<PAGE>
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTER ENDED SEPTEMBER 30, 1996 COMMISSION FILE NO. 0-23784
KELLEY PARTNERS 1994 DEVELOPMENT
DRILLING PROGRAM
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
TEXAS 76-0419001
(STATE OR OTHER JURISDICTION OF (I.R.S. EMPLOYER
INCORPORATION OR ORGANIZATION) IDENTIFICATION NO.)
601 JEFFERSON ST.
SUITE 1100
HOUSTON, TEXAS 77002
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (713) 652-5200
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
--- ---
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<PAGE>
KELLEY PARTNERS 1994 DEVELOPMENT DRILLING PROGRAM
INDEX
PART I. FINANCIAL INFORMATION PAGE
----
Balance Sheets as of September 30, 1996 (unaudited) and
December 31, 1995. . . . . . . . . . . . . . . . . . . . . . . . . . 2
Statements of Income (Loss) for the three months ended
September 30, 1996 and 1995 (unaudited). . . . . . . . . . . . . . . 3
Statements of Income (Loss) for the nine months ended
September 30, 1996 and 1995 (unaudited). . . . . . . . . . . . . . . 4
Statements of Cash Flows for the nine months ended
September 30, 1996 and 1995 (unaudited). . . . . . . . . . . . . . . 5
Notes to Financial Statements. . . . . . . . . . . . . . . . . . . . . 6
Management's Discussion and Analysis of Financial
Condition and Results of Operations. . . . . . . . . . . . . . . . . 7
1
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PART I. FINANCIAL INFORMATION
KELLEY PARTNERS 1994 DEVELOPMENT DRILLING PROGRAM
BALANCE SHEETS
($ IN THOUSANDS)
SEPTEMBER 30, DECEMBER 31,
1996 1995
-------- ------
(UNAUDITED)
ASSETS:
Cash and cash equivalents...................... $ 41 57
Accounts receivable - trade.................... 210 141
Accounts receivable - affiliates............... 6,588 2,855
Other assets................................... 14 21
-------- ------
Total current assets......................... 6,853 3,074
-------- ------
Oil and gas properties, successful
efforts method:
Properties subject to amortization........... 42,716 31,932
Less: Accumulated depreciation,
depletion & amortization.................... (24,200) (19,217)
-------- ------
Total oil and gas properties................. 18,516 12,715
-------- ------
TOTAL ASSETS................................... $ 25,369 15,789
-------- ------
-------- ------
LIABILITIES:
Accounts payable and accrued expenses.......... $ 4,252 7,533
Accounts payable - affiliates.................. 2,202 56
-------- ------
Total current liabilities.................... 6,454 7,589
-------- ------
TOTAL LIABILITIES.............................. 6,454 7,589
-------- ------
PARTNERS' EQUITY:
LP Unitholders' equity......................... 1,551 1,985
GP Unitholders' equity......................... 16,217 4,751
Managing and special general partners' equity.. 1,147 1,464
-------- ------
TOTAL PARTNERS' EQUITY......................... 18,915 8,200
-------- ------
TOTAL LIABILITIES AND PARTNERS' EQUITY........... $ 25,369 15,789
-------- ------
-------- ------
See Notes to Financial Statements.
2
<PAGE>
KELLEY PARTNERS 1994 DEVELOPMENT DRILLING PROGRAM
STATEMENTS OF INCOME (LOSS)
($ IN THOUSANDS EXCEPT PER UNIT DATA)
(UNAUDITED)
THREE MONTHS ENDED
SEPTEMBER 30,
-------------------------
1996 1995
-------------------------
REVENUES:
Oil and gas sales................................ $ 4,963 1,852
Interest income.................................. 227 709
---------- ----------
Total revenues................................. 5,190 2,561
---------- ----------
COSTS AND EXPENSES:
Lease operating expenses......................... 277 160
Severance taxes.................................. 195 96
Exploration costs................................ 152 1,193
General and administrative expenses.............. 210 201
Depreciation, depletion and amortization......... 1,168 1,532
---------- ----------
Total expenses..................................... 2,002 3,182
---------- ----------
NET INCOME (LOSS).................................. $ 3,188 (621)
---------- ----------
---------- ----------
NET INCOME (LOSS) ALLOCABLE TO LP UNITHOLDERS
AND GP UNITHOLDERS............................... $ 3,062 (596)
---------- ----------
---------- ----------
NET INCOME (LOSS) ALLOCABLE TO MANAGING AND
INDIVIDUAL GENERAL PARTNERS...................... $ 126 (25)
---------- ----------
---------- ----------
NET INCOME (LOSS) PER LP AND GP UNIT............... $ .15 (.03)
---------- ----------
---------- ----------
Average LP and GP units outstanding................ 20,864,414 20,864,414
---------- ----------
---------- ----------
See Notes to Financial Statements.
3
<PAGE>
KELLEY PARTNERS 1994 DEVELOPMENT DRILLING PROGRAM
STATEMENTS OF INCOME (LOSS)
($ IN THOUSANDS EXCEPT PER UNIT DATA)
(UNAUDITED)
NINE MONTHS ENDED
SEPTEMBER 30,
-------------------------
1996 1995
-------------------------
REVENUES:
Oil and gas sales................................ $ 13,262 5,163
Interest income.................................. 1,008 2,279
---------- ----------
Total revenues................................. 14,270 7,442
---------- ----------
COSTS AND EXPENSES:
Lease operating expenses......................... 981 415
Severance taxes.................................. 495 297
Exploration costs................................ 474 3,829
General and administrative expenses.............. 649 471
Depreciation, depletion and amortization......... 4,900 4,081
---------- ----------
Total expenses................................. 7,499 9,093
---------- ----------
NET INCOME (LOSS).................................. $ 6,771 (1,651)
---------- ----------
---------- ----------
NET INCOME (LOSS) ALLOCABLE TO LP UNITHOLDERS
AND GP UNITHOLDERS............................... $ 6,503 (1,586)
---------- ----------
---------- ----------
NET INCOME (LOSS) ALLOCABLE TO MANAGING AND
INDIVIDUAL GENERAL PARTNERS...................... $ 268 (65)
---------- ----------
---------- ----------
NET INCOME (LOSS) PER LP AND GP UNIT............... $ .31 (.08)
---------- ----------
---------- ----------
Average LP and GP units outstanding................ 20,864,414 20,864,414
---------- ----------
---------- ----------
See Notes to Financial Statements.
4
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KELLEY PARTNERS 1994 DEVELOPMENT DRILLING PROGRAM
STATEMENTS OF CASH FLOWS
(IN THOUSANDS)
(UNAUDITED)
<TABLE>
NINE MONTHS ENDED
SEPTEMBER 30,
--------------------
1996 1995
---- ----
<S> <C> <C>
OPERATING ACTIVITIES:
Net income (loss) .................................................. $ 6,771 (1,651)
Adjustments to reconcile net income (loss) to net cash provided by
operating activities:
Depreciation, depletion and amortization ......................... 4,900 4,081
Dry hole costs ................................................... --- 2,955
Changes in operating assets and liabilities:
Decrease (increase) in accounts receivable ....................... (3,800) 694
Decrease (increase) in other assets .............................. 7 (23)
Increase (decrease) in accounts payable and accrued expenses...... (1,135) 4,205
-------- --------
Net cash provided by operating activities .......................... 6,743 10,261
-------- --------
INVESTING ACTIVITIES:
Purchases of property and equipment ................................ (10,785) (15,282)
Sale of other non-current assets ................................... 82 63
-------- --------
Net cash used in investing activities .............................. (10,703) (15,219)
-------- --------
FINANCING ACTIVITIES:
Capital contributed by partners .................................... 18,716 9,345
Distribution of uncommitted capital ................................ (4,345) ---
Syndication costs charged to equity ................................ --- (9)
Distributions ...................................................... (10,427) (4,996)
-------- --------
Net cash provided by financing activities........................... 3,944 4,340
-------- --------
Increase (decrease) in cash and cash equivalents ..................... (16) (618)
Cash and cash equivalents, beginning of period ....................... 57 762
-------- --------
Cash and cash equivalents, end of period ............................. $ 41 144
-------- --------
-------- --------
</TABLE>
See Notes to Financial Statements.
5
<PAGE>
KELLEY PARTNERS 1994 DEVELOPMENT DRILLING PROGRAM
NOTES TO FINANCIAL STATEMENTS
NOTE 1 - BASIS OF PRESENTATION
GENERAL. The accompanying financial statements of Kelley Partners 1994
Development Drilling Program (the "Partnership") have been prepared in
accordance with generally accepted accounting principles and, in the opinion of
management, reflect all adjustments (consisting of normal recurring adjustments)
necessary for a fair statement of the results for the interim periods presented.
The accounting policies followed by the Partnership are set forth in Note 1 to
the financial statements included in its Annual Report on Form 10-K for the year
ended December 31, 1995.
6
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MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
GENERAL
In 1994, the Partnership issued a total of 20,864,414 units of limited and
general partner interests ("Units") at $3 per Unit for total subscription
commitments of $62,593,242. The Units represent 96.04% of the total interests
in the Partnership and consist of 1,178,796 Units of limited partner interests
("LP Units") and 19,685,618 Units of general partner interests ("GP Units"). In
addition, the Partnership issued managing and special general partner interests
on a pro rata basis for subscription commitments of $2,580,897, representing
3.96% of the total interests in the Partnership. Kelley Oil Corporation,
managing general partner of the Partnership ("Kelley Oil"), owns 91.85% of the
Units, together with its 3.94% managing general partnership interest.
Kelley Oil did not have adequate current liquidity or capital resources to
fund its entire subscription commitment by the end of the deferred payment
period in November 1994. Kelley Oil has made subsequent contributions, together
with interest at a market rate, as funds were needed for the Partnership's
drilling activities. After giving effect to a required reduction of Partnership
capital to reflect a distribution of uncommitted funds to Unitholders other than
Kelley Oil, its outstanding subscription commitment was $5,819,363 as of
September 30, 1996. See "Liquidity and Capital Resources" below.
RECENT DEVELOPMENTS
DRILLING OPERATIONS. Since inception, the Partnership participated in
drilling 81 gross (26.65 net) wells, of which 77 gross (23.98 net) wells were
found productive and 4 gross (2.67 net) wells were dry. Recompletion and
workover operations have been conducted on several of the wells. See "Liquidity
and Capital Resources" below.
HEDGING ACTIVITIES. Kelley Oil & Gas Corporation, the parent company of
Kelley Oil ("KOGC") and its subsidiaries (collectively, the "Kelley Group"),
periodically use forward sales contracts, natural gas swap agreements and
options to reduce exposure to downward price fluctuations on natural gas
production of the Kelley Group, including the Partnership. The swap agreements
generally provide for the Kelley Group to receive or make counterparty payments
on the differential between a fixed price and a variable indexed price for
natural gas. Gains and losses realized by the Partnership from hedging
activities are included in oil and gas revenues. Through a combination of
natural gas swap agreements, forward sales contracts and options, 69.4% of the
Kelley Group's natural gas production for the third quarter of 1996 was affected
by hedging transactions at an average Nymex quoted price of $2.17 per MMBtu,
before transaction costs and transportation costs on gas delivered under forward
sales contracts. Approximately 57.6% of the Kelley Group's anticipated natural
gas production for the balance of 1996 has been hedged by natural gas swap
agreements, forward sales contracts and options at an average Nymex quoted price
of $2.25 per MMBtu, before transaction and transportation costs.
RESULTS OF OPERATIONS
QUARTERS ENDED SEPTEMBER 30, 1996 AND 1995. Oil and gas revenues of
$4,963,000 for the third quarter of 1996 increased 168.0% compared to $1,852,000
in the corresponding quarter of 1995 as a result of higher production volumes
and prices. During the current quarter, production of natural gas increased
115.2% from 981,000 Mcf in the third quarter of 1995 to 2,110,000 Mcf, while the
average price of natural gas increased 32.1% from $1.68 per Mcf in the third
quarter of 1995 to $2.22 per Mcf in the current quarter. Production of crude
oil in the current quarter totaled 13,285 barrels, with an average sales price
of $20.66 per barrel compared to 12,037 barrels at $17.17 per barrel in the same
quarter last year, representing a volume increase of 10.4% and a price increase
of 20.3%.
Lease operating expenses and severance taxes were $472,000 in the current
quarter versus $256,000 in the third quarter of 1995, an increase of 84.4%,
reflecting higher production levels and reduced workover costs. On a
7
<PAGE>
unit of production basis, these expenses decreased to $.22 per Mcfe in the
third quarter of 1996 from $.24 per Mcfe in the same quarter of 1995.
The Partnership expensed exploration costs in the third quarter of 1996 of
$152,000, an 87.3% decrease from the 1995 level of $1,193,000, primarily
reflecting the decrease in exploratory activities during the current period.
General and administrative expenses of $210,000 in the current quarter
increased 4.5% from $201,000 in the third quarter of 1995, reflecting the
Partnership's share of administration costs associated with development
operations of the Kelley Group. On a unit of production basis, these expenses
decreased from $.19 per Mcfe in the third quarter of 1995 to $.10 per Mcfe in
the current quarter.
Depreciation, depletion and amortization ("DD&A") decreased 23.8% from
$1,532,000 in the third quarter of 1995 to $1,168,000 in the current quarter,
primarily as a result of (i) lower depletion rates following noncash impairment
charges aggregating $10.9 million recognized in the fourth quarter of 1995
against the carrying value of the Partnership's oil and gas properties under the
Financial Accounting Standards Board's Statement No. 121, Accounting for the
Impairment of Long-Lived Assets ("FAS 121"), and (ii) an increase in proved
developed reserves. On a unit of production basis, DD&A decreased to $.53
per Mcfe in the third quarter of 1996 from $1.46 per Mcfe in the same quarter
last year.
The Partnership recognized net income of $3,188,000 or $.15 per Unit for
the third quarter of 1996, reflecting the foregoing developments. For the
third quarter of 1995, the Partnership recognized a net loss of $621,000 or
$.03 per Unit, primarily reflecting lower production levels and prices and
higher DD&A rates.
NINE MONTHS ENDED SEPTEMBER 30, 1996 AND 1995. Oil and gas revenues of
$13,262,000 for the first nine months of 1996 increased 156.9% compared to
$5,163,000 in the corresponding period of 1995 as a result of higher production
volumes and prices. During the current period, production of natural gas
increased 104.7% from 2,712,000 Mcf in the first nine months of 1995 to
5,552,000 Mcf, while the average price of natural gas increased 34.9% from $1.67
per Mcf in the first nine months of 1995 to $2.25 per Mcf in the current period.
Production of crude oil in the current period totaled 38,199 barrels, with an
average sales price of $21.00 per barrel compared to 35,249 barrels at $17.17
per barrel in the same period last year, representing a volume increase of 8.4%
and a price increase of 22.3%.
Lease operating expenses and severance taxes were $1,476,000 in the current
period versus $712,000 in the first nine months of 1995, an increase of 107.3%,
reflecting higher production levels and reduced workover costs. On a unit of
production basis, these expenses increased to $.26 per Mcfe in the first three
quarters of 1996 from $.24 per Mcfe in the year-earlier period.
The Partnership expensed exploration costs in the first nine months of 1996
of $474,000 compared to $3,829,000 in the corresponding period of 1995, a
decrease of 87.6%, primarily reflecting a reduction in exploratory activities
during the current period.
General and administrative expenses of $649,000 in the current period
increased 37.8% from $471,000 in the first nine months of 1995, reflecting the
Partnership's share of administration costs associated with development
operations of the Kelley Group. On a unit of production basis, these expenses
decreased from $.16 per Mcfe in the first three quarters of 1995 to $.11 per
Mcfe in the current period.
DD&A increased 20.0% from $4,081,000 in the first nine months of 1995 to
$4,900,000 in the current period, primarily as a result of (i) increased
production volumes offset by lower depletion rates following noncash impairment
charges aggregating $10.9 million recognized in the fourth quarter of 1995
against the carrying value of the Partnership's oil and gas properties under
FAS 121, and (ii) an increase in proved developed reserves. On a unit of
production basis, DD&A decreased to $.85 per Mcfe in the first three quarters
of 1996 from $1.40 per Mcfe in the same period last year.
8
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The Partnership recognized net income of $6,771,000 or $.31 per Unit for
the first nine months of 1996, reflecting the foregoing developments. For
the corresponding period of 1995, the Partnership recognized a net loss of
$1,651,000 or $.08 per Unit, reflecting lower production volumes and prices
along with higher DD&A rates.
The results of operations for the quarter and nine months ended
September 30, 1996 are not necessarily indicative of the Partnership's operating
results to be expected for the full year.
LIQUIDITY AND CAPITAL RESOURCES
LIQUIDITY. Net cash provided by the Partnership's operating activities
during the first nine months of 1996, as reflected on its statement of cash
flows, totaled $6,743,000. During the period, funds were used in investing and
financing activities comprised primarily of property and equipment expenditures
of $10,785,000 for development of the Partnership's oil and gas properties,
partially offset by $82,000 from the sale of non-current assets. For the
first nine months of 1996, capital contributions totaled $18,716,000 while
distibutions, including a distribution of uncommited captial, totaled
$14,772,000. As a result of these activities, the Partnership's cash and cash
equivalents decreased to $41,000 at September 30, 1996 from $57,000 at
December 31, 1995.
CAPITAL RESOURCES. The Partnership Agreement provides for pro rata
contributions from the Unitholders and general partners of $62,593,242
(96.04%) and $2,580,897 (3.96%), respectively, for a total of $65,174,139
("Contemplated Capital"), subject to the return of Contemplated Capital
remaining uncommitted after two years. From the Partnership's inception
through December 31, 1995, a total of $43.7 million was expended on
Partnership activities, including syndication costs. At December 31, 1995, a
total of $15.5 million had been contracted or allocated for drilling
($10,785,000 of which was expended through September 30, 1996), plus $1.5
million for drilling overruns, contingencies and necessary operating capital.
The expenditures through 1995 plus these budgeted expenditures aggregated
$60.7 million ("Committed Expenditures"). Since the Contemplated Capital
exceeded the Committed Expenditures by $4.4 million or .20 per Unit, the
share of the excess Contemplated Capital allocable to Unitholders other than
Kelley Oil (the "Public Unitholders") aggregating $340,105 was distributed to
the Public Unitholders as a return of capital in March 1996.
Kelley Oil expects to continue its historical practice of completing its
subscription commitment to the Partnership as funds are needed for drilling
activities. See "General" above. Cash flow from operations, together with the
additional capital contributions to be made by Kelley Oil, are expected to be
adequate to meet the Partnership's capital expenditures and working capital
needs.
DISTRIBUTION POLICY. The Partnership made quarterly distributions of $.12
per Unit in January 1996 and $.18 per Unit in each of May and August 1996
(aggregating $10,014,919), together with $412,943 to the general partners for
their 3.96% interest. The distributions in each quarter represented
substantially all of the Partnership's net available cash from prior quarter
operations. A regular quarterly distribution is expected in November 1996.
Net available cash per Unit from operations for the nine months ended
September 30, 1996 and 1995 was determined as follows:
NINE MONTHS ENDED
SEPTEMBER 30,
------------------
1996 1995
---- ----
Net income (loss) per Unit .................................. $ .31 (.08)
Depreciation, depletion and amortization charges per Unit ... .23 .19
Exploration and dry hole costs per Unit ..................... .02 .18
------- -----
Net available cash per Unit ............................. $ .56 .29
------- -----
------- -----
9
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PART II. OTHER INFORMATION
ITEM 5. OTHER INFORMATION
Initial test results for wells completed in the third quarter of 1996 are
summarized in the following table.
INITIAL TEST RESULTS(1) FROM
THIRD QUARTER 1996 COMPLETIONS
<TABLE>
THOUSAND
WELL NAME /64" FLOWING CUBIC BARRELS
FIELD NAME COMPLETION RESERVOIR CHOKE TUBING FEET OIL WORKING
PARISH, STATE DATE COMPLETED PERFORATIONS SIZE PRESSURE PER DAY PER DAY INTEREST
- ---------------- ---------- --------- ------------ ----- -------- -------- ------- --------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Sutton et. al. 21 #1 8/5/96 Hosston 7341 - 10179' 16 2,350 3,225 3 .26714299
West Bryceland, LA A & B
Bienville
Louisiana Minerals, Ltd. 9 #1 7/4/96 Hosston 7367 - 9395' 13 1,550 3,130 10 .34555567
Sailes A & B
Bienville, LA
Fuller #1 7/15/96 Hosston 7071 - 8685' 18 1,790 3,524 5 .29526067
Sibley A & B
Webster, LA
Louisiana Minerals, Ltd. 27 #3 7/25/96 Hosston 7480 - 9740' 17.5 2,800 6,189 33 .32670703
Sailes A & B
Bienville, LA
Hamner Estate 26 #1 7/24/96 Hosston 7454 - 9536' 16 3,225 5,204 100 .13507661
West Bryceland A & B
Bienville, LA
J.B. Smith Heirs D #2 7/31/96 Hosston 7406 - 9680' 26 1,720 6,210 48 .33189389
Sailes A & B
Bienville, LA
Franks, et. al. #1 8/16/96 Hosston 7169 - 9233' 17 3,740 5,293 12 .12869510
West Bryceland A & B
Bienville, LA
Smith B #3 9/7/96 Hosston 7411 - 9172' 14 1,375 1,812 1 .39176415
Sibley A & B
Webster, LA
Louisiana Minerals, Ltd. 23 #1 9/6/96 Hosston 7078 - 9609' 19 2,900 7,100 17 .12869510
West Bryceland A & B
Bienville, LA
Brinkley #1 9/16/96 Hosston 7069 - 9944' 15 700 1,548 6 .23849802
Sailes A & B
Bienville, LA
Albright Estate #1 9/12/96 Hosston 7202 - 9354' 16 1,975 2,737 40 .58370730
West Bryceland A & B
Bienville, LA
Stewart 10 #1 9/17/96 Hosston 7059 - 9017' 24 850 2,042 10 .32375699
Sibley A & B
Webster, LA
Crichton 35 #1 9/25/96 Hosston 6765 - 8677' 17 900 1,255 2 .17302986
Sibley A & B
Webster, LA
</TABLE>
- ----------------
(1) Reflects initial test results reported under state reporting
requirements and may not be indicative of actual producing rates to
sales.
10
<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 thereunto duly authorized.
KELLEY PARTNERS 1994
DEVELOPMENT DRILLING PROGRAM
By: KELLEY OIL CORPORATION
Managing General Partner
Date: November 14, 1996 By: /s/ WILLIAM C. RANKIN
-----------------------------------
William C. Rankin
Senior Vice President and
Chief Financial Officer
(Duly Authorized Officer)
(Principal Accounting Officer)
11
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> SEP-30-1996
<CASH> 41
<SECURITIES> 0
<RECEIVABLES> 6,798
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 6,853
<PP&E> 42,716
<DEPRECIATION> 24,200
<TOTAL-ASSETS> 25,369
<CURRENT-LIABILITIES> 6,454
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 18,915
<TOTAL-LIABILITY-AND-EQUITY> 25,369
<SALES> 13,262
<TOTAL-REVENUES> 14,270
<CGS> 0
<TOTAL-COSTS> 6,121
<OTHER-EXPENSES> 5,549
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 6,771
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 6,771
<EPS-PRIMARY> .31
<EPS-DILUTED> 0
</TABLE>