<PAGE> 1
FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Quarterly Report Under Section 13 or 15(d)
of The Securities Exchange Act of 1934
Commission File Number 0-9086
For Quarter Ended August 31, 1998
---------------
Bankers Building Land Trust
--------------------------------------------------------------
(Exact name of Registrant as specified in its charter)
Illinois 36-6067489
- ------------------------------- -------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
AMCORE Bank N.A., 501 Seventh Street
Rockford, Illinois 61104, Trustee
--------------------------------------------------------------
(Address of principal executive offices)
815-968-2241
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(Registrant's telephone number, including area code)
Indicate by check mark whether the Registrant (1) has 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
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Page 1 of 9
<PAGE> 2
PART I - ITEM 1
BANKERS BUILDING LAND TRUST
BALANCE SHEETS
as of August 31, 1998 and May 31, 1998
<TABLE>
<CAPTION>
August 31, May 31,
ASSETS 1998 1998
---------- -------
(Unaudited)
<S> <C> <C>
Cash $ 964,422 $ 288,807
Land subject to operating lease -- 4,250,000
---------- ----------
Total assets $ 964,422 $4,538,807
========== ==========
LIABILITIES and EQUITY
Due to certificate holders $ 345,521 $ 68,750
Advance from lessee -- 177,983
---------- ----------
345,521 246,733
---------- ----------
Certificates of beneficial interest,
420 units issued and outstanding 357,000 4,250,000
Retained earnings 261,901 42,074
---------- ----------
618,901 4,292,074
---------- ----------
Total liabilities and equity $ 964,422 $4,538,807
========== ==========
</TABLE>
The accompanying notes are an integral
part of the financial statements.
Page 2 of 9
<PAGE> 3
BANKERS BUILDING LAND TRUST
STATEMENTS OF INCOME
for the three-month periods ended
August 31, 1998 and 1997
(Unaudited)
----
<TABLE>
<CAPTION>
1998 1997
---------- ----------
<S> <C> <C>
Operating revenues:
Rent $ 18,228 $ 68,750
Servicing fees 5,353 3,750
Interest 43,444 2,662
---------- ----------
Total operating revenues 67,025 75,162
Operating expenses:
Trustee fees and expenses paid 15,518 1,987
---------- ----------
51,507 73,175
Proceeds in excess of basis from sale of land 4,281,660 --
---------- ----------
Net income $4,333,167 $ 73,175
========== ==========
</TABLE>
The accompanying notes are an integral
part of the financial statements.
Page 3 of 9
<PAGE> 4
BANKERS BUILDING LAND TRUST
STATEMENT OF BENEFICIAL EQUITY
for the three-month period ending
August 31, 1998
<TABLE>
<CAPTION>
Certificates of Retained Total
Beneficial Interest Earnings Equity
------------------- -------- ------
<S> <C> <C> <C>
May 31, 1998 Balance $ 4,250,000 $ 42,074 $ 4,292,074
Net Income -- 4,333,167 4,333,167
Redemption of 4,580 Certificates (3,893,000) -- (3,893,000)
Distributions to Certificate Holders -- (4,113,340) (4,113,340)
----------- ----------- -----------
Equity, end of period $ 357,000 $ 261,901 $ 618,901
=========== =========== ===========
</TABLE>
The accompanying notes are an integral
part of the financial statements.
Page 4 of 9
<PAGE> 5
BANKERS BUILDING LAND TRUST
STATEMENTS OF CASH FLOWS
for the three months ended
August 31, 1998 and 1997
(Unaudited)
----
<TABLE>
<CAPTION>
1998 1997
-------- --------
<S> <C> <C>
Cash flows from operating activities:
Net income $ 4,333,167 $ 73,175
Adjustments to reconcile net income to
net cash provided by operating activities:
Changes in assets and liabilities:
Proceeds in excess of basis from sale of land (4,281,660) --
(Decrease) in deferred rental income -- (72,500)
----------- -----------
Net cash provided by operating activities 51,507 675
Cash flows from investing activities:
Proceeds from sale of land 8,353,677 --
Cash flows from financing activities:
Distributions to certificate holders (7,729,569) (68,750)
----------- -----------
Net change in cash 675,615 (68,075)
Cash balance, beginning of period 288,807 346,783
----------- -----------
Cash balance, end of period $ 964,422 $ 278,708
=========== ===========
Supplemental Schedule of Noncash Financing Activities
Redemption of certificates payable to certificate
holders, $ 345,521 $ --
=========== ===========
</TABLE>
The accompanying notes are an integral
part of the financial statements.
Page 5 of 9
<PAGE> 6
BANKERS BUILDING LAND TRUST
NOTE TO FINANCIAL STATEMENTS
-----
1. The balance sheet as of August 31, 1998, the statements of operations for
the three-month period ended August 31, 1998 and 1997, and the statements
of cash flows for the three-month period ended August 31, 1998 and 1997,
have been prepared without audit. In the opinion of management, all
adjustments (which include only normal recurring adjustments) necessary to
present fairly the financial position, results of operations, and cash
flows for all periods presented have been made. The May 31, 1998 balance
sheet was derived from audited financial statements, but does not include
all disclosures required by generally accepted accounting principles.
Certain footnote disclosures normally included in financial statements
prepared in accordance with generally accepted accounting principles have
been omitted. It is suggested that these financial statements be read in
conjunction with the financial statements and notes thereto included in the
May 31, 1998 annual report. The results of operations for the period ended
August 31, 1998 are not necessarily indicative of the operating results for
the full year.
2. During the second quarter of 1997 and in connection with the bankruptcy of
the former lessee of the land, the ownership of the building located on the
land owned by the Trust was transferred to the lessee's lender in
satisfaction of the lessee's mortgage. In addition, the Trust has entered
into an agreement with the new building owner to sell as one entity the
land owned by the Trust and the building. In consideration for entering
into the agreement, the Trust received $250,000 in advance from the owner.
The owner assumed the lease of the land owned by the Trust.
3. In June, 1998 the land and building were sold as one entity, for which the
Trust received $8,353,677 allocated to the land owned by the Trust. The
Trustee will liquidate the Trust by redemption of the outstanding
Certificates of Beneficial Interest.
Page 6 of 9
<PAGE> 7
PART I - ITEM 2
Management's Discussion and Analysis of
Financial Condition and Results of Operations
As disclosed in the notes to financial statements as of August 31, 1998, land
representing the sole asset of the Trust was sold for cash. The Trustee will
liquidate the Trust by redemption of the Certificates of Beneficial Interest.
Page 7 of 9
<PAGE> 8
PART II - ITEM 6
Exhibits and reports on Form 8-K
(a) Exhibits - Exhibit 27
(b) Reports - None
Page 8 of 9
<PAGE> 9
SIGNATURES
Pursuant to the requirements of Date
-------------------------------
the Securities Exchange Act of Bankers Building Land Trust
1934, the Registrant has duly By AMCORE Bank N.A., Trustee
-------------------------------
caused this report to be signed
on its behalf by the undersigned, By /s/ Patricia N. Fong
-------------------------------
thereunto duly authorized. Patricia N. Fong
Vice President
and Trust Officer
Page 9 of 9
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1
<CURRENCY> U.S. DOLLAR
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> MAY-31-1998
<PERIOD-START> JUN-01-1998
<PERIOD-END> AUG-31-1998
<EXCHANGE-RATE> 1
<CASH> 964,422
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 964,422
<CURRENT-LIABILITIES> 0
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 964,422
<SALES> 0
<TOTAL-REVENUES> 67,025
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 4,333,167
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
