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, 1996 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 0-15434 ENEX OIL & GAS INCOME PROGRAM III - SERIES 2, L.P. (Exact name of small business issuer as specified in its charter) New Jersey 76-0179824 (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) Issuer'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 PART I. FINANCIAL INFORMATION Item 1. Financial Statements ENEX OIL & GAS INCOME PROGRAM III - SERIES 2, L.P. BALANCE SHEET - ------------------------------------------------------------------------------ MARCH 31, ASSETS 1996 ----------------- (Unaudited) CURRENT ASSETS: Cash $ 5,469 Accounts receivable - oil & gas sales 23,043 Other current assets 1,723 --------------- Total current assets 30,235 --------------- OIL & GAS PROPERTIES (Successful efforts accounting method) - Proved mineral interests and related equipment & facilities 1,647,746 Less accumulated depreciation and depletion 1,293,006 --------------- Property, net 354,740 --------------- TOTAL $ 384,975 =============== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable $ 6,297 Current portion of payable to general partner 39,223 --------------- Total current liabilities 45,520 --------------- NONCURRENT PAYABLE TO GENERAL PARTNER 289,471 --------------- PARTNERS' CAPITAL (DEFICIT): Limited partners (1,850) General partner 51,834 --------------- Total partners' capital (deficit) 49,984 --------------- TOTAL $ 384,975 =============== See accompanying notes to financial statements. - ---------------------------------------------------------------------------- I-1 ENEX OIL & GAS INCOME PROGRAM III - SERIES 2, L.P. STATEMENTS OF OPERATIONS - ------------------------------------------------------------------------------- (UNAUDITED) THREE MONTHS ENDED ----------------------------- MARCH 31, MARCH 31, 1996 1995 --------------- ------------ REVENUES: Oil and gas sales $ 53,690 $ 45,852 --------------- ------------ EXPENSES: Depreciation and depletion 16,717 22,269 Lease operating expenses 17,296 15,387 Production taxes 2,486 2,166 General and administrative: 9,241 6,053 --------------- ------------ Total expenses 45,740 45,875 --------------- ------------ INCOME (LOSS) FROM OPERATIONS 7,950 (23) --------------- ------------ OTHER EXPENSE: Interest expense - (448) --------------- ------------ NET INCOME (LOSS) $ 7,950 $ (471) =============== ============ See accompanying notes to financial statements. - ------------------------------------------------------------------------------- I-2 ENEX OIL AND GAS INCOME PROGRAM III - SERIES 2, L.P. STATEMENTS OF CASH FLOWS (UNAUDITED) THREE MONTHS ENDED MARCH 31, MARCH 31, 1996 1995 CASH FLOWS FROM OPERATING ACTIVITIES: Net income (loss) $ 7,950 $ (471) Adjustments to reconcile net income (loss) to net cash provided by operating activities: Depreciation and depletion 16,717 22,269 (Increase) decrease in: Accounts receivable - oil & gas sales (9,453) (3,665) Other current assets 2,223 2,426 Increase (decrease) in: Accounts payable (7,153) 235 Payable to general partner (2,092) (5,282) Total adjustments 242 15,983 Net cash provided by operating activities 8,192 15,512 CASH FLOWS FROM INVESTING ACTIVITIES: Property additions - development costs (4,852) (8,656) CASH FLOWS FROM FINANCING ACTIVITIES: Repayment of note payable to general partner - (3,565) NET INCREASE IN CASH 3,340 3,291 CASH AT BEGINNING OF YEAR 2,129 494 CASH AT END OF PERIOD $ 5,469 $ 3,785 Cash paid during period for interest $ - $ 448 See accompanying notes to financial statements. I-3 ENEX OIL & GAS INCOME PROGRAM III - SERIES 2, 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. Principal payments of $3,564 were made on the note payable to the general partner during the first quarter of 1995. Weighted average principal was $13,751 and bore interest at a weighted average rate of 9.64% during the first quarter of 1995. The note was completely repaid on May 1, 1995. I-4 Item 2Management's Discussion and Analysis or Plan of Operation. First Quarter 1996 Compared to First Quarter 1995 Oil and gas sales for the first quarter increased from $45,852 in 1995 to $53,690 in 1996. This represents an increase of $7,838 or 17%. Oil sales increased $4,824 or 12%. A 34% increase in average oil prices increased sales by $11,334. This increase was partially offset by a 16% decrease in oil production. Gas sales increased by $3,014 or 53%. A 14% increase in average gas prices increased sales by $1,074. A 34% increase in gas production increased sales by an additional $1,940. The decrease in oil production was primarily the result of natural production declines. The increase in gas production was primarily the result of enhanced production improvements on the Concord acquisition. The changes in average prices correspond with changes in the overall market for the sale of oil and gas. Lease operating expenses increased from $15,387 in the first quarter of 1995 to $17,296 in the first quarter of 1996. The increase of $1,909 (12%) is primarily due to the changes in production, noted above. Depreciation and depletion expense decreased from $22,269 in the first quarter of 1995 to $16,717 in the first quarter of 1996. This represents a decrease of $5,552 (25%). A 19% decrease in the depletion rate reduced depreciation and depletion expense by $3,799. The changes in production, noted above, decreased depreciation and depletion expense by an additional $1,753. The decrease in the depletion rate was primarily the result of upward revisions of the oil and gas reserves at December 31, 1995. General and administrative expenses increased from $6,053 in 1995 to $9,241 in 1996. This increase of $3,188 is primarily due to $3,207 higher direct expenses incurred by the Company in 1996. 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 issuance of additional debt. Accordingly, the changes in cash flow from 1995 to 1996 are primarily due to the changes in oil and gas sales described above. The Company discontinued the payment of distributions in January, 1994. Future distributions are dependent upon, among other things, an increase in prices received for oil and gas. The Company will continue to recover its reserves and reduce its obligations on 1996. Based upon current projected cash flows from its property, it does not appear that the Company will have sufficient cash to pay its operating expenses, repay its debt obligations and pay distributions. As of March 31, 1996, the Company had no material commitments for capital expenditures. The Company does not intend to engage in any significant developmental drilling activity. I-5 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, 1996. 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 OIL & GAS INCOME PROGRAM III - 2, 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, 1996 By: /s/ James A. Klein ------------------- James A. Klein Controller and Chief Accounting Officer