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<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
JOINT QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended: June 30, 1996
OR
TRANSITION REPORT PURSUANT TO SECTION 13 or
15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
<TABLE>
<S> <C>
Commission File Number: 1-8927 Commission File Number: 0-16156
------------------------------ ----------------------------------
(formerly 0-6627)
HOMEFREE VILLAGE RESORTS, INC. HOMEFREE INVESTORS L.P.
- ------------------------------------------------------ -------------------------------------------------------------
(Exact name of registrant as specified in its charter) (Exact name of registrant as specified in its charter)
Delaware Delaware
- ------------------------------------------------------ -------------------------------------------------------------
(State or other jurisdiction of incorporation or (State or other jurisdiction of incorporation or
organization) organization)
37-0959405 84-1062287
- ------------------------------------------------------ -------------------------------------------------------------
(I.R.S. Employer Identification No.) (I.R.S. Employer Identification No.)
1400 S. Colorado Boulevard 1400 S. Colorado Boulevard
Denver, Colorado 80222 Denver, Colorado 80222
- ------------------------------------------------------ --------------------------------------------------------------
(Address of principal executive offices, including (Address of principal executive offices, including
zip code) zip code)
(303) 757-3002 (303) 757-3002
- ------------------------------------------------------ --------------------------------------------------------------
(Registrant's telephone including area code) (Registrant's telephone including area code)
</TABLE>
Indicate by check mark whether the registrants (1) have 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
registrants were required to file such reports), and (2) have been subject to
such filing requirements for the past 90 days.
YES X NO
------ ------
Indicate the number of shares and interests outstanding of each of the issuers'
classes of common stock or partnership interests, respectively, as of the close
of business on July 31, 1996:
<TABLE>
<S> <C> <C>
Homefree Village Resorts, Inc. Common Stock $.001 Par Value 10,483,982
Homefree Investors L.P. Assignee Limited Partnership Interest 10,483,982
</TABLE>
N/A
- --------------------------------------------------------------------------------
(former name, former address and former fiscal year, if changed since last
report)
<PAGE> 2
HOMEFREE VILLAGE RESORTS, INC. AND HOMEFREE INVESTORS L.P.
<TABLE>
<CAPTION>
Page
Number
------
<S> <C>
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
COMBINED
Combined Balance Sheets --
June 30, 1996 and December 31, 1995 1-2
Combined Statements of Operations --
Three and Six Month Periods ended June 30, 1996 and 1995 3
Combined Statements of Cash Flows --
Six Months ended June 30, 1996 and 1995 4
THE COMPANY
Consolidated Balance Sheets --
June 30, 1996 and December 31, 1995 5-6
Consolidated Statements of Operations --
June 30, 1996 and June 30, 1995 7
Consolidated Statements of Cash Flows --
Six Month Periods ended June 30, 1996 and 1995 8
THE PARTNERSHIP
Balance Sheets -- June 30, 1996 and December 31, 1995 9
Statements of Operations -- Three and
Six Month Periods ended June 30, 1996 and 1995 10
Statements of Cash Flows --
Six Months ended June 30, 1996 and 1995 11
Notes to Financial Statements 12
Item 2. Management's Discussion and Analysis 13-14
of Financial Condition and Results of Operations
PART II. OTHER INFORMATION 15
</TABLE>
i
<PAGE> 3
HOMEFREE VILLAGE RESORTS, INC. AND SUBSIDIARIES
AND HOMEFREE INVESTORS L.P. (a limited partnership)
COMBINED BALANCE SHEETS
ASSETS
<TABLE>
<CAPTION>
June 30, December 31,
1996 1995
---------- ----------
(unaudited)
<S> <C> <C>
CURRENT ASSETS:
Cash and cash equivalents $ 14,800 $ 38,700
Other current assets 5,600 4,000
---------- ----------
Total current assets 20,400 42,700
RECEIVABLES FROM UNCONSOLIDATED
ENTITIES, net 8,639,500 8,620,200
INVESTMENTS IN UNCONSOLIDATED
ENTITIES 85,000 82,400
PROPERTY, FURNITURE AND EQUIPMENT, at cost
Office furniture and equipment 104,500 102,900
Vehicles 25,000 25,000
---------- ----------
129,500 127,900
Accumulated depreciation (113,100) (110,000)
---------- ----------
Net property and equipment 16,400 17,900
---------- ----------
OTHER ASSETS
Land option costs 195,600 195,600
TOTAL ASSETS $8,956,900 $8,958,800
========== ==========
</TABLE>
See Notes to Financial Statements. 1
<PAGE> 4
LIABILITIES, STOCKHOLDERS' EQUITY AND PARTNERS' DEFICIT
<TABLE>
<CAPTION>
June 30, December 31,
1996 1995
----------- -----------
(unaudited)
<S> <C> <C>
CURRENT LIABILITIES:
Accounts payable and accrued
expenses $ 77,400 $ 94,600
Payable to unconsolidated entity 575,500 150,500
Current maturities of long-term debt 44,400 44,400
Total current liabilities 697,300 289,500
LONG TERM DEBT, less current maturities:
Unconsolidated entity 7,154,500 7,154,500
Other -- --
DEFERRED INCOME TAXES -- --
DEFERRED PROFIT 488,500 488,500
OTHER LIABILITIES, payable to unconsolidated entities -- --
STOCKHOLDER'S EQUITY AND PARTNERS'
DEFICIT:
Preferred stock, $1.00 par value;
3,000,000 shares authorized; none issued and outstanding
Common stock, $.001 par value;
15,000,000 shares authorized; 10,484,000 shares issued and
outstanding 10,500 10,500
Additional paid-in capital 3,537,000 3,537,000
Accumulated deficit (2,702,100) (2,293,100)
Partners' deficit - limited partners (228,800) (228,100)
----------- -----------
Total stockholders' equity and partners' deficit 616,600 1,026,300
----------- -----------
TOTAL LIABILITIES, STOCKHOLDERS' EQUITY
AND PARTNERS' DEFICIT $ 8,956,900 $ 8,958,800
=========== ===========
</TABLE>
See Notes to Financial Statements. 2
<PAGE> 5
HOMEFREE VILLAGE RESORTS, INC. AND SUBSIDIARIES
AND HOMEFREE INVESTORS L.P. (a limited partnership)
COMBINED STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
THREE MONTHS ENDED SIX MONTHS ENDED
--------------------------------- --------------------------------
JUNE 30, JUNE 30, JUNE 30, JUNE 30,
1996 1995 1996 1995
----------- ----------- ------------ -----------
(unaudited) (unaudited)
<S> <C> <C> <C> <C>
REVENUES:
Management and administrative fees
from unconsolidated entities $ 53,900 $ 61,300 $ 115,500 $ 133,300
Equity in earnings of unconsolidated
entities 2,600 4,100 5,400 6,300
Interest 2,900 6,000 5,900 11,800
----------- ----------- ------------ -----------
59,400 71,400 $126,800 151,400
----------- ----------- ------------ -----------
EXPENSES:
General and administrative 137,800 123,100 264,500 290,400
Interest -- -- 1,500 --
Equity in losses of unconsolidated entities 800 (300) 2,900 1,500
Loss on related party
receivable/Administrative fee 132,000 -- 267,600 --
----------- ----------- ------------ -----------
270,600 122,800 536,500 291,900
----------- ----------- ------------ -----------
EARNINGS (LOSS) BEFORE INCOME TAX $ (211,200) (51,400) (409,700) (140,500)
INCOME TAX -- 17,500 -- 47,800
----------- ----------- ------------ -----------
NET EARNINGS (LOSS) $ (211,200) $ (33,900) $ (409,700) $ (92,700)
=========== =========== ============ ===========
EARNINGS (LOSS) PER PAIRED SHARE $ (.02) $ .00 $ (.04) $ (.01)
WEIGHTED AVERAGE NUMBER OF COMMON SHARES
OUTSTANDING 10,484,000 10,484,000 10,484,000 10,484,000
</TABLE>
See Notes to Financial Statements. 3
<PAGE> 6
HOMEFREE VILLAGE RESORTS, INC. AND SUBSIDIARIES
AND HOMEFREE INVESTORS L.P. (a limited partnership)
COMBINED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
SIX MONTHS ENDED
--------------------------------
June 30, June 30
1996 1995
---------- ---------
(unaudited)
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net earnings/(loss) $ (409,700) $ (92,700)
Adjustments to reconcile net income (loss)
to net cash used in operating activities:
Depreciation and Amortization 3,100 3,200
Provision for loss on related party receivable (20,300) --
Equity in losses (earnings) of unconsolidated entities, net (2,600) (4,800)
Deferred income taxes (47,800)
Changes in operating assets and liabilities:
Other assets (1,600) 2,600
Principal and interest receivable - officer & director 20,300 (34,300)
Accounts payable and accrued expenses (17,200) (11,700)
Other Liabilities -- 61,100
---------- ---------
Net cash used in operating
activities (428,000) (124,400)
---------- ---------
CASH FLOWS FROM INVESTING ACTIVITIES:
Cash advances to unconsolidated entities (187,000) --
Collection of advances from unconsolidated entities 167,700 126,600
Purchase of property, furniture and equipment (1,600) (5,300)
---------- ---------
Net cash provided by investing activities (20,900) 121,300
---------- ---------
CASH FLOWS FROM FINANCING ACTIVITIES:
Advance from related party 425,000 --
---------- ---------
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS (23,900) (3,100)
CASH AND CASH EQUIVALENTS, beginning of period 38,700 10,600
---------- ---------
CASH AND CASH EQUIVALENTS, end of period $ 14,800 $ 7,500
========== =========
</TABLE>
See Notes to Financial Statements. 4
<PAGE> 7
HOMEFREE VILLAGE RESORTS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
ASSETS
<TABLE>
<CAPTION>
June 30, December 31,
1996 1995
----------- ------------
(unaudited)
<S> <C> <C>
CURRENT ASSETS:
Cash and cash equivalents $ 14,800 $ 38,700
Other current assets 5,600 4,000
----------- ----------
Total current assets 20,400 42,700
RECEIVABLES FROM UNCONSOLIDATED ENTITIES, net 8,639,500 8,620,200
INVESTMENTS IN UNCONSOLIDATED ENTITIES 85,000 82,400
PROPERTY AND EQUIPMENT, at cost:
Office furniture and equipment 104,500 102,900
Vehicles 25,000 25,000
----------- ----------
129,500 127,900
Accumulated depreciation (113,100) (110,000)
----------- ----------
Net property and equipment 16,400 17,900
LAND OPTION COSTS 195,600 195,600
----------- ----------
TOTAL ASSETS $ 8,956,900 $8,958,800
=========== ==========
</TABLE>
See Notes to Financial Statements. 5
<PAGE> 8
HOMEFREE VILLAGE RESORTS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(continued)
LIABILITIES AND STOCKHOLDERS' EQUITY
<TABLE>
<CAPTION>
June 30, December 31,
1996 1995
---------- ----------
(unaudited)
<S> <C> <C>
CURRENT LIABILITIES:
Accounts payable and accrued expenses $ 77,400 $ 94,600
Payable to AWP 575,500 150,500
Current maturities of long-term debt 44,400 44,400
Total current liabilities 697,300 289,500
LONG TERM DEBT, less current maturities:
Unconsolidated entity 7,154,500 7,154,500
Other -- --
DEFERRED INCOME TAXES -- --
DEFERRED PROFIT 488,500 488,500
Stockholders' equity:
Preferred stock, $1.00 par value;
3,000,000 shares authorized, none issued and outstanding -- --
Common stock, $.001 par value;
authorized 15,000,000 shares; issued and outstanding 10,484,000
shares 10,500 10,500
Additional paid-in capital 3,537,000 3,537,000
Accumulated deficit (2,930,900) (2,521,200)
---------- ----------
TOTAL STOCKHOLDERS' EQUITY 616,600 1,026,300
---------- ----------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $8,956,900 $8,958,800
========== ==========
</TABLE>
See Notes to Financial Statements. 6
<PAGE> 9
HOMEFREE VILLAGE RESORTS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
THREE MONTHS ENDED SIX MONTHS ENDED
---------------------------- ---------------------------
JUNE 30, JUNE 30, JUNE 30, JUNE 30,
1996 1995 1996 1995
----------- ---------- ---------- -----------
REVENUES: (unaudited) (unaudited)
<S> <C> <C> <C> <C>
Management and administrative fees
from unconsolidated entities $ 53,900 $ 61,300 $ 115,500 $ 133,300
Equity in earnings of unconsolidated
entities 2,600 4,100 5,400 6,300
Interest 2,900 6,000 5,900 11,800
----------- ---------- ---------- -----------
59,400 71,400 126,800 151,400
----------- ---------- ---------- -----------
EXPENSES:
General and administrative 137,400 $ 113,100 263,800 $ 270,300
Interest -- -- 1,500 --
Equity in losses of unconsolidated
entities 800 (300) 2,900 1,500
Impairment of investment in HILP 400 10,000 700 20,100
Loss on related party --
Receivable/administration fee 132,000 -- 267,600
----------- ---------- ---------- -----------
270,600 122,800 536,500 291,900
----------- ---------- ---------- -----------
EARNINGS (LOSS) BEFORE INCOME TAXES (211,200) ( 51,400) (409,700) (140,500)
INCOME TAX BENEFIT -- 17,500 -- 47,800
----------- ---------- ---------- -----------
NET EARNINGS (LOSS) $ (211,200) $ (33,900) $ (409,700) $ ( 92,700)
=========== ========== ========== ===========
EARNINGS (LOSS) PER COMMON SHARE
$ (.02) $ .00 $ (.04) $ (.01)
WEIGHTED AVERAGE NUMBER OF COMMON SHARES
OUTSTANDING 10,484,000 10,484,000 10,484,000 10,484,000
----------- ---------- ---------- -----------
</TABLE>
See Notes to Financial Statements. 7
<PAGE> 10
HOMEFREE VILLAGE RESORTS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
SIX MONTHS ENDED
-----------------------------------
June 30, June 30,
1996 1995
--------- ---------
(unaudited)
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net earnings/(loss) $(409,700) $ (92,700)
Adjustments to reconcile net earnings
to net cash used in by operating activities:
Depreciation and amortization 3,100 3,200
Provision for loss on related party receivable (20,300) --
Deferred income taxes -- (47,800)
Equity in losses (earnings) of unconsolidated entities (2,600) (4,800)
Impairment of investment in HILP 700 20,100
Changes in operating assets and liabilities:
Other assets (1,600) 2,600
Principal and interest receivable - officer & director 20,300 (34,300)
Accounts payable and accrued expenses (17,200) (11,700)
Income taxes currently payable -- --
Other liabilities -- 61,100
--------- ---------
Net cash used in operating activities (427,300) (104,300)
CASH FLOWS FROM INVESTING ACTIVITIES:
Investment in unconsolidated entities (700) (20,100)
Cash advances to unconsolidated entities (187,000) --
Collection of advances from unconsolidated entities 167,700 126,600
From sale/(acquisition) of property,
furniture and equipment (1,600) (5,300)
--------- ---------
Net cash provided/(used) by investing
activities (21,600) 101,200
CASH FLOWS FROM FINANCING ACTIVITIES:
Advance from related party 425,000 --
--------- ---------
Net cash provided/(used) by financing
activities 425,000 --
--------- ---------
NET INCREASE (DECREASE) IN CASH AND
CASH EQUIVALENTS (23,900) (3,100)
CASH AND CASH EQUIVALENTS,
beginning of year 38,700 10,600
--------- ---------
CASH AND CASH EQUIVALENTS,
end of period $ 14,800 $ 7,500
========= =========
</TABLE>
See Notes to Financial Statements. 8
<PAGE> 11
HOMEFREE INVESTORS L.P.
(a limited partnership)
BALANCE SHEETS
<TABLE>
<CAPTION>
June 30, December 31,
1996 1995
----------- ------------
(unaudited)
<S> <C> <C>
ASSETS
------
CURRENT ASSET, Receivable from
unconsolidated entity $575,500 $150,500
======== ========
LIABILITIES
-----------
CURRENT LIABILITY, Payable to
unconsolidated entity $575,500 $150,500
PARTNERS' CAPITAL -- --
-------- --------
$575,500 $150,500
TOTAL LIABILITIES AND PARTNERS' CAPITAL ======== ========
</TABLE>
See Notes to Financial Statements. 9
<PAGE> 12
HOMEFREE INVESTORS L.P.
(a limited partnership)
STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
THREE MONTHS ENDED SIX MONTHS ENDED
----------------------------------- -----------------------------------
June 30, June 30, June 30, June 30,
1996 1995 1996 1995
----------- ----------- ----------- -----------
(unaudited) (unaudited) (unaudited) (unaudited)
<S> <C> <C> <C> <C>
REVENUE $ -- $ -- $ -- $ --
GENERAL AND ADMINISTRATIVE
EXPENSES 400 10,000 700 20,100
----------- ----------- ----------- -----------
$ (400) $ (10,000) (700) $ (20,100)
NET LOSS
=========== =========== =========== ===========
NET LOSS PER LIMITED PARTNERSHIP
INTEREST $ .00 $ .00 $ .00 $ .00
=========== =========== =========== ===========
WEIGHTED AVERAGE LIMITED
PARTNERSHIP INTERESTS OUTSTANDING 10,484,000 10,484,000 10,484,000 10,484,000
=========== =========== =========== ===========
</TABLE>
See Notes to Financial Statements. 10
<PAGE> 13
HOMEFREE INVESTORS L.P.
(a limited partnership)
STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
SIX MONTHS ENDED
--------------------------------------
June 30, June 30,
1996 1995
--------- ----------
(unaudited)
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss $ (700) $ (20,100)
Adjustments to reconcile net loss to
net cash used in operating activities: --
--------- ----------
Net cash used in operating activities (700) (20,100)
--------- ----------
CASH FLOWS FROM FINANCING ACTIVITIES:
Capital contributions by general partner 700 20,100
--------- ----------
NET CHANGE IN CASH -- --
CASH, beginning of period -- --
CASH, end of period $ -- $ --
========= ==========
</TABLE>
See Notes to Financial Statements. 11
<PAGE> 14
HOMEFREE VILLAGE RESORTS, INC. AND SUBSIDIARIES
AND HOMEFREE INVESTORS L.P. (a limited partnership)
NOTES TO FINANCIAL STATEMENTS
(Unaudited)
A. COMBINED, CONSOLIDATED AND SEPARATE FINANCIAL STATEMENTS
Reference is made to Note 2 of the Financial Statements included in the Joint
Annual Report on Form 10-K for the year ended December 31, 1995. In the
opinion of management of the Company and the Partnership, the accompanying
unaudited combined, consolidated and separate financial statements contain all
adjustments (consisting only of normal recurring adjustments) necessary to
present fairly the financial position as of June 30, 1996, the results of
operations and the cash flows for the six months ended June 30, 1996.
Certain information and footnote disclosures, normally included in financial
statements prepared in accordance with generally accepted accounting
principles, have been omitted. It is suggested that the above combined,
consolidated and separate financial statements be read in conjunction with the
financial statements and notes thereto included in the Company's and the
Partnership's Joint Annual Report on Form 10-K for the fiscal year ended
December 31, 1995. The results of operations for the six month period ended
June 30, 1996, are not necessarily indicative of the operating results for the
Company and the Partnership for the full year.
The combined financial statements include the accounts of the Partnership and
of the Company and its subsidiaries. All material intercompany balances and
transactions have been eliminated.
B. PAIRING PLAN
The Assignee Limited Partnership interests in the Partnership ("Partnership
Shares") and the shares of Common Stock of the Company are paired on a
share-for-share basis. The shares can be transferred and traded only in units
("Paired Shares") consisting of the same number of Partnership Shares and
shares of Common Stock of the Company.
C. RELATED PARTY TRANSACTIONS
The Company holds an interest-bearing note from Craig M. Bollman, Jr.,
President and Chairman of the Board, in the amount of $289,600 at June 30,
1996. This indebtedness was incurred in connection with personal loans. This
note bears interest at the "Applicable Federal rate" which is the lowest rate
permitted by the Internal Revenue Service without imputing interest on a
transaction. The largest amount outstanding under this note during fiscal 1996
was $310,000. In prior years, a provision for losses was recorded in
connection with this note that constituted 100% of the outstanding balance.
During 1996, the Company recorded a loss restoration of $20,300 associated with
this note inasmuch as a partial repayment was made.
12
<PAGE> 15
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations
LIQUIDITY AND CAPITAL RESOURCES
The Company
Historically, the Company has not required large amounts of working capital
because the properties in which the Company has interests have been acquired,
financed and improved by related entities.
Cash used for operating activities during the first half of 1996 totalled
$427,300. Cash used from investing activities ($21,600) resulted principally
from the net payment of advances to unconsolidated entities. Cash provided by
financing activities ($425,000) is attributable to an advance from an
affiliated party.
The Company believes that it will be able to continue as a going concern. The
Company has completed a response to the SEC's comments to its "going private".
If completed this transaction will result in the Company's savings of
approximately $50,000 per year in direct accounting, legal and administrative
costs, along with a savings of considerable management time, thereby improving
the Company's cash flow and efficiency of management. Further, the Company
expects that improved operations of the Monte Vista project will generate
additional cash flow, thereby resulting in additional repayment of the
Company's loans to Aristek Properties and MV I. MV I also recently
restructured its first mortgage debt, and generated additional financing, which
will improve the Company's liquidity. The Company will also continue to reduce
personnel and administrative costs, so as to minimize cash outflow until new
sources of revenues can be obtained. The Company itself does not have long
term debt and therefore, has no long term liquidity requirements. Aristek
Properties Ltd. and Aristek Western Properties, in which the Company has an
interest, are separate entities and have long term debt which the Company
believes can be satisfied from the assets of the two entities.
Partnership
At present, the Partnership has no liabilities and conducts no business and
thus has no capital needs. While future business of the Partnership has not
been determined, availability of capital will be considered if and when such
business is determined.
13
<PAGE> 16
RESULTS OF OPERATIONS
Company
Six Months Ended June 30, 1996 Compared to Six Months Ended June 30, 1995
The Company recorded a net loss of $409,700 for the six months ended June 30,
1996, compared to a net loss of $92,700 for the six months ended June 30, 1995.
The additional loss ($317,000) was attributable principally to the payment and
recognition of administration fees earned but not recorded in prior years and a
decision not to record a provision for income tax benefits inasmuch as the
realization of such future tax benefits is uncertain and cannot be assured.
Total revenues for the six months ended June 30, 1996, were $126,800 compared
to $151,400 for the six months ended June 30, 1995. The decrease in revenues
($24,600) resulted chiefly from a decision to eliminate the revenue and expense
associated with the administrative fee payable to Homefree General Partners and
to record the administrative fee net of any related party receivable loss
provision restoration. This treatment is consistent with the methodology
recommended by the Company's Independent Auditors.
Total expenses for the six months ended June 30, 1996, were $536,500 compared
to $291,900 for the six months ended June 30, 1995. The increase ($244,600) is
attributable principally to additional administrative fees earned but not
recorded in prior years.
No tax provision has been recorded during the six months ended June 30, 1996,
inasmuch as the recognition of future tax benefits is uncertain and cannot be
assured. The effective tax rate used for determining the income tax benefit
with respect to the six months ended June 30, 1995, was 34% based on the
projected annual effective tax rate for that fiscal year.
Partnership
The Partnership has not commenced its planned operations.
14
<PAGE> 17
Part II. OTHER INFORMATION
Item 1. Legal Proceedings
Not Applicable.
Item 2. Changes in Securities
Not Applicable.
Item 3. Defaults Upon Senior Securities
Not Applicable.
Item 4. Submission of Matters to a Vote of Security
Not Applicable.
Item 5. Other Information
Not Applicable.
Item 6. Exhibits and Reports on Form 8-K
a. Exhibits - 27.1 Financial Data Schedule for Homefree Village
Resorts, Inc.
27.2 Financial Data Schedule for Homefree Investor
L.P.
b. Reports on Form 8-K filed during the period covered by this report
- None.
15
<PAGE> 18
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
Registrant and in the capacities and on the dates indicated:
HOMEFREE VILLAGE RESORTS, INC. HOMEFREE INVESTORS L.P.
Registrant (the "Company") Registrant (the "Partnership")
by: Homefree General Partners,
its General Partner
by: Homefree Village Resorts, Inc.
a General Partner
/s/ Craig M. Bollman, Jr. /s/ Craig M. Bollman, Jr.
- ---------------------------------- ----------------------------------------
Craig M. Bollman, Jr. Craig M. Bollman, Jr.
Chairman of the Board President
(Principal Executive and
Financial Officer)
Dated: August 13, 1996 Dated: August 13, 1996
16
<PAGE> 19
EXHIBIT INDEX
<TABLE>
<CAPTION>
Exhibit
No. Description
- ------- -----------
<S> <C>
27.1 Financial Data Schedule for Homefree Village Resorts, Inc.
27.2 Financial Data Schedule for Homefree Investor L.P.
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000065291
<NAME> HOMEFREE VILLAGE RESORTS, INC.
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> JUN-30-1996
<CASH> 14,800
<SECURITIES> 0
<RECEIVABLES> 8,639,500
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 20,400
<PP&E> 129,500
<DEPRECIATION> 113,100
<TOTAL-ASSETS> 8,956,900
<CURRENT-LIABILITIES> 697,300
<BONDS> 7,154,500
<COMMON> 10,500
0
0
<OTHER-SE> 606,100
<TOTAL-LIABILITY-AND-EQUITY> 8,956,900
<SALES> 0
<TOTAL-REVENUES> 126,800
<CGS> 0
<TOTAL-COSTS> 536,500
<OTHER-EXPENSES> 0
<LOSS-PROVISION> (20,300)
<INTEREST-EXPENSE> 1,500
<INCOME-PRETAX> (409,700)
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (409,700)
<EPS-PRIMARY> (.04)
<EPS-DILUTED> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000820889
<NAME> HOMEFREE INVESTORS LP
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> JUN-30-1996
<CASH> 14,800
<SECURITIES> 0
<RECEIVABLES> 8,639,500
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 20,400
<PP&E> 129,500
<DEPRECIATION> 113,100
<TOTAL-ASSETS> 8,956,900
<CURRENT-LIABILITIES> 697,300
<BONDS> 7,154,500
<COMMON> 10,500
0
0
<OTHER-SE> 606,100
<TOTAL-LIABILITY-AND-EQUITY> 8,956,900
<SALES> 0
<TOTAL-REVENUES> 126,800
<CGS> 0
<TOTAL-COSTS> 536,500
<OTHER-EXPENSES> 0
<LOSS-PROVISION> (20,300)
<INTEREST-EXPENSE> 1,500
<INCOME-PRETAX> (409,700)
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (409,700)
<EPS-PRIMARY> (.04)
<EPS-DILUTED> 0
</TABLE>
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