NOTE P - UNCONSOLIDATED ENTITIES

Bulk Carriers

In 2003, we acquired for $3,479,000 a 50% investment in Dry Bulk Cape Holding Inc. ("Dry Bulk"), which as of December 31, 2010, owned 100% of subsidiary companies owning two Capesize Bulk Carriers and two Handymax Bulk Carriers on order for delivery in 2012. Historically, we have accounted for this investment under the equity method and our share of earnings or losses has been reported in our consolidated statements of operations, net of taxes. On March 25, 2011, we acquired 100% ownership of Dry Bulk. Following the acquisition, Dry Bulk's results are no longer accounted for under the equity method. For further information on this acquisition, see Note B-Acquisitions.

Please refer to our table at the end of this footnote for our portion of earnings of Dry Bulk for the first three months of 2011, recorded under the equity method.

During the first quarter of 2011 we received a $750,000 cash dividend distribution from Dry Bulk prior to acquiring full ownership of it on March 25, 2011 and also received a $3.0 million cash dividend distribution in 2010.

The condensed results of operations of Dry Bulk for the period from January 1, 2011 through March 25, 2011, and for the year ended December 31, 2010, respectively, are summarized below:


(Amounts in thousands)	March 25, 2011		December 31, 2010
Operating Revenues	$	4,800	$	28,222
Operating Income		2,900		22,851
Net Income	$	2,600	$	21,364

In December 2009, we acquired for $6.25 million a 25% investment in Oslo Bulk AS ("Oslo Bulk") which in 2008, contracted to build eight new Mini Bulkers. All of the Mini-Bulkers were delivered and deployed as of July 2011. During 2010, we invested an additional $3.9 million in Oslo Bulk Holding Pte Ltd. (formerly "Tony Bulkers"), an affiliate of Oslo Bulk, for our 25% share of the installment payments for two additional new Mini-Bulkers, both of which were delivered and deployed as of July 2011. We paid approximately $1.6 million in January 2011 for our remaining share of installment payments associated with these two Mini-Bulkers. Additional investments of $750,000 and $250,000 were made in 2012 to Oslo Bulk and Oslo Bulk Holding Pte. Ltd., respectively. In December 2012, we contributed $500,000 towards our share of a bank guarantee to finance four Mini-Bulkers delivered in early 2013. These investments are accounted for under the equity method and our share of earnings or losses is reported in our consolidated statements of operations, net of taxes. All fourteen of these Mini-Bulkers are managed by an affiliate of Oslo Bulk.

Please refer to the table at the end of this note for our portion of earnings of Oslo Bulk and Tony Bulkers.

Terminal Management Company

In 2000, we acquired a 50% interest in Terminales Transgolfo ("TTG") for $228,000, which operates a terminal in Coatzacoalcos, Mexico, utilized by our Rail-Ferry segment. During 2005, the other unaffiliated 50% owner of TTG acquired 1% of our 50% interest in TTG. As of December 31, 2012, we have a 49% interest in TTG. In 2006, TTG began making improvements to the terminal in Mexico to accommodate the second decks that were added to our two wholly owned vessels operating in our Rail-Ferry Segment during the first half of 2007. We funded 49% of the cost of the terminal improvements, of which 30% is a capital contribution and is reported as an investment in unconsolidated entities. The remaining 70% is a loan to TTG (see Note K -Transactions with Related Parties). No capital contributions were made during the years ended December 31, 2012 and 2011. The investment is accounted for under the equity method, and our share of earnings or losses is reported in our consolidated statements of income, net of taxes. In the table below, our portion of the results from our investment in TTG is included in Other. No distributions were made by TTG during 2012 and 2011. As of December 31, 2012 and 2011, TTG owed us $2,018,000 and $1,827,000, respectively. (See Note K- Transactions with Related Parties).

Transloading and Storage Facility Company

In 2005, we acquired a 50% interest in RTI Logistics L.L.C. ("RTI"), which owns a transloading and storage facility that was used in our Rail-Ferry segment, for $1,587,000. We purchased our shares from a former owner at a premium, which resulted in a difference of approximately $973,000 between our investment in RTI and the underlying equity in net assets of the subsidiary. Additional investments of approximately $386,000 were made in 2006. On December 20, 2011, we sold our 50% interest in RTI Logistics, L.L.C. to the other 50% owner for $526,000 in cash and two promissory notes in the amount of $1,885,000 and $137,500, respectively. As of December 31, 2012, RTI owed us $1,870,000. The sale of our 50% interest resulted in a loss of $967,000, which is recorded in the line item Loss (Gain) on Sale of investment. Interest income on both notes will be earned at a rate of 6% per year for five years. As we no longer have any ownership interest in RTI after the sale, these two receivables are recorded on our consolidated balance sheets under "Notes Receivable." In the table below, our portion of the results from our investment in RTI is included in Other in 2011.

The following table summarizes our equity in net income of unconsolidated entities for the years ended December 31, 2012 and 2011, respectively.

	Years Ended December 31,
	2012			2011
(Amounts in thousands)
Dry Bulk	$	-		$	1,301
Oslo Bulk		1,010			(1,346	)
Tony Bulkers		(935	)		(18	)
Other		(290	)		(347	)
Total Equity in Net Income of Unconsolidated Entities	$	(215	)	$	(410	)