United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 1996 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 0-18330 ENEX 88-89 INCOME AND RETIREMENT FUND - SERIES 5, L.P. (Exact name of registrant as specified in its Charter) New Jersey 76-0259722 (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) (Zip Code) Registrant's telephone number, including area code: (713) 358-8401 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 PART I. FINANCIAL INFORMATION Item 1. Financial Statements ENEX 88-89 INCOME AND RETIREMENT FUND - SERIES 5, L.P. BALANCE SHEET - ------------------------------------------------------------------------------ MARCH 31, ASSETS 1996 --------------------- (Unaudited) CURRENT ASSETS: Cash $ 2,155 Accounts receivable - oil & gas sales 12,036 --------------------- Total current assets 14,191 --------------------- OIL & GAS PROPERTIES (Successful efforts accounting method) - Proved mineral interests 1,011,033 Less accumulated depletion 950,316 --------------------- Property, net 60,717 --------------------- TOTAL $ 74,908 ===================== LIABILITIES AND PARTNERS' CAPITAL CURRENT LIABILITIES: Accounts payable $ 171 Payable to general partner 12,758 --------------------- Total current liabilities 12,929 NONCURRENT PAYABLE TO GENERAL PARTNER 38,275 --------------------- PARTNERS' CAPITAL: Limited partners 17,921 General partner 5,783 --------------------- Total partners' capital 23,704 --------------------- TOTAL $ 74,908 ===================== See accompanying notes to financial statements. - ------------------------------------------------------------------------------ I-1 ENEX 88-89 INCOME AND RETIREMENT FUND - SERIES 5, L.P. STATEMENTS OF OPERATIONS - ----------------------------------------------------------------------------- (UNAUDITED) THREE MONTHS ENDED ----------------------------- MARCH 31, MARCH 31, 1996 1995 ------------ -------------- REVENUES: Oil and gas sales $ 11,016 $ 9,763 ------------ -------------- EXPENSES: Depletion 3,003 7,645 Production taxes 335 534 General and administrative 3,432 2,270 ------------ -------------- Total expenses 6,770 10,449 ------------ -------------- NET INCOME (LOSS) $ 4,246 $ (686) ============ ============== See accompanying notes to financial statements. - ------------------------------------------------------------------------------ I-2 ENEX 88-89 INCOME AND RETIREMENT FUND - SERIES 5, L.P. STATEMENTS OF CASH FLOWS (UNAUDITED) THREE MONTHS ENDED MARCH 31, MARCH 31, 1996 1995 CASH FLOWS FROM OPERATING ACTIVITIES: Net income (loss) $ 4,246 $ (686) Adjustments to reconcile net income (loss) to net cash provided by operating activities: Depletion 3,003 7,645 Decrease in: Accounts receivable - oil & gas sales 140 4,142 (Decrease) in: Accounts payable (1,844) (2,871) Payable to general partner (4,980) (11) Total adjustments (3,681) 8,905 Net cash provided by operating activities 565 8,219 CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions - (7,575) NET INCREASE IN CASH 565 644 CASH AT BEGINNING OF YEAR 1,590 1,725 CASH AT END OF PERIOD $ 2,155 $ 2,369 See accompanying notes to financial statements. I-3 ENEX 88-89 INCOME AND RETIREMENT FUND - SERIES 5, 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. 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 $9,763 in 1995 to $11,016 in 1996. This represents an increase of $1,253 (13%). Oil sales increased by $416 or 4%. A 35% increase in average oil net sales price increased sales by $1,541. This increase was partially offset by a 20% decrease in oil production. Gas sales increased $837 or 20%. A 43% increase in average gas net sales price increased sales by $1,499. This increase was partially offset by a 16% decrease in gas production. The increases in average net sales prices were primarily a result of lower operating costs incurred on the Company's net profit royalty properties coupled with higher prices in the overall market for the sale of oil and gas. Operating costs were higher in 1995 due to workovers on the Speary acquisition which adversely affected the prices received on the Company's net profit royalty interests. Depletion expense decreased from $7,645 in the first quarter of 1995 to $3,003 in the first quarter of 1996. This represents a decrease of $4,642 (61%). The changes in production, noted above, reduced depletion expense by $4,342. A 52% decrease in the depletion rate reduced depletion expense by an additional $3,300. The decrease in the depletion rate was primarily due upward revisions of the oil and gas reserves during December 1995. General and administrative expenses increased from $2,270 in the first quarter of 1995 to $3,432 in the first quarter of 1996. This increase of $1,162 (51%) is primarily due to a $1,714 increase in direct expenses incurred by the Company in 1996, partially offset by 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 will continue to recover its reserves and distribute to the partners the net proceeds realized from the sale of oil and gas production after payment of debt obligations. The Company discontinued the payment of distributions in the second quarter of 1995. Future distributions are dependent upon among other things, an increase in the prices received for oil and gas. The Company will continue to recover its reserves and reduce its obligations in 1996. The general partner does not intend to accelerate the repayment of the debt beyond the cash flow provided by operating activities. 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 in the near future. I-5 PART II. OTHER INFORMATION Item 1Legal 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. II-1 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 88-89 INCOME AND RETIREMENT FUND - SERIES 5, 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