Page 1 of 14 FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 (Mark One) (X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 1997 OR ( ) 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 0-15408 Southwest Royalties, Inc. Income Fund V (Exact name of registrant as specified in its limited partnership agreement) Tennessee 75-2104619 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 407 N. Big Spring, Suite 300 _________Midland, Texas 79701_________ (Address of principal executive offices) ________(915) 686-9927________ (Registrant's telephone number, including area code) Indicate by check mark whether registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days: Yes __X__ No _____ The total number of pages contained in this report is 14. PART I. - FINANCIAL INFORMATION Item 1. Financial Statements The unaudited condensed financial statements included herein have been prepared by the Registrant (herein also referred to as the "Partnership") in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments necessary for a fair presentation have been included and are of a normal recurring nature. The financial statements should be read in conjunction with the audited financial statements and the note thereto for the year ended December 31, 1996 which are found in the Registrant's Form 10-K Report for 1996 filed with the Securities and Exchange Commission. The December 31, 1996 balance sheet included herein has been taken from the Registrant's 1996 Form 10-K Report. Operating results for the three and nine month periods ended September 30, 1997 are not necessarily indicative of the results that may be expected for the full year. Southwest Royalties, Inc. Income Fund V Balance Sheets September 30, December 31, 1997 1996 ------------- ------------ (unaudited) Assets Current assets Cash and cash equivalents $ - 16,380 Receivable from Managing General Partner 114,722 190,242 Distribution receivable 288 - --------- --------- Total current assets 115,010 206,622 --------- --------- Oil and gas properties - using the full cost method of accounting 6,159,438 6,159,438 Less accumulated depreciation, depletion and amortization 4,908,520 4,808,520 --------- --------- Net oil and gas properties 1,250,918 1,350,918 --------- --------- $1,365,928 1,557,540 ========= ========= Liabilities and Partners' Equity Current liabilities Distribution payable $ - 84 Bank overdraft 1,729 - --------- --------- Total current liabilities 1,729 84 --------- --------- Partners' equity General partners (539,774) (520,448) Limited partners 1,903,973 2,077,904 --------- --------- Total partners' equity 1,364,199 1,557,456 --------- --------- $1,365,928 1,557,540 ========= ========= Southwest Royalties, Inc. Income Fund V Statements of Operations (unaudited) Three Months Ended Nine Months Ended September 30, September 30, 1997 1996 1997 1996 Revenues Income from net profits interests $ 50,064 96,828 265,428 239,175 Interest 72 256 788 745 ------ ------ ------- ------- 50,136 97,084 266,216 239,920 ------ ------ ------- ------- Expenses General and administrative 27,637 28,427 90,473 91,241 Depreciation, depletion and amortization 32,000 46,000 100,000 113,000 ------ ------ ------- ------- 59,637 74,427 190,473 204,241 ------ ------ ------- ------- Net income (loss) $ (9,501) 22,657 75,743 35,679 ====== ====== ======= ======= Net income (loss) allocated to: Managing General Partner $ (854) 2,040 6,817 3,211 ====== ====== ======= ======= General Partner $ (96) 226 757 357 ====== ====== ======= ======= Limited Partners $ (8,551) 20,391 68,169 32,111 ====== ====== ======= ======= Per limited partner unit $ (1.14) 2.72 9.09 4.28 ====== ====== ======= ======= Southwest Royalties, Inc. Income Fund V Statements of Cash Flows (unaudited) Nine Months Ended September 30, 1997 1996 Cash flows from operating activities Cash received from income from net profits interests $ 340,948 236,703 Cash paid to suppliers (90,473) (91,241) Interest received 788 745 ------- ------- Net cash provided by operating activities 251,263 146,207 ------- ------- Cash flows provided by investing activities Cash received from sale of oil and gas property interest - 12,500 ------- ------- Cash flows from financing activities Distributions to partners (269,372) (165,989) Bank overdraft 1,729 - ------- ------- Net cash used in financing activities (267,643) (165,989) - ------- ------- Net decrease in cash and cash equivalents (16,380) (7,282) Beginning of period 16,380 24,788 ------- ------- End of period $ - 17,506 ======= ======= (continued) Southwest Royalties, Inc. Income Fund V Statements of Cash Flows, continued (unaudited) Nine Months Ended September 30, 1997 1996 Reconciliation of net income to net cash provided by operating activities Net income $ 75,743 35,679 Adjustments to reconcile net income to net cash provided by operating activities Depreciation, depletion and amortization 100,000 113,000 (Increase) decrease in receivables 75,520 (2,472) ------- ------- Net cash provided by operating activities $ 251,263 146,207 ======= ======= Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations General Southwest Royalties, Inc. Income Fund V was organized as a Tennessee limited partnership on May 1, 1986, after receipt from investors of $1,000,000 in limited partner capital contributions. The offering of limited partnership interests began on January 22, 1986 and concluded on July 22, 1986, with total limited partner contributions of $7,500,000. The Partnership was formed to acquire royalty and net profits interests in producing oil and gas properties, to produce and market crude oil and natural gas produced from such properties, and to distribute the net proceeds from operations to the limited and general partners. Net revenues from producing oil and gas properties are not reinvested in other revenue producing assets except to the extent that production facilities and wells are improved or reworked or where methods are employed to improve or enable more efficient recovery of oil and gas reserves. Increases or decreases in Partnership revenues and, therefore, distributions to partners will depend primarily on changes in the prices received for production, changes in volumes of production sold, increases and decreases in lease operating expenses, enhanced recovery projects, offset drilling activities pursuant to farm-out arrangements, sales of properties, and the depletion of wells. Since wells deplete over time, production can generally be expected to decline from year to year. Well operating costs and general and administrative costs usually decrease with production declines; however, these costs may not decrease proportionately. Net income available for distribution to the partners is therefore expected to fluctuate in later years based on these factors. Based on current conditions, management anticipates performing workovers during 1997 to enhance production. The Partnership may have a slight increase in 1997 and 1998, but thereafter, the Partnership could possibly experience a normal decline of 8% to 10% a year. Results of Operations A. General Comparison of the Quarters Ended September 30, 1997 and 1996 The following table provides certain information regarding performance factors for the quarters ended September 30, 1997 and 1996: Three Months Ended Percentage September 30, Increase 1997 1996 (Decrease) Average price per barrel of oil $ 18.42 22.01 (16%) Average price per mcf of gas $ 2.33 2.20 6% Oil production in barrels 8,300 8,600 (3%) Gas production in mcf 41,700 37,200 12% Income from net profits interests $ 50,064 96,828 (48%) Partnership distributions $ 30,000 45,000 (33%) Limited partner distributions $ 27,000 40,500 (33%) Per unit distribution to limited partners $ 3.60 5.40 (33%) Number of limited partner units 7,499 7,499 Revenues The Partnership's income from net profits interests decreased to $50,064 from $96,828 for the quarters ended September 30, 1997 and 1996, respectively, a decrease of 48%. The principal factors affecting the comparison of the quarters ended September 30, 1997 and 1996 are as follows: 1. The average price for a barrel of oil received by the Partnership decreased during the quarter ended September 30, 1997 as compared to the quarter ended September 30, 1996 by 16%, or $3.59 per barrel, resulting in a decrease of approximately $30,900 in income from net profits interests. Oil sales represented 61% of total oil and gas sales during the quarter ended September 30, 1997 as compared to 70% during the quarter ended September 30, 1996. The average price for an mcf of gas received by the Partnership increased during the same period by 6%, or $.13 per mcf, resulting in an increase of approximately $4,800 in income from net profits interests. The net total decrease in income from net profits interests due to the change in prices received from oil and gas production is approximately $26,100. The market price for oil and gas has been extremely volatile over the past decade, and management expects a certain amount of volatility to continue in the foreseeable future. 2. Oil production decreased approximately 300 barrels or 3% during the quarter ended September 30, 1997 as compared to the quarter ended September 30, 1996, resulting in a decrease of approximately $5,500 in income from net profits interests. Gas production increased approximately 4,500 mcf or 12% during the same period, resulting in an increase of approximately $10,500 in income from net profits interests. The net total increase in income from net profits interests due to the change in production is approximately $5,000. The increase in production is primarily attributable to the re-opening of a previously shut-in well and the successful workovers on three wells. 3. Lease operating costs and production taxes were 15% higher, or approximately $26,700 more during the quarter ended September 30, 1997 as compared to the quarter ended September 30, 1996. The increase in lease operating costs and production taxes is primarily attributable to workover costs incurred in 1997 as compared to 1996 and lease operating costs the Managing General Partner failed to bill the Partnership on one lease for a three year period. The increase in lease operating costs was partially offset by a refund of three years of gas production tax. Costs and Expenses Total costs and expenses decreased to $59,637 from $74,427 for the quarters ended September 30, 1997 and 1996, respectively, a decrease of 20%. The decrease is the result of lower general and administrative expense and depletion expense. 1. General and administrative costs consists of independent accounting and engineering fees, computer services, postage, and Managing General Partner personnel costs. General and administrative costs decreased 3% or approximately $800 during the quarter ended September 30, 1997 as compared to the quarter ended September 30, 1996. 2. Depletion expense decreased to $32,000 for the quarter ended September 30, 1997 from $46,000 for the same period in 1996. This represents a decrease of 30%. Depletion is calculated using the units of revenue method of amortization based on a percentage of current period gross revenues to total future gross oil and gas revenues, as estimated by the Partnership's independent petroleum consultants. Contributing factors to the decline in depletion expense between the comparative periods were the decrease in gross oil and gas revenue and the increase in the price of oil used to determine the Partnership's reserves for January 1, 1997 as compared to 1996. B. General Comparison of the Nine Month Periods Ended September 30, 1997 and 1996 The following table provides certain information regarding performance factors for the nine month periods ended September 30, 1997 and 1996: Nine Months Ended Percentage September 30, Increase 1997 1996 (Decrease) Average price per barrel of oil $ 19.55 21.05 (7%) Average price per mcf of gas $ 2.34 2.24 4% Oil production in barrels 25,900 19,800 31% Gas production in mcf 122,600 111,100 10% Income from net profits interests $ 265,428 239,175 11% Partnership distributions $ 269,000 166,113 62% Limited partner distributions $ 242,100 150,313 61% Per unit distribution to limited partners $ 32.28 20.04 61% Number of limited partner units 7,499 7,499 Revenues The Partnership's income from net profits interests increased to $265,428 from $239,175 for the nine months ended September 30, 1997 and 1996, respectively, an increase of 11%. The principal factors affecting the comparison of the nine months ended September 30, 1997 and 1996 are as follows: 1. The average price for a barrel of oil received by the Partnership decreased during the nine months ended September 30, 1997 as compared to the nine months ended September 30, 1996 by 7%, or $1.50 per barrel, resulting in a decrease of approximately $29,700 in income from net profits interests. Oil sales represented 64% of total oil and gas sales during the nine months ended September 30, 1997 as compared to 63% during the nine months ended September 30, 1996. The average price for an mcf of gas received by the Partnership increased during the same period by 4%, or $.10 per mcf, resulting in an increase of approximately $11,100 in income from net profits interests. The net total decrease in income from net profits interests due to the change in prices received from oil and gas production is approximately $18,600. The market price for oil and gas has been extremely volatile over the past decade, and management expects a certain amount of volatility to continue in the foreseeable future. 2. Oil production increased approximately 6,100 barrels or 31% during the nine months ended September 30, 1997 as compared to the nine months ended September 30, 1996, resulting in an increase of approximately $119,300 in income from net profits interests. Gas production increased approximately 11,500 mcf or 10% during the same period, resulting in an increase of approximately $26,900 in income from net profits interests. The total increase in income from net profits interests due to the change in production is approximately $146,200. The increase in production is primarily attributable to the re-opening of a previously shut-in well and the successful workovers on three wells. 3. Lease operating costs and production taxes were 24% higher, or approximately $101,700 more during the nine months ended September 30, 1997 as compared to the nine months ended September 30, 1996. The increase in lease operating costs and production taxes is primarily attributable to workover costs incurred in 1997 as compared to 1996 and lease operating costs the Managing General Partner failed to bill the Partnership on one lease for a three year period. The increase in lease operating costs was partially offset by a refund of three years of gas production tax. Costs and Expenses Total costs and expenses decreased to $190,473 from $204,241 for the nine months ended September 30, 1997 and 1996, respectively, a decrease of 7%. The decrease is the result of lower general and administrative expense and depletion expense. 1. General and administrative costs consists of independent accounting and engineering fees, computer services, postage, and Managing General Partner personnel costs. General and administrative costs decreased 1% or approximately $800 during the nine months ended September 30, 1997 as compared to the nine months ended September 30, 1996. 2. Depletion expense decreased to $100,000 for the nine months ended September 30, 1997 from $113,000 for the same period in 1996. This represents a decrease of 12%. Depletion is calculated using the units of revenue method of amortization based on a percentage of current period gross revenues to total future gross oil and gas revenues, as estimated by the Partnership's independent petroleum consultants. A contributing factor to the decline in depletion expense between the comparative periods was the increase in the price of oil used to determine the Partnership's reserves for January 1, 1997 as compared to 1996. Liquidity and Capital Resources The primary source of cash is from operations, the receipt of income from interests in oil and gas properties. The Partnership knows of no material change, nor does it anticipate any such change. Cash flows provided by operating activities were approximately $251,300 in the nine months ended September 30, 1997 as compared to approximately $146,200 in the nine months ended September 30, 1996. The primary source of the 1997 cash flow from operating activities was profitable operations. There were no cash flows provided by investing activities in the nine months ended September 30, 1997 as compared to $12,500 in the nine months ended September 30, 1996. Cash flows used in financing activities were approximately $267,600 in the nine months ended September 30, 1997 as compared to approximately $166,000 in the nine months ended September 30, 1996. The primary use of financing activities was the distributions to partners. Total distributions during the nine months ended September 30, 1997 were $269,000 of which $242,100 was distributed to the limited partners and $26,900 to the general partners. The per unit distribution to limited partners during the nine months ended September 30, 1997 was $32.28. Total distributions during the nine months ended September 30, 1996 were $166,113 of which $150,313 was distributed to the limited partners and $15,800 to the general partners. The per unit distribution to limited partners during the nine months ended September 30, 1996 was $20.04. The source for the 1997 distributions of $269,000 was oil and gas operations of approximately $251,300, with the balance from available cash on hand at the beginning of the period. The sources for the 1996 distributions of $166,113 were oil and gas operations of approximately $146,200 and the change in oil and gas properties of $12,500, with the balance from available cash on hand at the beginning of the period. Since inception of the Partnership, cumulative monthly cash distributions of $7,145,043 have been made to the partners. As of September 30, 1997, $6,414,170 or $855.34 per limited partner unit has been distributed to the limited partners, representing an 86% return of the capital contributed. As of September 30, 1997, the Partnership had approximately $113,300 in working capital. The Managing General Partner knows of no unusual contractual commitments and believes the revenues generated from operations are adequate to meet the needs of the Partnership. PART II - OTHER INFORMATION Item 1. Legal Proceedings None Item 2. Changes in Securities None Item 3. Defaults Upon Senior Securities None Item 4. Submission of Matter to a Vote of Security Holders None Item 5. Other Information None Item 6. Exhibits and Reports on Form 8-K (a)Exhibits: 27 Financial Data Schedule (b) No reports on Form 8-K were filed during the quarter for which this report is filed. 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 thereunto duly authorized. Southwest Royalties, Inc. Income Fund V a Tennessee limited partnership By: Southwest Royalties, Inc. Managing General Partner By: /s/ Bill E. Coggin ------------------------------ Bill E. Coggin, Vice President and Chief Financial Officer Date: November 15, 1997