JONES PROGRAMMING PARTNERS 1-A LTD
10-Q, 1998-11-13
MOTION PICTURE & VIDEO TAPE PRODUCTION
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<PAGE>
 
                                   FORM 10-Q
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

 
(Mark One)
[x]   Quarterly report pursuant to Section 13 or 15(d) of the Securities 
      Exchange Act of 1934
For the quarterly period ended September 30, 1998.
                               ------------------
[ ]   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 0-19075


                     Jones Programming Partners 1-A, Ltd.
- --------------------------------------------------------------------------------
               Exact name of registrant as specified in charter

Colorado                                                             #84-1088820
- --------------------------------------------------------------------------------
State of organization                                      I.R.S. employer I.D.#


   9697 East Mineral Avenue, P.O. Box 3309, Englewood, Colorado  80155-3309
   ------------------------------------------------------------------------
                     Address of principal executive office

                     
                                (303) 792-3111
                         -----------------------------
                         Registrant's telephone number


Indicate by check mark whether the registrant (l) has filed all reports required
to be filed by Section l3 or l5(d) of the Securities Exchange Act of l934 during
the preceding l2 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 the past 90 days.

Yes    X                                                            No 
    -------                                                            -------  

                                       
<PAGE>
 
                      JONES PROGRAMMING PARTNERS 1-A, LTD.
                      ------------------------------------


                                     INDEX
                                     -----
                                        
                                                             Page
                                                            Number
                                                            ------
PART I.  FINANCIAL INFORMATION
 
   Item 1.  Financial Statements
 
       Unaudited Statements of Financial Position
          December 31, 1997 and September 30, 1998              3
 
       Unaudited Statements of Operations
          Three and Nine Months Ended September 30, 1997        4
          and 1998 
 
       Unaudited Statements of Cash Flows
          Nine Months Ended September 30, 1997 and 1998         5
 
       Notes to Unaudited Financial Statements
          September 30, 1998                                  6-7
 
   Item 2.  Management's Discussion and Analysis of
          Financial Condition and Results of Operations      8-11


PART II.  OTHER INFORMATION                                    12

                                       2
<PAGE>
 
                      JONES PROGRAMMING PARTNERS 1-A, LTD.
                      ------------------------------------
                            (A Limited Partnership)

                   UNAUDITED STATEMENTS OF FINANCIAL POSITION
                   ------------------------------------------
<TABLE>
<CAPTION>
                                                                       December 31,    September 30,
                                                                           1997              1998
                                                                       -------------   -------------
<S>                                                                 <C>               <C>
                     ASSETS
                     ------
 
CASH AND CASH EQUIVALENTS                                               $   234,842     $    59,510
 
RECEIVABLES:
  Domestic income receivable                                                  5,000         110,000
  Foreign income receivable                                                 122,528         100,096
 
INVESTMENT IN AND ADVANCES FOR FILM PRODUCTION,
    net of accumulated amortization of $8,810,687 and $8,818,243
    as of December 31, 1997 and September 30, 1998, respectively             76,519          68,963
 
OTHER ASSETS                                                                  3,275           3,275
                                                                        -----------     -----------
 
                     Total assets                                       $   442,164     $   341,844
                                                                        ===========     ===========
 
          LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)
          -------------------------------------------
 
CURRENT LIABILITIES:
  Accounts payable to affiliate                                         $     8,303     $     4,534
  Accrued liabilities                                                         4,539           3,375
                                                                        -----------     -----------
 
                     Total current liabilities                               12,842           7,909
                                                                        -----------     -----------
 
UNEARNED REVENUE                                                             15,556         157,778
                                                                        -----------     -----------
 
PARTNERS' CAPITAL (DEFICIT):
  General partner:
    Contributed capital                                                       1,000           1,000
    Distributions                                                           (40,831)        (42,440)
    Accumulated deficit                                                      (9,997)        (10,764)
                                                                        -----------     -----------
 
                     Total general partner's deficit                        (49,828)        (52,204)
                                                                        -----------     -----------
 
  Limited partners:
    Contributed capital, net of offering costs
      (12,743 units outstanding as of December 31, 1997
      and September 30, 1998)                                             5,459,327       5,459,327
    Distributions                                                        (4,042,214)     (4,201,502)
    Accumulated deficit                                                    (953,519)     (1,029,464)
                                                                        -----------     -----------
 
                     Total limited partners' capital                        463,594         228,361
                                                                        -----------     -----------
 
                     Total partners' capital                                413,766         176,157
                                                                        -----------     ------------
 
                     Total liabilities and partners' capital            $   442,164     $   341,844
                                                                        ===========     ===========
</TABLE>
        The accompanying notes to these unaudited financial statements
         are an integral part of these unaudited financial statements.

                                       3
<PAGE>
 
                      JONES PROGRAMMING PARTNERS 1-A, LTD.
                      ------------------------------------
                            (A Limited Partnership)

                       UNAUDITED STATEMENTS OF OPERATIONS
                       ----------------------------------
<TABLE>
<CAPTION>
                                                    For the Three Months          For the Nine Months
                                                     Ended September 30,           Ended September 30,
                                                    ---------------------         ---------------------
                                                      1997         1998             1997         1998
                                                    --------     --------         --------     --------
<S>                                                 <C>         <C>              <C>          <C> 
GROSS REVENUES                                      $146,264      $10,200         $225,271     $ 28,902
 
COSTS AND EXPENSES:
  Costs of filmed entertainment                       18,921          -             85,489        7,556
  Distribution fees and expenses                      53,572        3,957           91,252       81,736
  Operating, general and administrative expenses      30,993        7,343           72,107       25,153
                                                    --------      -------         --------     --------
 
        Total costs and expenses                     103,486       11,300          248,848      114,445
                                                    --------      -------         --------     --------
 
OPERATING INCOME (LOSS)                               42,778       (1,100)         (23,577)     (85,543)
                                                    --------      -------         --------     --------
 
OTHER INCOME (EXPENSE):
  Interest income                                      2,201        1,016            6,314        8,820
  Other income (expense), net                           (311)         245             (524)          11
                                                    --------      -------         --------     --------
 
        Total other income, net                        1,890       1,261             5,790         8,831
                                                    --------     -------          --------      --------
 
NET INCOME (LOSS)                                   $ 44,668     $   161          $(17,787)      $(76,712)
                                                    ========     =======          ========       ========
 
ALLOCATION OF NET INCOME  (LOSS):
  General Partner                                   $    447     $     2          $   (178)      $   (767)
                                                    ========     =======          ========       ========
 
  Limited Partners                                  $ 44,221     $   159          $(17,609)      $(75,945)
                                                    ========     =======          ========       ========
 
NET INCOME (LOSS) PER
  LIMITED PARTNERSHIP UNIT                          $   3.47     $   .02          $  (1.38)      $  (5.96)
                                                    ========     =======          ========       ========
 
WEIGHTED AVERAGE NUMBER OF LIMITED
  PARTNERSHIP UNITS OUTSTANDING
                                                      12,743      12,743            12,743         12,743
                                                    ========     =======          ========       ========
</TABLE>



         The accompanying notes to the unaudited financial statements
         are an integral part of these unaudited financial statements.

                                       4
<PAGE>
 
                      JONES PROGRAMMING PARTNERS 1-A, LTD.
                      ------------------------------------
                            (A Limited Partnership)

                       UNAUDITED STATEMENTS OF CASH FLOWS
                       ----------------------------------
<TABLE>
<CAPTION>
                                                              For the Nine Months
                                                               Ended September 30,
                                                             ---------------------
                                                               1997        1998
                                                             ---------   ---------
<S>                                                          <C>         <C> 
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net loss                                                   $ (17,787)  $ (76,712)
  Adjustments to reconcile net loss to net cash
     provided by (used in) operating activities:
      Amortization of filmed entertainment costs                85,489       7,556
      Net change in assets and liabilities:
        Decrease (increase) in domestic income receivable       47,573    (105,000)
        Decrease in foreign income receivable                   31,254      22,432
        Decrease in other assets                                 1,092           -
        Net change in amounts due to/from affiliate              4,862      (3,769)
        Decrease in accrued liabilities                         (8,706)     (1,164)
        Increase in unearned revenue                            23,445     142,222
                                                             ---------   ---------
 
          Net cash provided by operating activities            167,222     (14,435)
                                                             ---------   ---------
 
CASH FLOWS FROM FINANCING ACTIVITIES:
  Distributions to partners                                   (160,897)   (160,897)
                                                             ---------   ---------
 
          Net cash used in financing activities               (160,897)   (160,897)
                                                             ---------   ---------
 
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS                 6,325    (175,332)
 
CASH AND CASH EQUIVALENTS, beginning of period                 266,452     234,842
                                                             ---------   ---------
 
CASH AND CASH EQUIVALENTS, end of period                     $ 272,777   $  59,510
                                                             =========   =========
</TABLE>



        The accompanying notes to these unaudited financial statements
         are an integral part of these unaudited financial statements.

                                       5
<PAGE>
 
                      JONES PROGRAMMING PARTNERS 1-A, LTD.
                      ------------------------------------
                            (A LIMITED PARTNERSHIP)

                    NOTES TO UNAUDITED FINANCIAL STATEMENTS
                    ---------------------------------------
                                        
(1)  BASIS OF PRESENTATION
     ---------------------

     This Form 10-Q is being filed in conformity with the SEC requirements for
     unaudited financial statements and does not contain all of the necessary
     footnote disclosures required for a fair presentation of the Statements of
     Financial Position and Statements of Operations and Cash Flows in
     conformity with generally accepted accounting principles.  However, in the
     opinion of management, this data includes all adjustments, consisting only
     of normal recurring accruals, necessary to present fairly the financial
     position of Jones Programming Partners 1-A, Ltd. (the "Partnership") as of
     December 31, 1997 and September 30, 1998 and its results of operations and
     its cash flows for the three and  nine month periods ended September 30,
     1997 and 1998.  Results of operations for these periods are not necessarily
     indicative of results to be expected for the full year.

(2)  TRANSACTIONS WITH AFFILIATED ENTITIES
     -------------------------------------

     The General Partner is entitled to reimbursement from the Partnership for
     its direct and indirect expenses allocable to the operations of the
     Partnership, which shall include, but not be limited to, rent, supplies,
     telephone, travel, legal expenses, accounting expenses, preparation and
     distribution of reports to investors and salaries of any full or part-time
     employees. Because the indirect expenses incurred by the General Partner on
     behalf of the Partnership are immaterial, the General Partner generally
     does not charge indirect expenses to the Partnership. The General Partner
     charged $16,233 and $5,482 to the Partnership for direct expenses for the
     three month periods ended September 30, 1997 and 1998, respectively.  For
     the nine month periods ended September 30, 1997 and 1998, $43,378 and
     $11,871, respectively, were charged to the Partnership for direct expenses.

(3)  INVESTMENT IN AND ADVANCES FOR FILM PRODUCTION
     ----------------------------------------------

     "The Little Kidnappers"
      --------------------- 

     In January 1990, the General Partner, on behalf of the Partnership, entered
     into an agreement with Jones Maple Leaf Productions ("Maple Leaf") to
     produce a full-length feature film for television entitled "The Little
     Kidnappers."  The total film cost was approximately $3,200,000.  Of this
     amount, the Partnership invested approximately $2,794,000, which included a
     production and overhead fee of $300,000 paid to the General Partner.  As of
     September 30, 1998, the Partnership's net investment in the film, after
     consideration of amortization, was $6,161.  From inception to September 30,
     1998, the Partnership has recognized approximately $2,993,000 of revenue
     from this film, which includes the initial license fees of approximately
     $1,365,000 from The Disney Channel and the Canadian Broadcasting
     Corporation, which were used to finance the film's production.  The
     Partnership plans to recover its remaining net investment of $6,161 from
     net revenues generated in remaining worldwide television and home video
     markets from direct distribution efforts to be made on behalf of the
     Partnership by the General Partner and by nonaffiliated distributors or
     from sale of the Partnership's interests in the film.

     "THE STORY LADY"
      -------------- 

     In April 1991, the General Partner, on behalf of the Partnership, entered
     into an agreement with NBC Productions, Inc. ("NBC") for the production of
     a full-length, made-for-television film entitled "The Story Lady."  The
     total cost of the film was approximately $4,300,000.  Of this amount, the
     Partnership invested approximately $1,183,000 in return for world wide
     distribution rights to this film, excluding United States and Canadian
     broadcast television rights.  Included in the total amount invested is a
     production and overhead fee of $120,000 paid to the General Partner.  In
     December 1995, the Partnership fully recovered its remaining net investment
     in the film.  From inception to September 30, 1998, the Partnership has
     recognized approximately $2,147,000 of revenue from this film.  As of
     September 30, 1998, the Partnership had outstanding receivables from the
     film's domestic and international distributors and licensees totaling
     $210,096, of which $5,000 was received by the Partnership in October 1998.
     The Partnership anticipates payment of the remaining $205,096 over the next
     three to twenty-four months as collected by distributors.

     "Curacao"
      ------- 

     In October 1992, the General Partner, on behalf of the Partnership, entered
     into an agreement with Showtime Networks, Inc. ("Showtime") for the
     production of a full-length, made-for-television film entitled "Curacao."
     The total production 

                                       6
<PAGE>
 
     cost of the film incurred by the Partnership was approximately $4,410,000.
     In addition to the costs of production, the Partnership paid the General
     Partner $500,000 as a production and overhead fee for services rendered in
     connection with arranging the Showtime pre-sale and supervising production
     of this picture. From inception to September 30, 1998, the Partnership has
     recognized approximately $4,032,000 of revenue from this film, which
     included the initial license fee and home video advance from Showtime of
     $2,650,000, which was used to finance the film's production. As of
     September 30, 1998, the Partnership's net investment in the film, after
     consideration of amortization was $62,802. The Partnership plans to recover
     its remaining net investment in this film from the net revenues generated
     from remaining international and domestic television markets or from sale
     of the Partnership's interest in the film.

 

                                       7
<PAGE>
 
                      JONES PROGRAMMING PARTNERS 1-A, LTD.
                      ------------------------------------
                            (A Limited Partnership)

                    MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                    ----------------------------------------

                 FINANCIAL CONDITION AND RESULTS OF OPERATIONS
                 ---------------------------------------------

                              FINANCIAL CONDITION
                              -------------------
                                        
Liquidity and Capital Resources
- -------------------------------

The Partnership's principal sources of liquidity are cash on hand and amounts
received from the domestic and international distribution of the Partnership's
programming.  The Partnership had $59,510 in cash as of September 30, 1998.  It
is not anticipated that the Partnership will invest in any additional
programming projects, but instead will focus on the distribution and/or sale of
its existing programming projects.  The Partnership had outstanding amounts
receivable from unaffiliated distributors totaling approximately $210,000 as of
September 30, 1998.  The domestic income receivable of approximately $110,000
will be paid to the Partnership over the next fourteen months.  The foreign
income receivable of approximately $100,000 will be paid to the Partnership over
the next three to twenty-four months as collected by distributors.

Given the near completion of the second cycle distribution of the Partnership's
programming, as previously announced, regular quarterly distributions were
suspended beginning with the quarter ended March 31, 1997.  However, upon
further evaluation by the General Partner of the cash reserves and cash
operating needs of the Partnership, an additional quarterly cash flow
distribution totaling $160,897 was declared for the quarter ending March 31,
1998 and paid in May 1998.  The Partnership will retain a certain level of
working capital, including any necessary reserves, to fund its operating
activities.  It is anticipated that any future distributions will only be made
from proceeds received from the sale of the Partnership's assets.

The General Partner, on behalf of the Partnership, is currently involved in
efforts to sell the Partnership's interests in its programming projects.
Estimates of value obtained from independent consulting firms in late 1996 and
early 1997 are being used by the General Partner in planning sales.  There can
be no assurance that the ultimate negotiated sales prices of the programming
projects sold to unaffiliated parties will be at least equal to the films'
estimated fair market value.  If the General Partner or one of its affiliates
exercises its right to purchase a programming project, however, the sales price
for such a transaction will be at least equal to the average of three
independent appraisals of the programming project's fair market value.  Any sale
of all or substantially all of the Partnership's assets will be subject to the
approval of the Partnership's limited partners prior to closing of the sale.

The General Partner cannot predict at this time when or at what price the
Partnership's interests in its programming projects ultimately will be sold.
However, any direct costs incurred by the General Partner on behalf of the
Partnership in soliciting and arranging for the sale of the Partnership's
programming projects will be charged to the Partnership.  It is anticipated that
proceeds from the sale of the Partnership's interests in its programming will be
distributed to the partners upon such sale.  Based on the independent estimates
of value obtained for the Partnership's programming projects, it now appears
likely that the projects together with all prior distributions paid to the
limited partners will not be sufficient to return to the limited partners 100%
of their initial capital contributions made to the Partnership.

The General Partner believes that the Partnership has, and will continue to
have, sufficient liquidity to fund its operations and to meet its obligations so
long as quarterly distributions are suspended.  Cash flow from operating
activities will be generated primarily from the Partnership's programming
projects as follows:

"The Little Kidnappers"
 --------------------- 

During 1990, the Partnership invested approximately $2,794,000 in a film
entitled "The Little Kidnappers."  The Partnership advanced funds as production
advances to Maple Leaf to complete the film.  In return for such production
advances, the Partnership received all distribution rights in perpetuity in all
markets except Canada.  The General Partner, on behalf of the Partnership,
licensed the film to The Disney Channel and Maple Leaf licensed the film to the
Canadian Broadcasting Corporation.  Aggregate license fees of approximately
$1,365,000 were received from these licensees.  The original Disney Channel
license expired in September 1993.  The General Partner subsequently relicensed
the film to The Disney Channel for an additional license period of five years
beginning January 1, 1994 for an additional fee of $300,000, which had been
received by the Partnership as of September 30, 1998. The Canadian Broadcasting
Corporation license expired in the second quarter of 1994 and was not renewed.

In April 1991, the General Partner, on behalf of the Partnership, entered into a
distribution agreement with an unaffiliated party granting rights to distribute
"The Little Kidnappers" in the non-theatrical domestic markets for a period not
to exceed seven years.   

                                       8
<PAGE>
 
Non-theatrical markets include 16mm sales and rentals, in-flight, oil rigs,
ships at sea, military installations, libraries, restaurants, hotels, motels or
other institutional or commercial enterprises. As of September 30, 1998, gross
sales made under this arrangement totaled $94,190, of which $23,548 was retained
by the distributor for its fees.

In July 1991, the General Partner, on behalf of the Partnership, entered into an
agreement with an unaffiliated party granting the rights to distribute "The
Little Kidnappers" in the domestic home video market for a period not to exceed
five years.  Under this agreement, the Partnership received a minimum guarantee
of $500,000, of which $100,000 was received upon delivery of the film in October
1991.  The Partnership discounted the remaining $400,000 at an imputed interest
rate of 8%, which created a discount of $79,157.  The Partnership received
$50,000 in October 1992, $75,000 in October 1993, $75,000 in October 1994 and
the remaining $200,000 in October 1995.  The Partnership does not expect to
receive any additional proceeds under this agreement.

In the third quarter of 1990, the General Partner, on behalf of the Partnership,
entered into a distribution agreement with an unaffiliated party, granting the
rights to distribute "The Little Kidnappers" in international television and
international home video markets for a period of five years.  This agreement
expired in October 1995.  As of September 30, 1998, international gross sales
made under the distribution agreement totaled $1,165,070, of which $363,753 was
retained by the distributor for its fees and marketing costs.

The international distribution rights for "The Little Kidnappers" are now being
handled by the General Partner on behalf of the Partnership.  The General
Partner will generally earn a distribution fee equal to 25 percent of gross
international sales and will recover  its actual distribution and marketing
costs incurred, with remaining net revenues to be paid to the Partnership.  In
December 1996, the General Partner, acting on behalf of the Partnership, entered
into a distribution agreement with an unaffiliated party, granting the rights to
distribute "The Little Kidnappers" in various international television markets,
including France, the United Kingdom, Scandinavia, Africa and the Middle East,
for license periods of five to six years and a license fee of $35,000.  The
General Partner will not earn a distribution fee relating to this agreement.  As
the license periods under this agreement vary by territory, $27,222 in revenue
from this agreement has been recognized by the Partnership as of September 30,
1998.  The remaining $7,778 will be recognized by the Partnership over the next
six to twelve months.

In May 1997, the General Partner, acting on behalf on the Partnership, entered
into a five year licensing agreement with an unaffiliated third party, granting
the rights to distribute "The Little Kidnappers" in the North American home
video market.  Under this agreement, the Partnership is entitled to a $20,000
license fee which has been received by the Partnership as of September 30, 1998.
In addition to the initial license fee, the Partnership will also be entitled to
a home video royalty of 10 to 20 percent of net retail sale proceeds earned by
the licensee, with the royalty percentage dependent on the per video unit sales
price obtained.  As of September 30, 1998, the Partnership had recognized
$20,000 in revenue under this agreement.

The Partnership anticipates that it will recover its remaining net investment in
this film of $6,161 from net revenues to be generated in remaining worldwide
television and home video markets by direct distribution efforts to be made on
behalf of the Partnership by the General Partner and other non-affiliated
distributors or from sale of the Partnership's interests in the film.

"The Story Lady"
 -------------- 

In 1991, the General Partner, on behalf of the Partnership, entered into an
agreement with NBC Productions, Inc. ("NBC") for the production of a full-
length, made-for-television film entitled "The Story Lady."  The total cost of
the film was approximately $4,300,000, and the Partnership invested its share of
approximately $1,183,000 in return for all distribution rights to this film
after the contractual airings on the NBC television network, which have been
completed.

In 1992, the General Partner, on behalf of the Partnership, entered into a
distribution agreement with an unaffiliated party, granting rights to distribute
"The Story Lady" in the non-theatrical domestic markets.  As of September 30,
1998, gross sales made under this arrangement totaled $300,969, of which $75,241
was retained by the distributor for its fees.  The remaining $225,728 has been
received by the Partnership. The General Partner, on behalf of the Partnership,
entered into an agreement with The Disney Channel, granting The Disney Channel
exclusive domestic television rights to the film for one year, from September
1994 until September 1995, for a license fee of $40,000.  Of this license fee,
$26,667 was received in July 1994, with the remaining balance of $13,333
received in April 1995.  In addition, the film was distributed in the domestic
home video market by the General Partner and a third party consultant beginning
in the second quarter of 1994.  As of September 30, 1998, net sale proceeds
under this arrangement totaled $99,312, which were applied towards the General
Partner's recoupment of its distribution costs.  As the General Partner has
fully recovered its remaining distribution costs, any additional sales, net of
fees, will flow to the Partnership.  However, the Partnership does not expect to
receive any additional proceeds under this agreement.

On behalf of the Partnership, the General Partner has sub-licensed under the NBC
agreement international television and home video distribution rights to a
distribution affiliate of NBC for approximately eight years.  As of September
30, 1997, international gross sales totaled $1,463,799, of which $431,552 was
retained by the distributor for its fees and marketing costs, with the 

                                       9
<PAGE>
 
remaining $1,032,247 due to the Partnership. As of September 30, 1998, the
Partnership had received $931,437 of such amounts. The remaining $100,810 will
be paid to the Partnership over the next three to twenty-four months as
collected by the distributor.

In October 1995, the General Partner, on behalf of the Partnership, entered into
a license agreement with an unaffiliated party, granting rights to distribute
"The Story Lady" in the domestic home video market through direct, non-retail
sales for a license fee of $200,000.  Under the original terms of the three year
agreement, the Partnership was entitled to $50,000 upon execution of the
agreement, and $10,000 per month for fifteen consecutive months.  Of this
license fee, $50,000 was received by the General Partner in November 1995, of
which $21,341 was retained by the General Partner to be applied towards
recoupment of its remaining distribution costs incurred on behalf of the
Partnership for "The Story Lady."  The remaining $28,659 was remitted to the
Partnership.  As of September 30, 1998, the Partnership had received monthly
license fee payments in total for the remaining $150,000.  In June 1998, the
General Partner agreed to extend this distribution agreement to the unaffiliated
third party for an additional three years.  The distribution agreement extension
requires a fee of $150,000 for the renewal period to be paid in 15 equal monthly
installments.  As of September 30, 1998, the Partnership has received $40,000
toward the distribution agreement extension.  The remaining $110,000 will be
paid to the Partnership over the next eleven months.

In December 1996, the General Partner, on behalf of the Partnership, entered
into an agreement with Lifetime Television ("Lifetime"), granting rights to
distribute "The Story Lady" in the domestic cable and satellite television
markets for a period of one and a half years commencing in July 1997.  In
accordance with the terms of the agreement, the Partnership is entitled to a
$75,000 license fee, of which $50,000 was received in two equal payments in
January 1997 and August 1997.  The remaining $25,000 was paid to the Partnership
in July 1998.

In May 1997, the General Partner, acting on behalf of the Partnership, entered
into a five year licensing agreement with an unaffiliated third party, granting
the rights to distribute "The Story Lady" in the North American home video
market.  Under this agreement, the Partnership is entitled to a $20,000 license
fee which has been received by the Partnership as of September 30, 1998.  In
addition to the initial license fee, the Partnership will also be entitled to a
home video royalty of 10 to 20 percent of net retail sale proceeds earned by the
licensee, with the royalty percentage dependent on the per video unit sales
price obtained.  As of September 30, 1998, the Partnership has recognized
$30,505 in revenue under this agreement.

The Partnership has fully recovered its net investment in this film.

"Curacao"
 ------- 

In October 1992, the General Partner, on behalf of the Partnership, entered into
an agreement with Showtime Networks, Inc. ("Showtime") for the production of a
full-length, made-for-television film entitled "Curacao."  The total cost of the
film was approximately $4,410,000.  In addition to the costs of production, the
Partnership paid the General Partner $500,000 as a production and overhead fee
for services rendered in connection with arranging the Showtime pre-sale and
supervising production of this picture.

The Partnership has received license fees and a home video advance totaling
$2,650,000 from Showtime in return for granting Showtime a pay television
license through 1997 and the right to market domestic home video rights for
seven years.  Home video revenues in excess of $875,000 will be shared 50/50
between the Partnership and Showtime until Showtime has received $1,875,000,
after which the Partnership will receive all of the home video revenues.  It is
unlikely that the Partnership will receive any additional revenues beyond the
original Showtime advance from the domestic home video distribution of
"Curacao."

In May 1993, the General Partner, on behalf of the Partnership, entered into a
distribution agreement with an unaffiliated party, granting rights to distribute
"Curacao" in the non-theatrical domestic markets.  As of September 30, 1998,
gross sales made under this arrangement totaled $117,358, of which $29,340 was
retained by the distributor for its fees and $88,018 was received by the
Partnership.

The Partnership has contracted with an unaffiliated international sales agent to
market theatrical, home video, and television rights outside the United States
and Canada for a period of five years.  The General Partner approved an
agreement negotiated by the international sales agent with an unaffiliated party
to market international theatrical and home video rights for a period of ten
years.  The terms of such agreement provide for an advance payment of $950,000
against international theatrical and home video revenues.  The payment has been
received by the Partnership net of distribution fees and expenses retained by
the distributor.  No international theatrical or home video overages are
expected to be received for the remaining term of the agreement.  International
television sales continue and are remitted to the Partnership, net of
distribution fees and expenses, as collected by the distributor. As of September
30, 1998, the Partnership had recorded international gross revenues of
$1,245,075, of which $355,733 was retained by the distributor for its fees and
marketing costs.  The Partnership had received the remaining $889,342 as of
September 30, 1998.

                                       10
<PAGE>
 
During the third quarter of 1995, the General Partner reassessed the anticipated
total gross revenue remaining from the distribution of "Curacao" in available
international and domestic television markets.  Based on revised television
sales projections by unexploited territory, a reduction was made to the
Partnership's estimate of total gross revenue to be recognized from the future
distribution of the film.  Accordingly, based on the reduced revenue projections
for the film (primarily in international television revenues), a determination
was made by the General Partner that the Partnership's net investment in
"Curacao" of $1,076,664 exceeded the film's estimated net realizable value of
$832,500 as of September 30, 1995.  As a result, a loss from write-down of film
production cost $244,164 was incurred to write-down the unamortized cost of the
film to its estimated net realizable value as of September 30, 1995.

Likewise, in the third quarter of 1996, the General Partner again reassessed the
anticipated gross revenue remaining from the distribution of "Curacao" based on
revised estimated television sales projections and actual results of the film's
distribution in comparison to the film's prior projections.  A determination was
made by the General Partner that the Partnership's net investment in "Curacao"
of $756,744 exceeded the film's estimated net realizable value of $100,000 as of
September 30, 1996, resulting in a write-down of $656,744.  The film's estimated
net realizable value was calculated based on an estimate of anticipated revenues
remaining over the life of the film from international and domestic television
distribution, net of estimated distribution fees and costs, as of September 30,
1996.

These revenue projections were estimated by the General Partner and the film's
distributor based on the film's prior distribution history, the remaining
international and domestic territories available to the film for future
television distribution, and the General Partner's and the distributor's
previous distribution experience with other films.  As of September 30, 1998,
the Partnership's net investment in the film, after consideration of
amortization and the write-downs discussed above, was $62,802.  The Partnership
plans to recover its remaining net investment in this film of $62,802 from the
net revenues generated from remaining international and domestic television
markets or from the sale of the Partnership's interests in the film.

                             RESULTS OF OPERATIONS
                             ---------------------

Revenues of the Partnership decreased $136,064, from $146,264 to $10,200 for the
three months ended September 30, 1997 and 1998, respectively.  Revenues of the
Partnership decreased $196,369, from $225,271 to $28,902 for the nine months
ended September 30 1997 and 1998, respectively.  These decreases were due
primarily to a decrease in the international and domestic sales of all of the
Partnership films.  Revenue for "Curacao" decreased $0 and $19,157 for the three
and nine months ended September 30, 1998, as compared to the same periods of
1997. Revenue for "The Little Kidnappers" decreased $20,313 and $63,100 for the
three and nine months ended September 30, 1998, respectively as compared to the
same periods of 1997. Revenue for "The Story Lady" decreased $115,751 and
$114,112 for the three and nine months ended September 30, 1998, respectively as
compared to the same periods of 1997.

Filmed entertainment costs decreased $18,921, to $0 for the three months ended
September 30, 1997 and 1998, respectively.  Filmed entertainment costs decreased
$77,933, from $85,489 to $7,556 for the nine months ended September 30, 1997 and
1998, respectively.  This decrease was the result of decreased film revenues as
discussed above.  Filmed entertainment costs are amortized over the life of the
film in the ratio that current gross revenues bear to anticipated total gross
revenues.

Distribution fees and expenses decreased $49,615, from $53,572 to $3,957 for the
three months ended September 30, 1997 and 1998, respectively.  Distribution fees
and expenses decreased $9,516, from $91,252 to $81,736 for the nine months ended
September 30, 1997 and 1998, respectively.  The decrease for the three and nine
month periods resulted primarily from decreased costs associated with
international and domestic sales of "The Little Kidnappers" and "The Story
Lady".  These distribution fees and expenses relate to the compensation due and
costs incurred by distributors in connection with selling the Partnership's
programming in the domestic and international markets.  The timing and amount of
distribution fees and expenses vary depending upon the individual market in
which programming is distributed.

Operating, general and administrative expenses decreased $23,650, from $30,993
to $7,343 for the three months ended September 30, 1997 and 1998, respectively.
Operating, general and administrative expenses decreased $46,954, from $72,107
to $25,153 for the nine months ended September 30, 1997 and 1998, respectively.
This decrease was due primarily to a decrease in the direct costs allocable to
the operations of the Partnership that were charged to the Partnership by the
General Partner and its affiliates during the three and nine months ended
September 30, 1998 as compared to the same period in 1997.  This decrease in
direct costs allocable to the Partnership's operations resulted mainly from the
decrease in General Partner personnel expenses and the decrease in direct time
spent by the affiliates of the General Partner on the accounting and legal
functions of the Partnership.

                                       11
<PAGE>
 
Interest income decreased $1,185, from $2,201 to $1,016 for the three months
ended September 30, 1997 and 1998, respectively. Interest income increased
$2,506, from $6,314 to $8,820 for the nine months ended September 30, 1997 and
1998, respectively. This decrease for the three months ended September 30,1998
in interest income was the result of lower average levels of invested cash
balances as compared to the similar period in 1997. The increase in the nine
month period was the result of higher average balances, but at declining levels
as indicated by the current three month period of 1998, as compared to the same
period in 1997.

                                       12
<PAGE>
 
                          Part II - OTHER INFORMATION

Item 6.  Exhibits and Reports on Form 8-K.

         a)  Exhibits

             27)  Financial Data Schedule

         b)  Reports on Form 8-K

             None

                                       13
<PAGE>
 
                                   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.

                                      JONES PROGRAMMING PARTNERS 1-A, LTD.
                                      BY:  JONES ENTERTAINMENT GROUP, LTD.
                                           General Partner

                                      By:  /s/ Steven W. Gampp
                                           -------------------------------
                                           Steven W. Gampp
                                           Vice President/Finance and Treasurer
                                           (Principal Financial Officer)

Dated: November 13, 1998

                                       14

<TABLE> <S> <C>

<PAGE>
<ARTICLE> 5
       
<S>                                        <C>
<PERIOD-TYPE>                              9-MOS
<FISCAL-YEAR-END>                          DEC-31-1998
<PERIOD-START>                             JAN-01-1998
<PERIOD-END>                               SEP-30-1998
<CASH>                                          59,510
<SECURITIES>                                         0
<RECEIVABLES>                                  210,096
<ALLOWANCES>                                         0
<INVENTORY>                                          0
<CURRENT-ASSETS>                                     0
<PP&E>                                               0
<DEPRECIATION>                                       0
<TOTAL-ASSETS>                                 341,844
<CURRENT-LIABILITIES>                            7,909
<BONDS>                                              0
                                0
                                          0
<COMMON>                                             0
<OTHER-SE>                                     176,157
<TOTAL-LIABILITY-AND-EQUITY>                   341,844
<SALES>                                              0
<TOTAL-REVENUES>                                28,902
<CGS>                                                0
<TOTAL-COSTS>                                (114,445)
<OTHER-EXPENSES>                                    11
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                               8,820
<INCOME-PRETAX>                               (76,712)
<INCOME-TAX>                                         0
<INCOME-CONTINUING>                           (76,712)
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                  (76,712)
<EPS-PRIMARY>                                   (5.96)
<EPS-DILUTED>                                   (5.96)
        

</TABLE>


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