<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
Quarterly Report Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
For the quarter ended Commission File Number
September 30, 1996 0-12261 (1982-1)
0-12262 (1982-2)
DYCO 1982 OIL AND GAS PROGRAMS
(TWO LIMITED PARTNERSHIPS)
(Exact Name of Registrant as specified in its charter)
41-1438430 (1982-1)
Minnesota 41-1438437 (1982-2)
(State or other jurisdiction (I.R.S. Employer Identification
of incorporation or Number)
organization)
Samson Plaza, Two West Second Street, Tulsa, Oklahoma 74103
------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
(918) 583-1791
---------------------------------------------------
(Registrant's telephone number, including area code)
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
---- ----
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PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
DYCO OIL AND GAS PROGRAM 1982-1 LIMITED PARTNERSHIP
BALANCE SHEETS
(Unaudited)
ASSETS
September 30, December 31,
1996 1995
------------- ------------
CURRENT ASSETS:
Cash and cash equivalents $100,814 $ 29,087
Accrued oil and gas sales, including
$33,654 due from related parties
in 1995 (Note 2) 47,652 46,151
-------- --------
Total current assets $148,466 $ 75,238
NET OIL AND GAS PROPERTIES, utilizing
the full cost method 174,790 216,077
DEFERRED CHARGE 59,970 59,970
-------- --------
$383,226 $351,285
======== ========
LIABILITIES AND PARTNERS' CAPITAL
CURRENT LIABILITIES:
Accounts payable $ 7,810 $ 6,648
-------- --------
Total current liabilities $ 7,810 $ 6,648
ACCRUED LIABILITY 55,380 55,380
PARTNERS' CAPITAL:
General Partner, issued and
outstanding, 100 units 3,200 2,892
Limited Partners, issued and
outstanding, 10,000 units 316,836 286,365
-------- --------
Total Partners' capital $320,036 $289,257
-------- --------
$383,226 $351,285
======== ========
The accompanying condensed notes are an
integral part of these financial statements.
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DYCO OIL AND GAS PROGRAM 1982-1 LIMITED PARTNERSHIP
STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED SEPTEMBER 30, 1996 AND 1995
(Unaudited)
1996 1995
-------- ---------
REVENUES:
Oil and gas sales, including
$54,290 of sales to related
parties in 1995 (Note 2) $73,603 $61,570
Interest 721 3
------- -------
$74,324 $61,573
COST AND EXPENSES:
Oil and gas production $26,792 $32,903
Depreciation, depletion, and
amortization of oil and gas
properties 10,112 13,911
General and administrative (Note 2) 22,503 21,625
------- -------
$59,407 $68,439
------- -------
NET INCOME (LOSS) $14,917 ($ 6,866)
======= =======
GENERAL PARTNER (1%) - net
income (loss) $ 149 ($ 68)
======= =======
LIMITED PARTNERS (99%) - net
income (loss) $14,768 ($ 6,798)
======= =======
NET INCOME (LOSS) PER UNIT $ 1.46 ($ .67)
======= =======
UNITS OUTSTANDING 10,100 10,100
======= =======
The accompanying condensed notes are an
integral part of these financial statements.
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DYCO OIL AND GAS PROGRAM 1982-1 LIMITED PARTNERSHIP
STATEMENTS OF OPERATIONS
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1996 AND 1995
(Unaudited)
1996 1995
-------- ---------
REVENUES:
Oil and gas sales, including
$166,898 of sales to related
parties in 1995 (Note 2) $235,275 $195,676
Interest 1,375 83
-------- --------
$236,650 $195,759
COST AND EXPENSES:
Oil and gas production $ 88,517 $ 94,062
Depreciation, depletion, and
amortization of oil and gas
properties 35,150 43,062
General and administrative (Note 2) 82,204 82,866
-------- --------
$205,871 $219,990
-------- --------
NET INCOME (LOSS) $ 30,779 ($ 24,231)
======== ========
GENERAL PARTNER (1%) - net
income (loss) $ 308 ($ 242)
======== ========
LIMITED PARTNERS (99%) - net
income (loss) $ 30,471 ($ 23,989)
======== ========
NET INCOME (LOSS) PER UNIT $ 3.05 ($ 2.40)
======== ========
UNITS OUTSTANDING 10,100 10,100
======== ========
The accompanying condensed notes are an
integral part of these financial statements.
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DYCO OIL AND GAS PROGRAM 1982-1 LIMITED PARTNERSHIP
STATEMENTS OF CASH FLOWS
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1996 AND 1995
(Unaudited)
1996 1995
--------- ---------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss) $ 30,779 ($ 24,231)
Adjustments to reconcile net income
(loss) to net cash provided (used)
by operating activities:
Depreciation, depletion, and
amortization of oil and gas
properties 35,150 43,062
Increase in accrued oil and gas
sales ( 1,501) ( 21,776)
Increase in accounts payable 1,162 108
-------- --------
Net cash provided (used) by
operating activities $ 65,590 ($ 2,837)
-------- --------
CASH FLOWS FROM INVESTING ACTIVITIES:
Additions to oil and gas properties ($ 2,031) ($ 62)
Retirements of oil and gas
properties 8,168 -
-------- --------
Net cash provided (used) by
investing activities $ 6,137 ($ 62)
-------- --------
CASH FLOWS FROM FINANCING ACTIVITIES:
Net cash used by financing
activities $ - $ -
-------- --------
NET INCREASE (DECREASE) IN CASH AND
CASH EQUIVALENTS $ 71,727 ($ 2,899)
CASH AND CASH EQUIVALENTS AT
BEGINNING OF PERIOD 29,087 16,790
-------- --------
CASH AND CASH EQUIVALENTS AT
END OF PERIOD $100,814 $ 13,891
======== ========
The accompanying condensed notes are an
integral part of these financial statements.
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DYCO OIL AND GAS PROGRAM 1982-2 LIMITED PARTNERSHIP
BALANCE SHEETS
(Unaudited)
ASSETS
September 30, December 31,
1996 1995
------------- ------------
CURRENT ASSETS:
Cash and cash equivalents $101,701 $160,547
Accrued oil and gas sales, including
$78,204 due from related parties
in 1995 (Note 2) 103,978 90,919
-------- --------
Total current assets $205,679 $251,466
NET OIL AND GAS PROPERTIES, utilizing
the full cost method 226,794 340,653
DEFERRED CHARGE 24,820 24,820
-------- --------
$457,293 $616,939
======== ========
LIABILITIES AND PARTNERS' CAPITAL
CURRENT LIABILITIES:
Accounts payable $ 28,388 $ 27,055
Gas imbalance payable 8,822 8,822
-------- --------
Total current liabilities $ 37,210 $ 35,877
ACCRUED LIABILITY 67,850 67,850
CONTINGENCY (Note 3)
PARTNERS' CAPITAL:
General Partner, issued and
outstanding, 80 units 3,522 5,132
Limited Partners, issued and
outstanding, 8,000 units 348,711 508,080
-------- --------
Total Partners' capital $352,233 $513,212
-------- --------
$457,293 $616,939
======== ========
The accompanying condensed notes are an
integral part of these financial statements.
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DYCO OIL AND GAS PROGRAM 1982-2 LIMITED PARTNERSHIP
STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED SEPTEMBER 30, 1996 AND 1995
(Unaudited)
1996 1995
-------- ---------
REVENUES:
Oil and gas sales, including
$68,403 of sales to related
parties in 1995 (Note 2) $151,394 $101,390
Interest 1,798 2,683
-------- --------
$153,192 $104,073
COST AND EXPENSES:
Oil and gas production $ 37,145 $ 36,186
Depreciation, depletion, and
amortization of oil and gas
properties 24,534 30,632
General and administrative (Note 2) 17,727 17,050
-------- --------
$ 79,406 $ 83,868
-------- --------
NET INCOME $ 73,786 $ 20,205
======== ========
GENERAL PARTNER (1%) - net
income $ 738 $ 202
======== ========
LIMITED PARTNERS (99%) - net
income $ 73,048 $ 20,003
======== ========
NET INCOME PER UNIT $ 9.13 $ 2.50
======== ========
UNITS OUTSTANDING 8,080 8,080
======== ========
The accompanying condensed notes are an
integral part of these financial statements.
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DYCO OIL AND GAS PROGRAM 1982-2 LIMITED PARTNERSHIP
STATEMENTS OF OPERATIONS
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1996 AND 1995
(Unaudited)
1996 1995
-------- ---------
REVENUES:
Oil and gas sales, including
$331,304 of sales to related
parties in 1995 (Note 2) $516,802 $414,605
Interest 6,500 6,494
-------- --------
$523,302 $421,099
COST AND EXPENSES:
Oil and gas production $125,092 $119,822
Depreciation, depletion, and
amortization of oil and gas
properties 90,154 116,420
Impairment provision (Note 1) - 14,169
General and administrative (Note 2) 65,035 66,419
-------- --------
$280,281 $316,830
-------- --------
NET INCOME $243,021 $104,269
======== ========
GENERAL PARTNER (1%) - net
income $ 2,430 $ 1,043
======== ========
LIMITED PARTNERS (99%) - net
income $240,591 $103,226
======== ========
NET INCOME PER UNIT $ 30.08 $ 12.90
======== ========
UNITS OUTSTANDING 8,080 8,080
======== ========
The accompanying condensed notes are an
integral part of these financial statements.
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DYCO OIL AND GAS PROGRAM 1982-2 LIMITED PARTNERSHIP
STATEMENTS OF CASH FLOWS
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1996 AND 1995
(Unaudited)
1996 1995
--------- ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $243,021 $104,269
Adjustments to reconcile net income
to net cash provided by
operating activities:
Depreciation, depletion, and
amortization of oil and gas
properties 90,154 116,420
Impairment provision - 14,169
(Increase) decrease in accrued oil
and gas sales ( 13,059) 17,580
Increase in accounts payable 1,333 719
-------- --------
Net cash provided by operating
activities $321,449 $253,157
-------- --------
CASH FLOWS FROM INVESTING ACTIVITIES:
Additions to oil and gas properties ($ 60) ($ 3,247)
Retirements of oil and gas
properties 23,765 -
-------- --------
Net cash provided (used) by
investing activities $ 23,705 ($ 3,247)
-------- --------
CASH FLOWS FROM FINANCING ACTIVITIES:
Cash distributions ($404,000) ($242,400)
-------- --------
Net cash used by financing
activities ($404,000) ($242,400)
-------- --------
NET INCREASE (DECREASE) IN CASH AND
CASH EQUIVALENTS ($ 58,846) $ 7,510
CASH AND CASH EQUIVALENTS AT
BEGINNING OF PERIOD 160,547 59,881
-------- --------
CASH AND CASH EQUIVALENTS AT
END OF PERIOD $101,701 $ 67,391
======== ========
The accompanying condensed notes are an
integral part of these financial statements.
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DYCO OIL AND GAS PROGRAM 1982-1 LIMITED PARTNERSHIP
DYCO OIL AND GAS PROGRAM 1982-2 LIMITED PARTNERSHIP
CONDENSED NOTES TO FINANCIAL STATEMENTS
SEPTEMBER 30, 1996
(Unaudited)
1. ACCOUNTING POLICIES
-------------------
The balance sheets as of September 30, 1996, statements of
operations for the three and nine months ended September 30, 1996
and 1995, and statements of cash flows for the nine months ended
September 30, 1996 and 1995 have been prepared by Dyco Petroleum
Corporation ("Dyco"), the General Partner of the Dyco Oil and Gas
Program 1982-1 and 1982-2 Limited Partnerships (individually, the
"1982-1 Program" or the "1982-2 Program", as the case may be, or,
collectively, the "Programs"), without audit. In the opinion of
management all adjustments (which include only normal recurring
adjustments) necessary to present fairly the financial position
at September 30, 1996, results of operations for the three and
nine months ended September 30, 1996 and 1995 and changes in cash
flows for the nine months ended September 30, 1996 and 1995 have
been made.
Information and footnote disclosures normally included in
financial statements prepared in accordance with generally
accepted accounting principles have been condensed or omitted.
It is suggested that these financial statements be read in
conjunction with the financial statements and notes thereto
included in the Programs' Annual Report on Form 10-K for the year
ended December 31, 1995. The results of operations for the
period ended September 30, 1996 are not necessarily indicative of
the results to be expected for the full year.
The limited partners' net income or loss per unit is based upon
each $5,000 initial capital contribution.
OIL AND GAS PROPERTIES
----------------------
Oil and gas operations are accounted for using the full cost
method of accounting. All productive and non-productive costs
associated with the acquisition, exploration and development of
oil and gas reserves are capitalized. In the event the
unamortized cost of oil and gas properties being amortized
exceeds the full cost ceiling (as defined by the Securities and
Exchange Commission), the excess is charged to expense in the
period during which such excess occurs. At September 30, 1995
the unamortized cost of oil and gas properties for the 1982-2
Program exceeded the full cost ceiling by $14,169. This excess
was charged to expense during the nine months ended September 30,
1995. No such impairment provision was incurred during the nine
months ended September 30, 1996. Sales and abandonments of
properties are accounted for as adjustments of capitalized costs
with no gain or loss recognized, unless such adjustments would
significantly alter the relationship between capitalized costs
and proved oil and gas reserves.
The provision for depreciation, depletion, and amortization of
oil and gas properties is calculated by dividing the oil and gas
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sales dollars during the year by the estimated future gross
income from the oil and gas properties and applying the resulting
rate to the net remaining costs of oil and gas properties that
have been capitalized, plus estimated future development costs.
2. TRANSACTIONS WITH RELATED PARTIES
---------------------------------
Under the terms of each Program's partnership agreement, Dyco is
entitled to receive a reimbursement for all direct expenses and
general and administrative, geological and engineering expenses
it incurs on behalf of the Program. During the three months
ended September 30, 1996 and 1995, the 1982-1 Program incurred
such expenses totaling $22,503 and $21,625, respectively, of
which $18,615 and $18,615 were paid to Dyco. During the nine
months ended September 30, 1996 and 1995, the 1982-1 Program
incurred such expenses totaling $82,204 and $82,866,
respectively, of which $55,845 and $55,845 were paid to Dyco.
During the three months ended September 30, 1996 and 1995, the
1982-2 Program incurred such expenses totaling $17,727 and
$17,050, respectively, of which $14,610 and $14,610 were paid to
Dyco. During the nine months ended September 30, 1996 and 1995,
the 1982-2 Program incurred such expenses totaling $65,035 and
$66,419, respectively, of which $43,830 and $43,830 were paid to
Dyco.
Affiliates of the Programs are the operators of certain of the
Programs' properties and their policy is to bill the Programs for
all customary charges and cost reimbursements associated with
their activities, together with any compressor rentals,
consulting, or other services provided.
The Programs sold gas at market prices to Premier Gas Company
("Premier") and Premier then resold such gas to third parties at
market prices. Premier was an affiliate of the Programs until
December 6, 1995. During the three months ended September 30,
1995 these sales for the 1982-1 Program totaled $54,290. During
the nine months ended September 30, 1995 these sales for the
1982-1 Program totaled $166,898. At December 31, 1995, accrued
gas sales for the 1982-1 Program included $33,654 due from
Premier. During the three months ended September 30, 1995 these
sales for the 1982-2 Program totaled $68,403. During the nine
months ended September 30, 1995 these sales for the 1982-2
Program totaled $331,304. At December 31, 1995, accrued gas
sales for the 1982-2 Program included $78,204 due from Premier.
3. CONTINGENCY
-----------
On November 12, 1992, two individuals filed a lawsuit against
Dyco and others in which the plaintiffs alleged damages to their
land as a result of remediation operations conducted on one of
the 1982-2 Program's wells on an adjoining property. The lawsuit
alleged claims based on negligence, private nuisance, public
nuisance, trespass, unjust enrichment, constructive fraud, and
permanent injunctive relief, all in amounts to be determined at
trial. Dyco has filed an answer in the matter in which it
asserted a defense of failure to state a claim. A trial was
conducted in the matter on February 22, 1994 in which the jury
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entered a verdict in favor of the plaintiffs in the amount of
approximately $5.5 million, consisting of approximately $2.75
million in actual damages and approximately $2.75 million in
punitive damages. Dyco appealed the district court's verdict and
on March 5, 1996 the Oklahoma Court of Appeals reversed the
district court's verdict and ordered a new trial. Both Dyco and
the plaintiffs filed petitions for certiorari with the Supreme
Court of Oklahoma seeking a further review of the Court of
Appeals' opinion, both of which petitions for certiorari were
denied on July 3, 1996. The case has been remanded to the
district court for a new trial. Included in these financial
statements as of December 31, 1995 and September 30, 1996 is an
accrual by the General Partner of $20,000 representing the 1982-2
Program's share of estimated ultimate damages resulting from this
contingency.
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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
LIQUIDITY AND CAPITAL RESOURCES
- -------------------------------
Net proceeds from the Programs' operations less necessary
operating capital are distributed to investors on a quarterly
basis. The net proceeds from production are not reinvested in
productive assets, except to the extent that producing wells are
improved, or where methods are employed to permit more efficient
recovery of the Programs' reserves which would result in a
positive economic impact. Over the last several years, the
domestic energy industry and the Programs have contended with
volatile, but generally low, oil and gas prices. Over the past
few years, the oil and gas market appears to have moved from
periods of relative stability in supply and demand to excess
supply or weakened demand. These trends have led to the
volatility in pricing and demand noted over the past years.
The Programs' available capital from subscriptions has been spent
on oil and gas drilling activities. There should not be any
further material capital resource commitments in the future. The
Programs have no bank debt commitments. Cash for operational
purposes will be provided by current oil and gas production.
RESULTS OF OPERATIONS
- ----------------------
1982-1 PROGRAM
THREE MONTHS ENDED SEPTEMBER 30, 1996 AS COMPARED TO THE THREE
MONTHS ENDED SEPTEMBER 30, 1995.
Three months ended September 30,
--------------------------------
1996 1995
------- -------
Oil and gas sales $73,603 $61,570
Oil and gas production expenses $26,792 $32,903
Barrels produced 488 540
Mcf produced 32,968 44,009
Average price/Bbl $ 21.94 $ 16.32
Average price/Mcf $ 1.91 $ 1.20
As shown in the table above, oil and gas sales increased $12,033
(19.5%) for the three months ended September 30, 1996 as compared
to the three months ended September 30, 1995. Of this increase,
$34,281 was related to the increases in average prices of oil and
natural gas sold, partially offset by a $21,088 decrease related
to the decrease in the volumes of natural gas sold. Volumes of
oil and natural gas sold decreased by 52 barrels and 11,041 Mcf,
respectively, for the three months ended September 30, 1996 as
compared to the three months ended September 30, 1995. The
decrease in the volumes of oil sold resulted primarily from
normal declines in production due to diminished reserves on two
wells during the three months ended September 30, 1996 as
compared to the three months ended September 30, 1995. The
decrease in the volumes of natural gas sold resulted primarily
from (i) normal declines in production due to diminished natural
gas reserves on several wells during the three months ended
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September 30, 1996 as compared to the three months ended
September 30, 1995 and (ii) the sale of one natural gas
producing well during 1996. Average oil and natural gas prices
increased to $21.94 per barrel and $1.91 per Mcf, respectively,
for the three months ended September 30, 1996 from $16.32 per
barrel and $1.20 per Mcf, respectively, for the three months
ended September 30, 1995.
Oil and gas production expenses (including lease operating
expenses and production taxes) decreased $6,111 for the three
months ended September 30, 1996 as compared to the three months
ended September 30, 1995. This decrease was primarily due to
lower general operating and repair and maintenance expenses
incurred on two wells during the three months ended September 30,
1996 as compared to the three months ended September 30, 1995.
As a percentage of oil and gas sales, these expenses decreased to
36.4% for the three months ended September 30, 1996 from 53.4%
for the three months ended September 30, 1995. This percentage
decrease was primarily due to the dollar decrease in general
operating and repair and maintenance expenses discussed above and
the increases in the average prices of oil and natural gas sold
during the three months ended September 30, 1996 as compared to
the three months ended September 30, 1995.
Depreciation, depletion, and amortization of oil and gas
properties decreased $3,799 for the three months ended September
30, 1996 as compared to the three months ended September 30,
1995. This decrease was primarily a result of the increase in
the estimate of remaining natural gas reserves at December 31,
1995. As a percentage of oil and gas sales, this expense
decreased to 13.7% for the three months ended September 30, 1996
from 22.6% for the three months ended September 30, 1995. This
percentage decrease was primarily due to the increases in the
average prices of oil and natural gas sold during the three
months ended September 30, 1996 as compared to the three months
ended September 30, 1995.
General and administrative expenses increased $878 for the three
months ended September 30, 1996 as compared to the three months
ended September 30, 1995. This increase resulted primarily from
an increase in professional fees during the three months ended
September 30, 1996. As a percentage of oil and gas sales, these
expenses decreased to 30.6% for the three months ended September
30, 1996 from 35.1% for the three months ended September 30,
1995. This percentage decrease was primarily due to the
increases in the average prices of oil and natural gas sold
during the three months ended September 30, 1996 as compared to
the three months ended September 30, 1995.
NINE MONTHS ENDED SEPTEMBER 30, 1996 AS COMPARED TO THE NINE
MONTHS ENDED SEPTEMBER 30, 1995.
Nine months ended September 30,
-------------------------------
1996 1995
-------- --------
Oil and gas sales $235,275 $195,676
Oil and gas production expenses $ 88,517 $ 94,062
Barrels produced 1,521 1,728
Mcf produced 108,178 131,416
Average price/Bbl $ 20.15 $ 16.99
Average price/Mcf $ 1.89 $ 1.27
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As shown in the table above, oil and gas sales increased $39,599
(20.2%) for the nine months ended September 30, 1996 as compared
to the nine months ended September 30, 1995. Of this increase,
$86,938 was related to the increases in the average prices of oil
and natural gas sold, partially offset by a $48,091 decrease
related to the decreases in the volumes of oil and natural gas
sold. Volumes of oil and natural gas sold decreased by 207
barrels and 23,238 Mcf, respectively, for the nine months ended
September 30, 1996 as compared to the nine months ended September
30, 1995. The decrease in the volumes of oil sold resulted
primarily from normal declines in production due to diminished
reserves on two wells during the nine months ended September 30,
1996 as compared to the nine months ended September 30, 1995.
The decrease in the volumes of natural gas sold resulted
primarily from (i) positive prior period volume adjustments made
by the purchaser on several wells during the nine months ended
September 30, 1995, (ii) normal declines in production due to
diminished natural gas reserves on several wells during the nine
months ended September 30, 1996, and (iii) the sale of one
natural gas producing well during the nine months ended September
30, 1996, partially offset by a negative gas balancing adjustment
on another well during the nine months ended September 30, 1995.
Average oil and natural gas prices increased to $20.15 per barrel
and $1.89 per Mcf, respectively, for the nine months ended
September 30, 1996 from $16.99 per barrel and $1.27 per Mcf,
respectively, for the nine months ended September 30, 1995.
Oil and gas production expenses (including lease operating
expenses and production taxes) decreased $5,545 for the nine
months ended September 30, 1996 as compared to the nine months
ended September 30, 1995. This decrease resulted primarily from
workover expenses incurred on two wells during the nine months
ended September 30, 1995 in order to improve the recovery of
reserves. As a percentage of oil and gas sales, these expenses
decreased to 37.6% for the nine months ended September 30, 1996
from to 48.1% for the nine months ended September 30, 1995. This
percentage decrease was primarily due to the increases in the
average prices of oil and natural gas sold during the nine months
ended September 30, 1996 as compared to the nine months ended
September 30, 1995.
Depreciation, depletion, and amortization of oil and gas
properties decreased $7,912 for the nine months ended September
30, 1996 as compared to the nine months ended September 30, 1995.
This decrease was primarily a result of the increase in the
estimate of remaining natural gas reserves at December 31, 1995.
As a percentage of oil and gas sales, this expense decreased to
14.9% for the nine months ended September 30, 1996 from 22.0% for
the nine months ended September 30, 1995. This percentage
decrease was primarily due to the increases in the average prices
of oil and natural gas sold during the nine months ended
September 30, 1996 as compared to the nine months ended September
30, 1995.
General and administrative expenses remained relatively constant
during the nine months ended September 30, 1996 as compared to
the nine months ended September 30, 1995. As a percentage of oil
and gas sales, these expenses decreased to 34.9% for the nine
months ended September 30, 1996 from 42.3% for the nine months
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ended September 30, 1995. This percentage decrease was primarily
due to the increases in the average prices of oil and natural gas
sold during the nine months ended September 30, 1996 as compared
to the nine months ended September 30, 1995.
1982-2 PROGRAM
THREE MONTHS ENDED SEPTEMBER 30, 1996 AS COMPARED TO THE THREE
MONTHS ENDED SEPTEMBER 30, 1995.
Three months ended September 30,
--------------------------------
1996 1995
-------- --------
Oil and gas sales $151,394 $101,390
Oil and gas production expenses $ 37,145 $ 36,186
Barrels produced 33 77
Mcf produced 81,127 93,164
Average price/Bbl $ 23.18 $ 16.40
Average price/Mcf $ 1.86 $ 1.07
As shown in the table above, oil and natural gas sales increased
$50,004 (49.3%) for the three months ended September 30, 1996 as
compared to the three months ended September 30, 1995. Of this
increase, $73,600 was related to the increase in the average
price of natural gas sold, partially offset by a $22,389 decrease
related to the decrease in the volumes of natural gas sold.
Volumes of oil and natural gas sold decreased by 44 barrels and
12,037 Mcf, respectively, for the three months ended September
30, 1996 as compared to the three months ended September 30,
1995. The decrease in the volumes of oil sold resulted primarily
from normal declines in production due to diminished reserves on
one well during the three months ended September 30, 1996 as
compared to the three months ended September 30, 1995. The
decrease in volumes of natural gas sold resulted primarily from
normal declines in production due to diminished natural gas
reserves on two wells during the three months ended September 30,
1996 as compared to the three months ended September 30, 1995.
Average oil and natural gas prices increased to $23.18 per barrel
and $1.86 per Mcf, respectively, for the three months ended
September 30, 1996 from $16.40 per barrel and $1.07 per Mcf,
respectively, for the three months ended September 30, 1995.
Oil and gas production expenses (including lease operating
expenses and production taxes) increased $959 for the three
months ended September 30, 1996 as compared to the three months
ended September 30, 1995. This increase resulted primarily from
an increase in production taxes related to the increases in the
average prices of oil and natural gas sold during the three
months ended September 30, 1996 as compared to the three months
ended September 30, 1995. As a percentage of oil and gas sales,
these expenses decreased to 24.5% for the three months ended
September 30, 1996 from 35.7% for the three months ended
September 30, 1995. This percentage decrease was primarily due
to the increases in the average prices of oil and natural gas
sold during the three months ended September 30, 1996 as compared
to the three months ended September 30, 1995.
Depreciation, depletion, and amortization of oil and gas
properties decreased $6,098 for the three months ended September
30, 1996 as compared to the three months ended September 30,
1995. This decrease was primarily the result of the decreases in
-16-
<PAGE>
<PAGE>
the volumes of oil and natural gas sold during the three months
ended September 30, 1996 as compared to the three months ended
September 30, 1995 and an upward revision in the estimate of
remaining natural gas reserves at December 31, 1995. As a
percentage of oil and gas sales, this expense decreased to 16.2%
for the three months ended September 30, 1996 from 30.2% for the
three months ended September 30, 1995. This percentage decrease
was primarily due to the increases in the average prices of oil
and natural gas sold during the three months ended September 30,
1996 as compared to the three months ended September 30, 1995.
General and administrative expenses increased $677 for the three
months ended September 30, 1996 as compared to the three months
ended September 30, 1995. This increase resulted primarily from
an increase in professional fees during the three months ended
September 30, 1996 as compared to the three months ended
September 30, 1995. As a percentage of oil and gas sales, these
expenses decreased to 11.7% for the three months ended September
30, 1996 from 16.8% for the three months ended September 30,
1995. This percentage decrease was primarily due to the
increases in the average prices of oil and natural gas sold
during the three months ended September 30, 1996 as compared to
the three months ended September 30, 1995.
NINE MONTHS ENDED SEPTEMBER 30, 1996 AS COMPARED TO THE NINE
MONTHS ENDED SEPTEMBER 30, 1995.
Nine months ended September 30,
-------------------------------
1996 1995
-------- --------
Oil and gas sales $516,802 $414,605
Oil and gas production expenses $125,092 $119,822
Barrels produced 201 509
Mcf produced 277,223 331,368
Average price/Bbl $ 21.68 $ 12.42
Average price/Mcf $ 1.85 $ 1.23
As shown in the table above, oil and natural gas sales increased
$102,197 (24.6%) for the nine months ended September 30, 1996 as
compared to the nine months ended September 30, 1995. Of this
increase, $205,448 was related to the increase in the average
price of natural gas sold, partially offset by a $100,168
decrease related to the decrease in the volumes of natural gas
sold. Volumes of oil and natural gas sold decreased by 308
barrels and 54,145 Mcf, respectively, for the nine months ended
September 30, 1996 as compared to the nine months ended September
30, 1995. The decrease in the volumes of oil sold during the
nine months ended September 30, 1996 as compared to the nine
months ended September 30, 1995 was primarily due to the sale of
one well. The decrease in volumes of natural gas sold resulted
primarily from (i) a positive gas balancing adjustment on one
well during the nine months ended September 30, 1995 and (ii)
normal declines in production due to diminished natural gas
reserves on one well during the nine months ended September 30,
1996 as compared to the nine months ended September 30, 1995.
Average oil and natural gas prices increased to $21.68 per barrel
and $1.85 per Mcf, respectively, for the nine months ended
September 30, 1996 from $12.42 per barrel and $1.23 per Mcf,
respectively, for the nine months ended September 30, 1995.
-17-
<PAGE>
<PAGE>
Oil and gas production expenses (including lease operating
expenses and production taxes) increased $5,270 for the nine
months ended September 30, 1996 as compared to the nine months
ended September 30, 1995. This increase resulted primarily from
an increase in production taxes associated with the increases in
the average prices of oil and natural gas sold during the nine
months ended September 30, 1996 as compared to the nine months
ended September 30, 1995. As a percentage of oil and gas sales,
these expenses decreased to 24.2% for the nine months ended
September 30, 1996 from 28.9% for the nine months ended September
30, 1995. This percentage decrease was primarily due to the
increases in the average prices of oil and natural gas sold
during the nine months ended September 30, 1996 as compared to
the nine months ended September 30, 1995.
Depreciation, depletion, and amortization of oil and gas
properties decreased $26,266 for the nine months ended September
30, 1996 as compared to the nine months ended September 30, 1995.
This decrease was primarily the result of the decreases in the
volumes of oil and natural gas sold during the nine months ended
September 30, 1996 as compared to the nine months ended September
30, 1995 and an upward revision in the estimate of remaining
natural gas reserves at December 31, 1995. As a percentage of
oil and gas sales, this expense decreased to 17.4% for the nine
months ended September 30, 1996 from 28.1% for the nine months
ended September 30, 1995. This percentage decrease was primarily
due to the upward revision of remaining natural gas reserves
discussed above and the increases in the average prices of oil
and natural gas sold during the nine months ended September 30,
1996 as compared to the nine months ended September 30, 1995.
As a result of declines in natural gas prices during the nine
months ended September 30, 1995 the 1982-2 Program recognized a
non-cash charge against earnings of $14,169 during the nine
months ended September 30, 1995. This impairment provision for
oil and gas properties at September 30, 1995 was necessary due to
the unamortized costs of oil and gas properties exceeding the
present value of the estimated future net revenues from the oil
and gas properties. No similar charge was necessary during the
nine months ended September 30, 1996.
General and administrative expenses decreased $1,384 for the nine
months ended September 30, 1996 as compared to the nine months
ended September 30, 1995. This decrease resulted primarily from
a decrease in professional fees during the nine months ended
September 30, 1996 as compared to the nine months ended September
30, 1995. As a percentage of oil and gas sales, these expenses
decreased to 12.6% for the nine months ended September 30, 1996
from 16.0% for the nine months ended September 30, 1995. This
percentage decrease was primarily due to the increases in the
average prices of oil and natural gas sold during the nine months
ended September 30, 1996 as compared to the nine months ended
September 30, 1995.
-18-
<PAGE>
<PAGE>
PART II: OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
On November 12, 1992 Larry and Leona Beck filed a lawsuit against
Dyco Petroleum Corporation ("Dyco") and others in which the
plaintiffs alleged damages to their land as a result of
remediation operations conducted on the Paul King No. 1-7 well
(Beck v. Trigg Drilling Company, Inc., et al., C-92-227, District
Court of Beckham County, Oklahoma). The 1982-2 Program had an
approximate 1.6% working interest in the Paul King No. 1-7 well
at the time the lawsuit was filed. The lawsuit alleged claims
based on negligence, private nuisance, public nuisance, trespass,
unjust enrichment, constructive fraud, and permanent injunctive
relief, all in amounts to be determined at trial. A trial was
conducted in the matter on February 22, 1994 in which the jury
entered a verdict in favor of the plaintiffs in the amount of
approximately $5.5 million, consisting of approximately $2.75
million in actual damages and approximately $2.75 million in
punitive damages. Dyco appealed the district court's verdict and
on March 5, 1996 the Oklahoma Court of Appeals reversed the
district court's verdict and ordered a new trial. Both Dyco and
the plaintiffs filed petitions for certiorari with the Supreme
Court of Oklahoma seeking a further review of the Court of
Appeals opinion, both of which petitions for certiorari were
denied on July 3, 1996. The case has been remanded to the
district court for a new trial.
ITEM 5. OTHER INFORMATION
On October 1, 1996, Drew Phillips resigned as Chief Financial
Officer of Dyco. Mr. Phillips continues to serve as an
accounting officer of affiliates of Dyco.
On October 1, 1996, Patrick M. Hall was elected Chief Financial
Officer of Dyco. Mr. Hall joined affiliates of Dyco
(collectively, the "Samson Companies") in 1983. Prior to joining
the Samson Companies he was a senior accountant with Peat Marwick
Main & Co. in Tulsa. He holds a Bachelor of Science degree in
accounting from Oklahoma State University and is a Certified
Public Accountant. Mr. Hall is also Senior Vice President -
Controller of Samson Investment Company.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
27.1 Financial Data Schedule containing summary
financial information extracted from the Dyco Oil
and Gas Program 1982-1 Limited Partnership's
financial statements as of September 30, 1996 and
for the nine months ended September 30, 1996,
filed herewith.
27.2 Financial Data Schedule containing summary
financial information extracted from the Dyco Oil
and Gas Program 1982-2 Limited Partnership's
financial statements as of September 30, 1996 and
-19-
<PAGE>
<PAGE>
for the nine months ended September 30, 1996,
filed herewith.
All other exhibits are omitted as inapplicable.
(b) Reports on Form 8-K
Current Reports on Form 8-K filed during third quarter of
1996:
Date of event: July 1, 1996
Date filed with SEC: July 8, 1996
Item Included:
Item 5 - Other Events
-20-
<PAGE>
<PAGE>
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.
DYCO OIL AND GAS PROGRAM 1982-1 LIMITED
PARTNERSHIP
DYCO OIL AND GAS PROGRAM 1982-2 LIMITED
PARTNERSHIP
(Registrant)
By: DYCO PETROLEUM CORPORATION
General Partner
Date: October 30, 1996 By: /s/Dennis R. Neill
-------------------------------
(Signature)
Dennis R. Neill
President
Date: October 30, 1996 By: /s/Patrick M. Hall
-------------------------------
(Signature)
Patrick M. Hall
Chief Financial Officer
-21-
<PAGE>
<PAGE>
INDEX TO EXHIBITS
NUMBER DESCRIPTION
- ------ -----------
27.1 Financial Data Schedule containing summary financial
information extracted from the Dyco Oil and Gas Program
1982-1 Limited Partnership's financial statements as of
September 30, 1996 and for the nine months ended September
30, 1996, filed herewith.
27.2 Financial Data Schedule containing summary financial
information extracted from the Dyco Oil and Gas Program
1982-2 Limited Partnership's financial statements as of
September 30, 1996 and for the nine months ended September
30, 1996, filed herewith.
All other exhibits are omitted as inapplicable.
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000718943
<NAME> DYCO OIL AND GAS PROGRAM 1982-1 LIMITED PARTNERSHIP
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> SEP-30-1996
<CASH> 100,814
<SECURITIES> 0
<RECEIVABLES> 47,652
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 148,466
<PP&E> 52,562,748
<DEPRECIATION> 52,387,958
<TOTAL-ASSETS> 383,226
<CURRENT-LIABILITIES> 7,810
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 320,036
<TOTAL-LIABILITY-AND-EQUITY> 383,226
<SALES> 235,275
<TOTAL-REVENUES> 236,650
<CGS> 0
<TOTAL-COSTS> 205,871
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 30,779
<INCOME-TAX> 0
<INCOME-CONTINUING> 30,779
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 30,779
<EPS-PRIMARY> 3.05
<EPS-DILUTED> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000718944
<NAME> DYCO OIL AND GAS PROGRAM 1982-2 LIMITED PARTNERSHIP
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> SEP-30-1996
<CASH> 101,701
<SECURITIES> 0
<RECEIVABLES> 103,978
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 205,679
<PP&E> 38,309,074
<DEPRECIATION> 38,082,280
<TOTAL-ASSETS> 457,293
<CURRENT-LIABILITIES> 37,210
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 352,233
<TOTAL-LIABILITY-AND-EQUITY> 457,293
<SALES> 516,802
<TOTAL-REVENUES> 523,302
<CGS> 0
<TOTAL-COSTS> 280,281
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 243,021
<INCOME-TAX> 0
<INCOME-CONTINUING> 243,021
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 243,021
<EPS-PRIMARY> 30.08
<EPS-DILUTED> 0
</TABLE>
