United States
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1997
OR
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from...............to...............
Commission file number 0-19626
ENEX 90-91 INCOME AND RETIREMENT FUND - SERIES 3, L.P.
(Exact name of small business issuer as specified in its charter)
New Jersey 76-0299900
(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)
Issuer's telephone number (713) 358-8401
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
<PAGE>
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
ENEX 90-91 INCOME AND RETIREMENT FUND - SERIES 3, L.P.
BALANCE SHEET
- ---------------------------------------------------------------------------
<TABLE>
<CAPTION>
MARCH 31,
ASSETS 1997
---------------------
(Unaudited)
CURRENT ASSETS:
<S> <C>
Cash $ 31,441
Accounts receivable - oil & gas sales 72,613
---------------------
Total current assets 104,054
---------------------
OIL & GAS PROPERTIES
(Successful efforts accounting method) - Proved
mineral interests 962,796
Less accumulated depletion 491,350
---------------------
Property, net 471,446
---------------------
TOTAL $ 575,500
=====================
LIABILITIES AND PARTNERS' CAPITAL
CURRENT LIABILITIES:
Accounts payable $ 1,064
Payable to general partner 7,384
---------------------
Total current liabilities 8,448
---------------------
PARTNERS' CAPITAL:
Limited partners 561,284
General partner 5,768
---------------------
Total partners' capital 567,052
---------------------
TOTAL $ 575,500
=====================
Number of $500 Limited Partner units outstanding 2,175
</TABLE>
See accompanying notes to financial statements.
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I-1
<PAGE>
ENEX 90-91 INCOME AND RETIREMENT FUND - SERIES 3, L.P.
STATEMENTS OF OPERATIONS
- --------------------------------------------------------------------------
<TABLE>
<CAPTION>
(UNAUDITED) THREE MONTHS ENDED
------------------------------------------
MARCH 31, MARCH 31,
1997 1996
------------------- -------------------
REVENUES:
<S> <C> <C>
Oil and gas sales $ 63,677 $ 68,577
------------------- ------------------
EXPENSES:
Depletion and amortization 13,332 21,819
General and administrative 9,910 11,259
------------------- -------------------
Total expenses 23,242 33,078
------------------- -------------------
INCOME FROM OPERATIONS 40,435 35,499
------------------- -------------------
OTHER INCOME:
Interest income 1,265 -
------------------- -------------------
NET INCOME $ 41,700 $ 35,499
=================== ===================
</TABLE>
See accompanying notes to financial statements.
- ----------------------------------------------------------------------------
I-2
<PAGE>
ENEX 90-91 INCOME AND RETIREMENT FUND - SERIES 3, L.P.
STATEMENT OF CHANGES IN PARTNERS' CAPITAL
FOR THE YEAR ENDED DECEMBER 31, 1996 AND
FOR THE THREE MONTHS ENDED MARCH 31, 1997
- --------------------------------------------------------------
<TABLE>
<CAPTION>
PER $500
LIMITED
PARTNER
GENERAL LIMITED UNIT OUT-
TOTAL PARTNER PARTNERS STANDING
------------------ ------------------ ----------------- -----------------
<S> <C> <C> <C> <C> <C>
BALANCE, JANUARY 1, 1996 $ 601,982 $ 9,788 $ 592,194 $ 272
CASH DISTRIBUTIONS (171,018) (20,982) (150,036) (69)
NET INCOME 152,107 21,953 130,154 60
------------------ ------------------ ----------------- -----------------
BALANCE, DECEMBER 31, 1996 583,071 10,759 572,312 263
CASH DISTRIBUTIONS (57,719) (10,495) (47,224) (22)
NET INCOME 41,700 5,504 36,196 17
------------------ ------------------ ----------------- -----------------
BALANCE, MARCH 31, 1997 $ 567,052 $ 5,768 $ 561,284 (1) $ 258
================== ================== ================= =================
</TABLE>
(1) Includes 118 units purchased by the general partner as a limited partner.
See accompanying notes to financial statements.
- -----------------------------------------------------------------------------
I-3
<PAGE>
ENEX 90-91 INCOME AND RETIREMENT FUND - SERIES 3, L.P.
STATEMENTS OF CASH FLOWS
- ----------------------------------------------------------------------------
<TABLE>
<CAPTION>
(UNAUDITED)
THREE MONTHS ENDED
------------------------------------------
MARCH 31, MARCH 31,
1996 1996
------------------- -------------------
CASH FLOWS FROM OPERATING ACTIVITIES:
<S> <C> <C>
Net income $ 41,700 $ 35,499
------------------- -------------------
Adjustments to reconcile net income to net cash
provided by operating activities:
Depletion and amortization 13,332 21,819
(Increase) in:
Accounts receivable - oil & gas sales (21,892) (10,090)
Increase (decrease) in:
Accounts payable (1,310) (1,205)
Payable to general partner 3,135 (2,665)
------------------- -------------------
Total adjustments (6,735) 7,859
------------------- -------------------
Net cash provided by operating activities 34,965 43,358
------------------- -------------------
CASH FLOWS FROM FINANCING ACTIVITIES:
Cash distributions (57,719) (21,186)
------------------- -------------------
NET INCREASE (DECREASE) IN CASH (22,754) 22,172
CASH AT BEGINNING OF YEAR 54,195 21,985
------------------- -------------------
CASH AT END OF PERIOD $ 31,441 $ 44,157
=================== ===================
</TABLE>
See accompanying notes to financial statements.
- -----------------------------------------------------------------------------
I-4
<PAGE>
ENEX 90-91 INCOME AND RETIREMENT FUND - SERIES 3, 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. The Company has presented its cash flow using the
indirect method and considers all highly liquid investments with a
maturity of three months or less to be cash equivalents.
2. A cash distribution was made to the limited partners of the Company in
the amount of $47,224, representing net revenues from the sale of oil
and gas produced from properties owned by the Company. This
distribution was made on January 31, 1997.
3. On April 7, 1997, the Company's General Partner mailed proxy material
to the limited partners with respect to a proposed consolidation of the
Company with 33 other managed limited partnerships. The terms and
conditions of the proposed consolidation are set forth in such proxy
material.
I-5
<PAGE>
Item 2. Managements's Discussion and Analysis or Plan of Operation.
First Quarter 1997 Compared to First Quarter 1996
Oil sales for the first quarter decreased from $68,577 in 1996 to $63,677 in
1997. This represents a decrease of $4,900 (7%). An 18% decline in oil
production reduced sales by $12,399. This decrease was partially offset by a 13%
increase in average net sales prices. The decrease in oil production was
primarily the result of natural production declines. The increase in average net
sales prices corresponds with higher prices in the overall market for the sale
of oil.
Depletion expense decreased from $19,644 in the first quarter of 1996 to $13,332
in the first quarter of 1997. This represents a decrease of $6,312 or 32%. The
decrease in production, noted above, reduced depletion expense by $3,552. A 17%
decrease in the depletion rate reduced depletion expense by an additional
$2,760. The decrease in the depletion rate was primarily a result of an upward
revision of the oil reserves during December 1996.
General and administrative expenses decreased from $11,259 in the first quarter
of 1996 to $9,910 in the first quarter of 1997. This decrease of $1,349 was
primarily due to less staff time being required to manage the Company's
operations in 1997.
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 1996 to 1997 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's "available cash flow" is essentially equal to
the net amount of cash provided by operating, financing and investing
activities.
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.
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.
On April 7, 1997, the Company's General Partner mailed proxy material to the
limited partners with respect to a proposed consolidation of the Company with 33
other managed limited partnerships. The terms and conditions of the proposed
consolidation are set forth in such proxy material.
I-6
<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, 1997.
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 90-91 INCOME AND RETIREMENT
FUND - SERIES 3, L.P.
-------------------------------
(Registrant)
By:ENEX RESOURCES CORPORATION
--------------------------
General Partner
By: R. E. Densford
--------------
R. E. Densford
Vice President, Secretary
Treasurer and Chief Financial
Officer
May 11, 1997 By: James A. Klein
--------------
James A. Klein
Controller and Chief
Accounting Officer
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
(Replace this text with the legend)
</LEGEND>
<CIK> 0000880580
<NAME> ENEX 90-91 INCOME & RETIREMENT FUND-SERIES 3, L.P.
<S> <C>
<PERIOD-TYPE> 3-mos
<FISCAL-YEAR-END> dec-31-1997
<PERIOD-START> jan-01-1997
<PERIOD-END> mar-31-1997
<CASH> 31441
<SECURITIES> 0
<RECEIVABLES> 72613
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 104054
<PP&E> 962796
<DEPRECIATION> 491350
<TOTAL-ASSETS> 575500
<CURRENT-LIABILITIES> 8448
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 567052
<TOTAL-LIABILITY-AND-EQUITY> 575500
<SALES> 63677
<TOTAL-REVENUES> 63677
<CGS> 0
<TOTAL-COSTS> 13332
<OTHER-EXPENSES> 9910
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 41700
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
