<PAGE>
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 quarter ended March 31, 1998
/ / 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: 0-17592
PRUDENTIAL-BACHE DIVERSIFIED FUTURES FUND L.P.
- --------------------------------------------------------------------------------
(Exact name of Registrant as specified in its charter)
Delaware 13-3464456
- --------------------------------------------------------------------------------
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
One New York Plaza, 13th Floor, New York, New York 10292
- --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (212) 778-7866
N/A
- --------------------------------------------------------------------------------
Former name, former address and former fiscal year, if changed since last
report.
Indicate by check CK 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 _CK_ No __
<PAGE>
Part I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
PRUDENTIAL-BACHE DIVERSIFIED FUTURES FUND L.P.
(a limited partnership)
STATEMENTS OF FINANCIAL CONDITION
(Unaudited)
<TABLE>
<CAPTION>
March 31, December 31,
1998 1997
<S> <C> <C>
- ----------------------------------------------------------------------------------------------------
ASSETS
Equity in commodity trading accounts:
Cash $ 4,032,233 $ 3,663,968
U.S. Treasury bills, at amortized cost 13,840,205 14,948,662
Net unrealized gain on open commodity positions 508,762 1,431,940
------------- ------------
Total assets $18,381,200 $20,044,570
------------- ------------
------------- ------------
LIABILITIES AND PARTNERS' CAPITAL
Liabilities
Redemptions payable $ 658,120 $ 227,022
Management fees payable 61,105 66,634
Accrued expenses 49,701 54,239
Incentive fees payable -- 160,551
------------- ------------
Total liabilities 768,926 508,446
------------- ------------
Commitments
Partners' capital
Limited partners (41,966 and 43,534 units outstanding) 17,436,110 19,340,647
General partner (424 and 440 units outstanding) 176,164 195,477
------------- ------------
Total partners' capital 17,612,274 19,536,124
------------- ------------
Total liabilities and partners' capital $18,381,200 $20,044,570
------------- ------------
------------- ------------
Net asset value per limited and general partnership unit ('Units') $ 415.48 $ 444.27
------------- ------------
------------- ------------
- ----------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these statements.
</TABLE>
2
<PAGE>
PRUDENTIAL-BACHE DIVERSIFIED FUTURES FUND L.P.
(a limited partnership)
STATEMENTS OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
Three months ended
March 31,
--------------------------
1998 1997
<S> <C> <C>
- ---------------------------------------------------------------------------------------------------
REVENUES
Net realized gain on commodity transactions $ 110,672 $1,006,952
Change in net unrealized gain on open commodity positions (923,178) (345,025)
Interest from U.S Treasury bills 182,048 184,491
----------- ----------
(630,458) 846,418
----------- ----------
EXPENSES
Commissions 428,989 447,944
Management fees 187,067 200,877
General and administrative 19,216 20,506
----------- ----------
635,272 669,327
----------- ----------
Net income (loss) $(1,265,730) $ 177,091
----------- ----------
----------- ----------
ALLOCATION OF NET INCOME (LOSS)
Limited partners $(1,253,065) $ 175,319
----------- ----------
----------- ----------
General partner $ (12,665) $ 1,772
----------- ----------
----------- ----------
NET INCOME (LOSS) PER WEIGHTED AVERAGE
LIMITED AND GENERAL PARTNERSHIP UNIT
Net income (loss) per weighted average
limited and general partnership unit $ (28.78) $ 3.69
----------- ----------
----------- ----------
Weighted average number of
limited and general partnership units outstanding 43,974 47,972
----------- ----------
----------- ----------
- ---------------------------------------------------------------------------------------------------
</TABLE>
STATEMENT OF CHANGES IN PARTNERS' CAPITAL
(Unaudited)
<TABLE>
<CAPTION>
LIMITED GENERAL
UNITS PARTNERS PARTNER TOTAL
<S> <C> <C> <C> <C>
- ----------------------------------------------------------------------------------------------------
Partners' capital--December 31, 1997 43,974 $19,340,647 $195,477 $19,536,124
Net loss (1,253,065) (12,665) (1,265,730)
Redemptions (1,584) (651,472) (6,648) (658,120)
------ ----------- -------- -----------
Partners' capital--March 31, 1998 42,390 $17,436,110 $176,164 $17,612,274
------ ----------- -------- -----------
------ ----------- -------- -----------
- ----------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these statements.
</TABLE>
3
<PAGE>
PRUDENTIAL-BACHE DIVERSIFIED FUTURES FUND L.P.
(a limited partnership)
NOTES TO FINANCIAL STATEMENTS
March 31, 1998
(Unaudited)
A. General
These financial statements have been prepared without audit. In the opinion
of management, the financial statements contain all adjustments (consisting of
only normal recurring adjustments) necessary to present fairly the financial
position of Prudential-Bache Diversified Futures Fund L.P. (the 'Partnership')
as of March 31, 1998 and the results of its operations for the three months
ended March 31, 1998 and 1997. However, the operating results for the interim
periods may not be indicative of the results expected for the full year.
Certain information and footnote disclosures normally included in annual
financial statements prepared in accordance with generally accepted accounting
principles have been omitted. It is suggested that these financial statements be
read in conjunction with the financial statements and notes thereto included in
the Partnership's Annual Report on Form 10-K filed with the Securities and
Exchange Commission for the year ended December 31, 1997.
B. Related Parties
Seaport Futures Management, Inc. (the 'General Partner') and its affiliates
perform services for the Partnership which include, but are not limited to:
brokerage services, accounting and financial management, registrar, transfer and
assignment functions, investor communications, printing and other administrative
services. A portion of the general and administrative expenses of the
Partnership for the three months ended March 31, 1998 and 1997 was borne by
Prudential Securities Incorporated ('PSI') and its affiliates.
Costs and expenses charged to the Partnership for these services for the
three months ended March 31, 1998 and 1997 were:
<TABLE>
<CAPTION>
1998 1997
<S> <C> <C>
- --------------------------------------------------------------
Commissions $428,989 $447,944
General and administrative 3,281 4,426
-------- --------
$432,270 $452,370
-------- --------
-------- --------
</TABLE>
Expenses payable to the General Partner and its affiliates (which are
included in accrued expenses) as of March 31, 1998 and December 31, 1997 were
$6,768 and $5,780, respectively.
The Partnership maintains its trading and cash accounts at PSI, the
Partnership's commodity broker and an affiliate of the General Partner. Except
for the portion of assets that is deposited as margin to maintain forward
currency contract positions as further discussed below, the Partnership's assets
are maintained either with PSI or, for margin purposes, with the various
exchanges on which the Partnership is permitted to trade.
The Partnership, acting through its trading manager, executes
over-the-counter, spot, forward and/or option foreign exchange transactions with
PSI. PSI then engages in back-to-back trading with an affiliate,
Prudential-Bache Global Markets Inc. ('PBGM'). PBGM attempts to earn a profit on
such transactions. PBGM keeps its prices on foreign currency competitive with
other interbank trading desks. All over-the-counter currency transactions are
conducted between PSI and the Partnership pursuant to a line of credit. PSI may
require that collateral be posted against the marked-to-market position of the
Partnership.
C. Credit and Market Risk
Since the Partnership's business is to trade futures, forward and options
contracts, its capital is at risk due to changes in the value of these contracts
(market risk) or the inability of counterparties to perform under the terms of
the contracts (credit risk).
4
<PAGE>
Futures, forward and options contracts involve varying degrees of off-balance
sheet risk; and changes in the level of volatility of interest rates, foreign
currency exchange rates or the market values of the contracts (or commodities
underlying the contracts) frequently result in changes in the Partnership's
unrealized gain (loss) on open commodity positions reflected in the statements
of financial condition. The Partnership's exposure to market risk is influenced
by a number of factors including the relationships among the contracts held by
the Partnership as well as the liquidity of the markets in which the contracts
are traded.
Futures and options contracts are traded on organized exchanges and are thus
distinguished from forward contracts which are entered into privately by the
parties. The credit risks associated with futures and options contracts are
typically perceived to be less than those associated with forward contracts
because exchanges typically provide clearinghouse arrangements in which the
collective credit (subject to certain limitations) of the members of the
exchanges is pledged to support the financial integrity of the exchange. On the
other hand, the Partnership must rely solely on the credit of its broker (PSI)
with respect to forward transactions. The Partnership presents unrealized gains
and losses on open forward positions as a net amount in the statements of
financial condition because it has a master netting agreement with PSI.
The General Partner attempts to minimize both credit and market risks by
requiring the Partnership's trading manager to abide by various trading
limitations and policies. The General Partner monitors compliance with these
trading limitations and policies which include, but are not limited to,
executing and clearing all trades with creditworthy counterparties (currently,
PSI is the sole counterparty or broker); limiting the amount of margin or
premium required for any one commodity or all commodities combined; and
generally limiting transactions to contracts which are traded in sufficient
volume to permit the taking and liquidating of positions. The General Partner
may impose additional restrictions (through modifications of such trading
limitations and policies) upon the trading activities of the trading manager as
it, in good faith, deems to be in the best interests of the Partnership.
PSI, when acting as the Partnership's futures commission merchant in
accepting orders for the purchase or sale of domestic futures and options
contracts, is required by Commodity Futures Trading Commission ('CFTC')
regulations to separately account for and segregate as belonging to the
Partnership all assets of the Partnership relating to domestic futures and
options trading and is not to commingle such assets with other assets of PSI. At
March 31, 1998 and December 31, 1997, such segregated assets totalled
$14,109,261 and $15,454,142, respectively. Part 30.7 of the CFTC regulations
also requires PSI to secure assets of the Partnership related to foreign futures
and options trading which totalled $3,928,772 and $4,551,236 at March 31, 1998
and December 31, 1997, respectively. There are no segregation requirements for
assets related to forward trading.
As of March 31, 1998, all open futures and forward contracts mature within
one year.
At March 31, 1998 and December 31, 1997, gross contract amounts of open
futures and forward contracts are:
<TABLE>
<CAPTION>
1998 1997
-------------- -----------------
<S> <C> <C>
Futures Currency Contracts:
Commitments to purchase $ 5,611,338 $ 3,390,000
Commitments to sell 6,224,703 6,473,978
Forward Currency Contracts:
Commitments to purchase 9,170,010 1,407,251
Commitments to sell 20,515,888 17,951,973
Financial Futures Contracts:
Commitments to purchase 95,713,153 94,581,750
Commitments to sell 186,260,594 57,703,723
Other Futures Contracts:
Commitments to purchase 1,433,251 3,567,655
Commitments to sell 2,942,696 9,032,727
</TABLE>
The gross contract amounts represent the Partnership's potential involvement
in a particular class of financial instrument (if it were to take or make
delivery on an underlying futures or forward contract). The gross contract
amounts significantly exceed the future cash requirements as the Partnership
intends to
5
<PAGE>
close out open positions prior to settlement and thus is generally subject only
to the risk of loss arising from the change in the value of the contracts. As
such, the Partnership considers the 'fair value' of its futures and forward
contracts to be the net unrealized gain or loss on the contracts. Thus, the
amount at risk associated with counterparty nonperformance of all contracts is
the net unrealized gain included in the statements of financial condition. The
market risk associated with the Partnership's commitments to purchase
commodities is limited to the gross contract amounts involved, while the market
risk associated with its commitments to sell is unlimited since the
Partnership's potential involvement is to make delivery of an underlying
commodity at the contract price; therefore, it must repurchase the contract at
prevailing market prices.
At March 31, 1998 and December 31, 1997, the fair values of open futures and
forward contracts were:
<TABLE>
<CAPTION>
1998 1997
------------------------ --------------------------
Assets Liabilities Assets Liabilities
-------- ----------- ---------- -----------
<S> <C> <C> <C> <C>
Futures Contracts:
Domestic exchanges
Financial $ 31,050 $ 88,562 $ 139,389 $ --
Currencies 206,166 5,080 170,950 --
Other 82,784 45,630 872,883 33,653
Foreign exchanges
Financial 85,330 105,236 369,178 132,611
Other 9,770 4,997 7,642 1,030
Forward Contracts:
Currencies 368,981 25,814 280,315 241,123
-------- ----------- ---------- -----------
$784,081 $ 275,319 $1,840,357 $ 408,417
-------- ----------- ---------- -----------
-------- ----------- ---------- -----------
</TABLE>
The following table presents the average fair value of futures and forward
contracts during the three months ended March 31, 1998 and 1997, respectively.
<TABLE>
<CAPTION>
1998 1997
-------------------------- --------------------------
Assets Liabilities Assets Liabilities
---------- ----------- ---------- -----------
<S> <C> <C> <C> <C>
Futures Contracts:
Domestic exchanges
Financial $ 186,677 $ 22,141 $ 52,410 $ 20,958
Currencies 154,927 20,624 51,784 6,329
Other 397,333 49,369 274,477 12,858
Foreign exchanges
Financial 453,896 109,352 227,840 68,325
Other 8,639 3,357 4,043 1,029
Forward Contracts:
Currencies 195,651 345,737 633,074 329,411
---------- ----------- ---------- -----------
$1,397,123 $ 550,580 $1,243,628 $ 438,910
---------- ----------- ---------- -----------
---------- ----------- ---------- -----------
</TABLE>
6
<PAGE>
The following table presents trading revenues from futures and forward
contracts during the three months ended March 31, 1998 and 1997, respectively.
<TABLE>
<CAPTION>
1998 1997
--------- ---------
<S> <C> <C>
Futures Contracts:
Domestic exchanges
Financial $ (36,079) $ (66,481)
Currencies 59,003 35,340
Other (496,386) 50,379
Foreign exchanges
Financial (89,529) 58,081
Other 27,617 (786)
Forward Contracts:
Currencies (277,132) 585,394
--------- ---------
$(812,506) $ 661,927
--------- ---------
--------- ---------
</TABLE>
7
<PAGE>
PRUDENTIAL-BACHE DIVERSIFIED FUTURES FUND L.P.
(a limited partnership)
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
Liquidity and Capital Resources
The Partnership commenced operations on October 19, 1988 with gross proceeds
of $30,107,800. After accounting for organizational and offering costs, the
Partnership's net proceeds were $29,387,470.
At March 31, 1998, 100% of the Partnership's total net assets (the 'Net Asset
Value') was allocated to commodities trading. A significant portion of the Net
Asset Value was held in U.S. Treasury bills (which represented approximately 76%
of the Net Asset Value prior to redemptions payable) and cash, which are used as
margin for the Partnership's trading in commodities. Inasmuch as the sole
business of the Partnership is to trade in commodities, the Partnership
continues to own such liquid assets to be used as margin.
The percentage that U.S. Treasury bills bears to the net assets varies each
day, and from month to month, as the market values of commodity interests
change. The balance of the net assets is held in cash. All interest earned on
the Partnership's interest-bearing funds is paid to the Partnership.
The commodities contracts are subject to periods of illiquidity because of
market conditions, regulatory considerations and other reasons. For example,
commodity exchanges limit fluctuations in certain commodity futures contract
prices during a single day by regulations referred to as 'daily limits.' During
a single day, no trades may be executed at prices beyond the daily limit. Once
the price of a futures contract for a particular commodity has increased or
decreased by an amount equal to the daily limit, positions in the commodity can
neither be taken nor liquidated unless traders are willing to effect trades at
or within the limit. Commodity futures prices have occasionally moved the daily
limit for several consecutive days with little or no trading. Such market
conditions could prevent the Partnership from promptly liquidating its commodity
futures positions.
Since the Partnership's business is to trade futures, forward and options
contracts, its capital is at risk due to changes in the value of these contracts
(market risk) or the inability of counterparties to perform under the terms of
the contracts (credit risk). The General Partner attempts to minimize these
risks by requiring the Partnership's trading manager to abide by various trading
limitations and policies. See Note C to the financial statements for a further
discussion on the credit and market risks associated with the Partnership's
futures, forward and options contracts.
Redemptions recorded for the three months ended March 31, 1998 were $651,472
for the limited partners and $6,648 for the General Partner, respectively, and
from commencement of operations, October 19, 1988 through March 31, 1998,
totalled $42,089,423 and $1,030,242, respectively. Future redemptions will
impact the amount of funds available for investment in commodity contracts in
subsequent periods.
The Partnership does not have, nor does it expect to have, any capital
assets.
Results of Operations
The Net Asset Value per Unit as of March 31, 1998 was $415.48, a decrease of
6.48% from the December 31, 1997 Net Asset Value per Unit of $444.27.
January's negative performance resulted from losses in the currency, index,
metal and grain sectors. Gains were seen in the financial, energy and soft
sectors. In the currency sector, investor optimism over efforts to revive ailing
Asian economies boosted the Japanese yen against the U.S. dollar, resulting in
losses for the Partnership. Positions in the British pound were unprofitable as
well, as the pound sank lower against other major currencies on the Bank of
England's decision to leave a key interest rate unchanged. Positions in the
Australian dollar also experienced losses. Index sector positions were
unprofitable as Asian investor optimism supported the Nikkei causing losses for
the Partnership's short positions. Positions in the Australian All Ordinaries
Index incurred losses as well. In the metal sector, the price of gold rose as
fears of social unrest in Southeast Asia and hyperinflation in Indonesia
contributed to buying, resulting in losses for the Partnership. Finally, grain
sector positions in soybean oil incurred losses. On the positive side, the
Partnership's financial sector positions gained as European bond markets
benefited from reduced inflation concerns. In particular, positions in German,
French, British, Eurodollar and Italian bonds profited. Additionally, positions
in U.S. bonds profited as some yields reached all-time lows. Positions in the
energy sector profited
8
<PAGE>
as increasing tensions in the Middle East pushed prices up, despite ample
inventory levels. Lastly, in the soft sector, the Partnership's long positions
in coffee gained as prices surged amid tight U.S. stockpiles.
February's negative performance resulted from losses in the currency and
financial sectors. Gains were seen in the metal, energy, index, soft and grain
sectors. In the currency sector, shifting trends in Asian markets and generally
rangebound trading in other currencies resulted in losses for the Partnership.
Although by month's end investors were once again viewing Asian markets with
caution, sentiment toward the region had been relatively positive for much of
the month. This was particularly the case in Japan, where the yen benefited from
expectations of a fresh stimulus package from the government resulting in losses
for the Partnership's short positions. Deutsche mark, Swiss franc and British
pound positions were unprofitable as well. In the financial sector, the Japanese
government bond showed little signs of life amid a looming recession and U.S.
Treasury markets showed little movement, resulting in losses for the
Partnership. Positions in Eurodollar and British Gilt bonds were also
unprofitable. Positions in the metal sector helped to offset some of the
Partnership's losses. In particular, long silver positions experienced gains as
a major purchaser of silver caused prices to soar to a 9 1/2-year high before
succumbing to profit taking at month-end. The Partnership profited from short
positions in light crude oil in the energy sector as prices plunged due to a
confluence of factors, including a stalemate over production cuts by OPEC
members.
March's negative performance resulted from losses in the metal, financial,
soft and grain sectors. Gains were seen in the currency, index and energy
sectors. In the metal sector, silver incurred significant losses as prices fell
early in the month, only to rebound considerably towards month-end.
Additionally, short gold positions lost value as strong housing reports renewed
fears of U.S. inflation, once again generating interest in gold as an
inflationary hedge. In the financial sector, positions in the U.S. 30-year,
Australian 10-year and Japanese bonds offset gains in European long bonds,
British long gilts and Australian 3-year bonds. Gains were experienced in the
currency sector as the Swiss franc lost its 'safe-haven' role with investors
preferring the higher yielding U.S. dollar and British pound. Positions in the
deutsche mark were also profitable. Index sector positions gained as the S&P 500
continued to advance upwards.
Commissions paid to PSI are calculated on the Partnership's Net Asset Value
on the first day of each month and, therefore, vary monthly according to trading
performance and redemptions. Accordingly, they must be compared to the
fluctuations in the monthly Net Asset Values. Commissions decreased by
approximately $19,000 for the three months ended March 31, 1998 as compared to
the corresponding period in 1997 principally due to the effect of weak first
quarter 1998 trading performance on the monthly Net Asset Values.
Management fees are calculated on the Partnership's Net Asset Value as of the
end of each month and, therefore, are affected by trading performance and
redemptions. Management fees decreased by approximately $14,000 for the three
months ended March 31, 1998 as compared to the corresponding period in 1997 for
the same reasons commissions decreased as described above.
Incentive fees are based on the New High Net Trading Profits generated by the
trading manager, as defined in the Advisory Agreement among the Partnership, the
General Partner and the trading manager. No incentive fees were earned during
the three months ended March 31, 1998 and 1997.
9
<PAGE>
PART II. OTHER INFORMATION
Item 1. Legal Proceedings--There are no material legal proceedings pending by
or against the Registrant or the General Partner.
Item 2. Changes in Securities--None
Item 3. Defaults Upon Senior Securities--None
Item 4. Submission of Matters to a Vote of Security Holders--None
Item 5. Other Information--None
Item 6. (a) Exhibits
4.1 Agreement of Limited Partnership of the Registrant,
dated as of May 25, 1988
as amended and restated as of July
12, 1988 (incorporated by reference to
Exhibit 3.1 and 4.1 of Registrant's Annual
Report on Form 10-K for the
period ended December 31, 1988)
4.2 Subscription Agreement (incorporated by reference
to Exhibit 4.2 to the
Registrant's Registration Statement
on Form S-1, File No. 33-22100)
4.3 Request for Redemption (incorporated
by reference to Exhibit 4.3 to the
Registrant's Registration Statement on
Form S-1, File No. 33-22100)
27.1 Financial Data Schedule (filed herewith)
(b) Reports on Form 8-K--None
10
<PAGE>
SIGNATURES
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.
PRUDENTIAL-BACHE DIVERSIFIED FUTURES FUND L.P.
By: Seaport Futures Management, Inc.
A Delaware corporation, General Partner
By: /s/ Steven Carlino Date: May 14, 1998
----------------------------------------
Steven Carlino
Vice President
Chief Accounting Officer for the Registrant
11
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
The Schedule contains summary financial information
extracted from the financial statements for
Prudential-Bache Diversified Futures Fund L.P.
and is qualified in its entirety by reference
to such financial statements
</LEGEND>
<RESTATED>
<CIK> 0000833225
<NAME> Prudential-Bache Diversified Futures Fund L.P.
<MULTIPLIER> 1
<FISCAL-YEAR-END> Dec-31-1998
<PERIOD-START> Jan-1-1998
<PERIOD-END> Mar-31-1998
<PERIOD-TYPE> 3-MOS
<CASH> 4,032,233
<SECURITIES> 14,348,967
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 18,381,200
<CURRENT-LIABILITIES> 768,926
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 17,612,274
<TOTAL-LIABILITY-AND-EQUITY> 18,381,200
<SALES> 0
<TOTAL-REVENUES> (630,458)
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 635,272
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (1,265,730)
<EPS-PRIMARY> (28.78)
<EPS-DILUTED> 0
</TABLE>
