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, 1995 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) (Former name, former address and former fiscal year, if changed since last report.) 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 Nine Months Ended September 30, 1995 INDEX Financial Statements: Consolidated Balance Sheets 3 Consolidated Statements of Operations 4 Consolidated Statements of Cash Flows 5 Notes to Financial Statements 6 3 HICKORY LENDERS, LTD. (A Limited Partnership) CONSOLIDATED BALANCE SHEETS (Unaudited) September 30, December 31, 1995 1994 ------------- ------------- ASSETS CASH $ 262,724 68,851 NOTE RECEIVABLE FROM AFFILIATE 3,328,601 3,454,300 INTEREST RECEIVABLE FROM AFFILIATE - 84,301 LOAN COSTS 40,319 53,759 Total Assets $ 3,631,644 3,661,211 ========== ========== LIABILITIES AND PARTNERS' EQUITY ACCOUNTS PAYABLE 300 - PARTNERS' EQUITY 3,631,344 3,661,211 Total Liabilities & Partners' Deficit $ 3,631,644 3,661,211 ========== ========== <FN> See notes to financial statements. /TABLE 4 HICKORY LENDERS, LTD. (A Limited Partnership) CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) Quarter Ending Year to Date Ending SEPTEMBER 30, SEPTEMBER 30, ________________ _____________________ 1995 1994 1995 1994 ____ ____ ____ ____ REVENUE: Interest $ - - 1,748 3,383 EXPENSES: State Income Tax - - - 2,378 Legal & Accounting Fees 823 300 11,492 10,690 General & Admin. Expenses 1,134 24 1,433 893 Mortgage Servicing Fee 1,750 1,750 5,250 5,250 Amortization 4,480 4,480 13,440 13,440 Total Expenses 8,187 6,554 31,615 32,651 NET LOSS $(8,187) (6,554) (29,867) (29,269) <FN> See notes to financial statements 5 HICKORY LENDERS, LTD. (A Limited Partnership) CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) Year-to-date SEPTEMBER 30, __________________________ 1995 1994 ____ ____ Cash Flows from Operating Activities: Net Loss $ (29,867) (29,269) Adjustments to reconcile Net Income to Net Cash used in Operating Activities: Amortization 13,440 13,440 Increase in Accounts Payable 300 - Payments received on Interest Receivable from Affiliate 84,301 275,000 Total Adjustments 98,041 288,440 Net Cash used in Operating Activities 68,174 259,171 Cash Flows from Financing Activities: Payment received on Note Receivable 125,699 - Distribution to Partners - (339,393) Net Increase/(Decrease) in Cash and Cash Equivalents 193,873 (80,222) CASH AT JANUARY 1, 68,851 148,459 CASH AT SEPTEMBER 30, $ 262,724 68,237 ========= ======== <FN> See notes to financial statements. 6 HICKORY LENDERS, LTD. (A Limited Partnership) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS For the Nine Months Ended September 30, 1995 (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, 1994. 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, 1995 may not be indicative of the results that may be expected for the year ending December 31, 1995. 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: 1995 1994 ________ ________ Management Fees $ 5,250 5,250 7 Item 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS RESULTS OF OPERATIONS FOR THE QUARTER ENDED SEPTEMBER 30, 1995. 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. In 1991 due to a lack of payments made on the Lender Financing, the Registrant discontinued accruing interest income on the Note Receivable. Payments received on the Note subsequent to this policy change reduced the accrued interest receivable balance. During the third quarter of 1995, the Registrant received a $210,000 payment from Hickory Hills, Ltd. This payment extinguished the interest receivable and $125,699 was used to reduce principal. Operating expenses of the Registrant are comparable to the prior year's quarter and are not expected to fluctuate in the future. During 1995, the Owner sold thirty lots from the Hendersonville Property and 3.5 acres of the Nashville Property. From these proceeds, a $210,000 payment was made on the Lender Financing and the remaining proceeds were retained to cover development and operating expenses. FINANCIAL CONDITION LIQUIDITY At September 30, 1995, the Registrant had approximately $262,724 in cash reserves. These funds are expected to be sufficient through 1995. On October 20, 1995, $210,000 was distributed to the partners. The remaining funds are expected be sufficient through 1995. 8 PART II. OTHER INFORMATION Item 6. EXHIBITS AND REPORTS ON FORM 8-K (a) Exhibits Exhibit 27 - Financial Data Schedule for Third Quarter of 1995 (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 By:222 PARTNERS, INC. General Partner Date: November 13, 1995 By:/s/ Steven D. Ezell ______________________ Steven D. Ezell President Date: November 13, 1995 By:/s/ Michael A. Hartley ______________________ Michael A. Hartley Secretary/Treasurer