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, 1997 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: 33-11396-A LMR LAND COMPANY, LTD. (Exact name of Registrant as specified in its charter) Tennessee 62-1299384 (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 LMR LAND COMPANY, LTD. (A Tennessee Limited Partnership) FINANCIAL STATEMENTS For The Nine Months Ended September 30, 1997 INDEX Financial Statements: Balance Sheets 3 Statements of Operations 4 Statements of Cash Flows 5 Notes to Financial Statements 6 3 LMR LAND COMPANY, LTD. (A Limited Partnership) CONSOLIDATED BALANCE SHEETS (Unaudited) September December 31, 1997 1996 --------- ------------ ASSETS CASH $ 199,138 $ 514,612 RECEIVABLE FROM AFFILIATE 40,628 40,628 LAND HELD FOR INVESTMENT 3,875,411 3,875,411 Total Assets 4,115,177 4,430,651 ========== ========== LIABILITIES AND PARTNERS' EQUITY ACCOUNTS PAYABLE $ 10,499 $ 39,948 PARTNERS' EQUITY: Limited Partners, 7,500 units outstanding 4,104,579 4,390,604 General Partner 99 99 Total partners' equity 4,104,678 4,390,703 ---------- -------- Total Liabilities & Partners' Equity 4,115,177 4,430,651 ========== ======== <FN> See notes to financial statements. /TABLE 4 LMR LAND COMPANY, LTD. (A Limited Partnership) STATEMENTS OF OPERATIONS (Unaudited) Quarter Ending Year to Date Ending SEPTEMBER 30, SEPTEMBER 30, _____________________ __________________ 1997 1996 1997 1996 ____ ____ _____ _____ REVENUE: Land Sales Sale Proceeds $ - 93,800 - 93,800 Cost of Land Sold - (87,546) - (87,546) Closing Costs - (5,785) - (5,785) Gain on Sale - 469 - 469 Interest - 112 8,713 11,866 Miscellaneous 250 5,585 250 5,585 Expired Land Option - - - 100,000 Total Revenue 250 6,166 8,963 117,920 EXPENSES: Property Taxes 31,769 32,244 31,769 32,786 Management Fees 3,500 3,500 10,500 10,500 Legal & Accounting Fees - 400 16,638 17,695 Administration Expense 20 - 2,467 2,302 Land Maintenance Exp 1,880 6,168 8,614 15,152 Total Expenses 37,169 42,312 69,988 78,435 NET INCOME(LOSS) (36,919) (36,146) (61,025) 39,485 <FN> See notes to financial statements 5, LMR LAND COMPANY, LTD. (A Limited Partnership) STATEMENTS OF CASH FLOWS (Unaudited) Year-to-date SEPTEMBER 30, __________________________ 1997 1996 ____ ____ Cash Flows from Operating Activities: Net Income $(61,025) $ 39,485 Adjustments to reconcile Net Income to Net Cash used in Operating Activities: Change in Accounts Payable (29,449) 68 Change in Accrued Property Taxes - 11,623 Increase in Deposits - (100,000) Gain on Land Sale - (469) Change in Receivable - - Total Adjustments (29,449) (88,778) Net Cash provided by (used in) Operating Activities (90,474) (49,293) Cash Flows from Investing Activities: Proceeds from Land Sale - 88,015 Land Improvements - (8,520) Refund of Bond money - 20,000 Net Cash provided by Investing Activities - 99,495 Cash Flows from Financing Activities: Cash Distribution (225,000) - Net increase/decrease in Cash and Cash Equivalents (315,474) 50,202 CASH AT JANUARY 1, 514,612 484,893 CASH AT SEPTEMBER 30, 199,138 $ 535,095 ======== ======== <FN> See notes to financial statements. 6 LMR LAND COMPANY, LTD. (A Limited Partnership) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS For the Nine Months Ended September 30, 1997 (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, 1996. 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, 1997 may not be indicative of the results that may be expected for the year ending December 31, 1997. 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: 1997 1996 ________ ________ 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. There have been no sales during 1997. During the second quarter of 1996, the sale contract for the entire Macon Property expired. The $100,000 in non- refundable earnest money was reclassified to reflect Expired option money revenue. This was a single event not expected to recur in the future. The decline in interest income is due to lower cash balances. Overall expenses of the Registrant have not changed significantly from prior quarters. Land maintenance expense has declined due to sales of land. On February 27, 1997, the Registrant distributed $225,000 of excess operating reserves to the partners. FINANCIAL CONDITION DEVELOPMENT The City of Lebanon completed the road through the Registrant's Lebanon Property. This road provides access to approximately 40 acres of land. There is currently no development for the Macon Property. LIQUIDITY At October 31, 1997, the Registrant had approximately $199,053 in cash reserves. These funds are expected to be sufficient through 1997. 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. LMR LAND COMPANY, LTD. By: 222 LMR, LTD. General Partner By: 222 PARTNERS, INC. General Partner Date: November 21, 1997 By:/s/ Steven D. Ezell Steven D. Ezell President Date: November 21, 1997 By:/s/ Michael A. Hartley Michael A. Hartley Secretary/Treasurer