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FORM 10-Q.--QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
(As last amended in Rel. No. 31326, eff. 10/22/92.)
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 June 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: 33-22908-A
NORTH BY NORTHEAST, LTD.
(Exact name of Registrant as specified in its charter)
Tennessee 62-1356792
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification)
4400 Harding Road, Suite 500, Nashville, Tennessee37201
(Address of principal executive office) (Zip Code)
(615) 292-1040
(Registrant's telephone number, including area code)
Former Address:
(Former name, former address and former fiscal year, if
changed since last report.)
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 Statement
NORTH BY NORTHEAST, LTD.
(A Tennessee Limited Partnership)
FINANCIAL STATEMENTS
For The Three Months Ended June 30, 1996
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>
NORTH BY NORTHEAST, LTD.
(A Limited Partnership)
BALANCE SHEETS
(Unaudited)
ASSETS
<CAPTION>
June 30, December 31,
1996 1995
<S> <C> <C>
INVESTMENTS IN PARTNERSHIP
(note 4) $ 467,120 $ 461,473
CASH 38,492 42,479
Total Assets $505,612 $503,952
======= =======
LIABILITIES AND PARTNERS' EQUITY
ACCRUED INTEREST TO AFFILIATE 28,472 11,186
NOTE PAYABLE TO AFFILIATE 346,678 346,678
PARTNERS' EQUITY 130,462 146,088
Total Liabilities
& Partners' Equity $505,612 $503,952
======= =======
<FN>
See notes to financial statements.
/TABLE
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<TABLE>
NORTH BY NORTHEAST, LTD.
(A Limited Partnership)
STATEMENTS OF OPERATIONS
(Unaudited)
<CAPTION>
Quarter to Date Year to Date
Ending June 30,
1996 1995 1996 1995
REVENUES:
<S> <C> <C> <C> <C>
Interest Income $ 1,000 $ 1,773 $ 1,000 $ 1,773
Equity in income
of Partnership 10,474 (9,283) 5,647 420,292
Total Revenues 11,473 (7,510) 6,647 422,065
EXPENSES:
Legal & Accounting 1,790 4,137 4,467 7,137
Interest Expense 8,643 10,039 17,286 25,416
General & Administrative 500 - 520 595
Additional Interest Expense - 2,741 - 319,718
Total expenses 10,933 16,917 22,273 352,865
Net (loss) earnings $ 540 $(24,427) $(15,626) $69,199
========= ========= ======== ========
<FN>
See notes to financial statements
/TABLE
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<TABLE>
NORTH BY NORTHEAST, LTD.
(A Limited Partnership)
STATEMENTS OF CASH FLOWS
(Unaudited)
<CAPTION>
Year to date
June 30,
1996 1995
Cash Flows from Operating Activities:
<S> <C> <C>
Net (loss) earnings $ (15,626) $ 69,199
Adjustments to reconcile Net (Loss) earnings
to Net Cash Used by Operating Activities:
Income from Investment
in Partnership (5,647) (420,292)
Increase in Accrued Interest 17,286 25,416
Total Adjustment 11,639 (394,876)
Net Cash Used in Operating Activities: (3,987) (325,677)
Cash Flows from Investing Activities:
Cash Distribution from Partnerships 1,925,688
Net Cash provided by Investing Activities 1,925,688
Cash Flows from Financing Activities:
Distribution to partners (629,281)
Principal and Interest Pymts.
on Lender Financing (953,276)
Net Cash Used in Financing Activities (1,582,557)
Net Increase (Decrease)
in Cash Equivalents (3,987) 17,454
CASH AT JANUARY 1 42,479 53,208
CASH AT JUNE 30 $ 38,492 $ 70,662
======== ========
<FN>
See notes to financial statements.
/TABLE
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NORTH BY NORTHEAST, LTD.
(A Limited Partnership)
NOTES TO FINANCIAL STATEMENTS
For the Six Months Ended June 30, 1996
(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, 1995. 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 six
month period ended June 30, 1996 may not be indicative of the
results that may be expected for the year ending December 31,
1996.
B. INVESTMENT IN LAND PARTNERSHIP
The Partnership has 50% ownership interest in North by
Northeast Land Partners, a general partnership. The remaining
50% is owned by an unrelated Trammell Crow Company entity.
Summarized results of operations of the Land Partnership are
presented below.
<TABLE>
<CAPTION> Statement of Operations
For The Six Months Ending June 30, 1996
REVENUES:
<S> <C>
Interest income $ 11,168
Miscellaneous 54,424
-------
65,592
EXPENSES:
Partnership Admin./Prop Mgmt. fees 6,000
Legal and accounting fees 25,064
Developers fees 6,780
General and administrative expenses 730
Property maintenance expense 15,722
-------
54,297
NET EARNINGS $ 11,295
Allocation to Trammell Crow entity 5,647
Income from Investment in Partnership 5,647
/TABLE
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Item 2: Management's Discussion and Analysis of
Financial Condition and Results of Operations
Results of Operations
Due to the nature of the Partnership, the majority of its activity
on a regular basis is to accrue interest on the Lender Financing
and to reflect the activity from the investment in North By
Northeast Land Partners. The operations of the Partnership revolve
around that of the Land Partnership. Interest and principal
payments are not due until property is sold at the Land Partnership
level.
During the first quarter of 1995, the Land Partnership sold
approximately 18 acres for approximately $3 million, while there
have been no sales during the first six months of 1996. This lack
of sales explains the decrease in equity in income of Partnership.
Also due to the large profit earned on the sales at the Land
Partnership level in 1995, the required distribution to the Lender
exceeded the interest accrued through that date, generating
"additional interest" as defined by the Lender Financing agreement.
Due to the lack of sale no additional interest is incurred.
Interest expense for the Registrant is lower in 1996 due to
principal reductions .
Except for the above mentioned fluctuations, operations of the
Registrant have remained comparable and are excepted to be
comparable in the future.
Financial Condition and Liquidity
The General Partner does not intend to further develop the property
except development required by sales contracts.
At July 30, 1996, the Registrant had $38,492 in funds to meet its
future operational needs. Since future operations are expected to
be comparable to the recent past, the General Partner believes that
the present cash balance will be sufficient to cover the operating
expenses for the year.
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PART II. OTHER INFORMATION
Item 6.Exhibits and Reports on Form 8-K
(a) 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.
NORTH BY NORTHEAST, LTD.
By: 222 NORTH, LTD.
General Partner
Date: August 14, 1996 By: /s/ Steven D. Ezell
General Partner
By: 222 PARTNERS, INC.
General Partner
Date: August 14, 1996 By: /s/ Michael A. Hartley
Secretary/Treasurer
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<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> JUN-30-1996
<CASH> 38,492
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 505,612
<CURRENT-LIABILITIES> 0
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 130,462
<TOTAL-LIABILITY-AND-EQUITY> 505,612
<SALES> 0
<TOTAL-REVENUES> 6,647
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 22,273
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 17,286
<INCOME-PRETAX> (15,626)
<INCOME-TAX> 0
<INCOME-CONTINUING> (15,626)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (15,626)
<EPS-PRIMARY> (8.33)
<EPS-DILUTED> 0
</TABLE>
