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 March 31, 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 33-34348-01 ENEX OIL & GAS INCOME PROGRAM V - SERIES 2, L.P. (Exact name of small business issuer as specified in its charter) New Jersey 76-0303857 (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 (713) 358-8401 Check whether the issuer (1) 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 PART I. FINANCIAL INFORMATION Item 1. Financial Statements ENEX OIL & GAS INCOME PROGRAM V - SERIES 2, L.P. BALANCE SHEET - ------------------------------------------------------------------------------- MARCH 31, ASSETS 1997 -------------- (Unaudited) CURRENT ASSETS: Cash $ 12,536 Accounts receivable - oil & gas sales 13,757 Other current assets 1,777 -------------- Total current assets 28,070 -------------- OIL & GAS PROPERTIES (Successful efforts accounting method) - Proved mineral interests and related equipment & facilities 1,013,081 Less accumulated depreciation and depletion 759,735 -------------- Property, net 253,346 -------------- TOTAL $ 281,416 ============== LIABILITIES AND PARTNERS' CAPITAL CURRENT LIABILITIES: Accounts payable $ 11,669 Payable to general partner 68,568 -------------- Total current liabilities 80,237 -------------- PARTNERS' CAPITAL: Limited partners 193,674 General partner 7,505 -------------- Total partners' capital 201,179 -------------- TOTAL $ 281,416 ============== Number of $500 Limited Partner units outstanding 2,972 See accompanying notes to financial statements. - ------------------------------------------------------------------------------- I-1 ENEX OIL & GAS INCOME PROGRAM V - SERIES 2, L.P. STATEMENTS OF OPERATIONS - ---------------------------------------------------------------------------- (UNAUDITED) THREE MONTHS ENDED ---------------------------- MARCH 31, MARCH 31, 1997 1996 ----------- ----------- REVENUES: Oil and gas sales $ 34,638 $ 42,720 ----------- ----------- EXPENSES: Depreciation and depletion 6,709 13,831 Impairment of property - 43,262 Lease operating expenses 19,024 17,317 Production taxes 1,989 2,335 General and administrative 6,677 8,113 ----------- ----------- Total expenses 34,399 84,858 ----------- ----------- INCOME (LOSS) FROM OPERATIONS 239 (42,138) ----------- ----------- OTHER INCOME: Gain from sale of property - 598 ----------- ----------- NET INCOME (LOSS) $ 239 $ (41,540) =========== =========== See accompanying notes to financial statements. - -------------------------------------------------------------------------- I-2 ENEX OIL & GAS INCOME PROGRAM V - SERIES 2, L.P. STATEMENT OF CHANGES IN PARTNERS' CAPITAL FOR THE YEAR ENDED DECEMBER 31, 1996 AND FOR THE THREE MONTHS ENDED MARCH 31, 1997 - ------------------------------------------------------------------------------ PER $500 LIMITED PARTNER GENERAL LIMITED UNIT OUT- TOTAL PARTNER PARTNERS STANDING ---------- ------------- ----------- ----------- BALANCE, JANUARY 1, 1996 $ 245,354 $ 3,795 $ 241,559 $ 81 CASH DISTRIBUTIONS (33,058) (4,159) (28,899) (10) NET INCOME (LOSS) (4,454) 7,865 (12,319) (4) ---------- ------------- ----------- ----------- BALANCE, DECEMBER 31, 1996 207,842 7,501 200,341 67 CASH DISTRIBUTIONS (6,902) (690) (6,212) (2) NET INCOME (LOSS) 239 694 (455) - ---------- ------------- ----------- ----------- BALANCE, MARCH 31, 1997 $ 201,179 $ 7,505 $ 193,674 (1) $ 65 ========== ============= =========== =========== (1) Includes 196 units purchased by the general partner as a limited partner. See accompanying notes to financial statements. - ------------------------------------------------------------------------------- I-3 ENEX OIL AND GAS INCOME PROGRAM V - SERIES 2, L.P. STATEMENTS OF CASH FLOWS - ------------------------------------------------------------------------------ (UNAUDITED) THREE MONTHS ENDED --------------------------- MARCH 31, MARCH 31, 1997 1996 ----------- ------------ CASH FLOWS FROM OPERATING ACTIVITIES: Net income (loss) $ 239 $ (41,540) ----------- ------------ Adjustments to reconcile net income (loss) to net cash provided by operating activities: Depreciation and depletion 6,709 13,831 Impairment of property - 43,262 Gain from sale of property - (598) (Increase) decrease in: Accounts receivable - oil & gas sales 13,322 (803) Increase (decrease) in: Accounts payable 3,351 4,859 Payable to general partner (12,076) (9,217) ----------- ------------ Total adjustments 11,306 51,334 ----------- ------------ Net cash provided by operating activities 11,545 9,794 ----------- ------------ CASH FLOWS FROM INVESTING ACTIVITIES: Proceeds from sale of property - 598 Property additions - development costs (196) (8,885) ----------- ------------ Net cash used by investing activities (196) (8,287) ----------- ------------ CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions (6,902) (5,702) ----------- ------------ NET INCREASE (DECREASE) IN CASH 4,447 (4,195) CASH AT BEGINNING OF YEAR 8,089 5,817 ----------- ------------ CASH AT END OF PERIOD $ 12,536 $ 1,622 =========== --========== See accompanying notes to financial statements. - ------------------------------------------------------------------------------ I-4 ENEX OIL & GAS INCOME PROGRAM V - SERIES 2, 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. A cash distribution was made to the limited partners of the Company in the amount of $6,212, representing net revenues from the sale of oil and gas produced from properties owned by the Company. This distribution was made on January 31, 1997. 3. 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 $43,262 for certain oil and gas properties due to changes in the overall market for the sale of oil and gas and significant decreases in the projected production from certain of the Company's oil and gas properties. 4. Effective January 1, 1996, the Company sold its interest in the Nunley Ranch acquisition for $598. The Company recognized a gain of $598 on the sale. 5. On April 7, 1997, the Company's General Partner mailed proxy material to the limited partners with respect to a proposed consolidation of the Company with 33 other managed limited partnerships. The terms and conditions of the proposed consolidation are set forth in such proxy material. I-5 Item 2. Management's Discussion and Analysis or Plan of Operation. First Quarter 1997 Compared to First Quarter 1996 Oil and gas sales for the first quarter decreased from $42,720 in 1996 to $34,638 in 1997. This represents a decrease of $8,082 (19%). Oil sales decreased by $6,131 or 21%. A 32% decrease in oil production reduced sales by $9,277. This decrease was partially offset by a 16% increase in the average oil sales price. Gas sales decreased by $1,951 or 14%. A 36% decrease in gas production reduced sales by $5,042. This decrease was partially offset by a 34% increase in the average gas sales price. The decreases in oil and gas production were primarily a result of the shut in of production from the FEC acquisition to perform a workover in the first quarter of 1997, coupled with natural production declines. The increases in average prices correspond with higher prices in the overall market for the sale of oil and gas. Lease operating expenses increased from $17,317 in the first quarter of 1996 to $19,024 in the first quarter of 1997. The decrease of $1,707 (10%) is primarily due to workover charges incurred on the FEC acquisition in the first quarter of 1997. Depreciation and depletion expense decreased from $13,831 in the first quarter of 1996 to $6,709 in the first quarter of 1997. This represents a decrease of $7,122 (51%). The changes in production, noted above, caused depreciation and depletion expense to decrease by $4,676. A 27% decrease in the depletion rate reduced depreciation and depletion expense by an additional $2,446. The rate decrease was primarily due to an upward revision of the oil and gas reserves during December 1996. Effective January 1, 1996, the Company sold its interest in the Nunley Ranch acquisition for $598. The Company recognized a gain of $598 on the sale. 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 $43,262 for certain oil and gas properties due to changes in the overall market for the sale of oil and gas and significant decreases in the projected production from certain of the Company's oil and gas properties. General and administrative expenses decreased from $8,113 in the first quarter of 1996 to $6,677 in the first quarter of 1997. This decrease of $1,436 (18%) is primarily due to less staff time being required to manage the Company's operations. I-6 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 1996 to 1997 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's "available cash flow" is essentially equal to the net amount of cash provided by operating, financing and investing activities. The Company will continue to recover its reserves and distribute to the limited partners the net proceeds realized from the sale of oil and gas production. Distribution amounts are subject to change if net revenues are greater or less than expected. Nonetheless, the general partner believes the Company will continue to have sufficient cash flow to fund operations and to maintain a regular pattern of distributions. On April 7, 1997, the Company's General Partner mailed proxy material to the limited partners with respect to a proposed consolidation of the Company with 33 other managed limited partnerships. The terms and conditions of the proposed consolidation are set forth in such proxy material. As of March 31, 1997, the Company had no material commitments for capital expenditures. The Company does not intend to engage in any significant developmental drilling activity. I-7 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 March 31, 1997. 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 OIL & GAS INCOME PROGRAM V - SERIES 2, 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, 1997 By: /s/ James A. Klein ------------------- James A. Klein Controller and Chief Accounting Officer