<PAGE>
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTER ENDED MARCH 31, 1996 COMMISSION FILE NO. 0-23784
KELLEY PARTNERS 1994 DEVELOPMENT
DRILLING PROGRAM
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
TEXAS 76-0419001
(STATE OR OTHER JURISDICTION OF (I.R.S. EMPLOYER
INCORPORATION OR ORGANIZATION) IDENTIFICATION NO.)
601 JEFFERSON ST.
SUITE 1100
HOUSTON, TEXAS 77002
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
Registrant's telephone number, including area code: (713) 652-5200
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days.
Yes X No
----- -----
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<PAGE>
KELLEY PARTNERS 1994 DEVELOPMENT DRILLING PROGRAM
INDEX
PART I. FINANCIAL INFORMATION PAGE
----
Balance Sheets as of March 31, 1996 (unaudited) and December 31, 1995..... 2
Statements of Income for the three months ended March 31, 1996 and
1995 (unaudited)......................................................... 3
Statements of Cash Flows for the three months ended March 31, 1996 and
1995 (unaudited)......................................................... 4
Notes to Financial Statements............................................. 5
Management's Discussion and Analysis of Financial Condition and Results
of Operations............................................................ 6
PART II. OTHER INFORMATION.................................................. 10
1
<PAGE>
PART I. FINANCIAL INFORMATION
KELLEY PARTNERS 1994 DEVELOPMENT DRILLING PROGRAM
BALANCE SHEET
($ IN THOUSANDS)
<TABLE>
<CAPTION>
MARCH 31, DECEMBER 31,
1996 1995
--------- ------------
(UNAUDITED)
<S> <C> <C>
ASSETS:
Cash and cash equivalents....................... $ 9 57
Accounts receivable - trade..................... 255 141
Accounts receivable - affiliates................ 4,058 2,855
Other assets.................................... 9 21
-------- --------
Total current assets.......................... 4,331 3,074
-------- --------
Oil and gas properties, successful efforts
method:
Properties subject to amortization............ 34,516 31,932
Less: Accumulated depreciation, depletion &
amortization................................. (20,677) (19,217)
-------- --------
Total oil and gas properties.................. 13,839 12,715
-------- --------
TOTAL ASSETS..................................... $ 18,170 15,789
-------- --------
-------- --------
LIABILITIES:
Accounts payable and accrued expenses........... $ 2,081 7,533
Accounts payable - affiliates................... 1,078 56
-------- --------
Total current liabilities..................... 3,159 7,589
-------- --------
TOTAL LIABILITIES................................ 3,159 7,589
-------- --------
PARTNERS' EQUITY:
LP unitholders' equity.......................... 1,730 1,985
GP unitholders' equity.......................... 12,003 4,751
Managing and special general partners' equity... 1,278 1,464
-------- --------
TOTAL PARTNERS' EQUITY.......................... 15,011 8,200
-------- --------
TOTAL LIABILITIES AND PARTNERS' EQUITY............ $ 18,170 15,789
-------- --------
-------- --------
</TABLE>
See Notes to Financial Statements.
2
<PAGE>
KELLEY PARTNERS 1994 DEVELOPMENT DRILLING PROGRAM
STATEMENTS OF INCOME
($ IN THOUSANDS, EXCEPT PER UNIT DATA)
(UNAUDITED)
<TABLE>
<CAPTION>
THREE MONTHS ENDED
MARCH 31,
----------------------
1996 1995
---------- ----------
<S> <C> <C>
REVENUES:
Oil and gas sales............................. $4,038 1,531
Interest income............................... 481 821
---------- ----------
Total revenues.............................. 4,519 2,352
-------- --------
COSTS AND EXPENSES:
Lease operating expenses...................... 348 125
Severance taxes............................... 135 92
Exploration and dry hole costs................ 155 293
General and administrative expenses........... 226 92
Depreciation, depletion and amortization...... 1,402 1,197
---------- ----------
Total costs and expenses.................... 2,266 1,799
---------- ----------
NET INCOME...................................... $ 2,253 553
---------- ----------
---------- ----------
NET INCOME ALLOCABLE TO LP UNITHOLDERS
AND GP UNITHOLDERS............................. $ 2,164 531
---------- ----------
---------- ----------
NET INCOME ALLOCABLE TO MANAGING AND
INDIVIDUAL GENERAL PARTNERS.................... $ 89 22
---------- ----------
---------- ----------
NET INCOME PER UNIT............................. $ .11 $ .02
---------- ----------
---------- ----------
Average units outstanding....................... 20,864,414 20,864,414
---------- ----------
---------- ----------
</TABLE>
See Notes to Financial Statements.
3
<PAGE>
KELLEY PARTNERS 1994 DEVELOPMENT DRILLING PROGRAM
STATEMENT OF CASH FLOWS
(IN THOUSANDS)
(UNAUDITED)
<TABLE>
<CAPTION>
THREE MONTHS ENDED
MARCH 31,
------------------
1996 1995
------ ------
<S> <C> <C>
OPERATING ACTIVITIES:
Net income......................................... $ 2,253 553
Adjustments to reconcile net income to net cash
used in operating activities:
Depreciation, depletion and amortization......... 1,402 1,197
Dry hole costs................................... (30) (9)
Changes in operating assets and liabilities:
Increase in accounts receivable................ (1,317) (1,297)
Decrease in other assets....................... 12 5
Decrease in accounts payable and accrued
expenses...................................... (4,430) (109)
------- ------
Net cash provided by (used in) operating
activities........................................ (2,110) 340
------- ------
INVESTING ACTIVITIES:
Purchases of property and equipment................ (2,554) (4,731)
Sale of non-current assets......................... 58 -
------- ------
Net cash used in investing activities.............. (2,496) (4,731)
------- ------
FINANCING ACTIVITIES:
Capital contributed by partners.................... 7,505 4,535
Distribution of uncommitted capital................ (340) -
Syndication costs charged to equity................ - (9)
Distributions...................................... (2,607) (869)
------- ------
Net cash provided by financing activities.......... 4,558 3,657
------- ------
Decrease in cash and cash equivalents................ (48) (734)
Cash and cash equivalents, beginning of period....... 57 762
------- ------
Cash and cash equivalents, end of period............. $ 9 28
------- ------
------- ------
</TABLE>
See Notes to Financial Statements.
4
<PAGE>
KELLEY PARTNERS 1994 DEVELOPMENT DRILLING PROGRAM
NOTES TO FINANCIAL STATEMENTS
NOTE 1 - BASIS OF PRESENTATION
The accompanying financial statements of Kelley Partners 1994
Development Drilling Program (the "Partnership") have been prepared in
accordance with generally accepted accounting principles and, in the opinion
of management, reflect all adjustments (consisting of normal recurring
adjustments) necessary for a fair statement of the results for the interim
periods presented. The accounting policies followed by the Partnership are
set forth in Note 1 to the financial statements included in its Annual Report
on Form 10-K for the year ended December 31, 1995.
5
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
GENERAL
PARTNERSHIP CAPITALIZATION. On February 28, 1994, the Partnership
completed a public offering of 20,864,414 Units at a purchase price of $3.00
per Unit. As of March 31, 1996, Partnership capital aggregating $41,357,731
was provided through initial and deferred subscriptions for Units, together
with $2,580,897 for general partner contributions. In accordance with its
undertaking to purchase all unsubscribed and unpaid Units, Kelley Oil
Corporation, the managing general partner of the Partnership ("Kelley Oil"),
subscribed for 19,163,889 Units or 91.9% of the total outstanding Units.
Kelley Oil did not have adequate current liquidity or capital resources to
fund its entire subscription commitment by the end of the deferred payment
period in November 1994. Subsequent contributions are being made by Kelley
Oil, together with interest at a market rate, as funds are needed for the
Partnership's drilling activities. After giving effect to a required
reduction of Partnership capital to reflect a distribution of uncommitted
funds to Unitholders other than Kelley Oil (the "Public Unitholders") in
March 1996, Kelley Oil's outstanding subscription commitment was $13,627,101
million as of the date of this Report. See "Liquidity and Capital Resources"
below.
DRILLING OPERATIONS. As of May 6, 1996, the Partnership had participated
in drilling 60 wells, of which 56 gross (17.97 net) wells were productive and
4 gross (2.67 net) wells were dry. A total of 11 wells were producing to
sales by the end of 1994, 38 wells were on stream at December 31, 1995 and 15
wells were brought into production in the first four months of 1996. The
Partnership plans to drill a total of 34 new proved undeveloped locations in
north Louisiana during 1996. In addition, another 14 proved undeveloped
locations in north Louisiana have been allocated to the Partnership for
drilling after 1996. As of the date of this Report, 12 of the allocated wells
have been drilled at a 100% completion rate. For the balance of its drilling
program, there are no south Louisiana drilling rights committed to the
Partnership. Consistent with historical arrangements, drilling activities are
being allocated and financed two-thirds by the Partnership and one-third by
Kelley Oil & Gas Corporation, the parent company of Kelley Oil ("KOGC").
HEDGING ACTIVITIES. KOGC periodically uses forward sales contracts and
derivative financial instruments covering natural gas to reduce exposure to
downward price fluctuations on natural gas production of KOGC and its
subsidiaries, including the Partnership (collectively, the "Kelley Group").
The swap agreements generally provide for the Kelley Group to receive or make
counterparty payments on the differential between a fixed price and a
variable indexed price for natural gas. Gains and losses realized by the
Partnership under the swap arrangements and proceeds from forward sales
contracts are included in oil and gas revenues. Through a combination of
natural gas swap agreements and forward sales contracts, 52.4% of the Kelley
Group's natural gas production for the first quarter of 1996 was affected by
hedging transactions at an average Nymex quoted price of $2.16 per MMBtu,
before transaction costs and transportation costs on gas delivered under
forward sales contracts. As of April 30, 1996, approximately 32.0% of the
Kelley Group's anticipated natural gas production for the balance of 1996 has
been hedged at an average Nymex quoted price of $2.19 per MMBtu, before
transaction and transportation costs. Additionally, the Kelley Group has
secured a price floor on 11.0% of estimated production for the remainder of
the year at a price of $1.99 per MMBtu, after transaction costs. The Kelley
Group's hedging strategy for 1996 will seek to mitigate price risk and ensure
that financial goals are achieved and obligations are met, although the
strategy may deprive the Partnership of some short term price upside under
volatile market conditions.
CONTOUR TRANSACTION. In February 1996, KOGC completed an equity private
placement with Contour Production Company L.L.C. ("Contour") for $48 million
of common stock, providing Contour with 49.8% of KOGC's voting power (the
"Contour Transaction"). As part of the Contour Transaction, John F. Bookout,
President of Contour, and other executives named by him assumed senior
management positions with KOGC and Kelley Oil, and designees of Contour
obtained a majority of the seats on KOGC's board of directors.
6
<PAGE>
RESULTS OF OPERATIONS
QUARTERS ENDED MARCH 31, 1996 AND 1995. Oil and gas revenues of
$4,038,000 in the first quarter of 1996 increased 163.7% compared to
$1,531,000 in the corresponding quarter last year. During the first quarter
of 1996, production of natural gas, the dominant factor in the Partnership's
revenues, increased 93.5% from 834,000 Mcf in the year-earlier quarter to
1,614,000 Mcf, while the average price of natural gas increased 47.2% to 2.37
per Mcf from $1.61 per Mcf in the first quarter of 1995. Production of crude
oil in the first quarter of 1996 totaled 12,510 barrels, with an average
sales price of $20.20 per barrel compared to 11,023 barrels at $14.72 per
barrel in the first quarter of 1995, representing a volume and price
increases of 13.5% and 37.2%, respectively. The increase in revenues and
production from first quarter 1995 levels resulted from higher oil and gas
prices partially offset by hedging activities and the Partnership's
completion of 29 wells brought on line since March 31, 1995. See
"General--Hedging Arrangements."
Lease operating expenses and severance taxes were $483,000 in the
current quarter versus $217,000 in the first quarter of 1995, an increase of
122.6%, reflecting the increased level of production. On a unit of
production basis, these expenses increased to $.29 per Mcfe in the first
quarter of 1996 from $.24 per Mcfe in the same quarter last year.
The Partnership expensed exploration and dry hole costs in the first
quarters of 1996 and 1995 aggregating $155,000 and $293,000, respectively,
primarily reflecting the reduction in exploratory activities during both
interim periods. Most of the Partnership's drilling expenditures in the first
quarters of 1996 and 1995 were incurred for development wells and were
therefore capitalized.
General and administrative expenses of $226,000 in the first quarter of
1996 increased 145.7% from $92,000 in same quarter last year, reflecting the
Partnership's share of administration costs associated with development
operations of the Partnership and other partnerships managed by Kelley Oil.
On a unit of production basis, these expenses increased to $.13 per Mcfe in
the current quarter from $.10 per Mcfe in the first quarter of 1995.
Depreciation, depletion and amortization ("DD&A") increased 17.1% from
$1,197,000 in the first quarter of 1995 to $1,402,000 in the current quarter,
primarily as a result of increased production largely offset by lower
depletion rates following the Partnership's recognition of noncash impairment
charges aggregating $10,914,000 in the fourth quarter of 1995 against the
carrying value of its oil and gas properties under the Financial Accounting
Standards Board's Statement No. 121, Accounting for the Impairment of
Long-Lived Assets. On a unit of production basis, DD&A decreased from $1.33
per Mcfe in the first quarter 1995 to $.83 per Mcfe in the current quarter.
The Partnership realized net income of $2,253,000 or $.11 per Unit for
the first quarter of 1996 and $553,000 or $.02 per Unit in the year-earlier
quarter, reflecting the foregoing developments. Net available cash from
Partnership operations, representing its net income plus exploration and dry
hole costs and noncash charges for DD&A, aggregated $3,810,000 or $.18 per
Unit in the current quarter compared to $2,043,000 or $.09 per Unit in the
first quarter of 1995.
The results of operations for the quarter ended March 31, 1996 are not
necessarily indicative of the Partnership's operating results to be expected
for the full year.
LIQUIDITY AND CAPITAL RESOURCES
LIQUIDITY. Net cash used in the Partnership's operating activities
during the first quarter of 1996, as reflected on its statement of cash
flows, totaled $2,110,000. The Partnership's cash position was increased
during the quarter by payments of subscriptions for Units and general partner
contributions aggregating $7,505,000. During the quarter, funds were used in
investing and financing activities comprised primarily of property and
equipment expenditures of $2,554,000 for development of the Partnership's oil
and gas properties and distributions to partners aggregating
7
<PAGE>
$2,607,000. As a result of these activities, the Partnership's cash and cash
equivalents decreased from $57,000 at December 31, 1995 to $9,000 at March
31, 1996.
CAPITAL RESOURCES. The Partnership Agreement contemplates pro rata
contributions from the Unitholders and the general partners of $62,593,242
(96.04%) and $2,580,897 (3.96%), respectively, or an aggregate of $65,174,139
("Contemplated Capital"). Under the deferred payment option applicable to
investments in the Partnership exceeding $10,000, deferred subscriptions for
Units and the general partners' deferred contributions were payable when
called by Kelley Oil during the period ended November 30, 1994. Kelley Oil
initially subscribed for 18,821,655 Units in addition to its 3.94% general
partner interest in the Partnership. Following defaults by Public Unitholders
on a total of 342,234 Units, the defaulted Units were subscribed by Kelley
Oil in accordance with its undertaking in the Partnership Agreement. This
increased Kelley Oil's total subscription commitment to $60,059,529 or 92.15%
of the Partnership's total committed capital (the "KOIL Share"), with the
Public Unitholders committing for the balance or 7.85% of the total committed
capital (the "Public Share").
The Partnership Agreement requires any contributions of the partners not
used or committed to be used for drilling activities during the two-year
period ended February 29, 1996, except for necessary operating capital, to be
distributed to the partners on a pro rata basis as a return of capital. For
this purpose, "committed for use" means funds that have been contracted or
allocated by Kelley Oil for drilling, completion or other Partnership
activities, and "necessary operating capital" means funds that, in the
opinion of Kelley Oil, should remain in reserve to assure the continued
operation of the Partnership.
From its inception through December 31, 1995, a total of $43.7 million
was expended on Partnership activities, including syndication costs. For the
balance of the Partnership's drilling program, a total of $15.5 million has
been contracted or allocated for drilling an additional 34 wells during 1996
and 14 proved undeveloped locations thereafter, plus $1.5 million for
drilling overruns, contingencies and necessary operating capital. The
expenditures through 1995 plus these budgeted expenditures aggregate $60.7
million ("Committed Expenditures"). Accordingly, the Contemplated Capital
exceeded the Committed Expenditures by $4.4 million or .20 per Unit. The
Public Share of the excess Contemplated Capital aggregating $340,105 was
distributed to the Public Unitholders as a return of capital in March 1996.
As of the date of this Report, Kelley Oil had contributed $42,428,457 to
the Partnership, together with interest at a market rate on the portion of
its commitment that remained outstanding after November 1994. After giving
effect to the reduction in Contemplated Capital under the Partnership
Agreement, the KOIL Share of Committed Expenditures is $56.0 million. Because
this exceeds its total contribution to date, Kelley Oil did not receive any
distribution of uncommitted capital. Kelley Oil intends to contribute the
unfunded portion of its commitment, together with interest at a market rate,
as funds are needed for completion of the Partnership's drilling program.
Kelley Oil anticipates that its remaining contributions will be adequate to
fund the Partnership's capital expenditure requirements for the balance of
its drilling program.
During 1995, the Partnership and its operating joint venture (the "Joint
Venture") were guarantors under the Kelley Group's revolving credit facility
(the "Prior Credit Facility"). In February 1996, KOGC repaid outstanding
borrowings of $30 million under the Prior Credit Facility with proceeds from
the Contour Transaction. See "Recent Developments--Contour Transaction"
above. In connection with the Contour Transaction, KOGC replaced the Prior
Credit Facility with a new $35 million revolving credit facility agented by
Texas Commerce Bank National Association ("Credit Facility"). The borrowers
under the Credit Facility are Kelley Oil and Kelley Operating, with KOGC, the
Partnership and KOGC's other subsidiary partnerships as guarantors. The
Credit Facility is secured by all the oil and gas properties and other assets
of the Kelley Group, including the Partnership and the Joint Venture. The
agreement covering the Credit Facility provides various financial covenants
as well as restrictions on additional debt, mergers and asset sales, but
limits the lenders' recourse upon any default to Partnership and Joint
Venture assets attributable to Kelley Oil's interests in the Partnership.
8
<PAGE>
DISTRIBUTION POLICY. The Partnership maintains a policy of distributing
the maximum amount of its net available cash to Unitholders on a quarterly
basis. For these purposes, net available cash is generally defined as the net
operating cash flow of the Partnership after deducting working capital
requirements. The Partnership made four quarterly distributions in 1995
aggregating $.33 per Unit or a total of $6,885,257, together with $283,899 to
the General Partners for their general partner interests. In January and May
1996, the Partnership made quarterly distributions of $.12 per Unit and $.18
per Unit, respectively (aggregating $6,259,324), together with $258,090 to
the general partners. The distributions in each quarter generally represented
substantially all of the Partnership's net available cash from prior quarter
operations. The Partnership intends to continue making quarterly
distributions consistent with its cash distribution policy.
Net available cash per Unit from operations in the first quarters of
1996 and 1995 was determined as follows:
(UNAUDITED)
<TABLE>
<CAPTION>
THREE MONTHS ENDED
MARCH 31,
------------------
1996 1995
------- ------
<S> <C> <C>
Net income per Unit............................... $.11 .02
Depreciation, depletion and amortization charges
per Unit......................................... .06 .06
Exploration and dry hole costs per Unit........... .01 .01
---- ----
Net available cash per Unit..................... $.18 .09
---- ----
---- ----
</TABLE>
9
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PART II. OTHER INFORMATION
ITEM 5. OTHER INFORMATION
Initial test results for wells completed in the first quarter of 1996
are summarized in the following table.
INITIAL TEST RESULTS(1)
FROM
FIRST QUARTER 1996 COMPLETIONS
<TABLE>
<CAPTION>
THOUSAND
WELL NAME /64" FLOWING CUBIC BARRELS
FIELD NAME COMPLETION RESERVOIR CHOKE TUBING FEET OIL WORKING
PARISH, STATE DATE COMPLETED PERFORATIONS SIZE PRESSURE PER DAY PER DAY INTEREST
- -------------------------- ---------- ----------- ------------ ----- -------- -------- ------- --------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Hamner #3 - Alt 1/27/96 Hosston 7589- 18 3,300 7,000 30 .14413821
Ada 8598 (OA)
Bienville
Lyles #2 - Alt 3/21/96 Hosston 7269- 18 1,350 1,424 240 .26122214
Sailes A & B 10034 (OA)
Bienville
Placid Oil "8" #1 - Alt 3/4/96 Hosston 7266- 15 2,300 3,971 80 .34555567
Sailes A & B 9482 (OA)
Bienville
Kilpatrick #1 - Alt 1/11/96 Hosston 7294- 18 1,370 2,180 60 .44906643
Sailes A & B 9173 (OA)
Bienville
Fogle etal #2 3/4/96 Hosston 6991- 48 960 2,387 5 .28885956
Sibley A & B 8977 (OA)
Webster
Alford #1 - Alt 1/13/96 Hosston B 7772- 37 1,680 14,283 35 .16535208
Sibley 8647 (OA)
Webster
Effie Smith "B" #2 - Alt 1/16/96 Hosston 7035- 16 2,300 4,711 7 .27815251
Sibley A & B 8800 (OA)
Webster
O.L. McConathy #2 - Alt 2/19/96 Hosston 7825- 20 3,250 9,200 60 .15616407
West Bryceland A & B 9537 (OA)
Bienville
Jones etal #1 - Alt 3/6/96 Hosston A 7194- 16 1,800 3,049 13 .28786969
Ada 7471
Bienville
Boyet #1 1/23/96 Glen Rose 4588- 11 175 - 42 .03245648
Sibley 4590
Webster
Glass Est D #1 - Alt 1/28/96 Hosston B 7741- 22 2,950 9,990 20 .06485960
Sibley 8574
Webster
Reed B #2 - Alt 2/21/96 Hosston B 7886- 18.5 3,000 7,505 35 .16645114
Sibley 8627
Webster
Smith G #1 3/22/96 Hosston B 8299- 17 2,450 4,539 16 .32935669
Ada 8814
Webster
</TABLE>
____________________
(1) Reflects initial test results reported under state reporting requirements
and may not be indicative of actual producing rates to sales.
10
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ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) EXHIBITS. None.
(b) REPORTS ON FORM 8-K. The Partnership filed a Current Report on Form
8-A dated February 15, 1996 covering the Contour Transaction and a change in
its independent accountants.
11
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this Report to be signed on its behalf by the
undersigned thereunto duly authorized.
KELLEY PARTNERS 1994
DEVELOPMENT DRILLING PROGRAM
By: KELLEY OIL CORPORATION
Managing General Partner
Date: May 9, 1996 By: /s/ WILLIAM C. RANKIN
--------------------------------
William C. Rankin,
Senior Vice President and
Chief Financial Officer
(Duly Authorized Officer)
(Principal Financial Officer)
12
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> MAR-31-1996
<CASH> 9
<SECURITIES> 0
<RECEIVABLES> 4,313
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 9
<PP&E> 34,516
<DEPRECIATION> 20,677
<TOTAL-ASSETS> 18,170
<CURRENT-LIABILITIES> 3,159
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 15,011
<TOTAL-LIABILITY-AND-EQUITY> 18,170
<SALES> 4,038
<TOTAL-REVENUES> 4,519
<CGS> 0
<TOTAL-COSTS> 2,266
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 2,253
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 2,253
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
