EXHIBIT 99.3


           NOTES TO THE HISTORICAL FINANCIAL SUMMARIES OF THE INTERESTS
         IN THE OIL AND GAS REVENUES AND DIRECT OPERATING EXPENSES OF THE
             PROPERTIES ACQUIRED BY MAYNARD OIL COMPANY FROM PENNZOIL 
                        EXPLORATION AND PRODUCTION COMPANY


  1.   BASIS OF PRESENTATION

       The accompanying Historical Financial Summaries represent the interests
  in the oil and gas revenues and direct operating expenses of the oil and gas
  producing properties acquired March 29, 1995 by Maynard Oil Company (Company)
  from Pennzoil Exploration and Production Company (Pennzoil) for cash
  consideration of $10.5 million.  The acquisition was effective January 1,
  1995.  The producing properties acquired are located in seven counties in
  West Texas (Andrews, Crane, Crockett, Hall, Motley, Pecos, and Ward
  Counties).

       The oil and gas properties acquired by the Company were never operated
  as a separate division by Pennzoil and, accordingly, full separate,
  historical financial statements prepared in accordance with generally
  accepted accounting principles (GAAP) do not exist.  A practicable
  determination of the historical general and administrative expenses and other
  indirect expenses which were attributable to the properties acquired would
  not be possible or indicative of the level of such expenses to be incurred by
  the Company.  The depreciation charges of Pennzoil associated with the
  acquired properties would be based upon Pennzoil's historical costs and are
  not relevant to the ongoing financial reporting of the Company, or related
  investor decisions, since the properties will be depreciated over future
  periods based upon the Company's acquisition costs.  The presentation herein
  of historical financial statements reflecting financial position, results of
  operations and cash flows required by GAAP was not practicable in these
  circumstances.  Accordingly, the Historical Financial Summaries are presented
  in lieu of the financial statements required under Rule 3-05 of Securities
  and Exchange Commission Regulation S-X.

       The oil and gas revenues and direct operating expenses shown in the
  Historical Financial Summaries may not be representative of future
  operations.

  2.   OIL AND GAS REVENUES

       Oil and gas revenues have been based on realizations at the point of
  sale using historical oil and gas prices and the revenue and working
  interests purchased by the Company.

  3.   DIRECT OPERATING EXPENSES

       Direct operating expenses include those costs incurred by Pennzoil in
  respect to production up to the point of sale, including electricity, fuel,
  transportation costs, chemicals, other materials and supplies, and the labor
  and associated costs of employees working directly on these properties. 
  These expenses exclude depreciation and amortization of production facilities
  and the estimated cost of abandonment of these facilities.  General and
  administrative expenses not incurred by the operator are also excluded.