<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For Quarter Ended March 31, 2000
Commission File #0-9305
REEVES TELECOM LIMITED PARTNERSHIP
(name changed from Reeves Telecom Associates)
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(Exact name of registrant as specified in its charter)
<TABLE>
<S> <C>
South Carolina 57-0700063
- ------------------------ -------------------------------
(State of Incorporation) (I.R.S. Employer I.D. Number)
</TABLE>
c/o Grace Property Management Inc.
P. O. Box 163
55 Brookville Road
Glen Head, New York 11545
- --------------------------------------------------------------------------------
(Address of General Partner) (Zip Code)
(516) 686-2201
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(Registrants telephone number including area code)
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,
2000 1999
(UNAUDITED) (AUDITED)
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<S> <C> <C>
Assets
------
Current Assets:
Cash and cash equivalents $ 94,407 $ 129,954
Prepaid and other current assets 3,977 4,907
----------- -----------
98,384 134,861
Properties held for sale and related
buildings and equipment, net 937,290 960,480
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Total Assets $ 1,035,674 $ 1,095,341
=========== ===========
Liabilities and Partners' Deficit
- ---------------------------------
Current Liabilities:
Accounts payable and
accrued expenses $ 48,732 $ 102,210
Accrued expenses, affiliates 1,868,404 1,772,994
Current maturities of long-
term debt 138,025 140,264
----------- -----------
2,055,161 2,015,468
Long-Term Debt, Less: Current
Maturities -- 1,432
----------- -----------
Total Liabilities 2,055,161 2,016,900
Partners' Deficit (1,019,487) (921,559)
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Total Liabilities and
Partners' Deficit $ 1,035,674 $ 1,095,341
=========== ===========
</TABLE>
<PAGE> 3
REEVES TELECOM LIMITED PARTNERSHIP
STATEMENT OF OPERATIONS AND PARTNERS' DEFICIT
FOR THE THREE MONTHS ENDED MARCH 31, 2000 AND 1999
(Unaudited)
<TABLE>
<CAPTION>
2000 1999
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<S> <C> <C>
Operating revenues:
Property sales $ 69,571 $ 146,778
Country Club revenue 95,588 91,903
Interest income and finance chargers 920 187
----------- -----------
166,079 238,868
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Operating Costs and Expenses:
Direct costs of property sold 7,192 13,185
Direct costs of country club revenue 10,692 10,546
Selling, general and administrative
expenses of Country Club 96,669 87,053
Selling, general and administrative
expenses 87,611 119,952
Depreciation 15,217 17,593
Interest 45,847 37,527
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263,228 285,856
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Operating Loss: (97,149) (46,988)
Other Income/Expenses:
Loss on disposal of fixed assets (779) --
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Net Loss (97,928) (46,988)
Partners' deficit at beginning
of period (921,559) (544,484)
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Partners' deficit at end of period $(1,019,487) $ (591,472)
=========== ===========
Loss per partnership unit $ (0.05) $ ( 0.03)
=========== ===========
Weighted average partnership units
issued and outstanding 1,828,148 1,828,148
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</TABLE>
<PAGE> 4
REEVES TELECOM LIMITED PARTNERSHIP
STATEMENT OF CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31, 2000 AND 1999
(Unaudited)
<TABLE>
<CAPTION>
2000 1999
------------ -----------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Loss $ (97,928) $ (46,988)
Adjustments to reconcile net loss to
net cash used in operating activities:
Depreciation 15,217 17,593
Change in assets and liabilities:
Decrease in prepaid and other
current assets 930 8,935
Decrease in property held for sale 7,973 17,185
(Decrease) in accounts payable
and accrued expenses (53,478) (2,739)
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Net cash used in operating activities (127,286) (6,014)
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CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of land improvements,
buildings and equipment -- $ (12,044)
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CASH FLOWS FROM FINANCING ACTIVITIES:
(Decrease) in notes payable $ (3,671) $ (3,372)
Increase in accrued expenses, affiliates 95,410 49,188
--------- ---------
Net cash provided by financing
activities 91,739 45,816
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NET INCREASE (DECREASE) IN CASH $ (35,547) $ 27,758
CASH BALANCE - BEGINNING 129,954 69,864
--------- ---------
CASH BALANCE - ENDING $ 94,407 $ 97,622
========= =========
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<PAGE> 5
REEVES TELECOM LIMITED PARTNERSHIP
MARCH 31, 2000
(Unaudited)
ITEM 2. Management Discussion and Analysis of Financial
Condition and Results of Operations.
The accompanying unaudited consolidated financial statements have been
prepared in accordance with generally accepted accounting principles
for interim financial information and Rule 10-01 of Regulation S-X.
Accordingly, they do not include all of the information and notes
required by generally accepted accounting principles for complete
financial statements. In the opinion of management, all adjustments
(consisting of only normal recurring accruals) considered necessary for
a fair presentation have been included. Operating results for the three
month period ended March 31, 2000 are not necessarily indicative of the
results that may be expected for the year ending December 31, 2000. For
further information, refer to the consolidated financial statements and
notes thereto included in the Partnership's Annual Report on Form 10-K
for the year ended December 31, 1999 as filed with the Securities and
Exchange Commission on March 30, 2000.
Certain amounts in the income statement for the interim period ended
March 31, 1999 have been restated to conform with the presentation of
the results for the interim period ended March 31, 2000. There is no
change in the net loss recorded for the interim period ended March 31,
1999 as a result of such restatements.
Certain matters discussed herein are forward-looking statements about
the business, financial condition and prospects of the Partnership. The
actual results could differ materially from those indicated by such
forward-looking statements because of various risks and uncertainties.
Such risks and uncertainties may include, but are not limited to,
regional and national economic conditions, changes in consumer demand
for real estate, changes in interest rates and the availability of
credit to the Partnership and/or potential purchasers of real estate,
changes in state and federal regulations relating to environmental and
health matters, and, in connection with Fox Squirrel, weather
conditions and changes in employee relations which may adversely affect
the ability of the Partnership to maintain Fox Squirrel as desired. The
Partnership cannot control these risks and uncertainties and, in many
cases, cannot predict the risks and uncertainties that could cause its
actual results to differ materially from those indicated by the
forward-looking statements. The Partnership undertakes no obligation to
publicly update or revise any forward-looking statement, whether as a
result of new information, future events or otherwise.
For the three months ended March 31, 2000 and 1999 revenue from land
sales was $69,571 and $146,778, respectively. The Partnership sold 11
individual undeveloped lots during the first quarter of fiscal 2000,
compared to 19 in the year ago quarter. In addition, the Partnership
generated no revenue from the sale of commercial lots during the first
quarter of fiscal 2000, whereas 2 commercial lots and 1 small
commercial lot were sold during the first quarter of 1999. Management
attributes the decline in revenue to a slightly less favorable real
estate market
<PAGE> 6
REEVES TELECOM LIMITED PARTNERSHIP
MARCH 31, 2000
(Unaudited)
this year than last, which, in turn, is due principally to general
concerns about interest rates and the ability of potential real estate
buyers to obtain mortgages on favorable terms.
Revenue at Fox Squirrel Country Club during the first three months of
2000 was $95,588, compared to $91,903 for the same period last year.
Increased revenue from the food and beverage service and higher greens
fees from non-member rounds played, more than offset slight decreases
in revenue from cart rentals and dues.
Direct costs of property sold for the first quarter of 2000 and 1999
were $7,192 and $13,185, respectively. Management attributes the
decline in costs in part to the lower number of residential lots sold
this year than last, and in part to the relative mix of lots -
residential and commercial - sold during each period.
Selling, general and administrative expenses were $87,611 and $119,952
for the first quarter of 2000 and 1999, respectively. Management
attributes the decline principally to the absence during the current
year of one-time expenses incurred last year relating to the purchase
of certain real estate acquired for resale.
Selling, general and administrative expenses of the country club were
$96,669 for the first quarter of 2000, compared to $87,053 for the same
period last year. Management attributes the increase principally to the
timing of expenditures relating to maintenance of the golf course. All
other things being equal, Management expects that maintenance expense
for the first half of fiscal 2000 will approximate last year's total.
ITEM 6. Exhibits and Reports on Form 8-K
The Partnership filed no reports on Form 8-K for the quarter ended
March 31, 2000.
<PAGE> 7
REEVES TELECOM LIMITED PARTNERSHIP
MARCH 31, 2000
(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: May 12, 2000
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-START> JAN-01-2000
<PERIOD-END> MAR-31-2000
<CASH> 94,407
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 98,384
<PP&E> 937,290
<DEPRECIATION> 0
<TOTAL-ASSETS> 1,035,674
<CURRENT-LIABILITIES> 2,055,161
<BONDS> 0
0
0
<COMMON> (1,019,487)
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 1,035,674
<SALES> 69,571
<TOTAL-REVENUES> 166,079
<CGS> 17,884
<TOTAL-COSTS> 263,228
<OTHER-EXPENSES> 779
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (97,928)
<INCOME-TAX> 0
<INCOME-CONTINUING> (97,928)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (97,928)
<EPS-BASIC> (0.05)
<EPS-DILUTED> (0.05)
</TABLE>
