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 September 30, 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 0-16551 ENEX OIL & GAS INCOME PROGRAM III - SERIES 3, L.P. (Exact name of small business issuer as specified in its charter) New Jersey 76-0179823 (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 Transitional Small Business Disclosure Format (Check one): Yes No x PART I. FINANCIAL INFORMATION Item 1. Financial Statements ENEX OIL & GAS INCOME PROGRAM III - SERIES 3, L.P. BALANCE SHEET - ------------------------------------------------------------------------------- September 30, ASSETS 1996 --------------- (Unaudited) CURRENT ASSETS: Cash $ 15,611 Accounts receivable - oil & gas sales 36,633 Other current assets 1,669 ------------- Total current assets 53,913 ------------- OIL & GAS PROPERTIES (Successful efforts accounting method) - Proved mineral interests and related equipment & facilities 2,636,352 Less accumulated depreciation and depletion 2,129,676 ------------- Property, net 506,676 ------------- TOTAL $ 560,589 ============= LIABILITIES AND PARTNERS' CAPITAL CURRENT LIABILITIES: Accounts payable $ 9,477 Payable to general partner 35,937 ------------- Total current liabilities 45,414 ------------- NONCURRENT PAYABLE TO GENERAL PARTNER 71,874 ------------- PARTNERS' CAPITAL: Limited partners 404,831 General partner 38,470 ------------- Total partners' capital 443,301 ------------- TOTAL $ 560,589 ============= Number of $500 Limited Partner units outstanding 6,410 See accompanying notes to financial statements. - ---------------------------------------------------------------------------- I-1 ENEX OIL & GAS INCOME PROGRAM III - SERIES 3, L.P. STATEMENTS OF OPERATIONS - ---------------------------------------------------------------------------- (UNAUDITED) QUARTER ENDED NINE MONTHS ENDED ------------------------------------- ---------------------------------------- September 30, September 30, September 30, September 30, 1996 1995 1996 1995 ---------------- ----------------- ----------------- ------------------- REVENUES: Oil and gas sales $ 84,714 $ 74,099 $ 254,453 $ $ 220,016 ---------------- ----------------- ----------------- ------------------- EXPENSES: Depreciation and depletion 20,676 33,445 67,205 97,131 Lease operating expenses 13,451 19,441 44,776 55,406 Production taxes 4,802 4,210 14,387 13,320 General and administrative 6,518 8,355 24,912 28,354 ---------------- ----------------- ----------------- ------------------- Total expenses 45,447 65,451 151,280 194,211 ---------------- ----------------- ----------------- ------------------- NET INCOME $ 39,267 $ 8,648 $ 103,173 $ $ 25,805 ================ ================= ================= =================== See accompanying notes to financial statements. - ----------------------------------------------------------------- I-2 ENEX OIL AND GAS INCOME PROGRAM III - SERIES 3, L.P. STATEMENTS OF CASH FLOWS - ---------------------------------------------------------------------------------- (UNAUDITED) NINE MONTHS ENDED ----------------------------- September 30, September 30, 1996 1995 ------------- ------------ CASH FLOWS FROM OPERATING ACTIVITIES: Net income $ 103,173 $ 25,805 ------------- ------------ Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and depletion 67,205 97,131 (Increase) decrease in: Accounts receivable - oil & gas sales (13,482) (956) Other current assets 4,280 4,610 (Decrease) in: Accounts payable (15,232) (164) Payable to general partner (46,285) (45,190) ------------- ------------ Total adjustments (3,514) 55,431 ------------- ------------ Net cash provided by operating activities 99,659 81,236 ------------- ------------ CASH FLOWS FROM INVESTING ACTIVITIES: Property additions - development costs (14,644) (29,635) ------------- ------------ CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions (82,910) (40,377) ------------- ------------ NET INCREASE IN CASH 2,105 11,224 CASH AT BEGINNING OF YEAR 13,506 2,812 ------------- ------------ CASH AT END OF PERIOD $ 15,611 $ 14,036 ============= ============ See accompanying notes to financial statements. - -------------------------------------------------------------------------- I-3 ENEX OIL & GAS INCOME PROGRAM III - SERIES 3, 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 $26,841, representing net revenues from the sale of oil and gas produced from properties owned by the Company. This distribution was made on July 31, 1996. 2. On August 9, 1996, the Company's General Partner submitted preliminary proxy material to the Securities Exchange Commission with respect to a proposed consolidation of the Company with 33 other managed limited partnerships. On November 13, 1996, the Company submitted amended preliminary proxy material to the SEC with respect to this consolidation The terms and conditions of the proposed consolidation are set forth in such preliminary proxy material. I-4 Item 2. Management's Discussion and Analysis or Plan of Operation. Third Quarter 1996 Compared to Third Quarter 1995 Oil and gas sales for the third quarter increased to $84,714 in 1996 from $74,099 in 1995. This represents an increase of $10,615 (14%). Oil sales increased by $9,834 (15%). A 40% increase in the average oil sales price increased $21,008. This increase was partially offset by a 18% decrease in oil production. Gas sales increased by $781 (9%). A 56% increase in average gas sales prices increased sales by $3,358, partially offset by a 30% decrease in gas production. The increases in the average sales prices correspond with changes in the overall market for the sale of oil and gas. The decrease in oil and gas production was primarily due to natural production declines. Lease operating expenses incurred during the third quarter decreased to $13,451 in 1996 from $19,441 in 1995. The decrease of $5,990 (31%) is primarily due to the decrease in production, noted above. Depreciation and depletion expense decreased to $20,676 in the third quarter of 1996 from $33,445 in the third quarter of 1995. This represents a decrease of $12,769 (42%). A 23% decrease in the depletion rate reduced depreciation and depletion expense by $6,133. The changes in production, noted above, reduced depreciation and depletion expense by an additional $6,636. The decrease in the depletion rate is primarily the result of an upward revision of the oil and gas reserves during December 1995. General and administrative expenses during the third quarter decreased to $6,518 in 1996 from $8,355 in 1995. This decrease of $1,837 (22%) is primarily due to less staff time being required to manage the Company's operations. First Nine Months in 1996 Compared to First Nine Months in 1995 Oil and gas sales for the first nine months increased to $254,453 in 1996 from $220,016 in 1995. This represents an increase of $34,437 (16%). Oil sales increased by $22,579 (12%). A 33% increase in the average oil sales price increased $52,578. This increase was partially offset by a 16% decrease in oil production. Gas sales increased by $11,858 (51%). A 43% increase in average gas sales prices increased sales by $10,647. A 5% increase in gas production increased sales by an additional $1,211. The increases in the average sales prices correspond with changes in the overall market for the sale of oil and gas. The decrease in oil production was primarily due to natural production declines. The increase in gas production was primarily the result of the enhanced production improvements on the Concord acquisition. Lease operating expenses incurred during the first nine months decreased to $44,776 in 1996 from $55,406 in 1995. The decrease of $10,630 (19%) is primarily due to the changes in production, noted above. I-5 Depreciation and depletion expense decreased to $67,205 in the first nine months of 1996 from $97,131 in the first nine months of 1995. This represents a decrease of $29,926 (31%). A 21% decrease in the depletion rate reduced depreciation and depletion expense by $18,081. The changes in production, noted above, reduced depreciation and depletion expense by an additional $11,845. The decrease in the depletion rate is primarily the result of an upward revision of the oil and gas reserves during December 1995. General and administrative expenses incurred during the first nine months decreased to $24,912 in 1996 from $28,354 in 1995. This decrease of $3,442 (12%) is primarily due to less staff time being required to manage the Company's operations. CAPITAL RESOURCES AND LIQUIDITY The Company's cash flow from operations is a direct result of the amount of net proceeds realized from the sale of oil and gas production. Accordingly, the changes in cash flow from 1995 to 1996 are primarily due to the changes in oil and gas sales described above. It is the general partner's intention to distribute substantially all of the Company's available cash flow to the Company's partners. The Company's "available cash flow" is essentially equal to the net amount of cash provided by operating activities. The Company will continue to recover its reserves and distribute to the limited partners the net proceeds realized from the sale of oil and gas production. Distribution amounts are subject to change if net revenues are greater or less than expected. Nonetheless, the general partner believes the Company will continue to have sufficient cash flow to fund operations and to maintain a regular pattern of distributions. On August 9, 1996, the Company's General Partner submitted preliminary proxy material to the Securities Exchange Commission with respect to a proposed consolidation of the Company with 33 other managed limited partnerships. On November 13, 1996, the Company submitted amended preliminary proxy material to the SEC with respect to this consolidation The terms and conditions of the proposed consolidation are set forth in such preliminary proxy material. As of September 30, 1996, the Company had no material commitments for capital expenditures. The Company does not intend to engage in any significant developmental drilling activity. I-6 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 September 30, 1996. II-1 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. ENEX OIL & GAS INCOME PROGRAM III - SERIES 3, 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 November 13, 1996 By: /s/ James A. Klein ------------------- James A. Klein Controller and Chief Accounting Officer