CONFORMED COPY
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
- - - ANNUAL REPORT PURSUANT TO SECTION 13 or 15 (d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1998
Commission File Number 033-50192
- - - Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934 for the transaction period from to
PDC 1993-E LIMITED PARTNERSHIP
(Exact name of registrant as specified in its charter)
West Virginia 55-0728949
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
103 East Main Street, Bridgeport, West Virginia 26330
(Address of principal executive offices) (zip code)
Registrant's telephone number, including area code (304) 842-3597
SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT: NONE
SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT:
General and Limited Partnership Interests
(Title of class)
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 and (2) has been subject to such filing requirements for
the past 90 days. Yes X No
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will be contained, to the best of
registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. [ ]
<PAGE>
PART I
ITEM 1. BUSINESS.
General
PDC 1993-E Limited Partnership ("the Partnership") is a limited
partnership formed on December 31, 1993 pursuant to the West Virginia
Uniform Limited Partnership Act. Petroleum Development Corporation ("PDC")
serves as Managing General Partner of the Partnership.
Since the commencement of operations on December 31, 1993, the
Partnership has been engaged in onshore, domestic gas exploration
exclusively in the northern Appalachian Basin. A total of 5 limited
partners contributed initial capital of $110,000; a total of 527 additional
general partners contributed initial capital of $7,248,795; and PDC
(Managing General Partner) contributed $715,438 in capital as a participant
in accordance with contribution provisions of the Limited Partnership
Agreement (the Agreement).
Under the terms of the Agreement, the allocation of revenues is as
follows:
Allocation
of Revenues
Additional General and
Limited Partners 82%
Managing General Partner 18%
Operating and direct costs are allocated and charged to the additional
general and limited partners and the Managing General Partner in the same
percentages as revenues are allocated. Leasehold, drilling and completion
costs, and equipment costs are borne 90% by the additional general and
limited partners and 10% by the Managing General Partner.
Employees
The Partnership has no employees, however, PDC has approximately 81
employees which include a staff of geologists, petroleum engineers, landmen
and accounting personnel who administer all of the partnership's operations.
Plan of Operations
The Partnership participated in the drilling of approximately 36 gross
wells and will continue to operate and produce its 34 gross productive
wells. The Partnership does not have unexpended initial capital and no
additional drilling activity is planned.
See Item 2 herein for information concerning the Partnership's gas
wells.
Markets for Oil and Gas
The availability of a market for any oil and gas produced from the
operations of the Partnership will depend upon a number of factors beyond
the control of the Partnership which cannot be accurately predicted. These
factors include the proximity of the Partnership wells to and the capacity
of natural gas pipelines, the availability and price of competitive fuels,
fluctuations in seasonal supply and demand, and government regulation of
supply and demand created by its pricing and allocation restrictions.
Oversupplies of gas can be expected to occur from time to time and may
result in the Partnership's wells being shut-in or curtailed. Increased
imports of oil and natural gas have occurred and are expected to continue.
The effects of such imports could adversely impact the market for domestic
oil and natural gas.
Competition
The Partnership competes in marketing its gas with numerous companies
and individuals, many of which have financial resources, staffs and
facilities substantially greater than those of the Partnership or Petroleum
Development Corporation.
2<PAGE>
State Regulations
State regulatory authorities have established rules and regulations
requiring permits for well operations, reclamation bonds and reports
concerning operations. States also have statutes and regulations concerning
the spacing of wells, environmental matters and conservation, and have
established regulations concerning the unitization and pooling of oil and
gas properties and maximum rates of production from oil and gas wells. The
Partnership believes it has complied in all material respects with
applicable state regulations.
Federal Regulations
Regulation of Liquid Hydrocarbons. Liquid hydrocarbons (including crude
oil and natural gas liquids) were subject to federal price and allocation
controls until January 1981 when controls were effectively eliminated by
executive order of the President. As a result, to the extent the
Partnership sells oil produced from its properties, those sales are at
unregulated market prices.
Although it appears unlikely under present circumstances that controls
will be reimposed upon liquid hydrocarbons, it is possible Congress may
enact such legislation at a future date. The impact of such legislation on
the Partnership would be minimal since the partnership expects to sell only
small quantities of liquid hydrocarbons, if any.
Natural Gas Regulation. Sale of natural gas by the Partnership is
subject to regulation of production, transportation and pricing by
governmental regulatory agencies. Generally, the regulatory agency in the
state where a producing well is located regulates production activities and,
in addition, the transportation of gas sold intrastate. The Federal Energy
Regulatory Commission (FERC) regulates the operation and cost of interstate
pipeline operators who transport gas. Currently the price of gas sold by
the Partnership is not regulated by any state or federal agency.
The FERC has adopted major changes in certain of its regulations and
continues to make additional changes that will significantly affect future
transportation and marketing of natural gas.
The Partnership is uncertain how the recent or proposed regulations will
affect the marketing of its gas because it is unable to predict how all
interstate pipelines that receive its gas will respond to such rulemakings.
Proposed Regulation. Numerous proposals concerning energy are being
considered by the United States Congress, various state legislatures and
regulatory agencies. The possible outcome and effect of these proposals
cannot be accurately predicted.
Environmental and Safety Regulation. The Partnership believes that it
complies, in all material respects, with all legislation and regulations
affecting its operations in the drilling and production of oil and gas wells
and the discharge of wastes. To date, compliance with such provisions and
regulations has not had a material effect upon the Partnership's
expenditures for capital equipment, its operations or its competitive
position. The cost of such compliance is not anticipated to be material in
the future.
ITEM 2. PROPERTIES.
Drilling Activity.
The following table sets forth the results of drilling activity from
December 31, 1993 (date of inception) to March 15, 1999, of the Partnership
which was conducted in the continental United States.
3
<PAGE>
<TABLE>
<C> <C> <C> <C> <C> <C> <C>
Development Wells
Gross Net
Productive Dry Total Productive Dry Total
Period Ended
March 15, 1999. . . 34 2 36 33.33 1.99 35.32
</TABLE>
The Partnership has not participated in any exploratory wells. No
additional drilling activity is planned.
Productive Wells
The following table summarizes the Partnership's total gross and net
interests in productive wells at March 15, 1999. No additional drilling
activity is planned.
<TABLE>
<C> <C> <C> <C> <C>
Productive Gas Wells
Well Name County State Gross Net
Fischer #2 Barbour WV 1 .995
Cook #1 Taylor WV 1 .995
Duckworth #2 Barbour WV 1 .995
Coaltrain #9 Taylor WV 1 .995
Shriver #1, S. Taylor WV 1 .995
Marsh #3 Taylor WV 1 .995
Underwood #1 Doddridge WV 1 .995
Shriver #1, J. Taylor WV 1 .995
Underwood #2 Doddridge WV 1 .995
Skyhawk Dev #1 Harrison WV 1 .995
USA #34 Lewis WV 1 .970
Wilson #2 Doddridge WV 1 .995
Gobel #2 Taylor WV 1 .995
Pond Fork #117 Boone WV 1 .920
Cox Heirs #2 Doddridge WV 1 .995
USA #30 Lewis WV 1 .970
Dot #1 Harrison WV 1 .995
Wilson #1 Doddridge WV 1 .995
Pond Fork #114 Boone WV 1 .920
Cox Heirs #3 Doddridge WV 1 .995
USA #15 Lewis WV 1 .970
Rogers #1 Doddridge WV 1 .995
Cox Heirs #1 Doddridge WV 1 .995
Zinn #1 Barbour WV 1 .995
Pond Fork #115 Boone WV 1 .920
USA #91 Lewis WV 1 .970
Cox Heirs #4 Doddridge WV 1 .995
Pond Fork #116 Boone WV 1 .920
Dustman #1 Barbour WV 1 .995
USA #81 Lewis WV 1 .970
Mayle #1, F. Barbour WV 1 .995
Pond Fork #118 Boone WV 1 .920
Upton #1 Barbour WV 1 .995
Cox Heirs #5 Doddridge WV 1 .995
34 33.330
</TABLE>
A "productive well" is a well producing, or capable of producing, oil
and gas in commercial quantities. For purposes of the above table, a "gross
well" is one in which the Partnership has a working interest and a "net
well" is a gross well multiplied by the Partnership's working interest to
which it is entitled under its drilling agreement.
4
<PAGE>
Title to Properties
The Partnership's interests in producing acreage are in the form of
assigned direct interests in leases. Such properties are subject to
customary royalty interests generally contracted for in connection with the
acquisition of properties and could be subject to liens incident to
operating agreements, liens for current taxes and other burdens. The
Partnership believes that none of these burdens materially interfere with
the use of such properties in the operation of the Partnership's business.
As is customary in the oil and gas industry, little or no investigation
of title is made at the time of acquisition of undeveloped properties (other
than a preliminary review of local mineral records). Investigations are
generally made, including in most cases receiving a title opinion of legal
counsel, before commencement of drilling
operations. A thorough examination of title has been made with respect to
all of the Partnership's producing properties and the Partnership believes
that it has generally satisfactory title to such properties.
ITEM 3. LEGAL PROCEEDINGS.
The Managing General Partner as driller/operator is not party to any
legal action that would materially affect the Managing General Partner's or
Partnership's operations or financial statements.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
None.
PART II
ITEM 5. MARKET FOR THE REGISTRANT'S COMMON EQUITY AND SECURITY HOLDER
MATTERS.
At December 31, 1998, PDC 1993-E Limited Partnership had one Managing
General Partner, 5 Limited Partners who fully paid for 5.50 units at $20,000
per unit of limited partnership interests and a total of 527 Additional
General Partners who fully paid for 362.44 units at $20,000 per unit of
additional general partnership interests. No established public trading
market exists for the interests.
Limited and additional general partnership interests are transferable,
however no assignee of an interest in the Partnership can become a
substituted partner without the written consent of the transferor and the
Managing General Partner.
ITEM 6. SELECTED FINANCIAL DATA.
The selected financial data presented below has been derived from
audited financial statements of the Partnership appearing elsewhere herein.
<TABLE>
<C> <C> <C> <C>
Years ended December 31,
1998 1997 1996
Oil and Gas Sales . . . . . . . . . . . . . . . . $ 595,925 739,346 804,950
Costs and Expenses . . . . . . . . . . . . . . . 541,512 560,120 656,671
Net income . . . . . . . . . . . . . . . . . . . 61,345 189,011 154,318
Allocation of Net Income:
Managing General Partner. . . . . . . . . . . . . 35,975 45,420 44,687
Limited and Additional General Partners . . . . . 25,370 143,591 109,631
Per Limited and Additional General Partner Unit . 69 390 298
Total Assets. . . . . . . . . . . . . . . . . . . 5,477,771 5,828,792 6,169,974
Distributions:
Managing General Partner. . . . . . . . . . 73,721 79,770 82,792
Limited and Additional General Partners . . 335,838 453,896 455,616
</TABLE>
5
<PAGE>
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS.
Liquidity and Capital Resources
The Partnership was funded with initial Limited and Additional General
Partner contributions of $7,358,795 and the Managing General Partner
contributed $715,438 in accordance with the Agreement. Offering,
organization and legal costs of $919,850 were incurred leaving available
capital of $7,154,383 for Partnership activities.
The Partnership began exploration and development activities subsequent
to the funding of the Partnership and completed well activities by December
31, 1994. Thirty-six wells have been drilled, of which thirty-four have
been completed as producing wells. No additional wells will be drilled.
The Partnership had net working capital at December 31, 1998 of $57,875.
Operations are expected to be conducted with available funds and
revenues generated from oil and gas activities. No bank borrowings are
anticipated.
Results of Operations
1998 Compared with 1997
Oil and gas sales decreased 19.4% in 1998 compared to 1997 due to lower
average sales prices and lower sales volumes. Cash distributions to the
partners decreased from $533,666 in 1997 to $409,559 during 1998 for the
same reason outlined above.
1997 Compared with 1996
Oil and gas sales decreased 8.2% in 1997 compared to 1996 due to lower
average sales prices and sales volumes. Cash distributions to the partners
decreased from $538,408 in 1996 to $533,666 during 1997 for the reasons
outlined above.
The Partnership's revenues from natural gas sales will be affected by
changes in prices. Natural gas prices are subject to general market
conditions which drive the pricing changes.
The principal effects of inflation upon the Partnership relate to the
costs required to drill, complete and operate oil and gas wells. The
Partnership expects these costs to remain somewhat stable over the next
year.
Year 2000 Issue
State of Readiness
The Year 2000 Issue is the risk that computer programs using two-digit
data fields will fail to properly recognize the year 2000, with the result
being business interruption due to computer system failures by PDC's
software or hardware or that of government entities, service providers and
vendors. PDC, who administers all aspects of the Partnership, has assessed
the extent of the Year 2000 Issues affecting PDC and the Partnership. PDC
believes that the new computer system including operating software installed
during 1998 along with modifications made by PDC's computer technicians have
addressed the dating system flaw inherent in most operating systems. PDC
has completed a remediation plan and believes it is currently fully Year
2000 compliant.
7
<PAGE>
PDC has initiated formal communications with its significant suppliers
and service providers to determine the extent to which PDC may be vulnerable
to their failure to correct their own Year 2000 issues. It is expected that
full identification will be completed by April 30, 1999. To the extent that
responses to Year 2000 readiness are unsatisfactory, PDC intends to take
appropriate action, including identifying alternative suppliers and service
providers who have demonstrated Year 2000 readiness.
Cost of Readiness
PDC does not currently expect to charge the Partnership for any portion
of PDC's cost to become Year 2000 Compliant.
Risks of Year 2000 Issues
PDC presently believes the Year 2000 Issue will not present a materially
adverse risk to PDC's or the Partnership's future results of operations,
liquidity, and capital resources. However, if the level of the timely
compliance by key suppliers or service providers is not sufficient, the Year
2000 Issue could have a material impact on PDC's or the Partnership's
operations including, but not limited to, increased operating costs, loss
of customers or suppliers, loss of accounting functions, including well
revenue distributions, or other significant disruptions to PDC's or the
Partnership's business.
Contingency Plan
PDC has a contingency plan, and will implement it on any system that
remains non-compliant at December 31, 1999, if any.
New Accounting Standards
Statement of Accounting Standards No. 133, Accounting for Derivative
Instruments and Hedging Activities (SFAS No. 133), was issued by the
Financial Accounting Standards Board in June, 1998. Statement 133
standardizes the accounting for derivative instruments, including certain
derivative instruments embedded in other contracts. The Partnership must
adopt SFAS No. 133 by January 1, 2000; however, early adoption is permitted.
On adoption, the provisions of SFAS No. 133 must be applied prospectively.
At the present time, the Partnership cannot determine the impact that SFAS
No. 133 will have on its financial statements upon adoption, as such impact
will be based on the extent of derivative instruments, such as natural gas
futures and options contracts, outstanding at the date of adoption.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA:
The response to this Item is set forth herein in a separate section of
this Report, beginning on Page F-1.
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE.
NONE.
Part III
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE COMPANY.
The Partnership has no directors or executive officers. The partnership
is managed by Petroleum Development Corporation (the Managing General
Partner). Petroleum Development Corporation's common stock is traded in the
NASDAQ National Market and Form 10-K for 1998 has been filed with the
Securities and Exchange Commission.
7
<PAGE>
ITEM 11. MANAGEMENT REMUNERATIONS AND TRANSACTIONS.
NON-APPLICABLE.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.
NON-APPLICABLE.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.
Pursuant to the authorization contained in the Limited Partnership
Agreement, PDC receives fees for services rendered and reimbursement of
certain expenses from the Partnership. The following table presents
compensation or reimbursements by the Partnership to PDC or other related
parties during the years ended December 31.
<TABLE>
<C> <C> <C> <C>
1998 1997 1996
Operator's Charges $212,593 196,428 249,371
Tax return preparation 3,610 3,600 3,610
Direct administrative cost 2,183 1,366 1,851
</TABLE>
PART IV
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K.
(a) (1) Financial Statements
See Index to Financial Statements on F-2
(2) Financial Statement Schedules
See Index to Financial Statements on page F-2. All
financial statement schedules are omitted because they are
not required, inapplicable, or the information is included
in the Financial Statements or Notes thereto.
8
<PAGE>
CONFORMED COPY
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.
PDC 1993-E Limited Partnership
By its Managing General
Partner Petroleum
Development Corporation
By /s/ James N. Ryan
James N. Ryan, Chairman
March 24, 1999
Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed below by the following persons on behalf of the
Registrant and in the capacities and on the dates indicated:
Signature Title Date
/s/ James N. Ryan Chairman, Chief Executive
James N. Ryan Officer and Director March 24, 1999
/s/ Steven R. Williams President and Director
Steven R. Williams March 24, 1999
/s/ Dale G. Rettinger Executive Vice President,
Dale G. Rettinger Treasurer and Director March 24, 1999
(principal financial and
accounting officer)
/s/ Roger J. Morgan Secretary and Director
Roger J. Morgan March 24, 1999
9
<PAGE>
PDC 1993-E LIMITED PARTNERSHIP
(A West Virginia Limited Partnership)
Financial Statements for Annual Report
on Form 10-K to Securities and Exchange
Commission
Years Ended December 31, 1998, 1997 and 1996
(With Independent Auditors' Report Thereon)
F-1<PAGE>
PDC 1993-E LIMITED PARTNERSHIP
(A West Virginia Limited Partnership)
Index to Financial Statements
Independent Auditors' Report F-3
Balance Sheets - December 31, 1998 and 1997 F-4
Statements of Operations
- Years Ended December 31, 1998, 1997 and 1996 F-5
Statements of Partners' Equity
- Years Ended December 31, 1998, 1997 and 1996 F-6
Statements of Cash Flows
- Years Ended December 31, 1998, 1997 and 1996 F-7
Notes to Financial Statements F-8
All financial statement schedules have been omitted because they are not
applicable or not required or for the reason that the required information
is shown in the financial statements or notes thereto.
F-2
<PAGE>
Independent Auditors' Report
To the Partners
PDC 1993-E Limited Partnership:
We have audited the financial statements of PDC 1993-E Limited Partnership
(a West Virginia limited partnership) as listed in the accompanying index.
These financial statements are the responsibility of the Partnership's
management. Our responsibility is to express an opinion on these financial
statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free
of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements.
An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of PDC 1993-E Limited
Partnership as of December 31, 1998 and 1997, and the results of its
operations and its cash flows for each of the years in the three year period
ended December 31, 1998, in conformity with generally accepted accounting
principles.
KPMG LLP
Pittsburgh, Pennsylvania
March 23, 1999
F-3
<PAGE>
PDC 1993-E LIMITED PARTNERSHIP
(A West Virginia Limited Partnership)
Balance Sheets
December 31, 1998 and 1997
<TABLE>
<C> <C> <C>
Assets 1998 1997
Current assets:
Cash $ 2,210 1,722
Accounts receivable - oil and gas revenues 86,558 133,106
Total current assets 88,768 134,828
Oil and gas properties,
successful efforts method
(Notes 3 and 5):
Oil and gas properties 7,115,383 7,115,383
Less accumulated depreciation, depletion,
and amortization 1,726,380 1,427,368
5,389,003 5,688,015
Other assets (net of amortization of
$32,478 and $26,529) - 5,949
$5,477,771 5,828,792
Current Liabilities and Partners' Equity
Current liabilities:
Accrued expenses $ 30,893 33,700
Total current liabilities 30,893 33,700
Partners' equity 5,446,878 5,795,092
$5,477,771 5,828,792
</TABLE>
See accompanying notes to financial statements.
F-4
<PAGE>
PDC 1993-E LIMITED PARTNERSHIP
(A West Virginia Limited Partnership)
Statements of Operations
Years Ended December 31, 1998, 1997 and 1996
<TABLE>
<C> <C> <C> <C>
1998 1997 1996
Revenues:
Sales of oil and gas $595,925 739,346 804,950
Transportation revenue 4,261 7,524 4,047
Interest income 2,671 2,261 1,992
602,857 749,131 810,989
Expenses (note 3):
Lifting cost 212,593 196,428 249,371
Independent audit fee 6,045 7,189 6,795
Franchise taxes 12,120 16,352 16,177
Tax return preparation 3,610 3,600 3,610
Direct administrative cost 2,183 1,366 1,851
Depreciation, depletion and amortization 304,961 335,185 378,867
541,512 560,120 656,671
Net income $ 61,345 189,011 154,318
Net income per limited and
additional general partner unit $ 69 390 298
</TABLE>
See accompanying notes to financial statements.
F-5
<PAGE>
PDC 1993-E LIMITED PARTNERSHIP
(A West Virginia Limited Partnership)
Statements of Partners' Equity
Years Ended December 31, 1998, 1997 and 1996
<TABLE>
<C> <C> <C> <C>
Limited
and additional Managing
general partners general partner Total
Balance, December 31, 1995 5,876,136 647,701 6,523,837
Net income 109,631 44,687 154,318
Distributions to partners (455,616) (82,792) (538,408)
Balance, December 31, 1996 $5,530,151 609,596 6,139,747
Net income 143,591 45,420 189,011
Distributions to partners (453,896) (79,770) (533,666)
Balance, December 31, 1997 $5,219,846 575,246 5,795,092
Net income 25,370 35,975 61,345
Distributions to partners (335,838)) (73,721) (409,559)
Balance, December 31, 1998 $4,909,378 537,500 5,446,878
</TABLE>
See accompanying notes to financial statements.
F-6
<PAGE>
PDC 1993-E LIMITED PARTNERSHIP
(A West Virginia Limited Partnership)
Statements of Cash Flows
Years Ended December 31, 1998, 1997 and 1996
<TABLE>
<C> <C> <C> <C>
1998 1997 1996
Cash flows from operating activities:
Net income $ 61,345 189,011 154,318
Adjustments to reconcile net
income to net cash
provided from operating activities:
Depreciation, depletion, and
amortization 304,961 335,185 378,867
Changes in operating assets and
liabilities:
Decrease (increase) in
accounts receivable - oil
and gas revenues 46,548 6,991 (473)
(Decrease) increase
in accrued expenses (2,807) 3,473 4,711
Net cash provided from
operating activities 410,047 534,660 537,423
Cash flows from financing activities:
Distributions to partners (409,559) (533,666) (538,408)
Net cash used by
financing activities (409,559) (533,666) (538,408)
Net increase (decrease) in cash 488 994 (985)
Cash at beginning of period 1,722 728 1,713
Cash at end of period $ 2,210 1,722 728
</TABLE>
See accompanying notes to financial statements.
F-7
<PAGE>
PDC 1993-E LIMITED PARTNERSHIP
(A West Virginia Limited Partnership)
Notes to Financial Statements
Years Ended December 31, 1998, 1997 and 1996
(1) Summary of Significant Accounting Policies
Partnership Financial Statement Presentation Basis
The financial statements include only those assets, liabilities and
results of operations of the partners which relate to the business
of PDC 1993-E Limited Partnership (the Partnership). The
statements do not include any assets, liabilities, revenues or
expenses attributable to any of the partners' other activities.
Oil and Gas Properties
The Partnership follows the successful efforts method of accounting
for the cost of exploring for and developing oil and gas reserves.
Under this method, costs of development wells, including equipment
and intangible drilling costs related to both producing wells and
developmental dry holes, and successful exploratory wells are
capitalized and amortized on an annual basis to operations by the
units-of-production method using estimated proved developed
reserves determined by the Managing General Partner's petroleum
engineers at December 31, 1998, 1997 and 1996. If a determination
is made that an exploratory well has not discovered economically
producible reserves, then its costs are expensed as dry hole
costs.
The Partnership assesses impairment of capitalized costs of proved
oil and gas properties by comparing net capitalized costs to
undiscounted future cash flows on a field-by-field basis using
expected prices. Prices utilized in each years calculation for
measurement purposes and expected costs are held constant. If net
capitalized costs exceed undiscounted future net cash flow, the
measurement of impairment is based on estimated fair value which
would consider future discounted cash flows.
Based on the Managing General Partner's experience, management
believes site restoration, dismantlement and abandonment costs, net
of salvage to be immaterial in relation to operating costs. These
costs are being expensed when incurred.
Other Assets
Other assets consist of costs incurred to organize the entity as a
limited partnership. Other assets are fully amortized as of
December 31, 1998.
Income Taxes
Since the taxable income or loss of the Partnership is reported in the
separate tax returns of the partners, no provision has been made for
income taxes on the Partnership's books.
Under federal income tax laws, regulations and administrative rulings,
certain types of transactions may be accorded varying
interpretations. Accordingly, the Partnership's tax return and,
consequently, individual tax returns of the partners may be changed
to conform to the tax treatment resulting from a review by the
Internal Revenue Service.
(Continued)
F-8
<PAGE>
PDC 1993-E LIMITED PARTNERSHIP
(A West Virginia Limited Partnership)
Notes to Financial Statements, Continued
Use of Estimates
Management of the Partnership has made a number of estimates and
assumptions relating to the reporting of assets and liabilities and
revenues and expenses and the disclosure of contingent assets and
liablities to prepare these financial statements in conformity with
generally accepted accounting principles. Actual results could
differ from those estimates. Estimates which are particularly
significant to the financial statements include estimates of oil
and gas reserves and future cash flows from oil
and gas properties.
(2) Organization
The Partnership was organized as a limited partnership on December
31, 1993 in accordance with the laws of the State of West Virginia
for the purpose of engaging in the drilling, completion and
operation of oil and gas development and exploratory wells in West
Virginia.
Purchasers of partnership units subscribed to and fully paid for 5.5
units of limited partner interests and 362.44 units of additional
general partner interests at $20,000 per unit (collectively,
Investor Partners). Petroleum Development Corporation has been
designated the Managing General Partner of the Partnership.
Although costs, revenues and cash distributions allocable to the
limited and additional general partners are shared pro rata based
upon the amount of their subscriptions, including the Managing
General Partner to the extent of its 10% capital contributions,
there are significant differences in the federal income tax
effects and liability associated with these different types of
units in the Partnership.
Upon written notice to the Managing General Partner, additional general
partners have the right to convert their units into units of limited
partner interests at any time after one year and thereafter become
limited partners of the Partnership. Limited partners do not have
any rights to convert their units into units of additional general
partner interests in the Partnership.
In accordance with the terms of the Partnership Agreement (the
Agreement), the Managing General Partner manages all activities of
the Partnership and acts as the intermediary for substantially all
Partnership transactions.
(3) Transactions with Managing General Partner and Affiliates
The Partnership's transactions with the Managing General Partner
include charges for the following:
<TABLE> <C> <C> <C> <C>
Years ended December 31,
1998 1997 1996
Lifting costs $212,593 196,428 249,371
Tax return preparation 3,610 3,600 3,610
Direct administrative cost 2,183 1,366 1,851
</TABLE>
(Continued)
F-9
<PAGE>
PDC 1993-E LIMITED PARTNERSHIP
(A West Virginia Limited Partnership)
Notes to Financial Statements, Continued
(4) Allocation
The table below summarizes the participation of the Managing General
Partner and the Investor Partners, taking account of the Managing
General Partner's capital contribution equal to 10% of the Initial
Operating Capital, in the costs and revenues of the Partnership.
<TABLE>
<C> <C> <C>
Managing General
Partnership costs Investor Partners Partner
Organization and offering costs 99% 1%
Undeveloped lease costs 90% 10%
Drilling and completion costs 90% 10%
Intangible drilling and development
costs 99% 1%
Operating costs (1) 82% 18%
Direct costs (2) 82% 18%
Administrative costs 0% 100%
Interest expense (3) (3)
Partnership revenues
Sale of oil and gas production (4) 82% 18%
Sale of productive properties (5) 82% 18%
Sale of undeveloped leases 90% 10%
Interest income 82% 18%
</TABLE>
[FN]
(1) Represents operating costs incurred after the completion
of productive wells, including monthly per-well charges paid to
the Managing General Partner.
(2) Direct costs were allocated 90% to the Investor Partners and 10%
to the Managing General Partner during drilling. After drilling,
allocations are made in accordance with the table above. The
Managing General Partner receives monthly reimbursement from the
Partnership for direct costs incurred by the Managing General
Partner on behalf of the Partnership.
(3) Although borrowings by the Partnership are not anticipated,
interest, associated expenses of borrowings, and deductions
attributable to such borrowings if any, will be allocated and
charged to the Investor Partners and the Managing General Partner
according to the partners' shares of "economic risk of loss" in
the loans, or, if no partner bears the economic risk of loss, in
accordance with the partnership agreement.
(4) The revenues and expenses allocated to the partners are subject
to a special provision in the partnership agreement, whereby the
allocable share of revenues and expenses of the Investor Partners
in each producing well may be increased and the interest of the
Managing General Partner in each well may be decreased if such
well fails to meet certain production levels. The shifting of
the allocable share of revenues and expenses to the Investor
Partners in the event that certain prescribed production levels
are not attained may also serve to shift an increased amount of
cash distributions to the Investor Partners and a decreased
amount of cash distributions to the Managing General Partner.
(Continued)
F-10<PAGE>
PDC 1993-E LIMITED PARTNERSHIP
(A West Virginia Limited Partnership)
Notes to Financial Statements, Continued
(5) In the event of the sale or other disposition of a productive
well, a lease upon which such well is situated, or any equipment
related to any such lease or well, the proceeds from such sale or
disposition shall be allocated and credited to the partners as
oil and gas revenues are allocated. The term "proceeds" above
does not include revenues from a royalty, overriding royalty,
lease interest reserved, or other promotional consideration
received by the Partnership in connection with any sale or
disposition, which revenues shall be allocated to the Investor
Partners and the Managing General Partner in the same percentages
that oil and gas revenues are allocated. No such sales have
occurred.
</FN>
(5) Costs Relating to Oil and Gas Activities
The Partnership is engaged solely in oil and gas activities, all of
which are located in the continental United States. Information
regarding aggregate capitalized costs and results of operations for
these activities is located in the basic financial statements.
Costs capitalized for these activities are presented below:
<TABLE> <C> <C> <C>
December 31,
1998 1997
Lease acquisition costs $ 102,267 102,267
Intangible development costs 5,022,812 5,022,812
Well equipment 1,990,304 1,990,304
$7,115,383 7,115,383
</TABLE>
(6) Income Taxes
As a result of the differences in the treatment of certain items for
income tax purposes as opposed to financial reporting purposes,
primarily depreciation, depletion and amortization of oil and gas
properties and the recognition of intangible drilling costs as an
expense or capital item, the income tax basis of oil and gas
properties differs from the basis used for financial reporting
purposes. At December 31, 1998 and 1997, the income tax basis of
the partnership's oil and gas properties was $546,346 and $723,978,
respectively.
F-11
<PAGE>
PDC 1993-E LIMITED PARTNERSHIP
(A West Virginia Limited Partnership)
Notes to Financial Statements, Continued
(7) Supplemental Reserve Information (Unaudited)
Proved reserves of the Partnership have been estimated by the Managing
General Partner's petroleum engineers at December 31, 1998, 1997 and
1996. These reserves have been prepared in compliance with the
Securities and Exchange Commission rules based on year end prices.
A copy of the reserve report has been made available to all
partners. All of the partnership's reserves are proved developed.
An analysis of the change in estimated quantities of proved
developed reserves is shown below:
<TABLE> <C> <C>
Natural gas
(mcf)
Proved developed reserves as of
December 31, 1995 5,324,320
Revisions of previous estimates (314,378)
Production (265,803)
Proved developed reserves as of
December 31, 1996 4,744,139
Revisions of previous estimates 486,295
Production (261,995)
Proved developed reserves as of
December 31, 1997 4,968,439
Revisions of previous estimates (147,138)
Production (235,249)
Proved developed reserves as of
December 31, 1998 4,586,052
</TABLE>
F-12
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> DEC-31-1998
<CASH> 2,210
<SECURITIES> 0
<RECEIVABLES> 86,558
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 88,768
<PP&E> 7,115,383
<DEPRECIATION> 1,726,380
<TOTAL-ASSETS> 5,477,771
<CURRENT-LIABILITIES> 30,893
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 5,477,771
<SALES> 595,925
<TOTAL-REVENUES> 602,857
<CGS> 212,593
<TOTAL-COSTS> 541,512
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 61,345
<INCOME-TAX> 0
<INCOME-CONTINUING> 61,345
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 61,345
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
