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 quarterly period ended March 31, 1999
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from ___________ to _________________
Commission File Number: 0-20671
RENAISSANCE CAPITAL GROWTH & INCOME FUND III, INC.
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(Exact name of registrant as specified in its charter)
Texas 75-2533518
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(State or other jurisdiction (I.R.S. Employer I.D. No.) of
incorporation or organization)
8080 North Central Expressway, Dallas, Texas 75206-1857
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(Address of principal executive offices)(Zip Code)
214/891-8294
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(Registrant's telephone number, including area code)
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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4,142,942 shares of common stock outstanding at April 30, 1999.
The Registrant's Registration Statement on Form N-2 was declared effective by
the Securities and Exchange Commission on May 6, 1994.
<PAGE>
<PAGE>
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
RENAISSANCE CAPITAL GROWTH & INCOME FUND III, INC.
Statement of Assets and Liabilities
(Unaudited)
Assets
<TABLE> <S> <S>
December 31, 1998 March 31, 1999
<C> <C>
Cash $ 2,573,144 $ 2,148,647
Accounts receivable 361,374 496,572
Investments, at market value, cost of
$36,828,731 and $37,028,719 39,251,507 45,536,225
Organizational costs, net of accumulated
amortization 83,820 -0-
Other assets 52,880 46,357
----------- -----------
$42,322,725 48,227,801
=========== ===========
Liabilities and Net Assets
Liabilities:
Accounts payable - related parties $ 218,079 $ 231,046
Accounts payable - trade 214,100 101,549
Dividends payable 414,845 331,435
------------ ------------
847,024 664,030
------------ ------------
Net Assets:
Common stock, $1 par value;
20,000,000 shares authorized;
4,342,942 issued, 4,143,448
and 4,142,942 outstanding 4,342,942 4,342,942
Additional paid-in capital 36,258,896 36,258,896
Treasury stock at cost,
199,494 shares at December
31, 1998 and 200,000 shares
at March 31, 1999 (1,661,439) (1,665,219)
Undistributed net investment income 2,535,302 8,627,152
----------- -----------
Net assets 41,475,701 47,563,771
----------- -----------
$42,322,725 $48,227,801
=========== ===========
Net asset value per share $10.01 $11.48
====== ======
<FN>
See accompanying notes to financial statements.</FN>
</TABLE> <PAGE>
<PAGE>
RENAISSANCE CAPITAL GROWTH & INCOME FUND III, INC.
Statement of Operations
(Unaudited)
<TABLE> <S>
Three Months Ended March 31,
1998 1999
----------- -----------
Investment Income: <C> <C>
Interest $ 612,181 $ 494,545
Dividends -0- 236,164
Other investment income 294,488 (9,328)
----------- -----------
Total investment income 906,669 721,381
----------- -----------
Expenses:
Amortization 30,750 83,820
Bank charges 4,272 5,330
Directors' fees 22,500 14,000
Legal and professional 27,917 28,315
Management fees 162,616 210,462
Taxes 560 -0-
Other 39,619 40,389
----------- -----------
Total expenses 288,234 382,316
----------- -----------
Net investment income 618,435 339,065
Unrealized gain (loss) on investments 7,328,813 6,084,720
----------- -----------
Net increase (decrease) in net assets
resulting from operations $7,947,248 $6,423,785
========== ==========
<FN>
See accompanying notes to financial statements. </FN>
</TABLE> <PAGE>
RENAISSANCE CAPITAL GROWTH & INCOME FUND III, INC.
Statement of Changes in Net Assets
(Unaudited)
<TABLE> <S>
Three Months Ended March 31,
1998 1999
----------- -----------
<C> <C>
Increase (decrease) in net assets
resulting from operations
Investment income - net $ 618,435 $ 339,065
Unrealized gain (loss) on investments 7,328,813 6,084,720
Net increase (decrease) in net assets ----------- -----------
resulting from operations 7,947,248 6,423,785
Distributions to shareholders (381,680) (331,935)
Cost of shares repurchased -0- (3,780)
----------- -----------
Total increase (decrease) 7,565,568 6,088,070
Net assets
Beginning of period 44,497,360 41,475,701
----------- -----------
End of period $52,062,928 $47,563,771
=========== ===========
<FN>
See accompanying notes to financial statements. </FN>
</TABLE> <PAGE>
<PAGE>
RENAISSANCE CAPITAL GROWTH & INCOME FUND III, INC.
Notes to Financial Statements
March 31, 1999
1. Organization and Business Purpose
Renaissance Capital Growth & Income Fund III, Inc. (the "Fund"), a Texas
Corporation, was incorporated on January 20, 1994, and had no operations
prior to June 24, 1994. The Fund seeks to achieve current income and
capital appreciation potential by investing primarily in convertible
debenture and convertible preferred stock investments of small and
medium size companies which are in need of capital and which the Fund
believes offer the opportunity for growth. The Fund has elected to be
treated as a business development company under the Investment Company
Act of 1940, as amended ("1940 Act").
2. Significant Accounting Policies
A. Federal Income Taxes - The Fund intends to elect the special income tax
treatment available to "regulated investment companies" under Subchapter
M of the Internal Revenue Code in order to be relieved of federal income
tax on that part of its net investment income and realized capital gains
that it pays out to its shareholders. The Fund's policy is to comply
with the requirements of the Internal Revenue Code that are applicable to
regulated investment companies and to distribute all its taxable income
to its shareholders. Therefore, no federal income tax provision is
required.
B. Distributions to Shareholders - Dividends to shareholders are recorded on
the ex-dividend date. The Fund declared an income dividend of $0.08 per
share for the quarter ended March 31, 1999, and has also declared a $0.74
capital gain dividend to be paid in the second quarter of this year.
C. Management Estimates - The financial statements have been prepared in
conformity with generally accepted accounting principles. The
preparation of the accompanying financial statements requires estimates
and assumptions made by management of the Fund that affect the reported
amounts of assets and liabilities as of the date of the statements of
financial condition and income and expenses for the period. Actual
results could differ significantly from those estimates.
D. Financial Instruments - In accordance with the reporting requirements of
Statement of Financial Accounting Standards No. 107, "Disclosures about
Fair Value of Financial Instruments," the Company calculates the fair
value of its financial instruments and includes this additional
information in the notes to the financial statements when the fair value
is different than the carrying value of those financial instruments.
When the fair value reasonably approximates the carrying value, no
additional disclosure is made.
3. Organization Expenses
In connection with the offering of its shares, the Fund paid Renaissance
Capital Group, Inc. (the "Investment Adviser") organizational expenses of
$623,544. Such expenses are deferred and amortized on a straight-line
basis over a five-year period. Amortization expense for the quarter ended
March 31, 1999 was $83,820.
4. Investment Advisory Agreement
The Investment Adviser for the Fund is registered as an investment adviser
under the Investment Advisers Act of 1940. Pursuant to an Investment
Advisory Agreement, the Investment Adviser performs certain services,
including certain management, investment advisory and administrative
services necessary for the operation of the Fund. The Investment Adviser
receives a fee equal to .4375% (1.75% annually) of the Net <PAGE>
RENAISSANCE CAPITAL GROWTH & INCOME FUND III, INC.
Notes to Financial Statements (Continued)
March 31, 1999
Assets each quarter. The Fund accrued a liability of $210,462 for such
operational management fees performed during the quarter ended March 31,
1999.
In addition, the Fund has agreed to pay the Investment Adviser an incentive
fee equal to 20% of any net realized capital gains after allowance for any
unrealized capital loss of the Fund. This management incentive fee is
calculated on a quarterly basis. The Fund had no realized gains for the
quarter ended March 31, 1999.
5. Capital Share Transactions
As of March 31, 1999 there were 20,000,000 shares of $1 par value capital
stock authorized, 4,342,942 shares issued, 4,142,942 shares outstanding,
and additional paid-in capital aggregating $38,936,619.
Year-to-date transactions in capital stock are as follows:
<TABLE> <S> <S>
Shares Amount
--------- -----------
<C> <C>
Balance December 31, 1998 4,143,448 $38,940,399
Shares repurchased (506) (3,780)
--------- -----------
Balance March 31, 1999 4,142,942 $38,936,619
</TABLE>
6. Related Party Transactions
The Investment Adviser is reimbursed by the Fund for certain administrative
expenses under the Investment Advisory Agreement. Such reimbursements
were $21,709 for the quarter ended March 31, 1999.
7. Short-term Investments
Short-term investments are currently held in a money market fund made up of
U.S. Treasury obligations. As additional cash is realized from the
liquidation of investments, short-term investments will also be comprised
of U. S. Government and Agency obligations having slightly higher yields
and maturity dates of three months or less. These investments qualify for
investment as permitted in Section 55(a) (1) through (5) of the 1940 Act.
8. Investments
The Fund invests primarily in convertible securities and equity investments
of companies that qualify as Eligible Portfolio Companies as defined in
Section 2(a) (46) of the 1940 Act or in securities that otherwise qualify
for investment as permitted in Section 55(a) (1) through (5). Under the
provisions of the 1940 Act <PAGE>
<PAGE>
RENAISSANCE CAPITAL GROWTH & INCOME FUND III, INC.
Notes to Financial Statements (Continued)
March 31, 1999
at least 70% of the Fund's assets must be invested in Eligible Portfolio
Companies. These stocks are carried on the Statement of Assets and
Liabilities as of March 31, 1999 at fair value, as determined in good faith
by the Investment Adviser. The securities held by the Fund are
unregistered and their value does not necessarily represent the amounts that
may be realized from their immediate sale or disposition. The investments
held by the Fund are convertible into the common stock of the issuer at a
set conversion price. The common stock acquired upon exercise of the
conversion feature is generally unregistered and is thinly to moderately
traded but is not otherwise restricted. The Fund generally may register
and sell such securities at any time with the Fund paying the costs of
registration, although the Fund may be entitled to demand registrations and
other registration rights which vary from investment to investment. The
preferred stock positions often have call options, usually commencing three
years subsequent to issuance, at prices specified in the stock purchase
agreements, and typically have a dividend right.
INVESTMENT VALUATION SUMMARY
<TABLE> <S> <S> <S>
CONVERSION FAIR
COST OR FACE VALUE VALUE
<C> <C> <C>
Bentley Pharmaceuticals, Inc.
12% Convertible Debenture 744,800 840,000 831,600
Common Stock 500,000 625,000 618,750
Dexterity Surgical, Inc.
9% Convertible Debenture 1,500,000 1,500,000 1,500,000
8% Convertible Preferred Stock 1,000,000 975,000 965,250
Common Stock 500,000 203,125 201,094
Display Technologies, Inc.
8.75% Convertible Debenture 1,750,000 2,008,435 1,988,351
Common Stock 500,000 630,427 624,123
Warrants to purchase 105,000 shares -0- 112,686 111,559
Document Authentication Systems
Bridge Loan 219,250 219,250 219,250
5% Convertible Preferred Stock 1,500,000 1,500,000 1,500,000
Warrants to purchase 659 shares 165 165 165
The Dwyer Group, Inc.
Common Stock 1,966,632 1,265,612 1,252,956
Fortune Natural Resources Corp.
12% Convertible Debenture 350,000 350,000 350,000
Integrated Security Systems, Inc.
Demand Promissory Notes 575,000 1,047,359 984,517
9% Convertible Debenture 2,084,101 3,796,177 3,627,930
Common Stock 215,899 393,259 389,326
Warrants to purchase 689,299 shares 3,750 230,549 216,941
PAGE
<PAGE>
RENAISSANCE CAPITAL GROWTH & INCOME FUND III, INC.
Notes to Financial Statements (Continued)
March 31, 1999
8. Investments (continued)
INVESTMENT VALUATION SUMMARY
</TABLE>
<TABLE> <S> <S> <S>
CONVERSION FAIR
COST OR FACE VALUE VALUE
<C> <C> <C>
Interscience Computer Corporation
Common Stock 4,000,000 765,625 757,969
Warrants 0 0 0
Intile Designs, Inc.
Common Stock 500,000 78,150 50,000
JAKKS Pacific, Inc.
9% Convertible Debenture 3,000,000 9,652,174 9,555,652
7% Convertible Preferred Stock 3,000,000 6,201,117 6,139,106
NewCare Health Corporation
8.5% Convertible Debenture 2,500,000 2,500,000 2,300,000
Options -0- -0- -0-
Optical Security Group, Inc.
8% Convertible Debenture 500,000 500,000 500,000
Play by Play Toys & Novelties, Inc.
8% Convertible Debenture 2,500,000 2,500,000 2,500,000
Poore Brothers, Inc.
9% Convertible Debenture 1,718,094 1,718,094 1,718,094
Common Stock 154,628 148,901 89,967
Warrants to purchase 25,000 shares -0- -0- -0-
Simtek Corporation
9% Convertible Debenture 750,000 750,000 750,000
TAVA Technologies, Inc.
Common Stock 1,000,000 3,333,333 3,300,000
Warrants to purchase 25,000 shares -0- 87,500 86,625
ThermoView Industries, Inc.
10% Convertible Preferred Stock 250,000 400,000 376,000
Common Stock 250,000 500,000 420,000
Voice It Worldwide, Inc.
8% Convertible Debenture 2,450,000 2,450,000 1,470,000
Common Stock 1,046,400 282,000 141,000
Warrants -0- -0- -0-
---------- ---------- ----------
37,028,719 47,563,938 45,536,225
<FN>
The fair value of debt securities convertible into common stock is the sum of
(a) the value of such securities without regard to the conversion feature, and
(b) the value, if any, of the conversion feature. The fair value of debt
securities without regard to conversion features is determined on the basis
of the terms of the debt security, the interest yield and the financial
condition of the issuer. The fair value of the conversion features of a
security, if any, are based on fair values as of this date less an allowance,
as appropriate, for costs of registration, if any, and selling expenses.
Publicly traded securities, or securities that are convertible into publicly
traded securities, are valued at the last sale price, or at the average
closing bid and asked price, as of the valuation date. While these valuations
are believed to represent fair value, these values do not necessarily reflect
amounts which may be ultimately realized upon disposition of such securities.
</FN> </TABLE> <PAGE>
<PAGE>
ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS.
(1) Material Changes in Financial Condition
The following portfolio transactions are noted for the quarter ended March 31,
1999 (portfolio companies are herein referred to as the "Company"):
Bentley Pharmaceuticals, Inc. (BNT) Subsequent to the end of the first
quarter, the Fund purchased an additional 95,100 shares of the Company's common
stock on the open market for $151,411.80, or a cost basis of $1.59 per share.
Dexterity Surgical, Inc. (DEXT) In March, 1999, the Company changed its
name from LifeQuest Medical, Inc. to Dexterity Surgical, Inc. and also changed
its trading symbol from LQMD to DEXT. The Company continues to trade on the
NASDAQ Small Cap Market.
Subsequent to March 31, 1999, the conversion prices on the Fund's
convertible debenture and convertible preferred stock investments were reduced
to $1.60 per share according to the automatic reset provisions of the respective
investment agreements.
In addition to the Fund's conversion price resets, Renaissance U.S. Growth
& Income Trust PLC ("RUSGIT") also had the conversion price on its convertible
debenture and convertible preferred stock investments reset to $1.60 per share.
Display Technologies, Inc. (DTEK) In the first quarter of 1999, the
Company registered all of the common stock underlying the Fund's convertible
debentures and warrants, as well as the direct common stock holding owned by the
Fund.
RUSGIT also had its investment positions registered by the Company in the
first quarter.
Integrated Security Systems, Inc. (IZZI) As of February 22, 1999, the
Fund consolidated its four convertible promissory notes due February 1, 1999,
into a single $375,000 convertible promissory note. The new convertible note
bears interest at 9%, payable monthly, is payable on demand, is convertible
into common stock of the Company at $0.549 per share, and is secured by all the
assets of the Company and its subsidiaries.
On March 8, 1999, the Fund advanced the Company $200,000 pursuant to a 9%
secured convertible promissory note due and payable within thirty days after
demand by the Fund. The note is secured by all the assets of the Company and
its subsidiaries and is convertible into the Company's common stock at $0.549
per share. As additional consideration for the loan, the Fund received warrants
to purchase 364,299 shares of the Company's common stock at $0.549 per share
on or before March 8, 2004.
At March 31, 1999, the Company was in arrears on $80,632.06 in interest
payments and advisory fees obligations.
In addition to the Fund's investment, RUSGIT advanced $200,000 to the
Company in March 1999 under identical terms and for identical consideration as
the Fund's $200,000 advance.
At March 31, 1999, the Company owed $80,632 to the Fund, of which $60,098
represents overdue and unpaid interest.
JAKKS Pacific, Inc. (JAKK) Subsequent to March 31, 1999, the Fund
converted its $3,000,000 convertible debenture into 521,740 shares of the
Company's common stock. In April, 1999, the Fund sold 260,870 shares for
$5,319,591.77, an average price of $20.39 per share, representing a gain to
the Fund of $3,819,591.77. The Fund now owns 260,870 shares of common stock
as well as $3,000,000 in convertible preferred stock, convertible at $8.95 per
share.
NewCare Health Corp. (NWCA) In the first quarter of 1999, the Company fell
into default on the Fund's convertible debentures by failing to maintain
compliance with all of its agreed minimum financial ratios and standards. In
addition, at March 31, 1999, the Company was in arrears on interest payments
and advisory fees <PAGE>
owed to the Fund of $35,244.74. The Manager is working diligently to remedy the
situation for the benefit of shareholders. The Fund's Board of Directors has
elected to place a $200,000 legal fee reserve on this investment because the
Fund may have to exercise default remedies pursuant to its contractual
agreements with the Company.
Subsequent to March 31, 1999, the Company announced its results for the
fiscal year ended December 31, 1998. The Fund is now entitled to a reset of its
conversion price on the convertible debentures in the event that the volume-
weighted closing bid price for the Company's common stock over a specified
period is below the current $3.81 conversion price on the debentures. There
is no reset in the event the market price exceeds the Fund's conversion
price. The Company's common stock has been trading around $1.00 per share.
RUSGIT will also be entitled to a reset of the conversion price on its
convertible debentures in the event the volume-weighted closing bid price for
NewCare shares is below the current conversion price over the relevant period.
Play By Play Toys & Novelties, Inc. (PBYP) In the first quarter of 1999,
the Company fell into default on the Fund's debentures by failing to maintain
compliance with all of its agreed minimum financial ratios and standards. The
Company is current, however, on principal and interest obligations. Again, your
Manager is working hard to remedy the technical defaults for the benefit of
shareholders.
Simtek Corporation (SRAM) Subsequent to March 31, 1999, the Fund had the
conversion price on its convertible debentures in the Company reset from $0.35
per share to $0.195 per share according to the automatic reset provisions of the
Convertible Debenture Agreement. The reset became available when the Company
failed to meet its projected target of $700,000 in pretax income excluding
extraordinary items and interest on the Fund's debentures for the one year
period ended December 31, 1998.
RUSGIT also had its convertible debenture conversion price reset to $0.195
according to the automatic reset provisions of its Convertible Debenture
Agreement.
TAVA Technologies, Inc. (TAVA) In the first quarter, the Fund converted
its remaining convertible debentures into 666,667 shares of the Company's common
stock. The debentures have a cost basis of $1,000,000, or $1.50 per share. On
April 21, 1999, the Company announced that Real Software Group, a Belgian
software company, had entered into an agreement to acquire the Company for $190
million, or $8 per share. The Company expects the deal to close later this
year.
RUSGIT also converted its remaining convertible debentures into common stock
in the first quarter.
Voice-It Worldwide Inc. (MEMO) As of March 30, 1999, the Fund's Board of
Directors placed two reserves on the Fund's position in the Company. The Board
authorized a $980,000 reserve on the Fund's $2,450,000 convertible debenture,
as well as a reserve limiting the value of the Fund's investment in the
Company's common stock to $0.15 per share or $141,000. The reserves have been
placed because the Company is in bankruptcy. These asset values may change
as the bankruptcy proceeding progresses.
(2) Material Changes in Operations
Net investment income for the quarter ended March 31, 1999, as compared to
March 31, 1998, reflects a decrease of $279,371. This reported decrease is
primarily attributable to an adjustment of prior year expenses resulting in a
decrease of income. During the first quarter, the Fund experienced $6,084,720
of unrealized gains resulting from an increase in the fair value of its
investments.
Pending investment in portfolio investments, funds are invested in
temporary cash accounts and in government securities. At March 31, 1999, all
of these funds were held in a money market fund made up of U.S. Treasury
obligations. As additional cash is realized from the liquidation of
investments, short-term investments will also be comprised of U.S. Government
and Agency obligations having slightly higher yields and maturity dates of three
months or less.
During the quarter ended March 31, 1999, the Registrant paid dividend
distributions of income and capital gains to shareholders in the amount of
$415,345, and accrued dividends payable to shareholders in the amount of
$331,435. <PAGE>
(2) Year 2000
Many computer software systems in use today cannot process date-related
information from and after January 1, 2000. The Investment Advisor has taken
steps to review and modify its computer systems as necessary and is prepared
for the Year 2000. In addition, the Fund has inquired of its major service
providers as well as its portfolio companies to determine if they are in the
process of reviewing their systems with the same goals. The majority of all
providers and portfolio companies have represented that they are either taking
the necessary steps to be prepared or are currently prepared for the Year 2000.
Should any of the computer systems employed by the major service providers, or
companies in which the Fund has an investment, fail to process this type of
information properly, that could have a negative impact on the Fund's
operations and the services provided to the Fund's stockholders. It is
nticipated that the Fund will incur no material expenses related to the Year
2000 issues.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Fund
has duly caused this report to be signed on its behalf by the undersigned
thereunto duly authorized.
RENAISSANCE CAPITAL GROWTH & INCOME FUND III, INC.
May 13, 1999 /S/
---------------------------------------------
Russell Cleveland, President and Chairman
May 13, 1999 /S/
---------------------------------------------
Barbe Butschek, Corp. Secretary and Treasurer
<TABLE> <S> <C>
<ARTICLE> 6
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-END> MAR-31-1999
<INVESTMENTS-AT-COST> 37,028,719
<INVESTMENTS-AT-VALUE> 45,536,225
<RECEIVABLES> 496,572
<ASSETS-OTHER> 46,357
<OTHER-ITEMS-ASSETS> 2,148,647
<TOTAL-ASSETS> 48,227,801
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 664,030
<TOTAL-LIABILITIES> 664,030
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 38,936,619
<SHARES-COMMON-STOCK> 4,142,942
<SHARES-COMMON-PRIOR> 4,143,448
<ACCUMULATED-NII-CURRENT> 119,646
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 8,507,506
<NET-ASSETS> 47,563,771
<DIVIDEND-INCOME> 236,164
<INTEREST-INCOME> 494,545
<OTHER-INCOME> (9,328)
<EXPENSES-NET> 382,316
<NET-INVESTMENT-INCOME> 339,065
<REALIZED-GAINS-CURRENT> 0
<APPREC-INCREASE-CURRENT> 6,084,720
<NET-CHANGE-FROM-OPS> 6,423,785
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 331,935
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 0
<NUMBER-OF-SHARES-REDEEMED> 0
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> 6,088,070
<ACCUMULATED-NII-PRIOR> 112,526
<ACCUMULATED-GAINS-PRIOR> 2,422,776
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 210,462
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 382,316
<AVERAGE-NET-ASSETS> 44,519,736
<PER-SHARE-NAV-BEGIN> 10.01
<PER-SHARE-NII> 0.08
<PER-SHARE-GAIN-APPREC> 1.47
<PER-SHARE-DIVIDEND> 0.08
<PER-SHARE-DISTRIBUTIONS> 0.00
<RETURNS-OF-CAPITAL> 0.00
<PER-SHARE-NAV-END> 11.48
<EXPENSE-RATIO> 0.01
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>