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 September 30, 1997
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 11 pages.
Exhibit index on page 10.
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PARKER & PARSLEY 91-B, L.P.
TABLE OF CONTENTS
Page
Part I. Financial Information
Item 1. Financial Statements
Balance Sheets as of September 30, 1997 and
December 31, 1996 ....................................... 3
Statements of Operations for the three and nine
months ended September 30, 1997 and 1996.................... 4
Statement of Partners' Capital for the nine months
ended September 30, 1997.................................... 5
Statements of Cash Flows for the nine months ended
September 30, 1997 and 1996................................. 6
Notes to Financial Statements................................. 7
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations......................... 7
Part II. Other Information
Item 6. Exhibits and Reports on Form 8-K.............................. 10
27. Financial Data Schedule
Signatures.................................................... 11
2
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PARKER & PARSLEY 91-B, L.P.
(A Delaware Limited Partnership)
Part 1. Financial Information
Item 1. Financial Statements
BALANCE SHEETS
September 30, December 31,
1997 1996
------------- ------------
ASSETS (Unaudited)
Current assets:
Cash and cash equivalents, including interest
bearing deposits of $221,686 at September 30
and $236,894 at December 31 $ 221,805 $ 237,013
Accounts receivable - oil and gas sales 128,522 225,511
---------- ----------
Total current assets 350,327 462,524
---------- ----------
Oil and gas properties - at cost, based on the
successful efforts accounting method 9,693,885 9,696,907
Accumulated depletion (7,248,666) (7,107,967)
---------- ----------
Net oil and gas properties 2,445,219 2,588,940
---------- ----------
$ 2,795,546 $ 3,051,464
========== ==========
LIABILITIES AND PARTNERS' CAPITAL
Current liabilities:
Accounts payable - affiliate $ 52,636 $ 20,648
Partners' capital:
Managing general partner 24,396 27,275
Limited partners (11,249 interests) 2,718,514 3,003,541
---------- ----------
2,742,910 3,030,816
---------- ----------
$ 2,795,546 $ 3,051,464
========== ==========
The financial information included as of September 30, 1997 has been prepared by
management without audit by independent public accountants.
The accompanying notes are an integral part of these financial statements.
3
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PARKER & PARSLEY 91-B, L.P.
(A Delaware Limited Partnership)
STATEMENTS OF OPERATIONS
(Unaudited)
Three months ended Nine months ended
September 30, September 30,
------------------------ ------------------------
1997 1996 1997 1996
----------- ----------- ----------- -----------
Revenues:
Oil and gas $ 284,123 $ 388,878 $ 950,925 $1,137,930
Interest 3,437 3,436 9,877 9,204
Gain (loss) on
disposition of assets 7,879 - 7,879 (1,221)
--------- --------- --------- ---------
295,439 392,314 968,681 1,145,913
--------- --------- --------- ---------
Costs and expenses:
Oil and gas production 126,988 106,720 388,153 350,097
General and administrative 9,764 12,028 30,293 35,173
Depletion 46,265 46,346 140,699 150,873
Abandoned property - 22 - 442
--------- --------- --------- ---------
183,017 165,116 559,145 536,585
--------- --------- --------- ---------
Net income $ 112,422 $ 227,198 $ 409,536 $ 609,328
========= ========= ========= =========
Allocation of net income:
Managing general partner $ 1,124 $ 2,272 $ 4,095 $ 6,093
========= ========= ========= =========
Limited partners $ 111,298 $ 224,926 $ 405,441 $ 603,235
========= ========= ========= =========
Net income per limited
partnership interest $ 9.89 $ 20.00 $ 36.04 $ 53.63
========= ========= ========= =========
Distribution per limited
partnership interest $ 16.00 $ 21.00 $ 61.38 $ 58.20
========= ========= ========= =========
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
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PARKER & PARSLEY 91-B, L.P.
(A Delaware Limited Partnership)
STATEMENT OF PARTNERS' CAPITAL
(Unaudited)
Managing
general Limited
partner partners Total
----------- ------------ ------------
Balance at January 1, 1997 $ 27,275 $ 3,003,541 $ 3,030,816
Distributions (6,974) (690,468) (697,442)
Net income 4,095 405,441 409,536
--------- ---------- ----------
Balance at September 30, 1997 $ 24,396 $ 2,718,514 $ 2,742,910
========= ========== ==========
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
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PARKER & PARSLEY 91-B, L.P.
(A Delaware Limited Partnership)
STATEMENTS OF CASH FLOWS
(Unaudited)
Nine months ended
September 30,
-----------------------
1997 1996
---------- ----------
Cash flows from operating activities:
Net income $ 409,536 $ 609,328
Adjustments to reconcile net income to
net cash provided by operating activities:
Depletion 140,699 150,873
(Gain) loss on disposition of assets (7,879) 1,221
Changes in assets and liabilities:
Decrease in accounts receivable 96,989 3,130
Increase (decrease) in accounts payable 31,988 (22,795)
-------- --------
Net cash provided by operating activities 671,333 741,757
-------- --------
Cash flows from investing activities:
Additions to oil and gas properties - (1,983)
Proceeds from disposition of assets 10,901 54
-------- --------
Net cash provided by (used in)
investing activities 10,901 (1,929)
-------- --------
Cash flows from financing activities:
Cash distributions to partners (697,442) (661,305)
-------- --------
Net increase (decrease) in cash and cash equivalents (15,208) 78,523
Cash and cash equivalents at beginning of period 237,013 189,076
-------- --------
Cash and cash equivalents at end of period $ 221,805 $ 267,599
======== ========
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.
6
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PARKER & PARSLEY 91-B, L.P.
(A Delaware Limited Partnership)
NOTES TO FINANCIAL STATEMENTS
September 30, 1997
(Unaudited)
Note 1. Basis of presentation
In the opinion of management, the unaudited financial statements of Parker &
Parsley 91-B, L.P. (the "Partnership") as of September 30, 1997 and for the
three and nine months ended September 30, 1997 and 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. These
interim results are not necessarily indicative of results for a year. Certain
reclassifications have been made to prior period financial statements to conform
to the 1997 financial presentations.
Certain information and footnote disclosure normally included in financial
statements prepared in accordance with generally accepted accounting principles
have been condensed or omitted in this Form 10-Q pursuant to the rules and
regulations of the Securities and Exchange Commission. The financial statements
should be read in conjunction with the financial statements and the notes
thereto contained in the Partnership's Report on Form 10-K for the year ended
December 31, 1996, as filed with the Securities and Exchange Commission, a copy
of which is available upon request by writing to Rich Dealy, Vice President and
Controller, 303 W. Wall, Suite 101, Midland, Texas 79701.
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations (1)
As of August 8, 1997, Pioneer Natural Resources USA, Inc. ("Pioneer USA") became
the general partner of the Partnership. Prior to August 8, 1997, the
Partnership's general partner was Parker & Parsley Petroleum U.S.A. Inc.,
("PPUSA"), a wholly-owned subsidiary of Parker & Parsley Petroleum Company
("Parker & Parsley"). On August 7, 1997, Parker & Parsley and Mesa Inc. received
shareholder approval to merge and create Pioneer Natural Resources Company
("Pioneer"). On August 8, 1997, PPUSA was merged with and into Pioneer USA, a
wholly-owned subsidiary of Pioneer, resulting in Pioneer USA becoming the
general partner of the Partnership as PPUSA's successor by merger. For a more
complete description of the Parker & Parsley and Mesa Inc. merger, see Pioneer's
Registration Statement on Form S-4 as filed with the Securities and Exchange
Commission.
Results of Operations
Nine months ended September 30, 1997 compared with nine months ended
September 30, 1996
Revenues:
The Partnership's oil and gas revenues decreased 16% to $950,925 from $1,137,930
for the nine months ended September 30, 1997 as compared to the nine months
7
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ended September 30, 1996. The decline in revenues resulted from declines in
barrels of oil and mcf of gas produced and sold and a lower average price
received per barrel of oil, offset by an increase in the average price received
per mcf of gas. For the nine months ended September 30, 1997, 37,169 barrels of
oil were sold compared to 43,860 for the same period in 1996, a decrease of
6,691 barrels, or 15%. For the nine months ended September 30, 1997, 81,652 mcf
of gas were sold compared to 93,692 for the same period in 1996, a decrease of
12,040 mcf, or 13%. The decreases in production volumes were primarily due to
the decline characteristics of the Partnership'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 Partnership's economically
recoverable reserves are fully depleted.
The average price received per barrel of oil decreased slightly from $20.75 for
the nine months ended September 30, 1996 to $20.05 for the same period in 1997,
while the average price received per mcf of gas increased 4% from $2.43 during
the nine months ended September 30, 1996 to $2.52 in 1997. 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 Partnership may therefore sell its future oil and gas production at average
prices lower or higher than that received during the nine months ended September
30, 1997.
Gain on disposition of assets of $7,879, recognized during the nine months ended
September 30, 1997, resulted from proceeds received on the sale of mineral
rights on an undeveloped property. For the same period ended September 30, 1996,
a loss on disposition of assets of $1,221 resulted from the abandonment of a
saltwater disposal well.
Costs and Expenses:
Total costs and expenses increased to $559,145 for the nine months ended
September 30, 1997 as compared to $536,585 for the same period in 1996, an
increase of $22,560, or 4%. This increase was due to an increase in production
costs, offset by decreases in depletion, general and administrative expenses
("G&A") and abandoned property costs.
Production costs were $388,153 for the nine months ended September 30, 1997 and
$350,097 for the same period in 1996, resulting in a $38,056 increase, or 11%.
The increase was primarily due to additional well maintenance costs incurred in
an effort to stimulate production.
G&A's components are independent accounting and engineering fees and managing
general partner personnel and operating costs. During this period, G&A
decreased, in aggregate, 14% from $35,173 for the nine months ended September
30, 1996 to $30,293 for the same period in 1997.
Depletion was $140,699 for the nine months ended September 30, 1997 compared to
$150,873 for the same period in 1996, representing a decrease of $10,174, or 7%.
This decrease was primarily attributable to a decline in oil production of 6,691
barrels, for the nine months ended September 30, 1997 as compared to the same
period in 1996 offset by a decrease in oil reserves during 1997 as a result of
lower commodity prices.
Abandoned property costs associated with the abandonment of one saltwater
disposal well during the nine months ended September 30, 1996 totaled $442.
8
<PAGE>
Three months ended September 30, 1997 compared with three months ended
September 30, 1996
Revenues:
The Partnership's oil and gas revenues decreased 27% to $284,123 from $388,878
for the three months ended September 30, 1997 as compared to the three months
ended September 30, 1996. The decrease in revenues resulted from declines in
barrels of oil and mcf of gas produced and sold and lower average prices
received per barrel of oil and mcf of gas. For the three months ended September
30, 1997, 11,861 barrels of oil were sold compared to 14,434 for the same period
in 1996, a decrease of 2,573 barrels, or 18%. For the three months ended
September 30, 1997, 29,045 mcf of gas were sold compared to 32,896 for the same
period in 1996, a decrease of 3,851 mcf, or 12%. The decreases in production
volumes were primarily due to the decline characteristics of the Partnership's
oil and gas properties.
The average price received per barrel of oil decreased $3.05, or 14%, from
$21.60 for the three months ended September 30, 1996 to $18.55 for the same
period in 1997. The average price received per mcf of gas decreased 6% from
$2.34 during the three months ended September 30, 1996 to $2.21 in 1997.
Gain on disposition of assets of $7,879, recognized during the three months
ended September 30, 1997, resulted from proceeds received on the sale of mineral
rights on an undeveloped property.
Costs and Expenses:
Total costs and expenses increased to $183,017 for the three months ended
September 30, 1997 as compared to $165,116 for the same period in 1996, an
increase of $17,901, or 11%. This increase was due to an increase in production
costs, offset by decreases in G&A, depletion and abandoned property costs.
Production costs were $126,988 for the three months ended September 30, 1997 and
$106,720 for the same period in 1996, resulting in a $20,268 increase, or 19%.
This increase was primarily due to additional well maintenance costs incurred in
an effort to stimulate production.
G&A's components are independent accounting and engineering fees and managing
general partner personnel and operating costs. During this period, G&A decreased
19% from $12,028 for the three months ended September 30, 1996 to $9,764 for the
same period in 1997.
Depletion was $46,265 for the three months ended September 30, 1997 compared to
$46,346 for the same period in 1996, representing a decrease of $81. This
decrease was primarily attributable to a decline in oil production of 2,573
barrels for the three months ended September 30, 1997 as compared to the same
period in 1996, offset by a decrease in oil reserves during the third quarter of
1997 as a result of lower commodity prices.
9
<PAGE>
Liquidity and Capital Resources
Net Cash Provided by Operating Activities
Net cash provided by operating activities decreased $70,424 during the nine
months ended September 30, 1997 from the same period in 1996, resulting from a
decrease in oil and gas sales receipts, offset by decreases in G&A and
production costs paid.
Net Cash Provided By (Used in) Investing Activities
The Partnership's principal investing activities during the nine months ended
September 30, 1997 and 1996 included expenditures related to the replacement or
disposal of equipment on various oil and gas properties.
Proceeds of $7,879 were received during the nine months ended September 30, 1997
from the sale of mineral rights on an undeveloped property.
Net Cash Used in Financing Activities
Cash was sufficient for the nine months ended September 30, 1997 to cover
distributions to the partners of $697,442 of which $6,974 was distributed to the
managing general partner and $690,468 to the limited partners. For the same
period ended September 30, 1996, cash was sufficient for distributions to the
partners of $661,305 of which $6,613 was distributed to the managing general
partner and $654,692 to the limited partners.
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.
Part II. Other Information
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
27. Financial Data Schedule
(b) Reports on Form 8-K - none
10
<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: Pioneer Natural Resources USA, Inc.,
Managing General Partner
Dated: November 13, 1996 By: Rich Dealy
------------------------------------
Rich Dealy, Vice President and
Controller
11
<PAGE>
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<CIK> 0000871367
<NAME> 91B.TXT
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> SEP-30-1997
<CASH> 221,805
<SECURITIES> 0
<RECEIVABLES> 128,522
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 350,327
<PP&E> 9,693,885
<DEPRECIATION> 7,248,666
<TOTAL-ASSETS> 2,795,546
<CURRENT-LIABILITIES> 52,636
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 2,742,910
<TOTAL-LIABILITY-AND-EQUITY> 2,795,546
<SALES> 950,925
<TOTAL-REVENUES> 968,681
<CGS> 0
<TOTAL-COSTS> 559,145
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 409,536
<INCOME-TAX> 0
<INCOME-CONTINUING> 409,536
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 409,536
<EPS-PRIMARY> 36.04
<EPS-DILUTED> 0
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