TRUMP ATLANTIC CITY ASSOCIATES
10-Q, 1998-08-14
MISCELLANEOUS AMUSEMENT & RECREATION
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================================================================================

                                  UNITED STATES
                       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 Quarterly Period Ended June 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 No.: 333-643

                         TRUMP ATLANTIC CITY ASSOCIATES
             (Exact Name of Registrant as specified in its charter)

<TABLE>
<S>                                                                                      <C>       
                               New Jersey                                                22-3213714
     (State or other jurisdiction of incorporation or organization)       (I.R.S. Employer Identification Number)
                             2500 Boardwalk
                        Atlantic City, New Jersey                                          08401
                (Address of principal executive offices)                                 (Zip Code)

       Registrant's telephone number, including area code: (609) 441-6060

   Former name, former address and formal fiscal year, if changed since last
   report: Not Applicable

                        TRUMP ATLANTIC CITY FUNDING, INC.
             (Exact Name of Registrant as specified in its charter)
                                                                                     <C>       
                                 Delaware                                                22-3418939
      (State or other jurisdiction of incorporation or organization)      (I.R.S. Employer Identification Number)
                              2500 Boardwalk
                        Atlantic City, New Jersey                                          08401
                 (Address of principal executive offices)                                (Zip Code)

    Registrant's telephone number, including area code: (609) 441-6060

    Former name, former address and formal fiscal year, if changed since last
    report:   Not Applicable

                      TRUMP ATLANTIC CITY FUNDING II, INC.
             (Exact Name of Registrant as specified in its charter)

                                 Delaware                                                22-3550202
      (State or other jurisdiction of incorporation or organization)      (I.R.S. Employer Identification Number)
                              2500 Boardwalk
                        Atlantic City, New Jersey                                          08401
                 (Address of principal executive offices)                                (Zip Code)

    Registrant's telephone number, including area code: (609) 441-6060

    Former name, former address and formal fiscal year, if changed since last
    report: Not Applicable

                      TRUMP ATLANTIC CITY FUNDING III, INC.
             (Exact Name of Registrant as specified in its charter)

                                 Delaware                                                22-3550203
      (State or other jurisdiction of incorporation or organization)      (I.R.S. Employer Identification Number)
                              2500 Boardwalk
                        Atlantic City, New Jersey                                          08401
                 (Address of principal executive offices)                                (Zip Code)
</TABLE>

    Registrant's telephone number, including area code: (609) 441-6060

   Former name, former address and formal fiscal year, if changed since last
   report: Not Applicable

     Indicate by check mark whether the  Registrants  (1) have 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
Registrants  were required to file such  reports),  and (2) have been subject to
such filing requirements for the past 90 days. Yes X No

     As of  August  14,  1998,  there  were 100  shares of Trump  Atlantic  City
Funding, Inc.'s Common Stock outstanding.

     As of August 14, 1998, there were 100 shares of Trump Atlantic City Funding
II, Inc.'s Common Stock outstanding.

     As of August 14, 1998, there were 100 shares of Trump Atlantic City Funding
III, Inc.'s Common Stock outstanding.

     Trump Atlantic City Funding, Inc., Trump Atlantic City Funding II, Inc. And
Trump  Atlantic City Funding III, Inc. meets the conditions set forth in General
Instruction  (H)(1)(a)  and (b) of Form 10-Q and is  therefore  filing this form
with the reduced disclosure format.

================================================================================



<PAGE>

                 TRUMP ATLANTIC CITY ASSOCIATES AND SUBSIDIARIES



                               INDEX TO FORM 10-Q



<TABLE>
<CAPTION>
                                                                                                         Page No.
                                                                                                         --------
<S>                                                                                                     <C>  
PART I -- FINANCIAL INFORMATION

ITEM 1 -- Financial Statements

     Condensed Consolidated Balance Sheets of Trump Atlantic City Associates and
      Subsidiaries as of June 30, 1998 (unaudited) and December 31, 1997.............................       1
     Condensed Consolidated Statements of Operations of Trump Atlantic City Associates and
      Subsidiaries for the Three and Six Months Ended June 30, 1998 and 1997 (unaudited).............       2
     Condensed Consolidated Statement of Capital of Trump Atlantic City Associates and
      Subsidiaries for the Six Months Ended June 30, 1998 (unaudited)................................       3
     Condensed Consolidated Statements of Cash Flows of Trump Atlantic City Associates and
      Subsidiaries for the Six Months Ended June 30, 1998 and 1997 (unaudited).......................       4
     Notes to Condensed Consolidated Financial Statements of Trump Atlantic City Associates and
      Subsidiaries (unaudited).......................................................................     5-6
ITEM 2 -- Management's Discussion and Analysis of Financial Condition and
            Results of Operations....................................................................    7-11
ITEM 3 -- Quantitative and Qualitative Disclosures About Market Risk.................................      11
PART II -- OTHER INFORMATION
ITEM 1 -- Legal Proceedings..........................................................................   12-13
ITEM 2 -- Changes in Securities and Use of Proceeds..................................................      14
ITEM 3 -- Defaults Upon Senior Securities............................................................      14
ITEM 4 -- Submission of Matters to a Vote of Security Holders........................................      14
ITEM 5 -- Other Information..........................................................................      14
ITEM 6 -- Exhibits and Reports on Form 8-K...........................................................      14
SIGNATURES
  Signature -- Trump Atlantic City Associates........................................................      15
  Signature -- Trump Atlantic City Funding, Inc. ....................................................      16
  Signature -- Trump Atlantic City Funding II, Inc. .................................................      17
  Signature -- Trump Atlantic City Funding III, Inc. ................................................      18
</TABLE>

                                        i

<PAGE>

                         PART I -- FINANCIAL INFORMATION

ITEM 1 -- FINANCIAL STATEMENTS
                TRUMP ATLANTIC CITY ASSOCIATES AND SUBSIDIARIES
                      CONDENSED CONSOLIDATED BALANCE SHEETS
                                 (in thousands)

                                     ASSETS

                                                       June 30,     December 31,
                                                         1998          1997
                                                      ----------    -----------
                                                     (unaudited)

CURRENT ASSETS:
  Cash and cash equivalents .......................   $   86,387     $ $114,879
  Receivables, net ................................       59,535         56,478
  Inventories .....................................        8,921          9,880
  Advances to affiliates, net .....................       25,500         21,880
  Other current assets ............................        9,556          7,319
                                                      ----------     ----------
    Total Current Assets ..........................      189,899        210,436
PROPERTY AND EQUIPMENT, NET .......................    1,438,500      1,460,050
DEFERRED LOAN COSTS, NET ..........................       34,538         36,842
OTHER ASSETS ......................................       36,458         31,745
                                                      ----------     ----------
    Total Assets ..................................   $1,699,395     $1,739,073
                                                      ==========     ==========

LIABILITIES AND CAPITAL

CURRENT LIABILITIES:
  Current maturities of long-term debt ............       $5,827         $6,964
  Accounts payable and accrued expenses ...........       79,109         73,478
  Accrued interest payable ........................       24,396         23,850
                                                      ----------     ----------
    Total Current Liabilities .....................      109,332        104,292
LONG-TERM DEBT, net of current maturities .........    1,298,838      1,300,027
OTHER LONG-TERM LIABILITIES .......................        5,782          6,815
                                                      ----------     ----------
    Total Liabilities .............................    1,413,952      1,411,134
                                                      ----------     ----------
CAPITAL:
  Partners' Capital ...............................      349,191        373,790
  Accumulated Deficit .............................      (63,748)       (45,851)
                                                      ----------     ----------
    Total Capital .................................      285,443        327,939
                                                      ----------     ----------
    Total Liabilities and Capital .................   $1,699,395     $1,739,073
                                                      ==========     ==========



                 The accompanying notes are an integral part of
               these condensed consolidated financial statements.

                                        1

<PAGE>
<TABLE>

                                           TRUMP ATLANTIC CITY ASSOCIATES AND SUBSIDIARIES
                                           CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                      FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 1998 AND 1997
                                                             (unaudited)
                                                           (in thousands)

<CAPTION>
                                                                         Three Months                           Six Months
                                                                        Ended June 30,                        Ended June 30,
                                                                        --------------                        --------------
                                                                    1998              1997                1998              1997
                                                                 ---------          ---------          ---------          ---------
<S>                                                              <C>                <C>                <C>                <C>      
REVENUES:
  Gaming ...............................................         $ 218,895          $ 232,498          $ 420,659          $ 447,641
  Rooms ................................................            19,709             21,336             36,628             39,024
  Food and Beverage ....................................            27,355             29,781             53,099             56,127
  Other ................................................             7,655              8,611             15,241             15,750
                                                                 ---------          ---------          ---------          ---------
    Gross Revenues .....................................           273,614            292,226            525,627            558,542
Less--Promotional allowances ...........................            32,176             35,700             62,593             66,801
                                                                 ---------          ---------          ---------          ---------
    Net Revenues .......................................           241,438            256,526            463,034            491,741
                                                                 ---------          ---------          ---------          ---------
COSTS AND EXPENSES:
  Gaming ...............................................           136,155            145,193            262,807            279,640
  Rooms ................................................             7,230              7,339             13,670             13,831
  Food and Beverage ....................................            10,106              9,552             18,273             18,128
  General and Administrative ...........................            40,045             42,180             81,297             84,928
  Depreciation and Amortization ........................            15,183             14,248             30,611             35,009
                                                                 ---------          ---------          ---------          ---------
                                                                   208,719            218,512            406,658            431,536
                                                                 ---------          ---------          ---------          ---------
    Income from operations .............................            32,719             38,014             56,376             60,205
                                                                 ---------          ---------          ---------          ---------
NON-OPERATING INCOME AND (EXPENSES):
  Interest income ......................................             1,379                617              3,246              1,432
  Interest expense .....................................           (38,740)           (35,957)           (77,519)           (71,818)
                                                                 ---------          ---------          ---------          ---------
  Non-Operating expense, net ...........................           (37,361)           (35,340)           (74,273)           (70,386)
                                                                 ---------          ---------          ---------          ---------
NET INCOME (LOSS) ......................................         $  (4,642)         $   2,674          $ (17,897)         $ (10,181)
                                                                 =========          =========          =========          =========
</TABLE>


              The accompanying notes are an integral part of these
                  condensed consolidated financial statements.

                                        2

<PAGE>
<TABLE>

                                           TRUMP ATLANTIC CITY ASSOCIATES AND SUBSIDIARIES
                                             CONDENSED CONSOLIDATED STATEMENT OF CAPITAL
                                               FOR THE SIX MONTHS ENDED JUNE 30, 1998
                                                             (unaudited)
                                                           (in thousands)


<CAPTION>
                                                                                                        Retained
                                                                                                        Earnings
                                                                                    Partners'         (Accumulated
                                                                                     Capital            Deficit)            Total
<S>                                                                                 <C>                <C>                <C>      
Balance, December 31, 1997 ................................................         $ 373,790          $ (45,851)         $ 327,939

Net Loss ..................................................................                --            (17,897)           (17,897)

Reversal of capital contributed by THCR Holdings ..........................           (24,599)                --            (24,599)
                                                                                    ---------          ---------          ---------
Balance, June 30, 1998 ....................................................         $ 349,191          $ (63,748)         $ 285,443
                                                                                    =========          =========          =========
</TABLE>






               The accompanying notes are an integral part of this
                   condensed consolidated financial statement.

                                        3

<PAGE>
<TABLE>

                                           TRUMP ATLANTIC CITY ASSOCIATES AND SUBSIDIARIES
                                           CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                           FOR THE SIX MONTHS ENDED JUNE 30, 1998 AND 1997
                                                             (unaudited)
                                                       (dollars in thousands)


<CAPTION>
                                                                                                              Six Months Ended
                                                                                                                  June 30,
                                                                                                         --------------------------
                                                                                                           1998             1997
                                                                                                         ---------        ---------
<S>                                                                                                      <C>              <C>       
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net loss .......................................................................................       $ (17,897)       $ (10,181)
  Adjustments to reconcile net loss to net cash flows from operating activities --
     Noncash charges --
      Depreciation and amortization ..............................................................          30,611           35,009
      Accretion of discounts on indebtedness .....................................................             394               --
      Provisions for losses on receivables .......................................................           5,423            4,378
      Amortization of deferred loan offering costs ...............................................           3,484            3,345
      Valuation allowance of CRDA investments ....................................................           1,764            1,932
     Increase in receivables .....................................................................          (8,480)         (11,856)
     Decrease/(increase) in inventories ..........................................................             959              (42)
     Increase in advances to affiliates ..........................................................         (28,217)          (2,540)
     Increase in other current assets ............................................................          (1,656)          (2,215)
     Increase in other assets ....................................................................          (1,921)            (178)
     Increase in accounts payable and accrued expenses ...........................................           5,597            8,871
     Increase in accrued interest payable ........................................................             546               56
     Decrease in other long-term liabilities .....................................................          (1,614)            (960)
                                                                                                         ---------        ---------
      Net cash provided by operating activities ..................................................         (11,007)          25,619
                                                                                                         ---------        ---------

CASH FLOWS FROM INVESTING ACTIVITIES:
     Purchase of property and equipment, net .....................................................          (7,726)         (51,215)
     Purchase of CRDA investments ................................................................          (5,064)          (5,085)
                                                                                                         ---------        ---------
      Net cash used in investing activities ......................................................         (12,790)         (56,300)
                                                                                                         ---------        ---------

CASH FLOWS FROM FINANCING ACTIVITIES:
     Additional borrowings .......................................................................           1,047            1,837
     Payments and current maturities of long-term debt ...........................................          (4,561)          (4,735)
     Cost of issuing debt ........................................................................          (1,181)              --
     Contributed capital by Trump Hotels & Casino Resorts Holdings, L.P. .........................              --           10,144
                                                                                                         ---------        ---------
       Net cash (used in) provided by financing activities .......................................          (4,695)           7,246
                                                                                                         ---------        ---------


NET INCREASE IN CASH & CASH EQUIVALENTS ..........................................................         (28,492)         (23,435)
CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR ...................................................         114,879           71,320
                                                                                                         ---------        ---------
CASH AND CASH EQUIVALENTS AT JUNE 30 .............................................................       $  86,387        $  47,885
                                                                                                         =========        =========



CASH INTEREST PAID ...............................................................................       $  73,664        $  68,355
                                                                                                         =========        =========
Supplemental Disclosure of noncash activities:
Purchase of property and equipment under capitalized lease obligations ...........................       $   1,673        $   1,689
                                                                                                         =========        =========

Reversal of Capital Contribution .................................................................       $  24,599        $      --
                                                                                                         =========        =========
</TABLE>

              The accompanying notes are an integral part of these
                  condensed consolidated financial statements.

                                        4

<PAGE>

                 TRUMP ATLANTIC CITY ASSOCIATES AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (unaudited)

(1) Condensed Financial Statements

     The accompanying  condensed consolidated financial statements include those
of Trump  Atlantic City  Associates,  a New Jersey general  partnership  ("Trump
AC"),  Trump  Plaza  Associates,   a  New  Jersey  general  partnership  ("Plaza
Associates"),  which owns and operates the Trump Plaza Hotel and Casino  located
in Atlantic City, New Jersey ("Trump Plaza"), Trump Taj Mahal Associates,  a New
Jersey general partnership ("Taj Associates"), which owns and operates the Trump
Taj Mahal Casino Resort  located in Atlantic City, New Jersey (the "Taj Mahal"),
Trump Atlantic City Funding,  Inc., a Delaware corporation ("Trump AC Funding"),
Trump Atlantic City Funding II, Inc., a Delaware  corporation ("Trump AC Funding
II"), Trump Atlantic City Funding III, Inc., a Delaware  corporation  ("Trump AC
Funding III"), Trump Atlantic City Corporation, a Delaware corporation ("TACC"),
Trump Casino Services,  L.L.C., a New Jersey limited  liability  company ("Trump
Services"),  and Trump  Communications,  L.L.C., a New Jersey limited  liability
company ("Trump Communications") (Plaza Associates, Taj Associates,  TACC, Trump
Services and Trump  Communications  are  collectively  referred to herein as the
"Subsidiary Guarantors"). Trump AC's sole sources of liquidity are distributions
in respect of its interests in Plaza Associates and Taj Associates.  Trump AC is
owned by Trump  Hotels & Casino  Resorts  Holdings,  L.P.,  a  Delaware  limited
partnership  ("THCR  Holdings").  THCR  Holdings  is  currently  a  63.4%  owned
subsidiary of Trump Hotels & Casino Resorts,  Inc. ("THCR").  Trump AC, Trump AC
Funding,  Trump AC  Funding  II and  Trump AC  Funding  III have no  independent
operations and,  therefore,  their ability to service debt is dependent upon the
successful  operations  of Plaza  Associates  and Taj  Associates.  There are no
restrictions on the ability of the guarantors (the  "Subsidiary  Guarantors") of
the $1.2 billion aggregate  principal amount of 11 1/4% First Mortgage Notes due
2006 (the "TAC I Notes") of Trump AC and Trump AC  Funding  (the "TAC I Notes"),
the $75,000,000  aggregate principal amount of 11 1/4% First Mortgage Notes (TAC
II) due 2006 (the "TAC II  Notes")  of Trump AC and Trump AC  Funding II and the
$25,000,000 aggregate principal amount of 11 1/4% First Mortgage Notes (TAC III)
due 2006 (the "TAC III Notes" and,  collectively with the TAC I Notes and TAC II
Notes, the "TAC Notes") of Trump AC and Trump AC Funding III to distribute funds
to Trump AC. The indentures  under which the TAC Notes were issued  restrict the
ability of Trump AC and its subsidiaries to make distributions or pay dividends,
as the case may be, unless certain  financial ratios are achieved.  In addition,
the ability of Plaza Associates and Taj Associates to make payments of dividends
or  distributions  (except for  payment of  interest)  through  Trump AC to THCR
Holdings may be restricted by the New Jersey Casino Control Commission ("CCC").

     Plaza  Associates  owns and  operates  the 1,404  room  Trump  Plaza  which
commenced  operations  in 1984.  Trump AC acquired Taj  Associates  on April 17,
1996. Taj Associates owns and operates the 1,250 room Taj Mahal which was opened
on April 2, 1990.

     All significant intercompany balances and transactions have been eliminated
in the accompanying condensed  consolidated  financial statements.  The minority
interests  in Plaza  Associates  and Taj  Associates  have  not been  separately
reflected in the  consolidated  financial  statements of Trump AC since they are
not material.

     The  accompanying  condensed  consolidated  financial  statements have been
prepared by Trump AC without audit, pursuant to the rules and regulations of the
Securities and Exchange Commission ("SEC"). Accordingly, certain information and
note  disclosures   normally  included  in  financial   statements  prepared  in
conformity with generally accepted accounting  principles have been condensed or
omitted. In the opinion of Trump AC, all adjustments,  consisting of only normal
recurring  adjustments,  necessary  to present  fairly the  financial  position,
results of operations and cash flows for the periods presented, have been made.

     These  condensed  consolidated  financial  statements  should  be  read  in
conjunction  with  the  consolidated  financial  statements  and  notes  thereto
included in the annual report on Form 10-K for the year ended  December 31, 1997
filed with the SEC.

     The casino  industry  in Atlantic  City is  seasonal in nature;  therefore,
results of  operations  for the three and six months ended June 30, 1998 are not
necessarily indicative of the operating results for a full year.

     The separate  financial  statements of the Subsidiary  Guarantors  have not
been included because (i) the Subsidiary Guarantors constitute all of Trump AC's
direct and indirect subsidiaries;  (ii) the Subsidiary Guarantors have fully and
unconditionally  guaranteed  the TAC I Notes,  the TAC II Notes  and the TAC III
Notes on a joint and several  basis;  (iii) the aggregate  assets,  liabilities,
earnings and equity of the Subsidiary Guarantors are substantially equivalent to
the  assets,  liabilities,  earnings  and  equity of Trump AC on a  consolidated
basis;  and (iv) the separate  financial and other  disclosures  concerning  the
Subsidiary  Guarantors  are not deemed  material  to  investors.  The assets and
operations of Trump AC Funding, Trump AC Funding II and Trump AC Funding III are
not significant.

     Certain reclassifications have been made to prior year financial statements
to conform to the current year presentation.

(2) Property and Equipment

     During the second  quarter of 1997,  Trump AC revised its  estimates of the
useful lives of  buildings,  building  improvements  and  furniture and fixtures
which  were  acquired  in  1996.   Buildings  and  building   improvements  were
reevaluated to have a forty year life and furniture and fixtures were determined
to have a seven year life.  Trump AC believes  these changes more  appropriately
reflect the timing of the  economic  benefits to be received  from these  assets
during their estimated useful lives.

                                        5

<PAGE>

For the three and six months  ended June 30,  1998,  the net effect of  applying
these new lives was to decrease net loss by $0 and $1,951,000 respectively.

(3) Transactions with Affiliates

     During the  quarter  ended  June 30,  1998  Plaza  Associates  reclassified
$24,599,000  representing  the cost of property  acquired by Plaza Associates in
1996 and 1997  with  capital  contributed  by THCR  Holdings  to  Advances  from
Affiliates.  Trump AC repaid THCR Holdings $18,450,000 of this amount during the
quarter ended June 30, 1998.

(4) Accounts Receivable

     Plaza  Associates is appealing a real estate tax  assessment by the City of
Atlantic  City.  Included  in  accounts  receivable  is  $4,400,000  which Plaza
Associates estimates will be recoverable on the settlement of the appeal.

(5) Combined Financial Information--Trump AC Funding, Trump AC Funding II
and Trump AC Funding III

     Combined  financial  information  relating  to Trump AC  Funding,  Trump AC
Funding II and Trump AC Funding III as of June 30, 1998 is as follows:

Total Assets (including TAC Notes receivable of $1,296,067,000
and related interest receivable) ..............................   $1,320,442,000
                                                                  ==============
Total Liabilities and Capital (including TAC Notes payable
of $1,296,067,000 and related interest payable) ...............   $1,320,442,000
                                                                  ==============
Interest Income ...............................................   $   73,093,000
                                                                  ==============
Interest Expense ..............................................   $   73,093,000
                                                                  ==============
Net Income ....................................................               --
                                                                  ==============

                                        6

<PAGE>

Item 2 -- MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
          RESULTS OF OPERATIONS

Capital Resources and Liquidity

     Cash flows from operating  activities  are Trump AC's  principal  source of
liquidity.  In December 1997 Trump AC and Trump AC Funding II issued $75,000,000
of TAC II Notes and Trump AC and Trump AC Funding III issued  $25,000,000 of TAC
III Notes. Proceeds from the offerings of the TAC II Notes and the TAC III Notes
are  intended by Trump AC to provide  expansion  funds and  working  capital for
operations.  Accordingly, Trump AC expects to have sufficient liquidity to meets
its  obligations.  Cash  flow is  managed  based  upon  the  seasonality  of the
operations. Any excess cash flow achieved from operations during peak periods is
utilized to subsidize non-peak periods where necessary.

     The indentures  under which the TAC Notes were issued  restrict the ability
of Trump AC and its subsidiaries to make distributions or pay dividends,  as the
case may be, unless  certain  financial  ratios are achieved.  In addition,  the
ability of Plaza  Associates and Taj Associates to make payments of dividends or
distributions (except for payment of interest) through Trump AC to THCR Holdings
may be restricted by the New Jersey Casino Control Commission ("CCC").

     Capital  expenditures  for Trump AC were $7,726,000 and $51,215,000 for the
six months ended June 30, 1998 and 1997, respectively.  Capital expenditures for
improvements   to  Trump  Plaza's   existing   facilities  were  $5,234,000  and
$20,987,000  for the six months ended June 30, 1998 and 1997,  respectively.  In
addition,  in 1997,  Plaza  Associates  exercised  its option to  purchase  from
Seashore Four Associates,  an entity  beneficially owned by Donald J. Trump, one
of the parcels of land  underlying  Trump  Plaza's  main tower,  pursuant to the
terms of a lease,  the payments under which were terminated upon the exercise of
such option.  The purchase price and associated  closing costs were $10,144,000.
In addition,  in 1996 and 1997 Plaza Associates  purchased  related property for
$24,599,000 with capital  contributed by THCR Holdings.  This amount,  which was
originally recorded as contributed capital, has been reclassified as Advances to
Affiliates.

     Capital  expenditures  attributable  to the Taj Mahal were  $2,157,000  and
$29,603,000  for the six  months  ended  June 30,  1998 and 1997,  respectively.
Capital  expenditures for improvements to existing facilities were approximately
$2,157,000  and  $5,147,000  for the six months  ended  June 30,  1998 and 1997,
respectively. Capital expenditures attributable to the expansion of the facility
were approximately $24,456,000 for the six months ended June 30, 1997.

     The expansion at the Taj Mahal (the "Taj Mahal Expansion") consisted of the
construction  of a new 14-bay bus terminal which was completed in December 1996,
a 2,400 space  expansion of the  existing  self  parking  facilities,  which was
completed in May 1997,  and an  approximate  7,000 square foot casino  expansion
with 260 slot machines  which was completed in July 1997. The total costs of the
Taj  Mahal  Expansion   including   amounts  expended  in  1996  and  1997  were
approximately  $43,500,000  and have been  funded  principally  out of cash from
operations.

     Trump AC has assessed the Year 2000 issue and has begun implementing a plan
to resolve the issue,  which is expected to be  completed  in early 1999.  Based
upon management's  assessment,  it is anticipated that associated costs incurred
to satisfactorily complete the plan will not be material.

Results of Operations: Operating Revenues and Expenses

     The  financial   information   presented  below  reflects  the  results  of
operations of Trump AC. Because Trump AC has no business  operations  other than
its  interests in Plaza  Associates  and Taj  Associates  at June 30, 1998,  its
results of operations are not discussed below.


                                        7

<PAGE>

     Comparison  of  Three-Month  Periods  Ended  June 30,  1998 and  1997.  The
following  table includes  selected data of Plaza  Associates and Taj Associates
for the three months ended June 30, 1998 and 1997.

<TABLE>
<CAPTION>
                                                                          Three Months Ended June 30,
                                              ------------------------------------------------------------------------------------
                                                 1998           1997           1998           1997          1998           1997
                                                 Plaza          Plaza          Taj            Taj           Total          Total
                                              Associates     Associates     Associates     Associates      Trump AC       Trump AC
                                              ------------------------------------------------------------------------------------
                                                                                  (in thousands)
<S>                                            <C>            <C>            <C>            <C>            <C>            <C>      
Revenues:
    Gaming ...............................     $  92,972      $  97,865      $ 125,923      $ 134,633      $ 218,895      $ 232,498
    Other ................................        25,145         28,376         29,574         31,352         54,719         59,728
                                               ---------      ---------      ---------      ---------      ---------      ---------
    Gross Revenues .......................       118,117        126,241        155,497        165,985        273,614        292,226
Less: Promotional Allowances .............        15,732         16,732         16,444         18,968         32,176         35,700
                                               ---------      ---------      ---------      ---------      ---------      ---------
    Net Revenues .........................       102,385        109,509        139,053        147,017        241,438        256,526
                                               ---------      ---------      ---------      ---------      ---------      ---------
Costs & Expenses:
    Gaming ...............................        56,468         61,195         79,687         83,998        136,155        145,193
    General & Administrative .............        18,793         21,388         21,271         20,742         40,045         42,180
    Depreciation & Amortization ..........         6,149          5,458          8,977          8,758         15,183         14,248
    Other ................................         8,760          8,324          8,576          8,567         17,336         16,891
                                               ---------      ---------      ---------      ---------      ---------      ---------
    Total Costs and Expenses .............        90,170         96,365        118,511        122,065        208,719        218,512
                                               ---------      ---------      ---------      ---------      ---------      ---------
Income from Operations ...................        12,215         13,144         20,542         24,952         32,719         38,014
                                               ---------      ---------      ---------      ---------      ---------      ---------
  Non-Operating Income ...................           382            142          1,193            242          1,379            617
  Interest Expense .......................       (11,912)       (12,198)       (23,549)       (23,759)       (38,740)       (35,957)
                                               ---------      ---------      ---------      ---------      ---------      ---------
  Total Non-Operating Expense ............       (11,530)       (12,056)       (22,356)       (23,517)       (37,361)       (35,340)
                                               ---------      ---------      ---------      ---------      ---------      ---------
Net Income/(loss) ........................     $     685      $   1,088      $  (1,814)     $   1,435      $  (4,642)     $   2,674
                                               =========      =========      =========      =========      =========      =========
</TABLE>

<TABLE>
<CAPTION>
                                                                         Three Months Ended June 30,
                                        -------------------------------------------------------------------------------------------
                                            1998            1997            1998            1997            1998            1997
                                           Plaza           Plaza             Taj             Taj            Total           Total
                                         Associates      Associates      Associates      Associates       Trump AC        Trump AC
                                        -------------------------------------------------------------------------------------------
                                                                            (dollars in thousands)

<S>                                     <C>             <C>             <C>             <C>             <C>             <C>        
Table Game Revenues .................   $    23,492     $    23,563     $    47,635     $    50,440     $    71,127     $    74,003
Incr (Decr) over Prior Period .......   $       (71)                    $    (2,805)                    $    (2,876)
Table Game Drop .....................   $   156,155     $   164,495     $   299,903     $   326,825     $   456,058     $   491,320
Incr (Decr) over Prior Period .......   $    (8,340)                    $   (26,922)                    $   (35,262)
Table Win Percentage ................          15.0%           14.3%           15.9%           15.4%           15.6%           15.1%
Incr (Decr) over Prior Period .......       0.7 pts                         0.5 pts                         0.5 pts
Number of Table Games ...............           111             110             153             158             264             268
Incr (Decr) over Prior Period .......             1                              (5)                             (4)

Slot Revenues .......................   $    69,480     $    74,302     $    73,666     $    79,584     $   143,146     $   153,886
Incr (Decr) over Prior Period .......   $    (4,822)                    $    (5,918)                    $   (10,740)
Slot Handle .........................   $   856,661     $   902,888     $   898,989     $   921,770     $ 1,755,650     $ 1,824,658
Incr (Decr) over Prior Period .......   $   (46,227)                    $   (22,781)                    $   (69,008)
Slot Win Percentage .................           8.1%            8.2%            8.2%            8.6%            8.2%            8.4%
Incr (Decr) over Prior Period .......     (0.1) pts                      (0.4) pts.                       (0.2) pts
Number of Slot Machines .............         4,092           4,064           4,130           3,838           8,222           7,902
Incr (Decr) over Prior Period .......            28                             292                             320

Poker Revenues ......................          --              --       $     3,975     $     3,910     $     3,975     $     3,910
Incr (Decr) over Prior Period .......          --              --       $        65                     $        65
Number of Poker Tables ..............          --              --                61              62              61              62
Incr (Decr) over Prior Period .......          --              --                (1)                             (1)

Other Gaming Revenues ...............          --              --       $       647     $       699     $       647     $       699
Incr (Decr) over Prior Period .......          --              --       $       (52)                    $       (52)

Total Gaming Revenues ...............   $    92,972     $    97,865     $   125,923     $   134,633     $   218,895     $   232,498
Incr (Decr) over Prior Period .......   $    (4,893)                    $    (8,710)                    $   (13,603)


Number of Guest Rooms ...............         1,404           1,404           1,250           1,250           2,654           2,654
Occupancy Rate ......................          88.3%           92.4%           90.5%           93.9%           89.4%           93.1%
Average Daily Rate (Room Revenue) ...   $     78.72     $     81.25     $    105.13     $    109.88     $     91.32     $     94.85


                                                                 8
</TABLE>

<PAGE>

     Gaming  revenues are the primary  source of Trump AC's  revenues.  The year
over year  decrease in gaming  revenues was due primarily to the decline in slot
revenues at both Trump Taj Mahal and Trump  Plaza as the result of an  increased
competitive  marketplace.  The decline in table  games  revenue at the Trump Taj
Mahal was due to the decline of high-end international table game players due to
Asian  economic  conditions.  Directly  proportionate  to the decrease in gaming
revenues,  gaming  costs and  expenses  decreased  $9,038,000,  or 6.2% from the
comparable  period in 1997.  This decrease  primarily  represents  marketing and
promotional  costs.  Table games revenues represent the amount retained by Trump
AC from amounts  wagered at table games.  The table win  percentage  tends to be
fairly  constant  over the long term,  but may vary  significantly  in the short
term,  due to large wagers by "high  rollers".  The Atlantic City industry table
win  percentages  were 14.9% and 14.7% for the quarters  ended June 30, 1998 and
1997, respectively.

     Comparison of Six-Month Periods Ended June 30, 1998 and 1997. The following
table  includes  selected data of Plaza  Associates  and Taj  Associates for the
six months ended June 30, 1998 and 1997.

<TABLE>
<CAPTION>
                                                                            Six Months Ended June 30,
                                              -------------------------------------------------------------------------------------
                                                 1998           1997           1998           1997           1998           1997
                                                Plaza          Plaza           Taj            Taj           Total          Total
                                              Associates     Associates     Associates     Associates      Trump AC       Trump AC
                                              -------------------------------------------------------------------------------------
                                                                                   (in thousands)
<S>                                            <C>            <C>            <C>            <C>            <C>            <C>      
Revenues:
    Gaming ...............................     $ 180,265      $ 184,735      $ 240,394      $ 262,906      $ 420,659      $ 447,641
    Other ................................        48,199         52,886         56,769         58,015        104,968        110,901
                                               ---------      ---------      ---------      ---------      ---------      ---------
    Gross Revenues .......................       228,464        237,621        297,163        320,921        525,627        558,542
Less: Promotional Allowances .............        30,055         31,293         32,538         35,508         62,593         66,801
                                               ---------      ---------      ---------      ---------      ---------      ---------
    Net Revenues .........................       198,409        206,328        264,625        285,413        463,034        491,741
                                               ---------      ---------      ---------      ---------      ---------      ---------
Costs & Expenses:
    Gaming ...............................       110,487        116,446        152,320        163,194        262,807        279,640
    General & Administrative .............        38,823         41,904         42,521         42,982         81,297         84,928
    Depreciation & Amortization ..........        12,202         11,997         18,294         22,958         30,611         35,009
    Other ................................        15,342         15,788         16,601         16,171         31,943         31,959
                                               ---------      ---------      ---------      ---------      ---------      ---------
    Total Costs and Expenses .............       176,854        186,135        229,736        245,305        406,658        431,536
                                               ---------      ---------      ---------      ---------      ---------      ---------
Income from Operations ...................        21,555         20,193         34,889         40,108         56,376         60,205
                                               ---------      ---------      ---------      ---------      ---------      ---------
  Non-Operating Income ...................           803            303          1,382            632          3,246          1,432
  Interest Expense .......................       (23,895)       (24,391)       (47,129)       (47,427)       (77,519)       (71,818)
                                               ---------      ---------      ---------      ---------      ---------      ---------
  Total Non-Operating Expense ............       (23,092)       (24,088)       (45,747)       (46,795)       (74,273)       (70,386)
                                               ---------      ---------      ---------      ---------      ---------      ---------
Net loss .................................     $  (1,537)     $  (3,895)     $ (10,858)     $  (6,687)     $ (17,897)     $ (10,181)
                                               =========      =========      =========      =========      =========      =========
</TABLE>

                                        9

<PAGE>

<TABLE>
<CAPTION>
                                                                        Six Months Ended June 30,
                                         ------------------------------------------------------------------------------------------
                                             1998            1997           1998            1997            1998            1997
                                            Plaza           Plaza            Taj             Taj            Total           Total
                                          Associates      Associates      Associates      Associates       Trump AC        Trump AC
                                         -----------     -----------     -----------     -----------     -----------    -----------
                                                                         (dollars in thousands)

<S>                                      <C>             <C>             <C>             <C>             <C>            <C>        
Table Game Revenues ..................   $    48,400     $    45,544     $    89,191     $   107,768     $   137,591    $   153,312
Incr (Decr) over Prior Period ........   $     2,856                     $   (18,577)                    $   (15,721)
Table Game Drop ......................   $   307,767     $   323,840     $   574,555     $   644,781     $   882,322    $   968,621
Incr (Decr) over Prior Period ........   $   (16,073)                    $   (70,226)                    $   (86,299)
Table Win Percentage .................          15.7%           14.1%           15.5%           16.7%           15.6%          15.8%
Incr (Decr) over Prior Period ........       1.6 pts                      (1.2) pts.                        (.2) pts
Number of Table Games ................           114             123             154             162             268            285
Incr (Decr) over Prior Period ........            (9)                             (8)                            (17)

Slot Revenues ........................   $   131,865     $   139,191     $   142,046     $   145,976     $   273,911    $   285,167
Incr (Decr) over Prior Period ........   $    (7,326)                    $    (3,930)                    $   (11,256)
Slot Handle ..........................   $ 1,632,953     $ 1,690,232     $ 1,730,997     $ 1,754,954     $ 3,363,950    $ 3,445,186
Incr (Decr) over Prior Period ........   $   (57,279)                    $   (23,957)                    $   (81,236)
Slot Win Percentage ..................           8.1%            8.2%            8.2%            8.3%            8.1%           8.3%
Incr (Decr) over Prior Period ........     (0.1) pts                      (0.1) pts.                       (0.2) pts
Number of Slot Machines ..............         4,084           4,075           4,137           3,818           8,221          7,893
Incr (Decr) over Prior Period ........             9                             319                             328

Poker Revenues .......................          --              --       $     7,895     $     7,910     $     7,895    $     7,910
Incr (Decr) over Prior Period ........          --              --       $       (15)                    $       (15)
Number of Poker Tables ...............          --              --                62              63              62             63
Incr (Decr) over Prior Period ........          --              --                (1)                             (1)

Other Gaming Revenues ................          --              --       $     1,262     $     1,252     $     1,262    $     1,252
Incr (Decr) over Prior Period ........          --              --       $        10                     $        10

Total Gaming Revenues ................   $   180,265     $   184,735     $   240,394     $   262,906     $   420,659    $   447,641
Incr (Decr) over Prior Period ........   $    (4,470)                    $   (22,512)                    $   (26,982)


Number of Guest Rooms ................         1,404           1,404           1,250           1,250           2,654          2,654
Occupancy Rate .......................          82.9%           88.6%           87.9%           92.2%           85.2%          90.2%
Average Daily Rate (Room Revenue) ....   $     78.05     $     78.31     $    101.58     $    102.71     $     89.48    $     90.05
</TABLE>

     Gaming  revenues are the primary  source of Trump AC's  revenues.  The year
over year decrease in gaming  revenues was due primarily to Taj Associates  last
year's first quarter results which included an unusual  approximately $8 million
dollar table game win from one premium  player,  an unusually low table game win
percentage in the current year,  and a decline in high-end  international  table
game players due to Asian economic  conditions.  Table games revenues  represent
the amount retained by Trump AC from amounts  wagered at table games.  The table
win  percentage  tends to be fairly  constant  over the long term,  but may vary
significantly  in the short term,  due to large  wagers by "high  rollers".  The
Atlantic City industry  table win  percentages  were 15.2% and 15.1% for the six
months ended June 30, 1998 and 1997,  respectively.  The year over year decrease
in slot  revenues at both Trump Taj Mahal and Trump Plaza was due  primarily  to
increased competitiveness in the marketplace.

     Substantially  proportionate  to the  decrease in gaming  revenues,  gaming
costs and expenses  decreased  $16,833,000 or 6.0% from the comparable period in
1997. This decrease primarily represents marketing and promotional costs.

     During the second  quarter of 1997,  Trump AC revised its  estimates of the
useful lives of  buildings,  building  improvements,  and furniture and fixtures
which  were  acquired  in  1996.   Buildings  and  building   improvements  were
reevaluated to have a forty year life and furniture and fixtures were determined
to have a seven year life.  Trump AC believes  these changes more  appropriately
reflect the timing of the  economic  benefits to be received  from these  assets
during their estimated useful lives. For the six months ended June 30, 1998, the
net effect of applying these new lives was to decrease net loss by $1,951,000.

Seasonality

     The casino  industry in Atlantic  City is seasonal in nature;  accordingly,
the  results  of  operations  for  the  period  ending  June  30,  1998  are not
necessarily indicative of the operating results for a full year.

                                       10

<PAGE>

Important Factors Relating to Forward Looking Statements

     The  Private  Securities  Litigation  Reform  Act of 1995  provides a "safe
harbor"  for  forward-looking   statements  so  long  as  those  statements  are
identified as  forward-looking  and are  accompanied  by  meaningful  cautionary
statements  identifying  important  factors that could cause  actual  results to
differ  materially from those projected in such  statements.  In connection with
certain  forward-looking  statements  contained in this Quarterly Report on Form
10-Q  and  those  that  may  be  made  in  the  future  by or on  behalf  of the
Registrants,  the  Registrants  note that there are various  factors  that could
cause  actual  results  to differ  materially  from  those set forth in any such
forward-looking  statements.  The forward-looking  statements  contained in this
Quarterly  Report were prepared by management  and are qualified by, and subject
to,  significant   business,   economic,   competitive,   regulatory  and  other
uncertainties  and  contingencies,  all of which are  difficult or impossible to
predict  and  many  of  which  are  beyond  the  control  of  the   Registrants.
Accordingly,  there  can be no  assurance  that the  forward-looking  statements
contained in this Quarterly  Report will be realized or that actual results will
not be  significantly  higher or lower. The statements have not been audited by,
examined by,  compiled by or subjected to agreed-upon  procedures by independent
accountants,  and no  third-party  has  independently  verified or reviewed such
statements.  Readers of this  Quarterly  Report should  consider  these facts in
evaluating  the  information  contained  herein.  In addition,  the business and
operations of the  Registrants  are subject to substantial  risks which increase
the uncertainty  inherent in the  forward-looking  statements  contained in this
Quarterly Report. The inclusion of the forward-looking  statements  contained in
this  Quarterly  Report  should  not  be  regarded  as a  representation  by the
Registrants or any other person that the forward-looking statements contained in
this Quarterly  Report will be achieved.  In light of the foregoing,  readers of
this  Quarterly  Report  are  cautioned  not  to  place  undue  reliance  on the
forward-looking statements contained herein.

ITEM 3--QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

     Pursuant to the General  Instructions  to Rule 305 of  Regulation  S-K, the
quantitative and qualitative  disclosures  called for by this Item 3 and by Rule
305 of Regulation S-K are inapplicable to the Registrants at this time.


                                       11

<PAGE>

                          PART II -- OTHER INFORMATION

ITEM 1 -- LEGAL PROCEEDINGS

     General.  Trump AC, its partners,  certain members of its former  executive
committee,  and certain of its  employees,  have been  involved in various legal
proceedings.  Such persons and entities are vigorously defending the allegations
against  them and  intend to  contest  vigorously  any  future  proceedings.  In
general,  Trump AC has agreed to  indemnify  such  persons  against  any and all
losses, claims, damages, expenses (including reasonable costs, disbursements and
counsel  fees)  and   liabilities   (including   amounts  paid  or  incurred  in
satisfaction of settlements, judgments, fines and penalties) incurred by them in
said legal proceedings.

     Plaza  Associates.  The CRDA,  as  required,  set aside  certain  funds for
investment in hotel  development  projects in Atlantic City undertaken by casino
licensees  which result in the  construction or  rehabilitation  of at least 200
hotel  rooms.  These  investments  are to fund up to 27% of the  cost to  casino
licensees of such projects.  In June 1993, Plaza Associates made application for
such funding to the CRDA with respect to its proposed  construction of the Trump
Plaza East  facilities,  demolition  of a certain  structure  adjacent  thereto,
development  of an  appurtenant  public  park,  roadway  and  parking  area  and
acquisition of the entire project site. The CRDA, in rulings through January 10,
1995,  approved  the hotel  development  project  and,  with respect to same and
pursuant to a credit  agreement  between them,  reserved to Plaza Associates the
right to take investment tax credits up to  approximately  $14.2 million.  Plaza
Associates has,  except for three small parcels  discussed  below,  acquired the
site and  constructed  and presently  operates and maintains the proposed  hotel
tower, public park, roadway and parking area.

      As part of its approval and on the basis of its powers of eminent  domain,
the  CRDA,  during  1994,  initiated  certain  condemnation  proceedings  in the
Superior Court of New Jersey,  Atlantic County, to acquire five small parcels of
land within the project site.  Plaza  Associates  has since  acquired two of the
parcels and proceedings  with respect to those parcels have been concluded.  The
court,  in a July 20, 1998 opinion,  directed entry of judgments  dismissing the
CRDA actions with respect to the remaining  three parcels,  which,  if acquired,
would be included in the public park and  parking  area of the  project,  on the
basis of the court's  determination that the CRDA had failed to establish that a
valid primarily  public purpose  justified  acquisition of the parcels.  Written
orders of dismissal were entered by the court on July 28, 1998. The right of the
CRDA to appeal these judgments will expire on September 11, 1998.

      Additionally, with respect to the two parcels to be included in the public
park portion of the project,  the CRDA,  by a separate  motion,  sought an order
that Plaza  Associates'  application  and credit  agreement be deemed amended to
terminate the CRDA  obligation to acquire the two parcels and to enable the CRDA
to abandon the condemnation  proceedings with respect to these two parcels. This
motion was opposed by Plaza Associates.  By order dated April 1, 1998, the Court
denied the motion but granted the CRDA leave to amend its  pleadings by a filing
within 14 days from the date  thereof  formally  asserting a claim for  specific
performance  of the alleged  agreement.  The CRDA did not file any such  amended
pleading within this permitted time period.

     Also,  the  defendants  in two  of the  condemnation  proceedings  filed  a
separate joint complaint in the New Jersey Superior Court alleging,  among other
claims, that the CRDA and Plaza Associates were wrongfully attempting to deprive
them of property rights in violation of their  constitutional  and civil rights.
Coking, et al. v. Casino Reinvestment  Development Authority, et al., Docket No.
ATL-L-2555-97.  CRDA's  motion for summary  judgment on the  complaint and Plaza
Associates'  motion to dismiss it for  failure to state a claim were  granted by
the New Jersey Superior Court on October 24, 1997 and November 11, 1997.

     Other  Litigation.  On March 13,  1997,  THCR filed a lawsuit in the United
States District Court, District of New Jersey,  against Mirage, the State of New
Jersey ("State"),  the New Jersey Department of  Transportation  ("NJDOT"),  the
South  Jersey  Transportation  Authority  ("SJTA"),  the  CRDA,  the New  Jersey
Transportation Trust Fund Authority and others. THCR was seeking declaratory and
injunctive  relief to recognize and prevent  violations by the defendants of the
casino  clause  of  the  New  Jersey  State  Constitution  and  various  federal
securities   and   environmental   laws  relating  to  proposed   infrastructure
improvements  in the Atlantic  City marina area.  While this action was pending,
defendants  State and CRDA then  filed an action in the New Jersey  State  Court
seeking a declaratory  judgment as to the claim relating to the casino clause of
the New Jersey State  Constitution.  On May 1, 1997, the United States  District
Court  dismissed  the  federal  claims and ruled  that the State  constitutional
claims  should be pursued in State Court.  On April 2, 1998,  the United  States
Court of Appeals for the Third Circuit  affirmed the dismissal;  THCR's petition
to the Third Circuit for a rehearing was denied. On May 14, 1997 the State Court
entered  a  summary  judgment  in favor of the  State  and the  CRDA,  which was
affirmed by the Appellate Division on March 20, 1998. This decision is currently
being appealed in the State Supreme Court.

     Various  legal  proceedings  are now  pending  against  Trump AC.  Trump AC
considers  all  such  proceedings  to be  ordinary  litigation  incident  to the
character  of its  business.  Trump AC  believes  that the  resolution  of these
claims, to the extent not covered by insurance, will not, individually or in the
aggregate,  have a material adverse effect on the financial condition or results
of operations of Trump AC.


                                       12

<PAGE>



     From time to time,  Plaza  Associates and Taj Associates may be involved in
routine  administrative  proceedings  involving  alleged  violations  of certain
provisions  of the Casino  Control Act.  However,  management  believes that the
final  outcome of these  proceedings  will not,  either  individually  or in the
aggregate,  have a material adverse effect on Plaza Associates or Taj Associates
or on the ability of Plaza  Associates or Taj Associates to otherwise  retain or
renew any casino or other licenses required under the Casino Control Act for the
operation of Trump Plaza and the Taj Mahal.


                                       13

<PAGE>

ITEM 2 -- CHANGES IN SECURITIES AND USE OF PROCEEDS
          None.

ITEM 3 -- DEFAULTS UPON SENIOR SECURITIES
          None.

ITEM 4 -- SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS 
          None.

ITEM 5 -- OTHER INFORMATION 
          None.

ITEM 6 -- EXHIBITS AND REPORTS ON FORM 8-K

a.   Exhibits:

     Exhibit No.                  Description of Exhibit
     -----------                  ----------------------

     27.1       Financial Data Schedule of Trump Atlantic City Associates.

     27.2       Financial Data Schedule of Trump Atlantic City Funding, Inc.

     27.3       Financial Data Schedule of Trump Atlantic City Funding II, Inc.

     27.4       Financial Data Schedule of Trump Atlantic City Funding III, Inc.

b.   Current Reports on Form 8-K:

     The  Registrants  did not file any  Current  Reports on Form 8-K during the
period beginning April 1, 1998 and ending June 30, 1998.

                                       14

<PAGE>

                                   SIGNATURES

     Pursuant to the  requirements  of the  Securities  Exchange Act of 1934, as
amended,  the  registrant has duly caused this report to be signed on its behalf
by the undersigned thereunto duly authorized.


                                          TRUMP ATLANTIC CITY ASSOCIATES
                                                   (Registrant)


                                          By: TRUMP ATLANTIC CITY HOLDING, INC.,
                                              its general partner



Date: August 14, 1998
                                          By: /s/ NICHOLAS L. RIBIS
                                              ----------------------------------
                                              Nicholas L. Ribis
                                              President
                                              (Duly Authorized Officer and
                                              Principal Financial Officer)




                                       15

<PAGE>

                                   SIGNATURES

     Pursuant to the  requirements  of the  Securities  Exchange Act of 1934, as
amended,  the  registrant has duly caused this report to be signed on its behalf
by the undersigned thereunto duly authorized.



                                          TRUMP ATLANTIC CITY FUNDING, INC.
                                                    (Registrant)


Date: August 14, 1998
                                          By: /s/ NICHOLAS L. RIBIS
                                              ----------------------------------
                                              Nicholas L. Ribis
                                              President
                                              (Duly Authorized Officer and
                                              Principal Financial Officer)


                                       16

<PAGE>

                                   SIGNATURES

     Pursuant to the  requirements  of the  Securities  Exchange Act of 1934, as
amended,  the  registrant has duly caused this report to be signed on its behalf
by the undersigned thereunto duly authorized.



                                          TRUMP ATLANTIC CITY FUNDING II, INC.
                                                     (Registrant)


Date: August 14, 1998
                                          By: /s/ NICHOLAS L. RIBIS
                                              ----------------------------------
                                              Nicholas L. Ribis
                                              President
                                              (Duly Authorized Officer and
                                              Principal Financial Officer)



                                       17

<PAGE>

                                   SIGNATURES

     Pursuant to the  requirements  of the  Securities  Exchange Act of 1934, as
amended,  the  registrant has duly caused this report to be signed on its behalf
by the undersigned thereunto duly authorized.



                                          TRUMP ATLANTIC CITY FUNDING III, INC.
                                                     (Registrant)


Date: August 14, 1998
                                          By: /s/ NICHOLAS L. RIBIS
                                              ----------------------------------
                                              Nicholas L. Ribis
                                              President
                                              (Duly Authorized Officer and
                                              Principal Financial Officer)


                                       18


<TABLE> <S> <C>


<ARTICLE>                     5
<CIK>                         0000897729
<NAME>                        Trump Atlantic City Associates
<MULTIPLIER>                                     1,000
       
<S>                             <C>
<PERIOD-TYPE>                   6-MOS
<FISCAL-YEAR-END>                          DEC-31-1998
<PERIOD-START>                             JAN-01-1998
<PERIOD-END>                               JUN-30-1998
<CASH>                                          86,387
<SECURITIES>                                         0
<RECEIVABLES>                                   79,878
<ALLOWANCES>                                    20,343
<INVENTORY>                                      8,921
<CURRENT-ASSETS>                               189,899
<PP&E>                                       1,735,540
<DEPRECIATION>                                 297,040
<TOTAL-ASSETS>                               1,699,395
<CURRENT-LIABILITIES>                          109,332
<BONDS>                                      1,296,067
                                0
                                          0
<COMMON>                                             0
<OTHER-SE>                                     285,443
<TOTAL-LIABILITY-AND-EQUITY>                 1,699,395
<SALES>                                        463,034
<TOTAL-REVENUES>                               525,627
<CGS>                                                0
<TOTAL-COSTS>                                  294,750<F1>
<OTHER-EXPENSES>                               111,908<F2>
<LOSS-PROVISION>                                 5,423
<INTEREST-EXPENSE>                              77,519
<INCOME-PRETAX>                                (17,897)
<INCOME-TAX>                                         0
<INCOME-CONTINUING>                            (17,897)
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                   (17,897)
<EPS-PRIMARY>                                        0
<EPS-DILUTED>                                        0
        

<FN>
<F1>Includes gaming, lodging, food & beverage and other
<F2>Includes general & administration and depreciation & amortization expenses
</FN>

</TABLE>

<TABLE> <S> <C>


<ARTICLE>                     5
<CIK>                         0001006918
<NAME>                        Trump Atlantic City Funding, Inc.
<MULTIPLIER>                                     1,000
       
<S>                             <C>
<PERIOD-TYPE>                   6-MOS
<FISCAL-YEAR-END>                          DEC-31-1998
<PERIOD-START>                             JAN-01-1998
<PERIOD-END>                               JUN-30-1998
<CASH>                                               0
<SECURITIES>                                         0
<RECEIVABLES>                                   22,500
<ALLOWANCES>                                         0
<INVENTORY>                                          0
<CURRENT-ASSETS>                                22,500
<PP&E>                                       1,222,500
<DEPRECIATION>                                  22,500
<TOTAL-ASSETS>                               1,200,000
<CURRENT-LIABILITIES>                                0
<BONDS>                                              0
                                0
                                          0
<COMMON>                                     1,222,500
<OTHER-SE>                                           0
<TOTAL-LIABILITY-AND-EQUITY>                         0
<SALES>                                              0
<TOTAL-REVENUES>                                     0
<CGS>                                                0
<TOTAL-COSTS>                                        0
<OTHER-EXPENSES>                                     0
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                              67,500
<INCOME-PRETAX>                                      0
<INCOME-TAX>                                         0
<INCOME-CONTINUING>                                  0
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                         0
<EPS-PRIMARY>                                        0
<EPS-DILUTED>                                        0
        

</TABLE>

<TABLE> <S> <C>


<ARTICLE>                     5
<CIK>                         0001052517
<NAME>                        Trump Atlantic City Funding II, Inc.
<MULTIPLIER>                                     1,000
       
<S>                             <C>
<PERIOD-TYPE>                   6-MOS
<FISCAL-YEAR-END>                          DEC-31-1998
<PERIOD-START>                             JAN-01-1998
<PERIOD-END>                               JUN-30-1998
<CASH>                                               0
<SECURITIES>                                         0
<RECEIVABLES>                                    1,406
<ALLOWANCES>                                         0
<INVENTORY>                                          0
<CURRENT-ASSETS>                                 1,406
<PP&E>                                               0
<DEPRECIATION>                                       0
<TOTAL-ASSETS>                                  73,770
<CURRENT-LIABILITIES>                            1,406
<BONDS>                                         72,364
                                0
                                          0
<COMMON>                                             0
<OTHER-SE>                                           0
<TOTAL-LIABILITY-AND-EQUITY>                    73,770
<SALES>                                              0
<TOTAL-REVENUES>                                     0
<CGS>                                                0
<TOTAL-COSTS>                                        0
<OTHER-EXPENSES>                                     0
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                               4,195
<INCOME-PRETAX>                                      0
<INCOME-TAX>                                         0
<INCOME-CONTINUING>                                  0
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                         0
<EPS-PRIMARY>                                        0
<EPS-DILUTED>                                        0
        

</TABLE>

<TABLE> <S> <C>


<ARTICLE>                     5
<CIK>                         0001052519
<NAME>                        Trump Atlantic City Funding III, Inc.
<MULTIPLIER>                                     1,000
       
<S>                             <C>
<PERIOD-TYPE>                   6-MOS
<FISCAL-YEAR-END>                          DEC-31-1998
<PERIOD-START>                             JAN-01-1998
<PERIOD-END>                               JUN-30-1998
<CASH>                                               0
<SECURITIES>                                         0
<RECEIVABLES>                                      469
<ALLOWANCES>                                         0
<INVENTORY>                                          0
<CURRENT-ASSETS>                                   469
<PP&E>                                               0
<DEPRECIATION>                                       0
<TOTAL-ASSETS>                                  24,172
<CURRENT-LIABILITIES>                              469
<BONDS>                                         23,703
                                0
                                          0
<COMMON>                                             0
<OTHER-SE>                                           0
<TOTAL-LIABILITY-AND-EQUITY>                    24,172
<SALES>                                              0
<TOTAL-REVENUES>                                     0
<CGS>                                                0
<TOTAL-COSTS>                                        0
<OTHER-EXPENSES>                                     0
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                               1,398
<INCOME-PRETAX>                                      0
<INCOME-TAX>                                         0
<INCOME-CONTINUING>                                  0
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                         0
<EPS-PRIMARY>                                        0
<EPS-DILUTED>                                        0
        

</TABLE>


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