FORM 10-QSB [As last amended in Release No. 34-32231, April 28, 1993, 58 F.R.26509] U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-QSB (Mark One) [X]QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 1996 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from ________________ to ______________ Commission file number 0-14452 Far West Electric Energy Fund, L.P. (Exact name of small business issuer as specified in its charter) Delaware 87-0414725 State or other jurisdiction of (I.R.S. Employer incorporation or organization Identification No.) 921 Executive Park Drive, Suite B, Salt Lake City, Utah 84117 (Address of principal executive offices) (801) 268-4444 Issuer's telephone number Not Applicable (Former name, former address and former fiscal year, if changed since last report.) 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 FAR WEST ELECTRIC ENERGY FUND, L.P. Balance Sheets December 31, 1995 and September 30, 1996 (Unaudited) Assets 09/30/96 12/31/95 Utility plant: Plant in service $15,999,000 $ 15,999,000 Equipment 629,000 588,000 Construction in progress 118,000 118,000 Accumulated depreciation (5,859,000) (5,377,000) Net utility plant 10,887,000 11,328,000 Restricted Marketable Securities 1,067,000 1,026,000 Other assets 93,000 106,000 Current assets: Cash 207,000 263,000 Receivables - Trade 271,000 399,000 Receivables - Other 0 6,000 Prepaid Insurance 16,000 4,000 Total current assets 494,000 672,000 Total assets $ 12,541,000 $ 13,132,000 The accompanying notes are an integral part of these financial statements. FAR WEST ELECTRIC ENERGY FUND, L.P. Balance Sheets December 31, 1995 and September 30, 1996 (Unaudited) Partners' Capital and Liabilities 09/30/96 12/31/95 Partners' capital $ 5,334,000 $ 5,140,000 Long-term debt: Long-term debt, excluding current portion 537,000 537,000 Notes payable - Related party 152,000 188,000 Partners' capital and Long-term Liabilities 6,023,000 5,865,000 Current liabilities: Current portion - Long-term debt 3,911,000 4,563,000 Note payable - Related party 1,246,000 1,159,000 Payable - Related party 274,000 433,000 Accrued Liabilities Operations 295,000 402,000 Royalties 78,000 96,000 Interest 714,000 614,000 Total current liabilities 6,518,000 7,267,000 Total partners, capital and liabilities $ 12,541,000 $ 13,132,000 The accompanying notes are an integral part of these financial statements FAR WEST ELECTRIC ENERGY FUND, L.P. Statements of Operations (Unaudited) For The For The For The For The 3 Months 3 Months 9 Months 9 Months Ended Ended Ended Ended 09/30/96 09/30/95 09/30/96 09/30/95 Revenues Electric power sales $534,000 494,000 $2,043,000 1,794,000 Pumping charges 21,000 22,000 46,000 47,000 Royalty income 22,000 22,000 65,000 63,000 Interest income 17,000 18,000 43,000 50,000 Total Revenues 594,000 556,000 2,197,000 1,954,000 Expenses Interest 188,000 143,000 544,000 924,000 Depreciation 161,000 158,000 481,000 462,000 Royalty 88,000 82,000 325,000 290,000 Professional Services 30,000 1,000 100,000 42,000 Administrative services - general partner 24,000 13,000 78,000 95,000 Amortization 4,000 4,000 13,000 13,000 Insurance 11,000 11,000 36,000 34,000 Maintenance 128,000 164,000 409,000 443,000 Travel 0 7,000 0 7,000 Taxes 0 1,000 1,000 1,000 Other 8,000 6,000 16,000 21,000 Total Expenses 642,000 590,000 2,003,000 2,332,000 Net Income (Loss) Before Gain on Sale (48,000) (34,000) 194,000 (378,000) Gain on Sale of Crystal Springs Project 0 0 0 188,000 Net Income or (Loss) $(48,000) $(34,000) $ 194,000 $(190,000) The accompanying notes are an integral part of these financial statements. FAR WEST ELECTRIC ENERGY FUND, L.P. Statements of Cash Flows For the Nine Months Ended September 30, 1996 (Unaudited) 09/30/96 Cash flows from operating activities: Net income (loss) $ 194,000 Adjustments to reconcile net loss to net cash used in operating activities Depreciation and amortization 494,000 Change in assets and liabilities Decrease (increase) in receivables 134,000 Decrease (increase) in prepaid insurance (12,000) Decrease (increase) in other assets 0 Increase (decrease) in accounts payable and accrued expenses (175,000) Increase (decrease) in amount due to general partner 78,000 Total Adjustments 519,000 Net cash provided by (used in) operating activities 713,000 Cash flows from investing activities: Purchase of plant and equipment (41,000) Disposal of plant and equipment 0 Net cash provided by (used in) investing activities (41,000) Cash flows from financing activities: Payment of principal on long-term debt (687,000) Issuance of Long-term debt 0 Net cash provided by (used in) financing activities (687,000) Increase (decrease) in cash (15,000) Cash at beginning of period 1,289,000 Cash and Cash Equivalents at the end of the period $1,274,000 Supplemental disclosures of cash flow information: Cash paid during the period of interest $ 411,000 The accompanying notes are an integral part of these financial statements. Far West Electric Energy Fund, L.P. September 30, 1996 Notes to Financial Statements 1.Interim Reporting The accompanying unaudited financial statements have been prepared in accordance with generally accepted accounting principles and with Form 10-QSB requirements. 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 considered necessary for a fair presentation have been included. Operating results for the nine month period ended September 30, 1996, are not necessarily indicative of the results that may be expected for the year ended December 31, 1996. For further information, refer to the financial statements and footnotes thereto included in the Partnership's annual report on Form 10-K for the year ended December 31, 1995. 2.Related Party Transactions Under the terms of the Partnership Agreement, the General Partner is allowed reimbursements of expenses incurred to manage the Partnership. For the nine month periods ended September 30, 1995 and 1996, the Partnership accrued, but did not pay, fees and reimbursements to the general partner of $95,000 and $78,000 respectively. 3.Long-term Debt In January 1990, the Partnership received the proceeds of an $8,000,000 non-recourse refinancing of its Steamboat Springs Project ("Project" or "Steamboat Springs Plant") with Westinghouse Credit Corporation ("WCC"). The WCC loan, which is secured by the Project assets including the resource lease, plant and equipment and related contract rights, bears interest at 11.5% per annum and must be repaid over ten years in 40 quarterly payments of principal and interest. This loan is currently in default, primarily because the loan reserves have not been maintained at required levels. Item 2.Management's Discussion and Analysis of Results of Operations and Financial Condition. Overall electric power sales increased about 8% this past quarter as compared to the third quarter of 1995. This increase was due primarily to increased geothermal brine flows to the plant originating from a test well located on a lease adjacent to the lease on which the plant is located. Whether the plant will continue to receive those flows in the future is unknown at this time. Maintenance and repair costs this past quarter were about 21% lower than those of the third quarter of 1995, due to prior plant upgrades. The Steamboat Springs Plant is in compliance with environmental and regulatory agencies. PART II - OTHER INFORMATION Item 1.Legal Proceedings There have been no material changes in the status of legal proceedings since the Partnership's report on Form 10-Q dated June 30, 1995. Item 5.Other Information In a report dated September 4, 1993 the General Partner reported to the Limited Partners on its efforts to restructure the business of the Partnership so as to be able to resume distributions to the Limited Partners. In summary the General Partner concluded that the Partnership would be unable to generate significant positive cash flow or resume distributions without the infusion of cash sufficient to make capital improvements in the Steamboat Springs Plant and/or buy out the Westinghouse loan and certain royalty interests at a discount. The Partnership does not have the financial resources to accomplish these goals. At present and in the foreseeable future the Partnership is generating taxable income without any cash distributions to pay the tax liabilities. Therefore, it appeared to the General Partner that it may be advantageous to the Partnership to consider a sale of all the Partnership assets. The General Partner has reported to the Limited Partners that it subsequently executed a contract on behalf of the Partnership with U.S. Envirosystems, Inc. (a Delaware corporation) to sell substantially all assets of the Partnership, including the Steamboat Springs Power Plant. The sale was approved by the Limited Partners. Sale Documents are currently being prepared. On August 20, 1996, Robison, Hill & Co., the registrant's independent public accountants, issued its certificate summarizing the voting by limited partners on the transaction proposed by the Consent Solicitation mailed to partners on July 23, 1996. The certificate contains the following information: Total outstanding Units:10,306.00 Total Units participating by vote: 5,675.00 Percentage of Units participating by vote: 55.07 Units approving the Proposed Transaction: 5,083.50 Units disapproving the Proposed Transaction: 361.00 Units abstaining: 230.50 Illegible ballots: 35.00 Percentage approval by Units voted: 89.58 Accordingly, upon completion of the conditions of the purchase agreement by purchaser, the registrant will proceed with the sale of substantially all its assets, distribution of net proceeds to the limited partners, and termination of the partnership, as described in the Consent Solicitation. This transaction has been delayed pending U.S. Envirosystems, Inc. raising the necessary funds. The General Partner believes that this transaction will either close or fail within 30 days. Item 6.Exhibits and Reports on Form 8-K The Partnership filed a report on Form 8-K dated August 21, 1996. 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 duly authorized persons. Registrant: Far West Electric Energy Fund, L.P. By: Far West Capital, Inc., General Partner DATE: November 14, 1996 By: /s/ Ronald E. Burch President DATE: November 14, 1996 By: /s/ Jody Rolfson Controller