PARKER & PARSLEY 85-B LTD
10-Q, 2000-05-11
DRILLING OIL & GAS WELLS
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                                  UNITED STATES
                       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 quarterly period ended March 31, 2000


                          Commission File No. 2-99079B

                           PARKER & PARSLEY 85-B, LTD.
             (Exact name of Registrant as specified in its charter)


                          Texas                              75-2075492
          ---------------------------------------      ---------------------
             (State or other jurisdiction of              (I.R.S. Employer
              incorporation or organization)           Identification Number)


1400 Williams Square West, 5205 N. O'Connor Blvd., Irving, Texas      75039
- ----------------------------------------------------------------    ---------
          (Address of principal executive offices)                  (Zip code)

       Registrant's Telephone Number, including area code : (972) 444-9001

                                 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>



                           PARKER & PARSLEY 85-B, LTD.

                                TABLE OF CONTENTS


                                                                        Page

                          Part I. Financial Information

Item 1.     Financial Statements

            Balance Sheets as of March 31, 2000 and
               December 31, 1999......................................    3

            Statements of Operations for the three months
              ended March 31, 2000 and 1999...........................    4

            Statement of Partners' Capital for the three months
              ended March 31, 2000....................................    5

            Statements of Cash Flows for the three months
              ended March 31, 2000 and 1999...........................    6

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

Item 2.     Management's Discussion and Analysis of Financial
              Condition and Results of Operations.....................    7


                           Part II. Other Information

Item 6.     Exhibits and Reports on Form 8-K..........................    9

            27.1    Financial Data Schedule

            Signatures................................................   10


                                        2


<PAGE>



                           PARKER & PARSLEY 85-B, LTD.
                          (A Texas Limited Partnership)

                          Part I. Financial Information

Item 1.      Financial Statements

                                 BALANCE SHEETS


                                                   March 31,       December 31,
                                                     2000             1999
                                                  -----------      -----------
                                                  (Unaudited)

                       ASSETS
Current assets:
  Cash                                            $    81,614      $    74,959
  Accounts receivable - oil and gas sales              63,156           59,750
                                                   ----------       ----------
           Total current assets                       144,770          134,709
                                                   ----------       ----------
Oil and gas properties - at cost, based on the
  on the successful efforts accounting method       5,321,919        5,320,021
Accumulated depletion                              (4,476,072)      (4,462,209)
                                                   ----------       ----------
           Net oil and gas properties                 845,847          857,812
                                                   ----------       ----------
                                                  $   990,617      $   992,521
                                                   ==========       ==========

LIABILITIES AND PARTNERS' CAPITAL

Current liabilities:
  Accounts payable - affiliate                    $    13,193      $    12,009

Partners' capital:
  Managing general partner                             10,125           10,156
  Limited partners (7,988 interests)                  967,299          970,356
                                                   ----------       ----------
                                                      977,424          980,512
                                                   ----------       ----------
                                                  $   990,617      $   992,521
                                                   ==========       ==========



  The financial information included as of March 31, 2000 has been prepared by
  the managing general partner without audit by independent public accountants.

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

                                        3


<PAGE>



                           PARKER & PARSLEY 85-B, LTD.
                          (A Texas Limited Partnership)

                            STATEMENTS OF OPERATIONS
                                   (Unaudited)



                                                        Three months ended
                                                              March 31,
                                                     --------------------------
                                                        2000           1999
                                                     ----------     -----------
Revenues:
  Oil and gas                                        $  135,322     $    58,981
  Interest                                                  987             522
                                                      ---------      ----------
                                                        136,309          59,503
                                                      ---------      ----------
Costs and expenses:
  Oil and gas production                                 57,367          49,685
  General and administrative                              4,060           1,769
  Depletion                                              13,863          39,643
                                                      ---------      ----------
                                                         75,290          91,097
                                                      ---------      ----------
Net income (loss)                                    $   61,019     $   (31,594)
                                                      =========      ==========
Allocation of net income (loss):
  Managing general partner                           $      610     $      (316)
                                                      =========      ==========
  Limited partners                                   $   60,409     $   (31,278)
                                                      =========      ==========
Net income (loss) per limited partnership interest   $     7.56     $     (3.92)
                                                      =========      ==========
Distributions per limited partnership interest       $     7.95     $       -
                                                      =========      ==========




         The financial information included herein has been prepared by
  the managing general partner without audit by independent public accountants.

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

                                        4


<PAGE>



                           PARKER & PARSLEY 85-B, LTD.
                          (A Texas Limited Partnership)

                         STATEMENT OF PARTNERS' CAPITAL
                                   (Unaudited)




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

Balance at January 1, 2000            $   10,156     $  970,356     $  980,512

  Distributions                             (641)       (63,466)       (64,107)

  Net income                                 610         60,409         61,019
                                       ---------      ---------      ---------

Balance at March 31, 2000             $   10,125     $  967,299     $  977,424
                                       =========      =========      =========








         The financial information included herein has been prepared by
  the managing general partner without audit by independent public accountants.

    The accompanying notes are an integral part of these financial statements

                                        5


<PAGE>



                           PARKER & PARSLEY 85-B, LTD.
                          (A Texas Limited Partnership)

                            STATEMENTS OF CASH FLOWS
                                   (Unaudited)



                                                          Three months ended
                                                               March 31,
                                                       ------------------------
                                                          2000          1999
                                                       ----------    ----------
Cash flows from operating activities:
   Net income (loss)                                   $   61,019    $  (31,594)
   Adjustments to reconcile net income (loss) to net
     cash provided by operating activities:
        Depletion                                          13,863        39,643
   Changes in assets and liabilities:
     Accounts receivable                                   (3,406)       (7,418)
     Accounts payable                                       1,184         3,533
                                                        ---------     ---------
           Net cash provided by operating activities       72,660         4,164
                                                        ---------     ---------
Cash flows used in investing activities:
   Additions to oil and gas properties                     (1,898)       (1,318)

Cash flows used in financing activities:
   Cash distributions to partners                         (64,107)          (32)
                                                        ---------     ---------
Net increase in cash                                        6,655         2,814
Cash at beginning of period                                74,959        47,370
                                                        ---------     ---------
Cash at end of period                                  $   81,614    $   50,184
                                                        =========     =========





         The financial information included herein has been prepared by
  the managing general partner without audit by independent public accountants.

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

                                        6


<PAGE>



                           PARKER & PARSLEY 85-B, LTD.
                          (A Texas Limited Partnership)

                          NOTES TO FINANCIAL STATEMENTS
                                 March 31, 2000
                                   (Unaudited)

Note 1.     Organization and nature of operations

Parker  &  Parsley  85-B,  Ltd.  (the  "Partnership")  is a  limited partnership
organized in 1985 under the laws of the State of Texas.

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

Note 2.     Basis of presentation

In  the  opinion  of  management,  the  unaudited  financial  statements  of the
Partnership as of March 31, 2000 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 reclassifications
may have been made to the March 31, 1999 financial  statements to conform to the
March 31, 2000 financial statement presentations.

Certain  information  and footnote  disclosures  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  Partnership's  Report on Form 10-K for the year ended
December 31, 1999, as filed with the Securities and Exchange Commission,  a copy
of which is available upon request by writing to Rich Dealy,  Vice President and
Chief Accounting Officer,  5205 North O'Connor  Boulevard,  1400 Williams Square
West, Irving, Texas 75039-3746.

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

Results of Operations

Revenues:

The Partnership's oil and gas revenues  increased 129% to $135,322 for the three
months  ended March 31, 2000 as compared to $58,981 for the same period in 1999.
The increase in revenues resulted from higher average prices received, offset by
a decrease in  production.  For the three  months  ended March 31,  2000,  3,488
barrels of oil,  1,505 barrels of natural gas liquids  ("NGLs") and 7,429 mcf of
gas were sold, or 6,231 barrel of oil equivalents ("BOEs"). For the three months
ended March 31, 1999,  3,395 barrels of oil, 1,555 barrels of NGLs and 8,568 mcf
of gas were sold, or 6,378 BOEs.

                                        7


<PAGE>




The average price  received per barrel of oil increased  $17.01,  or 146%,  from
$11.64 for the three  months  ended March 31, 1999 to $28.65 for the same period
in 2000. The average price received per barrel of NGLs increased $8.91, or 162%,
from  $5.50 for the three  months  ended  March 31,  1999 to $14.41 for the same
period in 2000.  The average  price  received per mcf of gas  increased 45% from
$1.27  during the three months ended March 31, 1999 to $1.84 for the same period
in 2000.  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 Partnership may therefore sell its future oil and
gas production at average  prices lower or higher than that received  during the
three months ended March 31, 2000.

The volatility of commodity prices has had, and continues to have, a significant
impact on the Partnership's revenues and operating cash flow and could result in
additional  decreases to the  carrying  value of the  Partnership's  oil and gas
properties.

Costs and Expenses:

Total costs and  expenses  decreased to $75,290 for the three months ended March
31,  2000 as  compared  to $91,097  for the same  period in 1999,  a decrease of
$15,807,  or 17%.  This  decrease was  primarily  due to a decline in depletion,
offset by increases in production costs and general and administrative  expenses
("G&A").

Production  costs were  $57,367  for the three  months  ended March 31, 2000 and
$49,685 for the same period in 1999, an increase of $7,682, or 15%. The increase
was  attributable  to  higher  production  taxes  due to  increased  oil and gas
revenues and  additional  well  maintenance  costs  incurred to  stimulate  well
production.

G&A's  components are independent  accounting and engineering  fees and managing
general  partner  personnel  and  operating  costs.   During  this  period,  G&A
increased,  in aggregate,  130% from $1,769 for the three months ended March 31,
1999 to $4,060 for the same period in 2000  primarily  due to increased  oil and
gas revenues.

Depletion  was $13,863  for the three  months  ended March 31, 2000  compared to
$39,643 for the same period in 1999, a decrease of $25,780, or 65%. The decrease
was attributable to an increase in proved reserves during the three months ended
March 31, 2000 as a result of higher  commodity  prices and a  reduction  in the
Partnership'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"
("SFAS  121")  during the fourth  quarter of 1999,  offset by an increase in oil
production  of 93 barrels for the period  ended  March 31, 2000  compared to the
same period ended March 31, 1999.

Liquidity and Capital Resources

Net Cash Provided by Operating Activities

Net cash provided by operating  activities  increased  $68,496  during the three
months  ended  March 31,  2000 from the same period in 1999.  The  increase  was

                                        8


<PAGE>



primarily  attributable to an increase of $80,816 in oil and gas sales receipts,
offset by increases in operating  costs paid of $8,956 and in G&A expenses  paid
of $3,364.

Net Cash Used in Investing Activities

The Partnership's investing activities for the three months ended March 31, 2000
and 1999 were related to equipment upgrades on active properties.

Net Cash Used in Financing Activities

For the three months ended March 31, 2000,  cash  distributions  to the partners
were $64,107,  of which $641 was distributed to the managing general partner and
$63,466 to the limited  partners.  For the same period ended March 31, 1999, $32
was  distributed  to the general  partners with no  distribution  to the limited
partners.

Other Items

Year 2000

During 1998, the managing general partner established a "Year 2000" project that
assessed the Partnership's and the managing general partner's internal Year 2000
problem; took remedial actions necessary to minimize the Year 2000 risk exposure
to the managing  general  partner and third  parties;  and,  tested the managing
general partner's systems and processes once remedial actions were taken.

The  managing  general  partner  has  closely   monitored  its  information  and
non-information   technology  systems  since  the  beginning  of  2000  and  has
identified no significant Year 2000 failures or problems.

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

(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 6.     Exhibits and Reports on Form 8-K

(a)    Exhibits

       27.1  Financial Data Schedule

(b)    Reports on Form 8-K - none.


                                        9


<PAGE>


                           PARKER & PARSLEY 85-B, 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 85-B, LTD.


                                By:      Pioneer Natural Resources USA, Inc.
                                          Managing General Partner

Dated:  May 11, 2000            By:      /s/ Rich Dealy
                                         ----------------------------------
                                         Rich Dealy, Vice President
                                           and Chief Accounting Officer

                                       10


<PAGE>




<TABLE> <S> <C>

<ARTICLE> 5
<CIK> 0000791231
<NAME> 85B
<MULTIPLIER> 1

<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          DEC-31-2000
<PERIOD-END>                               MAR-31-2000
<CASH>                                          81,614
<SECURITIES>                                         0
<RECEIVABLES>                                   63,156
<ALLOWANCES>                                         0
<INVENTORY>                                          0
<CURRENT-ASSETS>                               144,770
<PP&E>                                       5,321,919
<DEPRECIATION>                               4,476,072
<TOTAL-ASSETS>                                 990,617
<CURRENT-LIABILITIES>                           13,193
<BONDS>                                              0
                                0
                                          0
<COMMON>                                             0
<OTHER-SE>                                     977,424
<TOTAL-LIABILITY-AND-EQUITY>                   990,617
<SALES>                                        135,322
<TOTAL-REVENUES>                               136,309
<CGS>                                                0
<TOTAL-COSTS>                                   75,290
<OTHER-EXPENSES>                                     0
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                                   0
<INCOME-PRETAX>                                 61,019
<INCOME-TAX>                                         0
<INCOME-CONTINUING>                             61,019
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                    61,019
<EPS-BASIC>                                       7.56
<EPS-DILUTED>                                        0


</TABLE>


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