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, 1999
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, 1999 and December 31, 1998 1
Statements of Operations -
Three Months Ended March 31, 1999 and 1998 2
Statement of Partners' Equity -
Three Months Ended March 31, 1999 3
Statements of Cash Flows -
Three Months Ended March 31, 1999 and 1998 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 8
Item 6. Exhibits and Reports on Form 8-K 8
<PAGE>
PDC 1994-D LIMITED PARTNERSHIP
(A West Virginia Limited Partnership)
Balance Sheets
March 31, 1999 and December 31, 1998
<TABLE>
<C> <C> <C>
Assets 1999 1998
(unaudited)
Current assets:
Cash $ 3,132 2,652
Accounts receivable - oil and gas revenues 48,944 90,352
Total current assets 52,076 93,004
Oil and gas properties,
successful efforts method 4,462,632 4,462,632
Less accumulated depreciation, depletion,
and amortization 2,026,221 1,989,422
2,436,411 2,473,210
$2,488,487 2,566,214
Current Liabilities and Partners' Equity
Current liabilities:
Accrued expenses $ 29,935 35,479
Total current liabilities 29,935 35,479
Partners' equity 2,458,552 2,530,735
$2,488,487 2,566,214
</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, 1999 and 1998
(Unaudited)
<TABLE>
<C> <C> <C>
1999 1998
Revenues:
Sales of oil and gas $ 82,852 176,335
Transportation revenue 971 336
Interest income 517 769
84,340 177,440
Expenses:
Lifting cost 43,277 51,801
Direct administrative cost 37 63
Depreciation, depletion and amortization 36,799 86,561
80,113 138,425
Net income $ 4,227 39,015
Net income per limited and
additional general partner unit $ 10 86
</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, 1999
(Unaudited)
<TABLE>
<C> <C> <C> <C>
Limited and
additional Managing
general partners general partner Total
Balance, December 31, 1998 $2,023,471 507,264 2,530,735
Net income 3,742 485 4,227
Distribution to partners (61,799) (14,611) (76,410)
Balance, March 31, 1999 $1,965,414 493,138 2,458,552
</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, 1999 and 1998
(Unaudited)
<TABLE>
<C> <C> <C>
1999 1998
Cash flows from operating activities:
Net income $ 4,227 39,015
Adjustments to reconcile net income
to net cash provided from
operating activities:
Depreciation, depletion, and amortization 36,799 86,561
Changes in operating assets and liabilities:
Decrease in accounts receivable
- oil and gas revenues 41,408 44,480
Decrease in accrued expenses (5,544) (9,019)
Net cash provided from
operating activities 76,890 161,037
Cash flows from financing activities:
Distributions to partners (76,410) (160,331)
Net cash used
by financing activities (76,410) (160,331)
Net increase in cash 480 706
Cash at beginning of period 2,652 1,847
Cash at end of period $ 3,132 2,553
</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
1998, 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, 1999 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, 1999 of $22,141.
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 53.0% during the first quarter of 1999
compared to 1998 due to lower sales volumes of natural gas and lower average
sales prices. While the Partnership experienced a modest net income of
$4,227, depreciation, depletion and amortization is a non-cash expense and
therefore the partnership distributed $76,410 to the partners during the
first quarter of 1999.
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.
-6-<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 June 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.
-7-
<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, 1999.
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 12, 1999 /s/ Steven R. Williams
Steven R. Williams
President
Date: May 12, 1999 /s/ Dale G. Rettinger
Dale G. Rettinger
Executive Vice President
and Treasurer
-8-
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-END> MAR-31-1999
<CASH> 3,132
<SECURITIES> 0
<RECEIVABLES> 48,944
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 52,076
<PP&E> 4,462,632
<DEPRECIATION> 2,026,221
<TOTAL-ASSETS> 2,488,487
<CURRENT-LIABILITIES> 29,935
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 2,488,487
<SALES> 82,852
<TOTAL-REVENUES> 84,340
<CGS> 43,277
<TOTAL-COSTS> 80,113
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 4,227
<INCOME-TAX> 0
<INCOME-CONTINUING> 4,227
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 4,227
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
