UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-K

(Mark One)

[X] Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the fiscal year ended December 31, ~~2000~~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
33-18089-A

HICKORY LENDERS, LTD. ~~(Exact name of Registrant as specified in its charter)~~
(Exact name of Registrant as specified in its charter)

Tennessee	62-1336905
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification Number)
One Belle Meade Place 4400 Harding Road, Suite 500 Nashville, Tennessee	37205
(Address of principal executive offices)	(Zip Code)
Registrant's telephone number, including area code:	(615) 292-1040

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class	Name of each exchange on which registered
None	None

Securities registered pursuant to Section 12(g) of the Act:

UNITS OF LIMITED PARTNERSHIP INTEREST

(Title of Class)

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

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (229.405 of this chapter) is not contained herein, and will not be contained, to the best of the registrant's knowledge, in definitive proxy of information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. [X]

The aggregate sales price of the Units of Limited Partnership Interest to non-affiliates was $4,200,000 as of ~~February~~December 283, ~~2001~~1987. This does not reflect market value, but is the price at which these Units of Limited Partnership Interest were sold to the public. There is no current market for these Units.

DOCUMENTS INCORPORATED BY REFERENCE

Documents Incorporated by Reference in Part IV:

Prospectus of Registrant, dated December 3, 1987, as filed pursuant to Rule 424(b) of the Securities and Exchange Commission.

PART I

Item 1. Business Hickory Lenders, Ltd. ("Registrant"), is a Tennessee limited partnership organized on September 15, 1987 pursuant to the provisions of the Tennessee Uniform Limited Partnership Act, Chapter 2, Title 61, Tennessee Code Annotated, as amended. The General Partner of Registrant is 222 Hickory, Ltd. Prior to December 31, 1998, Registrant's primary business was to lend monies to Hickory Hills, Ltd. which owned and operated two real estate projects. The general partner determined that the value of the underlying collateral could not result in full payment of the debt and accrued interest. On December 31, 1998, the Registrant began the process of foreclosing on the debt to Hickory Hills, Ltd, after the note matured and payment was not made. The foreclosure process was completed on June 29, 1999.

~~The~~Hickory ~~Registrant's primary business now is to dispose of certain undeveloped real properties located in Nashville~~Lenders, ~~Davidson~~Ltd. ~~county, Tennessee and Hendersonville, Sumner County, Tennessee~~ ("~~the Properties~~Registrant")., ~~The~~is ~~Registrant intends to market the property in~~ a ~~manner~~Tennessee ~~that~~limited ~~would~~partnership ~~result~~organized inon ~~sales~~September ~~without~~15, ~~incurring~~1987 ~~potential~~pursuant ~~losses. The~~to ~~Properties~~the ~~acquired~~provisions ~~in foreclosure consist~~ of ~~approximately~~the ~~155~~Tennessee ~~acres~~Uniform inLimited ~~Nashville,~~Partnership ~~Davidson County~~Act, ~~Tennessee~~Chapter ~~("the Nashville Property") and 3 lots in a residential subdivision in Hendersonville~~2, ~~Sumner~~Title ~~County~~61, Tennessee onCode ~~Old~~Annotated, ~~Hickory~~as ~~Lake ("the Hendersonville Property")~~amended. The ~~Nashville~~General ~~property~~Partner isof ~~partially~~Registrant ~~developed. The Nashville Property~~ is ~~expected~~222 to be sold for use as industrial/office distribution and residential property. Nashville Property There is a significant amount of competition for the industrial/office distribution property in northern Davidson County near the airport and along Brick Church PikeHickory, ~~south of the Property~~Ltd. ~~As competitive sites nearer the City is absorbed, the Registrant's site should experience more activity. The Registrant's prices are comparable to its competition.~~

~~Hendersonville Property~~ ~~There~~Prior ~~is currently a limited amount of competition surrounding the Harbortowne Development. The Property is located one mile~~ to ~~the~~December ~~east of Highway~~ 31~~-E by-pass that provides excellent access to downtown Nashville. The development offers landscaped yards~~, ~~gas heat~~1998, ~~and~~Registrant's ~~other~~primary ~~amenities~~business ~~such~~was asto alend ~~swimming~~monies ~~pool,~~to ~~tennis~~Hickory ~~courts~~Hills, ~~and clubhouse~~Ltd. ~~There~~which ~~are~~owned ~~several developments in Hendersonville~~ and ~~Nashville,~~operated ~~which~~two ~~serve~~real asestate ~~competition for these lots~~projects. The ~~Registrant~~General ~~has~~Partner nodetermined ~~employees.~~that ~~Administrative~~the ~~services~~value ~~are being provided under a contractual agreement with Landmark Realty Services Corporation, an affiliate~~ of the ~~General~~underlying ~~Partner. Item~~collateral 2.could ~~Properties As~~not ofresult ~~December 31, 2000, Registrant owned two parcels of land~~ in ~~Tennessee,~~full ~~composed~~payment of ~~155~~the ~~acres~~debt ~~in Nashville~~ and ~~three~~accrued ~~residential lots in Hendersonville~~interest. ~~See~~On ~~Item~~December 131, ~~above for a more detailed description. Item 3. Legal Proceedings Registrant is not a party to~~1998, ~~nor~~the ~~is any of~~ Registrant's ~~property~~began the ~~subject~~process of, ~~any~~foreclosing ~~legal~~on ~~proceedings. Item~~the 4.debt ~~Submission of Matters~~ to aHickory ~~Vote~~Hills, ofLtd, ~~Security~~after ~~Holders The~~the ~~security~~note ~~holders~~matured ofand ~~the~~payment ~~Registrant~~was ~~did~~ not ~~vote~~made. The onforeclosure ~~any~~process ~~matter~~was ~~during~~completed ~~the~~on ~~fiscal~~June ~~year~~29, ~~covered by this report~~1999.

~~PART~~ The IIRegistrant's primary business now is to dispose of certain undeveloped real properties located in Nashville, Davidson county, Tennessee and Hendersonville, Sumner County, Tennessee ("the Properties"). The Registrant intends to market the property in a manner that would result in sales without incurring potential losses.

~~Item~~Financial 5.Information ~~Market~~about ~~for~~Industry Registrant's Units of Limited Partnership Interest and Related Security Holder Matters There is no established market for the Units and it is not anticipated that any will exist in the future. The Registrant commenced a 4,200-unit offering of Limited Partnership Interest to the public on December 3, 1987. The Limited Partnership units were $1,000 per Unit. The offering of $4,200,000 was fully subscribed and closed on August 31, 1988. As of January 31, 2001, there were 372 holders of record of the Units of Limited Partnership Interests.Segments

~~Distributions~~The ofRegistrant's ~~$210,000~~activity ~~were~~is ~~made~~within toone ~~unit~~industry ~~holders~~segment ~~during~~and geographical ~~2000~~area. Therefore, ~~There~~financial ~~were~~data norelating ~~material restrictions upon Registrant's present or future ability~~ to ~~make~~the industry ~~distributions~~segment ~~following~~and ~~the~~geographical ~~provisions~~area ofis ~~Registrant's~~included ~~Limited~~in ~~Partnership Agreement.~~ Item 6. - Selected Financial Data.

~~for~~ The Properties acquired in foreclosure consist of approximately 155 acres in Nashville, Davidson County, Tennessee ("the ~~Year~~Nashville ~~Ended December~~Property") 31and 3 lots in a residential subdivision in Hendersonville, Sumner County, Tennessee on Old Hickory Lake ("the Hendersonville Property"). The Nashville property is partially developed. The Nashville Property is expected to be sold for use as industrial/office distribution and residential property.

	2000	1999	1998	1997	1996
Total Revenue	$135,009	6,492	5,067	5,269	4,449
Net Income (Loss)	54,158	(48,152)	(19,090)	(35,478)	(35,323)
Net income(loss) per limited partner unit	12.39	(11.46)	(6.03)	(10.06)	(9.62)
Distributions per limited partner unit	50	--	150	160	120
Total assets	1,387,460	1,537,357	1,501,015	2,156,342	2,870,608
Note receivable affiliate	--	-	-	1,833,601	2,478,601

Nashville Property

~~Item~~ There 7.is ~~Management's~~a ~~Discussion~~significant ~~and~~amount ~~Analysis~~ of ~~Financial Condition~~competition ~~and~~for ~~Results~~the ofindustrial/office ~~Operation Sales During~~distribution ~~2000,~~property ~~the~~in ~~Registrant~~northern ~~sold~~Davidson ~~two~~County ~~lots~~near ~~from~~ the ~~Hendersonville~~airport ~~Property~~ and ~~approximately~~along ~~3.5~~Brick ~~acres~~Church ~~from the Nashville Property. Gross proceeds were $331~~Pike,~~700~~ ~~and~~south ~~$212,121 was distributed to the partners. The remaining proceeds were retained to meet the operational needs~~ of the ~~partnership~~Property. ~~Operations The~~ As ~~operations~~competitive ofsites ~~the~~nearer ~~Partnership for 2000 and 1999 are not comparable to prior years since~~ the ~~foreclosure~~City ~~and~~is ~~acquisition of the Property. Whereas prior to 1999~~absorbed, the Registrant's ~~generated~~site ~~interest~~should ~~income~~experience ~~and~~more ~~incurred only administrative expenses, the Registrant now generates land sales and incurs property expenses such as property taxes and grounds maintenance~~activity. The ~~increase~~Registrant's inprices ~~legal~~are ~~and~~comparable ~~accounting expense is due~~ to ~~higher~~its ~~audit fees~~competition. ~~The increase in general and administrative expenses is due to write offs of cash that was on the books in error.~~

~~Financial~~Hendersonville Condition and Liquidity At February 29, 2001, the Registrant had $98,885 in cash to meet its 2001 operating expenses. The General Partner believes that this cash balance is sufficient to meet the operational needs of the Registrant for the year 2001. Property

~~Item~~ There 7Ais currently a limited amount of competition surrounding the Harbortowne Development. The ~~Quantitative~~Property is located one mile to the east of Highway 31-E by-pass that provides excellent access to downtown Nashville. The development offers landscaped yards, gas heat, and ~~Qualitative~~other ~~Disclosures~~amenities ~~about~~such ~~Market~~as ~~Risk~~a swimming pool, tennis courts, and clubhouse. There are several developments in Hendersonville and Nashville, which serve as competition for these lots.

The Registrant has no ~~market~~employees. Administrative ~~risk~~services ~~exposures~~are ~~defined~~being byprovided ~~Item~~under ~~305~~a ofcontractual ~~Regulation~~agreement ~~S-K~~with ofLandmark ~~the~~Realty ~~Securities~~Services ~~Exchange~~Corporation, ~~Act~~an affiliate of ~~1934~~the General Partner.

Item 82. Financial Statements and Supplementary Data The Financial Statements required by Item 8 are filed at the end of this report. Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure. Properties

~~None~~ As of December 31, 2001, Registrant owned two parcels of land in Tennessee, composed of 155 acres in Nashville and three residential lots in Hendersonville. See Item 1 above for a more detailed description.

~~PART~~Item ~~III~~3. Legal Proceedings

~~Item 10. Directors and Executive Officers of the~~ Registrant ~~Registrant~~ ~~does~~is not ~~have~~a ~~any~~party ~~directors or officers. 222 Hickory~~to, ~~Ltd.~~nor is ~~the~~any ~~General Partner. 222 Partners, Inc. is the general partner~~ of ~~the General Partner and, as such, has general responsibility and ultimate authority in matters affecting the~~ Registrant's ~~business. 222~~property ~~Partners,~~the ~~Inc. 222~~subject ~~Partners, Inc. was formed in September 1986 and serves as general partner for several other real estate investment limited partnerships. The directors~~ of ~~222 Partners~~, ~~Inc.~~any ~~are~~legal Wproceedings. Gerald Ezell, Steven D. Ezell, and Michael A. Hartley. W. Gerald Ezell W. Gerald Ezell, age 70, is a director of 222 Partners, Inc. Until November 1985, Mr. Ezell had been for over 20 years an agency manager for Fidelity Mutual Life Insurance Company and a registered securities principal of Capital Analysts Incorporated, a wholly owned subsidiary of Fidelity Mutual Life Insurance Company. Steven D. Ezell

~~Steven~~Item D4. ~~Ezell,~~Submission ~~age 48, is the President and sole shareholder~~ of ~~222~~Matters Partners, Inc. He has been an officer of 222 Partners Inc. from September 17, 1986 through the current period. Mr. Ezell is President and 50% owner of Landmark Realty Services Corporation. He was for the prior four years involved in property acquisitions for Dean Witter Realty Inc. in New York City, most recently as Senior Vice President. Steven D. Ezell is the son of W. Gerald Ezell. Michael A. Hartley Michael A. Hartley, age 41, serves as a Secretary/Treasurer and Vice President of 222 Partners, Inc. He has been an officer of 222 Partners, Inc. from September 17, 1986 through the current period. He is Vice President and 50% owner of Landmark Realty Services Corporation. Prior to ~~joining Landmark, Mr. Hartley was Vice President of Dean Witter Realty Inc.,~~ a ~~New~~Vote ~~York-based real estate investment firm. Item 11. Executive Compensation During 1999, Registrant was not required to and did not pay remuneration to any executives, partners~~ of ~~the General Partner or any affiliates, except as set forth in Item 13 of this report, "Certain Relationships and Related Transactions." Item 12.~~ Security Ownership of Certain Beneficial Owners and Management As of January 31, 2000 no person or "group" (as that term is used in Section 3 (d) (3) of the Securities Exchange Act of 1934) was known by the Registrant to beneficially own more than five percent of the Units of Registrant. As of the above date, the Registrant knew of no officers or directors of 222 Partners, Inc. that beneficially owned any of the units of the Registrant. There are no arrangements known by the Registrant, the operation of which may, at a subsequent date, result in a change in control of the Registrant. Item 13. Certain Relationships and Related Transactions No affiliated entities have, for the year ending December 31, 2000, earned compensation for services from the Registrant in excess of $60,000. For a listing of miscellaneous transactions with affiliates that were less than $60,000, refer to Note 2 of the notes to Financial Statements in Item 8.Holders

~~PART~~ The IVsecurity holders of the Registrant did not vote on any matter during the fiscal year covered by this report.

~~Item~~PART ~~14. Exhibits, Financial Statement Schedules and Reports on Form 8-K~~II

(a)(1)Financial Statements		Page Number
Independent Auditors' Report		F-1
Financial Statements
	Balance Sheets	F-2
	Statements of Operations	F-3
	Statements of Partners' Equity	F-4
	Statements of Cash Flows	F-5
	Notes to Financial Statements	F-6

Item 5. Market for Registrant's Units of Limited Partnership Interest and Related Security Holder Matters

(There is no established market for the Units and it is not anticipated that any will exist in the future. The Registrant commenced a 4,200-unit offering of Limited Partnership Interest to the public on December 3), ~~Exhibits~~ 1987. The Limited Partnership units were $1,000 per Unit. The offering of $4,200,000 was fully subscribed and closed on August 31, 1988. As of January 31, 2002, there were 359 holders of record of the Units of Limited Partnership Interests.

3	Amended and Restated Certificate and Agreement of Limited Partnership, incorporated by reference to Exhibit A1 to the Prospectus of Registrant dated December 3, 1987 filed pursuant to Rule 424(b) of the Securities and Exchange Commission.
22	Subsidiaries - Registrant has no subsidiaries

Distributions of $210,000 were made to limited partner unit holders during 2000. There were no material restrictions upon Registrant's present or future ability to make distributions following the provisions of Registrant's Limited Partnership Agreement.

~~(b)~~Item No6. Selected ~~reports~~Financial ~~on Form 8-K have been filed during the last quarter of 2000.~~Data

~~Independent~~For ~~Auditors' Report The Partners Hickory Lenders, Ltd.: We have audited~~ the ~~accompanying~~Year balance sheets of Hickory Lenders, Ltd. (a limited partnership) as of December 31, 2000 and 1999, and the related statements of operations, partners' equity, and cash flows for each of the years in theEnded ~~three-year period ended~~ December ~~31,~~ 2000. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Hickory Lenders, Ltd. at December 31, 2000 and 1999, and the results of its operations and its cash flows for each of the years in the three- year period ended December 31, 2000, in conformity with accounting principals generally accepted in the United States of America.

KPMG LLP

	2001	2000	1999	1998	1997
Total Revenue	$45,179	$135,009	6,492	5,067	5,269
Net Income (Loss)	(33,821)	54,158	(48,152)	(19,090)	(35,478)
Net income(loss) per limited partner unit	(8.05)	12.39	(11.46)	(6.03)	(10.06)
Distributions per limited partner unit	-	50	--	150	160
Total assets	$1,352,611	1,387,460	1,537,357	1,501,015	2,156,342
Note receivable affiliate	-	--	-	-	1,833,601

~~Nashville,~~ ~~Tennessee February~~Item ~~20,~~7. Management's ~~2001~~Discussion and Analysis of Financial Condition and Results of Operation

~~F-1~~Sales

~~HICKORY~~During ~~LENDERS~~2001, ~~LTD~~the Registrant sold one lot from the Hendersonville Property. (A ~~Limited~~The ~~Partnership) Balance~~proceeds ~~Sheets December~~were ~~31,~~retained ~~2000~~to ~~and~~meet ~~1999~~the operational needs of the partnership.

Assets	2000	1999
Cash	$104,454	$36,981
Land and Improvements held for sale	1,175,739	1,312,304
Restricted Cash	107,267	188,072
Total Assets	$1,387,460	$1,537,357
Liabilities and Partners' Equity
Accounts Payable	$67,692	$ 61,773
Property Taxes Payable	24,868	22,721
Total Liabilities	92,560	84,494
Partners' Equity
Limited Partners (4,200 units outstanding)	1,294,900	1,452,863
General Partner	--	--
Commitments and contingencies
Total liabilities and partners' equity	$1,387,460	$1,537,357

Operations

~~See~~The ~~accompanying~~operations ~~notes~~of tothe ~~financial~~Partnership ~~statements~~for 2001 and 2000 are comparable. The operations for the year 1999 do not include a full year of property expenses because the foreclosure and acquisition of the Property took place in June of that year.

~~F-2~~Financial Condition and Liquidity

~~HICKORY~~At ~~LENDERS~~February 28, ~~LTD~~2002, the Partnership had unrestricted cash of $38,991 and liabilities to non-affiliated entities of $91,532. (A The ~~Limited~~cash is insufficient to fund ongoing operations. The Partnership~~) Statements~~ owns assets with a carrying value of ~~Operations Years~~$1,352,611 ~~ended~~and has total liabilities of $91,532 as of December 31, ~~2000~~2001. If ~~1999~~funds are not sufficient to meet operational expenses in 2002, the General Partner will defer the collection of fees for certain affiliated expenses and ~~1998~~will provide advances until cash becomes available.

	2000	1999	1998
Revenue:
Sale of land and improvements	$331,700	$--	$--
Cost of land and improvements sold	(161,657)	--	--
Selling expenses	(44,623)	--	--
Gain on Sale of Land and Improvements	125,420	--	--
Interest income	9,589	6,492	5,067
Total Revenue	135,009	6,492	5,067
Expenses:
Management fee	7,000	7,000	7,000
Legal and accounting fees	30,673	19,674	15,272
General and administrative	10,346	396	1,885
Ground Maintenance	1,684	2,289	-
Property Taxes	27,516	25,285	-
State Taxes	3,632	--	--
Total expenses	80,851	54,644	24,157
Net Income (Loss)	$54,158	$ (48,152)	$(19,090)
Net income (loss) allocated to:
Limited partners	$52,037	$ (48,152)	$(25,327)
General partner	2,121	-	6,237
Net income (loss) per limited partner unit	$12.39	$ (11.46)	$(6.03)
Weighted average units outstanding	4,200	4,200	4,200

Critical Accounting Policies

~~See~~As ~~accompanying~~discussed ~~notes~~in Note 1 to the financial statements, land and improvements held for sale is reported at the lower of carrying value or estimated fair value less estimated costs to sell (Fair Value). To determine the Fair Value, management estimates the future discounted net cash flows using a discount rate commensurate with the risk associated with the property. If this land is considered impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceeds the Fair Value. Inherent in the calculation of future discounted net cash flows are certain significant management judgments and estimates including, among others, liquidation period, discount rate, selling price, and costs to sell, which significantly impact the Fair Value. Based upon management's analysis of the Partnership's land and improvements held for sale, no impairment charge was necessary at December 31, 2001.

~~F-3~~Contractual Obligations and Commitments

~~HICKORY~~At ~~LENDERS~~December 31, ~~LTD~~2001, the Partnership has no capital lease obligations, operating leases, unconditional purchase obligations or other long term obligations. (A The ~~Limited~~Partnership does not enter into derivative transactions. Further, the Partnership~~) Statements~~ does have no lines of ~~Partners'~~credit, ~~Equity Years~~guarantees, ~~ended~~or other commercial commitments. At December 31, 2001 and 2000, ~~1999~~the Partnership has restricted cash balances of $104,930 and ~~1998~~$107,267, respectively, to be used to fund property improvements, consisting of utility work. This restricted cash secures a letter of credit in the same amount to ensure that the required developments are completed. The Partnership may however borrow from the General Partner in order to meet cash flow needs and may have amounts payable to the General Partner for management fees or other services. At December 31, 2001, the Partnership had no borrowings from the General Partner. Transactions with the General Partner and affiliates are discussed in footnote 2 to the financial statements.

		Limited partners	General Partner	Total
	Units	Amount
Balance at December 31, 1997	4,200	$2,156,342	$--	$2,156,342
Net loss		(25,327)	6,237	(19,090)
Distributions		(630,000)	(6,237)	(636,237)
Balance at December 31, 1998	4,200	1,501,015		1,501,015
Net Loss		(48,152)		(48,152)
Balance at December 31, 1999	4,200	1,452,863		1,452,863
Net Income		52,037	2,121	54,158
Distributions		(210,000)	(2,121)	(212,121)
Balance at December 31, 2000	4,200	$1,294,900	$--	$1,294,900

Recently Issued Accounting Standards
In August 2001, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards Number 144, Accounting for the Impairment or Disposal of Long-Lived Assets (SFAS No. 144). SFAS No. 144 addresses financial accounting and reporting for the impairment or disposal of long-lived assets. This Statement requires that long-lived assets be reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to future net cash flows

expected to be generated by the asset. If the carrying amount of an asset exceeds its estimated future cash flows, an impairment charge is recognized by the amount by which the carrying amount of the asset exceeds the fair value of the asset. SFAS No. 144 requires companies to separately report discontinued operations and extends that reporting to a component of an entity that either has been disposed of (by sale abandonment or in a distribution to owners) or is classified as held for sale. Assets to be disposed of are reported at the lower of the carrying amount or fair value less selling costs. The Partnership is required to adopt SFAS No. 144 on January 1, 2002. The Partnership does not anticipate that the adoption of SFAS No. 144 will have a significant impact on the financial condition or results of operations.

~~See~~Item ~~accompanying~~7A. ~~notes~~Quantitative toand ~~financial~~Qualitative ~~statements~~Disclosures about Market Risk.

FThe Registrant has no market risk exposures defined by Item 305 of Regulation S-4K of the Securities Exchange Act of 1934.

~~HICKORY~~Item ~~LENDERS, LTD~~8. (A Financial ~~Limited Partnership)~~ Statements ~~of Cash Flows Years ended December 31, 2000, 1999~~ and ~~1998~~Supplementary Data

	2000	1999	1998
Cash flows from operating activities:
Net income (loss)	$54,158	$(48,152)	$(19,090)
Adjustments to reconcile net income (loss) to net cash provided (used) by operating activities:
Additions to Land and Improvements held for sale	(25,092)	(3,703)	-
Cost of land and improvements sold	161,657		--
Decrease (Increase) in restricted cash	80,805	(188,072)	--
Increase in accounts payable	5,919	61,773	-
Increase in property taxes payable	2,147	22,721	--
Net cash provided (used) by operating activities	279,594	(155,433)	(19,090)
Cash flows from financing activities:
Distributions	(212,121)	-	(636,237)
Payments received on note receivable applied to principal	--	-	525,000
Net cash used in financing activities	(212,121)	-	(111,237)
Net increase (decrease) in cash	67,473	(155,433)	(130,327)
Cash at beginning of year	36,981	192,414	322,741
Cash at end of year	$104,454	$36,981	$192,414
Supplemental disclosure of cash flows information:
Cash paid during the year for state income taxes	$3,632	$--	$--
Supplemental disclosure of non-cash transactions:
Land and improvements received as settlement of note receivable from affiliate	$--	$--	$1,308,601

The Financial Statements required by Item 8 are filed at the end of this report.

Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure.

~~See accompanying notes to financial statements.~~ None

~~F-5~~PART III

~~HICKORY~~Item ~~LENDERS, LTD~~10. (A ~~Limited~~Directors ~~Partnership) Notes~~and toExecutive ~~Financial~~Officers ~~Statements December~~of ~~31,~~the ~~2000 and 1999~~Registrant

~~Summary~~ Registrant does not have any directors or officers. 222 Hickory, Ltd. is the General Partner. 222 Partners, Inc. is the general partner of ~~Significant~~the ~~Accounting~~General ~~Policies (a)~~Partner ~~Organization~~and, as such, has general responsibility and ultimate authority in matters affecting the Registrant's business.

Hickory Lenders, Ltd. (the Partnership), a Tennessee limited partnership, was organized on September 15, 1987, to lend amounts to corporations, partnerships and other entities engaged primarily in the business of owning and operating real estate. In ~~1999,~~ 222 ~~the General Partner foreclosed on certain debt to Hickory Hills~~Partners, ~~Ltd~~Inc. The Registrant's primary business now is to dispose of certain undeveloped real properties located in Nashville, Davidson county, Tennessee and Hendersonville, Sumner County, Tennessee ("the Properties").

~~The~~ 222 ~~General~~Partners, ~~Partner~~Inc. iswas ~~222~~formed ~~Hickory,~~in ~~Ltd.,~~September 1986 and ~~the~~serves as general partner offor ~~222~~several ~~Hickory,~~other ~~Ltd.~~real isestate ~~222~~investment ~~Partners,~~limited ~~Inc~~partnerships. The ~~Partnership~~directors ~~prepares~~of ~~financial~~222 ~~statements~~Partners, ~~and~~Inc. ~~income~~are ~~tax~~W. ~~returns~~Gerald onEzell, ~~the~~Steven ~~accrual~~D. ~~method and includes only those assets~~Ezell, ~~liabilities,~~ and ~~results~~ ofMichael ~~operations which relate to the business of the Partnership~~A. Hartley.

~~(b)~~W. ~~Estimates~~Gerald Ezell

~~Management~~ W. Gerald Ezell, age 71, is a director of ~~the~~222 ~~Partnership~~Partners, ~~has~~Inc. Until ~~made~~November ~~estimates~~1985, ~~and~~Mr. ~~assumptions~~Ezell tohad ~~prepare~~been ~~these~~for ~~financial~~over ~~statements~~20 inyears ~~accordance~~an ~~with~~agency ~~accounting~~manager ~~principles~~for ~~generally~~Fidelity ~~accepted~~Mutual inLife ~~the~~Insurance ~~United~~Company ~~States~~and a registered securities principal of ~~America.~~Capital ~~Actual~~Analysts ~~results~~Incorporated, ~~could~~a ~~differ~~wholly ~~from~~owned ~~those estimates~~subsidiary of Fidelity Mutual Life Insurance Company.

~~(c)~~Steven ~~Cash~~D. Ezell

~~Cash~~ Steven ~~belonging~~D. toEzell, ~~the~~age ~~Partnership~~49, is ~~combined~~the inPresident and sole shareholder of 222 Partners, Inc. He has been an ~~account~~officer ~~with~~of ~~funds~~222 Partners Inc. from ~~other~~September ~~partnerships~~17, ~~related~~1986 tothrough the ~~general~~current ~~partner~~period. Mr. Ezell is President and 50% owner of Landmark Realty Services Corporation. He was for the prior four years involved in property acquisitions for Dean Witter Realty Inc. in New York City, most recently as Senior Vice President. Steven D. Ezell is the son of W. Gerald Ezell.

~~(d)~~ Michael ~~Land~~A. ~~and Improvements Held for Sale~~Hartley

~~Land~~ Michael ~~includes~~A. ~~two~~Hartley, ~~tracts~~age of42, ~~undeveloped~~serves ~~land~~as ~~representing~~Secretary/Treasurer ~~approximately 155~~ and ~~158~~Vice ~~acres~~President as of ~~December~~222 31Partners, ~~2000 and 1999, respectively~~Inc. He Inhas ~~addition,~~been ~~the~~an ~~Partnership~~officer ~~owns one tract~~ of ~~land~~222 ~~developed~~Partners, ~~into~~Inc. ~~residential~~from ~~lots~~September ~~with~~17, 31986 ~~and~~through ~~5 lots~~the ~~remaining~~current atperiod. He ~~December~~is ~~31,~~Vice ~~2000~~President and ~~1999,~~50% ~~respectively.~~owner ~~The~~of ~~land~~Landmark ~~and~~Realty ~~improvements~~Services ~~were~~Corporation. Prior ~~recorded~~to atjoining ~~their~~Landmark, ~~fair~~Mr. ~~value~~Hartley onwas ~~December~~Vice ~~31,~~President ~~1998,~~of ~~the~~Dean ~~date~~Witter ~~the~~Realty ~~property~~Inc., ~~was~~a ~~obtained~~New ~~upon~~York-based ~~foreclosure~~real ofestate ainvestment ~~note receivable~~firm.

~~Long-lived~~Item ~~assets to be disposed of are reported at the lower of the carrying amount or fair value less estimated costs to sell~~11. IfExecutive such assets are considered impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceeds the fair value of the assets less estimated costs to sell. At December 31, 2000 and 1999 the fair value was determined by recovering. The future discounted net cash flows using a discount rate commensurate with the risk associated with the propertyCompensation

~~Impairment~~ During is2001, ~~recognized~~Registrant ~~through~~was ~~the~~not ~~establishment~~required ofto anand ~~allowance~~did ~~for~~not ~~impairment~~pay ~~with~~remuneration ~~a corresponding charge~~ to ~~operations.~~any ~~Losses~~executives, ~~upon~~partners ~~the sale~~ of the ~~assets~~General ~~are~~Partner ~~charged~~or toany ~~the~~affiliates, ~~allowance.~~except ~~Based~~as ~~upon~~set ~~management's~~forth ~~analysis~~in ofItem ~~discounted~~13 ~~future~~of ~~net cash~~this ~~flows~~report, ~~the~~"Certain ~~Partnership's~~Relationships ~~land~~ and ~~improvements~~Related ~~held for sale is not impaired at December 31, 2000~~Transactions. "

~~F-6~~Item 12. Security Ownership of Certain Beneficial Owners and Management

~~HICKORY~~ As ~~LENDERS~~of January 31, ~~LTD.~~ 2002 no person or "group" (Aas ~~Limited~~that ~~Partnership~~term is used in Section 3 (d) ~~Notes~~ (3) of the Securities Exchange Act of 1934) was known by the Registrant to ~~Financial~~beneficially ~~Statements~~own more than five percent of the Units of Registrant. As of the above date, the Registrant knew of no officers or directors of 222 Partners, Inc. that beneficially owned any of the units of the Registrant. There are no arrangements known by the Registrant, the operation of which may, at a subsequent date, result in a change in control of the Registrant.

~~Summary~~Item of13. Certain ~~Significant~~Relationships ~~Accounting~~and ~~Policies~~Related Transactions

~~(e) Income Taxes~~ No ~~provision~~affiliated ~~has~~entities orhave, ~~will be made~~ for ~~Federal~~the ~~income~~year ~~taxes~~ending ~~since~~December ~~such~~31, ~~taxes~~2001, ~~since~~earned ~~such~~compensation ~~taxes~~for ~~are~~services ~~the~~from ~~personal responsibility of~~ the ~~partneers.~~Registrant ~~Beginning~~ in ~~2000,~~excess ~~the~~of ~~Partnership~~$60,000. For ~~pays~~a ~~state~~listing ~~income~~of ~~taxes~~miscellaneous ontransactions ~~earnings~~with ~~from~~affiliates ~~Tennessee~~that ~~operations.~~were ~~Annually,~~less ~~the partners~~than ~~receive~~$60, ~~from the Partnership~~000, ~~IRS~~refer ~~Form~~to ~~K-1's~~Note ~~which~~2 ~~provide them with their respective share~~ of ~~taxable~~the ~~income~~notes orto ~~losses,~~Financial ~~deductions,~~Statements ~~and~~in ~~other~~Item ~~tax related information~~8.

~~The~~PART company accounts for income taxes under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The efect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.IV

~~(f)~~Item ~~PartnershipAllocations Net~~14. ~~profits~~Exhibits, ~~losses~~Financial ~~and~~Statement ~~distributions~~Schedules ofand ~~cash~~Reports ~~flow~~on ofForm ~~the Partnership are allocated to the partners in accordance with the Partnership agreement as follows:~~8-K

Partnership net profits are allocated first to any partner with a negative balance in their capital account, determined at the end of the taxable year as if the Partnership had distributed cash flow, in proportion to the negative capital balance account of all partners until no partner's capital account is negative. Net profit allocations are then made to the limited partners up to the difference between their capital account balances and the sum of their adjusted capital contributions (capital balance, net of cumulative cash distributions in excess of preferred returns - 12% annual cumulative return on capital contributed). Any remaining net profit allocations are then made to the limited partners until the taxable year in which cumulative profits to the limited partners equal their adjusted capital contribution plus an unpaid preferred return (12% annual cumulative return on capital contributed). Net profits are then allocated to the general partner until the ratio of the general partner's capital account balance to the capital account balances, in excess of adjusted capital contributions and unpaid preferred return, of all limited partners is 27% to 73%. Thereafter, profits are generally allocated 27% to the general partner and 73% to the limited partners. Net losses are allocated to the partners in proportion to their positive capital accounts.

(a)	(1)Financial Statements		Page Number
	Independent Auditors' Report		F-1
	Financial Statements
		Balance Sheets	F-2
		Statements of Operations	F-3
		Statements of Partners' Equity	F-4
		Statements of Cash Flows	F-5
		Notes to Financial Statements	F-6

	(3) Exhibits
	3	Amended and Restated Certificate and Agreement of Limited Partnership, incorporated by reference to Exhibit A1 to the Prospectus of Registrant dated December 3, 1987 filed pursuant to Rule 424(b) of the Securities and Exchange Commission.
	22	Subsidiaries - Registrant has no subsidiaries

(b)	No reports on Form 8-K have been filed during the last quarter of 2001.

~~Partnership~~Independent ~~distributions~~Auditors' are allocated 99% to the limited partners and 1% to the general partner until the limited partners have received an amount equal to their adjusted capital contributions, including preferred return (12% annual cumulative return on capital contributed), and then 73% to the limited partners and 27% to the general partner. Report

~~Cumulative~~ The ~~unpaid~~Partners Hickory ~~preferred returns are $3~~Lenders,~~478,348~~ ~~and $3,184,348 at December 31, 2000 and 1999, respectively~~Ltd.:

F We have audited the accompanying balance sheets of Hickory Lenders, Ltd. (a limited partnership) as of December 31, 2001 and 2000, and the related statements of operations, partners' equity, and cash flows for each of the years in the three-7year period ended December 31, 2001. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits.

~~HICKORY~~ We ~~LENDERS,~~conducted ~~LTD~~our audits in accordance with auditing standards generally accepted in the United States of America. (A Those ~~Limited~~standards ~~Partnership) Notes~~require that we plan and perform the audit to ~~Financial~~obtain ~~Statements~~reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

~~(1)~~ In ~~Summary~~our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of ~~Significant~~Hickory Lenders, ~~Accounting~~Ltd. ~~Policies~~at December 31, 2001 and 2000, and the results of its operations and its cash flows for each of the years in the three- year period ended December 31, 2001, in conformity with accounting principles generally accepted in the United States of America.

~~(g)~~ KPMG ~~Income Recognition~~LLP

~~Income from sales of land held for investment is generally recorded on the accrual basis when the buyer's financial commitment is sufficient to provide economic substance to the transaction~~Nashville, ~~and when other criteria of SFAS No. 66 "Accounting for Sales~~Tennessee ofFebruary ~~Real Estate" are satisfied. For sales of real estate where both cost recovery is reasonably certain and the collectibility of the contract price is reasonably assured~~1, but the transaction does not meet the remaining requirements to be recorded on the accrual basis, profit is deferred and recognized under the installment method, which recognizes profit as collections of principal are received. If developments subsequent to the adoption of the installment method occur which cause the transaction to meet the requirements of the full accrual method, the remaining deferred profit is recognized at that time. Any losses on sales of real estate are recognized at the time of the sale. 2002

~~(h) Comprehensive Income~~ F-1

~~Comprehensive~~HICKORY ~~income is defined as the change in equity of a business enterprise~~LENDERS, ~~during a period, associated with transactions and other events and circumstances from non-owner sources~~LTD. It(A ~~includes~~Limited ~~all changes in equity during a~~Partnership) ~~period~~ Balance ~~except those resulting from investments by owners and distributions to owners. During the three years ended~~ Sheets December 31, ~~2000,~~2001 ~~the~~and ~~Partnership had no components of other comprehensive income. Accordingly, comprehensive income (loss) for each of the years was the same as income (loss).~~2000

(2) Income Taxes

Assets	2001	2000

Cash	$67,067	$104,454
Land and Improvements held for sale	1,180,614	1,175,739
Restricted Cash	104,930	107,267

Total Assets	$1,352,611	$1,387,460

Liabilities and Partners' Equity

Accounts Payable	$65,530	$67,692
Property Taxes Payable	26,002	24,868
Total Liabilities	91,532	92,560

Partners' Equity

Limited Partners (4,200 units outstanding)	1,261,079	1,294,900
General Partner	--	--

Commitments and contingencies

Total liabilities and partners' equity	$1,352,611	$1,387,460

~~The~~ See ~~Company's~~accompanying ~~income~~notes ~~tax expense relates~~ to ~~state~~financial ~~income taxes from continuing operations in Tennessee~~statements.

The only difference between the tax basis and reported amounts of the Partnership's assets and liabilities relates tot he valuation of land and improvements held for investment. For income tax purposes certain costs that were capitalized as additional land improvement costs for book purposes were currently deducted, and the valuation allowance was not recognized. The tax effect of these temporary differences represents a deferred tax asset of approximately $50,000. At December 31, 2000, a full valuation allowance has been established for the deferred assets related to the partnership land and improvements basis difference. F-2

HICKORY LENDERS, LTD. (3A Limited Partnership) Statements ~~Related~~of ~~Party~~Operations Years ~~Transactions~~ended December 31, 2001, 2000 and 1999

Affiliates of the general partner receive fees for performing certain services. Expenses incurred for these services during 2000, 1999, and 1998 are as follows:

	2001	2000	1999
Revenue:
Sale of land and improvements	$72,000	$331,700	$--
Cost of land and improvements sold	(22,605)	(161,657)	--
Selling expenses	(8,711)	(44,623)	--
Gain on sale of land and improvements	40,684	125,420	--
Interest income	4,495	9,589	6,492
Total Revenue	45,179	135,009	6,492
Expenses:
Management fee	7,000	7,000	7,000
Legal and accounting fees	24,161	30,673	19,674
General and administrative	8,952	10,346	396
Ground maintenance	9,156	1,684	2,289
Property taxes	26,495	27,516	25,280
State taxes	3,236	3,632	--
Total expenses	79,000	80,851	54,644
Net Income (Loss)	$(33,821)	$54,158	$(48,152)
Net income (loss) allocated to:
Limited partners	$(33,821)	$52,037	$(48,152)
General partner	-	2,121	-

Net income (loss) per limited partner unit	$(8.05)	$12.39	$(11.46)
Weighted average units outstanding	4,200	4,200	4,200

	2000	1999	1998
Management fee	$ 7,000	7,000	7,000
Accounting fees	$9,304	2,600	2,522

See accompanying notes to financial statements.

F-83

HICKORY LENDERS, LTD. (A Limited Partnership) ~~Notes~~ Statements toof ~~Financial~~Partners' ~~Statements~~Equity Years ended December 31, 2001, 2000 and 1999

(4) Land and Improvements Held for Sale


		Limited	General
		Partners	Partner
	Units	Amount	Amount	Total
Balance at December 31, 1998	4,200	$1,501,015	-	$1,501,015
Net loss		(48,152)	-	(48,152)
Balance at December 31, 1999	4,200	1,452,863	-	1,452,863
Net income		52,037	2,121	54,158
Distributions		(210,000)	(2,121)	(212,121)
Balance at December 31, 2000	4,200	1,294,900	--	1,294,900
Net income		(33,821)	-	(33,821)
Balance at December 31, 2001	4,200	$1,261,079	-	$1,261,079

~~The~~ See ~~components~~accompanying ofnotes ~~land~~to ~~and~~financial ~~improvements held for sale are as follows:~~statements.

		2000	1999
Land		$531,256	$628,735
Land Improvements		644,483	683,569
Total	$1,175,739		$1,312,304

F-4

~~The~~HICKORY ~~aggregate~~LENDERS, ~~cost~~LTD. of(A ~~land~~Limited ~~and~~Partnership) Statements ~~improvements~~of ~~held~~Cash ~~for~~Flows Years ~~sale~~ended ~~for Federal income tax purposes was $ 2,013,976 at~~ December 31, 2001, 2000. and 1999

(5) Distributions

	2001	2000	1999
Cash flows from operating activities:
Net (loss) income	$(33,821)	$54,158	$(48,152)
Adjustments to reconcile net (loss) income to net cash (used) provided by operating activities:
Additions to land and improvements held for sale	(27,480)	(25,092)	(3,703)
Cost of land and improvements sold	22,605	161,657	-
Decrease (increase) in restricted cash	2,337	80,805	(188,072)
(Decrease) increase in accounts payable	(2,162)	5,919	61,773
Increase in property taxes payable	1,134	2,147	22,721
Net cash (used) provided by operating activities	(37,387)	279,594	(155,433)

Cash flows from financing activities:
Distributions	-	(212,121)	-
Net cash used in financing activities	-	(212,121)	-
Net (decrease) increase in cash	(37,387)	67,473	(155,433)
Cash at beginning of year	104,454	36,981	192,414
Cash at end of year	$67,067	$104,454	$36,981

Supplemental disclosure of cash flows information:

Cash paid during the year for state income taxes	$3,236	$3,632	$--

~~For~~See ~~the~~accompanying ~~years~~notes ~~ended December 31, 2000, 1999 and 1998, the Partnership made distributions~~ to ~~its~~financial ~~partners totaling $ 212,121 and $636,237, respectively~~statements. ~~Of these amounts, 99% was distributed to the limited partners at $50 per unit and $150 per unit, respectively and 1% was distributed to the general partner.~~

~~(6) Restricted Cash~~F-5

AtHICKORY ~~December 31~~LENDERS, ~~2000~~LTD. (A ~~and~~Limited ~~1999, the~~ Partnership) Notes ~~has restricted cash balances of $107,267 and $188,072, respectively,~~ to beFinancial ~~used~~Statements December ~~to fund property improvements~~31, ~~consisting~~2001 ofand ~~utility work. This restricted cash secures a letter of credit in the same amount to ensure that the required developments are made.~~2000

~~F-9~~Summary of Significant Accounting Policies

~~Exhibits~~Organization ~~filed~~ Hickory ~~pursuant~~Lenders, toLtd. ~~Item 14~~(athe Partnership), a Tennessee limited partnership, was organized on September 15, 1987, to lend amounts to corporations, partnerships and other entities engaged primarily in the business of owning and operating real estate. In 1999, the Partnership foreclosed on certain debt to Hickory Hills, Ltd. The Partnership's primary business now is to dispose of certain undeveloped real properties located in Nashville, Davidson county, Tennessee and Hendersonville, Sumner County, Tennessee (3"the Properties"):. The General Partner is 222 Hickory, Ltd., and the general partner of 222 Hickory, Ltd. is 222 Partners, Inc. The Partnership prepares financial statements and income tax returns on the accrual method and includes only those assets, liabilities, and results of operations which relate to the business of the Partnership.
~~HICKORY~~Estimates ~~LENDERS,~~ Management ~~LTD~~of the Partnership has made estimates and assumptions to prepare these financial statements in accordance with accounting principles generally accepted in the United States of America. Actual results could differ from those estimates.
(ACash ~~Tennessee~~ Cash ~~Limited~~belonging to the Partnership) is combined in an account with funds from other partnerships related to the General Partner.
~~Exhibit~~Land ~~Index~~and Improvements Held for Sale Land includes two tracts of undeveloped land representing approximately 155 acres as of December 31, 2001 and 2000. In addition, the Partnership owns one tract of land developed into residential lots with 3 and 4 lots remaining at December 31, 2001 and 2000, respectively. The land and improvements were recorded at their fair value on December 31, 1998, the date the property was obtained upon foreclosure of a note receivable. Land and improvements held for sale are reported at the lower of the carrying amount or estimated fair value less estimated costs to sell. If such assets are considered impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceeds the estimated fair value of the assets less estimated costs to sell. If impaired, a loss is provided to reduce the land and improvements held for sale to its estimated fair value. At December 31, 2001 and 2000, the estimated fair value was determined through recovering the discounted future net cash flows using a discount rate commensurate with the risk associated with the property. Based upon management's analysis of discounted future net cash flows, the Partnership's land and improvements held for sale are not impaired at December 31, 2001.

Exhibit 3 Amended and Restated Certificate and Agreement of Limited Partnership, incorporated by reference to Exhibit A1 to the Prospectus of Registrant dated December 3, 1987 filed pursuant to Rule 424(b) of the Securities and Exchange Commission. 22 SubsidiariesF-~~Registrant has no subsidiaries.~~ 6

~~SIGNATURES~~HICKORY LENDERS, LTD. (A Limited Partnership) Notes to Financial Statements

~~Pursuant~~Summary ~~to the requirements~~ of ~~Section~~Significant 13Accounting ~~or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused his report to be signed on its behalf by the undersigned, thereunto duly authorized.~~Policies

	HICKORY LENDERS, LTD.
	By: 222 Hickory, Ltd.
	General Partner
		By: 222 Partners, Inc.
		General Partner
DATE: January 31, 2000			By: /s/Steven D. Ezell
			President and Director
DATE: January 31, 2000			By: /s/Michael A. Hartley
			Vice-President and Director

Income Taxes
No provision has or will be made for Federal income taxes since such taxes are the personal responsibility of the partners. Annually, the partners receive, from the Partnership IRS Form K-1's which provide them with their respective share of taxable income or losses, deductions, and other tax related information. Beginning in 2000, the partnership pays state taxes on earnings from Tennessee operations.
The Partnership accounts for income taxes under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using the enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.
The Partnership's income tax expense relates to state taxes for income from continuing operations in Tennessee.

Partnership Allocations ~~Pursuant~~Net toprofits, ~~the~~losses ~~requirements~~and distributions of ~~the~~cash ~~Securities~~flow ~~Exchange Act~~ of ~~1934, this report has been signed below by~~ the ~~following~~Partnership ~~persons~~are onallocated ~~behalf~~to of the ~~Registrant~~partners ~~and~~ in accordance with the ~~capacities~~Partnership ~~and~~agreement onas ~~the dates indicated.~~ follows:

HICKORY LENDERS, LTD.
By: 222 Hickory, Ltd.
General Partner
By: 222 Partners, Inc.
General Partner
DATE: January 31, 2000 By: /s/Steven D. Ezell
President and Director
DATE: January 31, 2000 By: /s/Michael A. Hartley
Vice-President and Director
Partnership net profits are allocated first to any partner with a negative balance in their capital account, determined at the end of the taxable year as if the Partnership had distributed cash flow, in proportion to the negative capital balance account of all partners until no partner's capital account is negative. Net profit allocations are then made to the limited partners up to the difference between their capital account balances and the sum of their adjusted capital contributions (capital balance, net of cumulative cash distributions in excess of preferred returns - 12% annual cumulative return on capital contributed). Any remaining net profit allocations are then made to the limited partners until the taxable year in which cumulative profits to the limited partners equal their adjusted capital contribution plus an unpaid preferred return (12% annual cumulative return on capital contributed). Net profits are then allocated to the general partner until the ratio of the general partner's capital account balance to the capital account balances, in excess of adjusted capital contributions and unpaid preferred return, of all limited partners is 27% to 73%. Thereafter, profits are generally allocated 27% to the general partner and 73% to the limited partners. Net losses are allocated to the partners in proportion to their positive capital accounts.

~~Supplemental~~Partnership ~~Information~~distributions toare beallocated ~~Furnished~~99% ~~with~~to ~~Reports~~the ~~filed~~limited partners ~~Pursuant~~and 1% to ~~Section~~the ~~15(d)~~general ofpartner until the ~~Act~~limited bypartners ~~Registrant~~have ~~Which~~received an ~~Have~~amount ~~Not~~equal ~~Registered~~to their ~~Securities~~adjusted ~~Pursuant~~capital tocontributions, ~~Section~~including preferred return (12% ofannual ~~the~~cumulative ~~Act: No~~return ~~annual~~on capital ~~report~~contributed), orand then ~~proxy~~73% ~~material~~to ~~has~~the ~~been~~limited ~~sent~~partners and 27% to ~~security~~the ~~holders~~general partner. Cumulative unpaid preferred returns are $3,982,348 and $3,478,348 at December 31, 2001 and 2000, respectively.

Income Recognition
Income from sales of land held for investment is generally recorded on the accrual basis when the buyer's financial commitment is sufficient to provide economic substance to the transaction, and when other criteria of SFAS No. 66 "Accounting for Sales of Real Estate" are satisfied. For sales of real estate where both cost recovery is reasonably certain and the collectibility of the contract price is reasonably assured, but the transaction does not meet the remaining requirements to be recorded on the accrual basis, profit is deferred and recognized under the installment method, which recognizes profit as collections of principal are received. If developments subsequent to the adoption of the installment method occur which cause the transaction to meet the requirements of the full accrual method, the remaining deferred profit is recognized at that time. Any losses on sales of real estate are recognized at the time of the sale.

F-7

HICKORY LENDERS, LTD.
(A Limited Partnership)
Notes to Financial Statements

Summary of Significant Accounting Policies

Comprehensive Income
Comprehensive income is defined as the change in equity of a business enterprise, during a period, associated with transactions and other events and circumstances from non-owner sources. It includes all changes in equity during a period except those resulting from investments by owners and distributions to owners. During the three years ended December 31, 2001, the Partnership had no components of other comprehensive (loss) income. Accordingly, comprehensive (loss) income for each of the years was the same as net (loss) income.

Recently Issued Accounting Standards
In August 2001, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards Number 144, Accounting for the Impairment or Disposal of Long-Lived Assets (SFAS No. 144). SFAS No. 144 addresses financial accounting and reporting for the impairment or disposal of long-lived assets. This Statement requires that long-lived assets be reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to future net cash flows

Related Party Transactions
Affiliates of the General Partner receive fees for performing certain services. Expenses incurred for these services during 2001, 2000, and 1999 are as follows:

	2001	2000	1999
Management fee	$7,000	$7,000	$7,000
Accounting fees	$10,200	$9,304	$2,600

Land and Improvements Held for Sale
The components of land and improvements held for sale are as follows:

	2001	2000
Land	$521,042	$531,256
Land improvements	659,572	644,483
Total	$1,180,614	$1,175,739

The aggregate cost of land and improvements held for sale for Federal income tax purposes was $ 2,013,976 at December 31, 2001.

Distributions
No distributions were made during the years ended December 31, 2001 and 1999. For the year ended December 31, 2000, the Partnership made distributions to its partners totaling $212,121. Of these amounts, 99% was distributed to the limited partners at $50 per unit and 1% was distributed to the General Partner.

F-8

HICKORY LENDERS, LTD.
(A Limited Partnership)
Notes to Financial Statements

Restricted Cash
At December 31, 2001 and 2000, the Partnership has restricted cash balances of $104,930 and $107,267, respectively, to be used to fund property improvements, consisting of utility work. This restricted cash secures a letter of credit in the same amount to ensure that the required developments are completed.

F-9

Independent Auditors' Report

The Partners

Hickory Lenders, L.P.:

Under date of February 1, 2002, we reported on the balance sheets of Hickory Lenders, L.P. as of December 31, 2001 and 2000, and the related statements of operations, partners' equity, and cash flows for each of the years in the three-year period ended December 31, 2001. The financial statements and our report thereon are included elsewhere herein. In connection with our audits of the aforementioned financial statements, we have also audited the related financial statement Schedule III, Real Estate and Accumulated Depreciation. This financial statement schedule is the responsibility of the Partnership's management. Our responsibility is to express an opinion on this financial statement schedule based on our audits.

In our opinion, such financial statement schedule, when considered in relation to the basic financial statements taken as a whole, presents fairly, in all material respects, the information set forth therein.

KPMG LLP

Nashville, Tennessee

February 1, 2002

S-1

HICKORY LENDERS, LTD.
(A Limited Partnership)

Schedule III

Real Estate and Accumulated Depreciation

December 31, 2001

		Initial Cost to Partnership		Cost capitalized subsequent to acquisition		Gross amount at which carried at close of period
Description	Encumbrances	Land	Buildings and improvements	Improvements	Carrying costs	Land	Buildings and improvements	Total	Accumulated depreciation	Date of construction	Date acquired
3 lots in a residential subdivision in Hendersonville, Sumner County, Tennessee	-	$37,846	--	52,572	--	37,846	52,572	$90,418	--	--	6/29/99
155 acres in Nashville, Davidson County, Tennessee		$1,090,196	--	--	--	1,090,196	--	$1,090,196	--	--	6/29/99
Total	-	$1,180,614	--	52,572	--	1,128,042	52,572	$1,180,614

S-2

HICKORY LENDERS, LTD.
(A Limited Partnership)

Schedule III

Real Estate and Accumulated Depreciation

December 31, 2001 and 2000

(Continued)

		2001			2000
(1) Balance at beginning of Period			$1,175,739			$1,312,304
Additions during period:
Improvements	27,480			25,092
Deductions during period:
Cost of real estate Sold	22,605			161,657
Balance at close of Period		$1,180,614			$1,175,739

(2) Aggregate cost for Federal income tax Purposes			$2,013,577			$2,247,461

See accompanying independent auditors' report.

Exhibits filed pursuant to Item 14(a) (3):

HICKORY LENDERS, LTD.

(A Tennessee Limited Partnership)

Exhibit Index

Exhibit

3 Amended and Restated Certificate and Agreement of Limited Partnership, incorporated by reference to Exhibit A1 to the Prospectus of Registrant dated December 3, 1987 filed pursuant to Rule 424(b) of the Securities and Exchange Commission.

22 Subsidiaries-Registrant has no subsidiaries

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused his 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: March 27, 2002			By: /s/Steven D. Ezell
			President and Director
DATE: March 27, 2002			By: /s/Michael A. Hartley
			Vice-President and Director

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.

	HICKORY LENDERS, LTD.
	By: 222 Hickory, Ltd.
	General Partner
		By: 222 Partners, Inc.
		General Partner
DATE: March 27, 2002			By: /s/Steven D. Ezell
			President and Director
DATE: March 27, 2002			By: /s/Michael A. Hartley
			Vice-President and Director

Supplemental Information to be Furnished with Reports filed Pursuant to Section 15(d) of the Act by Registrant Which Have Not Registered Securities Pursuant to Section 12 of the Act:

No annual report or proxy material has been sent to security holders.

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