<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
----------------------
FORM 10-QSB
[X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the quarterly period ended September 30, 1997
[ ] Transition Report Pursuant to Section 13 or 15(d) of the Exchange Act
For the transition period from _______ to ________
Commission File Number 0-6877
SANTA FE FINANCIAL CORPORATION
(Exact Name of Registrant as Specified in its Charter)
Nevada 95-2452529
(State or Other Jurisdiction of (IRS Employer
Incorporation or Organization) Identification No.)
Mailing Address: P.O. Box 80037
San Diego, CA 92138
Street Address: 2251 San Diego Avenue, Suite A-151
San Diego, CA 92110
(619) 298-7201
(Registrant's Telephone Number, Including Area Code)
Check whether the issuer (1) has filed all reports required to be filed by
Section 13 or 15(d) of the Securities Exchange Act during the preceding 12
months, and (2) has been subject to such filing requirements for the past 90
days. Yes X No
State the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practicable date: 638,019 shares of issuer's
$.10 Par Value Common Stock were outstanding as of October 24, 1997.
Transitional Small Business Disclosure Format (check one): Yes No X
<PAGE> 2
INDEX
SANTA FE FINANCIAL CORPORATION
PART I FINANCIAL INFORMATION PAGE
Item 1. Financial Statements
Consolidated Balance Sheet--September 30, 1997 (Unaudited) 3
Consolidated Statements of Income (Unaudited)--Three Months
ended September 30, 1997 and 1996 and for the Nine Months
ended September 30, 1997 and 1996 4
Consolidated Statements of Cash Flows (Unaudited)--
Nine Months ended September 30, 1997 and 1996 5
Notes to Consolidated Financial Statements---September 30, 1997 6
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 8
PART II. OTHER INFORMATION
Item 1. Legal Proceedings 11
Item 4. Submission of Matters to a Vote of Security Holders 12
Item 6. Exhibits and Reports on Form 8-K 12
SIGNATURES 12
<PAGE> 3
PART I
FINANCIAL INFORMATION
Item 1. Financial Statements
Santa Fe Financial Corporation
Consolidated Balance Sheet
(Unaudited)
<TABLE>
<CAPTION>
September 30
1997
-------------
<S> <C>
Assets
Current assets:
Cash and cash equivalents $ 2,792,702
Investment securities 11,659,331
Other investments 550,203
Deferred income taxes 53,345
Income tax receivable 93,802
Current portion of notes receivable 4,153
Other current assets 79,293
-----------
Total currents assets 15,232,829
-----------
Investments:
Investment in Justice Investors 5,859,725
Other investments 2,431
-----------
5,862,156
-----------
Furniture and fixtures:
Furniture and fixtures 97,649
Less allowances for depreciation (86,048)
-----------
11,601
-----------
Other assets:
Notes receivable, less current portion 214,495
Deferred income taxes 3,788
-----------
218,283
-----------
Total assets $ 21,324,869
===========
Liabilities and Shareholders' Equity
Current liabilities:
Accounts payable and accrued expenses $ 70,271
Income taxes payable -
Due securities broker 4,445,660
Deferred income taxes 722,124
----------
Total current liabilities 5,238,055
----------
Minority interest 3,416,299
----------
<PAGE> 4
Commitments and contingencies
Shareholders' equity:
Common stock - par value $.10 per share;
Authorized - 1,500,000
Issued & outstanding - 638,019 63,802
Additional paid-in capital 8,089,199
Unrealized gain on investment securities,
net of deferred taxes 1,076,979
Retained earnings 3,440,535
-----------
Total shareholders' equity 12,670,515
-----------
Total liabilities & shareholders' equity $ 21,324,869
===========
See accompanying notes.
</TABLE>
Santa Fe Financial Corporation
Consolidated Statements of Income
(Unaudited)
<TABLE>
<CAPTION>
Three Months ended Nine Months ended
September 30 September 30
1997 1996 1997 1996
--------- --------- --------- ---------
<S> <C> <C> <C> <C>
Revenues:
Equity in net income of Justice
Investors $ 755,033 $ 630,553 $1,866,018 $1,304,101
Dividend and interest income 193,328 172,404 649,344 397,125
Investment gain (loss) (357,400) - (588,233) -
Other income 43,393 28,176 99,745 85,400
--------- --------- --------- ---------
634,354 831,133 2,026,874 1,786,626
--------- --------- --------- ---------
Costs and expenses:
Litigation - GPG 42,297 157,060 248,506 321,925
General and administrative 161,706 87,912 475,133 310,762
Professional and outside services 27,897 16,730 141,766 62,122
Depreciation 972 1,962 2,914 5,885
--------- --------- --------- ---------
232,872 263,664 868,319 700,694
--------- --------- --------- ---------
Income before income taxes
and minority interest 401,482 567,469 1,158,555 1,085,932
Income taxes 141,000 249,000 429,000 456,000
--------- --------- --------- ---------
Income before minority interest 260,482 318,469 729,555 629,932
Minority interest 134,869 129,681 318,769 254,593
--------- --------- --------- ---------
Net income $ 125,613 $ 188,788 $ 410,786 $ 375,339
========= ========= ========= =========
Net income per share $ 0.20 $ 0.30 $ 0.64 $ 0.61
========= ========= ========= =========
Weighted average shares
outstanding 638,019 638,019 638,019 614,698
========= ========= ========= =========
Dividends per Share $ - $ - $ - $ 0.25
========= ========= ========= =========
See accompanying notes.
</TABLE>
<PAGE> 5
Santa Fe Financial Corporation & Subsidiary
Consolidated Statements of Cash Flows
(Unaudited)
<TABLE>
<CAPTION> Nine Months ended September 30
1997 1996
----------- -----------
<S> <C> <C>
Operating Activities
Net income $ 410,786 $ 375,339
Adjustments to reconcile net income
to net cash provided by (used in)
operating activities:
Equity in net income of limited partnership (1,866,018) (1,304,101)
Minority interest 318,769 79,585
Amortization of excess of market value
over carrying value of investment (66,528) (66,528)
Depreciation 2,914 5,886
Changes in operating assets and
liabilities:
Other current assets 90,474 17,761
Accounts payable and accrued expenses (31,419) 45,127
Income taxes payable (171,942) 28,997
---------- ----------
Net cash used in operating activities (1,312,964) (817,934)
---------- ----------
Investing Activities
Cash distributions from limited partnership 1,224,601 941,220
Purchase of investment securities (16,105,176) (6,563,983)
Proceeds from sale of investment securities 15,212,627 -
Purchases of other investments (490,203) -
Purchase of property, furniture and fixtures - (3,392)
---------- ----------
Net cash provided by investing activities (158,151) (5,626,155)
---------- ----------
Financing Activities
Proceeds from sale of common stock, net - 2,430,000
Increase in amounts due securities broker 4,445,660 -
Dividends paid (133,295) (137,003)
Increase in notes receivable - (100,000)
Proceeds from receivable 12,039 11,245
Purchase of Portsmouth stock (187,938) -
---------- ----------
Net cash provided by
financing activities 4,136,466 2,204,242
---------- ----------
Increase in cash and
cash equivalents 2,665,351 (4,239,847)
Cash and cash equivalents at
beginning of period 127,351 7,016,804
---------- ----------
Cash and cash equivalents at end of period $ 2,792,702 $ 2,776,957
========== ==========
See accompanying notes.
</TABLE>
<PAGE> 6
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. Basis of Presentation and Significant Accounting Policies
---------------------------------------------------------
The consolidated financial statements included herein have been prepared by
Santa Fe Financial Corporation (the "Company"), without audit, according to
the rules and regulations of the Securities and Exchange Commission. Certain
information and footnote disclosures normally included in financial
statements prepared in accordance with generally accepted accounting
principles have been condensed or omitted pursuant to such rules and
regulations, although the Company believes the disclosures that are made are
adequate to make the information presented not misleading. Further, the
consolidated financial statements reflect, in the opinion of management, all
adjustments (which included only normal recurring adjustments) necessary to
state fairly the financial position and results of operations as of and for
the periods indicated.
It is suggested that these financial statements be read in conjunction with
the audited financial statements and the notes therein included in the
Company's Form 10-K for the year ended December 31, 1996.
The results of operations for the nine months ended September 30, 1997 are
not necessarily indicative of results to be expected for the full fiscal year
ending December 31, 1997.
In February 1997, the Financial Accounting Standards Board issued Statement
No. 128, (Earnings per Share) which will be required to be adopted on
December 31, 1997. The impact of Statement 128 on the calculation of earnings
per share for these quarters is not expected to be material.
2. Investment in Justice Investors
-------------------------------
The Company's principal sources of revenue continue to be derived from the
investment of its 65.2%-owned subsidiary, Portsmouth Square, Inc.
("Portsmouth") in the Justice Investors limited partnership. Portsmouth has a
49.8% interest in the limited partnership which owns and leases a Holiday Inn
in San Francisco, California. Portsmouth also serves as one of the two
general partners of Justice Investors. Portsmouth records its investment on
the equity basis.
Condensed financial statements for Justice Investors are as follows:
JUSTICE INVESTORS
CONDENSED BALANCE SHEET
<TABLE>
<CAPTION>
September 30, 1997
------------------
<S> <C>
Assets
Total current assets $1,325,082
Property, plant and equipment, net of
accumulated depreciation of $10,496,135 6,068,037
Loan fees and deferred lease costs,
net of accumulated amortization of $77,980 232,433
---------
$7,625,552
=========
<PAGE> 7
Liabilities and partners' capital
Total current liabilities $ 72,171
Long-term debt 3,221,334
Partners' capital 4,332,047
Total liabilities and ---------
partners capital $7,625,552
=========
</TABLE>
JUSTICE INVESTORS
CONDENSED STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
Three Months ended Nine Months ended
September 30 September 30
1997 1996 1997 1996
--------- --------- --------- ---------
<S> <C> <C> <C>
<C>
Revenues $1,780,605 $1,495,360 $4,543,178 $3,290,129
Costs and expenses 264,475 229,189 805,192 671,452
--------- --------- --------- ---------
Net income $1,516,130 $1,266,171 $3,737,986 $2,618,677
========= ========= ========= =========
</TABLE>
3. Litigation
----------
During January 1995, Santa Fe completed a private placement of 90,000 shares
of common stock and granted warrants for the purchase of an additional 90,000
shares for gross proceeds of $2,340,000. The underlying agreement also
granted certain additional rights to the acquiring company, The InterGroup
Corporation ("InterGroup"). The warrants were exercisable at prices ranging
from $26.50 to $27.50 per share at dates through December 30, 1997. On March
11, 1996, the warrants were exercised to purchase 90,000 shares of the
Company's common stock at $27.00 per share for proceeds of $2,430,000.
On February 22, 1995, a shareholders' derivative suit was filed against the
Company, its directors and others challenging the private placement
agreement. The complaint sought declaratory relief, rescission or reformation
of the agreement, injunctive relief and unspecified general and punitive
damages. During 1996, the court granted InterGroup summary judgment, which
effectively disposed of rescission or reformation as a remedy in that action.
Plaintiffs are currently seeking appellate review of the summary judgment.
On July 3, 1997, the Court of Appeal granted a petition for a writ of mandate
brought by the director defendants which ordered the trial court to enter
summary judgment in favor of those defendants. A petition for review of that
decision was denied by the California Supreme Court on October 15, 1997. The
Court of Appeal's decision disposed of the remaining liability claims in the
action and relieved the Company from any potential liability for the payment
of attorneys' fees to the derivative plaintiffs. The Court of Appeal's
decision also confirmed that the director defendants properly exercised their
business judgment.
After a final judgment is entered, the Company and its directors, as the
prevailing parties, will be in a position to apply to the trial court for an
award of attorneys' fees and costs against plaintiffs.
<PAGE> 8
On May 30, 1996, Portsmouth was served with a personal injury action in the
San Francisco Superior Court. The suit, which was filed on March 26, 1996,
names more than 60 defendants, including the managing general partner of
Justice Investors, and alleges injuries suffered as a result of exposure to
asbestos-containing materials. The Complaint seeks an unspecified amount of
damages including recovery for loss of income and medical expenses.
Portsmouth is being defended through its insurance carrier under a reservation
of rights. On September 16, 1997, an order granting a motion for summary
judgment was entered in favor of Portsmouth. At this time it not known
whether plaintiff will seek appellate or other review of that order.
4. Related Party Transactions
--------------------------
Certain costs and expenses, primarily salaries, rent and insurance, are
allocated between the Company and its subsidiary, Portsmouth, based on
management's estimate of the utilization of resources. During the nine months
ended September 30, 1997, the Company and its subsidiary also made payments to
InterGroup totaling $88,492 for administrative costs and reimbursement of
direct and indirect costs associated with the management of the Company's
investments, including its subsidiary's partnership asset.
The Company's President and Chief Executive Officer, John V. Winfield, directs
the investment activity of the Company in public and private markets pursuant
to authority granted by the Board of Directors. Mr. Winfield also serves as
Chief Executive Officer of Portsmouth and InterGroup and directs the
investment activity of those companies. Depending on certain market
conditions and various risk factors, the Chief Executive Officer, his family,
Portsmouth and InterGroup may, at times, invest in the same companies in which
the Company has invested. The Company encourages such investments because it
places personal resources of the Chief Executive Officer and his family
members, and the resources of Portsmouth and InterGroup, at risk in connection
with investment decisions made on behalf of the Company. Two of the Company's
Directors serve as directors of InterGroup and three of the Company's
Directors serve on the Board of Portsmouth.
Item 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
FORWARD-LOOKING STATEMENTS AND PROJECTIONS
The Company may from time to time make forward-looking statements and
projections concerning future expectations. When used in this discussion, the
words "estimate," "project," "anticipate" and similar expressions, are
intended to identify forward-looking statements. Such statements are subject
to certain risks and uncertainties, such as partnership distributions, general
economic conditions of the hotel industry in the San Francisco area,
securities markets, litigation and other factors, including those discussed
below and in the Company's Form 10-K for the year ended December 31, 1996,
that could cause actual results to differ materially from those projected.
Readers are cautioned not to place undue reliance on these forward-looking
statements, which speak only as to the date hereof. The Company undertakes
no obligation to publicly release the results of any revisions to those
forward-looking statements which may be made to reflect events or
circumstances after the date hereof or to reflect the occurrence of
unanticipated events.
<PAGE> 9
RESULTS OF OPERATIONS
The Company's principal sources of revenue continue to be derived from the
investment of its 65.2%-owned subsidiary, Portsmouth Square, Inc., in the
Justice Investors limited partnership and income received from investment of
its cash and securities assets. The partnership derives most of its income
from a lease with Holiday Inn, Inc., which was assumed by Bristol Hotel
Company ("Bristol"), and from a lease with Evon Garage Corporation.
Three Months Ended September 30, 1997 Compared to Three Months Ended
September 30, 1996
Comparison of results of operations for the three months ended September 30,
1997 to the three months ended September 30, 1996, shows a decrease in total
revenues of 23.7% and that costs and expenses decreased 11.7%, income before
taxes and minority interest decreased 29.3% and net income decreased 33.5%.
The 23.7% decrease in total revenues from $831,133 to $634,354 was primarily
attributable to a 19.7% increase in partnership income from $630,553 to
$755,033, a 12.1% increase in dividend and interest income from $172,404 to
$193,328, offset by a $357,400 realized loss on investments. The increase in
partnership income is primarily attributable to a 21.6% increase in hotel
rental income as a result of both higher occupancy rates and an increase in
the average daily room rate. The increase in dividend and interest income
reflects management's efforts to diversify the Company's investments to
provide for an overall higher yield. The realized loss on investments of
$357,400 should be considered in the context that the Company had pre-tax
unrealized gains on investments of $2,231,904 and pre-tax unrealized losses in
the amount of $772,399 as of September 30, 1997. The net unrealized gain on
investments of $1,076,979, after tax, is included in shareholders' equity.
The 11.7% decrease in costs and expenses from $263,664 to $232,872 is
primarily attributable to a 73.1% decrease in litigation expenses, offset by a
83.9% increase in general and administrative expenses and a 66.7% increase in
professional and outside service fees. The decrease in litigation expenses
from $157,060 to $42,297 reflects a period of reduced activity in the GPG
lawsuit when matters were pending on appeal. As a result, expenses incurred
by the Company as a result of the litigation filed by GPG did not have as
severe of an adverse impact on net income as they did in the third quarter of
1996. The increase in general and administrative expenses from $87,912 to
$161,706 reflects higher administrative costs and direct and indirect costs
associated with the management of the Company's investments, including its
partnership asset. The increase in professional and outside service fees from
$16,730 to $27,897 is primarily attributable to the retention of a consultant
by the Company's subsidiary to advise Portsmouth on certain operational and
partnership matters as part of Portsmouth's more active role as a general
partner in Justice Investors.
Effective April 28, 1997, Holiday Inns, Inc. merged with Bristol of Dallas,
Texas, a publicly held company listed on the New York Stock Exchange. Bristol
has agreed to assume and perform all of Holiday's obligations under the lease
with the partnership and will continue to operate the hotel as a Holiday Inn
or one of Holiday's related brands. The partnership and Bristol have made
substantial improvements to the hotel property and further improvements are
expected to be made in the future in an effort to achieve Select or Crowne
Plaza status.
<PAGE> 10
Nine Months Ended September 30, 1997 Compared to Nine Months
Ended September 30, 1996
Comparison of the results of operations for the first nine months of 1997 to
the first nine months of 1996 shows a net increase in total revenues of 13.4%
and that costs and expenses increased approximately 23.9%, income before taxes
and minority interest increased approximately 6.7% and net income increased
6.7%.
The 13.4% net increase in total revenues from $1,786,626 to $2,026,874 was
primarily due to a 43.1% increase in partnership income from $1,304,101 to
$1,866,553, and a 63.5% increase in dividend and interest income from $397,125
to $649,344. The increase in partnership income is primarily attributable to
a 48.7% increase in hotel rental income as a result of both higher occupancy
rates and an increase in the average daily room rate. The increase in
dividend and interest income reflects management's efforts to diversify the
Company's investments to provide for an overall higher yield. The realized
loss on investments of $588,233 should be considered in the context that the
Company had pre-tax unrealized gains on investments of $2,231,904 and pre-tax
unrealized losses in the amount of $772,399 as of September 30, 1997. The net
unrealized gain on investments of $1,076,979, after tax, is included in
shareholders' equity.
The 23.9% increase in costs and expenses from $700,658 to $868,319 is
primarily attributable to a 52.9% increase in general and administrative
expenses, a 128.2% increase in professional and outside service fees, offset
by a 22.8% decrease in the costs associated with the litigation brought by
GPG. The increase in general and administrative expenses from $310,726 to
$475,133 reflects higher administrative costs and direct and indirect costs
associated with the management of the Company's investments, including its
partnership asset and increases in the salary of the Company's Chief Executive
Officer. The increase in professional and outside service fees from $62,122 to
$141,766 is primarily attributable to the retention of a consultant by the
Company's subsidiary to advise Portsmouth on certain operational and
partnership matters as part of Portsmouth's more active role as a general
partner in Justice Investors and higher accounting, tax and audit fees.
Expenses incurred by the Company as a result of the litigation filed by GPG
continued to adversely impact net income for the first nine months of 1997,
although those expenses did decrease from $321,925 for the first nine months
of 1996 to $248,506 for the first nine months of 1997 as a result of reduced
activity in that action while matters were pending on appeal.
FINANCIAL CONDITION AND LIQUIDITY
The Company's cash flows are primarily generated by its subsidiary's
investment in the Justice Investors limited partnership, which derives the
majority of its income from its lease with Bristol and a lease with Evon
Garage Corporation. In addition to its monthly limited partnership
distributions from Justice Investors, Portsmouth receives monthly management
fees as a general partner. The Company also derives revenue from the
investment of its cash and securities assets.
As a result of increases in the amount of rental income from the hotel lease,
the general partners of Justice Investors decided that there would be a
special one-third increase in the monthly distribution to limited partners
effective with the February 1997 distribution. As a result, Portsmouth's
monthly distribution increased to $139,440 from $109,580. Although it is
planned that the distribution at the higher level will continue for a period
<PAGE> 11
of 12 months, the increase was clearly identified as a special distribution
and, at any time, unforeseen circumstances could dictate a change in the
amount distributed. The general partners will conduct an annual review and
analysis to determine an appropriate monthly distribution for the ensuing
year. At that time, the monthly distribution could be decreased or increased.
The Company has been diversifying its investment of its cash and securities
assets in an effort to obtain an overall higher yield while seeking to
minimize the associated increased degree of risk. The Company has invested in
income-producing instruments and in equity and debt securities when deemed
appropriate. The Company's securities investments are classified as
available-for-sale and unrealized gains and losses, net of deferred taxes,
are included in shareholders' equity. As of September 30, 1997, the Company
had a net unrealized gain on investments of $1,076,979 after tax, which
consists of pre-tax unrealized gains of $2,231,904 and pre-tax unrealized
losses of $772,399.
Realized investment gains and losses may fluctuate significantly from period
to period in the future and could have a meaningful effect on the Company's
net earnings. However, the amount of realized investment gain or loss for any
given period may have no predictive value, and variations in amount from
period to period may have no practical analytical value.
At September 30, 1997, the Company's current assets were $15,232,829 and it
remains liquid with a current ratio of approximately 2.9 to 1 at the end of
the quarter. Management believes the Company's capital resources are
currently adequate to meet its short- and long-term obligations.
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
As previously reported, Guinness Peat Group plc and its subsidiary, Allied
Mutual Insurance Services Limited ("plaintiffs") had filed a shareholders
derivative suit against certain directors of the Company, InterGroup and the
Company as a nominal defendant in the Superior Court of the State of California,
County of San Diego, Case No. 685760.
On July 3, 1997, the Court of Appeal, Fourth Appellate District, Division One
of the State of California granted the director defendants' petition for a
writ of mandate and directed the trial court to vacate its order denying the
director defendants' motion for summary judgment and to enter a new order
granting the motion. The Court of Appeal's decision became final on August 2,
1997; however, plaintiffs filed a petition for review to the California
Supreme Court on August 12, 1997. That petition was denied by the Supreme
Court on October 15, 1997.
In its ruling, the Court of Appeal determined that the director defendants
properly exercised their business judgment in connection with the Company
entering into the December 20, 1994 Securities Purchase Agreement with
InterGroup. That decision effectively disposes of the liability claims brought
by plaintiffs in this action. Previously, the trial court granted summary
judgment in favor of InterGroup, ruling that there was no fraud in connection
with that transaction. The summary judgment in favor of InterGroup has been
appealed by plaintiffs.
After a final judgment is entered by the trial court, the Company and the
director defendants, as the prevailing parties, will be in a position to apply
for an award of attorneys' fees and costs against plaintiffs. Although it is
unknown at this time how the court will ultimately rule on that issue, the
<PAGE> 12
Company will vigorously seek recovery from plaintiffs of all expenses that it
was forced to incur in defense of this action. The Court of Appeal's decision
also relieves the Company of any potential liability for the payment of the
attorneys' fees of the derivative plaintiffs.
Item 4. Submission of Matters to a Vote of Security Holders
On August 12, 1997, a Special Meeting of Shareholders was held in Los Angeles,
California to consider and vote on a proposed amendment to the Company's
Articles of Incorporation to increase the number of authorized shares of the
Common Stock of the Company from 1,500,000 shares of Common Stock, $.10 par
value, to 2,000,000 shares and to authorize 1,000,000 shares of Preferred
Stock, $.10 par value. At that meeting, the proposed amendment was approved
and ratified by a majority vote of the issued and outstanding Common Shares of
the Company. A tabulation of that vote was previously set forth in
Registrant's Form 10-QSB for the quarterly period ended June 30, 1997.
The amendment to the Articles of Incorporation will become effective only upon
filing with the Secretary of State of the State of Nevada. As set forth in
the proposal, the Board of Directors of the Company reserved the right to
determine not to file the amendment.
<PAGE> 12
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibit 27 - the Financial Data Schedule is filed as an exhibit
to this report.
(b) Registrant filed a report on Form 8-K dated July 3, 1997 which
reported a decision by the California Court of Appeal granting
a writ of mandate and ordering that summary judgment be entered
in favor of the director defendants in a shareholders derivative
suit filed against the Registrant. No financial statements were
filed as part of that report.
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.
SANTA FE FINANCIAL CORPORATION
(Registrant)
Date: October 30, 1997
by /s/ John V. Winfield
- ----------------------------------
John V. Winfield, President,
Chairman of the Board and
Chief Executive Officer
Date: October 30, 1997
by /s/ L. Scott Shields
- ----------------------------------
L. Scott Shields, Secretary,
Treasurer and Chief
Financial Officer
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM
THE CONSOLIDATED BALANCE SHEET AND CONSOLIDATED STATEMENTS OF INCOME
OF SANTA FE FINANCIAL CORPORATION AND SUBSIDIARY SET FORTH IN ITS
FORM 10-QSB REPORT FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 1997 AND
IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH 10-Q REPORT.
<CIK> 0000086759
<NAME> SANTA FE FINANCIAL CORPORATION
<MULTIPLIER> 1
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> SEP-30-1997
<CASH> 2792702
<SECURITIES> 11659331
<RECEIVABLES> 312450
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 15232829
<PP&E> 97649
<DEPRECIATION> 86048
<TOTAL-ASSETS> 21324869
<CURRENT-LIABILITIES> 5238055
<BONDS> 0
0
0
<COMMON> 63802
<OTHER-SE> 21261067
<TOTAL-LIABILITY-AND-EQUITY> 21324869
<SALES> 1866018
<TOTAL-REVENUES> 2026874
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 868319
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 1158555
<INCOME-TAX> 429000
<INCOME-CONTINUING> 410786
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 410786
<EPS-PRIMARY> .64
<EPS-DILUTED> .64
</TABLE>
