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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 March 31, 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: 33-26327
RAINES ROAD, L.P.
(Exact name of Registrant as specified in its charter)
Delaware 62-1375245
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification)
One Belle Meade Place, 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 1. FINANCIAL INFORMATION
Item 1. Financial Statement.
RAINES ROAD, L.P.
(A Delaware Limited Partnership)
FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED MARCH 31, 1996
INDEX
Financial Statements
Balance Sheets 3
Statements of Operations 4
Statements of Cash Flows 5
Notes 6
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<TABLE>
RAINES ROAD, L.P.
(A Limited Partnership)
BALANCE SHEETS
(Unaudited)
<CAPTION>
ASSETS
March 31, December 31,
1996 1995
<S> <C> <C>
CASH $165,781 $175,779
RESTRICTED CASH 139,358 139,358
ESCROW DEPOSITS (NOTE C) 16,329 16,329
LAND AND LAND IMPROVEMENTS 5,856,861 5,856,226
LOAN COSTS 1,996 7,981
Total Assets $6,180,325 $6,195,673
=========== ==========
LIABILITIES AND PARTNERS' EQUITY
NOTE PAYABLE TO AFFILIATE $4,700,000 $4,700,000
ACCRUED INTEREST PAYABLE TO
AFFILIATE 2,272,434 2,131,434
ACCOUNTS PAYABLE 1,235 1,235
NOTE PAYABLE (Private) 100,000 100,000
ACCRUED INTEREST PAYABLE (PRIVATE)5,412 2,420
PARTNERS' (deficit) EQUITY (898,756) (739,416)
Total Liabilities &
Partners' Equity $6,180,325 $6,195,673
========== ==========
<FN>
See notes to financial statements.
/TABLE
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<TABLE>
RAINES ROAD, L.P.
(A Limited Partnership)
STATEMENTS OF OPERATIONS
(Unaudited)
<CAPTION>
Quarter &
Year-to-Date
Ending March 31,
1996 1995
<S> <C> <C>
REVENUES:
Interest $1,732 $7,523
Total Revenues $1,732 $7,523
EXPENSES:
Interest 143,992 151,880
Program Management Fees 750 750
Professional Services 8,377 19,142
Amortization 5,985 5,985
Other Administrative
Expenses 1,968 5,304
Total Expenses $161,072 $183,061
Net Earnings $(159,340)$(175,538)
======== ========
<FN>
See notes to financial statements.
/TABLE
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<TABLE>
RAINES ROAD, L.P.
(A Limited Partnership)
STATEMENTS OF CASH FLOWS
(Unaudited)
<CAPTION>
Three Months Ended
March 31,
1996 1995
<S> <C> <C>
Cash flows from operating activities:
Net earnings $(159,340)$(175,538)
Adjustments to reconcile net
earnings to net cash used
in operating activities:
Amortization 5,985 5,985
Increase in Deposits - -
Change in accrued
interest receivable - 7,650
Change in accrued
property taxes - (39,232)
Change in accrued
interest payable 143,992 (448,120)
Decrease in
Note Receivable - 646,400
Change in accounts payable - (129,167)
Total Adjustments 149,977 43,516
Net cash used in operating
activities (9,363) (132,022)
Cash flows from investing activities
Increase in Land Improvements (635) -
NET CHANGE IN CASH (9,998) (132,022)
CASH AT JANUARY 1, 175,779 788,045
CASH AT MARCH 31, $165,781 $656,023
<FN>
See notes to financial statements.
/TABLE
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RAINES ROAD, L.P.
(A Limited Partnership)
NOTES TO THE FINANCIAL STATEMENTS
For the Three Months Ended March 31, 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 three
month period ended March 31, 1996 may not be
indicative of the results that may be expected for the
year ending December 31, 1996.
B. RELATED PARTY TRANSACTIONS
The General Partner and its affiliates have been
actively involved in managing the property.
Compensation earned for these services for the first
three months were as follows:
<TABLE>
<CAPTION>
1996 1995
<S> <C> <C>
Program Management Fee $750 $750
</TABLE>
C. ESCROW DEPOSITS
The Escrow Deposits are reserved for development work
and are assigned to Memphis Light, Gas and Water.
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Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations
Results of Operations for the Quarter Ended March 31,
1996
There have been no sales during the first quarter of
1996. Overall operations of the Registrant are
comparable to prior quarters with the following
exceptions. Interest income has decreased due to the
collection of the Note Receivable during the first
quarter 1995. Professional fees are related to
development of the site sold in 1994. The majority of
the architectural and engineering work pertaining to this
development was incurred in 1995 explaining the reduction
in professional fees in 1996.
Financial Condition and Liquidity
Phase III development, which includes construction and
improvement of Tchulahoma Road through the property is
expected to begin this year. The Note Payable-Private
comes due on May 5, 1996 and will be paid along with all
accrued interest.
As of April 30, 1996, the Registrant had $164,021 in cash
reserves. The General Partners believe that this amount
is sufficient to cover all development and operating
needs of the Registrant for the next year.
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Part II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
Exhibit 27 - Financial Data Schedule for the First
Quarter of 1996.
(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.
RAINES ROAD, L.P.
By: 222 RAINES LTD.
General Partner
Date: May 14, 1996 By: /s/ Steven D. Ezell
General Partner
By: 222 PARTNERS, INC.
General Partners
Date: May 14, 1996 By: /s/ Michael A. Hartley
Secretary/Treasurer
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<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000845397
<NAME> RAINES ROAD, L.P.
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> MAR-31-1996
<CASH> 165,781
<SECURITIES> 139,358
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 5,856,861
<DEPRECIATION> 0
<TOTAL-ASSETS> 6,180,325
<CURRENT-LIABILITIES> 1,235
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> (898,756)
<TOTAL-LIABILITY-AND-EQUITY> 6,180,325
<SALES> 0
<TOTAL-REVENUES> 1,732
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 161,072
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (159,340)
<INCOME-TAX> 0
<INCOME-CONTINUING> (159,340)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (159,340)
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
