Form 1O-Q SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Quarterly Report Under Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarter Ended September 30, 2000 Commission File No. 0-1392 Central Coal & Coke Corporation and Subsidiaries Incorporated in State of Delaware IRS Number: 44-0195290 127 West 10th Street, Room 666 Kansas City, Missouri 64105 Phone: 816-842-2430 Common stock outstanding as of September 30, 2000 $1 par value; 253,707 shares The Registrant (l) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding twelve months, and (2) has been subject to such filing requirements for the past ninety days. Yes [X] No [ ] CENTRAL COAL & COKE CORPORATION AND SUBSIDIARIES KANSAS CITY, MISSOURI TABLE OF CONTENTS PART I - FINANCIAL INFORMATION Item 1. Financial Statements: Consolidated Balance Sheets - September 30, 2000 and December 31, 1999 Consolidated Statements of Earnings and Retained Earnings - Nine and three months ended September 30, 2000 and 1999 Consolidated Statements of Comprehensive Income - Nine and three months ended September 30, 2000 and 1999 Consolidated Statements of Cash Flows - Nine months ended September 30, 2000 and 1999 Notes to Consolidated Financial Statements Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Item 3. Quantitative and Qualitative Disclosures About Market Risk PART II - OTHER INFORMATION Item 1. Legal Proceedings Item 2. Changes in Securities Item 3. Defaults Upon Senior Securities Item 4. Submission of Matters to a Vote of Security Holders Item 5. Other Information Item 6. Exhibits and Reports on Form 8-K SIGNATURES PART I - FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS CENTRAL COAL & COKE CORPORATION AND SUBSIDIARIES KANSAS CITY, MISSOURI Consolidated Balance Sheets September 30, 2000 and December 31, 1999 (amounts in unit dollars) ASSETS 2000 1999 __________ __________ (Unaudited) Current assets: Cash and cash equivalents $ 2,075,400 1,894,021 Accounts receivable - 22,500 Securities maturing within one year, at amortized cost (note 2) 3,946,730 7,469,944 Notes receivable, current 16,052 15,402 Other 16,349 10,343 __________ __________ Total current assets 6,054,531 9,431,710 Equity securities, at fair value (note 2) 2,917,899 1,648,832 Notes receivable, noncurrent 87,799 100,007 Other Investments 100,002 - Coal deposits, real estate, equipment, and leasehold improvements: Coal deposits 1,602,882 1,602,882 Mineral rights 39,988 39,988 Surface land 25,581 25,620 Equipment and leasehold improvements 1,303 1,303 __________ __________ 1,669,754 1,669,793 Less accumulated depletion, depreciation, and amortization 579,401 578,225 __________ __________ Net coal deposits, real estate, equipment, and leasehold improvements 1,090,353 1,091,568 __________ __________ Total assets $ 10,250,584 12,272,117 LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable and accrued expenses $ 23,281 26,062 Federal and state income taxes 175,155 42,011 __________ __________ Total current liabilities 198,436 68,073 Deferred income taxes 627,148 408,445 Stockholders' equity: Common stock of $1 par value; 500,000 shares authorized, 376,688 shares issued 376,688 376,688 Additional capital 1,631,200 1,631,200 Retained earnings 10,334,899 9,799,931 __________ __________ 12,342,787 11,807,819 Less cost of 122,981 shares in 2000 and 23,905 in 1999 held in treasury (4,027,895) (716,166) Accumulated other comprehensive income, net of deferred taxes of $597,752 at September 30, 2000 and $379,049 at December 31, 1999 1,110,108 703,946 __________ __________ Total stockholders' equity 9,425,000 11,759,599 __________ __________ Total liabilities and stockholders' equity $ 10,250,584 12,272,117 <FN> See accompanying notes to consolidated financial statements. CENTRAL COAL & COKE CORPORATION AND SUBSIDIARIES KANSAS CITY, MISSOURI Consolidated Statements of Earnings and Retained Earnings Nine months ended September 30, 2000 and 1999 and three months ended September 30, 2000 and 1999 (Unaudited) (amounts in unit dollars) Nine months ended Three months ended September 30, September 30, 2000 1999 2000 1999 _________ _________ _________ _________ Operating revenue: Coal royalties $ 49,127 50,551 23,684 23,242 Oil and gas royalties 425,013 249,475 153,347 117,457 Oil and other mineral lease rentals and bonuses 43,782 99,152 31,612 34,876 _________ _________ _________ _________ Total operating revenue 517,922 399,178 208,643 175,575 General and administrative expenses 398,219 485,876 121,030 181,768 Operating income (loss) 119,703 (86,698) 87,613 (6,193) Nonoperating income: Investment income (note 2) 908,519 417,904 474,621 197,564 Gain on sales of real estate 3,385 24,207 - 24,207 Other 601 54 44 9 _________ _________ _________ _________ Total nonoperating income 912,505 442,165 474,665 221,780 Earnings from continuing operations before income taxes 1,032,208 335,467 562,278 215,587 Income taxes 369,464 120,500 208,735 76,021 _________ _________ _________ _________ Net earnings 662,744 234,967 353,543 139,566 Retained earnings at beginning of period 9,799,931 9,591,919 9,981,356 9,510,121 Deduct cash dividends declared of $.50 per share in 2000 and 1999 (127,776) (177,199) 0 0 _________ _________ _________ _________ Retained earnings at end of period $10,334,899 9,649,687 10,334,899 9,649,687 Earnings per share- basic and diluted $ 2.38 0.66 1.39 0.39 Weighted average number of shares of common stock outstanding 278,341 354,874 255,157 354,398 <FN> See accompanying notes to consolidated financial statements. CENTRAL COAL & COKE CORPORATION AND SUBSIDIARIES KANSAS CITY, MISSOURI Consolidated Statements of Comprehensive Income (Unaudited) Nine months ended September 30, 2000 and 1999 three months ended September 30, 2000 and 1999 (amounts in unit dollars) Nine months ended Three months ended September 30, September 30, 2000 1999 2000 1999 _________ _________ _________ _________ Net earnings $ 662,744 234,967 353,543 139,566 _________ _________ _________ _________ Other comprehensive income: Realized gains and unrealized appreciation on investments 1,238,193 346,849 (288,391) (94,945) Income taxes (433,367) (121,398) 100,397 35,230 _________ _________ _________ _________ Realized gains and unrealized appreciation on investments, net 804,826 255,451 (187,994) (59,715) Less: Realized investment gains included in net earnings (613,328) (91,213) (383,050) (84,857) Income taxes 214,665 31,925 134,067 27,700 _________ _________ _________ _________ (398,663) (59,288) (248,983) (57,157) _________ ________ _________ _________ 406,163 166,163 (436,977) (116,872) _________ ________ _________ _________ Comprehensive income (loss) $ 1,068,907 401,130 (83,434) 22,694 <FN> See accompanying notes to consolidated financial statements. CENTRAL COAL & COKE CORPORATION AND SUBSIDIARIES KANSAS CITY, MISSOURI Consolidated Statements of Cash Flows Nine months ended September 30, 2000 and 1999 (Unaudited) (amounts in unit dollars) 2000 1999 _________ _________ Cash flows from operating activities: Net earnings $ 662,744 234,967 Adjustments to reconcile net earnings to net cash provided by (used in) operating activities: Depletion, depreciation, and amortization 1,177 1,194 Amortization of premiums and discounts of securities, net (213,364) (272,553) Gain on sales of real estate (3,385) (24,207) Gain on sales of equity securities (613,328) (91,213) Changes in assets and liabilities: Accounts receivable and other assets 35,994 9,731 Deferred oil lease bonus - (73,018) Accounts payable and accrued expenses (2,781) 16,607 Federal and state income taxes payable 133,144 129,288 __________ _________ Total adjustments (662,543) (304,171) Net cash provided by (used in) operating activities 201 (69,204) Cash flows from investing activities: Proceeds from note receivable 11,558 9,220 Proceeds from matured/called investment debt securities 22,972,217 23,000,000 Purchases of investment debt securities (19,235,702) (22,719,808) Proceeds from sales of land 3,424 24,501 Purchases of equity securities (921,058) (40,743) Proceeds from sales of equity securities 890,246 269,232 Purchase of other investments (100,002) - _________ _________ Net cash provided by investing activities 3,620,683 542,402 _________ _________ Cash flows from financing activities: Purchase of treasury stock (3,311,729) (49,427) Payment of dividends (127,776) (177,199) _________ _________ Net cash used in financing activities (3,439,505) (226,626) _________ _________ Net increase in cash and cash equivalents 181,379 246,572 Cash and cash equivalents, beginning of year 1,894,021 1,606,992 _________ _________ Cash and cash equivalents, end of period $ 2,075,400 1,853,564 <FN> See accompanying notes to consolidated financial statements. CENTRAL COAL & COKE CORPORATION AND SUBSIDIARIES KANSAS CITY, MISSOURI Notes to Consolidated Financial Statements September 30, 2000 Note (1) Basis of Presentation In the opinion of the Central Coal & Coke Corporation (the Company), the accompanying unaudited consolidated financial statements contain all adjustments (consisting of only normal recurring accruals) necessary to present fairly the financial position as of September 30, 2000, and the results of operations and cash flows for the periods ended September 30, 2000 and 1999. Oil Lease Bonuses Oil lease bonuses which relate to future periods are deferred and recognized as income over the related future periods (generally one year). Note (2) Investment Securities The amortized cost, gross unrealized holding gains, gross unrealized holding losses, and fair value for held-to-maturity and available-for-sale securities by major security type at September 30, 2000 and December 31, 1999 are as follows: Gross Gross unrealized unrealized Amortized holding holding Fair September 30, 2000 cost gains losses value __________________ __________ __________ __________ __________ Held-to-maturity: U. S. government securities $ 3,946,730 0 (774) 3,945,956 Available-for-sale: Equity securities $ 1,210,039 1,788,020 (80,160) 2,917,899 December 31, 1999 _________________ Held-to-maturity: U. S. government securities $ 7,469,944 0 (544) 7,469,400 Available-for-sale: Equity securities $ 565,837 1,097,631 (14,636) 1,648,832 Investment income consists of the following for each of the periods ended September 30: Nine months ended Three months ended September 30, September 30, 2000 1999 2000 1999 ________ _______ _______ _______ Realized gains on sales of equity securities $ 613,328 91,213 383,050 84,857 Interest Income 282,512 318,406 86,827 109,867 Dividend Income 12,679 8,285 4,744 2,840 ________ _______ _______ _______ $ 908,519 417,904 474,621 197,564 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The financial condition of the Registrant continued very strong through the end of the first nine months of 2000. The liquidity of the Registrant continues to be high as is evidenced by a favorable ratio of current assets to current liabilities and the fact that a significant portion of the Registrant's net worth is represented by liquid assets. During the first quarter of 2000, the Registrant consummated the resolution of litigation and other disputes with former Director Beekman Winthrop and other Stock in detail in Item 1 of Part II of Form 10-Q for the quarter ended March 31, 2000, pursuant to an Agreement of Settlement and Release executed by all parties, including the Registrant, on February 29, 2000. The terms of the settlement included the purchase by the Registrant of all stock in the Registrant owned by the plaintiffs, totaling 97,231 shares for a purchase price of $33.50 per share, or aggregate consideration of $3,257,238.50 which the Board of Directors of the Registrant, after careful consideration, concluded was a fair price under the circumstances based upon a review of the Registrant's financial condition and considering the costs and risks of continued litigation. The source of the funds used was available liquid assets of the Registrant previously invested in U.S. Government Agency obligation. The liquidty of the Registrant is somewhat reduced as a result of this transacation,but overall the Registrant continues to enjoy very high liqudity with current assets still greatly exceding current liabilities, and a significant portion of its net worth being represented by liquid assets. Total operating revenue was up approximately 30% in the first nine months of 2000 over the first nine months of 1999, and up approximately 19% in the third quarter of 2000 over the third quarter of 1999. In both cases the increases were due primarily to substantially increased revenues from oil and gas royalties. The increases in each current period under comparison were due to material increases in the price of oil during the current periods over the prior periods, coupled with increased production. Revenue from oil and other mineral lease rentals and bonuses was down materially in the first nine months of 2000 from the first nine months of 1999, and down slightly in the third quarter of 2000 from the third quarter of 1999, in both cases because there were fewer new leases made in the current periods with income recognizable in those periods. Non-operating income was up substantially in the first nine months of 2000 over the first nine months of 1999, and also in the third quarter of 2000 over the third quarter of 1999 due primarily to increased investment income resulting from increased capital gains realized on sales of equity securities during the current periods and somewhat higher rates of return on temporary fixed income investments during the current period partially offset by the reduced size of the portfolio of fixed income investments due to the sizeable redemption of treasury stock described above. The increase in the current periods was also partially offset by decreased gain on sales of real estate which occurred because of less excess surface land being sold in the current periods. General and administrative expenses were down materially in the first nine months of 2000 from the first nine months of 1999, and also down in the third quarter of 2000 from the third quarter of 1999. The expenses were lower in the current periods because there were higher expenses in the earlier periods due to significant fees paid to outside service providers, particularly legal fees in connection with the litigation resulting in the stock redemption described above and also fees paid to financial advisers and appraisers of Registrant's real estate and mineral assets. Income taxes were higher in the first nine months of 2000 from the first nine months of 1999 as a result of substantially higher earnings before income taxes. ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS, Continued There was a net increase in cash and cash equivalents in both the first nine months of 2000 and the first nine months of 1999, but the increase was greater in the prior period. The smaller increase in the current period reflects differences in cash provided by investment activities, specifically differences in the amount of proceeds from sale of equities during each such period, differences in the amount of proceeds from matured/called investment debt securities which were reinvested, the purchase of other investments during the current period, and decreased proceeds from sales of land, somewhat offset by significantly higher net earnings in the current period and decreased deferred oil lease bonuses in the current period. There was a significant cash expenditure in the first quarter of 2000 with respect to the treasury stock purchase described above, offset by proceeds from the sale of investment debt securities. Cash used in payment of dividends was greater in the 1999 period than in the 2000 period even though the per share amount of the dividends were the same because there were fewer shares outstanding in the 2000 period due to the redemption of treasury stock described above. During the first quarter of 2000, the Registrant's Board of Directors declared a semi-annual dividend of $0.50 per share which was paid May 1, 2000. A dividend of the same amount was paid on June 1, 1999. The Board of Directors also declared a dividend of $1.25 per share payable November 20, 2000 to stockholders of record on October 20, 2000. Statement of Financial Accounting Standards (SFAS) No. 133, Accounting for Derivative Instruments and Hedging Activities, was issued by the Financial Accounting Standards Board in June, 1998. SFAS No. 133 standardizes the accounting for derivative instruments. Under the statement, entities are required to carry all derivative instruments in the statement of financial condition at fair value. The Registrant is required to adopt SFAS No. 133 as amended by January 1, 2001. On adoption, the provisions of SFAS No. 133 will not have a material impact on its financial position or results of operations. As contemplated in prior reports, the Registrant has not experienced any systems interruptions of its operations or the operations of third parties with which it does business affecting the Registrant's operations from the commencement of the year 2000 with respect to the utilization of existing computer application software programs and operating systems. The Registrant has no specific commitment for material capital expenditures at the present time. Management continues to actively pursue other business opportunities which may result in a more productive deployment of its assets and ultimately increase earnings. Management is continuing to aggressively pursue development of increased income from its oil and gas and coal properties, and continues to attempt to lease more of its mineral properties in order to generate additional rental, bonus and royalty income. ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK The primary market risk exposures of the Registrant relate to changes in interest rates, changes in equity security prices, and changes in certain commodity prices. The Registrant's exposure to market risk for changes in interest rates relates solely to its fixed income investment portfolio which consists of U. S. government agency securities. All such securities are held-to-maturity and have original maturities of less than one year. The Registrant does not use derivative financial instruments to hedge interest rates on its fixed income investment securities. The Registrant's exposure to market risk for changes in equity security prices relates solely to its marketable equity investment portfolio which consists primarily of common stocks of domestic, publicly held enterprises. The Registrant periodically enters into equity option contracts on a limited basis primarily relating to marketable equity securities held in its investment portfolio. At September 30, 2000, the Registrant held 105 option contracts with a short position relating primarily to marketable equity securities held by it. The fair value of option contracts at September 30, 2000 was approximately $21,019. The Registrant's exposure to market risk for changes in commodity prices relates to changes in the prices of coal, oil, and natural gas and the effect thereof on its royalties and rentals relating to coal deposits and mineral rights, as is discussed in more detail in Management's Discussion and Analysis of Financial Condition and Results of Operations set forth in Part 1, Item 2, of this report. The Registrant does not use derivative commodity instruments to hedge its commodity risk exposures. PART II - OTHER INFORMATION Item 1. Legal Proceedings - None Item 2. Changes in Securities - None Item 3. Defaults Upon Senior Securities - None Item 4. Submission of Matters to a Vote of Security Holders - None Item 5. Other Information - None Item 6. Exhibits and Reports on Form 8-K - None 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. CENTRAL COAL & COKE CORPORATION (Registrant) Date: November 13, 2000 ____________________________ By: /s/ Gary J. Pennington ____________________________ Gary J. Pennington, Assistant Treasurer- General Manager, Principal Financial and Accounting Officer Date: November 13, 2000 ____________________________ By: /s/ Phelps M. Wood ____________________________ Phelps M. Wood President