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 June 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: 33-18089-A HICKORY LENDERS, LTD. (Exact name of Registrant as specified in its charter) Tennessee 62-1336905 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification) One Belle Meade Place, 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 HICKORY LENDERS, LTD. (A Tennessee Limited Partnership) FINANCIAL STATEMENTS For The Six Months Ended June 30, 1996 INDEX Financial Statements: Balance Sheets 3 Statements of Operations 4 Statements of Cash Flows 5 Notes to Financial Statements 6 3 HICKORY LENDERS, LTD. (A Limited Partnership) BALANCE SHEETS (Unaudited) June 30, 1996 December 31, 1995 ------------- ------------- ASSETS CASH $ 43,838 $ 150,582 NOTE RECEIVABLE FROM AFFILIATE 3,108,601 3,228,601 LOAN COSTS 26,879 35,839 Total Assets $ 3,179,318 $ 3,415,022 ========== ========== LIABILITIES AND PARTNERS' EQUITY PARTNERS' EQUITY 3,179,318 3,415,022 Total Liabilities & Partners' Deficit$ 3,179,318 $ 3,415,022 ========== ========== <FN> See notes to financial statements. /TABLE 4 HICKORY LENDERS, LTD. (A Limited Partnership) STATEMENTS OF OPERATIONS (Unaudited) Quarter to Date Year to Date Ending JUNE 30, ---------------------------------- 1996 1995 1996 1995 REVENUE: Interest $ 2,578 $ 1,748 $ 2,578 1,748 EXPENSES: State Income Tax 1,121 - 1,121 - Legal & Accounting Fees 3,691 1,469 12,267 10,669 General & Admin. Expenses 2 312 299 Mortgage Servicing Fee 1,750 1,750 3,500 3,500 Amortization 4,480 4,480 8,960 8,960 Total Expenses 11,042 7,701 26,160 23,428 NET LOSS $ (8,464)$(5,953)$(23,582)(21,680) <FN> See notes to financial statements 5 HICKORY LENDERS, LTD. (A Limited Partnership) STATEMENTS OF CASH FLOWS (Unaudited) Year-to-date JUNE 30, -------------------------- 1996 1995 Cash Flows from Operating Activities: Net Loss $ (23,583) $(21,680) Adjustments to reconcile Net Income to Net Cash used in Operating Activities: Amortization 8,960 8,960 Total Adjustments 8,960 8,960 Net Cash used in Operating Activities (14,623) (12,720) Cash Flows from Financing Activities: Distribution to Partners (212,121) - Principal payments received 120,000 - Net Cash used in Financing Activities: (92,121) Net Increase/(Decrease) in Cash and Cash Equivalents (106,744) (12,720) CASH AT JANUARY 1, 150,582 68,851 CASH AT JUNE 30, 43,838 $ 56,131 ========= ======== <FN> See notes to financial statements. 6 HICKORY LENDERS, LTD. (A Limited Partnership) NOTES TO FINANCIAL STATEMENTS For the Six Months Ended June 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 six month period ended June 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 six months were as follows: 1996 1995 -------- ------- Management Fees $3,500 $ 3,500 7 Item 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS RESULTS OF OPERATIONS The Partnership's primary business is to lend monies to Hickory Hills, Ltd. Due to the nature of the Registrant, all activity is a result of transactions in Hickory Hills, Ltd., the loan holder. The Registrant continues its policy begun in 1991 of not recognizing interest income for financial reporting purposes on the Lender Financing. This policy was accepted upon the recommendation of the Registrant's principal accountants because there had not been any payments made on the Lender Financing since inception and there has been no independent verification of the value of the land held as collateral. Interest income will be recognized for tax and loan payment purposes. Operating expenses of the Registrant are comparable to the prior year's quarter and are not expected to fluctuate in the future. There were no sales during the second quarter of 1996. During the first quarter of 1996, the Borrower sold 17 lots at the Hendersonville Property for $21,500 per lot. From these proceeds, $120,000 in interest was paid to the Lender. The remaining proceeds were retained to cover operating expenses. FINANCIAL CONDITION LIQUIDITY At June 30, 1996 the Registrant had approximately $42,088 in cash reserves. These funds are expected to be sufficient 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. HICKORY LENDERS, LTD. By: 222 HICKORY, LTD. General Partner 222 PARTNERS, INC. General Partner Date: August 14, 1996 By:/s/ Steven D. Ezell President Date: August 14, 1996 By:/s/ Michael A. Hartley Secretary/Treasurer