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 March 31, 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 - March 31, 1998 and December 31, 1997 1
Statements of Operations -
Three Months Ended March 31, 1998 and 1997 2
Statement of Partners' Equity -
Three Months Ended March 31, 1998 3
Statements of Cash Flows -
Three Months Ended March 31, 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
March 31, 1998 and December 31, 1997
<TABLE>
<S> <S> <S>
Assets 1998 1997
(unaudited)
Current assets:
Cash $ 2,553 1,847
Accounts receivable - oil and gas revenues 122,413 166,893
Total current assets 124,966 168,740
Oil and gas properties,
successful efforts method
Oil and gas properties 7,174,936 7,174,936
Less accumulated depreciation, depletion,
and amortization 1,680,917 1,594,356
5,494,019 5,580,580
$5,618,985 5,749,320
Current Liabilities and Partners' Equity
Current liabilities:
Accrued expenses $ 30,133 39,152
Total current liabilities 30,133 39,152
Partners' equity 5,588,852 5,710,168
$5,618,985 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 Ended March 31, 1998 and 1997
(Unaudited)
<TABLE>
<S> <S> <S>
1998 1997
Revenues:
Sales of oil and gas $ 176,335 251,266
Transportation revenue 336 129
Interest income 769 994
177,440 252,389
Expenses:
Lifting cost 51,801 38,380
Direct administrative cost 63 12
Depreciation, depletion and amortization 86,561 121,406
138,425 159,798
Net income $ 39,015 92,591
Net income per limited and
additional general partner unit $ 86 202
</TABLE>
See accompanying notes to financial statements.
-2-
<PAGE>
PDC 1994-D LIMITED PARTNERSHIP
(A West Virginia Limited Partnership)
Statement of Partners' Equity
Three months ended March 31, 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 32,459 6,556 39,015
Distribution to partners (129,856) (30,475) (160,331)
Balance, March 31, 1998 $4,470,409 1,118,443 5,588,852
</TABLE>
See accompanying notes to financial statements.
-3-
<PAGE>
PDC 1994-D LIMITED PARTNERSHIP
(A West Virginia Limited Partnership)
Statements of Cash Flows
Three months ended March 31, 1998 and 1997
(Unaudited)
<TABLE>
<S> <S> <S>
1998 1997
Cash flows from operating activities:
Net income $ 39,015 92,591
Adjustments to reconcile net income
to net cash provided from
operating activities:
Depreciation, depletion, and amortization 86,561 121,406
Changes in operating assets and liabilities:
Decrease in accounts receivable
- oil and gas revenues 44,480 3,179
Decrease in accrued expenses (9,019) (3,438)
Net cash provided from
operating activities 161,037 213,738
Cash flows from financing activities:
Distributions to partners (160,331) (212,755)
Net cash used
by financing activities (160,331) (212,755)
Net increase in cash 706 983
Cash at beginning of period 1,847 920
Cash at end of period $ 2,553 1,903
</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
three months ended March 31, 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 March 31, 1998 of $94,833.
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
Sales of oil and gas decreased 29.8% during the first quarter of 1998
compared to 1997 due to lower sales volumes of natural gas and lower average
sales prices. While the Partnership experienced a modest net income of
$39,015, depreciation, depletion and amortization is a non-cash expense and
therefore the partnership distributed $160,331 to the partners during the
first quarter 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.
-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
March 31, 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: May 14, 1998 /s/ Steven R. Williams
Steven R. Williams
President
Date: May 14, 1998 /s/ Dale G. Rettinger
Dale G. Rettinger
Executive Vice President
and Treasurer
-7-
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> MAR-31-1998
<CASH> 2,533
<SECURITIES> 0
<RECEIVABLES> 122,413
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 124,966
<PP&E> 7,174,936
<DEPRECIATION> 1,680,917
<TOTAL-ASSETS> 5,618,985
<CURRENT-LIABILITIES> 30,133
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 5,618,985
<SALES> 176,335
<TOTAL-REVENUES> 177,440
<CGS> 51,801
<TOTAL-COSTS> 138,425
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 39,015
<INCOME-TAX> 0
<INCOME-CONTINUING> 39,015
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 39,015
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>