ENEX OIL & GAS INCOME PROGRAM III SERIES 3 L P
10QSB, 1995-11-13
DRILLING OIL & GAS WELLS
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                                  United States
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                   FORM 10-QSB


              [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                For the quarterly period ended September 30, 1995

                                       OR

             [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

         For the transition period from...............to...............

                         Commission file number 0-16551

               ENEX OIL & GAS INCOME PROGRAM III - SERIES 3, L.P.
        (Exact name of small business issuer as specified in its charter)

                              New Jersey 76-0179823
                (State or other jurisdiction of (I.R.S. Employer
               incorporation or organization) Identification No.)

                         Suite 200, Three Kingwood Place
                              Kingwood, Texas 77339
                    (Address of principal executive offices)


                           Issuer's telephone number:
                                 (713) 358-8401


     Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the  Exchange  Act during the past 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>



                          PART I. FINANCIAL INFORMATION

Item 1. Financial Statements
<TABLE>
<CAPTION>

ENEX OIL & GAS INCOME PROGRAM III - SERIES 3, L.P.
BALANCE SHEET
- --------------------------------------------------------------------------------

                                                                   September 30,
ASSETS                                                                 1995
                                                                   -------------
                                                                    (Unaudited)
CURRENT ASSETS:
<S>                                                                   <C>       
  Cash .......................................................        $   14,036
  Accounts receivable - oil & gas sales ......................            23,317
  Other current assets .......................................             3,347
                                                                      ----------

Total current assets .........................................            40,700
                                                                      ----------

OIL & GAS PROPERTIES
  (Successful efforts accounting method) - Proved
   mineral interests and related equipment & facilities ......         2,619,817
  Less  accumulated depreciation and depletion ...............         2,071,126
                                                                      ----------

Property, net ................................................           548,691
                                                                      ----------

TOTAL ........................................................        $  589,391
                                                                      ==========

LIABILITIES AND PARTNERS' CAPITAL

CURRENT LIABILITIES:
   Accounts payable ..........................................        $   16,146
   Payable to general partner ................................            26,762
                                                                      ----------

Total current liabilities ....................................            42,908
                                                                      ----------

NONCURRENT PAYABLE TO GENERAL PARTNER ........................           133,813
                                                                      ----------

PARTNERS' CAPITAL:
   Limited partners ..........................................           380,688
   General partner ...........................................            31,982
                                                                      ----------

Total partners' capital ......................................           412,670
                                                                      ----------

TOTAL ........................................................        $  589,391
                                                                      ==========





<FN>


See accompanying notes to financial statements.
- --------------------------------------------------------------------------------
</FN>
</TABLE>

                                       I-1

<PAGE>

<TABLE>
<CAPTION>

ENEX OIL & GAS INCOME PROGRAM III - SERIES 3, L.P.
STATEMENTS OF OPERATIONS
- ------------------------------------------------------------------------------------------


(UNAUDITED)                             QUARTER ENDED               NINE MONTHS ENDED
                                ----------------------------  ----------------------------

                                September 30,  September 30,  September 30,  September 30,
                                    1995           1994           1995          1994
                                -------------  -------------  -------------  -------------

REVENUES:
<S>                                <C>          <C>           <C>           <C>      
  Oil and gas sales ........       $ 74,099     $ 79,293      $220,016      $ 205,307
                                   ---------     --------     ---------     ----------

EXPENSES:
  Depreciation and depletion         33,445       41,357        97,131        117,445
  Lease operating expenses .         19,441       17,114        55,406         49,692
  Production taxes .........          4,210        5,328        13,320         14,198
  General and administrative          8,355        9,253        28,354         32,335
                                   ---------     --------      --------      ---------

Total expenses .............        65,451        73,052       194,211        213,670
                                   ---------     --------      --------      ---------

NET INCOME (LOSS) ..........         8,648      $  6,241      $ 25,805       $ (8,363)
                                   ========     =========     =========      =========






<FN>


See accompanying notes to financial statements.
- ------------------------------------------------------------------------------------------
</FN>
</TABLE>
                                       I-2

<PAGE>
<TABLE>
<CAPTION>

ENEX OIL AND GAS INCOME PROGRAM III - SERIES 3, L.P.
STATEMENTS OF CASH FLOWS
- -----------------------------------------------------------------------------------------
(UNAUDITED)
                                                          NINE MONTHS ENDED
                                                   -------------------------------

                                                   September 30,     September 30,
                                                       1995              1994
                                                   -------------     -------------
CASH FLOWS FROM OPERATING ACTIVITIES:
<S>                                                    <C>            <C>      
Net income (loss) ...............................      $ 25,805       $ (8,363)
                                                       --------       --------

Adjustments to reconcile net income (loss) to net
cash
   provided by operating activities:
  Depreciation and depletion ....................        97,131        117,445
(Increase) decrease in:
  Accounts receivable - oil & gas sales .........          (956)        (2,875)
  Other current assets ..........................         4,610           (301)
(Decrease) in:
   Accounts payable .............................          (164)       (10,769)
   Payable to general partner ...................       (45,190)       (24,295)
                                                                      --------

Total adjustments ...............................        55,431         79,205
                                                       --------       --------

Net cash provided by operating activities .......        81,236         70,842
                                                       --------       --------

CASH FLOWS FROM INVESTING ACTIVITIES:
    Property additions - development costs ......       (29,635)       (10,780)
                                                       --------       --------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions ...........................       (40,377)       (40,714)
                                                       --------       --------

NET INCREASE IN CASH ............................        11,224         19,348

CASH AT BEGINNING OF YEAR .......................         2,812          6,681
                                                       --------       --------

CASH AT END OF PERIOD ...........................      $ 14,036       $ 26,029
                                                       ========       ========



<FN>

See accompanying notes to financial statements.
- -----------------------------------------------------------------------------------------
</FN>
</TABLE>

                                       I-3


<PAGE>

ENEX OIL & GAS INCOME PROGRAM III - SERIES 3, L.P.

NOTES TO UNAUDITED FINANCIAL STATEMENTS

1.       The  interim  financial   information  included  herein  is  unaudited;
         however,  such information reflects all adjustments  (consisting solely
         of  normal  recurring   adjustments)  which  are,  in  the  opinion  of
         management,  necessary  for a fair  presentation  of  results  for  the
         interim periods.

2.       A cash  distribution was made to the limited partners of the Company in
         the amount of $13,629,  representing  net revenues from the sale of oil
         and  gas  produced  from   properties   owned  by  the  Company.   This
         distribution was made on July 31, 1995.



                                       I-4

<PAGE>



Item 2.  Management's Discussion and Analysis or Plan of Operation.


Third Quarter 1995 Compared to Third Quarter 1994

Oil and gas  sales for the  third  quarter  decreased  from  $79,293  in 1994 to
$74,099 in 1995.  This represents a decrease of $5,194 (7%). Oil sales decreased
by $6,374 (9%). A 17% decrease in the average oil sales price  reduced  sales by
$13,072.  This decrease was partially offset by a 9% increase in oil production.
Gas sales increased by $1,180 (16%). A 28% increase in gas production  increased
sales by $2,110.  This  increase was  partially  offset by a 10% decrease in the
average  gas sales  price.  The  decrease  in the  average  oil sales  price was
primarily the result of lower production costs on the Larto Lake acquisition, on
which the Company pays a net profits interest,  coupled with lower prices in the
overall  market for the sale of oil. The decrease in the average gas sales price
corresponds with changes in the overall market for the sale of gas. The increase
in gas  production  was primarily  the result of the  completion of a waterflood
project on the Schafter Lake field and the acquisition of additional interest in
the  Concord  acquisition  in the fourth  quarter of 1994.  The  decrease in oil
production was primarily due to natural production  declines partially offset by
the purchase of  additional  interest in the Concord  acquisition  in the fourth
quarter of 1994.

Lease operating  expenses increased from $17,114 in 1994 to $19,441 in 1995. The
increase of $2,327 (14%) is primarily due to the increases in production,  noted
above, and enhanced recovery costs incurred on the Concord  acquisition in 1995,
partially  offset by workover  costs  incurred on the Larto Lake  acquisition in
1994.

Depreciation and depletion  expense  decreased from $41,357 in the third quarter
of 1994 to $33,445 in the third quarter of 1995.  This  represents a decrease of
$7,912 (19%).  A 28% decrease in the  depletion  rate reduced  depreciation  and
depletion expense by $12,967.  This decrease was partially offset by the changes
in production,  noted above. The decrease in the depletion rate is primarily the
result of an upward revision of the oil reserves at December 31, 1994, partially
offset by a downward revision of the gas reserves.

General and  administrative  expenses decreased from $9,253 in 1994 to $8,355 in
1995.  This  decrease  of $898 (10%) is  primarily  due to less staff time being
required to manage the Company's operations.


First Nine Months in 1995 Compared to First Nine Months in 1994

Oil and gas sales for the first nine months  increased  from $205,307 in 1994 to
$220,016  in 1995.  This  represents  an  increase  of $14,709  (7%).  Oil sales
increased  by $14,863  (8%). A 19%  increase in oil  production  caused sales to
increase by $34,445.  This increase was partially offset by a 9% decrease in the
average oil sales price. Gas sales decreased by $154 (1%). A 19% decrease in the
average gas sales price  reduced  sales by $5,628.  This  decrease was partially
offset by a  23% increase in gas  production.  The decrease  in the average oil 
sales price was  primarily  the  result of lower  production  costs on the Larto
Lake acquisition, on which the Company  pays a net profits interest,  partially
offset by higher prices in the overall market for the sale of oil.

                                       I-5

<PAGE>



The decrease in the  average gas sales  price  corresponds  with  lower prices 
in the overall market for the sale of gas. The increase in gas production was  
primarily the result of the completion of a waterflood  project on the Schafter 
Lake field and the acquisition of additional interest in the Concord acquisition
in the fourth quarter of 1994. The increase in oil production was due to the 
purchase of additional interest in the Concord acquisition in the fourth quarter
of 1994.

Lease operating  expenses increased from $49,692 in 1994 to $55,406 in 1995. The
increase of $5,714 (11%) is primarily  due to the changes in  production,  noted
above, and enhanced recovery costs incurred on the Concord  acquisition in 1995,
partially  offset by workover  costs  incurred on the Larto Lake  acquisition in
1994.

Depreciation  and depletion  expense  decreased  from $117,445 in the first nine
months of 1994 to $97,131 in the first nine months of 1995.  This  represents  a
decrease  of  $20,314  (17%).  A 31%  decrease  in the  depletion  rate  reduced
depreciation  and  depletion  expense by $43,353.  This  decrease was  partially
offset by the changes in production,  noted above. The decrease in the depletion
rate is  primarily  the  result of an upward  revision  of the oil  reserves  at
December 31, 1994, partially offset by a downward revision of the gas reserves.

General and administrative expenses decreased from $32,335 in 1994 to $28,354 in
1995.  This  decrease of $3,981 (12%) is primarily  due to less staff time being
required to manage the Company's operations.


CAPITAL RESOURCES AND LIQUIDITY


The Company's cash flow from  operations is a direct result of the amount of net
proceeds  realized  from the sale of oil and gas  production.  Accordingly,  the
changes in cash flow from 1994 to 1995 are  primarily  due to the changes in oil
and  gas  sales  described  above.  It is the  general  partner's  intention  to
distribute  substantially  all of  the  Company's  available  cash  flow  to the
Company's partners.

The Company will continue to recover its reserves and  distribute to the limited
partners  the net  proceeds  realized  from the sale of oil and gas  production.
Distribution  amounts are subject to change if net  revenues are greater or less
than  expected.  Nonetheless,  the general  partner  believes  the Company  will
continue  to have  sufficient  cash flow to fund  operations  and to  maintain a
regular pattern of distributions.

As of September 30, 1995,  the Company had no material  commitments  for capital
expenditures.  The  Company  does  not  intend  to  engage  in  any  significant
developmental drilling activity.

                                       I-6

<PAGE>



                                            PART II.  OTHER INFORMATION


         Item 1.   Legal Proceedings.

                   None

         Item 2.   Changes in Securities.

                   None

         Item 3.   Defaults upon Senior Securities.

                   Not Applicable

         Item 4.   Submission of Matters to a Vote of Security Holders.

                   Not Applicable

         Item 5.   Other Information.

                   Not Applicable

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

                   (a)  There are no exhibits to this report.

                   (b)   The  Company  filed no  reports  on Form 8-K during the
                         quarter ended September 30, 1995.


                                      II-1

<PAGE>



                                   SIGNATURES


         In accordance with the requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned  thereunto duly
authorized.


                                                    ENEX OIL & GAS INCOME
                                                 PROGRAM III - SERIES 3, L.P.
                                                 ----------------------------
                                                        (Registrant)



                                               By:ENEX RESOURCES CORPORATION
                                                 --------------------------
                                                      General Partner



                                               By: /s/ R. E. Densford
                                                   ------------------
                                                       R. E. Densford
                                                   Vice President, Secretary
                                                 Treasurer and Chief Financial
                                                           Officer




November 11, 1995                              By: /s/ James A. Klein
                                                   -------------------
                                                       James A. Klein
                                                     Controller and Chief
                                                      Accounting Officer

<PAGE>

<TABLE> <S> <C>


<ARTICLE>                     5
<LEGEND>
     Enex Oil & Gas Income Program III - Series 3, L.P.
</LEGEND>
<CIK>                         0000814780
<NAME>                        Enex Oil & Gas Income Program III - Series 3, L.P.
       
<S>                             <C>
<PERIOD-TYPE>                   9-MOS
<FISCAL-YEAR-END>                              dec-31-1995
<PERIOD-START>                                 jan-01-1995
<PERIOD-END>                                   sep-30-1995
<CASH>                                         14036
<SECURITIES>                                   0
<RECEIVABLES>                                  23317
<ALLOWANCES>                                   0
<INVENTORY>                                    0
<CURRENT-ASSETS>                               40700
<PP&E>                                         2619817
<DEPRECIATION>                                 2071126
<TOTAL-ASSETS>                                 589391
<CURRENT-LIABILITIES>                          42908
<BONDS>                                        0
<COMMON>                                       0
                          0
                                    0
<OTHER-SE>                                     412670
<TOTAL-LIABILITY-AND-EQUITY>                   589391
<SALES>                                        220016
<TOTAL-REVENUES>                               220016
<CGS>                                          165857
<TOTAL-COSTS>                                  165857
<OTHER-EXPENSES>                               28354
<LOSS-PROVISION>                               0
<INTEREST-EXPENSE>                             0
<INCOME-PRETAX>                                0
<INCOME-TAX>                                   0
<INCOME-CONTINUING>                            0
<DISCONTINUED>                                 0
<EXTRAORDINARY>                                0
<CHANGES>                                      0
<NET-INCOME>                                   25805
<EPS-PRIMARY>                                  0
<EPS-DILUTED>                                  0
        
<PAGE>


</TABLE>


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