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 June 30, 1998 Commission file number 0-305 NATIONAL PROPERTIES CORPORATION	 (Exact name of registrant as specified in its charter) Iowa 42-0860581 (State or 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) 418,616 SHARES AS OF JUNE 30, 1998 PART I.	FINANCIAL INFORMATION 		Item 1. Financial Statements NATIONAL PROPERTIES CORPORATION BALANCE SHEETS ASSETS June 30, December 31, 1998 1997 CURRENT ASSETS Cash 230,591 79,545 Accounts receivable - 12,451 Other 3,481 6,711 ---------- ---------- Total current assets 234,072 98,707 ---------- ---------- PROPERTY AND EQUIPMENT, AT COST Land 4,532,615 4,380,815 Buildings and improvements 24,373,730 23,045,530 Furniture and equipment 67,319 63,677 ---------- ---------- 28,973,664 27,490,022 Less - accumulated depreciation 9,419,798 8,995,091 ---------- ---------- Property and equipment - net 19,553,866 18,494,931 ---------- ---------- OTHER ASSETS Marketable securities 2,289,644 2,148,283 Deferred charges and other assets 32,031 35,596 ---------- ---------- Total other assets 2,321,675 2,183,879 ---------- ---------- 22,109,613 20,777,517 ========== ========== LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES Accounts payable 4,340 3,830 Notes payable - - Accrued liabilities 282,632 287,266 Current maturities of long-term debt 412,519 407,062 Federal and state income taxes 22,128 27,298 ---------- ---------- Total current liabilities 721,619 725,456 ---------- ---------- LONG-TERM DEBT 6,131,474 5,264,132 ---------- ---------- DEFERRED INCOME TAXES 970,376 865,733 ---------- ---------- STOCKHOLDERS' EQUITY Common stock - $1 par value Authorized - 5,000,000 shares Issued (1998-418,616 shares; 1997-431,456 shares) 418,616 431,456 Retained earnings 12,839,850 12,573,294 Accumulated other comprehensive income 1,027,678 917,446 ---------- ---------- Total stockholders' equity 14,286,144 13,922,196 ---------- ---------- 22,109,613 20,777,517 ========== ========== NATIONAL PROPERTIES CORPORATION STATEMENTS OF INCOME Three Months Ended Six Months Ended June 30, June 30, 1998 1997 1998 1997 Income Lease rental income 881,451 860,950 1,858,060 1,760,942 Interest income 110 131 629 231 Dividend income 18,648 19,925 35,934 37,475 Gain on sale of securities, etc. 42,101 13,564 79,798 24,336 --------- --------- --------- --------- Total income 942,310 894,570 1,974,421 1,822,984 --------- --------- --------- --------- Expenses Depreciation 211,316 200,105 424,707 400,210 Interest 144,378 119,845 283,389 247,203 Salaries and wages 48,741 65,802 97,167 134,299 Property, payroll and misc. taxes 41,771 16,908 76,766 33,437 Other expenses 54,002 48,858 99,242 101,644 --------- --------- --------- --------- Total expenses 500,208 451,518 981,271 916,793 --------- --------- --------- --------- Income before income taxes 442,102 443,052 993,150 906,191 Federal and State income taxes 159,610 162,157 363,500 331,665 --------- --------- --------- --------- Net income 282,492 280,895 629,650 574,526 ========= ========= ========= ========= Other comprehensive income (losses): Unrealized holding gains (losses) on marketable securities arising during the period (9,184) 122,483 173,321 217,329 Less income tax expense related to unrealized holding gains (3,343) 44,829 63,089 81,331 --------- --------- --------- --------- Other comprehensive income, net of tax (5,841) 77,654 110,232 135,998 --------- --------- --------- --------- Comprehensive income 276,651 358,549 739,882 710,524 ========= ========= ========= ========= Net income per share $0.67 $0.63 $1.49 $1.30 Weighted average shares outstanding 423,332 445,261 422,083 443,134 Dividends declared per share $0.00 $0.10 $0.00 $0.10 <FN> NATIONAL PROPERTIES CORPORATION STATEMENTS OF CASH FLOWS Six Months Ended June 30, 1998 1997 CASH FLOW FROM OPERATING ACTIVITIES Comprehensive income 739,882 710,524 Adjustments to reconcile comprehensive income to net cash provided by operating activities: Depreciation and amortization 428,272 403,774 Deferred income taxes 104,643 116,836 Unrealized gain on securities (173,321) (217,329) Gain on sale of securities (79,798) (24,336) Changes in assets and liabilities: Accounts receivable 12,451 2,516 Prepaid expenses and deferred charges 3,230 3,850 Accounts payable and accrued expenses (4,124) 51,950 Federal and State income taxes (5,170) 274,753 -------- -------- Net cash provided by operations 1,026,065 1,322,538 -------- -------- CASH FLOW FROM INVESTING ACTIVITIES Additions to property and equipment (1,483,641) (1,928) Payments received on mortgage notes - 718 Purchase of securities - (37,368) Proceeds - from sale of securities 111,758 43,563 -------- -------- Net cash provided by (used in) investing activities (1,371,883) 4,985 -------- -------- CASH FLOW FROM FINANCING ACTIVITIES Borrowings on credit lines 1,630,000 325,049 Repayments - credit line borrowings (705,000) (1,309,634) Principal payments on mortgage notes (52,201) (47,260) Purchase of treasury stock (375,935) (213,565) -------- -------- Net cash provided by (used in) financing activities 496,864 (1,245,410) -------- -------- Net increase (decrease) in cash 151,046 82,113 Cash at beginning of period 79,545 120,784 -------- -------- Cash at end of period 230,591 202,897 ======== ======== SUPPLEMENTAL CASH FLOW INFORMATION Cash paid during the period for Interest expense 283,389 264,206 Income tax payments 327,889 138,975 NATIONAL PROPERTIES CORPORATION NOTES TO THE FINANCIAL STATEMENTS The Company has adopted effective January 1, 1998 the Statement of Financial Accounting Standard No. 130, "Reporting Comprehensive Income," which establishes standards for the reporting and display of comprehensive income and its components in a full set of general purpose financial statements. The effect of FAS No. 130 on the Company's interim financial statements is to present in the statement of income, unrealized gains on marketable securities net of income taxes, which in periods prior to 1998 had been reported as annual adjustment directly to stockholders' equity. All prior periods reported on have been restated to give effect to FAS No. 130. The statements of income and comprehensive income, statements of cash flow and balance sheets at June 30, 1998 and 1997 and the periods then ended are not audited but reflect all adjustments which are of a normal recurring nature and are, in the opinion of management, necessary to a fair statement of the results of the periods shown. Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS General The Company, an Iowa corporation, is engaged principally in the development of commercial real estate for lease to qualified tenants. In February 1998, the Company completed the purchase of a convenience store property in Woodstock, Georgia (Atlanta suburb) for $1,480,000. Bank funds were used for the purchase. Annual rentals from the property will be $155,400. On April 1, 1998 Sunbelt Nursery, a major tenant of three company owned stores located in Arizona and Texas, filed for bankruptcy. Sunbelt immediately commenced store liquidation sales in all of their Texas and Arizona stores, including those owned by the Company. Effective June 1, the Company leased the three Sunbelt Nursery stores that were in bankruptcy. The stores were leased at an annual rental of $348,000 which is $134,000 less than the previous Sunbelt annual rental. In May, the Company executed a contract to sell 21.5 acres of land in Ankeny, Iowa subject to a number of contingencies. The sale price is $2,900,000 and the buyer has until May 26, 1999 to satisfy the contingencies. Operating Results Lease revenues for the first six months were $1,858,000, up $97,000 or 5.5% over the same period in 1997. The increase was primarily due to the addition of two convenience stores, one located in Gainsville, Georgia purchased in October 1997 and the other located in Woodstock, Georgia purchased February 1998, which added $137,000 to rental income in the first six months of 1998. However, due to the bankruptcy of a major tenant, the Company realized a decrease in rentals of $39,000 from its three stores leased to Sunbelt Nursery during the second quarter of 1998. The Company also realized gains of $79,800 from the sale of marketable securities during the first six months of 1998, up from $24,000 in the same period in 1997. Total expenses for the first six months of 1998 increased $64,000 or 7% over the same period in 1997. Increases in depreciation and interest cost totaling approximately $61,000 accounted for most of the increase and was related to the acquisition of the two new convenience stores referred to above. In addition, the Company recorded $45,000 in additional real estate taxes during the period ended June 30, 1998 in connection with the stores leased to Sunbelt Nursery. Other expenses led by personnel cost, decreased $42,000 from the same six month period in 1997. Net income increased $55,000 over the same six month period in 1997 after deducting income taxes at the effective rate of 36.6%. Liquidity As of June 30, 1998 the Company's main source of liquidity consisted of $230,000 in cash, marketable securities having a market value of approximately $2,390,000 and a $3,650,000 remaining loan balance available on three lines of credit with a local bank. In addition, the Company owns unencumbered real estate having an aggregate depreciated cost of approximately $12,000,000. 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 __8/3/98__ By _____/S/__Raymond_Di_Paglia_________ Raymond Di Paglia, President and Chief Executive Officer Date __8/3/98__ By _____/S/__Kristine_M._Fasano________ Kristine M. Fasano, Secretary