PARKER & PARSLEY 85-B LTD
10-Q, 2000-08-07
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 June 30, 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 June 30, 2000 and
              December 31, 1999.......................................    3

           Statements of Operations for the three and six
             months ended June 30, 2000 and 1999......................    4

           Statement of Partners' Capital for the six months
             ended June 30, 2000......................................    5

           Statements of Cash Flows for the six months
             ended June 30, 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...........................   10

           27.1   Financial Data Schedule

           Signatures.................................................   11



                                        2


<PAGE>



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

                          Part I. Financial Information

Item 1.      Financial Statements

                                 BALANCE SHEETS
<TABLE>
                                                   June 30,     December 31,
                                                     2000           1999
                                                 ------------   -----------
                                                  (Unaudited)
                      ASSETS
<S>                                              <C>            <C>
Current assets:
  Cash                                           $    70,663    $    74,959
  Accounts receivable - oil and gas sales             69,746         59,750
                                                  ----------     ----------
           Total current assets                      140,409        134,709
                                                  ----------     ----------
Oil and gas properties - at cost, based on the
  successful efforts accounting method             5,316,317      5,320,021
Accumulated depletion                             (4,490,127)    (4,462,209)
                                                  ----------     ----------
     Net oil and gas properties                      826,190        857,812
                                                  ----------     ----------
                                                 $   966,599    $   992,521
                                                  ==========     ==========
LIABILITIES AND PARTNERS' CAPITAL

Current liabilities:
  Accounts payable - affiliate                   $    17,327    $    12,009

Partners' capital:
  Managing general partner                             9,843         10,156
  Limited partners (7,988 interests)                 939,429        970,356
                                                  ----------     ----------
                                                     949,272        980,512
                                                  ----------     ----------
                                                 $   966,599    $   992,521
                                                  ==========     ==========
</TABLE>



  The financial information included as of June 30, 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)


<TABLE>
                                   Three months ended      Six months ended
                                        June 30,               June 30,
                                 ---------------------   ---------------------
                                    2000       1999        2000        1999
                                 ---------   ---------   ---------   ---------
<S>                              <C>         <C>         <C>         <C>
Revenues:
  Oil and gas                    $ 140,791   $  85,896   $ 276,113   $ 144,877
  Interest                           1,335         708       2,322       1,230
                                  --------    --------    --------    --------
                                   142,126      86,604     278,435     146,107
                                  --------    --------    --------    --------
Costs and expenses:
  Oil and gas production            79,043      51,665     136,410     101,350
  General and administrative         4,223       2,578       8,283       4,347
  Depletion                         14,055      17,864      27,918      57,507
                                  --------    --------    --------    --------
                                    97,321      72,107     172,611     163,204
                                  --------    --------    --------    --------
Net income (loss)                $  44,805   $  14,497   $ 105,824   $ (17,097)
                                  ========    ========    ========    ========
Allocation of net income (loss):
  Managing general partner       $     448   $     145   $   1,058   $    (171)
                                  ========    ========    ========    ========
  Limited partners               $  44,357   $  14,352   $ 104,766   $ (16,926)
                                  ========    ========    ========    ========
Net income (loss) per limited
  partnership interest           $    5.56   $    1.80   $   13.12   $   (2.12)
                                  ========    ========    ========    ========
</TABLE>


         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)



<TABLE>

                                        Managing
                                        general       Limited
                                        partner       partners        Total
                                       ---------     ----------     ----------
<S>                                    <C>           <C>            <C>

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

   Distributions                          (1,371)      (135,693)      (137,064)

   Net income                              1,058        104,766        105,824
                                        --------      ---------      ---------

Balance at June 30, 2000               $   9,843     $  939,429     $  949,272
                                        ========      =========      =========


</TABLE>


         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)

<TABLE>
                                                         Six months ended
                                                              June 30,
                                                      ------------------------
                                                         2000          1999
                                                      ----------    ----------
<S>                                                  <C>            <C>
Cash flows from operating activities:
  Net income (loss)                                   $  105,824    $  (17,097)
  Adjustments to reconcile net income (loss) to
     net cash provided by operating activities:
       Depletion                                          27,918        57,507
  Changes in assets and liabilities:
     Accounts receivable                                  (9,996)      (20,672)
     Accounts payable                                      5,318         4,753
                                                       ---------     ---------
          Net cash provided by operating activities      129,064        24,491
                                                       ---------     ---------
Cash flows from investing activities:
  Additions to oil and gas properties                     (2,708)       (2,909)
  Proceeds from asset dispositions                         6,412           134
                                                       ---------     ---------
          Net cash provided by (used in)
             investing activities                          3,704        (2,775)
                                                       ---------     ---------
Cash flows used in financing activities:
  Cash distributions to partners                        (137,064)      (25,547)
                                                       ---------     ---------
Net decrease in cash                                      (4,296)       (3,831)
Cash at beginning of period                               74,959        47,370
                                                       ---------     ---------
Cash at end of period                                 $   70,663    $   43,539
                                                       =========     =========
</TABLE>

         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
                                  June 30, 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 June 30, 2000 and for the three and six months ended June 30,
2000 and 1999 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 of  operations  are not
necessarily indicative of results for a full year. Certain reclassifications may
have been made to the June 30, 1999 financial  statements to conform to the June
30, 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

Six months ended June 30, 2000 compared with six months ended June 30, 1999

Revenues:

The  Partnership's  oil and gas revenues  increased  91% to $276,113 for the six
months  ended June 30, 2000 as compared to $144,877 for the same period in 1999.
The increase in revenues resulted from higher average prices received, offset by
a decrease in production.  For the six months ended June 30, 2000, 6,942 barrels
of oil, 3,123 barrels of natural gas liquids ("NGLs") and 14,832 mcf of gas were

                                        7


<PAGE>



sold, or 12,537  barrel of oil  equivalents  ("BOEs").  For the six months ended
June 30, 1999, 6,915 barrels of oil, 3,410 barrels of NGLs and 16,651 mcf of gas
were sold, or 13,100 BOEs.

The average price  received per barrel of oil increased  $14.72,  or 106%,  from
$13.86 for the six months  ended June 30,  1999 to $28.58 for the same period in
2000. The average price received per barrel of NGLs  increased  $7.20,  or 102%,
from  $7.09  during the six  months  ended June 30,  1999 to $14.29 for the same
period in 2000.  The average  price  received per mcf of gas  increased 50% from
$1.49  during the six months ended June 30, 1999 to $2.23 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 six
months ended June 30, 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 increased to $172,611 for the six months ended June 30,
2000 as compared to $163,204 for the same period in 1999, an increase of $9,407,
or 6%. This  increase was due to increases in  production  costs and general and
administrative expenses ("G&A"), offset by a decrease in depletion.

Production  costs  were  $136,410  for the six months  ended  June 30,  2000 and
$101,350 for the same period in 1999  resulting in a $35,060  increase,  or 35%.
The increase was the result of additional  well  maintenance  costs  incurred to
stimulate well production and higher  production taxes due to higher oil and gas
prices.

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,  91% from $4,347 for the six months ended June 30, 1999
to $8,283 for the same period in 2000  primarily  due to a higher  allocation of
the managing general partner's G&A being allocated (limited to 3% of oil and gas
revenues) as a result of increased oil and gas revenues.

Depletion was $27,918 for the six months ended June 30, 2000 compared to $57,507
for the same period in 1999, a decrease of $29,589,  or 51%.  This  decrease was
the result of an increase in proved  reserves  during the period  ended June 30,
2000 due to 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.

                                        8


<PAGE>



Three months ended June 30, 2000 compared with three months ended June 30, 1999

Revenues:

The Partnership's  oil and gas revenues  increased 64% to $140,791 for the three
months  ended June 30,  2000 as compared to $85,896 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 June 30,  2000,  3,454
barrels of oil,  1,618  barrels of NGLs and 7,403 mcf of gas were sold, or 6,306
BOEs.  For the three  months ended June 30, 1999,  3,520  barrels of oil,  1,855
barrels of NGLs and 8,083 mcf of gas were sold, or 6,722 BOEs.

The average  price  received per barrel of oil  increased  $12.51,  or 78%, from
$16.01 for the three months ended June 30, 1999 to $28.52 for the same period in
2000.  The average price received per barrel of NGLs  increased  $5.77,  or 69%,
from $8.41  during the three  months  ended June 30, 1999 to $14.18 for the same
period in 2000.  The average  price  received per mcf of gas  increased 52% from
$1.72  during the three  months ended June 30, 1999 to $2.61 for the same period
in 2000.

Costs and Expenses:

Total costs and  expenses  increased  to $97,321 for the three months ended June
30, 2000 as  compared  to $72,107  for the same  period in 1999,  an increase of
$25,214, or 35%. This increase was due to increases in production costs and G&A,
offset by a decline in depletion.

Production  costs were  $79,043  for the three  months  ended June 30,  2000 and
$51,665 for the same period in 1999 resulting in a $27,378 increase, or 53%. The
increase  was the  result of  additional  well  maintenance  costs  incurred  to
stimulate well production and higher  production taxes due to higher oil and gas
prices.

During this period, G&A increased,  in aggregate,  64% from $2,578 for the three
months ended June 30, 1999 to $4,223 for the same period in 2000  primarily  due
to a higher  allocation of the managing  general  partner's G&A being  allocated
(limited to 3% of oil and gas  revenues)  as a result of  increased  oil and gas
revenues.

Depletion  was $14,055  for the three  months  ended June 30,  2000  compared to
$17,864 for the same period in 1999, a decrease of $3,809, or 21%. This decrease
was primarily  attributable  to an increase in proved reserves during the period
ended June 30, 2000 as a result of higher  commodity  prices and a reduction  in
the  Partnership's  net depletable  basis from charges taken in accordance  with
SFAS 121 during the fourth quarter of 1999.

Liquidity and Capital Resources

Net Cash Provided by Operating Activities

Net cash  provided by operating  activities  increased  $104,573  during the six
months  ended  June 30,  2000 from the same  period  ended June 30,  1999.  This
increase  was  primarily  due to an  increase  in oil and gas sales  receipts of
$143,004, offset by an increase in operating costs paid of $38,431.

                                        9


<PAGE>



Net Cash Provided by (Used in) Investing Activities

The  Partnership's  investing  activities for the six months ended June 30, 2000
and 1999 included  expenditures related to equipment upgrades on several oil and
gas properties.

Proceeds from asset dispositions of $6,412 and $134 were received during the six
months  ended  June 30,  2000 and 1999,  respectively,  from  equipment  credits
received on active properties.

Net Cash Used in Financing Activities

For the six months ended June 30, 2000, cash  distributions to the partners were
$137,064,  of which $1,371 was  distributed to the managing  general partner and
$135,693 to the limited partners.  For the same period ended June 30, 1999, cash
distributions to the partners were $25,547, of which $255 was distributed to the
managing general partner and $25,292 to the limited partners.

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

(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


                                       10


<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:  August 7, 2000          By:    /s/ Rich Dealy
                                       ------------------------------------
                                       Rich Dealy, Vice President and
                                       Chief Accounting Officer

                                       11


<PAGE>





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