000
Guaranty fee receivable from affiliate
(Notes 3 and 4) 90,597 188,262
Investment in joint venture, at equity (Note 5) 32,141,576 31,742,094
------------ ------------
TOTAL ASSETS $ 32,242,173 $ 31,940,356
============ ============
LIABILITIES AND PARTNERS' CAPITAL
- - ---------------------------------
LIABILITIES:
Deferred guaranty fee (Notes 3 and 4) $ 1,933,736 $ 1,996,115
Due to affiliates 14,540 --
Accrued liabilities 9,595 --
------------ ------------
TOTAL LIABILITIES 1,957,871 1,996,115
------------ ------------
PARTNERS' CAPITAL:
General partners:
Equitable 31,806,167 31,434,573
EREIM LP Corp. (1,521,865) (1,490,332)
------------ ------------
TOTAL PARTNERS' CAPITAL 30,284,302 29,944,241
------------ ------------
TOTAL LIABILITIES AND PARTNERS' CAPITAL $ 32,242,173 $ 31,940,356
============ ============
</TABLE>
See notes to financial statements.
-3-
<PAGE> 4
EREIM LP ASSOCIATES
STATEMENTS OF INCOME
FOR THE THREE MONTHS ENDED MARCH 31, 1995 AND 1994
(unaudited)
<TABLE>
<CAPTION>
For the Three Months ended
March 31,
--------------------------
1995 1994
--------- --------
<S> <C> <C>
REVENUE:
Equity in net income of joint venture (Note 5) $799,482 $313,751
Guaranty fee from affiliate (Notes 3 and 4) 152,976 155,244
Miscellaneous income -- 5,488
-------- --------
TOTAL REVENUE 952,458 474,483
-------- --------
EXPENSES:
Mortgage investment service fees 2,815 4,634
General and administrative 24,135 --
-------- --------
TOTAL EXPENSES 26,950 4,634
-------- --------
NET INCOME $925,508 $469,849
======== ========
</TABLE>
See notes to financial statements.
-4-
<PAGE> 5
EREIM LP ASSOCIATES
STATEMENT OF PARTNERS' CAPITAL
FOR THE THREE MONTHS ENDED MARCH 31, 1995
(unaudited)
<TABLE>
<CAPTION>
EREIM
Equitable LP Corp. Total
------------ ------------- ------------
<S> <C> <C> <C>
Balance, December 31, 1994 $ 31,434,573 $ (1,490,332) $ 29,944,241
Capital contributions 2,787 28 2,815
Distributions to partners (396,000) (192,262) (588,262)
Net income 764,807 160,701 925,508
------------ ------------ ------------
Balance, March 31, 1995 $ 31,806,167 $ (1,521,865) $ 30,284,302
============ ============ ============
</TABLE>
See notes to financial statements.
-5-
<PAGE> 6
EREIM LP ASSOCIATES
STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31, 1995 AND 1994
(unaudited)
<TABLE>
<CAPTION>
March 31, March 31,
1995 1994
--------- ----------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 925,508 $ 469,849
--------- ---------
Adjustments to reconcile net income to
net cash provided by operating activities:
Equity in net income of joint venture (799,482) (313,751)
Distributions from joint venture 400,000 135,637
Decrease in guaranty fee receivable from
affiliate 97,665 96,993
Decrease in deferred guaranty fee (62,379) (62,379)
Increase in due to affiliates 14,540 --
Increase in accrued liabilities 9,595 --
--------- ---------
Total adjustments (340,061) (143,500)
--------- ---------
NET CASH PROVIDED BY OPERATING ACTIVITIES 585,447 326,349
--------- ---------
CASH FLOWS FROM FINANCING ACTIVITIES:
Contributions from general partners 2,815 4,634
Distributions to general partners (588,262) (330,983)
--------- ---------
NET CASH USED IN FINANCING ACTIVITIES (585,447) (326,349)
--------- ---------
NET CHANGE IN CASH -- --
CASH AT BEGINNING OF PERIOD 10,000 10,000
--------- ---------
CASH AT END OF PERIOD $ 10,000 $ 10,000
========= =========
</TABLE>
See notes to financial statements.
-6-
<PAGE> 7
EREIM LP ASSOCIATES
NOTES TO FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED MARCH 31, 1995
(unaudited)
1. ORGANIZATION
EREIM LP Associates (the "Partnership") was formed on December 18, 1986 for the
primary purpose of serving as a general partner of EML Associates (the
"Venture"), a joint venture with ML/EQ Real Estate Portfolio, L.P. ("ML/EQ").
The Venture was formed to invest in existing income-producing real properties,
zero coupon or similar mortgage notes and fixed rate mortgage loans. The
Partnership owns a 20% interest in the Venture.
The Partnership is a New York general partnership between The Equitable Life
Assurance Society of the United States ("Equitable") and EREIM LP Corp., a
wholly owned subsidiary of Equitable.
The financial statements of the Partnership included herein have been prepared
by the Partnership pursuant to the rules and regulations of the Securities and
Exchange Commission. In the opinion of management, the accompanying unaudited
financial statements reflect all adjustments which are of a normal recurring
nature, to present fairly the Partnership's financial position, results of
operations and cash flows at the dates and for the periods presented. These
financial statements should be read in conjunction with the Partnership's
audited financial statements and notes thereto included in the Partnership's
Annual Report on Form 10-K for the year ended December 31, 1994. Interim
results of operations are not necessarily indicative of results to be expected
for the fiscal year.
2. PARTNERSHIP ALLOCATIONS
In accordance with the provisions of the Amended and Restated Agreement of
General Partnership of EREIM LP Associates, all income, gains, losses,
deductions, credits and distributions are allocated to each partner in
proportion to their respective capital contributions (99% to Equitable and 1%
to EREIM LP Corp.) except for fees received under the Guaranty Agreement which
are to be distributed entirely to the 1% partner, EREIM LP Corp. Accordingly,
all guarantee fee income is allocated to EREIM LP Corp.
3. GUARANTY AGREEMENT
The Partnership has entered into a guaranty agreement with the Venture to
provide a minimum return to ML/EQ's limited partners on their capital
contributions. The guaranty, if necessary, will be due ninety days following
the earlier of the sale or other disposition of all the properties and mortgage
loans and notes or the liquidation of ML/EQ. The minimum return will be an
amount which, when added to the cumulative distributions from ML/EQ to its
limited partners, will enable ML/EQ to provide its limited partners with a
minimum return equal to their capital contributions plus a simple annual return
of 9.75% on their adjusted capital contributions, as defined in ML/EQ's Amended
and Restated Agreement of Limited Partnership, calculated from the dates of
ML/EQ's investor closings at which investors acquired their Beneficial Assignee
Certificates ("BACs"). Adjusted capital contributions are the limited partners'
original cash contributions less distributions of sale or financing proceeds,
and funds in reserves as defined in ML/EQ's Partnership Agreement. The limited
partners' original cash contributions have been adjusted by that portion of
distributions paid through March 31, 1995, resulting from cash available to
ML/EQ as a result of sale or financing proceeds paid to the Venture.
-7-
<PAGE> 8
EREIM LP ASSOCIATES
NOTES TO FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED MARCH 31, 1995
(unaudited)
3. GUARANTY AGREEMENT (Continued)
The minimum return is subject to reduction in the event that certain taxes,
other than local property taxes, are imposed on ML/EQ or the Venture, and is
also subject to certain other limitations set forth in ML/EQ's prospectus.
Based upon the assumption that the last property is sold on December 31, 2002,
upon expiration of the term of the Venture, the maximum liability of the
Partnership to the Venture under the guaranty agreement as of March 31, 1995 is
limited to $248,047,773, plus the value of the Partnership's interest in the
Venture less any amounts contributed by the Partnership to fund cash deficits.
The Venture has assigned its rights under the guaranty agreement to ML/EQ.
ML/EQ will have recourse under the guaranty agreement only to the Partnership
and EREIM LP Corp. as a general partner of the Partnership but not to
Equitable. Equitable has entered into a Keep Well Agreement with EREIM LP Corp.
to permit EREIM LP Corp. to pay its obligations with respect to the guaranty
agreement as they become due; provided, however, that the maximum liability of
Equitable under the Keep Well Agreement is an amount equal to the lesser of (i)
two percent of the total admitted assets of Equitable (as determined in
accordance with New York Insurance Law) or (ii) $271,211,250. The Keep Well
Agreement provides that only EREIM LP Corp. and its successors will have the
right to enforce Equitable's obligations to make capital contributions to EREIM
LP Corp. to pay its obligation with respect to the guaranty agreement.
Capital contributions by the BAC Holders totaled $108,484,500. As of December
31, 1994, the cumulative 9.75% simple annual return was $74,127,455. As of
March 31, 1995, cumulative distributions by the Partnership to the BAC Holders
totaled $14,439,271, of which $11,662,084 is attributable to income from
operations and $2,777,187 is attributable to sales of Venture assets, principal
payments on Mortgage Loans and other capital events. To the extent that future
cash distributions to the limited partners of ML/EQ are insufficient to meet
the specified minimum return, any shortfall will be funded by the guaranty.
4. GUARANTY FEE
The guaranty fee is payable by ML/EQ to the Partnership on a semiannual basis
at an annual rate of .35% of the average annual adjusted capital contributions
of ML/EQ's limited partners.
5. INVESTMENT IN JOINT VENTURE
In March, 1988, ML/EQ had its initial investor closing. ML/EQ contributed
$90,807,268 to the Venture. The Partnership contributed zero coupon mortgage
notes to the Venture in the amount of $22,701,817. The Venture purchased an
additional $5,675,453 of zero coupon mortgage notes from Equitable.
In May, 1988, ML/EQ had its second and final investor closing. ML/EQ
contributed $14,965,119 to the Venture. The Partnership contributed zero coupon
mortgage notes to the Venture in the amount of $3,741,280, including accrued
interest. The Venture purchased an additional $935,320 of zero coupon mortgage
notes from Equitable to bring the total amount of zero coupon mortgage notes
owned by the Venture to $33,053,870, including accrued interest as of the dates
of acquisition. As of March 31, 1995, only one of the zero notes remains. The
other zero note was accounted for as a deed in lieu of foreclosure by the
Venture on July 22, 1994.
-8-
<PAGE> 9
EREIM LP ASSOCIATES
NOTES TO FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED MARCH 31, 1995
(unaudited)
5. INVESTMENT IN JOINT VENTURE (Continued)
The financial position and results of operations of EML Associates Joint
Venture are summarized as follows:
SUMMARY OF FINANCIAL POSITION
MARCH 31, 1995 AND DECEMBER 31, 1994
(unaudited)
<TABLE>
<CAPTION>
March 31 December 31
------------- -------------
<S> <C> <C>
Assets:
Rental properties $ 120,122,710 $ 119,590,903
Less accumulated depreciation (10,435,319) (9,866,248)
------------- -------------
Net rental properties 109,687,391 109,724,655
Zero coupon mortgage note receivable 24,730,409 24,115,465
Mortgage loan receivable 6,000,000 6,000,000
Cash and short-term investments 17,235,191 19,725,901
Rental income receivable 3,340,708 1,996,909
Deferred rent concessions 1,830,859 1,752,428
Interest income receivable 133,578 84,521
Other 714,332 599,630
------------- -------------
Total assets $ 163,672,468 $ 163,999,509
============= =============
Liabilities and equity:
Accrued expenses $ 1,828,713 $ 1,854,748
Security deposits and unearned rent 806,694 486,284
Accrued capital expenditures 329,179 2,948,006
Joint venturers' equity 160,707,882 158,710,471
------------- -------------
Total liabilities and equity $ 163,672,468 $ 163,999,509
============= =============
Partnership's share of joint venture equity $ 32,141,576 $ 31,742,094
============= =============
</TABLE>
SUMMARY STATEMENT OF OPERATIONS
FOR THE THREE MONTHS ENDED MARCH 31, 1995 AND 1994
(unaudited)
<TABLE>
<CAPTION>
1995 1994
------------- -------------
<S> <C> <C>
Income:
Rental income $ 5,186,497 $ 1,775,614
Lease termination rental income 1,254,062 --
Interest income 1,016,872 815,408
------------- -------------
Total income $ 7,457,431 $ 2,591,022
------------- -------------
Expenses:
Depreciation 749,724 468,070
Real estate operating expenses 1,991,127 295,531
Real estate taxes 611,223 220,649
Administrative 107,945 38,017
------------- -------------
Total expenses 3,460,019 1,022,267
------------- -------------
Net income $ 3,997,412 $ 1,568,755
============= =============
Partnership's share of equity in net income of joint venture $ 799,482 $ 313,751
============= =============
</TABLE>
-9-
<PAGE> 10
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following analysis of the results of operations and financial
condition of the Partnership should be read in conjunction with the financial
statements and the related notes to financial statements included elsewhere
herein.
Liquidity and Capital Resources
As of March 31, 1995, the Partnership had cash of $10,000. The cash is
expected to be used for general working capital purposes. The Partnership may
establish additional working capital reserves as the General Partners from time
to time determine are appropriate.
In addition, at March 31, 1995, the Venture, in which the Partnership
owns a 20% interest, had approximately $17.2 million in short-term investments.
These funds are intended to be utilized primarily to fund the remainder of the
Northland Center renovation program, to fund the renovation work contemplated
for The Bank of Delaware Building, to fund possible costs incurred to increase
tenancy at Richland Mall, and to fund other general working capital
requirements.
Management is nearing the completion of an enhancement/stabilization
and renovation program for The Bank of Delaware Building which was transferred
to the Venture by deed in lieu of foreclosure on November 15, 1994. Estimated
costs for this program are expected to be $4.0 million over the next three
years, of which $2.0 million is expected to be incurred in 1995 and $1.0 million
is expected to be incurred in each of the years 1996 and 1997. Included in the
estimated $4.0 million of expenditures related to The Bank of Delaware
renovation program is approximately $2.1 million for asbestos abatement
expected to be incurred evenly over the next three years. Additional costs not
included in the above figures are estimated tenant improvements of $900,000.
The tenant improvement costs are directly associated with actual leasing and
will only be expended as leasing transactions occur in the building.
Reference is made to Note 3 in the Notes to Financial Statements for
information regarding the Guaranty Agreement issued by the Partnership to the
Venture and assigned to ML/EQ, and the related Keep Well Agreement between
EREIM LP Corp. and Equitable.
Financial Condition
The Partnership's financial statements reflect its proportional
ownership interest in, and its share of the results of operations of, the
Venture, through which the Partnership conducts its business of investment in
real property and first mortgages.
The decrease in guaranty fee receivable during the current period as
compared to December 31, 1994 is due to the semiannual payment in 1995 for the
period July 1, 1994 to December 31, 1994 of $188,262 for the deferred portion
of the fee for providing the minimum guaranty return. This decrease is offset
by the accrual of the deferred portion of the guaranty fee for the three months
ended March 31, 1995.
The increase in investment in joint venture at March 31, 1995 as
compared to December 31, 1994 resulted from the excess of equity in net income
of the Venture over actual cash distributions from the Venture.
The decrease in EREIM LP Corp.'s capital account at March 31, 1995 as
compared to December 31, 1994, is attributable to cash distributions by the
Partnership to EREIM LP Corp. in excess of EREIM LP Corp.'s share of net income
of the Partnership. The increase in Equitable's capital account at March 31,
1995 as compared to December 31, 1994, is attributable to the share of net
income of the Partnership in excess of cash distributions by the Partnership to
Equitable.
Results of Operations
Equity in net income of the Venture increased as compared to the same
period last year. The increase is primarily a result of increased income to the
Venture from Northland Center which was transferred to the Venture by deed in
lieu of foreclosure on July 22, 1994.
Increases in income and expenses of the Venture for the first quarter
of 1995 as compared to the first quarter of 1994 are largely attributable to
Northland Center and The Bank of Delaware Building. Northland Center and The
Bank of Delaware Building were accounted for as in-substance foreclosures at
December 31, 1993. As such, the income and expenses of Northland Center and The
Bank of Delaware Building should have been included in income of the Venture
beginning January 1994. Reliable estimates
-10-
<PAGE> 11
for Northland Center were not available to the Venture until the second quarter
of 1994. Therefore, recording of the operating activity for Northland Center
was delayed until the second quarter of 1994 when six months of activity was
recorded. Estimates of income net of expenses for The Bank of Delaware obtained
in the first quarter of 1994 were immaterial to the financial statements as a
whole.
Pursuant to an agreement with Kohl's Department Stores, Inc.
("Kohl's"), a former tenant at Northland Center, Equitable agreed to accept
$1,750,000 in connection with the termination of the Kohl's lease on behalf of
the tenancy in common arrangement between the Venture and Equitable. The
Venture's portion of the termination payment received during 1995 was
approximately $1.3 million. This agreement released Kohl's from any remaining
obligation under the original lease agreement. The Venture has recognized these
proceeds as rental income receivable and lease termination income at March 31,
1995.
The zero coupon mortgage note secured by the Brookdale Center matures
June 1995. If the indebtedness is not repaid at maturity, the Partnership will
be confronted with a number of options, including foreclosure, a restructuring
of the loan, or an extension of the maturity date. Management continues to
evaluate which of these options will be most beneficial to the Partnership.
Additionally, at December 31, 1994, Midwest Real Estate Shopping Center L.P.
(formerly Equitable Real Estate Shopping Centers, L.P.), the owner of Brookdale
Center ("Midwest"), reduced the carrying value of the Center by $9,068,553 to
the Center's estimated fair market value of $35,072,000, as determined by a
third party appraiser. The Venture's share of the zero coupon mortgage note
plus accrued interest at March 31, 1995 is $24,730,409. The same proportionate
share of the estimated fair market value of the underlying collateral is
$25,132,840. As the estimated fair market value of the underlying collateral, as
determined by Midwest's appraiser, is greater than the accreted value of the
zero coupon mortgage note at March 31, 1995, Management does not believe the
note is impaired, however Management has determined to cease the accretion of
interest beginning with the second quarter of 1995. Notice has been given to
Midwest that, on the basis of its appraisal, Midwest is obligated under the
terms of the Brookdale zero coupon mortgage to provide on or before June 3,
1995 additional collateral as security for the Brookdale zero coupon mortgage
note in the amount of $3,312,199. As previously reported, Midwest is currently
attempting to sell Brookdale Center.
Midwest is subject to the informational requirements under the
Securities Exchange Act, and in accordance therewith files reports and other
information, including financial statements, with the Securities and Exchange
Commission (SEC) under Commission File No. 1-9331. Such reports and other
information filed by Midwest can be inspected and copied at the public
reference facilities maintained by the SEC in Washington D.C. and at certain of
its Regional Offices, and copies may be obtained from the Public Reference
Section of the SEC, Washington, D.C. 20549, at prescribed rates.
Inflation has been at relatively low levels during the periods
presented in the financial statements and, as a result, has not had a
significant effect on the operations of the Partnership, the Venture or their
investments. Over the past several years, the rate of inflation has exceeded
the rate of rental rate growth in many of the Venture's properties. During the
recent real estate downturn, rental rates dropped, indicating a negative growth
rate. This negative growth appears to have ceased, and rental rates have
stopped dropping in many of the properties' markets. Real recovery in rental
rates, if achieved at all, will likely occur over an extended period of time.
-11-
<PAGE> 12
PART II
Item l. Legal Proceedings
There are no pending legal proceedings material to the Partnership to
which the Partnership, the Venture, any of the Properties, or to the knowledge
of the Managing General Partner, the properties that secure the Mortgage Loans
are subject.
Several class action suits have been filed against Midwest, the
general partner of Midwest, certain officers of such general partner, Lehman
Brothers, Inc., Equitable and Equitable Real Estate. The complaints allege,
among other things, that the defendants breached their fiduciary duties and
violated federal securities laws in connection with the initial sale of BAC's,
the operation of Midwest and the sale of Northland Center to the Venture and
Equitable. Neither the Venture nor the Partnership has been named as a party to
any such suits.
Item 2. Changes in Securities
Response: None
Item 3. Default Upon Senior Securities
Response: None
Item 4. Submission of Matters to a Vote of Security Holders
Response: None
Item 5. Other Information
Response: None
Item 6. Exhibits and Reports on Form 8-K
Response:
a) Exhibits
27 Financial Data Schedule (for SEC filing purposes only)
b) Reports
None
-12-
<PAGE> 13
Pursuant to the requirements of Section 13 or 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.
EREIM LP Associates
By: EREIM LP Corp.
General Partner
By: /s/ Harry D. Pierandri
----------------------
Harry D. Pierandri
President
Dated: May 15, 1995
-13-
<PAGE> 14
EXHIBIT INDEX
Exhibit No. Description
- - ----------- ------------------------------------------------------
27 Financial Data Schedule (for SEC filing purposes only)
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
FINANCIAL STATEMENTS OF EREIM LP ASSOCIATES FOR THE 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-START> JAN-01-1995
<PERIOD-END> MAR-31-1995
<CASH> 10,000
<SECURITIES> 0
<RECEIVABLES> 90,597
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 100,597
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 32,242,173
<CURRENT-LIABILITIES> 24,135
<BONDS> 0
<COMMON> 0
0
0
<OTHER-SE> 30,284,302
<TOTAL-LIABILITY-AND-EQUITY> 32,242,173
<SALES> 0
<TOTAL-REVENUES> 952,458
<CGS> 0
<TOTAL-COSTS> 2,815
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 925,508
<INCOME-TAX> 0
<INCOME-CONTINUING> 925,508
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 925,508
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
