HYNES & HOWES INSURANCE COUNSELORS INC
10-Q/A, 1997-05-27
INSURANCE AGENTS, BROKERS & SERVICE
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                       SECURITIES AND EXCHANGE COMMISSION

                            WASHINGTON, D. C.  20549


                                    FORM 10-Q


                QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934




FOR QUARTER ENDED  December 31, 1996    Commission file number   0-7376



                    Hynes & Howes Insurance Counselors, Inc.

             (Exact name of registrant as specified on its charter)



                   Iowa                                       42-0948341

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



        2920 Harrison St., Davenport, Iowa          52803

        (Address of principal executive offices)  (Zip Code)




     Registrant's telephone number, including area code    (319) 326-6401


Indicate by check mark whether the registrant (1) has filed all annual,
quarterly and other reports required to be filed with the Commission and  (2)
has been subject to the filing requirements for
at least the past 90 days.    Yes  XX   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.

                                                           11,226,699


                    HYNES & HOWES INSURANCE COUNSELORS, INC.
                         Notes to Financial Statements
                               December 31, 1996



Note 1.   Filing of Forms 8-K

          A form 8-K was not required to be filed for the quarter reporting
          any unusual charges or credits to the income or change in auditors.

Note 2.   Management's Analysis of Income From Operations

          Income from operations for the three months ended December 31, 1996
          increased $3,243 over the three month period ended December 31, 1995.

          Interest income increased $1,396 and other income increased $736.
          Interest expense decreased $1,072.


                    HYNES & HOWES INSURANCE COUNSELORS, INC.


Part II:  Other information

          There were no events during this quarter that would be reportable
          under the Items 1 through 8 of the Form 10-Q for Registrant.

          Item 9.  Exhibits and Reports on Form 8-K

          There were no 8-K's filed during the quarter for which this report is
          filed.



                      Regulation S-X, Section 10-01 (b) (8)


     This interim financial statement reflects all adjustments which

     are, in the opinion of management, necessary to a fair statement

     of the results for the interim period.  The corporation has

     no bonus or profit sharing arrangements to be settled at year-end.


                                   SIGNATURES



     Pursuant to the requirements of the Securities Act of 1934, the Registrant

has duly caused this report to be signed on its behalf by the undersigned

thereunto duly authorized.


                                       HYNES & HOWES INSURANCE COUNSELORS, INC.



                                       By:_____________________________________
                                          Harold L. Luebken, President



                                       This corporation has no treasurer.



 Dated___________________              By:_____________________________________
                                       Harold L. Luebken, Director


                    HYNES & HOWES INSURANCE COUNSELORS, INC.
                 Computation of Earnings (Loss) Per Common Share
              For the Three Months Ended December 31, 1996 and 1995
                                   (Unaudited)


                                              Three Months Ended
                                                  December 31,
                                            1996              1995

Common Shares Outstanding:

  Beginning of Period                       11,226,699        11,226,699

  End of Period                             11,226,699        11,226,699

Average Number of Shares
  Outstanding for the Period                11,226,699        11,226,699

  Net Income (Loss)                         $    9,609        $    6,366

Earnings (Loss) Per Common Share:

   Net Income                              $         0        $        0


                    HYNES & HOWES INSURANCE COUNSELORS, INC.
                                  Balance Sheet
                           December 31, 1996 and 1995
                                   (Unaudited)

                                                  December 31,
                                            1996              1995
      Assets
Current Assets:
  Cash in Bank                              $    21,501       $    15,587
 Other Current Assets                            14,206            14,946
   Total Current Assets                     $    35,707       $    30,533

Investments:
  Investment in Affiliated Company          $     2,720       $     2,720
     Contracts Receivable-Sale of Tanglefoot
     Apartments                               1,541,942         1,553,618
       Contracts Receivable-Real Estate         128,398           127,209
         Total Investments                  $ 1,673,060       $ 1,683,547

         Total Assets                       $ 1,708,767       $ 1,714,080

     Liabilities and Stockholders' Equity

Current Liabilities:
  Accounts Payable                          $     1,296       $         0
  Buyers Escrow                                  25,994            34,664
  Loans Payable                                  37,000                 0
    Total Current Liabilities               $    64,290       $    34,664

Long Term Liabilities:
  Mortgage Payable-Tanglefoot Apartments    $   970,250       $ 1,023,828
    Total Long Term Liabilities             $   970,250       $ 1,023,828

    Total Liabilities                       $ 1,034,540       $ 1,058,492

Stockholders' Equity:
  Capital Stock, no par value, 100,000,000 shares
    authorized, 11,260,675 shares issued    $ 3,780,765       $ 3,780,765
  Paid in Capital                                   100               100
  Retained Earnings (Deficit)                (3,073,386)       (3,092,025)
  Treasury Stock, at cost                       (33,252)          (33,252)

    Total Stockholders' Equity              $   674,227       $   655,588

    Total Liabilities and Stockholders'
      Equity                                $ 1,708,767       $ 1,714,080



                    HYNES & HOWES INSURANCE COUNSELORS, INC.
                             Statement of Operations
              For the Three Months Ended December 31, 1996 and 1995
                                   (Unaudited)


The following Statements of Operations of Hynes & Howes Insurance Counselors,
Inc. for the three months ended December 31, 1996 and 1995, reflect, in the
opinion of the Company, all adjustments (which include only normal recurring
adjustments) necessary to present fairly the results of operations for such
periods.  The results for interim periods are not necessarily indicative of
results to be expected for the year.

                                              Three Months Ended
                                                 December 31,
                                            1996              1995

Operating Income:
  Interest                                  $  43,275         $  41,879
  Other Income                                    736                 0

    Total Operating Income                  $  44,011         $  41,879

Operating Expenses:
  Interest                                  $  24,695         $  25,767
  Management Fees                               6,500             6,500
  Legal and Audit                               1,450             1,450
  Other Operating Expenses                  $   1,757         $   1,796

    Total Operating Expenses                $  34,402         $  35,513

Income from Operations                      $   9,609         $   6,366
  Provision for Income Taxes                $       0         $       0

Net Income                                  $   9,609         $   6,366

Earnings Per Common Share                   $       0                 0

Dividends per Common Share                  $       0         $       0


                    HYNES & HOWES INSURANCE COUNSELORS, INC.
                             Statement of Cash Flow
              For the Three Months Ended December 31, 1996 and 1995
                Increase (Decrease) in Cash and Cash Equivalents
                                   (Unaudited)

                                              Three Months Ended
                                                 December 31,
                                            1996              1995
Cash Flows from Operating Activities:
  Interest Received                         $  43,275         $  41,879
  Other Income Received                           736                 0
  Interest Paid                               (24,695)          (25,767)
  Legal, Audit and Management Fees Paid        (7,950)           (7,950)
  Cash Paid to Suppliers for
    Operating Expenses                           (461)           (1,796)

  Net Cash Provided
    by Operating Activities                 $  10,905         $   6,366

Cash Flow from Investing Activities:
  Principal Collected on Sale of Tanglefoot
    Apartments Contract                         3,498             2,804
  Purchase of Real Estate Contracts            (2,223)             (187)
  Payment on Real Estate Mortgage             (21,305)          (10,234)
  Buyers Escrow Received (Paid)                12,098           (12,848)
  Tax Certificates Collected                    2,049               107

    Net Cash Provided (Used)
      by Investing Activities               $  (5,883)        $ (20,358)

Cash Flow from Financing Activities:
  Loan Proceeds                             $  10,000         $       0

    Net Cash Provided  by
      Financing Activities                  $  10,000         $       0

Net Increase (Decrease) in Cash
  and Cash Equivalents                      $  15,022         $ (13,992)
Cash & Cash Equivalents at
  Beginning of Period                       $   6,479         $  29,579

Cash and Cash Equivalents at End of Period  $  21,501         $  15,587


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<ARTICLE>  5
<MULTIPLIER> 1
       
<S>                                 <C>
<PERIOD-TYPE>                       3-MOS
<FISCAL-YEAR-END>                               SEP-30-1997
<PERIOD-END>                                    DEC-31-1996
<CASH>                                               21,501
<SECURITIES>                                          2,720
<RECEIVABLES>                                     1,670,340
<ALLOWANCES>                                              0
<INVENTORY>                                               0
<CURRENT-ASSETS>                                     35,707
<PP&E>                                                    0
<DEPRECIATION>                                            0
<TOTAL-ASSETS>                                    1,708,767
<CURRENT-LIABILITIES>                                64,290
<BONDS>                                             970,250
                                     0
                                               0
<COMMON>                                          3,780,765
<OTHER-SE>                                              100
<TOTAL-LIABILITY-AND-EQUITY>                      1,708,767
<SALES>                                                   0
<TOTAL-REVENUES>                                     44,011
<CGS>                                                     0
<TOTAL-COSTS>                                        34,402
<OTHER-EXPENSES>                                          0
<LOSS-PROVISION>                                          0
<INTEREST-EXPENSE>                                        0
<INCOME-PRETAX>                                       9,609
<INCOME-TAX>                                              0
<INCOME-CONTINUING>                                       0
<DISCONTINUED>                                            0
<EXTRAORDINARY>                                           0
<CHANGES>                                                 0
<NET-INCOME>                                          9,609
<EPS-PRIMARY>                                             0
<EPS-DILUTED>                                             0
        

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