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 Quarter Ended May 31, 1996 Commission File Number 0-6529 TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) -------- OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to ------------- -------------- DOUBLE EAGLE PETROLEUM AND MINING CO. (Exact name of registrant as specified in its charter) WYOMING 83-0214692 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 777 Overland Trail, P.O. Box 766 Casper, Wyoming 82602 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code 307-237-9330 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 ------- ------- Capital stock, 2,712,371 shares having a par value of $.10 per share were outstanding as of July 2, 1996. DOUBLE EAGLE PETROLEUM AND MINING COMPANY TABLE OF CONTENTS Page Number ----------- PART I. FINANCIAL INFORMATION: Item 1. Financial Statements: Report of Independent Certified Public Accountants I. Condensed Balance Sheets May 31, 1996 (Unaudited) and August 31, 1995 II. Statements of Operations for the three and nine months ended May 31, 1996 and 1995 (Unaudited) III. Condensed Statements of Cash Flows for the nine months ended May 31, 1996 and 1995 (Unaudited) IV. Notes to Condensed Financial Statements (Unaudited) V. Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations VI. - VII. PART II. OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K VIII. Signatures IX. PART I FINANCIAL INFORMATION I. ------------------------------------------------ HOCKER, LOVELETT, HARGENS & YENNIE, P.C. ----------------------------------- Certified Public Accountants REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS To the Board of Directors Double Eagle Petroleum and Mining Company Casper, Wyoming The accompanying condensed balance sheet of Double Eagle Petroleum and Mining Company as of May 31, 1996 and the related statements of operations for the three and nine month periods ended May 31, 1996 and 1995 and condensed statements of cash flows for the nine month periods ended May 31, 1996 and 1995 were not audited by us and, accordingly we do not express an opinion on them. We have previously audited, in accordance with generally accepted auditing standards, the balance sheet as of August 31, 1995, and the related statements of operations and retained earnings and cash flows for the year then ended (not presented herein); and in our report dated October 19, 1995, we expressed an unqualified opinion on those financial statements. In our opinion, the information set forth in the accompanying balance sheet as of August 31, 1995, is fairly stated in all material respects in relation to the balance sheet from which it has been derived. /S/Hocker, Lovelett, Hargens & Yennie, P.C. Casper, Wyoming July 2, 1996 II. DOUBLE EAGLE PETROLEUM AND MINING COMPANY CONDENSED BALANCE SHEETS MAY 31, 1996 AND AUGUST 31, 1995 May 31, August 31, 1996 1995 (Unaudited) (See Note Below) ---------- ---------- ASSETS CURRENT ASSETS Cash and cash equivalents $ 4,607 $ 268,385 Accounts receivable 126,128 41,337 Prepaid expenses 25,000 - Total 155,735 309,722 OTHER ASSETS Accounts receivable 82,277 82,277 Investment, at cost 9,000 9,000 Other 11,600 11,500 Total 102,877 102,777 PROPERTY AND EQUIPMENT, at cost, net of accumulated depreciation and depletion - and impairment allowance(Successful Efforts method used for oil and gas properties) 2,061,164 1,822,721 Total $ 2,319,776 $ 2,235,220 LIABILITIES AND STOCKHOLDERS EQUITY CURRENT LIABILITIES Accounts payable $ 73,535 $ 110,432 Accrued production taxes 15,300 25,900 Notes payable 155,000 - Total 243,835 136,332 DEFERRED TAX LIABILITY, net 152,299 155,733 Total 396,134 292,065 STOCKHOLDERS EQUITY Common stock, $.10 par value; 5,000,000 shares authorized; 2,712,371 shares issued and outstanding 271,237 271,237 Capital in excess of par value 886,254 886,254 Retained earnings 766,151 785,664 Total 1,923,642 1,943,155 Total $ 2,319,776 $ 2,235,220 <FN> Note: The balance sheet at August 31, 1995 has been taken from the audited financial statements at that date and condensed. See accompanying notes to condensed financial statements. III. DOUBLE EAGLE PETROLEUM AND MINING COMPANY STATEMENTS OF OPERATIONS (UNAUDITED) For the Three For the Nine --------------- -------------- Months Ended Months Ended --------------- -------------- May 31, May 31, May 31, May 31, 1996 1995 1996 1995 ---------- ---------- ---------- ---------- REVENUES Sales of oil and gas $ 128,607 $ 96,063 $ 270,332 $ 204,425 Sales of oil and gas properties - 21,527 130,000 634,969 Other 13,957 2,924 28,957 32,924 Total 142,564 120,514 429,289 872,318 COSTS AND EXPENSES Production 17,659 4,087 52,040 29,777 Production taxes 6,238 7,675 23,981 13,858 Cost of oil and gas properties sold - 4,025 14,439 228,992 Exploration 42,147 66,055 93,127 190,621 General and administrative 58,887 51,020 191,248 168,409 Depreciation and depletion 18,222 17,639 74,513 49,158 Total 143,153 150,501 449,348 680,815 INCOME (LOSS) FROM OPERATIONS (589) (29,987 ) (20,059) 191,503 OTHER INCOME (EXPENSE) Interest expense (1,397) - (6,864) - Interest income 350 6,861 3,976 13,597 (1,047) 6,861 (2,888) 13,597 INCOME (LOSS) BEFORE INCOME TAXES (1,636) (23,126 ) (22,947) 205,100 INCOME TAX EXPENSE (CREDIT) Current - - - - Deferred (238) 3,331 (3,434) 46,072 Total (238) 3,331 (3,434) 46,072 NET INCOME (LOSS) $ (1,398) $ (26,457 ) $ (19,513) $ 159,028 INCOME(LOSS)PER COMMON STOCK AND COMMON STOCK EQUIVALENT SHARE $ (.00) $ (.01 ) $ (.01) $ .07 WEIGHTED AVERAGE/COMMON STOCK AND COMMON STOCK EQUIVALENT SHARES OUTSTANDING 2,712,371 2,363,635 2,712,371 2,363,653 DIVIDENDS PER SHARE OF COMMON STOCK $ .00 $ .00 $ .00 $ .00 <FN> See accompanying notes to condensed financial statements. IV. DOUBLE EAGLE PETROLEUM AND MINING COMPANY CONDENSED STATEMENTS OF CASH FLOWS FOR THE NINE MONTHS ENDED MAY 31, 1996 AND 1995 (UNAUDITED) 1996 1995 ----------- ---------- OPERATING ACTIVITIES: Net income (loss) $ (19,513) $ 159,028 Charges to income not requiring cash: Depreciation and depletion 74,513 49,158 Abandoned properties 37,720 123,332 Gain on sale of assets (115,561) (405,977) Deferred tax allowance (3,434) 46,072 Decrease (Increase) in operating assets: Accounts receivable (84,791) (57,484) Prepaid expenses (25,000) - Other (100) 2,498 (Decrease)in operating liabilities: Accounts payable (36,897) (5,236) Accrued production taxes (10,600) (14,400) Net cash (used in) operating activities (183,663) (103,009) INVESTMENT ACTIVITIES: Acquisitions of property and equipment (365,115) (333,154) Proceeds from sale of property and equipment 130,000 634,969 Net cash provided by (used in) investing activities (235,115) 301,815 FINANCING ACTIVITIES: Proceeds from sale of common stock - 131,250 Proceeds from borrowings 297,500 - Repayment of debt (142,500) - Net cash provided by financing activities 155,000 131,250 (DECREASE)INCREASE IN CASH (263,778) 330,056 CASH AND CASH EQUIVALENTS Beginning of period 268,385 108,460 End of period $ 4,607 $ 438,516 <FN> See accompanying notes to condensed financial statements. V. DOUBLE EAGLE PETROLEUM AND MINING COMPANY NOTES TO CONDENSED FINANCIAL STATEMENTS (UNAUDITED) 1. Summary of Significant Accounting Policies Refer to the Company's annual financial statements for the year ended August 31, 1995, for a description of the accounting policies which have been continued without change. Also, refer to the footnotes with those annual statements for additional details of the Company's financial condition, results of operations, and cash flows. The details in those notes have not changed except as a result of normal transactions in the interim. 2. Management Representation In Management's opinion, all adjustments necessary for a fair presentation are reflected in the interim financial statements. Such adjustments are of a normal recurring nature. 3. Interim Results of Operations The results of operations for the period ended May 31, 1996, are not necessarily indicative of the operating results for the full year. 4. Related Party Transactions During the quarter ending May 31, 1995 the Company purchased several producing properties from an oil and gas company which is majority owned by the President of Double Eagle. The transaction cost $202,550, paid through the issuance of cash in the amount of $71,300 and issuance of 350,000 shares of the Company s common stock at $.375 per share for the $131,250 balance. The stock was issued in the name of the Company and represents 12.9% of Double Eagle s outstanding shares at the end of the quarter. VI. DOUBLE EAGLE PETROLEUM AND MINING COMPANY ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS LIQUIDITY AND CAPITAL RESOURCES - ------------------------------- During the nine months ended May 31, 1996, the Company's operations resulted in negative working capital. The $261,500 decrease was due to the Company incurring a major workover on one of its producing properties in the current quarter and purchasing a producing property in the previous quarter. These transactions were initially paid for with borrowed funds with a majority of the debt being repaid in the current and previous quarter. Management believes that the Company's liquidity is sufficient to meet future cash needs for operations. It is not anticipated that future material sales of oil and gas properties will be made solely to raise working capital. RESULTS OF OPERATIONS - --------------------- Current Year-to-Date Compared to Corresponding Year-to-Date - ----------------------------------------------------------- The Company has experienced a net loss for the current year of $(19,153) compared to a net income for the prior period of $159,028. The change is due mainly to the sale of several of the Company's nonproducing properties in the first quarter of the prior year, yielding a profit of $363,600, compared to the sale of nonproducing properties in the current year yielding a profit of $115,600. Revenue from oil and gas sales increased by approximately $65,900 in the current period compared to the same period one year ago. This increase can be attributed to a workover performed on one of its producing properties and the purchase of a producing properties in the first quarter of the current year. Production costs and taxes increased by approximately $32,400 to coincide with the increase in oil and gas sales revenue. Exploration costs decreased considerably when compared to the same period one year ago. The $97,500 decrease is mainly attributable to not as many of the Company's nonproducing leases being abandoned and fewer rental payments being made due to the abandonments in the prior year. Overall costs and expenses decreased by approximately $231,500 when compared to the prior year, due mainly to a decrease in the cost of properties sold. Interest income decreased by approximately $9,600 due to a decrease in funds being available for investments as they were used to purchase producing properties in the current year. Current Quarter Compared to Previous Quarter - -------------------------------------------- Revenues from oil and gas sales increased by approximately $52,200 compared to the previous quarter. Oil and gas revenues for the quarter ended May 31, 1996 were $128,600 and were $76,400 for the quarter ended February 29, 1996. This increase was due mainly to the aforementioned workover on one of the Company's producing properties. Production costs, including taxes, decreased by approximately $12,600 during the current quarter when compared to the previous quarter. The decrease can be attributed to ad valorem taxes being paid in the previous quarter. Exploration costs increased when compared to the previous quarter by $25,900. This increase is attributed to higher valued nonproducing leases expiring in the current quarter than in the previous quarter. General and administrative costs decreased by approximately $15,700 compared to the quarter ending February 29, 1996. This decrease was due to the cost attributable to the Company's annual meeting in the previous quarter. VII. DOUBLE EAGLE PETROLEUM AND MINING COMPANY ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED) Current Quarter Compared to Previous Quarter (Continued) - -------------------------------------------------------- Interest income remained fairly stable when compared to the previous quarter. Depreciation and depletion expense decreased by approximately $10,800 compared to the previous quarter. This decrease can be attributed to a revised estimate of reserves from a producing property following a workover in the current quarter. This resulted in a decrease in the depletion ratio used to calculate depletion on the property. Operations in the current quarter resulted in a $1,398 net loss compared to net income of $34,360 for the previous quarter. The aforementioned sale of nonproducing properties caused the majority of the change. Current Quarter Compared to Corresponding Quarter - ------------------------------------------------- Oil and gas revenues increased by $32,500 compared to the same quarter in 1995 due to better prices and production from newly acquired producing properties. Sales of and cost of sales of oil and gas properties decreased drastically when compared to the corresponding quarter due to the sale on a nonproducing property in the corresponding quarter and no sales in the current quarter. Production costs, including production taxes, increased by $12,100 compared to the same quarter one year ago. This increase coincides with the increase in revenue and the increase in operating expenses for repairs to one of the Company's producing properties in the current quarter. Exploration costs decreased by $23,900 when compared to the corresponding quarter in 1995. This decrease is mainly attributed to the abandonment of nonproducing leases during the corresponding quarter. General and administrative and depreciation and depletion remained fairly stable between the two quarters. The change in net (loss) of $25,100 can be attributed to the aforementioned sale of nonproducing property in the corresponding quarter. VIII. PART II. OTHER INFORMATION ITEM 6. EXHIBITS AND REPORT ON FORM 8-K Form 8-K was not required to be filed during the period covered by this report. IX. 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. DOUBLE EAGLE PETROLEUM AND MINING COMPANY (Registrant) /s/ Richard B. Laudon Richard B. Laudon Treasurer and Chief Financial Officer Date: July 9, 1996