PAGE 1 FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 (X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 29, 1995 OR ( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For transition period from to ----------------- ------------------ Commission File Number 1-1543 DAYTON AND MICHIGAN RAILROAD COMPANY (Exact name of registrant as specified in its charter) Ohio 31-6005583 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 500 Water Street, Jacksonville, FL. 32202 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (904) 359-3100 No Change (Former name, former address and former fiscal year, if changed since last report.) 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 the past 90 days. Yes (X) No ( ) Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of September 29, 1995: 48,066.18 shares REGISTRANT MEETS THE CONDITIONS SET FORTH IN GENERAL INSTRUCTION H (1) (a) AND (b) OF FORM 10-Q AND IS THEREFORE FILING THIS FORM WITH THE REDUCED DISCLOSURE FORMAT. - 1 - PAGE 2 DAYTON AND MICHIGAN RAILROAD COMPANY FORM 10-Q FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 29, 1995 INDEX PART I. FINANCIAL INFORMATION Page Number Item 1. Financial Statements. 1. Statement of Earnings - Quarters and Nine Months Ended September 29, 1995 and September 30, 1994 3 2. Statement of Cash Flows - Nine Months Ended September 29, 1995 and September 30, 1994 4 3. Statement of Financial Position - At September 29, 1995 and December 30, 1994 5 Notes to Financial Statements 6 PART II. OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K 7 Signature 7 - 2 - PAGE 3 DAYTON AND MICHIGAN RAILROAD COMPANY STATEMENT OF EARNINGS Quarter Ended Nine Months Ended ----------------------- ------------------- Sept. 29, Sept. 30, Sept. 29, Sept. 30, 1995 1994 1995 1994 --------- --------- --------- --------- Income Rental Income $22,359 $20,716 $ 66,704 $60,946 Interest Income 16,869 11,610 49,713 31,395 ------- ------- ------- ------- Earnings before Income Taxes 39,228 32,326 116,417 92,341 Income Tax Expense 10,170 8,381 30,182 23,940 ------- ------- ------- ------- Net Earnings 29,058 23,945 86,235 68,401 Dividends on Preferred Stock 8,068 8,168 24,204 24,504 ------- ------- ------- ------- Earnings Available to Common Shareholders $20,990 $15,777 $ 62,031 $43,897 ======= ======= ======= ======= Average Common Shares Outstanding 9,420 9,525 9,420 9,525 ======= ======= ======= ======= Earnings Per Common Share $ 2.23 $ 1.66 $ 6.59 $ 4.61 ======= ======= ======= ======= Dividends Per Common Share $ .875 $ .875 $ 1.75 $ 1.75 ======= ======= ======= ======= See accompanying Notes to Financial Statements. - 3 - PAGE 4 DAYTON AND MICHIGAN RAILROAD COMPANY STATEMENT OF CASH FLOWS Nine Months Ended ---------------------------- September 29, September 30, 1995 1994 ------------- ------------- OPERATING ACTIVITIES Net Earnings $ 86,235 $ 68,401 -------- -------- Cash Provided by Operating Activities 86,235 68,401 -------- -------- INVESTING ACTIVITIES Advances to CSX Transportation, Inc. (45,546) (27,228) -------- -------- Cash Used by Investing Activities (45,546) (27,228) -------- -------- FINANCING ACTIVITIES Cash Dividends Paid - Preferred (24,204) (24,504) - Common (16,485) (16,669) -------- -------- Cash Used by Financing Activities (40,689) (41,173) -------- -------- CASH AND CASH EQUIVALENTS Change in Cash and Cash Equivalents --- --- Cash and Cash Equivalents at Beginning of Period --- --- -------- -------- Cash and Cash Equivalents at End of Period $ --- $ --- ======== ======== See accompanying Notes to Financial Statements. - 4 - PAGE 5 DAYTON AND MICHIGAN RAILROAD COMPANY STATEMENT OF FINANCIAL POSITION September 29, December 30, 1995 1994 ------------- ------------ ASSETS Land and Improvements $ 681,993 $ 684,954 Due from CSX Transportation, Inc. 1,154,983 1,098,134 ----------- ----------- Total Assets $ 1,836,976 $ 1,783,088 =========== =========== SHAREHOLDERS' EQUITY Preferred Stock, Non Voting Par Value $50 $ 1,211,250 $ 1,211,250 Common Stock, Par Value $50 2,403,309 2,403,309 Retained Deficit (1,777,583) (1,831,471) ----------- ----------- Total Shareholders' Equity $ 1,836,976 $ 1,783,088 =========== =========== See accompanying Notes to Financial Statements. - 5 - PAGE 6 DAYTON AND MICHIGAN RAILROAD COMPANY NOTES TO FINANCIAL STATEMENTS NOTE 1. BASIS OF PRESENTATION In the opinion of management, the accompanying financial statements contain all adjustments necessary to present fairly the company's financial position as of September 29, 1995 and December 30, 1994, and the results of operations for the quarters and nine months ended September 29, 1995 and September 30, 1994, and its cash flows for the nine months ended September 29, 1995 and September 30, 1994, such adjustments being of a normal recurring nature. While management believes that the disclosures presented are adequate to make the information not misleading, it is suggested that these financial statements be read in conjunction with the financial statements and the notes included in the company's latest Form 10-K. NOTE 2. LEASE AGREEMENT The company has no operations. Its property is leased in perpetuity to CSX Transportation, Inc. (CSXT) and is maintained and operated by, for and in the name of CSXT. As rent, CSXT pays the company's income taxes, administrative expenses, and guaranteed dividends on the company's 3-1/2% common and 8% preferred stock on shares held by other than CSXT. Interest income is earned on amounts due from CSXT based on returns earned by CSX Corporation, parent company of CSXT, on its short-term investment portfolio. NOTE 3. EARNINGS PER SHARE Earnings per common share are computed after giving effect to preferred stock dividend requirements and are based on the weighted average number of common shares outstanding, excluding shares held by CSXT. NOTE 4. CASH AND CASH EQUIVALENTS All of the company's cash has been advanced to CSXT for investment purposes. Future cash requirements of the company will be funded by CSXT. - 6 - PAGE 7 DAYTON AND MICHIGAN RAILROAD COMPANY PART II. OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K (b) Reports on Form 8-K 1. None. SIGNATURE --------- 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. DAYTON AND MICHIGAN RAILROAD COMPANY (Registrant) /s/ GREGORY R. WEBER ------------------------------------ Gregory R. Weber (Principal Accounting Officer) Dated: November 7, 1995 - 7 -