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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 FORM 10-Q
 þ
    
    Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
 For the quarterly period ended March 31, 2011
 or
 o
    
    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: 0-16718
 Northland Cable Properties Seven Limited Partnership
 
 Washington
    
    91-1366564(State of Organization)
    
    (I.R.S. Employer Identification No.)
 101 Stewart Street, Suite 700, Seattle, Washington
    
    98101(Address of Principal Executive Offices)
    
    (Zip Code)
 
 
  þ o
 o o
  Large accelerated filer o
Accelerated filer o
Non-accelerated filer o(Do not check if a smaller reporting company)
Smaller reporting company þ  o þ




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TABLE OF CONTENTS  PART 1  FINANCIAL INFORMATIONITEM 1. Financial StatementsITEM 2. Managements Discussion and Analysis of Financial Condition and Results of OperationsITEM 3. Quantitative and Qualitative Disclosures About Market RiskITEM 4. Controls and ProceduresPART II  OTHER INFORMATIONITEM 1 Legal proceedingsITEM 1A Risk FactorsITEM 2 Changes in securitiesITEM 3 Defaults upon senior securitiesITEM 4 Submission of matters to a vote of security holdersITEM 5 Other informationITEM 6 ExhibitsSIGNATURESEX-31.AEX-31.BEX-32.AEX-32.B    Table of Contents  
  
  
 March 31,
    
    
    December 31,2011
    
    
    2010ASSETSCash
    
    $
    1,224,312
    
    
    $
    882,786Accounts receivable, net of allowance
of $11,050
    
    
    192,038
    
    
    
    241,478Due from affiliates
    
    
    60,716
    
    
    
    96,255Prepaid expenses
    
    
    183,003
    
    
    
    70,077Property and equipment, net of accumulated
depreciation of $16,696,202 and $16,457,125,
respectively
    
    
    6,429,549
    
    
    
    6,476,899Franchise agreements, net of accumulated
amortization of $9,995,974
    
    
    8,991,966
    
    
    
    8,991,966Total assets
    
    $
    17,081,584
    
    
    $
    16,759,461LIABILITIES AND PARTNERS CAPITALAccounts payable and accrued expenses
    
    $
    654,753
    
    
    $
    768,898Due to Managing General Partner and
affiliates
    
    
    97,501
    
    
    
    99,648Deposits
    
    
    27,711
    
    
    
    23,970Subscriber prepayments
    
    
    292,474
    
    
    
    239,304Total liabilities
    
    
    1,072,439
    
    
    
    1,131,820Partners capital (deficit):General Partners:Contributed capital, net
    
    
    (25,367
    )
    
    
    (25,367
    )Accumulated deficit
    
    
    (4,093
    )
    
    
    (7,908
    )(29,460
    )
    
    
    (33,275
    )Limited Partners:Contributed capital, net (49,656 units)
    
    
    16,444,002
    
    
    
    16,444,002Accumulated deficit
    
    
    (405,397
    )
    
    
    (783,086
    )16,038,605
    
    
    
    15,660,916Total partners capital
    
    
    16,009,145
    
    
    
    15,627,641Total liabilities and partners capital
    
    $
    17,081,584
    
    
    $
    16,759,461




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For the three months ended March 31,2011
    
    
    2010Service revenues
    
    $
    2,489,441
    
    
    $
    2,403,527Expenses:Cable system operations / cost
of revenue (including $30,008
and $32,297 to affiliates in
2011 and 2010, respectively),
excluding depreciation shown
below
    
    
    235,797
    
    
    
    230,425General and administrative
(including $265,477 and
$238,427 to affiliates in
2011 and 2010, respectively)
    
    
    667,653
    
    
    
    643,899Programming / cost of revenue
(including $15,185 and
$11,874 to affiliates in 2011
and 2010, respectively)
    
    
    1,021,589
    
    
    
    931,882Depreciation / cost of revenue
    
    
    314,620
    
    
    
    301,284Gain on disposal of assets
    
    
    (1,833
    )
    
    
    (377
    )2,237,826
    
    
    
    2,107,113Income from operations
    
    
    251,615
    
    
    
    296,414Other income (expense):Interest income and other, net
    
    
    (1,954
    )
    
    
    (10,171
    )Escrow proceeds
    
    
    131,843
    
    
    
    129,889
    
    
    
    (10,171
    )Net income
    
    $
    381,504
    
    
    $
    286,243Allocation of net income:General Partners (1%)
    
    $
    3,815
    
    
    $
    2,862Limited Partners (99%)
    
    $
    377,689
    
    
    $
    283,381Net income per limited
partnership unit (49,656 units):
    
    
    7.61
    
    
    
    5.71




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For the three months ended March 31,2011
    
    
    2010CASH FLOWS FROM OPERATING ACTIVITIES:Net income
    
    $
    381,504
    
    
    $
    286,243Adjustments to reconcile net income to
cash provided by operating activities:Depreciation
    
    
    314,620
    
    
    
    301,284Gain on sale of assets
    
    
    (1,833
    )
    
    
    (377
    )Escrow proceeds
    
    
    (131,843
    )
    
    
    (Increase) decrease in operating assets:Accounts receivable
    
    
    49,440
    
    
    
    136,337Due from affiliates
    
    
    35,539
    
    
    
    (28,767
    )Prepaid expenses
    
    
    (112,926
    )
    
    
    (150,012
    )Increase (decrease) in operating liabilities:Accounts payable and accrued expenses
    
    
    (55,831
    )
    
    
    (119,144
    )Due to Managing General Partner and affiliates
    
    
    (2,147
    )
    
    
    51,284Deposits
    
    
    3,741
    
    
    
    2,442Subscriber prepayments
    
    
    53,170
    
    
    
    (11,649
    )Net cash provided by operating activities
    
    
    533,434
    
    
    
    467,641CASH FLOWS FROM INVESTING ACTIVITIES:Purchase of property and equipment
    
    
    (326,251
    )
    
    
    (410,963
    )Proceeds from the sale of assets
    
    
    2,500
    
    
    
    2,500Escrow proceeds
    
    
    131,843
    
    
    
    Net cash used in investing activities
    
    
    (191,908
    )
    
    
    (408,463
    )CASH FLOWS FROM FINANCING ACTIVITIES:Distribution to limited partners
    
    
    
    
    
    
    (868,980
    )Net cash used in financing activities
    
    
    
    
    
    
    (868,980
    )INCREASE (DECREASE) IN CASH
    
    
    341,526
    
    
    
    (809,802
    )CASH, beginning of period
    
    
    882,786
    
    
    
    1,339,369CASH, end of period
    
    $
    1,224,312
    
    
    $
    529,567




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NORTHLAND CABLE PROPERTIES SEVEN LIMITED PARTNERSHIP
 NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS
 (1) Basis of Presentation
  (2) Intangible Assets
  (3) Litigation
  (4) Potential Sale of Systems
     (5) Fair Value of Assets
  
    
    Level 1  inputs are quoted prices (unadjusted) in active markets for identical
assets or liabilities.




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
    
    Level 2  quoted prices for similar instruments in active markets or quoted prices
for identical or similar instruments in markets that are not active.
    
    Level 3  significant inputs are unobservable for the asset or liability.
  Total
    
    Level 1
    
    Level 2
    
    Level 3Cash
    
    $
    1,224,312
    
    
    $
    1,224,312
    
    
    $
    
    
    
    $
    
  Total
    
    Level 1
    
    Level 2
    
    Level 3Cash
    
    $
    882,786
    
    
    $
    882,786
    
    
    $
    
    
    
    $
    
 PART I (continued)
 
 ITEM 2. Managements Discussion and Analysis of Financial Condition and Results of
Operations
 Results of Operations  Three Months Ended March 31, 2011 and 2010
   
    
    $1,645,824 (66%) from basic and expanded video services,
    
    $403,977 (16%) from high speed Internet services
    
    $187,877 (8%) from telephony services
    
    $76,722 (3%) from premium video services
    
    $34,287 (1%) from advertising
    
    $47,641 (2%) from late fees
    
    $93,113 (4% ) from other sources.




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Liquidity and Capital Resources
    Obligations and Commitments
  Payments Due By PeriodLess than 1
    
    1  3
    
    3  5
    
    More thanTotal
    
    year
    
    Years
    
    years
    
    5 yearsMinimum operating lease payments
    
    $
    17,733
    
    
    $
    11,200
    
    
    $
    6,533
    
    
    
    
    
    
    
    
 (a)
    
    These contractual obligations do not include accounts payable and accrued
liabilities, which are expected to be paid in 2011.(b)
    
    The Partnership also rents utility poles in its operations. Amounts due under
these agreements are not included in the above minimum operating lease payments as pole
rentals are based on pole usage and are cancelable on short notice. The Partnership
does however anticipate that such rentals will recur. Pole rental expense was $176,835
in 2010.




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Capital Expenditures
   Critical Accounting Policies
  Revenue Recognition
  Property and Equipment
   Intangible Assets




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ITEM 3. Quantitative and Qualitative Disclosures About Market Risk
  
 ITEM 4. Controls and Procedures
   
  
 Legal proceedings
    
 Risk Factors
  
 Changes in securities
  
 Defaults upon senior securities
  
 Submission of matters to a vote of security holders
  
 Other information
  
 Exhibits
 (a)
    
    Exhibit Index
 31 (a).
    
    Certification of Chief Executive Officer of Northland
Communications Corporation, the Managing General Partner, dated May 12, 2011
pursuant to section 302 of the Sarbanes-Oxley Act




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31 (b).
    
    Certification of President (Principal Financial and Accounting
Officer) of Northland Communications Corporation, the Managing General Partner,
dated May 12, 2011 pursuant to section 302 of the Sarbanes-Oxley Act32 (a).
    
    Certification of Chief Executive Officer of Northland
Communications Corporation, the Managing General Partner, dated May 12, 2011
pursuant to section 906 of the Sarbanes-Oxley Act32 (b).
    
    Certification of President (Principal Financial and Accounting
Officer) of Northland
Communications Corporation, the Managing General Partner, dated May 12, 2011
pursuant to section 906 of the Sarbanes-Oxley Act




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SIGNATURES
  NORTHLAND CABLE PROPERTIES SEVEN LIMITED PARTNERSHIP
 
 SIGNATURES
    
    CAPACITIES
    
    DATE/S/ RICHARD I. CLARK

Richard I. Clark
    
    Executive Vice President, Treasurer and
Assistant Secretary
    
    5-12-11/S/ GARY S. JONES

Gary S. Jones
    
    President
    
    5-12-11