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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the Fiscal Year Ended: July 31, 1995
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: 1-3647
J. W. MAYS, INC.
(Exact name of registrant as specified in its charter)
New York 11-1059070
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
9 Bond Street, Brooklyn, New York 11201-5805
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (718) 624-7400
Securities registered pursuant to Section 12(b) of the Act:
Name of each exchange
Title of each class on which registered
None None
Securities registered pursuant to Section 12(g) of the Act:
Common Stock, par value $1 per share
(Title of Class)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes X No. .
-- ---
Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K.[X] No delinquent filers.
The aggregate market value of voting stock held by nonaffiliates of the
registrant was approximately $7,073,777 as of September 29, 1995 based upon the
closing price on the NASDAQ National Market System reported for such date.
Shares of Common Stock held by each officer and director and by each person who
owns 5% or more of the outstanding Common Stock have been excluded in that such
persons may be deemed to be affiliates. This determination of affiliate status
is not necessarily a conclusive determination for other purposes.
The number of shares outstanding of the registrant's Common Stock as of
September 29, 1995 was 2,136,397.
DOCUMENTS INCORPORATED BY REFERENCE
Part of Form 10-K
in which the Document
Document is incorporated
-------- ---------------------
Annual Report to Shareholders for
Fiscal Year Ended July 31, 1995 ...................... Parts I and II
Definitive Proxy Statement for the
1995 Annual Meeting of Shareholders .................. Part III
===============================================================================
J. W. MAYS, INC.
FORM 10-K FOR THE FISCAL YEAR ENDED JULY 31, 1995
TABLE OF CONTENTS
Part I PAGE
----
Item 1. Business .................................................. 3
Item 2. Properties ................................................ 3
Item 3. Legal Proceedings ......................................... 4
Item 4. Submission of Matters to a Vote of Security Holders ....... 5
Executive Officers of the Registrant ............................... 5
Part II
Item 5. Market for Registrant's Common Stock and Related
Shareholder Matters ..................................... 5
Item 6. Selected Financial Data ................................... 5
Item 7. Management's Discussion and Analysis of Financial
Condition and Results of Operations ..................... 5
Item 8. Financial Statements and Supplementary Data ............... 5
Item 9. Changes in and Disagreements with Accountants
on Accounting and Financial Disclosure .................. 6
Part III
Item 10. Directors and Executive Officers of the Registrant ........ 6
Item 11. Executive Compensation .................................... 6
Item 12. Security Ownership of Certain Beneficial
Owners and Management ................................... 6
Item 13. Certain Relationships and Related Transactions ............ 6
Part IV
Item 14. Exhibits, Financial Statement Schedules,
and Reports on Form 8-K ................................ 6
2
PART I
Item 1. Business.
J. W. Mays, Inc. (the "Company" or "Registrant") with executive offices at
9 Bond Street, Brooklyn, New York 11201, operates a number of commercial real
estate properties. See below for the description of these properties (Item 2.
Properties). The Company's business was founded in 1924 and incorporated under
the laws of the State of New York on July 6, 1927.
The Company discontinued its department store business which operated under
the name of "MAYS," in the year ended July 31, 1989, and has continued the
leasing of real estate. The Company has no foreign operations or export sales.
The Company employs approximately 31 employees and has a contract with a
union covering rates of pay, hours of employment and other conditions of
employment for approximately 19% of its employees. The Company considers that
its labor relations with its employees and union are good.
Item 2. Properties.
The table below sets forth certain information as to each of the properties
currently operated by the Company:
Approximate
Location Owned or leased(1) Square Feet
-------- ------------------ -----------
Brooklyn, New York
Fulton Street at Bond Street .................. (2) 380,000(5)
Jamaica, New York
Jamaica Avenue at 169th Street ................ Own Building, Lease Fee 297,000(6)
Fishkill, New York
Interstate Highway 84 at Route 9 .............. (3) 211,000(7)
(located on
14.9 acres)
Brooklyn, New York
Jowein Building
Fulton Street and Elm Place ................... (4) 430,000(8)
Levittown, New York
Hempstead Turnpike ............................ (3) 85,800(9)
Massapequa, New York
Sunrise Highway ............................... (10) 133,400(10)
Circleville, Ohio
Tarlton Road .................................. (3) 193,350(11)
(located on
11.6 acres)
----------
(1) Properties leased are under long-term leases for varying periods, the
longest of which extends to 2013, and in most instances renewal options
are included. Reference is made to Note 6 to the Consolidated Financial
Statements contained in the 1995 Annual Report to Shareholders,
incorporated herein by reference. The properties indicated as owned
which are held subject to mortgage are the Jowein building, the Fishkill
property, the Ohio property and a small part of the Company's former
Brooklyn store.
(Footnotes continued)
3
(2) A major portion of these premises is owned.
(3) The entire premises is owned.
(4) Approximately 50% of these premises is owned and the remainder is
leased.
(5) Approximately 99,000 square feet of the street floor and basement are
leased to one tenant for retail and approximately 9,000 square feet, in
the aggregate, are leased to four separate tenants for retail and
offices. Approximately 232,000 square feet of the building are available
for lease.
(6) Approximately 75,100 square feet are leased to one tenant, 47,100 square
feet to another tenant and 2,700 square feet to a third tenant, all for
retail. Approximately 137,000 square feet of the building are available
for lease.
(7) Approximately 102,000 square feet are leased to one tenant for retail
and 109,000 square feet of the building are available for lease of which
25,000 square feet was leased on August 31, 1995.
(8) All of the building, except for 164,000 square feet, has been leased for
retail and offices. The 164,000 square feet are available for lease. Of
the 430,000 square feet, 266,000 square feet have been leased for retail
and offices, including leases for retail space entered into on June 8,
1995 for 26,000 square feet and on July 6, 1995 for 24,000 square feet.
(9) Leased to one tenant for retail.
(10) Leased by the Company and sub-leased to two tenants for a bank and a
gasoline service station.
(11) Property purchased in December, 1992 under lease to one tenant for use
as a distribution facility.
The City of New York through its Economic Development Administration ("New
York City") constructed a municipal garage at Livingston Street opposite the
Company's Brooklyn properties. The Company has a long-term lease with New York
City expiring in 2013 with renewal options, the last of which expires in 2073,
under which:
(1) Such garage, available to the public, provides truck bays and
passage facilities through a tunnel for the exclusive use of the Company,
to the structure referred to in (2) below; the bays, passage facilities and
tunnel, totaling approximately 17,000 square feet, are included in the
lease from New York City mentioned in the preceding paragraph and are in
full use.
(2) The Company constructed a six-story building and basement on a 20
x 75-foot plot (acquired and made available by New York City and leased to
the Company for a term expiring in 2013 with renewal options, the last of
which expires in 2073) adjacent to and connected with the Company's
Brooklyn properties, which provides the other end of the tunnel with the
truck bays in the municipal garage.
See Note 11 to the Consolidated Financial Statements of the 1995 Annual
Report to Shareholders, which information is incorporated herein by reference,
for information concerning those tenants the rental income from which equals 10%
or more of the Company's rental income.
Item 3. Legal Proceedings.
There are various lawsuits and claims pending against the Company. It is
the opinion of management that the resolution of these matters will not have a
material adverse effect on the Company's Consolidated Financial Statements.
4
Item 4. Submission of Matters to a Vote of Security Holders.
During the fourth quarter of the fiscal year covered by this report, no
matter was submitted to a vote of security holders of the Company.
Executive Officers of the Registrant
The following information is furnished with respect to each Executive
Officer of the Registrant (each of whom is elected annually) whose present term
of office will expire upon the election and qualification of his successor:
First Became
Business Experience During Such Officer
Name Age the Past Five Years or Director
---- --- -------------------------- ------------
Max L. Shulman ................... 86 Chairman of the Board June, 1963
Co-Chairman of the Board June, 1995
Director January, 1946
Lloyd J. Shulman ................. 53 President November, 1978
Co-Chairman of the Board and
President June, 1995
Director November, 1977
Alex Slobodin .................... 80 Executive Vice President November, 1965
Treasurer September, 1955
Director November, 1963
Ward N. Lyke, Jr. ................ 44 Vice President February, 1984
George Silva ..................... 45 Vice President March, 1995
Salvatore Cappuzzo ............... 36 Secretary November, 1981
No family relationship exists among the foregoing persons except that Lloyd
J. Shulman is the son of Max L. Shulman.
All of the above mentioned officers have been appointed as such by the
directors and, except for Mr. Silva, have been employed as Executive Officers of
the Company during the past five years.
PART II
Item 5. Market for Registrant's Common Stock and Related Shareholder Matters.
The information appearing under the heading "Common Stock Prices and
Dividends" on page 20 of the Registrant's 1995 Annual Report to Shareholders is
incorporated herein by reference.
Item 6. Selected Financial Data.
The information appearing under the heading "Summary of Selected Financial
Data" on page 2 of the Registrant's 1995 Annual Report to Shareholders is
incorporated herein by reference.
Item 7. Management's Discussion and Analysis of Financial Condition and Results
of Operations.
The information appearing under the heading "Management's Discussion and
Analysis of Financial Condition and Results of Operations" on pages 18 and 19 of
the Registrant's 1995 Annual Report to Shareholders is incorporated herein by
reference.
Item 8. Financial Statements and Supplementary Data.
The Registrant's Consolidated Financial Statements, together with the
report of Lipsky, Goodkin & Co., P.C., Independent Public Accountants, dated
October 12, 1995, appearing on pages 4 through 16 of the Registrant's 1995
Annual Report to Shareholders is incorporated herein by reference. With the
exception of the aforementioned
5
information and the information incorporated by reference in Items 2, 5, 6, 7
and 8 hereof, the 1995 Annual Report to Shareholders is not to be deemed filed
as part of this Form 10-K Annual Report.
Item 9. Changes in and Disagreements with Accountants on Accounting and
Financial Disclosure.
None.
PART III
Item 10. Directors and Executive Officers of the Registrant.
The information relating to directors of the Registrant is contained in the
Definitive Proxy Statement for the 1995 Annual Meeting of Shareholders and such
information is incorporated herein by reference.
The information with respect to Executive Officers of the Registrant is set
forth in Part I hereof.
Item 11. Executive Compensation.
The information required by this item appears under the heading "Executive
Compensation and Related Matters" in the Definitive Proxy Statement for the 1995
Annual Meeting of Shareholders and such information is incorporated herein by
reference.
Item 12. Security Ownership of Certain Beneficial Owners and Management.
The information required by this item appears under the headings "Security
Ownership of Certain Beneficial Owners and Management" and "Information
Concerning Nominees for Election as Directors" in the Definitive Proxy Statement
for the 1995 Annual Meeting of Shareholders and such information is incorporated
herein by reference.
Item 13. Certain Relationships and Related Transactions.
The information required by this item appears under the heading "Executive
Compensation and Related Matters" in the Definitive Proxy Statement for the 1995
Annual Meeting of Shareholders and such information is incorporated herein by
reference.
PART IV
Item 14. Exhibits, Financial Statement Schedules, and Reports on Form 8-K.
(a) The following documents are filed as part of this report:
1. The Consolidated Financial Statements and report of Lipsky,
Goodkin & Co., P.C., Independent Public Accountants dated October
12, 1995, set forth on pages 4 through 16 of the Registrant's
1995 Annual Report to Shareholders.
2. See accompanying Index to Registrant's Financial Statements and
Schedules.
3. Exhibits:
(2) Plan of acquisition, reorganization, arrangement, liquidation
or succession--not applicable.
(3) Articles of incorporation and by-laws:
(i) Certificate of Incorporation, as amended, incorporated
by reference to Registrant's Form 8-K dated December 3,
1973.
(ii) By-laws, as amended June 1, 1995--Exhibit A, attached.
(4) Instruments defining the rights of security holders,
including indentures--see Exhibit (3) above.
(9) Voting trust agreement--not applicable.
6
(10) Material contracts:
(i) Agreement of Lease dated March 29, 1990 pursuant to
which the basement and a portion of the street floor,
approximately 32% of the total area of the Registrant's
former Jamaica store, has been leased to a tenant for
retail space, incorporated by reference to Registrant's
Form 10-K dated October 29, 1990.
(ii) Agreement of Lease dated July 5, 1990, as amended
February 25, 1992, pursuant to which a portion of the
street floor and basement, approximately 35% of the
total area of the Registrant's former Brooklyn store,
has been leased to a tenant for the retail sale of
general merchandise and for a restaurant, incorporated
by reference to Registrant's Form 10-K dated October
29, 1990.
(iii) The J.W. Mays, Inc. Retirement Plan and Trust, Summary
Plan Description, effective August 1, 1991,
incorporated by reference to Registrant's Form 10-K
dated October 23, 1992 and, as amended, effective
August 1, 1993, incorporated by reference to
Registrant's Form 10-Q for the Quarter ended October
31, 1993 dated December 2, 1993.
(11) Statement re computation of per share earnings--not
applicable.
(12) Statement re computation of ratios--not applicable.
(13) Annual report to security holders.
(18) Letter re change in accounting principles--not applicable.
(21) Subsidiaries of the registrant.
(22) Published report regarding matters submitted to vote of
security holders--not applicable.
(23) Consents of experts and counsel--not applicable.
(24) Power of attorney--none.
(28) Information from reports furnished to state insurance
regulatory authorities--not applicable.
(99) Additional exhibits--none.
(b) Reports on Form 8-K -- A report on Form 8-K was filed by the Registrant
during the three months ended July 31, 1995.
Item reported -- The Company entered into an Agreement of Lease (the
"Lease"), dated July 6, 1995, pursuant to which approximately 24,000 square
feet of space in the Jowein Building located in the Fulton Mall in downtown
Brooklyn, New York was leased to a chain store tenant for retail space. The
term of the Lease is for a period of fourteen years and six months and
commences in November, 1995. The lease provides for fixed rent aggregating
approximately $2,375,000 in the initial five-year period of the Lease,
$2,529,375 for the next five-year period and $2,424,406 for the remaining
four years and six month period. In addition, the Lease provides that the
tenant pay its proportionate share of certain items, including operating
expenses, and its proportionate share of real estate taxes over a base
year.
Financial Statements filed -- None
Date of Report filed -- July 6, 1995
7
SIGNATURES
Pursuant to the requirements of Sections 13 or 15(d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.
J. W. MAYS, INC.
------------------------------------
(REGISTRANT)
October 23, 1995 By: LLOYD J. SHULMAN
------------------------------------
Lloyd J. Shulman
Co-Chairman of the Board
Principal Executive Officer
President
Principal Operating Officer
October 23, 1995 By: ALEX SLOBODIN
------------------------------------
Alex Slobodin
Executive Vice President
and Treasurer
Principal Financial Officer
October 23, 1995 By: MARK GREENBLATT
------------------------------------
Mark Greenblatt
Controller
Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
Registrant in the capacities and on the date indicated.
Signature Title Date
--------- ----- ----
MAX L. SHULMAN Co-Chairman of the Board October 23, 1995
-------------------------------- and Director
Max L. Shulman
LLOYD J. SHULMAN Co-Chairman of the Board, October 23, 1995
-------------------------------- Chief Executive Officer,
Lloyd J. Shulman President, Chief Operating Officer
and Director
ALEX SLOBODIN Executive Vice President, October 23, 1995
-------------------------------- Treasurer and Director
Alex Slobodin
FRANK J. ANGELL Director October 23, 1995
--------------------------------
Frank J. Angell
JACK SCHWARTZ Director October 23, 1995
--------------------------------
Jack Schwartz
SYLVIA W. SHULMAN Director October 23, 1995
--------------------------------
Sylvia W. Shulman
LEWIS D. SIEGEL Director October 23, 1995
--------------------------------
Lewis D. Siegel
8
INDEX TO REGISTRANT'S FINANCIAL STATEMENTS AND SCHEDULES
Reference is made to the following sections of the Registrant's Annual
Report to Shareholders for the fiscal year ended July 31, 1995, which are
incorporated herein by reference:
Report of Independent Accountants (page 16)
Consolidated Balance Sheets (pages 4 and 5)
Consolidated Statements of Operations and Retained Earnings (page 6)
Consolidated Statements of Cash Flows (page 7)
Notes to Consolidated Financial Statements (pages 8-16)
Page
----
Financial Statement Schedules:
Report of Independent Accountants .......................... 9
II Valuation and Qualifying Accounts .......................... 10
III Real Estate and Accumulated Depreciation ................... 11
All other schedules for which provision is made in the applicable
regulations of the Securities and Exchange Commission are not required under the
related instructions or are inapplicable and, accordingly, are omitted.
The separate financial statements and schedules of J. W. Mays, Inc. (not
consolidated) are omitted because the Company is primarily an operating company
and its subsidiaries are wholly-owned.
---------------
REPORT OF INDEPENDENT ACCOUNTANTS ON FINANCIAL STATEMENT SCHEDULES
To the Board of Directors and Shareholders
of J. W. Mays, Inc.:
Our audits of the Consolidated Financial Statements referred to in our
report dated October 12, 1995, appearing on page 16 of the 1995 Annual Report to
Shareholders of J.W. Mays, Inc., (which report and Consolidated Financial
Statements are incorporated by reference in this Annual Report on Form 10-K)
also included an audit of the Summarized Financial Information contained in Item
8 and Financial Statement Schedules listed in Item 14(a)(2) of this Form 10-K.
Our report on the Consolidated Financial Statements includes explanatory
paragraphs with respect to the change in the method of accounting for marketable
securities--other investments in 1995 and a change in the method of accounting
for income taxes in 1994 as discussed in Note 1 to the Consolidated Financial
Statements. In our opinion, this Summarized Financial Information and these
Financial Statement Schedules present fairly, in all material respects, the
information set forth therein when read in conjunction with the related
Consolidated Financial Statements.
LIPSKY, GOODKIN & Co., P.C.
New York, N.Y
October 12, 1995 (except with respect to
the matter discussed in Note 16(b) to
the Consolidated Financial Statements, as
to which the date is October 20, 1995)
9
SCHEDULE II
J.W. MAYS, INC.
VALUATION AND QUALIFYING ACCOUNTS
- --------------------------------------------------------------------------------------------------------------
Year ended July 31, 1995 1994 1993
- --------------------------------------------------------------------------------------------------------------
Allowance for net unrealized gains (losses) on
marketable securities--other investments:
Balance, beginning of period ........................... $(31,769) $ -- $ --
Additions charged to expense ........................... -- (31,769) --
Reductions ............................................. 73,779 -- --
-------- -------- -----
Balance, end of period ................................. $ 42,010 $(31,769) $ --
======== ======== =====
Deferred income tax asset valuation allowance:
Balance, beginning of period ........................... $169,698 $ -- $ --
Additions charged to expense ........................... -- 169,698 --
Reductions ............................................. 52,600 -- --
-------- -------- -----
Balance, end of period ................................. $117,098 $169,698 $ --
======== ======== =====
10
SCHEDULE III
J. W. MAYS, INC.
REAL ESTATE AND ACCUMULATED DEPRECIATION
July 31, 1995
====================================================================================================================================
Col. A Col. B Col. C Col. D Col. E
- ------------------------------------------------------------------------------------------------------------------------------------
Cost Capitalized Gross Amount at
Initial Cost Subsequent to Which Carried
to Company Acquisition at Close of Period
----------------------- ----------------------- ----------------------------------
Encum- Building & Carrying Building &
Description brances Land Improvements Improvements Cost Land Improvements Total
- ------------------------------------------------------------------------------------------------------------------------------------
Office and Rental Buildings
Brooklyn, New York
Fulton Street at Bond Street .... $ 215,902 $1,703,157 $ 3,862,454 $ 6,176,403 $ -- $1,703,157 $10,038,857 $11,742,014
Jamaica, New York
Jamaica Avenue at
169th Street .................... -- -- 3,215,699 3,929,938 -- -- 7,145,637 7,145,637
Fishkill, New York
Interstate Highway 84
at Route 9 ...................... 2,769,412 467,341 7,212,116 1,638,710 -- 467,341 8,850,826 9,318,167
Brooklyn, New York
Jowein Building
Fulton Street and Elm Place ..... 975,037 1,622,232 770,561 7,999,017 -- 1,622,232 8,769,578 10,391,810
Levittown, New York
Hempstead Turnpike .............. -- 95,256 200,560 72,990 -- 95,256 273,550 368,806
Circleville, Ohio
Tarlton Road .................... 2,398,767 120,849 4,388,456 -- -- 120,849 4,388,456 4,509,305
---------- ---------- ----------- ----------- ------ --------- ----------- -----------
Total (A) ....................... $6,359,118 $4,008,835 $19,649,846 $19,817,058 $ -- $4,008,83 $39,466,904 $43,475,739
========== ========== =========== =========== ====== ========= =========== ===========
====================================================================================================================================
Col. F Col. G Col. H Col. I
- ------------------------------------------------------------------------------------------------------------------------------------
Life on Which
Depreciation in
Latest Income
Accumulated Date of Date Statement Is
Depreciation Construction Acquired Computed
- ------------------------------------------------------------------------------------------------------------------------------------
Office and Rental Buildings
Brooklyn, New York
Fulton Street at Bond Street .... $ 4,214,566 Various Various (1)(2)
Jamaica, New York
Jamaica Avenue at
169th Street .................... 4,788,552 1959 1959 (1)(2)
Fishkill, New York
Interstate Highway 84
at Route 9 ...................... 3,981,064 10/74 11/72 (1)
Brooklyn, New York
Jowein Building
Fulton Street and Elm Place ..... 4,903,037 1915 1950 (1)(2)
Levittown, New York
Hempstead Turnpike .............. 237,276 4/69 6/62 (1)
Circleville, Ohio
Tarlton Road .................... 274,278 9/92 12/92 (1)
-----------
Total (A) ....................... $18,398,773
===========
- ----------
(1) Building and improvements 18-40 years
(2) Improvements to leased property 3-40 years
(A) Does not include Office Furniture and Equipment and Transportation Equipment
in the amount of $650,431 and Accumulated Depreciation thereon of $441,462
at July 31, 1995.
Years Ended July 31,
---------------------------------------
1995 1994 1993
----------- ----------- -----------
Investment in Real Estate
Balance at Beginning of Year ......... $42,529,020 $40,821,164 $35,221,015
Improvements ......................... 946,719 1,707,856 5,600,149
----------- ----------- -----------
Balance at End of Year ............... $43,475,739 $42,529,020 $40,821,164
=========== =========== ===========
Accumulated Depreciation
Balance at Beginning of Year ......... $17,617,239 $16,857,024 $16,175,219
Additions Charged to Costs and
Expenses ........................... 781,534 760,215 681,805
----------- ----------- -----------
Balance at End of Year ............... $18,398,773 $17,617,239 $16,857,024
=========== =========== ===========
11
EXHIBIT INDEX TO FORM 10-K
(2) Plan of acquisition, reorganization, arrangement, liquidation or
succession--not applicable
(3) (i) Articles of incorporation--incorporated by reference
(ii) By-laws--Exhibit A
(4) Instruments defining the rights of security holders, including
indentures--see Exhibit (3) above
(9) Voting trust agreement--not applicable
(10) Material contracts--(i) through (iii) incorporated by reference
(11) Statement re computation of per share earnings-not applicable
(12) Statement re computation of ratios--not applicable
(13) Annual report to security holders
(18) Letter re change in accounting principles--not applicable
(21) Subsidiaries of the registrant
(22) Published report regarding matters submitted to vote of security
holders--not applicable
(23) Consents of experts and counsel--not applicable
(24) Power of attorney--none
(28) Information from reports furnished to state insurance regulatory
authorities-not applicable
(99) Additional exhibits--none
EXHIBIT 13
(Copy of Annual Report to Shareholders attached hereto)
Fiscal Year Ended July 31, 1995
(NEXT PAGE)
EXHIBIT 21
Subsidiaries of the Registrant
The Registrant owns all of the outstanding stock of the following
corporations, which are included in the Consolidated Financial Statements filed
with this report:
DUTCHESS MALL SEWAGE PLANT, INC. (a New York corporation)
J. W. M. Realty Corp. (an Ohio corporation)