PARKER & PARSLEY 86-C LTD
10-Q, 1996-11-13
CRUDE PETROLEUM & NATURAL GAS
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                                  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 September 30, 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 No. 33-3353C


                           PARKER & PARSLEY 86-C, LTD.
             (Exact name of Registrant as specified in its charter)

                Texas                                      75-2142283
     (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 __ pages.
                             -There are no exhibits-


<PAGE>



                           PARKER & PARSLEY 86-C, LTD.

                                TABLE OF CONTENTS


                                                                        Page
                          Part I. Financial Information

Item 1.      Financial Statements

             Balance Sheets as of September 30, 1996 and
                December 31, 1995   ..................................    3

             Statements of Operations for the three and nine
               months ended September 30, 1996 and 1995...............    4

             Statement of Partners' Capital for the nine months
               ended September 30, 1996...............................    5

             Statements of Cash Flows for the nine months ended
               September 30, 1996 and 1995............................    6

             Notes to Financial Statements............................    7

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


                           Part II. Other Information

Item 1.      Legal Proceedings........................................   14


             Signatures...............................................   15



                                        2

<PAGE>



                           PARKER & PARSLEY 86-C, LTD.
                          (A Texas Limited Partnership)

                          Part I. Financial Information

Item 1.   Financial Statements
                                 BALANCE SHEETS

                                                   September 30,   December 31,
                                                       1996           1995
                                                   ------------    -----------
                                                    (Unaudited)
                 ASSETS

Current assets:
  Cash and cash equivalents, including interest
    bearing deposits of $208,598 at September 30
    and $73,587 at December 31                     $    208,802    $    73,796
  Accounts receivable - oil and gas sales               168,582        151,051
                                                    -----------     ----------
          Total current assets                          377,384        224,847
                                                    -----------     ----------

Oil and gas properties - at cost, based on the
  successful efforts accounting method               14,551,083     15,562,115
    Accumulated depletion                           (10,611,906)   (11,373,411)
                                                    -----------     ----------
          Net oil and gas properties                  3,939,177      4,188,704
                                                    -----------     ----------
                                                   $  4,316,561    $ 4,413,551
                                                    ===========     ==========

LIABILITIES AND PARTNERS' CAPITAL

Current liabilities:
  Accounts payable - affiliate                     $    108,296    $   113,085

Partners' capital:
  Limited partners (19,317 interests)                 4,167,490      4,258,769
  Managing general partner                               40,775         41,697
                                                    -----------     ----------
                                                      4,208,265      4,300,466
                                                    -----------     ----------
                                                   $  4,316,561    $ 4,413,551
                                                    ===========     ==========


The financial information included as of September 30, 1996 has been prepared by
           management without audit by independent public accountants.

   The accompanying notes are an integral part of these financial statements.

                                        3

<PAGE>



                           PARKER & PARSLEY 86-C, LTD.
                          (A Texas Limited Partnership)

                            STATEMENTS OF OPERATIONS
                                   (Unaudited)

                                  Three months ended       Nine months ended
                                     September 30,            September 30,
                                ---------------------   -----------------------
                                   1996        1995        1996         1995
                                ---------   ---------   ----------   ----------
Revenues:
  Oil and gas                   $ 400,781   $ 324,985   $1,207,241   $1,093,317
  Interest                          2,670       2,359        5,821        6,203
  Salvage income from equipment
    disposal                          -           -         28,740        4,257
  Gain (loss) on sale of assets    (1,638)        -         37,396          -
  Litigation settlement               -           -        704,864          -
                                 --------    --------    ---------    ---------
                                  401,813     327,344    1,984,062    1,103,777
                                 --------    --------    ---------    ---------
Costs and expenses:
  Oil and gas production          180,835     217,486      614,436      625,706
  General and administrative       12,024       9,750       36,218       32,800
  Depletion                        85,319     124,975      268,472      448,330
  Loss (gain) on abandoned
    property                          -       (21,895)         -        119,491
  Abandoned property                  -           327       27,923       11,068
                                 --------    --------    ---------    ---------
                                  278,178     330,643      947,049    1,237,395
                                 --------    --------    ---------    ---------

Net income (loss)               $ 123,635   $  (3,299)  $1,037,013   $ (133,618)
                                 ========    ========    =========    =========
Allocation of net income 
  (loss):
    Managing general partner    $   1,236   $     (33)  $   10,370   $   (1,336)
                                 ========    ========    =========    =========

    Limited partners            $ 122,399   $  (3,266)  $1,026,643   $ (132,282)
                                 ========    ========    =========    =========
Net income (loss) per limited
  partnership interest          $    6.34   $    (.17)  $    53.15   $    (6.85)
                                 ========    ========    =========    =========
Distributions per limited
  partnership interest          $    7.77   $    7.20   $    57.87   $    25.15
                                 ========    ========    =========    =========

         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 financial statements.

                                        4

<PAGE>



                           PARKER & PARSLEY 86-C, LTD.
                          (A Texas Limited Partnership)

                         STATEMENT OF PARTNERS' CAPITAL
                                   (Unaudited)




                                    Managing
                                    general        Limited
                                    partner        partners          Total
                                   ----------     -----------     -----------

Balance at January 1, 1996         $   41,697     $ 4,258,769     $ 4,300,466

    Distributions                     (11,292)     (1,117,922)     (1,129,214)

    Net income                         10,370       1,026,643       1,037,013
                                    ---------      ----------      ----------

Balance at September 30, 1996      $   40,775     $ 4,167,490     $ 4,208,265
                                    =========      ==========      ==========






         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 financial statements.

                                        5

<PAGE>



                           PARKER & PARSLEY 86-C, LTD.
                          (A Texas Limited Partnership)

                            STATEMENTS OF CASH FLOWS
                                   (Unaudited)

                                                         Nine months ended
                                                            September 30,
                                                         1996          1995
                                                     -----------    ----------
Cash flows from operating activities:

  Net income (loss)                                  $ 1,037,013    $ (133,618)
  Adjustments to reconcile net income (loss) to 
    net cash provided by operating activities:
      Depletion                                          268,472       448,330
      Loss on abandoned property                             -         119,491
      Salvage income from equipment disposal             (28,740)       (4,257)
      Gain on sale of assets                             (37,396)          -
  Changes in assets and liabilities:
      (Increase) decrease in accounts receivable         (17,531)       18,679
      Increase (decrease) in accounts payable             (7,722)       53,379
                                                      ----------     ---------
         Net cash provided by operating activities     1,214,096       502,004
                                                      ----------     ---------
Cash flows from investing activities:

  (Additions) disposals of oil and gas properties        (17,896)       12,565
  Proceeds from salvage income from equipment
    disposal                                              28,740         4,257
  Proceeds from equipment salvage on abandoned
    property                                                  -         25,213
  Proceeds from sale of assets                            39,280           -
                                                      ----------     ---------
         Net cash provided by investing activities        50,124        42,035
                                                      ----------     ---------
Cash flows from financing activities:

  Cash distributions to partners                      (1,129,214)     (490,645)
                                                      ----------     ---------
Net increase in cash and cash equivalents                135,006        53,394
Cash and cash equivalents at beginning of period          73,796        67,305
                                                      ----------     ---------
Cash and cash equivalents at end of period           $   208,802    $  120,699
                                                      ==========     =========

         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 financial statements.

                                        6

<PAGE>



                           PARKER & PARSLEY 86-C, LTD.
                          (A Texas Limited Partnership)

                          NOTES TO FINANCIAL STATEMENTS
                               September 30, 1996
                                   (Unaudited)

Note 1.

Parker  &  Parsley  86-C,  Ltd.  (the  "Registrant")  is a  limited  partnership
organized in 1986 under the laws of the State of Texas.

The Registrant  engages  primarily in oil and gas  development and production in
Texas and is not involved in any industry segment other than oil and gas.

Note 2.

In the opinion of management, the Registrant's unaudited financial statements as
of September 30, 1996 and for the three and nine months ended September 30, 1996
and  1995  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.  These  interim  results  are not  necessarily
indicative of results for a full year.

Certain  information  and  footnote  disclosure  normally  included in financial
statements prepared in accordance with generally accepted accounting  principles
have been  condensed  or  omitted  in this Form 10-Q  pursuant  to the rules and
regulations of the Securities and Exchange Commission.  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, 1995, 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 3.

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  Parker  &  Parsley
Development L.P. ("PPDLP").  The May 25, 1993 settlement  agreement called for a
payment  of  $115  million  in  cash  by  the  defendants,  and  Southmark,  the
Registrant,  and the other  plaintiffs  indemnified  the defendants  against the
claims of Jack N.  Price.  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.

                                        7

<PAGE>



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 was without  merit and has  vigorously  defended it,
PPDLP  has held in  reserve  approximately  12.5% of the total  settlement  (the
"Reserve") pending final resolution of the litigation.

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 $6,972,477,  or $360.95 per limited  partnership  interest,  in
September 1993. The allocation of the lawsuit settlement amount was based on the
original  verdict  entered on October 26, 1990.  The  allocation  to the working
interest  owners in each well (including the Registrant) was based on a ratio of
the relative  amount of damages due to  overcharges  for services and  materials
("Materials") and damages for loss of past and future production ("Production"),
each as determined in that initial judgment. Within the Registrant,  damages for
Materials  were allocated  between the partners based on their original  sharing
percentages for costs of acquiring and/or drilling of wells. Similarly,  damages
related to Production were allocated to the partners in the Registrant  based on
their respective share of revenues from the subject wells.

As a condition of the purchase by Parker & Parsley Petroleum Company of Parker &
Parsley Development Company ("PPDC"),  which was merged into PPDLP on January 1,
1995,  from its former  parent in May 1989,  PPDC's  interest in the lawsuit and
subsequent  settlement was retained by the former parent.  Consequently,  all of
PPDC's share of the settlement  related to its separately  held interests in the
wells and its partnership  interests in the sponsored  partnerships (except that
portion allocable to interests  acquired by PPDC after May 1989) was paid to the
former parent.

On September  20,  1995,  the Beaumont  trial judge  entered a summary  judgment
against Southmark for the $13,790,000  contingent fee sought by Price,  together
with prejudgment  interest,  and also awarded Price an additional  $5,498,525 in
attorneys'  fees. On January 22, 1996, the trial judge entered an  interlocutory
summary judgment  against Dresser  Industries and Baker Hughes for an amount yet
to be  determined.  Pursuant to their  indemnity  obligations,  the  Registrant,
Southmark,  PPDLP and other original  plaintiffs have  vigorously  protected the
rights of both Dresser and Baker Hughes.  Southmark has  vigorously  pursued its
appeal of the judgment,  and has posted a supersedeas  bond using the Reserve as
collateral. On April 29, 1996, all of the parties,  including the Registrant and
Southmark,  entered  into a $7.4 million  settlement  with Price which fully and
finally  resolves  all of the  litigation  and  disputes  between  the  parties,
including the Registrant's indemnity obligations to Dresser and Baker Hughes.

Pursuant to the settlement agreement,  all of the pending lawsuits and judgments
have been dismissed,  the supersedeas bond released, and the Reserve released as
collateral.  On June 28,  1996,  a final  distribution  was made to the  working
interest owners,  including $697,816, or $36.12 per limited partnership interest
to the Registrant and its partners.

                                        8

<PAGE>



Note 4.

A gain of  $37,396  from the sale of four oil and gas wells  and four  saltwater
disposal wells to Costilla Energy,  L.L.C. was recognized during the nine months
ended September 30, 1996,  attributable to proceeds of $39,280 received from the
sale, less the write-off of remaining capitalized well costs of $1,884.

Item 2.     Management's Discussion and Analysis of Financial Condition
              and Results of Operations (1)

Results of Operations

Nine months ended  September 30, 1996 compared with nine months ended  September
  30, 1995

Revenues:

The  Registrant's  oil and gas revenues  increased to $1,207,241 from $1,093,317
for the nine months ended September 30, 1996 and 1995, respectively, an increase
of 10%.  The  increase in revenues  resulted  from a 21% increase in the average
price  received  per  barrel  of oil and a 29%  increase  in the  average  price
received per mcf of gas,  offset by a 13% decline in barrels of oil produced and
sold and a 6% decline in mcf of gas produced and sold. For the nine months ended
September 30, 1996,  38,211  barrels of oil were sold compared to 43,671 for the
same period in 1995,  a decrease  of 5,460  barrels.  For the nine months  ended
September  30,  1996,  191,063 mcf of gas were sold  compared to 203,215 for the
same  period in 1995,  a decrease  of 12,152  mcf.  The  decrease in oil and gas
produced and sold was 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 $3.55 from $17.27 for the
nine months ended September 30, 1995 to $20.82 for the same period in 1996 while
the average price  received per mcf of gas increased  from $1.67 during the nine
months ended  September 30, 1995 to $2.16 in 1996.  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 nine months ended September
30, 1996.

Salvage  income of $28,740 and $4,257 for the nine months  ended  September  30,
1996 and 1995, respectively,  was received from the disposal of equipment on one
fully depleted well.

A gain of  $37,396  from the sale of four oil and gas wells  and four  saltwater
disposal wells was recognized  during the nine months ended  September 30, 1996,
attributable  to proceeds of $39,280  received from the sale, less the write-off
of remaining capitalized well costs of $1,884.

                                        9

<PAGE>



Costs and Expenses:

Total  costs and  expenses  decreased  to  $947,049  for the nine  months  ended
September  30,  1996 as compared to  $1,237,395  for the same period in 1995,  a
decrease of $290,346,  or 23%.  This  decrease was due to declines in production
costs, depletion and loss on abandoned property,  offset by increases in general
and administrative expenses ("G&A") and abandoned property costs.

Production  costs were $614,436 for the nine months ended September 30, 1996 and
$625,706  for the same period in 1995,  resulting  in a $11,270  decrease.  This
decrease  was the result of declines in well  repair and  maintenance  costs and
production 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 increased, in aggregate,  10% from $32,800 for the nine months ended
September  30,  1995 to $36,218  for the same  period in 1996.  The  Partnership
agreement limits G&A to 3% of gross oil and gas revenues.

Depletion was $268,472 for the nine months ended  September 30, 1996 compared to
$448,330 for the same period in 1995,  representing  a decrease of $179,858,  or
40%. This decrease was primarily  attributable to the following  factors:  (i) a
reduction  in the  Registrant's  net  depletable  basis  from  charges  taken in
accordance with Statement of Financial Accounting Standards No. 121, "Accounting
for the Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed
Of" ("FAS 121"),  (ii) a reduction in oil  production  of 5,460  barrels for the
nine months ended September 30, 1996 as compared to the same period in 1995, and
(iii) an increase in oil and gas reserves during the during the third quarter of
1996 as a result of higher commodity prices.

Incurred expenses of $27,923 for abandoned property costs during the nine months
ended  September 30, 1996 were related to two of the four oil and gas wells sold
and are reflected in the net  post-closing  adjustment to proceeds from the sale
of properties.

A loss on abandoned  property of $119,491 was recognized  during the nine months
ended September 30, 1995. This loss was the result of the write-off of remaining
capitalized  well costs of  $144,704,  less  proceeds  received of $25,213  from
equipment salvage on abandoned property. Expenses incurred during the nine-month
period ended September 30, 1995 to plug and abandon one well totaled $11,068.

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 PPDLP. The May 25, 1993
settlement  agreement  called  for a  payment  of  $115  million  in cash by the
defendants,  and Southmark, the Registrant, and the other plaintiffs indemnified

                                       10

<PAGE>



the defendants against the claims of Jack N. Price. 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.

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 was without  merit and has  vigorously  defended it,
PPDLP  has held in  reserve  approximately  12.5% of the total  settlement  (the
"Reserve") pending final resolution of the litigation.

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 $6,972,477,  or $360.95 per limited  partnership  interest,  in
September 1993. The allocation of the lawsuit settlement amount was based on the
original  verdict  entered on October 26, 1990.  The  allocation  to the working
interest  owners in each well (including the Registrant) was based on a ratio of
the relative  amount of damages due to  overcharges  for services and  materials
("Materials") and damages for loss of past and future production ("Production"),
each as determined in that initial judgment. Within the Registrant,  damages for
Materials  were allocated  between the partners based on their original  sharing
percentages for costs of acquiring and/or drilling of wells. Similarly,  damages
related to Production were allocated to the partners in the Registrant  based on
their respective share of revenues from the subject wells.

As a condition  of the purchase by Parker & Parsley  Petroleum  Company of PPDC,
which was merged  into PPDLP on January 1, 1995,  from its former  parent in May
1989,  PPDC's interest in the lawsuit and subsequent  settlement was retained by
the former parent.  Consequently,  all of PPDC's share of the settlement related
to its separately held interests in the wells and its  partnership  interests in
the sponsored  partnerships (except that portion allocable to interests acquired
by PPDC after May 1989) was paid to the former parent.

On September  20,  1995,  the Beaumont  trial judge  entered a summary  judgment
against Southmark for the $13,790,000  contingent fee sought by Price,  together
with prejudgment  interest,  and also awarded Price an additional  $5,498,525 in
attorneys'  fees. On January 22, 1996, the trial judge entered an  interlocutory
summary judgment  against Dresser  Industries and Baker Hughes for an amount yet
to be  determined.  Pursuant to their  indemnity  obligations,  the  Registrant,
Southmark,  PPDLP and other original  plaintiffs have  vigorously  protected the
rights of both Dresser and Baker Hughes.  Southmark has  vigorously  pursued its
appeal of the judgment,  and has posted a supersedeas  bond using the Reserve as
collateral. On April 29, 1996, all of the parties,  including the Registrant and
Southmark,  entered  into a $7.4 million  settlement  with Price which fully and
finally  resolves  all of the  litigation  and  disputes  between  the  parties,
including the Registrant's indemnity obligations to Dresser and Baker Hughes.

                                       11

<PAGE>



Pursuant to the settlement agreement,  all of the pending lawsuits and judgments
have been dismissed,  the supersedeas bond released, and the Reserve released as
collateral.  On June 28,  1996,  a final  distribution  was made to the  working
interest owners,  including $697,816, or $36.12 per limited partnership interest
to the Registrant and its partners.

Three months ended September 30, 1996 compared with three months ended September
  30, 1995

Revenues:

The  Registrant's  oil and gas revenues  increased to $400,781 from $324,985 for
the three months ended September 30, 1996 and 1995, respectively, an increase of
23%. The increase in revenues  resulted from a 31% increase in the average price
received per barrel of oil and a 39% increase in the average price  received per
mcf of gas,  offset by a 9% decline in barrels of oil produced and sold and a 5%
decline in mcf of gas  produced and sold.  For the three months ended  September
30, 1996, 12,064 barrels of oil were sold compared to 13,194 for the same period
in 1995, a decrease of 1,130 barrels.  For the three months ended  September 30,
1996,  65,370 mcf of gas were sold  compared  to 69,136  for the same  period in
1995, a decrease of 3,766 mcf. The decrease in oil and gas production was due to
the decline characteristics of the Registrant's oil and gas properties.

The average price received per barrel of oil increased $5.04 from $16.51 for the
three  months  ended  September  30,  1995 to $21.55 for the same period in 1996
while the average  price  received per mcf of gas  increased  from $1.55 for the
three months ended September 30, 1995 to $2.15 for the same period in 1996.

Costs and Expenses:

Total costs and  expenses  decreased  to  $278,178  for the three  months  ended
September  30,  1996 as compared  to  $330,643  for the same  period in 1995,  a
decrease of $52,465,  or 16%. This decrease  consisted of declines in production
costs,  depletion,  abandoned  property  costs and gain on  abandoned  property,
offset by an increase in G&A.

Production costs were $180,835 for the three months ended September 30, 1996 and
$217,486 for the same period in 1995,  resulting in a $36,651 decrease,  or 17%.
This decrease was the result of decreases in well repair and  maintenance  costs
and workover  expense,  offset by an increase in production taxes resulting from
the increase in oil and gas revenues.

G&A's  components are  independent  accounting and  engineering  fees,  computer
services,  postage and managing  general partner  personnel  costs.  During this
period, G&A increased, in aggregate,  23% from $9,750 for the three months ended
September 30, 1995 to $12,024 for the same period in 1996.

Depletion was $85,319 for the three months ended  September 30, 1996 compared to
$124,975  for the same period in 1995,  representing  a decrease of $39,656,  or
32%,  primarily  attributable to the following  factors:  (i) a reduction in the
Registrant's net depletable basis from charges taken in accordance with FAS 121,
(ii) a reduction in oil  production  of 1,130 barrels for the three months ended

                                       12

<PAGE>



September 30, 1996 as compared to the same period in 1995, and (iii) an increase
in oil and gas reserves  during the third  quarter of 1996 as a result of higher
commodity prices.

A gain on abandoned property of $21,895 for the three months ended September 30,
1995 consisted of equipment  credits received on one abandoned oil and gas well,
with costs  incurred to abandon the property of $327.  There was no  abandonment
activity during the same period in 1996.

Liquidity and Capital Resources

Net Cash Provided by Operating Activities

Net cash provided by operating  activities  increased  $712,092  during the nine
months ended  September 30, 1996 from the same period ended  September 30, 1995.
This  increase  was  primarily  due to the  receipt of  litigation  proceeds  as
discussed in Note 3 and an increase in oil and gas sales,  offset by an increase
in production costs and abandoned property costs paid.

Net Cash Provided by Investing Activities

The Registrant's  investment  activities  during the nine months ended September
30, 1996 included expenses related to expenditures for equipment  replacement on
various oil and gas properties.  Proceeds  received during the nine months ended
September 30, 1995 resulted from the disposal of oil and gas equipment on active
properties.

Proceeds from salvage income of $28,740 and $4,257 were received during the nine
months ended September 30, 1996 and 1995, respectively, from the sale of oil and
gas equipment on one fully depleted well.

Proceeds of $25,213  were  received  from the salvage of  equipment  on one well
abandoned during the nine months ended September 30, 1995.

Proceeds of $39,280 were  received  during the nine months ended  September  30,
1996 from the sale of four oil and gas wells and four saltwater disposal wells.

Net Cash Used in Financing Activities

Cash was  sufficient  for the nine  months  ended  September  30,  1996 to cover
distributions  to the partners of $1,129,214 of which $1,117,922 was distributed
to the limited  partners and $11,292 to the managing  general  partner.  For the
same period ended September 30, 1995, cash was sufficient for  distributions  to
the  partners of  $490,645  of which  $485,738  was  distributed  to the limited
partners and $4,907 to the managing general partner.

Cash  distributions  to the  partners of  $1,129,214  for the nine months  ended
September 30, 1996 included  $697,816 to the limited  partners and $7,048 to the
managing  general  partner,  resulting from proceeds  received in the litigation
settlement as discussed in Note 3.

                                       13

<PAGE>



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.

- - ---------------

(1)    "Item 2. Management's  Discussion and Analysis of Financial Condition and
       Results of Operations"  contains forward looking  statements that involve
       risks and uncertainties. Accordingly, no assurances can be given that the
       actual  events and  results  will not be  materially  different  than the
       anticipated results described in the forward looking statements.




                           Part II. Other Information

Item 1.        Legal Proceedings

During  April  1996,  the  Registrant  completed  the  settlement  of a material
litigation to which it was a party.  This  litigation and settlement  thereof is
described in Note 3 of Notes to Financial Statements above.



                                       14

<PAGE>


                           PARKER & PARSLEY 86-C, 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 86-C, LTD.

                                By:   Parker & Parsley Development L.P.,
                                       Managing General Partner

                                      By:   Parker & Parsley Petroleum USA, Inc.
                                             ("PPUSA"), General Partner




Dated:  November 13, 1996       By:   /s/ Steven L. Beal
                                      -----------------------------------------
                                      Steven L. Beal, Senior Vice President
                                       and Chief Financial Officer of PPUSA



                                       15

<PAGE>




<TABLE> <S> <C>

<ARTICLE> 5
<CIK> 0000789791
<NAME> 86C.TXT
       
<S>                             <C>
<PERIOD-TYPE>                   9-MOS
<FISCAL-YEAR-END>                          DEC-31-1996
<PERIOD-END>                               SEP-30-1996
<CASH>                                         208,802
<SECURITIES>                                         0
<RECEIVABLES>                                  168,582
<ALLOWANCES>                                         0
<INVENTORY>                                          0
<CURRENT-ASSETS>                               377,384
<PP&E>                                      14,551,083
<DEPRECIATION>                              10,611,906
<TOTAL-ASSETS>                               4,316,561
<CURRENT-LIABILITIES>                          108,296
<BONDS>                                              0
                                0
                                          0
<COMMON>                                             0
<OTHER-SE>                                   4,208,265
<TOTAL-LIABILITY-AND-EQUITY>                 4,316,561
<SALES>                                      1,207,241
<TOTAL-REVENUES>                             1,984,062
<CGS>                                                0
<TOTAL-COSTS>                                  947,049
<OTHER-EXPENSES>                                     0
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                                   0
<INCOME-PRETAX>                              1,037,013
<INCOME-TAX>                                         0
<INCOME-CONTINUING>                          1,037,013
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                 1,037,013
<EPS-PRIMARY>                                    53.15
<EPS-DILUTED>                                        0
        

</TABLE>


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