<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
(Mark One)
X Quarterly Report Pursuant to Section 13 or 15(d) of the
----- Securities and Exchange Act of 1934
For the period ended September 30, 1996, or
----- Transition Report pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
For the transition period from _____________ to ________________.
COMMISSION FILE NUMBER 0-25908
JUST LIKE HOME, INC.
(Exact name of registrant as specified in its charter)
FLORIDA 65-0568234
(State or other Jurisdiction (I.R.S. Employer
of Incorporation or Organization) Identification No.)
3647 CORTEZ ROAD WEST 34210-3106
BRADENTON, FLORIDA (Zip Code)
(Address of Principal Executive Offices)
REGISTRANT'S TELEPHONE NUMBER AND AREA CODE: 941-756-2555
SECURITIES REGISTERED PURSUANT TO SECTION 12(B) OF THE ACT:
None
SECURITIES REGISTERED PURSUANT TO SECTION 12(G) OF THE ACT:
COMMON STOCK, PAR VALUE $.001 NASDAQ
(Title of Class) (Name of Each Exchange on
Which Registered)
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 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 .
As of September 30, 1996, there were outstanding 3,917,461 shares of Just Like
Home, Inc. Common Stock, par value $.001.
<PAGE> 2
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF CONDITIONS AND RESULTS OF
OPERATIONS.
The following discussions and analysis contains both historical and forward
looking information. The forward looking statements are made pursuant to the
safe harbor provisions of the Private Securities Litigation Reform Act of 1995.
Forward looking statements may be significantly impacted by certain risks and
uncertainties described herein.
Overview
The historical financial statements represent the consolidated results of
operations and financial condition of Just Like Home, Inc. (a Nevada
corporation) and its subsidiaries (JLH Series I, Inc., JLH Management, Corp.,
JLH Franchising Corp., Project Market Decisions, Inc., Just Like Home IV, Inc.,
Just Like Family, Inc. and Just Like Home Corporate Center, Inc.). Just Like
Home, Inc. (a Florida corporation) was formed in May 1994, and in April 1995,
through a stock for stock exchange, acquired JLH-Nevada and its subsidiaries. On
March 15, 1996, the Company acquired Charis Place, Inc. and the results of its
operations are included from the date of acquisition. The discussion of the
results of operations which follows is based upon the consolidated results of
operations of the Company.
The following table sets forth the number of facilities owned or managed by the
Company and the total beds and occupancy as of the end of each of the periods
presented and the average occupancy percentages for each such period.
<TABLE>
<CAPTION>
DECEMBER 31, SEPTEMBER 30,
1994 1995 1996
---- ---- ----
<S> <C> <C> <C>
Facilities owned.....................................2 (1) 2 6 (5) (6)
Facilities managed...................................4 (2) 3 (3) 3
Total beds...........................................110 100 (3) 184 (5) (6)
Occupancy percentage at end of period................93.6% 97.0% 73.5% (5) (7)
Average occupancy percentage.........................95.4% 89.5% (4) 74.7% (5) (7)
</TABLE>
- ----------------
(1) In March 1994, the Company sold to National Foundation three of its
facilities and land on which a fourth facility was subsequently
constructed.
(2) During 1994, the National Foundation remodeled two existing facilities
to accommodate additional beds. In addition, a 32-bed managed facility
specializing in care of individuals with Alzheimer's disease was
completed in December 1994.
(3) In March 1995, the Company recommended to the National Foundation that
it close a 10-bed facility . Following such recommendation, all of the
residents of this facility were moved to the new 32-bed facility
referred to above. The National Foundation has now leased the facility
to an unaffiliated third party.
(4) The average occupancy calculation for the year ended December 31, 1995
includes the impact of the start-up of the 32-bed Alzheimer's facility
which opened on December 28, 1994 and reached 100% occupancy on March
31, 1995.
(5) On March 15, 1996 the Company acquired Charis Place, Inc., which owned
two assisted living facilities totaling 44 beds, from an unaffiliated
third party.
(6) On July 5, 1996 the Company opened two newly constructed prototype
20-bed facilities.
(7) The average occupancy calculation for the period ended September 30,
1996 includes the impact of the start-up of (2) 20 bed facilities one
of which opened on July 5, 1996.
1
<PAGE> 3
Revenues
Nine Months
Revenues for the nine month period ended September 30, 1996 increased by 70%
from approximately $839,000 in 1995 to approximately $1,429,000 in 1996.
Resident fees increased due to the inclusion of Charis Place, Inc. revenue from
March 15, 1996 (date of acquisition), fee increases effective February 1, 1996
and the opening of a new facility in July, 1996. Management fees increased due
to the February 1 fee increases and higher occupancy in the managed facilities.
Other income increased due to increased fees generated by the Company's wholly
owned subsidiary, Project Market Decisions, Inc. and rental income due to the
inclusion of Charis Place, Inc.
Three Months
Revenues for the three month period ended September 30, 1996 increased by 126%
from approximately $251,000 in 1995 to approximately $567,000 in 1996. The same
factors effecting the nine-month revenues combine to impact the third quarter.
Operating, Selling, General and Administrative Expenses
Nine Months
Operating and other expenses for the nine month period ended September 30, 1996
increased by 88% from approximately $1,289,000 in 1995 to approximately
$2,422,000 in 1996 primarily due to the payroll, benefits and travel costs
related to additional personnel to support the Company's growth and development
plans, the inclusion of Charis Place, Inc., and the newly opened facility. Also
effecting this increase is the write-off of approximately $121,000 in costs
incurred for a preferred stock offering which is not going forward.
Three Months
Operating and other expenses for the three month period ended September 30, 1996
increased by 122% from approximately $431,000 in 1995 to approximately $957,000
in 1996. The same factors effecting the nine-month Expenses combine to impact
the third quarter.
Interest Expense, Net
Nine Months
Interest expense for the nine month period ended September 30, 1996 increased
from approximately $82,000 in 1995 to approximately $208,000 in 1996 due to the
following: the opening of the Company's corporate center whereby interest is no
longer being capitalized; the inclusion of the Charis Place, Inc. acquisition
with its associated debt and the opening of two additional facilities with their
associated debt. In addition, interest income in 1996 included approximately
$34,000 from investing initial public offering proceeds in certificates of
deposit and repurchase agreements.
Three Months
Interest expense for the three month period ended September 30, 1996 increased
from approximately $27,000 in 1995 to approximately $94,000 in 1996. The same
factors effecting the nine-month Interest Expense combine to impact the third
quarter.
Loss Before Income Taxes
As a result of the above, the Company incurred a loss before taxes of
approximately ($481,000) for the 1995 period as compared to a loss of
approximately ($1,137,000) for the 1996 period.
2
<PAGE> 4
Liquidity and Capital Resources
For the nine months ended September 30, 1996 the Company sustained a loss of
approximately $1,137,000. This resulted primarily from the Company's inability
to consummate the real estate funding for the campus projects. The sustained
loss has been funded primarily through the initial public offering which
occurred in July, 1995 for which the Company realized approximately $3,212,000.
In addition, as of September 30, 1996, the Company had a working capital deficit
of approximately $1,127,000. Operating losses are expected to continue to occur
for the foreseeable future. It is anticipated that such losses will be funded by
either private equity or debt financing.
Since the July 6, 1995 public stock offering, the Company has started an
aggressive development program that will include construction of additional
assisted living facilities which, when matched with appropriate additional real
estate debt funding, are ultimately expected to generate incremental operating
cash flows sufficient to fund operations. Two of these facilities have been
under construction since late in 1995 and were completed during June, 1996. The
facilities were opened July 5, 1996. These 40 additional beds are located in
Bradenton, FL.
Currently the Company has the following projects under development: a ten acre
campus (6 - 20 bed physically frail and 2 - 64 bed Alzheimer's facilities - a
total of 248 beds) in Sarasota, FL; a second ten acre campus (5 - 20 bed
physically frail and 2 - 64 bed Alzheimer's facilities - a total of 228 beds) in
Lehigh Acres, FL; a two acre site (2 facilities totaling 48 beds) in
Springfield, OH; a 1.1 acre site (2 - 20 bed physically frail - a total of 40
beds) in Tampa, FL; and a 3.5 acre site (1 - 25 bed physically frail and 1 - 64
bed Alzheimer's facilities - a total of 89 beds) also in Tampa, FL.
Additionally, the Company is in the site selection process in several other
locations. The Company continues to evaluate possible acquisition and business
combination opportunities. Management believes that evolution of the assisted
living industry will continue to produce potential acquisition opportunities.
Management believes that financing for its various development projects is
generally available from various sources, including: sale/leaseback transactions
with Real Estate Investment Trusts (REIT's); construction and permanent
financing from commercial banks; and tax exempt bond financing with
not-for-profit corporations and real estate syndications. The Company has been
negotiating with various lenders to provide financing for its development
projects.
Recently, the Company and an investment banking firm have agreed to begin
preparation of the documentation for a public offering of $3,000,000 to
$6,000,000 of equity securities, on a best efforts basis, by the end of the
first quarter of 1997. Any public offering of securities will be registered
under the Securities Act of 1933, as amended, and will be made only by means of
a prospectus. There can be no assurances that this offering will be consummated
or any funds realized. In addition , the Company and the investment banking firm
have further agreed that upon completion of the above offering, the investment
banker will act as a Dealer Manager for a series of financings to develop
assisted living facilities, which the Company will lease on a long-term basis.
Such financings will be structured as private placements and carried out on a
best efforts basis. There can be no assurance that any such financings will be
available to the Company because of its present financial condition.
If the Company is unable to obtain financing for its various development
projects, it will be required to modify or curtail its expansion plans, which
could have a material adverse effect on the Company's ability to continue its
operations. In the event the Company does not obtain additional financing from
the proposed offering, management believes it will expend its available
resources during the first quarter of 1997 and will be forced to curtail its
operations.
The Company's common stock is traded on NASDAQ and listed under the symbol
"JLHC".
3
<PAGE> 5
JUST LIKE HOME, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED BALANCE SHEET
<TABLE>
<CAPTION>
ASSETS SEPTEMBER 30,
1996
----------
Current Assets:
<S> <C>
Cash $ 237,082
Restricted Cash 128,740
Restricted certificate of deposit 250,000
Accounts receivable - trade 144,637
Due from related parties - current 159,158
Other current assets 47,036
----------
Total current assets 966,653
Property and Equipment, net 7,352,015
Restricted Cash - long-term 55,545
Due from Related Parties - long-term 149,128
Goodwill and Intangibles, net of accumulated amortization
of $19,672 at September 30, 1996 401,538
Organization and Debt Issuance Costs, net of accumulated amortization
of $62,945 at September 30, 1996 153,927
Other Assets
26,644
----------
Total Assets $9,105,450
==========
LIABILITIES AND STOCKHOLDER'S EQUITY
Current Liabilities:
Accounts payable and accrued expenses $ 753,984
Current portion of mortgages, notes and bonds payable 1,188,733
Due to related parties 150,000
----------
Total current liabilities 2,093,942
Mortgages and Notes Payable 2,601,339
Bonds Payable 735,000
Note payable to Related Party 185,405
----------
Total liabilities 5,614,461
Commitments and Contingencies
Stockholders' Equity:
Preferred stock, $.01 par value; 2,000,000 shares authorized;
none issued and outstanding --
Common stock, $.001 par value; 13,000,000 shares authorized;
3,917,461 shares issued and outstanding at September 30, 1996 3,917
Additional paid-in capital 6,135,980
Accumulated deficit (2,648,908)
----------
Total stockholder's equity 3,490,989
----------
Total Liabilities and Stockholders' Equity $9,105,450
==========
</TABLE>
See accompanying notes to consolidated condensed financial statements.
4
<PAGE> 6
JUST LIKE HOME, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
THREE MONTHS ENDED NINE MONTHS ENDED
SEPTEMBER 30, SEPTEMBER 30,
1996 1995 1996 1995
--------------------- ---------------------
REVENUE:
<S> <C> <C> <C> <C>
Resident fees $ 336,740 $ 135,926 $ 836,611 $ 409,459
Management fees 25,185 26,082 75,885 69,706
Consulting fees 143,772 83,148 384,459 332,244
Other income 61,756 5,670 131,636 27,729
---------- ---------- ---------- ----------
Total revenue 567,453 250,826 1,428,591 839,138
EXPENSES:
Operating, selling, general and
administrative
957,350 431,190 2,422,338 1,289,106
---------- ---------- ---------- ----------
OPERATING LOSS (389,897) (180,364) (993,747) (449,968)
---------- ---------- ---------- ----------
NON-OPERATING INCOME (EXPENSE)
Interest expense (94,225) (27,218) (207,752) (81,653)
Interest income 13,015 48,068 64,438 50,756
---------- ---------- ---------- ----------
(81,210) (20,850) (143,314) (30,897)
---------- ---------- ---------- ----------
Loss Before Income Taxes (471,107) (159,514) (1,137,061) (480,865)
Income Tax Expense
- - - -
---------- ---------- ---------- ----------
Net Loss $ (471,107) $ (159,514) $(1,137,061) $ (480,865)
========== ========== ========== ==========
Net Loss per Common and Common
Equivalent Share $ (0.12) $ (0.04) $ (0.29) $ (0.15)
========== ========== ========== ==========
Weighted Average Common or Common
Equivalent Shares Outstanding 3,921,627 3,826,559 3,910,582 3,295,101
========== ========== ========== ==========
</TABLE>
See accompanying notes to consolidated condensed financial statements.
5
<PAGE> 7
JUST LIKE HOME, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
NINE MONTHS ENDED
SEPTEMBER 30,
1996 1995
----------- -----------
<S> <C> <C>
Cash Flows from Operating Activities:
Net loss $(1,137,061) $ (480,865)
Adjustments to reconcile net loss to net cash used in
operating activities:
Depreciation and amortization 159,238 56,254
Write off preferred stock issuance costs 121,229 --
Common stock issuance as compensation -- 124,693
Changes in assets and liabilities:
(Increase) in accounts receivable (69,808) (19,186)
(Increase) in other current assets (31,597) (3,963)
Increase (Decrease) in accounts payable and accrued expenses 422,403 (316,329)
----------- -----------
Net cash used in operating activities (535,596) (639,396)
----------- -----------
Cash Flows from Investing Activities:
Acquisitions of property and equipment (3,559,418) (613,345)
Loans to related parties (26,012) (302,765)
Repayments of related-party loans 23,168 --
Payments for organization costs and Intangible costs (458,724) (4,588)
Deposits into non-current restricted cash (2,016) --
Payments for other assets (96,479) (42,773)
Purchase of certificate of deposit (800,000) (500,000)
Proceeds from certificate of deposit 1,150,000 --
----------- -----------
Net cash (used in) investing activities (3,769,481) 1,463,471
----------- -----------
Cash Flows from Financing Activities:
Proceeds from mortgages and notes payable 2,900,510 950,000
Repayment of mortgages and notes payable (73,419) (698,900)
Repayment of bonds payable -- (15,000)
Proceeds from common stock sales -- 4,123,426
Decrease in common stock subscriptions receivable -- 900,000
Repayment of related-party loans (4,166) (86,286)
Borrowings from related parties -- 18,413
----------- -----------
Net cash provided by financing activities 2,822,925 5,191,653
----------- -----------
Net Increase (Decrease) in Cash (1,482,152) 3,088,786
Cash - Beginning of Period 1,847,974 88,988
----------- -----------
Cash - End of Period $ 365,822 $ 3,177,774
=========== ===========
</TABLE>
Non-cash Investing and Financing Activities:
The Company issued 40,351 shares of common stock, valued at $460,000 in
connection with the acquisition of Charis Place, Inc.
See accompanying notes to consolidated condensed financial statements.
6
<PAGE> 8
JUST LIKE HOME, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
Three-Month and Nine-Month Periods Ended September 30, 1996 and 1995
1. BASIS OF PRESENTATION:
In the opinion of the management of Just Like Home, Inc. and
Subsidiaries (the "Company"), the accompanying unaudited consolidated
condensed financial statements contain all adjustments, consisting only
of normal recurring accruals, necessary to present fairly the Company's
financial position, results of operations and cash flows for the
periods presented. The results of operations for the interim periods
presented are not necessarily indicative of the results to be expected
for the full year.
The consolidated condensed financial statements should be read in
conjunction with the consolidated financial statements and the related
disclosures contained in the Company's Form 10-KSB dated April 13,
1996, filed with the Securities and Exchange Commission.
2. PROPERTY AND EQUIPMENT:
Property and equipment is stated at cost and includes the following at
September 30, 1996:
Land $ 861,007
Buildings 3,800,590
Furnishings and equipment 723,293
-----------
5,384,890
Less: Accumulated depreciation (305,525)
-----------
5,079,365
Property under development 2,272,650
-----------
$ 7,352,015
===========
On July 5, 1996, the Company opened two new 20 bed facilities in
Bradenton which had previously been under construction.
7
<PAGE> 9
JUST LIKE HOME, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS - CONTINUED
Three-Month and Nine-Month Periods Ended September 30, 1996 and 1995
3. MATURITY SCHEDULE FOR MORTGAGES PAYABLE, BONDS PAYABLE, NOTES PAYABLE
AND NOTE PAYABLE TO RELATED PARTY:
The following table presents principal payments required on the
mortgages payable, bonds payable, notes payable and note payable to
related party for each of the five years subsequent to September 30,
1996 and thereafter:
<TABLE>
<CAPTION>
Year Ending September 30,
<S> <C>
1997 $ 1,339,958
1998 274,818
1999 84,468
2000 95,326
2001 101,971
Thereafter 2,963,936
------------
$ 4,860,477
============
Classified As:
Current portion of mortgages, notes and bonds payable $ 1,188,733
Current portion of note payable to related party 150,000
Mortgages and notes payable 2,601,339
Bonds payable 735,000
Note payable to related party 185,405
------------
$ 4,860,477
============
</TABLE>
4. MORTGAGE AND PROMISSORY NOTES:
On January 26, 1996, the Company closed in escrow on a 10-acre site in
Sarasota, Florida. The site will be used for a 248-resident ,
8-building campus style development providing assisted living and
special care needs. The $850,000 purchase price was paid $50,000 in
cash with a corresponding six-month bank note for $800,000. The bank
note was payable interest only monthly at the Chemical Bank prime rate
plus 1% with principal due on July 1, 1996. Such bank financing was
collateralized by $800,000 of certificates of deposit. On May 22, 1996,
this note was paid down to $750,000 and replaced with a new bank note
payable interest only monthly at the Chase Manhattan Bank prime rate
plus 1% with principal due on May 22, 1997. This loan is collateralized
by the land only. The closing in escrow was necessary due to the
temporary inability of the seller to secure a title insurance policy
because an easement on the property is subject to prior judgment liens.
The Company believes such liens can be exempted by judicial
determination and seller has initiated such action. Such action was
completed in September, 1996.
8
<PAGE> 10
JUST LIKE HOME, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS - CONTINUED
Three-Month and Nine-Month Periods Ended September 30, 1996 and 1995
4. MORTGAGE AND PROMISSORY NOTES: (CONTINUED)
In April, 1996, the Company received a loan in the amount of $1,170,000
for construction of certain facilities located in Bradenton, Florida.
On September 30, 1996, $1,169,900 was outstanding under the
construction loan. The construction loan bears interest at the rate of
prime plus 1%, payable in monthly interest only payments for a
six-month period. At the end of six months, the construction loan will
be converted into a five-year promissory note with interest at 8.25%
payable in monthly principal and interest amounts of approximately
$9,970. Additionally, the Company has pledged a $250,000 certificate of
deposit as additional collateral.
On August 14, 1996, the Company executed an unsecured promissory note
payable to an individual in the amount of $150,000. The promissory note
is payable in full on November 14, 1996 along with interest to that
date, at the rate of 10% per annum.
On September 19, 1996, the Company executed an unsecured promissory
note payable with a previous Board member in the amount of $200,000.
The promissory note is payable in full on March 5, 1997 along with
interest to that date at the rate of prime plus one, as published by
the Wall Street Journal in its "Money Rates" section. The rate of
interest charged shall automatically change with any change in the
"Prime Rate'.
5. EMPLOYEE STOCK OPTIONS:
In March, 1995, the Company adopted a Stock Option Plan (the "Plan")
under which 200,000 shares of common stock are reserved for issuance
upon exercise of stock options. Options may be granted to all eligible
employees of the Company, including officers and non-employee directors
and others who perform services for the Company. Options are granted
under the Plan on such terms and at such prices as determined by the
Board of Directors, except that the per share exercise price of
incentive stock options cannot be less than the fair market value of
the common stock on the date of the grant. Each option is exercisable
after the period or periods specified in the option agreement, but no
option may be exercisable after the expiration of ten years from the
date of grant. During the six months ended September 30, 1996, no
additional options were issued.
6. LITIGATION:
On February 14, 1996, an individual filed a lawsuit against the Company
in United States District Court, Southern District of New York,
alleging that he acted as a finder in connection with the Company's
initial public offering with the Securities and Exchange Commission
which occurred in July, 1995 in which the Company sold 839,000 shares
to the public at $6.00 per share. The individual is seeking damages in
the approximate amount of $1,750,000. The litigation was settled in
September, 1996. In connection therewith, the Company paid the
plaintiff the sum of $35,000.
9
<PAGE> 11
JUST LIKE HOME, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS - CONTINUED
Three-Month and Nine-Month Periods Ended September 30 1996 and 1995
6. LITIGATION: (CONTINUED)
On April 17, 1996, a corporation which is a 5.5% holder of the
Company's common stock, filed a lawsuit against the Company in the
Twelfth Judicial Circuit of Florida. The plaintiff corporation alleges
that the 214,882 common shares received in December, 1994, should have
been freely tradable and not subject to Rule 144 restrictions. The
plaintiff corporation is seeking specific performance. In December,
1994, the Company converted $429,764 of notes payable to the
stockholder (including $4,764 of accrued interest) into common stock at
$2.00 per share which was fair value at the date of conversion. This
case is in the initial discovery phase. The Company believes it has
sufficient defenses to the plaintiffs claim and plans to vigorously
defend itself. Further the Company believes that any liability with
respect to this litigation will not have a material adverse effect.
10
<PAGE> 12
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
See Note 6 - Litigation - to Consolidated Condensed Financial
Statements.
ITEM 2. CHANGE IN SECURITIES
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
27 -- Financial Data Schedules (FOR SEC USE ONLY)
(b) Reports on Form 8-K
None
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
Date: November 13, 1996 Just Like Home, Inc.
(Richard T. Conard)
------------------------------------
Chief Executive Officer
11
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1
<CURRENCY> US DOLLARS
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> SEP-30-1996
<EXCHANGE-RATE> 1
<CASH> 237,082
<SECURITIES> 0
<RECEIVABLES> 144,637
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 1,071,106
<PP&E> 7,657,540
<DEPRECIATION> 305,525
<TOTAL-ASSETS> 9,209,903
<CURRENT-LIABILITIES> 2,198,395
<BONDS> 3,336,339
0
0
<COMMON> 3,917
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 9,209,903
<SALES> 0
<TOTAL-REVENUES> 1,428,591
<CGS> 0
<TOTAL-COSTS> 2,422,338
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 207,752
<INCOME-PRETAX> (1,137,061)
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (1,137,061)
<EPS-PRIMARY> (.29)
<EPS-DILUTED> 0
</TABLE>
