<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
----------------------
FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended December 31,1996
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 1-7836
SAGE ENERGY COMPANY
------------------------------
(Exact Name of Registrant as Specified in Its Chapter)
DELAWARE 75-1542170
- -------------------------------- -----------------------------------
(State or other jurisdiction of (I.R.S. Employer Identification
incorporation or organization) Number)
10101 Reunion Place, Suite 800, San Antonio, Texas 78216-4158
- ----------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, include area code (210) 340-2288
--------------------
Indicate by checkmark 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
------- ------
1,399 shares of $.01 par value common stock were outstanding at February 14,
1997.
<PAGE> 2
SAGE ENERGY COMPANY
INDEX
PART I. FINANCIAL INFORMATION PAGE NUMBER
-----------
Item 1. Financial Statements
Balance Sheets -
December 31, 1996 (Unaudited)
and June 30, 1996 1-2
Statements of Income and
Retained Earnings - Six months and
three months ended December 31, 1996
and 1995 (Unaudited) 3
Statements of Cash Flow - Six months
ended December 31, 1996 and 1995
(Unaudited) 4
Notes to Financial Statements 5-6
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of
Operations 7-11
PART II OTHER INFORMATION
Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY 12
HOLDERS
Item 6. EXHIBITS AND REPORTS ON FORM 8-K 12
Signatures 13
<PAGE> 3
SAGE ENERGY COMPANY
10101 Reunion Place, Suite 800
San Antonio, Texas 78216-4158
--------------------------------------------------------------------
QUARTERLY REPORT
Pursuant to Section 13 or 15 (d) of the
Securities Exchange Act of 1934
FORM 10-Q
--------------------------------------------------------------------
PART I
FINANCIAL INFORMATION
--------------------------------------------------------------------
<PAGE> 4
SAGE ENERGY COMPANY
Balance Sheets
(In Thousands, Except Share Data)
<TABLE>
<CAPTION>
December 31, June 30,
1996 1996
------------ --------
<S> <C> <C>
Assets
Current assets:
Cash and cash equivalents $ 5,260 $ 7,966
Accounts receivable
Trade 2,816 3,561
Oil and gas sales 8,045 6,839
Federal income tax receivable 362 -
Inventories - well and production
equipment, at cost 1,548 1,333
Prepaid expenses 225 88
-------- --------
Total current assets 18,256 19,787
-------- --------
Property, plant and equipment, at cost:
Producing oil and gas properties
(successful efforts method) 120,212 119,550
Undeveloped properties 5,684 4,812
Drilling equipment 5,322 5,096
Other 3,035 3,038
-------- --------
134,253 132,496
Less accumulated depreciation and
depletion (103,396) (102,355)
-------- --------
30,857 30,141
-------- --------
Other assets, at cost, net of accumulated
amortization 139 247
-------- --------
$ 49,252 $ 50,175
======== ========
</TABLE>
The accompanying notes are an integral part
of these financial statements.
1
<PAGE> 5
SAGE ENERGY COMPANY
Balance Sheets
(In Thousands, Except Share Data)
<TABLE>
<CAPTION>
December 31, June 30,
1996 1996
------- -------
<S> <C> <C>
Liabilities and Stockholder's Equity
Current liabilities:
Accounts payable, trade $ 3,345 $ 2,765
Accrued liabilities 7,731 6,331
Federal income taxes payable - 555
State income taxes payable 711 435
------- -------
Total current liabilities 11,787 10,086
Bonds payable 10,698 18,030
Deferred income taxes 4,480 3,823
------- -------
Total liabilities 26,965 31,939
------- -------
Stockholder's equity:
Common stock, $.0l par value; authorized
12,000 shares; issued 1,399 shares - -
Additional paid-in capital 14 14
Retained earnings 22,273 18,222
------- -------
Total stockholder's equity 22,287 18,236
Contingent liabilities
------- -------
$49,252 $50,175
======= =======
</TABLE>
The accompanying notes are an integral part
of these financial statements.
2
<PAGE> 6
SAGE ENERGY COMPANY
Statements of Income and Retained Earnings
(In Thousands, Except per Share and Share Data)
<TABLE>
<CAPTION>
Six Months Ended Three Months Ended
December 31, December 31,
------------------ ------------------
1996 1995 1996 1995
---- ---- ---- ----
<S> <C> <C> <C> <C>
Revenues:
Oil and gas sales $17,248 $11,911 $ 8,865 $ 6,117
Contract drilling 641 987 375 618
Interest and other income 1,557 523 (470) 136
------- ------- ------- -------
Total revenues 19,446 13,421 8,770 6,871
------- ------- ------- -------
Costs and expenses:
Oil and gas operations
Production taxes 766 579 397 292
Production costs 3,828 3,628 2,305 1,742
Nonproductive exploration
and property abandonment costs 1,049 291 121 68
------- ------- ------- -------
5,643 4,498 2,823 2,102
Contract drilling direct costs 438 763 244 512
Depreciation, depletion and
amortization 3,348 3,332 1,614 1,592
Geological and geophysical 187 130 38 90
General and administrative 2,133 1,802 1,229 1,248
Interest 656 780 276 386
------- ------- ------- -------
Total costs and expenses 12,405 11,305 6,224 5,930
------- ------- ------- -------
Income from operations before income taxes 7,041 2,116 2,546 941
Income tax expense (benefit):
Federal - current 2,173 252 905 (13)
State - current 178 32 84 17
Deferred 657 377 405 296
------- ------- ------- -------
3,008 661 1,394 300
------- ------- ------- -------
Income before extraordinary item 4,033 1,455 1,152 641
Extraordinary item - debenture retirement
(net of income taxes of $12) 18 41 - 41
------- ------- ------- -------
Net income 4,051 1,496 1,152 682
Retained earnings:
Beginning 18,222 13,796 21,121 14,610
------- ------- ------- -------
Ending $22,273 $15,292 $22,273 $15,292
======= ======= ======= =======
Income per common share before
extraordinary item $ 2,883 $ 1,040 $ 823 $ 458
Extraordinary item 13 29 - 29
------- ------- ------- -------
Net income per common share $ 2,896 1,069 $ 823 $ 487
======= ======= ======= =======
Weighted average number of shares 1,399 1,399 1,399 1,399
======= ======= ======= =======
</TABLE>
The accompanying notes are an integral part
of these financial statements.
3
<PAGE> 7
SAGE ENERGY COMPANY
Statements of Cash Flows
(In Thousands)
<TABLE>
<CAPTION>
Six months ended
December 31,
---------------------
1996 1995
------- -------
<S> <C> <C>
Cash flows from operating activities
Net income $ 4,051 $ 1,496
------- -------
Adjustments to reconcile net income to
net cash provided by operating activities:
Extraordinary item before income taxes 30 59
Depreciation, depletion and
amortization 3,348 3,332
Loss (gain) on disposition of assets (634) (651)
Deferred income taxes 657 377
Changes in current assets and
liabilities:
Accounts receivable (461) (2,483)
Federal income tax receivable (362) 267
Inventories (215) 359
Prepaid expenses (137) 38
Other assets 95 -
Accounts payable 580 1,162
Accrued liabilities 1,400 1,251
Federal income taxes payable (555) -
State income taxes payable 276 35
------- -------
Total adjustments 4,022 3,746
------- -------
Net cash provided by
operating activities 8,073 5,242
------- -------
Cash flows from investing activities:
Proceeds from sales of assets 2,869 2,001
Capital expenditures (6,316) (5,187)
------- -------
Net cash used in investing
activities (3,447) (3,186)
------- -------
Cash flows from financing activities:
Long-term debt retired (7,332) (500)
------- -------
Net cash used in
financing activities (7,332) (500)
------- -------
Net increase (decrease) in cash and cash equivalents (2,706) 1,556
Cash and cash equivalents:
Beginning of period 7,966 3,104
------- -------
End of period $ 5,260 $ 4,660
======= =======
</TABLE>
The accompanying notes are an integral part
of these financial statements.
4
<PAGE> 8
SAGE ENERGY COMPANY
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1996
NOTE 1
In the opinion of management of the Company, the accompanying unaudited
financial statements contain all adjustments (consisting of only normal
recurring accruals) necessary to present fairly the financial position as of
December 31, 1996, and the results of operations and cash flows for the six
months then ended. The results of operations for the six-month period and
three-month period ended December 31, 1996 are not necessarily indicative of
the results to be expected for the full fiscal year.
NOTE 2
During March, 1995, the Financial Accounting Standards Board issued Statement
of Financial Accounting Standards No. 121, "Accounting for the Impairment of
Long-Lived Assets and for Long Lived Assets to Be Disposed Of." Statement 121
requires that long-lived assets and certain identifiable intangibles to be held
and used by an entity be reviewed for impairment whenever events or changes in
circumstances indicate that the carrying amount of an asset may not be
recoverable. Furthermore, Statement 121 also requires that long-lived assets
and certain identifiable intangibles to be disposed of be reported at the lower
of carrying amount or fair value less cost to sell, except for assets that are
covered by APB Opinion 30. The Company has adopted Statement 121 in the fiscal
year beginning July 1, 1996. However, there is no impact on the Company's
financial position or results of operations upon adoption.
NOTE 3
The Second Amended and Restated Credit Agreement provides a revolving credit
facility under which the Company may borrow from time to time through June 30,
1997 an amount referenced to the Company's "borrowing base," but not to exceed
$3,000,000. The borrowing base is generally determined by the value of the
company's oil and gas properties. As of December 31, 1996, there was no
outstanding term loan and there were no borrowings outstanding with respect to
the revolving credit facility.
NOTE 4
During the six-month period ended December 31, 1996, the Company redeemed
$7,332,000 of its outstanding convertible subordinated Debentures. Of the
redeemed Debentures, $7,000,000 was effected at a price equal to 100% of the
principal amount of each Debenture so redeemed.
NOTE 5
During the six-month period ended December 31, 1995, the Company sold all of
its producing properties in the state of Oklahoma for an aggregate
consideration of $925,000. The sale resulted in a gain of approximately
$489,000 before income taxes which has been included in interest and other
income in the accompanying statements of income. During the six-month period
ended December 31, 1996, the Company sold several undeveloped prospects in
North Dakota for an aggregate consideration of $2,024,000. The sale resulted
in a gain of approximately $1,653,000 before income taxes. The Company also
sold some producing properties in New Mexico for an aggregate consideration of
$35,000 before income taxes. The sale resulted in a loss of approximately
$536,000 before income taxes. The net gain has been included in interest and
other income in the accompanying statements of income.
5
<PAGE> 9
NOTE 6
The Company is involved in various claims and legal actions arising in the
ordinary course of business. Management believes the ultimate disposition of
these matters will have no material adverse effect on the financial condition
or results of operations of the Company.
6
<PAGE> 10
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations.
Financial Position
December 31, 1996 and June 30, 1996
The Company's current ratio was 1.55 to 1 at December 31, 1996 as
compared to the June 30, 1996 current ratio of 1.96 to 1. Cash on hand at
December 31, 1996 was $5,260,000 and $7,966,000 at June 30, 1996. There is
presently no outstanding indebtedness under the Company's Restated Credit
Agreement with Texas Commerce Bank ("the Bank") (discussed under "Liquidity and
Capital Resources").
During the quarter ended December 31, 1996, the Company used cash from
operations to, among other things, drill and rework wells and acquire leases
and related properties for drilling and repurchase certain of its outstanding 8
1/2 % Subordinated Debentures due 2005 ("Debentures") of $7,000,000 in
principal amount (see Liquidity and Capital Resources). Specifically, the
Company spent approximately $3,264,000 for capital expenditures as described
below.
The Company's net fixed assets increased during the second quarter of
fiscal 1997 primarily as a result of additions to the Company's producing oil
and gas properties which resulted from drilling and recompletion work, and from
acquisitions of leases. (See discussion under the heading "Liquidity and
Capital Resources"). This increase was partially offset by depletion and
depreciation charges of $1,608,000 and by write-offs of plugged and abandoned
properties, non productive properties, and expired leases of approximately
$8,000. Only one of the Company's drilling rigs was active during the second
quarter of fiscal 1997.
In March, 1995, the Financial Accounting Standards Board issued
Statement of Financial Accounting Standards No. 121, "Accounting for the
Impairment of Long-Lived Assets and for Long-Lived Assets to Be Disposed Of."
Statement 121 requires that long-lived assets and certain identifiable
intangibles to be held and used by an entity be reviewed for impairment
whenever events or changes in circumstances indicate that the carrying amount
of an asset may not be recoverable. Furthermore, Statement 121 also requires
that long-lived assets and certain identifiable intangibles to be disposed of
be reported at the lower of carrying amount or fair value less cost to sell,
except for assets that are covered by APB Opinion 30. The Company adopted
Statement 121 for the fiscal year beginning July 1, 1996. However, there is no
impact on the Company's financial position or the results of operations upon
adoption.
Results of Operations
Three Months Ended December 31, 1996 and December 31, 1995
The Company's oil and gas revenues were higher in the second quarter
of fiscal 1997 than the prior comparable quarter a year ago primarily as a
result of higher oil and gas prices. Average oil and gas prices were
significantly higher than the prior comparable quarter, $23.95 vs. $17.16 per
barrel and $3.00 vs. $1.86 per Mcf, which amounts to an approximate revenue
increase of $2,941,000. Interest and other income decreased primarily as the
result of a loss on the sale of certain New Mexico properties for $35,000 which
generated a loss before taxes of $536,000. Production costs increased due to
higher fracturing costs.
7
<PAGE> 11
Interest expense at December 31, 1996 decreased as compared to the
prior comparable quarter due to decreased debt. The Company reacquired and
cancelled $7,000,000 in principal amount of its outstanding Debentures on
November 1, 1996 thus decreasing the aggregate annual interest expense
attributable to the Debentures by $595,000. The Company reacquired and
cancelled Debentures of $500,000 in principal amount in the same comparable
quarter a year ago. Although the Company may in the future consider redeeming
additional Debentures, it may also incur additional indebtedness under its
revolving line of credit to finance its exploration, development, and possible
property acquisition activities. Interest expense will further increase during
the periods in which such indebtedness is incurred and outstanding.
The Company completed four (4) new producing well(s) as operator in
the second quarter of fiscal 1997 and re- entered, recompleted, reworked or
participated in a number of others. Substantially all of the Company's
revenues and cash derived from operations came from oil and gas sales. The
Company's profitability depends in large part on its ability to find or
purchase and efficiently produce oil and gas reserves. In addition,
profitability is heavily affected by oil and gas prices.
Results of Operations
Six Months Ended December 31, 1996 and December 31, 1995
A comparison of the Company's operations from the six-month periods
ended December 31, 1996 and December 31, 1995 can generally be made on the same
basis as the comparison of the three-month periods discussed above. The
reasons for the operating income (loss) and the factors affecting profitability
are generally the same, except for the following additional factors.
Interest and other income increased from the prior comparable quarter
a year ago due to the Company's sale of certain North Dakota properties for a
total consideration of approximately $2,024,000 resulting in a gain of
approximately $1,653,000 before tax effect. In the same period a year ago, the
Company also sold its Oklahoma gas properties generating a gain of $489,000
before tax effect. Non-productive exploration and property abandonment costs
were higher than the same period a year ago due to undeveloped property
write-offs and dry hole costs.
Liquidity and Capital Resources
The Company's long-term debt at December 31, 1996 consisted of its
Debentures which had an aggregate outstanding balance of $10,698,000. On
November 1, 1996, the Company redeemed $7,000,000 in principal amount of its
outstanding Debentures. The redemption was carried out in accordance with the
terms of such securities and was effected at a price equal to 100% of the
principal amount of each Debenture so redeemed. It is expected that although
the redemption will significantly and adversely affect the Company's liquidity
in the short term, the Company's liquidity, over time, will be enhanced as a
result of the elimination of approximately $595,000 in annual interest
payments. In addition, absent further redemptions (or other acquisition and
retirement of Debentures), the Company would be required to make sinking fund
payments in fiscal 2002. The Debentures are convertible into cash at the rate
of $260 per every $1,000 in principal amount of Debentures.
Under the Company's Restated Credit Agreement with Texas Commerce
Bank, as amended, the Company may borrow up to $3,000,000 under the revolving
credit facility until June 30, 1997 (the "Termination Date"). On the
Termination Date (subject to acceleration for certain events), any outstanding
balance under the Restated Credit Agreement is scheduled to be fully paid.
However, such repayment may be accelerated by the Company based upon
availability of cash or other appropriate uses of cash, and other factors in
its discretion. As of December 31, 1996, the Company had not drawn funds under
the revolving credit facility.
8
<PAGE> 12
The Company presently has no indebtedness under the Revolving Credit
Agreement.
Management of the Company deems it important to acquire additional
properties with longer life reserves at suitable prices, however, the Company
also on a routine basis considers sales of properties and other assets at
appropriate prices. The proceeds from any such sales could be used for a
variety of purposes, including property acquisitions, acquisitions of
outstanding Debentures, and repayment of bank debt, if any. In this regard, in
the first quarter of fiscal 1997 the Company sold acreage in North Dakota for
approximately $2,024,000.
At the present time the Company does not expect its contract drilling
business to be significant. If the Company were to significantly reenter the
contract drilling business, its principal market would likely be the Permian
Basin of West Texas and Southeastern New Mexico. This market is highly
fragmented and extremely competitive.
For some time the Company has aggressively pursued exploration and
development activities (particularly horizontal drilling activities) and
incurred expenditures attendant thereto. At the time such expanded activities
are undertaken, they may result in a short-term negative impact on capital
resources and liquidity even if they are ultimately successful. In part, as a
result of such activities the Company entered into the Restated Credit
Agreement and in the past borrowed funds under the revolving credit facility.
Although the funds have since been repaid, additional funds may be borrowed
under the revolving credit facility for drilling or producing property
acquisitions at a later date.
Absent additional acquisitions of producing properties, revenues can
be expected to decline due to a decrease in production resulting from decreased
drilling activities and the natural decline in the Austin Chalk Trend area
where a majority of the Company's horizontal drilling takes place. Wells in
the Austin Chalk Trend area have traditionally exhibited significant initial
production followed by a more rapid decline than other areas. In addition,
reservoir characteristics make extrapolating future production and revenues
from wells in this area difficult. Production costs may also decline as a
result of decreased production. Revenue will also decline in response to
negative changes in oil and gas prices.
The Company intends to continue on a modified basis its exploration
and development activities in the Austin Chalk and in other areas. Such
activity will in large part be based upon availability of capital and economic
prospects and with consideration for continued volatility in oil and gas
prices. The Company will also continue to seek undeveloped leasehold acreage
and to consider various proposals for the acquisition of producing properties
within such parameters. Further, the Company will expend funds to implement
various enhanced recovery techniques within such parameters and continue its
horizontal drilling activities with industry partners and on its own. The
Company also pursues exploration opportunities which it has identified through
the use of computer technology and 3-D seismic. The Company anticipates that
its increased exploration activities will continue to have a negative impact on
its liquidity. The Company anticipates utilizing internally generated funds
and, if necessary and available, funds under the Restated Credit Agreement to
continue such activities.
The Company will consider the payment of cash dividends (in accordance
with applicable law and the provisions of the Restated Credit Agreement as the
same may be modified or amended from time to time) in the future. The payment
of such dividends will be determined by the Company as general business
conditions, the development of the Company's business, the financial condition
of the Company, and other factors may warrant. Based on the formula
compensation plan for senior executive officers adopted by the Board of
Directors, commencing July 1, 1996, total compensation (including bonuses) for
such senior executive officers was estimated to be approximately $2,050,000 for
fiscal 1997. However, since Mr. Ron
9
<PAGE> 13
Amini resigned as an executive officer of the Company effective November 15,
1996, it is expected that the actual compensation paid to the senior executive
officers (including Mr. Ron Amini with respect to the portion of the year for
which he served) will be approximately $1,730,000.
On a routine basis, certain of the Company's officers and directors
obtain working interests in certain of the Company's wells. Generally, the
Company will advance monies as operator on behalf of such persons with respect
to their pro rata share of drilling, equipping, leasehold and operating costs.
As of December 31, 1996, the Company had receivables from such persons in the
aggregate amount of $1,286,000. Although the Company may effectively offset
such amounts against sums due such persons with respect to their working
interests ($1,971,000 at December 31, 1996), such costs, until recouped, can
adversely affect the Company's liquidity.
The Company elected not to make a sinking fund payment in fiscal 1997
(which would ordinarily have been due at least one business day before October
15, 1996) for the purpose of setting aside funds to retire its outstanding
Debentures. The Company is not required to make such payment, which would
ordinarily be a sum in cash sufficient to retire by redemption $1,500,000
principal amount of the Debentures, because it reacquired and cancelled a
sufficient number of Debentures to eliminate the sinking fund payment required
on such date. The Company, if it elects, may presently defer sinking fund
payments until October, 2002.
Liquidity is heavily affected by oil and gas prices. The Company
cannot predict with accuracy the volatility or parameters of future oil or gas
prices. Further, should the value of the Company's assets decrease (as a
result of declines in oil and gas prices or other factors), any future bank
borrowings may be subject to mandatory prepayment.
Although certain of the transactions described herein may have
adversely affected liquidity and capital resources, management of the Company
currently believes that (based on present pricing scenarios) its liquidity and
capital resources are generally adequate. However, as a result of the
exploration and development activities and the possible acquisition of
properties with long-life reserves, it is possible that the Company will
utilize other borrowings under the revolving credit facility to finance its
activities.
The Company maintains an internal compliance program to monitor its
compliance with environmental laws and employs an independent consulting firm
to inspect its wellsites to determine whether the Company has any clean-up
obligations. Aside from a site in California for which the Company has
reserved $200,000, the Company is not aware of any other potential clean-up
obligations which would have a material effect on its financial condition or
results of operations.
10
<PAGE> 14
Inflation
The rate of inflation has had no significant effect on the Company's
operations for some time.
- ------------------------------------
11
<PAGE> 15
PART II OTHER INFORMATION
Item 4. Submission of Matters to a Vote of Security Holders
Pursuant to a unanimous written consent of the sole stockholder of
Sage Energy Company dated December 12, 1996, Jesse Minor, Rex
Amini, Michael Amini, Ronald Amini, Mark S. Solomon, and Harold
Conrad were re- elected as members of the Board of Directors of
Sage Energy Company.
Item 6. Exhibits and Reports on Form 8-K
Exhibit 27.1 Financial Data Schedule
12
<PAGE> 16
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has only caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
Sage Energy Company
----------------------------
(Registrant)
Date: February 14, 1997 By: /s/ Jesse Minor
----------------------------
Jesse Minor
President
Date: February 14, 1997 By: /s/ Stanley A. Paris, Jr.
----------------------------
Stanley A. Paris, Jr.
Vice President-Finance
Principal Accounting Officer
13
<PAGE> 17
INDEX TO EXHIBITS
Exhibit
Number
27.1 Exhibit 27.1 Financial Data Schedule for Three months Ended
December 31, 1996. (Pursuant to Item 601(c)(iv) of Regulation
S-X, the Financial Data Schedule is not deemed to be "filed" for
purposes of Section 11 of the Securities Act of 1933, as amended,
or Section 18 of the Securities Exchange Act of 1934, as
amended.)
14
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the Form
10Q financial statements filed for the period ending December 31, 1996 and is
qualified in its entirety by reference to such financial statements.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> JUN-30-1997
<PERIOD-START> JUL-01-1996
<PERIOD-END> DEC-31-1996
<CASH> 5,260
<SECURITIES> 0
<RECEIVABLES> 11,223
<ALLOWANCES> 0
<INVENTORY> 1,548
<CURRENT-ASSETS> 18,256
<PP&E> 134,253
<DEPRECIATION> (103,396)
<TOTAL-ASSETS> 49,252
<CURRENT-LIABILITIES> 11,787
<BONDS> 10,698
0
0
<COMMON> 0
<OTHER-SE> 22,287
<TOTAL-LIABILITY-AND-EQUITY> 49,252
<SALES> 17,248
<TOTAL-REVENUES> 19,446
<CGS> 7,942
<TOTAL-COSTS> 8,380
<OTHER-EXPENSES> 3,369
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 656
<INCOME-PRETAX> 7,041
<INCOME-TAX> 3,008
<INCOME-CONTINUING> 4,033
<DISCONTINUED> 0
<EXTRAORDINARY> 18
<CHANGES> 0
<NET-INCOME> 4,051
<EPS-PRIMARY> 2,896
<EPS-DILUTED> 0
</TABLE>