UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
X Quarterly Report Under Section 13 or 15(d) of
the Securities Exchange Act of 1934
For the Quarter Ended September 30, 1995
OR
___ Transition Report Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
For the transition period from __________to__________
Commission File Number 0-13158
DELPHI FILM ASSOCIATES III
(Exact name of registrant as specified in its charter)
New York 13-3177344
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
666 Third Avenue, New York, New York 10017
(Address of principal executive offices) (Zip Code)
(212) 983-9040
(Registrant's 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>
DELPHI FILM ASSOCIATES III
(A New York Limited Partnership)
BALANCE SHEETS
(000's Omitted)
Unaudited
<TABLE>
<CAPTION>
September December
30, 31,
1995 1994
<S> <C> <C>
ASSETS
Cash $ $
111 132
Short-Term Investments 1,210 1,033
Receivable from Columbia-Delphi
III
Productions, net 519 686
Receivable from Tri-Star-Delphi
III
Productions, net 197 118
Interest in Motion Picture
Venture-Columbia-
Delphi III Productions 152 182
Interest in Motion Picture
Venture-Tri-Star-
Delphi III Productions
1 102
Total $ $
Assets 2,190 2,253
LIABILITIES AND PARTNERS'
CAPITAL
Liabilities:
Accrued Expenses and Accounts $ $
Payable 17 30
Total
Liabilities 17 30
Partners' Capital (Note 2):
General Partner 64 64
Limited Partners
2,109 2,159
Total
Partners' Capital 2,173 2,223
Total
Liabilities and Partners'
$ $
Capital 2,190 2,253
See accompanying notes to the financial statements.
</TABLE>
<PAGE>
DELPHI FILM ASSOCIATES III
(A New York Limited Partnership)
STATEMENTS OF OPERATIONS
(000's Omitted, except net (loss) profit per unit)
Unaudited
<TABLE>
<CAPTION>
For
the Three Months For the Nine Months
Ended September 30, Ended September 30,
1995
1994 1995 1994
<S> <C> <C> <C> <C>
Interest Income $ $ $ $
16 10 50 29
Expenses:
Management Fee 0 100 0 300
Operating Expenses
96 2 223 13
96 102 223 313
Loss before Share of
Profit
in Motion Picture (80) (92) (173) (284)
Ventures
Share of Profit in
Motion Picture
Venture--Columbia-
Delphi III
Productions 19 197
100 83
Share of Profit in
Motion Picture
Venture--Tri-Star-
Delphi III
Productions
27 48 383 311
Net (Loss) Profit $ $ $ $
(34) 56 293 224
Net (Loss) Profit Per
Unit of
Limited Partnership
Interest
(9,702 Units) $ $ $ $
(3) 6 30 23
See accompanying notes to the financial statements.
</TABLE>
<PAGE>
DELPHI FILM ASSOCIATES III
(A New York Limited Partnership)
STATEMENTS OF CASH FLOWS
(000's Omitted)
Unaudited
<TABLE>
<CAPTION>
For the Nine Months Ended September 30,
1995 1994
<S>
<C> <C>
Cash Flow From Operating
Activities:
Net Profit $ $
293 224
Adjustments to reconcile Net
Profit to net cash
provided (used) by operating
activities:
Share of Profit in Motion
Picture
Ventures (466) (508)
Distributions from Joint 597 632
Ventures
Changes in Assets and
Liabilities:
Decrease (Increase) in
Receivables from
Joint Ventures, net 88 (599)
Increase in Prepaid 0 (100)
Expense
Decrease in Accrued
Expenses and
Accounts Payable
(13) (38)
Net Cash Provided (Used)
by Operating
Activities
499 (389)
Cash Flow From Investing
Activities:
Purchases of Short-Term (2,227) (1,180)
Investments
Redemptions of Short-Term
Investments 2,050 1,421
Net Cash (Used) Provided by
Investing
Activities
(177) 241
Cash Flow From Financing
Activities:
Distributions to Partners
(343) (245)
Net Cash Used by Financing
Activities (343) (245)
Decrease In Cash (21) (393)
Cash at beginning of period
132 463
Cash at end of period $ $
111 70
See accompanying notes to the financial statements.
</TABLE>
<PAGE>
DELPHI FILM ASSOCIATES III
(A New York Limited Partnership)
NOTES TO FINANCIAL STATEMENTS
Unaudited
1. Basis of Presentation
The accompanying unaudited financial statements have
been prepared in accordance with generally accepted
accounting principles for interim financial information.
They do not include all information and notes required by
generally accepted accounting principles for complete
financial statements. There has been no material change in
the information disclosed in the notes to financial
statements of the Partnership included in the Annual Report
on Form 10-K for the year ended December 31, 1994. The
information furnished includes all adjustments which are, in
the opinion of management, necessary to present fairly the
financial position of the Partnership as of September 30,
1995 and the results of operations and cash flows for the
periods ended September 30, 1995 and 1994. Results of
operations for the period ended September 30, 1995 are not
necessarily indicative of the results that may be expected
for the entire fiscal year.
2. Current Operations
As of September 30, 1995, all thirty-four films in
which the Partnership has an interest had been released.
All of these films have completed their theatrical release
and are being distributed in various ancillary markets.
As of September 30, 1995, the Partnership received in
the aggregate approximately $516,000 and $1,436,000
(excluding the advances described below) from the Columbia
Joint Venture and the Tri-Star Joint Venture, respectively,
which represents accrued distribution fees paid with respect
to the Distribution Fee Reduction Payments. Since these
Distribution Fee Reduction Payments were not sufficient to
enable either Joint Venture to recoup amounts spent by the
respective Joint Venture for the production of films and the
acquisition of interests in films (excluding amounts spent
for payments in the nature of interest) (the
"Expenditures"), each Distributor is required to pay to each
Joint Venture an amount equal to all subsequent distribution
fees earned by it from the distribution of films on behalf
of that Joint Venture up to that Joint Venture's unrecouped
Expenditures. If the Joint Ventures are able to recoup
their Expenditures, the Distributors would be entitled to
recoup these payments, with interest, from amounts
thereafter otherwise payable to the Partnership.
Based on the anticipated performance of the
Partnership's films, each Distributor is required to
continue making Distribution Fee Reduction Payments with
respect to its films. Accordingly, the Partnership's share
of distribution fees earned and expected to be earned by the
Distributors as of September 30, 1995 of approximately
$21,000 and $180,000 have been accrued by the Partnership as
a receivable from the Columbia Joint Venture and the Tri-
Star Joint Venture, respectively.
The Partnership received advances from the Columbia and
TriStar Distributors in the amounts of $333,000 and
$667,000, respectively. As of September 30, 1995, these
advances have been fully recouped and, as such, all
subsequent amounts payable to the Joint Venture are being
allocated to the Partnership.
For the purpose of computing the net (loss) profit per
unit, the net (loss) profit for the period is allocated 99%
to the limited partners and 1% to the General Partner.
3. Additional Information
Additional information, including the audited year end
1994 Financial Statements and the Summary of Significant
Accounting Policies, is included in the Partnership's Annual
Report on Form 10-K for the year ended December 31, 1994 on
file with the Securities and Exchange Commission.
<PAGE>
Management's Discussion and Analysis of Financial Condition
And Results of Operations
a. Financial Condition
The Partnership has fully satisfied its commitments to
contribute funds to the Joint Ventures for the production
of, and acquisition of interests in, films. At September
30, 1995, the Partnership held cash of approximately
$111,000 and short-term investments of approximately
$1,210,000.
The Partnership received advances from Columbia and
TriStar Distributors (the "Advances") in the amount of
$333,000 and $667,000, respectively. As of September 30,
1995, the Columbia and TriStar Distributors have fully
recouped these Advances and, as such, all subsequent amounts
payable to the Joint Venture are being allocated to the
Partnership.
Based on the performance of the films released through
the Columbia Joint Venture and the Tri-Star Joint Venture,
as of September 30, 1995, the Distributors made Distribution
Fee Reduction Payments with respect to their films of which
approximately $516,000 and $1,436,000, respectively, was
allocated to the Partnership. Since these payments were not
sufficient to enable either Joint Venture to recoup its
Expenditures, each Distributor is required to pay its
respective Joint Venture an amount equal to all subsequent
distribution fees earned by it from the distribution of
films on behalf of that Joint Venture up to its unrecouped
Expenditures. If the Joint Ventures are able to recoup
their Expenditures, the Distributors will be entitled to
recoup these payments, with interest, from amounts
thereafter otherwise payable to the Partnership.
The Partnership is in the process of evaluating the
value of its interest in the film assets for the purpose of
possibly selling that interest and eventually liquidating
the Partnership. The General Partner anticipates that the
Partnership may be liquidated by the end of 1995 or early
1996. No assurance can be provided that the film assets
will be successfully sold, or if sold, on such schedule.
Upon the ultimate sale of the film assets, the Partnership
will commence taking steps to liquidate and dissolve. Since
the Partnership's obligation to make contributions to the
Joint Ventures for the production of, and acquisition of
interests in, films has been satisfied, all revenues
received by the Partnership is used to establish a reserve
for operating expenses of the Partnership and, to the extent
possible, to make cash distributions to partners. The
Partnership does not anticipate significant future revenues
and accordingly, the Partnership does not currently
anticipate making cash distributions to partners on a
quarterly basis. However, the Partnership may make future
distributions if it realizes proceeds from its interest in
films or from the sale of its interest in films (should the
sale occur) net of a reserve for the Partnership's operating
expenses.
The Partnership commenced cash distributions to its
partners in February 1986. Distributions to limited
partners through September 30, 1995 have aggregated $3,045
per unit (60.9% of the limited partners' original $5,000
investment in the Partnership).
b. Results of Operations
The Partnership's operating results are primarily
dependent upon the operating results of the Joint Ventures'
and are significantly impacted by the Joint Ventures'
policies.
The performance of each film is based upon the amount
expended for production and other costs associated with a
film and the revenue generated by a film. The amount and
timing of revenue generated by each film is dependent upon
the degree of acceptance by the consumer public and the
particular ancillary market in which the film is then being
exhibited.
Amounts contributed toward each film are compared
periodically to the expected total revenue to be generated
for that film, and write-downs may occur to the extent the
amounts invested exceed the expected total revenue for that
film.
Additionally, each Joint Venture records income with
respect to the Distribution Fee Reduction Payments, to the
extent available, which may allow it to recover its
investment in films.
For the three months ended September 30, 1995, the
Columbia Joint Venture had a net profit of which the
Partnership's share was approximately $19,000, due primarily
to the profitable results of certain films. The Tri-Star
Joint Venture had a net profit of which the Partnership's
share was approximately $27,000, due primarily to the
profitable results of certain films. In addition, the
Partnership earned approximately $16,000 of interest income
from its short-term investments and incurred approximately
$96,000 of expenses from its operations, resulting in an
overall net loss to the Partnership of approximately
$34,000.
For the three months ended September 30, 1994, the
Columbia Joint Venture had a net profit of which the
Partnership's share was approximately $100,000, due
primarily to the profitable results of certain films. The
Tri-Star Joint Venture had a net profit of which the
Partnership's share was approximately $48,000, due primarily
to the profitable results of certain films. In addition,
the Partnership earned approximately $10,000 of interest
income from its short-term investments and incurred
approximately $102,000 of expenses from its operations,
resulting in an overall net profit to the Partnership of
approximately $56,000.
For the nine months ended September 30, 1995, the
Columbia Joint Venture had a net profit of which the
Partnership's share was approximately $83,000, due
primarily to the profitable results of certain films. The
Tri-Star Joint Venture had a net profit of which the
Partnership's share was approximately $383,000 due primarily
to the profitable results of certain films and the accrual
of Distribution Fee Reduction Payments. In addition, the
Partnership earned approximately $50,000 of interest income
from its short-term investments and incurred approximately
$223,000 of expenses from its operations, resulting in an
overall net profit to the Partnership of approximately
$293,000.
For the nine months ended September 30, 1994, the
Columbia Joint Venture had a net profit of which the
Partnership's share was approximately $197,000, due
primarily to the profitable results of certain films. The
Tri-Star Joint Venture had a net profit of which the
Partnership's share was approximately $311,000 due primarily
to the profitable results of certain films and the accrual
of Distribution Fee Reduction Payments. In addition, the
Partnership earned approximately $29,000 of interest income
from its short-term investments and incurred approximately
$313,000 of expenses from its operations, resulting in an
overall net profit to the Partnership of approximately
$224,000.
The increase in interest income for the three and nine
month periods ended September 30, 1995 as compared with the
corresponding periods in 1994 is due primarily to higher
interest rates earned on short-term investments during 1995.
The decrease in the Partnership's total expenses for
the three and nine month periods ended September 30, 1995 as
compared with the corresponding periods in 1994 is
attributable to the Management Fee incurred in 1994 but not
in 1995 offset, in part, by an increase in Operating
Expenses. The increase in Operating Expenses is primarily
due to the reimbursement to the General Partner for out-of-
pocket expenses incurred in connection with its management
of the Partnership's business in lieu of the management fee
paid to the General Partner prior to 1995.
<PAGE>
COLUMBIA-DELPHI III PRODUCTIONS
(A Joint Venture)
BALANCE SHEETS
(000's Omitted)
Unaudited
<TABLE>
<CAPTION>
September December
30, 31,
1995 1994
<S> <C> <C>
ASSETS
Motion Picture Production and
Advertising
Costs, net of accumulated
amortization
of $76,639 and $76,532, $ $
respectively 847 954
Motion Picture Costs Recoverable
from
Distribution Fees 81 262
Receivable from Columbia
Pictures
(Distributor)
1,623 2,263
Total $ 2,551 $
Assets 3,479
LIABILITIES AND VENTURERS'
CAPITAL
Liabilities:
Payable to Columbia Pictures $ $
Industries, Inc. 1,185 1,812
Payable to Delphi Film 519
Associates III, net 686
Advance from Columbia Pictures
Industries,
Inc. (Distributor)
0 27
Total
Liabilities 1,704 2,525
Venturers' Capital:
Columbia Pictures Industries, 680 757
Inc.
Delphi Film Associates III
167 197
Total
Venturers' Capital 847 954
Total
Liabilities and Venturers'
$ $ 3,479
Capital 2,551
See accompanying notes to the financial statements.
</TABLE>
<PAGE>
COLUMBIA - DELPHI III PRODUCTIONS
(A Joint Venture)
STATEMENTS OF OPERATIONS
(000's Omitted)
Unaudited
<TABLE>
<CAPTION>
For the Three Months For the Nine Months
Ended September 30, Ended September 30,
1995
1994 1995 1994
<S> <C> <C> <C> <C>
Net Revenue From Motion
Picture
Exploitation $ $ $ $
93 336 378 983
Less: Amortization of
Motion
Picture
Production and
Advertising
Costs 32 130 107 358
Net Income $ $ $ $
61 206 271 625
See accompanying notes to the financial statements.
</TABLE>
<PAGE>
COLUMBIA - DELPHI III PRODUCTIONS
(A Joint Venture)
STATEMENTS OF CASH FLOWS
(000's Omitted)
Unaudited
<TABLE>
<CAPTION>
For the Nine Months Ended September 30,
1995 1994
<S>
<C> <C>
Cash Flow From Operating
Activities:
Net Income $ $
271 625
Adjustments to reconcile Net
Income to net cash
provided by operating
activities:
Amortization of Motion Picture
Production and
Advertising Costs 107 358
Accrued Distributions to 821 (452)
Venturers
Changes in Assets and
Liabilities:
(Decrease) Increase in
Payable to Columbia
Pictures Industries, (627) 328
Inc.
Decrease (Increase) in
Receivable from
Columbia Pictures 640 (543)
(Distributor)
Decrease in Motion Picture
Costs
Recoverable from 181
Distribution Fees 91
(Decrease) Increase in
Payable to Delphi
Film Associates III, net (167)
276
Decrease in Advance from
Columbia
Pictures Industries,
Inc. (Distributor) (27) (152)
Net Cash Provided by
Operating Activities 1,199 531
Cash Flow from Financing
Activities:
Distributions to Venturers
(1,199) (531)
Net Cash Used by
Financing Activities (1,199) (531)
Net Change in Cash 0 0
Cash at beginning of period
0 0
Cash at end of period $ $
0 0
See accompanying notes to the financial statements.
</TABLE>
<PAGE>
COLUMBIA - DELPHI III PRODUCTIONS
(A Joint Venture)
NOTES TO FINANCIAL STATEMENTS
Unaudited
1. Basis of Presentation
The accompanying unaudited financial statements have
been prepared in accordance with generally accepted
accounting principles for interim financial information.
They do not include all information and notes required by
generally accepted accounting principles for complete
financial statements. There has been no material change in
the information disclosed in the notes to financial
statements of the Joint Venture included in the Annual
Report on Form 10-K of Delphi Film Associates III (the
"Partnership") for the year ended December 31, 1994. The
information furnished includes all adjustments which are, in
the opinion of management, necessary to present fairly the
financial position of the Joint Venture as of September 30,
1995 and the results of its operations and cash flows for
the periods ended September 30, 1995 and 1994. Results of
operations for the period ended September 30, 1995 are not
necessarily indicative of the results that may be expected
for the entire fiscal year.
2. Current Operations
All seven films in which the Joint Venture has an
interest have completed their theatrical release and are
being distributed in various ancillary markets. For the
three
and nine month periods ended September 30, 1995, the Joint
Venture is reporting net revenue of $93,000 and $378,000,
respectively, due primarily to the performance of its films
in the worldwide free television, pay television and
worldwide home video markets.
For the three and nine month periods ended September
30, 1994, the Joint Venture reported net revenue of $336,000
and $983,000, respectively, due primarily to the performance
of the films in the worldwide free television market.
3. Distribution Fee Reduction
The Joint Venture was entitled to a payment from its
Distributor in reduction of the Distributor's aggregate
distribution fee if, by June 30, 1991, the Joint Venture had
not received, in the aggregate, from net proceeds and gross
receipts (excluding amounts paid to the Joint Venture for
the recovery of advertising and promotion charge payments)
an amount at least equal to the amounts spent by the Joint
Venture for the production of films and the acquisition of
interests in films (excluding certain amounts spent for
payments in the nature of interest) (the "Expenditures").
Payments totaling $2,287,000 were made to the Joint Venture
representing the aggregate distribution fee previously
received by its Distributor. The payment to the Joint
Venture was allocated to the Partnership and Columbia based
on their respective percentage interest in a film for which
a distribution fee was received. In addition, the
Distributor is required to pay to the Joint Venture an
amount equal to all subsequent distribution fees earned by
it until the Joint Venture has recouped an amount equal to
its Expenditures. Accordingly, $81,000 has been accrued as
Motion Picture Costs Recoverable from Distribution Fees as
of September 30, 1995, in the accompanying financial
statements.
During 1989 and 1990 the Joint Venture received a total
$333,000 as an advance from the Distributor. As of
September 30, 1995, the Distributor has recouped the entire
advance.
4. Additional Information
Additional information, including the audited year end
1994 Financial Statements and the Summary of Significant
Accounting Policies, is included in the Annual Report on
Form 10-K of the Partnership for the year ended December 31,
1994.
<PAGE>
TRI-STAR -DELPHI III PRODUCTIONS
(A Joint Venture)
BALANCE SHEETS
(000's Omitted)
Unaudited
<TABLE>
<CAPTION>
September December
30, 31,
1995 1994
<S> <C> <C>
ASSETS
Motion Picture Production and
Advertising
Costs, net of accumulated
amortization of
$194,497 and $194,137, $ 2,833 $
respectively 3,193
Motion Picture Costs Recoverable
from
Distribution Fees 1,013 964
Receivable from TriStar
Pictures, Inc.
(Distributor)
115 (287)
Total $ 3,961 $
Assets 3,870
LIABILITIES AND VENTURERS'
CAPITAL
Liabilities:
Payable to TriStar Pictures, $ $
Inc. 931 559
Payable to Delphi Film
Associates III, net 197 118
Total
Liabilities 1,128 677
Venturers' Capital:
TriStar Pictures, Inc. 2,335 2,594
Delphi Film Associates III
498 599
Total
Venturers' Capital 2,833 3,193
Total
Liabilities and Venturers'
$ $
Capital 3,961 3,870
See accompanying notes to the financial statements.
</TABLE>
<PAGE>
TRI-STAR-DELPHI III PRODUCTIONS
(A Joint Venture)
STATEMENTS OF OPERATIONS
(000's Omitted)
Unaudited
<TABLE>
<CAPTION>
For the Three Months For the Nine Months
Ended September 30, Ended September 30,
1995
1994 1995 1994
<S> <C> <C> <C> <C>
Net Revenue From Motion
Picture
Exploitation $ $ $ $
121 0 1,131 943
Less: Amortization
(Recapture) of
Motion Picture
Production
and
Advertising Costs 23 (103) 360 302
Income from Operations 98 103 771 641
Accrued Distribution Fee
(Recapture)
Reduction (2) 0 459 318
Net Income $ $ $ $
96 103 1,230 959
See accompanying notes to the financial statements.
</TABLE>
<PAGE>
TRI-STAR - DELPHI III PRODUCTIONS
(A Joint Venture)
STATEMENTS OF CASH FLOWS
(000's Omitted)
Unaudited
<TABLE>
<CAPTION>
For the Nine Months Ended September 30,
1995 1994
<S>
<C> <C>
Cash Flow From Operating
Activities:
Net Income $ $
1,230 959
Adjustments to reconcile Net
Income to net cash
provided by operating
activities:
Amortization of Motion Picture
Production
and Advertising Costs 360 302
Accrued Distributions to (451) 701
Venturers
Changes in Assets and
Liabilities:
Increase in Payable to
Delphi Film
Associates III, net 79 323
Increase (Decrease) in
Payable to TriStar
Pictures, Inc. 372 (357)
Increase in Receivable
from TriStar
Pictures, Inc. (402) (82)
(Distributor)
Decrease in Advance from
TriStar
Pictures, Inc. 0 (667)
(Distributor)
(Increase) Decrease in
Motion Picture Costs
Recoverable from
Distribution Fees (49) 783
Net Cash Provided by
Operating
Activities
1,139 1,962
Cash Flow From Financing
Activities:
Distributions to Venturers
(1,139) (1,962)
Net Cash Used by Financing
Activities (1,139) (1,962)
Net Change in Cash 0 0
Cash at beginning of period
0 0
Cash at end of period $ $
0 0
See accompanying notes to the financial statements.
</TABLE>
<PAGE>
TRISTAR - DELPHI III PRODUCTIONS
(A Joint Venture)
NOTES TO FINANCIAL STATEMENTS
Unaudited
1. Basis of Presentation
The accompanying unaudited financial statements have
been prepared in accordance with generally accepted
accounting principles for interim financial information.
They do not include all information and notes required by
generally accepted accounting principles for complete
financial statements. There has been no material change in
the information disclosed in the notes to financial
statements of the Joint Venture included in the Annual
Report on Form 10-K of Delphi Film Associates III (the
"Partnership") for the year ended December 31, 1994. The
information furnished includes all adjustments which are, in
the opinion of management, necessary to present fairly the
financial position of the Joint Venture as of September 30,
1995 and the results of its operations and cash flows for
the periods ended September 30, 1995 and 1994. Results of
operations for the period ended September 30, 1995 are not
necessarily indicative of the results that may be expected
for the entire fiscal year.
2. Current Operations
All twenty-seven films in which the Joint Venture has
an interest have completed their theatrical release and are
being distributed in various ancillary markets. For the
three and nine month periods ended September 30, 1995 the
Joint Venture is reporting net revenue of $121,000 and
$1,131,000, respectively, due primarily to the performance
of its films in the worldwide free and pay television
markets. For the nine month period ended September 30,
1995, the Joint Venture has recorded an increase of $459,000
in Motion Picture Costs Recoverable from Distribution Fees
due to a change in the estimated distribution fee to be
earned by the Distributor.
For the nine month period ended September 30, 1994, the
Joint Venture reported net revenue of $943,000 due primarily
to the performance of films in the worldwide free television
market. For the nine month period ended September 30, 1994,
the Joint Venture recorded an increase of $318,000 in Motion
Picture Costs Recoverable from Distribution Fees due to a
change in the estimated distribution fee to be earned by the
Distributor.
3. Distribution Fee Reduction
The Joint Venture was entitled to a payment from its
Distributor in reduction of the Distributor's aggregate
distribution fee if, by June 30, 1991, the Joint Venture had
not received, in the aggregate, from net proceeds and gross
receipts (excluding amounts paid to the Joint Venture for
the recovery of advertising and promotion charge payments)
an amount at least equal to the amounts spent by the Joint
Venture for the production of films and the acquisition of
interests in films (excluding certain amounts spent for
payments in the nature of interest) (the "Expenditures").
Payments totaling $4,504,000 were made to the Joint Venture
representing the aggregate distribution fee previously
received by its Distributor. The payment to the Joint
Venture was allocated to the Partnership and TriStar based
on their respective percentage interest in the films for
which a distribution fee was received. The Distributor is
required to pay to the Joint Venture an amount equal to all
subsequent distribution fees earned by it until the Joint
Venture has recouped an amount equal to its Expenditures.
Accordingly, $1,013,000 has been accrued as Motion Picture
Costs Recoverable from Distribution Fees as of September 30,
1995, in the accompanying financial statements.
During 1989 and 1990 the Joint Venture received a total
$667,000 as an advance from the Distributor. As of
September 30, 1995, the Distributor has recouped the entire
advance.
4. Additional Information
Additional information, including the audited year end
1994 Financial Statements and the Summary of Significant
Accounting Policies, is included in the Annual Report on
Form 10-K of the Partnership for the year ended December 31,
1994.
<PAGE>
PART II
Item 1. Legal Proceedings
None
Item 2. Changes in Securities
None
Item 3.Defaults Upon Senior Securities
None
Item 4.Submission of Matters to a Vote of Security Holders
None
Item 5. Other Information
None
Item 6.Exhibits and Reports on Form 8-K
A). Exhibits
<TABLE>
<CAPTION>
EXHIBIT
NUMBERDESCRIPTIONPAGE NUMBER
<S> <C>
<C>
27 Financial Data Schedule
</TABLE>
B). Reports on Form 8-K
None
<PAGE>
SIGNATURES
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.
DELPHI FILM ASSOCIATES III
A New York Limited Partnership
By: THE DELPHI GROUP,
General Partner
By: ML Film Entertainment,
Inc.,
Managing Partner
November 9, 1995 /s/ Diane T.
Herte________________
Date Diane T. Herte
Treasurer of the Managing
Partner of the
General Partner
(principal financial officer
and principal
accounting officer of the
Registrant)
November 9, 1995 /s/ Steven N.
Baumgarten__________
Date Steven N. Baumgarten
Director and Vice President of
the
Managing Partner of the
General Partner
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND> This schedule contains summary financial
information extracted from Balance Sheets and Statement of
Operations for the third quarter ended September 30, 1995
Form 10Q of Delphi Film Associates III and is qualified in
its entirety by reference to such financial statements.
<S>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> SEP-30-1995
<CASH> 111,000
<SECURITIES> 1,210,000
<RECEIVABLES> 716,000
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 2,190,000
<CURRENT-LIABILITIES> 0
<BONDS> 0
<COMMON> 0
0
0
<OTHER-SE> 2,173,000
<TOTAL-LIABILITY-AND-EQUITY> 2,190,000
<SALES> 0
<TOTAL-REVENUES> 50,000
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 223,000
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 293,000
<INCOME-TAX> 0
<INCOME-CONTINUING> 293,000
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 293,000
<EPS-PRIMARY> 30.00
<EPS-DILUTED> 0
</TABLE>
