SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.
FORM 10-Q
Quarterly Report under Section 13 or 15 (d) of the
Securities Exchange Act of 1934
For Quarter Ended_______MARCH 31, 1998 ________Commission File No. 0-1957
UPTOWNER INNS, INC.
Exact name of registrant as specified in its charter
West Virginia 55-0457171
State or other jusrisdiction of I.R.S. Employer
incorporation or organization Identification Number
1415 4th Avenue, Huntington, West Virginia 25701
Address of principal executive office Zip Code
Registrants telephone number, including area code (304) 525-7741
Indicate by check mark whether 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 requirement for
the past 90 days.
_x_Yes ___No
Indicate the number of Shares outstanding of each of the Issuer's
classes of Common Stock, as of the close of the period covered
by this report.
_________Class___________ Outstanding at ___MARCH 31, 1998_______
Common Stock-$.50 par value 1,583,563 Shares
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UPTOWNER INNS, INC. AND SUBSIDIARY
CONSOLIDATED BALANCE SHEET
MARCH 31, 1998 AND 1997
ASSETS
MARCH 31, JUNE 30,
1998 1997 1997
(Unaudited) (Unaudited)
<TABLE>
<S> <C> <C> <C>
CURRENT ASSETS:
Cash $ 105,001 $ 96,878 $ 245,427
Accounts & Notes Rec. 25,656 60,988 25,203
Inventories 8,088 10,216 5,996
Prepaid Expenses 32,029 22,550 51,439
TOTAL CURRENT ASSETS 170,774 190,632 328,065
PROPERTY, PLANT AND EQUIPMENT
Land 1,554,112 1,386,777 1,554,112
Building & Improvement 4,989,345 5,322,204 4,989,345
Construction in Progress 3,778,809 904,916 1,698,276
Furniture & Equipment 1,463,768 1,451,631 1,463,768
TOTAL 11,786,034 9,065,528 9,705,501
Less: Accumulated Depreciation
and Amortization 3,761,746 3,766,923 3,625,966
TOTAL PROPERTY, PLANT
AND EQUIPMENT 8,024,288 5,298,605 6,079,535
OTHER ASSETS:
Deposits and Other 145,106 70,149 128,210
TOTAL OTHER ASSETS 145,106 70,149 128,210
TOTAL ASSETS 8,340,168 5,559,386 6,535,810
</TABLE>
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<PAGE>
UPTOWNER INNS, INC. AND SUBSIDIARY
CONSOLIDATED BALANCE SHEET
MARCH 31, 1998 AND 1997
LIABILITIES AND STOCKHOLDERS' EQUITY
MARCH 31, JUNE 30,
1998 1997 1997
(Unaudited) (Unaudited)
<TABLE>
<S> <C> <C> <C>
CURRENT LIABILITIES:
Accounts Payable $ 637,823 $ 115,645 $ 635,311
Accrued Liabilities 100,872 103,834 103,360
Taxes Other Than Federal
Income Taxes 160,855 165,191 192,283
Current Portion of
Long-Term Debt. 286,500 286,925 272,482
TOTAL CURRENT LIABILITIES 1,186,050 671,595 1,203,436
LONG-TERM LIABILITIES
Notes &
Mortgages Payable 5,012,529 2,678,145 3,119,901
TOTAL LONG-TERM LIABILITIES 5,012,529 2,678,145 3,119,901
TOTAL LIABILITIES 6,198,579 3,349,740 4,323,337
STOCKHOLDER'S EQUITY
Common Stock, par value $0.50 per
share; authorized - 5,000,000
shares; issued 1,583,563 791,782 791,782 791,782
Additional Paid-In
Capital 1,032,290 1,032,290 1,032,290
Retained Earnings 317,517 385,574 388,401
TOTAL STOCKHOLDER'S
EQUITY 2,141,589 2,209,646 2,212,473
TOTAL LIABILITIES AND
STOCKHOLDER'S EQUITY 8,340,168 5,559,386 6,535,810
</TABLE>
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<PAGE>
UPTOWNER INNS, INC. AND SUBSIDIARY
CONSOLIDATED INCOME STATEMENT (UNAUDITED)
FOR THE NINE MONTHS ENDED MARCH 31
THREE MONTHS ENDED NINE MONTHS ENDED
03/31/98 03/31/97 03/31/98 03/31/97
<TABLE>
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REVENUES:
Rooms $ 179,151 $ 244,302 $ 645,493 $ 954,164
Food & Beverage 61,518 68,807 211,288 249,535
Telephone 7,082 10,469 21,685 27,132
Rents 6,684 (353) 29,780 36,002
Other 62,212 60,038 192,611 176,085
TOTAL REVENUE 316,647 383,263 1,100,857 1,442,918
COSTS AND EXPENSES:
Operating Departments
Cost of Sales 32,278 40,472 108,435 139,842
Salaries & Wages 100,464 91,214 308,492 339,984
Other 8,901 53,108 89,614 176,384
General & Admin. 21,082 17,908 49,174 77,209
Advertising 7,568 15,762 22,177 35,502
Utilities 26,480 24,860 84,968 81,505
Repair & Maint. 21,180 5,065 51,344 58,176
Interest 52,426 46,466 150,097 141,959
Taxes & Licenses 40,877 47,402 130,967 131,668
Insurance 13,789 12,743 41,046 40,038
Deprec. & Amort. 42,003 51,955 135,780 156,217
TOTAL COST & EXPENSE 367,048 406,955 1,172,094 1,378,484
OPERATING INCOME (LOSS) (50,401) (23,692) (71,237) 64,434
OTHER INCOME (EXPENSE)
Interest Income 353 6,996 353 6,996
NET INCOME (LOSS)
BEFORE TAXES (50,048) (16,696) (70,884) 71,430
FEDERAL INCOME TAXES
AND PENALTIES
Provision for Taxes
on Income -0- -0- -0- -0-
Deferred Federal
Income Taxes -0- -0- -0- -0-
TOTAL FEDERAL INCOME
TAXES -0- -0- -0- -0-
TOTAL NET INCOME(LOSS) (50,048) (16,696) (70,884) 71,430
EARNINGS PER SHARE (.03) .01 (.04) .05
DIVIDENDS PER SHARE -0- -0- -0- -0-
</TABLE>
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<PAGE>
UPTOWNER INNS, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENT OF CASH FLOWS (UNAUDITED)
FOR THE NINE MONTHS ENDED MARCH 31, 1998
1998 1997
<TABLE>
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CASH FLOW FROM OPERATING ACTIVITIES:
Net Income (Accrual Basis; from
Statement of Income $ (70,884) $ 71,430
Add (Deduct) to Reconcile Net Income to
Net Cash Flow:
Accts. Receivables (Increase) Decrease (453) (6,332)
Inventories (Increase) Decrease (2,092) (990)
Prepaid Expenses Decrease (Increase) 19,410 5,848
Accounts Payable (Decrease) Increase 2,512 44,463
Accrued Liabilities (Decrease) Increase (2,488) 9,793
Taxes Other Than Federal Income Tax
Increase (Decrease) (31,428) 57,449
Depreciation Expense 135,780 156,217
NET CASH INFLOWS FROM OPERATIONS 50,357 337,878
CASH FLOW FROM INVESTING ACTIVITIES:
From Decrease (Inc.) of Other Assets (16,896) (345)
From Purchase of Operational Assets (2,080,533) (1,069,519)
NET CASH INFLOW (OUTFLOW) FROM INVESTING
ACTIVITIES (2,097,429) (1,069,864)
CASH FLOW FROM FINANCING ACTIVITIES:
Proceeds from Notes 1,972,970 554,279
Payment on Notes and Mortgages (66,324) (189,413)
NET CASH INFLOW (OUTFLOW) FROM FINANCING
ACTIVITIES 1,906,646 364,866
Net Increases (Decreases) in Cash Plus Cash
Equivalents for the Nine Months (140,426) (367,120)
Cash Plus Cash Equivalents at July 1 245,427 463,998
Cash Plus Cash Equivalents at March 31 105,001 96,878
Cash Paid for Interest in the Nine Months 146,785 138,377
Cash Paid for Income Taxes in The Nine Months -0- -0-
</TABLE>
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<PAGE>
UPTOWNER INNS, INC. AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
MARCH 31, 1998
1. The financial statements presented reflect Uptowner Inns, Inc.,
and its consolidated subsidiary: Motel and Restaurant Supply.
2. The foregoing statements are unaudited; however, in the opinion
of Management, all adjustments (comprising only normal recurring
accruals) necessary for a fair presentation of the financial
statements have been included. A summary of the Corporation's
significant accounting policies is set forth in Note 1 to the
Consolidated Financial Statements in the Corporation's Annual
Report to shareholders and Form 10-K for June 30, 1997.
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<PAGE>
UPTOWNER INNS, INC. AND SUBSIDIARY
MANAGEMENTS DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
MARCH 31, 1998
Total revenues are 24% lower in the nine months ended March 31, 1998
compared to nine months ended March 31, 1997. The decrease is a result of
decreased room revenues (32%) caused by increased competition and the loss
of the Holiday Inn franchise. The decreased room revenues are the primary
cause of declined food and beverage (15%), telephone (20%), and other
(17%). Rents increaed 9% due to rate increases and increased occupancy
of rental properties.
Decreased business and management efforts to control expenses have
caused the 15% decrease in costs and expenses. Directly affected by
decreased revenues, the cost of sales decreased (22%), salaries and
wages (9%), other (49%), general and administative (36%), advertising
(38%), repairs and maintenance (12%). The increases in interest (6%)
is a result of debt increase.
Due to the delay in completion of the new Holiday Inn Hotel & Suites
(moved from February '98 to late June '98), there have been no plans
finalized on the utilization of the current hotel structure, and
management continues to operate a full service motel and restaurant
for the immediate future. When the new hotel facility is operational,
decisions will be made to continue the current facility as presently
operated or modify the structure and change the operation to a different
type of residence facility (some portion as a monthly rental).
Liquidity is a critical problem that has worsened from March '97 and
June '97 to a level of .14 to 1. The continued costs of the new facility
and the decline of revenues in the current facility have, as projected in
previous reports, resulted in the decrease of the funds available on a
current basis. Some debt restructuring has been done, but insufficient
time has passed to make any impact on the problem. Continued efforts
to dispose of some real estate holdings have not been successful, but
these efforts will be pursued further. It is hoped that the next two
quarters will have improved revenues as the travel season arrives and
that the new facility will be operational and profitable after the
next quarter.
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<PAGE>
UPTOWNER INNS, INC. AND SUBSIDIARY
SIGNATURES
MARCH 31, 1998
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.
UPTOWNER INNS, INC.
(Registrant)
Date: April 30, 1998 By Violet Midkiff
Violet Midkiff
President
Date: April 30, 1998 By James R. Camp
James R. Camp
Treasurer
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<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> JUN-30-1998
<PERIOD-END> MAR-31-1998
<CASH> 105,001
<SECURITIES> 0
<RECEIVABLES> 25,656
<ALLOWANCES> 0
<INVENTORY> 8,088
<CURRENT-ASSETS> 170,774
<PP&E> 11,786,034
<DEPRECIATION> 3,761,746
<TOTAL-ASSETS> 8,340,168
<CURRENT-LIABILITIES> 1,186,050
<BONDS> 0
0
0
<COMMON> 791,782
<OTHER-SE> 1,032,290
<TOTAL-LIABILITY-AND-EQUITY> 8,340,168
<SALES> 61,518
<TOTAL-REVENUES> 316,647
<CGS> 32,278
<TOTAL-COSTS> 367,048
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 52,426
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> (50,401)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (50,048)
<EPS-PRIMARY> (.03)
<EPS-DILUTED> (.03)
</TABLE>
