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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 September 30, 1996
[ ] 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 LENDERS, L.P.
(Exact name of Registrant as specified in its charter)
Delaware 62-1375240
(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 1. FINANCIAL INFORMATION
Item 1. Financial Statement.
RAINES LENDERS, L.P.
(A Delaware Limited Partnership)
FINANCIAL STATEMENTS
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1996
INDEX
Financial Statements
Balance Sheets 3
Statements of Operations 4
Statements of Cash Flows 5
Notes 6
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<TABLE>
RAINES LENDERS, L.P.
(A Limited Partnership)
BALANCE SHEETS
(Unaudited)
<CAPTION>
ASSETS
September 30, December 31,
1996 1995
<S> <C> <C>
CASH 10,743 $29,007
NOTE RECEIVABLE FROM AFFILIATE 4,700,000 4,700,000
INTEREST RECEIVABLE FROM AFFILIATE 2,554,434 2,131,434
LOAN COSTS 100,459 113,800
Total Assets 7,365,636 $6,974,241
========= ===================
LIABILITIES AND PARTNERS' EQUITY
ACCOUNTS PAYABLE $ 405 $ 405
PARTNERS' EQUITY 7,365,231 6,973,836
Total Liabilities &
Partners' Equity $7,365,636 $6,974,241
========= ==========
<FN>
See notes to financial statements.
/TABLE
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<TABLE>
RAINES LENDERS, L.P.
(A Limited Partnership)
STATEMENT OF OPERATIONS
(Unaudited)
<CAPTION>
Quarter Year-to-Date
Ending September 30,
1996 1995 1996 1995
<S> <C> <C> <C> <C>
REVENUES:
Interest 141,000 $ 144,133 423,560 428,532
EXPENSES:
Legal & Accounting 300 300 11,737 10,477
Mortgage Servicing
Fee 2,250 2,250 6,750 6,750
General & Admin. - 1,148 337 1,693
Amortization 4,447 4,447 13,341 13,341
----- ----- ----- ------
Total Expenses 6,997 8,145 32,165 32,261
NET INCOME 134,003 135,987 391,395 396,271
======= ======= ======= =======
<FN>
See notes to financial statements
/TABLE
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<TABLE>
RAINES LENDERS, L.P.
(A Limited Partnership)
STATEMENTS OF CASH FLOWS
(Unaudited)
<CAPTION>
Year-To-Date
September 30,
1996 1995
<S> <C> <C>
Cash flows from Operating Activities:
Net Income 391,395 396,271
Adjustments to reconcile Net Income
to Net Cash used in Operating Activities:
Amortization 13,341 13,341
Additional Accrued Int. (423,000) (427,701)
Payments Received on Interest
Receivable from Affiliate - 600,000
Increase in Accounts Payable - 300
-------- -------
Total Adjustments (409,659) 185,940
Net cash used in Operating
Activities (18,264) 582,211
Cash Flows from Investing Activities:
Distribution to Partners - (568,182)
NET CHANGE IN CASH (18,264) 14,029
CASH AT JANUARY 1, 29,007 16,693
CASH AT SEPTEMBER 30, 10,743 30,722
====== ======
<FN>
See notes to financial statements.
/TABLE
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RAINES LENDERS, L.P.
(A Limited Partnership)
NOTES TO THE FINANCIAL STATEMENTS
For the Nine Months Ended September 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 nine
month period ended September 30, 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 Partnership, and
complying with the terms of the Lender Financing.
Compensation earned for these services were as
follows:
<TABLE>
<S> <C>
1996 1995
Mortgage Servicing Fee $6,750 $6,750
Accounting Fees 1,600 1,500
</TABLE>
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Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations
Results of Operations
The Partnership's primary business is to lend monies to
Raines Road, L.P. ("the Borrower"). Therefore, the
majority of its activity on a regular basis is to
accrue interest income. There are no interest or
principal payments due to the Partnership until the
Property, securing the Partnership's loan or portions
thereof are sold, or December 31, 2001, whichever is
earlier.
Due to the nature of the Registrant, all activity is a
result of the transactions of Raines Road, L.P. The
Borrower had no property sales during the nine months
ending September 30, 1996. The cumulative applicable
principal balance unpaid as of September 30, 1996 is
$1,268,729 and is payable from future sales proceeds
after all accrued interest is paid.
Operations of the Registrant are minimal and have
remained comparable to prior quarters.
Financial Condition and Liquidity
At October 31, 1996 the partnership had cash reserves
of approximately $8,493 to cover partnership
administrative expenses. These reserves are expected
to be sufficient through the remainder of 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.
RAINES LENDERS, L.P.
By: 222 RAINES LTD.
General Partner
Date: November 14, 1996 By: /s/ Steven D. Ezell
General Partner
By: 222 PARTNERS, INC.
General Partners
Date: November 14, 1996 By: /s/ Michael A. Hartley
Secretary/Treasurer
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<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> SEP-30-1996
<CASH> 10,743
<SECURITIES> 0
<RECEIVABLES> 4,700,000
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 7,365,636
<CURRENT-LIABILITIES> 405
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 7,365,231
<TOTAL-LIABILITY-AND-EQUITY> 7,365,636
<SALES> 0
<TOTAL-REVENUES> 423,560
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 32,165
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 391,395
<INCOME-TAX> 0
<INCOME-CONTINUING> 391,395
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 391,395
<EPS-PRIMARY> 69.58
<EPS-DILUTED> 0
</TABLE>
