CONFORMED COPY
QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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 and Exchange Act of 1934
For the period ended June 30, 1998
or
[ ] Transition Report Pursuant to Section 13 of 15(d) of
the Securities and Exchange Act of 1934
For the transition period from to
Commission file number 033-70568
I.R.S. Employer Identification Number 55-0737400
PDC 1994-D LIMITED PARTNERSHIP
(A West Virginia Limited Partnership)
103 East Main Street
Bridgeport, WV 26330
Telephone: (304) 842-6256
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 XX No
<PAGE>
PDC 1994-D LIMITED PARTNERSHIP
(A West Virginia Limited Partnership)
INDEX
PART I - FINANCIAL INFORMATION Page No.
Item 1. Financial Statements
Balance Sheets - June 30, 1998 and December 31, 1997 1
Statements of Operations - Three and
Six Months Ended June 30, 1998 and 1997 2
Statement of Partners' Equity -
Six Months Ended June 30, 1998 3
Statements of Cash Flows -
Six Months Ended June 30, 1998 and 1997 4
Notes to Financial Statements 5
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 6
PART II OTHER INFORMATION
Item 1. Legal Proceedings 7
Item 6. Exhibits and Reports on Form 8-K 7
<PAGE>
PDC 1994-D LIMITED PARTNERSHIP
(A West Virginia Limited Partnership)
Balance Sheets
June 30, 1998 and December 31, 1997
<TABLE>
<S> <S> <S>
Assets 1998 1997
(unaudited)
Current assets:
Cash $ 537 1,847
Accounts receivable - oil and gas revenues 124,099 166,893
Total current assets 124,636 168,740
Oil and gas properties,
successful efforts method
Oil and gas properties 7,174,936 7,174,936
Less accumulated depreciation, depletion,
and amortization 1,767,551 1,594,356
5,407,385 5,580,580
$5,532,021 5,749,320
Current Liabilities and Partners' Equity
Current liabilities:
Accrued expenses $ 27,360 39,152
Total current liabilities 27,360 39,152
Partners' equity 5,504,661 5,710,168
$5,532,021 5,749,320
</TABLE>
See accompanying notes to financial statements.
-1-
<PAGE>
PDC 1994-D LIMITED PARTNERSHIP
(A West Virginia Limited Partnership)
Statements of Operations
Three Months and Six Months Ended June 30, 1998 and 1997
(Unaudited)
<TABLE>
<S> <S> <S> <S> <S>
Three Months Ended Six Months Ended
June 30, June 30,
1998 1997 1998 1997
Revenues:
Sales of oil and gas $170,863 $191,364 $347,198 $442,630
Transportation revenue 518 322 854 451
Interest income - 739 769 1,733
171,381 192,425 348,821 444,814
Expenses:
Lifting cost 35,867 48,831 87,668 87,211
Direct administrative cost 25 1,805 88 1,816
Depreciation, depletion and amortization 86,634 116,294 173,195 237,700
122,526 166,930 260,951 326,727
Net income $ 48,855 $ 25,495 $ 87,870 $118,087
Net income per limited and
additional general partner unit $ 109 $ 57 $ 195 $ 259
</TABLE>
See accompanying notes to financial statements.
-2-
<PAGE>
PDC 1994-D LIMITED PARTNERSHIP
(A West Virginia Limited Partnership)
Statement of Partners' Equity
Six months ended June 30, 1998
(Unaudited)
<TABLE>
<S> <S> <S> <S>
Limited and
additional Managing
general partners general partner Total
Balance, December 31, 1997 $4,567,806 1,142,362 5,710,168
Net income 73,716 14,154 87,870
Distribution to partners (238,545) (54,832) (293,377)
Balance, June 30, 1998 $4,402,977 1,101,684 5,504,661
</TABLE>
See accompanying notes to financial statements.
-3-
<PAGE>
PDC 1994-D LIMITED PARTNERSHIP
(A West Virginia Limited Partnership)
Statements of Cash Flows
Six months ended June 30, 1998 and 1997
(Unaudited)
<TABLE>
<S> <S> <S>
1998 1997
Cash flows from operating activities:
Net income $ 87,870 $ 118,087
Adjustments to reconcile net income
to net cash provided from operating activities:
Depreciation, depletion, and amortization 173,195 237,700
Changes in operating assets and liabilities:
Decrease in accounts receivable
- oil and gas revenues 42,794 66,650
Decrease in accrued expenses (11,792) (8,535)
Net cash provided from
operating activities 292,067 413,902
Cash flows from financing activities:
Distributions to partners (293,377) (413,986)
Net cash used
by financing activities (293,377) (413,986)
Net decrease in cash (1,310) (84)
Cash at beginning of period 1,847 920
Cash at end of period $ 537 $ 836
</TABLE>
See accompanying notes to financial statements.
-4-
<PAGE>
PDC 1994-D LIMITED PARTNERSHIP
(A West Virginia Limited Partnership)
Notes to Financial Statements
(Unaudited)
1. Accounting Policies
Reference is hereby made to the Partnership's Annual Report on Form
10-K for 1997, which contains a summary of significant accounting
policies followed by the Partnership in the preparation of its
financial statements. These policies were also
followed in preparing the quarterly report included herein.
2. Basis of Presentation
The Management of the Partnership believes that all adjustments
(consisting of only normal recurring accruals) necessary to a fair
statement of the results of such periods have been made. The results
of operations for the six months ended June 30, 1998 are not
necessarily indicative of the results to be expected for the full year.
3. Oil and Gas Properties
Oil and Gas Properties are reported on the successful efforts method.
-5-<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations
Liquidity and Capital Resources
The Partnership was funded on December 30, 1994 with initial
Limited and Additional General Partner contributions of $7,548,761
and the Managing General Partner contributed $1,651,292. Offering,
organization and legal costs of $943,595 were incurred leaving
available capital of $8,256,458 for Partnership activities.
The Partnership began exploration and development activities
subsequent to the funding of the Partnership and completed well
drilling activities by March 31, 1995. Forty-two wells have been
drilled, of which thirty-eight have been completed as producing wells.
Operations will be conducted with available funds and revenues
generated from oil and gas activities. No bank borrowings are
anticipated.
The Partnership had net working capital at June 30, 1998 of
$97,276.
The Partnership's revenues from oil and gas will be affected by
changes in prices. As a result of changes in federal regulations,
gas prices are highly dependent on the balance between supply and
demand. The Partnership's gas sales prices are subject to increase
and decrease based on various market sensitive indices.
Results of Operations
Three Months Ended June 30, 1998 Compared with 1997
Natural gas sales decreased approximately 10.7% during the
second quarter of 1998 compared with the same period in 1997 due to
lower sales volumes. While the Partnership experienced a modest net
income, depreciation, depletion and amortization is a non-cash
expense and therefore the Partnership distributed $133,406 to the
partners during the second quarter of 1998.
Six Months Ended June 30, 1998 Compare with 1997
Natural gas sales decreased approximately 21.6% during the first
six months of 1998 compared with the same period in 1997 primarily
due to lower sales volumes. While the Partnership experienced a
modest net income, depreciation, depletion and amortization is a
non-cash expense and therefore the Partnership distributed $293,377
to the partners during the first six months of 1998.
Year 2000 Issue
PDC, who administers all aspects of the Partnership, has
assessed the extent of Year 2000 Issues affecting PDC and the
Partnership. PDC believes that the new computer system, including
operating software currently being installed along with modifications
being made by PDC's computer technicians will address the dating system
flaw inherent in most operating systems. PDC expects to be fully
Year 2000 Compliant by the end of 1998. PDC does not currently
expect to charge the Partnership for any portion of PDC's cost to
become Year 2000 Compliant.
New Accounting Standard
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. The Partnership had not
determined the impact that SFAS No. 133 will have on its financial
statements.
-6-<PAGE>
CONFORMED COPY
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
None.
Item 6. Exhibits and Reports on Form 8-K
(a) None.
(b) No reports on Form 8-K have been filed during the quarter ended
June 30, 1998.
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.
PDC 1994-D Limited Partnership
(Registrant)
By its Managing General Partner
Petroleum Development Corporation
Date: August 12, 1998 /s/ Steven R. Williams
Steven R. Williams
President
Date: August 12, 1998 /s/ Dale G. Rettinger
Dale G. Rettinger
Executive Vice President
and Treasurer
-7-
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> JUN-30-1998
<CASH> 537
<SECURITIES> 0
<RECEIVABLES> 124,099
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 124,636
<PP&E> 7,174,936
<DEPRECIATION> 1,767,551
<TOTAL-ASSETS> 5,532,021
<CURRENT-LIABILITIES> 27,360
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 5,532,021
<SALES> 347,198
<TOTAL-REVENUES> 348,821
<CGS> 87,668
<TOTAL-COSTS> 260,951
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 87,870
<INCOME-TAX> 0
<INCOME-CONTINUING> 87,870
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 87,870
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
