SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarter ended October 31, 1996 Commission File No. 0-5653 BALA CYNWYD CORPORATION _________________________________________________________________ (Exact name of registrant as specified in its charter) New Jersey 22-1436237 _____________________________________ _________________________ (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 301 City Avenue Bala Cynwyd, Pennsylvania 19004 _____________________________________ _________________________ (Address of principal executive (Zip Code) offices) Registrant's telephone number, including area code: (610) 667-8225 ________________ 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 requirements for the past 90 days. Yes X No ____ ____ Indicate the number of shares outstanding of each of the Registrant's classes on common stock, as of the latest practicable date. Common Stock: 1,021,314 shares Part 1. Financial Information _____________________ Item 1. Financial Statements BALA CYNWYD CORPORATION BALANCE SHEETS October 31, January 31, 1996 1996 ___________ ___________ (Unaudited) ASSETS Cash $435,051 $1,681 Receivables 4,921 4,920 Due from officer/shareholder (Notes 2 and 6) 451,005 Prepaid and refundable income taxes 1,182 1,182 ________ _______ $441,154 $458,788 ======== ======== LIABILITIES AND SHAREHOLDERS' EQUITY Liabilities: Due to affiliate (Note 3) $3,000 $3,000 Accrued expenses 5,914 19,742 Due to officer/shareholder 4,166 ________ ________ 13,080 27,742 ________ ________ Shareholders' equity: Preferred stock, cumulative convertible, $.05 par; authorized 500,000 shares, issued 2,600 shares 130 130 Common stock, $.05 par; authorized 2,000,000 shares; issued 1,054,419 shares 52,721 52,721 Additional paid-in capital 462,327 462,327 Deficit (67,538) (59,566) _________ ________ 447,640 455,612 Less treasury stock at cost: Preferred (2,600 shares) (5,000) (5,000) Common (33,105 shares) (14,566) (14,566) _________ ________ 428,074 436,046 _________ ________ $441,154 $458,788 ========= ======== See notes to financial statements. BALA CYNWYD CORPORATION STATEMENTS OF OPERATIONS AND RETAINED EARNINGS (DEFICIT) SIX MONTHS ENDED OCTOBER 31, 1996 AND 1995 (Unaudited) Nine months Three months ended October 31, ended October 31, _________________ _______________ 1996 1995 1996 1995 _____ _____ _____ _____ Revenue: Interest income (Note 3) $15,223 $28,551 $ 4,789 $10,078 Other (Note 2) 20,638 31,990 20,638 ________ ________ _________ ________ 35,861 60,541 25,427 10,078 General and administrative expenses (Note 5) 43,834 30,806 27,350 7,627 ________ ________ ________ ________ Income (loss) before income taxes (7,972) 29,734 (1,923) 2,450 Income taxes (Note 6) - - - - ________ ________ ________ ________ Net income (loss) (7,972) 29,734 (1,922) 2,450 Retained earnings (deficit), beginning of period (59,566) (75,880) (65,616) (48,596) ________ ________ ________ ________ Retained earnings (deficit), end of period $(67,538) $(46,146) $(67,538) $(46,146) ======== ======== ======== ======== Income (loss) per common share $(.01) $(.03) $(.01) $(.03) ======== ======== ======== ======== Weighted average number of shares outstanding 1,021,314 1,021,314 1,021,314 1,021,314 ========= ========= ========= ========= See notes to financial statements. BALA CYNWYD CORPORATION STATEMENTS OF CASH FLOWS NINE MONTHS ENDED OCTOBER 31, 1996 AND 1995 (Unaudited) 1996 1995 _________ ________ Cash flows from operating activities: Net income (loss) $(7,972) $29,734 Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: (Increase) decrease in receivables (505) Increase (decrease) in accrued expenses (13,828) (4,103) ______ ________ Net cash provided by (used in) operating activities (21,800) 25,126 ________ ________ Cash flows from investing activities: Payments on notes receivable 66,010 Advances to/from officer/ shareholder, net 455,169 (110,269) ________ ________ Net cash provided by (used in) investing activities 455,169 (44,259) ________ ________ Net increase (decrease) in cash and cash equivalents 433,370 (19,132) Cash and cash equivalents, beginning of period 1,681 21,508 ________ ________ Cash and cash equivalents, end of period $435,051 $2,376 ======== ======== See notes to financial statements. BALA CYNWYD CORPORATION NOTES TO FINANCIAL STATEMENTS NINE MONTHS ENDED OCTOBER 31, 1996 AND 1995 (Unaudited) 1. Business activity and summary of significant accounting policies: The Company presently conducts no business but is searching for appropriate investment and acquisition opportunities. Its only income consists of interest from notes receivable. Cash Equivalents: For purposes of the statement of cash flows, the Company considers all highly liquid debt instruments purchased with maturities of three months or less to be cash equivalents. Earnings per share: Earnings per share are computed based on the weighted average number of common shares outstanding during each year (1,021,314 shares in 1996 and 1995). Presentation of financial statements: Except for the balance sheet as of January 31, 1996, the financial information furnished herein has not been audited by independent accountants; it reflects, however, all adjustments (consisting principally of normal, recurring accruals) which, in the opinion of management, are necessary for a fair presentation of financial position and results of operations and cash flows for the dates and periods noted. 2. In 1991, the Company agreed to extend credit facilities of $500,000 to an unrelated third party. The debtor has completed payments in accordance with the loan agreements of $31,990 in excess of an allowance of $88,000 previously provided by the Company for any potentially uncollectible reimbursements. On August 16, 1996, the company received $20,638 in payment for legal fees and expenses incurred during the collection process. No further payments are due from the debtor. 3. Due from officer/shareholder: There are no formal repayment terms and the advance bears interest at the prime rate (8.25% at October 31, 1996). Interest income relating to this advance was $10,434 and $25,744 for the nine months ended October 31, 1996 and 1995, respectively. 4. Due to affiliate: There are no formal repayment terms and the advance bears interest at the prime rate. Interest expense relating to this advance was $186 and $195 for the nine months ended October 31, 1996 and 1995, respectively. 5. Management fees: The Company has agreed to compensate its president and principal shareholder for his services in maintaining the corporate books and records and in investigating possible merger and acquisition candidates for the Company, and to reimburse him for expenses incurred. Management fees of $22,500 are included in general and administrative expenses for each of the nine months ended October 31, 1996 and 1995. 6. Income taxes: The Company is classified as a personal holding company for each of the periods presented. The Company is subject to a Federal tax equal to 28% of its undistributed earnings, in addition to any other income taxes payable. At October 31, 1996, the Company has accumulated, for federal and state income tax purposes, net operating loss carryforwards. The utilization of these losses to reduce future income taxes will depend upon the generation of sufficient taxable income prior to the expiration of the net operating loss carryforwards. These carryforwards, amounting to approximately $23,700, have expiration dates of 2008 through 2010. Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations _____________________________________________ The following discussion addresses the financial condition and results of operations of the Company for the second quarter and nine months ended October 31, 1996 compared with the same periods in the prior year. This discussion should be read in conjunction with the Management's Discussion and Analysis Section included in the Company's Annual Report on Form 10-K for the fiscal year ended January 31, 1996, to which the reader is directed for additional information. The Company has recorded a decrease in interest income of $5,289 and $13,328 for the three and nine month periods ended October 31, 1996, respectively, as compared to the same periods in the prior year due to the repayment on May 13, 1996 of $451,005 on the amount due from an officer/stockholder. General and administrative expenses increased by $19,723 and $13,028 for the first three and nine months of this year, respectively, as compared to the same periods in the prior year due primarily to increased costs associated with the Company's efforts to locate appropriate investment opportunities. The decrease in interest income together with the increase in expenses resulted in net losses of $1,922 and $7,972 for this year's third quarter and nine months, respectively, compared with net income of $2,450 and $29,734 for the same periods in the prior year. PART 2. OTHER INFORMATION ___________________________ Item 6. EXHIBITS AND REPORTS ON FORM 8-K ________________________________ (a) Exhibits: None (b) Reports on Form 8-K: None 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. BALA CYNWYD CORPORATION Dated: December 12, 1996 By:/s/ Albert M. Zlotnick ___________________________ Albert M. Zlotnick President Chairman of the Board Chief Financial Officer and Chief Executive Officer