<PAGE>
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
FORM 10-QSB
(Mark One)
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
For the quarterly period ended June 30, 1997
-----------------------------------
[_] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
For the transition period from ___________________ to ___________________
Commission file number 000-21470
-------------------------------------------------
WINDSOR REAL ESTATE INVESTMENT TRUST 8
------------------------------------------------------
(Exact name of small business issuer as specified in its charter)
California 33-6109499
- --------------------------------------------- ---------------------------
(State or other jurisdiction of incorporation (IRS
or organization) Employer Identification No.)
120 W. Grand Avenue, Suite 202, Escondido, California 92025
- -------------------------------------------------------------------------------
(Address of principal executive offices)
(760) 746-2411
----------------------------------------------------------
(Issuer's telephone number)
Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter
period that the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days.
Yes [X] No [_]
1
<PAGE>
TABLE OF CONTENTS
PART I
------
Page
----
Item 1. Financial Statements 3
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations 10
PART II
-------
Item 6. Exhibits and Reports on Form 8-K 13
SIGNATURE
2
<PAGE>
WINDSOR REAL ESTATE INVESTMENT TRUST 8
--------------------------------------
BALANCE SHEET
-------------
(unaudited)
<TABLE>
<CAPTION>
June 30, 1997
-------------
<S> <C>
ASSETS
- ------
Property held for investment:
Land $ 1,564,200
Buildings and improvements 2,941,600
Fixtures and equipment 57,000
------------
4,562,800
Less accumulated depreciation (583,100)
------------
3,979,700
Investments in joint ventures 874,600
Cash and cash equivalents 211,500
Deferred financing costs 59,200
Other assets 115,300
------------
$ 5,240,300
============
LIABILITIES AND SHAREHOLDERS' EQUITY
- ------------------------------------
Liabilities:
Mortgage note payable $ 2,050,000
Accounts payable 16,400
Accrued expenses 41,400
Tenant deposits and other liabilities 9,500
Due to Advisor 184,300
------------
2,301,600
------------
Shareholders' equity:
Preferred shares of beneficial interest, no par value,
unlimited shares authorized; 98,073 shares issued and
outstanding 2,121,700
Common shares of beneficial interest, no par value,
unlimited shares authorized; 90,169 shares issued and
outstanding 1,922,900
Cumulative net loss (59,500)
Cumulative distributions (1,046,400)
------------
2,938,700
------------
$ 5,240,300
============
</TABLE>
See accompanying notes to financial statements.
3
<PAGE>
WINDSOR REAL ESTATE INVESTMENT TRUST 8
--------------------------------------
STATEMENTS OF OPERATIONS
------------------------
(unaudited)
<TABLE>
<CAPTION>
Three Months Ended June 30
--------------------------
1997 1996
----------- -----------
<S> <C> <C>
REVENUES
- --------
Rent and utilities $ 220,200 $ 278,400
Equity in earnings of joint ventures (10,000) 6,700
Interest 1,800 2,200
Other 2,400 3,600
----------- -----------
214,400 290,900
----------- -----------
COSTS AND EXPENSES
- ------------------
Property operating 99,900 141,100
Interest 53,800 74,700
Depreciation 40,800 67,400
Advisory fee 8,700 20,100
General and administrative:
Related parties 11,500 7,800
Other 10,600 8,900
----------- -----------
225,300 320,000
----------- -----------
Net loss $ (10,900) $ (29,100)
=========== ===========
Net loss attributable to common shares $ (5,200) $ (14,000)
=========== ===========
Net loss per common share $ (0.06) $ (0.16)
=========== ===========
Dividends per common share $ 0.37 $ 0.37
=========== ===========
</TABLE>
See accompanying notes to financial statements.
4
<PAGE>
WINDSOR REAL ESTATE INVESTMENT TRUST 8
--------------------------------------
STATEMENTS OF OPERATIONS
------------------------
(unaudited)
<TABLE>
<CAPTION>
Six Months Ended June 30
--------------------------
1997 1996
----------- -----------
<S> <C> <C>
REVENUES
- --------
Rent and utilities $ 513,300 $ 560,700
Equity in earnings of joint ventures (13,800) 16,300
Interest 2,900 5,000
Other 6,700 7,300
----------- -----------
509,100 589,300
----------- -----------
COSTS AND EXPENSES
- ------------------
Property operating 244,500 271,600
Interest 131,900 150,400
Depreciation 81,400 134,600
Advisory fee 28,800 40,200
General and administrative:
Related parties 20,000 14,200
Other 19,400 19,100
----------- -----------
526,000 630,100
----------- -----------
Net loss $ (16,900) $ (40,800)
=========== ===========
Net loss attributable to common shares $ (8,100) $ (19,600)
=========== ===========
Net loss per common share $ (0.09) $ (0.22)
=========== ===========
Dividends per common share $ 0.75 $ 0.75
=========== ===========
</TABLE>
See accompanying notes to financial statements.
5
<PAGE>
WINDSOR REAL ESTATE INVESTMENT TRUST 8
--------------------------------------
STATEMENTS OF CASH FLOWS
------------------------
(unaudited)
<TABLE>
<CAPTION>
Six Months Ended June 30
--------------------------
1997 1996
---------- ----------
<S> <C> <C>
Cash flows from operating activities:
Net loss $ (16,900) $ (40,800)
Adjustments to reconcile net loss to net cash
provided by operating activities:
Depreciation 81,400 134,600
Equity in earnings of joint ventures 13,800 (16,300)
Joint ventures' cash distributions 16,300
Amortization of deferred financing costs 7,200 8,500
Loss on sale of property 3,000 6,900
Changes in operating assets and liabilities:
Other assets 15,900 6,200
Accounts payable 1,700 (9,200)
Accrued expenses (8,800) (800)
Tenant deposits and other liabilities (10,200) (5,500)
Due to Advisor 28,800 40,300
--------- ---------
Net cash provided by operating activities 115,900 140,200
--------- ---------
Cash flows from investing activities:
Proceeds from sale of property 392,900 2,700
Increase in property (31,100) (45,100)
Investment in joint ventures (18,600)
Joint venture cash distributions 5,700
--------- ---------
Net cash provided by (used in) investing activities 343,200 (36,700)
--------- ---------
Cash flows from financing activities:
Repayment of due to affiliate (241,300)
Dividends paid (141,200) (141,200)
Repayment of mortgage notes payable (7,100) (9,800)
--------- ---------
Net cash used in financing activities (389,600) (151,000)
--------- ---------
Net increase (decrease) in cash and cash equivalents 69,500 (47,500)
Cash and cash equivalents at beginning of period 142,000 266,200
--------- ---------
Cash and cash equivalents at end of period $ 211,500 $ 218,700
========= =========
Supplemental disclosure of cash flow information:
Cash paid during the period for:
Interest (none capitalized) $ 133,300 $ 143,500
========= =========
</TABLE>
See accompanying notes to financial statements.
6
<PAGE>
WINDSOR REAL ESTATE INVESTMENT TRUST 8
--------------------------------------
NOTES TO FINANCIAL STATEMENTS
-----------------------------
NOTE 1. BASIS OF PRESENTATION
---------------------
The balance sheet at June 30, 1997 and the related statements of operations for
the three and six months ended June 30, 1997 and 1996 and the statements of cash
flows for the six months ended June 30, 1997 and 1996 are unaudited. However,
in the opinion of the Advisor, they contain all adjustments, of a normal
recurring nature, necessary for a fair presentation of such financial
statements. Interim results are not necessarily indicative of results for a
full year.
The financial statements and notes are presented as permitted by Form 10-QSB and
do not contain certain information included in the Trust's annual financial
statements and notes.
NOTE 2. INVESTMENTS IN JOINT VENTURES
-----------------------------
In February 1997, the Trust purchased an 11% interest in the Apache East Estates
and Denali Park Estates manufactured home communities located in Phoenix,
Arizona. The remaining interests in the communities were purchased by
affiliated entities. The Trust's cost of its equity interest in the communities
was $241,300. In connection with the purchase, the joint venture obtained a
$3,040,000 loan, collateralized by the communities. The Trust's share of this
loan is $334,400. The Trust also obtained a $241,300 advance from an affiliated
entity to fund its investment. The $3,040,000 loan initially bears interest at
8.375%. In March 2000 and March 2003, the interest rate adjusts to the yield on
the 3-year Treasury Note plus 2.2% and the loan is due in March 2006. The
$241,300 advance from affiliate bears interest at prime plus 2% and was repaid
in April 1997.
The Trust's investments in joint ventures consist of interests in three
manufactured home communities at June 30, 1997. The combined condensed results
of operations of the joint venture properties (including Apache East Estates and
Denali Park Estates since their purchase) for the six months ended June 30, 1997
and 1996 follows:
<TABLE>
<CAPTION>
1997 1996
----------- -----------
<S> <C> <C>
Total revenues $ 509,500 $ 306,000
----------- -----------
Expenses:
Property operating 294,800 157,500
Interest 168,000 71,800
Depreciation 104,900 36,000
----------- -----------
567,700 265,300
----------- -----------
Net income $ (58,200) $ 40,700
=========== ===========
</TABLE>
7
<PAGE>
NOTE 3. NET LOSS PER COMMON SHARE
-------------------------
Net loss per common share is calculated using the two class method and is based
on the weighted average number of common shares outstanding during the period
and the net loss allocated to the common shareholders. The weighted average
number of common shares outstanding during the three and six months ended June
30, 1997 and 1996 was 90,169.
NOTE 4. RELATED PARTY TRANSACTIONS
--------------------------
The Advisor is entitled to receive from the Trust various fees and compensation
which are summarized as follows:
Operational Stage
- -----------------
For management of the Trust's business, the Advisor earns an advisory fee of 1%
of invested assets and .5% of uninvested assets. The fee is subject to
limitation if the Trust's total operating expenses (as defined) for the year
exceed the greater of 2% of the Trust's average invested assets or 25% of the
Trust's net income. The fee is also subordinated to preferred shareholders
receiving a minimum of 6% and a maximum of 7% annual cumulative dividend, and to
common shareholders receiving a 6% annual noncumulative dividend. During the
three and six months ended June 30, 1997, the Trust accrued advisory fees of
$8,700 and $28,800, respectively, and $20,100 and $40,200 for the three and six
months ended June 30, 1996, respectively.
The Trust reimburses The Windsor Corporation for certain direct expenses, and
employee, executive and administrative time incurred on the Trust's behalf. The
Trust was charged $13,000 and $9,600 for such costs during the three months
ended June 30, 1997 and 1996, respectively; and $23,300 and $17,200 for the six
months ended June 30, 1997 and 1996, respectively. These costs are included in
property operating and general and administrative expenses in the accompanying
Statements of Operations.
Liquidation Stage
- -----------------
During the Trust's liquidation stage, the total compensation paid to all persons
for the sale of Trust properties is limited to competitive real estate brokerage
fees, not to exceed 6% of the contract price for the sale of the property. The
Advisor may receive up to one-half of the competitive real estate brokerage
fees, not to exceed 3%, if it provides a substantial amount of the services in
the sales effort. No commissions were paid to the Advisor during the three and
six months ended June 30, 1997 and 1996.
The Advisor also receives 15% of cash distributions from the sale or financing
of Trust properties. The participation is subordinated to preferred
shareholders receiving a return of capital plus an 8% per annum cumulative, non-
compounded return; and to common stockholders receiving a return of capital plus
a 10% per annum cumulative, non-compounded return. Returns are computed on a
property-by-property basis.
NOTE 5. PROPERTY HELD FOR SALE
----------------------
In April 1997, the Trust sold the Griffwood manufactured home community for
approximately $1,882,000 (net of closing costs of $54,200 and a $60,800 real
estate commission paid to an unrelated third party). In connection with the
sale, $188,000 of sales proceeds were retained by the purchaser, a non-profit
Co-Op formed by the residents of the community for the purpose of purchasing
Griffwood. These proceeds, which are non-interest bearing, will be remitted to
the Trust as additional
8
<PAGE>
shares of the Co-Op are sold, but in no event later than April 2002. The Trust
has deferred an accounting gain on sale of approximately $112,400, pending the
receipt of additional sales proceeds. The deferred gain is netted against the
receivable from the seller and included with other assets on the accompanying
Balance Sheet.
Also, in connection with the sale, the Trust repaid a $1.3 million mortgage note
payable.
The following proforma information assumes the sale of the Griffwood community
occurred on January 1, 1996.
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
June 30 June 30
-------------------------------------------------------
1997 1996 1997 1996
-------------------------------------------------------
<S> <C> <C> <C> <C>
Revenues $ 202,600 $ 211,300 $ 414,500 $ 426,900
=========== =========== =========== ===========
(Loss) income from
continuing operations $ (3,700) $ 3,600 $ (7,200) $ 13,800
=========== =========== =========== ===========
(Loss) income from
continuing operations
per common share $ (0.02) $ 0.02 $ (0.04) $ 0.07
=========== =========== =========== ===========
</TABLE>
9
<PAGE>
WINDSOR REAL ESTATE INVESTMENT TRUST 8
--------------------------------------
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
-------------------------------------------------
CONDITION AND RESULTS OF OPERATIONS
-----------------------------------
Changes in Financial Condition
- ------------------------------
June 30, 1997 as compared to December 31, 1996
- ----------------------------------------------
The Trust's primary sources of cash during the six months ended June 30, 1997
were from the operations of its investment properties, proceeds from the sale of
an investment property, and an advance from an affiliated entity. The primary
uses of cash during the same period were for the repayment of a mortgage note
payable and an advance from an affiliated entity, cash dividends, and debt
service.
In February 1997, the Trust purchased an 11% interest in the Apache East Estates
and Denali Park Estates manufactured home communities located in Phoenix,
Arizona. The Trust's cost of its equity interest in the communities was
$241,300. In connection with the purchase, the joint venture obtained a
$3,040,000 loan, collateralized by the communities. The Trust's share of this
loan is $334,400. The Trust also obtained a $241,300 advance from an affiliated
entity to fund its investment. The $3,040,000 loan initially bears interest at
8.375%. In March 2000 and March 2003, the interest rate adjusts to the yield on
the 3-year Treasury Note plus 2.2% and the loan is due in March 2006. The
$241,300 advance from affiliate bears interest at prime plus 2% and was repaid
in April 1997.
In April 1997, the Trust sold the Griffwood manufactured home community for
approximately $1,882,000 (net of closing costs of $54,200 and a $60,800 real
estate commission paid to an unrelated third party). In connection with the
sale, $188,000 of sales proceeds were retained by the purchaser, a non-profit
Co-Op formed by the residents of the community for the purpose of purchasing
Griffwood. These proceeds, which are non-interest bearing, will be remitted to
the Trust as additional shares of the Co-Op are sold, but in no event later than
April 2002. The proceeds from the sale were used to repay a mortgage note
payable and the advance from an affiliated entity, and to replenish cash
reserves.
The Advisor considered the sale of the Griffwood community to be in the best
interests of the shareholders as it was becoming increasingly difficult to
maintain occupancy at the community due to its smaller homesites, which could
not accommodate the larger homes which were primarily being sold in the area.
It was felt that the investment in the Phoenix communities provided a much
better return potential to shareholders.
At June 30, 1997, the Trust's total mortgage debt, including its proportionate
share of joint venture debt, was $3,024,400, consisting entirely of variable
rate debt. The average rate of interest on the variable rate debt was 8.7% at
June 30, 1997. Approximately, $1.3 million of mortgage debt was repaid in April
1997 in connection with the sale of the Griffwood community, as discussed
previously.
The future sources of cash for the Trust will be provided from property
operations, cash reserves, and ultimately from the sale of property. The future
uses of cash will be for property and Trust operations, debt service and cash
dividends to shareholders. The Advisor believes that the future sources of cash
are sufficient to meet the working capital requirements of the Trust for the
foreseeable future.
10
<PAGE>
Results of Operations
- ---------------------
Six months ended June 30, 1997 as compared to six months ended June 30, 1996
- ----------------------------------------------------------------------------
The results of operations for the six months ended June 30, 1997 and 1996 are
not directly comparable due to the purchase of interests in the Apache East
Estates and Denali Park Estates manufactured home communities in February 1997
and due to the sale of the Griffwood manufactured home community in April 1997.
The Trust incurred net losses of $16,900 and $40,800 for the six months ended
June 30, 1997 and 1996, respectively. The net loss per common share was $0.09
in 1997 compared to $0.22 in 1996.
As a result of the sale of the Griffwood community, all major revenue and
expense categories decreased in 1997, specifically, rent and utilities revenues,
property operating costs, interest and depreciation.
The overall occupancy of the Trust's two wholly-owned properties was 97% at June
30, 1997 compared to 95% for three properties at June 30, 1996. Recent rent
increases implemented include $7 per month at West Star effective January 1997
and $11 per month at El Frontier effective August 1996.
Equity in earnings of joint ventures represents the Trust's share of the net
income of three joint venture properties in 1997 and one joint venture property
in 1996 (as discussed previously, two joint venture interests were acquired in
February 1997). Equity in earnings of joint ventures decreased from $16,300 in
1996 to a $13,800 loss in 1997. As projected, the Apache East Estates and
Denali Park Estates have incurred book losses since their acquisition, which has
contributed to the decrease in equity in earnings of joint ventures in 1997.
However, after adding back noncash depreciation expense, these properties are
generating cash flow to the Trust as expected. Also contributing to the lower
equity in earnings of joint ventures is the Long Lake Village community where
occupancy and revenues are lower in 1997. This decrease is due to a number of
lower quality non-owner occupied homes which were removed from the property in
1996 in an effort to upgrade the resident profile and the long-term value of the
community. The property is currently being marketed aggressively to higher
quality owner-occupied homes. A $10 per month rent increase was implemented in
January 1997.
Interest income decreased from $5,000 in 1996 to $2,900 in 1997 due mainly to
lower cash balances maintained by the Trust.
Interest expense decreased from $150,400 in 1996 to $131,900 in 1997 due mainly
to the repayment of a $1.3 million mortgage note in connection with the sale of
Griffwood in April 1997.
Advisory fee expense represents a fee payable to the Advisor for management of
the Trust's business. The fee is computed based on invested and uninvested
asset levels and is subject to certain subordination provisions. Advisory fee
expense decreased from $40,200 in 1996 to $28,800 in 1997, due to a lower
invested asset level subsequent to the sale of the Griffwood community, and due
to certain subordination provisions.
General and administrative expenses increased from $33,300 in 1996 to $39,400 in
1997 due mainly to higher employee time charges from the Advisor.
Three months ended June 30, 1997 as compared to three months ended June 30, 1996
- --------------------------------------------------------------------------------
The results of operations for the three months ended June 30, 1997 and 1996 are
not directly comparable due to the purchase of interests in the Apache East
Estates and Denali Park Estates
11
<PAGE>
manufactured home communities in February 1997 and due to the sale of the
Griffwood manufactured home community in April 1997. The Trust incurred net
losses of $10,900 and $29,100 for the three months ended June 30, 1997 and 1996,
respectively. The net loss per common share was $0.06 in 1997 compared to $0.16
in 1996.
As a result of the sale of the Griffwood community, all major revenue and
expense categories decreased in 1997, specifically, rent and utilities revenues,
property operating costs, interest and depreciation.
Equity in earnings of joint ventures represents the Trust's share of the net
income of three joint venture properties in 1997 and one joint venture property
in 1996 (as discussed previously, two joint venture interests were acquired in
February 1997). Equity in earnings of joint ventures decreased from $6,700 in
1996 to a $10,000 loss in 1997, for the reasons discussed previously.
Interest income decreased from $2,200 in 1996 to $1,800 in 1997, due mainly to
lower cash balances maintained by the Trust.
Interest expense decreased from $74,700 in 1996 to $53,800 in 1997, due mainly
to the repayment of a $1.3 million mortgage note payable in connection with the
sale of the Griffwood community.
Advisory fee expense represents a fee payable to the Advisor for management of
the Trust's business. The fee is computed based on invested and uninvested
asset levels and is subject to certain subordination provisions. Advisory fee
expense decreased from $20,100 in 1996 to $8,700 in 1997 due to a lower invested
asset level subsequent to the sale of the Griffwood community in April 1997,
and due to certain subordination provisions.
General and administrative expenses increased from $16,700 in 1996 to $22,100 in
1997 due mainly to higher employee time charges from the Advisor.
12
<PAGE>
PART II
-------
Item 6. EXHIBITS AND REPORTS ON FORM 8-K
--------------------------------
a) Exhibits and Index of Exhibits
11) Computation of Net Loss Per Common Share
27) Financial Data Schedule
b) Reports on Form 8-K
A Form 8-K/A (dated April 28, 1997) was filed with regards to the
Trust's acquisition of interests in the Apache East Estates and Denali
Park Estates manufactured home communities located in Phoenix,
Arizona, and with regards to the Trust's sale of the Griffwood
manufactured home community located in Leesburg, Florida.
The items reported in this current report were Item 2 (acquisition or
disposition of assets) and Item 7 (financial statements, proforma
financial information and exhibits).
A summary of the financial information included in the report follows:
a) Financial Statements and Proforma Financial Information of
Apache East Estates and Denali Park Estates Manufactured
Home Communities.
b) Proforma Financial Information of Windsor Real Estate
Investment Trust 8.
13
<PAGE>
SIGNATURE
In accordance with the requirements of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
WINDSOR REAL ESTATE INVESTMENT TRUST 8
--------------------------------------
(Registrant)
By /s/ John A. Coseo, Jr.
----------------------------
JOHN A. COSEO, JR.
Chairman, Chief Executive Officer,
President, Secretary
Date: August 11, 1997
14
<PAGE>
Exhibit 11
----------
WINDSOR REAL ESTATE INVESTMENT TRUST 8
--------------------------------------
COMPUTATION OF NET LOSS PER COMMON SHARE (1)
----------------------------------------
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
June 30 June 30
-----------------------------------------------------------
1997 1996 1997 1996
-----------------------------------------------------------
<S> <C> <C> <C> <C>
Net loss $ (10,900) $ (29,100) $ (16,900) $ (40,800)
Less:
Dividends paid
Preferred (36,800) (36,800) (73,600) (73,600)
Common (33,800) (33,800) (67,600) (67,600)
----------- ----------- ------------ ------------
Overdistributed Earnings $ (81,500) $ (99,700) $ (158,100) $ (182,000)
=========== =========== ============ ============
Allocation of Overdistributed Earnings (2)
- -------------------------------------------
Preferred $ (42,500) $ (51,900) $ (82,400) $ (94,800)
Common (39,000) (47,800) (75,700) (87,200)
----------- ----------- ------------ ------------
$ (81,500) $ (99,700) $ (158,100) $ (182,000)
=========== =========== ============ ============
Earnings Per Common Share
- -------------------------
Dividends Paid $ 33,800 $ 33,800 $ 67,600 $ 67,600
Allocation of Overdistributed Earnings (39,000) (47,800) (75,700) (87,200)
----------- ----------- ------------ ------------
Net Loss Attributable to Common Shares $ (5,200) $ (14,000) $ (8,100) $ (19,600)
=========== =========== ============ ============
Weighted Average Common Shares Outstanding 90,169 90,169 90,169 90,169
=========== =========== ============ ============
Net Loss Per Common Share $ (0.06) $ (0.16) $ (0.09) $ (0.22)
=========== =========== ============ ============
</TABLE>
Note
- ----
(1) Net loss per common share is computed using the two class method.
(2) Overdistributed earnings are allocated evenly, on a per share basis, between
common and preferred shares.
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE BALANCE
SHEET OF WINDSOR REAL ESTATE INVESTMENT TRUST 8 AS OF JUNE 30, 1997 AND THE
RELATED STATEMENTS OF OPERATIONS AND OF CASH FLOWS FOR THE SIX MONTHS THEN
ENDED AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL
STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> JUN-30-1997
<CASH> 211,500
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 4,562,800
<DEPRECIATION> 583,100
<TOTAL-ASSETS> 5,240,300
<CURRENT-LIABILITIES> 0
<BONDS> 2,050,000
0
2,121,700
<COMMON> 1,922,900
<OTHER-SE> (1,105,900)
<TOTAL-LIABILITY-AND-EQUITY> 5,240,300
<SALES> 0
<TOTAL-REVENUES> 509,100
<CGS> 0
<TOTAL-COSTS> 244,500
<OTHER-EXPENSES> 149,600
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 131,900
<INCOME-PRETAX> (16,900)
<INCOME-TAX> 0
<INCOME-CONTINUING> (16,900)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (16,900)
<EPS-PRIMARY> (0.09)
<EPS-DILUTED> 0
</TABLE>
