FORM 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 [ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 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 number 33-11773-04 SWIFT ENERGY INCOME PARTNERS 1988-A, LTD. (Exact name of registrant as specified in its charter) Texas 76-0247812 (State or other jurisdiction of organization) (I.R.S. Employer Identification No.) 16825 Northchase Drive, Suite 400 Houston, Texas 77060 (Address of principal executive offices) (Zip Code) (281)874-2700 (Registrant's telephone number, including area code) None (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 ---- SWIFT ENERGY INCOME PARTNERS 1988-A, LTD. INDEX PART I. FINANCIAL INFORMATION PAGE ITEM 1. Financial Statements Balance Sheets - September 30, 1998 and December 31, 1997 3 Statements of Operations - Three month and nine month periods ended September 30, 1998 and 1997 4 Statements of Cash Flows - Nine month periods ended September 30, 1998 and 1997 5 Notes to Financial Statements 6 ITEM 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 8 PART II. OTHER INFORMATION 10 SIGNATURES 11 SWIFT ENERGY INCOME PARTNERS 1988-A, LTD. BALANCE SHEETS September 30, December 31, 1998 1997 --------------- --------------- (Unaudited) ASSETS: Current Assets: Cash and cash equivalents $ 328,983 $ 259,688 Oil and gas sales receivable 111,375 133,502 --------------- ---------------- Total Current Assets 440,358 393,190 --------------- ---------------- Gas Imbalance Receivable 6,452 7,164 --------------- ---------------- Oil and Gas Properties, using full cost accounting 9,594,308 9,791,171 Less-Accumulated depreciation, depletion and amortization (8,755,925) (8,559,288) --------------- ---------------- 838,383 1,231,883 --------------- ---------------- $ 1,285,193 $ 1,632,237 =============== ================ LIABILITIES AND PARTNERS' CAPITAL: Current Liabilities: Accounts Payable $ 49,424 $ 54,029 --------------- ---------------- Deferred Revenues 36,582 38,404 Limited Partners' Capital (107,396.06 Limited Partnership Units; $100 per unit) 1,187,949 1,506,632 General Partners' Capital 11,238 33,172 --------------- ---------------- Total Partners' Capital 1,199,187 1,539,804 --------------- ---------------- $ 1,285,193 $ 1,632,237 =============== ================ See accompanying notes to financial statements. 3 SWIFT ENERGY INCOME PARTNERS 1988-A, LTD. STATEMENTS OF OPERATIONS (Unaudited) Three Months Ended Nine Months Ended September 30, September 30, --------------------------------- --------------------------------- 1998 1997 1998 1997 ---------------- --------------- --------------- --------------- REVENUES: Oil and gas sales $ 50,922 $ 113,136 $ 192,508 $ 448,417 Interest income 4,583 3,163 12,423 4,715 Other 565 501 1,735 2,250 --------------- --------------- --------------- --------------- 56,070 116,800 206,666 455,382 --------------- --------------- --------------- --------------- COSTS AND EXPENSES: Lease operating 23,666 34,289 74,984 151,130 Production taxes 1,867 5,644 6,423 18,923 Depreciation, depletion and amortization - Normal 25,798 42,157 84,346 149,257 Additonal 112,291 -- 112,291 -- General and administrative 13,702 22,349 63,158 70,114 Interest expense -- -- -- 1,236 --------------- --------------- --------------- --------------- 177,324 104,439 341,202 390,660 --------------- --------------- --------------- --------------- NET INCOME (LOSS) $ (121,254) $ 12,361 $ (134,536) $ 64,722 =============== =============== =============== =============== Limited Partners' net income (loss) per unit $ (1.13) $ .12 $ (1.25) $ .60 =============== =============== =============== =============== See accompanying notes to financial statements. 4 SWIFT ENERGY INCOME PARTNERS 1988-A, LTD. STATEMENTS OF CASH FLOWS (Unaudited) Nine Months Ended September 30, ---------------------------------------- 1998 1997 --------------- --------------- CASH FLOWS FROM OPERATING ACTIVITIES: Income (Loss) $ (134,536) $ 64,722 Adjustments to reconcile income (loss) to net cash provided by operations: Depreciation, depletion and amortization 196,637 149,257 Change in gas imbalance receivable and deferred revenues (1,110) 4,573 Change in assets and liabilities: (Increase) decrease in oil and gas sales receivable 22,127 28,111 Increase (decrease) in accounts payable (4,605) (200,731) --------------- --------------- Net cash provided by (used in) operating activities 78,513 45,932 --------------- --------------- CASH FLOWS FROM INVESTING ACTIVITIES: Additions to oil and gas properties (65,453) (17,732) Proceeds of sales from oil and gas properties 262,316 383,904 --------------- --------------- Net cash provided by (used in) investing activities 196,863 366,172 --------------- --------------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions to partners (206,081) (177,330) --------------- --------------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 69,295 234,774 --------------- --------------- CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 259,688 1,993 --------------- --------------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 328,983 $ 236,767 =============== =============== Supplemental disclosure of cash flow information: Cash paid during the period for interest $ -- $ 14,238 =============== =============== See accompanying notes to financial statements. 5 SWIFT ENERGY INCOME PARTNERS 1988-A, LTD. NOTES TO FINANCIAL STATEMENTS (UNAUDITED) (1) General Information - The financial statements included herein have been prepared by the Partnership and are unaudited except for the balance sheet at December 31, 1997 which has been taken from the audited financial statements at that date. The financial statements reflect adjustments, all of which were of a normal recurring nature, which are, in the opinion of the managing general partner necessary for a fair presentation. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been omitted pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC"). The Partnership believes adequate disclosure is provided by the information presented. The financial statements should be read in conjunction with the audited financial statements and the notes included in the latest Form 10-K. (2) Gas Imbalances - The Partnership recognizes its ownership interest in natural gas production as revenue. Actual production quantities sold may be different than the Partnership's ownership share in a given period. If the Partnership's sales exceed its ownership share of production, the differences are recorded as deferred revenue. Gas balancing receivables are recorded when the Partnership's ownership share of production exceeds sales. (3) Vulnerability Due to Certain Concentrations - The Partnership's revenues are primarily the result of sales of its oil and natural gas production. Market prices of oil and natural gas may fluctuate and adversely affect operating results. In the normal course of business, the Partnership extends credit, primarily in the form of monthly oil and gas sales receivables, to various companies in the oil and gas industry which results in a concentration of credit risk. This concentration of credit risk may be affected by changes in economic or other conditions and may accordingly impact the Partnership's overall credit risk. However, the Managing General Partner believes that the risk is mitigated by the size, reputation, and nature of the companies to which the Partnership extends credit. In addition, the Partnership generally does not require collateral or other security to support customer receivables. (4) Fair Value of Financial Instruments - The Partnership's financial instruments consist of cash and cash equivalents and short-term receivables and payables. The carrying amounts approximate fair value due to the highly liquid nature of the short-term instruments. (5) Year 2000 - The Year 2000 issue results from computer programs and embedded computer chips with date fields that cannot distinguish between the year 1900 and 2000. The Managing General Partner is currently implementing the steps necessary to make its operations and the related operations of the Partnership Year 2000 compliant. These steps include upgrading, testing and certifying computer systems and field operation services and obtaining Year 2000 compliance certification from all important business suppliers. The Managing General Partner formed a task force during the year to address the Year 2000 issue to ensure that all of its business systems are Year 2000 compliant by mid-1999 with mission critical systems projected to be compliant by the end of 1998. The Managing General Partner's business systems are almost entirely comprised of off-the-shelf software. Most of the necessary changes in computer instructional code can be made by upgrading this software. The Managing General Partner is currently in the process of either upgrading the off-the-shelf software or receiving certification as to Year 2000 compliance from vendors or third party consultants. A testing phase will be conducted as the software is updated or certified and is expected to be complete by mid-1999. 6 SWIFT ENERGY INCOME PARTNERS 1988-A, LTD. NOTES TO FINANCIAL STATEMENTS (CONTINUED) (UNAUDITED) The Managing General Partner does not believe that costs incurred to address the Year 2000 issue with respect to its business systems will have a material effect on the Partnership's results of operations, liquidity and financial condition. The estimated total cost to the Managing General Partner to address Year 2000 issues is projected to be less than $150,000, most of which will be spent during the testing phase in the next nine months. The Partnership's share of this cost is expected to be insignificant. The failure to correct a material Year 2000 problem could result in an interruption, or a failure of, certain normal business activities or operations. Based on activities to date, the Managing General Partner believes that it will be able to resolve any Year 2000 problems concerning its financial and administrative systems. The Managing General Partner is uncertain, however, as to the impact that the Year 2000 issue will have on field operations or as to how the Managing General Partner or the Partnership will be indirectly affected by the impact that the Year 2000 issue will have on companies with which it conducts business. For example, the pipeline operators to whom the Managing General Partner sells the Partnership's natural gas, as well as other customers and suppliers, could be prone to Year 2000 problems that could not be assessed or detected by the Managing General Partner. The Managing General Partner plans to contact its major purchasers, customers, suppliers, financial institutions and others with whom it conducts business to determine whether they will be Year 2000 compliant and whether they will be able to resolve in a timely manner any Year 2000 problems. Based upon these responses and any problems that arise during the testing phase, contingency plans or back-up systems would be determined and addressed. 7 SWIFT ENERGY INCOME PARTNERS 1988-A, LTD. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS GENERAL The Partnership was formed for the purpose of investing in producing oil and gas properties located within the continental United States. In order to accomplish this, the Partnership goes through two distinct yet overlapping phases with respect to its liquidity and result of operations. When the Partnership is formed, it commences its "acquisition" phase, with all funds placed in short-term investments until required for such property acquisitions. The interest earned on these pre-acquisition investments becomes the primary cash flow source for initial partner distributions. As the Partnership acquires producing properties, net cash from operations becomes available for distribution, along with the investment income. After partnership funds have been expended on producing oil and gas properties, the Partnership enters its "operations" phase. During this phase, oil and gas sales generate substantially all revenues, and distributions to partners reflect those revenues less all associated partnership expenses. The Partnership may also derive proceeds from the sale of acquired oil and gas properties, when the sale of such properties is economically appropriate or preferable to continued operation. LIQUIDITY AND CAPITAL RESOURCES Oil and gas reserves are depleting assets and therefore often experience significant production declines each year from the date of acquisition through the end of the life of the property. The primary source of liquidity to the Partnership comes almost entirely from the income generated from the sale of oil and gas produced from ownership interests in oil and gas properties. Net cash provided by operating activities totaled $78,513 and $45,932 for the nine months ended September 30, 1998 and 1997, respectively. This source of liquidity and the related results of operations, and in turn cash distributions, will decline in future periods as the oil and gas produced from these properties also declines while production and general and administrative costs remain relatively stable making it unlikely that the Partnership will hold the properties until they are fully depleted, but will likely liquidate when a substantial majority of the reserves have been produced. Cash provided by property sale proceeds totaled $262,316 and $383,904 for the nine months ended September 30, 1998 and 1997, respectively. The Partnership has expended all of the partners' net commitments available for property acquisitions and development by acquiring producing oil and gas properties. The partnership invests primarily in proved producing properties with nominal levels of future costs of development for proven but undeveloped reserves. Significant purchases of additional reserves or extensive drilling activity are not anticipated. Cash distributions totaled $206,081 and $177,330 for the nine months ended September 30, 1998 and 1997, respectively. The Partnership does not allow for additional assessments from the partners to fund capital requirements. However, funds in addition to the remaining unexpended net capital commitments of the partners are available from partnership revenues, borrowings or proceeds from the sale of partnership property. The Managing General Partner believes that the funds currently available to the Partnership will be adequate to meet any anticipated capital requirements. RESULTS OF OPERATIONS The following analysis explains changes in the revenue and expense categories for the quarter ended September 30, 1998 (current quarter) when compared to the quarter ended September 30, 1997 (corresponding quarter), and for the nine months ended September 30, 1998 (current period), when compared to the nine months ended September 30, 1997 (corresponding period). Three Months Ended September 30, 1998 and 1997 Oil and gas sales declined $62,214 or 55 percent in the third quarter of 1998 when compared to the corresponding quarter in 1997, primarily due to decreased gas production. Gas production decreased 45 percent. The decrease in gas production volumes had a significant impact on partnership performance. The partnership's sale of several properties in 1997 and early 1998 had an impact on 1998 partnership production volumes. Also, current quarter gas and oil prices declined 19 percent or $.47/MCF and 37 percent or $4.28/BBL, respectively, further contributing to decreased revenues. Corresponding operting expenses declined 31 percent in the third quarter of 1998 when compared to the third quarter of 1997. Associated depreciation expense decreased 39 percent or $16,359 in 1998 when compared to third quarter 1997, also related to the decline in production volumes. 8 SWIFT ENERGY INCOME PARTNERS 1988-A, LTD. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED) The Partnership recorded an additional provision in depreciation, depletion and amortization in the third quarter of 1998 for $112,291 when the present value, discounted at ten percent, of estimated future net revenues from oil and gas properties, using the guidelines of the Securities and Exchange Commission, was below the fair market value originally paid for oil and gas properties. The additional provision results from the Managing General Partner's determination that the fair market value paid for properties may or may not coincide with reserve valuations determined according to guidelines of the Securities and Exchange Commission. Nine Months Ended September 30, 1998 and 1997 Oil and gas sales declined $255,909 or 57 percent in the first nine months of 1998 when compared to the corresponding period in 1997, primarily due to decreased gas and oil prices. A decline in gas prices of 27 percent or $.73/MCF and in oil prices of 43 percent or $6.79/BBL had a significant impact on partnership performance. Also, current period gas and oil production declined 43 percent and 16 percent, respectively, when compared to the same period in 1997, further contributing to decreased revenues. The partnership's sale of several properties in 1997 and early 1998 had an impact on 1998 partnership production volumes. Corresponding operating expenses for the first nine months of 1998 decreased 50 percent when compared to the same period in 1997. Associated depreciation expense decreased 43 percent or $64,911 in 1998 compared to the first nine months of 1997, also related to the decline in production volumes. The Partnership recorded an additional provision in depreciation, depletion and amortization in the first nine months of 1998 for $112,291 when the present value, discounted at ten percent, of estimated future net revenues from oil and gas properties, using the guidelines of the Securities and Exchange Commission, was below the fair market value originally paid for oil and gas properties. The additional provision results from the Managing General Partner's determination that the fair market value paid for properties may or may not coincide with reserve valuations determined according to guidelines of the Securities and Exchange Commission. During 1998, partnership revenues and costs will be shared between the limited partners and general partners in a 90:10 ratio. 9 SWIFT ENERGY INCOME PARTNERS 1988-A, LTD. PART II - OTHER INFORMATION ITEM 5. OTHER INFORMATION -NONE- 10 SIGNATURES Pursuant to the requirements of Section 13 or 15(d) 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. SWIFT ENERGY INCOME PARTNERS 1988-A, LTD. (Registrant) By: SWIFT ENERGY COMPANY Managing General Partner Date: November 4, 1998 By: /s/ John R. Alden ---------------- -------------------------------------- John R. Alden Senior Vice President, Secretary and Principal Financial Officer Date: November 4, 1998 By: /s/ Alton D. Heckaman, Jr. ---------------- -------------------------------------- Alton D. Heckaman, Jr. Vice President, Controller and Principal Accounting Officer 11