SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
Amendment No. 1
(Mark One)
___X___ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1998
OR
______ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
Commission File Number 0-28340
AMERICAN TAX-EXEMPT BOND TRUST
(Exact name of registrant as specified in its governing instrument)
Delaware 13-7033312
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
625 Madison Avenue, New York, New York 10022
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (212) 421-5333
Securities registered pursuant to Section 12(b) of the Act:
None
Securities registered pursuant to Section 12(g) of the Act:
None
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes X No ___
Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. [X]
DOCUMENTS INCORPORATED BY REFERENCE
Registrant's prospectus dated November 1, 1994, as filed with the
Commission pursuant to Rule 424(b) of the Securities Act of 1933, but only to
the extent expressly incorporated by reference in Parts I, II, III and IV.
Index to exhibits may be found on page 29
<PAGE>
Item 14. Financial Statements and Supplementary Data.
FINANCIAL STATEMENTS AND
INDEPENDENT AUDITORS'REPORT
CASSELBERRY-OXFORD ASSOCIATES
LIMITED PARTNERSHIP
DBA REFLECTIONS APARTMENTS
(A MARYLAND LIMITED PARTNERSHIP)
DECEMBER 31,1998
<PAGE>
Casselberry-Oxford Associates Limited Partnership
TABLE OF CONTENTS
<TABLE>
<CAPTION>
PAGE
<S> <C>
INDEPENDENT AUDITORSREPORT 3
FINANCIAL STATEMENTS
BALANCESHEET 4
STATEMENTS OF OPERATIONS 5
STATEMENT OF PARTNERS' EQUITY (DEFICIT) 6
STATEMENT OF CASH FLOWS 7
NOTES TO FINANCIAL STATEMENTS 8
</TABLE>
<PAGE>
INDEPENDENT AUDITORS'REPORT
To the Partners
Casselberry-Oxford Associates Limited Partnership
We have audited the accompanying balance sheet of Casselberry-Oxford
Associates Limited Partnership as of December 31, 1998, and the related
statements of operations, partners' equity (deficit) and cash flows for the
year then ended. These financial statements are the responsibility of the
partnership's management. Our responsibility is to express an opinion on
these financial statements based on our audit.
We conducted our audit in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free
of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements.
An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audit provides a
reasonable basis for our opinion.
In our opinion, the financial statements referred to above present
fairly, in all material respects, the financial position of
Casselberry-Oxford Associates Limited Partnership as of December 31, 1998,
and the results of its operations, changes in partners' equity (deficit) and
its cash flows for the year then ended, in conformity with generally accepted
accounting principles.
/S/ REZNICK FEDDER & SILVERMAN
Bethesda, Maryland
January 22, 1999
-3-
<PAGE>
Casselberry-Oxford Associates Limited Partnership
BALANCESHEET
December 31, 1998
<TABLE>
<CAPTION>
ASSETS
<S> <C> <C>
INVESTMENT IN PROPERTY AND EQUIPMENT
Property and equipment $ 6,487,527
OTHER ASSETS
Cash and cash equivalents 253,838
Tenant receivables 1,003
Due from Oxford 19,116
Tenant security deposits - funded 62,011
Prepaid expenses 10,000
Mortgage escrow deposits 91,207
Reserve for replacements 29,801
Unamortized costs 321,247
-------------
$ 7,275,750
=============
LIABILITIES AND PARTNERS'EQUITY (DEFICIT)
LIABILITIES APPLICABLE TO INVESTMENT IN PROPERTY AND EQUIPMENT
Mortgage note payable $ 10,700,000
Accrued interest payable 82,925
-------------
10,782,925
OTHER LIABILITIES
Accounts payable 3,564
Tenant security deposits 59,686
Deferred rental revenue 6,254
Accrued investor services fee 7,000
Working capital loan (includes accrued interest
of $262,178) 1,081,278
Operating expense loan (includes accrued interest
of $67,280) 1,233,909
Loan payable 347,177
Deferred management fees 148,460
Subordinated management fees 67,468
Subordinated loan payable 153,843
-------------
13,891,564
PARTNERS'EQUITY (DEFICIT)
Capital contributions $ 5,835,310
Less: Nonamortizable costs 439,499
--------------
5,395,811
Cumulative cash distributions (334,692)
Cumulative income (losses) (11,676,933) (6,615,814)
-------------- -------------
$ 7,275,750
=============
See notes to financial statements
</TABLE>
-4-
<PAGE>
Casselberry-Oxford Associates Limited Partnership
STATEMENT OF OPERATIONS
Year ended December 31, 1998
<TABLE>
<S> <C> <C>
Gross potential rental revenue 2,436,921
Less vacancies and allowances 120,507
-------------
Net rental revenue 2,316,414
Interest income 10,672
Other income 115,084
-------------
Total operating revenue 2,442,170
-------------
Operating expenses
Renting $ 33,772
Administrative 258,475
Maintenance and operating 522,898
Utilities 170,730
Taxes 224,628
Insurance 80,038 1,290,541
-------------- -------------
Mortgage interest 996,397
Interest on advances and loans 88,820
Depreciation 230,306
Amortization 46,034
Financing fees 15,500
investor services fees 8,991
Other partnership expenses 8,665 1,394,713
-------------- -------------
Total expenses 2,685,254
-------------
Net income (loss) (243,084)
=============
</TABLE>
See notes to financial statements
-5-
<PAGE>
<TABLE>
<CAPTION>
Casselberry-Oxford Associates Limited Partnership
STATEMENT OF PARTNERS'EQUITY (DEFICIT)
Year ended December 31, 1998
Gross Less Net Cumulative
capital nonamortizable capital cash Cumulative Partners'
contributions costs contributions distributions income (losses) equity (deficit)
------------- -------------- ------------- ------------- --------------- ----------------
<S> <C> <C> <C> <C> <C> <C>
Partners' equity (deficit)
l/l/98 $ 5,835,310 $ (439,499) $ 5,395,811 $ (324,745) $(11,433,849) $(6,362,783)
Cash
distributions - - - (9,947) - (9,947)
Net income (loss) - - - - (243,084) (243,084)
----------- ---------- ----------- ---------- ------------ -----------
Partners' equity (deficit)
12/31/98 $ 5,835,310 $ (439,499) $ 5,395,811 $ (334,692) $(11,676,933) $(6,615,814)
=========== ========== =========== ========== ============ ===========
</TABLE>
See notes to financial statements
-6-
<PAGE>
Casselberry-Oxford Associates Limited Partnership
STATEMENT OF CASH FLOWS
Year ended December 31, 1998
<TABLE>
<S> <C>
Cash flows from operating activities
Net income (loss) $ (243,084)
Adjustments to reconcile net income (loss) to net
cash provided by (used in) operating activities
Depreciation 230,306
Amortization 46,034
Changes in asset and liability accounts
(Increase) decrease in assets
Tenant receivables 3,292
Other accounts receivable 4,215
Mortgage escrow deposits (11,070)
Tenant security deposits - net 1,057
Increase (decrease) in liabilities
Accounts payable (42,504)
Accrued interest - working capital loan 88,820
Deferred rental revenue (19,748)
--------------
Net cash provided by (used in) operating activities 57,318
--------------
Cash flows from investing activities
Net disbursements from (deposits to) reserve for replacements (29,294)
Net disbursements from (deposits to) capital expenditure reserve 0
Investment in property and equipment (18,319)
--------------
Net cash provided by (used in) investing activities 44,907
--------------
Cash flows from financing activities
Proceeds from (principal payments on) working capital advances (3,234)
Distributions to partners (9,947)
--------------
Net cash provided by (used in) financing activities (13,181)
--------------
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 89,044
Cash and cash equivalents, beginning 164,794
--------------
Cash and cash equivalents, end $ 253,838
==============
Supplemental disclosures of cash flow information:
Cash paid during the year for interest $ 996,397
==============
</TABLE>
See notes to financial statements
-7-
<PAGE>
Casselberry-Oxford Associates Limited Partnership
NOTES TO FINANCIAL STATEMENTS
December 31, 1998
NOTE I - ORGANIZATION
Casselberry-Oxford Associates Limited Partnership, a Maryland limited
partnership, was formed January 1, 1983 to acquire an interest in real
property located in Casselberry, Florida and to construct and operate a 336
unit rental housing community known as Reflections Apartments. The
partnership will continue to operate until December 31, 2036, unless
dissolved earlier in accordance with the partnership agreement. The
partnership has entered into an agreement, which governs the rental, sale,
and conversion of the units with the Orange County Housing Finance Authority
of the State of Florida, and Suntust Bank, Central Florida, National
Association. The agreement provides for, among other things, the rental of at
least 20% of the units to tenants whose income does not exceed 80% of the
median area income. This restriction is necessary in order for the
partnership to comply with the provisions of the Internal Revenue Code
governing preservation of the tax exempt status ofthe bonds issued by the
Orange County Housing Finance Authority.
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
A summary of the significant accounting policies applied in the preparation
of the financial statements follows.
Use of Estimates
The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions
that affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements and
the reported amounts of revenue and expenses during the reporting period.
Actual results could differ from those estimates.
Rental Income
Rental income is recognized as rentals become due. Rental payments received
in advance are deferred until earned. All leases between the partnership and
the tenants of the property are operating leases.
-8-
<PAGE>
Casselberry-Oxford Associates Limited Partnership
NOTES TO FINANCIAL STATEMENTS - CONTINUED
December 31, 1998
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
Cash Equivalents
The partnership invests substantially all of its available cash in the
operating bank account in an overnight investment in commercial paper which
is considered to be a cash equivalent. At December 31, 1998, $226,528 was
invested.
Depreciation
Depreciation is provided for in amounts sufficient to relate the cost of
depreciable assets to operations over their estimated service lives on a
straight-line basis for financial reporting purposes. Accelerated lives and
methods are used for income tax purposes.
Unamortized Costs
Permanent financing costs are being amortized on the straight-line method
over the term of the mortgage.
Nonamortizable Costs
The partnership has determined that nonarnortizable costs of $439,499,
attributable to the issuing and marketing of limited partnership interests,
are a direct reduction of capital.
Income Taxes
No provision or benefit for income taxes has been included in these financial
statements since the taxable income or loss passes through to, and is
reportable by, the partners on their respective income tax returns.
NOTE 3 - RELATED PARTY TRANSACTIONS
The general partners of the partnership are OAMCO VII, L.L.C. and Leo E.
Zickler.
The general partners are officers and/or affiliates of Oxford Development
Corporation (Oxford), Oxford Holding Corporation (OHC), Oxford Realty
Financial Group, Inc. (ORFG), or Apartment Investment and Management
Company (AIMCO).
-9-
<PAGE>
Casselberry-Oxford Associates Limited Partnership
NOTES TO FINANCIAL STATEMENTS - CONTINUED
December 31, 1998
NOTE 3 - RELATED PARTY TRANSACTIONS (Continued)
The following items were paid or are payable to Oxford, OHC, ORFG, AIMCO or
their affiliates from operating revenues or distributable net cash flow.
Property Management Fee
The partnership has entered into an agreement with NHP Management Company, an
affiliate of AIMCO, to provide property management services to the
partnership. The fee for such services is equal to 3.36% of gross collections
which was $80,547 in 1998. The agreement expires December 31, 1999, at which
time it can be automatically renewed for one year periods, subject to certain
limitations.
Deferral of Fees
In prior years, NHP Management Company was required to defer a portion of the
property management fees. At December 31, 1998 the cumulative amount deferred
was $45,287 and is included in deferred management fees. Additionally, Oxford
Management Company, Inc. (OM[C), the former property management agent, had
also deferred management fees of $ 87,745 in prior years.
These deferred fees are payable without interest from distributable net cash
flow (note 7) or from the proceeds of sale or refinancing, after certain
priorities.
Subordination of Fees
In 1987, OMC agreed to subordinate $67,468 of its management fees. This
amount is repayable to OMC, without interest, from distributable net cash
flow (note 7) or proceeds of sale or refinancing of the project, after
certain priorities.
Accounting and Data Processing Fee
NHP Management Company receives an accounting and data processing fee of
$1.49 per unit per month. A fee of $6,015 was paid in 1998.
-10-
<PAGE>
Casselberry-Oxford Associates Limited Partnership
NOTES TO FINANCIAL STATEMENTS - CONTINUED
December 31, 1998
NOTE 3 - RELATED PARTY TRANSACTIONS (Continued)
Administrative Fee
NHP Management Company receives an annual fee of $895 for preparation of
workpapers and account analyses for the audit firm.
Incentive Management Fee
The general partners and/or their affiliates receive an incentive management
fee payable from distributable net cash flow after certain priorities (note
7). No fee was earned in 1998.
Capital Improvement Consulting. Oversight, and Administrative (CICOA) Fee
NBP Management Company earns a fee for its services in special planning and
oversight in connection with capital improvements made to the rental
property. The fee is 7.46% ofthe actual costs of certain capital
improvements, subject to certain limitations, and is payable to NHP
Management Company from operating revenue. The fee earned in 1998 was
$14,129.
Cash Management Fee
NHP Management Company receives a cash management fee for managing and
investing partnership funds. The fee is 1. 12% of the average monthly
investment portfolio (computed on an annualized basis) managed by NBP
Management Company. The fee earned by NHP Management Company in 1998 was
$3,217 and was offset against interest income.
Asset Mana2ement Fees
The partnership has entered into an Asset Management Agreement with ORFG to
provide certain supervisory and asset management services to the partnership,
which previously had been provided by the former property management agent,
Oxford Management Company, Inc. (OMC), but are not provided by NHP Management
Company, including overseeing the property manager. A portion of the fee
earned for such services in 1998 was $35,770, representing an amount equal to
34.1% of all the above-referenced fees payable to NHP Management Company, and
is currently payable as an operating expense.
-11-
<PAGE>
Casselberry-Oxford Associates Limited Partnership
NOTES TO FINANCIAL STATEMENTS - CONTINUED
December 31, 1998
NOTE 3 - RELATED PARTY TRANSACTIONS (Continued)
Asset Management Fees (Continued)
In prior years, ORFG was required to defer a portion of this fee. As of
December 31, 1998, the cumulative amount deferred was $15,428 and is included
in deferred management fees.
Additionally under this agreement, ORFG eams a fee equal to 1% of the gross
receipts ("supplemental fee"). The supplemental fee is deferred and is
payable from distributable net cash flow (note 7). Any unpaid supplemental
fee will bear interest at 2% per annum over the prime rate as charged by
Citibank (7.75% at December 31, 1998). No supplemental fee was expensed in
1998.
Management estimates that projected future cash flow will not be sufficient
to pay the supplemental fee. Consequently, the partnership has ceased accrual
of this fee. If, in the future, the partnership determines that projected
cash flow is sufficient to pay this fee, the partnership will accrue any
prior year's fees and interest thereon at that time.
Investor Services Fee
An investor services fee is payable annually on a cumulative basis to ORFG
for its services in preparing necessary reports for the investor limited
partners and in communicating with them concerning the partnership's affairs.
The fee may be increased by the same percentage as the average percentage
increase in the project's rent. A fee of $8,991 was expensed and paid in
1998.
Prior to January 1, 1994, Oxford Equities Corporation (OEQ was the servicer
ofthis information. The balance due OEC at December 31, 1998 was $7,000.
Due from Oxford
When OMC provided property management services to the partnership, the
employees of the partnership were paid through a common paymaster, Oxford
Realty Services Corporation (ORSQ. The partnership had a deposit with ORSC of
$19,116 which represented approximately the amount advanced by ORSC to fund
payroll before being reimbursed by the partnership. This deposit will be
refunded by ORSC in accordance with the Payroll Reimbursement Agreement.
-12-
<PAGE>
Casselberry-Oxford Associates Limited Partnership
NOTES TO FINANCIAL STATEMENTS - CONTINUED
December 31, 1998
NOTE 3 - RELATED PARTY TRANSACTIONS (Continued)
The following loans have been made to the partnership by Oxford or its
affiliates.
Working Cgpital Loan
Oxford has provided working capital loans to the partnership. Repayment of
this loan is subordinated to certain priority returns to the Preferred ILPs
(note 7), with the unpaid balance accruing interest at a simple rate equal to
10% per annum. Interest of $88,820 was expensed in 1998. As of December 31,
1998, the amount due Oxford was $1,081,278 which includes accrued interest of
$262,178.
Operating Expense Loan
Pursuant to a loan and incentive fee agreement between OMC and the
partnership, OMC has agreed to provide an operating expense loan. OMC has
advanced $1,233,909 asof December 31, 1998 which includes accrued interest of
$67,280. Pursuant to an earlier agreement no additional interest will be
charged. The loan is repayable from distributable net cash flow (note 7) or
proceeds of the sale or refinancing of the project, after certain priorities.
OMC is not required to make additional operating expense loans as the term of
this obligation has expired.
Subordinated Loan Pgyable
During 1988, a collateral security account flinded by Oxford, in the amount
of $153,843 was drawn to pay mortgage interest of the partnership. This
amount is repayable to Oxford, without interest, upon sale or refinancing of
the project, after certain priorities.
Amounts outstanding on the above notes and loans at the time of sale or
refinancing of the project or the dissolution of the partnership are payable
from the proceeds of such sale, refinancing or partnership liquidation.
-13-
<PAGE>
Casselberry-Oxford Associates Limited Partnership
NOTES TO FINANCIAL STATEMENTS - CONTINUED
December 31, 1998
NOTE 4 - PROPERTY AND EQUIPMENT
Property and equipment are stated at cost, net of accumulated depreciation,
and at December 3 1, 1998 consisted of the following:
<TABLE>
<S> <C>
Land $ 700,000
Buildings 9,173,606
Building equipment 1,616,897
--------------
11,490,503
Less accumulated depreciation (5,002,976)
--------------
$ 6,487,527
==============
</TABLE>
NOTE 5 - MORTGAGE NOTE PAYABLE
The mortgage note payable in the amount of $10,700,000, was financed by the
1995 Series Tax Exempt Refunding Bonds issued by Orange County Housing
Finance Authority. Debt service payments on the mortgage loan are made
directly to the sole bond holder, American Tax-Exempt Bond Trust. The
mortgage loan provides for: (a) maturity on December 22, 2005; (b) an
interest rate equal to 9% per annum; (c) monthly payments of interest only
and quarterly interest payments equal to 25% of net cash flow after a
priority payment to the partnership equal to 3.7% of total operating income
for the period; and (d) establishment of a capital expenditure reserve with
an initial deposit at closing of $200,000 and, monthly deposits into a
replacement reserve equal to $8,400 per month for the first 24 months and
$7,000, per month, thereafter. During 1998, the balance of the capital
expenditure reserve was released to the partnership.
The liability of the partnership is limited to the property and equipment
collateralizing the mortgage note and certain other amounts deposited with
the mortgage lender.
NOTE 6 - LOAN PAYABLE
In 1989, the partnership received a loan from Merrill Lynch, Hubbard, Inc.,
to cover certain costs of refinancing a previous mortgage loan. The loan is
repayable, without interest, from the proceeds of the sale or refinancing of
the project, after certain priorities. As of December 3 1, 1998, the loan
balance was $347,177.
-14-
<PAGE>
Casselberry-Oxford Associates Limited Partnership
NOTES TO FINANCIAL STATEMENTS - CONTINUED
December 31, 1998
NOTE 7 - PARTNERS'CAPITAL CONTRIBUTIONS AND DISTRIBUTIONS
<TABLE>
<S> <C> <C>
Partners' capital contributions are as follows:
General and Special Limited Partners $ 260
Investor Limited Partners 4,750,050
Preferred Limited Partners 1,085,000
--------------
$ 5,835,310
==============
Distributable net cash flow at December 31, 1998 is as follows:
Cash and cash equivalents $ 253,838
Tenant security deposits 62,011
--------------
315,849
Less: Accounts payable $ 3,564
Tenant security deposits 59,686
Deferred rental revenue 6,254
Accrued interest payable 82,925 152,429
-------------- --------------
Surplus cash 163,420
Less: Partnership's preferred return (3.7% of total
income) 90,126
--------------
Adjusted cash flow 73,294
--------------
Less: 25% of adjusted cash flow to lender as
participation interest 18,324
--------------
Remaining adjusted cash flow 54,970
Partnership's preferred return 90,126
--------------
Total distributable net cash flow to partnership $ 145,096
==============
</TABLE>
-15-
<PAGE>
Casselberry-Oxford Associates Limited Partnership
NOTES TO FINANCIAL STATEMENTS - CONTINUED
December 31, 1998
NOTE 7 - PARTNERS'CAPITAL CONTRIBUTIONS AND DISTRIBUTIONS (Continued)
The general partners have the right to reserve for contingencies and future
replacements in amounts determined adequate for such purposes at any time.
Distributable net cash flow, when available, is payable as follows:
(a) To the preferred limited partners, payment of an $87,000 cumulative,
annual preferred return beginning in 1996 (The balance due under this
priority is $261,000);
(b) To payment of any unpaid investor services fees;
(c) To ORFG, payment of any unpaid supplemental fee charged to the
partnership beginning in 1995 and any accrued interest thereon;
(d) To Oxford, all unpaid interest of 10%, simple interest, on Oxford
working capital loan in the original amount of $815,000 made in 1995;
(e) From 50% of remaining distributable net cash flow, repayment of
outstanding principal on the Oxford working capital loan in the
original amount of $815,000;
(f) To the preferred limited partners, an amount equal to a cumulative,
compounded return of 15% per year on the preferred capital
contributions ($2,178,555 as of December 31, 1998 less prior
distributions to preferred limited partners);
(g) To the preferred limited partners, an amount equal to the preferred
capital contributions;
(h) To ORSC and ORFG, payment of the 1992 - 1994 supplemental fees and
interest thereon from up to 50% of distributable cash flow;
(i) To OMC, NBP Management Company and ORFG, in payment of any deferred
property management fees;
(j) To the investor limited partners, up to $380,000 in accordance with
their partnership interests;
-16-
<PAGE>
Casselberry-Oxford Associates Limited Partnership
NOTES TO FINANCIAL STATEMENTS - CONTINUED
December 31, 1998
NOTE 7 - PARTNERS'CAPITAL CONTRIBUTIONS AND DISTRIBUTIONS (Continued)
(k) To the special limited and general partners, up to $20,000 in
accordance with their partnership interests;
(1) To OMC, the payment of 1987 subordinated property management fee;
(m) To the payment of any operating expense loans, including interest
thereon;
(n) The next $126,667 shall be distributed on a non-cumulative basis as
follows: 25% to the general and special limited partners and 75% to the
investor limited partners;
(o) The remaining amount will be distributed 40% to the general partners
and/or their affiliates as an incentive management fee, 50% to the
investor limited partners, and 10% to the special limited and general
partners.
Pursuant to the partnership agreement, the Preferred Limited Partners will
receive a priority distribution from the net proceeds of any sale, refinancing
or partnership liquidation.
-17-
<PAGE>
ROLLING RIDGE, LLC
(A Limited Liability Company)
Audited
Financial Statements
December 31, 1998
<PAGE>
TABLE OF CONTENTS
<TABLE>
<CAPTION>
PAGE
<S> <C>
Independent Auditor's Report 1
Balance Sheet 2
Statement of Operations 3
Statement of Members' Equity 4
Statement of Cash Flows 5
Notes to Financial Statements 6
</TABLE>
<PAGE>
INDEPENDENT AUDITOR'S REPORT
To The Members
Rolling Ridge, LLC
I have audited the accompanying balance sheets of Rolling Ridge, LLC a
California limited liability company) as of December 31, 1998 and 1997, and the
related statements of operations, members' equity, and cash flows for the years
then ended. These financial statements are the responsibility of the company's
management. My responsibility is to express an opinion on these financial
statements based on my audit.
I conducted my audit in accordance with generally accepted auditing standards.
Those standards require that I plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
I believe that my audit provides a reasonable basis for my opinion.
In my opinion, the financial statements referred to above present fairly, in all
material respects, the financial position of Rolling Ridge, LLC as of December
31, 1998 and 1997, and the results of its operations, changes in members' equity
and cash flows for the years then ended in conformity with generally accepted
accounting principles.
/S/ JAMES L. ZIMMERMAN
February 8, 1999
<PAGE>
ROLLING RIDGE, LLC
(a limited liability company)
Balance Sheets
December 31, 1998 and 1997
<TABLE>
<CAPTION>
ASSETS 1998 1997
- ------ ---- ----
<S> <C> <C>
Land and buildings (including land of $1,113,241) $ 6,587,225 $ 6,587,225
at cost, less accumulated depreciation - Note I (1,824,641) 1,625,587
----------- -----------
Net land and buildings 4,762,584 4,961,638
Cash - operating account 51,914 --
Cash - restricted for replacement reserve - Note 2 6,384 5,605
Accounts receivable from tenants 2,476 3,176
Debt financing costs, less accumulated
amortization ($20,291 and $14,048 in 1998
and 1997, respectively) 166,990 173,233
----------- -----------
$ 4,990,348 15,143,652
=========== ===========
LIABILITIES AND MEMBERS'EQUITY
- ------------------------------
Liabilities:
Mortgage payable - Note 2 $4,925,000 $4,925,000
Bank overdraft -- 37,235
Accounts payable 27,608 16,848
Prepaid rents from tenants 590 1,356
Tenants security deposits payable 62,208 66,777
Accrued contingent interest payable - Note 2 15,808 --
----------- -----------
Total liabilities 5,031,214 5,047,216
Members' equity (deficit) (40,866) (96,436)
----------- -----------
$ 4,990,348 $ 5,143,652
=========== ===========
</TABLE>
See Accompanying Notes to Financial Statements 2
<PAGE>
ROLLING RIDGE, LLC
(a limited liability company)
Statement of Operations
For the Year Ended December 31, 1998 and 1997
<TABLE>
<CAPTION>
ASSETS 1998 1997
- ------ ---- ----
<S> <C> <C>
Revenue:
Net rentals $ 981,349 $ 920,968
Other income 24,615 22,516
----------- -----------
Total revenues 1,005,964 943,484
----------- -----------
Cost of operations:
Payroll and related 90,101 85,377
Management fees 40,281 37,743
Advertising and promotion 15,352 19,106
Professional fees 4,199 8,809
Other administrative expenses 13,833 14,806
Landscaping 15,360 12,830
Painting (net of $25,000 reimbursement
in 1998) 6,130 33,304
Other repairs and maintenance 94,397 70,646
Refuse collection 11,420 8,659
Utilities 59,396 61,298
Insurance 7,495 6,303
County and trustee fees 8,899 14,882
Property taxes 112,048 136,675
Interest expense - Note 2 459,058 443,250
----------- -----------
Total cost of operations 937,969 953.688
----------- -----------
Income (loss) before depreciation
and amortization 67,995 (10,204)
Depreciation and amortization 205,297 205,297
----------- -----------
Net loss $ (137,302) $ (215,501)
=========== ===========
</TABLE>
See Accompanying Notes to Financial Statements 3
<PAGE>
ROLLING RIDGE, LLC
(a limited liability company)
Statements of MembersEquity
For the Years Ended December 31, 1998 and 1997
<TABLE>
<CAPTION>
Duane R. Ralph & Diane
Raab Haun Total
-------- ------------- -----
<S> <C> <C> <C>
Balances at December 31, 1996 $ 246,553 $ 53,384 $ 299,937
Contributions 6,000 6,000 12,000
Net income (loss) - 1997 (107,751) (107,750) 215,501
--------- --------- ---------
Balances (deficit) at December 31, 1997 144,802 (48,366) 96,436
Net income (loss) - 1998 (68,651) (68,651) (137,302)
--------- --------- ---------
Balances (deficit) at December 31, 1998 $ 76,151 $(117,017) $ (40,866)
========= ========= =========
</TABLE>
See Accompanying Notes to Financial Statements 4
<PAGE>
ROLLING RIDGE, LLC
(a limited liability company)
Statement of Cash Flows
For The Years Ended December 31, 1998 and 1997
<TABLE>
<CAPTION>
1998 1997
---- ----
<S> <C> <C>
Cash flows from operating activities:
Net loss $(137,302) $(215,501)
Adjustments to reconcile net loss
to net cash provided by (applied to)
operating activities:
Depreciation and amortization 205,297 205,297
(Increase) decrease in:
Accounts receivable 700 3,012
Increase (decrease) in:
Bank overdraft (37,235) (8,606)
Accounts payable 10,760 (171)
Prepaid rents (766) 283
Tenants security deposits (4,569) 1,914
Accrued contingent interest payable 15,808 --
--------- ---------
Net adjustments 189,995 201,729
--------- ---------
Total from operating activities 52,693 (13,772)
--------- ---------
Cash flows from investing activities:
Deposits to replacement reserves (21,996) (21,996)
Expenditures from replacement reserves 21,217 23,768
--------- ---------
Net cash flows from investing
activities (779) 1,722
--------- ---------
Cash flows from financing activities:
Member contributions -- 12,000
--------- ---------
Net increase (decrease) in cash 51,914 0
--------- ---------
Beginning cash balance 0 0
--------- ---------
Ending cash balance $ 51,914 $ 0
========= =========
Supplemental disclosure - cash paid
during year for interest $ 443,250 $ 443,250
========= =========
</TABLE>
See Accompanying Notes to Financial Statements 5
<PAGE>
ROLLING RIDGE, LLC
(a limited liability company)
Notes to Financial Statement
December 31, 1998
1. Orizanization and Summa!y of Significant Accounting Policies
Organization
Rolling Ridge, LLC. a California limited liability company, was formed on
June 6, 1996 as the successor entity to Rolling Ridge partners (Duane R.
Rabb, Ralph E. Haun, and Diane E. Haun) a California general partnership,
which developed and constructed the I 10-unit multifamily residential rental
project located in Chino Hills, County of San Bernardino, California, known
as Rolling Ridge Apartments. The effective commencement date of Rolling
Ridge, LLC is August 2. 1996, the date the partners refinanced the original
loan on the property. Rolling Ridge, LLC has a limited life and will be
dissolved by January 1, 2036.
Basis of Accouglin
The company's books are maintained on the modified cash basis of accounting.
These financial statements are prepared on the accrual basis of accounting.
Rental Income
Rental income is recognized for apartment rentals as they accrue. Advance
receipts of rental income is deferred and classified as liabilities until
earned. All apartment leases are operating leases.
Land and Buildings
Land and buildings contributed to the LLC by the predecessor partners have
been recorded at their historical cost basis to the partners, which
approximates the fair market value of the apartment complex per an appraisal
as of August 2, 1996. Depreciation is computed using the straight-line method
over an estimated useful life of 27.5 years.
Income Taxes
The company is not a taxpaying entity for federal and state income tax
purposes, and thus no income tax expense has been recorded in the statements.
Income of the company is taxed to the members in their individual returns.
6
<PAGE>
ROLLING RIDGE, LLC
(a limited liability company)
Notes to Financial Statements
December 31, 1998
2. Mortgage PUAble
The mortgage payable to American Tax-Exempt Bond Trust in the amount of
$4,925,000 as provided through the issuance and sale of Multifamily Housing
Revenue Bonds 1996 Series A (Rolling Ridge Apartments) issued by the County
of San Bernardino, California. The note bears interest at an annual rate of
9.0%, payable monthly. The terms of the note provide for the payment of
interest only until maturity, July 1, 2026, at which time the entire
principal balance is due.
The note also provides for contingent interest equal to 30% of net property
cash flow after payment of the base interest, and 25% of net sales or
repayment proceeds (which may in certain circumstances when no sale proceeds
are received, including but not limited to refinancing, be measured by fair
market value) over repayment of outstanding principal until the borrower has
paid interest at a simple annual rate of 16% over the term of the note, after
which no further contingent interest payments will be required.
Contingent interest for the years ended December 31, 1998 and 1997 was
calculated as follows:
<TABLE>
<CAPTION>
1998 1997
---- ----
<S> <C> <C>
Cash flow from operating
activities as reported in
the statements of cash flows - Page 5 $52,693 $(13,772)
Percentage rate x 30% x 30%
------- --------
Contingent interest payable $15,808 $ 0
======= ========
</TABLE>
7
<PAGE>
ROLLING RIDGE, LLC
(a limited liability company)
Notes to Financial Statements
For the Year Ended December 31, 1998
3. Replacement Reserve
The company is required to make monthly deposits in escrow in an amount equal
to onetwelfth of the estimated annual real property taxes and insurance
premiums for the property. In addition, the company is required to establish
and maintain a replacement reserve escrow account and make monthly deposits
of $1,833 into this account. Activity in the replacement reserve escrow
account for the years ended December 31, 1998 and 1997 is shown below:
<TABLE>
<CAPTION>
1998 1997
---- ----
<S> <C> <C>
Balance at beginning of year $ 5,605 $ 7,377
Monthly contributions (12 x $1,833) 21,996 21,996
Expenditures:
Floor covering 12,347 18,116
Other furnishings 690 3,632
Roof repairs 1,450 2,020
Heating and air conditioning 1,355
Plumbing and water heaters 3,235
Painting 1,140
Landscaping improvements 1,000 --
------- -------
21.217 23,768
------- -------
Balance at end of year $ 6,384 $ 5,605
======= =======
</TABLE>
8
<PAGE>
LEXINGTON TRAILS-AMERICAN HOUSING FOUNDATION, INC.
FINANCIAL STATEMENTS AND
ADDITIONAL INFORMATION
YEAR ENDED DECEMBER 31, 1998
<PAGE>
LEXINGTON TRAILS-AMERICAN HOUSING FOUNDATION, INC.
TABLE OF CONTENTS
<TABLE>
<CAPTION>
Page
----
<S> <C>
INDEPENDENT AUDITORS' REPORT 1
FINANCIAL STATEMENTS
Statement of Financial Position 2
Statement of Activity 3
Statement of Cash Flows 4
Notes to Financial Statements 5 - 6
INDEPENDENT AUDITORS' REPORT ON ADDITIONAL INFORMATION 7
ADDITIONAL INFORMATION
Supporting Schedule 8
</TABLE>
<PAGE>
Independent Auditors' Report
Board of Directors
Lexington Trails-American Housing Foundation, Inc.
Fairfax, Virginia
We have audited the accompanying statement of financial position of Lexington
Trails-American Housing Foundation, Inc. as of December 31, 1998 and the related
statements of activity, and cash flows for the year then ended. These financial
statements are the responsibility of the Foundation's management. Our
responsibility is to express an opinion on these financial statements based on
our audit.
We conducted our audit in accordance with generally accepted auditing standards.
Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audit provides a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Lexington Trails-American
Housing Foundation, Inc. as of December 31, 1998, and the changes in its net
deficit and its cash flows for the year then ended in conformity with generally
accepted accounting principles.
/S/ WELENKEN HIMMELFARB & CO.
WELENKEN HIMMELFARB & CO.
Certified Public Accountants
Louisville, Kentucky
March 5, 1999
<PAGE>
LEXINGTON TRAILS-AMERICAN HOUSING FOUNDATION, INC.
STATEMENT OF FINANCIAL POSITION
DECEMBER 31, 1998
<TABLE>
<CAPTION>
ASSETS
<S> <C>
Investment in rental property, net $ 4,011,666
Cash 34,439
Tenant rents receivable 8,375
Security deposit reserve 16,665
Prepaid insurance 4,227
Mortgage escrow deposits 315,877
Deferred financing costs, net 124,845
-----------
Total Assets $ 4,516,094
===========
LIABILITIES AND NET DEFICIT
LIABILITIES
Mortgage note payable $ 4,900,000
Accounts payable 84,756
Loan payable - AHF 20,000
Accrued AHF support 39,815
Accrued expenses 31,252
Accrued interest 24,500
Rents received in advance 4,773
Tenants' security deposits payable 40,117
-----------
Total Liabilities 5,145,213
-----------
NET DEFICIT (629,119)
-----------
TOTAL LIABILITIES AND NET DEFICIT $ 4,516,094
===========
</TABLE>
See accompanying Notes to Financial Statements.
-2-
<PAGE>
LEXINGTON TRAILS-AMERICAN HOUSING FOUNDATION, INC.
STATEMENT OF ACTIVITY
YEAR ENDED DECEMBER 31, 1998
<TABLE>
<S> <C>
REVENUES
Gross potential rent $ 1,278,640
Vacancies (86,078)
------------
Net rental revenue 1,192,562
Interest income 19,506
Other income 58,146
------------
Total revenues 1,270,214
------------
EXPENSES
Administrative 287,446
Operating and maintenance 387,244
Utilities 169,484
Taxes and insurance 124,999
Financial 459,256
Depreciation and amortization 181,754
Support services provided by parent 39,815
------------
Total expenses 1,649,998
------------
CHANGE IN NET ASSETS (379,784)
NET DEFICIT, BEGINNING (249,335)
------------
NET DEFICIT, ENDING ($ 629,119)
============
</TABLE>
See accompanying Notes to Financial Statements.
-3-
<PAGE>
LEXINGTON TRAILS-AMERICAN HOUSING FOUNDATION, INC.
STATEMENT OF CASH FLOWS
YEAR ENDED DECEMBER 31, 1998
<TABLE>
<S> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Change in net deficit ($379,784)
Adjustments to reconcile change in net assets to net cash
used in operating activities:
Depreciation 176,403
Amortization of deferred financing costs 5,351
Increase or decrease in:
Tenant rents receivable (3,355)
Security deposit reserve 32,932
Prepaid insurance (4,227)
Accounts payable (18,316)
Accrued AHF support (22,723)
Accrued expenses 31,252
Rents received in advance 2,366
Tenant security deposits (1,710)
------------
Net cash used in operating activities (181,811)
------------
CASH FLOWS FROM INVESTING ACTIVITIES:
Decrease in mortgage escrow deposits 142,160
Purchase of property and equipment (4,561)
------------
Net cash provided by investing activities 137,599
------------
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from loan - AHF 20,000
------------
Net cash provided by financing activities 20,000
------------
CHANGE IN CASH (24,212)
CASH AT BEGINNING OF YEAR 58,651
------------
CASH AT END OF YEAR $ 34,439
============
Supplemental disclosures of cash flow information:
Cash paid during the period for interest $ 441,000
</TABLE>
See accompanying Notes to Financial Statements.
-4-
<PAGE>
LEXINGTON TRAILS-AMERICAN HOUSING FOUNDATION, INC.
NOTES TO FINANCIAL STATEMENTS
A. ORGANIZATION
Lexington Trails-American Housing Foundation, Inc., a Texas non-stock,
not-for-profit corporation in accordance with Section 501 ( c )(3) of the
Internal Revenue Code, was organized under the laws of the State of Texas to
own and operate a 200 unit apartment complex located in Houston, Texas.
B. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Unrestricted Net Assets
None of the Corporation's net assets are subject to donor-imposed
restrictions. Accordingly, all net assets are accounted for as unrestricted
net assets under SFAS No. 117.
Estimates
The financial statements of the Corporation are prepared on the accrual basis
of accounting. The preparation of financial statements in conformity with
generally accepted accounting principles requires management to make
estimates and assumptions that affect reported amounts of assets and
liabilities and disclosure of contingent assets and liabilities at the date
of the financial statements and the reported amounts of revenues and expenses
during the reporting period. Actual results could differ from those
estimates.
Investment in Rental Property
Buildings and improvements are recorded at cost and are being depreciated on
the straight-line basis over their estimated useful lives. The estimated
useful lives of the assets range from 5 to 25 years.
Deferred Financing Costs and Amortization
Deferred financing costs represent bond procurement costs and are being
amortized over the life of the bonds.
Income Taxes
No provision has been made for income taxes in the accompanying financial
statements since the Corporation is a not-for-profit corporation under
Section 501(c)(3) of the Internal Revenue Code.
-5-
<PAGE>
LEXINGTON TRAILS-AMERICAN HOUSING FOUNDATION, INC.
NOTES TO FINANCIAL STATEMENTS
C. INVESTMENT IN RENTAL PROPERTY
Investment in rental property at December 31, 1998 consisted of the
following:
<TABLE>
<S> <C>
Land $ 650,000
Land improvements 232,340
Equipment 75,179
Buildings 3,300,000
Building improvements 44,835
----------
4,302,354
Accumulated depreciation (290,688)
----------
$4,011,666
==========
</TABLE>
D. DEFERRED FINANCING COSTS
Deferred financing costs at December 31, 1998 consisted of the following:
<TABLE>
<S> <C>
Deferred financing costs $ 133,763
Accumulated amortization (8,918)
----------
$ 124,845
==========
</TABLE>
E. MORTGAGE NOTE PAYABLE
The mortgage note payable in the amount of $4,900,000 was funded through the
issuance and sale of Multifamily Mortgage Revenue Bonds of the Harris County
Housing Finance Corporation. The note bears interest at an effective base
annual rate of 9%. The terms of the note provide for monthly payments of
interest only until maturity, May 1, 2022, at which time the entire principal
balance is due, unless required to be paid by the owner of the bonds prior to
maturity.
The Corporation has assigned this Note to Texas Commerce Bank National
Association, as Trustee under a certain Trust Indenture, dated as of May 1,
1997, between the Corporation and the Trustee with respect to the
Corporation's $4,900,000 Multifamily Mortgage Revenue Bonds, 1997 Series.
F. TRANSACTIONS WITH RELATED PARTY
The Corporation is supported by the American Housing Foundation, Inc. ("AHF")
in accordance with Section 509 (a) (3) of the Internal Revenue Code. AHF
provides all supportive services to the Corporation and receives
contributions from the Corporation in support of those services.
AHF is also the parent of the Corporation in accordance with a group
exemption permission, dated February 19, 1993, from the Internal Revenue
Service, and the Corporation derives its charitable exemption by being listed
by AHF on its roster of subordinate units.
-6-
<PAGE>
ADDITIONAL
INFORMATION
<PAGE>
Independent Auditors' Report on Additional Information
Board of Directors
Lexington Trails-American Housing Foundation, Inc.
Fairfax, Virginia
The additional information presented on the following page for the year ended
December 31, 1998, is presented for analysis purposes and is not a required part
of the basic financial statements. The additional information has been subjected
to the auditing procedures applied in the examination of the basic financial
statements and, in our opinion, is fairly stated in all material respects in
relation to the basic financial statements taken as a whole.
WELENKEN HIMMELFARB & CO.
Certified Public Accountants
Louisville, Kentucky
March 5, 1999
-7-
<PAGE>
LEXINGTON TRAILS-AMERICAN HOUSING FOUNDATION, INC.
SUPPORTING SCHEDULE
YEAR ENDED DECEMBER 31, 1998
<TABLE>
<S> <C>
OTHER INCOME
Laundry $ 1,283
Forfeited deposits 11,990
Late charges 29,254
Application fees 3,669
Cleaning fees, damages, surcharges 11,950
---------
$ 58,146
=========
ADMINISTRATIVE EXPENSES
Advertising and marketing $ 39,992
Salaries 80,523
Office supplies 2,390
Management fees 59,642
Professional fees 8,878
Rent free units 21,808
Bad debts 35,356
Telephone and answering service 9,748
Furniture rental 1,009
Travel and mileage 7,764
Resident activities 7,211
Postage and delivery 2,408
Printing and forms 4,119
Miscellaneous administrative 6,598
---------
$ 287,446
=========
OPERATING AND MAINTENANCE
Salaries $102,121
Exterminating 3,459
Garbage and trash removal 12,832
Landscaping 21,365
Repairs, maintenance and supplies 229,992
Security 17,475
---------
$ 387,244
=========
UTILITIES
Electricity $22,041
Gas 42,706
Water and sewer 104,737
---------
$ 169,484
=========
TAXES AND INSURANCE
Payroll taxes $ 18,744
Real estate taxes 63,663
Workers compensation 12,353
Group insurance 9,095
Property and liability insurance 18,350
Directors and officers insurance 2,794
---------
$ 124,999
=========
FINANCIAL
Interest $441,000
Trustee and issuer fees 18,256
---------
$ 459,256
=========
DEPRECIATION AND AMORTIZATION
Depreciation $176,403
Amortization 5,351
---------
$ 181,754
=========
SUPPORT SERVICES PROVIDED BY PARENT
Salaries $30,211
Payroll taxes 1,484
Overhead 5,492
Miscellaneous 2,628
---------
$ 39,815
=========
</TABLE>
-8-
<PAGE>
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.
AMERICAN TAX-EXEMPT BOND TRUST
(Registrant)
By: RELATED AMI ASSOCIATES, INC., as Manager
Date: March 30, 1999 By: /s/ J. Michael Fried
--------------------
J. Michael Fried
Director and President
(Principal Executive Officer)
Date: March 30, 1999 By: /s/ Stuart J. Boesky
--------------------
Stuart J. Boesky
Director and Senior Vice President
<PAGE>
Pursuant to the requirements of the Securities Act of 1934, this report has been
signed below by the following persons on behalf of the Registrant and in the
capacities and on the dates indicated:
Signature Title Date
/s/ J. Michael Fried Director and President (Principal
J. Michael Fried Executive Officer) of the Manager March 30, 1999
/s/ Stuart J. Boesky Director and Senior Vice President
Stuart J. Boesky of the Manager March 30, 1999
/s Alan P. Hirmes Senior Vice President (Principal
- -----------------
Alan P. Hirmes Financial Officer) of the Manager March 30, 1999
/s/ Glenn F. Hopps Treasurer (Principal Accounting
Glenn F. Hopps Officer) of the Manager March 30, 1999
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
The Schedule contains summary financial information extracted from the financial
statements for American Tax-Exempt Bond Trust and is qualified in its entirety
by reference to such financial statements
</LEGEND>
<CIK> 0000916824
<NAME> American Tax-Exempt Bond Trust
<MULTIPLIER> 1
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> DEC-31-1998
<CASH> 889,126
<SECURITIES> 26,607,953
<RECEIVABLES> 182,058
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 27,691,637
<CURRENT-LIABILITIES> 661,178
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 27,030,459
<TOTAL-LIABILITY-AND-EQUITY> 27,691,637
<SALES> 0
<TOTAL-REVENUES> 2,112,890
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 213,017
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 1,899,873
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,899,873
<EPS-PRIMARY> 1.20
<EPS-DILUTED> 0
</TABLE>
