<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 November 30, 1998
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BANKERS BUILDING LAND TRUST
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(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
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(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
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BANKERS BUILDING LAND TRUST
BALANCE SHEETS
as of November 30, 1998 and May 31, 1998
----
<TABLE>
<CAPTION>
November 30, May 31,
ASSETS 1998 1998
----------- ----------
(Unaudited)
<S> <C> <C>
Cash $ 724,458 $ 288,807
Land subject to operating lease - 4,250,000
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Total assets $ 724,458 $4,538,807
========== ==========
LIABILITIES and EQUITY
Due to certificate holders $ 222,301 $ 68,750
Advance from lessee - 177,983
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222,301 246,733
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Certificates of beneficial interest,
270 units and 5,000 units issued and
outstanding at November 30, 1998 and
May 31, 1998, respectively 229,500 4,250,000
Retained earnings 272,657 42,074
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502,157 4,292,074
---------- ----------
Total liabilities and equity $ 724,458 $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
November 30, 1998 and 1997
(Unaudited)
----
<TABLE>
<CAPTION>
1998 1997
------- -------
<S> <C> <C>
Operating revenues:
Rent $ - $68,750
Servicing fees 2,079 3,750
Interest 11,523 2,776
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Total operating revenues 13,602 75,276
Operating expenses:
Trustee fees and expenses paid 2,846 1,987
------- -------
Net income $10,756 $73,289
======= =======
</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
November 30, 1998
(Unaudited)
-----
<TABLE>
<CAPTION>
Certificates of Retained Total
Beneficial Interest Earnings Equity
------------------- --------- ----------
<S> <C> <C> <C>
August 31, 1998 Balance $ 357,000 $ 261,901 $ 618,901
Net Income - 10,756 10,756
(Redemption) of 150 certificates (127,500) - (127,500)
---------- --------- ----------
Equity, end of period $ 229,500 $ 272,657 $ 502,157
========== ========= ==========
</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
November 30, 1998 and 1997
(Unaudited)
-----
<TABLE>
<CAPTION>
1998 1997
--------- ---------
<S> <C> <C>
Cash flows from operating activities:
Net income $ 10,756 $ 73,289
Adjustments to reconcile net income to net
cash provided by operating activities:
(Decrease) in advance from lessee - (5,879)
--------- ---------
Net cash provided by operating activities 10,756 67,410
--------- ---------
Cash flows from financing activities:
Redemption of 150 Certificates (127,500) -
Distributions to certificate holders (123,220 (68,750)
--------- ---------
Net cash (used in) financing activities (250,720) (68,750)
--------- ---------
Net (decrease) in cash (239,964) (1,340)
Cash balance, beginning of period 964,422 278,708
--------- ---------
Cash balance, end of period $ 724,458 $ 277,368
========= =========
</TABLE>
The accompanying notes are an integral part of the financial statements.
Page 5 of 9
<PAGE> 6
BANKERS BUILDING LAND TRUST
NOTES TO FINANCIAL STATEMENTS
------
1. The balance sheet as of November 30, 1998, the statements of operations for
the three-month period ended November 30, 1998 and 1997, and the statements
of cash flows for the three-month period ended November 30, 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
November 30, 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 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. The Trustee expects to have all assets
of the Trust liquidated by May, 1999.
Page 6 of 9
<PAGE> 7
PART I - ITEM 2
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Management's Discussion and Analysis of
Financial Condition and Results of Operations
As disclosed in the notes to financial statements as of November 30, 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
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Exhibits and reports on Form 8-K
(a) Exhibits - 27 Financial Data Schedule
(b) Reports - None
Page 8 of 9
<PAGE> 9
SIGNATURES
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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.
Date
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Bankers Building Land Trust
-----------------------------
By AMCORE Bank N.A., Trustee
-----------------------------
By /s/ Patricia N. Fong
-----------------------------
Patricia N. Fong
Vice President
and Trust Officer
Page 9 of 9
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> MAY-31-1999
<PERIOD-START> SEP-01-1998
<PERIOD-END> NOV-30-1998
<EXCHANGE-RATE> 1
<CASH> 724,458
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 724,458
<CURRENT-LIABILITIES> 222,301
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 502,157
<TOTAL-LIABILITY-AND-EQUITY> 724,458
<SALES> 0
<TOTAL-REVENUES> 13,602
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 2,846
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 10,756
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
