U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-QSB
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 1995
OR
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE
EXCHANGE ACT
For the transition period from to
-------------------------- ----------------------
Commission File Number: 1-9942
LANDSING PACIFIC FUND, INC.
(Exact name of Small Business Issuer as specified in its charter)
Maryland 94-3066597
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
155 Bovet Road, Suite 101, San Mateo, California 94402
(Address of principal executive offices)
(415) 513-5252
(Issuer's telephone number, including area code)
No change in name, address or fiscal year
(Former name, former address and former fiscal year,
if changed since last report)
Check whether the issuer (1) filed all reports required to be filed by Sections
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 the issurer's common stock at August 1, 1995
was 5,953,137 shares.
Transitional Small Business Disclosure Format: Yes No X
---- -----
<PAGE>
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
LANDSING PACIFIC FUND, INC.
BALANCE SHEETS, JUNE 30, 1995 AND DECEMBER 31, 1994
(Amounts in thousands, except share amounts)
--------------------------------------------------------------------------------
June 30, December 31,
1995 1994
----------- ------------
ASSETS
INVESTMENTS IN REAL ESTATE:
Rental properties $ 67,222 $ 88,698
Accumulated depreciation (15,590) (19,169)
----------- -----------
Rental properties - net 51,632 69,529
Real estate under contract for sale (net of
accumulated depreciation of $4,866 in 1995
and $28 in 1994) 14,009 2,150
----------- -----------
Total investments in real estate 65,641 71,679
----------- -----------
CASH AND CASH EQUIVALENTS 6,778 5,534
----------- -----------
OTHER ASSETS:
Accounts and interest receivable (net of
allowance for doubtful accounts of
$108 in 1995 and $78 in 1994) 601 1,434
Prepaid expenses and deposits 252 324
Deferred leasing commissions, loan costs,
and other assets (net of accumulated
amortization of $1,488 in 1995
and $2,380 in 1994) 1,131 1,357
---------- -----------
Total other assets 1,984 3,115
---------- -----------
TOTAL ASSETS $ 74,403 $ 80,328
=========== ===========
LIABILITIES AND STOCKHOLDERS' EQUITY
LIABILITIES:
Notes payable $ 45,448 $ 47,929
Accounts payable 260 449
Other liabilities 1,087 1,200
----------- -----------
Total liabilities 46,795 49,578
----------- -----------
STOCKHOLDERS' EQUITY:
Shares of preferred stock, par value of $.01;
shares authorized: 5,000,000; shares issued
and outstanding: none
Shares of common stock, par value of $.001;
shares authorized: 20,000,000; shares issued
and outstanding: 5,953,137 in 1995 and 1994 6 6
Capital in excess of par value 131,389 131,389
Retained deficit and accumulated distributions (103,787) (100,645)
----------- -----------
Total stockholders' equity 27,608 30,750
----------- -----------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 74,403 $ 80,328
=========== ===========
The accompanying notes are an integral part of the financial statements.
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<PAGE>
<TABLE>
LANDSING PACIFIC FUND, INC.
STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS AND SIX MONTHS ENDED
JUNE 30, 1995 AND 1994
(Amounts in thousands, except share amounts)
-------------------------------------------------------------------------------------------------------------------
<CAPTION>
Three Months Ended Six Months Ended
June 30 June 30
------------------------- -----------------------
1995 1994 1995 1994
---- ---- ---- ----
<S> <C> <C> <C> <C>
REVENUES:
Rental income $ 2,463 $ 3,097 $ 5,147 $ 6,344
Other income 79 13 132 27
-------- -------- -------- --------
Total revenues 2,542 3,110 5,279 6,371
-------- -------- -------- --------
EXPENSES:
Operating 686 951 1,427 2,116
Depreciation and amortization 726 1,001 1,516 2,140
Interest and other financing costs 1,300 1,162 2,560 2,319
General and administrative 392 429 828 963
Other expense 197 66 258 168
Provision for loss in value of investments
in real estate and loan collateral value 2,300 7,000 2,300 7,000
-------- -------- -------- --------
Total expenses 5,601 10,609 8,889 14,706
-------- -------- -------- --------
Loss before gain on extinguishment of debt (3,059) (7,499) (3,610) (8,335)
Gain on extinguishment of debt 467 - 467 -
-------- -------- -------- --------
NET LOSS $ (2,592) $ (7,499) $ (3,143) $ (8,335)
======== ========= ========= ========
NET LOSS PER SHARE
(Based on weighted average number
of shares outstanding) $ (.44) $ (1.26) $ (.53) $ (1.40)
======== ========= ========= ========
Weighted average shares outstanding 5,953 5,953 5,953 5,953
======== ========= ========= ========
<FN>
The accompaying notes are an integral part of the financial statements.
</TABLE>
-3-
<PAGE>
<TABLE>
LANDSING PACIFIC FUND, INC.
STATEMENTS OF CASH FLOWS
FOR THE SIX MONTHS ENDED JUNE 30, 1995 AND 1994
(Amounts in thousands)
-------------------------------------------------------------------------------------------------------------------
<CAPTION>
1995 1994
---- ----
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss $ (3,143) $ (8,335)
Adjustments to reconcile net loss to net cash
provided by operating activities:
Depreciation and amortization 1,516 2,140
Provision for doubtful accounts 73 29
Provision for loss in value of real estate and loan collateral 2,300 7,000
Changes in operating assets and liabilities:
Decrease in accounts and interest receivable 546 176
Decrease in prepaid expenses, deposits, and other assets 205 128
Decrease in other liabilities (143) (180)
Decrease in accounts payable (189) (235)
------- -------
Net cash provided by operating activities 1,165 723
------- -------
CASH FLOWS FROM INVESTING ACTIVITIES:
Proceeds from sale of rental properties 2,242 2,628
Capital expenditures and construction (289) (1,682)
Increase in deferred expenses (134) (764)
------- -------
Net cash provided by investing activities 1,819 182
------- -------
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from notes payable - 8,240
Payments on notes payable (1,740) (6,767)
-------- --------
Net cash provided by (used in) financing activities (1,740) 1,473
-------- --------
Increase in cash and cash equivalents 1,244 2,378
Cash and cash equivalents at beginning of period 5,534 2,005
-------- --------
Cash and cash equivalents at end of period $ 6,778 $ 4,383
======== ========
<FN>
The accompanying notes are an integral part of the financial statement.
</TABLE>
-4-
<PAGE>
LANDSING PACIFIC FUND, INC.
STATEMENTS OF CASH FLOWS (Continued)
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
(Amounts in thousands)
--------------------------------------------------------------------------------
1995 1994
---- ----
Cash disbursed during the period for interest,
net of $34 capitalized in 1995 and $170 in 1994. $ 2,355 $ 2,171
======= =======
SUPPLEMENTAL SCHEDULE OF NON-CASH INVESTING AND FINANCING ACTIVITIES
Cost of rental properties sold or disposed
(net of accumulated depreciation) $ 2,705 $ 8,864
Notes payable retired or forgiven (741) (6,184)
Other assets and liabilities retired or forgiven 278 (52)
------- -------
Net proceeds from sale of rental properties $ 2,242 $ 2,628
======= =======
The accompanying notes are an integral part of the financial statements.
-5-
<PAGE>
LANDSING PACIFIC FUND, INC.
NOTES TO FINANCIAL STATEMENTS
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The accompanying financial statements for Landsing Pacific Fund, Inc.
("the Fund") should be read in conjunction with the Fund's 1994 Annual
Report on Form 10-KSB. The balance sheet at December 31, 1994 was derived
form audited financial statements. The balance sheet as of June 30, 1995
and the statements of operations and cash flows for the interim periods
ending June 30, 1995 are unaudited. Certain disclosures which would
normally be included with audited statements have been condensed or
omitted. However, in the opinion of the Fund's management, all adjustments
considered necessary for a fair presentation have been included.
Net loss per share is computed by dividing net loss by the weighted
average number of shares outstanding during the period.
Certain amounts in the 1994 financial statements have been
reclassified to conform to the 1995 presentation.
2. GAIN (LOSS) FROM SALE OF INVESTMENTS IN REAL ESTATE AND PROVISION FOR
LOSS IN VALUE OF REAL ESTATE AND LOAN COLLATERAL
During the six months ended June 30, 1995, a $2,333,000 provision for
loss was recorded to reduce the carrying value to the estimated net
realizable values of properties which are currently being held for sale or
are currently being marketed for sale. All of the write down was
attributable to the Country Hills Towne Center in Diamond Bar, California,
and the Nohr Plaza Shopping Center in San Leandro, California
.
During the six months ended June 30, 1995, the Fund recognized a
$33,000 in recovery on one participating mortgage loan.
Subsequent to June 30, 1995, contracts were executed for the sale of
Inwood Shopping Center in Houston, Texas, and Country Hills Towne Center.
During the six months ended June 30, 1994, two properties and one
parcel from the group identified for disposition were sold for
approximately their carrying value at December 31, 1994. Accordingly, no
additional gain or loss was recognized in 1995. The properties and parcel
sold are as follows:
Property Date of Sale Sales Price
-------- ------------ -----------
Multnomah Building
and Imperial Garage March 30, 1995 $2,300,000
Portland, Oregon
Approximately 1.2 acres of land at
Country Hills Towne Center June 28, 1995 $780,000
-6-
<PAGE>
3. COLLATERAL FOR PARTICIPATING MORTGAGE LOAN
In March 1995, the Fund received $455,000 in final proceeds on a
participating mortgage loan collateralized by a first mortgage on land in
Sonoma, California. These funds were recognized as of December 31, 1994, as
a recovery which reduced the provision for loss in value of investments in
real estate.
During 1994, an unsecured claim by the Fund for $925,000 was
recognized in the bankruptcy of a guarantor of a participating mortgage
loan, the collateral for which was foreclosed by a senior lender in 1993.
The eventual maximum payment out of the bankruptcy is estimated to be $.30
per $1.00 of claims. During the six months ended June 30, 1995, the Fund
collected $33,000 from the bankruptcy estate, bringing total distribution
proceeds to $73,000.
4. NOTES PAYABLE
Subsequent to June 30, 1995, the Fund entered into an agreement with
one of its lenders to restructure two loans collateralized by the Country
Hills Towne Center in Diamond Bar, California. The agreement allows the
Fund to pay off the $14,144,000 balance of the loans by making a payment of
$11,500,000 by September 29, 1995, or to extend that date to October 31,
1995 upon payment of a fee. The payoff date can be further extended to
December 31, 1995, if the Fund pays down the principal balance of the loans
by $2,500,000.
The restructure agreement also provides for an increase in the
effective interest rate on the loans from approximately prime plus 1% to
prime plus 1.5%.
On April 5, 1995, the Fund made a cash payment of $1,027,000 to retire
a $1,494,000 loan, thereby realizing a $467,000 discount granted by the
lender. The loan was collateralized by the Nohr Plaza Shopping Center in
San Leandro, California.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS
OR PLAN OF OPERATION
INTRODUCTION
The Fund's current objective is to maximize the value of the
stockholders' investment in the Fund by liquidation of the Fund. On March 27,
1995, the Board of Directors of the Fund approved a conditional resolution,
subject to stockholder approval, to liquidate all of the assets of the Fund in
an orderly fashion and to dissolve the Fund in accordance with a Plan of
Liquidation (the "Plan"). The stockholders will vote on the approval of the Plan
at the upcoming annual meeting.
The Fund's portfolio as of June 30, 1995 consisted of fee title
ownership of 18 properties. The Fund owns multi-tenant, light-industrial
properties and shopping centers.
-7-
<PAGE>
LIQUIDITY AND CAPITAL RESOURCES
Current projections are that capital expenditures for tenant and
building improvements will be approximately $900,000 for the last six months of
1995. The principal source of liquidity for these requirements is current cash
reserves. At June 30, 1995, the Fund's unrestricted cash and cash equivalents
were $6,778,000.
At June 30, 1995 the Fund had borrowings of $19,000,000 that mature
prior to December 31, 1995. As of June 30, 1995, the principal amount of the
Fund's debt that will mature in the next three years is as follows: 1995 -
$19,000,000, 1996 - $6,227,000; 1997 - $12,505,000. It is expected that
substantially all of these loans will either be extended or the loans
restructured.
The Fund has completed an agreement with one of its lenders which
provides that the lender will accept $11,500,000 as repayment of two loans
collateralized by Country Hills Towne Center. These loans matured on June 30,
1995 and had an outstanding principal balance of $14,144,000. One of the
conditions of the agreement is that the payoff occur prior to October 31, 1995.
The payoff date can be extended to December 31, 1995 if the loan balance is paid
down by $2,500,000. (See Note 4 of Notes to Financial Statements) The potential
sources of liquidity to accomplish the payoff of the loans are current cash
reserves and a new $9,000,000 mortgage loan collateralized by the property for
which the Fund has made application. In addition, the Fund is in negotiations to
sell the property which would provide another source of liquidity.
Because of the already significant amount of debt, other than for the
Country Hills Towne Center financing, increased borrowings have been viewed as a
limited source of long-term liquidity. The Fund's intention to liquidate, recent
net losses, and the suspension of distributions in June 1992, significantly
limit the Fund's ability to access sources of equity capital. Management
believes that the only long-term source of liquidity to fund capital
requirements and to meet loan repayments is the sale of properties.
During the six months ended June 30, 1995, the Fund sold the Multnomah
Building, the Imperial Garage and a parcel at Country Hills Towne Center, which
produced net cash proceeds of $2,242,000.
RESULTS OF OPERATIONS
Six Months Ended June 30, 1995 Compared with the Six Months Ended June 30, 1994
Operating results for the periods ending June 30, 1995 and June 30, 1994 are not
comparable because of the difference in the number and magnitude of investments
held. Events which impacted the comparability of these results include: (i) the
sale of Twin Oaks Executive Center in Beaverton, Oregon on January 20, 1994,
(ii) the disposition of BancFirst and 101 Park Avenue Office Buildings in
Oklahoma City, Oklahoma on February 28, 1994, (iii) the sale of Camden Park
Shopping Center in Houston, Texas on June 7, 1994, (iv) the sale of Franklin
Business Park in Boise, Idaho on November 10, 1994, (v) the sale of 6900 Place
Shopping Center in Oklahoma
-8-
<PAGE>
City, Oklahoma on December 22, 1994, and (vi) the sale of Multnomah Building and
Imperial Garage in Portland, Oregon on March 30, 1995.
The following table reclassifies the 1995 and 1994 operating results of the
Fund in order to present the results as if the Fund had not owned eight
properties which were disposed of during 1995 and 1994.
<TABLE>
Table 1
Proforma Operating Results
Including Only Properties Held Throughout Comparable Periods
(Excludes Disposed Properties)
(amounts in thousands)
<CAPTION>
Three Months Ended Six Months Ended
June 30, June 30,
------------------ -----------------
1995 1994 1995 1994
---- ---- ---- ----
<S> <C> <C> <C> <C>
Revenues $ 2,541 $ 2,743 $ 5,247 $ 5,291
Operating expenses 685 782 1,406 1,586
------- ------- ------- -------
Income from property operations 1,856 1,961 3,841 3,705
------- ------- ------- -------
Interest expense and other financing costs 1,300 1,181 2,594 2,267
General and administrative expense 392 429 828 963
Other expense 197 66 258 168
Depreciation and amortization 726 901 1,515 1,818
Provision for loss in value of investments
in real estate and loan collateral value 2,300 7,000 2,300 7,000
------- ------- ------- -------
4,915 9,577 7,495 12,216
------- ------- ------- -------
Loss before gain on extinguishment of debt (3,059) (7,616) (3,654) (8,511)
Gain on extinguishment of debt 467 - 467 -
------- ------- ------- -------
Loss before operating results of disposed properties (2,592) (7,616) (3,187) (8,511)
Operating results of disposed properties - 117 44 176
------- ------- ------- -------
Net Loss $(2,592) $(7,499) $(3,143) $(8,335)
======= ======= ======= =======
</TABLE>
The discussion of changes in results of operations which follows is
based on the proforma comparison of operating results excluding disposed
properties as presented in Table 1.
Operating expenses decreased 11% in 1995 primarily as a result of
reduced property tax assessments and maintenance and repair costs at several
properties.
-9-
<PAGE>
Interest expense and other financing costs were 14% higher in 1995 as
compared with 1994 primarily as a result of the effect of increases in the prime
rate on the Fund's variable rate debt.
General and administrative expense declined by 14% in 1995 due to a
reduction in personnel in 1994 and a decline in corporate legal costs.
Other expense consisted of merger/liquidation and toxic remediation
costs in 1995 and terminated equity offering and loan refinancing negotiation
costs in 1994.
Depreciation and amortization expense decreased 17% in 1995 due to a
reduction in carrying value resulting from write downs to net realizable value
in June and December 1994.
During the six months ended June 30, 1995, a $2,333,000 provision for
loss was recorded to reduce the carrying value to the properties' estimated net
realizable value of the properties which are being held for sale. All of the
write down was attributable to Country Hills Towne Center and Nohr Plaza. The
Fund also recognized a $33,000 recovery on a participating mortgage loan that
was written off in a prior year.
In 1995, the Fund realized a $467,000 discount by making a cash payment
of $1,027,000 to payoff a $1,494,000 loan collateralized by the Nohr Plaza
Shopping Center in San Leandro, California.
Three Months Ended June 30, 1995 Compared with the Three Months Ended
June 30, 1994
Revenues decreased 7% in the 1995 second quarter compared to 1994 as a
result of tenant failures at a Southern California property, higher vacancy at a
Portland property, and rent reductions granted to troubled tenants in 1995. In
addition, 1994 revenues were unusually high due to lease termination revenue.
Operating expenses declined by 12% in the quarter as a result of
reduced property tax assessments at various properties.
Interest expense and other financing costs increased by 10% in the
quarter as a result of the impact of prime rate increases on the Fund's variable
rate of debt.
General and administrative expense decreased by 9% in the quarter as a
result of a reduction in personnel in 1994, offset by an increase in director
and officer insurance premiums in 1995.
Depreciation and amortization decreased 19% in the second quarter of
1995 as compared with the same period in 1994 due to a reduction in carrying
value resulting from write downs to net realizable value which were made in June
and December 1994.
The remaining variances are attributable to factors discussed in the
year to date variance discussion.
-10-
<PAGE>
POTENTIAL FACTORS AFFECTING FUTURE OPERATING RESULTS
As discussed above under Liquidity and Capital Resources, the Board of
Directors has approved, subject to stockholder approval, the liquidation of the
Fund. As properties are sold, the effect would be to decrease the contribution
of such properties to overall Fund operating results. Because certain of the
Fund's general and administrative expenses are fixed rather than variable, the
decreased contribution from properties which are sold would result in a decrease
in total Fund operating results.
If the stockholders approve the proposed Plan of Liquidation, all of
the Fund's investments would be valued on the basis of estimated liquidation
prices. Prelimary estimates indicate that the aggregate of sales prices net of
closing costs would not be less than the projected carrying values at the time
of sale. If the Plan of Liquidation is adopted, the Fund may record the
estimated costs of liquidation and dissolution. Preliminary estimates, as of
June 30, 1995, indicate that a provision of approximately $2,000,000 would be
required to record such costs.
Since 83% of the Fund's debt bears variable rate interest, increases or
decreases in the prime rate will increase or decrease the Fund's interest
expense.
-11-
<PAGE>
PART II. OTHER INFORMATION
Items 1 through 5 have been omitted since they are inapplicable or the answer is
negative.
Item 6. Exhibits and Reports on Form 8-K
a. Exhibits
3.1 Articles of Incorporation. Incorporated by reference to the
Proxy Statement for the Fund's Annual Meeting of Stockholders
held on August 6, 1993, which Proxy Statement is filed as an
exhibit to the Fund's registration statement on Form 8-B filed
with the Commission November 1, 1993.
3.2 Bylaws. Incorporated by reference to the Proxy Statement for
the Fund's Annual Meeting of Stockholders held on August 6,
1993, which Proxy Statement is filed as an exhibit to the
Fund's registration statement on Form 8-B filed with the
Commission November 1, 1993.
10.1 Rights Agreement dated as of July 26, 1990 between Landsing
Pacific Fund and Gemysis, Inc. as Rights Agent. Incorporated
by reference to Quarterly Report on Form 10-Q for the quarter
ended June 30, 1990.
10.2 Amendment to Rights Agreement dated July 8, 1993 between
Landsing Pacific Fund and Registrar and Transfer Company.
Incorporated by reference to Amendment No. 4 to Form S-3 filed
with Commission on February 11, 1994.
10.3 Settlement Agreement and Release of Claims, dated October 15,
1992, between Landsing Pacific Fund, Pacific Coast Capital,
The Landsing Corporation, and Gary K. Barr (without exhibits).
Incorporated by reference to Exhibit 10.2 to Annual Report on
Form 10-K for the year ended December 31, 1992.
10.4 Landsing Pacific Fund Management Incentive Plan dated May 17,
1993. Incorporated by reference to Quarterly Report on Form
10-Q for the quarter ended June 30, 1993.
10.5 Employee Stock Incentive Plan. Incorporated by reference to
Amendment No. 4 to Form S-3 filed with the Commission on
February 11, 1994.
10.6 1993 Directors Stock Incentive Plan. Incorporated by reference
to Amendment No. 4 to Form S-3 filed with the Commission on
February 11, 1994.
10.7 Agreement dated June 18, 1993. Incorporated by reference to
Exhibit 10.1 to Quarterly Report on Form 10-Q for the quarter
ended June 30, 1993.
10.8 Severance Payment Plan for Executive Officers dated as of
November 1, 1994. Incorporated by reference to Exhibit 10.8 to
Annual Report on Form 10KSB for the year ended December 31,
1994.
-12-
<PAGE>
b. Reports on Form 8-K
The Fund filed a report on Form 8-K dated April 13, 1995, which
disclosed that on April 12, 1995 the Fund signed a non binding letter of intent
to enter into a merger transaction in which JEER Partners II, L.C., an affiliate
of J.E. Robert Companies, would acquire all of the outstanding stock of the
registrant.
The Fund filed a report on Form 8-K dated June 14, 1995, which
disclosed that on June 5, 1995, as a result of changing market conditions, the
Board of Directors elected to discontinue merger negotiations with an affiliate
of J.E. Robert Companies. The Fund also reported that it intends to submit at
its next annual meeting a previously announced proposal to stockholders for the
liquidation of the Fund.
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant
has caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.
LANDSING PACIFIC FUND, INC.
Date: August 14, 1995 /s/ Joseph M. Mock
---------------------------
Joseph M. Mock
Executive Vice President
Date: August 14, 1995 /s/ Dean Banks
---------------------------
Dean Banks
Chief Financial Officer
-13-
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
The schedule contains summary financial information extracted from the
financial statements included in the Form 10 QSB for the period ended
June 30, 1995 and is qualified in its entirety by reference to such
financial statements.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-START> JAN-01-1995
<PERIOD-END> JUN-30-1995
<CASH> 6,778
<SECURITIES> 0
<RECEIVABLES> 709
<ALLOWANCES> 108
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 86,097
<DEPRECIATION> 20,456
<TOTAL-ASSETS> 74,403
<CURRENT-LIABILITIES> 0
<BONDS> 0
<COMMON> 6
0
0
<OTHER-SE> 27,602
<TOTAL-LIABILITY-AND-EQUITY> 74,403
<SALES> 5,147
<TOTAL-REVENUES> 5,279
<CGS> 0
<TOTAL-COSTS> 1,427
<OTHER-EXPENSES> 1,516
<LOSS-PROVISION> 2,300
<INTEREST-EXPENSE> 2,560
<INCOME-PRETAX> (3,143)
<INCOME-TAX> 0
<INCOME-CONTINUING> (3,143)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (3,143)
<EPS-PRIMARY> (.53)
<EPS-DILUTED> (.53)
</TABLE>
