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U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-KSB/A
AMENDMENT III
(Mark One)
[X] ANNUAL REPORT UNDER TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED]
For the fiscal year ended December 31, 1995
[ ] TRANSITION REPORT UNDER TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
For the transition period from...............to...............
Commission file number 0-16574
ENEX OIL & GAS INCOME PROGRAM III - Series 6, L.P.
(Name of small business issuer in its charter)
New Jersey 76-0214443
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
800 Rockmead Drive
Three Kingwood Place
Kingwood, Texas 77339
(Address of principal executive offices) (Zip Code)
Issuer's telephone number, including area code: (713) 358-8401
Securities registered under to Section 12(b) of the Exchange Act: None
Securities registered under to Section 12(g) of the Exchange Act:
Limited Partnership Interest
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
Check if there is no disclosure of delinquent filers in response to
Item 405 of Regulation S-B is not contained in this form, and no disclosure will
be contained, to the best of the registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form 10-KSB
or any amendment to this Form 10-KSB.[x]
State issuer's revenues for its most recent fiscal year. $ 319,859
State the aggregate market value of the voting stock held by
non-affiliates computed by reference to the price at which the stock was sold,
or the average bid and asked prices of such stock as of a specified date within
the past 60 days (See definition of affiliate in Rule 12b-2 of the Exchange
Act):
Not Applicable
Documents Incorporated By Reference:
None
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<PAGE>
PART II
Item 5. Market for Common Equity and Related Security Holder Matters
Market Information
There is no established public trading market for the Company's
outstanding limited partnership interests.
Number of Equity Security Holders
Number of Record Holders
Title of Class (as of March 1, 1996)
----------------- ----------------------------
General Partner's Interests 1
Limited Partnership Interests 1,471
Dividends
The Company made cash distributions to partners of $7 and $15 per $500
investment in 1995 and 1994, respectively. The Company suspended the payment of
distributions in the fourth quarter of 1995. The payment of future distributions
will depend on the Company's earnings, financial condition, working capital
requirements and other factors. It is anticipated that periodic distributions
will be made by the Company as cash becomes available.
II-1
<PAGE>
Item 6. Management's Discussion and Analysis or Plan of Operation
Results of Operations
This discussion should be read in conjunction with the financial
statements of the Company and the notes thereto included in this Form 10-KSB.
Oil and gas sales in 1995 were $319,859 as compared with $399,006 in
1994. This represents a decrease of $79,147 or 20%. Oil sales decreased by
$31,240 or 12%. A 22% decline in oil production reduced sales by $56,112. This
decrease was partially offset by a 12% increase in the average oil sales price.
Gas sales decreased by $47,907 or 34%. A 24% decrease in gas production
decreased sales by $32,739. A 14% decrease in the average gas sales price
reduced sales by an additional $15,168. The lower oil production was primarily
the result of the shut-in of production in August 1995, from the Corkscrew
acquisition in Florida due to hurricane damage. The decrease in gas production
was primarily a result of natural production declines which were especially
pronounced on the RIC and Barnes Estate acquisitions. The changes in average oil
and gas sales prices correspond with changes in the overall market for the sale
of oil and gas.
Lease operating expenses increased to $183,046 in 1995 from $179,444
in 1994. The increase of $3,602 or 2% was primarily a result of the workover
costs incurred on the Corkscrew acquisition to repair hurricane damage to the
wells in the Corkscrew acquisition in 1995.
Depreciation and depletion expense decreased to $135,217 in 1995
from $162,967 in 1994. This represents a decrease of $27,750 or 17%. The changes
in production, noted above, caused depreciation and depletion expense to
decrease by $36,512. This decrease was partially offset by a 7% increase in the
depletion rate. The increase in the depletion rate was primarily due to downward
revisions of the oil reserves during 1995, partially offset by upward revisions
of the gas reserves during 1995.
Effective October 1, 1995, the Company sold its interest in the Kidd
#1 well in the Enexco acquisition to Humphrey Oil Co. for $68,250. A gain from
the sale of $60,736 was recognized by the Company. The impact of this sale on
current and future revenues is not expected to be material, as such interests
represented approximately 3% of historical and future net revenues.
General and administrative expenses decreased to $62,049 in 1995
from $63,369 in 1994. The decrease of $1,320 or 2% was primarily due to less
staff time being required to manage the Company's operations in 1995 partially
offset by a $7,376 increase in direct expenses incurred by the Company. The
increase in direct expenses was primarily due to legal fees resulting from a
property interest dispute on the Barnes Estate acquisition. This case is set for
trial in the second quarter of 1996. The Company does not expect the settlement
of the dispute to have a material impact on the financial statements.
Capital Resources and Liquidity
The Company's cash flows 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 flows 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 flows
to the Company's partners. The Company's "available cash flow" is essentially
equal to the net amount of cash provided by operating activities , financing and
investing activities . Distributions decreased from 1994 to 1995 primarily due
to the decline in oil and gas sales, as noted above.
II-2
<PAGE>
The Company will continue to recover its reserves and distribute to
the partners the net proceeds realized from the sale of oil and gas production
after payment of debt obligations. The Company plans to repay the amount owed to
the general partner over a three year period. The Company suspended the payment
of distributions in the fourth quarter of 1995. The payment of future
distributions will depend on the Company's earnings, financial condition,
working capital requirements and other factors. It is anticipated that periodic
distributions will be made by the Company as cash becomes available.
At December 31, 1995, the Company had no material commitments for
capital expenditures. The Company does not intend to engage in any significant
developmental drilling activity.
II-3
<PAGE>
Item 7. Financial Statements and Supplementary Data
INDEPENDENT AUDITORS' REPORT
- ----------------------------------------------------
The Partners
Enex Oil & Gas Income
Program III - Series 6, L.P.:
We have audited the accompanying balance sheet of Enex Oil & Gas Income Program
III - Series 6, L.P. (a New Jersey limited partnership) as of December 31, 1995
and the related statements of operations, changes in partners' capital, and cash
flows for each of the two years in the period ended December 31, 1995. These
financial statements are the responsibility of the general partner of Enex Oil &
Gas Income Program III - Series 6, L.P. Our responsibility is to express an
opinion on the financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, such financial statements present fairly, in all material
respects, the financial position of Enex Oil & Gas Income Program III - Series
6, L.P. at December 31, 1995 and the results of its operations and its cash
flows for each of the two years in the period ended December 31, 1995 in
conformity with generally accepted accounting principles.
DELOITTE & TOUCHE LLP
Houston, Texas
March 18, 1996
II-4
<PAGE>
<TABLE>
<CAPTION>
ENEX OIL & GAS INCOME PROGRAM III - SERIES 6, L.P.
BALANCE SHEET, DECEMBER 31, 1995
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ASSETS
1995
--------------
CURRENT ASSETS:
<S> <C>
Cash $ 5,505
Accounts receivable - oil & gas sales 29,371
Other current assets 3,328
--------------
Total current assets 38,204
--------------
OIL & GAS PROPERTIES
(Successful efforts accounting method) - Proved
mineral interests and related equipment & facilities 3,317,065
Less accumulated depreciation and depletion 2,855,439
--------------
Property, net 461,626
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TOTAL $ 499,830
==============
LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)
CURRENT LIABILITIES:
Accounts payable $ 29,348
Payable to general partner 124,382
--------------
Total current liabilities 153,730
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PARTNERS' CAPITAL (DEFICIT):
Limited partners 291,103
General partner 54,997
--------------
Total partners' capital 346,100
--------------
TOTAL $ 499,830
==============
Number of $500 Limited Partner units outstanding 6,340
</TABLE>
See accompanying notes to financial statements.
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II-5
<PAGE>
ENEX OIL & GAS INCOME PROGRAM III - SERIES 6, L.P.
STATEMENTS OF OPERATIONS
FOR THE TWO YEARS ENDED DECEMBER 31, 1995
- -----------------------------------------------------------------------
1995 1994
---------- ----------
REVENUES:
Oil and gas sales $ 319,859 $ 399,006
---------- ----------
EXPENSES:
Depreciation and depletion 135,217 162,967
Lease operating expenses 183,046 179,444
Production taxes 17,885 21,959
General and administrative:
Allocated from general partner 44,914 53,610
Direct expense 17,135 9,759
---------- ----------
Total expenses 398,197 427,739
---------- ----------
LOSS FROM OPERATIONS (78,338) (28,733)
---------- ----------
OTHER INCOME:
Gain from sale of property 60,736 -
---------- ---------
NET LOSS $ (17,602) $(28,733)
========== ==========
See accompanying notes to financial statements.
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II-6
<PAGE>
ENEX OIL & GAS INCOME PROGRAM III - SERIES 6, L.P.
STATEMENTS OF CHANGES IN PARTNERS' CAPITAL
FOR THE TWO YEARS ENDED DECEMBER 31, 1995
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<TABLE>
<CAPTION>
PER $500
LIMITED
PARTNER
GENERAL LIMITED UNIT OUT-
TOTAL PARTNER PARTNERS STANDING
---------- --------- ---------- ----------
<S> <C> <C> <C> <C>
BALANCE, JANUARY 1, 1994 $ 545,504 $ 45,108 $500,396 $ 79
CASH DISTRIBUTIONS (106,063) (10,598) (95,465) (15)
NET INCOME (LOSS) (28,733) 13,423 (42,156) (6)
---------- --------- ---------- ----------
BALANCE, DECEMBER 31, 1994 410,708 47,933 362,775 58
CASH DISTRIBUTIONS (47,006) (4,697) (42,309) (7)
NET INCOME (LOSS) (17,602) 11,761 (29,363) (5)
---------- --------- ---------- ----------
BALANCE, DECEMBER 31, 1995 $ 346,100 $ 54,997 $ 291,103 (1) $ 46
========== ========= ========== ==========
</TABLE>
(1) Includes 974 units purchased by the general partner as a limited partner.
See accompanying notes to financial statements.
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II-7
<PAGE>
ENEX OIL AND GAS INCOME PROGRAM III - SERIES 6, L.P.
STATEMENTS OF CASH FLOWS
FOR THE TWO YEARS ENDED DECEMBER 31, 1995
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<TABLE>
<CAPTION>
1995 1994
---------- ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
<S> <C> <C>
Net loss $ (17,602) $ (28,733)
---------- ----------
Adjustments to reconcile net loss to net cash
provided by operating activities
Depreciation and depletion 135,217 162,967
Gain from sale of property (60,736) -
(Increase) decrease in:
Accounts receivable - oil & gas sales 11,754 383
Other current assets (1,298) (1,864)
Increase (decrease) in:
Accounts payable 5,393 (22,027)
Payable to general partner (79,619) 3,967
---------- ----------
Total adjustments 10,711 143,426
---------- ----------
Net cash provided (used) by operating activities (6,891) 114,693
---------- ----------
CASH FLOWS FROM INVESTING ACTIVITIES:
Proceeds from sale of property 68,250 -
Property additions - development costs (12,096) (21,334)
---------- ----------
Net cash provided (used) by investing activities 56,154 (21,334)
CASH FLOWS FROM FINANCING ACTIVITIES:
Cash distributions (47,006) (106,063)
---------- ----------
NET INCREASE (DECREASE) IN CASH 2,257 (12,704)
CASH AT BEGINNING OF YEAR 3,248 15,952
---------- ----------
CASH AT END OF YEAR $ 5,505 $ 3,248
========== ==========
</TABLE>
See accompanying notes to financial statements.
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II-8
<PAGE>
ENEX OIL & GAS INCOME PROGRAM III - SERIES 6, L.P.
NOTES TO FINANCIAL STATEMENTS
FOR THE TWO YEARS ENDED DECEMBER 31, 1995
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1. PARTNERSHIP ORGANIZATION
Enex Oil & Gas Income Program III-Series 6, L.P. (the "Company"), a
New Jersey limited partnership, commenced operations on November
12, 1987 for the purpose of acquiring proved oil and gas
properties. Total limited partner contributions were $3,170,003, of
which $31,700 was contributed by Enex Resources Corporation
("Enex"), the general partner.
In accordance with the partnership agreement, the Company paid
commissions of $308,097 for solicited subscriptions to Enex
Securities Corporation, a subsidiary of Enex, and reimbursed Enex
for organization expenses of approximately $95,000.
Information relating to the allocation of costs and revenues
between Enex, as general partner, and the limited partners is as
follows:
Limited
Enex Partners
Commissions and selling expenses 100%
Company reimbursement of organization
expense 100%
Company property acquisition 100%
General and administrative costs 10% 90%
Costs of drilling and completing
development wells 10% 90%
Revenues from temporary investment of
partnership capital 100%
Revenues from producing properties 10% 90%
Operating costs (including general and
administrative costs associated with
operating producing properties) 10% 90%
At the point in time when the cash distributions to the limited
partners equal their subscriptions ("payout"), the costs of
drilling and completing development wells, revenues from producing
properties, general and administrative costs and operating costs
will be allocated 15% to the general partner and 85% to the limited
partners.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Oil and Gas Properties - The Company uses the successful efforts
method of accounting for its oil and gas operations. Under this
method, the costs of all development wells are capitalized.
Capitalized costs are amortized on the units-of-production method
based on estimated total
II-9
<PAGE>
proved reserves. The acquisition costs of proved oil and gas
properties are capitalized and periodically assessed for
impairments.
The Financial Accounting Standards Board has issued Statement of
Financial Accounting Standards No. 121, "Accounting for the
Impairment of Long Lived Assets and for Long-Lived Assets to Be
Disposed Of." This statement requires that long-lived assets and
certain identifiable intangibles held and used by the Company be
reviewed for impairment whenever events or changes in circumstances
indicate that the carrying amount of an asset may not be
recoverable.
The Company has not determined the effect, if any, on its financial
position or results of operations which may result from the
adoption of this statement in the first quarter of 1996.
The Company's operating interests in oil and gas properties are
recorded using the pro rata consolidation method pursuant to
Interpretation 2 of Accounting Principles Board Opinion 18.
Cash Flows - The Company has presented its cash flows using the
indirect method and considers all highly liquid investments with an
original maturity of three months or less to be cash equivalents.
General and Administrative Expenses - The Company reimburses the
General Partner for direct costs and administrative costs incurred
on its behalf. Administrative costs allocated to the Company are
computed on a cost basis in accordance with standard industry
practices by allocating the time spent by the General Partner's
personnel among all projects and by allocating rent and other
overhead on the basis of the relative direct time charges.
Uses of Estimates - The preparation of the financial statements in
conformity with generally accepted accounting principles requires
management to make estimates and assumptions that affect the
reported amounts of assets and liabilities and disclosure of
contigent assets and liabilities at the date of the financial
statements and the reported amounts of revenue and expenses during
the reporting periods. Actual results could differ from these
estimates.
3. FEDERAL INCOME TAXES
General - The Company is not a taxable entity for federal income
tax purposes. Such taxes are liabilities of the individual partners
and the amounts thereof will vary depending on the individual
situation of each partner. Accordingly, there is no provision for
income taxes in the accompanying financial statements.
II-10
<PAGE>
Set forth below is a reconciliation of net income (loss) as reflected in the
accompanying financial statements and net income (loss) for federal income tax
purposes for the year ended December 31, 1995:
<TABLE>
<CAPTION>
Allocable to Per $500 Limited
General Limited Partner Unit
TOTAL Partner Partners Outstanding
Net income (loss) as reflected in the
<S> <C> <C> <C> <C>
accompanying financial statements $(17,602) $11,761 $(29,363) $ (5)
Reconciling items:
Intangible drilling costs capitalized
for financial reporting purposes
which were charged-off for
federal income tax purposes (1,759) (176) (1,583) -
Difference in depreciation, depletion
and amortization computed for
federal income tax purposes and
the amount computed for
financial reporting purposes (43,064) - (43,064) (7)
Difference in gain on property sales for
federal income tax purposes and
the amount computed for financial
reporting purposes 1,942 (6,074) 8,016 1
Net income (loss) for federal
income tax purposes $(60,483) $ 5,511 $(65,994) $ (11)
</TABLE>
Net income (loss) for federal income tax purposes is a summation of ordinary
income (loss), portfolio income (loss), cost depletion and intangible drilling
costs as presented in the Company's federal income tax return.
Set forth below is a reconciliation between partners' capital as reflected in
the accompanying financial statements and partners' capital for federal income
tax purposes as of December 31, 1995:
<TABLE>
<CAPTION>
Allocable to Per $500 Limited
General Limited Partner Unit
TOTAL Partner Partners Outstanding
Partners' capital as reflected in the
<S> <C> <C> <C> <C>
accompanying financial statements $346,100 $ 54,997 $291,103 $ 46
Reconciling items:
Intangible drilling costs capitalized
for financial reporting purposes
which were charged-off for
federal income tax purposes (349,753) (34,980) (314,773) (50)
Difference in accumulated depreciation
depletion and amortization for
financial reporting and federal
income tax purposes 350,453 - 350,453 55
Accumulated difference in property sales
for financial reporting purposes and
for federal income tax purposes 1,942 (6,074) 8,016 1
Commissions and syndication
fees capitalized for federal
income tax purposes 308,097 - 308,097 49
Partners' capital for federal
income tax purposes $656,839 $ 13,943 $642,896 $101
</TABLE>
II-11
<PAGE>
4. PAYABLE TO GENERAL PARTNER
The payable to general partner primarily consists of general and
administrative expenses allocated to the Company by Enex during the
Company's start-up phase and for its ongoing operations. The Company
plans to repay the amounts owed to the general partner over a period of
three years.
5. REPURCHASE OF LIMITED PARTNER INTERESTS
In accordance with the partnership agreement, the general partner is
required to purchase limited partner interests (at the option of the
limited partners) at annual intervals beginning after the second year
following the formation of the Company. The purchase price, as
specified in the partnership agreement, is based primarily on reserve
reports prepared by independent petroleum engineers as reduced by a
specified risk factor.
6. SIGNIFICANT PURCHASERS
American Exploration Company and Sunniland Pipeline Company accounted
for 28% and 17%, respectively, of the Company's total sales in 1995.
American Exploration Company and Sunniland Pipeline Company accounted
for 26% and 17%, respectively, of the Company's total sales in 1994.
No other purchaser individually accounted for more than 10% of such
sales.
7. SALE OF PROPERTY
Effective October 1, 1995, the Company sold its interest in the Kidd #1
well in the Enexco acquisition to Humphrey Oil Co. for $68,250. A gain
from the sale of $60,736 was recognized by the Company.
II-12
<PAGE>
ENEX OIL & GAS INCOME PROGRAM III - SERIES 6, L.P.
SUPPLEMENTARY OIL AND GAS INFORMATION
FOR THE TWO YEARS ENDED DECEMBER 31, 1995
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Proved Oil and Gas Reserve Quantities (Unaudited)
The following presents an estimate of the Company's proved oil and gas reserve
quantities and changes therein for each of the two years in the period ended
December 31, 1995. Oil reserves are stated in barrels ("BBLS") and natural gas
in thousand cubic feet ("MCF"). The amounts per $500 limited partner unit do not
include a potential 5% reduction after payout. All of the Company's reserves are
located within the United States.
<TABLE>
<CAPTION>
Per $500 Per $500
Limited Natural Limited
Oil Partner Unit Gas Partner Unit
(BBLS) Outstanding (MCF) Outstanding
---------- ----------- --------- -----------
PROVED DEVELOPED AND
UNDEVELOPED RESERVES:
<S> <C> <C> <C> <C>
January 1, 1994 96,105 14 260,700 37
Revisions of previous estimates 26,205 4 19,921 3
Production (20,880) (3) (76,433) (11)
---------- ----------- --------- -----------
December 31, 1994 101,430 15 204,188 29
Revisions of previous estimates (14,455) (2) 51,695 7
Sales of minerals in place (2,733) (1) (568) -
Production (16,363) (2) (58,340) (8)
---------- ----------- --------- -----------
December 31, 1995 67,879 10 196,975 28
========== =========== ========= ===========
PROVED DEVELOPED RESERVES:
January 1, 1994 96,105 14 260,700 37
========== =========== ========= ===========
December 31, 1994 101,430 15 204,188 29
========== =========== ========= ===========
December 31, 1995 67,879 10 196,975 28
========== =========== ========= ===========
</TABLE>
II-13
<PAGE>
Item 8. Changes In and Disagreements With Accountants on Accounting and
Financial Disclosure
Not Applicable
II-14
<PAGE>
<PAGE>
SIGNATURES
In accordance with Section 13 or 15 (d) 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 6, L.P.
By: ENEX RESOURCES CORPORATION
the General Partner
December 23, 1996 By: /s/ G. B. Eckley
-------------------
G. B. Eckley, President
In accordance with the Exchange Act, this report has been
signed below on December 23, 1996, by the following persons in the capacities
indicated.
ENEX RESOURCES CORPORATION General Partner
By: /s/ G. B. Eckley
------------------------
G. B. Eckley, President
/s/ G. B. Eckley
President, Chief Executive
------------------ Officer and Director
G. B. Eckley
/s/ R. E. Densford Vice President, Secretary, Treasurer,
Chief Financial Officer and Director
-------------------
R. E. Densford
/s/ James A. Klein Controller and Chief Accounting Officer
-----------------
James A. Klein
S-1
<PAGE>
/s/ Robert D. Carl, III
--------------------------
Robert D. Carl, III Director
/s/ Martin J. Freedman
--------------------------
Martin J. Freedman Director
/s/ William C. Hooper, Jr.
--------------------------
William C. Hooper, Jr. Director
/s/ Tom Shorney
--------------------------
Tom Shorney Director
/s/ Stuart Strasner
--------------------------
Stuart Strasner Director
S-2
<PAGE>
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
(Replace this text with the legend)
</LEGEND>
<CIK> 0000830319
<NAME> ENEX OIL & GAS INCOME PROGRAM III - SERIES 6, L.P.
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> dec-31-1996
<PERIOD-START> jan-01-1996
<PERIOD-END> dec-31-1996
<CASH> 5505
<SECURITIES> 0
<RECEIVABLES> 29371
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 38204
<PP&E> 3317065
<DEPRECIATION> 2855439
<TOTAL-ASSETS> 499830
<CURRENT-LIABILITIES> 153730
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 346100
<TOTAL-LIABILITY-AND-EQUITY> 499830
<SALES> 319859
<TOTAL-REVENUES> 319859
<CGS> 336148
<TOTAL-COSTS> 398197
<OTHER-EXPENSES> 62049
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (17602)
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
