FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Mark One)
[x] Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934
For the quarterly period ended
SEPTEMBER 30, 2001
[ ] 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 0-14206
CABLE TV FUND 12-D, LTD.
Exact name of registrant as specified in charter
Colorado # 84-1010423
- ------------------------------ -----------------------------
State of organization I.R.S. employer I.D. #
c/o Comcast Corporation
1500 Market Street, Philadelphia, PA 19102-2148
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Address of principal executive office
(215) 665-1700
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Registrant's telephone number
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 the past 90 days.
Yes X No
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CABLE TV FUND 12-D, LTD.
------------------------
(A Limited Partnership)
CONDENSED CONSOLIDATED BALANCE SHEET
------------------------------------
(Unaudited)
September 30, December 31,
ASSETS 2001 2000
------ --------------- ---------------
Cash $1,565,757 $1,613,430
--------------- ---------------
$1,565,757 $1,613,430
=============== ===============
LIABILITIES AND PARTNERS' CAPITAL
---------------------------------
LIABILITIES:
Advances from affiliates.............................................. $77,559 $3,442
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Total liabilities............................................... 77,559 3,442
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PARTNERS' CAPITAL:
General Partner-
Contributed capital................................................. 1,000 1,000
Distributions....................................................... (21,153,765) (21,153,765)
Accumulated earnings................................................ 21,524,816 21,555,264
--------------- ---------------
372,051 402,499
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Limited Partners-
Net contributed capital (237,339 units outstanding
at September 30, 2001 and December 31, 2000)........................ 102,198,175 102,198,175
Distributions......................................................... (182,130,796) (182,130,796)
Accumulated earnings.................................................. 81,048,768 81,140,110
--------------- ---------------
1,116,147 1,207,489
--------------- ---------------
$1,565,757 $1,613,430
=============== ===============
See notes to condensed consolidated financial statements.
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CABLE TV FUND 12-D, LTD.
------------------------
(A Limited Partnership)
CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
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(Unaudited)
Three Months Ended Nine Months Ended
September 30, September 30,
2001 2000 2001 2000
----------- ----------- ----------- -----------
OTHER INCOME (EXPENSE):
Interest income............................................ $14,366 $22,237 $57,662 $43,550
Interest expense........................................... (1,353) (2,662)
Other, net................................................. (30,654) (43,990) (179,452) (153,158)
----------- ----------- ----------- -----------
NET LOSS...................................................... ($16,288) ($23,106) ($121,790) ($112,270)
=========== =========== =========== ===========
ALLOCATION OF NET LOSS:
General Partner............................................ ($4,072) ($5,777) ($30,448) ($28,068)
=========== =========== =========== ===========
Limited Partners........................................... ($12,216) ($17,329) ($91,342) ($84,202)
=========== =========== =========== ===========
NET LOSS PER LIMITED PARTNERSHIP UNIT......................... ($0.05) ($0.07) ($0.38) ($0.35)
=========== =========== =========== ===========
WEIGHTED AVERAGE NUMBER OF LIMITED
PARTNERSHIP UNITS OUTSTANDING ............................. 237,339 237,339 237,339 237,339
=========== =========== =========== ===========
See notes to condensed consolidated financial statements.
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CABLE TV FUND 12-D, LTD.
------------------------
(A Limited Partnership)
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
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(Unaudited)
Nine Months Ended
September 30,
2001 2000
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CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss..................................................................... ($121,790) ($112,270)
Adjustments to reconcile net loss to net cash
provided by operating activities:
Transactions with affiliates............................................. 74,117 2,428,485
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Net cash (used in) provided by operating activities.................... (47,673) 2,316,215
CASH FLOWS FROM FINANCING ACTIVITIES:
Distribution to venture partners............................................. (569,158)
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Net cash used in financing activities.................................. (569,158)
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(Decrease) increase in cash..................................................... (47,673) 1,747,057
Cash, beginning of period....................................................... 1,613,430 302
------------ ------------
Cash, end of period............................................................. $1,565,757 $1,747,359
============ ============
SUPPLEMENTAL CASH FLOW DISCLOSURE:
Interest paid................................................................ $581 $31,145
============ ============
See notes to condensed consolidated financial statements.
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CABLE TV FUND 12-D, LTD.
------------------------
(A Limited Partnership)
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
----------------------------------------------------
(Unaudited)
(1) The condensed consolidated balance sheet as of December 31, 2000 has
been condensed from the audited consolidated balance sheet as of that date. The
condensed consolidated balance sheet as of September 30, 2001, the condensed
consolidated statement of operations for the three and nine months ended
September 30, 2001 and 2000, and the condensed consolidated statement of cash
flows for the nine months ended September 30, 2001 and 2000 have been prepared
by Cable TV Fund 12-D, Ltd. (the "Partnership") and have not been audited by the
Partnership's independent auditors. In the opinion of management, all
adjustments necessary to present fairly the financial position, results of
operations and cash flows as of September 30, 2001 and for all periods presented
have been made.
Certain information and note disclosures normally included in the
Partnership's annual financial statements prepared in accordance with accounting
principles generally accepted in the United States have been condensed or
omitted. These condensed consolidated financial statements should be read in
conjunction with the financial statements and notes thereto included in the
Partnership's December 31, 2000 Annual Report on Form 10-K filed with the
Securities and Exchange Commission. The results of operations for the periods
ended September 30, 2001 are not necessarily indicative of operating results for
the full year.
The accompanying consolidated financial statements historically
included 100% of the accounts of the Partnership and those of Cable TV Fund
12-BCD Venture (the "Venture") reduced by the 24% minority interest in the
Venture. All interpartnership accounts and transactions were eliminated. The
Venture has sold all of its cable television systems. The Venture was liquidated
in October 2000 and therefore, the Partnership has no investment in the Venture
at September 30, 2001 or December 31, 2000. The Partnership and the Venture have
continued in existence because of pending litigation in which the Partnership
and the Venture are a party. It cannot be predicted when the Partnership and the
Venture will be dissolved.
(2) The Partnership reimburses its general partner for certain
administrative expenses. These expenses represent the salaries and related
benefits paid for corporate personnel. Such personnel provide administrative,
accounting, tax, legal and investor relations services to the Partnership. Such
services, and their related costs, are necessary to the administration of the
Partnership until it is dissolved. Such charges were included in Other, net in
the accompanying condensed consolidated statement of operations. Reimbursements
made to the general partner by the Partnership for administrative expenses for
the three and nine month periods ended September 30, 2001 were $23,878 and
$85,488, respectively. Reimbursements made to the general partner by the Venture
for administrative expenses for the three and nine month periods ended September
30, 2000 were $42,787 and $140,477, respectively, of which $32,321 and $106,116,
respectively, was attributed to the Partnership.
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CABLE TV FUND 12-D, LTD.
------------------------
(A Limited Partnership)
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
---------------------------------------------------------------
RESULTS OF OPERATIONS
---------------------
FINANCIAL CONDITION
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The Venture was liquidated in October 2000 and therefore, the
Partnership has no investment in the Venture at September 30, 2001. The only
asset of the Partnership at September 30, 2001 was its cash on hand which is
being held in reserve to pay the Partnership's administrative expenses until the
Partnership is dissolved. The Partnership and the Venture have continued in
existence because of pending litigation in which the Partnership and the Venture
are a party. It cannot be predicted when the Partnership and the Venture will be
dissolved.
RESULTS OF OPERATIONS
- ---------------------
The Venture has sold all of its cable television systems and was
liquidated in October 2000. Interest income of $57,662 was earned during the
first nine months of 2001 on the cash balance on hand. Other expense of $179,452
incurred in the first nine months of 2001 by the Partnership related to various
costs associated with the administration of the Partnership.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
Please refer to Part II - Item 1 of our June 30, 2001 Form 10-Q for a
discussion of recent developments related to our legal proceedings.
Item 6. Exhibits and Reports on Form 8-K.
a) Exhibits
None.
b) Reports on Form 8-K
None.
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SIGNATURE
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.
CABLE TV FUND 12-D, LTD.
BY: COMCAST CABLE COMMUNICATIONS, INC.
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General Partner
By: /S/ Lawrence J. Salva
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Lawrence J. Salva
Senior Vice President
(Principal Accounting Officer)
Dated: November 13, 2001
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