UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 14, 1996 PARKER & PARSLEY 86-A, LTD. (Exact name of Registrant as specified in its charter) Texas 33-3353A 75-2124884 (State or other jurisdiction of Commission (I.R.S. Employer incorporation or organization) File Number Identification Number) 303 West Wall, Suite 101, Midland, Texas 79701 (Address of principal executive offices) (Zip code) Registrant's Telephone Number, including area code : (915) 683-4768 Not applicable (Former name, former address and former fiscal year, if changed since last report) Page 1 of 9 pages. ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS (a) Description On June 14, 1996, Parker & Parsley 86-A, Ltd. (the "Registrant") sold its interests in four oil and gas properties to Costilla Energy, L.L.C. ("Costilla"), an unrelated party. The Registrant's interests in the wells were sold for net proceeds, after post closing adjustments, of $397,224. At December 31, 1995, the properties sold to Costilla contained proved reserves of 62,757 barrels of oil and 292,022 mcf of gas and had an aggregate SEC 10 value of $393,885. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (b) Pro Forma Financial Information The accompanying unaudited pro forma financial information of the Registrant is presented to reflect the sale of oil and gas properties on June 14, 1996. The unaudited pro forma balance sheet is presented as if the sale of the oil and gas properties occurred at the balance sheet date and the unaudited pro forma statements of operations are presented as if the sale of properties occurred on January 1, 1995. (c) Exhibits None 2 Unaudited Pro Forma Financial Statements The Unaudited Pro Forma Financial Statements have been prepared to give effect to the sale of oil and gas properties on June 14, 1996. The Unaudited Pro Forma Financial Statements of the Registrant are not necessarily indicative of the financial results for the periods presented had the sale of properties taken place on January 1, 1995. In addition, future results may vary significantly from the results reflected in the accompanying Unaudited Pro Forma Financial Statements because of normal production declines and changes in product prices, among other factors. This information should be read in conjunction with the Financial Statements of the Registrant (and the related notes) included in the Annual Report on Form 10-K for the year ended December 31, 1995 and in the Quarterly Report on Form 10-Q for the three months ended March 31, 1996. 3 PARKER & PARSLEY 86-A, LTD. UNAUDITED PRO FORMA BALANCE SHEET as of March 31, 1996 Pro Forma Pro Historical Entries Forma ----------- ---------- ----------- ASSETS Current assets: Cash and cash equivalents $ 94,038 $ 397,224 (a) $ 491,262 Accounts receivable - oil and gas sales 107,541 107,541 ---------- ---------- Total current assets 201,579 598,803 Oil and gas properties - at cost, based on the successful efforts accounting method 8,008,263 (803,716)(a) 7,204,547 Accumulated depletion (6,209,349) 562,570 (a) (5,646,779) ---------- ---------- Net oil and gas properties 1,798,914 1,557,768 ---------- ---------- $ 2,000,493 $ 2,156,571 ========== ========== LIABILITIES AND PARTNERS' CAPITAL Current liabilities: Accounts payable - affiliate $ 59,662 $ 59,662 Partners' capital: Limited partners (10,131 interests) 1,922,728 154,517 (a) 2,077,245 Managing general partner 18,103 1,561 (a) 19,664 ---------- ---------- 1,940,831 2,096,909 ---------- ---------- $ 2,000,493 $ 2,156,571 ========== ========== See accompanying notes to unaudited pro forma financial statements. 4 PARKER & PARSLEY 86-A, LTD. UNAUDITED PRO FORMA STATEMENT OF OPERATIONS Three months ended March 31, 1996 Assets Pro Historical Sold Forma ---------- --------- ---------- Revenues: Oil and gas sales $ 216,043 $ (46,739) $ 169,304 Interest income 1,117 - 1,117 Salvage income from equipment disposals 14,605 - 14,605 --------- -------- --------- Total revenues 231,765 (46,739) 185,026 Cost and expenses: Production costs 116,875 (14,692) 102,183 General and administrative expenses 6,481 (1,402) 5,079 Depletion 44,179 (7,017) 37,162 --------- -------- --------- Total costs and expenses 167,535 (23,111) 144,424 --------- -------- --------- Net income $ 64,230 $ (23,628) $ 40,602 ========= ======== ========= Allocation of net income: General partners $ 642 $ 406 ========= ========= Limited partners $ 63,588 $ 40,196 ========= ========= Net income per limited partnership interest $ 6.28 $ 3.97 ========= ========= See accompanying notes to unaudited pro forma financial statements. 5 PARKER & PARSLEY 86-A, LTD. UNAUDITED PRO FORMA STATEMENT OF OPERATIONS For the year ended December 31, 1995 Assets Pro Historical Sold Forma ---------- ---------- ---------- Revenues: Oil and gas sales $ 791,896 $ (165,330) $ 626,566 Interest income 4,199 - 4,199 Salvage income from equipment disposals 11,463 - 11,463 --------- --------- --------- Total revenues 807,558 (165,330) 642,228 Cost and expenses: Production costs 472,456 (93,627) 378,829 General and administrative expenses 23,757 (4,960) 18,797 Depletion 295,420 (33,423) 261,997 Impairment of oil and gas properties 548,293 - 548,293 --------- --------- --------- Total costs and expenses 1,339,926 (132,010) 1,207,916 --------- --------- --------- Net loss $ (532,368) $ (33,320) $ (565,688) ========= ========= ========= Allocation of net loss: General partners $ (5,323) $ (5,656) ========= ========= Limited partners $ (527,045) $ (560,032) ========= ========= Net loss per limited partnership interest $ (52.02) $ (55.28) ========= ========= See accompanying notes to unaudited pro forma financial statements. 6 PARKER & PARSLEY 86-A, LTD. NOTES TO UNAUDITED PRO FORMA FINANCIAL STATEMENTS December 31, 1995 and March 31, 1996 NOTE 1. BASIS OF PRESENTATION The accompanying unaudited pro forma financial information of Parker & Parsley 86-A, Ltd. (the "Registrant") is presented to reflect the sale of oil and gas properties to Costilla Energy, L.L.C. on June 14, 1996 (the "Assets Sold"). The unaudited pro forma balance sheet is presented as if the sale of the Assets Sold occurred at the balance sheet date and the unaudited pro forma statements of operations are presented as if the sale of the Assets Sold occurred on January 1, 1995. Historical - Represents the Registrant's balance sheet for March 31, 1996 and the Registrant's statements of operations for the three months ended March 31, 1996 and the year ended December 31, 1995. Assets Sold - Reflects the results of operations for the three months ended March 31, 1996 and the year ended December 31, 1995 from the oil and gas properties prior to their sale in 1996. NOTE 2. PRO FORMA ENTRIES (a) To record the sale of the Assets Sold as if such sale had occurred on March 31, 1996. The aggregate cash proceeds of $397,224 were initially utilized to increase cash and cash equivalents and subsequently distributed to the partners. NOTE 3. OIL AND GAS INFORMATION The following unaudited pro forma supplemental information regarding the oil and gas activities of the Registrant is presented pursuant to the disclosure requirements promulgated by the Securities and Exchange Commission and Statement of Financial Accounting Standards No. 69, "Disclosures About Oil and Gas Producing Activities". The pro forma combined reserve information is presented as if the sale of the Assets Sold had occurred on January 1, 1995. Information for oil is presented in barrels (bbls) and for gas in thousands of cubic feet (mcf). The Registrant emphasizes that reserve estimates are inherently imprecise and subject to revision. Accordingly, the estimates are expected to change as future information becomes available. 7 Set forth below is a pro forma summary of the changes in the net quantities of oil and natural gas reserves for the year ended December 31, 1995. Oil (bbls) Gas (mcf) ---------- --------- Net proved reserves at January 1, 1995 281,022 1,235,039 Revisions of previous estimates 3,519 43,121 Production (25,325) (115,159) ------- --------- Net proved reserves at December 31, 1995 259,216 1,163,001 ======= ========= The pro forma estimated present value of future net revenues of proved reserves, calculated using December 31, 1995 prices of $19.36 per barrel of oil and $1.76 per mcf of gas, discounted at 10%, was approximately $1,424,000 and undiscounted was $2,437,000 at December 31, 1995. 8 PARKER & PARSLEY 86-A, LTD. S I G N A T U R E S 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. PARKER & PARSLEY 86-A, LTD. By: Parker & Parsley Development L.P., Managing General Partner By: Parker & Parsley Petroleum USA, Inc. ("PPUSA"), General Partner Dated: August 6, 1996 By: /s/ Steven L. Beal --------------------------------------- Steven L. Beal, Senior Vice President and Chief Financial Officer of PPUSA 9