<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
Quarterly Report Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
For the Three Months Ended March 31, 1996
Commission File Number 33-28493-A
CONDEV LAND FUND III, LTD.
--------------------------
(Exact name of registrant as specified in its charter)
FLORIDA 59-2943405
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(State or other jurisdiction of (I.R.S. Employer
incorporation of organization) Identification No.)
2487 Aloma Avenue
Winter Park, Florida 32792
(Address of principal executive offices)
Registrant's telephone number, including area code: (407) 679-1748
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 report), and (2) has been subject to such filing
requirements for the past 90 days. YES X NO .
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CONDEV LAND FUND III, LTD.
INDEX
PAGE
NUMBER
PART I. FINANCIAL INFORMATION:
ITEM 1. Financial Statements
Statement of Assets,
Liabilities and Partner's
Capital - March 31, 1996 and
December 31, 1995 3
Statement of Income & Expense
Three Months Ended March 31, 1996
and March 31, 1995 4
Statement of Cash Receipts and
Disbursements-Three months ended
March 31, 1996 5
Notes to Financial Statements 6 - 7
ITEM 2. Management's Discussion and Analysis
of Financial Condition and Results
of Operations 7
PART II. OTHER INFORMATION:
ITEM 6. Exhibits and Reports on Form 8-K 8
2
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PART I. FINANCIAL INFORMATION
Item 1. Financial Statements:
---------------------
The accompanying financial statements, in the opinion of Condev Associates, the
general partner of Condev Land Fund III, Ltd., reflect all adjustments (which
include only normal recurring adjustments) necessary to a fair statement of the
financial position, the results of operations and the changes in cash position
for the periods presented.
CONDEV LAND FUND III, LTD.
STATEMENT OF ASSETS, LIABILITIES AND PARTNER'S CAPITAL
MARCH 31, 1996, AND DECEMBER 31, 1995
ASSETS
------
<TABLE>
<CAPTION>
March 31, 1996 December 31, 1995
-------------- ------------------
(AUDITED)
<S> <C> <C>
Cash and Cash Equivalents $ 113,808 $ 122,078
Investment in Joint Venture (2) 1,531,140 1,532,130
Land, at cost (3) 405,467 405,467
Organization Costs 4,386 4,386
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Total Assets: $2,054,801 $2,064,061
========== ==========
</TABLE>
LIABILITIES AND PARTNER'S CAPITAL
---------------------------------
<TABLE>
<CAPTION>
<S> <C> <C>
Liabilities $ 1,170 $ 1,170
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Partner's Capital:
General Partner $ (186) $ (186)
Limited Partners 2,053,817 2,063,077
Distribution - Current Year -- --
---------- ----------
Total Partner's Capital: $2,053,631 $2,062,891
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Total Liabilities and Partner's
Capital: $2,054,801 $2,064,061
========== ==========
</TABLE>
3
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CONDEV LAND FUND III, LTD.
STATEMENT OF INCOME AND EXPENSE
THREE MONTHS ENDED MARCH 31, 1996 AND MARCH 31, 1995
(UNAUDITED)
<TABLE>
<CAPTION>
March 31, 1996 March 31, 1995
-------------- --------------
<S> <C> <C>
INCOME
------
Interest and Other Income $ 882 $ 686
OPERATING EXPENSES
- ------------------
Professional Fees 7,000 0
Equity in Loss of Joint Venture 990 0
Office Expense 2,152 1,815
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Total Operating Expenses: $ 10,142 $ 1,815
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Net Profit/(Loss) $ (9,260) $ (1,129)
========= =========
</TABLE>
4
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CONDEV LAND FUND III, LTD.
STATEMENT OF CASH FLOWS
THREE MONTHS ENDED MARCH 31, 1996
Cash Flows from Operating Activities:
Net Loss $ (9,260)
Adjustments to Reconcile Net Income
To Net Cash Provided by Operating
Activities:
Equity in loss of joint venture 0
Cash Provided by Changes in:
Interest receivable 0
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Net Cash Provided in Operating Activities: $ (9,260)
Cash Flows from Investing Activities:
Land Acquisitions $ 0
Investments In Joint Ventures $ 990
-----------
Net Cash Used in Investing Activities: $ 990
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Cash Flows from Investing Activities:
Distributions to Partners 0
-----------
Net Cash Provided by Financing Activities: $ 0
Net decrease in Cash $ (8,270)
Cash and Cash Equivalents at Beginning of Year $ 122,078
Cash and Cash Equivalents at End of Period $ 113,808
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5
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Note 1 BUSINESS:
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Condev Land Fund III, Ltd. (the "Partnership") was formed on
February 15, 1989 pursuant to the provisions of the Florida
Revised Uniform Limited Partnership Act for the purpose of
acquiring and holding for investment unimproved land in Central
Florida.
The Offering Period for the Partnership originally scheduled to
expire on July 2, 1990 was extended to June 30, 1991. As of June
30, 1991, the Partnership had received $2,446,000 in partnership
capital.
The Partnership has made two investments. Refer to Note 2
INVESTMENT IN JOINT VENTURE and Note 3 INVESTMENT IN LAND for
details.
Unless terminated earlier as provided under the terms of the
Partnership Agreement, the Partnership will continue in existence
until December 31, 1996. Thereafter, the Partnership will be in
liquidation with no change in status of the limited partners or
the general partner.
Note 2 INVESTMENT IN JOINT VENTURE:
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The Partnership owns a 90% interest in Condev Osceola Joint
Venture. The joint venture partner, Condev Osceola, Ltd., is a
private partnership sponsored by the general partner. On May 31,
1991, Condev Osceola Joint Venture purchased two parcels of land
aggregating 8.6 acres and related sewer capacity within the
Kyng's Heath commercial subdivision on S.R. 535 near its
intersection with Highway 192 in Osceola County, Florida. The
property is zoned tourist-commercial in Osceola County, Florida.
The purchase price of this property was $1,740,000 or $4.64 per
square foot, and the purchase price for the sewer capacity was
$22,400. The Partnership received an appraisal on this property
of $2,260,000 or $6.02 per square foot.
On February 28, 1996, Condev Osceola Joint Venture entered into a
Contract for Sale of Real Estate with a time share developer and
operator for 5.08 acres of this site. The contract provides for
a 60-day period during which the purchaser may evaluate the site,
and a closing on or before May 28, 1996. This leaves a parcel of
just under 3 acres at this location.
A summary of the assets, liabilities and venturers' capital of
Condev Osceola Joint Venture as of March 31, 1996 are as follows:
ASSETS
------
Cash $ 240
Investments in land 1,702,014
-----------
$ 1,702,254
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LIABILITIES AND VENTURERS' CAPITAL
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Accounts Payable 988
Venturers Capital 1,702,366
Current Profit/(Loss) (1,100)
-----------
$ 1,702,254
===========
Note 3 INVESTMENT IN LAND:
-------------------
In 1993, the Partnership purchased a 10 acre parcel of
commercially zoned land fronting on the east side of U.S. Highway
27 in Lake County, Florida, approximately 1.5 miles north of the
U.S. 192 and U.S. 27 intersection.
The purchase price of the property was $400,000 or $.92 per
square foot. The Partnership received a $400,000 appraisal of
the land.
Note 4 RELATED PARTY TRANSACTIONS:
---------------------------
The Partnership Agreement provides for the reimbursement to the
general partner of administrative expenses incurred in the
direct operation of the partnership. For the three months ended
March 31, 1996, a total of $1,930 was reimbursed to the general
partner for direct expenses incurred.
When properties are sold, an affiliate of the general partner may
be paid real estate commissions in amounts customarily charged by
others rendering similar services with such commissions plus
commissions paid to nonaffiliated brokers not to exceed 10% of
the gross sales price. No real estate commissions were paid
during the three months ended March 31, 1996.
The general partner is obligated to loan up to $100,000 to the
Partnership during its term to meet working capital requirements.
No such loans were made to the Partnership during the three
months ended March 31, 1996.
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
-----------------------------------------------------------
AND RESULTS OF OPERATIONS
-------------------------
For the three months ended March 31, 1996 income was $882. This
came from interest earned on deposits and short-term investments
and sign rental income. For the three months ended March 31,
1995, total income was $686. Expenses for the three months ended
March 31, 1996 were $10,141, primarily professional fees and
office expenses, compared to total expenses of $1,815 for the
same period in 1995. The reason for the increase in expenses was
higher professional fees, which were $7,000 in 1996 compared to
none in 1995. This is the result of paying fees for professional
services in March during 1996 and in April during 1995. Equity
in the loss of Joint Venture rose from $0 for the first three
months of 1995 to $990 in the comparable 1996 period. This
results from a change in accounting policy whereby these expenses
are recognized on a quarterly basis rather than annually. Net
7
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loss for the three months ending March 31, 1996 was $ 9,259,
significantly higher than the loss of $1,219 for the comparable
period in 1995.
PART II
Item 6. EXHIBITS AND REPORTS ON FORM 8-K:
---------------------------------
(A) Exhibits/Index
None
(B) Reports on Form 8-K
None
8
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CONDEV LAND FUND III, LTD.
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.
CONDEV LAND FUND III, LTD.
BY: Condev Associates, General Partner
April 16, 1996 /s/ Robert N. Gardner, Partner
- --------------------- ------------------------------------
DATE Robert N. Gardner, Partner
April 16, 1996 /s/ Joseph J. Gardner, Partner
- --------------------- ------------------------------------
DATE Joseph J. Gardner, Partner
9
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-START> JAN-01-1996
<PERIOD-END> MAR-31-1996
<CASH> 113,808
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 2,054,801
<CURRENT-LIABILITIES> 1,170
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 2,053,631
<TOTAL-LIABILITY-AND-EQUITY> 2,054,801
<SALES> 0
<TOTAL-REVENUES> 882
<CGS> 0
<TOTAL-COSTS> 10,142
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (9,260)
<INCOME-TAX> 0
<INCOME-CONTINUING> (9,260)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (9,260)
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
