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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, 1998
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 THREE AND SIX MONTHS ENDED JUNE 30, 1998 AND 1997
INDEX
Financial Statement
Balance Sheets 3
Statements of Operations 4
Statements of Cash Flows 5
Notes to Financial Statements 6
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<TABLE>
COOL SPRINGS, L.P.
(A Limited Partnership)
BALANCE SHEETS
(Unaudited)
<CAPTION>
ASSETS
June 30, December 31,
1998 1997
<S> <C> <C>
CASH $ 408,107 $ 208,395
RESTRICTED CASH 426,093 425,999
LAND AND IMPROVEMENTS
HELD FOR INVESTMENT - 400,000
Total Assets $ 834,200 $1,034,394
========== ==========
LIABILITIES AND PARTNERS' EQUITY
LIABILITIES:
Accounts Payable $ - $ 97,634
Development Payable 200,000 200,000
Total Liabilities 200,000 297,634
PARTNERS' EQUITY:
Limited Partners (6,349 units
outstanding) 608,677 700,468
Special limited partner 25,523 36,292
General partner - -
Total partners' equity 634,200 736,760
Total Liabilities &
Partners' Equity $ 834,200 $ 1,034,394
========== ==========
<FN>
See notes to financial statements.
/TABLE
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<TABLE>
COOL SPRINGS, L.P.
(A Limited Partnership)
STATEMENTS OF OPERATIONS
(Unaudited)
<CAPTION>
Quarter Ending Year-to-Date
Ending
June 30, June 30,<S>
<C> <C> <C> <C>
1998 1997 1998 1997
REVENUES:
Land Sales
Gross Proceeds $ 385,000 $ 278,000 $ 385,000 $6,381,915
Cost of Land Sold (400,000) (172,222) (400,000) (4,592,181)
Closing Costs (37,085) (30,088) (37,085) (473,354)
(Loss) Gain on
Land Sales (52,085) 75,690 (52,085) 1,316,380
Interest Income 10 3,244 6,578 3,377
Total revenues (52,075) 78,934 (45,507) 1,319,757
EXPENSES:
Legal & Accounting 6,537 11,051 19,359 15,001
Property taxes 1,024 - (26,573) 127,448
General&Administration 3,307 3,223 6,333 10,455
Architect &
Engineer Fees 2,300 - 15,814 -
Grounds Maintenance 24,257 - 42,120 -
Total Expenses 37,425 14,274 57,053 152,904
NET (LOSS) INCOME $(89,500) $64,660 $(102,560) $1,166,853
<FN>
See notes to financial statements
</TABLE>
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<TABLE>
COOL SPRINGS, L.P.
(A Limited Partnership)
STATEMENTS OF CASH FLOWS
(Unaudited)
<CAPTION>
Year-to-date
June 30,
1998 1997
<S> <C> <C>
Cash Flows from Operating Activities:
Net (Loss) Income $(102,560) $1,166,853
Adjustments to reconcile Net
(Loss) Income to Net Cash provided by
Operating Activities:
Cost of Land Sold 400,000 4,592,181
Cost of Land & Improvements - (1,724,962)
Decrease in Accounts Payable (97,634) (9,141)
Decrease in Accrued
Property Taxes (94) -
Decrease in Restricted Cash - 324,776
Decrease in Development Payable - (312,187)
Net Cash provided by
Operating Activities 199,712 4,037,520
Cash Flows from Financing Activities
Cash distribution to partners - (3,726,065)
NET INCREASE IN CASH 199,712 311,455
CASH AT JANUARY 1, 208,395 57,166
CASH AT JUNE 30, $ 408,107 $ 368,621
========= =========
<FN>
See notes to financial statements.
/TABLE
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COOL SPRINGS, L.P.
(A Limited Partnership)
NOTES TO FINANCIAL STATEMENTS
For the Three and Six Months Ended June 30, 1998 and 1997
(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, 1997. 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, 1998 may not be
indicative of the results that may be expected for the year
ending December 31, 1998.
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 $6,000 and $7,350 for
the six months ended June 30, 1998 and 1997, respectively.
C. COMPREHENSIVE INCOME
Effective January 1, 1998, the Partnership adopted Statement
of Financial Accounting Standards (SFAS) No. 130, Reporting
Comprehensive Income. SFAS No. 130 establishes standards for
reporting and display of comprehensive income and its
components in a full set of general-purpose financial
statements and requires that all components of comprehensive
income be reported in a financial statement that is displayed
with the same prominence as other financial statements.
Comprehensive income is defined as the change in equity of a
business enterprise, during a period, associated with
transactions and other events and circumstances from non-owner
sources. It includes all changes in equity during a period
except those resulting from investments by owners and
distributions to owners. During the three and six month
periods ended June 30, 1998, and 1997, the Partnership had no
components of comprehensive income. Accordingly,
comprehensive income for each of the periods as the same as
net income(loss).
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Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations
On April 6, 1998, the Registrant sold the remaining land (one
acre) held for grosss proceeds of $385,000. In 1997, the
Registrant sold 31 acres during the first quarter.
Fluctuations in the income statement are mainly due to sales.
The increase in architect and engineering fees and grounds
maintenance is due to costs incurred preparing for the April
6, 1998 sale. The credit balance in property tax is due to an
over accrual of property taxes at December 31, 1997. The 1997
property tax expense is due to roll back taxes which were paid
at the closing of the 31 acres sold during the first quarter
of 1997.
The General Partner continues to monitor the impact of year
2000 issues on our computer systems and applications and has
developed a remediation plan. We expect the cost of upgrading
computers and software to be immaterial to the Registrant.
Financial Condition and Liquidity
As of July 31, 1998, the Registrant had $575,946 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
(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, 1998 By: /s/ Steven D. Ezell
General Partner
By: 222 PARTNERS, INC.
General Partner
Date: August 14, 1998 By: /s/Michael A. Hartley
Secretary/Treasurer
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<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> JUN-30-1998
<CASH> 408107
<SECURITIES> 0
<RECEIVABLES> 0
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0
0
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<TOTAL-LIABILITY-AND-EQUITY> 834200
<SALES> 385000
<TOTAL-REVENUES> (45507)
<CGS> 400000
<TOTAL-COSTS> 437085
<OTHER-EXPENSES> 57053
<LOSS-PROVISION> 0
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<INCOME-PRETAX> (102560)
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<INCOME-CONTINUING> (102560)
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<NET-INCOME> (102560)
<EPS-PRIMARY> (16.15)
<EPS-DILUTED> (16.15)
</TABLE>
