1 FORM 10-Q--QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the period ended September 30, 1996 or [ ] 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: 33-5785-A NASHVILLE LAND FUND, LTD. (Exact name of Registrant as specified in its charter) Tennessee 62-1271664 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification) 4400 Harding Road, Suite 500, Nashville, Tennessee 37205 (Address of principal executive office)(Zip Code) (615) 292-1040 (Registrant's telephone number, including area code) 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 at least the past 90 days. YES X NO ___ 2 PART I. FINANCIAL INFORMATION Item 1. FINANCIAL STATEMENTS NASHVILLE LAND FUND, LTD. (A Tennessee Limited Partnership) FINANCIAL STATEMENTS For the Nine Months Ended September 30, 1996 INDEX Financial Statements: Consolidated Balance Sheets 3 Consolidated Statements of Operations 4 Consolidated Statements of Cash Flows 5 Notes to Financial Statements 6 3 NASHVILLE LAND FUND, LTD. (A Limited Partnership) BALANCE SHEETS (Unaudited) September 30, December 31, 1996 1995 ------------- ------------ ASSETS CASH $158,497 $ 163,842 LAND HELD FOR INVESTMENT 4,943,986 4,995,822 OTHER ASSETS 275 275 Total Assets $5,102,758 $5,159,939 =========== ========== LIABILITIES AND PARTNERS' EQUITY ACCOUNTS PAYABLE $ 74 $ 984 ACCRUED PROPERTY TAXES 32,462 35,236 PARTNERS' EQUITY 5,070,222 5,123,719 Total Liabilities & Partners' Equity $5,102,758 $ 5,159,939 ========== ========== <FN> See notes to financial statements. /TABLE 4 NASHVILLE LAND FUND, LTD. (A Limited Partnership) STATEMENTS OF OPERATIONS (Unaudited) Quarter Ending Year to Date Ending September 30, September 30, _______________ ___________________ 1996 1995 1996 1995 _____ _____ _____ _____ REVENUE: Land Sales: Sale Proceeds$ 107,811 - 107,811 184,109 Cost of Land Sold (48,686) - (48,686) (91,202) Closing Costs (17,284) (100,000) (17,284) (116,414) Gain/(Loss) on Sale of Land 41,841 (100,000) 41,841 (23,507) Miscellaneous - - 500 130 Interest - 282,208 3,021 350,170 Total Revenue 41,841 182,208 45,362 326,793 EXPENSES: State Taxes - - 8,829 - Property Taxes 32,117 35,236 32,117 33,984 Association Fees 14,691 - 24,691 27,566 Management Fees 3,500 3,500 10,500 10,500 Legal & Accounting Fees 400 923 16,900 15,722 General & Admin. Expenses 55 (1,643) 5,822 4,354 Total Expenses 50,763 38,016 98,859 92,126 NET INCOME (8,922) $144,192 (53,497) 234,667 <FN> See notes to financial statements 5 NASHVILLE LAND FUND, LTD. (A Limited Partnership) STATEMENTS OF CASH FLOWS (Unaudited) Year-to-date September 30, _______________________ 1996 1995 Cash Flows from Operating Activities: Net Income $ (53,497) $234,667 Adjustments to reconcile Net Income to Net Cash used in Operating Activities: Change in Accrued Property Taxes (2,774) (1,015) Change in Accounts Payable (910) (2,404) Change in Accrued Interest Receivable- 267,193 Gain(Loss) on Sale of Land (41,841) 23,507 Total Adjustments (45,525) 287,281 Net Cash used in Operating Activities (99,022) 521,948 Cash Flows from Investing Activities: Cash Distribution to Partners - (150,000) Note Receivable Proceed - 978,014 Sale Proceeds 93,677 67,695 93,677 895,709 Net Increase/(Decrease) in Cash and Cash Equivalents (5,345) 1,417,657 CASH AT JANUARY 1, 163,842 104,645 CASH AT SEPTEMBER 30, 158,497 $1,522,302 ========= ========== <FN> See notes to financial statements. 6 NASHVILLE LAND FUND, LTD. (A Limited Partnership) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS For the Six Months Ended September 30, 1996 (Unaudited) A.ACCOUNTING POLICIES The unaudited financial statements presented herein have been prepared in accordance with the instructions to Form 10-Q and do not include all of the information and note disclosures required by generally accepted accounting principles. These statements should be read in conjunction with the financial statements and notes thereto included in the Partnership's Form 10-K for the year ended December 31, 1995. In the opinion of management, such financial statements include all adjustments, consisting only of normal recurring adjustments, necessary to summarize fairly the Partnership's financial position and results of operations. The results of operations for the nine month period ended September 30, 1996 may not be indicative of the results that may be expected for the year ending December 31, 1996. B.RELATED PARTY TRANSACTIONS The General Partner and its affiliates have been actively involved in managing the Partnership's operations. Compensation earned for these services in the first nine months were as follows: 1996 1995 ________ ________ Management Fees $ 10,500 10,500 Accounting Fees 2,100 2,000 7 Item 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS RESULTS OF OPERATIONS FOR THE QUARTER ENDED SEPTEMBER 30, 1996. Operations of the Registrant are comparable to the prior year's quarter except for the change in revenues. Both the 1996 and 1995 land sales were for approximately one acre of the Larchwood Property. The variance in proceeds is due to the location and access of the parcels sold. The 1995 third quarter closing costs represent a $100,000 commission paid to the agent that assisted the Registrant on the 1989 sale of land to Stewarts Ferry Joint Venture. This commission came due with the collection of the seller financed note receivable taken as part of the sale proceeds. The 1995 third quarter interest income consists of a $245,659 equity participation received in addition to payment in full of the same note receivable from Stewarts Ferry Joint Venture. FINANCIAL CONDITION As of October 31, 1996, the Registrant had $154,454 in cash reserves. These funds are expected to provide sufficient liquidity through 1996. 8 PART II. OTHER INFORMATION Item 6. EXHIBITS AND REPORTS ON FORM 8-K (a) Exhibits Exhibit 27 - Financial Data Schedule (b) No 8-K's have been filed during this quarter. 9 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. NASHVILLE LAND FUND, LTD. By: 222 PARTNERS, INC. General Partner Date: November 14, 1996 By:/s/ Steven D. Ezell ___________________ Steven D. Ezell President Date: November 14, 1996 By:/s/ Michael A. Hartley ______________________ Michael A. Hartley Secretary/Treasurer