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FORM 10-Q--QUARTERLY REPORT UNDER SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
[X] Quarterly Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
For the period ended September 30, 1999
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: 33-5785-A
NASHVILLE LAND FUND, LTD.
(Exact name of Registrant as specified in its charter)
Tennessee 62-1271664
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification)
4400 Harding Road, Suite 500, Nashville, Tennessee 37205
(Address of principal executive office) (Zip Code)
(615) 292-1040
(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 at least the past 90 days.
YES X NO ___
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PART I. FINANCIAL INFORMATION
Item 1. FINANCIAL STATEMENTS
NASHVILLE LAND FUND, LTD.
(A Tennessee Limited Partnership)
FINANCIAL STATEMENTS
For the Three and Nine Months Ended September 30,
1999 and 1998
INDEX
Financial Statements:
Balance Sheets 3
Statements of Operations 4
Statements of Cash Flows 5
Notes to Financial Statements 6
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<TABLE>
NASHVILLE LAND FUND, LTD.
(A Limited Partnership)
BALANCE SHEETS
(Unaudited)
<CAPTION>
September 30, December 31,
1999 1998
-------- ------------
<S> <C> <C>
ASSETS
CASH $ 70,562 $ 47,881
RESTRICTED CASH 36,678 35,829
LAND AND IMPROVEMENTS
HELD FOR INVESTMENT 2,945,300 3,004,747
OTHER ASSETS 175 175
Total Assets $3,052,715 $ 3,088,632
========= =========
LIABILITIES AND PARTNERS' EQUITY
ACCOUNTS PAYABLE $ 48,104 $ 33,838
PARTNERS' EQUITY:
Limited Partners, 7,500 units
outstanding 3,004,525 3,054,708
Special Limited Partner 4 4
General Partner 82 82
Total Partners' Equity 3,004,611 3,054,794
Total Liabilities &
Partners' Equity $ 3,052,715 $ 3,088,632
========= =========
<FN>
See notes to financial statements.
</TABLE>
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<TABLE>
NASHVILLE LAND FUND, LTD.
(A Limited Partnership)
STATEMENTS OF OPERATIONS
(Unaudited)
<CAPTION>
Three Months Ended Nine Months Ended
Ending September 30,
-----------------------------------------
1999 1998 1999 1998
<S> <C> <C> <C> <C>
REVENUE:
Sales of Land and
Improvements $ - $ - $ 99,467 $ 1,015,981
Cost of Land and
Improvements Sold - - (62,444) (676,198)
Selling Expenses - - (9,342) (104,088)
Gain on Sales of Land
and Improvements 27,681 235,695
Interest 220 607 918 4,897
Total Revenues 220 607 28,599 240,592
EXPENSES:
Association Fees 25,463 23,339 25,463 23,339
Maintenance 13 1,272 24 1,277
Management Fees 3,500 3,500 10,500 10,500
Legal & Accounting Fees 1,175 500 15,282 15,851
Administration Expense 482 319 1,280 969
Property Taxes 26,191 27,256 26,233 27,501
Total Expenses 56,824 56,186 78,782 79,437
NET (LOSS)INCOME $ (56,604) (55,579) (50,183) 161,155
Net (loss)income per
limited partner unit $ (7.56) $ (7.41) $ (6.69) $ 21.49
<FN>
See notes to financial statements
</TABLE>
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<TABLE>
NASHVILLE LAND FUND, LTD.
(A Limited Partnership)
STATEMENTS OF CASH FLOWS
(Unaudited)
<CAPTION>
Nine Months Ended
September 30,
---------------------
1999 1998
---- ----
<S> <C> <C>
Cash flows from operating activities:
Net (loss) income $ (50,183) $161,155
Adjustments to reconcile
Net (loss) income to net cash
provided in operating
activities:
Cost of Land and
Improvements Sold 62,444 676,198
Cost of Land Improvements (2,997) (26,763)
Increase in restricted cash (849) (13,619)
Increase in
accounts payable 14,266 14,354
Increase in accounts
payable-affiliate - 11,522
Decrease in other assets - 117
Net cash provided by
operating activities 22,681 822,964
Cash Flows from financing activities-
Distributions to Partners - (1,050,000)
Net increase (decrease) in Cash 22,681 (227,036)
CASH AT JANUARY 1, 47,881 257,190
CASH AT SEPTEMBER 30, $ 70,562 $ 30,154
<FN>
See notes to financial statements.
</TABLE>
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NASHVILLE LAND FUND, LTD.
(A Limited Partnership)
NOTES TO FINANCIAL STATEMENTS
For the Three and Nine Months Ended September 30, 1999 and 1998
(Unaudited)
A.ACCOUNTING POLICIES
The unaudited financial statements presented herein have been
prepared in accordance with the instructions to Form 10-Q and do not
include all of the information and note disclosures required by generally
accepted accounting principles. These statements should be read in
conjunction with the financial statements and notes thereto included in
the Partnership's Form 10-K for the year ended December 31, 1998. In the
opinion of management, such financial statements include all adjustments,
consisting only of normal recurring adjustments, necessary to summarize
fairly the Partnership's financial position and results of operations.
The results of operations for the nine month period ended September 30,
1999 may not be indicative of the results that may be expected for the
year ending December 31, 1999.
B.RELATED PARTY TRANSACTIONS
The General Partner and its affiliates have been actively involved in
managing the Partnership's operations. Compensation earned for these
services in the first nine months were as follows:
<TABLE>
<CAPTION>
1999 1998
________ ________
<S> <C> <C>
Management Fees $ 10,500 $ 10,500
Accounting Fees $ 2,600 $ 2,600
C. COMPREHENSIVE INCOME
During the nine month periods ended September 30, 1999 and 1998, the
Partnership had no components of other comprehensive income. Accordingly,
comprehensive income for each of the periods was the same as net income
(loss).
</TABLE>
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Item 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
During 1999, the Registrant sold approximately one acre of land.
The sale was from the North Creek Business Park Property.
Overall operations of the Registrant are minimal and have not
fluctuated significantly.
During the fourth quarter, Management will update its evaluation of the
values of the Property and if necessary, any impairment reserves will be
recorded.
Year 2000
In 1998, the Partnership initiated a plan ("Plan") to identify, and
remediate "Year 2000" issues within each of its significant
computer programs and certain equipment which contain
microprocessors. The Plan is addressing the issue of computer
programs and embedded computer chips being unable to distinguish
between the year 1900 and the year 2000, if a program or chip uses
only two digits rather than four to define the applicable year.
The Partnership has divided the Plan into five major
phases-assessment, planning, conversion, implementation and
testing. After completing the assessment and planning phases
earlier year, the Partnership is currently in the conversion,
implementation, and testing phases. Systems which have been
determined not to be Year 2000 compliant are being either replaced
or reprogrammed, and thereafter tested for Year 2000 compliance.
Contingency plans are being developed in the event that any critical
system is not compliant.
The failure to correct a material Year 2000 problem could result in
an interruption in, or failure of, certain normal business
activities or operations. Such failures could materially and
adversely affect the Partnership's operations, liquidity and
financial condition. Due to the general uncertainty inherent in
the Year 2000 problem, resulting in part from the uncertainty of
the Year 2000 readiness of third-party suppliers and customers, the
Partnership is unable to determine at this time whether the
consequences of Year 2000 failures will have a material impact on
the Partnership's operations, liquidity or financial condition.
FINANCIAL CONDITION
As of October 31, 1999, the Registrant has $ 67,162 in cash reserves.
These funds are expected to be sufficient through 1999.
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PART II. OTHER INFORMATION
Item 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
Exhibit 27 - Financial Data Schedule
(b) No 8-K's have been filed during this quarter.
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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.
NASHVILLE LAND FUND, LTD.
By: 222 PARTNERS, INC.
General Partner
Date: November 11, 1999 By: /s/ Steven D. Ezell
President
Date: November 11, 1999 By: /s/ Michael A. Hartley
Secretary/Treasurer
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> SEP-30-1999
<CASH> 70,562
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 2,945,300
<DEPRECIATION> 0
<TOTAL-ASSETS> 3,052,715
<CURRENT-LIABILITIES> 48,104
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 3,004,611
<TOTAL-LIABILITY-AND-EQUITY> 3,052,715
<SALES> 99,467
<TOTAL-REVENUES> 28,599
<CGS> 62,444
<TOTAL-COSTS> 71,786
<OTHER-EXPENSES> 78,782
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (50,183)
<INCOME-TAX> 0
<INCOME-CONTINUING> (50,183)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (50,183)
<EPS-BASIC> (6.69)
<EPS-DILUTED> (6.69)
</TABLE>
