FORM 10-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 quarter ended September 30, 1994 Commission file number 0-305 NATIONAL PROPERTIES CORPORATION	 (Exact name of registrant as specified in its charter) Iowa 42-0860581 (State of other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 4500 Merle Hay Road, Des Moines, Iowa 50310 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (515) 278-1132 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, and (2) has been subject to such filing requirement 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 the latest practicable date. COMMON STOCK (PAR VALUE $1.00) 457,005 SHARES AS OF November 1, 1995 PART I.	FINANCIAL INFORMATION 		Item 1. Financial Statements NATIONAL PROPERTIES CORPORATION BALANCE SHEETS ASSETS September 30, December 31, 1995 1994 CURRENT ASSETS Cash 108,437 238,660 Current portion - mortgage loans receivable 4,000 7,222 Accounts receivable 2,552 17,894 Other 791 6,747 ---------- ---------- Total current assets 115,780 270,523 ---------- ---------- PROPERTY AND EQUIPMENT, AT COST Land 4,114,036 4,289,975 Buildings and improvements 20,506,062 20,105,570 Furniture and equipment 51,481 51,481 ---------- ---------- 24,671,579 24,447,026 Less - accumulated depreciation 7,292,238 6,765,175 ---------- ---------- Property and equipment - net 17,379,341 17,681,851 OTHER ASSETS Marketable securities (1994 at market; cost $566,289) (1994 at market; cost $883,571) 1,501,599 1,601,650 Long-term portion - mortgage loans 487 4,795 Deferred charges and other assets 35,815 40,780 ---------- ---------- 1,537,901 1,647,225 ---------- ---------- 19,033,022 19,599,599 ========== ========== LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES Accounts payable 8,733 7,211 Notes payable 625,000 425,000 Accrued liabilities 116,853 329,149 Current maturities of long-term debt 282,051 612,392 Federal and State income taxes 5,811 69,062 ---------- ---------- Total current liabilities 1,038,448 1,442,814 ---------- ---------- LONG-TERM DEBT 5,753,787 6,758,075 Deferred Income Tax 333,906 256,500 ---------- ---------- STOCKHOLDERS' EQUITY Common stock - $1 par value Authorized - 5,000,000 shares Issued (1995-457,935 shares; 1994-461,313 shares) 457,935 461,313 Retained earnings 10,847,541 10,219,318 Net Unrealized Gain on Marketable Securities 601,405 461,579 ---------- ---------- Total stockholders' equity 11,906,881 11,142,210 ---------- ---------- 19,033,022 19,599,599 ========== ========== NATIONAL PROPERTIES CORPORATION STATEMENTS OF INCOME Three months ended Nine months ended September 30, September 30, 1995 1994 1995 1994 Income Lease rental income 785,669 754,499 2,359,074 2,267,632 Interest income 179 4,183 1,102 4,789 Dividend income 20,810 22,380 68,172 80,098 Gain on sale of securities 44,795 5,486 102,823 93,290 -------- -------- --------- --------- Total income 851,453 786,548 2,531,171 2,445,809 -------- -------- --------- --------- Expenses Depreciation 191,895 191,377 572,385 560,489 Interest 155,309 162,411 492,657 430,917 Salaries and wages 68,490 60,845 196,847 180,140 Property, payroll and misc. taxes 11,499 11,913 46,623 45,525 Other expenses 45,916 43,766 138,052 135,398 -------- -------- --------- --------- Total expenses 473,109 470,312 1,446,564 1,352,469 -------- -------- --------- --------- Income before income taxes 378,344 316,236 1,084,607 1,093,340 Federal and State income taxes 136,500 113,800 390,500 393,600 -------- -------- --------- --------- Net income 241,844 202,436 694,107 699,740 ======== ======== ========= ========= Per share of common stock 0.53 0.44 1.51 1.51 Weighted average shares outstanding 459,075 464,559 458,758 463,884 Cash dividend paid - per share 0.00 0.18 $0.00 0.18 <FN> Prepared from the books of the Company without audit. In the opinion of management, all adjustments (none of which were other than normal recurring accruals) necessary to present fairly the results of operations for the above stated periods have been included. NATIONAL PROPERTIES CORPORATION STATEMENTS OF CASH FLOWS Nine Months Ended September 30, 1995 1994 CASH FLOW FROM OPERATING ACTIVITIES Net income 694,107 699,740 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 577,350 571,200 (Gain) loss on sale of securities (102,823) (93,290) Changes in assets and liabilities Accounts receivable 15,343 12,903 Prepaid expenses and deferred charges 5,956 1,213 Accounts payable and accrued expenses (210,775) (109,804) Federal and State income taxes (63,251) 36,490 ---------- ---------- Net cash provided by operations 915,907 1,118,452 ---------- ---------- CASH FLOW FROM INVESTING ACTIVITIES Additions to property and equipment (269,875) (1,899,520) Payments received on mortgage notes 7,530 9,403 Purchase of securities (98,687) (329,127) Proceeds - sale of securities 518,792 311,499 ---------- ---------- Net cash provided by (used in) investing activities 157,760 (1,907,745) ---------- ---------- CASH FLOW FROM FINANCING ACTIVITIES Principal payments on long-term debt (194,628) (176,881) Purchase of treasury stock (69,262) (140,883) Dividends Paid -0- (83,607) Net borrowings under line of credit agreements (940,000) 1,115,000 ---------- ---------- Net cash provided by (used in) financing activitie (1,203,890) 713,629 ---------- ---------- Net decrease in cash (130,223) (75,664) Cash at beginning of period 238,660 154,384 ---------- ---------- Cash at end of period 108,437 78,720 ========== ========== SUPPLEMENTAL CASH FLOW INFORMATION Cash paid during the period for Interest expense 510,648 419,458 Income tax payments 453,751 357,110 SUPPLEMENTAL NON-CASH FLOW INFORMATION Sale of real estate 462,000 473,551 Basis of property 180,000 269,156 ---------- ---------- Deferred 1031 gain 282,000 204,395 ---------- ---------- Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 	The Company, an Iowa corporation, is engaged principally in the development of commercial real estate for lease to qualified tenants under net lease arrangements. 	As detailed on the Income Statement, total income for the first nine months of 1995 increased approximately $85,000 as compared to the same period for 1994. The increase in lease rental income of approximately $91,000 was primarily due to two convenience stores acquired April 1994, and a parcel of land acquired in December, 1994. These properties produced rental income of approximately $196,000 for the first nine months of 1995 as compared to approximately $85,000 for the same period in 1994. In addition, contingent rentals based on sales overages increased approximately $10,000. These increases were offset by a reduction of approximately $35,000 in rental income resulting from the sale of a restaurant property in July, 1994. 	Total expenses for the nine months ended September 30, 1995, increased approximately $94,000 as compared to the same period for 1994. The increase is primarily due to increased depreciation, interest and payroll costs aggregating approximately $90,000. 	On June 19, 1995, a portion of real estate owned by the Company in Ankeny, Iowa was sold for $462,000, and on June 30, 1995, a convenience store located in Clive, Iowa was acquired in a qualified IRS 1031 Exchange for $730,814. The Ankeny property had a book value of $180,000 and the resultant non-taxable gain of $282,000 reduced the basis of the Clive property to $448,814. The cash balance of $272,302 needed to complete the exchange was financed with funds drawn on the Company's short-term credit line. 	As of September 30, 1995, the Company's main sources of liquidity consisted of: $108,400 in cash, marketable securities having a marketable value of approximately $1,502,000 and a remaining balance of $4,500,000 available for withdrawal on three lines of credit with two local banks. 	Management believes that its cash flow from operations and other potential sources of cash will be sufficient to finance current and projected operations. Future cash flow, however, may be impaired because of financial difficulties being experienced by the tenant of three garden center properties, which currently generate a monthly rental income of approximately $38,000. PART II. OTHER INFORMATION. No applicable items. 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. NATIONAL PROPERTIES CORPORATION Date 11/4/95 By___/S/RAYMOND DI PAGLIA___ Raymond Di Paglia, President Date 11/4/95 By____/S/ROBERT W. GUELY____ Robert W. Guely, Vice President and Chief Financial Officer