PARKER & PARSLEY 89 A L P
10-Q, 1996-05-14
CRUDE PETROLEUM & NATURAL GAS
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D. C. 20549


                                    FORM 10-Q


   / x /         Quarterly Report Pursuant to Section 13 or 15(d)
                     of the Securities Exchange Act of 1934

                  For the quarterly period ended March 31, 1996

                                       or

   /   /        Transition Report Pursuant to Section 13 or 15(d)
                     of the Securities Exchange Act of 1934
                For the transition period from _______ to _______

                         Commission File No. 33-26097-01

                           PARKER & PARSLEY 89-A, L.P.
             (Exact name of Registrant as specified in its charter)

                Delaware                                   75-2297058
      (State or other jurisdiction of                   (I.R.S. Employer
      incorporation or organization)                 Identification Number)

303 West Wall, Suite 101, Midland, Texas                      79701
(Address of principal executive offices)                    (Zip code)

       Registrant's Telephone Number, including area code : (915) 683-4768

                                 Not applicable
              (Former name, former address and former fiscal year,
                         if changed since last report)

Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  Registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days.

                                Yes / x / No / /

                               Page 1 of 10 pages.

                             -There are no exhibits-


<PAGE>



                           PARKER & PARSLEY 89-A, L.P.
                        (A Delaware Limited Partnership)

                          Part I. Financial Information
Item 1.   Financial Statements
                                 BALANCE SHEETS

                                                    March 31,     December 31,
                                                      1996            1995
                                                  -----------     -----------
                                                  (Unaudited)
                 ASSETS

Current assets:
  Cash and cash equivalents, including interest
     bearing deposits of $144,178 at March 31
     and $170,108 at December 31                  $   144,211     $   170,141
  Accounts receivable - oil and gas sales             116,556          95,946
                                                   ----------      ----------

        Total current assets                          260,767         266,087

Oil and gas properties - at cost, based on the
  successful efforts accounting method              6,712,985       6,712,280
     Accumulated depletion                         (4,011,828)     (3,957,167)
                                                   ----------      ----------

        Net oil and gas properties                  2,701,157       2,755,113
                                                   ----------      ----------

                                                  $ 2,961,924     $ 3,021,200
                                                   ==========      ==========
LIABILITIES AND PARTNERS' CAPITAL

Current liabilities:
  Accounts payable - affiliate                    $    29,759     $    62,091

Partners' capital:
  Limited partners (8,317 interests)                2,902,654       2,929,323
  Managing general partner                             29,511          29,786
                                                   ----------      ----------

                                                    2,932,165       2,959,109
                                                   ----------      ----------

                                                  $ 2,961,924     $ 3,021,200
                                                   ==========      ==========

         The financial information included herein has been prepared by
          management without audit by independent public accountants.

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

                                        2

<PAGE>



                           PARKER & PARSLEY 89-A, L.P.
                        (A Delaware Limited Partnership)

                            STATEMENTS OF OPERATIONS
                                   (Unaudited)



                                                       Three months ended
                                                            March 31,
                                                       1996           1995
                                                    ----------     ----------

Revenues:
  Oil and gas sales                                 $  266,658     $  248,854
  Interest income                                        1,850          1,884
                                                     ---------      ---------

        Total revenues                                 268,508        250,738

Costs and expenses:
  Production costs                                     131,973        112,808
  General and administrative expenses                    8,000          8,360
  Depletion                                             54,661         97,756
                                                     ---------      ---------

        Total costs and expenses                       194,634        218,924
                                                     ---------      ---------

Net income                                          $   73,874     $   31,814
                                                     =========      =========

Allocation of net income:
  Managing general partner                          $      739     $      318
                                                     =========      =========

  Limited partners                                  $   73,135     $   31,496
                                                     =========      =========

Net income per limited partnership interest         $     8.79     $     3.79
                                                     =========      =========

Distributions per limited partnership interest      $    12.00     $    16.29
                                                     =========      =========


         The financial information included herein has been prepared by
          management without audit by independent public accountants.

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

                                        3

<PAGE>



                           PARKER & PARSLEY 89-A, L.P.
                        (A Delaware Limited Partnership)

                         STATEMENTS OF PARTNERS' CAPITAL
                                   (Unaudited)




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

Balance at January 1, 1995         $    40,446     $ 3,984,222     $ 4,024,668

    Distributions                       (1,369)       (135,515)       (136,884)

    Net income                             318          31,496          31,814
                                    ----------      ----------      ----------

Balance at March 31, 1995          $    39,395     $ 3,880,203     $ 3,919,598
                                    ==========      ==========      ==========


Balance at January 1, 1996         $    29,786     $ 2,929,323     $ 2,959,109

    Distributions                       (1,014)        (99,804)       (100,818)

    Net income                             739          73,135          73,874
                                    ----------      ----------      ----------

Balance at March 31, 1996          $    29,511     $ 2,902,654     $ 2,932,165
                                    ==========      ==========      ==========





         The financial information included herein has been prepared by
          management without audit by independent public accountants.

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

                                        4

<PAGE>



                           PARKER & PARSLEY 89-A, L.P.
                        (A Delaware Limited Partnership)

                            STATEMENTS OF CASH FLOWS
                                   (Unaudited)



                                                         Three months ended
                                                              March 31,
                                                         1996          1995
                                                      ---------     ---------
Cash flows from operating activities:
 Net income                                           $  73,874     $  31,814
 Adjustments to reconcile net income to net
   cash provided by operating activities:
     Depletion                                           54,661        97,756
 Changes in assets and liabilities:
     Increase in accounts receivable                    (20,610)       (4,719)
     Increase (decrease) in accounts payable            (32,332)       13,642
                                                       --------      --------

      Net cash provided by operating activities          75,593       138,493

Cash flows from investing activities:
  Additions to oil and gas properties                      (705)       (4,563)

Cash flows from financing activities:
  Cash distributions to partners                       (100,818)     (136,884)
                                                       --------      --------

Net decrease in cash and cash equivalents               (25,930)       (2,954)
Cash and cash equivalents at beginning of period        170,141       117,053
                                                       --------      --------

Cash and cash equivalents at end of period            $ 144,211     $ 114,099
                                                       ========      ========



         The financial information included herein has been prepared by
          management without audit by independent public accountants.

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

                                        5

<PAGE>



                           PARKER & PARSLEY 89-A, L.P.
                        (A Delaware Limited Partnership)

                          NOTES TO FINANCIAL STATEMENTS
                                 March 31, 1996
                                   (Unaudited)


NOTE 1.

Parker  &  Parsley  89-A,  L.P.  (the  "Registrant")  is a  limited  partnership
organized in 1989 under the laws of the State of Delaware.

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

NOTE 2.

In the opinion of management, the unaudited financial statements as of March 31,
1996 of the Registrant  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.  However,  these interim results are not
necessarily indicative of results for a full year.

The  financial  statements  should  be read in  conjunction  with the  financial
statements and the notes thereto  contained in the  Registrant's  Report on Form
10-K for the year ended  December 31,  1995,  as filed with the  Securities  and
Exchange  Commission,  a copy of which is  available  upon request by writing to
Steven L. Beal, Senior Vice President,  303 West Wall, Suite 101, Midland, Texas
79701.

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

The Registrant was formed October 30, 1989. On January 1, 1995, Parker & Parsley
Development  L.P.  ("PPDLP"),  a Texas  limited  partnership,  became  the  sole
managing general partner of the Registrant, by acquiring the rights and assuming
the obligations of Parker Parsley Development  Company ("PPDC").  PPDLP acquired
PPDC's rights and  obligations as managing  general partner of the Registrant in
connection  with  the  merger  of  PPDC,  P&P  Producing,   Inc.  and  Spraberry
Development  Corporation  into MidPar  L.P.,  which  survived  the merger with a
change of name to PPDLP.  The sole general  partner of PPDLP is Parker & Parsley
Petroleum  USA, Inc.  PPDLP has the power and  authority to manage,  control and
administer all Registrant affairs. The limited partners  contributed  $8,317,000
representing  8,317  interests  ($1,000  per  interest)  sold to a total  of 616
limited partners.

Since its formation,  the Registrant  invested  $6,712,985 in various  prospects
that were drilled in Texas.  At March 31, 1996,  the Registrant had 33 producing
oil and gas wells.

                                        6

<PAGE>



Results of Operations

Revenues:

The  Registrant's  oil and gas revenues  increased to $266,658 from $248,854 for
the three  months  ended March 31, 1996 and 1995,  respectively,  an increase of
$17,804,  or 7%. The  increase in revenues  was  primarily  the result of higher
average prices received per barrel of oil and per mcf of gas during 1996, offset
by a 6% decline in barrels of oil  produced and sold and a 4% decline in the mcf
of gas  produced and sold.  For the three  months  ended March 31,  1996,  9,383
barrels  of oil were  sold  compared  to 9,982 for the same  period  in 1995,  a
decrease of 599 barrels.  For the three months ended March 31, 1996,  36,044 mcf
of gas were sold  compared to 37,523 for the same period ended March 31, 1995, a
decrease of 1,479 mcf.  The  decrease in oil and gas  production  was due to the
decline  characteristics  of  the  Registrant's  oil  and  gas  properties,  and
management  expects a certain amount of decline in production to continue in the
future  until  the  Registrant's  economically  recoverable  reserves  are fully
depleted.

The average  price  received per barrel of oil  increased  $1.79,  or 10%,  from
$17.17 for the three  months  ended March 31, 1995 to $18.96 for the same period
in 1996,  while the average  price  received per mcf of gas  increased  19% from
$2.07 during the three months ended March 31, 1995 to $2.46 in 1996.  The market
price  for oil and gas has  been  extremely  volatile  in the past  decade,  and
management expects a certain amount of volatility to continue in the foreseeable
future.  The  Registrant may therefore sell its future oil and gas production at
average prices lower or higher than that received  during the three months ended
March 31, 1996.

Costs and Expenses:

Total costs and expenses  decreased to $194,634 for the three months ended March
31,  1996 as compared  to  $218,924  for the same period in 1995,  a decrease of
$24,290,  or 11%. This decrease was due to declines in depletion and general and
administrative expenses ("G&A"), offset by an increase in production costs.

Production  costs were  $131,973  for the three  months ended March 31, 1996 and
$112,808 for the same period in 1995  resulting in a $19,165  increase,  or 17%.
The increase was  primarily  attributable  to workover  expenses  incurred in an
effort to  stimulate  well  production,  offset by a decline in well  repair and
maintenance costs.

G&A's  components are  independent  accounting and  engineering  fees,  computer
services,  postage and managing  general partner  personnel  costs.  During this
period, G&A decreased,  in aggregate,  4% from $8,360 for the three months ended
March 31, 1995 to $8,000 for the same period in 1996. The Partnership  agreement
limits G&A to 3% of the gross oil and gas revenues.

Depletion  was $54,661  for the three  months  ended March 31, 1996  compared to
$97,756 for the same period in 1995. This represented a decrease in depletion of
$43,095,  or 44%,  primarily  attributable  to the adoption of the provisions of
Statement  of  Financial  Accounting  Standards  No.  121,  "Accounting  for the

                                        7

<PAGE>



Impairment of  Long-Lived  Assets and for  Long-Lived  Assets to be Disposed Of"
effective  for the fourth  quarter of 1995 and the  reduction of net  depletable
basis resulting from the charge taken upon such adoption. Depletion was computed
property-by-property  utilizing  the  unit-of-production  method  based upon the
dominant mineral produced,  generally oil. Oil production  decreased 599 barrels
for the three  months  ended  March 31,  1996 from 1995,  while oil  reserves of
barrels were revised downward by 6,841 barrels, or 1%.

Liquidity and Capital Resources

Net Cash Provided by Operating Activities

Net cash provided by operating  activities decreased to $75,593 during the three
months ended March 31, 1996, a $62,900 decrease from the same period ended March
31, 1995.  This decrease was due to an increase in  expenditures  for production
costs,  offset by an increase  in oil and gas sales  receipts.  The  increase in
production cost  expenditures  was due to an increase in workover  expense.  The
increase in oil and gas sales  receipts was the result of higher  average prices
received  per barrel of oil and mcf of gas,  offset by  declines in both oil and
gas production.

Net Cash Used in Investing Activities

The Registrant's  principal  investing  activities during the three months ended
March 31, 1996 and 1995 were for repair and maintenance  activity on various oil
and gas properties.

Net Cash Used in Financing Activities

Cash  was  sufficient  for the  three  months  ended  March  31,  1996 to  cover
distributions  to the partners of $100,818 of which $99,804 was  distributed  to
the limited partners and $1,014 to the managing  general  partner.  For the same
period  ended March 31,  1995,  cash was  sufficient  for  distributions  to the
partners of $136,884 of which $135,515 was  distributed to the limited  partners
and $1,369 to the managing general partner.

It is expected  that future net cash  provided by operating  activities  will be
sufficient for any capital expenditures and any distributions. As the production
from the properties declines, distributions are also expected to decrease.

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

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


                                        8

<PAGE>



                           Part II. Other Information


Item 6.    Exhibits and Reports on Form 8-K

(a)    Exhibits - none

(b)    Reports on Form 8-K - none


                                        9

<PAGE>


                           PARKER & PARSLEY 89-A, L.P.
                        (A Delaware 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 89-A, L.P.

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

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




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



                                       10

<PAGE>




<TABLE> <S> <C>

<ARTICLE> 5
<CIK> 0000844582
<NAME> 89A.TXT
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          DEC-31-1996
<PERIOD-END>                               MAR-31-1996
<CASH>                                         144,211
<SECURITIES>                                         0
<RECEIVABLES>                                  116,556
<ALLOWANCES>                                         0
<INVENTORY>                                          0
<CURRENT-ASSETS>                               260,767
<PP&E>                                       6,712,985
<DEPRECIATION>                               4,011,828
<TOTAL-ASSETS>                               2,961,924
<CURRENT-LIABILITIES>                           29,759
<BONDS>                                              0
                                0
                                          0
<COMMON>                                             0
<OTHER-SE>                                   2,932,165
<TOTAL-LIABILITY-AND-EQUITY>                 2,961,924
<SALES>                                        266,658
<TOTAL-REVENUES>                               268,508
<CGS>                                                0
<TOTAL-COSTS>                                  194,634
<OTHER-EXPENSES>                                     0
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                                   0
<INCOME-PRETAX>                                 73,874
<INCOME-TAX>                                         0
<INCOME-CONTINUING>                             73,874
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                    73,874
<EPS-PRIMARY>                                     8.79
<EPS-DILUTED>                                        0
        

</TABLE>


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