================================================================================
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 10-Q
QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For quarter ended March 31, 1998 Commission file number 1-467
WILSHIRE OIL COMPANY OF TEXAS
-------------------------------------------------------
(Exact name of registrants as specified in its charter)
Delaware 84-0513668
- ------------------------------- -------------
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
921 Bergen Avenue - Jersey City, New Jersey 07306-4204
- ------------------------------------------- ----------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number - including area code (201) 420-2796
------------------------------------------------------------------
NO CHANGE
---------------------------------------------------
Former name, former address and former fiscal year,
if changed since last reports.
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 [_]
Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the close of the period by this report.
Common Stock $1 Par Value -----9,396,894
================================================================================
<PAGE>
WILSHIRE OIL COMPANY OF TEXAS
INDEX
Page No.
Part I Financial Information
Financial Information: 1
Condensed Consolidated Balance Sheets -
March 31, 1998 (Unaudited) and December 31, 1997
Consolidated Statements of Income - 2
(Unaudited) Three months ended March 31, 1998 and 1997
Consolidated Statements of Cash Flows - 3
(Unaudited) Three months ended March 31, 1998 and 1997
Notes to (Unaudited) Consolidated Financial Statements 4 & 5
Management's Discussion and Analysis 6, 7, & 8
of Financial Condition and Results of Operations
Part II Other Information 9
<PAGE>
WILSHIRE OIL COMPANY OF TEXAS AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(000'S OMITTED, EXCEPT SHARE DATA)
MARCH 31,
ASSETS 1998 DECEMBER 31,
------ (UNAUDITED) 1997
----------- ------------
CURRENT ASSETS
CASH AND CASH EQUIVALENTS $ 5,116 $ 5,534
ACCOUNTS RECEIVABLE 940 1,061
MARKETABLE SECURITIES, STATED AT
MARKET VALUE 16,197 17,947
PREPAID EXPENSES AND OTHER CURRENT ASSETS 1,098 949
-------- ---------
TOTAL CURRENT ASSETS 23,351 25,491
-------- ---------
PROPERTY AND EQUIPMENT
OIL AND GAS PROPERTIES, USING THE
FULL COST METHOD OF ACCOUNTING 134,454 133,509
REAL ESTATE PROPERTIES 52,337 50,901
OTHER PROPERTY AND EQUIPMENT 398 421
-------- ---------
187,189 184,831
LESS - ACCUMULATED DEPRECIATION,
DEPLETION AND AMORTIZATION 109,144 108,293
-------- ---------
78,045 76,538
-------- ---------
$101,396 $102,029
======== =========
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES
CURRENT PORTION OF LONG-TERM DEBT $ 3,300 $ 3,324
ACCOUNTS PAYABLE 1,563 1,856
ACCRUED AND OTHER LIABILITIES 1,754 3,110
-------- ---------
TOTAL CURRENT LIABILITIES 6,617 8,290
-------- --------
LONG - TERM DEBT, LESS CURRENT PORTION 51,018 51,587
-------- ---------
DEFERRED INCOME TAXES AND OTHER
NONCURRENT LIABILITIES 13,578 13,415
-------- ---------
SHAREHOLDERS' EQUITY
COMMON STOCK, $1 PAR VALUE,
15,000,000 SHARES AUTHORIZED;
10,013,544 SHARES ISSUED 10,014 10,014
CAPITAL IN EXCESS OF PAR VALUE 9,685 9,522
UNREALIZED GAIN ON MARKETABLE
SECURITIES ($3,732 IN 1998 AND $2,943
IN 1997), NET OF INCOME TAXES 2,053 1,619
RETAINED EARNINGS 15,047 14,267
-------- ---------
36,799 35,422
LESS -
TREASURY STOCK, 619,448 AND 888,724
SHARES IN 1998 AND 1997, AT COST 3,864 3,857
CUMULATIVE TRANSLATION ADJUSTMENT 2,752 2,828
-------- ---------
30,183 28,737
-------- ---------
$101,396 $102,029
======== =========
1
<PAGE>
WILSHIRE OIL COMPANY OF TEXAS AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(000'S OMITTED, EXCEPT SHARE DATA)
(UNAUDITED)
FOR THE THREE MONTHS ENDED
--------------------------
MARCH 31, MARCH 31,
1998 1997
---------- ----------
REVENUES
OIL & GAS $ 1,326 $ 1,420
REAL ESTATE 2,727 2,341
------- -------
TOTAL REVENUES 4,053 3,761
COSTS AND EXPENSES
OIL AND GAS PRODUCTION EXPENSES 593 583
REAL ESTATE OPERATING EXPENSES 1,608 1,324
DEPRECIATION, DEPLETION AND AMORTIZATION 851 843
GENERAL AND ADMINISTRATIVE 398 369
------- -------
TOTAL COSTS AND EXPENSES 3,450 3,119
------- -------
INCOME FROM OPERATIONS 603 642
OTHER INCOME (EXPENSE) 123 190
GAIN ON SALES OF MARKETABLE
SECURITIES (NOTE 3) 1,495 2,689
INTEREST EXPENSE (1,036) (923)
------- -------
INCOME BEFORE PROVISION
FOR INCOME TAXES 1,185 2,598
PROVISION FOR INCOME TAXES 405 882
------- -------
NET INCOME $ 780 $ 1,716
======= -------
BASIC EARNINGS PER COMMON SHARE $ .08 $ .18
------- -------
DILUTED EARNINGS PER
COMMON SHARE $ .08 $ .18
======= =======
2
<PAGE>
WILSHIRE OIL COMPANY OF TEXAS AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(000'S OMITTED)
(UNAUDITED)
FOR THE THREE MONTHS ENDED
--------------------------
MARCH 31, MARCH 31,
1998 1997
---------- ---------
CASH FLOWS FROM OPERATING ACTIVITIES
NET INCOME $ 780 $ 1,716
ADJUSTMENTS TO RECONCILE NET INCOME TO NET
CASH USED IN OPERATING ACTIVITIES -
DEPRECIATION, DEPLETION AND AMORTIZATION 851 843
DEFERRED INCOME TAX PROVISION (194) --
AMORTIZATION (ADJUSTMENT) OF DEFERRED AND
UNEARNED COMPENSATION IN CONNECTION
WITH NON-QUALIFIED STOCK OPTION PLAN, NET 163 58
GAIN ON SALES OF MARKETABLE SECURITIES (1,495) (2,689)
FOREIGN CURRENCY TRANSACTIONS -- --
CHANGES IN OPERATING ASSETS AND LIABILITIES -
(INCREASE) DECREASE IN RECEIVABLES 121 (125)
(INCREASE) IN PREPAID EXPENSES AND OTHER
CURRENT ASSETS (149) (3)
INCREASE (DECREASE) IN ACCOUNTS PAYABLE,
ACCRUED AND OTHER LIABILITIES (1,649) (247)
------- -------
NET CASH PROVIDED BY (USED IN)
OPERATING ACTIVITIES $(1.572) $ (447)
------- -------
CASH FLOWS FROM INVESTING ACTIVITIES
CAPITAL EXPENDITURES, NET (2,358) (1,255)
PURCHASES OF MARKETABLE SECURITIES (35) --
PROCEEDS FROM SALES AND REDEMPTIONS OF SECURITIES 4,070 2,891
------- -------
NET CASH PROVIDED BY (USED IN)
INVESTING ACTIVITIES $ 1,677 $ 1,636
------- -------
CASH FLOWS FROM FINANCING ACTIVITIES
PROCEEDS FROM ISSUANCE OF LONG TERM DEBT 1,105 578
PRINCIPAL PAYMENT OF LONG TERM DEBT (1,698) (1,534)
PURCHASE OF TREASURY STOCK (7) --
EXERCISE OF STOCK OPTIONS -- 108
OTHER -- --
------- -------
NET CASH PROVIDED BY (USED IN)
FINANCING ACTIVITIES $ (600) ($ 848)
------- -------
EFFECT OF EXCHANGE RATE CHANGES ON CASH 77 (25)
------- -------
NET INCREASE (DECREASE) IN CASH AND
CASH EQUIVALENTS (418) 316
CASH AND CASH EQUIVALENTS AT
BEGINNING OF PERIOD 5,534 1,192
------- -------
CASH AND CASH EQUIVALENTS AT
END OF PERIOD $ 5,116 $ 1,508
------- -------
SUPPLEMENTAL DISCLOSURES TO THE
STATEMENTS OF CASH FLOWS:
CASH PAID DURING THE PERIOD FOR -
INTEREST $ 1,013 $ 939
INCOME TAXES $ 1,042 $ 1,158
3
<PAGE>
WILSHIRE OIL COMPANY OF TEXAS
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
MARCH 31, 1998 (UNAUDITED)
1. FINANCIAL STATEMENTS
THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS INCLUDED HEREIN HAVE BEEN
PREPARED BY THE REGISTRANT, WITHOUT AUDIT, PURSUANT TO THE RULES AND
REGULATIONS OF THE SECURITIES AND EXCHANGE COMMISSION. CERTAIN INFORMATION
AND FOOTNOTE DISCLOSURES NORMALLY INCLUDED IN FINANCIAL STATEMENTS PREPARED
IN ACCORDANCE WITH GENERALLY ACCEPTED ACCOUNTING PRINCIPLES HAVE BEEN
CONDENSED OR OMITTED PURSUANT TO SUCH RULES AND REGULATIONS, ALTHOUGH THE
REGISTRANT BELIEVES THAT THE DISCLOSURES ARE ADEQUATE TO MAKE THE
INFORMATION PRESENTED NOT MISLEADING. IT IS SUGGESTED THAT THESE CONDENSED
CONSOLIDATED FINANCIAL STATEMENTS BE READ IN CONJUNCTION WITH THE FINANCIAL
STATEMENTS AND THE NOTES THERETO INCLUDED IN THE COMPANY'S LATEST ANNUAL
REPORT ON FORM 10-K. THIS CONDENSED FINANCIAL INFORMATION REFLECTS, IN THE
OPINION OF MANAGEMENT, ALL ADJUSTMENTS NECESSARY TO PRESENT FAIRLY THE
RESULTS FOR THE INTERIM PERIODS. THE RESULTS OF OPERATIONS FOR SUCH INTERIM
PERIODS ARE NOT NECESSARILY INDICATIVE OF THE RESULTS FOR THE FULL YEAR.
2. DESCRIPTION OF BUSINESS:
WILSHIRE OIL COMPANY OF TEXAS IS A DIVERSIFIED CORPORATION ENGAGED IN OIL
AND GAS EXPLORATION AND PRODUCTION AND REAL ESTATE OPERATIONS. THE
COMPANY'S OIL AND GAS OPERATIONS ARE CONDUCTED BOTH IN ITS OWN NAME AND
THROUGH SEVERAL WHOLLY-OWNED SUBSIDIARIES IN THE UNITED STATES AND CANADA.
CRUDE OIL AND NATURAL GAS PRODUCTIONS ARE SOLD TO OIL REFINERIES AND
NATURAL GAS PIPELINE COMPANIES. THE COMPANY'S REAL ESTATE HOLDINGS ARE
LOCATED IN THE STATES OF ARIZONA, FLORIDA, NEW JERSEY, TEXAS AND GEORGIA.
THE COMPANY ALSO MAINTAINS INVESTMENTS IN MARKETABLE SECURTIES.
3. GAIN ON SALES OF MARKETABLE SECURITIES
THE COMPANY REALIZED GAINS FROM THE SALES OF MARKETABLE SECURITIES OF
$1,495,000 FOR THE THREE MONTHS ENDED MARCH 31, 1998 AND $2,689,000 FOR THE
THREE MONTHS ENDED MARCH 31, 1997.
4. COMPREHENSIVE INCOME
EFFECTIVE JANUARY 1, 1998, THE COMPANY ADOPTED THE PROVISIONS OF STATEMENT
OF FINANCIAL ACCOUNTING STANDARDS NO. 130, "REPORTING COMPREHENSIVE
INCOME", WHICH MODIFIES THE FINANCIAL STATEMENT PRESENTATION OF
COMPREHENSIVE INCOME AND ITS COMPONENTS. RECLASSIFICATION OF FINANCIAL
STATEMENTS FOR EARLIER PERIODS IS REQUIRED.
4
<PAGE>
COMPREHENSIVE INCOME, REPRESENTING ALL CHANGES IN SHAREHOLDERS' EQUITY
DURING THE PERIOD, OTHER THAN CHANGES RESULTING FROM THE COMPANY'S COMMON
STOCK, FOR THE THREE MONTHS ENDED MARCH 31, 1998 AND 1997 IS AS FOLLOWS:
1998 1997
---------- ----------
NET INCOME $ 780,000 $1,716,000
OTHER COMPREHENSIVE INCOME (LOSS), NET OF TAXES
FOREIGN CURRENCY TRANSLATION ADJUSTMENTS 76,000 (25,000)
UNREALIZED GAIN ON AVAILABLE-FOR-SALE
SECURITIES 1,421,000 893,000
LESS: RECLASSIFICATION ADJUSTMENT FOR GAINS
INCLUDED IN NET INCOME, NET OF INCOME
TAX EFFECT OF $508,000 AND $914,000
IN 1998 AND 1997, RESPECTIVELY (987,000) (1,775,000)
---------- -----------
OTHER COMPREHENSIVE INCOME (LOSS) 510,000 (907,000)
---------- -----------
COMPREHENSIVE INCOME $1,290,000 $ 809,000
----------- -----------
5. EARNINGS PER SHARE
IN 1997, THE FINANCIAL ACCOUNTING STANDARDS BOARD ISSUED STATEMENT OF
FINANCIAL ACCOUNTING STANDARDS NO. 128, "EARNINGS PER SHARE" (SFAS NO.
128), WHICH REQUIRES PRESENTATION IN THE CONSOLIDATED STATEMENT OF INCOME
OF BOTH BASIC AND DILUTED EARNINGS PER SHARE. EARNINGS PER SHARE AMOUNTS
HAVE BEEN PRESENTED, AND WHERE APPROPRIATE, RESTATED TO CONFORM TO THE SFAS
NO. 128 REQUIREMENTS.
THE FOLLOWING TABLE SETS FORTH THE COMPUTATION OF BASIC AND DILUTED
EARNINGS PER SHARE- THREE MONTHS ENDED MARCH 31,
1998 1997
---------- ----------
NUMERATOR-
NET INCOME $ 780,000 $1,716,000
========== ==========
DENOMINATOR-
WEIGHTED AVERAGE COMMON SHARES
OUTSTANDING - BASIC 9,414,864 9,329,735
INCREMENTAL SHARES FROM ASSUMED
CONVERSIONS OF STOCK OPTIONS 74,745 68,554
---------- ----------
WEIGHTED AVERAGE COMMON SHARES
OUTSTANDING - DILUTED 9,489,609 9,398,289
========== ==========
BASIC EARNINGS PER SHARE $ 0.08 $ 0.18
DILUTED EARNINGS PER SHARE $ 0.08 $ 0.18
5
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
NET INCOME FOR THE QUARTER ENDED MARCH 31 WAS $780,000 IN 1998 AS COMPARED
TO $1,716,000 IN 1997.
CONSOLIDATED REVENUES FOR THE QUARTER ENDED MARCH 31 INCREASED FROM
$3,761,000 IN 1997 TO $4,053,000 IN 1998. OIL AND GAS REVENUES DECREASED FROM
$1,420,000 IN 1997 TO $1,326,000 IN 1998, DUE TO DECLINES IN THE PRICE OF CRUDE
OIL. REAL ESTATE REVENUES INCREASED FROM $2,341,000 IN 1997 TO $2,727,000 IN
1998. THIS INCREASE IS DUE TO HIGHER RENTS AND THE OPERATIONS OF THE PROPERTIES
ACQUIRED IN 1997.
TOTAL COSTS AND EXPENSES FOR THE QUARTER ENDED MARCH 31 WERE $3,450,000 IN
1998 COMPARED WITH $3,119,000 IN 1997. OIL AND GAS PRODUCTION EXPENSE INCREASED
BY $10,000, REAL ESTATE OPERATING EXPENSES INCREASED BY $284,000, DEPRECIATION,
DEPLETION AND AMORTIZATION INCREASED BY $8,000, AND GENERAL AND ADMINISTRATIVE
EXPENSES INCREASED BY $29,000. THE INCREASE IN REAL ESTATE OPERATING EXPENSES IS
ATTRIBUTABLE TO THE PROPERTIES ACQUIRED IN 1997.
GAIN ON SALES OF MARKETABLE SECURITIES WAS $1,495,000 IN 1998 AS COMPARED
WITH $2,689,000 IN 1997. THE COMPANY REALIZED $1.2 MILLION LESS IN GAINS IN 1998
THAN IN 1997.
INTEREST EXPENSE WAS $1,036,000 IN THE FIRST QUARTER OF 1998 AS COMPARED
WITH TO $923,000 IN 1997. THIS INCREASE IN INTEREST EXPENSE IS ATTRIBUTABLE TO
NEW FIRST-MORTGAGE INDEBTNESS ASSOCIATED WITH THE COMPANY'S REAL ESTATE
ACQUISITIONS DURING THE PAST TWELVE MONTHS.
THE PROVISION FOR INCOME TAXES INCLUDES FEDERAL, STATE AND CANADIAN TAXES.
DIFFERENCES BETWEEN THE EFFECTIVE TAX RATE AND THE STATUTORY INCOME TAX RATES
ARE PRINCIPALLY DUE TO FOREIGN RESOURCE TAX CREDITS IN CANADA AND THE DIVIDEND
EXCLUSION IN THE UNITED STATES.
6
<PAGE>
LIQUIDITY AND CAPITAL RESOURCES
AT MARCH 31, 1998 THE COMPANY HAD APPROXIMATELY $12.5 MILLION IN MARKETABLE
SECURITIES AT COST, WITH A MARKET VALUE OF APPROXIMATELY $16.2 MILLION. THE
CURRENT RATIO AT MARCH 31, 1998 WAS 3.53 TO 1, WHICH MANAGEMENT CONSIDERS
ADEQUATE FOR THE COMPANY'S CURRENT BUSINESS. THE COMPANY'S WORKING CAPITAL WAS
APPROXIMATELY $17 MILLION AT MARCH 31, 1998.
THE COMPANY ANTICIPATES THAT CASH PROVIDED BY OPERATING ACTIVITIES AND
INVESTING ACTIVITIES WILL BE SUFFICIENT TO MEET ITS CAPITAL REQUIREMENTS TO
ACQUIRE OIL AND GAS PROPERTIES AND TO DRILL AND EVALUATE THESE AND OTHER OIL AND
GAS PROPERTIES PRESENTLY HELD BY THE COMPANY. THE LEVEL OF OIL AND GAS CAPITAL
EXPENDITURES WILL VARY IN FUTURE PERIODS DEPENDING ON MARKET CONDITIONS,
INCLUDING THE PRICE OF OIL AND THE DEMAND FOR NATURAL GAS, AND OTHER RELATED
FACTORS. AS THE COMPANY HAS NO MATERIAL LONG-TERM COMMITMENTS WITH RESPECT TO
ITS OIL AND GAS CAPITAL EXPENDITURE PLANS, THE COMPANY HAS A SIGNIFICANT DEGREE
OF FLEXIBILITY TO ADJUST THE LEVEL OF ITS EXPENDITURES AS CIRCUMSTANCES WARRANT.
THE COMPANY PLANS TO ACTIVELY CONTINUE ITS EXPLORATION AND PRODUCTION
ACTIVITIES AS WELL AS SEARCH FOR THE ACQUISITION OF OIL AND GAS PRODUCING
PROPERTIES AND OF COMPANIES WITH DESIRABLE OIL AND GAS PRODUCING PROPERTIES.
THERE CAN BE NO ASSURANCE THAT THE COMPANY WILL IN FACT LOCATE ANY SUCH
ACQUISITIONS.
DURING THE FIRST QUARTER OF 1998, THE COMPANY ACQUIRED A REAL ESTATE
PROPERTY FROM THE TRUST COMPANY OF NEW JERSEY ("TCNJ") AT A PURCHASE PRICE OF
APPROXIMATELY $1,300,000. THIS TRANSACTION WAS FINANCED BY A FIRST-MORTGAGE LOAN
FROM TCNJ. THE COMPANY WILL EXPLORE OTHER REAL ESTATE ACQUISITIONS AS THEY
ARISE. THE TIMING OF ANY SUCH ACQUISITION WILL DEPEND ON, AMONG OTHER THINGS,
ECONOMIC CONDITIONS AND THE FAVORABLE EVALUATION OF SPECIFIC OPPORTUNITIES
PRESENTED TO THE COMPANY. THE COMPANY IS CURRENTLY PLANNING FURTHER ACQUISITIONS
OF INVESTMENT PROPERTIES DURING THE NEXT YEAR. ACCORDINGLY, WHILE THE COMPANY
ANTICIPATES THAT IT WILL ACTIVELY EXPLORE THESE AND OTHER REAL ESTATE
ACQUISITION OPPORTUNITIES, NO ASSURANCE CAN BE GIVEN THAT ANY SUCH ACQUISITION
WILL OCCUR.
NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES WAS ($1,572,000) IN
1998 AND $(447,000) IN 1997. THE DECREASE IN 1998 WAS PRIMARILY DUE TO CHANGES
IN OPERATING ASSETS AND LIABILITIES.
NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES WAS $1,677,000 IN 1998
AND $1,636,000 IN 1997. THE VARIATIONS PRINCIPALLY RELATE TO PURCHASES OF REAL
ESTATE PROPERTIES AND TRANSACTIONS IN SECURITIES. PURCHASES OF REAL ESTATE
PROPERTIES AMOUNTED TO $1,300,000 IN 1998 AND $680,000 IN 1997. PROCEEDS FROM
SALES AND REDEMPTIONS OF SECURITIES AMOUNTED TO $4,070,000 IN 1998 AND
$2,891,000 IN 1997. INCLUDED IN THIS AMOUNT FOR 1998 IS A REDEMPTION OF 7,500
SHARES, AT PAR, AGGREGATING $750,000 OF PREFERRED STOCK OF TCNJ.
7
<PAGE>
NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES WAS ($600,000) IN 1998
AND $(848,000) IN 1997. THE VARIATION PRINCIPALLY RELATES TO THE ISSUANCE OF
LONG-TERM DEBT IN CONNECTION WITH THE PURCHASES OF REAL ESTATE PROPERTIES DURING
THE RESPECTIVE QUARTERS AS WELL AS PRINCIPAL PAYMENTS OF LONG-TERM DEBT.
THE COMPANY BELIEVES IT HAS ADEQUATE CAPITAL RESOURCES TO FUND OPERATIONS
FOR THE FORESEEABLE FUTURE.
"YEAR 2000 ISSUE"
THE COMPANY CONTINUES TO EVALUATE WHAT EFFECTS, IF ANY, YEAR 2000 ISSUES
MAY HAVE ON ITS OPERATIONS. AT PRESENT, THE COMPANY DOES NOT BELIEVE SUCH ISSUES
WILL HAVE ANY MATERIAL ADVERSE EFFECT IN ITS OPERATIONS, LIQUIDITY OR ON ITS
CONSOLIDATED FINANCIAL STATEMENTS.
FOWARD-LOOKING STATEMENTS
THIS REPORT ON FORM 10-Q FOR THE QUARTER ENDED MARCH 31, 1998 CONTAINS
FORWARD-LOOKING STATEMENTS WITHIN THE MEANING OF THE PRIVATE SECURITIES
LITIGATION REFORM ACT OF 1995. ALL STATEMENTS INCLUDED HEREIN OTHER THAN
STATEMENTS OF HISTORICAL FACT ARE FORWARD-LOOKING STATEMENTS. ALTHOUGH THE
COMPANY BELIEVES THAT THE UNDERLYING ASSUMPTIONS AND EXPECTATIONS REFLECTED IN
SUCH FORWARD-LOOKING STATEMENTS ARE REASONABLE, IT CAN GIVE NO ASSURANCE THAT
SUCH EXPECTATIONS WILL PROVE TO BE CORRECT. THE COMPANY'S BUSINESS AND PROSPECTS
ARE SUBJECT TO A NUMBER OF RISKS WHICH COULD CAUSE ACTUAL RESULTS TO DIFFER
MATERIALLY FROM THOSE REFLECTED IN SUCH FORWARD-LOOKING STATEMENTS, INCLUDING
VOLATILITY OF OIL & GAS PRICES, THE NEED TO DEVELOP AND REPLACE RESERVES, RISKS
INVOLVED IN EXPLORATION AND DRILLING, UNCERTAINTIES ABOUT ESTIMATES OF RESERVES,
ENVIRONMENTAL RISKS RELATING TO THE COMPANY'S OIL & GAS AND REAL ESTATE
PROPERTIES, COMPETITION, THE SUBSTANTIAL CAPITAL EXPENDITURES REQUIRED TO FUND
THE COMPANY'S OIL & GAS AND REAL ESTATE OPERATIONS, MARKET AND ECONOMIC CHANGES
IN AREAS WHERE THE COMPANY HOLDS REAL ESTATE PROPERTIES, INTEREST RATE
FLUCTUATIONS, GOVERNMENT REGULATION, AND THE ABILITY OF THE COMPANY TO IMPLEMENT
ITS BUSINESS STRATEGY.
8
<PAGE>
PART II - OTHER INFORMATION
ITEM 1, 2, 3, 4, 5 -- NOT APPLICABLE
ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K
NO FORM 8-K WAS FILED DURING THE QUARTER ENDED MARCH 31, 1998
9
<PAGE>
S I G N A T U R E S
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.
WILSHIRE OIL COMPANY OF TEXAS
-----------------------------
(REGISTRANT)
DATE: MAY 14, 1998 BY: /S/ S. WILZIG IZAK
------------ -------------------------
S. WILZIG IZAK
CHAIRMAN OF THE BOARD AND
CHIEF EXECUTIVE OFFICER
(DULY AUTHORIZED OFFICER AND
CHIEF FINANCIAL OFFICER)
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> MAR-31-1998
<CASH> 5,116,000
<SECURITIES> 16,197,000
<RECEIVABLES> 940,000
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 23,351,000
<PP&E> 187,189,000
<DEPRECIATION> 109,144,000
<TOTAL-ASSETS> 101,396,000
<CURRENT-LIABILITIES> 6,617,000
<BONDS> 0
0
0
<COMMON> 10,014,000
<OTHER-SE> 20,169,000
<TOTAL-LIABILITY-AND-EQUITY> 30,183,000
<SALES> 1,326,000
<TOTAL-REVENUES> 4,053,000
<CGS> 593,000
<TOTAL-COSTS> 3,450,000
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 1,036,000
<INCOME-PRETAX> 1,185,000
<INCOME-TAX> 405,000
<INCOME-CONTINUING> 780,000
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 780,000
<EPS-PRIMARY> .08
<EPS-DILUTED> .08
</TABLE>
