<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 Six Months Ended June 30, 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 - June 30, 1996 and
December 31, 1995 3
Statement of Income & Expense
Three Months Ended June 30, 1996
and June 30, 1995 4
Statement of Income & Expense
Six Months Ended June 30, 1996
and June 30, 1995 5
Statement of Cash Receipts and
Disbursements-Six months ended
June 30, 1996 6
Notes to Financial Statements 7 - 8
ITEM 2. Management's Discussion and Analysis
of Financial Condition and Results
of Operations 8 - 9
PART II. OTHER INFORMATION:
ITEM 6. Exhibits and Reports on Form 8-K 9
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
JUNE 30, 1996, AND DECEMBER 31, 1995
ASSETS
------
<TABLE>
<CAPTION>
June 30, 1996 December 31, 1995
------------- ------------------
(AUDITED)
<S> <C> <C>
Cash and Cash Equivalents $ 115,087 $ 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
---------- ----------
Total Assets: $2,056,080 $2,064,061
========== ==========
</TABLE>
LIABILITIES AND PARTNER'S CAPITAL
---------------------------------
<TABLE>
<CAPTION>
<S> <C> <C>
Liabilities $ 1,170 $ 1,170
---------- ----------
Partner's Capital:
General Partner $ (186) $ (186)
Limited Partners 2,055,096 2,063,077
Distribution - Current Year -- --
---------- ----------
Total Partner's Capital: $2,054,910 $2,062,891
---------- ----------
Total Liabilities and Partner's
Capital: $2,056,080 $2,064,061
========== ==========
</TABLE>
3
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CONDEV LAND FUND III, LTD.
STATEMENT OF INCOME AND EXPENSE
THREE MONTHS ENDED JUNE 30, 1996 AND JUNE 30, 1995
(UNAUDITED)
<TABLE>
<CAPTION>
June 30, 1996 June 30, 1995
------------- -------------
<S> <C> <C>
INCOME
------
Interest and Other Income $2,835 $ 1,941
OPERATING EXPENSES
Professional Fees 0 7,000
Equity in Loss of Joint Venture 0 0
Office Expense 1,556 863
------ -------
Total Operating Expenses: $1,556 $ 7,863
------ -------
Net Profit/(Loss) $1,279 $(5,922)
====== =======
</TABLE>
4
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CONDEV LAND FUND III, LTD.
STATEMENT OF INCOME AND EXPENSE
SIX MONTHS ENDED JUNE 30, 1996 AND JUNE 30, 1995
(UNAUDITED)
<TABLE>
<CAPTION>
June 30, 1996 June 30, 1995
------------- -------------
<S> <C> <C>
INCOME
------
Interest and Other Income $ 3,717 $ 2,627
OPERATING EXPENSES
- ------------------
Professional Fees 7,000 7,000
Equity in Loss of Joint Venture 990 0
Office Expense 3,708 2,678
--------- -------
Total Operating Expenses: $ 11,698 $ 9,678
--------- -------
Net Profit/(Loss) $ (7,981) $(7,051)
========= =======
</TABLE>
5
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CONDEV LAND FUND III, LTD.
STATEMENT OF CASH FLOWS
SIX MONTHS ENDED JUNE 30, 1996
<TABLE>
<CAPTION>
Cash Flows from Operating Activities:
<S> <C>
Net Loss $ (7,981)
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
--------
Net Cash Provided in Operating Activities: $ (7,981)
Cash Flows from Investing Activities:
Land Acquisitions $ 0
Investments In Joint Ventures $ 990
--------
Net Cash Used in Investing Activities: $ 990
--------
Cash Flows from Investing Activities:
Distributions to Partners 0
--------
Net Cash Provided by Financing Activities: $ 0
Net decrease in Cash $ (6,991)
Cash and Cash Equivalents at Beginning of Year $122,078
Cash and Cash Equivalents at End of Period $115,087
========
</TABLE>
6
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Note 1 BUSINESS:
- ------- --------
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:
---------------------------
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 timeshare developer and
operator for 5.08 acres of this site. The contract provided for
a 60-day period during which the purchaser may evaluate the site,
and a closing on or before May 28, 1996. The deadline for
closing has now been extended to August 28, 1996, and a non-
refundable deposit in the amount of $25,000 has been released to
the Partnership. This payment is applicable to the purchase
price at closing. 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 June 30, 1996 are as follows:
<TABLE>
<CAPTION>
ASSETS
------
<S> <C>
Cash $ 240
Investments in land 1,702,014
----------
$1,702,254
==========
</TABLE>
7
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<TABLE>
<S> <C>
LIABILITIES AND VENTURERS' CAPITAL
----------------------------------
Accounts Payable 988
Venturers Capital 1,702,366
Current Profit/(Loss) (1,100)
----------
$1,702,254
==========
</TABLE>
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 at the time of acquisition.
Note 4 DISTRIBUTIONS TO PARTNERS:
--------------------------
Pursuant to the partnership agreement, cash flow generated each
year by the Partnership is to be distributed 99% to the limited
partners and 1% to the general partner. There were no cash flow
distributions during the first six months of 1996.
Pursuant to the partnership agreement, proceeds realized from the
sale of properties, after the establishment of reserves for
future operating costs, are to be distributed at least annually.
There were no such distributions during the first six months of
1996 as there were no sales of 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 six months ended
June 30, 1996, a total of $ 1,860 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 six months ended June 30, 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 six months
ended June 30, 1996.
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
-----------------------------------------------------------
AND RESULTS OF OPERATIONS
-------------------------
For the six months ended June 30, 1996 total income was $3,717.
This came from interest earned on deposits and short-
8
<PAGE>
term investments and sign rental income. For the six months
ended June 30, 1995, total income was $2,627. Expenses for the
six months ended June 30, 1996 were $11,698, primarily
professional fees and office expenses, compared to total expenses
of $9,678 for the same period in 1995. The reason for the
increase in expenses was higher office expenses, which were
$3,708 in 1996 compared to $2,678 in 1995. Equity in the loss of
Joint Venture rose from $0 for the first six 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 loss for the six
months ending June 30, 1996 was $ 7,981, slightly higher than the
loss of $7,051 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
9
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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
August 1, 1996 /s/ Robert N. Gardner
- --------------- ---------------------------
DATE Robert N. Gardner, Partner
August 1, 1996 /s/ Joseph J. Gardner
- --------------- ---------------------------
DATE Joseph J. Gardner, Partner
10
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<S> <C> <C>
<PERIOD-TYPE> 3-MOS 6-MOS
<FISCAL-YEAR-END> DEC-31-1995 DEC-31-1995
<PERIOD-START> APR-01-1996 JAN-01-1996
<PERIOD-END> JUN-30-1996 JUN-30-1996
<CASH> 115,087 115,087
<SECURITIES> 0 0
<RECEIVABLES> 0 0
<ALLOWANCES> 0 0
<INVENTORY> 0 0
<CURRENT-ASSETS> 0 0
<PP&E> 0 0
<DEPRECIATION> 0 0
<TOTAL-ASSETS> 2,056,080 2,056,080
<CURRENT-LIABILITIES> 1,170 1,170
<BONDS> 0 0
0 0
0 0
<COMMON> 0 0
<OTHER-SE> 2,054,910 2,054,910
<TOTAL-LIABILITY-AND-EQUITY> 2,056,080 2,056,080
<SALES> 2,835 3,717
<TOTAL-REVENUES> 0 0
<CGS> 0 0
<TOTAL-COSTS> 0 0
<OTHER-EXPENSES> 1,556 11,698
<LOSS-PROVISION> 0 0
<INTEREST-EXPENSE> 0 0
<INCOME-PRETAX> 1,279 (7,981)
<INCOME-TAX> 0 0
<INCOME-CONTINUING> 1,279 (7,981)
<DISCONTINUED> 0 0
<EXTRAORDINARY> 0 0
<CHANGES> 0 0
<NET-INCOME> 1,279 (7,981)
<EPS-PRIMARY> 0 0
<EPS-DILUTED> 0 0
</TABLE>
