CONFORMED COPY
QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
[X] Quarterly Report Pursuant to Section 13 or 15(d) of
the Securities and Exchange Act of 1934
For the period ended June 30, 1998
or
[ ] Transition Report Pursuant to Section 13 of 15(d) of
the Securities and Exchange Act of 1934
For the transition period from to
Commission file number 033-63635-08
I.R.S. Employer Identification Number 55-0751154
PDC 1997-D LIMITED PARTNERSHIP
(A West Virginia Limited Partnership)
103 East Main Street
Bridgeport, WV 26330
Telephone: (304) 842-6256
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 XX No
<PAGE>
PDC 1997-D LIMITED PARTNERSHIP
(A West Virginia Limited Partnership)
INDEX
PART I - FINANCIAL INFORMATION Page No.
Item 1. Financial Statements
Balance Sheets - June 30, 1998 and December 31, 1997 1
Statement of Operations - Three Months and
Six Months Ended June 30, 1998 2
Statement of Partners' Equity -
Six Months Ended June 30, 1998 3
Statement of Cash Flows-
Six Months Ended June 30, 1998 4
Notes to Financial Statements 5
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 6
PART II OTHER INFORMATION
Item 1. Legal Proceedings 7
Item 6. Exhibits and Reports on Form 8-K 7
<PAGE>
PDC 1997-D LIMITED PARTNERSHIP
(A West Virginia Limited Partnership)
Balance Sheets
June 30, 1998 and December 31, 1997
<TABLE>
<S> <S> <S>
Assets
1998 1997
(Unaudited)
Current assets:
Cash $ 1,104 20,000
Accounts receivable - oil and gas revenues 145,067 -
Total current assets 146,171 20,000
Oil and gas properties, successful
efforts method 20,120,043 20,120,043
Less accumulated depreciation, depletion,
and amortization 185,806 -
19,934,237 20,120,043
$20,080,408 20,140,043
Current Liabilities and Partners' Equity
Current liabilities:
Accrued expenses $ 2,990 21,876
Total current liabilities 2,990 21,876
Partners' Equity 20,077,418 20,118,167
$20,080,408 20,140,043
</TABLE>
See accompanying notes to financial statements.
-1-
<PAGE>
PDC 1997-D LIMITED PARTNERSHIP
(A West Virginia Limited Partnership)
Statement of Operations
Three months and Six Months ended June 30, 1998
(Unaudited)
<TABLE>
<S> <S> <S>
Three Months Six Months
Ended Ended
June 30, 1998 June 30, 1998
Revenues:
Sales of oil and gas $181,408 $189,760
181,408 189,760
Expenses:
Lifting cost 42,025 44,693
Direct administrative cost 10 10
Depreciation, depletion, and amortization 179,396 185,806
221,431 230,509
Net loss $(40,023) $(40,749)
Net loss per limited and additional
general partner unit $ (34) $ (35)
</TABLE>
See accompanying notes to financial statements.
-2-
<PAGE>
PDC 1997-D LIMITED PARTNERSHIP
(A West Virginia Limited Partnership)
Statement of Partners' Equity
Six months ended June 30, 1998
(Unaudited)
<TABLE>
<S> <S> <S> <S>
Limited and
additional Managing
general partners general partner Total
Balance, December 31, 1997 $16,094,533 4,023,634 20,118,167
Net loss (32,599) (8,150) (40,749)
Balance, June 30, 1998 $16,061,934 $4,015,484 $20,077,418
</TABLE>
See accompanying notes to financial statements.
-3-
<PAGE>
PDC 1997-D LIMITED PARTNERSHIP
(A West Virginia Limited Partnership)
Statement of Cash Flows
Six months ended June 30, 1998
(Unaudited)
<TABLE>
<S> <S>
Cash flows from operating activities:
Net loss $ (40,749)
Adjustments to reconcile net income to net cash
used by operating activities:
Depreciation, depletion, and amortization 185,806
Changes in operating assets and liabilities:
Increase in accounts receivable - oil and gas revenues (145,067)
Decrease in accrued expenses (18,886)
Net cash used by operating activities (18,896)
Net change in cash (18,896)
Cash at beginning of period 20,000
Cash at end of period $ 1,104
</TABLE>
See accompanying notes to financial statements.
-4-<PAGE>
PDC 1997-D LIMITED PARTNERSHIP
(A West Virginia Limited Partnership)
Notes to Financial Statements
(Unaudited)
1. Accounting Policies
Reference is hereby made to the Partnership's Annual Report on Form 10-K
for 1997, which contains a summary of significant accounting policies
followed by the Partnership in the preparation of its financial statements.
These policies were also followed in preparing the quarterly report
included herein.
2. Basis of Presentation
The Management of the Partnership believes that all adjustments (consisting
of only normal recurring accruals) necessary to a fair statement of the
results of such periods have been made. The results of operations for the
six months ended June 30, 1998 are not necessarily indicative of the
results to be expected for the full year.
3. Oil and Gas Properties
Oil and Gas Properties are reported on the successful efforts method.
-5-
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations
Liquidity and Capital Resources
The Partnership was funded with initial Limited and Additional General
Partner contributions of $18,519,579 and the Managing General Partner
contributed $4,028,009 in accordance with the Agreement. Syndication and
management fee costs of $2,407,545 were incurred leaving available capital
of $20,140,043 for Partnership activities.
The Partnership began exploration and development activities
subsequent to the funding of the Partnership and completed well drilling
activities by March 31, 1998. One hundred and one wells have been drilled,
of which ninety-five have been completed as producing wells.
Operations will be conducted with available funds and revenues
generated from oil and gas activities. No bank borrowings are anticipated.
The Partnership had net working capital at June 30, 1998 of $143,181.
The Partnership's revenues from oil and gas will be affected by
changes in prices. As a result of changes in federal regulations, gas
prices are highly dependent on the balance between supply and demand. The
Partnership's gas sales prices are subject to increase and decrease based
on various market sensitive indices.
Results of Operations
The Partnership had natural gas sales during the first six months of
1998 from fifty-two of the Partnership's producing wells. As of August 12,
1998, fifty-two of the Partnership's ninety-five productive wells were
producing natural gas. The remaining forty-three wells are scheduled to go
into production during the remainder of the third quarter of 1998. Cash
distributions to the partners commenced during the third quarter of 1998.
Year 2000 Issue
PDC, who administers all aspects of the Partnership, has assessed the
extent of Year 2000 Issues affecting PDC and the Partnership. PDC believes
that the new computer system, including operating software currently being
installed along with modifications being made by PDC's computer technicians
will address the dating system flaw inherent in most operating systems.
PDC does not currently expect to charge the Partnership for any portion of
PDC's cost to become Year 2000 Compliant.
New Accounting Standard
Statement of Accounting Standards No. 133, Accounting for
Derivative Instruments and Hedging Activities (SFAS No. 133), was
issued by the Financial Accounting Standards Board in June, 1998.
Statement 133 standardizes the accounting for derivative instruments,
including certain derivative instruments embedded in other contracts.
The Partnership must adopt SFAS No. 133 by January 1, 2000; however,
early adoption is permitted. On adoption, the provisions of SFAS No.
133 must be applied prospectively. The Partnership had not determined
the impact that SFAS No. 133 will have on its financial statements.
-6-
<PAGE>
CONFORMED COPY
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
None.
Item 6. Exhibits and Reports on Form 8-K
(a) None.
(b) No reports on Form 8-K have been filed during the quarter ended
June 30, 1998.
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.
PDC 1997-D Limited Partnership
(Registrant)
By its Managing General Partner
Petroleum Development Corporation
Date: August 12, 1998 /s/ Steven R. Williams
Steven R. Williams
President
Date: August 12, 1998 /s/ Dale G. Rettinger
Dale G. Rettinger
Executive Vice President
and Treasurer
-7-
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> JUN-30-1998
<CASH> 1,104
<SECURITIES> 0
<RECEIVABLES> 145,067
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 146,171
<PP&E> 20,120,043
<DEPRECIATION> 185,806
<TOTAL-ASSETS> 20,080,408
<CURRENT-LIABILITIES> 0
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 20,080,408
<SALES> 181,408
<TOTAL-REVENUES> 181,408
<CGS> 42,025
<TOTAL-COSTS> 221,431
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (40,023)
<INCOME-TAX> 0
<INCOME-CONTINUING> (40,023)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (40,023)
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
