UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
QUARTERLY REPORT UNDER SECTION 13 OR
15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED MARCH 31, 1996
Commission File Nos.: 33-60662
FUND AMERICA INVESTORS CORPORATION
(Exact name of registrant as
specified in its charter)
Delaware 84-1070310
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) identification number)
6400 S. Fiddler's Green Circle, Suite 1200A
Englewood, Colorado 80111
(Address of principal executive offices)
Registrant's telephone number including
area code:(303)290-6024
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 [ ]
Indicate the number of shares outstanding of
each of the issuer's classes of common stock
as of May 13,1996 -- 1,000 shares
<PAGE>
FUND AMERICA INVESTORS CORPORATION
FORM 10-Q FOR THE
THREE MONTHS ENDED MARCH 31, 1996
INDEX
PART I. FINANCIAL INFORMATION PAGE NO.
Item 1. Financial Statements 3
Item 2. Management's Discussion
and Analysis of Financial
Condition and Results of
Operations 7
PART II. OTHER INFORMATION
Item 1. Legal Proceedings 8
Item 2. Changes in Securities 8
Item 3. Defaults upon Senior
Securities 8
Item 4. Submission of Matters
to a Vote of Security
Holders 8
Item 5. Other Information 8
Item 6. Exhibits and Reports 8
SIGNATURES 9
Page 2
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<TABLE>
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
FUND AMERICA INVESTORS CORPORATION
BALANCE SHEETS
(Unaudited)
<CAPTION>
March 31, December 31,
1996 1995
_________ ____________
<S> <C> <C>
Assets
Cash $209,397 $212,361
Deferred
offering costs 111,672 116,672
________ ________
Total assets $321,069 $329,033
======== ========
Liabilities -
Accounts payable $ 48,051 $ 45,094
_______ ________
Shareholder's
equity
Common stock,
par value $.01
per share;
10,000 shares
authorized; 1,000
shares issued and
outstanding 10 10
Additional paid-in
capital 369,990 369,990
Accumulated
deficit (96,982) (86,061)
________ ________
Total shareholder's
equity 273,018 283,939
________ ________
Total liabilities
and shareholder's
equity $321,069 $329,033
======== ========
<FN>
See notes to financial statements
Page 3
</TABLE>
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<TABLE>
FUND AMERICA INVESTORS CORPORATION
Statements of Operations
(Unaudited)
<CAPTION>
Three months ended
March 31,
____________________
1996 1995
_________ _________
<S> <C> <C>
Revenue
Interest income $ 1,916 $ 4,120
_________ _________
Total revenue 1,916 4,120
_________ _________
Expenses
General and
administrative 6,661 6,860
Legal fees 176 -
Management fees 6,000 6,000
_________ ________
Total expenses 12,837 12,860
_________ ________
Net loss $ (10,921) $ (8,740)
========= ========
<FN>
See notes to financial statements
Page 4
</TABLE>
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<TABLE>
FUND AMERICA INVESTORS CORPORATION
Statements of Cash Flows
(Unaudited)
<CAPTION>
Three months ended
March 31
________________________
1996 1995
__________ __________
<S> <C> <C>
Net cash flow
from operating
activities:
Net loss $(10,921) $ (8,740)
Adjustments to
reconcile net
loss to net cash
flow from operating
activities:
Changes in operating
assets and liabilities:
Deferred offering
costs 5,000 -
Accounts receivable - 641
Accounts payable 2,957 4,150
_________ ________
Net cash flow
used in operating
activities (2,964) (3,949)
Net cash used in
financing activities
Shareholder
distributions - (200,000)
________ _________
Net decrease
in cash (2,964) (203,949)
Cash at beginning
of period 212,361 441,727
_________ _________
Cash at end
of period $ 209,397 $ 237,778
========= =========
<FN>
See notes to financial statements
Page 5
</TABLE>
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FUND AMERICA INVESTORS CORPORATION
NOTES TO FINANCIAL STATEMENTS
(Unaudited)
Three months ended March 31, 1996 and 1995
1. Basis of Presentation
Organization
Fund America Investors Corporation (the
"Company") was incorporated in the State of
Delaware on October 19, 1987 as a limited
purpose finance corporation. The Company was
established for the purpose of issuing and
administering one or more series of bonds
collateralized by mortgage loans or mortgage
loan certificates directly or through one or
more trusts beneficially owned by it and
purchasing, owning and selling other
mortgage-related assets.
The Company will not engage in any business
or investment activities other than (i) issuing
and selling bonds and receiving, owning, holding
and pledging as collateral therefor the mortgage
loans or mortgage loan certificates; (ii) investing
cash balances on an interim basis in high
quality short-term securities; (iii)
purchasing, owning, holding, pledging or
selling other mortgage-related assets; and
(iv) engaging in other activities which are
necessary or convenient to accomplish the
foregoing and are incidental thereto, directly
or through one or more trusts benefically owned by it.
Under its fourth Registration Statement,
which became effective on July 23, 1993, the
Company currently has registered but unissued
$141,000,000 in mortgage related bonds.
On January 3, 1994, the Company filed a fifth
Registration Statement on Form S-11 with
exhibits thereto concerning the issuance of
mortgage related bonds (No. 33-73750). The
Registration Statement was withdrawn from
consideration on March 28, 1996. The Board
of Directors determined that pursuing this
registration was an unnecessary expense for
the Company.
2. Unaudited Financial Statements
In the opinion of management, the
accompanying unaudited financial statements
contain all adjustments necessary to present
fairly the financial position of the Company
at March 31, 1996, and the results of its
operations and cash flows for the periods
ended March 31, 1996 and 1995.
Page 6
<PAGE>
Item 2. Management's Discussion and Analysis
of Financial Condition and Results of
Operations
Liquidity and Capital Resources
The Company expects to fund its ongoing
operating expenses from its cash balances,
revenue derived from bond offerings and, if
necessary, with borrowings from its sole
shareholder. As of March 31, 1996, $500,000
was available to be borrowed from the
Company's shareholder. Any borrowings will
be subordinate and junior to any issued mortgage
securities.
The Company will use substantially all of the
net proceeds from the issuance of each series
of bonds to acquire the mortgage loans or
mortgage certificates pledged as collateral
for such series of bonds, and to pay the bond
issuance expenses incurred in connection with
the transaction.
Certain administrative functions with respect
to some of the Bonds are being performed for
the Company by an affiliate, Fund America
Management Corporation, pursuant to
management agreements executed concurrently
at the respective date of closing.
Results of Operations
The Company reported a net loss for the three
months ended March 31, 1996 of $10,921 as
compared to a net loss for the three months
ended March 31, 1995 of $8,740. A decrease
of interest earned on cash balances accounts
for the primary difference in the results of
operations between the two reporting periods.
Page 7
<PAGE>
PART II. OTHER INFORMATION
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
None.
Page 8
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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.
FUND AMERICA INVESTORS CORPORATION
(Registrant)
Date: May 14, 1996
By: /s/ Helen M. Dickens
Helen M. Dickens
Vice President and Secretary
(Duly authorized and Principal Financial
Officer
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