<PAGE> 1
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 Exchange Act of 1934
For the quarterly period ended June 30, 1995, 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 No. 2-75530A
PARKER & PARSLEY 82-1, LTD.
(Exact name of Registrant as specified in its charter)
Texas 75-1825545
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
303 West Wall, Suite 101,
Midland, Texas 79701
(Address of principal executive offices) (Zip code)
Registrant's Telephone Number, including area code: (915)683-4768
Not applicable
(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 / /
Page 1 of 14 pages.
There are no exhibits.
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PARKER & PARSLEY 82-I, LTD.
(A Texas Limited Partnership)
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
BALANCE SHEETS
June 30, December 31,
1995 1994
------------ ------------
(Unaudited)
ASSETS
Current assets:
Cash and cash equivalents, including
interest bearing deposits of
$103,011 at June 30 and $101,323
at December 31 $ 103,261 $ 101,573
Accounts receivable - oil and gas sales 63,664 67,204
----------- -----------
Total current assets 166,925 168,777
Oil and gas properties - at cost, based
on the successful efforts accounting
method 10,409,216 10,496,709
Accumulated depletion (8,880,628) (8,879,212)
----------- -----------
Net oil and gas properties 1,528,588 1,617,497
----------- -----------
$ 1,695,513 $ 1,786,274
=========== ===========
LIABILITIES AND PARTNERS' CAPITAL
Current liabilities:
Accounts payable - affiliate $ 34,123 $ 21,635
Partners' capital:
Limited partners (4,891 interests) 1,388,924 1,478,510
General partners 272,466 286,129
----------- -----------
1,661,390 1,764,639
----------- -----------
$ 1,695,513 $ 1,786,274
=========== ===========
The financial information included herein has been prepared by
management without audit by independent public accountants.
The accompanying notes are an integral part of these statements.
2
<PAGE> 3
PARKER & PARSLEY 82-I, LTD.
(A Texas Limited Partnership)
STATEMENTS OF OPERATIONS
(Unaudited)
Three months ended Six months ended
June 30, June 30,
1995 1994 1995 1994
---------- ---------- ---------- ----------
Revenues:
Oil and gas sales $ 166,485 $ 166,701 $ 338,255 $ 304,219
Interest income 1,652 678 2,973 1,165
Salvage income from
equipment disposals - - - 282
--------- --------- --------- ---------
Total revenues 168,137 167,379 341,228 305,666
Costs and expenses:
Production costs 92,839 97,551 196,074 213,867
General and admin-
istrative expenses 2,664 5,013 8,576 11,616
Depletion 44,252 29,014 88,909 63,389
Loss on sale of asset 249 - 249 -
--------- --------- --------- ---------
Total costs and
expenses 140,004 131,578 293,808 288,872
--------- --------- --------- ---------
Net income $ 28,133 $ 35,801 $ 47,420 $ 16,794
========= ========= ========= =========
Allocation of net income:
General partners $ 13,671 $ 13,304 $ 25,192 $ 13,666
========= ========= ========= =========
Limited partners $ 14,462 $ 22,497 $ 22,228 $ 3,128
========= ========= ========= =========
Net income per limited
partnership interest $ 2.95 $ 4.60 $ 4.54 $ .64
========= ========= ========= =========
Distributions per limited
partnership interest $ 12.07 $ 7.07 $ 22.86 $ 13.10
========= ========= ========= =========
The financial information included herein has been prepared by
management without audit by independent public accountants.
The accompanying notes are an integral part of these statements.
3
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PARKER & PARSLEY 82-I, LTD.
(A Texas Limited Partnership)
STATEMENTS OF PARTNERS' CAPITAL
(Unaudited)
General Limited
partners partners Total
---------- ---------- ----------
Balance at January 1, 1994 $ 296,609 $ 1,578,082 $ 1,874,691
Distributions (19,603) (64,067) (83,670)
Net income 13,666 3,128 16,794
---------- ---------- ----------
Balance at June 30, 1994 $ 290,672 $ 1,517,143 $ 1,807,815
========== ========== ==========
Balance at January 1, 1995 $ 286,129 $ 1,478,510 $ 1,764,639
Distributions (38,855) (111,814) (150,669)
Net income 25,192 22,228 47,420
---------- ---------- ----------
Balance at June 30, 1995 $ 272,466 $ 1,388,924 $ 1,661,390
========== ========== ==========
The financial information included herein has been prepared by
management without audit by independent public accountants.
The accompanying notes are an integral part of these statements.
4
<PAGE> 5
PARKER & PARSLEY 82-I, LTD.
(A Texas Limited Partnership)
STATEMENTS OF CASH FLOWS
(Unaudited)
Six months ended
June 30,
1995 1994
---------- ----------
Cash flows from operating activities:
Net income $ 47,420 $ 16,794
Adjustments to reconcile net income to
net cash provided by operating activities:
Depletion 88,909 63,389
Proceeds from salvage income from
equipment disposals - (282)
Loss on sale of asset 249 -
Changes in assets and liabilities:
(Increase) decrease in accounts receivable 3,540 (8,054)
Increase in accounts payable 12,239 22,210
---------- ----------
Net cash provided by operating
activities 152,357 94,057
Cash flows from financing activities:
Cash distributions to partners (150,669) (83,670)
---------- ----------
Net increase in cash and cash equivalents 1,688 10,387
Cash and cash equivalents at beginning
of period 101,573 75,897
---------- ----------
Cash and cash equivalents at end
of period $ 103,261 $ 86,284
========== ==========
The financial information included herein has been prepared by
management without audit by independent public accountants.
The accompanying notes are an integral part of these statements.
5
<PAGE> 6
PARKER & PARSLEY 82-I, LTD.
(A Texas Limited Partnership)
NOTES TO FINANCIAL STATEMENTS
June 30, 1995
(Unaudited)
NOTE 1.
In the opinion of management, the unaudited financial statements as of
June 30, 1995 of Parker & Parsley 82-I, Ltd. (the "Registrant") include
all adjustments and accruals consisting only of normal recurring accrual
adjustments which are necessary for a fair presentation of the results
for the interim period. However, the results of operations for the six
months ended June 30, 1995 are not necessarily indicative of the results
for the full year ending December 31, 1995.
The financial statements should be read in conjunction with the
financial statements and the notes thereto contained in the Registrant's
Report on Form 10-K for the year ended December 31, 1994, as filed with
the Securities and Exchange Commission, a copy of which is available
upon request by writing to Steven L. Beal, Senior Vice President, 303
West Wall, Suite 101, Midland, Texas 79701.
NOTE 2.
On May 25, 1993, a final settlement agreement was negotiated, drafted
and finally executed, ending litigation which had begun on September 5,
1989, when the Registrant filed suit along with other parties against
Dresser Industries, Inc.; Titan Services, Inc.; BJ-Titan Services
Company; BJ-Hughes Holding Company; Hughes Tool Company; Baker Hughes
Production Tools, Inc.; and Baker Hughes Incorporated alleging that the
defendants had intentionally failed to provide the materials and
services ordered and paid for by the Registrant and other parties in
connection with the fracturing and acidizing of 523 wells, and then
fraudulently concealed the shorting practice from the managing general
partner, Parker & Parsley Development L.P. ("PPDLP") (see Item 2). The
May 25, 1993 settlement agreement called for a payment of $115 million
in cash by the defendants. PPDLP received the funds, deducted incurred
legal expenses, accrued interest, determined the general partner's
portion of the funds and calculated any inter-partnership allocations.
A distribution of $91,000,000 was made to the working interest owners,
6
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including the Registrant, on July 30, 1993. The limited partners
received their distribution of $359,173, or $73.44 per limited
partnership interest, in September 1993.
On May 3, 1993, Jack N. Price, the attorney who represented Gary G.
"Zeke" Lancaster in the Federal Court lawsuit, filed suit in State Court
in Beaumont against all of the plaintiff partnerships, including the
Registrant and others, alleging his entitlement to 12% of the settlement
proceeds. Price's lawsuit claim for approximately $13.8 million is
predicated on a purported contract entered into with Southmark
Corporation in August 1988, in which he allegedly binds the Registrant
and the other defendants, as well as Southmark. Although PPDLP believes
the lawsuit is without merit and intends to vigorously defend it, PPDLP
is holding in reserve approximately 12.5% of the total settlement
pending final resolution of the litigation by the court. Trial is
currently scheduled for April 1996 and, assuming a successful defense,
upon payment of the costs associated with the litigation, a second
distribution will be made consisting of the balance of the settlement
funds, including any accrued interest.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
The Registrant was formed June 1, 1982. The Registrant consisted of two
general partners at December 31, 1994, Parker & Parsley Development
Company ("PPDC") and P&P Employees 82-I, Ltd. ("EMPL"), a Texas limited
partnership whose general partner was PPDC, and 630 limited partners.
On January 1, 1995, PPDLP, a Texas limited partnership, became the
managing general partner of the Registrant and EMPL, by acquiring the
rights and assuming the obligations of PPDC. PPDC was merged into PPDLP
on January 1, 1995. PPDLP's co-general partner is EMPL. PPDLP acquired
PPDC's rights and obligations as managing general partner of the
Registrant in connection with the merger of PPDC, P&P Producing, Inc.
and Spraberry Development Corporation into MidPar L.P., which survived
the merger with a change of name to PPDLP. The sole general partner of
PPDLP is Parker & Parsley Petroleum USA, Inc. PPDLP has the power and
authority to manage, control and administer all Registrant affairs. The
limited partners contributed $9,782,000 representing 4,891 interests
($2,000 per interest).
Since its formation, the Registrant invested $11,924,215 in various
prospects that were drilled in Texas and New Mexico. At June 30, 1995,
the Registrant had 26 producing oil and gas wells, six wells were dry
from previous periods, one well was plugged and abandoned in 1993 due to
unprofitable operations and one well was sold in 1995.
7
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Results of Operations
Six months ended June 30, 1995 compared with six months ended
June 30, 1994
Revenues:
The Registrant's oil and gas revenues increased to $338,255 from
$304,219 for the six months ended June 30, 1995 and 1994, respectively,
an increase of 11%. The increase in revenues resulted from increases in
the average price received per barrel of oil and mcf of gas, offset by a
2% decrease in barrels of oil produced and sold and an 8% decrease in
mcf of gas produced and sold. For the six months ended June 30, 1995,
13,530 barrels of oil were sold compared to 13,810 for the same period
in 1994, a decrease of 280 barrels. For the six months ended June 30,
1995, 51,345 mcf of gas were sold compared to 55,885 for the same period
in 1994, a decrease of 4,540 mcf. The volume decreases were primarily
due to the decline characteristics of the Registrant's oil and gas
properties. Because of these characteristics, management expects a
certain amount of decline in production to continue in the future until
the Registrant's economically recoverable reserves are fully depleted.
The average price received per barrel of oil increased $2.58 from $15.10
for the six months ended June 30, 1994 to $17.68 for the same period in
1995 while the average price received per mcf of gas increased from
$1.71 during the six months ended June 30, 1994 to $1.93 in 1995. The
market price for oil and gas has been extremely volatile in the past
decade, and management expects a certain amount of volatility to
continue in the foreseeable future. The Registrant may therefore sell
its future oil and gas production at average prices lower or higher than
that received during the six months ended June 30, 1995.
Costs and Expenses:
Total costs and expenses increased to $293,808 for the six months ended
June 30, 1995 as compared to $288,872 for the same period in 1994, an
increase of $4,936, or 2%. This increase was due to increases in
depletion and loss on sale of asset, offset by a decrease in production
costs and general and administrative expenses ("G&A").
Production costs were $196,074 for the six months ended June 30, 1995
and $213,867 for the same period in 1994 resulting in a $17,793
decrease, or 8%. The decrease primarily consisted of lower well repair
and maintenance costs and a decline in ad valorem taxes.
8
<PAGE> 9
G&A's components are independent accounting and engineering fees,
computer services, postage and managing general partner personnel costs.
During this period, G&A decreased, in aggregate, 26% from $11,616 for
the six months ended June 30, 1994 to $8,576 for the same period in
1995.
Depletion was $88,909 for the six months ended June 30, 1995 compared to
$63,389 for the same period in 1994. This represented an increase in
depletion of $25,520, or 40%. Depletion was calculated on a
property-by-property basis utilizing the unit-of-production method based
upon the dominant mineral produced, generally oil, and using oil prices
in effect at the end of the respective quarter. Oil production decreased
280 barrels for the six months ended June 30, 1995 from the same period
in 1994. Depletion expense for the six months ended June 30, 1995 was
calculated based on reserves computed utilizing an oil price of $16.30
per barrel. Comparatively, depletion expense for the three months ended
June 30, 1994 was calculated based on reserves computed utilizing an oil
price of $18.22 per barrel while depletion expense for the three months
ended March 31, 1994 was calculated based on reserves computed utilizing
an oil price of $12.73 per barrel.
A loss of $249 from the sale of one fully depleted property was
recognized during the six months ended June 30, 1995, reflecting
reimbursement of revenues received after the effective date of sale.
On May 25, 1993, a final settlement agreement was negotiated, drafted
and finally executed, ending litigation which had begun on September 5,
1989, when the Registrant filed suit along with other parties against
Dresser Industries, Inc.; Titan Services, Inc.; BJ-Titan Services
Company; BJ-Hughes Holding Company; Hughes Tool Company; Baker Hughes
Production Tools, Inc.; and Baker Hughes Incorporated alleging that the
defendants had intentionally failed to provide the materials and
services ordered and paid for by the Registrant and other parties in
connection with the fracturing and acidizing of 523 wells, and then
fraudulently concealed the shorting practice from the managing general
partner. The May 25, 1993 settlement agreement called for a payment of
$115 million in cash by the defendants. The managing general partner
received the funds, deducted incurred legal expenses, accrued interest,
determined the general partner's portion of the funds and calculated any
inter-partnership allocations. A distribution of $91,000,000 was made
to the working interest owners, including the Registrant, on July 30,
1993. The limited partners received their distribution of $359,173, or
$73.44 per limited partnership interest, in September 1993.
9
<PAGE> 10
On May 3, 1993, Jack N. Price, the attorney who represented Gary G.
"Zeke" Lancaster in the Federal Court lawsuit, filed suit in State Court
in Beaumont against all of the plaintiff partnerships, including the
Registrant and others, alleging his entitlement to 12% of the settlement
proceeds. Price's lawsuit claim for approximately $13.8 million is
predicated on a purported contract entered into with Southmark
Corporation in August 1988, in which he allegedly binds the Registrant
and the other defendants, as well as Southmark. Although PPDLP believes
the lawsuit is without merit and intends to vigorously defend it, PPDLP
is holding in reserve approximately 12.5% of the total settlement
pending final resolution of the litigation by the court. Trial is
currently scheduled for April 1996 and, assuming a successful defense,
upon payment of the costs associated with the litigation, a second
distribution will be made consisting of the balance of the settlement
funds, including any accrued interest.
Three months ended June 30, 1995 compared with three months ended
June 30, 1994
Revenues:
The Registrant's oil and gas revenues decreased to $166,485 from
$166,701 for the three months ended June 30, 1995 and 1994,
respectively. The decrease in revenues resulted from a slight decrease
in the barrels of oil, a 14% decrease in the mcf of gas produced and
sold and a decline in the average price received per mcf of gas, offset
by an increase in the average price received per barrel of oil. For the
three months ended June 30, 1995, 6,874 barrels of oil were sold
compared to 6,923 for the same period in 1994, a decrease of 49 barrels.
For the three months ended June 30, 1995, 29,952 mcf of gas were sold
compared to 30,121 for the same period in 1994, a decrease of 169 mcf.
The decreases were primarily due to the decline characteristics of the
Registrant's oil and gas properties.
The average price received per barrel of oil increased $1.38 from $16.73
for the three months ended June 30, 1994 to $18.11 for the three months
ended June 30, 1995, while the average price received per mcf of gas
decreased slightly from $1.69 to $1.62 for the three months ended June
30, 1995 and 1994, respectively.
Costs and Expenses:
Total costs and expenses increased to $140,004 for the three months
ended June 30, 1995 as compared to $131,578 for the three months ended
10
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June 30, 1994, an increase of $8,426, or 6%. This increase was due to
increases in depletion and loss on sale of asset, offset by declines in
production costs and G&A.
Production costs were $92,839 for the three months ended June 30, 1995
and $97,551 for the same period in 1994 resulting in a $4,712 decrease,
or 5%. This decrease primarily consisted of a 4% decline due to lower
ad valorem taxes.
G&A's components are independent accounting and engineering fees,
computer services, postage and managing general partner personnel costs.
During this period, G&A decreased, in aggregate, 47% from $5,013 for the
three months ended June 30, 1994 to $2,664 for the same period in 1995.
Depletion was $44,252 for the three months ended June 30, 1995 compared
to $29,014 for the same period in 1994. This represented an increase in
depletion of $15,238, or 53%. Depletion was calculated on a
property-by-property basis utilizing the unit-of-production method based
upon the dominant mineral produced, generally oil, and using oil prices
in effect at the end of the respective quarter. Oil production decreased
49 barrels for the three months ended June 30, 1995 from the same period
in 1994. Depletion expense for the three months ended June 30, 1995 was
calculated based on reserves computed utilizing an oil price of $16.30
per barrel. Comparatively, depletion expense for the three months ended
June 30, 1994 was calculated based on reserves computed utilizing an oil
price of $18.22 per barrel.
A loss of $249 from the sale of one fully depleted property was
recognized during the three months ended June 30, 1995, reflecting
reimbursement of revenues received after the effective date of sale.
Liquidity and Capital Resources
Net Cash Provided by Operating Activities
Net cash provided by operating activities increased to $152,357 during
the six months ended June 30, 1995, a $58,300 increase from the same
period ended June 30, 1994. This increase consisted of an increase in
oil and gas sales and a decrease in production costs and G&A. The
increase in oil and gas sales was due to an increase in the average
prices received per barrel of oil and mcf of gas. The decrease in
production costs was due less well repair and maintenance and the
decrease in G&A was attributable to less expense allocated by the
managing general partner.
11
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Net Cash Used in Financing Activities
Cash was sufficient for the six months ended June 30, 1995 to cover
distributions to the partners of $150,669 of which $111,814 was
distributed to the limited partners and $38,855 to the general partners.
For the same period ended June 30, 1994, cash was sufficient for
distributions to the partners of $83,670 of which $64,067 was
distributed to the limited partners and $19,603 to the general partners.
It is expected that future net cash provided by operating activities
will be sufficient for any capital expenditures and any distributions.
As the production from the properties declines, distributions are also
expected to decrease.
Accounting Standard on Impairment of Long-Lived Assets
In March 1995, the Financial Accounting Standards Board issued Statement
of Financial Accounting Standards No. 121 - Accounting for Impairment of
Long-lived Assets and for Long-lived Assets to Be Disposed Of ("FAS
121") regarding the impairment of long-lived assets, identifiable
intangibles and goodwill related to those assets. FAS 121 is effective
for financial statements for fiscal years beginning after December 15,
1995, although earlier adoption is encouraged. The application of FAS
121 to oil and gas companies utilizing the successful efforts method
(such as the Registrant) will require periodic determination of whether
the book value of long-lived assets exceeds the future cash flows
expected to result from the use of such assets and, if so, will require
reduction of the carrying amount of the "impaired" assets to their
estimated fair values. There is currently a great deal of uncertainty
as to how FAS 121 will apply to oil and gas companies using the
successful efforts method, including uncertainty regarding the
determination of expected future cash flows from the relevant assets
and, if an impairment is determined to exist, their estimated fair
value. There is also uncertainty regarding the level at which the test
might be applied. Given this uncertainty, the Registrant is currently
unable to estimate the effect that FAS 121 will have on the Registrant's
results of operations for the period in which it is adopted.
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
On May 25, 1993, a final settlement agreement was negotiated, drafted
and finally executed, ending litigation which had begun on September 5,
1989, when the Registrant filed suit along with other parties against
12
<PAGE> 13
Dresser Industries, Inc.; Titan Services, Inc.; BJ-Titan Services
Company; BJ-Hughes Holding Company; Hughes Tool Company; Baker Hughes
Production Tools, Inc.; and Baker Hughes Incorporated alleging that the
defendants had intentionally failed to provide the materials and
services ordered and paid for by the Registrant and other parties in
connection with the fracturing and acidizing of 523 wells, and then
fraudulently concealed the shorting practice from the managing general
partner. The May 25, 1993 settlement agreement called for a payment of
$115 million in cash by the defendants. The managing general partner
received the funds, deducted incurred legal expenses, accrued interest,
determined the general partner's portion of the funds and calculated any
inter-partnership allocations. A distribution of $91,000,000 was made
to the working interest owners, including the Registrant, on July 30,
1993. The limited partners received their distribution of $359,173, or
$73.44 per limited partnership interest, in September 1993.
On May 3, 1993, Jack N. Price, the attorney who represented Gary G.
"Zeke" Lancaster in the Federal Court lawsuit, filed suit in State Court
in Beaumont against all of the plaintiff partnerships, including the
Registrant and others, alleging his entitlement to 12% of the settlement
proceeds. Price's lawsuit claim for approximately $13.8 million is
predicated on a purported contract entered into with Southmark
Corporation in August 1988, in which he allegedly binds the Registrant
and the other defendants, as well as Southmark. Although PPDLP believes
the lawsuit is without merit and intends to vigorously defend it, PPDLP
is holding in reserve approximately 12.5% of the total settlement
pending final resolution of the litigation by the court. Trial is
currently scheduled for April 1996 and, assuming a successful defense,
upon payment of the costs associated with the litigation, a second
distribution will be made consisting of the balance of the settlement
funds, including any accrued interest.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits - none
(b) Reports on Form 8-K - none
13
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PARKER & PARSLEY 82-1, LTD.
(A Texas Limited Partnership)
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.
PARKER & PARSLEY 82-1, LTD.
By: Parker & Parsley Development L.P.,
Managing General Partner
By: Parker & Parsley Petroleum USA, Inc.
("PPUSA"), General Partner
Dated: August 8, 1995 By: /s/ Steven L. Beal
---------------------------------------
Steven L. Beal, Senior Vice
President - Finance and Chief
Financial Officer of PPUSA
14
<PAGE> 15
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000714909
<NAME> 82I.FDS
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> JUN-30-1995
<CASH> 103,261
<SECURITIES> 0
<RECEIVABLES> 63,664
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 166,925
<PP&E> 10,409,216
<DEPRECIATION> 8,880,628
<TOTAL-ASSETS> 1,695,513
<CURRENT-LIABILITIES> 34,123
<BONDS> 0
<COMMON> 0
0
0
<OTHER-SE> 1,661,390
<TOTAL-LIABILITY-AND-EQUITY> 1,695,513
<SALES> 338,255
<TOTAL-REVENUES> 341,228
<CGS> 0
<TOTAL-COSTS> 293,808
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 47,420
<INCOME-TAX> 0
<INCOME-CONTINUING> 47,420
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 47,420
<EPS-PRIMARY> 4.54
<EPS-DILUTED> 0
</TABLE>
