UNITED STATES
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 September 30, 1997
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: 0-16171
USAA Income Properties IV Limited Partnership
(Exact name of registrant as specified in its charter)
Delaware 74-2449334
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
8000 Robert F. McDermott Fwy., IH 10 West, Suite 600
San Antonio, Texas 78230-3884
(Address of principal executive offices) (Zip Code)
(210) 498-7391
(Registrant's telephone number, including area code)
N/A
(Former name, former address and former fiscal year, if
changed since last report.)
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.
[X] Yes [ ] No
1
<PAGE>
PART I
Item 1. Financial Statements
<TABLE>
USAA Income Properties IV Limited Partnership
Condensed Balance Sheets
<CAPTION>
September 30,
1997 December 31,
(Unaudited) 1996
<S> <C> <C>
Assets
Rental properties, net $ 20,806,860 20,743,237
Investment in joint venture 4,792,459 5,183,456
Temporary investments, at cost
which approximates market value -
Money market fund 968,335 753,756
Cash 24,245 33,233
Cash and cash equivalents 992,580 786,989
Accounts receivable 10,550 5,600
Deferred charges and other assets, at amortized cost 734,012 634,161
$ 27,336,461 27,353,443
Liabilities and Partners' Equity
Mortgage payable $ 1,081,851 1,131,500
Note payable to affiliate 7,200,000 6,000,000
Accounts payable, including amounts due
to affiliates of $25,996 and $29,082 69,464 88,517
Accrued expenses and other liabilities 314,547 102,743
Total liabilities 8,665,862 7,322,760
Partners' equity:
General Partner:
Capital contribution 1,000 1,000
Cumulative net income 33,870 43,804
Cumulative distributions (131,500) (127,834)
(96,630) (83,030)
Limited Partners (60,495 interests):
Capital contributions, net of
offering costs 28,432,650 28,432,650
Cumulative net income 3,353,103 4,336,617
Cumulative distributions (13,018,524) (12,655,554)
18,767,229 20,113,713
Total Partners' equity 18,670,599 20,030,683
$ 27,336,461 27,353,443
See accompanying notes to condensed financial statements.
</TABLE>
2
<PAGE>
<TABLE>
USAA Income Properties IV Limited Partnership
Condensed Statements of Operations
(Unaudited)
<CAPTION>
Three Months Three Months
Ended Ended
September 30, September 30,
1997 1996
<S> <C> <C>
Income
Rental income $ 531,458 311,063
Equity in earnings of joint venture (66,417) 61,747
Interest income 12,672 19,010
Total income 477,713 391,820
Expenses
Direct expenses, $13,792 and $12,507
to affiliate (note 1) 272,504 141,234
Depreciation 299,258 216,430
General and administrative, $29,580 and
$45,456 to affiliates (note 1) 58,038 57,577
Management fee to affiliate (note 1) 14,184 12,670
Interest, $163,331 and $150,820
to affiliate (note 1) 189,851 178,820
Total expenses 833,835 606,731
Net loss $ (356,122) (214,911)
Net loss per limited partnership interest $ (5.83) (3.52)
<CAPTION>
Nine Months Nine Months
Ended Ended
September 30, September 30,
1997 1996
<S> <C> <C>
Income
Rental income $ 1,549,408 873,459
Equity in earnings of joint venture (201,141) 178,823
Interest income 34,579 59,720
Total income 1,382,846 1,112,002
Expenses
Direct expenses, $41,278 and $43,309
to affiliate (note 1) 709,262 379,762
Depreciation 870,884 680,022
General and administrative, $110,811 and
$107,538 to affiliates (note 1) 210,817 180,890
Management fee to affiliate (note 1) 28,552 35,210
Interest, $476,910 and $449,180
to affiliate (note 1) 556,779 533,646
Total expenses 2,376,294 1,809,530
Net loss $ (993,448) (697,528)
Net loss per limited partnership interest $ (16.26) (11.42)
See accompanying notes to condensed financial statements.
</TABLE>
3
<PAGE>
<TABLE>
USAA Income Properties IV Limited Partnership
Condensed Statements of Cash Flows
Nine months ended September 30, 1997 and 1996
(Unaudited)
<CAPTION>
1997 1996
<S> <C> <C>
Cash flows from operating activities:
Net loss $ (993,448) (697,528)
Adjustments to reconcile net loss to net cash
provided by operating activities:
Depreciation 870,884 680,022
Amortization 61,701 27,087
Earnings from joint venture 201,141 (178,823)
Distributions from joint venture 189,856 335,040
(Increase) decrease in accounts receivable (4,950) 864
Increase in deferred charges and
other assets (161,552) (55,471)
Increase in accounts payable, accrued
expenses and other liabilities 192,751 89,544
Cash provided by operating activities 356,383 200,735
Cash flows used in investing activities-
Additions to rental properties (934,507) (235,589)
Cash flows from financing activities:
Repayment of mortgage payable (49,649) (45,052)
Distributions to partners (366,636) (473,572)
Proceeds from issuance of note payable 1,200,000 --
Cash provided by (used in) financing activities 783,715 (518,624)
Net increase (decrease) in cash and cash equivalents 205,591 (553,478)
Cash and cash equivalents at beginning of period 786,989 1,932,720
Cash and cash equivalents at end of period $ 992,580 1,379,242
See accompanying notes to condensed financial statements.
</TABLE>
4
<PAGE>
Notes to Condensed Financial Statements
September 30, 1997
(Unaudited)
1. Transactions with Affiliates
A summary of transactions with affiliates follows for the
nine-month period ended September 30, 1997:
Quorum
USAA Real Estate
Real Estate Services
Company Corporation
Reimbursement of
expenses (a) $ 92,876 27,787
Management fees 28,552 13,491
Lease commissions -- 17,935
Interest expense (b) 476,910 --
Total $ 598,338 59,213
(a) Reimbursement of expenses represents amounts paid or
accrued as reimbursement of expenses incurred on
behalf of the Partnership at actual cost and does not
include any mark-up or items normally considered as
overhead.
(b) Represents interest expense at market rate on a note
payable.
2. Other
Reference is made to the financial statements in the
Annual Report filed as part of the Form 10-K for the year
ended December 31, 1996 with respect to significant
accounting and financial reporting policies as well as to
other pertinent information concerning the Partnership.
Information furnished in this report reflects all normal
recurring adjustments which are, in the opinion of
management, necessary for a fair presentation of the
results for the interim periods presented. Further, the
operating results presented for these interim periods are
not necessarily indicative of the results which may occur
for the remaining three months of 1997 or any other
future period.
The financial information included in this interim report
as of September 30, 1997 and for the three months and
nine months ended September 30, 1997 and 1996 has been
prepared by management without audit by independent
certified public accountants who do not express an
opinion thereon. The Partnership's annual report includes
audited financial statements.
Certain 1996 balances have been reclassified to conform
to the 1997 presentation.
5
<PAGE>
Prior financial statements of the Partnership were
prepared on a consolidated basis with USAA Chelmsford
Associates Joint Venture. For all periods presented in
the accompanying financial statements, the Partnership's
55.84% interest in USAA Chelmsford Associates Joint
Venture is accounted for using the equity method.
3. Investment in Joint Venture
On May 31, 1988, the Partnership entered into the USAA
Chelmsford Associates Joint Venture with USAA Real
Estate Company, the parent company of the Partnership's
General Partner, for the ownership and operation of the
Apollo Computer Research and Development Headquarters
Building. The Partnership contributed $9,000,000 for
its 55.8% joint venture interest. The contribution
consisted of $3,000,000 in remaining offering proceeds
and $6,000,000 in proceeds from a note payable to USAA
Real Estate Company. The Partnership accounts
for its investment in the joint venture using the equity
method.
Summary financial information for the joint venture as
of September 30, 1997 and for the three months and nine
months ended September 30, 1997 and 1996 follows:
<TABLE>
<CAPTION>
ASSETS
September 30,
1997 December 31,
(Unaudited) 1996
<S> <C> <C>
Cash $ 270,440 416,888
Property, net 23,643,060 24,288,391
Account receivable -- 27,115
Other assets 4,386 4,663
$ 23,917,886 24,737,057
LIABILITIES AND EQUITY
Liabilities:
Mortgage payable $ 15,158,313 15,287,583
Accounts payable 177,394 167,247
15,335,707 15,454,830
Equity:
USAA Income Properties IV Limited Partnership 4,792,459 5,183,456
Co-venturer-affiliate 3,789,720 4,098,771
Total equity 8,582,179 9,282,227
$ 23,917,886 24,737,057
6
<PAGE>
<CAPTION>
OPERATIONS
Three Months Three Months
Ended Ended
September 30, September 30,
1997 1996
<S> <C> <C>
OPERATIONS:
Revenues $ 508,288 704,571
Operating expenses (10,450) (15,674)
Other expenses (15,873) (74)
Depreciation (254,275) (227,944)
Interest expense (346,471) (350,301)
Net income (loss) $ (118,781) 110,578
EQUITY IN NET INCOME (LOSS):
USAA Income Properties IV Limited Partnership $ (66,418) 61,747
Co-venturer-affiliate (52,363) 48,831
$ (118,781) 110,578
CASH DISTRIBUTIONS:
USAA Income Properties IV Limited Partnership $ 89,344 167,520
Co-venturer-affiliate 70,656 132,480
$ 160,000 300,000
<CAPTION>
Nine Months Nine Months
Ended Ended
September 30, September 30,
1997 1996
<S> <C> <C>
OPERATIONS:
Revenues $ 1,528,294 2,111,437
Operating expenses (33,903) (46,714)
Other expenses (52,160) (7,053)
Depreciation (759,917) (683,832)
Interest expense (1,042,362) (1,053,595)
Net income (loss) $ (360,048) 320,243
EQUITY IN NET INCOME (LOSS):
USAA Income Properties IV Limited Partnership $ (201,142) 178,824
Co-venturer-affiliate (158,906) 141,419
$ (360,048) 320,243
CASH DISTRIBUTIONS:
USAA Income Properties IV Limited Partnership $ 189,856 335,040
Co-venturer-affiliate 150,144 264,960
$ 340,000 600,000
</TABLE>
7
<PAGE>
PART I
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations
Liquidity and Capital Resources
At September 30, 1997, the Partnership had cash of $24,245 and
temporary investments of $968,335. These funds were held in the
working capital reserve for the payment of obligations of the
Partnership. Accounts receivable consisted of amounts due from
tenants. Deferred charges and other assets consisted primarily
of deferred rent resulting from recognition of income as required
by generally accepted accounting principles and lease
commissions. Accounts payable consisted of amounts due to
affiliates for reimbursable expenses and management fees, and
amounts due to third parties for expenses incurred for
operations. Accrued expenses and other liabilities consisted
primarily of security deposits, property tax accruals and prepaid
rent.
During the quarter ended September 30, 1997, the Partnership
distributed $120,990 to Limited Partners and $1,222 to the
General Partner for a total of $122,212. Management evaluates
reserves and the availability of funds for distribution to
Partners on a continuing basis based on anticipated leasing
activity and cash flows available from the Partnership
investments.
A significant amount of the working capital reserve was used
during 1996 and will be needed in 1997 for leasing costs at the
Partnership properties. During the first quarter of 1997, the
Partnership borrowed $1,200,000 from USAA Real Estate Company
(the Adviser) to fund working capital needs in 1997. The
$6,000,000 note payable was thereby increased to $7,200,000 with
a decrease in the interest rate from 10% to 9%. The maturity
date of the note payable was extended from September 1, 1997 to
March 1, 1999.
During the second quarter, the $168,500 tenant improvement
allowance provided to Linear Technology in conjunction with its
1995 lease renewal was paid from the working capital reserve of
the Partnership.
At September 30, 1997, the Kodak Building was approximately 61%
leased by Eastman Kodak Company. This lease was scheduled to
expire February 1998; however, during October, Eastman Kodak
Company renewed its lease for an additional five years commencing
March 1998. The lease provides for an annual rental rate
beginning at $10.20 per square foot. Currently, Eastman Kodak
pays $10.44 per square foot annually. This tenant will continue
to pay its pro rata share of operating expenses. An allowance for
tenant improvements was also provided for a total of $173,000 to
be paid from the working capital reserve of the Partnership.
8
<PAGE>
Invitrogen Corporation previously occupied the remainder of the
Kodak Building. This lease was scheduled to expire December 31,
1996; however, Invitrogen remained in the building until February
1997 paying holdover rent (200% of December 1996 rent) for
January and February. During the third quarter, the Partnership
successfully negotiated a lease with Accumetrics, Inc. for a
lease term of 64 months which commences November 1, 1997. This
lease provides for an annual rental rate beginning at $10.44 per
square foot. In addition, Accumetrics will begin paying its pro
rata share of operating expenses upon commencement of the lease.
An allowance for tenant improvements was provided for a total of
$242,000 to be paid from the working capital reserve of the
Partnership. With this lease, the Kodak Building was 100% leased
as of September 30, 1997.
Water infiltration has been discovered at the Kodak Building that
has caused damage to a portion of the ground floor tiles,
exterior walls and slab joints. Remediation costs are estimated
to be approximately $55,000 instead of the $120,000 previously
expected which will be funded from the working capital reserve of
the Partnership.
At September 30, 1997, 1881 Pine Street was 90% leased. During
the third quarter, a change in property management companies was
completed which will help to better serve tenants' needs.
During the first quarter of 1997, a sixty-two month lease was
signed at 1881 Pine Street for 8,350 rentable square feet. The
lease commenced May 1, 1997 and will terminate on June 30, 2002.
The lease provides for an annual rental rate beginning at $16.00
per square foot. In addition, this tenant will pay its pro rata
share of operating expenses in excess of a 1997 base year. The
Partnership provided approximately $133,600 of tenant
improvements, which was paid out of the working capital reserve
of the Partnership.
During 1995, the lease with Hewlett-Packard Company, the single
tenant at the Apollo Building in Chelmsford, Massachusetts was
renewed for an additional 41 months. The new monthly rental rate
of approximately $.57 per square foot net for the 291,454 square
foot building began January 1, 1997. This rate is lower than the
rate paid in 1996 of approximately $.76 per square foot net and
reflects the market conditions in the area surrounding the
property at the time of the lease renewal. An allowance for
tenant improvements was provided for a total of $565,000 to be
paid from the joint venture working capital. To date, Hewlett-
Packard has used approximately $483,000 of the allowance.
Approximately $82,000 of the allowance remains. Hewlett-Packard
has announced plans to relocate its workstation group out
of Massachusetts and to sublease the top floor of the Apollo Building.
9
<PAGE>
On June 10, 1997, the Partnership signed a letter of intent with
American Industrial Properties REIT [NYSE: IND] (the "Trust")
contemplating the merger of four real estate limited
partnerships, including the Partnership, into the Trust. The
four real estate limited partnerships are USAA Real Estate Income
Investments I Limited Partnership, USAA Real Estate Income
Investments II Limited Partnership, USAA Income Properties III
Limited Partnership and USAA Income Properties IV Limited
Partnership (collectively, the "RELPs"). Each of the RELPs is
affiliated with USAA Real Estate Company, which currently owns
approximately 13.74% of the outstanding shares of the Trust.
On July 7, 1997, the Trust signed definitive merger agreements
with each of the RELPs pursuant to which the RELPs will be merged
into the Trust (the "Merger"). According to the Merger
Agreements, the Trust will issue an aggregate of 4,412,829 shares
of beneficial interest at $13.125 per share (for a total value of
$57,918,385) in exchange for the limited partnership interests in
the RELPs. The number of Shares and per Share amount have been
restated to reflect the impact of the one for five reverse
split approved by the Trust shareholders on October 15, 1997.
The number of Shares to be issued to each RELP will be equal to
the net asset value for each RELP (as agreed by the Trust and
each RELP) divided by $13.125. The number of Shares to be
received by a Limited Partner in each RELP will be computed in
accordance with such partner's percentage interest in the RELP.
The general partner of each RELP has waived any right it may have
to receive Shares to which it may be entitled in exchange for its
general partnership interest. The Merger is a taxable transaction
to the partners in the RELPs. Prudential Securities, Inc., on
behalf of the Trust, and Houlihan, Lokey, Howard & Zukin on
behalf of the RELPs, have rendered opinions to their respective
parties that the transaction is fair from a financial point of
view.
The Merger, which has been approved by the Trust's Board of Trust
Managers and the Board of Directors of each of the general
partners of the RELPs, is subject to due diligence by both
parties and certain other conditions, including approval by the
Limited Partners of each of the RELPs and the shareholders of the
Trust. Accordingly, there can be no assurance that the mergers
will ultimately be consummated. There has been a meeting of the
Limited Partners tentatively scheduled for early January 1998 to
consider a vote on the proposed transaction.
On August 20, 1997, a purported class action lawsuit (the
"Lawsuit"), which was filed in the Superior Court of the State of
Arizona, was served upon USAA Real Estate Company, USAA
Properties I, Inc. ("RELP GP I"), USAA Properties II, Inc. ("RELP
GP II"), USAA Properties III, Inc. ("RELP GP III"), USAA
Properties IV, Inc. ("RELP GP IV", together with RELP GP I, RELP
GP II and RELP GP III, the "RELP GPs"), certain other affiliated
entities and the individual members of the boards of directors of
each of the RELP GPs. The Trust was also named as a defendant.
The Lawsuit was subsequently removed to federal court and has
been transferred to the Western District of Texas, San Antonio
Division. The suit alleges among other things, breaches of
10
<PAGE>
fiduciary duty in connection with the transactions contemplated
by merger agreements entered into by the RELPs and the Trust,
dated as of June 30, 1997, whereby each RELP would be merged with
and into the Trust.
The Lawsuit seeks, among other things, to enjoin the consummation
of the Merger and damages, including attorneys' fees and
expenses. The defendants believe that the plantiffs' claims are
without merit and intend to defend vigorously against the
Lawsuit.
Future liquidity is expected to result from cash generated from
operations of the properties, interest on temporary investments
and ultimately through the sale of the properties.
Results of Operations
For the three-month and nine-month periods ended September 30,
1997 and 1996, income was generated from rental income from the
income-producing real estate properties, interest income earned
on the funds in temporary investments and earnings from the joint
venture interest.
Expenses incurred during the same periods were associated with
the operation of the Partnership's properties, interest on the
mortgages payable and various other costs required for
administration of the Partnership.
Rental properties increased as of September 30, 1997 as compared
to December 31, 1996 due to tenant improvements at 1881 Pine
Street and Linear offset by depreciation. The investment in
joint venture decreased as of September 30, 1997 due to a net
loss for the joint venture property. Accounts receivable was
higher at September 30, 1997 due to an increase in receivables
from tenants at 1881 Pine Street. Deferred charges and other
assets increased as a result of lease commissions paid at 1881
Pine Street. The note payable to affiliate increased as of
September 30, 1997 due to borrowing from the Adviser to fund
working capital needs. See "Liquidity and Capital Resources".
Accounts payable decreased due to the payment of retainages on
tenant improvements at 1881 Pine Street. Accrued expenses and
other liabilities increased primarily due to an increase in
accrued property taxes at 1881 Pine Street.
Rental income increased for the three-month and nine-month
periods ended September 30, 1997 as compared to the same periods
ended September 30, 1996. Rental income at 1881 Pine Street
increased by approximately $296,000 and $825,000 for the three-
month and nine-month periods ended September 30, 1997,
respectively, due to increased occupancy from 21% at September
30, 1996 to 90% at September 30, 1997. Offsetting this increase
was a decrease in rental income at the Kodak Building of
approximately $75,000 and $146,000 for the three-month and nine-
month periods ended September 30, 1997, respectively, due to a
decrease in occupancy from 100% at December 31, 1996 to 61% at
September 30, 1997.
11
<PAGE>
Equity in joint venture earnings decreased for the three-month
and nine-month periods ended September 30, 1997 as compared to
the same periods ended September 30, 1996 due to a net loss for
the joint venture property. Rental income at the Apollo Building
decreased based on the lease renewal rate effective January 1,
1997.
Interest income decreased due to lower cash balances for the
periods ended September 30, 1997 as compared to the same periods
ended September 30, 1996.
Direct expenses were higher for the three-month and nine-month
periods ended September 30, 1997 as compared to the same periods
ended September 30, 1996 due to operating expenses at 1881 Pine
Street. Expenses were minimal for the three-month and nine-month
periods ended September 30, 1996 due to the building being vacant
most of that time. For the three-month and nine-month periods
ended September 30, 1997, 1881 Pine Street incurred expenses for
utilities, heating and air conditioning repairs, cleaning and
other building services. Also contributing to the increase was
an increase in the property tax accrual. 1881 Pine Street was
under a redevelopment real estate tax incentive program, which
expired December 31, 1996. The 1996 tax payment was
approximately $23,000 compared to an estimate for 1997 taxes of
approximately $212,000.
Depreciation increased for the three-month and nine-month periods
ended September 30, 1997 as compared to the same periods ended
September 30, 1996 due to tenant improvements at 1881 Pine Street
and Linear offset by a decrease at Kodak caused by tenant
improvements for Invitrogen being fully depreciated in April
1996.
General and administrative expenses increased for the three-month
and nine-month periods ended September 30, 1997 as compared to
the same periods ended September 30, 1996 due to lease commission
expense at 1881 Pine Street for the new leases. The management
fee is based on cash flow from operations of the Partnership
adjusted for cash reserves and fluctuated accordingly. The
decrease in the management fee for the nine-month period ended
September 30, 1997 was due to an increase in expenses at 1881
Pine Street.
12
<PAGE>
PART II
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
Sequentially
Exhibit Numbered
No. Description Page
4 Restated Certificate and Agreement of
Limited Partnership dated as of June 8,
1987, attached as Exhibit A to the
Partnership's Prospectus dated June 8,
1987 filed pursuant to Rule 424(b),
Registration No. 33-11892 incorporated
herein by this reference. --
27 Financial Data Schedule 15
(b) A Current Report on Form 8-K was filed July 21, 1997
regarding the signed definitive merger agreements between the
Partnership and American Industrial Properties REIT (the "Trust")
pursuant to which the Partnership will be merged into the Trust.
A Current Report on Form 8-K was filed September 2, 1997
regarding a purported class action lawsuit served upon the
Partnership seeking to enjoin the consummation of the
Merger with the Trust.
13
<PAGE>
FORM 10-Q
SIGNATURES
USAA INCOME PROPERTIES IV LIMITED PARTNERSHIP
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.
USAA INCOME PROPERTIES IV
LIMITED PARTNERSHIP (Registrant)
BY: USAA PROPERTIES IV, INC.,
General Partner
November 12, 1997 By: /s/Edward B. Kelley
Edward B. Kelley
Chairman, President and
Chief Executive Officer
November 12, 1997 BY: /s/Martha J. Barrow
Martha J. Barrow
Vice President -
Administration
and Finance/Treasurer
14
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> SEP-30-1997
<CASH> 992,580
<SECURITIES> 0
<RECEIVABLES> 10,550
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 20,806,860
<DEPRECIATION> 0
<TOTAL-ASSETS> 27,336,461
<CURRENT-LIABILITIES> 0
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 18,670,599
<TOTAL-LIABILITY-AND-EQUITY> 27,336,461
<SALES> 0
<TOTAL-REVENUES> 1,549,408
<CGS> 0
<TOTAL-COSTS> 1,580,146
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 556,779
<INCOME-PRETAX> (993,448)
<INCOME-TAX> 0
<INCOME-CONTINUING> (993,448)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (993,448)
<EPS-PRIMARY> (16.26)
<EPS-DILUTED> 0
</TABLE>
