UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
FORM 10-Q
/ x / Quarterly Report Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
For the quarterly period ended March 31, 1997
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 No. 33-26097-08
PARKER & PARSLEY 90-B CONV., L.P.
(Exact name of Registrant as specified in its charter)
Delaware 75-2329284
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
303 West Wall, Suite 101, Midland, Texas 79701
(Address of principal executive offices) (Zip code)
Registrant's Telephone Number, including area code : (915) 683-4768
Not applicable
(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 / /
Page 1 of 10 pages.
-There are no exhibits-
PARKER & PARSLEY 90-B CONV., L.P.
TABLE OF CONTENTS
Page
Part I. Financial Information
Item 1. Financial Statements
Balance Sheets as of March 31, 1997 and
December 31, 1996...................................... 3
Statements of Operations for the three months
ended March 31, 1997 and 1996.......................... 4
Statement of Partners' Capital for the three months
ended March 31, 1997................................... 5
Statements of Cash Flows for the three months
ended March 31, 1997 and 1996.......................... 6
Notes to Financial Statements............................ 7
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations.................... 7
Part II. Other Information
Item 6. Exhibits and Reports on Form 8-K......................... 9
27. Financial Data Schedule
Signatures............................................... 10
2
PARKER & PARSLEY 90-B CONV., L.P.
(A Delaware Limited Partnership)
Part I. Financial Information
Item 1. Financial Statements
BALANCE SHEETS
March 31, December 31,
1997 1996
----------- -----------
(Unaudited)
ASSETS
Current assets:
Cash and cash equivalents, including interest
bearing deposits of $149,487 at March 31
and $121,219 at December 31 $ 149,487 $ 123,797
Accounts receivable - oil and gas sales 134,756 205,562
---------- ----------
Total current assets 284,243 329,359
------- -------
Oil and gas properties - at cost, based on the
successful efforts accounting method 9,567,920 9,563,173
Accumulated depletion (6,551,495) (6,489,600)
---------- ----------
Net oil and gas properties 3,016,425 3,073,573
--------- ----------
$ 3,300,668 $ 3,402,932
========== ==========
LIABILITIES AND PARTNERS' CAPITAL
Current liabilities:
Accounts payable - affiliate $ 27,491 $ 25,296
Partners' capital:
Managing general partner 32,731 33,776
Limited partners (11,897 interests) 3,240,446 3,343,860
---------- ----------
3,273,177 3,377,636
---------- ----------
$ 3,300,668 $ 3,402,932
========== ==========
The financial information included as of March 31, 1997 has been prepared by
management without audit by independent public accountants.
The accompanying notes are an integral part of these financial statements.
3
PARKER & PARSLEY 90-B CONV., L.P.
(A Delaware Limited Partnership)
STATEMENTS OF OPERATIONS
(Unaudited)
Three months ended
March 31,
--------------------------
1997 1996
---------- ----------
Revenues:
Oil and gas $ 325,204 $ 302,409
Interest 2,192 1,376
Salvage income from equipment disposals - 2,730
--------- ---------
327,396 306,515
--------- ---------
Costs and expenses:
Oil and gas production 127,127 133,581
General and administrative 10,632 9,072
Depletion 61,895 68,179
--------- ---------
199,654 210,832
--------- ---------
Net income $ 127,742 $ 95,683
========= =========
Allocation of net income:
Managing general partner $ 1,277 $ 957
========= =========
Limited partners $ 126,465 $ 94,726
========= =========
Net income per limited partnership interest $ 10.63 $ 7.96
========= =========
Distributions per limited partnership interest $ 19.32 $ 11.17
========= =========
The financial information included herein has been prepared by
management without audit by independent public accountants.
The accompanying notes are an integral part of these financial statements.
4
PARKER & PARSLEY 90-B CONV., L.P.
(A Delaware Limited Partnership)
STATEMENT OF PARTNERS' CAPITAL
(Unaudited)
Managing
general Limited
partner partners Total
---------- ----------- -----------
Balance at January 1, 1997 $ 33,776 $ 3,343,860 $ 3,377,636
Distributions (2,322) (229,879) (232,201)
Net income 1,277 126,465 127,742
--------- ---------- ----------
Balance at March 31, 1997 $ 32,731 $ 3,240,446 $ 3,273,177
========= ========== ==========
The financial information included herein has been prepared by
management without audit by independent public accountants.
The accompanying notes are an integral part of these financial statements.
5
PARKER & PARSLEY 90-B CONV., L.P.
(A Delaware Limited Partnership)
STATEMENTS OF CASH FLOWS
(Unaudited)
Three months ended
March 31,
------------------------
1997 1996
---------- ----------
Cash flows from operating activities:
Net income $ 127,742 $ 95,683
Adjustments to reconcile net income to net
cash provided by operating activities:
Depletion 61,895 68,179
Salvage income from equipment disposals - (2,730)
Changes in assets and liabilities:
(Increase) decrease in accounts receivable 70,806 (12,742)
Increase (decrease) in accounts payable 2,195 (28,494)
--------- ---------
Net cash provided by operating activities 262,638 119,896
--------- ---------
Cash flows from investing activities:
Additions to oil and gas properties (4,747) (3,068)
Proceeds from salvage income on equipment disposals - 2,730
--------- ---------
Net cash used in investing activities (4,747) (338)
--------- ---------
Cash flows from financing activities:
Cash distributions to partners (232,201) (134,271)
--------- ---------
Net increase (decrease) in cash and cash equivalents 25,690 (14,713)
Cash and cash equivalents at beginning of period 123,797 104,953
--------- ---------
Cash and cash equivalents at end of period $ 149,487 $ 90,240
========= =========
The financial information included herein has been prepared by
management without audit by independent public accountants.
The accompanying notes are an integral part of these financial statements.
6
PARKER & PARSLEY 90-B CONV., L.P.
(A Delaware Limited Partnership)
NOTES TO FINANCIAL STATEMENTS
March 31, 1997
(Unaudited)
Note 1. Organization and nature of operations
Parker & Parsley 90-B Conv., L.P. (the "Partnership") was organized as a general
partnership in 1990 under the laws of the State of Texas and was converted to a
Delaware limited partnership on August 1, 1991.
The Partnership engages primarily in oil and gas development and production in
Texas and is not involved in any industry segment other than oil and gas.
Note 2. Basis of presentation
In the opinion of management, the unaudited financial statements as of March 31,
1997 of the Partnership include all adjustments and accruals consisting only of
normal recurring accrual adjustments which are necessary for a fair presentation
of the results for the interim period. However, these interim results are not
necessarily indicative of results for a full year.
The financial statements should be read in conjunction with the financial
statements and the notes thereto contained in the Partnership's Report on Form
10-K for the year ended December 31, 1996, as filed with the Securities and
Exchange Commission, a copy of which is available upon request by writing to
Steven L. Beal, Senior Vice President, 303 West Wall, Suite 101, Midland, Texas
79701.
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations(1)
Results of Operations
Revenues:
The Partnership's oil and gas revenues increased to $325,204 from $302,409 for
the three months ended March 31, 1997 and 1996, respectively, an increase of 8%.
The increase in revenues was the result of a 15% increase in the average price
received per barrel of oil and a 17% increase in the average price received per
mcf of gas, offset by an 8% decline in barrels of oil produced and sold and a 6%
decline in mcf of gas produced and sold. For the three months ended March 31,
1997, 11,217 barrels of oil were sold compared to 12,130 for the same period in
1996, a decrease of 913 barrels. For the three months ended March 31, 1997,
29,910 mcf of gas were sold compared to 31,751 for the same period in 1996, a
decrease of 1,841 mcf. Because of the decline characteristics of the
Partnership's oil and gas properties, management expects a certain amount of
decline in production to continue in the future until the Partnership's
economically recoverable reserves are fully depleted.
7
The average price received per barrel of oil increased $2.93 from $19.04 for the
three months ended March 31, 1996 to $21.97 for the same period in 1997, while
the average price received per mcf of gas increased from $2.25 for the three
months ended March 31, 1996 to $2.63 for the same period in 1997. The market
price for oil and gas has been extremely volatile in the past decade, and
management expects a certain amount of volatility to continue in the foreseeable
future. The Partnership may therefore sell its future oil and gas production at
average prices lower or higher than that received during the three months ended
March 31, 1997.
Salvage income totaling $2,730 was received during the three months ended March
31, 1996, attributable to credits received from the disposal of oil and gas
equipment on one well that was plugged and abandoned in a prior year.
Costs and Expenses:
Total costs and expenses decreased to $199,654 for the three months ended March
31, 1997 as compared to $210,832 for the same period in 1996, a decrease of
$11,178, or 5%. The decrease was due to declines in production costs and
depletion, offset by an increase in general and administrative expenses ("G&A").
Production costs were $127,127 for the three months ended March 31, 1997 and
$133,581 for the same period in 1996, resulting in a $6,454 decrease, or 5%. The
decrease was due to a decline in workover expenses.
G&A's components are independent accounting and engineering fees and managing
general partner personnel and operating costs. During this period, G&A
increased, in aggregate, 17% from $9,072 for the three months ended March 31,
1996 to $10,632 for the same period in 1997.
Depletion was $61,895 for the three months ended March 31, 1997 compared to
$68,179 for the same period in 1996. This represented a decrease in depletion of
$6,284, or 9%.
Liquidity and Capital Resources
Net Cash Provided by Operating Activities
Net cash provided by operating activities increased $142,742 during the three
months ended March 31, 1997 from the same period in 1996. This increase resulted
from an increase in oil and gas sales receipts and a decrease in production
costs paid.
Net Cash Used in Investing Activities
The Partnership's principal investing activities for the three months ended
March 31, 1997 and 1996 were related to the addition of oil and gas equipment on
active properties.
Proceeds of $2,730 from salvage income received during the three months ended
March 31, 1996, were derived from the disposal of oil and gas equipment on a
property abandoned in a prior year.
8
Net Cash Used in Financing Activities
Cash was sufficient for the three months ended March 31, 1997 to cover
distributions to the partners of $232,201 of which $229,879 was distributed to
the limited partners and $2,322 to the managing general partner. For the same
period ended March 31, 1996, cash was sufficient for distributions to the
partners of $134,271 of which $132,928 was distributed to the limited partners
and $1,343 to the managing general partner.
It is expected that future net cash provided by operating activities will be
sufficient for any capital expenditures and any distributions. As the production
from the properties declines, distributions are also expected to decrease.
- ---------------
(1) "Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations" contains forward looking statements that involve
risks and uncertainties. Accordingly, no assurances can be given that the
actual events and results will not be materially different than the
anticipated results described in the forward looking statements.
Part II. Other Information
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
24. Financial Data Schedule
(b) Form 8-K - none
9
PARKER & PARSLEY 90-B CONV., L.P.
(A Delaware Limited Partnership)
S I G N A T U R E S
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.
PARKER & PARSLEY 90-B CONV., L.P.
By: Parker & Parsley Development L.P.,
Managing General Partner
By: Parker & Parsley Petroleum USA, Inc.
("PPUSA"), General Partner
Dated: May 12, 1997 By: /s/ Steven L. Beal
--------------------------------------
Steven L. Beal, Senior Vice President
and Chief Financial Officer of PPUSA
10