SKI LTD
10-Q, 1995-12-13
MISCELLANEOUS AMUSEMENT & RECREATION
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15
                              
                          FORM 10-Q
                              
             SECURITIES AND EXCHANGE COMMISSION
                              
                  Washington, D. C.  20549
                              
    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF
             THE SECURITIES EXCHANGE ACT OF 1934

For the Quarter Ended  October 29, 1995     Commission  File Number 0-13055

                    S-K-I Limited
    (Exact name of registrant as specified in its charter)

         Delaware                                 03-0294233
(State or other jurisdiction of         (I.R.S. Employer Identification No.)
 incorporation or organization)

     Airport Exec. Plaza, Suite 5
     PO Box 5494
     West Lebanon, NH                             03784
(Address of principal executive office)          Zip Code


Registrant's telephone number, including area code     603-298-1160

_______________________________________________________________________
(Former name, former address and former fiscal year, 
if changed since last report.)

     Indicate by checkmark 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, and (2) has been subject to such filing
requirements for the past 90 days.

Yes  X         No

     Indicate the number of shares outstanding of each of
the issuer's classes of common stock, as of the latest practicable date.

     Class                         Outstanding at October 29, 1995

Common Stock $.10 Par Value                5,787,632




                         S-K-I LTD.
                      TABLE OF CONTENTS

PART I.   FINANCIAL INFORMATION:                                Page No.

     Item 1.        Financial Statements

     Consolidated Statement of Operations (Unaudited)
     Three Months Ended October 29, 1995 and
     October 30, 1994                                                 3
     
     
     Consolidated Balance Sheet (Unaudited)
     As of October 29, 1995 and July 31, 1995                         4-5


     Consolidated Balance Sheet
     As of  October 29, 1995 (Unaudited) and
     October 30,1994 (Audited)                                        6-7


     Consolidated Statement of Cash Flows (Unaudited)
     Three Months Ended October 29, 1995 and
     October 30, 1994                                                   8


     Notes to (Unaudited) Condensed Consolidated Financial Statements   9-10

     Item 2.   Management's Discussion and Analysis of
               Financial Condition and Results of Operations           11-13

PART II.  OTHER INFORMATION

     Item 4.   Submission of Matters to a Vote of
               Security Holders                                          14

     Item 6.        Exhibits and Reports on Form 8-K                     14


                                S-K-I LTD.
                                                                          
                                                                             
Item 1.     Financial Statements                                             
                                                                             
Company or group of companies for which report is filed:  S-K-I Ltd.,
Killington Ltd., Mount Snow Ltd., Bear Mountain Ltd., Sugarloaf Mountain
Corp., Waterville Valley Ski Area Ltd. and Ski Insurance Company.

Consolidated Statement of Operations    Three Months Ended
(Notes 1 and 4)                           
                                          October 29,1995    October 30,1994
                                            (Unaudited)       (Unaudited)
                                                                             
Revenues                                  $ 7,557,552          $ 6,117,206 
                                                                             
Expenses:                                                                    
   Cost of operations including                                              
    wages, maintenance and supplies         7,798,584            6,936,215
   Other taxes                              1,084,345              979,992
   Utilities                                  902,773              879,808
   Insurance                                1,023,168              934,021
   Selling, general and administrative                                       
    expenses                                4,544,536            4,114,310
   Interest                                 1,107,678              654,169 
   Depreciation and amortization (Note 3)     216,145              168,952
   Loss on sale of Bear Mt. (Note 1)        4,206,646                        
                                                                             
    Total expenses                         20,883,875           14,667,467
                                                                             
Loss before provision for income taxes   (13,326,323)           (8,550,261)
                                                                             
Income tax benefit (Note 3)               (4,530,950)           (3,131,911)   
                                                                             
Net loss before minority interest         (8,795,373)           (5,418,350)
                                                                             
Minority interest in net income of                                           
   consolidated subsidiary                  (635,623)             (446,612)
                                                                             
Net loss                                 $(8,159,750)          $(4,971,738)
                                                                             
Net loss per common share (Note 5)            $(1.40)                $(.86)
                                                                             
Retained earnings, beginning of period     50,366,108           50,030,708
Add:   Net loss                           (8,159,750)           (4,971,738)
                                                                             
Retained earnings, end of period          $42,206,358          $45,058,970 
                                                                             
See accompanying Notes to (Unaudited) Condensed Consolidated Financial
Statements.
                                                                      
                                                                              

                        S-K-I LTD.      
                                                                           
Item 1.     Financial Statements                                           
                                                                           
Company or group of companies for which report is filed:  S-K-I Ltd.,
Killington Ltd., Mount Snow Ltd., Bear Mountain Ltd., Sugarloaf Mountain
Corp., Waterville Valley Ski Area Ltd. and Ski Insurance Company.
                                                                          
                                                                           
Consolidated Balance Sheet                                                  
                                           October 29,1995    July 31, 1995 
ASSETS                                     (Unaudited)        (Audited) 
                                                                           
Current assets:                                                            
   Cash and short-term investments                                         
    (at cost, which approximates           
     market value)                         $ 2,374,251         $ 2,790,645 
   Accounts receivable                       2,817,474           2,677,434 
   Notes receivable                            243,152             244,775
   Inventories                               4,693,653           3,955,722      
   Prepaid expenses                          2,387,836           1,360,460      
                                                                           
     TOTAL CURRENT ASSETS                   12,516,366          11,029,036      
                                                                           
                                                                           
Property and equipment, at cost:                                           
   Buildings and grounds                    35,819,580         41,557,838      
   Machinery and equipment                  56,858,475         73,123,058      
   Leasehold improvements                   43,666,567         48,082,570      
   Lifts/liftlines and trails on            
     corporate property                     27,058,635         33,787,212      

                                           163,403,257        196,550,678      
                                                                           
Less - accumulated depreciation and         
  amortization                              74,781,004         89,929,914      

                                            88,622,253        106,620,764      
                                                                           
Construction in progress                     2,756,349          1,684,442      
Land and development costs                   7,917,583         13,469,642      
                                                                           
     NET PROPERTY AND EQUIPMENT             99,296,185        121,774,848      
                                                                           
Long-term investments                        2,627,752          1,628,477      
                                                                           
Other assets                                 2,522,730          2,289,152      
     TOTAL ASSETS                         $116,963,033       $136,721,513 
                                                                           
See accompanying Notes to (Unaudited) Condensed Consolidated
Financial Statements.
                                                                    
                                                                           

                    S-K-I LTD.         
Item 1.     Financial Statements                                               

Company or group of companies for which report is filed:  S-K-I Ltd.,
Killington Ltd., Mount Snow Ltd., Bear Mountain Ltd., Sugarloaf Mountain
Corp., Waterville Valley Ski Area Ltd. and Ski Insurance Company.
                                                                           
                                                                              
Consolidated Balance Sheet                                                    
                                          October 29, 1995     July 31, 1995
LIABILITIES AND STOCKHOLDERS' EQUITY         (Unaudited)         (Audited) 
                                                                              
Current Liabilities:                                                          
                                                                              
   Current portion of long-term debt        4,374,670            3,858,184 
   Accounts payable                         2,991,833            1,617,621
   Income tax (refundable)payable(Note 3)    (927,305)             272,252 
   Accrued lease payments - Vermont         1,068,167            1,039,366
   Accrued wages and profit sharing           634,265              529,874 
   Deposits and other unearned revenue      5,014,460            1,706,017 
   Other accrued expenses (Note 7)          5,301,343            5,157,743
                                                                              
      TOTAL CURRENT LIABILITIES            18,457,433           14,181,057
                                                                              
Long-term debt                             27,498,689           38,790,032
                                                                              
Subordinated debentures                    11,400,000           11,400,000
                                                                              
Deferred income taxes (Note 3)              5,148,421            8,479,956
                                                                              
Other long-term liabilities (Note 7)        3,800,370            4,432,027
                                                                              
Minority interest in consolidated                  
  subsidiary                                1,240,561            1,876,188
                                                                              
      TOTAL LIABILITIES                    67,545,474           79,159,260
                                                                              
                                                                              
Stockholders' equity                                                          
   Common stock                               578,763              578,593
   Paid-in capital                          6,632,438            6,617,552
   Retained earnings                       42,206,358           50,366,108
                                                                              
      TOTAL STOCKHOLDERS' EQUITY           49,417,559           57,562,253
                                                                              
                                                                              
      TOTAL LIABILITIES AND                
       STOCKHOLDERS' EQUITY              $116,963,033         $136,721,513
                             
See accompanying Notes to (Unaudited) Condensed Consolidated Financial
Statements.
                                                                       
                                                                             

                       S-K-I LTD.   
                                                                           
Item 1.     Financial Statements                                           
                                                                           
Company or group of companies for which report is filed:  S-K-I Ltd.,
Killington Ltd., Mount Snow Ltd., Bear Mountain Ltd., Sugarloaf Mountain
Corp., Waterville Valley Ski Area Ltd. and Ski Insurance Company.
                                                                          
                                                                           
Consolidated Balance Sheet                                                 
                                         October 29, 1995   October 30, 1994
ASSETS                                   (Unaudited)           (Unaudited)      
                                                                           
Current Assets:                                                            
   Cash and short-term investments                                         
    (at cost, which approximates          
     market value)                        $2,374,251          $2,886,008
   Accounts receivable                     2,817,474           1,298,343      
   Notes receivable                          243,152             267,579  (1)
   Inventories                             4,693,653           5,475,940  
   Prepaid expenses                        2,387,836           3,144,741 
                                                                           
     TOTAL CURRENT ASSETS                 12,516,366          13,072,611 
                                                                           
                                                                           
Property and equipment, at cost:                                           
   Buildings and grounds                  35,819,580         37,915,126 
   Machinery and equipment                56,858,475         62,800,154 
   Leasehold improvements                 43,666,567         53,184,257 
   Lifts/liftlines and trails on          
     corporate property                   27,058,635         18,707,175      

                                         163,403,257        172,606,712 
                                                                           
Less - accumulated depreciation and     
   amortization                           74,781,004         89,596,677 

                                          88,622,253         83,010,035
                                                                           
Construction in progress                   2,756,349         19,161,659 
Land and development costs                 7,917,583         13,918,989 
                                                                           
     NET PROPERTY AND EQUIPMENT           99,296,185        116,090,683 
                                                                           
Long-term investments                      2,627,752            460,376 
                                                                           
Other assets                               2,522,730          2,531,586 
                                                                           
     TOTAL ASSETS                       $116,963,033       $132,155,256
                                                                           
See accompanying Notes to (Unaudited) Condensed Consolidated
Financial Statements.
                                                                    
(1) Restated to conform with 1996 presentation


                       S-K-I LTD.
Item 1.     Financial Statements                                           
                                                                           
Company or group of companies for which report is filed:  S-K-I Ltd.,
Killington Ltd., Mount Snow Ltd., Bear Mountain Ltd., Sugarloaf Mountain
Corp., Waterville Valley Ski Area Ltd. and Ski Insurance Company.
                                                                          
                                                                           
Consolidated Balance Sheet                                                 
                                           October 29, 1995  October 30, 1994
LIABILITIES AND STOCKHOLDERS' EQUITY       (Unaudited)         (Unaudited)
                                                                           
Current liabilities:                                                       
   Current portion of long-term debt                                       
    and subordinated debentures              4,374,670          2,302,701
   Accounts payable                          2,991,833          3,526,653 
   Income tax refundable (Note 3)            (927,305)         (2,882,289)
   Accrued lease payments - Vermont          1,068,167          1,202,198 
   Accrued wages, profit sharing and                                       
    incentive compensation                     634,265            634,377 (1)
   Deposits and other unearned revenue       5,014,460          5,250,096 (1)
   Other accrued expenses (Note 7)           5,301,343          4,260,656 (1)
                                                                           
     TOTAL CURRENT LIABILITIES              18,457,433         14,294,392
                                                                           
Long-term debt                              27,498,689         41,201,200 
                                                                           
Subordinated debentures                     11,400,000         11,400,000
                                                                           
Deferred income taxes (Note 3)               5,148,421          7,478,492
                                                                           
Other long-term liabilities (Note 7)         3,800,370          3,827,311
                                                                           
Minority interest in consolidated          
  subsidiary                                 1,240,561          1,728,526
                                                                           
     TOTAL LIABILITIES                      67,545,474         79,929,921
                                                                           
Stockholders' Equity                                                       
   Common stock                                578,763            578,269
   Paid-in capital                           6,632,438          6,588,096
   Retained earnings                        42,206,358         45,058,970
                                                                           
     TOTAL STOCKHOLDERS' EQUITY             49,417,559         52,225,335 
                                                                           
                                                                           
     TOTAL LIABILITIES AND  
       STOCKHOLDERS' EQUITY                116,963,033        132,155,256
                                                                           
See accompanying Notes to (Unaudited) Condensed Consolidated Financial
Statements.
                                                                      
(1) Restated to conform with 1996 presentation


                         S-K-I LTD.  
Item 1.     Financial Statements                                     
Company or group of companies for which report is filed:  S-K-I
Ltd., Killington Ltd., Mount Snow Ltd., Bear Mountain Ltd.,
Sugarloaf Mountain Corp., Waterville Valley, and Ski Insurance
Company.

Consolidated Statement of Cash Flows         For the Three Months Ended
                                           October 29, 1995  October 30, 1994
                                             (Unaudited)        (Unaudited)
Cash flows from operating activities:                                
   Net loss                                  (8,159,750)        (4,971,738)  
   Non-cash items included in net income:                            
    Loss on disposition of net assets of                             
     Bear Mountain (Note 2)                   4,206,646             
    Minority interest in net loss of         
     subsidiary                                (635,627)          (446,612)  
   Depreciation and amortization                216,145            168,952
   Deferred tax provision                    (3,331,535)               
CASH FLOW FROM OPERATING ACTIVITIES                              
 BEFORE CHANGES IN ASSETS AND LIABILITIES    (7,704,121)        (5,249,398)  
Changes in assets and liabilities:                                   
    Decrease in accounts receivable             698,920            351,851  
    Decrease in notes receivable                  1,623             35,160  
    Increase in inventories                  (1,312,134)        (1,604,545)  
    Increase in prepaid expenses             (1,145,377)        (1,642,210)  
    Increase in accounts payable              1,374,212          1,132,332  
    Decrease in income taxes payable         (1,199,557)        (3,144,303)  
    Increase in accrued lease payments -     
     Vermont                                     28,801             30,333
    Increase in accrued wages, profit sharing   104,391              4,470  
    Increase in deposits and other          
      unearned revenue                        3,425,499          3,251,576  
    Increase in other accrued expenses          143,603            198,652  
    Decrease  in other long-term liabilities   (631,657)           (88,302)  
NET CASH USED IN OPERATING ACTIVITIES                                
  AFTER CHANGES IN ASSETS AND LIABILITIES    (6,215,797)        (6,724,384)  
Cash flows from investing activities:                                
   Additions to property and equipment       (1,570,752)        (8,712,135)
   Net book value of property and                                 
     equipment sold                                                 38,133
   Purchase of long-term investments           (999,275)               
   Business acquired less cash on hand                               
     from business acquired                                     (2,060,603)
   Proceeds from disposition of net                                  
     assets of Bear Mountain (Note 2)        19,131,587        
   Other                                         (2,356)          (227,255)  
NET CASH PROVIDED BY (USED IN) INVESTING 
  ACTIVITIES                                 16,559,204        (10,961,860)  

Cash flows from financing activities:                                
   Proceeds from issuance of long-term debt     108,658            656,229  
   Net (reductions) proceeds from                                    
     revolving credit agreement             (11,250,000)        16,500,000
   Reductions in long-term debt                (150,001)           (16,015)  
   Increase in current portion of 
     long-term debt                             516,486            716,955
   Proceeds from issuance of common stock        15,056             10,781  
NET CASH (USED IN)PROVIDED BY FINANCING  
  ACTIVITIES                                (10,759,801)        17,867,950

Net (decrease) increase in cash and 
  short-term investments                       (416,394)           181,706
Cash and short-term investments at           
  beginning of year                           2,790,645          2,704,302  
CASH AND SHORT-TERM INVESTMENTS AT 
  END OF PERIOD                              $2,374,251         $2,886,008

Interest paid                                   827,428            532,992  
Income taxes paid, net of refunds                   200              1,350  

See accompanying Notes to (Unaudited) Condensed Consolidated
Financial Statements.
                                                                    


                         S-K-I LTD.
                              
PART 1.   NOTES TO (UNAUDITED) CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

1.   In the opinion of the Company, the accompanying
     unaudited condensed consolidated financial statements
     contain all adjustments necessary to present fairly the
     financial position as of October 29, 1995, July 31,
     1995 and October 30, 1994, the results of operations
     for the three months ended October 29, 1995 and October
     30, 1994 and cash flows for the three months ended
     October 29,1995 and October 30, 1994.  All such
     adjustments are of a normal recurring nature with the
     exception of the sale of the majority of Bear Mountain
     assets.  See the statement of cashflows and statement
     of operations.  The unaudited condensed consolidated
     financial statements should be read in conjunction with
     the following notes and the consolidated financial
     statements in the 1995 Annual Report to the Securities
     and Exchange Commission on Form 10-K.

2.   Bear Mountain Sale

     On October 23, 1995 the Company sold a majority of the
     ski resort related and golf course assets of Bear
     Mountain to Fibreboard Corporation for approximately
     $20,500,000.  The transaction had the following non-
     cash impact on the balance sheet:


        Increase in current assets, net                    $     263,812
        Decrease in property, plant and equipment, net       (23,833,271)
        Increase in other non-current liabilities, net           231,226
                                                            ______________ 
                                                           $ (23,338,233)
                                                            ______________
                                                            ______________

3.   Income Taxes

     The provision for taxes on income is based on a
     projected annual effective tax rate.  The Company has
     reflected an effective tax rate through the first
     quarter of 34%.  The difference from the statutory
     federal and state rate is due to the fiscal year to
     date losses at Sugarloaf Mountain Corp., for which a
     tax benefit has not been recorded.

     Deferred income taxes include the cumulative reduction
     in current taxes payable resulting principally from the
     excess of depreciation reported for tax purposes over
     that reported for financial purposes.

4.   Seasonal Business

     Results for interim periods are not indicative of
     results to be expected for the year, due to the
     seasonal nature of the business (skiing resorts).

5.   Net Loss per Common Share

     Net loss per common share figures are based on the
     average shares outstanding during the first quarter of
     5,786,782  (5,782,057 in first quarter Fiscal 1995).
     Shares issuable upon the exercise of stock options
     grants have not been included in the per share
     computation because they would not have a material
     effect on loss per share.

6.   Stock Options

     The 1988 Incentive Stock Option Plan authorized 168,750
     shares of common stock to be optioned.  In the first
     quarter of Fiscal 1996, 1,700 shares were exercised and
     4,050 shares were forfeited.

     In the first quarter of Fiscal 1995, options for 22,750
     were granted, 625 shares were exercised and no shares
     were forfeited.

     The 1982 Stock Option Plan authorized 187,500 shares of
     common stock to be optioned.  No shares were granted,
     exercised or forfeited under this plan during the first
     quarter of 1996.

7.   General Liability

     Provision is made for the estimated costs under the
     deductible portion of S-K-I's insurance policies,
     primarily general liability and workers' compensation.
     The balance of such reserves at October 29, 1995, July
     31, 1995 and October 30, 1994 were $5,553,918,
     $5,765,878, and $4,636,435 respectively.  Of such
     amounts, $3,862,552, $4,432,027 and $3,601,408 are
     included in other long-term liabilities at October 29,
     1995, July 31, 1995 and October 30, 1994, respectively,
     with the remaining balance included in other accrued
     expenses.

8.   Postretirement Health Care and Life Insurance Benefits

     The Company does not provide health care and life
     insurance benefits for retired employees who reach
     normal retirement age.  The adoption of SFAS No. 106,
     Employer's Accounting for Postretirement Benefits Other
     Than Pensions, has no effect on the Company's financial
     position or results of operation.

9.   Dividend Paid

     During November 1994, the Board of Directors declared a
     $.13 per share dividend on Common Stock payable to
     stockholders of record on December 8, 1995.   The
     dividend will be paid on January 17, 1996.


                              
                        S-K-I   LTD.
                              
                           PART I.

Item 2.   Management's Discussion and Analysis of Financial
           Condition and Results of Operations

I.   Revenue and expense changes for the first quarter of
     Fiscal 1996 compared to the first quarter of Fiscal
     1995.

     General:  Sugarloaf is being reflected for a full three
     months in Fiscal Year 1996 while in Fiscal Year 1995
     only two months of operations were recorded due to the
     acquisition of 51% of the outstanding shares of capital
     stock of Sugarloaf on August 24, 1994.  Waterville
     Valley is also being reflected for a full three months
     in Fiscal Year 1996 and has no activity for Fiscal Year
     1995 due to the purchase date of October 31, 1994 for
     the ski area.  In most revenue and expense categories
     this has the effect of increasing Fiscal Year 1996
     results as compared with Fiscal Year 1995 to a greater
     or lesser degree as noted below.

     Revenues increased 24% and other than increases
     attributable to the Sugarloaf and Waterville purchases
     were stable at the Vermont divisions and favorable at
     Bear Mountain.

     Cost of operations increased 12% mainly due to a full
     quarter for Sugarloaf and the addition of Waterville
     partially offset by savings in operations at the
     Vermont divisions.

     Other taxes increased by 11% primarily due to the
     additions of Sugarloaf and Waterville offset by small
     savings at Bear Mountain.

     Insurance increased by 10% mainly due to the Sugarloaf
     and Waterville additions with a small favorable offset
     at the other divisions.

     Selling, general and administrative increased by 10%
     again mainly due to the acquisitions of Waterville and
     51% of Sugarloaf offset by a favorable decrease at Bear
     Mountain.

     Interest increased by 69% due primarily to the
     additional debt and secondarily to the addition of
     Sugarloaf and Waterville.

     Depreciation  increased 28% primarily due to the
     Sugarloaf addition.

II.  Balance Sheet changes at the end of the first quarter
     of Fiscal 1996 compared to the end of the first quarter
     of Fiscal 1995

     General:  Waterville Valley is being reflected in
     Fiscal Year 1996 first quarter and not in Fiscal Year
     1995 first quarter due to its purchase date of October
     31, 1994 for the ski area.  This has the effect of
     increasing all areas of the balance sheet in some cases
     more significantly than in others as noted below.

     Cash and short term investments decreased approximately
     $ 512,000 primarily due to the accumulation of long-
     term investments by Ski Insurance Company, the
     company's wholly owned Vermont captive insurance
     company, partially offset by the additional cash of
     Waterville.

     Accounts receivable increased approximately $ 1,519,000
     primarily due to the addition of Waterville,
     receivables as a result of the sale of Bear Mountain
     and an increase at Sugarloaf.

     Inventories decreased approximately $ 782,000 primarily
     due to the Bear Mountain sale, the addition of
     Waterville and decreases in Mount Snow's retail and
     Killington's vehicle inventories.

     Prepaids decreased approximately $ 757,000 primarily
     due to a reduction in prepaid marketing at Killington
     partially offset by the addition of  Waterville.

     Fixed assets decreased approximately $ 9,203,000 due to
     the sale of Bear Mountain partially offset by the large
     capital year in 1995 including the Skyeship lift at
     Killington.

     Construction in progress decreased approximately $
     14,816,000 primarily due to the transfer to fixed
     assets.

     Land and development decreased approximately $
     6,001,000 primarily due to the Bear Mountain sale.

     Long-term investments increased approximately $
     2,167,000 due to Ski Insurance Company's continuing
     accumulation of cash and investments.

     Short-term notes payable increased approximately $
     2,072,000 primarily due to an increase at Sugarloaf and
     a transfer from long-term to short-term of an issue of
     the debentures and a contingency note regarding the
     sale of Bear Mountain.

     Accounts payable decreased approximately $ 535,000 due
     primarily to Skyeship lift liabilities at Killington in
     1995, the timing of certain retail invoices at Mount
     Snow, a substantial decrease at Sugarloaf, all
     partially offset by the addition of Waterville.

     Accrued lease payments-the State of Vermont decreased
     approximately $ 134,000 due to decreased revenue for
     Killington in Fiscal Year 1994 vs. 1995.

     Other accrued expenses increase approximately $
     1,041,000 primarily due to an increase at Sugarloaf,
     the accumulation of general liability premium accruals
     for payment to the captive and the addition of
     Waterville.

     Long-term notes payable decreased approximately $
     13,703,000 primarily due to application of cash from
     the Bear Mountain sale partially offset by reduced cash
     flow from last winter's unfavorable weather.

     Deferred income taxes decreased approximately $
     2,330,000 primarily due to the transfer of Bear
     Mountain's deferred income taxes to current as the
     result of the sale partially offset by large capital
     programs at the Vermont divisions in Fiscal Year 1995
     resulting in additional depreciation and increased
     payouts in 1995 for liability related insurance in the
     pre-captive years.

III. Balance Sheet changes at the end of the first quarter
     of Fiscal 1996 compared to the year ended July 31,
     1995.

     Cash, Prepaid expenses, Inventories, Construction in
     progress, Accounts payable, Income taxes payable,
     Deposits and other accrued expenses usually reflect
     large increases or decreases due to the seasonal nature
     of the business.

     Land and Development decreased approximately $
     5,552,000 primarily due the sale of Bear Mountain.

     Long-term Investments increased approximately $ 999,000
     primarily due to reinvesting current cash and premiums
     accumulating within Ski Insurance Company.

     Other Assets increased approximately $ 409,000
     primarily due to receivables related to the sale of
     Bear Mountain.

     Short-term Notes Payable increased approximately $
     516,000 primarily due to Sugarloaf.

     Long-term Notes Payable decreased approximately $
     11,291,000 primarily due to the application of cash
     from the sale of Bear Mountain partially offset by
     normal borrowing during the first quarter.

IV.  Liquidity

     Cash generated from operations during the first three
     months of Fiscal 1996 was $6,215,800 as compared to
     cash generated during the first three months of Fiscal
     1995 of $6,724,384 .  Cash generated from investing
     activities was $16,459,205 during the first three
     months of Fiscal 1996.  Cash used for investing
     activities during the first three months of Fiscal 1995
     was $10,961,860. Due to the seasonality of the
     Company's business the Company utilized its bank
     facilities to meet its cash needs during the first
     quarters of Fiscal 1996 and 1995 until the sale of Bear
     Mountain in late October 1996.


                              
                          S-K-I   LTD.
                              
                              
                              
                           PART II
                              
                      OTHER INFORMATION
                              
                              

Item 4 - Submission of Matters to a Vote of Security Holders

On November 17, 1995 the Company held its annual meeting of
stockholders at which time  Joseph D. Sargent was elected to
a three year term on the Board of Directors.  The continuing
members of the Company's Board of Directors are Jose M.
Calhoun, F. Ray Keyser, Jr., Walter N. Morrison, Joseph D.
Sargent, Mary T. Sargent, Preston Leete Smith, Thomas C.
Webb and Martel D. Wilson, Jr.  The following votes were
cast:

                                    For       Withheld/Against
                                              
       Joseph D. Sargent         4,485,028         20,932
      
       

Item 6 - Exhibits and Reports on Form 8-K

(b) A Form 8-K was filed on November 7, 1995 for the sale of Bear Mountain.










                        S-K-I   LTD.
                              
            SIGNATURE OF CHIEF FINANCIAL OFFICER

Pursuant to the requirement 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.





                              S-K-I   LTD.




Dated:                   By:______________________________
                          Martel D. Wilson, Jr.
                          Vice President & Chief Financial Officer











<TABLE> <S> <C>

<ARTICLE> 5
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          JUL-31-1996
<PERIOD-END>                               OCT-29-1995
<CASH>                                       2,374,251
<SECURITIES>                                         0
<RECEIVABLES>                                3,060,626
<ALLOWANCES>                                         0
<INVENTORY>                                  4,693,653
<CURRENT-ASSETS>                            12,516,366
<PP&E>                                     174,077,189
<DEPRECIATION>                              74,781,004
<TOTAL-ASSETS>                             116,963,033
<CURRENT-LIABILITIES>                       18,457,433
<BONDS>                                     11,400,000
<COMMON>                                       578,763
                                0
                                          0
<OTHER-SE>                                  48,838,796
<TOTAL-LIABILITY-AND-EQUITY>               116,963,033
<SALES>                                              0
<TOTAL-REVENUES>                             7,557,552<F1>
<CGS>                                                0<F2>
<TOTAL-COSTS>                                7,798,584
<OTHER-EXPENSES>                            11,977,613
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                           1,107,678
<INCOME-PRETAX>                         ( 12,690,700 )
<INCOME-TAX>                             ( 4,530,950 )
<INCOME-CONTINUING>                                  0
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                 8,159,750
<EPS-PRIMARY>                                 ( 1.40 )
<EPS-DILUTED>                                 ( 1.40 )
<FN>
<F1>Revenues include the sale of tangible products, resort services and rental 
and other income.  Revenues are dissaggregated for annual report and 
10-K only.
<F2>Cost of Goods are dissaggregated for annual report and 10-K only.
</FN>
        

</TABLE>


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