U.S. Securities and Exchange Commission
Washington, D.C. 20549
AMENDED
FORM 10-KSB
(Mark One)
[ X ] ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED]
For the fiscal year ended December 31, 1997
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(D)
OF THE
SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
For the transition period from _____ to _____
Commission file number 33-09991
Atlas-Energy for the Nineties-Public #5 Ltd.
(Name of small business issuer in its charter)
Pennsylvania 25-1795703
(State or other jurisdiction of (I.R.S.Employer Identification No,)
incorporation or organization)
311 Rouser Road, Moon Township, Pennsylvania 15108
(Address of principal executive offices) (Zip Code)
Issuer's telephone number (412) 262-2830
Securities registered under Section 12(b) of the Exchange Act
Title of each class Name of each
exchange
on which registered
None None
Securities registered under Section 12(g) of the Exchange Act
None
(Title of Class)
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 ____
Check if there is no disclosure of delinquent filers in response
to Item 405 of Regulation S-B contained in this form, and no disclosure
will be contained, to the best of registrant's knowledge, in definitive
proxy or information statements incorporated by reference in Part III of
this Form 10-KSB or any amendment to this Form 10-KSB. [ X ]
State issuer's revenues for its most recent fiscal year.
$1,526,439
State the aggregate market value of the voting stock held
by non-affiliates of the Registrant. Not Applicable.
Transitional Small Business Disclosure Format (check one):
Yes X No
- ----------------------------------------------------------------------------
March 31, 1998
1997 Fiscal Year Annual Report to Participants
in Atlas-Energy for the Nineties-Public #5 Ltd.
Pursuant to Section 4.03(b)(1) of the Partnership Agreement
(a) Audited financial statements of the Partnership for the fiscal
year ending December 31, 1997, are included in this report.
(b) The Partnership total fees and compensation including any
unaccountable, fixed payment reimbursements for Administrative
Costs and Operating Costs, paid by the Partnership, or indirectly
on behalf of the Partnership, to the Managing General Partner, the
Operator and their Affiliates. $188,563.
Percentage that the annual unaccountable fixed fee reimbursement
for Administrative Costs bears to annual Partnership revenues. 2.45%
<TABLE>
<CAPTION>
(c) The following table describes the Partnership's 36 gross wells
(35.91 net wells) drilled in 1997.
Net
Approx. Approx Wrkg Revenue
Well Completed Location Acres Int. Interest Cost
<S> <S> <C> <C> <C> <C> <C>
Andrews #1 Yes Mercer Co., PA 18 100% 84.38% $190,988.29
Babcock #1 Yes Mercer Co., PA 50 100% 87.50% $191,955.00
Barber #2 Yes Mercer Co., PA 50 100% 87.50% $195,133.36
Black #2 Yes Mercer Co., PA 40 100% 87.50% $163,070.61
Byler #11 Yes Lawrence Co., PA 50 100% 87.50% $175,694.00
Byler #4 Yes Lawrence Co., PA 50 100% 87.50% $180,705.89
Carrier #1 Yes Mercer Co., PA 50 100% 87.50% $167,616.54
Clark #5 Yes Mercer Co., PA 50 100% 87.50% $197,003.66
Coast #1 Yes Butler Co., PA 50 100% 87.50% $201,230.81
Court #1 Yes Mercer Co., PA 50 100% 87.50% $184,958.70
Donley #1 Yes Mercer Co., PA 50 100% 87.50% $187,483.14
Dye #1 Yes Mercer Co., PA 50 100% 87.50% $168,128.72
Hall #1 Yes Mercer Co., PA 52 100% 87.50% $184,500.48
Harris #3 Yes Lawrence Co., PA 50 100% 87.50% $191,192.53
Hissom #1 Yes Mercer Co., PA 50 100% 87.50% $180,392.29
Hosstetler #3 Yes Lawrence Co., PA 50 100% 87.50% $186,772.97
Kelly #2 Yes Mercer Co., PA 50 100% 87.50% $173,001.72
Kingerski #2 Yes Mercer Co., PA 50 100% 87.50% $184,717.88
Kloos #4 Yes Mercer Co., PA 50 100% 87.50% $172,808.57
Kurtek #1 Yes Mercer Co., PA 50 100% 87.50% $188,575.93
Kurtz #2 Yes Lawrence Co., PA 50 100% 87.50% $196,464.86
McCullough #11 Yes Mercer Co., PA 50 100% 87.50% $188,566.37
McDowell #11 Yes Mercer Co., PA 50 100% 87.50% $181,152.01
McDowell # 14 Yes Mercer Co., PA 50 100% 87.50% $167,336.98
McEwen # 1 Yes Mercer Co., PA 50 100% 87.50% $197,444.49
Morley # 1 Yes Mercer Co., PA 42 100% 87.50% $196,764.95
Myers #2 Yes Butler Co., PA 50 100% 87.50% 192,324.82
Peterka #2 Yes Mercer Co., PA 50 100% 87.50% $268,030.21
Rains #1 Yes Mercer Co., PA 35 100% 87.50% $196,170.98
Rueberber #1 Yes Mercer Co., PA 55 100% 87.50% $202,884.03
Sines #3 Yes Mercer Co., PA 40 100% 87.50% $180,264.64
Steele #1 Yes Mercer Co., PA 50 100% 87.50% $174,644.98
Tait #3 Yes Mercer Co., PA 50 100% 87.50% $175,373.77
Vernam #1 Yes Mercer Co., PA 57 100% 87.50% $198,472.77
Vogan #3 Yes Mercer Co., PA 50 100% 87.50% $213,314.83
Winger #1 Yes Mercer Co., PA 46 100% 87.50% $177,118.69
</TABLE>
Quarterly distributions are made in March, June, September and
December. There were three quarterly distributions in 1997 for
nine months of natural gas production from the partnership's
thirty six wells located in Butler, Lawrence and Mercer County
Pennsylvania.
Checks were sent on March 20, 1997 to those partners who earned
interest while their subscriptions were in the escrow account.
Checks were sent on September 8, 1997 to each partner for the
refund of unused drilling funds, prorated according to their
percentage interest in the partnership. The total of unused
drilling funds amounted to $15,339.
Checks were sent on October 4, 1997 to each partner for a refund
of unused drilling funds, prorated according to their percentage
interest in the partnership. The total of unused drilling funds
amounted to $38,610.
(d) There were no farmins and joint ventures in 1997.
(e) The Partnership had revenues in 1997. The following schedule
reflects the payment of Partnership costs in 1997.
Atlas Participants Total
Partnership
% Amount % Amount Costss
Organizing and Offering Costs 100% -0- -0- -0- -0-
Lease Costs 100% -0- -0- -0- -0-
Operating Costs 25% $ 9,367 75% $28,102 $37,469
Drilling and Completion Costs -0- -0- -0- -0- -0-
Adj to Assets Contributed by MGP -0- ($11,406) -0- -0- (11,406)
-------------------------------------------
TOTAL ($2,039) $28,102 $26,063
(g) A quarterly cash receipts and disbursements statement is
attached dated December 3, 1997.
1997 Partner Form 1065 (K-1) was mailed to each partner on February 20, 1998.
(2) Proved Reserves are found in the Audited Financials under Section 9.(3).
(3) There were various reports prepared by the Partnership and paid
for by the Participants.
June 6, 1997 - $11,244.43
$ 572.82 check printing fees
$ 91.61 K-1 printing tax instructions
$ 159.00 printing audited financials
$3,660.00 attorney preparation of Form 10-KSB
$3,788.00 audit fee
$ 250.00 SEC Form 10-KSB filing fee
$2,625.00 preparation fee Form 1065 and K-1's
$ 100.00 miscellaneous expense
September 8, 1997 - $52.00
$52.00 PA filing amended certificate of partnership
Participants were notified of these costs on their Production and
Earnings Statement in each of the months fees expensed.
DATED: APRIL 30, 1998
Audited Financial Statements Previously filed in the Form 10KSB for the Period
ending December 31, 1997 and received on March 31, 1998.
DATED: April 30, 1998
In accordance with Section 13 or 15(d) of the Exchange Act, the
registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
Atlas-Energy for the Nineties-Public #5 Ltd.
By: (Signature and Title):
Atlas Resources, Inc., Managing General Partner
By (Signature and Title): /s/ James R. O'Mara
----------------------
James R. O'Mara, President, Chief Executive Officer
and a Director
Date: April 30, 1998
In accordance with the Exchange Act, this report has been signed by the
following persons on behalf of the registrant and in the capacities and on the
dates indicated.
By (Signature and Title): /s/ Charles T. Koval
-----------------------
Charles T. Koval, Chairman of the Board and a Director
Date: April 30, 1998
By (Signature and Title): /s/ James R. O'Mara
----------------------
James R. O'Mara, President, Chief Executive Officer and
a Director
Date: April 30, 1998
By (Signature and Title): /s/ Bruce M. Wolf
--------------------
Bruce M. Wolf, General Counsel, Secretary and a Director
Date: April 30, 1998
By (Signature and Title): /s/ Tony C. Banks
----------------------
Tony C. Banks, Vice President of Finance and Chief Financial Officer
Date: April 30, 1998