10-Q 1 d10q.htm FORM 10-Q Form 10-Q
Table of Contents

 

 

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, 2008   Commission File Number 2-71865

 

 

TEXLAND DRILLING PROGRAM-1981, LTD.

(Name of Registrant)

 

 

 

TEXAS   75-1791491
(State of Organization)   (I.R.S. Employer Identification No.)

 

777 Main Street, Suite 3200

Fort Worth, Texas

  76102
(Address of Executive Offices)   Zip Code

Registrant’s Telephone Number (817) 336-2751

Securities registered pursuant to Section 12(b) of the Act:

 

2425 Units of Limited Partnership Interest   None
(Title of Class)   (Voting Units)

 

 

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  ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. (See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act).

 

Large Accelerated filer   ¨    Accelerated filer   ¨
Non-accelerated filer   ¨    Smaller reporting company   x

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).    YES  ¨    NO  x

 

 

 


Table of Contents

Texland Drilling Program-1981, Ltd.

Index To Financial Statements

Reference Page

 

Balance Sheets at September 30, 2008 and December 31, 2007.

   3

Statements of Operations for the Three and Nine Months Ended September 30, 2008 and 2007.

   4

Statements of Partners’ Capital for the Nine Months Ended September 30, 2008.

   5

Statements of Cash Flows for Nine Months Ended September 30, 2008 and 2007.

   6

Notes to Financial Statements.

   7-9

 

 

2


Table of Contents

Texland Drilling Program-1981, Ltd.

(A Limited Partnership)

Balance Sheets

September 30, 2008 and December 31, 2007

 

     09/30/08     12/31/07  
     (Unaudited)     (Audited)  

ASSETS

    

Current Assets

    

Cash

   $ 272,033     $ 141,479  

Accounts receivable - trade

     307,017       255,303  
                

Total Current Assets

     579,050       396,782  
                

Property and Equipment, at Cost (Successful Efforts Method)

    

Intangible development costs

     7,730,081       7,727,462  

Lease and well equipment

     4,830,309       4,787,115  

Producing leaseholds

     161,495       161,495  
                
     12,721,885       12,676,072  

Accumulated depreciation, depletion and amortization

     (10,782,410 )     (10,686,428 )
                
     1,939,475       1,989,644  
                

Total Assets

   $ 2,518,525     $ 2,386,426  
                

LIABILITIES

    

Current Liabilities

    

Accounts payable - managing general partner

   $ 103,285     $ 68,762  
                

Total Current Liabilities

     103,285       68,762  

Asset retirement liability

     458,441       429,965  
                

Total Liabilities

     561,726       498,727  

PARTNERS’ CAPITAL

    

Limited partners - 2,425 units outstanding

     1,382,247       1,335,980  

General partners

     574,552       551,719  
                
     1,956,799       1,887,699  
                

Total Liabilities and Partners’ Capital

   $ 2,518,525     $ 2,386,426  
                

 

 

See accompanying notes to financial statements.

3


Table of Contents

Texland Drilling Program-1981, Ltd.

(A Limited Partnership)

Statements of Operations

(Unaudited)

 

 

     Three Months Ended
September 30,
   Nine Months Ended
September 30,
     2008    2007    2008    2007

Revenue

           

Oil and gas sales

   $ 1,048,383    $ 739,228    $ 2,914,023    $ 1,803,093

Interest income

     233      308      668      1,039

Gain on sale

     —        —        —        6,346
                           
     1,048,616      739,536      2,914,691      1,810,478
                           

Operating Expenses

           

Fees to managing general partner

     26,175      26,175      78,525      78,525

Production expense

     221,772      233,984      629,515      585,307

Severance tax

     50,257      34,412      139,904      84,720

Depreciation, depletion and amortization

     31,349      53,918      95,982      119,384

Other

     19,118      3,542      46,368      41,472

Accretion expense

     9,492      7,130      28,476      21,390
                           
     358,163      359,161      1,018,770      930,798
                           

Net Income

   $ 690,453    $ 380,375    $ 1,895,921    $ 879,680
                           

Allocation of Net Income

           

Limited partners

   $ 321,049    $ 187,274    $ 918,782    $ 419,305

General partners

     369,404      193,101      977,139      460,375
                           
   $ 690,453    $ 380,375    $ 1,895,921    $ 879,680
                           

Net Income per $5,000 Limited Partner Unit (2,425 Units Outstanding)

           

Net income per limited partner unit

   $ 132.39    $ 77.23    $ 378.88    $ 172.91
                           

 

 

See accompanying notes to financial statements.

4


Table of Contents

Texland Drilling Program-1981, Ltd.

(A Limited Partnership)

Statements of Partners’ Capital

Nine Months Ended September 30, 2008

(Unaudited)

 

 

     Limited
Partners
    General
Partners
    Total  

Balance at December 31, 2007

   $ 1,335,980     $ 551,719     $ 1,887,699  

Partners’ distributions

     (872,515 )     (997,500 )     (1,870,015 )

Partners’ contributions

     —         43,194       43,194  

Net income

     918,782       977,139       1,895,921  
                        

Balance at September 30, 2008

   $ 1,382,247     $ 574,552     $ 1,956,799  
                        

 

 

See accompanying notes to financial statements.

5


Table of Contents

Texland Drilling Program-1981, Ltd.

(A Limited Partnership)

Statements of Cash Flows

Nine Months Ended September 30, 2008 and 2007

(Unaudited)

 

     2008     2007  

Operating Activities

    

Net income

   $ 1,895,921     $ 879,680  
                

Adjustments to reconcile net income to net cash provided by operating activities:

    

Accretion expense

     28,476       21,390  

Depreciation, depletion and amortization

     95,982       119,384  

Gain on sale of equipment

     —         (6,346 )

(Increase) decrease in accounts receivable

     (51,714 )     (74,975 )

(Decrease) increase in accounts payable

     34,523       86,098  

Other

     —         375  
                
     107,267       145,926  
                

Net cash provided by operating activities

     2,003,188       1,025,606  
                

Investing Activities

    

Acquisition of property and equipment

     (45,813 )     (112,667 )
                

Net cash used in investing activities

     (45,813 )     (112,667 )
                

Financing Activities

    

Partners’ contributions

     43,194       32,547  

Partners’ distributions

     (1,870,015 )     (875,200 )
                

Net cash used in financing activities

     (1,826,821 )     (842,653 )
                

Net Change in Cash

     130,554       70,286  

Cash - beginning of year

     141,479       50,742  
                

Cash - End of Quarter

   $ 272,033     $ 121,028  
                

 

 

See accompanying notes to financial statements.

6


Table of Contents

Texland Drilling Program-1981, Ltd.

(A Limited Partnership)

Notes To Financial Statements

(Unaudited)

Note 1 - Organization and Summary of Significant Accounting Policies

Texland Drilling Program - 1981, Ltd. (the “Partnership”) was organized as a limited partnership on July 20, 1981, for the purpose of engaging in oil and gas exploration and production. Texland Properties - 1981, a general partnership, and Texland Petroleum, L.P. are the general partners. The managing general partner is Texland Petroleum, L.P. Partnership operations are conducted predominately in West Texas.

The Partnership shall continue in existence, unless terminated sooner through the occurrence of a final terminating event as defined by the Partnership agreement, until December 31, 2009, as extended through approval by the limited partners owning a majority of aggregate Partnership subscriptions.

In the opinion of management, all adjustments (consisting of normal occurring accruals) considered necessary for a fair presentation have been included. Operating results for the nine months ended September 30, 2008 are not necessarily indicative of the results that may be expected for the entire year.

The Partnership’s accounting policies are summarized below:

Basis of Accounting

The Partnership maintains its financial records on the income tax basis. However, the financial statements are presented in accordance with accounting principles generally accepted in the United States of America.

Revenue Recognition

Revenues associated with the production of oil and gas properties in which we have an interest are based on volumes produced during the period.

Property and Equipment

The Partnership uses the successful efforts method of accounting for oil and gas producing activities. Costs incurred for the acquisition of producing and non-producing leaseholds are capitalized. Costs of intangible development and lease and well equipment incurred to drill and equip successful exploratory and development wells are capitalized. Costs to drill and equip unsuccessful exploratory wells are charged to operations while costs of unsuccessful development wells remain capitalized. Costs to carry unproved properties and geophysical costs are expensed. Costs associated with uncompleted wells are capitalized as wells-in-progress.

On the sale or retirement of a complete unit of a proved property, the cost and the related accumulated depreciation, depletion, and amortization are eliminated from the property accounts, and the resultant gain or loss is recognized. On the retirement or sale of a partial unit of proved property, the cost is charged to accumulated depreciation, depletion, and amortization with a resulting gain or loss recognized in income.

 

 

7


Table of Contents

Texland Drilling Program-1981, Ltd.

(A Limited Partnership)

Notes To Financial Statements (Continued)

(Unaudited)

 

Non-producing Leaseholds

Costs of non-producing properties are charged to expense at such time as they are deemed to be impaired, based upon periodic assessments of such costs.

Amortization and Depletion

Leasehold costs of producing properties are amortized on the units-of-production method based on proved oil and gas reserves as estimated by the Partnership. Intangible development costs of producing properties are amortized on the units-of-production method based on estimated proved developed oil and gas reserves.

Depreciation

Depreciation of equipment is provided by the units-of-production method based on estimated proved developed oil and gas reserves.

Income Taxes

Income taxes have not been provided for by the Partnership, because the partners are liable for taxes on their respective shares of the Partnership’s taxable income.

Statement of Cash Flows

For purposes of these statements, the Partnership considers cash on deposits and highly liquid money market funds as cash and cash equivalents.

Allocation of Net Income

Revenues and costs of the Partnership are allocated between the general and limited partners in accordance with the Partnership agreement.

Fair Values of Financial Instruments

The Partnership’s financial instruments consist of cash, accounts receivable and accounts payable. The carrying amount of each of these financial instruments reported in the accompanying statements of financial position approximates the instruments fair value.

Use of Estimates

The preparation of financial statements in accordance with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and reported revenues and expenses during the reporting period. Actual results could differ from those estimates. The estimation of oil and gas reserves is inherently imprecise and may change materially in the near term.

 

 

8


Table of Contents

Texland Drilling Program-1981, Ltd.

(A Limited Partnership)

Notes To Financial Statements (Continued)

(Unaudited)

 

2. Contributions By General Partner

Under terms of the Partnership Agreement, the General Partner is charged for certain costs related to drilling and production operations which are required to be capitalized for federal income tax purposes. These costs are treated as capital contributions by the General Partner. In addition, Texland Properties-1981 and Texland Petroleum, L.P. initially invested in limited partnership units in the amount of $95,000 and $30,000 respectively.

3. Payments To Managing General Partner

In consideration of its management services rendered, the Managing General Partner is entitled to charge management fees to the Partnership. In addition, for the three and nine months ended September 30, 2008 and September 30, 2007, the Partnership was charged $57,245 and $170,567 and $48,719 and $146,157 respectively for technical services, accounting services, and supervisory services performed by the employees of the Managing General Partner and such charges are included in intangible development costs, production expenses and fees to Managing General Partner. These charges are allocated between the General and Limited Partners based upon applicable revenue and expense sharing rates.

 

 

9


Table of Contents

Texland Drilling Program-1981, Ltd.

(A Limited Partnership)

 

Item 2. Management’s Discussion And Analysis of Financial Condition and Results of Operations

Risk Factors and Cautionary Statement for Purposes of the Safe Harbor Provisions of the Private Securities Litigation Reform Act of 1995

Certain information included in this report contain certain statements that may constitute forward-looking statements within the meaning of Securities and Exchange regulations. Such forward-looking statements are based upon the current expectations of Texland Drilling Program-1981, Ltd. and speak only as of the date made.

Where any forward-looking statement includes a statement of the assumptions or bases underlying such forward-looking statements, we caution that while we believe these assumptions or bases to be reasonable and to be made in good faith, assumed facts or bases almost always vary from actual results and the difference between assumed facts or bases and the actual results could be material, depending on the circumstances.

Factors that could cause our results to differ materially from the results discussed in such forward-looking statements include, but are not limited to, the following: production variance from expectations, volatility of oil and gas prices, the need to further develop reserves, the substantial capital expenditures required to fund operations, development risks, environmental risks, uncertainties about estimates of reserves, litigation, government regulation, political risks, costs and results of developmental drilling, and mechanical and other inherent risks associated with oil and gas production. All such forward-looking statements in this document are expressly qualified in their entirety by the cautionary statements in this paragraph, and the Partnership undertakes no obligation to publicly update or revise any forward-looking statements.

Critical Accounting Policies and Estimates

The Partnership’s discussion and analysis of its financial condition and results of operations are based upon financial statements which have been prepared in accordance with United States generally accepted accounting principles. The preparation of these financial statements requires the Partnership to make estimates and judgments that affect the amounts reported in the financial statements and related footnote disclosures. Application of certain of the Partnership’s accounting policies, including those related to oil and gas revenues, oil and gas properties, asset retirement obligations, and litigation require significant estimates. The Partnership bases its estimates on historical experience and various assumptions that are believed reasonable under the circumstances. Actual results may differ from these estimates. The Partnership believes the following critical accounting policies reflect its more significant judgments and estimates used in the preparation of its financial statements.

Property, Plant and Equipment

Proved reserves are defined by the U.S. Securities and Exchange Commission (“SEC”) as those volumes of crude oil, condensate, natural gas liquids and natural gas that geological and engineering data demonstrate with reasonable certainty are recoverable from known reservoirs under existing economic and operating conditions. Proved developed reserves are volumes expected to be recovered through existing wells with existing equipment and operating methods. Although the Managing General Partner’s engineers are knowledgeable of and follow the guidelines for reserves established by the SEC, the estimation of reserves requires a significant number of assumptions based on professional judgment. Reserve estimates are updated at least annually and consider recent production levels and other technical information. Estimated reserves are often subject to future revision, which could be substantial, based on the availability of additional information. Changes in oil and gas prices can lead to substantial revisions to reserve quantities.

 

 

10


Table of Contents

Texland Drilling Program-1981, Ltd.

(A Limited Partnership)

 

Reserve revisions in turn may cause adjustments in the units-of-production depreciation and depletion rates, the estimates of potential impairment of carrying value, and the supplemental disclosure of standardized measure of discounted future net cash flows relating to oil and gas producing activities. The Partnership cannot predict what reserve revisions may be required in future periods.

Asset Retirement Obligations

The Partnership has material obligations to remove tangible equipment and restore land at the end of oil and gas production operations. The Partnership’s removal and restoration obligations are primarily associated with plugging and abandoning onshore wells. Estimating the future asset removal costs is difficult and requires management to make estimates and judgments because most of the removal obligations are many years in the future and contracts and regulations often have vague descriptions of what constitutes removal. Asset removal costs are constantly changing, as well as related regulatory, political, environmental, and safety considerations.

Asset retirement obligations are not unique to the Partnership or to the oil and gas industry; accordingly, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 143, “Accounting for Asset Retirement Obligations,” (“SFAS 143”). The Partnership adopted this statement effective January 1, 2003. SFAS 143 significantly changed the method of accruing for costs an entity is legally obligated to incur related to the retirement of fixed assets (“asset retirement obligations” or “ARO”). Primarily, the new statement requires the Partnership to record a separate liability for the discounted present value of the Partnership’s asset retirement obligations, with an offsetting increase to the related oil and gas properties on the Partnership’s Balance Sheet.

Inherent in the present value calculation are numerous assumptions and judgments including the ultimate retirement costs, inflation factors, credit adjusted discount rates, timing of retirement, and changes in the legal and regulatory, environments. To the extent future revisions to these assumptions impact the present value of the existing ARO liability, a corresponding adjustment is made to the oil and gas property balance. In addition, increases in the discounted ARO liability resulting from the passage of time will be reflected as accretion expense in the Statement of Income.

SFAS 143 required a cumulative adjustment to reflect the impact of implementing the statement had the rule been in effect since inception. The Partnership, therefore, calculated the cumulative accretion expense on the ARO liability and the cumulative depletion expense on the corresponding property balance. The sum of this cumulative expense was compared to the depletion expense originally recorded.

Financial Results

Oil sales increased by 74% and gas sales increased by 30% for the nine months of 2008 as compared to 2007. The average price of Partnership oil increased by approximately 74% over the same period. The price of gas sold by the Partnership in the first nine months of 2008, which represents approximately 7% of total sales, increased by 52% in 2008. Oil volumes decreased by less than 1% due to normal declines of reserves over the life of the properties. Gas volumes decreased by 15% in 2008 as compared to 2007 due primarily to a 13% decrease in volumes for the two primary gas wells.

The price of oil and gas is affected by world wide supply and demand and is beyond the Partnership’s control. The monthly average price during the past four years for West Texas Sour (adjusted for gravity and marketing costs), the primary type of Partnership oil, and for the widely available NYMEX benchmark West Texas Intermediate are as follows:

 

Year

   WTS    NYMEX

2004

   $ 37.23    $ 41.38

2005

   $ 50.33    $ 56.56

2006

   $ 58.68    $ 66.22

2007

   $ 64.77    $ 72.39

 

 

11


Table of Contents

Texland Drilling Program-1981, Ltd.

(A Limited Partnership)

 

From January 1, 2008 to September 30, 2008, monthly average oil prices of WTS oil ranged from $84.14 to $125.53 and NYMEX ranged from $89.61 to $130.93.

Fees to the managing general partner remained constant in 2008 as compared to 2007.

Depreciation, depletion and amortization are calculated on the units-of-production method. Therefore, changes in these amounts are affected by upward or downward revisions in future oil and gas reserve estimates. In addition, such revisions are also caused by changes in current prices of oil and gas, which correspondingly affect the number of future years that oil and gas properties remain economically viable.

Depreciation, depletion and amortization for the three months and nine months ended September 30, 2008 and 2007 were $31,349 and $95,982 and $53,918 and $119,384 respectively. Changes in depreciation and depletion for 2008 are due primarily to the effect that changes in oil and gas prices have on the calculation of estimated future economically recoverable oil and gas reserves; and due to normal expected declines in the recoverable reserves due to production.

The Partnership was formed with cash contributions from the Limited and General Partners. Management does not intend to incur any substantial indebtedness and any developmental drilling which is necessary will be processed by farmout to other parties or by reinvestment of internally generated funds. Management, therefore, anticipates no liquidity problems during the life of the Partnership.

 

Item 3. Quantitative and Qualitative Disclosures About Market Risk

The Partnership’s major market risk exposure is in the pricing applicable to our oil and natural gas production. Market risk refers to the risk of loss from adverse changes in oil and natural gas prices. Realized pricing is primarily driven by the prevailing domestic price for crude oil and spot prices applicable to the region in which we produce natural gas. Historically, prices received for oil and natural gas production have been volatile and unpredictable. We expect pricing volatility to continue. Oil prices ranged from a low of $44.22 per barrel to a high of $78.83 during 2007. Natural gas prices we received during 2007 ranged from a low of $1.60 per Mcf to a high of $8.93 per Mcf. During 2008 oil prices ranged from a low of $81.07 to a high of $142.63. Natural gas prices we received during 2008 ranged from a low of $6.99 per Mcf to a high of $13.35 per Mcf. A significant decline in the prices of oil or natural gas could have a material effect on our financial condition and results of operations.

The Partnership employs no derivative instruments in order to minimize our exposure to the aforementioned commodity price volatility. The Partnership has no bank debt and has no plans to incur such indebtedness.

 

 

12


Table of Contents

Texland Drilling Program-1981, Ltd.

(A Limited Partnership)

 

Item 4. Controls and Procedures

Based on an evaluation of the effectiveness of the Texland Drilling Program-1981 (the Partnership) disclosure controls and procedures, the Partnership’s Chief Executive Officer and Chief Financial Officer concluded that, as of the end of the period covered by this report, the Partnership’s disclosure controls and procedures are effective to ensure that information required to be disclosed by the Partnership in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms.

There have been no changes in the Partnership’s internal control over financial reporting identified in connection with the evaluation described in the above paragraph that have materially affected, or are reasonably likely to materially affect, the Partnership’s internal control over financial reporting.

Part II. Other Information

Items 1,2,3,4 and 5 are not applicable and have been omitted.

 

Item 6

 

(a) Exhibits:

 

  31 Certification by CEO & CFO Pursuant to Rule 13a-14(a)/15d-14(a).

 

  32 Certification by CEO & CFO Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of Sarbanes-Oxley Act of 2002.

 

 

13


Table of Contents

Texland Drilling Program-1981, Ltd.

(A Limited Partnership)

 

SIGNATURE

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.

 

TEXLAND DRILLING PROGRAM-1981, LTD.  

Registrant

 
By  

/s/ M. E. Chapman

 
  M. E. Chapman, Vice President - Finance  
  Texland Petroleum, L.P.   Date November 13, 2008

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following person on behalf of the registrant and in the capacities and on the dates indicated.

 

By  

/s/ R. J. Schumacher

 
  R. J. Schumacher, Chairman of the Board  
  Texland Petroleum, L.P.   Date November 13, 2008
By  

/s/ J. N. Namy

 
  J. N. Namy, President & C.E.O.  
  Texland Petroleum, L.P.   Date November 13, 2008
By  

/s/ J. H. Wilkes

 
  J. H. Wilkes, President & C.O.O.  
  Texland Petroleum, L.P.   Date November 13, 2008

 

 

14