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UNITED STATES
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 June 30, 1998
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Commission File Number 2-89194
MAY DRILLING PARTNERSHIP 1984-3
MAY LIMITED PARTNERSHIP 1984-3
(Exact name of registrant as specified in its charter)
75-1994687
Texas 75-1994682
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
4582 South Ulster Street Parkway
Suite 1700
Denver, Colorado 80237
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (303) 850-7373
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 10
<PAGE>
<TABLE>
<CAPTION>
MAY DRILLING PARTNERSHIP 1984-3
BALANCE SHEETS
(Unaudited)
(In thousands)
June 30, December 31,
1998 1997
ASSETS
<S> <C> <C>
Investment in May Limited Partnership 1984-3 $ 139 $ 340
==== ====
PARTNERS' CAPITAL
Partners' Capital $ 139 $ 340
==== ====
<FN>
NOTE: The statements of operations and cash flows for May Drilling
Partnership 1984-3 are not presented because such information is
equal to the limited partner's share of such activity as presented in
the May Limited Partnership 1984-3 financial statements. The May
Drilling Partnership carries its investment in May Limited
Partnership 1984-3 on the equity method. The May Limited Partnership
1984-3 financial statements should be read in conjunction with these
balance sheets.
</FN>
<FN>
The accompanying note is an integral part of the financial
statements.
</FN>
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
MAY LIMITED PARTNERSHIP 1984-3
BALANCE SHEETS
(Unaudited)
(In thousands)
June 30, December 31,
1998 1997
ASSETS
CURRENT ASSETS
<S> <C> <C>
Cash and cash equivalents $ 215 $ 313
Accrued oil and gas sales 90 221
Due from affiliate 55 123
Contributions receivable from general partner 39
--------- -------
Total 360 696
------ ------
OIL AND GAS PROPERTIES, using the
full cost method of accounting 7,724 7,724
Less accumulated depletion (7,699) (7,689)
----- -----
Net oil and gas properties 25 35
------- -------
TOTAL ASSETS $ 385 $ 731
====== ======
LIABILITIES AND PARTNERS' CAPITAL
CURRENT LIABILITIES
Accounts payable and accrued liabilities $ 8 $ 14
-------- -------
PARTNERS' CAPITAL
General partner 238 377
Limited partner 139 340
------ ------
Total 377 717
------ ------
TOTAL LIABILITIES AND PARTNERS' CAPITAL $ 385 $ 731
====== ======
<FN>
The accompanying note is an integral part of the financial
statements.
</FN>
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
MAY LIMITED PARTNERSHIP 1984-3
STATEMENTS OF OPERATIONS
(Unaudited)
(In thousands, except for unit information)
For the Three Months Ended June 30,
1998 1997
REVENUES
<S> <C> <C>
Gas revenue $ 110 $ 197
Oil revenue 53 136
Interest 4 7
Other 10
---------- -------
Total 167 350
------ ------
COSTS AND EXPENSES
Lease operating 10 16
Production taxes 12 24
General and administrative 7 7
Depletion 4 16
Professional services and other 3 3
-------- --------
Total 36 66
------- -------
NET INCOME $ 131 $ 284
====== ======
ALLOCATION OF NET INCOME:
General Partner $ 46 $ 107
======= ======
Limited Partner $ 85 $ 177
======= ======
Per initial $1,000 limited partner
investment $12.88 $26.82
===== =====
Weighted average initial $1,000 limited
partner investment units outstanding 6,599 6,599
====== ======
<FN>
The accompanying note is an integral part of the financial
statements.
</FN>
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
MAY LIMITED PARTNERSHIP 1984-3
STATEMENTS OF OPERATIONS
(Unaudited)
(In thousands, except for unit information)
For the Six Months Ended June 30,
1998 1997
REVENUES
<S> <C> <C>
Gas revenue $ 262 $ 452
Oil revenue 128 293
Interest 8 10
Other 10
--------- -------
Total 398 765
------ ------
COSTS AND EXPENSES
Lease operating 19 28
Production taxes 28 50
General and administrative 15 15
Depletion 10 16
Professional services and other 8 8
--------- --------
Total 80 117
-------- ------
NET INCOME $ 318 $ 648
====== ======
ALLOCATION OF NET INCOME:
General Partner $ 110 $ 225
====== ======
Limited Partner $ 208 $ 423
====== ======
Per initial $1,000 limited partner
investment $31.52 $64.10
===== =====
Weighted average initial $1,000 limited
partner investment units outstanding 6,599 6,599
====== ======
<FN>
The accompanying note is an integral part of the financial
statements.
</FN>
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
MAY LIMITED PARTNERSHIP 1984-3
STATEMENTS OF CASH FLOWS
(Unaudited)
(In thousands)
For the Six Months Ended June 30,
1998 1997
OPERATING ACTIVITIES:
<S> <C> <C>
Net income $ 318 $ 648
Adjustment to reconcile net income to net
cash provided by operating activities:
Depletion 10 16
Changes in assets and liabilities provided (used) cash:
Accrued oil and gas sales 131 163
Due from affiliate 68 132
Accounts payable and accrued liabilities (6) (4)
Due to affiliate 30
--------- -------
Net cash provided by operating activities 521 985
------ ------
INVESTING ACTIVITIES
Additions to oil and gas properties (77)
---------- -------
FINANCING ACTIVITIES:
Distributions to partners (658) (1,008)
Contributions from general partner 39 36
-------- --------
Net cash used in financing activities (619) (972)
------ ------
NET DECREASE IN CASH AND
CASH EQUIVALENTS (98) (64)
CASH AND CASH EQUIVALENTS:
Balance, beginning of period 313 390
------ ------
Balance, end of period $ 215 $ 326
====== ======
<FN>
The accompanying note is an integral part of the financial
statements.
</FN>
</TABLE>
<PAGE>
MAY LIMITED PARTNERSHIP 1984-3
NOTE TO FINANCIAL STATEMENTS
(Unaudited)
NOTE 1 - GENERAL
The financial statements presented are those of May Limited Partnership 1984-3
(the "Partnership"). The interim financial data are unaudited; however, in the
opinion of the general partner, the interim data include all adjustments,
consisting only of normal recurring adjustments, necessary for a fair
presentation of the results for the interim periods. These financial statements
should be read in conjunction with the financial statements and notes thereto
included in the Partnership's December 31, 1997 Annual Report on Form 10-K.
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
Liquidity and Capital Resources
Cash provided by operating activities totaled $521,000 for the six months ended
June 30, 1998, and $658,000 was distributed to partners. A distribution payable
to partners of record as of June 30, 1998 was declared in July 1998. The
distribution amount is $170,000, payable $112,370 to May Drilling Partnership
1984-3 partners and $57,630 to the general partner. Future distributions are
dependent on future prices for the Partnership's production and the production
level of the Partnership's remaining oil and gas reserves.
Results of Operations
Second Quarter 1998 Compared to Second Quarter 1997
Gas Revenue
Gas revenue decreased $87,000 during the second quarter of 1998 as compared to
the second quarter of 1997 due to a decrease in production partially offset by
an increase in the average gas price. Gas production decreased 36% due to
increased rates of water production on the Freddie Aker #1 well in Louisiana.
The average gas price increased from $2.49 per mcf in 1997 to $2.66 per mcf in
1998.
Oil Revenue
Oil revenues decreased $83,000 in the second quarter of 1998 as compared to the
second quarter of 1997 as a result of a decrease in production and a decrease in
the average oil price. Oil production decreased 31% on the Freddie Aker #1 due
to increased rates of water production on the well. The average oil price
decreased from $19.38 per barrel in 1997 to $13.19 per barrel in 1998.
Interest
Interest income decreased $3,000 during the second quarter of 1998 as compared
to the second quarter of 1997 due to a lower average cash balance during 1998.
Lease Operating
Lease operating expense decreased $6,000 during the second quarter of 1998 as
compared to the second quarter of 1997 due to decreased maintenance activity on
the Freddie Aker #1 well.
<PAGE>
Production Taxes
Production taxes decreased $12,000 during the second quarter of 1998 as compared
to the second quarter of 1997 due to decreased production previously discussed.
Depletion
Depletion expense decreased $12,000 during the second quarter of 1998 as
compared to the second quarter of 1997 due to a lower depletion rate caused by
the decrease in production previously discussed.
Six Months Ended June 30, 1998 Compared to the Six Months Ended June 30, 1997
The comparisons for the six months ended July 30, 1998 and the six months ended
June 30, 1997 are consistent with those discussed in the second quarter 1998
compared to the second quarter of 1997 except for the following:
Gas Revenue
Gas revenue decreased $190,000 during the first six months of 1998 as compared
to the corresponding period in 1997 due to a decrease in production combined
with a decrease in price. Gas production decreased 33% due to increased rates of
water production on the Freddie Aker #1 well. The average gas price decreased
from $3.03 per mcf in 1997 to $2.62 per mcf in 1998.
Oil Revenue
Oil revenue decreased $165,000 during the first six months of 1998 as compared
to the corresponding period in 1997 due to a decrease in production, and a
decrease in the average oil price. The average oil price decreased from $21.28
per barrel in 1997 to $14.00 per barrel in 1998. Oil production decreased 33%
due to increased rates of water production on the Freddie Aker #1 well.
<PAGE>
PART II - OTHER INFORMATION
ITEM 1 - LEGAL PROCEEDINGS
Reference is made to Item 8 - Note 4 of Form 10-K for the year
ended December 31, 1997.
ITEM 2 - CHANGES IN SECURITIES
None.
ITEM 3 - DEFAULTS UPON SENIOR SECURITIES
None.
ITEM 4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
None.
ITEM 5 - OTHER INFORMATION
None.
ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K
None.
<PAGE>
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Partnerships have duly caused this report to be signed on their behalf by the
undersigned, thereunto duly authorized.
MAY DRILLING PARTNERSHIP 1984-3
MAY LIMITED PARTNERSHIP 1984-3
By: EDP OPERATING, LTD.,
General Partner
By: HEPGP Ltd.,
General Partner
By: HALLWOOD G. P., INC.,
General Partner
Date: August 10, 1998 By: /s/Thomas J. Jung
Thomas J. Jung, Vice President
(Principal Accounting Officer)
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from Form 10-Q
for the quarter ended June 30, 1998 for May Limited Partnership 1984-3 and is
qualified in its entirety by reference to such Form 10-Q.
</LEGEND>
<CIK> 0000765946
<NAME> May Limited Partnership 1984-3
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> Jun-30-1998
<CASH> 215
<SECURITIES> 0
<RECEIVABLES> 145
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 360
<PP&E> 7,724
<DEPRECIATION> 7,699
<TOTAL-ASSETS> 385
<CURRENT-LIABILITIES> 8
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 377
<TOTAL-LIABILITY-AND-EQUITY> 385
<SALES> 390
<TOTAL-REVENUES> 398
<CGS> 0
<TOTAL-COSTS> 80
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 318
<INCOME-TAX> 0
<INCOME-CONTINUING> 318
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 318
<EPS-PRIMARY> 31.52
<EPS-DILUTED> 31.52
</TABLE>
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