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FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
(Mark One)
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2001
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 0-20299
SOUTHWEST OIL & GAS 1990-91 INCOME PROGRAM
Southwest Oil & Gas Income Fund X-C, L.P.
(Exact name of registrant as specified
in its limited partnership agreement)
Delaware 75-2374445
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
407 N. Big Spring, Suite 300
Midland, Texas 79701
(Address of principal executive offices)
(915) 686-9927
(Registrant's telephone number,
including area code)
Indicate by check mark whether 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
The total number of pages contained in this report is 13.
PART I. - FINANCIAL INFORMATION
Item 1. Financial Statements
The unaudited condensed financial statements included herein have been
prepared by the Registrant (herein also referred to as the "Partnership")
in accordance with generally accepted accounting principles for interim
financial information and with the instructions to Form 10-Q and Rule 10-01
of Regulation S-X. Accordingly, they do not include all of the information
and footnotes required by generally accepted accounting principles for
complete financial statements. In the opinion of management, all
adjustments necessary for a fair presentation have been included and are of
a normal recurring nature. The financial statements should be read in
conjunction with the audited financial statements and the notes thereto for
the year ended December 31, 2000 which are found in the Registrant's Form
10-K Report for 2000 filed with the Securities and Exchange Commission.
The December 31, 2000 balance sheet included herein has been taken from the
Registrant's 2000 Form 10-K Report. Operating results for the three month
period ended March 31, 2001 are not necessarily indicative of the results
that may be expected for the full year.
Southwest Oil & Gas Income Fund X-C, L.P.
Balance Sheets
March 31, December 31,
2001 2000
--------- ------------
(unaudited)
Assets
Current assets:
Cash and cash equivalents $ 66,522 65,399
Receivable from Managing General Partner 137,702 112,098
Distribution receivable 89 -
--------- ---------
Total current assets 204,313 177,497
--------- ---------
Oil and gas properties - using the
full-cost method of accounting 2,412,039 2,411,782
Less accumulated depreciation,
depletion and amortization 2,102,496 2,083,496
--------- ---------
Net oil and gas properties 309,543 328,286
--------- ---------
$ 513,856 505,783
========= =========
Liabilities and Partners' Equity
Partners' equity:
General partners $ 324 (2,383)
Limited partners 513,532 508,166
--------- ---------
513,856 505,783
--------- ---------
Total partners' equity $ 513,856 505,783
========= =========
Southwest Oil & Gas Income Fund X-C, L.P.
Statements of Operations
(unaudited)
Three Months Ended
March 31,
2001 2000
---- ----
Revenues
Oil and gas $ 297,930 221,246
Interest 936 458
------- -------
298,866 221,704
------- -------
Expenses
Production 136,521 158,363
General and administrative 10,272 10,427
Depreciation, depletion and amortization 19,000 13,000
------- -------
165,793 181,790
------- -------
Net income $ 133,073 39,914
======= =======
Net income allocated to:
Managing General Partner $ 13,687 4,762
======= =======
General partner $ 1,521 529
======= =======
Limited partners $ 117,865 34,623
======= =======
Per limited partner unit $ 18.87 5.54
======= =======
Southwest Oil & Gas Income Fund X-C, L.P.
Statements of Cash Flows
(unaudited)
Three Months Ended
March 31,
2001 2000
---- ----
Cash flows from operating activities:
Cash from oil and gas sales $ 276,614 213,197
Cash paid to suppliers (151,081) (147,605)
Interest received 936 458
------- -------
Net cash provided by operating activities 126,469 66,050
------- -------
Cash flows used in investing activities:
Additions to oil and gas properties (257) (350)
------- -------
Cash flows used in financing activities:
Distributions to partners (125,089) (49,871)
------- -------
Net increase in cash and cash equivalents 1,123 15,829
Beginning of period 65,399 26,435
------- -------
End of period $ 66,522 42,264
======= =======
(continued)
Southwest Oil & Gas Income Fund X-C, L.P.
Statements of Cash Flows, continued
(unaudited)
Three Months Ended
March 31,
2001 2000
---- ----
Reconciliation of net income to net cash
provided by operating activities:
Net income $ 133,073 39,914
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation, depletion and amortization 19,000 13,000
Increase in receivables (21,316) (8,049)
(Decrease) increase in payables (4,288) 21,185
------- -------
Net cash provided by operating activities $ 126,469 66,050
======= =======
Southwest Oil & Gas Income Fund X-C, L.P.
(a Delaware limited partnership)
Notes to Financial Statements
1. Organization
Southwest Oil & Gas Income Fund X-C, L.P. was organized under the laws
of the state of Delaware on September 20, 1991, for the purpose of
acquiring producing oil and gas properties and to produce and market
crude oil and natural gas produced from such properties for a term of
50 years, unless terminated at an earlier date as provided for in the
Partnership Agreement. The Partnership sells its oil and gas
production to several purchasers with the prices it receives being
dependent upon the oil and gas economy. Southwest Royalties, Inc.
serves as the Managing General Partner and H. H. Wommack, III, as the
individual general partner. Revenues, costs and expenses are
allocated as follows:
Limited General
Partners Partners
-------- --------
Interest income on capital contributions 100% -
Oil and gas sales 90% 10%
All other revenues 90% 10%
Organization and offering costs (1) 100% -
Syndication costs 100% -
Amortization of organization costs 100% -
Property acquisition costs 100% -
Gain/loss on property disposition 90% 10%
Operating and administrative costs (2) 90% 10%
Depreciation, depletion and amortization
of oil and gas properties 100% -
All other costs 90% 10%
(1) All organization costs in excess of 3% of initial capital
contributions will be paid by the Managing General Partner and
will be treated as a capital contribution. The Partnership paid
the Managing General Partner an amount equal to 3% of initial
capital contributions for such organization costs.
(2) Administrative costs in any year which exceed 2% of capital
contributions shall be paid by the Managing General Partner and
will be treated as a capital contribution.
2. Summary of Significant Accounting Policies
The interim financial information as of March 31, 2001, and for the
three months ended March 31, 2001, is unaudited. Certain information
and footnote disclosures normally included in financial statements
prepared in accordance with generally accepted accounting principles
have been condensed or omitted in this Form 10-Q pursuant to the rules
and regulations of the Securities and Exchange Commission. However,
in the opinion of management, these interim financial statements
include all the necessary adjustments to fairly present the results of
the interim periods and all such adjustments are of a normal recurring
nature. The interim consolidated financial statements should be read
in conjunction with the audited financial statements for the year
ended December 31, 2000.
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations
General
Southwest Oil & Gas Income Fund X-C, L.P. was organized as a Delaware
limited partnership on September 20, 1991. The offering of such limited
partnership interests began October 1, 1991 as part of a shelf offering
registered under the name Southwest Oil & Gas 1990-91 Income Program.
Minimum capital requirements for the Partnership were met on January 13,
1992, and concluded April 30, 1992.
The Partnership was formed to acquire interests in producing oil and gas
properties, to produce and market crude oil and natural gas produced from
such properties, and to distribute the net proceeds from operations to the
limited and general partners. Net revenues from producing oil and gas
properties will not be reinvested in other revenue producing assets except
to the extent that production facilities and wells are improved or reworked
or where methods are employed to improve or enable more efficient recovery
of oil and gas reserves.
Increases or decreases in Partnership revenues and, therefore,
distributions to partners will depend primarily on changes in the prices
received for production, changes in volumes of production sold, lease
operating expenses, enhanced recovery projects, offset drilling activities
pursuant to farm-out arrangements, sales of properties, and the depletion
of wells. Since wells deplete over time, production can generally be
expected to decline from year to year.
Well operating costs and general and administrative costs usually decrease
with production declines; however, these costs may not decrease
proportionately. Net income available for distribution to the partners is
therefore expected to fluctuate in later years based on these factors.
Based on current conditions, management anticipates performing no workovers
during 2001 or 2002 to enhance production. Workovers may be performed in
the year 2003. The partnership may have an increase in production volumes
the year 2003, otherwise, the partnership will most likely experience the
historical production decline of approximately 9% per year.
Oil and Gas Properties
Oil and gas properties are accounted for at cost under the full-cost
method. Under this method, all productive and nonproductive costs incurred
in connection with the acquisition, exploration and development of oil and
gas reserves are capitalized. Gain or loss on the sale of oil and gas
properties is not recognized unless significant oil and gas reserves are
involved.
The Partnership's policy for depreciation, depletion and amortization of
oil and gas properties is computed under the units of revenue method.
Under the units of revenue method, depreciation, depletion and amortization
is computed on the basis of current gross revenues from production in
relation to future gross revenues, based on current prices, from estimated
production of proved oil and gas reserves.
Should the net capitalized costs exceed the estimated present value of oil
and gas reserves, discounted at 10%, such excess costs would be charged to
current expense. As of March 31, 2001, the net capitalized costs did not
exceed the estimated present value of oil and gas reserves.
Results of Operations
A. General Comparison of the Quarters Ended March 31, 2001 and 2000
The following table provides certain information regarding performance
factors for the quarters ended March 31, 2001 and 2000.
Three Months
Ended Percentage
March 31, Increase
2001 2000 (Decrease)
---- ---- ----------
Average price per barrel of oil $ 25.12 24.87 1%
Average price per mcf of gas $ 7.27 1.76 313%
Oil production in barrels 7,000 8,000 (13%)
Gas production in mcf 16,800 12,700 32%
Gross oil and gas revenue $ 297,930 221,246 35%
Net oil and gas revenue $ 161,409 62,883 157%
Partnership distributions $ 125,000 50,000 150%
Limited partner distributions $ 112,500 45,000 150%
Per unit distribution to limited
partners $ 18.01 7.20 150%
Number of limited partner units 6,246 6,246
Revenues
The Partnership's oil and gas revenues increased to $297,930 from $221,246
for the quarters ended March 31, 2001 and 2000, respectively, an increase
of 35%. The principal factors affecting the comparison of the quarters
ended March 31, 2001 and 2000 are as follows:
1. The average price for a barrel of oil received by the Partnership
increased during the quarter ended March 31, 2001 as compared to the
quarter ended March 31, 2000 by 1%, or $.25 per barrel, resulting in an
increase of approximately $1,800 in revenues. Oil sales represented 59%
of total oil and gas sales during the quarter ended March 31, 2001 as
compared to 90% during the quarter ended March 31, 2000.
The average price for an mcf of gas received by the Partnership
increased during the same period by 313%, or $5.51 per mcf, resulting
in an increase of approximately $92,600 in revenues.
The total increase in revenues due to the change in prices received
from oil and gas production is approximately $94,400. The market price
for oil and gas has been extremely volatile over the past decade and
management expects a certain amount of volatility to continue in the
foreseeable future.
2. Oil production decreased approximately 1,000 barrels or 13% during the
quarter ended March 31, 2001 as compared to the quarter ended March 31,
2000, resulting in a decrease of approximately $24,900 in revenues.
Gas production increased approximately 4,100 mcf or 32% during the same
period, resulting in an increase of approximately $7,200 in revenues.
The net total decrease in revenues due to the change in production is
approximately $17,700. The increase in gas production is due to a
successful low cost workover performed on a non-operated lease during
2000.
Costs and Expenses
Total costs and expenses decreased to $165,793 from $181,790 for the
quarters ended March 31, 2001 and 2000, respectively, a decrease of 9%.
The decrease is the result of lower lease operating costs and general and
administrative expense, partially offset by an increase in depletion
expense.
1. Lease operating costs and production taxes were 14% lower, or
approximately $21,800 less during the quarter ended March 31, 2001 as
compared to the quarter ended March 31, 2000.
2. General and administrative costs consist of independent accounting and
engineering fees, computer services, postage, and Managing General
Partner personnel costs. General and administrative costs decreased 1%
or approximately $200 during the quarter ended March 31, 2001 as
compared to the quarter ended March 31, 2000.
3. Depletion expense increased to $19,000 for the quarter ended March 31,
2001 from $13,000 for the same period in 2000. This represents an
increase of 46%. Depletion is calculated using the units of revenue
method of amortization based on a percentage of current period gross
revenues to total future gross oil and gas revenues, as estimated by
the Partnership's independent petroleum consultants. Contributing
factors to the increase in depletion expense between the comparative
periods were a increase in the price of oil used to determine the
Partnerships reserves and the increase in oil and gas sales.
Liquidity and Capital Resources
The primary source of cash is from operations, the receipt of income from
interests in oil and gas properties. The Partnership knows of no material
change, nor does it anticipate any such change.
Cash flows provided by operating activities were approximately $126,500 in
the quarter ended March 31, 2001 as compared to approximately $66,100 in
the quarter ended March 31, 2000. The primary source of the 2001 cash flow
from operating activities was profitable operations.
Cash flows used in investing activities were approximately $300 in the
quarter ended March 31, 2001 as compared to approximately $350 in the
quarter ended March 31, 2000. The principle use of the 2001 cash flow from
investing activities was the additions of oil and gas properties.
Cash flows used in financing activities were approximately $125,100 in the
quarter ended March 31, 2001 as compared to approximately $49,900 in the
quarter ended March 31, 2000. The only use in financing activities was the
distributions to partners.
Total distributions during the quarter ended March 31, 2001 were $125,000
of which $112,500 was distributed to the limited partners and $12,500 to
the general partners. The per unit distribution to limited partners during
the quarter ended March 31, 2001 was $18.01. Total distributions during
the quarter ended March 31, 2000 were $50,000 of which $45,000 was
distributed to the limited partners and $5,000 to the general partners.
The per unit distribution to limited partners during the quarter ended
March 31, 2000 was $7.20.
The sources for the 2001 distributions of $125,000 were oil and gas
operations of approximately $126,500, resulting in excess cash for
contingencies or subsequent distributions to partners. The sources for the
2000 distributions of $50,000 were oil and gas operations of approximately
$66,100 and the change of oil and gas properties of approximately $(350),
resulting in excess cash for contingencies or subsequent distributions to
partners.
Since inception of the Partnership, cumulative monthly cash distributions
of $3,439,322 have been made to the partners. As of March 31, 2001,
$3,114,218 or $498.59 per limited partner unit has been distributed to the
limited partners, representing a 100% return of the capital contributed.
As of March 31, 2001, the Partnership had approximately $204,300 in working
capital. The Managing General Partner knows of no unusual contractual
commitments and believes the revenues generated from operations are
adequate to meet the needs of the Partnership.
Item 3. Quantitative and Qualitative Disclosures About Market Risk
The Partnership is not a party to any derivative or embedded derivative
instruments.
PART II. - OTHER INFORMATION
Item 1. Legal Proceedings
None
Item 2. Changes in Securities
None
Item 3. Defaults Upon Senior Securities
None
Item 4. Submission of Matter to a Vote of Security Holders
None
Item 5. Other Information
None
Item 6. Exhibits and Reports on Form 8-K
(a) Reports on Form 8-K:
No reports on Form 8-K were filed during the quarter
for which this report is filed.
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 thereunto duly authorized.
SOUTHWEST OIL & GAS
INCOME FUND X-C, L.P.
a Delaware limited partnership
By: Southwest Royalties, Inc.
Managing General Partner
By: /s/ Bill E. Coggin
------------------------------
Bill E. Coggin, Vice President
and Chief Financial Officer
Date: May 15, 2001