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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, 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
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PART 1. FINANCIAL INFORMATION
Item 1. Financial Statements
COOL SPRINGS, L.P.
(A Tennessee Limited Partnership)
FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED JUNE 30, 1999
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,
1999 1998
<S> <C> <C>
CASH $ 264,926 $ 45,187
RESTRICTED CASH 42,705 242,662
Total Assets $ 307,631 $ 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) 253,847 224,726
Special limited partners 3,455 -
General partner 329 -
Total partners' equity 257,631 224,726
Total Liabilities &
Partners' Equity $ 307,631 $ 287,849
========== ==========
<FN>
See accompanying notes to financial statements.
</TABLE>
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<TABLE>
COOL SPRINGS, L.P.
(A Limited Partnership)
STATEMENTS OF OPERATIONS
(Unaudited)
<CAPTION>
THREE MONTHS ENDED SIX MONTHS ENDED
June 30, June 30,
<S> <C> <C> <C> <C>
1999 1998 1999 1998
REVENUES:
Land Sales
Gross Proceeds $ - 385,000 $ - $ 385,000
Cost of Land Sold - (400,000) - (400,000)
Closing Costs - (37,085) - (37,085)
Loss on Sale of land - (52,085) - (52,085)
Interest Income 16 10 5,199 6,578
Total revenues 16 (52,075) 5,199 (45,507)
EXPENSES:
Legal & Accounting 11,875 6,537 21,499 19,359
Property taxes (56,724) 1,024 (55,945) (26,573)
Other operating expense3,000 3,307 6,000 6,333
Architect &
Engineer Fees - 2,300 - 15,814
Grounds Maintenance - 24,257 740 42,120
Total Expenses (41,849) 37,425 (27,706) 57,053
NET (LOSS) INCOME $ 41,865 $(89,500) 32,905 $(102,560)
Net (Loss) Income per limited
partner unit $ 6.59 (14.09) 5.18 (16.15)
<FN>
See accompanying notes to financial statements
</TABLE>
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<TABLE>
COOL SPRINGS, L.P.
(A Limited Partnership)
STATEMENTS OF CASH FLOWS
(Unaudited)
<CAPTION>
SIX MONTHS ENDED
June 30,
1999 1998
<S> <C> <C>
Cash Flows from Operating Activities:
Net Income (Loss) $ 32,905 $ (102,560)
Adjustments to reconcile Net
Income (Loss) to Net Cash provided
by Operating Activities:
Cost of Land Sold - 400,000
Decrease in Accounts Payable (13,123) (97,634)
Decrease in Accrued
Property Taxes - (94)
Decrease in Restricted Cash 199,957 -
Net Cash provided by
Operating Activities 219,739 199,712
NET INCREASE IN CASH 219,739 199,712
CASH AT JANUARY 1, 45,187 208,395
CASH AT JUNE 30, $ 264,926 $ 408,107
========= =========
<FN>
See accompanying 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, 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 six month period ending June 30, 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 partnership's operations.
Compensation earned for these services in the six months ended
June 30 were as follows:
1999 1998
Management fees $6,000 6,000
Accounting fees 2,100 2,200
C. COMPREHENSIVE INCOME
During the three and six month periods ended June 30, 1999,
and 1998, the Partnership had no components of other
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. 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. The credit balance in property tax expense is due to
overexpensing roll back taxes in the prior year. All property
taxes are now paid and no taxes are expected in the future.
Financial Condition and Liquidity
As of July 31, 1999, the Registrant had cash balances of
$109,478. During 1999, the Registrant is working to have all
restricted cash balances released and 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.
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 13, 1999 By: /s/ Steven D. Ezell
General Partner
By: 222 PARTNERS, INC.
General Partner
Date: August 13, 1999 By: /s/Michael A. Hartley
Secretary/Treasurer
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> JUN-30-1999
<CASH> 264,926
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 307,631
<CURRENT-LIABILITIES> 50,000
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 257,631
<TOTAL-LIABILITY-AND-EQUITY> 307,631
<SALES> 0
<TOTAL-REVENUES> 5,199
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> (27,706)
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 32,905
<INCOME-TAX> 0
<INCOME-CONTINUING> 32,905
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 32,905
<EPS-BASIC> 5.18
<EPS-DILUTED> 5.18
</TABLE>
