<PAGE> 1
SECURITIES & 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 March 31, 1996 Commission File #0-9305
REEVES TELECOM LIMITED PARTNERSHIP
(name changed from Reeves Telecom Associates)
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South Carolina 57-0700063
----------------------- -----------------------------
(State of Incorporation) (I.R.S. Employer I.D. Number)
c/o Grace Property Management Inc.
P. O. Box 163
55 Brookville Road
Glen Head, New York 11545
- -----------------------------------------------------------------
(Address of General Partner) (Zip Code)
Registrants telephone number (516) 686-2201
----------------
Indicate by check mark whether the 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
requirements for the past 90 days.
Yes (X) No ( )
<PAGE> 2
PART 1. FINANCIAL INFORMATION
REEVES TELECOM LIMITED PARTNERSHIP
BALANCE SHEET
<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------
March 31, December 31,
Assets 1996 1995
------ (UNAUDITED) (AUDITED)
----------- ---------
<S> <C> <C>
Current Assets:
Cash and cash equivalents $ 93,292 $ 73,860
Land held for development or sale
and related buildings and
equipment, net 919,172 910,183
Other assets 19,200 1,201
---------- ----------
$1,031,664 $ 985,244
========== ==========
Liabilities and Partners' Capital
- ---------------------------------
Current Liabilities:
Accounts payable and
accrued expenses $ 525,723 $ 527,233
Notes payable - Current
portion 20,195 4,234
---------- ----------
545,918 531,467
Notes payable - Non-Current
portion 236,825 172,945
---------- ----------
Total Liabilities 782,743 704,412
---------- ----------
Partners' capital 248,921 280,832
---------- ----------
$1,031,664 $ 985,244
========== ==========
</TABLE>
<PAGE> 3
REEVES TELECOM LIMITED PARTNERSHIP
STATEMENT OF OPERATIONS AND PARTNERS' CAPITAL
FOR THE THREE MONTHS ENDED MARCH 31, 1996 AND 1995
(Unaudited)
<TABLE>
<CAPTION>
-----------------------------------------------------------------
1996 1995
---- ----
<S> <C> <C>
Operating revenues:
Land sales $ 142,157 $ 73,651
Fox Squirrel income 84,892 74,882
Interest income 246 344
Other income and sale of timber 5,062 2,250
--------- ---------
232,357 151,127
--------- ---------
Operating Costs and Expenses:
Administrative 184,620 118,090
Direct cost of land sold 65,464 37,700
Depreciation 14,184 7,467
--------- ---------
264,268 163,257
--------- ---------
Net Income or (Loss) (31,911) (12,130)
Partners' capital at beginning
of period 280,832 420,776
--------- ---------
Partners' capital at end of
period $ 248,921 $ 408,646
========= =========
Income or (Loss) per partnership unit
(1,828,258 units outstanding as of
March 31, 1996 and 1995 respectively.) $ (0.017) $ (0.007)
========= =========
</TABLE>
<PAGE> 4
REEVES TELECOM LIMITED PARTNERSHIP
STATEMENT OF CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31, 1996 AND 1995
(Unaudited)
<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------
1996 1995
---- ----
<S> <C> <C>
CASH PROVIDED BY OPERATIONS:
Net Income or (Loss) $(31,911) $ (12,130)
Deduct Items Not Using Cash:
Depreciation 14,184 7,467
-------- ---------
TOTAL (17,727) (4,663)
-------- ---------
CHANGES IN OPERATING ASSETS AND LIABILITIES
INCREASING OR (DECREASING) CASH:
(Increase) in other assets (17,999) --
Decrease in receivables -- 374
Decrease in Land held for
development or sale 65,464 37,700
Increase or (decrease) in accounts
payable and accrued expenses (1,510) (30,878)
(Decrease) in notes payable (2,372) --
-------- ---------
43,583 7,196
-------- ---------
NET CASH PROVIDED OR (USED) BY
OPERATIONS $ 25,856 $ 2,533
CASH (USED) BY INVESTING ACTIVITIES:
Additions to Fixed Assets (88,637) (67,053)
CASH FROM FINANCING ACTIVITIES:
Equipment note payable 82,213 --
-------- ---------
NET INCREASE OR (DECREASE) IN CASH $ 19,432 $ (64,520)
======== =========
CASH BALANCE - BEGINNING $ 73,860 $ 137,549
NET INCREASE OR (DECREASE) IN
CASH, AS ABOVE 19,432 (64,520)
-------- ---------
CASH BALANCE - ENDING $ 93,292 $ 73,029
======== =========
</TABLE>
<PAGE> 5
REEVES TELECOM LIMITED PARTNERSHIP
MARCH 31, 1996
(Unaudited)
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ITEM 2. Management Discussion and Analysis of Financial
Condition and Results of Operations.
The Partnership is a liquidating partnership and as such,
quarter to quarter comparisons and analysis are not
meaningful.
For the three months ended March 31, 1996 the Partnership
generated revenues from land sales of $142,157 and $73,651,
respectively. Revenues in 1996 included the sale of a tract of
approximately 430 acres for $85,000. Excluding such sale, the
Partnership sold 12 individual lots, generating aggregate
revenues of $57,157 compared to 11 lots and $73,651 in land
sale revenues for the same period one year ago. The
differences between 1996 and 1995 is largely attributed to the
mix of lots sold as to location and asking price during the
two periods. Individual lots adjacent to or near the golf
course, for example, generally command a higher asking price
than lots which are not so situated.
Revenues at Fox Squirrel Country Club ("Fox Squirrel") for the
three months ended March 31, 1996 and 1995 were $84,842 and
$74,882 respectively. Higher cart rental income, due to more
rounds of golf played by nonmembers, more than offset the
elimination of concession income which was a result of an
improved dining service. Direct operating expenses at Fox
Squirrel for the three months ended March 31, 1996 and 1995
were $39,140 and $27,080, respectively. The increase is
substantially attributable to higher maintenance expense
relating to the golf course and the club house.
Revenue from tree cutting for the first quarter of 1996 was
$5,045, compared to no revenue in the same period in 1995. As
stated in recent financial reports, Management has viewed
timber cutting as a source of temporary revenue with limited
prospects in the future due to, among other factors, the size
and number of trees which may be logged, the demand for wood
pulp, and market prices in general. As such, Management
expects revenue from tree cutting to be highly variable from
quarter to quarter.
<PAGE> 6
REEVES TELECOM LIMITED PARTNERSHIP
MARCH 31, 1996
(Unaudited)
-----------------------------------------------------------------
Direct cost of land sold during the three months ended March
31, 1996 and 1995 was $65,464 and $37,700, respectively. The
increase is attributable largely to the sale of the
approximately 430 acre tract of land.
To provide funds for working capital and other purposes, on
June 1, 1995 the Partnership borrowed $200,000 from the
president of the General Partner, payable in full on June 1,
1998. The promissory note issued bears interest at a rate
equal to 6% above 12-month LIBOR, requires interest to be paid
quarterly commencing September 1, 1995, and allows for
prepayment without penalty. The promissory note is secured by
a mortgage on Fox Squirrel. As of March 31, 1996, $30,000 of
the principal has been repaid under the terms of the
promissory note allowing for prepayment of principal without
penalty, leaving an outstanding balance of $170,000.
Subsequent to the end of the quarter, an additional $10,000 in
principal was repaid.
The improvements made at Fox Squirrel are representative of
the Partnership's continuing efforts to improve the
development at Boiling Spring Lakes so that the Partnership
will eventually be able to consistently generate revenues in
excess of operating expenses and capital expenditures.
Management believes, however, that the variable nature of the
Partnership's revenues and its current liquidity position
raise doubts about the Partnership's ability to fund its
operations and currently planned capital programs without
obtaining additional financing. Management is not certain that
additional outside financing is available and, if available,
that such financing may be obtained on terms Management
believes to be acceptable.
<PAGE> 7
REEVES TELECOM LIMITED PARTNERSHIP
MARCH 31, 1996
(Unaudited)
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PART II OTHER INFORMATION
ITEM 6. Exhibits and Reports on Form 8-K
The Partnership filed no reports on Form 8-K for the quarter
ended March 31, 1996.
<PAGE> 8
REEVES TELECOM LIMITED PARTNERSHIP
MARCH 31, 1996
(Unaudited)
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SIGNATURE
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, thereto duly authorized.
REEVES TELECOM LIMITED PARTNERSHIP
By: Grace Property Management, Inc.
General Partner
By:/S/ JOHN S. GRACE
---------------------------
John S. Grace
President
Dated: May 28, 1996
<PAGE> 9
EXHIBIT INDEX
Exhibit Description
-------- -------------
27 Financial Data Schedule
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> MAR-31-1996
<EXCHANGE-RATE> 1
<CASH> 93292
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 93292
<PP&E> 919172
<DEPRECIATION> 0
<TOTAL-ASSETS> 1031664
<CURRENT-LIABILITIES> 545918
<BONDS> 236825
0
0
<COMMON> 248921
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 1031664
<SALES> 142157
<TOTAL-REVENUES> 232357
<CGS> 65464
<TOTAL-COSTS> 264268
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (31,911)
<INCOME-TAX> 0
<INCOME-CONTINUING> (31,911)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (31,911)
<EPS-PRIMARY> (0.02)
<EPS-DILUTED> (0.02)
</TABLE>