INTERVEST CORPORATION OF NEW YORK
10-Q, 1998-10-30
SECURITY BROKERS, DEALERS & FLOTATION COMPANIES
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                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                   FORM 10-Q


[ X ]   QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
        THE SECURITIES EXCHANGE ACT OF 1934

                    For the quarter ended September 30, 1998

                                       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 33-22976-NY

                       INTERVEST CORPORATION OF NEW YORK
- --------------------------------------------------------------------------------

             (Exact name of Registrant as specified in its charter)


                    New York                                13-3415815
                    --------                                ----------
    (State or other jurisdiction of                      (I.R.S. Employer
     incorporation or organization)                      Identification No.)

        10 Rockefeller Plaza, New York, New York              10020-1903
- --------------------------------------------------------------------------------
       (Address of principal executive offices)                (Zip Code)


Registrant's telephone number, including area code          (212) 757-7300

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 .

Indicate the number of shares outstanding of each of the Registrant's classes of
Common Stock as of the latest practicable date.

Class of Common Stock           Outstanding at September 30, 1998
- ---------------------           ---------------------------------

Common Stock: No Par Value                      31.84 Shares

Class B Stock: No Par Value                     15.89 Shares


<PAGE>


                         PART I - FINANCIAL INFORMATION


ITEM 1.  Financial Statements
- -----------------------------

Results for the three  months and for the nine months ended  September  30, 1998
and 1997 include, in the opinion of management, all adjustments (consisting only
of normal recurring  accruals)  necessary for a fair presentation of the results
for such interim  periods.  Results for the three months and for the nine months
ended September 30, 1998 and 1997 are not necessarily  indicative of the results
for the full years.

<PAGE>
               INTERVEST CORPORATION OF NEW YORK AND SUBSIDIARIES
                          CONSOLIDATED BALANCE SHEETS

                                                       September 30, December 31
                                                            1998         1997
                                                       -------------------------
ASSETS

Cash and cash equivalents                               $16,428,000  $15,596,000
Mortgages receivable, including due from affiliates
of $3,950,000 and $6,250,000 (Notes 2, 4 and 5)          75,823,000   74,316,000
Deferred debenture offering costs, net of accumulated
amortization of $3,346,000 and $2,675,000 (Note 2)        3,599,000    4,270,000
Other assets (Note 7)                                     1,372,000    1,389,000
                                                         ----------   ----------
          TOTAL ASSETS                                  $97,222,000  $95,571,000
                                                         ==========   ==========

          

LIABILITIES AND STOCKHOLDERS' EQUITY

LIABILITIES
Account payable and accrued expenses                    $   391,000  $   114,000
Mortgage escrow deposits                                  2,117,000    1,617,000
Subordinated debentures payable (Note 3)                 77,000,000   78,000,000
Debenture interest payable at maturity (Note 3)           5,953,000    4,966,000
Debenture mortgage interest and fees                        311,000      353,000

                                                         ----------   ----------
          TOTAL LIABILITIES                              85,772,000   85,050,000
                                                         ----------   ----------

Commitments and other matters (Note 6)

STOCKHOLDERS' EQUITY
Common stock, no par value; authorized 200 shares;
issued and outstanding 32 shares                          2,000,000    2,000,000
Class B stock, no par value; authorized 100 shares;
issued and outstanding 16 shares                            100,000
Additional paid-in capital                                3,509,000    3,509,000
Retained earnings                                         5,841,000    5,012,000

                                                         ----------   ----------
TOTAL STOCKHOLDERS' EQUITY                               11,450,000   10,521,000
                                                         ----------   ----------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY              $97,222,000  $95,571,000
                                                         ==========   ==========

See notes to financial statements
<PAGE>
               INTERVEST CORPORATION OF NEW YORK AND SUBSIDIARIES

                     CONSOLIDATED STATEMENTS OF OPERATIONS
                             AND RETAINED EARNINGS



<TABLE>
<CAPTION>

                                               Three Months Ended       Nine Months Ended
                                                  September 30,           September 30,
                                               ------------------       -----------------
                                                 1998        1997        1998        1997
                                               ------------------       -----------------
                                                   (Unaudited)          (Unaudited)
REVENUE
<S>                                          <C>         <C>         <C>         <C>      
Interest income
Affiliates                                   $  219,000  $  173,000  $  606,000  $  520,000
Others                                        2,551,000   2,391,000   7,777,000   6,964,000
                                              ---------   ---------   ---------   ---------

Total                                         2,770,000   2,564,000   8,383,000   7,484,000

Other income (Note 5)                           227,000      96,000     527,000     324,000
Gain on early repayment of Discounted
mortgages receivable (Note 4)                   142,000      13,000     279,000     216,000
                                              ---------   ---------   ---------   ---------

                                              3,139,000   2,673,000   9,189,000   8,024,000
                                              ---------   ---------   ---------   ---------

EXPENSES

Interest                                      2,147,000   2,096,000   6,416,000   6,060,000
General and administrative (Note 5)             206,000     231,000     570,000     566,000
Amortization of deferred debenture offering
costs (Note 2)                                  223,000     224,000     671,000     734,000
                                              ---------   ---------   ---------   ---------

                                              2,576,000   2,551,000   7,657,000   7,360,000
                                              ---------   ---------   ---------   ---------

Income before income taxes                      563,000     122,000   1,532,000     664,000

Provision for income taxes (Note 7)             259,000      56,000     703,000     302,000
                                              ---------   ---------   ---------   ---------

NET INCOME                                      304,000      66,000     829,000     362,000

Retained earnings - beginning                 5,537,000   4,862,000   5,012,000   4,566,000
                                              ---------   ---------   ---------   ---------

RETAINED EARNINGS - END                      $5,841,000  $4,928,000  $5,841,000  $4,928,000
                                              =========   =========   =========   =========
</TABLE>

See notes to financial statements
<PAGE>
               INTERVEST CORPORATION OF NEW YORK AND SUBSIDIARIES
                      CONSOLIDATED STATEMENT OF CASH FLOWS
<TABLE>
<CAPTION>

                                                             Nine Months Ended
                                                               September 30,
                                                            1998           1997
                                                            ----           ----
                                                                 (Unaudited)

<S>                                                    <C>            <C>       
OPERATING ACTIVITIES
Net Income                                           $    829,000   $    362,000
Adjustments to reconcile net income to net
   cash provided by operating activities:
Amortization of discount on mortgages receivable         (442,000)      (318,000)
Amortization of deferred debenture offering costs         671,000        734,000
Gain on early repayment of discounted mortgages          (279,000)      (216,000)
Changes inoperating assets and liabilities:
     Other assets                                          17,000       (105,000)
     Accounts payable and accrued liabilities             277,000       (303,000)
     Mortgage escrow deposits                             500,000       (771,000)
     Debenture interst payable at maturity                987,000      1,015,000 
     Deferred mortgage interest and fees                  (42,000)       (61,000)
                                                       ----------     ----------

NET CASH PROVIDED BY OPERATING ACTIVITIES               2,518,000        337,000
                                                       ----------     ----------

INVESTING ACTIVITIES
Collection of mortgages receivable                     35,132,000     23,026,000
Mortgages receivable acquired
Properties owned by affiliates                         (2,000,000)
Properties owned by others                            (33,918,000)   (21,100,000)
                                                       ----------     ----------

NET CASH (USED IN) PROVIDED BY INVESTING ACTIVITIES      (786,000)     1,926,000
                                                       ----------     ----------

FINANCIING ACTIVITIES

Proceeds from issuance of Class B Stock                   100,000
Proceeds from subordinated debenture offerings                         8,500,000
Payment of debenture offering costs                                     (751,000)
Principal payments of subordinated debentures          (1,000,000)    (6,000,000)
                                                       ----------     ----------
NET CASH (USED IN) PROVIDED BY FINANCING ACTIVITIES      (900,000)     1,749,000
                                                       ----------     ----------

INCREASE IN CASH AND CASH EQUIVALENTS                     832,000      4,012,000
Cash and cash equivalents at beginning of period       15,596,000     16,911,000
                                                       ----------     ----------
CASH AND CASH EQUIVALENTS AT END OF PERIOD           $ 16,428,000   $ 20,923,000
                                                       ==========     ==========
</TABLE>

See notes to financial statements
<PAGE>

               INTERVEST CORPORATION OF NEW YORK AND SUBSIDIARIES

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                 (Unaudited with Respect to the Three Month and
              Nine Month Periods Ended September 30, 1998 and 1997)



(NOTE 1) - The Company:
- -----------------------

Intervest  Corporation of New York (the "Company") is engaged in the real estate
business,  which includes the  acquisition  and purchase of real estate mortgage
loans.

(NOTE 2) - Significant Accounting Policies:
- -------------------------------------------

(a)     Consolidation Policy:
        ---------------------

         The  financial  statements  include the  accounts of all  subsidiaries.
Material intercompany items are eliminated in consolidation.

(b)     Mortgage Loans:
        ---------------

         Loans are stated at their outstanding  principal  balances,  net of any
deferred  fees or  costs  on  originated  loans  and  unamortized  discounts  on
purchased  loans.  Interest income is accrued on the unpaid  principal  balance.
Discounts are amortized to income over the life of the related receivables using
the  constant  interest  method.  Loan  origination  fees net of certain  direct
origination  costs are deferred and  recognized as an adjustment of the yield of
the related loans.

(c)     Allowance for Losses:
        ---------------------

         An  allowance  for loss  related to loans that are impaired is based on
discounted  cash flows using the loan's initial  effective  interest rate or the
fair value of the collateral.  Management's periodic evaluation of the need for,
or  adequacy  of  the  allowance  is  based  on the  Company's  past  loan  loss
experience,  known and inherent risks in the portfolio,  adverse situations that
may  affect the  borrower's  ability  to repay  (including  the timing of future
payments),  the estimated value of the underlying  collateral and other relevant
factors.  This  evaluation  is  inherently  subjective  as it requires  material
estimates  including the amounts and timing of future cash flows  expected to be
received on any impaired loans that may be  susceptible  to significant  change.
For financial  reporting  purposes  mortgages  are deemed to be delinquent  when
payment of either principal or interest is more than 90 days past due.

(d)     Deferred debenture offering costs:
        ----------------------------------

         Costs  relating to offerings of debentures are amortized over the terms
of the debentures based on serial maturities.  Deferred debenture offering costs
consist primarily of underwriters commissions.


<PAGE>


               INTERVEST CORPORATION OF NEW YORK AND SUBSIDIARIES

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                 (Unaudited with Respect to the Three Month and
             Nine Month Periods Ended September 30, 1998 and 1997)



(NOTE 2) - Significant Accounting Policies: (continued)
- ------------------------------------------

(e)     Statement of cash flows:
        ------------------------

         For purposes of the statement of cash flows, the Company  considers all
highly liquid  instruments  (principally  commercial  paper)  purchased  with an
original maturity of three months or less to be cash  equivalents.  Interest and
income taxes were paid as follows:

Nine Months Ended September 30,   Interest      Income Taxes
- -------------------------------   --------      ------------

             1998                 $5,430,000      $417,000
             1997                  5,045,000       736,000

(f)     Estimated fair value of financial instruments:
        ----------------------------------------------

         The Company  considers  the carrying  amounts  presented  for mortgages
receivable  and  subordinated  debentures  payable on the  consolidated  balance
sheets to be reasonable  approximations of fair value. The Company's variable or
floating  interest  rates on large  portions  of its  receivables  and  payables
approximate  those,   which  would  prevail  in  current  market   transactions.
Considerable  judgement is necessarily  required in interpreting  market data to
develop the  estimates of fair value,  and  accordingly,  the  estimates are not
necessarily  indicative  of the  amounts  that the  Company  could  realize in a
current market transaction.

(g)     Use of estimates:
        -----------------

         The  preparation of financial  statements in conformity  with generally
accepted  accounting  principles  requires  management  to  make  estimates  and
assumptions  that  affect the  reported  amounts of assets and  liabilities  and
disclosure of  contingent  assets and  liabilities  at the date of the financial
statements  and the  reported  amounts  of  revenues  and  expenses  during  the
reporting period. Actual results could differ from those estimates.

(h)     Concentration of credit risk:
        -----------------------------

         (1) The  Company  places its  temporary  cash  investments  with higher
credit-quality  financial institutions,  including a bank, which is an affiliate
of  the  shareholders  of the  Company  and in  governmental  obligations.  Such
investments are generally in excess of the FDIC insurance limit. The Company has
not experienced any losses from such investments.

<PAGE>



               INTERVEST CORPORATION OF NEW YORK AND SUBSIDIARIES

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                 (Unaudited with Respect to the Three Month and
             Nine Month Periods Ended September 30, 1998 and 1997)


(NOTE 2) - Significant Accounting Policies: (continued)
- ------------------------------------------

         (2) The Company's mortgage portfolio includes mortgages on multi-family
residential  properties in the New York City area,  most of which are subject to
applicable rent control and rent stabilization statutes and regulations. In both
cases,  any  increases  in rent are  subject to specific  limitations.  As such,
properties of the nature of those  constituting the most significant  portion of
the Company's  mortgage  portfolio  are not affected by the general  movement of
real estate values in the same manner as other income-producing  properties. The
rental housing  market in New York City remains  stable and the Company  expects
that such  properties  will  continue to  appreciate  in value with little or no
reduction in occupancy rates.

(NOTE 3) - Subordinated Debentures Payable:
- -------------------------------------------

The Company's  Registered  Floating Rate  Redeemable  Debentures  consist of the
following:
<TABLE>
<CAPTION>

                                                     September 30,     December 31,
                                                         1998              1997
                                                     -------------     ------------
<S>                                                  <C>              <C>        
Series 5/13/91, interest at 2% above prime           $ 6,000,000      $ 6,000,000
Series 2/20/92, interest at 2% above prime             4,500,000        4,500,000
Series 6/29/92, interest at 2% above prime             7,000,000        7,000,000
Series 9/13/93, interest at 2% above prime             8,000,000        8,000,000
Series 1/28/94, interest at 2% above prime             4,500,000        4,500,000
Series 10/28/94, interest at 2% above prime            4,500,000        4,500,000
Series 5/12/95, interest at 2% above prime             9,000,000        9,000,000
Series 10/19/95, interest at 2% above prime            9,000,000        9,000,000
Series 5/10/96, interest at 1% above prime                  -           1,000,000
Series 5/10/96, interest at 2% above prime            10,000,000       10,000,000
Series 10/15/96, interest at 1% above prime              500,000          500,000
Series 10/15/96, interest at 2% above prime            5,500,000        5,500,000
Series 4/30/97, interest at 9%                           500,000          500,000
Series 4/30/97, interest at 1% above prime             8,000,000        8,000,000
                                                     -----------      -----------
                                                     $77,000,000      $78,000,000
                                                     ===========      ===========
</TABLE>

"Prime" refers to the prime rate of Chase Manhattan Bank.


<PAGE>


               INTERVEST CORPORATION OF NEW YORK AND SUBSIDIARIES

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                 (Unaudited with Respect to the Three Month and
              Nine Month Periods Ended September 30, 1998 and 1997)


(NOTE 3) - Subordinated Debentures Payable: (continued)
- ------------------------------------------

Prime was 8 1/4% on September 30, 1998 and 8 1/2% on December 31, 1997.  Minimum
interest is 9 1/2% and maximum interest is 15% on Series 5/13/91. Series 2/20/92
has  minimum  interest of 8% and maximum  interest  of 14%,  Series  6/29/92 has
maximum interest of 14%, Series 9/13/93, 1/28/94,  10/28/94,  5/12/95, 10/19/95,
5/10/96, 10/15/96 and 4/30/97 due October 1, 2005 have maximum interest of 12%.

At September  30, 1998 payment of interest on an  aggregate  of  $12,320,000  of
debentures is deferred  until  maturity and earns  interest at prime.  Generally
debenture holders who have deferred receipt of interest may at any time elect to
receive the  deferred  interest and  subsequently  receive  regular  payments of
interest.

The debentures  may be redeemed,  in whole or in part, at any time at the option
of the Company. For debentures issued after 1996,  redemption would generally be
at a premium of 1% or 2% if the redemption is prior to 1999.

The  debentures  are unsecured and  subordinate to all present and future senior
indebtedness, as defined. Maturities of debentures are summarized as follows:

               Year Ending December 31,   September 30, 1998
               ------------------------   ------------------

                    1998                   $   - 0 -
                    1999                   11,500,000
                    2000                    7,000,000
                    2001                    8,000,000
                    2002                    4,500,000
                    Thereafter until 2005  46,000,000
                                          -----------
                    Total                 $77,000,000
                                          ===========

(NOTE 4) - Mortgages Receivable:
- --------------------------------

Information as to mortgages receivable is summarized as follows:

                                         September 30, 1998    December 31, 1997
                                         ------------------    -----------------

First Mortgages ........................     $72,477,000         $68,668,000
Junior Mortgages .......................       3,950,000           6,534,000

                                             -----------         -----------
                                              76,427,000          75,202,000

Less Unearned Discount .................         604,000             886,000
                                             -----------         -----------
Total ..................................     $75,823,000         $74,316,000
                                             ===========         ===========



<PAGE>




               INTERVEST CORPORATION OF NEW YORK AND SUBSIDIARIES

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                 (Unaudited with Respect to the Three Month and
              Nine Month Periods Ended September 30, 1998 and 1997)


(NOTE 4) - Mortgages Receivable: (continued)
- -------------------------------

Interest rates on mortgages  range from 6% to 15%.  Certain  mortgages have been
discounted utilizing rates ranging from 9% to 17%.

During 1998 and 1997 certain mortgages were paid in full prior to their maturity
date. This resulted in the recognition of a gain,  which  represents the balance
of the unamortized discount applicable to these mortgages.

Maturities of mortgages  receivable during the next five years are summarized as
follows:

               Year Ending December 31,   September 30, 1998
               ------------------------   ------------------
                         1998                  $11,262,000
                         1999                   40,542,000
                         2000                    5,209,000
                         2001                      773,000
                         2002                      932,000
                         Thereafter until 2015  17,709,000
                                                -----------
                         Total                 $76,427,000
                                                ===========

The Company  evaluates its portfolio of mortgage  loans on an individual  basis,
comparing  the amount at which the  investment  is carried to its  estimated net
realizable  value.  At the respective  balance sheet dates,  no allowances  were
required.

(NOTE 5) - Related Party Transactions:
- --------------------------------------

Other income includes $4,000 from affiliates for the nine months ended September
30, 1998 and 1997, respectively.



<PAGE>


               INTERVEST CORPORATION OF NEW YORK AND SUBSIDIARIES

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                 (Unaudited with Respect to the Three Month and
              Nine Month Periods Ended September 30, 1998 and 1997)


(NOTE 5) - Related Party Transactions: (continued)
- -------------------------------------

The Company utilizes  personnel and other facilities of affiliated  entities and
is charged  service  fees for general and  administrative  expenses  for placing
mortgages, servicing mortgages, and distributing debenture interest checks. Such
fees  amounted to $224,000 and $198,000 for the nine months ended  September 30,
1998  and  1997,  respectively.  Management  believes  these  service  fees  are
reasonable.

(NOTE 6) - Commitments:
- -----------------------

     (a) Office lease:
         ------------

The  Company  occupies  its office  space  under a lease,  which  terminates  on
September  30, 2004.  In addition to minimum rent the Company is required to pay
its  proportionate  share of increases in the  building's  real estate taxes and
costs of operation and maintenance as additional  rent. Rent expense amounted to
$80,000  and  $86,000 for the nine  months  ended  September  30, 1998 and 1997,
respectively.

Future minimum annual rents under the lease are as follows:

          Year Ending December 31                 September 30, 1998
          -----------------------                 ------------------

               1998                                    $  43,726
               1999                                      174,902
               2000                                      179,133
               2001                                      191,828
               2002                                      191,828
               Thereafter                                335,699
                                                      ----------
               Total                                  $1,117,116
                                                      ==========

The Company shares this space with affiliates,  who were charged rent of $53,000
and $46,000 for the nine months ended September 30, 1998 and 1997, respectively.

     (b) Employment agreement:
         --------------------

Effective as of July 1, 1995, the Company  entered into an employment  agreement
with its Executive Vice President for a term of ten years at an annual salary in
the present  amount of  $148,877,  which is subject to increase  annually by six
percent or by the percentage increase in the consumer price index, if higher. In
the event of the executive's  death or disability,  one-half of this amount will
continue to be paid for a term as defined in the agreement.

(NOTE 7) - Income Taxes:
- -----------------------

The Company has provided for income taxes in the periods  presented based on the
federal, state and city tax rates in effect for these periods.




<PAGE>


                        INTERVEST CORPORATION OF NEW YORK

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                 (Unaudited with Respect to the Three Month and
              Nine Month Periods Ended September 30, 1998 and 1997)


(NOTE 7) - Income Taxes  (continued)
- -----------------------  

The provision for income taxes consists of the following components:
                                                       Nine Months Ended
                                                         September 30,
                                                       -----------------
                                                      1998               1997
                                                      ----               ----
Current taxes:
Federal ...............................           $ 418,000           $ 202,000
State and local .......................             278,000             137,000

Deferred taxes:
Federal ...............................               4,000             (22,000)
State and local .......................               3,000             (15,000)
                                                  ---------           ---------
Total tax provision ...................           $ 703,000           $ 302,000
                                                  =========           =========

Temporary  differences  exist between  financial  accounting  and tax reporting,
which result in a net deferred asset, included in other assets, as follows:

                                           September 30, 1998  December 31, 1997
                                           ------------------  -----------------
Debenture underwriting commissions ........      $  4,000              $  9,000
Deferred fees and interest ................        47,000                49,500
Discount on mortgages receivable ..........       (18,000)              (18,500)
                                                 --------              --------
Total .....................................      $ 33,000              $ 40,000
                                                 ========              ========

The amounts of income  taxes  provided  varied  from the amounts  which would be
"expected"  to be provided at the statutory  federal  income tax rates in effect
for the following reasons:

                                                             Nine Months Ended
                                                              September 30,
                                                             -----------------
                                                             1998        1997
                                                             ----        ----

Tax computed based upon the statutory federal tax rate   $ 521,000    $ 227,000

State and local income tax,
     net of federal income tax benefit ...............     186,000       82,000

Non-taxable income ...................................      (4,000)      (7,000)
                                                         ---------    ---------

Total ................................................   $ 703,000    $ 302,000
                                                         =========    =========








<PAGE>


Item 2. Management's  Discussion and Analysis of Financial Condition and Results
        of Operations
- --------------------------------------------------------------------------------

Liquidity and Capital Resources:

The Company is engaged in the real estate  business,  including the  origination
and  purchase of real estate  mortgage  loans,  consisting  of first  mortgages,
junior mortgages and wraparound mortgage loans. The Company's current investment
policy   emphasizes  the  investment  in  mortgage  loans  on  income  producing
properties.  The majority of the  Company's  loans are expected to mature within
approximately five years.

The Company's liquidity is managed to ensure that sufficient funds are available
to meet  maturities  of  borrowings  or to make other  investments,  taking into
account  anticipated  cash flows and available  sources of funds.  The Company's
principal sources of funds have consisted of borrowings (principally through the
issuance of its subordinated debentures), mortgage repayments and cash flow from
ongoing  operations.  Total  stockholder's  equity  at  September  30,  1998 was
$11,450,000,  compared  with  $10,521,000  at  December  31,  1997.  The Company
considers its current  liquidity and additional  sources of funds  sufficient to
satisfy its outstanding commitments and its maturing liabilities.

Results of Operations:

Three Months Ended September 30, 1998 and 1997

For the three months ended  September 30, 1998 interest income was $2,770,000 as
compared to $2,564,000  for the same period a year ago. The increase of $206,000
resulted  mainly from an increase in mortgages  receivable  from  $68,307,000 at
September 30, 1997 to $75,823,000 at September 30, 1998, offset in part by lower
interest rates on certain mortgages.

Other  income for the 1998  period was  $227,000  as compared to $96,000 for the
1997  period.  The  increase  of  $131,000  resulted  mainly from an increase in
mortgage prepayment premium and mortgage late payment penalties.

Interest  expense for the 1998 period was  $2,147,000  as compared to $2,096,000
for the 1997 period. The increase of $51,000 resulted mainly from an increase in
long-term obligations.

General and administration expenses for the 1998 period was $206,000 as compared
to $231,000 for the 1997 period.  The decrease of $25,000 resulted mainly from a
decrease in advertising expenses.

The  provision  for income taxes are $259,000 and $56,000 for three months ended
September 30, 1998 and 1997,  respectively.  These  provisions  represent 46% of
pretax income for each period.

Nine Months Ended September 30, 1998 and 1997

For the nine months ended  September 30, 1998 interest  income was $8,383,000 as
compared to $7,484,000  for the same period a year ago. The increase of $899,000
resulted  mainly from an increase in mortgages  receivable  from  $68,307,000 at
September 30, 1997 to $75,823,000 at September 30, 1998, offset in part by lower
interest rates on certain mortgages.

Other  income for the 1998 period was  $527,000 as compared to $324,000  for the
1997  period.  The  increase  of  $203,000  resulted  mainly from an increase in
prepayment premium and mortgage late payment penalties.

Interest  expense for the 1998 period was  $6,416,000  as compared to $6,060,000
for the 1997 period.  The increase of $356,000  resulted mainly from an increase
in long-term obligations.



<PAGE>


The  provision  for income taxes are $703,000 and $302,000 for nine months ended
September 30, 1998 and 1997,  respectively.  These provisions  represent 46% and
45% of pretax income for each period.

Since the Company  intends to continue to expand its asset base,  including  its
mortgage portfolio,  it is anticipated that its interest income will continue to
grow.  To the  extent  that such  growth is funded in  reliance  upon  long-term
obligations,  such as the Debentures,  interest expense will likewise  increase.
Such increase will depend upon the principal amounts of the additional assets or
liabilities, as well as interest rates.

The Company is engaged in the real estate  business,  its results of  operations
are affected by general  economic trends in real estate  markets,  as well as by
trends in the general economy and the movement of interest rates.  Since many of
the properties underlying the Company's mortgages are in the New York City area,
the  economic  condition  in that area can also have an impact on the  Company's
operations.

The Company's mortgage portfolio includes mortgages on multi-family  residential
properties,  most of which are  subject  to  applicable  rent  control  and rent
stabilization statutes and regulations. In both cases, any increases in rent are
subject to  specific  limitations.  The rental  housing  market in New York City
remains  stable and the Company  expects that such  properties  will continue to
appreciate  in value with little or no reduction in  occupancy  rates.  As such,
these  properties are not affected by the general movement of real estate values
in the same manner as other income-producing properties.

Business:

The Company is engaged in the real estate business and has historically invested
primarily  in real  estate  mortgage  loans  secured  by income  producing  real
property.  It is anticipated that a substantial  portion of the loans to be made
by the Company will be loans with terms of up to five years.  Such  transactions
typically require an understanding of the underlying real estate transaction and
rapid processing and funding as a principal basis for competing in the making of
these loans. The Company does not finance new construction.

At September 30, 1998, 56% of the outstanding  principal amount of the Company's
loans (net of discounts)  were secured by properties  located in the greater New
York  metropolitan  area.  The  balance of the  Company's  loans are  secured by
properties located in Connecticut,  Florida, Georgia, New Jersey, Suburbs of New
York City, Pennsylvania, Virginia and Washington D.C.

Certain of the  Company's  real estate  mortgage  loans bear interest at a fixed
rate. The balance of such loans bear interest at fluctuating rates.  Interest on
the loans is usually payable monthly.

The Company may also,  from time to time,  acquire  interests in real  property,
including fee interests.

Investment Policy-Operations:

The  Company's  current  investment  policy  related  to  mortgages   emphasizes
investments in short-term real estate mortgages secured by income producing real
property.

The  properties  to be mortgaged  are  personally  inspected by  management  and
mortgage  loans  are  made  only  on  those   properties   where  management  is
knowledgeable as to operating income and expense.  The Company  generally relies
upon its management in connection with the valuation of properties. From time to
time, however,  it may engage independent  appraisers and other agents to assist
in determining the value of income-producing properties underlying mortgages, in
which case the costs  associated  with such services are  generally  paid by the
mortgagor.


<PAGE>




Current Loan Status:

At September  30,  1998,  the Company had 46 real estate  mortgage  loans in its
portfolio,  totaling  $76,427,000  (face amount) in aggregate  principal amount.
Interest  rates on the mortgage  portfolio  range  between 6% and 15% per annum.
Certain  mortgages have been  discounted  utilizing rates between 9% and 17% per
annum.

Certain  information  concerning  the Company's  mortgage  loans  outstanding at
September 30, 1998 is set forth below:

                                    Carrying
                                   Amount of
                                    Mortgage                              No. of
                                      Loans          Prior Liens          Loans
                                      -----          -----------          -----

First Mortgage Loans ........      $71,873,000      $         0               43
Junior Mortgages ............        3,950,000        8,324,000                3


                                   -----------      -----------               --
                                   $75,823,000      $ 8,324,000               46
                                   ===========      ===========               ==

The historical cost of the mortgage loans,  which  originated in connection with
the sale of real  estate  includes a discount to reflect an  appropriate  market
interest rate at the date of origination.

ITEM 3.  Quantitative and Qualitative Disclosures About Market Risk
- -------------------------------------------------------------------

None


<PAGE>


                          PART II - OTHER INFORMATION



Item 1. Legal Proceedings

        None

Item 2. Changes in Securities and Use of Proceeds

        During  the third  quarter,  the  Certificate  of  Incorporation  of the
        Company was amended to create a new class of stock,  designated  Class B
        Stock and consisting of 100 shares,  without par value. A total of 15.89
        shares of Class B Stock were  issued to an officer  of the  Company  for
        cash  consideration  of $100,000.  The shares were issued pursuant to an
        exemption from registration  under Section 4(2) of the Securities Act of
        1933.

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. Exhibits and Reports on Form 8K


        (a) Exhibits - The following exhibit is filed herewith

            Exhibit 27 - Financial Data Schedule

        (b) No reports on Form 8-K were filed during this quarter




<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.




                                INTERVEST CORPORATION OF NEW YORK
                                (Registrant)



Dated: October 27, 1998                 /S/ Lowell S. Dansker

                                        Lowell S. Dansker, President 
                                        (Principal Executive Officer),
                                        Treasurer (Principal Financial Officer
                                        and Principal Accounting Officer)
                                        and Director





Dated: October 27, 1998                 /S/ Lawrence G. Bergman

                                        Lawrence G. Bergman, Vice President,
                                        Secretary and Director

<TABLE> <S> <C>

<ARTICLE> 5
<LEGEND>
This schedule contains information extracted from form 10-Q at September 30,
1998, and is qualified in its entirety by reference to such financial
statements.
</LEGEND>
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   9-MOS
<FISCAL-YEAR-END>                          DEC-31-1998
<PERIOD-END>                               SEP-30-1998
<CASH>                                          16,428
<SECURITIES>                                         0
<RECEIVABLES>                                   75,823
<ALLOWANCES>                                         0
<INVENTORY>                                          0
<CURRENT-ASSETS>                                     0
<PP&E>                                               0
<DEPRECIATION>                                       0
<TOTAL-ASSETS>                                  97,222
<CURRENT-LIABILITIES>                                0
<BONDS>                                         77,000
                                0
                                          0
<COMMON>                                         2,000
<OTHER-SE>                                       9,450
<TOTAL-LIABILITY-AND-EQUITY>                    97,222
<SALES>                                              0
<TOTAL-REVENUES>                                 9,189
<CGS>                                                0
<TOTAL-COSTS>                                        0
<OTHER-EXPENSES>                                   570
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                               7,087
<INCOME-PRETAX>                                  1,532
<INCOME-TAX>                                       703
<INCOME-CONTINUING>                                  0
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                       829
<EPS-PRIMARY>                                        0
<EPS-DILUTED>                                        0
        

</TABLE>


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