UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR
15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 1999
OR
____ TRANSITION REPORT PURSUANT TO SECTION 13 OR
15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Commission File Number 0-24650
INDEPENDENCE TAX CREDIT PLUS L.P. III
(Exact name of registrant as specified in its charter)
Delaware 13-3746339
(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
Indicate by check mark whether the registrant (1) has filed
all reports required to be filed by Section 13 or 15(d) of the Securi-
ties 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 ____
<PAGE>
<TABLE>
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
INDEPENDENCE TAX CREDIT PLUS L.P. III
AND SUBSIDIARIES
Consolidated Balance Sheets
(Unaudited)
<CAPTION>
June 30, March 31,
1999 1999
<S> <C> <C>
ASSETS
Property and equipment - at cost,
less accumulated depreciation
of $6,925,594 and $6,254,823,
respectively $72,161,797 $72,827,630
Construction in progress 6,316,321 6,267,185
Cash and cash equivalents 3,240,611 3,802,808
Investments available-for-sale 1,400,000 1,700,000
Cash held in escrow 3,598,297 3,808,330
Deferred costs, less accumulated
amortization of $235,862
and $322,481, respectively 835,029 982,440
Other assets 593,910 924,311
Total assets $88,145,965 $90,312,704
LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)
Liabilities:
Mortgage notes payable $32,468,847 $32,422,677
Construction loan payable 12,134,234 12,043,984
Accounts payable and other
liabilities 4,129,721 5,311,397
Due to local general partners and
affiliates 4,218,162 4,474,016
Due to general partner
and affiliates 1,161,883 1,067,876
Total liabilities 54,112,847 55,319,950
Minority interest 3,207,563 3,192,313
Commitments and contingencies (Note 3)
Partners' capital (deficit):
Limited partners (43,440 BACs
issued and outstanding) 30,903,427 31,868,564
General partner (77,872) (68,123)
Total partners' capital (deficit) 30,825,555 31,800,441
Total liabilities and
partners' capital $88,145,965 $90,312,704
(deficit)
See Accompanying Notes to Consolidated Financial Statements.
</TABLE>
<PAGE>
<TABLE>
INDEPENDENCE TAX CREDIT PLUS L.P. III
AND SUBSIDIARIES
Consolidated Statements of Operations
(Unaudited)
<CAPTION>
Three Months Ended
June 30,
1999 1998*
<S> <C> <C>
Revenues
Rental income $1,251,262 $1,210,930
Other income 103,432 81,730
Total revenues 1,354,694 1,292,660
Expenses
General and administrative 336,890 363,924
General and administrative-
related parties (Note 2) 206,269 181,964
Repairs and maintenance 189,898 166,174
Operating 179,613 154,500
Taxes 71,195 48,487
Insurance 100,012 93,397
Financial, principally interest 391,043 291,509
Depreciation and amortization 687,127 536,618
Total expenses 2,162,047 1,836,573
Net loss before minority interest
and extraordinary item (807,353) (543,913)
Minority interest in income
of subsidiary partnerships (28,053) (7,662)
Loss before extraordinary item (835,406) (551,575)
Extraordinary item - cumulative
effect of a change in accounting
principle - amortization of
organization costs (139,480) 0
Net loss $ (974,886) $ (551,575)
Limited Partners Share:
Loss before extraordinary item $ (827,052) $ (546,059)
Extraordinary item (138,085) 0
Net loss -limited partners $ (965,137) $ (546,059)
Number of BACs outstanding 43,440 43,440
Loss before extraordinary item
per limited partner unit $ (19.04) $ (12.57)
Extraordinary item per limited
partner unit (3.18) 0
Net loss per BAC $ (22.22) $ (12.57)
*Reclassified for comparative purposes.
See Accompanying Notes to Consolidated Financial Statements.
</TABLE>
<PAGE>
<TABLE>
INDEPENDENCE TAX CREDIT PLUS L.P. III
AND SUBSIDIARIES
Consolidated Statement of Changes in Partners' Capital
(Deficit)
(Unaudited)
<CAPTION>
Limited General
Total Partners Partner
<S> <C> <C> <C>
Partners' capital -
(deficit)
April 1, 1999 $31,800,441 $31,868,564 $(68,123)
Net loss (974,886) (965,137) (9,749)
Partners' capital -
(deficit)
June 30, 1999 $30,825,555 $30,903,427 $(77,872)
See Accompanying Notes to Consolidated Financial Statements.
</TABLE>
<PAGE>
<TABLE>
INDEPENDENCE TAX CREDIT PLUS L.P. III
AND SUBSIDIARIES
Consolidated Statements of Cash Flows
Increase (Decrease) in Cash and Cash Equivalents
(Unaudited)
<CAPTION>
Three Months Ended
June 30,
1999 1998
<S> <C> <C>
Cash flows from operating activities:
Net loss $ (974,886) $ (551,575)
Adjustments to reconcile net loss to
net cash provided by (used in)
operating activities:
Depreciation and amortization 687,127 536,618
Extraordinary item-cumulative
effect of a change in accounting
principal-amortization of organization
costs 139,480 0
Minority interest in income
of subsidiaries 28,053 7,662
Decrease in accounts
payable and other liabilities (7,209) (136,112)
Decrease (increase) in cash held
in escrow 190,971 (221,273)
Decrease in other assets 330,401 62,053
Increase in due to local general
partners and affiliates 82,161 95,343
Decrease in due to local general
partners and affiliates (92,069) (89,488)
Increase due to general partner
and affiliates 94,007 108,085
Total adjustments 1,452,922 362,888
Net cash provided by (used in)
operating activities 478,036 (188,687)
Cash flows from investing activities:
Increase in property and equipment (4,938) (13,704)
(Decrease) increase in investments
available for sale 300,000 (500,000)
Increase in construction in progress (49,136) (1,566,505)
Decrease in cash held in escrow 19,062 349,904
Decrease in accounts payable
and other liabilities (1,174,467) (261,471)
Increase in due to local general
partners and affiliates 0 163,893
Decrease in due to local general
partners and affiliates (207,100) (281,748)
Net cash used in investing
activities (1,116,579) (2,109,631)
Cash flows from financing activities:
Proceeds from mortgage notes 88,200 434,507
Repayments of mortgage notes (42,030) (25,316)
Proceeds from construction loans 90,250 540,767
Decrease in due to local general
partners and affiliates (38,846) (33,057)
Increase in deferred costs (8,425) (150)
Decrease in capitalization
of consolidated subsidiaries
attributable to minority interest (12,803) (7,070)
Net cash provided by financing
activities 76,346 909,681
Net decrease in cash and
cash equivalents (562,197) (1,388,637)
Cash and cash equivalents at
beginning of period 3,802,808 7,157,348
Cash and cash equivalents at
end of period $ 3,240,611 $ 5,768,711
</TABLE>
<PAGE>
INDEPENDENCE TAX CREDIT PLUS L.P. III
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
June 30, 1999
(Unaudited)
Note 1 - General
Independence Tax Credit Plus L.P. III (a Delaware limited part-
nership) (the "Partnership") was organized on December 23, 1993,
and commenced its public offering on June 7, 1994. The general
partner of the Partnership is Related Independence Associates III
L.P., a Delaware limited partnership (the "General Partner").
The Partnership's business is to invest in other partnerships ("Lo-
cal Partnerships", "subsidiaries" or "subsidiary partnerships")
owning apartment complexes that are eligible for the low-income
housing tax credit ("Housing Tax Credit") enacted in the Tax Re-
form Act of 1986, some of which complexes were also eligible for
the historic rehabilitation tax credit ("Historic Tax Credit"; together
with Housing Tax Credits, "Tax Credits").
As of June 30, 1999, the Partnership has acquired limited partner-
ship interests in twenty subsidiary partnerships. Through the
rights of the Partnership and/or an affiliate of the General Partner,
which affiliate has a contractual obligation to act on behalf of the
Partnership, to remove the general partner of the subsidiary part-
nerships and to approve certain major operating and financial
decisions, the Partnership has a controlling financial interest in the
subsidiary partnerships.
For financial reporting purposes, the Partnership's fiscal quarter
ends June 30. All subsidiaries have fiscal quarters ending March
31. Accounts of the subsidiaries have been adjusted for intercom-
pany transactions from April 1 through June 30. The Partnership's
fiscal quarter ends June 30 in order to allow adequate time for the
subsidiaries financial statements to be prepared and consolidated.
All intercompany accounts and transactions with the subsidiary
partnerships have been eliminated in consolidation.
Increases (decreases) in the capitalization of consolidated subsidi-
aries attributable to minority interest arise from cash contributions
from and cash distributions to the minority interest partners.
Losses attributable to minority interests which exceed the minority
interests' investment in a subsidiary have been charged to the
Partnership. Such losses aggregated approximately $41,000 and
$3,000 for the three months ended June 30, 1999 and 1998, respec-
tively. The Partnership's investment in each subsidiary is equal to
the respective subsidiary's partners' equity less minority interest
capital, if any. In consolidation, all subsidiary partnership losses
are included in the Partnership's capital account except for losses
allocated to minority interest capital.
In April of 1998, the Financial Accounting Standards Board issued
Statement of Position 98-5 ("SOP 98-5") "Reporting on the Costs of
Start-Up Activities". This statement provides guidance on the
financial reporting of start-up costs and organization costs. This
statement is effective for all fiscal quarters of fiscal years beginning
after December 15, 1998. Such change in accounting principle
amounted to $139,480 for the quarter ended June 30, 1999.
Certain information and note disclosures normally included in
financial statements prepared in accordance with generally ac-
cepted accounting principles have been omitted or condensed.
These condensed financial statements should be read in conjunc-
tion with the financial statements and notes thereto included in
the Partnership's Annual Report on Form 10-K for the period
ended March 31, 1999.
The books and records of the Partnership are maintained on the
accrual basis of accounting in accordance with generally accepted
accounting principles. In the opinion of the General Partner of the
Partnership, the accompanying unaudited financial statements
contain all adjustments (consisting only of normal recurring ad-
justments) necessary to present fairly the financial position of the
Partnership as of June 30, 1999 and the results of operations and
cash flows for the three months ended June 30, 1999 and 1998.
However, the operating results for the three months ended June
30, 1999 may not be indicative of the results for the year.
Note 2 - Related Party Transactions
An affiliate of the General Partner has a .01% interest as a special
limited partner, in each of the Local Partnerships.
A) Other Related Party Expenses
<TABLE>
The costs incurred to related parties for the three months ended
June 30, 1999 and 1998 were as follows:
<CAPTION>
Three Months Ended
June 30,
1999 1998*
<S> <C> <C>
Partnership management fees (a) $ 94,033 $ 80,000
Expense reimbursement (b) 30,938 37,484
Local administrative fee (c) 13,000 11,000
Total general and administrative-
General Partner 137,971 128,484
Property management fees incurred
to affiliates of the subsidiary
partnerships' general partners (d) 68,298 53,480
Total general and administrative-
related parties $ 206,269 $ 181,964
*Reclassified for comparative purposes.
</TABLE>
(a) The General Partner is entitled to receive a partnership man-
agement fee, after payment of all Partnership expenses, which
together with the annual local administrative fees will not exceed
a maximum of 0.5% per annum of invested assets (as defined in
the Partnership Agreement), for administering the affairs of the
Partnership. Subject to the foregoing limitation, the partnership
management fee will be determined by the General Partner in its
sole discretion based upon its review of the Partnership's invest-
ments. Unpaid partnership management fees for any year will be
accrued without interest and will be payable only to the extent of
available funds after the Partnership has made distributions to the
limited partners of sale or refinancing proceeds equal to their
original capital contributions plus a 10% priority return thereon (to
the extent not theretofore paid out of cash flow). Partnership
management fees owed to the General Partner amounting to ap-
proximately $621,000 and $527,000 were accrued and unpaid as of
June 30, 1999 and March 31, 1999, respectively.
(b) The Partnership reimburses the General Partner and its affili-
ates for actual Partnership operating expenses incurred by the
General Partner and its affiliates on the Partnership's behalf. The
amount of reimbursement from the Partnership is limited by the
provisions of the Partnership Agreement. Another affiliate of the
General Partner performs asset monitoring for the Partnership.
These services include site visits and evaluations of the subsidiary
partnerships' performance.
(c) Independence SLP III L.P., a special limited partner of the
subsidiary partnerships, is entitled to receive a local administra-
tive fee of up to $5,000 per year from each subsidiary partnership.
(d) Property management fees incurred by Local Partnerships
amounted to $94,906 and $83,353 for the three months ended June
30, 1999 and 1998, respectively. Of these fees $68,298 and $53,480
were incurred to affiliates of the subsidiary partnerships' general
partners.
Note 3 - Commitments and Contingencies
There were no material changes and/or additions to disclosures
regarding the subsidiary partnerships which were included in the
Partnership's Annual Report on Form 10-K for the period ended
March 31, 1999.
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Con-
dition and Results of Operations
Liquidity and Capital Resources
The Partnership's primary source of funds include (i) interest
earned on Gross Proceeds which are invested in tax-exempt
money market instruments pending final payments to Local Part-
nerships and (ii) working capital reserves and interest earned
thereon. All these sources of funds are available to meet obliga-
tions of the Partnership.
As of June 30, 1999, the Partnership has invested approximately
$35,074,000 (including approximately $3,142,000 classified as loans
repayable from sale/refinancing proceeds in accordance with the
Local Partnership Contribution Agreements and not including
acquisition fees of approximately $2,510,000) of net proceeds in
twenty Local Partnerships of which approximately $2,598,000
remains to be paid to the Local Partnerships (not including ap-
proximately $1,042,000 being held in escrow) as certain bench-
marks, such as occupancy level, must be attained prior to the re-
lease of the funds. The Partnership does not intend to acquire
additional properties. During the three months ended June 30,
1999, approximately $465,000 was paid to Local Partnerships,
including purchase price adjustments (of which approximately
$465,000 was released from escrow). There was one downward
price adjustment during the three months ended June 30, 1999 in
the amount of approximately $1,000 related to one Local Partner-
ship which was purchased in the previous fiscal year. Although
the Partnership will not be acquiring additional properties, the
Partnership may be required to fund potential purchase price
adjustments based on tax credit adjustor clauses. Such adjust-
ments resulted in a net decrease in purchase price of approxi-
mately $1,000 during the three months ended June 30, 1999.
For the three months ended June 30, 1999, cash and cash equiva-
lents of the Partnership and its twenty consolidated Local Partner-
ships decreased approximately $562,000 primarily due to an in-
crease in construction in progress ($49,000), a net decrease in due
to local general partners and affiliates relating to investing and
financing activities ($246,000) and a decrease in accounts payable
and other liabilities relating to investing activities ($1,174,000)
which exceeded cash provided by operating activities ($478,000), a
decrease in investments available for sale ($300,000), net proceeds
from mortgage and construction loans ($136,000) and a decrease
in cash held in escrow relating to investing activities ($19,000).
Included in the adjustments to reconcile the net loss to cash pro-
vided by operating activities is depreciation and amortization in
the amount of approximately $827,000.
A working capital reserve has been established from the Partner-
ship's funds available for investment, which includes amounts
which may be required for potential purchase price adjustments
based on tax credit adjustor clauses. At June 30, 1999, all funds
were used. During three months ended June 30, 1999, the Partner-
ship received no cash flow distributions from operations of the
Local Partnerships. Management anticipates receiving distribu-
tions in the future, although not to a level sufficient to permit pro-
viding cash distributions to the BACs holders. These distributions
will be set aside as working capital reserves and will be used to
meet the operating expenses of the Partnership.
Partnership management fees owed to the General Partner
amounting to approximately $621,000 and $527,000 were accrued
and unpaid as of June 30, 1999 and March 31, 1999, respectively
(see Note 2). Without the General Partner's continued accrual
without payment of certain fees and expense reimbursements, the
Partnership will not be in a position to meet its obligations. The
General Partner has continued allowing the accrual without pay-
ment of these amounts but is under no obligation to continue do
so.
For a discussion of contingencies affecting certain Local Partner-
ships, see Note 3 to the financial statements. Since the maximum
loss the Partnership would be liable for is its net investment in the
respective subsidiary partnerships, the resolution of the existing
contingencies is not anticipated to impact future results of opera-
tions, liquidity or financial condition in a material way. However,
the Partnership's loss of its investment in a Local Partnership will
eliminate the ability to generate future tax credits from such Local
Partnership and may also result in recapture of tax credits if the
investment is lost before the expiration of the compliance period.
Management is not aware of any trends or events, commitments
or uncertainties which have not otherwise been disclosed that will
or are likely to impact liquidity in a material way. Management
believes the only impact would be from laws that have not yet
been adopted. The portfolio is diversified by the location of the
properties around the United States so that if one area of the coun-
try is experiencing downturns in the economy, the remaining
properties in the portfolio may be experiencing upswings. How-
ever, the geographic diversification of the portfolio may not pro-
tect against a general downturn in the national economy. The
Partnership has invested the proceeds of its offering in twenty
Local Partnerships, all of which fully have their tax credits in
place. The tax credits are attached to the project for a period of ten
years, and are transferable with the property during the remainder
of such ten year period. If the General Partner determined that a
sale of a property is warranted, the remaining tax credits would
transfer to the new owner, thereby adding value to the property
on the market, which are not included in the financial statement
carrying amount.
Results of Operations
As of June 30, 1999 and 1998, the Partnership had acquired an
interest in twenty Local Partnerships, all of which were consoli-
dated. The Partnership does not intend to acquire additional in-
terests in Local Partnerships.
The Partnership's results of operations for the three months ended
June 30, 1999 and 1998 consisted primarily of (1) approximately
$20,000 and $39,000, respectively, of tax-exempt interest income
earned on funds not currently invested in Local Partnerships and
(2) the results of the Partnership's investment in twenty consoli-
dated Local Partnerships.
For the three months ended June 30, 1999 as compared to 1998,
rental income and all categories of expenses increased except for
general and administrative and the results of operations are not
comparable due to the continued rent up of properties, and are not
reflective of future operations of the Partnership due to rent up of
properties. In addition, interest income will decrease in future
periods since a substantial portion of the proceeds from the Of-
fering are invested in Local Partnerships. Other income increased
approximately $22,000 for the three months ended June 30, 1999 as
compared to 1998. The increase for the three months is primarily
due to an increase in interest income on escrow balances at two
Local Partnerships.
General and administrative decreased approximately $27,000 for
the three months ended June 30, 1999 as compared to 1998, pri-
marily due to a decrease in legal and professional fees at two Local
Partnerships.
Amortization of organization costs increased by approximately
$139,000 for the three months ended June 30, 1999 as compared to
the corresponding period in 1998 due to the adoption of SOP 98-5,
pursuant to which the Partnership is required to charge all unam-
ortized organization costs as of January 1, 1999.
Year 2000 Compliance
The Partnership utilizes the computer services of an affiliate of the
General Partners. The affiliate of the General Partners has up-
graded its computer information systems to be year 2000 compli-
ant. The most likely worst case scenario that the General Partners
face is that computer operations will be suspended for a few days
to a week commencing on January 1, 2000. The Partnership's con-
tingency plan is to have (i) a complete backup done on December
31, 1999 and (ii) both electronic and printed reports generated for
all critical data up to and including December 31, 1999.
In regard to third parties, the General Partners are in the process
of evaluating the potential adverse impact that could result from
the failure of material service providers to be year 2000 compliant.
A detailed survey and assessment was sent to material third par-
ties in the fourth quarter of 1998. The Partnership has received
assurances from a majority of the material service providers with
which it interacts that they have addressed the year 2000 issues
and is evaluating these assurances for their adequacy and accu-
racy. In cases where the Partnership has not received assurances
from third parties, it is initiating further mail and/or phone corre-
spondence. The Partnership relies heavily on third parties and is
vulnerable to the failures of third parties to address their year 2000
issues. There can be no assurance given that the third parties will
adequately address their year 2000 issues.
Item 3. Quantitative and Qualitative Disclosures about Market
Risk
None
<PAGE>
PART II - OTHER INFORMATION
Item 1. Legal Proceedings - None
Item 2. Changes in Securities and Use of Proceeds - None
Item 3. Defaults Upon Senior Securities - None
Item 4. Submission of Matters to a Vote of Security Holders - None
Item 5. Other Information - None
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
(3A) Agreement of Limited Partnership of Inde-
pendence Tax Credit Plus L.P. III as adopted on December 23,
1993*
(3B) Form of Amended and Restated Agreement of
Limited Partnership of Independence Tax Credit Plus L.P. III,
attached to the Prospectus as Exhibit A**
(3C) Certificate of Limited Partnership of Independ-
ence Tax Credit Plus L.P. III as filed on December 23, 1993*
(10A) Form of Subscription Agreement attached to
the Prospectus as Exhibit B**
(10B) Escrow Agreement between Independence Tax
Credit Plus L.P. III and Bankers Trust Company*
(10C) Form of Purchase and Sales Agreement per-
taining to the Partnership's acquisition of Local Partnership Inter-
ests*
(10D) Form of Amended and Restated Agreement of
Limited Partnership of Local Partnerships*
(27) Financial Data Schedule (filed herewith)
*Incorporated herein as an exhibit by reference to
exhibits filed with Post-Effective Amendment No. 4 to the Regis-
tration Statement on Form S-11 {Registration No. 33-37704}
**Incorporated herein as an exhibit by reference to
exhibits filed with Post-Effective Amendment No. 8 to the Regis-
tration Statement on Form S-11 {Registration No. 33-37704}
(b) Reports on Form 8-K - No reports on Form 8-K were
filed during this quarter.
<PAGE>
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.
INDEPENDENCE TAX CREDIT PLUS L.P. III
(Registrant)
By: RELATED INDEPENDENCE
ASSOCIATES III L.P., General Partner
By: RELATED INDEPENDENCE
ASSOCIATES III INC., General Partner
Date: August 4, 1999
By: /s/ Alan P. Hirmes
Alan P. Hirmes,
Vice President
(principal financial officer)
Date: August 4, 1999
By: /s/ Glenn F. Hopps
Glenn F. Hopps,
Treasurer
(principal accounting officer)
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
The Schedule contains summary financial information extracted
from the financial statements for Independence Tax Credit Plus
L.P. III and is qualified in its entirety by reference to such financial
statements
</LEGEND>
<CIK> 0000924124
<NAME> Independence Tax Credit Plus L.P. III
<MULTIPLIER> 1
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> MAR-31-2000
<PERIOD-START> APR-01-1999
<PERIOD-END> JUN-30-1999
<CASH> 6,838,908
<SECURITIES> 1,400,000
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 593,910
<PP&E> 85,403,712
<DEPRECIATION> 6,925,594
<TOTAL-ASSETS> 88,145,965
<CURRENT-LIABILITIES> 9,509,766
<BONDS> 44,603,081
0
0
<COMMON> 0
<OTHER-SE> 34,033,118
<TOTAL-LIABILITY-AND-EQUITY> 88,145,965
<SALES> 0
<TOTAL-REVENUES> 1,354,694
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 1,771,004
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 391,043
<INCOME-PRETAX> (974,886)
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> (139,480)
<CHANGES> 0
<NET-INCOME> (947,886)
<EPS-BASIC> (22.22)
<EPS-DILUTED> 0
</TABLE>
