AMENDMENT #1 TO FORM 10-Q FORM 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 [ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 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 number: 33-37983-34 SWIFT ENERGY OPERATING PARTNERS 1995-B, LTD. (Exact name of registrant as specified in its charter) Texas 76-0486527 (State or other jurisdiction of organization) (I.R.S. Employer Identification No.) 16825 Northchase Drive, Suite 400 Houston, Texas 77060 (Address of principal executive offices) (Zip Code) (281)874-2700 (Registrant's telephone number, including area code) None (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 ---- ---- SWIFT ENERGY OPERATING PARTNERS 1995-B, LTD. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS GENERAL The Partnership was formed for the purpose of investing in producing oil and gas properties located within the continental United States and Canada. In order to accomplish this, the Partnership goes through two distinct yet overlapping phases with respect to its liquidity and result of operations. When the Partnership is formed, it commences its "acquisition" phase, with all funds placed in short-term investments until required for such property acquisitions. The interest earned on these pre-acquisition investments becomes the primary cash flow source for initial Interest Holder distributions. As the Partnership acquires producing properties, net cash from operations becomes available for distribution, along with the investment income. After partnership funds have been expended on producing oil and gas properties, the Partnership enters its "operations" phase. During this phase, oil and gas sales generate substantially all revenues, and distributions to Interest Holders reflect those revenues less all associated partnership expenses. The Partnership may also derive proceeds from the sale of acquired oil and gas properties, when the sale of such properties is economically appropriate or preferable to continued operation. LIQUIDITY AND CAPITAL RESOURCES The Partnership has expended approximately 26 percent of the Interest Holders' commitments available for property acquisitions by acquiring producing oil and gas properties. The Partnership does not allow for additional assessments from the partners or interest holders to fund capital requirements. However, funds are available from partnership revenues, borrowings or proceeds from the sale of partnership property. The Managing General Partner believes that the funds currently available to the Partnership will be adequate to meet any anticipated capital requirements. RESULTS OF OPERATIONS The Partnership was formed effective December 14, 1995, and accordingly, there were limited operations in the corresponding periods in 1996 to compare with the three and nine months ended September 30, 1997. During 1997, partnership revenues and costs will be shared between the Interest Holders and general partners in an 85:15 ratio. 8 SIGNATURES Pursuant to the requirements of Section 13 or 15(d) 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. SWIFT ENERGY OPERATING PARTNERS 1995-B, LTD. (Registrant) By: SWIFT ENERGY COMPANY Managing General Partner Date: November 4, 1997 By: /s/ John R. Alden ---------------- --------------------------------------- John R. Alden Senior Vice President, Secretary and Principal Financial Officer Date: November 4, 1997 By: /s/ Alton D. Heckaman, Jr. ---------------- --------------------------------------- Alton D. Heckaman, Jr. Vice President, Controller and Principal Accounting Officer 10