<PAGE>1
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 March 31, 1999
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<PAGE>
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PART 1. FINANCIAL INFORMATION
Item 1. Financial Statements
COOL SPRINGS, L.P.
(A Tennessee Limited Partnership)
FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED MARCH 31, 1999 AND 1998
INDEX
Financial Statements
Balance Sheets 3
Statements of Operations 4
Statements of Cash Flows 5
Notes to Financial Statements 6
<PAGE>
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<TABLE>
COOL SPRINGS, L.P.
(A Limited Partnership)
BALANCE SHEETS
(Unaudited)
<CAPTION>
ASSETS
March 31, December 31,
1999 1998
<S> <C> <C>
CASH $ 223,078 $ 45,187
RESTRICTED CASH 42,688 242,662
Total Assets $ 265,766 $ 287,849
========== ==========
LIABILITIES AND PARTNERS' EQUITY
LIABILITIES:
Accounts Payable and
Accrued Expenses $ 50,000 63,123
Total Liabilities 50,000 63,123
PARTNERS' EQUITY:
Limited partners (6,349 units
outstanding) 215,766 224,726
Special Limited Partners - -
General partner - -
Total Partners' equity 215,766 224,726
Total Liabilities &
Partners' Equity $ 265,766 $ 287,849
========== ==========
<FN>
See accompanying notes to financial statements.
/TABLE
<PAGE>
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<TABLE>
COOL SPRINGS, L.P.
(A Limited Partnership)
STATEMENTS OF OPERATIONS
(Unaudited)
<CAPTION>
Three months ended
March 31,
1999 1998
<S> <C> <C>
REVENUES:
Interest $ 5,183 6,568
Total Revenues 5,183 6,568
EXPENSES:
Architect & Engineer Fees - 13,514
Grounds Maintenance 740 17,862
Property Taxes 779 (27,597)
Legal & Accounting 9,624 12,822
General & Administrative - 27
Other Operating Expenses 3,000 3,000
Total Expenses 14,143 19,628
NET LOSS $ (8,960) $ (13,060)
<FN>
See accompanying notes to financial statements
/TABLE
<PAGE>
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<TABLE>
COOL SPRINGS, L.P.
(A Limited Partnership)
STATEMENTS OF CASH FLOWS
(Unaudited)
<CAPTION>
Three months ended
March 31,
1999 1998
<S> <C> <C>
Cash Flows from Operating Activities:
Net Loss $ (8,960) (13,060)
Adjustments to reconcile Net
Loss to Net Cash provided (used)
in Operating Activities:
Decrease in Accounts Payable
and Accrued Expenses (13,123) (93,149)
Decrease (increase) in
Restricted Cash 199,974 (84)
Net Cash provided (used) in
Operating Activities 177,891 (106,293)
NET INCREASE (DECREASE)
IN CASH 177,891 (106,293)
CASH AT JANUARY 1, 45,187 208,395
CASH AT MARCH 31, $ 223,078 $ 102,102
========= =========
<FN>
See accompanying notes to financial statements.
/TABLE
<PAGE>
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COOL SPRINGS, L.P.
(A Limited Partnership)
NOTES TO FINANCIAL STATEMENTS
For the Three Months Ended March 31, 1999 and 1998
(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, 1998. 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 three month period ending March 31, 1999 may not be
indicative of the results that may be expected for the year
ending December 31, 1999.
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 $3,000 and $3,000 for
the three months ended March 31, 1999 and 1998, respectively.
C. COMPREHENSIVE INCOME
During the three month periods ended March 31, 1999, and 1998,
the Partnership had no components of other comprehensive
income. Accordingly, comprehensive income for each of the
periods was the same as net loss.<PAGE>
<PAGE>7
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. In 1999, the Registrant is in the process of dissolving the
partnership.
Operations of the Registrant are minimal. The majority of expenses
related to owning land were eliminated in 1999 with the final land
sale in 1998.
Financial Condition and Liquidity
As of April 30, 1999, the Registrant had cash balances of
$258,636. During 1999, the Registrant will satisfy all payables,
distribute the remaining cash, and dissolve the partnership. The
current cash balance is sufficient to maintain the partnership
until the partnership can be dissolved.
Year 2000
Due to the limited remaining life of the Registrant, the General
Partner does not expect the year 2000 issues to affect the
Registrants computer systems and applications.<PAGE>
Part II. Other Information
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
Exhibit 27 - Financial Data Schedule for the
First Quarter of 1999
(b) No 8-K's have been filed during this quarter.
<PAGE>
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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: May 15, 1999 By: /s/ Steven D. Ezell
General Partner
By: 222 PARTNERS, INC.
General Partner
Date: May 15, 1999 By: /s/Michael A. Hartley
Secretary/Treasurer
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-END> MAR-31-1999
<CASH> 223,078
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 265,766
<CURRENT-LIABILITIES> 50,000
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 215,766
<TOTAL-LIABILITY-AND-EQUITY> 265,766
<SALES> 0
<TOTAL-REVENUES> 5,183
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 14,143
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (8,960)
<INCOME-TAX> 0
<INCOME-CONTINUING> (8,960)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (8,960)
<EPS-PRIMARY> (1.41)
<EPS-DILUTED> (1.41)
</TABLE>
