<SUBMISSION>
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<TYPE>10-Q
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<CONFORMED-NAME>KIMCO REALTY CORP
<CIK>0000879101
<ASSIGNED-SIC>6798
<IRS-NUMBER>132744380
<STATE-OF-INCORPORATION>MD
<FISCAL-YEAR-END>1231
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<FORM-TYPE>10-Q
<ACT>34
<FILE-NUMBER>001-10899
<FILM-NUMBER>1627791
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<BUSINESS-ADDRESS>
<STREET1>3333 NEW HYDE PARK RD
<STREET2>PO BOX 5020
<CITY>NEW HYDE PARK
<STATE>NY
<ZIP>11042
<PHONE>5168699000
</BUSINESS-ADDRESS>
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<STREET1>3333 NEW HYDE PARK ROAD
<STREET2>PO BOX 5020
<CITY>NEW HYDE PARKQ
<STATE>NY
<ZIP>11042
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<FILENAME>tenq.txt
<DESCRIPTION>10-Q
<TEXT>

<PAGE>

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549
                                    Form 10-Q

[X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
     THE SECURITIES EXCHANGE ACT OF 1934

                  For the quarterly period ended March 31, 2001

                                       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     1-10899
                       ---------------------------------------------------------



                            Kimco Realty Corporation
--------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

           Maryland                                    13-2744380
---------------------------------           ------------------------------------
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
incorporation or organization)


                3333 New Hyde Park Road, New Hyde Park, NY 11042
--------------------------------------------------------------------------------
               (Address of principal executive offices - zip code)

                                 (516) 869-9000
--------------------------------------------------------------------------------
              (Registrant's telephone number, including area code)


--------------------------------------------------------------------------------
              (Former name, former address and former fiscal year,
                         if changed since last report)


         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
    -----            ------


                      APPLICABLE ONLY TO CORPORATE ISSUERS:
                      -------------------------------------

         Indicate the number of shares outstanding of each of the issuer's
classes of common stock as of the latest practicable date.

               63,556,574 shares outstanding as of April 30, 2001.


                                     1 of 19


<PAGE>

                                     PART I


                              FINANCIAL INFORMATION

Item 1.    Financial Statements

Condensed Consolidated Financial Statements -
      Condensed Consolidated Balance Sheets as of March 31, 2001 and December
      31, 2000.

      Condensed Consolidated Statements of Income for the Three Months Ended
      March 31, 2001 and 2000.

      Condensed Consolidated Statements of Comprehensive Income for the Three
      Months Ended March 31, 2001 and 2000.

      Condensed Consolidated Statements of Cash Flows for the Three Months Ended
      March 31, 2001 and 2000.

Notes to Condensed Consolidated Financial Statements.

Item 2.    Management's Discussion and Analysis of Financial Condition
           and Results of Operations

         The following discussion should be read in conjunction with the
accompanying Condensed Consolidated Financial Statements and Notes thereto.
These unaudited financial statements include all adjustments which are, in the
opinion of management, necessary to reflect a fair statement of the results for
the interim periods presented, and all such adjustments are of a normal
recurring nature.

Results of Operations
---------------------

         Revenues from rental property increased $9.2 million or 8.2% to $121.6
million for the three months ended March 31, 2001, as compared with $112.4
million for the corresponding quarter ended March 31, 2000. This increase
resulted primarily from the combined effect of (i) acquisitions throughout
calendar year 2000 (12 shopping center properties) providing incremental
revenues of $3.7 million, as compared to the corresponding three month period in
2000 and (ii) the completion of certain development and redevelopment projects,
new leasing and re-tenanting within the portfolio at improved rental rates,
offset by sales of certain properties throughout 2000 and 2001, providing net
incremental revenues of approximately $5.5 million.

                                       2
<PAGE>

         Rental property expenses, including depreciation and amortization,
increased approximately $6.6 million or 9.7% to $74.2 million for the three
months ended March 31, 2001, as compared with $67.6 million for the
corresponding quarter ended March 31, 2000. The rental property expense
components of real estate taxes, operating and maintenance, and depreciation and
amortization increased $1.3 million, $3.6 million and $1.1 million,
respectively, for the three month period ended March 31, 2001, as compared with
the corresponding quarter in the preceding year. These rental property expense
increases are primarily due to property acquisitions, renovations within the
existing portfolio and increased snow removal costs.

         The Company has a non-controlling limited partnership interest in Kimco
Income REIT ("KIR"), a limited partnership established to invest in high quality
retail properties financed primarily through the use of individual non-recourse
mortgages. Equity in income of KIR increased $0.6 million to $2.9 million for
the three months ended March 31, 2001, as compared with $2.3 million for the
corresponding period in 2000. This increase is primarily due to the Company's
increased capital investment in KIR. The additional capital investments received
by KIR from the Company and its other institutional partners were used to
purchase additional shopping center properties throughout calendar year 2000 and
during the three months ended March 31, 2001.

         Other income, net increased $1.9 million for the three months ended
March 31, 2001, as compared to the same period in 2000. The net increase is
primarily the result of higher interest and dividend income related to the
Company's investment in certain marketable equity and debt securities.

         Operating and administrative expenses increased approximately $1.6
million for the three months ended March 31, 2001, as compared to the same
period in 2000. The increase is due primarily to an increase in senior
management and staff levels and other personnel costs in connection with the
growth of the Company, including the issuance of a stock grant award to a
newly-appointed executive officer of the Company valued at approximately $1.1
million.

         Effective January 1, 2001, the Company has elected taxable REIT
subsidiary status for its wholly-owned development subsidiary ("KDI"). KDI is
primarily engaged in the ground-up development of neighborhood and community
shopping centers and the subsequent sale thereof upon completion. During January
2001, KDI sold its recently completed project in Chandler, AZ for approximately
$32.5 million, which resulted in a net gain of approximately $3.5 million after
provision for income taxes of approximately $1.9 million.


                                       3

<PAGE>


         Net income for the three months ended March 31, 2001 and 2000 was $56.1
million and $48.7 million, respectively. On a diluted per share basis, net
income improved $0.09 for the three month period ended March 31, 2001, after
adjusting for the gain on sale of operating property during the three months
ended March 31, 2000. This improved performance reflects the combined effect of
property acquisitions, profits from KDI and internal growth from leasing
activity and the completion of certain redevelopment projects which strengthened
operating profitability.

Liquidity and Capital Resources
-------------------------------

         Since the completion of the Company's IPO in 1991, the Company has
utilized the public debt and equity markets as its principal source of capital.
Since the IPO, the Company has completed additional offerings of its public
unsecured debt and equity, raising in the aggregate over $2.2 billion for the
purposes of, among other things, repaying indebtedness, acquiring interests in
neighborhood and community shopping centers, funding ground-up development
projects and for expanding and improving properties in the portfolio.

         During August 2000, the Company established a $250.0 million unsecured
revolving credit facility, which is scheduled to expire in August 2003. This
credit facility, which replaced the Company's $215.0 million unsecured revolving
credit facility has made available funds to both finance the purchase of
properties and meet any short-term working capital requirements. As of March 31,
2001, there was $55.0 million outstanding under the credit facility.

         The Company has also implemented a medium-term notes ("MTN") program
pursuant to which it may from time to time offer for sale its senior unsecured
debt for any general corporate purposes, including (i) funding specific
liquidity requirements in its business, including property acquisitions,
development and redevelopment costs and (ii) managing the Company's debt
maturities.

         In addition to the public equity and debt markets as capital sources,
the Company may, from time to time, obtain mortgage financing on selected
properties. As of March 31, 2001, the Company had over 350 unencumbered property
interests in its portfolio.

         During 1998, the Company filed a shelf registration statement on Form
S-3 for up to $750 million of debt securities, preferred stock, depositary
shares, common stock and common stock warrants. As of March 31, 2001, the
Company had approximately $106.7 million available for issuance under this shelf
registration statement.

                                       4
<PAGE>

         In connection with its intention to continue to qualify as a REIT for
Federal income tax purposes, the Company expects to continue paying regular
dividends to its stockholders. These dividends will be paid from operating cash
flows which are expected to increase due to property acquisitions and growth in
rental revenues in the existing portfolio and from other sources. Since cash
used to pay dividends reduces amounts available for capital investment, the
Company generally intends to maintain a conservative dividend payout ratio,
reserving such amounts as it considers necessary for the expansion and
renovation of shopping centers in its portfolio, repayment of debt, the
acquisition of interests in new properties and other investments as suitable
opportunities arise, and such other factors as the Board of Directors considers
appropriate.

         It is management's intention that the Company continually have access
to the capital resources necessary to expand and develop its business.
Accordingly, the Company may seek to obtain funds through additional equity
offerings, unsecured debt financings and/or mortgage financings in a manner
consistent with its intention to operate with a conservative debt capitalization
policy.

         The Company anticipates that cash flows from operations will continue
to provide adequate capital to fund its operating and administrative expenses,
regular debt service obligations and the payment of dividends in accordance with
REIT requirements in both the short-term and long-term. In addition, the Company
anticipates that cash on hand, availability under its revolving credit facility,
issuance of equity and public debt, as well as other debt and equity
alternatives, will provide the necessary capital required by the Company. Cash
flows from operations increased to $73.2 million for the three months ended
March 31, 2001 as compared to $63.8 million for the corresponding period ended
March 31, 2000.

Effects of Inflation
--------------------

         Many of the Company's leases contain provisions designed to mitigate
the adverse impact of inflation. Such provisions include clauses enabling the
Company to receive payment of additional rent calculated as a percentage of
tenants' gross sales above pre-determined thresholds, which generally increase
as prices rise, and/or escalation clauses, which generally increase rental rates
during the terms of the leases. Such escalation clauses often include increases
based upon changes in the consumer price index or similar inflation indices. In
addition, many of the Company's leases are for terms of less than 10 years,
which permits the Company to seek to increase rents to market rates upon
renewal. Most of the Company's leases require the tenant to pay an allocable
share of operating expenses, including common area maintenance costs, real
estate taxes and insurance, thereby reducing the Company's exposure to increases
in costs and operating expenses resulting from inflation. The Company
periodically evaluates its exposure to short-term interest rates and will, from
time to time, enter into

                                       5

<PAGE>

interest rate protection agreements which mitigate, but do not eliminate, the
effect of changes in interest rates on its floating-rate debt.

New Accounting Pronouncement
----------------------------

         Effective January 1, 2001, the Company adopted Statement of Financial
Accounting Standards No. 133, Accounting for Derivative Instruments and Hedging
Activities ("FASB No. 133"), as amended. In accordance with the provisions of
FASB No. 133, the Company's interest-rate swap agreement on its $110.0 million
floating-rate MTN has been designated and qualified as a cash flow hedge. The
Company has determined that this swap agreement is highly effective in
offsetting future variable interest cash flows related to the Company's debt
portfolio. The fair value of the swap agreement was recorded on the balance
sheet in other liabilities in the amount of approximately $3.2 million with a
corresponding amount to accumulated other comprehensive loss, a component of
stockholders' equity. The Company does not anticipate any reclassifications to
earnings from accumulated other comprehensive loss over the next 12 months, with
adjustments during the year related to changes in the fair value of the related
swap agreement. Currently, the Company does not have any other financial
contracts, which contain embedded derivatives or fair value hedge relationships,
which are within the scope of FASB No. 133.

Forward-looking Statements
--------------------------

         This quarterly report on Form 10-Q, together with other statements and
information publicly disseminated by the Company contains certain
forward-looking statements within the meaning of Section 27A of the Securities
Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934,
as amended. The Company intends such forward-looking statements to be covered by
the safe harbor provisions for forward-looking statements contained in the
Private Securities Litigation Reform Act of 1995 and include this statement for
purposes of complying with these safe harbor provisions. Forward-looking
statements, which are based on certain assumptions and describe the Company's
future plans, strategies and expectations, are generally identifiable by use of
the words "believe," "expect," "intend," "anticipate," "estimate," "project" or
similar expressions. You should not rely on forward-looking statements since
they involve known and unknown risks, uncertainties and other factors which are,
in some cases, beyond the Company's control and which could materially affect
actual results, performances or achievements. Factors which may cause actual
results to differ materially from current expectations include, but are not
limited to, (i) general economic and local real estate conditions, (ii)
financing risks, such as the inability to obtain equity or debt financing on
favorable terms, (iii) changes in governmental laws and regulations, (iv) the
level and volatility of interest rates (v) the availability of suitable
acquisition opportunities and (vi) increases in

                                       6
<PAGE>

operating costs. Accordingly, there is no assurance that the Company's
expectations will be realized.

Item 3.    Quantitative and Qualitative Disclosures about Market Risk

         As of March 31, 2001, the Company had approximately $276.9 million of
floating-rate debt outstanding, including $55.0 million on its unsecured line of
credit. The interest rate risk on $110.0 million of such debt has been mitigated
through the use of an interest rate swap agreement (the "Swap") with a major
financial institution. The Company is exposed to credit risk in the event of
non-performance by the counter party to the Swap. The Company believes it
mitigates its credit risk by entering into the Swap with a major financial
institution.

         The Company believes the interest rate risk represented by the
remaining $166.9 million of floating-rate debt is not material to the Company or
its overall capitalization.

         The Company has not, and does not plan to, enter into any derivative
financial instruments for trading or speculative purposes. As of March 31, 2001,
the Company had no other material exposure to market risk.



                                       7




<PAGE>


                    KIMCO REALTY CORPORATION AND SUBSIDIARIES
                      CONDENSED CONSOLIDATED BALANCE SHEETS
                    (in thousands, except share information)

<TABLE>
<CAPTION>

                                                                                            March 31,            December 31,
                                                                                              2001                   2000
                                                                                          -------------        ---------------
<S>                                                                                       <C>                     <C>
Assets:
  Operating real estate, net of accumulated depreciation
    of $404,892 and $391,946, respectively                                                 $ 2,584,337            $ 2,594,872
  Real estate under development                                                                132,537                127,685
  Investment and advances in KIR                                                               141,962                142,437
  Investments and advances in other real estate joint ventures                                  69,603                 61,601
  Investments in retail store leases                                                            10,950                 11,316
  Cash and cash equivalents                                                                     25,363                 19,097
  Accounts and notes receivable                                                                 49,099                 44,673
  Other assets                                                                                 192,455                169,667
                                                                                           -----------            -----------
                                                                                           $ 3,206,306            $ 3,171,348
                                                                                           ===========            ===========

Liabilities:
  Notes payable                                                                            $ 1,090,250            $ 1,080,250
  Mortgages payable                                                                            239,425                245,413
  Other liabilities, including minority interests in partnerships                              156,432                141,346
                                                                                           -----------            -----------
                                                                                             1,486,107              1,467,009
                                                                                           -----------            -----------

Stockholders' Equity:
  Preferred stock, $1.00 par value, authorized 5,000,000 shares
  Class A Preferred Stock, $1.00 par value, authorized 345,000 shares
      Issued and outstanding 300,000 shares                                                        300                    300
      Aggregate liquidation preference $75,000
  Class B Preferred Stock, $1.00 par value, authorized 230,000 shares
      Issued and outstanding 200,000 shares                                                        200                    200
      Aggregate liquidation preference $50,000
  Class C Preferred Stock, $1.00 par value, authorized 460,000 shares
      Issued and outstanding 400,000 shares                                                        400                    400
      Aggregate liquidation preference $100,000
  Class D Convertible Preferred Stock, $1.00 par value, authorized 700,000 shares
      Issued and outstanding 418,218 and 418,254 shares, respectively                              418                    418
      Aggregate liquidation preference $104,555 and $104,564, respectively
  Common stock, $.01 par value, authorized 200,000,000 shares
      Issued and outstanding 63,501,577 and 63,144,859 shares, respectively                        635                    631
  Paid-in capital                                                                            1,830,553              1,819,446
  Cumulative distributions in excess of net income                                            (109,365)              (113,110)
                                                                                           -----------            -----------
                                                                                             1,723,141              1,708,285
Accumulated other comprehensive loss                                                            (1,122)                     -
Notes receivable from officer stockholders                                                      (1,820)                (3,946)
                                                                                           -----------            -----------
                                                                                             1,720,199              1,704,339
                                                                                           -----------            -----------
                                                                                           $ 3,206,306            $ 3,171,348
                                                                                           ===========            ===========
</TABLE>

              The accompanying notes are an integral part of these
                  condensed consolidated financial statements.

                                       8

<PAGE>










                    KIMCO REALTY CORPORATION AND SUBSIDIARIES
                   CONDENSED CONSOLIDATED STATEMENTS OF INCOME
               For the Three Months ended March 31, 2001 and 2000
                      (in thousands, except per share data)


<TABLE>
<CAPTION>

                                                                                      2001                   2000
                                                                                    ---------              --------
<S>                                                                                  <C>                     <C>
Revenues from rental property                                                       $ 121,601              $ 112,356
                                                                                    ---------              ---------
Rental property expenses:
  Rent                                                                                  3,456                  3,415
  Real estate taxes                                                                    14,375                 13,027
  Interest                                                                             22,775                 22,284
  Operating and maintenance                                                            15,376                 11,801
  Depreciation and amortization                                                        18,210                 17,074
                                                                                    ---------              ---------
                                                                                       74,192                 67,601
                                                                                    ---------              ---------
     Income from rental property                                                       47,409                 44,755
Income from investment in retail store leases                                             972                  1,013
                                                                                    ---------              ---------
                                                                                       48,381                 45,768

Equity in income of KIR                                                                 2,913                  2,348
Management fee income                                                                   2,165                  1,520
Other income, net                                                                       6,930                  4,991
Operating and administrative expenses                                                  (7,791)                (6,221)
                                                                                    ---------              ---------
     Income before gain on sale of shopping center
        properties and income taxes                                                    52,598                 48,406

Gain on sale of development property                                                    5,392                      -
Gain on sale of operating property                                                          -                    303
                                                                                    ---------              ---------

     Income before income taxes                                                        57,990                 48,709

Provision for income taxes                                                             (1,937)                     -
                                                                                    ---------              ---------

     Net income                                                                      $ 56,053               $ 48,709
                                                                                     ========               ========

     Net income applicable to common shares                                          $ 49,484               $ 42,091
                                                                                     ========               ========

     Net income per common share:
           Basic                                                                        $0.78                  $0.69
                                                                                        -----                  -----
           Diluted                                                                      $0.77                  $0.69
                                                                                        -----                  -----
</TABLE>


              The accompanying notes are an integral part of these
                  condensed consolidated financial statements.


                                       9
<PAGE>




                KIMCO REALTY CORPORATION AND SUBSIDIARIES
            CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
            For the Three Months ended March 31, 2001 and 2000
                                 (in thousands)


<TABLE>
<CAPTION>

                                                                                       2001                  2000
                                                                                    ---------              --------
<S>                                                                                  <C>                     <C>
Net income                                                                           $ 56,053               $ 48,709
                                                                                     --------               --------
Other comprehensive loss:
Unrealized gains on marketable securities                                               2,054                      -
Unrealized loss on interest rate swap                                                  (3,176)                     -

                                                                                     --------               --------
Other comprehensive loss                                                               (1,122)                     -
                                                                                     --------               --------

Comprehensive income                                                                 $ 54,931               $ 48,709
                                                                                     ========               ========

</TABLE>

              The accompanying notes are an integral part of these
                  condensed consolidated financial statements.



                                       10
<PAGE>


                    KIMCO REALTY CORPORATION AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
               For the Three Months ended March 31, 2001 and 2000
                                 (in thousands)
<TABLE>
<CAPTION>

                                                                                2001                  2000
                                                                              --------               -------
<S>                                                                           <C>                   <C>
Cash flow provided by operations                                               $ 73,182              $ 63,802
                                                                               --------              --------
Cash flow from investing activities:
     Acquisition of and improvements to operating real estate                    (9,674)              (23,782)
     Acquisition of and improvements to real estate under development           (34,257)              (14,600)
     Investment in marketable securities                                         (4,250)              (12,656)
     Proceeds from sale of marketable securities                                  9,761                 3,200
     Investments and advances to joint ventures, net                            (24,824)                    -
     Investments and advances to real estate joint ventures                      (4,635)                    -
     Redemption of minority interests in real estate partnerships                (1,600)                    -
     Investments and advances to affiliated companies                              (100)               (2,466)
     Collection of mortgage loans receivable                                          -                 2,517
     Proceeds from sale of operating properties                                   2,910                   390
     Proceeds from sale of development properties                                35,300                     -
                                                                               --------              --------

           Net cash flow used for investing activities                          (31,369)              (47,397)
                                                                               --------              --------
Cash flow from financing activities:
    Principal payments on debt, excluding normal
       amortization of rental property debt                                      (4,587)                    -
    Principal payments on rental property debt                                   (1,401)               (1,252)
    Proceeds from mortgage financing                                                  -                   191
    Payment of unsecured obligation                                                   -                (3,250)
    Borrowings under revolving credit facility                                   10,000                45,000
    Dividends paid                                                              (52,023)              (46,743)
    Proceeds from issuance of stock                                              12,464                   137
                                                                               --------              --------

            Net cash flow used for financing activities                         (35,547)               (5,917)
                                                                               --------              --------

            Change in cash and cash equivalents                                   6,266                10,488
Cash and cash equivalents, beginning of period                                   19,097                28,076
                                                                               --------              --------
Cash and cash equivalents, end of period                                       $ 25,363              $ 38,564
                                                                               ========              ========

Interest paid during the period                                                $ 13,009              $ 12,125
                                                                               ========              ========

Supplemental schedule of noncash investing/financing activity:
   Acquisition of real estate interests by assumption of mortgage debt         $      -              $ 16,498
                                                                               ========              ========

   Investment in real estate joint venture by issuance of stock                $   820               $      -
                                                                               =======               ========

   Declaration of dividends paid in succeeding period                          $ 50,856              $ 45,295
                                                                               ========              ========
</TABLE>

              The accompanying notes are an integral part of these
                  condensed consolidated financial statements.


                                       11
<PAGE>


                    KIMCO REALTY CORPORATION AND SUBSIDIARIES

                               NOTES TO CONDENSED
                        CONSOLIDATED FINANCIAL STATEMENTS

                                ----------------

1.       Interim Financial Statements

Principles of Consolidation -

         The accompanying Condensed Consolidated Financial Statements include
the accounts of Kimco Realty Corporation (the "Company"), its subsidiaries, all
of which are wholly owned, and all partnerships in which the Company has a
controlling interest. The information furnished is unaudited and reflects all
adjustments which are, in the opinion of management, necessary to reflect a fair
statement of the results for the interim periods presented, and all such
adjustments are of a normal recurring nature. These Condensed Consolidated
Financial Statements should be read in conjunction with the financial statements
included in the Company's Annual Report on Form 10-K.

         Certain 2000 amounts have been reclassified to conform to the 2001
financial statement presentation.

Income Taxes -

         The Company and its qualified REIT subsidiaries file a consolidated
federal income tax return. The Company has made an election to qualify, and
believes it is operating so as to qualify, as a Real Estate Investment Trust (a
"REIT") for federal income tax purposes. Accordingly, the Company generally will
not be subject to federal income tax, provided that distributions to its
stockholders equal at least the amount of its REIT taxable income as defined
under the Code. However, in connection with the Tax Relief Extension Act of
1999, which became effective January 1, 2001, the Company is now permitted to
participate in certain activities which it was previously precluded from in
order to maintain its qualification as a REIT, so long as these activities are
conducted in entities which elect to be treated as taxable REIT subsidiaries
under the Code. As such, the Company will be subject to federal and state income
taxes on the income from these activities. During the three months ended March
31, 2001, the Company's provision for federal and state income taxes was
approximately $1.9 million relating to activities conducted in its taxable REIT
subsidiaries.

                                       12


<PAGE>

New Accounting Pronouncement -

         Effective January 1, 2001, the Company adopted Statement of Financial
Accounting Standards No. 133, Accounting for Derivative Instruments and Hedging
Activities ("FASB No. 133"), as amended. In accordance with the provisions of
FASB No. 133, the Company's interest-rate swap agreement on its $110.0 million
floating-rate medium-term note ("MTN") has been designated and qualified as a
cash flow hedge. The Company has determined that this swap agreement is highly
effective in offsetting future variable interest cash flows related to the
Company's debt portfolio. The adoption of FASB No. 133 as of January 1, 2001,
resulted in a cumulative transition adjustment of $1.5 million to other
comprehensive loss, a component of stockholders' equity ("OCL") and a
corresponding liability of the same amount. For the three months ended March 31,
2001, the change in the fair market value of the interest rate swap was $1.7
million and was recorded in OCL. The Company does not anticipate any
reclassifications to earnings from accumulated other comprehensive loss over the
next 12 months, with adjustments during the year related to changes in the fair
value of the related agreement. Currently, the Company does not have any other
financial contracts, which contain embedded derivatives or fair value hedge
relationships, which are within the scope of FASB No. 133.

Earnings Per Share -

         The following table sets forth the reconciliation of earnings and the
weighted average number of shares used in the calculation of basic and diluted
earnings per share (amounts presented in thousands except per share data):
<TABLE>
<CAPTION>

                                                                      Three Months Ended
                                                              March 31, 2001        March 31, 2000
                                                              --------------        --------------
<S>                                                             <C>                   <C>
Computation of Basic Earnings Per Share:

Net income applicable to common shares                             $49,484              $42,091
Weighted average common shares outstanding                          63,306               60,796
                                                                  --------             --------

Basic Earnings Per Share                                           $  0.78              $  0.69
                                                                  ========             ========

Computation of Diluted Earnings Per Share:

Net income applicable to common shares                             $49,484              $42,091
Dividends on Class D Convertible Preferred
   Stock                                                             1,960                    - (a)
                                                                  --------             --------
Net income for diluted earnings per share                          $51,444              $42,091
                                                                  --------             --------

Weighted average common shares outstanding -  Basic                 63,306               60,796

Effect of dilutive securities:
     Stock options                                                     692                  455
     Assumed conversion of Class D Preferred
        Stock to common stock                                        2,598                    - (a)
                                                                  --------             --------
Shares for diluted earnings per share                               66,596               61,251
                                                                  --------             --------

 Diluted Earnings Per Share                                        $  0.77              $  0.69
                                                                  ========             ========

</TABLE>

(a) In 2000, the effect of the assumed conversion of the Class D Preferred Stock
had an anti-dilutive effect upon the calculation of net income per common share.
Accordingly, the impact of such conversion has not been included in the
determination of diluted earnings per common share.

                                       13
<PAGE>


2.       Property Acquisitions / Other Investments

Property Acquisitions -

         During the three months ended March 31, 2001, the Company, through its
development subsidiary ("KDI"), acquired three land parcels for the ground-up
development of shopping centers and subsequent sales thereof upon completion, in
separate transactions, for an aggregate purchase price of approximately $12.1
million.

         On March 1, 2001, the Company exercised its option to acquire a 50%
interest in a joint venture from KC Holdings, Inc. ("KC Holdings"), an entity
formed in connection with the Company's initial public stock offering in
November 1991. This joint venture consists of three shopping center properties
located in Buffalo, NY comprising approximately 0.4 million square feet of gross
leasable area. The joint venture was acquired for an aggregate option price of
approximately $3.5 million, paid approximately $2.7 million in cash and $0.8
million in shares of the Company's common stock (19,759 shares valued at $41.50
per share). The members of the Company's Board of Directors who are not also
shareholders of KC Holdings, unanimously approved the Company's purchase of this
joint venture investment.

Other Investments -

         During March 2001, the Company through a joint venture (the "Ward
Venture") in which the Company has a 50% interest, acquired asset designation
rights for substantially all of the real estate property interests of the
bankrupt estate of Montgomery Ward LLC and its affiliates. These asset
designation rights will enable the Ward Venture to direct the ultimate
disposition of the 315 fee and leasehold interests held by the bankrupt estate.
The Ward Venture acquired the asset designation rights for an initial purchase
price of $60.5 million, however, the price may ultimately exceed $435.5 million
under the terms of the designation rights agreement.

                                       14
<PAGE>

         The asset designation rights expire in February 2002 for the leasehold
positions and December 2004 for the fee owned locations. During the marketing
period, the Ward Venture will be responsible for all carrying costs associated
with the properties until the site is designated to a user.

3.       Property Dispositions

         During January 2001, the Company disposed of an operating property in
Jennings, MO. Cash proceeds from this disposition totaled approximately $2.2
million, which approximated net book value.

         Effective January 1, 2001, the Company has elected taxable REIT
subsidiary status for its wholly-owned development subsidiary, KDI. KDI is
primarily engaged in the ground-up development of neighborhood and community
shopping centers and the subsequent sale thereof upon completion. During January
2001, KDI sold its recently completed project in Chandler, AZ for approximately
$32.5 million, which resulted in a net gain of approximately $3.5 million after
provision for income taxes of approximately $1.9 million.

4.       Investment and Advances in KIR

         During 1998, the Company formed Kimco Income REIT ("KIR"), a limited
partnership established to invest in high quality retail properties financed
primarily through the use of individual non-recourse mortgages. The Company
holds a non-controlling limited partnership interest in KIR and accounts for its
investment in KIR under the equity method of accounting. The Company's equity in
income of KIR for the three months ended March 31, 2001 and 2000, was
approximately $2.9 million and $2.3 million, respectively.

         In addition, KIR entered into a master management agreement with the
Company, whereby, the Company will perform services for fee relating to the
management, operation, supervision and maintenance of the joint venture
properties. For the three months ended March 31, 2001 and 2000, the Company
earned management fees of approximately $0.8 million and $0.4 million,
respectively.



                                       15
<PAGE>

5.       Investment in Retail Store Leases

         Income from the investment in retail store leases for the three months
ended March 31, 2001 and 2000 represents sublease revenues of approximately $4.5
million and $4.8 million, respectively, less related expenses of $3.1 million
and $3.4 million, respectively, and amounts, which in management's estimation,
reasonably provide for the recovery of the investment over a period representing
the expected remaining term of the retail store leases.

6.       Pro Forma Financial Information

         As discussed in Note 3, the Company and certain of its affiliates
disposed of an interest in an operating property during the three months ended
March 31, 2001. The pro forma financial information set forth below is based
upon the Company's historical Condensed Consolidated Statements of Income for
the three months ended March 31, 2001 and 2000, adjusted to give effect to this
transaction as of January 1, 2000.

         The pro forma financial information is presented for informational
purposes only and may not be indicative of what actual results of operations
would have been had the transaction occurred as of January 1, 2000, nor does it
purport to represent the results of future operations. (Amounts presented in
millions, except per share figures).

                                                    Three Months Ended
                                                         March 31,
                                                   2001             2000
                                                   ----             ----
Revenues from rental property                     $121.6           $112.3
Net income                                        $ 56.2           $ 48.7
Net income per common share:
     Basic                                        $ 0.78           $ 0.69
                                                  ======           ======
     Diluted                                      $ 0.78           $ 0.69
                                                  ======           ======






                                       16

<PAGE>


                                     PART II

                                OTHER INFORMATION

Item 1.    Legal Proceedings

         The Company is not presently involved in any litigation, nor to its
knowledge is any litigation threatened against the Company or its subsidiaries,
that in management's opinion, would result in any material adverse effect on the
Company's ownership, management or operation of its properties, or which is not
covered by the Company's liability insurance.

Item 2.    Changes 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

         Not Applicable

Item 6.    Exhibits and Reports on Form 8-K

         Exhibits -

         4.1 Agreement to File Instruments

         Kimco Realty Corporation (the "Registrant") hereby agrees to file with
the Securities and Exchange Commission, upon request of the Commission, all
instruments defining the rights of holders of long-term debt of the Registrant
and its consolidated subsidiaries, and for any of its unconsolidated
subsidiaries for which financial statements are required to be filed, and for
which the total amount of securities authorized thereunder does not exceed 10
percent of the total assets of the Registrant and its subsidiaries on a
consolidated basis.


                                       17

<PAGE>


         10.11 Employment Agreement between Kimco Realty Corporation and Mr.
David B. Henry - the Company commenced a five-year employment agreement with Mr.
Henry pursuant to which Mr. Henry will serve as Chief Investment Officer and has
been nominated as Vice Chairman of the Board of Directors.

         Form 8-K -

         None.




                                       18

<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.






                                    KIMCO REALTY CORPORATION




May 10, 2001                        /s/  Milton Cooper
-------------                       -----------------------------------
(Date)                              Milton Cooper
                                    Chairman of the Board





May 10, 2001                        /s/  Michael V. Pappagallo
-------------                       -----------------------------------
(Date)                              Michael V. Pappagallo
                                    Chief Financial Officer




                                       19

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-10.1
<SEQUENCE>2
<FILENAME>ex10-1.txt
<DESCRIPTION>EX-10.1
<TEXT>

<PAGE>

                              EMPLOYMENT AGREEMENT


         THIS AGREEMENT, dated February 14, 2001 is made by and between Kimco
Realty Corporation (the "Company"), a Maryland corporation, and David Henry (the
"Executive").

                                    RECITALS:


         A.   It is the desire of the Company to assure itself of the management
              services of the Executive by engaging the Executive as Vice
              Chairman and Chief Investment Officer of the Company.

         B.   The Executive desires to commit himself to serve the Company on
              the terms herein provided.

         NOW, THEREFORE, in consideration of the foregoing and of the respective
covenants and agreements set forth below the parties hereto agree as follows:

         1    Certain Definitions.

         (a)  "Base Salary" is defined in Section 5(a).

         (b)  "Benefits" is defined in Section 5(e).

         (c)  "Bonus" is defined in Section 5(b).

         (d)  "Calendar Quarter" shall mean each of the three-month periods
ending March 31, June 30, September 30 and December 31 of each year.

         (e)  "Cause" For purposes of this Agreement, the Company shall have
"Cause" to terminate the Executive's employment hereunder upon (i) a reasonable
finding by the Board that he has materially harmed the Company through a
material act of dishonesty in the performance of his duties hereunder, (ii) his
conviction of a felony, or (iii) his failure to perform his material duties
under this Agreement (other than a failure due to disability) after written
notice from the Board of Directors of the Company specifying the failure and a
reasonable opportunity (of at least 30 days duration) to cure (it being
understood that if his failure to perform is not of a type requiring a single
action to cure fully, that he may commence the cure within 30 days after such
written notice and thereafter diligently prosecute such cure to completion).

         (f)  "Disability" shall mean the absence of the Executive from the
Executive's duties to the Company on a full-time basis for a total of 16 weeks
during any 12 month period as a result of incapacity due to mental or physical
illness which is determined to be total and permanent by a physician selected by
the Company and acceptable to the Executive or the Executive's legal
representative (such agreement as to acceptability not to be withheld
unreasonably).

         (g)  "Effective Date" shall mean April 16, 2001.

         (h)  "Good Reason" shall mean the Company's breach of any material term
of this Agreement including the second sentence of Section 10.

         (i)  "Stock Options" is defined in Section 5(c).

         (j)  "Term of Employment" is defined in Section 2.


<PAGE>



         2    Employment. The Company shall employ the Executive, and the
Executive shall enter the employ of the Company, in the position set forth in
Section 3 and upon the other terms and conditions herein provided. Unless sooner
terminated as provided herein, this Agreement and the term of employment
hereunder (the "Term of Employment") shall commence on the Effective Date and
expire on the fifth anniversary of such date, provided that the Term of
Employment shall automatically be extended in successive one year terms unless
either party hereto gives written notice of non-extension to the other (pursuant
to Section 13) no later than three months prior to the end of the otherwise
applicable term.

         3    Position.  During the Term of Employment, the Executive shall
serve as Vice Chairman and Chief Investment Officer of the Company.

         4    Place of Performance. In connection with his employment during the
Term of Employment, the Executive shall be based at the Company's principal
executive offices in New Hyde Park, NY, or such other location as shall be
agreed between the Executive and the Company.

         5    Compensation and Related Matters.

              (a) Base Salary. During the Term of Employment the Executive shall
         receive a base salary ("Base Salary") at a rate of $500,000 per annum
         (or such greater amount as shall be determined by the Company's Chief
         Executive Officer), payable monthly or more frequently in accordance
         with the Company's practice as applied to other senior executives. Such
         base salary shall be reviewed at least annually.

              (b) Bonus. As additional compensation for services rendered, the
         Executive shall receive a bonus ("Bonus") in cash as of the latest day
         in each Calendar Quarter any part of which falls within the Term of
         Employment. The amount of the Bonus shall be one-quarter of the product
         of $250,000 and the Employment Fraction for the Calendar Quarter period
         in question (the "Guaranteed Bonus") or such higher amount as the Board
         in its sole discretion shall determine. The "Employment Fraction" for a
         Calendar Quarter is the fraction of such period which falls within the
         Term of Employment.

              (c) Equity Compensation. Executive shall be eligible to be granted
         options with respect to the Company's common stock ("Stock Options")
         pursuant to an agreement under the Stock Option Plan for Key Employees
         and Outside Directors of Kimco Realty Corporation (the "Option Plan").
         The amount, terms and conditions of any such grant shall be determined
         in the sole discretion of the Company's Board of Directors or committee
         thereof. Executive shall initially be granted 25,000 shares of the
         Company's common stock. Additionally, the Executive shall receive
         250,000 Stock Options of the Company's common stock. The Stock Options
         with respect to a maximum of 25,000 of these shares shall be granted
         with intent that they qualify as "incentive stock options" as defined
         in Section 422 (b) of the Internal Revenue Code of 1986 as amended.

               (i) If Executive is employed by the Company on the tenth
               anniversary of the Effective Date, on such date the Company shall
               grant Executive 25,000 shares of the Company's common stock.

              (d) Automobile. During the period of employment, Executive shall
         be entitled to an automobile and driver.

              (e) Benefits. During the Term of Employment, the Executive shall
         be entitled to participate in or receive benefits under the employee
         benefit plans (including health, welfare and insurance plans) and other
         arrangements made available by the Company to its senior employees
         generally (collectively "Benefits"), subject to and on a basis

<PAGE>

         consistent with the terms, conditions and overall administration of
         such plans or arrangements. Additionally, Executive shall receive a
         life insurance policy in the amount of $3,500,000.

              (f) Business Expenses. The Company shall promptly reimburse the
         Executive for all reasonable travel and other business expenses
         incurred by the Executive in the performance of his duties to the
         Company hereunder.

              (g) No Waiver. The Executive shall also be entitled to such other
         benefits or terms of employment as are provided by law.

         6    Termination. The Executive's employment hereunder may be
terminated by the Company or the Executive, as applicable, without any breach of
this Agreement only under the following circumstances:

              (a) Death. The Executive's employment hereunder shall terminate
         upon his death.

              (b) Disability. If the Company determines in good faith that the
         Disability of the Executive has occurred during the Term of Employment,
         the Company may give the Executive written notice of its intention to
         terminate the Executive's employment. In such event, the Executive's
         employment with the Company shall terminate effective on the 30th day
         after receipt of such notice by the Executive, provided that within the
         30 days after such receipt, the Executive shall not have returned to
         full-time performance of his duties. The Executive shall continue to
         receive his Base Salary and Benefits until the date of termination.

         This subsection 6(b) shall not limit the entitlement of the Executive,
         his estate or beneficiaries to any disability or other benefits then
         available to the Executive under any disability insurance or other
         benefit plan or policy which is maintained by the Company for the
         Executive's benefit.

              (c) Cause. The Company may terminate the Executive's employment
         hereunder for Cause.

              (d) Without Cause. The Company may terminate the Executive's
         employment hereunder without Cause upon thirty days notice. The giving
         of a notice of non-extension as described in Section 2 shall not be
         deemed to constitute a termination without Cause.

              (e) For Good Reason. The Executive may resign his employment upon
         thirty days notice for Good Reason.

              (f) Notice of Termination. Any termination of the Executive's
         employment hereunder (other than by reason of the Executive's death)
         shall be communicated by a notice of termination to the other parties
         hereto. For purposes of this Agreement, a "notice of termination" shall
         mean a written notice which (i) indicates the specific termination
         provision in the Agreement relied upon, (ii) sets forth in reasonable
         detail any facts and circumstances claimed to provide a basis for
         termination of the Executive's employment under the provision indicated
         and (iii) specifies the effective date of the termination.


         7    Benefits upon Termination of Employment.

              (a) Termination upon Death or Disability: If the Executive's
         employment shall terminate by reason of his death (pursuant to Section
         6(a)) or by reason of his Disability (pursuant to Section 6(b)), the
         Company shall continue to pay to, or on behalf of, the Executive his
         Base Salary at the time of his Death or Disability and Guaranteed Bonus
         and to make all necessary payments for and provide all Benefits to the

<PAGE>

         Executive under this Agreement pursuant to Section 5(e) until the
         effective date of his termination and any Stock Options of Executive
         shall become fully vested as of such effective date of termination.

              (b) Termination without Cause: If the Executive's employment shall
         terminate without Cause (pursuant to Section 6(d)) or for Good Reason
         (pursuant to Section 6(e)),

                           (i) the Company shall continue, on its regular
                  payroll dates, to pay the Executive his Base Salary at the
                  time of his termination without cause and Guaranteed Bonus and
                  to make all necessary payments for and provide all Benefits to
                  the Executive under this Agreement for a period from the
                  effective date of his termination of employment equal to the
                  greater of

                               (A) the duration of the remaining Term of
                           Employment (without extension) and

                               (B) one year; and

                           (ii) any Stock Options of Executive which have not
                  become vested and have not otherwise expired as of such date
                  of termination, shall thereupon become vested and exercisable.

              (c) Other Terminations of Employment: Should the Executive's
         employment hereunder terminate by reason of expiration of the Term of
         Employment or for any other reason not set forth in subsections (a) -
         (b) above, then any Stock Options not then vested shall be forfeited
         and the Company shall have no other obligation of any kind hereunder to
         the Executive, except to the extent that any obligation to the
         Executive hereunder remains unpaid.

         8    Survival. The expiration or termination of the Term of Employment
shall not impair the rights or obligations of any party hereto which shall have
accrued hereunder prior to such expiration.

         9    Disputes. Any dispute or controversy arising under, out of, in
connection with or in relation to this Agreement shall, at the election and upon
written demand of any party to this Agreement, be finally determined and settled
by arbitration in New York, New York in accordance with the rules and procedures
of the American Arbitration Association, and judgment upon the award may be
entered in any court having jurisdiction thereof.

              The prevailing party in any such proceeding shall be entitled to
collect from the other party, all legal fees and expenses reasonably incurred in
connection therewith.

         10   Binding on Successors. This Agreement shall be binding upon and
inure to the benefit of the Company, the Executive and their respective
successors, assigns, personnel and legal representatives, executors,
administrators, heirs, distributees, devisees, and legatees, as applicable. The
Company shall cause any successor to all or substantially all of its assets or
business to assume this Agreement.

         11   Governing Law. This Agreement is being made and executed in and is
intended to be performed in the State of New York, and shall be governed,
construed, interpreted and enforced in accordance with the substantive laws of
the State of New York without regard to its choice of law rules.

         12   Validity. The invalidity or unenforceability of any provision or
provisions of this Agreement shall not affect the validity or enforceability of
any other provision of this Agreement, which shall remain in full force and
effect.

<PAGE>


         13   Notices. Any notice, request, claim, demand, document and other
communication hereunder to any party shall be effective upon receipt (or refusal
of receipt) and shall be in writing and delivered personally or sent, by telex,
telecopy, facsimile transmission, or certified or registered mail, postage
prepaid, as follows:

         If to the Company, addressed to:

                  3333 New Hyde Park Rd.
                  New Hyde Park, NY 11042
                    Att: Vice President of Human Resources

         If to the Executive, to him at the address set forth below under his
         signature;

or at any other address as any party shall have specified by notice in writing
to the other parties in accordance herewith.

         14   Counterparts. This Agreement may be executed in several
counterparts, each of which shall be deemed to be an original, but all of which
together will constitute one and the same Agreement.

         15   Entire Agreement. The terms of this Agreement are intended by the
parties to be the final expression of their agreement with respect to the
employment of the Executive by the Company and may not be contradicted by
evidence of any prior or contemporaneous agreement. The parties further intend
that this Agreement shall constitute the complete and exclusive statement of its
terms and that no extrinsic evidence whatsoever may be introduced in any
judicial, administrative, or other legal proceeding to vary the terms of this
Agreement.

         16   Amendments; Waivers. This Agreement may not be modified, amended,
or terminated except by an instrument in writing, signed by the Executive and a
disinterested director of the Company. By an instrument in writing similarly
executed, the Executive or the Company may waive compliance by the other party
with any provision of this Agreement that such other party was or is obligated
to comply with or perform, provided, however, that such waiver shall not operate
as a waiver of, or estoppel with respect to, any other or subsequent failure. No
failure to exercise and no delay in exercising any right, remedy, or power
hereunder shall preclude any other or further exercise of any other right,
remedy, or power provided herein or by law or in equity.

         17   No Effect on Other Contractual Rights. Notwithstanding Section 6,
the provisions of this Agreement, and any other payment provided for hereunder,
shall not reduce any amounts otherwise payable to the Executive under any other
agreement between the Executive and the Company, or in any way diminish the
Executive's rights under any employee benefit plan, program or arrangement of
the Company to which he may be entitled as an employee of the Company. Upon the
execution hereof the Original Agreement shall be of no further force or effect.

         18   No Inconsistent Actions; Cooperation.

              (a) The parties hereto shall not voluntarily undertake or fail to
         undertake any action or course of action inconsistent with the
         provisions or essential intent of this Agreement. Furthermore, it is
         the intent of the parties hereto to act in a fair and reasonable manner
         with respect to the interpretation and application of the provisions of
         this Agreement.

              (b) Each of the parties hereto shall cooperate and take such
         actions, and execute such other documents as may be reasonably
         requested by the other in order to carry out the provisions and
         purposes of this Agreement.


<PAGE>

         19   No Alienation of Benefits.  To the extent permitted by law the
benefits provided by this Agreement shall not be subject to garnishment,
attachment or any other legal process by the creditors of the Executive, his
beneficiary or his estate.

         20   Indemnification. The Company shall provide indemnification to the
Executive to the maximum extent permitted by the Company's corporate bylaws and
under New York law.

         21   Change in Control. Change in Control shall mean (i) a sale of all
or substantially all of the assets of the Company to a Person who is not an
Affiliate of the Company or an entity in which the shareholders of the Company
immediately prior to such transaction do not control more than 50% of the voting
power immediately following the transaction, (ii) a sale by any Person resulting
in more than 50% of the voting stock of the Company being held by a Person or
Group that does not include Company or (iii) a merger or consolidation of the
Company into another Person which is not an Affiliate of Company or an entity in
which the shareholders of the Company immediately prior to such transaction do
not control more than 50% of the voting power immediately following the
transaction.

              (a) Following the Change in Control (a) the Executive may
         terminate his employment within 60 days or (b) if the acquiring Company
         decides to terminate the Executive without cause, then upon Executive's
         execution of a general release in the Company's customary form,
         Executive shall be entitled, as his exclusive remedy hereunder to (x)
         full and immediate vesting of all otherwise unvested Stock Options and
         (y) a payment equal to the lesser of (i) the amount of salary and bonus
         he would have been entitled to receive under this contract for the
         duration of the otherwise applicable term or (ii) the greatest payment
         which, in combination with all other payments to which he would be
         entitled, would not constitute an "excess parachute payment" as such
         term is defined in Section 280G(b)(1) of the Code.

IN WITNESS WHEREOF, the parties have executed this Agreement as of the date and
year first above written.


                                          KIMCO REALTY CORPORATION,
                                          a Maryland corporation


                                          By: /s/ Milton Cooper
                                              --------------------------
                                              Milton Cooper
                                              Chief Executive Officer

EXECUTIVE


/s/ David Henry
----------------------
David Henry


Executive's payee pursuant to Section 7(a):

Name ______________________________

Address ___________________________

        ___________________________


</TEXT>
</DOCUMENT>
</SUBMISSION>
