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, 1997 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 0-18322 ENEX OIL & GAS INCOME PROGRAM IV - SERIES 3, L.P. (Exact name of small business issuer as specified in its charter) New Jersey 76-0251421 (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: (281) 358-8401 Check whether the issuer (1) has 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 IV - SERIES 3, L.P. BALANCE SHEET - ------------------------------------------------------------------------------ September 30, ASSETS 1997 ---------------- (Unaudited) CURRENT ASSETS: Cash $ 16,970 Accounts receivable - oil & gas sales 24,380 --------------- Total current assets 41,350 --------------- OIL & GAS PROPERTIES (Successful efforts accounting method) - Proved mineral interests and related equipment & facilities 2,880,645 Less accumulated depreciation and depletion 2,833,625 --------------- Property, net 47,020 --------------- TOTAL $ 88,370 =============== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable $ 20,927 Payable to general partner 53,084 --------------- Total current liabilities 74,011 --------------- PARTNERS' CAPITAL (DEFICIT): Limited partners (12,994) General partner 27,353 --------------- Total partners' capital 14,359 --------------- TOTAL $ 88,370 =============== Number of $500 Limited Partner units outstanding 6,080 See accompanying notes to financial statements. - ------------------------------------------------------------------------------ I-1 ENEX OIL & GAS INCOME PROGRAM IV - SERIES 3, L.P. STATEMENTS OF OPERATIONS - ------------------------------------------------------------------------------ (UNAUDITED) QUARTER ENDED NINE MONTHS ENDED ----------------------------- --------------------------- September 30, September 30, September 30, September 30, 1997 1996 1997 1996 ------------ ------------- ------------- -------------- REVENUES: Oil and gas sales $ 22,136 $ 52,768 $ 80,760 $ 135,343 ------------ ------------- ------------- -------------- EXPENSES: Depreciation and depletion 6,025 9,353 15,444 24,748 Impairment of property - - - 538,207 Lease operating expenses 10,736 23,033 41,173 55,281 Production taxes 2,147 3,901 8,093 11,927 General and administrative 6,026 3,985 13,829 13,265 ------------ ------------- ------------- -------------- Total expenses 24,934 40,272 78,539 643,428 ------------ ------------- ------------- -------------- NET INCOME (LOSS) $ (2,798) $ 12,496 $ 2,221 $ (508,085) ============ ============= ============= ============== See accompanying notes to financial statements. - ------------------------------------------------------------------------------ I-2 STATEMENTS OF CHANGES IN PARTNERS' CAPITAL (DEFICIT) FOR THE YEAR ENDED DECEMBER 31, 1996 AND FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1997 - --------------------------------------------------------------------------- PER $500 LIMITED PARTNER GENERAL LIMITED UNIT OUT- TOTAL PARTNER PARTNERS STANDING ---------- ------------ ------------ ---------- BALANCE, JANUARY 1, 1996 $ 526,561 $ 20,593 $ 505,968 $ 83 NET INCOME (LOSS) (514,423) 4,992 (519,415) (85) ---------- ------------ ------------ ---------- BALANCE, DECEMBER 31, 1996 12,138 25,585 (13,447) (2) NET INCOME 2,221 1,768 453 - ---------- ------------ ------------ ---------- BALANCE, SEPTEMBER 30, 1997 $ 14,359 $ 27,353 $ (12,994)(1) $ (2) ========== ============ ============ ========== (1) Includes 1,166 units purchased by the general partner as a limited partner. See accompanying notes to financial statements. - ------------------------------------------------------------------------------ I-3 ENEX OIL AND GAS INCOME PROGRAM IV - SERIES 3, L.P. STATEMENTS OF CASH FLOWS - ------------------------------------------------------------------------------- (UNAUDITED) NINE MONTHS ENDED --------------------------------- September 30, September 30, 1997 1996 -------------- ------------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income (loss) $ 2,221 $ (508,085) -------------- ------------- Adjustments to reconcile net income (loss) to net cash provided by operating activities: Depreciation and depletion 15,444 24,748 Impairment of property - 538,207 (Increase) decrease in: Accounts receivable - oil & gas sales 5,226 (14,366) Other current assets 981 - (Decrease) in: Accounts payable (11,086) (10,115) Payable to general partner (2,096) (8,412) -------------- ------------- Total adjustments 8,469 530,062 -------------- ------------- Net cash provided by operating activities 10,690 21,977 -------------- ------------- CASH FLOWS FROM INVESTING ACTIVITIES: Property additions - development costs (355) (3,977) -------------- ------------- NET INCREASE IN CASH 10,335 18,000 CASH AT BEGINNING OF YEAR 6,635 44 -------------- ------------- CASH AT END OF PERIOD $ 16,970 $ 18,044 ============== ============= See accompanying notes to financial statements. - --------------------------------------------------------------------------- I-4 ENEX OIL & GAS INCOME PROGRAM IV - 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. The Financial Accounting Standards Board has issued Statement of Financial Accounting Standard ("SFAS") No. 121, "Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed Of," which requires certain assets to be reviewed for impairment whenever events or circumstances indicate the carrying amount may not be recoverable. Prior to this pronouncement, the Company assessed properties on an aggregate basis. Upon adoption of SFAS 121, the Company began assessing properties on an individual basis, wherein total capitalized costs may not exceed the property's fair market value. The fair market value of each property was determined by H. J. Gruy and Associates, ("Gruy"). To determine the fair market value, Gruy estimated each property's oil and gas reserves, applied certain assumptions regarding price and cost escalations, applied a 10% discount factor for time and certain discount factors for risk, location, type of ownership interest, category of reserves, operational characteristics, and other factors. In the first quarter of 1996, the Company recognized a non-cash impairment provision of $538,207 for certain oil and gas properties primarily due to downward reserve revisions on the Lake Decade acquisition. The Lake Decade acquisition included significant reserves that were considered "proved" but not yet developed. Proved undeveloped reserves were assigned to these leases based on offset production in existing wells and on geologic mapping of the existing wells north of the producing wells. Enex and its affiliated entities owned less than 10% of this acquisition. The other working interest owners which held the remaining interest in the acquisition, including the operator of the field, also carried these reserves as "proved undeveloped" reserves prior to 1996. Wells drilled near the acquisition in an attempt to increase production from the field were dry holes. Revised geologic mapping, based on production from existing wells and the unsuccessful wells drilled offsetting the property, indicated a much smaller productive area than had been originally calculated. It was determined by the operator of the acquisition that future drillings could not be justified. The well which was holding the lease, which had undeveloped reserves assigned to it, was recompleted by the operator in 1996 to a zone in which the Company did not own an interest. As a result, the lease expired and the undeveloped reserves associated with the lease had to be written off. This was the cause of both the downward reserve revisions in 1996 and the reserve valuation writedowns taken by the Company in the first quarter of 1996. I-5 3. A Special Meeting of the Limited Partners of the Company was held on October 28, 1997, during which votes were cast by the Limited Partners regarding the proposed dissolution and liquidation of this partnership. A majority vote to liquidate and dissolve the partnership was received as follows: Enex Oil & Gas Income Program IV, Series 3 For Against Liquidation Liquidation Abstain ------------------- ------------------- ------------------ 55.43% 7.08% 3.88% The properties owned by the partnership will be sold and any proceeds remaining after the payment of all the partnership's debt will be distributed to the limited partners. This partnership should be dissolved during the fourth quarter of 1997. Item 2. Management's Discussion and Analysis or Plan of Operations. Third Quarter 1997 Compared to Third Quarter 1996 Oil and gas sales for the third quarter decreased from $52,768 in 1996 to $22,136 in 1997. This represents a decrease of $30,632 (58%). Oil sales decreased by $13,146 or (50%). A 32% decrease in the average oil sales price reduced sales by $6,989. A 27% decrease in oil production reduced oil sales by an additional $6,157. Gas sales decreased by $17,486 (66%). A 41% decrease in the average gas sales price reduced sales by $6,320. A 42% decrease in gas production reduced sales by an additional $11,166. The decrease in average oil sales price was a result of lower lease operating expenses on the Bagley acquisition, on which the Company pays a net profits royalty. The decrease in oil and gas production was due primarily to natural production declines which were especially pronounced on the Lake Decade acquisition. The decrease in the average gas sales price was primarily a result of higher net profits royalty paid on the Bagley acquisition, which incurred higher lease operating expenses in 1996. Lease operating expenses decreased from $23,033 in 1996 to $10,736 in 1997. The decrease of $12,297 (53%) is primarily due to the workover expenses incurred on the Bagley acquisition during the third quarter of 1996. Depreciation and depletion expense decreased from $9,353 in the third quarter of 1996 to $6,025 in the third quarter of 1997. This represents a decrease of $3,328 (36%). The changes in production, noted above, reduced depreciation and depletion expense by $3,126. A 3% decrease in the depletion rate reduced depreciation and depletion expense by an additional $202. The rate decrease was primarily due to relatively higher production from the Bagley acquisition which has a relatively lower depletion rate. General and administrative expenses increased from $3,985 in the third quarter of 1996 to $6,026 in the third quarter of 1997. This increase of $2,041 (51%) is primarily due to more staff time being required to manage the Company's operations. I-6 First Nine Months in 1997 Compared to First Nine Months in 1996 Oil and gas sales for the first nine months decreased from $135,343 in 1996 to $80,760 in 1997. This represents a decrease of $54,583 (40%). Oil sales decreased by $23,966 (35%). A 26% decrease in oil production reduced sales by $17,831. A 12% decrease in the average net oil sales price reduced oil sales an additional $6,135. Gas sales decreased by $30,617 (45%). A 23% decrease in the average gas sales price decreased sales by $10,991. A 29% decrease in gas production reduced sales by an additional $19,626. The decrease in average oil and gas sales prices were primarily a result of relatively higher net profits royalty paid on the Bagley acquisition, which incurred higher lease operating expenses in 1996. The decreases in oil and gas production were primarily the result of natural production declines, which were especially pronounced on the Lake Decade acquisition. Lease operating expenses decreased from $55,281 in the first nine months of 1996 to $41,173 in the first nine months of 1997. The decrease of $14,108 (26%) is primarily due to workover charges incurred on the Bagley acquisition in the third quarter of 1996 coupled with the decreases in oil and gas production, noted above. Depreciation and depletion expense decreased from $24,748 in the first nine months of 1996 to $15,444 in the first nine months of 1997. This represents a decrease of $9,304 (38%). The changes in production, noted above, reduced depreciation and depletion expense by $6,785. A 14% decrease in the depletion rate reduced depreciation and depletion expense by an additional $2,519. The rate decrease was primarily due to relatively higher production from the Bagley acquisition which has a relatively lower depletion rate. The Financial Accounting Standards Board has issued Statement of Financial Accounting Standard ("SFAS") No. 121, "Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed Of," which requires certain assets to be reviewed for impairment whenever events or circumstances indicate the carrying amount may not be recoverable. Prior to this pronouncement, the Company assessed properties on an aggregate basis. Upon adoption of SFAS 121, the Company began assessing properties on an individual basis, wherein total capitalized costs may not exceed the property's fair market value. The fair market value of each property was determined by H. J. Gruy and Associates, ("Gruy"). To determine the fair market value, Gruy estimated each property's oil and gas reserves, applied certain assumptions regarding price and cost escalations, applied a 10% discount factor for time and certain discount factors for risk, location, type of ownership interest, category of reserves, operational characteristics, and other factors. In the first quarter of 1996, the Company recognized a non-cash impairment provision of $538,207 for certain oil and gas properties primarily due to downward reserve revisions on the Lake Decade acquisition. The Lake Decade acquisition included significant reserves that were considered "proved" but not yet developed. Proved undeveloped reserves were assigned to these leases based on offset production in existing wells and on geologic mapping of the existing wells north of the producing wells. Enex and its affiliated entities owned less than 10% of this acquisition. The other working interest owners which held the remaining interest in the acquisition, including the operator of the field, also carried these reserves as "proved undeveloped" reserves prior to 1996. Wells drilled near the acquisition in an attempt to increase production from the field were dry holes. I-7 Revised geologic mapping, based on production from existing wells and the unsuccessful wells drilled offsetting the property, indicated a much smaller productive area than had been originally calculated. It was determined by the operator of the acquisition that future drillings could not be justified. The well which was holding the lease, which had undeveloped reserves assigned to it, was recompleted by the operator in 1996 to a zone in which the Company did not own an interest. As a result, the lease expired and the undeveloped reserves associated with the lease had to be written off. This was the cause of both the downward reserve revisions in 1996 and the reserve valuation writedowns taken by the Company in the first quarter of 1996. General and administrative expenses increased from $13,265 in the first nine months of 1996 to $13,829 in the first nine months of 1997. This increase of $564 (4%) is primarily due to more 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 after the payment of its debt obligations. Accordingly, the changes in cash flow from 1996 to 1997 are primarily due to the changes in oil and gas sales described above. A Special Meeting of the Limited Partners of the Company was held on October 28, 1997, during which votes were cast by the Limited Partners regarding the proposed dissolution and liquidation of this partnership. A majority vote to liquidate and dissolve the partnership was received as follows: Enex Oil & Gas Income Program IV, Series 3 For Against Liquidation Liquidation Abstain ------------------- ------------------- ------------------ 55.43% 7.08% 3.88% The properties owned by the partnership will be sold and any proceeds remaining after the payment of all the partnership's debt will be distributed to the limited partners. This partnership should be dissolved during the fourth quarter of 1997. As of September 30, 1997, the Company had no material commitments for capital expenditures. The Company does not intend to engage in any significant developmental drilling activity. I-8 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, 1997. 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 IV - SERIES 3, L.P. (Registrant) By:ENEX RESOURCES CORPORATION General Partner By: /s/ James A. Klein ------------------ James A. Klein Secretary, Treasurer and Chief Financial Officer November 11, 1997 By: /s/ Larry W. Morris ------------------- Larry W. Morris Controller and Chief Accounting Officer