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, 1996
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,
1996 1995
<S> <C> <C>
ASSETS
Cash $ $
122 155
Short-Term Investments 798 986
Receivable from Columbia-Delphi
III
Productions 521 640
Receivable from Tri-Star-Delphi
III
Productions 191 503
Interest in Motion Picture
Venture-Columbia-
Delphi III Productions 107 132
Interest in Motion Picture
Venture-Tri-Star-
Delphi III Productions
413 456
Total $ $
Assets 2,152 2,872
LIABILITIES AND PARTNERS'
CAPITAL
Liabilities:
Accrued Expenses and
Accounts $ $
Payable 22 55
Total
Liabilities 22 55
Partners' Capital (Note 2):
General Partner 63 70
Limited Partners
2,067 2,747
Total
Partners' Capital 2,130 2,817
Total
Liabilities and Partners'
$ $
Capital 2,152 2,872
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 profit (loss) per unit)
Unaudited
<TABLE>
<CAPTION>
For the Three Months For the Nine Months
Ended September 30, Ended
September 30,
1996 1995 1996 1995
<S> <C> <C> <C> <C>
Interest Income $ $ $ $
8 16 34 50
Expenses:
Operating Expenses
77 96 216 223
77 96 216 223
Loss before Share of
Profit
in Motion Picture (69) (80) (182) (173)
Ventures
Share of Profit in
Motion Picture
Venture--Columbia-
Delphi III
Productions 58 19 167 83
Share of Profit in
Motion Picture
Venture--Tri-Star-
Delphi III
Productions
42 27 161 383
Net Profit (Loss) $ $ $ $
31 (34) 146 293
Net Profit (Loss) Per
Unit of
Limited Partnership
Interest
(9,702 Units) $ $ $ $
3 (3) 15 30
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,
1996 1995
<S>
<C> <C>
Cash Flow From Operating
Activities:
Net Profit $ $
146 293
Adjustments to reconcile
Net
Profit to net cash
provided by operating
activities:
Share of Profit in Motion
Picture
Ventures (328) (466)
Distributions from Joint 396 597
Ventures
Changes in Assets and
Liabilities:
Decrease in Receivables
from Joint
Ventures, net 431 88
Decrease in Accrued
Expenses and
Accounts Payable
(33) (13)
Net Cash Provided by
Operating
Activities
612 499
Cash Flow From Investing
Activities:
Purchases of Short-Term (3,153) (2,227)
Investments
Redemptions of Short-Term
Investments 3,341 2,050
Net Cash Provided (Used) by
Investing
Activities
188 (177)
Cash Flow from Financing
Activities:
Distributions to Partners
(833) (343)
Net Cash Used by Financing
Activities (833) (343)
Decrease In Cash (33) (21)
Cash at beginning of period
155 132
Cash at end of period $ $
122 111
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, 1995.
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, 1996 and the results of operations and cash
flows for the periods ended September 30, 1996 and
1995. Results of
operations for the three and nine month periods ended
September 30, 1996 are not necessarily indicative of the
results that may be expected for the entire fiscal year.
2. Current Operations
As of September 30, 1996, 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, 1996, the Partnership received
in
the aggregate approximately $572,000 and $1,631,000 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. These payments are net of amounts withheld by
each Distributor for the recoupment of the Advances made
by each Distributor. 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 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 that Joint Venture's unrecouped Expenditures. If a
Joint Venture is able to recoup its Expenditures, the
respective Distributor 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, 1996 of approximately
$7,000 and $231,000 have been accrued by the Partnership
as a receivable from the Columbia Joint Venture and the
TriStar Joint Venture, respectively.
For the purpose of computing the net profit (loss) per
unit, the net profit (loss) for the periods are allocated
99% to the limited partners and 1% to the General Partner.
3. Additional Information
Additional information, including the audited year end
1995 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,
1995 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, 1996, the Partnership held cash of approximately
$122,000 and short-term investments of approximately
$798,000.
Based on the performance of the films released through
the Columbia Joint Venture and the Tri-Star Joint Venture,
as of September 30,1996, the Distributors made
Distribution Fee Reduction Payments with respect to their
films of which approximately $572,000 and $1,631,000,
respectively, was allocated to the Partnership. The
payments are net of amounts withheld by the Distributor
for the recoupment of Advances made by each Distributor.
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 a Joint Venture is
able to recoup its Expenditures, the respective
Distributor 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 1996. No assurance can be provided that the film
assets will be successfully sold, or if sold, when such
sale would occur. Upon the ultimate sale of the film
assets, the Partnership will commence taking steps to
dissolve and liquidate. 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, 1996 have aggregated $3,155
per unit (63.1% 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, 1996, the
Columbia Joint Venture had a net profit of which the
Partnership's share was approximately $58,000, 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 $42,000, due
primarily to the profitable results of certain films. In
addition, the Partnership earned approximately $8,000 of
interest income
from its short-term investments and incurred approximately
$77,000 of expenses from its operations, resulting in an
overall net profit to the Partnership of approximately
$31,000.
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 nine months ended September 30, 1996 the
Columbia Joint Venture had a net profit of which the
Partnership's share was approximately $167,000, 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 $161,000, due
primarily to the profitable results of certain films. In
addition, the Partnership earned approximately $34,000 of
interest income from its short-term investments and
incurred approximately $216,000 of expenses from its
operations, resulting in an overall net profit to the
Partnership of approximately $146,000.
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.
The decrease in interest income for the three and nine
month periods ended
September 30, 1996 as compared with the corresponding
periods in 1995 is due primarily to less funds available
for short-term investments as well as lower interest rates
earned on short-term investments during 1996.
The decrease in operating expenses for the three
and nine month periods ended September 30, 1996 as
compared with the corresponding periods in 1995, is due
primarily to a decrease in expenses incurred in 1996 as a
result of costs incurred in 1995 associated with
appraisals of the Partnership's film assets in preparation
for a sale thereof.
<PAGE>
COLUMBIA-DELPHI III PRODUCTIONS
(A Joint Venture)
BALANCE SHEETS
(000's Omitted)
Unaudited
<TABLE>
<CAPTION>
September
December 30,
31,
1996 1995
<S> <C> <C>
ASSETS
Motion Picture Production and
Advertising
Costs, net of accumulated
amortization
of $76,834 and $76,726, $ $
respectively 652 760
Motion Picture Costs Recoverable
from
Distribution Fees 25 171
Receivable from Columbia
Pictures
(Distributor)
1,651 2,010
Total $ 2,328 $
Assets 2,941
LIABILITIES AND VENTURERS'
CAPITAL
Liabilities:
Payable to Columbia Pictures $ $
Industries, Inc. 1,155 1,541
Payable to Delphi Film
Associates III 521 640
Total
Liabilities 1,676 2,181
Venturers' Capital:
Columbia Pictures Industries, 530 613
Inc.
Delphi Film Associates III
122 147
Total
Venturers' Capital 652 760
Total
Liabilities and Venturers'
$ $2,941
Capital 2,328
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,
1996 1995 1996 1995
<S> <C> <C> <C> <C>
Net Revenues From Motion
Picture
Exploitation $ $ $ $
235 93 649 378
Less: Amortization of
Motion
Picture
Production and
Advertising
Costs 46 32 108 107
Income from Operations 189 61 541 271
Accrued Distribution Fee
Reduction
12 0 28 0
Net Income $ $ $ $
201 61 569 271
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,
1996 1995
<S> <C>
<C>Cash Flow From Operating
Activities:
Net Income $ $
569 271
Adjustments to reconcile
Net
Income to net cash
provided by operating
activities:
Amortization of Motion
Picture
Production and
Advertising Costs 108 107
Accrued Distributions to 505 821
Venturers
Changes in Assets and
Liabilities:
Decrease in Payable to
Columbia
Pictures Industries, (386) (627)
Inc.Decrease in Receivable
from
Columbia Pictures 359 640
(Distributor)
Decrease in Motion Picture
Costs
Recoverable from 146 181
Distribution Fees
Decrease in Payable to
Delphi Film
Associates III,
net (119) (167)
Decrease in Advance from
Columbia
Pictures Industries,
Inc. (Distributor) 0 (27)
Net Cash Provided by
Operating Activities 1,182 1,199
Cash Flow from Financing
Activities:
Distributions to Venturers
(1,182) (1,199)
Net Cash Used by
Financing Activities (1,182) (1,199)
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, 1995. 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, 1996 and the results of its operations and
cash flows for the periods ended September 30, 1996 and
1995. Results of operations for the period ended
September 30, 1996 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, 1996, the
Joint Venture is reporting net revenue of $235,000 and
$649,000, respectively, due primarily to the performance
of its films in the worldwide free and pay television
markets.
For the three and nine month periods ended September
30, 1995, the Joint Venture reported 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 home video markets.
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 $2,510,000 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, $25,000 has been accrued
as Motion Picture Costs Recoverable from Distribution Fees
as of September 30, 1996, in the accompanying financial
statements.
4. Additional Information
Additional information, including the audited year end
1995 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, 1995.
<PAGE>
TRI-STAR -DELPHI III PRODUCTIONS
(A Joint Venture)
BALANCE SHEETS
(000's Omitted)
Unaudited
<TABLE>
<CAPTION>
September
December 30,
31,
1996 1995
<S> <C> <C>
ASSETS
Motion Picture Production and
Advertising
Costs, net of accumulated
amortization of
$194,796 and $194,664, $ 2,534 $
respectively 2,666
Motion Picture Costs Recoverable
from
Distribution Fees 966 1,432
Receivable from TriStar
Pictures, Inc.
(Distributor)
78 476
Total $ 3,578 $
Assets 4,574
LIABILITIES AND VENTURERS'
CAPITAL
Liabilities:
Payable to TriStar Pictures, $ $
Inc. 853 1,405
Payable to Delphi Film
Associates III 191 503
Total
Liabilities 1,044 1,908
Venturers' Capital:
TriStar Pictures, Inc. 2,121 2,210
Delphi Film Associates III
413 456
Total
Venturers' Capital 2,534 2,666
Total
Liabilities and Venturers'
$ $
Capital 3,578 4,574
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,
1996 1995 1996 1995
<S> <C> <C> <C> <C>
Net Revenues From Motion
Picture
Exploitation $ $ $ $
221 121 754 1,131
Less: Amortization of
Motion
Picture
Production
and Advertising
Costs 47 23 132 360
Income from Operations 174 98 622 771
Accrued Distribution Fee
(Recapture)
Reduction 0 (2) 0 459
Net Income $ $ $ $
174 96 622 1,230
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,
1996 1995
<S> <C> <C>
Cash Flow From Operating
Activities:
Net Income $ $
622 1,230
Adjustments to
reconcile Net
Income to net cash
provided by operating
activities:
Amortization of Motion Picture
Production
and Advertising Costs 132 360
Accrued Distributions to 864 (451)
Venturers
Changes in Assets and
Liabilities:
(Decrease) Increase in
Payable to Delphi
Film Associates III,net (312) 79
(Decrease) Increase in
Payable to TriStar
Pictures, Inc. (552) 372
Decrease (Increase) in
Receivable from
TriStar Pictures, Inc. 398 (402)
(Distributor)
Decrease (Increase) in
Motion Picture Costs
Recoverable from
Distribution Fees 466 (49)
Net Cash Provided by
Operating
Activities
1,618 1,139
Cash Flow From Financing
Activities:
Distributions to Venturers
(1,618) (1,139)
Net Cash Used by Financing
Activities (1,618) (1,139)
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, 1995. 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, 1996 and the results of its operations and
cash flows for the periods ended September 30, 1996 and
1995. Results of
operations for the period ended September 30, 1996 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, 1996 the
Joint Venture is reporting net revenue of $221,000 and
$754,000, respectively, due primarily to the performance
of
its films in the worldwide free and pay television
markets. For the three and nine month periods ended
September
30, 1995, the Joint Venture reported 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 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 its 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 $5,043,000 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, $966,000 has been accrued
as Motion Picture Costs Recoverable from Distribution Fees
as of September 30, 1996, in the accompanying financial
statements.
4. Additional Information
Additional information, including the audited year end
1995 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, 1995.
<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 11, 1996 /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 11, 1996 /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 quarter ended September 30, 1996 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-31-1996
<PERIOD-END> SEP-30-1996
<CASH> 122,000
<SECURITIES> 798,000
<RECEIVABLES> 712,000
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 2,152,000
<CURRENT-LIABILITIES> 0
<BONDS> 0
<COMMON> 0
0
0
<OTHER-SE> 2,130,000
<TOTAL-LIABILITY-AND-EQUITY> 2,152,000
<SALES> 0
<TOTAL-REVENUES>
34,000
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 216,000
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 146,000
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 146,000
<EPS-PRIMARY>
15
<EPS-DILUTED> 0
</TABLE>