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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: 33-31295
COOL SPRINGS, L.P.
(Exact name of Registrant as specified in its charter)
Tennessee 62-1424812
(State or other jurisdiction of (I.R.S.
Employer
incorporation or organization)
Identification)
One Belle Meade Place,4400 Harding Road,Suite
500,Nashville,TN 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.
COOL SPRINGS, L.P.
(A Tennessee Limited Partnership)
FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED JUNE 30, 1996
INDEX
Financial Statement
Balance Sheet 3
Statement of Operations 4
Statement of Cash Flows 5
Note to Financial Statements 6
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<TABLE>
COOL SPRINGS, L.P.
(A Limited Partnership)
BALANCE SHEET
(Unaudited)
<CAPTION>
ASSETS
June 30, December 31,
1996 1995
<S> <C> <C>
CASH $ 34,871 $ 94,635
LAND HELD FOR INVESTMENT 7,111,512 7,216,339
ESCROW DEPOSITS 559,852 -
LOAN COSTS,less accumulated
amortization of $5,037 in 1995 - 1,007
Total Assets $ 7,706,235 $7,311,981
========== ==========
LIABILITIES AND PARTNERS' EQUITY
LIABILITIES:
Accrued Property Taxes $ - $ 12,382
Accounts Payable 454 221
Payable to related party 9,141 9,141
Accrued Interest - 8,034
Development Payable 544,637 -
Note Payable - 250,000
Total Liabilities 544,232 279,778
PARTNERS' EQUITY 7,152,003 7,032,203
Total Liabilities &
Partners' Equity $7,706,235 $7,311,981
========== ==========
<FN>
See notes to financial statements.
/TABLE
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<TABLE>
COOL SPRINGS, L.P.
(A Limited Partnership)
STATEMENT OF OPERATIONS
(Unaudited)
<CAPTION>
Quarter Ending Year-to-Date
June 30, Ending June 30,
<S> <C> <C> <C> <C>
1996 1995 1996 1995
REVENUES:
Land Sales
Gross Proceeds - - $ 950,000 -
Cost of Land Sold - - (718,337) -
Closing Costs - - (82,559) -
Gain on Sale - - 149,104 -
Interest Income $1,762 $ 200 1,801 200
Total revenue 1,762 200 150,905 200
EXPENSES:
Legal & Accounting 4,740 1,997 15,117 13,897
General & Admin 4,948 4,378 9,996 9,168
Amortization 252 3,295 1,007 6,589
Interest Expense - 4,363 4,985 7,525
Total Expenses 9,940 14,033 31,105 37,179
Net Earnings(Loss) $(8,178) $(13,833) $119,800 (36,979)
<FN>
See notes to financial statements
</TABLE>
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<TABLE>
COOL SPRINGS, L.P.
(A Limited Partnership)
STATEMENT OF CASH FLOWS
(Unaudited)
<CAPTION>
Year-to-date
June 30,
1996 1995
<S> <C> <C>
Cash Flows from Operating Activities:
Net Income (Loss) $ 119,800 $(36,979)
Adjustments to reconcile Net
Income (Loss) to Net Cash used
in Operating Activities:
Amortization 1,007 6,589
Change in Prepaids 551
Change in Accounts Payable 233 (399)
Change in Interest Payable (8,034) 3,366
Decrease in Accrued
Property Taxes (12,382) (12,848)
Increase in Escrow Deposits (559,852) -
Increase in Development Pay 544,637 -
Gain on Sale (149,104) -
Total Adjustments (183,495) (2,741)
Net Cash used in Operating Act. (63,695) (39,720)
Cash Flows from Investing Activities
Proceeds from Land Sale 867,441 -
Cost of Land Improvements (613,510) -
Net Cash provided by
Investing Activities 253,931 -
Cash Flows from Financing Activities
Change of Note Payable (250,000) 150,000
NET CHANGE IN CASH (59,764) 110,280
CASH AT JANUARY 1, 94,635 22,136
CASH AT JUNE 30, 34,871 132,416
========= =========
<FN>
See notes to financial statements.
/TABLE
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<PAGE>6
COOL SPRINGS, L.P.
(A Limited Partnership)
NOTES TO THE 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 ending June 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 property. Landmark Realty Services
Corporation, an affiliate of the General Partner, has been
reimbursed for their costs which totaled $6,900 and $7,600
for June 30, 1996 and 1995, respectively.
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Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations
There have been no sales during the second quarter of
1996. During the first quarter of 1996, the Registrant
sold approximately 4.4 acres for net proceeds of
$867,441. From these proceeds, the General Partner
retired the loan secured in 1994. Also from these
proceeds, $544,637 was retained to fund specific
development.
Overall operations of the Registrant have not
fluctuated significantly except for the reduction in
interest expense and amortization. The decline in both
of these accounts is due to the retirement of the Note
Payable in the first quarter of 1996. Loan costs
related to the Note Payable were being amortized in the
prior periods and the remaining balance was expensed in
the second quarter of 1996.
Financial Condition and Liquidity
As of July 31, 1996, the Registrant had $30,882 in
cash reserves. The General Partners believe that this
amount is sufficient to cover all operating needs of
the Registrant for the next year. Escrow deposits are
sufficient to fund all development costs.
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Part II. Other Information
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
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.
COOL SPRINGS, L.P.
By: 222 C.S., L.P.
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
<CIK> 0000856141
<NAME> COOL SPRINGS, LP
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> JUN-30-1996
<CASH> 34,871
<SECURITIES> 559,852
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 7,111,512
<DEPRECIATION> 0
<TOTAL-ASSETS> 7,706,235
<CURRENT-LIABILITIES> 9,595
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 7,152,003
<TOTAL-LIABILITY-AND-EQUITY> 7,706,235
<SALES> 950,000
<TOTAL-REVENUES> 150,905
<CGS> 718,337
<TOTAL-COSTS> 800,896
<OTHER-EXPENSES> 31,105
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 4,985
<INCOME-PRETAX> 119,800
<INCOME-TAX> 0
<INCOME-CONTINUING> 119,800
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 119,800
<EPS-PRIMARY> 18.86
<EPS-DILUTED> 0
</TABLE>
