UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 10-Q /x/ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 1998 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 No. 33-19659-02 PARKER & PARSLEY 88-B, L.P. (Exact name of Registrant as specified in its charter) Delaware 75-2240121 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) 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) Indicate by check mark whether the 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 / / PARKER & PARSLEY 88-B, L.P. TABLE OF CONTENTS Page Part I. Financial Information Item 1. Financial Statements Balance Sheets as of March 31, 1998 and December 31, 1997 ....................................... 3 Statements of Operations for the three months ended March 31, 1998 and 1997............................... 4 Statement of Partners' Capital for the three months ended March 31, 1998........................................ 5 Statements of Cash Flows for the three months ended March 31, 1998 and 1997............................... 6 Notes to Financial Statements................................. 7 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations......................... 7 Part II. Other Information Item 6. Exhibits and Reports on Form 8-K.............................. 10 27.1 Financial Data Schedule Signatures.................................................... 11 2 PARKER & PARSLEY 88-B, L.P. (A Delaware Limited Partnership) Part I. Financial Information Item 1. Financial Statements BALANCE SHEETS March 31, December 31, 1998 1997 ----------- ------------ (Unaudited) ASSETS ------ Current assets: Cash and cash equivalents, including interest bearing deposits of $127,177 at March 31 and $148,866 at December 31 $ 127,577 $ 149,266 Accounts receivable - oil and gas sales 78,435 97,539 ---------- ---------- Total current assets 206,012 246,805 ---------- ---------- Oil and gas properties - at cost, based on the successful efforts accounting method 7,128,491 7,116,399 Accumulated depletion (5,353,921) (5,311,920) ---------- ---------- Net oil and gas properties 1,774,570 1,804,479 ---------- ---------- $ 1,980,582 $ 2,051,284 ========== ========== LIABILITIES AND PARTNERS' CAPITAL - ------------------------------------ Current liabilities: Accounts payable - affiliate $ 26,599 $ 28,599 Partners' capital: Managing general partner 19,509 20,196 Limited partners (8,954 interests) 1,934,474 2,002,489 ---------- ---------- 1,953,983 2,022,685 ---------- ---------- $ 1,980,582 $ 2,051,284 ========== ========== The financial information included as of March 31, 1998 has been prepared by management without audit by independent public accountants. The accompanying notes are an integral part of these financial statements. 3 PARKER & PARSLEY 88-B, L.P. (A Delaware Limited Partnership) STATEMENTS OF OPERATIONS (Unaudited) Three months ended March 31, ------------------------- 1998 1997 ---------- ---------- Revenues: Oil and gas $ 158,561 $ 230,006 Interest 2,038 2,063 Gain on disposition of assets 156 - --------- --------- 160,755 232,069 --------- --------- Costs and expenses: Oil and gas production 112,417 101,891 General and administrative 4,757 7,099 Depletion 42,001 45,074 --------- --------- 159,175 154,064 --------- --------- Net income $ 1,580 $ 78,005 ========= ========= Allocation of net income: Managing general partner $ 16 $ 780 ========= ========= Limited partners $ 1,564 $ 77,225 ========= ========= Net income per limited partnership interest $ .17 $ 8.62 ========= ========= Distributions per limited partnership interest $ 7.77 $ 16.71 ========= ========= The financial information included herein has been prepared by management without audit by independent public accountants. The accompanying notes are an integral part of these financial statements. 4 PARKER & PARSLEY 88-B, L.P. (A Delaware Limited Partnership) STATEMENT OF PARTNERS' CAPITAL (Unaudited) Managing general Limited partner partners Total Balance at January 1, 1998 $ 20,196 $2,002,489 $2,022,685 Distributions (703) (69,579) (70,282) Net income 16 1,564 1,580 --------- --------- --------- Balance at March 31, 1998 $ 19,509 $1,934,474 $1,953,983 ========= ========= ========= The financial information included herein has been prepared by management without audit by independent public accountants. The accompanying notes are an integral part of these financial statements. 5 PARKER & PARSLEY 88-B, L.P. (A Delaware Limited Partnership) STATEMENTS OF CASH FLOWS (Unaudited) Three months ended March 31, ---------------------- 1998 1997 --------- --------- Cash flows from operating activities: Net income $ 1,580 $ 78,005 Adjustments to reconcile net income to net cash provided by operating activities: Depletion 42,001 45,074 Gain on disposition of assets (156) - Changes in assets and liabilities: Accounts receivable 19,104 85,566 Accounts payable (2,000) 926 -------- -------- Net cash provided by operating activities 60,529 209,571 -------- -------- Cash flows from investing activities: Additions to oil and gas properties (12,092) (1,264) Proceeds from disposition of assets 156 - -------- -------- Net cash used in investing activities (11,936) (1,264) -------- -------- Cash flows used in financing activities: Cash distributions to partners (70,282) (151,116) -------- -------- Net increase (decrease) in cash and cash equivalents (21,689) 57,191 Cash and cash equivalents at beginning of period 149,266 106,856 -------- -------- Cash and cash equivalents at end of period $ 127,577 $ 164,047 ======== ======== The financial information included herein has been prepared by management without audit by independent public accountants. The accompanying notes are an integral part of these financial statements. 6 PARKER & PARSLEY 88-B, L.P. (A Delaware Limited Partnership) NOTES TO FINANCIAL STATEMENTS March 31, 1998 (Unaudited) Note 1. Organization and nature of operations Parker & Parsley 88-B, L.P. (the "Partnership") is a limited partnership organized in 1988 under the laws of the State of Delaware. The Partnership engages primarily in oil and gas development and production in Texas and is not involved in any industry segment other than oil and gas. Note 2. Basis of presentation In the opinion of management, the unaudited financial statements as of March 31, 1998 of the Partnership include all adjustments and accruals consisting only of normal recurring accrual adjustments which are necessary for a fair presentation of the results for the interim period. However, these interim results are not necessarily indicative of results for a full year. The financial statements should be read in conjunction with the financial statements and the notes thereto contained in the Partnership's Report on Form 10-K for the year ended December 31, 1997, as filed with the Securities and Exchange Commission, a copy of which is available upon request by writing to Rich Dealy, Vice President and Chief Accounting Officer, 5205 North O'Connor Boulevard, 1400 Williams Square West, Irving, Texas 75039-3746. Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations(1) Results of Operations Revenues: The Partnership's oil and gas revenues decreased 31% to $158,561 from $230,006 for the three months ended March 31, 1998 and 1997, respectively. The decrease in revenues resulted from lower average prices received, offset by an increase in production. For the three months ended March 31, 1998, 8,032 barrels of oil, 2,613 barrels of natural gas liquids ("NGLs") and 13,330 mcf of gas were sold, or 12,867 barrel of oil equivalents ("BOEs"). For the three months ended March 31, 1997, 7,933 barrels of oil and 19,397 mcf of gas were sold, or 11,166 BOEs. As of September 30, 1997, the Partnership began accounting for processed natural gas production as processed natural gas liquids and dry residue gas. Consequently, separate product volumes will not be comparable for periods prior to September 30, 1997. Also, prices for gas products will not be comparable as the price per mcf for natural gas for the three months ended March 31, 1998 is 7 the price received for dry residue gas and the price per mcf for natural gas for the three months ended March 31, 1997 is a price for wet gas (i.e., natural gas liquids combined with dry residue gas). The average price received per barrel of oil decreased $7.10, or 33%, from $21.78 for the three months ended March 31, 1997 to $14.68 for the same period in 1998. The average price received per barrel of NGLs during the three months ended March 31, 1998 was $7.48. The average price received per mcf of gas decreased 46% from $2.95 during the three months ended March 31, 1997 to $1.59 for the same period in 1998. The market price for oil and gas has been extremely volatile in the past decade, and management expects a certain amount of volatility to continue in the foreseeable future. The Partnership may therefore sell its future oil and gas production at average prices lower or higher than that received during the three months ended March 31, 1998. During most of 1997, the Partnership benefitted from higher oil prices as compared to previous years. However, during the fourth quarter of 1997, oil prices began a downward trend that has continued into March 1998. On April 23, 1998, the market price for West Texas intermediate crude was $13.80 per barrel. A continuation of the oil price environment experienced during the first quarter of 1998 will have an adverse effect on the Partnership's revenues and operating cash flow and could result in additional decreases in the carrying value of the Partnership's oil and gas properties. Costs and Expenses: Total costs and expenses increased to $159,175 for the three months ended March 31, 1998 as compared to $154,064 for the same period in 1997, an increase of $5,111, or 3%. The increase was due to an increase in production costs, offset by decreases in depletion and general and administrative expenses ("G&A"). Production costs were $112,417 for the three months ended March 31, 1998 and $101,891 for the same period in 1997, resulting in a $10,526 increase, or 10%. The increase was primarily due to an increase in workover expenses incurred in an effort to stimulate well production, offset by a decline in production taxes. G&A's components are independent accounting and engineering fees and managing general partner personnel and operating costs. During this period, G&A decreased $2,342, or 33%, from $7,099 for the three months ended March 31, 1997 to $4,757 for the same period in 1998. Depletion was $42,001 for the three months ended March 31, 1998 compared to $45,074 for the same period in 1997. This represented a decrease in depletion of $3,073, or 7%. This decrease was primarily attributable to a reduction in the Partnership's net depletable basis from charges taken in accordance with Statement of Financial Accounting Standards No. 121, "Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed Of" ("SFAS 121") during the fourth quarter of 1997 and a reduction in oil production of 99 barrels for the period ended March 31, 1998 compared to the same period in 1997, offset by a decline in oil reserves during the three months ended March 31, 1998 as a result of lower commodity prices. 8 Liquidity and Capital Resources Net Cash Provided by Operating Activities Net cash provided by operating activities decreased $149,042 during the three months ended March 31, 1998 from the same period in 1997. This decrease was due to a decrease in oil and gas sales receipts and an increase in production costs paid, offset by a decrease in G&A expenses paid. Net Cash Used in Investing Activities The Partnership's principal investing activities during the three months ended March 31, 1998 and 1997 were for equipment replacement on various oil and gas properties. During the three months ended March 31, 1998, proceeds of $156 were derived from salvage on one saltwater disposal well that was plugged and abandoned in a prior year. Net Cash Used in Financing Activities Cash was sufficient for the three months ended March 31, 1998 to cover distributions to the partners of $70,282 of which $703 was distributed to the managing general partner and $69,579 to the limited partners. For the same period ended March 31, 1997, cash was sufficient for distributions to the partners of $151,116 of which $1,511 was distributed to the managing general partner and $149,605 to the limited partners. It is expected that future net cash provided by operating activities will be sufficient for any capital expenditures and any distributions. As the production from the properties declines, distributions are also expected to decrease. Information systems for the year 2000 The managing general partner will be required to modify its information systems in order to accurately process Partnership data referencing the year 2000. Because of the importance of occurrence dates in the oil and gas industry, the consequences of not pursuing these modifications could be very significant to the Partnership's ability to manage and report operating activities. Currently, the managing general partner plans to contract with third parties to perform the software programming changes necessary to correct any existing deficiencies. Such programming changes are anticipated to be completed and tested by March 1, 1999. The managing general partner will allocate a portion of the costs of the year 2000 programming charges to the Partnership when they are incurred, along with recurring general and administrative expenses. Although the costs are not estimable at this time, they should not be significant to the Partnership. - --------------- (1) "Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations" contains forward looking statements that involve risks and uncertainties. Accordingly, no assurances can be given that the actual events and results will not be materially different than the anticipated results described in the forward looking statements. 9 Part II. Other Information Item 6. Exhibits and Reports on Form 8-K (a) Exhibits 27.1 Financial Data Schedule (b) Reports on Form 8-K (1) On April 2, 1998, the Partnership filed a Current Report on Form 8-K dated March 31, 1998, reporting under Item 4 (Changes in Registrant's Certifying Accountants) the engagement of Ernst & Young LLP as the Partnership's independent auditors and the dismissal of KPMG Peat Marwick LLP effective upon the completion of the audit of the Partnership for the fiscal year ending December 31, 1997. 10 PARKER & PARSLEY 88-B, L.P. (A Delaware Limited Partnership) 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 88-B, L.P. By: Pioneer Natural Resources USA, Inc. Managing General Partner Dated: May 4, 1998 By: /s/ Rich Dealy ----------------------------------- Rich Dealy, Vice President and Chief Accounting Officer 11