SUN ENERGY PARTNERS LP
10-Q, 1996-05-16
CRUDE PETROLEUM & NATURAL GAS
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13

					 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         March 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        1-9033

					 SUN ENERGY PARTNERS, L.P.
	(Exact name of registrant as specified in its charter)

			   DELAWARE                       75-2070723
   (State or other jurisdiction of            (I.R.S. Employer
 incorporation or organization)          Identification Number)

		13155 NOEL ROAD, DALLAS, TEXAS            75240-5067
	(Address of principal executive offices)     (Zip code)

							   (214) 715-4000
	 (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

						  

	 The number of depositary units outstanding as of April  30,
1996 was 7,543,100.
<PAGE>
				SUN ENERGY PARTNERS, L.P.
						  
						  
						INDEX



											Page

PART I.  FINANCIAL INFORMATION

  Item 1.  Financial Statements

		 Condensed Consolidated Statements of
		 Income for the Three Months Ended March
		 31, 1996 and 1995 ........................    3

		 Condensed Consolidated Balance Sheets at
		 March 31, 1996 and December 31, 1995 .....    4

		 Condensed Consolidated Statements of
		 Cash Flows for the Three Months Ended
		 March 31, 1996 and 1995 .................     5

		 Notes to Condensed Consolidated
		 Financial Statements.....................     6

		 Report of Independent Accountants .......     8

  Item 2.  Management's Discussion and Analysis of
		 Financial Condition and Results of
		 Operations ..............................     9


PART II. OTHER INFORMATION

  Item 6.  Exhibits and Reports on Form 8-K ........    11

SIGNATURE ...........................................   12
<PAGE>
					    PART I
				  FINANCIAL INFORMATION

Item 1.  Financial Statements

SUN ENERGY PARTNERS, L.P.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME

								  For the Three Months
(Millions of Dollars, Except                 Ended March 31
Per Unit Amounts)                          1996           1995
								  --------------------
									 (Unaudited)
Revenues
  Oil and gas                             $  159       $  147
  Other                                       (1)          (3)
								  -------      -------
									158          144
								  -------      -------

Costs and Expenses
  Operating costs                             34           49
  Production taxes                             9            8
  Exploration costs                            7            9
  Depreciation, depletion and
    amortization                              42           40
  General and administrative
    expense                                   11           14
  Interest and debt expense                    5            3
  Interest capitalized                        (3)          (2)
								   ------       ------
									105          121
								   ------       ------

Net Income                                 $  53        $  23
								   ======       ======

Net Income Per Unit                        $ .13        $ .05
								   ======       ======

Cash Distributions Paid Per Unit           $ .02        $ .14
								   ======       ======

Weighted Average Number of Units
  Outstanding (in thousands)             421,171      421,171
								 ========     ========    

				(See Accompanying Notes)
<PAGE>
SUN ENERGY PARTNERS, L.P.
CONDENSED CONSOLIDATED BALANCE SHEETS

							   March 31      December 31
(Millions of Dollars)                   1996            1995
							   --------      -----------
							 (Unaudited)
Assets

Current Assets
  Cash and short-term investments     $    11          $     8
  Accounts receivable and other
    current assets                         98               97
							   --------         --------
Total Current Assets                      109              105

Properties, Plants and Equipment
  (Note 2)                                976              955
Investment in Affiliate                    86               83
							   --------         --------

Total Assets                          $ 1,171          $ 1,143
							   ========         ========

Liabilities and Partners' Capital

Current Liabilities
  Accounts payable                    $    84          $    73
  Accrued liabilities                      74               79
  Advances from affiliate                  26               45
  Current portion of long-term debt
    due affiliate                          11               11
  Current portion of long-term debt         2                2
							   --------         --------
Total Current Liabilities                 197              210

Long-Term Debt due Affiliate               59               62
Deferred Credits and Other
  Liabilities                              31               32

Partners' Capital (Note 3)
  Limited partnership interests           271              257
  General partnership interests           613              582
							   --------        ---------
Partners' Capital                         884              839
							   --------        ---------

Total Liabilities and Partners'
  Capital                             $ 1,171          $ 1,143
							   ========         ========



The successful efforts method of accounting is followed.


				(See Accompanying Notes)
<PAGE>
SUN ENERGY PARTNERS, L.P.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
									For the Three Months
									   Ended March 31
(Millions of Dollars)                         1996         1995
									--------------------
Cash and Cash Equivalents From Operating         (Unaudited)
  Activities
  Net income                                $   53        $  23
  Adjustments to reconcile net income
    to net cash from operating
    activities:
    Depreciation, depletion and
	 amortization                              42           40
    Dry hole costs and leasehold
	 impairment                                 3            3
    Loss (gain) on divestments                  (2)           1
    Other                                        1            4
									------       ------ 
									   97           71
    Changes in working capital:
	 Accounts receivable and
	   other current  assets                   (1)         (12)
	 Accounts payable and accrued
	   liabilities                              6            5
	 Advances from affiliate                  (19)           -
									------       ------ 

Net Cash Flow Provided From Operating
  Activities                                    83           64
									------       ------

Cash and Cash Equivalents From Investing
  Activities
  Capital expenditures                         (67)         (44)
  Proceeds from divestments                      5           41
  Other                                         (7)          (1)
									------       ------
Net Cash Flow Used For Investing
  Activities                                   (69)          (4)
									------       ------

Cash and Cash Equivalents From Financing
  Activities
  Repayments of long-term debt                  (3)          (3)
  Cash distributions paid to unitholders        (8)         (59)
									------       ------
Net Cash Flow Used For Financing
  Activities                                   (11)         (62)
									------       ------

Changes In Cash and Cash Equivalents             3           (2)
Cash and Cash Equivalents at Beginning
  of Period                                      8           20
									------       ------
Cash and Cash Equivalents at End
  of Period                                  $  11        $  18
									======       ====== 

				(See Accompanying Notes)
<PAGE>
				SUN ENERGY PARTNERS, L.P.
	 NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS


1.   Basis of Presentation

	The accompanying condensed consolidated financial statements
	and  related  notes  of Sun Energy Partners,  L.P.  and  its
	subsidiaries  (hereinafter,  unless  the  context  otherwise
	requires,   being  referred  to  as  the  Partnership)   are
	presented  in accordance with the requirements of Form  10-Q
	and  do  not  include all disclosures normally  required  by
	generally  accepted accounting principles or those  normally
	made  in  annual  reports  on Form  10-K.   In  management's
	opinion,  all  adjustments necessary for a fair presentation
	of the results of operations for the periods shown have been
	made  and are of a normal recurring nature.  The results  of
	operations  of  the Partnership for the three  months  ended
	March 31, 1996 are not necessarily indicative of the results
	for the full year 1996.

	Statements of Cash Flows

	In   accordance  with  Statement  of  Financial   Accounting
	Standards  No.  95,  "Statement  of  Cash  Flows,"  non-cash
	transactions  are  not  reflected  within  the  accompanying
	Condensed Consolidated Statements of Cash Flows.


2.   Properties, Plants and Equipment

							 March 31     December 31
							   1996          1995
							 --------     -----------
							  (Millions of Dollars)

   Gross investment .............    $3,752         $3,710
   Less accumulated depreciation,
	depletion and amortization .     2,776          2,755
							  ------         ------
   Net investment                    $  976         $  955
							  ======         ======
<PAGE>
				SUN ENERGY PARTNERS, L.P.
  NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (cont.)


3. Partners' Capital

   At  March  31,  1996,  the ownership of  the  Partnership  was
   comprised of a 69 percent general partnership interest  and  a
   31  percent limited partnership interest.  Oryx Energy Company
   holds  a  98  percent  interest in  the  Partnership.   A  two
   percent   limited  partnership  interest  in   the   form   of
   depositary  units  is held by the public.   As  of  March  31,
   1996, there was a total of 421.2 million units outstanding.
<PAGE>
			 REPORT OF INDEPENDENT ACCOUNTANTS

To the Partners of Sun Energy Partners, L.P. and
the Board of Directors of Oryx Energy Company:

We  have reviewed the accompanying condensed consolidated balance
sheet  of  Sun Energy Partners, L.P. and its Subsidiaries  as  of
March 31, 1996, and the related condensed consolidated statements
of  income  and cash flows for the three months ended  March  31,
1996 and 1995.  These financial statements are the responsibility
of Oryx Energy Company's management.

We  conducted our review in accordance with standards established
by  the  American Institute of Certified Public  Accountants.   A
review  of interim financial information consists principally  of
applying  analytical  review procedures  to  financial  data  and
making  inquiries  of  persons  responsible  for  financial   and
accounting  matters.  It is substantially less in scope  than  an
audit  conducted  in accordance with generally accepted  auditing
standards, the objective of which is the expression of an opinion
regarding   the   financial  statements   taken   as   a   whole.
Accordingly, we do not express such an opinion.

Based   on   our  review,  we  are  not  aware  of  any  material
modifications  that should be made to the accompanying  condensed
consolidated  financial statements for them to be  in  conformity
with generally accepted accounting principles.

We have previously audited, in accordance with generally accepted
auditing standards, the consolidated balance sheet as of December
31,  1995, and the related consolidated statements of income  and
cash flows for the year then ended (not presented herein); and in
our  report  dated February 19, 1996, we expressed an unqualified
opinion  on  those  consolidated financial  statements.   In  our
opinion,  the information set forth in the accompanying condensed
consolidated  balance sheet as of December 31,  1995,  is  fairly
stated, in all material respects, in relation to the consolidated
balance sheet from which it has been derived.

					  /s/   COOPERS & LYBRAND L.L.P.
Dallas, Texas
May 15, 1996
<PAGE>
Item 2.   Management's  Discussion  and  Analysis  of   Financial
		Condition and Results of Operations


FINANCIAL CONDITION

The  Partnership's  cash  and cash equivalents  increased  by  $3
million  over the three months ended March 31, 1996.  Cash  flows
for  the first quarter of 1996 included $83 million provided from
operating  activities, $69 million used for investing  activities
and  $11  million used for financing activities.  The $83 million
net cash flow provided from operating activities was comprised of
$97  million  net  cash  flow provided from operating  activities
before  changes in current assets and liabilities and $14 million
of  net  cash  flow  used  for  changes  in  current  assets  and
liabilities.   The  $97  million  net  cash  flow  provided  from
operating  activities  before  changes  in  current  assets   and
liabilities  was favorably impacted by increased  crude  oil  and
natural  gas  prices  and  decreased operating  costs.   The  $14
million  net  cash  flow used for changes in current  assets  and
liabilities  consisted  of  a  $1 million  increase  in  accounts
receivable  and  other current assets, a $6 million  increase  in
accounts  payable  and  accrued liabilities  and  a  $19  million
decrease in advances from affiliates.

The  $69  million  net  cash flow used for  investing  activities
primarily consisted of $67 million used for capital expenditures.
The  $11  million  net  cash flow used for  financing  activities
resulted  from the scheduled payment of $3 million  of  long-term
debt and $8 million of cash distributions paid to unitholders.

A  first quarter cash distribution in the amount of $.02 per unit
was paid in 1996.  A second quarter cash distribution of $.07 per
unit  has  been  declared  by  Oryx  Energy  Company's  Board  of
Directors  and  will be paid on June 10, 1996 to  unitholders  of
record on May 17, 1996.  The cash distribution includes $.01  per
unit from divestment proceeds.
<PAGE>
Item 2.   Management's  Discussion  and  Analysis  of   Financial
		Condition and Results of Operations (continued)


RESULTS OF OPERATIONS

Net income for the first quarter of 1996 was $53 million, or $.13
per  unit,  compared to net income of $23 million,  or  $.05  per
unit,  in the first quarter of 1995.  Revenues for the 1996 first
quarter  were  $158  million versus $144 million  for  the  first
quarter of 1995.  In comparing the first quarter of 1996  to  the
first quarter of 1995, crude oil and natural gas prices increased
while  production  decreased because of asset  sales  and  normal
declines.  Total costs and expenses decreased $16 million, or  13
percent, as a result of reductions in almost all categories.

Average  net  production  of  crude oil  and  condensate  was  45
thousand  barrels daily during the first quarter of 1996 compared
to an average net production of 49 thousand barrels daily for the
first  quarter  of  1995.  The average crude oil  and  condensate
price  in  the  first  quarter of 1996 increased  to  $18.13  per
barrel, as compared to $16.26 per barrel in the same period  last
year.

Average  net production of natural gas for the first  quarter  of
1996  was 461 million cubic feet daily or nine percent lower than
average  net production of 504 million cubic feet daily  for  the
same period in 1995.  The average natural gas price for the first
quarter of 1995 was $2.03 per thousand cubic feet, as compared to
$1.69 per thousand cubic feet in the same period last year.
<PAGE>
					    PART II
						  
				    OTHER INFORMATION



Item 6.  Exhibits and Reports on Form 8-K

	 (a)  Exhibits:

		 27    Financial Data Schedule


	 (b)  Reports on Form 8-K:

		 The Partnership did not file any reports on Form
		 8-K during the quarter ended March 31, 1996.



				   ******************


	We  are  pleased  to furnish this report to unitholders  who
	request it by writing to:

		Sun Energy Partners, L.P. Unitholder Relations
		c/o Oryx Energy Company
		Managing General Partner
		P.O. Box 60
		Dallas, Texas  75221-0060
<PAGE>
					   SIGNATURE



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.


	SUN ENERGY PARTNERS, L.P.





BY:     ORYX ENERGY COMPANY
	-------------------------- 
	(Managing General Partner)



BY: /s/ EDWARD W. MONEYPENNY
    ------------------------  
	   Edward W. Moneypenny
	   (Executive Vice President, Finance,
	    and Chief Financial Officer)


DATE:     May 15, 1996
<PAGE>

<TABLE> <S> <C>

<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM
SEC FORM 10-Q AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH
FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000,000
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          DEC-31-1996
<PERIOD-END>                               MAR-31-1996
<CASH>                                              11
<SECURITIES>                                         0
<RECEIVABLES>                                       91
<ALLOWANCES>                                         0
<INVENTORY>                                          3
<CURRENT-ASSETS>                                   109
<PP&E>                                            3752
<DEPRECIATION>                                    2776
<TOTAL-ASSETS>                                    1171
<CURRENT-LIABILITIES>                              197
<BONDS>                                             59
                                0
                                          0
<COMMON>                                             0
<OTHER-SE>                                         884
<TOTAL-LIABILITY-AND-EQUITY>                      1171
<SALES>                                            159
<TOTAL-REVENUES>                                   158
<CGS>                                               85
<TOTAL-COSTS>                                       85
<OTHER-EXPENSES>                                    18
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                                   2
<INCOME-PRETAX>                                      0
<INCOME-TAX>                                         0
<INCOME-CONTINUING>                                 53
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                        53
<EPS-PRIMARY>                                      .13
<EPS-DILUTED>                                      .13
        

</TABLE>


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