PARKER & PARSLEY 91-B LP
10-Q, 1996-08-09
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 June 30, 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. 33-38582-02


                           PARKER & PARSLEY 91-B, L.P.
             (Exact name of Registrant as specified in its charter)


                  Delaware                                  75-2397335
        (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 91-B, L.P.
                        (A Delaware Limited Partnership)
                          Part 1. Financial Information

Item 1.    Financial Statements
                                 BALANCE SHEETS
                                                     June 30,      December 31,
                                                       1996           1995
                                                   -----------     -----------
                                                   (Unaudited)
                 ASSETS

Current assets:
  Cash and cash equivalents, including interest
     bearing deposits of $217,871 at June 30
     and $189,032 at December 31                   $   217,990     $   189,076
  Accounts receivable - oil and gas sales              154,131         149,729
                                                    ----------      ----------

        Total current assets                           372,121         338,805

Oil and gas properties - at cost, based on the
  successful efforts accounting method               9,697,351       9,698,832
     Accumulated depletion                          (7,010,931)     (6,906,614)
                                                    ----------      ----------

        Net oil and gas properties                   2,686,420       2,792,218
                                                    ----------      ----------

                                                   $ 3,058,541     $ 3,131,023
                                                    ==========      ==========
LIABILITIES AND PARTNERS' CAPITAL

Current liabilities:
  Accounts payable - affiliate                     $    33,281     $    65,203

Partners' capital:
  Limited partners (11,249 interests)                2,998,040       3,038,195
  Managing general partner                              27,220          27,625
                                                    ----------      ----------

                                                     3,025,260       3,065,820
                                                    ----------      ----------

                                                   $ 3,058,541     $ 3,131,023
                                                    ==========      ==========

         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 91-B, L.P.
                        (A Delaware Limited Partnership)

                            STATEMENTS OF OPERATIONS
                                   (Unaudited)


                                   Three months ended       Six months ended
                                        June 30,                June 30,
                                  ---------------------   ---------------------
                                    1996        1995        1996        1995
                                  ---------   ---------   ---------   ---------
Revenues:
   Oil and gas sales              $ 376,815   $ 379,550   $ 749,052   $ 737,273
   Interest income                    3,131       2,817       5,768       5,090
                                   --------    --------    --------    --------

      Total revenues                379,946     382,367     754,820     742,363

Costs and expenses:
   Production costs                 132,132     112,209     243,377     286,729
   General and administrative
    expenses                         11,978       7,939      23,145      18,671
   Depletion                         49,651      73,745     104,527     145,571
   Abandoned property costs             420          -          420          -
   Loss on abandonment                1,221          -        1,221          -
                                   --------    --------    --------    --------

      Total costs and expenses      195,402     193,893     372,690     450,971
                                   --------    --------    --------    --------

Net income                        $ 184,544   $ 188,474   $ 382,130   $ 291,392
                                   ========    ========    ========    ========
Allocation of net income:
   Managing general partner       $   1,845   $   1,885   $   3,821   $   2,914
                                   ========    ========    ========    ========

   Limited partners               $ 182,699   $ 186,589   $ 378,309   $ 288,478
                                   ========    ========    ========    ========
Net income per limited
  partnership interest            $   16.24   $   16.58   $   33.63   $   25.64
                                   ========    ========    ========    ========

Net distribution per limited
  partnership interest            $   19.20   $   18.03   $   37.20   $   34.24
                                   ========    ========    ========    ========

         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 91-B, L.P.
                        (A Delaware Limited Partnership)

                         STATEMENTS OF PARTNERS' CAPITAL
                                   (Unaudited)





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

Balance at January 1, 1995           $  30,859     $3,349,475     $3,380,334

    Distributions                       (3,890)      (385,156)      (389,046)

    Net income                           2,914        288,478        291,392
                                      --------      ---------      ---------

Balance at June 30, 1995             $  29,883     $3,252,797     $3,282,680
                                      ========      =========      =========


Balance at January 1, 1996           $  27,625     $3,038,195     $3,065,820

    Distributions                       (4,226)      (418,464)      (422,690)

    Net income                           3,821        378,309        382,130
                                      --------      ---------      ---------

Balance at June 30, 1996             $  27,220     $2,998,040     $3,025,260
                                      ========      =========      =========








         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 91-B, L.P.
                        (A Delaware Limited Partnership)

                            STATEMENTS OF CASH FLOWS
                                   (Unaudited)

                                                          Six months ended
                                                               June 30,
                                                          1996          1995
                                                       ---------     ---------
Cash flows from operating activities:

 Net income                                            $ 382,130     $ 291,392
 Adjustment to reconcile net income to net cash
  provided by operating activities:
   Depletion                                             104,527       145,571
   Loss on abandonment                                     1,221            -

 Changes in assets and liabilities:
   Increase in accounts receivable                        (4,402)       (3,463)
   Increase (decrease) in accounts payable               (30,702)       34,372
                                                        --------      --------

      Net cash provided by operating activities          452,774       467,872

Cash flows from investing activities:

 Additions to oil and gas properties                      (1,224)      (20,486)
 Proceeds from equipment salvage on abandoned property        54            -
                                                              -             -
                                                        --------      --------
      Net cash used in investing activities               (1,170)      (20,486)

Cash flows from financing activities:

 Cash distributions to partners                         (422,690)     (389,046)
                                                        --------      --------

Net increase in cash and cash equivalents                 28,914        58,340
Cash and cash equivalents at beginning of period         189,076       123,155
                                                        --------      --------

Cash and cash equivalents at end of period             $ 217,990     $ 181,495
                                                        ========      ========

         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 91-B, L.P.
                        (A Delaware Limited Partnership)

                          NOTES TO FINANCIAL STATEMENTS
                                  June 30, 1996
                                   (Unaudited)


NOTE 1.

Parker  &  Parsley  91-B,  L.P.  (the  "Registrant")  is a  limited  partnership
organized in 1991 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 Registrant's unaudited financial statements as
of June 30, 1996 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)

Results of Operations

Six months ended June 30, 1996 compared with six months ended
   June 30, 1995

Revenues:

The  Registrant's  oil and gas revenues  increased to $749,052 from $737,273 for
the six months  ended  June 30,  1996 and 1995,  respectively,  an  increase  of
$11,779.  The increase in revenues  resulted from higher average prices received
per barrel of oil and mcf of gas, offset by decreases in barrels of oil produced
and sold and in mcf of gas produced and sold.  For the six months ended June 30,
1996,  29,426  barrels of oil were  produced and sold compared to 33,989 for the
same period in 1995,  a decrease of 4,563  barrels,  or 13%.  For the six months
ended June 30, 1996, 60,796 mcf of gas were produced and sold compared to 64,429
for the same period in 1995,  a decrease of 3,633 mcf, or 6%. The  decreases  in
production volumes were primarily due to the decline characteristics of the

                                        6

<PAGE>



Registrant's  oil  and  gas  properties.   Because  of  these   characteristics,
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  $2.39,  or 13%,  from
$17.94 for the six months  ended June 30,  1995 to $20.33 for the same period in
1996.  The average price received per mcf of gas increased 25% from $1.98 during
the six months ended June 30, 1995 to $2.48 for the same period in 1996.

Costs and Expenses:

Total costs and expenses decreased to $372,690 for the six months ended June 30,
1996 as compared to $450,971 for the same period in 1995, a decrease of $78,281,
or 17%.  This decrease was due to declines in  production  costs and  depletion,
offset by increases in general and  administrative  expenses ("G&A"),  abandoned
property costs and loss on abandonment.

Production  costs  were  $243,377  for the six months  ended  June 30,  1996 and
$286,729 for the same period in 1995  resulting in a $43,352  decrease,  or 15%.
This decrease was due to a reduction in well repair and maintenance costs.

G&A's  components are independent  accounting and engineering  fees and managing
general  partner  personnel  costs.  During  this  period,  G&A  increased,   in
aggregate,  $4,474,  or 24%, from $18,671 for the six months ended June 30, 1995
to $23,145 for the same period in 1996.

Depletion  was  $104,527  for the six months  ended June 30,  1996  compared  to
$145,571 for the same period in 1995.  This  represented a decrease in depletion
of $41,044, or 28%, primarily  attributable to the adoption of the provisions of
Statement  of  Financial  Accounting  Standards  No.  121,  "Accounting  for the
Impairment of  Long-Lived  Assets and for  Long-Lived  Assets to be Disposed Of"
("FAS  121")  effective  the  fourth  quarter of 1995 and the  reduction  of net
depletable  basis resulting from the charge taken upon such adoption.  Depletion
was calculated on a property-by-property  basis utilizing the unit-of-production
method based upon the dominant mineral  produced,  generally oil. Oil production
decreased  4,563  barrels  for the six months  ended June 30, 1996 from the same
period in 1995,  while oil reserves of barrels  were  revised  upward by 181,794
barrels, or 26%.

A loss on abandonment of $1,221 was recognized  during the six months ended June
30, 1996.  This loss resulted from the  write-off of  capitalized  well costs of
$1,275 on the abandonment of a saltwater  disposal well, less proceeds  received
from equipment  salvage of $54.  Abandoned  property costs  associated  with the
abandonment of this well totaled $420. There was no abandonment  activity during
the six months ended June 30, 1995.

                                        7

<PAGE>



Three months ended June 30, 1996 compared with three months ended
   June 30, 1995

Revenues:

The  Registrant's  oil and gas revenues  decreased to $376,815 from $379,550 for
the three  months  ended June 30,  1996 and 1995,  respectively,  a decrease  of
$2,735.  The decrease in revenues  resulted  from declines in barrels of oil and
mcf of gas produced and sold, offset by increases in the average prices received
per barrel of oil and mcf of gas.  For the three  months  ended  June 30,  1996,
13,864  barrels of oil were sold compared to 17,263 for the same period in 1995,
a decrease of 3,399  barrels,  or 20%. For the three months ended June 30, 1996,
29,116 mcf of gas were sold  compared to 33,517 for the same  period in 1995,  a
decrease  of 4,401  mcf,  or 13%.  The  decreases  in  production  volumes  were
primarily due to the decline  characteristics  of the  Registrant's  oil and gas
properties.

The average  price  received per barrel of oil  increased  $3.25,  or 18%,  from
$18.32 for the three months ended June 30, 1995 to $21.57 for the same period in
1996.  The average price received per mcf of gas increased 41% from $1.89 during
the three months ended June 30, 1995 to $2.67 in 1996.

Costs and Expenses:

Total costs and  expenses  increased to $195,402 for the three months ended June
30, 1996 as compared  to  $193,893  for the same period in 1995,  an increase of
$1,509.  This increase was due to increases in production costs, G&A,  abandoned
property costs and loss on abandonment, offset by a decrease in depletion.

Production  costs were  $132,132  for the three  months  ended June 30, 1996 and
$112,209 for the same period in 1995  resulting in a $19,923  increase,  or 18%.
This increase was primarily due to additional well repair and maintenance  costs
incurred in an effort to stimulate well production.

G&A's  components are  independent  accounting and  engineering  fees,  computer
services,  postage and managing  general partner  personnel  costs.  During this
period, G&A increased, in aggregate,  51% from $7,939 for the three months ended
June 30, 1995 to $11,978 for the same period in 1996.

Depletion  was $49,651  for the three  months  ended June 30,  1996  compared to
$73,745 for the same period in 1995. This represented a decrease in depletion of
$24,094, or 33%, primarily attributable to the adoption of the provisions of FAS
121  effective  the  fourth  quarter  of  1995,  as  discussed  previously.  Oil
production decreased 3,399 barrels for the three months ended June 30, 1996 from
the same period in 1995.

A loss on  abandonment  of $1,221 was  recognized  during the three months ended
June 30, 1996.  This loss resulted from the write-off of capitalized  well costs
of $1,275  on the  abandonment  of a  saltwater  disposal  well,  less  proceeds
received from equipment salvage of $54. Abandoned property costs associated with
the  abandonment of this well totaled $420.  There was no  abandonment  activity
during the three months ended June 30, 1995.

                                        8

<PAGE>



Liquidity and Capital Resources

Net Cash Provided by Operating Activities

Net cash provided by operating  activities decreased during the six months ended
June 30, 1996 $15,098 from the same period  ended June 30, 1995.  This  decrease
was primarily due to an increase in production costs paid, offset by an increase
in oil and gas sales.

Net Cash Used in Investing Activities

The Registrant's investing activities for the six months ended June 30, 1996 and
1995 included  expenditures related to equipment  replacement on several oil and
gas properties.

Net Cash Used in Financing Activities

Cash  was   sufficient  for  the  six  months  ended  June  30,  1996  to  cover
distributions  to the partners of $422,690 of which $418,464 was  distributed to
the limited partners and $4,226 to the managing  general  partner.  For the same
period  ended  June 30,  1995,  cash was  sufficient  for  distributions  to the
partners of $389,046 of which $385,156 was  distributed to the limited  partners
and $3,890 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  d8ifferent  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 - none

     (b)   Reports on Form 8-K - none


                                        9

<PAGE>


                           PARKER & PARSLEY 91-B, 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 91-B, L.P.

                                   By:   Parker & Parsley Oil & Gas Company
                                          Managing General Partner




Dated:  August 8, 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> 0000871367
<NAME> 91B.TXT
       
<S>                             <C>
<PERIOD-TYPE>                   6-MOS
<FISCAL-YEAR-END>                          DEC-31-1996
<PERIOD-END>                               JUN-30-1996
<CASH>                                         217,990
<SECURITIES>                                         0
<RECEIVABLES>                                  154,131
<ALLOWANCES>                                         0
<INVENTORY>                                          0
<CURRENT-ASSETS>                               372,121
<PP&E>                                       9,697,351
<DEPRECIATION>                               7,010,931
<TOTAL-ASSETS>                               3,058,541
<CURRENT-LIABILITIES>                           33,281
<BONDS>                                              0
                                0
                                          0
<COMMON>                                             0
<OTHER-SE>                                   3,025,260
<TOTAL-LIABILITY-AND-EQUITY>                 3,058,541
<SALES>                                        749,052
<TOTAL-REVENUES>                               754,820
<CGS>                                                0
<TOTAL-COSTS>                                  372,690
<OTHER-EXPENSES>                                     0
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                                   0
<INCOME-PRETAX>                                382,130
<INCOME-TAX>                                         0
<INCOME-CONTINUING>                            382,130
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                   382,130
<EPS-PRIMARY>                                    33.63
<EPS-DILUTED>                                        0
        

</TABLE>


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