<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 June 30, 1996 Commission File #0-9305
REEVES TELECOM LIMITED PARTNERSHIP
(name changed from Reeves Telecom Associates)
- -------------------------------------------------------------------------------
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>
Assets June 30 December 31,
------ 1996 1995
(UNAUDITED) (AUDITED)
----------- ----------
<S> <C> <C>
Current Assets:
Cash and cash equivalents $ 155,754 $ 73,860
Land held for development or sale
and related buildings and
equipment, net 831,886 910,183
Other assets 26,618 1,201
---------- ----------
$1,014,258 $ 985,244
========== ==========
Liabilities and Partners' Capital
- ---------------------------------
Current Liabilities:
Accounts payable and
accrued expenses $ 612,148 $ 527,233
Notes payable - Current
portion 20,195 4,234
---------- ----------
632,343 531,467
Notes payable - Non-Current
portion 206,537 172,945
---------- ----------
Total Liabilities 838,880 704,412
Partners' capital 175,378 280,832
---------- ----------
$1,014,258 $ 985,244
========== ==========
</TABLE>
<PAGE> 3
REEVES TELECOM LIMITED PARTNERSHIP
STATEMENT OF OPERATIONS AND PARTNERS' CAPITAL
FOR THE SIX MONTHS ENDED JUNE 30, 1996 AND 1995
(Unaudited)
- -------------------------------------------------------------------------------
<TABLE>
<CAPTION>
1996 1995
Operating revenues -------- --------
<S> <C> <C>
Land sales $266,638 $111,607
Fox Squirrel income 193,022 155,922
Interest income 996 627
Other income and sale of timber 7,240 8,788
-------- --------
467,896 276,944
-------- --------
Operating Costs and Expenses:
Administrative 400,610 282,443
Direct cost of land sold 144,206 57,100
Depreciation 28,534 18,015
-------- --------
573,350 357,558
-------- --------
Net Income or (Loss) (105,454) (80,614)
Partners' capital at beginning
of period 280,832 420,776
-------- --------
Partners' capital at end of
period $175,378 $340,162
-------- --------
Income or (Loss) per partnership unit
(1,828,258 units outstanding as of
June 30, 1996 and 1995 respectively.) $ (0.06) $ (0.04)
======== ========
</TABLE>
<PAGE> 4
REEVES TELECOM LIMITED PARTNERSHIP
STATEMENT OF OPERATIONS AND PARTNERS' CAPITAL
FOR THE THREE MONTHS ENDED JUNE 30, 1996 AND 1995
(Unaudited)
- -------------------------------------------------------------------------------
<TABLE>
<CAPTION>
1996 1995
Operating revenues ---------- ----------
<S> <C> <C>
Land sales $ 124,481 $ 37,956
Fox Squirrel income 108,130 81,040
Interest income 750 283
Other income and sale of
timber 2,178 6,538
---------- ----------
235,539 125,817
---------- ----------
Operating Costs and Expenses:
Administrative 215,990 164,353
Direct cost of land sold 78,742 19,400
Depreciation 14,350 10,548
---------- ----------
309,082 194,301
---------- ----------
Net Income or (Loss) (73,543) (68,484)
Partners' capital at beginning
of period 248,921 408,646
---------- ----------
Partners' capital at end of
period $ 175,378 $ 340,162
========== ==========
Income or (Loss) per partnership unit
(1,828,258 units outstanding as of
June 30, 1996 and 1995 respectively.) $ (0.04) $ (0.04)
========== ==========
</TABLE>
<PAGE> 5
REEVES TELECOM LIMITED PARTNERSHIP
STATEMENT OF CASH FLOWS
FOR THE SIX MONTHS ENDED JUNE 30, 1996 AND 1995
(Unaudited)
- -------------------------------------------------------------------------------
<TABLE>
<CAPTION>
1996 1995
CASH PROVIDED BY OPERATIONS ---------- -----------
<S> <C> <C>
Net Income or (Loss) $ (105,454) $ (80,614)
Deduct Items Not Using Cash:
Depreciation 28,534 18,015
---------- -----------
TOTAL (75,920) (62,599)
---------- -----------
CHANGES IN OPERATING ASSETS AND LIABILITIES
INCREASING OR (DECREASING) CASH:
(Increase) in other assets (25,417) --
Decrease in receivables -- 995
Decrease in Land held for
development or sale 144,206 57,100
Increase or (decrease) in
accounts payable and accrued
expenses 84,915 (15,167)
(Decrease) in notes payable (32,660) --
---------- -----------
171,044 42,928
---------- -----------
NET CASH PROVIDED OR (USED) BY
OPERATIONS $ 94,124 $ (19,671)
CASH (USED) BY INVESTING ACTIVITIES:
Additions to Fixed Assets (94,443) (188,226)
CASH FROM FINANCING ACTIVITIES:
Proceeds from note payable -- 200,000
Equipment note payable 82,213 --
---------- -----------
NET INCREASE OR (DECREASE) IN CASH $ 81,894 $ (7,897)
========== ===========
CASH BALANCE - BEGINNING $ 73,860 $ 137,549
NET INCREASE OR (DECREASE) IN
CASH, AS ABOVE 81,894 (7,897)
---------- -----------
CASH BALANCE - ENDING $ 155,754 $ 129,652
========== ===========
</TABLE>
<PAGE> 6
REEVES TELECOM LIMITED PARTNERSHIP
STATEMENT OF CASH FLOWS
FOR THE THREE MONTHS ENDED JUNE 30, 1996 AND 1995
(Unaudited)
- -------------------------------------------------------------------------------
<TABLE>
<CAPTION>
1996 1995
CASH PROVIDED BY OPERATIONS -------- --------
<S> <C> <C>
Net Income or (Loss) $(73,543) $(68,484)
Deduct Items Not Using Cash:
Depreciation 14,350 10,548
-------- --------
TOTAL (59,193) (57,936)
-------- --------
CHANGES IN OPERATING ASSETS AND LIABILITIES
INCREASING OR (DECREASING) CASH:
(Increase) in other assets (7,418) --
Decrease in receivables -- 621
Decrease in Land held for
development or sale 78,742 19,400
Increase or (decrease) in
accounts payable and
accrued expenses 86,425 15,711
(Decrease) in notes payable (30,288) --
-------- --------
127,461 35,732
-------- --------
NET CASH PROVIDED OR (USED) BY
OPERATIONS $ 68,268 $(22,204)
CASH (USED) BY INVESTING ACTIVITIES:
Additions to Fixed Assets (5,806) (121,173)
CASH FROM FINANCING ACTIVITIES:
Proceeds from note payable -- 200,000
Equipment note payable -- --
-------- --------
NET INCREASE OR (DECREASE) IN CASH $ 62,462 $ 56,623
-------- --------
CASH BALANCE - BEGINNING $ 93,292 $ 73,029
NET INCREASE OR (DECREASE) IN
CASH, AS ABOVE 62,462 56,623
-------- --------
CASH BALANCE - ENDING $155,754 $129,652
======== ========
</TABLE>
<PAGE> 7
REEVES TELECOM LIMITED PARTNERSHIP
JUNE 30, 1996
(Unaudited)
- -------------------------------------------------------------------------------
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 six months ended June 30, 1996 the Partnership generated
revenues from land sales of $266,638 and $111,607, respectively.
Revenues in 1996 included the sale of a tract of approximately 430
acres for $85,000. Excluding such sale, the Partnership sold 27
individual lots, generating aggregate revenues of $181,638 compared to
19 lots and $111,607 in land sale revenues for the same period one
year ago. Management attributes the increase largely to somewhat
improved economic conditions locally and to the relative mix of lots
sold as to location and asking price. 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 six
months ended June 30, 1996 and 1995 were $193,022 and $155,922
respectively. Higher cart rental income, principally 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. In addition revenues for the second quarter were enhanced by
a more rapid collection of membership dues than during the same period
last year. Direct operating expenses at Fox Squirrel for the six
months ended June 30, 1996 and 1995 were $177,256 and $139,347,
respectively. The increase is substantially attributable to higher
maintenance expense relating to the golf course and the club house.
Rental income from the dining service was $0 for the first half of
1996, compared to $4,300 for the same period in 1995. The decline
reflects the temporary waiver of rent by the Partnership to assist the
operator of the dining service, who has experienced lower revenues
than anticipated.
<PAGE> 8
REEVES TELECOM LIMITED PARTNERSHIP
JUNE 30, 1996
(Unaudited)
- -------------------------------------------------------------------------------
Revenue from tree cutting for the first half of 1996 was $7,223,
compared to revenue of $4,488 in the same period in 1995. As stated
in recent financial reports, Management has viewed timber cutting as a
source of emporary 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.
Direct cost of land sold during the six months ended June 30, 1996 and
1995 was $144,206 and $57,100, 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 June 30, 1996, $50,000
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 $150,000.
The improvements made at Fox Squirrel are representative of the
Partnership's continuing efforts to improve the development at Boiling
Spring akes 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> 9
REEVES TELECOM LIMITED PARTNERSHIP
JUNE 30, 1996
(Unaudited)
- -------------------------------------------------------------------------------
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
June 30, 1996.
<PAGE> 10
REEVES TELECOM LIMITED PARTNERSHIP
JUNE 30, 1996
(Unaudited)
- --------------------------------------------------------------------------------
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: August 4, 1996
<PAGE> 11
EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
27 FINANCIAL DATA SCHEDULE
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> APR-01-1996
<PERIOD-END> JUN-30-1996
<CASH> 155,754
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 155,754
<PP&E> 831,886
<DEPRECIATION> 0
<TOTAL-ASSETS> 1,014,258
<CURRENT-LIABILITIES> 632,343
<BONDS> 206,537
0
0
<COMMON> 175,378
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 1,014,258
<SALES> 124,481
<TOTAL-REVENUES> 235,539
<CGS> 78,742
<TOTAL-COSTS> 309,082
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (73,543)
<INCOME-TAX> 0
<INCOME-CONTINUING> (73,543)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (73,543)
<EPS-PRIMARY> (0.04)
<EPS-DILUTED> (0.04)
</TABLE>
