ENEX 88 89 INCOME & RETIREMENT FUND SERIES 7 L P
10QSB, 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 number 0-18396

            ENEX 88-89 INCOME AND RETIREMENT FUND - SERIES 7, L.P.
            (Exact name of registrant as specified in its Charter)

                   New Jersey                          76-0259724
         (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)           (Zip Code)

              Registrant's telephone number, including area code:
                                (713) 358-8401


      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>


                              PART I. FINANCIAL INFORMATION

Item 1.  Financial Statements

ENEX 88-89 INCOME AND RETIREMENT FUND - SERIES 7, L.P.
BALANCE SHEET
- ------------------------------------------------------------------------------

                                                               MARCH 31,
ASSETS                                                            1996
                                                           -------------------
                                                              (Unaudited)
CURRENT ASSETS:
  Cash                                                   $              9,537
  Accounts receivable - oil & gas sales                                 8,052
                                                         ---------------------

Total current assets                                                   17,589
                                                         ---------------------

OIL & GAS PROPERTIES
  (Successful efforts accounting method) - Proved
   mineral interests                                                1,341,371
  Less  accumulated depletion                                         945,086
                                                         ---------------------

Property, net                                                         396,285
                                                         ---------------------

TOTAL                                                    $            413,874
                                                         =====================

LIABILITIES AND PARTNERS' CAPITAL

CURRENT LIABILITIES:
   Accounts payable                                      $                 67
   Payable to general partner                                           9,320
                                                         ---------------------

Total current liabilities                                               9,387

NONCURRENT PAYABLE TO GENERAL PARTNER                                  18,640
                                                         ---------------------

PARTNERS' CAPITAL:
   Limited partners                                                   377,306
   General partner                                                      8,541
                                                         ---------------------

Total partners' capital                                               385,847
                                                         ---------------------

TOTAL                                                    $            413,874
                                                         =====================







See accompanying notes to financial statements.
- ------------------------------------------------------------------------------

                                       I-1

<PAGE>
ENEX 88-89 INCOME AND RETIREMENT FUND - SERIES 7, L.P.
STATEMENTS OF OPERATIONS
- -------------------------------------------------------------------------------


(UNAUDITED)                               THREE MONTHS ENDED
                                     ------------------------------------------

                                          MARCH 31,              MARCH 31,
                                             1996                  1995
                                     -------------------    -------------------

REVENUES:
  Oil and gas sales                  $           31,405      $          26,711 
                                     -------------------    -------------------

EXPENSES:
  Depletion and amortization                     16,426                 20,233
  Production taxes                                2,392                  4,059
  General and administrative                      4,417                  2,508
                                     -------------------    -------------------

Total expenses                                   23,235                 26,800
                                     -------------------    -------------------






NET INCOME (LOSS)                    $            8,170                    (89)
                                     ===================    ===================


See accompanying notes to financial statements.
- ---------------------------------------------------------------------------

                                       I-2

<PAGE>
ENEX 88-89 INCOME AND RETIREMENT FUND - SERIES 7, L.P.
STATEMENTS OF CASH FLOWS

(UNAUDITED)
                                                       THREE MONTHS ENDED

                                                 MARCH 31,            MARCH 31,
                                                   1996                 1995
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss)                               $   8,170           $    (89)

Adjustments to reconcile net income (loss) to net
 cash provided by operating
   activities:
  Depletion and amortization                       16,426             20,233
Decrease in:
  Accounts receivable - oil & gas sales               310                960
(Decrease) in:
   Accounts payable                                  (991)            (2,887)
   Payable to general partner                     (11,260)            (2,645)

Total adjustments                                   4,485              15,661

Net cash provided by operating activities          12,655              15,572

CASH FLOWS FROM FINANCING ACTIVITIES:
    Cash distributions                            (12,122)            (10,553)

NET INCREASE IN CASH                                  533               5,019

CASH AT BEGINNING OF YEAR                           9,004               8,149

CASH AT END OF PERIOD                          $    9,537           $  13,168



See accompanying notes to financial statements.

                                       I-3



<PAGE>

ENEX 88-89 INCOME AND RETIREMENT FUND - SERIES 7, 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 $10,908,  representing net revenues from the sale of oil and gas
      produced from properties owned by the Company.  This distribution was made
      on January 31, 1996.



                                    I-4

<PAGE>



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


First Quarter 1996 Compared to First Quarter 1995

Oil and gas  sales for the  first  quarter  increased  from  $26,711  in 1995 to
$31,405  in 1996.  This  represents  an  increase  of  $4,694  (18%).  Oil sales
decreased by $1,999 or 21%. A 23% decrease in oil  production  reduced  sales by
$2,162.  This decrease was partially  offset by a 2% increase in average net oil
sales price.  The decrease in oil  production  was primarily a result of natural
production  declines  which were  especially  pronounced  on the  Wardner  Ranch
acquisition.  The increase in the average net oil price was primarily the result
of higher prices in the overall  market for the sale of oil partially  offset by
relatively  higher  production of oil from properties with a lower average sales
price.  Gas sales  increased by $6,693 or 38%. A 45% increase in average net gas
sales price increased sales by $7,424.  This increase was partially  offset by a
4%  decrease  in gas  production.  The  increase  in average net gas sales price
corresponds  with higher  prices in the overall  market for the sale of gas. The
decrease  in gas  production  was  primarily  the result of  natural  production
declines.

Depletion expense decreased from $18,689 in the first quarter of 1995 to $16,426
in the first quarter of 1996.  This  represents a decrease of $2,263 (12%).  The
changes in production,  noted above,  reduced  depletion expense by $1,692. A 3%
decrease in the depletion rate reduced  depletion expense by an additional $571.
The decrease in the depletion rate was primarily a result of upward revisions of
the oil and gas reserves during December 1995.

General and  administrative  expenses increased from $2,508 in 1995 to $4,417 in
1996.  This increase of $1,909 (76%) was primarily a result of a $1,635 increase
in direct expenses incurred by the Company in 1996.

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 1995 to 1996 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 after
payment of its debt obligations.  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.



                                    I-5

<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 March 31, 1996.


                                     II-1

<PAGE>



                                  SIGNATURES


      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 hereunto duly authorized.


                                                ENEX 88-89 INCOME AND RETIREMENT
                                                     FUND - SERIES 7, 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




May 11, 1996                                      By: /s/ James A. Klein
                                                     -------------------
                                                          James A. Klein
                                                       Controller and Chief
                                                        Accounting Officer







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