United States 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 March 31, 1997 OR [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from...............to............... Commission file number 0-14233 ENEX PROGRAM I PARTNERS, L.P. (Exact name of small business issuer specified in its charter) New Jersey 76-0175128 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) Suite 200, Three Kingwood Place Kingwood, Texas 77339 (Address of principal executive offices) Registrant's telephone number (713) 358-8401 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 PART I. FINANCIAL INFORMATION Item 1. Financial Statements ENEX PROGRAM I PARTNERS, L.P. BALANCE SHEET - ------------------------------------------------------------------------------ MARCH 31, ASSETS 1997 --------------------- (Unaudited) CURRENT ASSETS: Cash $ 352,736 Accounts receivable - oil & gas sales 554,180 Receivable from litigation settlement 280,050 Other current assets 130,128 --------------------- Total current assets 1,317,094 --------------------- OIL & GAS PROPERTIES (Successful efforts accounting method) - Proved mineral interests and related equipment & facilities 79,215,434 Less accumulated depreciation and depletion 76,182,657 --------------------- Property, net 3,032,777 --------------------- TOTAL $ 4,349,871 ===================== LIABILITIES AND PARTNERS' CAPITAL CURRENT LIABILITIES: Accounts payable $ 257,055 Payable to general partner 124,962 --------------------- Total current liabilities 382,017 --------------------- LIMITED PARTNERS' CAPITAL SUBJECT TO REDEMPTION 3,182,173 GENERAL PARTNER'S CAPITAL 785,681 --------------------- TOTAL $ 4,349,871 ===================== Number of $500 Limited Partner units outstanding 193,629 See accompanying notes to financial statements. - ------------------------------------------------------------------------------ I-1 ENEX PROGRAM I PARTNERS, L.P. STATEMENTS OF OPERATIONS - -------------------------------------------------------------------------- (UNAUDITED) THREE MONTHS ENDED ---------------------------------------- MARCH 31, MARCH 31, 1997 1996 ------------------- ------------------- REVENUES: Oil and gas sales $ 787,080 $ 633,886 Gas plant sales 356,831 212,575 ------------------- ------------------- Total revenues 1,143,911 846,461 ------------------- ------------------- EXPENSES: Depreciation and depletion 131,508 119,602 Impairment of property - 125,097 Lease operating expenses 107,344 200,700 Gas plant purchases 274,899 158,694 Production taxes 45,516 39,897 General and administrative: Allocated from general partner 180,298 224,603 Direct expenses 19,017 24,531 ------------------- ------------------- Total expenses 758,582 893,124 ------------------- ------------------- INCOME (LOSS) FROM OPERATIONS 385,329 (46,663) ------------------- ------------------- OTHER INCOME 20,000 5,695 ------------------- ------------------- NET INCOME (LOSS) $ 405,329 $ (40,968) =================== =================== See accompanying notes to financial statements. - ------------------------------------------------------------------------------ I-2 ENEX PROGRAM I PARTNERS, L.P. STATEMENT OF CHANGES IN PARTNERS' CAPITAL FOR THE YEAR ENDED DECEMBER 31, 1996 AND FOR THE THREE MONTHS ENDED MARCH 31, 1997 - --------------------------------------------------------------------------- PER $500 LIMITED PARTNER GENERAL LIMITED UNIT OUT- TOTAL PARTNER PARTNERS STANDING --------------- ----------------- ----------------- ----------------- BALANCE, JANUARY 1, 1996 $ 4,524,699 $ 973,491 $ 3,551,208 $ 18 CASH DISTRIBUTIONS (1,055,336) (78,397) (976,939) (5) NET INCOME 694,908 - 694,908 4 --------------- ----------------- ----------------- ----------------- BALANCE, DECEMBER 31, 1996 4,164,271 895,094 3,269,177 17 CASH DISTRIBUTIONS (601,746) (109,413) (492,333) (3) NET INCOME 405,329 - 405,329 2 --------------- ----------------- ----------------- ----------------- BALANCE, MARCH 31, 1997 $ 3,967,854 $ 785,681 $ 3,182,173 (1) $ 16 =============== ================= ================= ================= (1) Includes 105,661 units purchased by the general partner as a limited partner. See accompanying notes to financial statements. - ----------------------------------------------------------------------------- I-3 ENEX PROGRAM I PARTNERS, L.P. STATEMENTS OF CASH FLOWS - ------------------------------------------------------------------------------ (UNAUDITED) THREE MONTHS ENDED -------------------------------------- MARCH 31, MARCH 31, 1997 1996 ----------------- ------------------ CASH FLOWS FROM OPERATING ACTIVITIES: Net income (loss) $ 405,329 $ (40,968) ----------------- ------------------ Adjustments to reconcile net income (loss) to net cash provided by operating activities: Depreciation and depletion 131,508 119,602 Impairment of property - 125,097 (Increase) decrease in: Accounts receivable - oil & gas sales 6,524 (95,817) Other current assets (3,867) (59,014) Increase (decrease) in: Accounts payable (11,792) (88,201) Payable to general partner 103,467 109,681 ----------------- ------------------ Total adjustments 225,840 111,348 ----------------- ------------------ Net cash provided by operating activities 631,169 70,380 ----------------- ------------------ CASH FLOWS FROM INVESTING ACTIVITIES: Property additions - development costs (87,175) (18,493) ----------------- ------------------ CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions (601,746) (382,158) ----------------- ------------------ NET DECREASE IN CASH (57,752) (330,271) ----------------- ------------------ CASH AT BEGINNING OF YEAR 410,488 380,368 ----------------- ------------------ CASH AT END OF PERIOD $ 352,736 $ 50,097 ================= ================== See accompanying notes to financial statements. - --------------------------------------------------------------------------- I-4 ENEX PROGRAM I PARTNERS, L.P. NOTES TO UNAUDITED FINANCIAL STATEMENTS 1. The interim financial information included herein is unaudited; however, such information reflects all adjustments (consisting solely of normal recurring adjustments) which are, in the opinion of management, necessary for a fair presentation of results for the interim periods. 2. A cash distribution was made to the limited partners of the Company in the amount of $492,333, representing net revenues from the sale of oil and gas produced from properties owned by the Company. This distribution was made on January 31, 1997. 3. On April 7, 1997, the Company's General Partner mailed proxy material to the limited partners with respect to a proposed consolidation of the Company with 33 other managed limited partnerships. The terms and conditions of the proposed consolidation are set forth in such proxy material. 4. The Financial Accounting Standards Board has issued Statement of Financial Accounting Standard ("SFAS") No. 121, "Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed Of," which requires certain assets to be reviewed for impairment whenever events or circumstances indicate the carrying amount may not be recoverable. Prior to this pronouncement, the Company assessed properties on an aggregate basis. Upon adoption of SFAS 121, the Company began assessing properties on an individual basis, wherein total capitalized costs may not exceed the property's fair market value. The fair market value of each property was determined by H. J. Gruy and Associates, ("Gruy"). To determine the fair market value, Gruy estimated each property's oil and gas reserves, applied certain assumptions regarding price and cost escalations, applied a 10% discount factor for time and certain discount factors for risk, location, type of ownership interest, category of reserves, operational characteristics, and other factors. In the first quarter of 1996, the Company recognized a non-cash impairment provision of $125,097 for certain oil and gas properties due to changes in the overall market for the sale of oil and gas and significant decreases in the projected production from certain of the Company's oil and gas properties. I-5 Item 2. Management's Discussion and Analysis or Plan of Operation. First Quarter 1996 Compared to First Quarter 1997 Oil and gas sales for the first quarter increased from $633,886 in 1996 to $787,080 in 1997. This represents an increase of $153,194 (24%). Oil sales decreased by $87,633 or 32%. A 40% decline in oil production reduced sales by $109,441. This decrease was partially offset by a 13% increase in average oil sales prices. Gas sales increased by $240,827 or 67%. A 16% increase in average gas sales prices increased sales by $82,836. A 44% increase in gas production increased sales by an additional $157,991. The decrease in oil production was primarily the result of natural production declines coupled with the sale in the fourth quarter of 1996, of the E.M. Lane well in the Shell acquisition and the Grass Island acquisition. The increase in gas production was primarily due to higher production from the Dent acquisition which had additional wells drilled on it in 1996. The increases in average oil and gas sales prices correspond with higher prices in the overall market for the sale of oil and gas. Gas plant sales increased by $144,256 or 68% from $212,575 in 1996 to $356,831 in 1997. A 73% increase in the average sales price of gas plant product increased sales by $150,264. This increase was partially offset by a 3% decrease in production of plant products. The increase in the average sales price of gas plant products correspond with higher prices in the overall market for the sale of gas plant products. The decrease in production of plant products was primarily due to natural production declines. Lease operating expenses decreased from $200,700 in 1996 to $107,344 in 1997. The decrease of $93,356 (47%) is primarily due to the changes in production, noted above, including the sale of the Grass Island acquisition which had relatively higher operating costs. Depreciation and depletion expense increased from $119,602 in the first quarter of 1996 to $131,508 in the first quarter of 1997. This represents an increase of $11,906 (10%). The changes in production, noted above, caused depreciation and depletion expense to increase by $7,915. A 3% increase in the depletion rate increased depreciation and depletion expense by an additional $3,991. The increase in the depletion rate was primarily due to relatively higher production from properties with a higher depletion rate, partially offset by an upward revision of the gas reserves during December 1996. The Financial Accounting Standards Board has issued Statement of Financial Accounting Standard ("SFAS") No. 121, "Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed Of," which requires certain assets to be reviewed for impairment whenever events or circumstances indicate the carrying amount may not be recoverable. Prior to this pronouncement, the Company assessed properties on an aggregate basis. Upon adoption of SFAS 121, the Company began assessing properties on an individual basis, wherein total capitalized costs may not exceed the property's fair market value. The fair market value of each property was determined by H. J. Gruy and Associates, ("Gruy"). To determine the fair market value, Gruy estimated each property's oil and gas reserves, applied certain assumptions regarding price and cost escalations, applied a 10% discount factor for time and certain discount factors for risk, location, type of ownership interest, category of reserves, operational characteristics, and other factors. In the first quarter of 1996, the Company recognized a non-cash impairment provision of $125,097 for certain oil and gas properties due to changes in the overall market for the sale of oil and gas and I-6 significant decreases in the projected production from certain of the Company's oil and gas properties. General and administrative expenses decreased from $249,134 in the first quarter of 1996 to $199,315 in the first quarter of 1997. This decrease of $49,819 (20%) is primarily due to less staff time being required to manage the Company's operations in 1997. CAPITAL RESOURCES AND LIQUIDITY The Company's cash flow is a direct result of the amount of net proceeds realized from the sale of oil and gas production and the repayment of its debt obligations. Accordingly, the changes in cash flow from 1996 to 1997 are primarily due to the changes in oil and gas sales described above and the repayment of the Company's debt obligations. It is the general partner's intention to distribute substantially all of the Company's available cash flow, after debt repayment, to the Company's partners. The Company's "available cash flow" is the net amount of cash flow provided by operations, net of financing and investing activities. The Company discontinued the payment of distributions during 1990. Periodic distributions were made in the first and third quarters of 1996 and the first quarter of 1997. Future distributions are dependent upon, among other things, future prices received for oil and gas. The Company will continue to recover its reserves and reduce its debt obligations. It is anticipated that periodic distributions will be made in the future as cash becomes available. On April 7, 1997, the Company's General Partner mailed proxy material to the limited partners with respect to a proposed consolidation of the Company with 33 other managed limited partnerships. The terms and conditions of the proposed consolidation are set forth in such proxy material. As of March 31, 1997, the Company had no material commitments for capital expenditures. The Company does not intend to engage in any significant developmental drilling activity. I-7 PART II. OTHER INFORMATION Item 1. Legal proceedings. None Item 2. Changes in securities. None Item 3. Defaults upon Senior Securities. Not Applicable Item 4. Submission of Matters to a Vote of Security Holders. Not Applicable Item 5. Other information. Not Applicable Item 6. Exhibits and Reports on Form 8-K. (a) There are no exhibits to this report. (b) The Company filed no reports on Form 8-K during the quarter ended March 31, 1997. II-1 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized. ENEX PROGRAM I PARTNERS, L.P. --------------------------- (Registrant) By:ENEX RESOURCES CORPORATION -------------------------- General Partner By: /s/ R. E. Densford -------------- R. E. Densford Vice President, Secretary Treasurer and Chief Financial Officer May 11, 1997 By: /s/ James A. Klein ------------------- James A. Klein Controller and Chief Accounting Officer