FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Quarterly Report Under Section 13 or 15(d)
of the Securities Exchange Act of 1934
For the Quarter Ended March 31, 1996
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Commission file number 33-11096
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CRI HOTEL INCOME PARTNERS, L.P.
- -------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 52-1500621
- ---------------------------------------- ----------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
11200 Rockville Pike, Rockville, Maryland 20852
- ----------------------------------------- ---------------------------
(Address of principal executive offices) (Zip Code)
(301) 468-9200
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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 and (2) has been subject to such filing
requirements for the past 90 days. Yes [X] No [ ]
Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date.
Class Outstanding at March 31, 1996
- --------------------------------- --------------------------------------
(Not applicable) (Not applicable)
CRI HOTEL INCOME PARTNERS, L.P.
INDEX TO FORM 10-Q
FOR THE QUARTER ENDED MARCH 31, 1996
Page
----
PART I. Financial Information (Unaudited)
Item 1. Financial Statements
Balance Sheets - March 31, 1996
and December 31, 1995 . . . . . . . . . . . . . . . . 1
Statements of Income - for the three months
ended March 31, 1996 and 1995 . . . . . . . . . . . . 2
Statement of Changes in Partners' Capital (Deficit)
- for the three months ended March 31, 1996 . . . . . 3
Statements of Cash Flows - for the three months
ended March 31, 1996 and 1995 . . . . . . . . . . . . 4
Notes to Financial Statements . . . . . . . . . . . . . 5
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations . . . . . . . . . 8
PART II. Other Information
Item 6. Exhibits and Reports on Form 8-K . . . . . . . . . . . 13
Signature . . . . . . . . . . . . . . . . . . . . . . . . . . . 14
Exhibit Index . . . . . . . . . . . . . . . . . . . . . . . . . . . 15
PART I. FINANCIAL INFORMATION
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ITEM 1. FINANCIAL STATEMENTS
---------------------
CRI HOTEL INCOME PARTNERS, L.P.
BALANCE SHEETS
ASSETS
March 31, December 31,
1996 1995
------------ ------------
(Unaudited)
Property and equipment - at cost
Land $ 1,574,490 $ 1,574,490
Buildings and site improvements 13,112,968 13,112,968
Furniture, fixtures and equipment 4,566,093 4,501,971
Leasehold improvements 1,382,000 1,382,000
------------ ------------
20,635,551 20,571,429
Less: accumulated depreciation and amortization (7,908,172) (7,700,997)
------------ ------------
12,727,379 12,870,432
Cash and cash equivalents 543,122 677,454
Working capital reserve 225,000 225,000
Receivables, reserve for replacements and other assets 986,262 700,722
Acquisition fees, principally paid to related parties,
net of accumulated amortization of $278,427 and $269,926,
respectively 741,677 750,178
Property purchase costs, net of accumulated amortization
of $49,399 and $47,880, respectively 132,868 134,387
------------ ------------
Total assets $ 15,356,308 $ 15,358,173
============ ============
The accompanying notes are an integral part
of these financial statements.
-1-
PART I. FINANCIAL INFORMATION
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ITEM 1. FINANCIAL STATEMENTS
---------------------
CRI HOTEL INCOME PARTNERS, L.P.
BALANCE SHEETS
LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)
March 31, December 31,
1996 1995
------------ ------------
(Unaudited)
Distributions payable $ 493,006 $ 549,562
Hotel trade payables 337,042 305,473
Accounts payable and accrued expenses 306,144 345,188
Accrued property taxes 112,231 64,183
Accrued salaries and wages 78,075 71,767
Sales tax payable 95,352 62,268
Accrued management fees 41,751 107,804
------------ ------------
1,463,601 1,506,245
Notes payable 6,754,703 6,604,974
------------ ------------
Total liabilities 8,218,304 8,111,219
------------ ------------
Commitments and contingencies
Partners' capital (deficit):
General Partner (246,020) (243,841)
Beneficial Assignee Certificates (BACs) Series A; 868,662 BACs
issued and outstanding 7,384,024 7,490,795
------------ ------------
Total partners' capital 7,138,004 7,246,954
------------ ------------
Total liabilities and partners' capital $ 15,356,308 $ 15,358,173
============ ============
The accompanying notes are an integral part
of these financial statements.
-2-
PART I. FINANCIAL INFORMATION
---------------------
ITEM 1. FINANCIAL STATEMENTS
---------------------
CRI HOTEL INCOME PARTNERS, L.P.
STATEMENTS OF INCOME
(Unaudited)
For the three months ended
March 31,
----------------------------
1996 1995
----------- ------------
Revenue:
Rooms $ 2,584,878 $ 2,581,847
Telephone 92,635 104,849
Rental and other 90,989 96,862
Food and beverage 11,386 13,793
----------- -----------
2,779,888 2,797,351
----------- -----------
Departmental expenses:
Rooms 671,506 686,026
Telephone 30,958 34,798
Rental and other 21,744 36,254
Food and beverage 11,993 14,098
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736,201 771,176
----------- -----------
Gross operating income 2,043,687 2,026,175
----------- -----------
Unallocated operating income (expenses):
Interest and other income 20,244 25,817
General and administrative (293,039) (319,168)
Building lease expense (251,095) (229,477)
Marketing (225,377) (247,678)
Depreciation and amortization (221,149) (212,989)
Energy (139,831) (144,809)
Property taxes (138,114) (150,368)
Property operations and maintenance (130,382) (151,966)
Management fees (97,169) (97,932)
Base asset management fee, paid to related parties (23,438) (26,250)
Professional fees (10,552) (10,364)
----------- -----------
(1,509,902) (1,565,184)
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Operating income 533,785 460,991
----------- -----------
Other expenses:
Interest expense (149,729) (155,635)
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Net income $ 384,056 $ 305,356
=========== ===========
The accompanying notes are an integral part
of these financial statements.
-3-
PART I. FINANCIAL INFORMATION
---------------------
ITEM 1. FINANCIAL STATEMENTS
---------------------
CRI HOTEL INCOME PARTNERS, L.P.
STATEMENTS OF INCOME - Continued
(Unaudited)
For the three months ended
March 31,
----------------------------
1996 1995
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Net income allocated to General Partner (2%) $ 7,681 $ 6,107
=========== ===========
Net income allocated to BAC Holders (98%) $ 376,375 $ 299,249
=========== ===========
Net income per BAC based on 868,662 BACs outstanding $ 0.43 $ 0.34
=========== ===========
The accompanying notes are an integral part
of these financial statements.
-4-
PART I. FINANCIAL INFORMATION
---------------------
ITEM 1. FINANCIAL STATEMENTS
---------------------
CRI HOTEL INCOME PARTNERS, L.P.
STATEMENT OF CHANGES IN PARTNERS' CAPITAL (DEFICIT)
For the three months ended March 31, 1996
(Unaudited)
Beneficial
Assignee
General Certificate
Partner Holders Total
--------- ------------ ------------
Balance, December 31, 1995 $(243,841) $ 7,490,795 $ 7,246,954
Distributions paid or accrued of $0.56 per BAC (9,860) (483,146) (493,006)
Net income 7,681 376,375 384,056
--------- ------------ ------------
Balance, March 31, 1996 $(246,020) $ 7,384,024 $ 7,138,004
========= ============ ============
The accompanying notes are an integral part
of these financial statements.
-5-
PART I. FINANCIAL INFORMATION
---------------------
ITEM 1. FINANCIAL STATEMENTS
---------------------
CRI HOTEL INCOME PARTNERS, L.P.
STATEMENTS OF CASH FLOWS
(Unaudited)
For the three months ended
March 31,
----------------------------------
1996 1995
------------ ------------
Cash flows from operating activities:
Net income $ 384,056 $ 305,356
Adjustments to reconcile net income to net cash provided by
operating activities:
Depreciation and amortization 221,149 212,989
Accrued interest on notes payable 149,729 155,635
Changes in assets and liabilities:
Increase in receivables and other assets, net (149,596) (40,478)
(Decrease) increase in accounts payable and accrued expenses (39,044) 42,974
Increase (decrease) in hotel trade payables 31,569 (95,427)
Increase (decrease) in accrued salaries and wages 6,308 (8,396)
Increase in sales tax payable 33,084 26,964
Increase in accrued property taxes 48,048 57,311
Decrease in accrued management fees (66,053) (54,592)
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Net cash provided by operating activities 619,250 602,336
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Cash flows from investing activities:
Purchase of property and equipment (64,122) (27,165)
Net deposits to reserve for replacements (139,898) (56,697)
Decrease in working capital reserves -- 35,000
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Net cash used in investing activities (204,020) (48,862)
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Cash flows from financing activities:
Distributions paid to BAC Holders and General Partner (549,562) (452,059)
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Net (decrease) increase in cash and cash equivalents (134,332) 101,415
Cash and cash equivalents, beginning of period 677,454 537,352
------------ ------------
Cash and cash equivalents, end of period $ 543,122 $ 638,767
============ ============
The accompanying notes are an integral part
of these financial statements.
-6-
CRI HOTEL INCOME PARTNERS, L.P.
NOTES TO FINANCIAL STATEMENTS
(Unaudited)
1. BASIS OF PRESENTATION
In the opinion of CRICO Hotel Associates I, L.P. (the General Partner), the
accompanying unaudited financial statements of CRI Hotel Income Partners, L.P.
(the Partnership) contain all adjustments of a normal recurring nature necessary
to present fairly the Partnership's financial position as of March 31, 1996 and
December 31, 1995, and the results of its operations for the three months ended
March 31, 1996 and 1995 and its cash flows for the three months ended March 31,
1996 and 1995.
These unaudited financial statements have been prepared pursuant to the
rules and regulations of the Securities and Exchange Commission. Certain
information and note disclosures normally included in financial statements
prepared in accordance with generally accepted accounting principles have been
condensed or omitted. While the General Partner believes that the disclosures
presented are adequate to make the information not misleading, it is suggested
that these financial statements be read in conjunction with the financial
statements and the notes included in the Partnership's Annual Report filed on
Form 10-K for the year ended December 31, 1995.
Certain amounts in the 1995 financial statements have been reclassified to
conform to the 1996 presentation.
2. COMMITMENTS
a. Hotel operations management agreements
--------------------------------------
The Partnership entered into management agreements with Buckhead Hotel
Management Company, Inc. (Buckhead) in connection with operations of the
hotels. Each agreement is for an initial term of twelve to fifteen years,
with a five-year renewal option. The agreements call for a base management
fee of 3.5% of gross revenue from operations, a marketing fee of 1.5% of
net room revenues, and a reservation fee of 2.3% of gross revenues from
rental of hotel guest rooms. The agreements also call for incentive
management fees generally equal to 25% of net cash flow available after
payment of a preferred cash flow return to the Partnership equal to 11% of
the aggregate purchase price for the hotels owned by the Partnership. No
incentive management fees were earned for the first quarter of 1996 or
1995.
b. Ground lease agreement
----------------------
The Partnership entered into a lease with Vicorp Restaurants, Inc.
(Vicorp) effective January 1991, for a portion of the Minneapolis Days Inn
property to operate a restaurant (Baker's Square). Gross rental income
pursuant to the lease agreement was $12,619 and $12,192 for the three
months ended March 31, 1996 and 1995, respectively.
3. DISTRIBUTIONS TO BAC HOLDERS
The following distributions were paid or accrued to BAC Holders of record
during the first quarters of 1996 and 1995:
-7-
CRI HOTEL INCOME PARTNERS, L.P.
NOTES TO FINANCIAL STATEMENTS
(Unaudited)
3. DISTRIBUTIONS TO BAC HOLDERS - Continued
1996 1995
Distributions to Distributions to
BAC Holders BAC Holders
-------------------- --------------------
Quarter Ended Total Per BAC Total Per BAC
------------- ---------- ------- ---------- -------
March 31 $ 493,006 $ 0.56 $ 443,018 $ 0.51
========== ======= ========== =======
The distribution to BAC Holders for the quarter ended March 31, 1996 is
expected to be paid on May 30, 1996. The General Partner anticipates the
distribution for the quarter ended June 30, 1996 to range from $0.52 to $0.60
per BAC. Distributions are dependent on the net cash flow produced from hotel
operations, net of Partnership expenses. The cash flow from certain hotels may
be materially affected by changing market conditions and by seasonality.
4. RELATED-PARTY TRANSACTIONS
The Partnership, in accordance with the terms of the Partnership Agreement,
is obligated to reimburse the General Partner or its affiliates for their direct
expenses in connection with managing the Partnership. The Partnership paid or
accrued $10,193 and $11,535 for the three months ended March 31, 1996 and 1995,
respectively, to the General Partner or its affiliates as direct reimbursement
of expenses incurred on behalf of the Partnership. Such reimbursements are
included in general and administrative expense on the statements of income.
The amount of the base asset management fee earned by the General Partner
or its affiliates is equal to 0.50% of the weighted average balance of the
adjusted partnership investment during the period, as defined in the Partnership
Agreement. During the three-month periods ended March 31, 1996 and 1995, the
Partnership paid or accrued a base asset management fee of $23,438 and $26,250,
respectively.
5. HOTELS OWNED BY THE PARTNERSHIP
On October 20, 1994, a contract for the sale of the Kankakee hotel was
signed. The sale was completed on July 19, 1995. The sale price of the
property of $1.2 million generated sufficient proceeds to the Partnership to
retire the purchase money note obligation of the Partnership with respect to
such property. On February 21, 1995 and May 10, 1995, the Partnership advanced
$35,000 and $42,000, respectively, from the working capital reserves to the
Kankakee hotel to fund the hotel's short-term working capital needs. These
advances were repaid and the working capital reserves were replenished on July
19, 1995 from sale proceeds of the Kankakee hotel.
-8-
PART I. FINANCIAL INFORMATION
---------------------
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
-------------------------------------------------
CONDITION AND RESULTS OF OPERATIONS
-----------------------------------
Financial Condition/Liquidity
------------------------------
CRI Hotel Income Partners, L.P. (the Partnership) expects that the hotels
in the aggregate will generate sufficient cash flow to achieve a positive cash
flow after operating expenses. During the first quarter of 1996, certain hotels
retained aggregate additional replacement reserves of approximately $106,000 for
the purpose of funding the purchase of electronic door locks. The installation
of these electronic door locks is a franchise requirement imposed by Days Inn.
One other hotel is expected to retain additional replacement reserves of
approximately $32,000 in the second quarter of 1996 for the purchase of its
electronic door locks. Other than the purchase of electronic door locks and the
periodic replacement of fixed assets, which are also funded from the replacement
reserves, there are no material commitments for capital expenditures.
Due to the expiration of all remaining cash flow guarantees in 1993, the
Partnership's liquidity and future results of operations are primarily dependent
upon the performance of the underlying hotels. Hotel operations may be
materially affected by changing market conditions and by seasonality caused by
variables such as vacations, holidays and climate. The Partnership closely
monitors its cash flow position in an effort to ensure that sufficient cash is
available for operating requirements and distributions to BAC Holders. The
Partnership's net cash provided by operating activities for the three months
ended March 31, 1996, along with existing cash resources, was adequate to
support operating, investing and financing requirements and declared
distributions to BAC Holders and the General Partners. Cash and cash
equivalents decreased in 1996 principally due to deposits to replacement
reserves. The Partnership estimates that existing cash and cash equivalents
along with future cash flows from the hotels' operations, in the aggregate, will
be sufficient to pay operating expenses and short term commitments, fund
replacement reserves, and make distributions to BAC Holders. Short-term
liabilities of $1,463,601 decreased slightly from 1995. This resulted primarily
from a decrease in accrued management fees payable at two hotels as well as a
decrease in distributions payable as a result of fluctuations of quarterly
distributions during 1995. These decreases were partially offset by an increase
in accrued property taxes due to the timing of tax payment due dates.
The Partnership's notes payable, including accrued interest, are scheduled
to mature in 1997 and 1998. The Kankakee note payable of $434,925 plus accrued
interest of $440,746 was retired on July 19, 1995 in connection with the sale of
the hotel, as discussed below. The Managing General Partner is currently
investigating refinancing options for the remaining notes. There is no
assurance that a refinancing or refinancings will be completed.
On October 20, 1994, a contract for the sale of the Kankakee hotel was
signed. The sale was completed on July 19, 1995. The sale price of the
property of $1.2 million generated sufficient proceeds to the Partnership to
retire the purchase money note obligation of the Partnership with respect to
such property. On February 21, 1995 and May 10, 1995, the Partnership advanced
$35,000 and $42,000, respectively, from the working capital reserves to the
Kankakee hotel to fund the hotel's short-term working capital needs. These
advances were repaid and the working capital reserves were replenished on July
19, 1995 from sale proceeds of the Kankakee hotel.
The following distributions were paid or accrued to BAC Holders of record
during the first quarters of 1996 and 1995:
-9-
PART I. FINANCIAL INFORMATION
---------------------
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
-------------------------------------------------
CONDITION AND RESULTS OF OPERATIONS - Continued
-----------------------------------
1996 1995
Distributions to Distributions to
BAC Holders BAC Holders
-------------------- --------------------
Quarter Ended Total Per BAC Total Per BAC
------------- ---------- ------- ---------- -------
March 31 $ 493,006 $ 0.56 $ 443,018 $ 0.51
========== ======= ========== =======
The distribution to BAC Holders for the quarter ended March 31, 1996 is
expected to be paid on May 30, 1996. The General Partner anticipates the
distribution for the quarter ended June 30, 1996 to range from $0.52 to $0.60
per BAC. Distributions are dependent on the net cash flow produced from hotel
operations, net of Partnership expenses. The cash flow from certain hotels may
be materially affected by changing market conditions and by seasonality.
Results of Operations
---------------------
The Partnership's net income, which consists principally of revenues from
hotel operations, increased during the three months ended
March 31, 1996 from the comparable period in 1995 primarily due to a 4% decrease
in departmental expenses and unallocated operating expenses for the first
quarter 1996 as compared to the same period in 1995. Departmental expenses and
unallocated operating expenses decreased 6% as a result of the sale of the
Kankakee hotel in July 1995. Departmental expenses and unallocated operating
expenses of the remaining hotels increased 2% during the first quarter of 1996
as compared to the same period in 1995 primarily due to an increase in building
lease expense at the Scottsdale hotel as a result of increased revenues
generated by the hotel during the first quarter of 1996. A portion of the
building lease for the Scottsdale hotel is calculated on a percentage of
revenues generated by the hotel. Total room revenue of the Partnership did not
change significantly in the first three months of 1996 as compared to the
corresponding period in 1995. A 3% increase in room revenue, primarily as a
result of increased room rates at all hotels, was offset by a 3% decrease in
room revenue resulting from the sale of the Kankakee hotel.
Hotels' Results of Operations
-----------------------------
The hotels' results of operations are affected by changing market
conditions and by seasonality caused by variables such as vacations, holidays
and climate. Based on the hotels' operating budgets, the following months
should provide the highest gross operating income and net cash flow:
-10-
PART I. FINANCIAL INFORMATION
---------------------
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
-------------------------------------------------
CONDITION AND RESULTS OF OPERATIONS - Continued
-----------------------------------
Hotel Location Peak Months
-------------- ---------------------
Clearwater, FL October through April
Minneapolis, MN May through October
Plymouth, MN June through October
Roseville, MN May through October
Scottsdale, AZ January through May
The Partnership's Statements of Income include operating results for each
of the hotels as outlined below. Gross Operating Income represents total
revenue from rooms, telephone, food and beverage, and rental and other, less the
related departmental expenses. Operating Income (Loss) represents Gross
Operating Income less unallocated operating income (expenses). The operating
results and average occupancy for the hotels for the three months ended March
31, 1996 and 1995 are as follows:
Gross Operating Income
For the three months ended
March 31,
------------------------------
Hotel Location 1996 1995
- -------------- ------------- -------------
Clearwater, FL $ 390,141 $ 362,457
Minneapolis, MN 315,164 355,647
Plymouth, MN 154,029 171,863
Roseville, MN 188,689 192,613
Scottsdale, AZ 995,664 905,388
------------- -------------
Total from continuing operations 2,043,687 1,987,968
Kankakee, IL (1) -- 38,207
------------- -------------
Total $ 2,043,687 $ 2,026,175
============= =============
-11-
PART I. FINANCIAL INFORMATION
---------------------
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
-------------------------------------------------
CONDITION AND RESULTS OF OPERATIONS - Continued
-----------------------------------
Operating Income (Loss)
For the three months ended
March 31,
------------------------------
Hotel Location 1996 1995
- -------------- ------------- -------------
Clearwater, FL $ 209,611 $ 212,283
Minneapolis, MN 102,787 137,794
Plymouth, MN 10,735 27,279
Roseville, MN 24,388 31,808
Scottsdale, AZ 443,984 366,188
Depreciation and Partnership operating
expenses (257,720) (240,975)
------------- -------------
Total from continuing operations $ 533,785 $ 534,377
Kankakee, IL (1) -- (73,386)
------------- -------------
Total $ 533,785 $ 460,991
============= =============
Average Occupancy
For the three months ended
March 31,
------------------------------
Hotel Location 1996 1995
- -------------- ------------- -------------
Clearwater, FL 82% 86%
Minneapolis, MN 75% 84%
Plymouth, MN 68% 73%
Roseville, MN 81% 85%
Scottsdale, AZ 94% 98%
------ -------
Total from continuing operations (2) 81% 86%
Kankakee, IL(1) -- 25%
------ ------
Total (2) 81% 78%
====== ======
(1) The 1995 operating results presented for the Kankakee hotel are through
July 19, 1995, the date of sale.
(2) The sub-totals and totals for average occupancy are based on a weighted
average taking into consideration the number of rooms at each location.
-12-
PART I. FINANCIAL INFORMATION
---------------------
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
-------------------------------------------------
CONDITION AND RESULTS OF OPERATIONS - Continued
-----------------------------------
Gross operating income for the Clearwater hotel for the three months ended
March 31, 1996 increased from the same period in 1995 primarily due to increased
room rates and aggressive sales efforts to replace income due to the loss of a
major client in the fourth quarter of 1995. Net cash flow for the Clearwater
hotel for the three months ended march 31, 1996 decreased from the same period
in 1995 primarily due to increased marketing and advertising expenses incurred
as a result of increased sales efforts. Gross operating income and net cash
flow for the Minneapolis hotel for the three months ended March 31, 1996
decreased from the same period in 1995 primarily due to unusually harsh weather
conditions and a temporary quarantine of Shriner's Hospital, which indirectly
provides a significant amount of business to the hotel. Gross operating income
and net cash flow for the Plymouth hotel for the three months ended March 31,
1996 decreased from the same period in 1995 primarily due to unusually harsh
weather conditions and increased competition for local advertising space. Gross
operating income and net cash flow for the Roseville hotel for the three months
ended March 31, 1996 decreased from the same period in 1995 primarily due to
unusually harsh weather conditions and record low temperatures. Gross operating
income and net cash flow for the Scottsdale hotel for the three months ended
March 31, 1996 increased from the same period in 1995 primarily due to increased
room demand in the area as a result of Super Bowl XXX being hosted by the City
of Phoenix. The Kankakee hotel was sold on July 19, 1995, as previously
discussed.
PART II. OTHER INFORMATION
-----------------
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
--------------------------------
No reports on Form 8-K were filed with the Commission during the quarter
ended March 31, 1996.
All other items are not applicable.
-13-
SIGNATURE
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, Registrant has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.
CRI HOTEL INCOME PARTNERS, L.P.
By: CRICO Hotel Associates I, L.P.
General Partner
By: CRI, Inc.
General Partner
May 15, 1996 By: /s/ Richard J. Palmer
- --------------------- -------------------------------------
Date Richard J. Palmer
Senior Vice President/Finance
Signing on behalf of the Registrant
and as Principal Accounting Officer
-14-
EXHIBIT INDEX
-------------
Exhibit Method of Filing
- ------- -----------------------------
27 Financial Data Schedule Filed herewith electronically
-15-