U. S. SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-QSB [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 1995 OR [ ] TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT of 1934 For the transition period from _____ to _____ Commission File No. 2-72232 GREAT EASTERN ENERGY AND DEVELOPMENT CORPORATION (Exact name of small business issuer as specified in its charter) COMMONWEALTH OF VIRGINIA 54-1082057 (State or other jurisdiction of (IRS Employer incorporation or organization) Identification No.) 5990 Greenwood Plaza Blvd., Suite 127 Greenwood Village, Colorado 80111-4708 (Address of principal executive offices) Issuer's telephone number: (303) 773-6016 NONE _______________________________________________________________ (Former name, former address and former fiscal year, if changed since last report.) Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 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 _____ State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date: Common Stock, $.10 par value 18,844,245 _______________________________________________________________ Class Outstanding at July 31, 1995 Transitional Small Business Disclosure Format: Yes ___ No _X_ GREAT EASTERN ENERGY AND DEVELOPMENT CORPORATION AND SUBSIDIARIES INDEX Page Number PART I. Financial Information Item 1. - Financial statements Consolidated Balance Sheet....................... 3 Consolidated Statement of Operations............. 4 Consolidated Statement of Cash Flows............. 6 Notes to Consolidated Financial Statements....... 7 Item 2. - Management's Discussion and Analysis of Financial Condition and Result of Operations................................ 8 PART II. Other Information............................ 10 Signature.................................... 11 GREAT EASTERN ENERGY AND DEVELOPMENT CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEET June 30, 1995 December 31, (Unaudited) 1994 ASSETS (In thousands) CURRENT ASSETS Cash......................................... $ 52 $ 272 Certificates of deposit...................... 307 307 Receivables, net of allowance for doubtful accounts of $236,000 in 1995 and 1994....... 341 268 Prepaid expenses and other current assets.... 62 22 ______ ______ Total current assets..................... 762 869 ______ ______ OIL AND GAS PROPERTIES, at cost (accounted for using the successful efforts method) Proved oil and gas properties............... 9,572 9,512 Undeveloped leaseholds...................... 135 135 Pipeline equipment.......................... 1,303 1,246 Equipment inventory......................... 41 23 Properties held under installment sales..... 2,263 2,259 ______ ______ 13,314 13,175 Less accumulated depreciation, depletion, amortization and impairment................ (10,464) (10,225) ______ ______ 2,850 2,950 ______ ______ OTHER ASSETS.................................. 272 285 ______ ______ $3,884 $4,104 ====== ====== LIABILITIES AND SHAREHOLDERS' EQUITY CURRENT LIABILITIES Notes payable................................ $ 16 $ 18 Accounts payable and accrued expenses........ 96 103 ______ ______ Total current liabilities................ 112 121 ______ ______ NOTES PAYABLE................................. 46 46 ______ ______ COMMITMENTS AND CONTINGENT LIABILITIES SHAREHOLDERS' EQUITY Preferred stock, $10.00 par value, 4,000,000 shares authorized, none issued or outstanding Common stock, $.10 par value, 40,000,000 shares authorized, 18,844,245 shares issued and outstanding............................. 1,884 1,884 Additional paid-in capital................... 29,242 29,242 Accumulated deficit.......................... (27,355) (27,144) Notes receivable - officers.................. (45) (45) ______ ______ 3,726 3,937 ______ ______ $3,884 $4,104 ====== ====== <FN> The accompanying notes are an integral part of the consolidated financial statements. GREAT EASTERN ENERGY AND DEVELOPMENT CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENT OF OPERATIONS (Unaudited) Three Months Ended June 30, 1995 1994 (In thousands, except per share amounts) REVENUES Oil and gas sales........................ $ 157 $ 180 Gas transmission sales................... 237 363 Installment sales income, net............ 10 36 Interest and other income................ 25 (3) ______ ______ 429 576 ______ ______ EXPENSES Production costs......................... 68 84 Cost of gas transmission................. 254 316 Depletion, depreciation and amortization. 52 52 General and administrative............... 119 155 ______ ______ 493 607 ______ ______ NET INCOME (LOSS)......................... $ (64) $ (31) ====== ====== NET INCOME (LOSS) PER SHARE............... $ (.00) $ (.00) ====== ====== WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING.............................. 18,844 18,844 ====== ====== <FN> The accompanying notes are an integral part of the consolidated financial statements. GREAT EASTERN ENERGY AND DEVELOPMENT CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENT OF OPERATIONS (Unaudited) Six Months Ended June 30, 1995 1994 (In thousands, except per share amounts) REVENUES Oil and gas sales........................ $ 304 $ 311 Gas transmission sales................... 473 786 Installment sales income, net............ 38 139 Interest and other income................ 30 (1) ______ ______ 845 1,235 ______ ______ EXPENSES Production costs......................... 129 157 Cost of gas transmission................. 526 644 Depletion, depreciation and amortization. 101 105 General and administrative............... 299 320 ______ ______ 1,055 1,226 ______ ______ NET INCOME (LOSS)......................... $ (210) $ 9 ====== ====== NET INCOME (LOSS) PER SHARE............... $ (.01) $ .00 ====== ====== WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING.............................. 18,844 18,844 ====== ====== <FN> The acompanying notes are an integral part of the consolidated financial statements. GREAT EASTERN ENERGY AND DEVELOPMENT CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENT OF CASH FLOWS (Unaudited) Six Months Ended June 30, 1995 1994 (In thousands) CASH FLOWS FROM OPERATING ACTIVITIES Net income (loss)........................... $ (210) $ 9 Adjustments to reconcile net income (loss) to net cash provided by (used for) operating activities: Decrease (Increase) in accounts receivable. (73) 14 (Increase) decrease in prepaid expenses amd other current assets.................. (38) (12) Depletion, depreciation and amortization... 101 105 Depletion, depreciation and amortization charges against installment sales income.. 152 178 Increase (decrease) in accounts payable and accrued expenses...................... (7) (3) ______ ______ Net cash provided by (used for) operating activities.................... (75) 291 ______ ______ CASH FLOWS FROM INVESTING ACTIVITIES Additions to oil and gas properties.......... (61) (155) Increase in other assets..................... (84) (14) Gain on Sale of Assets....................... 3 ______ ______ Net cash used for investing activities... (142) (169) ______ ______ CASH FLOWS FROM FINANCING ACTIVITIES Repayments of debt........................... (3) (3) ______ ______ DECREASE IN CASH.............................. (220) 119 CASH AT BEGINNING OF PERIOD................... 272 83 ______ ______ CASH AT END OF PERIOD.........................$ 52 $ 202 ====== ====== <FN> The accompanying notes are an integral part of the consolidated financial statements. GREAT EASTERN ENERGY AND DEVELOPMENT CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) NOTE 1 - BASIS OF PRESENTATION The interim financial data are unaudited; however, in the opinion of Great Eastern Energy and Development Corporation and Subsidiaries ("Great Eastern" or the "Company"), the interim data include all adjustments, consisting only of normal recurring adjustments, necessary for a fair statement of the results for the interim periods. These financial statements should be read in conjunction with Great Eastern's December 31, 1994 audited consolidated financial statements and notes thereto included in Form 10-KSB. The consolidated financial statements include the accounts of Great Eastern and its wholly-owned subsidiaries, Patton Oil Co., Zoandra Petroleum, Inc. and Sycamore Valley Gathering, Ltd. All significant intercompany balances and transactions have been eliminated in consolidation. GREAT EASTERN ENERGY AND DEVELOPMENT CORPORATION AND SUBSIDIARIES MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Results of Operations Second Quarter 1995 Compared to Second Quarter 1994. The Company's second quarter of fiscal 1995 operations reflected a net loss of $64,000 as compared to net loss of $31,000 for the corresponding quarter of fiscal 1994. Profits from oil and gas operations decreased slightly in the second quarter of fiscal 1995 to $89,000 as compared to $96,000 for the corresponding quarter of fiscal 1994. A decrease in production volumes from coalbed methane gas wells coupled with a decrease in product prices have contributed to a decline in gas transmission sales. Consequently, the volume and price decreases have resulted in a loss of $17,000 from natural gas transmission operations for the second quarter of fiscal 1995 as compared to a profit of $91,000 for the corresponding quarter of fiscal 1994. Installment sales income of $10,000, net of depreciation, depletion and amortization of $75,000, is reflected in the second quarter of fiscal 1995 consolidated statement of operations as compared to installment sales income of $36,000, net of depreciation, depletion and amortization of $78,000 for the corresponding quarter of fiscal 1994. The decrease in installment sales income resulted from a decrease in production volumes from coalbed methane gas wells. First Half 1995 Compared to First Half 1994. The Company's first half of fiscal 1995 operations reflected a loss of $210,000 as compared to net income of $9,000 for the corresponding half of fiscal 1994. Decreased costs of production has resulted in increased profits from oil and gas operations to $175,000 in the first half of fiscal 1995 as compared to $154,000 for the corresponding half of fiscal 1994. Declining production volumes coupled with declining product prices have contributed to decreased gas transmission sales. The volume and price decreases have contributed to a loss of $53,000 from natural gas transmission operations for the first half of fiscal 1995 as compared to a profit of $142,000 for the corresponding half of fiscal 1994. Depreciation, depletion and amortization decreased slightly to $101,000 for the first half of fiscal 1995 as compared to $105,000 during the corresponding half of fiscal 1994. Depreciation, depletion and amortization of properties, held under installment sales decreased to $152,000 for the first half of fiscal 1995 as compared to $178,000 for the corresponding half of fiscal 1994. The decrease is a result of lesser amounts received from installment sales, $190,000 in the first half of fiscal 1995 as compared to $317,000 received in the first half of fiscal 1994. The depreciation for properties held under installment sale is charged against the related revenue. Current Operations Since January 1, 1995, the Company has installed a second waterflood in the SW Wil Field, Edwards County, Kansas and drilled a salt water disposal well in southeastern Kansas. Liquidity and Capital Resources Working Capital. The Company had working capital of $650,000 and $748,000 at June 30, 1995 and December 31, 1994, respectively. The Company has no bank debt and no oil and gas properties are pledged as collateral. Management believes that the Company's liquidity is adequate to meet operating activities for fiscal 1995. Oil and gas development activities will be funded solely from excess cash generated from operations and from proceeds generated from the installment sale of certain southeastern Kansas coalbed methane gas properties. Future Operations. Some selected developmental drilling for gas may be conducted in Kansas. No exploratory wells are scheduled to be drilled in 1995. SFAS 121. The Financial Accounting Standards Board has issued SFAS 121, Impairment of Long Lived Assets. The effective date for implementation is for year-ends beginning after December 15, 1996. The Company has not yet evaluated the impact, if any, of this new pronouncement on the Company's financial statements. Other. On September 26, 1994, the Company retained the services of Kirkpatrick Energy Associates, Inc. ("Kirkpatrick"), an investment banking firm, to evaluate options available to the Company to maximize shareholder value, including a possible sale of the Company. To date, Kirkpatrick has not presented any recommendations to the Company and its Board of Directors. There is no assurance that any action or a possible sale will occur. PART II - OTHER INFORMATION Item 4 - The Annual Meeting of the Stockholders of the Company was held on May 31, 1995 at the offices of the Company in Greenwood Village, Colorado. The following persons were elected to continue as Directors of the Company and do in fact constitute the entire Board of Directors. Edward S. Barr Alex G. Campbell, Jr. John I. Crews, Jr. Donald G. Jumper Sidney Buford Scott William T. Young, Jr. The appointment of Price Waterhouse as independent accountants of the Company was ratified. Items 1, 2, 3, 5 and 6 are not applicable. SIGNATURES In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. GREAT EASTERN ENERGY AND DEVELOPMENT CORPORATION (Registrant) Date: August 11, 1995 By: /s/DONALD G. JUMPER Donald G. Jumper Chief Executive Officer, Presi- dent, Chief Financial and Ac counting Officer and Director