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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-K

     
[ X ]
  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

For the year ended December 31, 2003
or

[  ]
  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

For the transition period from __________ to __________

Commission File No. 333-85994-01

MEWBOURNE ENERGY PARTNERS 03-A, L. P.

     
Delaware   27-0055431

 
 
 
(State or other jurisdiction of   (I.R.S. Employer
incorporation or organization)   Identification Number)
     
3901 South Broadway, Tyler, Texas   75701

 
 
 
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (903) 561-2900

Securities registered pursuant to Section 12(b) of the Act: None

Securities registered pursuant to Section 12(g) of the act:
Limited and general partnership interest $1,000 per interest

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. [X] Yes [  ] No

No market currently exists for the limited and general partnership interest of the registrant. Based on original purchase price the aggregate market value of limited and general partnership interest owned by non-affiliates of the registrant is $18,000,000.

The following documents are incorporated by reference into the indicated parts of this Annual Report on Form 10-K: Part of the information called for by Part IV of the Annual Report on Form 10-K is incorporated by reference from the Registrant’s Registration Statement on Form S-1, File No. 333-85994-01.

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TABLE OF CONTENTS

PART I
ITEM 1. Business
ITEM 2. Properties
ITEM 3. Legal Proceedings
ITEM 4. Submission of Matters to a Vote of Security Holders
PART II
ITEM 5. Market for Registrant’s Common Equity and Related Stockholder Matters
ITEM 6. Selected Financial Data
ITEM 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations
ITEM 8. Financial Statements and Supplementary Data
ITEM 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
Item 9A. Controls and Procedures
PART III
ITEM 10. Directors and Executive Officers of the Registrant
ITEM 11. Executive Compensation
ITEM 12. Security Ownership of Certain Beneficial Owners and Management
ITEM 13. Certain Relationships and Related Transactions
PART IV
ITEM 14. Principal Accountant Fees and Services
ITEM 15. Exhibits, Financial Statements, Financial Statement Schedules and Reports on Form 8-K
SIGNATURES
Report of Independent Auditors
BALANCE SHEET
STATEMENT OF INCOME
STATEMENT OF CHANGES IN PARTNERS’ CAPITAL
STATEMENT OF CASH FLOWS
NOTES TO FINANCIAL STATEMENTS
INDEX TO EXHIBITS
Certification of CEO Pursuant to Section 302
Certification of CFO Pursuant to Section 302
Certification of CEO Pursuant to Section 906
Certification of CFO Pursuant to Section 906


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PART I

ITEM 1. Business

Mewbourne Energy Partners 03-A, L.P. (the “Registrant”) is a limited partnership organized under the laws of the State of Delaware on February 19, 2003 (date of inception). Its managing general partner is Mewbourne Development Corporation, a Delaware corporation (“MD”).

A Registration Statement was filed pursuant to the Securities Act of 1933, as amended, registering limited and general partnership interests in a series of two Delaware limited partnerships formed under Mewbourne Energy 02-03 Drilling Programs. General and limited partnership interests were offered at $1,000 each. The maximum offering amount was $18,000,000 (18,000 interests) per partnership. The Registrant was declared effective by the Securities and Exchange Commission on May 16, 2003. On July 9, 2003, the offering of limited and general partnership interests in the Registrant was closed, with interests aggregating $18,000,000 being sold to 710 subscribers of which $16,107,000 were sold to 644 subscribers as general partner interests and $1,893,000 were sold to 66 subscribers as limited partner interests.

The Registrant engages primarily in oil and gas development and production and is not involved in any other industry segment. See the selected financial data in Item 6 and the financial statements in Item 8 of this report for a summary of the Registrant’s revenue, income and identifiable assets.

The Registrant has acquired interests in oil and gas prospects for the purpose of development drilling. At December 31, 2003, 23 wells had been drilled and were productive and 7 wells were drilled and abandoned. The following table summarizes the Registrant’s drilling activity from February 19, 2003 (date of inception) through December 31, 2003:

                                 
    Gross
  Net
    Dry
  Productive
  Dry
  Productive
Development wells
    7       23       1.542       4.211  

The sale of crude oil and natural gas produced by the Registrant will be affected by a number of factors that are beyond the Registrant’s control. These factors include the price of crude oil and natural gas, the fluctuating supply of and demand for these products, competitive fuels, refining, transportation, extensive federal and state regulations governing the production and sale of crude oil and natural gas, and other competitive conditions. It is impossible to predict with any certainty the future effect of these factors on the Registrant.

The Registrant does not have long-term contracts with purchasers of its crude oil or natural gas. The market for crude oil is such that the Registrant anticipates it will be able to sell all the crude oil it can produce. Natural gas will be sold to local distribution companies, gas marketers and end users on the spot market. The spot market reflects immediate sales of natural gas without long-term contractual commitments. The future market condition for natural gas cannot be predicted with any certainty, and the Registrant may experience delays in marketing natural gas production and fluctuations in natural gas prices.

Many aspects of the Registrant’s activities are highly competitive including, but not limited to, the acquisition of suitable drilling prospects and the procurement of drilling and related oil field equipment, and are subject to governmental regulation, both at Federal and state levels. The Registrant’s ability to compete depends on its financial resources and on the managing general partner’s staff and facilities, none of which are significant in comparison with those of the oil and gas exploration, development and production industry as a whole. Federal and state regulation of oil and gas operations generally includes drilling and spacing of wells on producing acreage, the imposition of maximum allowable production rates, the taxation of income and other items, and the protection of the environment.

The Registrant does not have any employees of its own. MD is responsible for all management functions. Mewbourne Oil Company (“MOC”), a wholly owned subsidiary

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of Mewbourne Holdings, Inc., which is also the parent of the Registrant’s managing general partner, has been appointed Program Manager and is responsible for activities in accordance with a Drilling Program Agreement entered into by the Registrant, MD and MOC. At March 29, 2004, MOC employed 139 persons, many of whom dedicated a part of their time to the conduct of the Registrant’s business during the period for which this report is filed.

The production of oil and gas is not considered subject to seasonal factors although the price received by the Registrant for natural gas sales will generally tend to increase during the winter months. Order backlog is not pertinent to the Registrant’s business.

ITEM 2. Properties

The Registrant’s properties consist primarily of leasehold interests in properties on which oil and gas wells are located. Such property interests are often subject to landowner royalties, overriding royalties and other oil and gas leasehold interests.

Fractional working interests in developmental oil and gas prospects located primarily in the Anadarko Basin of Western Oklahoma, the Texas Panhandle, and the Permian Basin of New Mexico and West Texas, were acquired by the Registrant. At December 31, 2003, 23 wells had been drilled and were productive and 7 wells had been drilled and abandoned.

ITEM 3. Legal Proceedings

     1. Faulconer Resources 2000, LP, et al. v. Mewbourne Oil Company; No. CV-2004-56 JWF; In the Fifth Judicial District Court, Eddy County New Mexico

     Plaintiffs Faulconer filed suit February 13, 2004 for Declaratory Judgment, Tortuous Interference with Leasehold Interest, Temporary Restraining Order and Preliminary Injunction, seeking direct and consequential damages for breach of duties, attorneys fees and punitive damages for tortuous interference with malice. Plaintiffs seek an injunction to deny Mewbourne Oil Company (“MOC”) the opportunity to drill its La Huerta “30” Fee Com. No. 1 well, in which the partnership owns a working interest.

     Plaintiffs claim that MOC has no right to cause the wellbore of the La Huerta well to traverse the underground rock strata in the SE/4 of Section 19 and the NE/4 of Section 30 on its way to a bottom hole location in the SE/4 of Section 30, all in Township 21 South, Range 27 East, Eddy County, New Mexico. Plaintiffs own no interest in the SE/4 of Section 30, but do own oil and gas leasehold interests in the SE/4 of Section 19 and the NE/4 of Section 30, subject to a current Farmout Agreement with MOC as Farmee and Plaintiffs as Farmor. Plaintiffs claim the right to exclude MOC’s La Huerta’s wellbore from proceeding through the underground rock strata where Plaintiffs own oil and gas leasehold interests. Plaintiffs assert MOC’s wellbore would constitute a permanent trespass, causing Plaintiffs irreparable injury and seek to enjoin the drilling of the well. Plaintiffs claim MOC’s filing of an application to drill the well with regulatory bodies constitutes a deliberate and malicious interference with the contractual relationships between Plaintiffs and their lessors.

     MOC believes it has the right to drill its La Huerta well as planned. The bottom hole location for the well is within a residential area nearby the city of Carlsbad, New Mexico. A surface location for the well within the SE/4 of Section 30 is not feasible or appropriate due to the proximity of residences and the inability to construct and use a natural gas pipeline to gather and transport natural gas produced by the well. Thus, MOC proposes to drill a deviated well from a surface location within the SE/4 of Section 19,for which MOC has acquired a surface use easement and agreement. The wellbore would traverse the SE/4 of Section 19 and the NE/4 of Section 30 before entering MOC’s leasehold area in the S/2 of Section 30. After MOC notified Plaintiffs of MOC’s plans, Plaintiffs asserted that MOC did not have authority to execute its plans without Plaintiffs consent and sued MOC. Plaintiffs have refused to consent to MOC’s plans unless MOC gives Plaintiffs a substantial working interest in the La Huerta well.

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     Plaintiff’s’ presented their application for preliminary injunction to the court on March 3, 2004. MOC vigorously contested Plaintiffs’ claims. MOC believes that Plaintiffs should not be permitted to block the drilling of the La Huerta well unless Plaintiffs can show that their leasehold rights in the SE/4 of Section 19 and the NE/4 of Section 30 would be interfered with unreasonably by MOC’s well. MOC further believes Plaintiffs failed to prove such unreasonable interference would occur as a result of the drilling of the La Huerta well. By Order dated March 17, 2004, the court denied Plaintiffs’ application for injunctive relief, finding that MOC would not be trespassing upon Plaintiffs’ oil and gas leasehold estates, that MOC’s operations would not interfere with operation of Plaintiffs’ oil and gas leasehold interests, either surface or subsurface and that Plaintiffs would not suffer irreparable damage in any respect. Plaintiffs have advised MOC that they will appeal the Court’s ruling. MOC does not believe the Court’s order will be reversed on appeal. Accordingly, MOC has commenced drilling operations on the La Huerta “30” No. 1-Y well in keeping with the Court’s order and to prevent drainage and protect its correlative rights.

ITEM 4. Submission of Matters to a Vote of Security Holders

     No matter was submitted to a vote of security holders during the period ended December 31, 2003 covered by this report.

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PART II

ITEM 5. Market for Registrant’s Common Equity and Related Stockholder Matters

At March 29, 2004, the Registrant had 18,000 outstanding limited and general partnership interests held of record by 710 subscribers. There is no established public or organized trading market for the limited and general partnership interests.

Revenues which, in the sole judgement of the managing general partner, are not required to meet the Registrant’s obligations will be distributed to the partners at least quarterly in accordance with the Registrant’s Partnership Agreement. Distributions made to limited and general partners during the period from February 19, 2003 (date of inception) through December 31, 2003 were $180,000.

ITEM 6. Selected Financial Data

The following table sets forth selected financial data for the period from February 19, 2003 (date of inception) through December 31, 2003:

         
Operating results:
       
Oil and gas sales
  $ 370,391  
Net income
  $ 99,165  
Net income per limited and general partner interest
  $ 5.51  
     
At year end:
       
Total Assets
  $ 18,392,821  
Cash Distributions
  $ 180,000  

ITEM 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations

General

Mewbourne Energy Partners 03-A, L.P. (the “Registrant”) was organized as a Delaware limited partnership on February 19, 2003. The offering of limited and general partner interests began May 16, 2003 as part of an offering registered under the name Mewbourne Energy 02-03 Drilling Programs. The offering of limited and general partner interests in the Registrant concluded July 9, 2003, with total investor partner contributions of $18,000,000.

The Registrant was formed to engage primarily in the business of drilling development wells, to produce and market crude oil and natural gas produced from such properties, to distribute any net proceeds from operations to the general and limited partners and to the extent necessary, acquire leases which contain drilling prospects. The economic life of the Registrant depends on the period over which the Registrant’s oil and gas reserves are economically recoverable.

Results of Operations

Because the Registrant was formed during the period covered by this report, no trend analysis based on yearly changes in liquidity, capital resources or results of operations is available.

Revenues and other income during the period from February 19, 2003 (date of inception) through December 31, 2003 totaled $420,182, and consisted of oil and gas sales in the amount of $370,391, and interest income in the amount of $49,791. Gas production volumes during the period ended December 31, 2003

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amounted to approximately 69,676 mcf of gas at a corresponding average realized price of $4.69 per mcf of gas. Oil production volumes during the period ended December 31, 2003 amounted to approximately 1,457 bbls of oil at a corresponding average realized price of $29.88 per bbl of oil. Expenses totaling $321,017, consisted primarily of depreciation, depletion and amortization in the amount of $173,088,and a cost ceiling write-down of $83,646. Lease operating expenses totaled $22,525. Production taxes were $27,668. Administrative and general expenses were $5,371. Asset retirement obligation accretion expenses were $8,719. At December 31, 2003, 23 wells had been drilled and were productive and 7 wells had been drilled and abandoned. The Registrant’s oil and gas revenues should increase during 2004 as additional wells are completed and oil and gas production is sold. Interest income should decrease in 2004 as the remaining wells are drilled and the available cash is utilized for the equipping of such wells. The Registrant expects that drilling and completion costs will decrease during 2004 and that lease operating cost and depletion provisions will increase.

Liquidity and capital resources

Net cash increased by $5,551,936 during the period from February 19, 2003 (date of inception) through December 31, 2003. Approximately $12,653,947 of the net initial partners’ capital of $18,000,000 was used for drilling and completion and prepaid well costs. Capital requirements in the future are expected to be paid with the initial partners’ capital. Management believes that funds are sufficient to complete the wells for which funds have been committed. Under certain circumstances, as provided in the Registrant’s Partnership Agreement, the Registrant may use revenues and/or borrow monies, either through a financial institution or through an affiliate of MD, to fund additional capital requirements. Revenues which, in the sole judgement of the managing general partner, are not required to meet the Registrant’s obligations will be distributed to the partners at least quarterly in accordance with the Registrant’s Partnership Agreement.

Critical Accounting Policies

The preparation of financial statements in conformity with generally accepted accounting principles 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 the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Significant estimates inherent in the Registrant’s financial statements include the estimate of oil and gas reserves as reported in the footnotes to the financial statements. Changes in oil and gas prices, changes in production estimates and the success or failure of future development activities could have a significant effect on reserve estimates. The reserve estimates directly impact the computation of depreciation, depletion and amortization, and the ceiling test for the Registrant’s oil and gas properties.

The Registrant follows the full-cost method of accounting for its oil and gas activities. Under the full-cost method, all productive and nonproductive costs incurred in the acquisition, exploration and development of oil and gas properties are capitalized. Depreciation, depletion and amortization of oil and gas properties subject to amortization is computed on the units-of-production method based on the proved reserves underlying the oil and gas properties. Oil and gas properties are subject to an annual ceiling test that limits such costs to the aggregate of the present value of future net cash flows of proved reserves and the lower of cost or fair value of unproved properties. The present value of future net cash flows has been prepared assuming year-end selling prices, year end development and production cost and a 10 percent annual discount rate.

All financing activities of the Registrant are reported in the financial statements. The Registrant does not engage in any off-balance sheet financing arrangements.

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Organization and Related Party Transactions

The Partnership was organized on February 19, 2003. Mewbourne Development Corporation (MD) is managing general partner and Mewbourne Oil Company (MOC) is operator of oil and gas properties owned by the Partnership. Mewbourne Holdings, Inc. is the parent of both MD and MOC. Substantially all transactions are with MD and MOC.

Reimbursement to MOC for supervision and other operator charges totaled $389,778 for the period February 19, 2003 (date of inception) through December 31, 2003. Services and operator charges are billed in accordance with the program and partnership agreements.

In general, during any particular calendar year the total amount of administrative expenses allocated to the Partnership shall not exceed the greater of (a) 3.5% of the Partnership’s gross revenue from the sale of oil and natural gas production during each year (calculated without any deduction for operating costs or other costs and expenses) or (b) the sum of $50,000 plus ..25% of the capital contributions of limited and general partners. Under this arrangement, there were $654 allocated to the Partnership during the period ended December 31, 2003.

The Partnership participates in oil and gas activities through an income tax partnership, the Program. The Partnership and MD are parties to the Program agreement. The costs and revenues of the Program are allocated to MD and the Partnership as follows:

                 
    Partnership
  MD
Revenues:
               
Proceeds from disposition of depreciable and depletable properties
    60 %     40 %
All other revenues
    60 %     40 %
Costs and expenses:
               
Organization and offering costs (1)
    0 %     100 %
Lease acquisition costs (1)
    0 %     100 %
Tangible and intangible drilling costs (1)
    100 %     0 %
Operating costs, reporting and legal expenses, general and administrative expenses and all other costs
    60 %     40 %

(1) As noted above, pursuant to the Program, MD must contribute 100% of organization and offering costs and lease acquisition costs which will approximate 30% of total capital costs. To the extent that organization and offering costs and lease acquisition costs are less that 30% of total capital costs, MD is responsible for tangible drilling costs until its share of the Program’s total capital costs reaches approximately 30%.

The Partnership’s financial statements reflect its respective proportionate interest in the Program.

ITEM 8. Financial Statements and Supplementary Data

The required financial statements of the Registrant are contained in a separate section of this report following the signature attestation. See “Item 15. Exhibits, Financial Statement Schedules and Reports on Form 8-K”.

ITEM 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

None.

Item 9A. Controls and Procedures

Mewbourne Development Corporation (“MDC”), the Managing General Partner of the Partnership, maintains a system of controls and procedures designed to provide reasonable assurance as to the reliability of the financial statements and other

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disclosures included in this report, as well as to safeguard assets from unauthorized use or disposition. Within 90 days prior to the filing of this report, MDC’s Chief Executive Officer and Chief Financial Officer have evaluated the effectiveness of the design and operation of our disclosure controls and procedures with the assistance and participation of other members of management. Based upon that evaluation, MDC’s Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures are effective for gathering, analyzing and disclosing the information the Partnership is required to disclose in the reports it files under the Securities Exchange Act of 1934 within the time periods specified in the SEC’s rules and forms. There have been no significant changes in MDC’s internal controls or in other factors which could significantly affect internal controls subsequent to the date MDC carried out its evaluation.

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PART III

ITEM 10. Directors and Executive Officers of the Registrant

The Registrant does not have any officers or directors. Under the Registrant’s Partnership Agreement, the Registrant’s managing general partner, MD, is granted the exclusive right and full authority to manage, control and administer the Registrant’s business. MD is a wholly-owned subsidiary of Mewbourne Holdings, Inc.

Set forth below are the names, ages and positions of the directors and executive officers of MD, the Registrant’s managing general partner. Directors of MD are elected to serve until the next annual meeting of stockholders or until their successors are elected and qualified.

             
    Age as of    
    December 31,    
Name
  2003
  Position
Curtis W. Mewbourne
    68     President and Director
 
J. Roe Buckley
    41     Vice President and Chief
          Financial Officer
 
Alan Clark
    51     Treasurer
 
Michael F. Shepard
    57     Secretary and General
          Counsel
 
Dorothy M. Cuenod
    43     Assistant Secretary
          and Director
 
Ruth M. Buckley
    42     Assistant Secretary
          and Director
 
Julie M. Greene
    40     Assistant Secretary
          and Director

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     Curtis W. Mewbourne, age 68 formed Mewbourne Holdings, Inc. in 1965 and serves as Chairman of the Board and President of Mewbourne Holdings, MOC and MD. He has operated as an independent oil and gas producer for the past 39 years. Mr. Mewbourne received a Bachelor of Science Degree in Petroleum Engineering from the University of Oklahoma in 1957. Mr. Mewbourne is the father of Dorothy M. Cuenod, Ruth M. Buckley, and Julie M. Greene and the father-in-law of J. Roe Buckley.

     J. Roe Buckley, age 41 joined Mewbourne Holdings, Inc. in July, 1990 and serves as Vice President and Chief Financial Officer of both MD and MOC. Mr. Buckley was employed by MBank Dallas from 1985-1990 where he served as a commercial loan officer. He received a Bachelor of Arts in Economics from Sewanee in 1984. Mr. Buckley is the son-in-law of Curtis W. Mewbourne and is married to Ruth M. Buckley. He is also the brother-in-law of Dorothy M. Cuenod and Julie M. Greene.

     Alan Clark, age 51, joined Mewbourne Oil Company in 1979 and serves as Treasurer and Controller of both MD and MOC. Prior to joining MOC, Mr. Clark was employed by Texas Oil and Gas Corporation as Assistant Supervisor of joint interest accounting from 1976 to 1979. Mr. Clark has served in several accounting/finance positions with Mewbourne Oil Company prior to his current assignment. Mr. Clark received a Bachelor of Business Administration from the University of Texas at Arlington.

     Michael F. Shepard, age 57 joined MOC in 1986 and serves as Secretary and General Counsel of MD. He has practiced law exclusively in the oil and gas industry since 1979 and formerly was counsel with Parker Drilling Company and its Perry Gas subsidiary for seven years. Mr. Shepard holds the Juris Doctor degree from the University of Tulsa where he received the National Energy Law and Policy Institute award as the outstanding graduate in the Energy Law curriculum. He received a B.A. degree, magna cum laude, from the University of Massachusetts in 1976. Mr. Shepard is a member of the bar in Texas and Oklahoma.

     Dorothy Mewbourne Cuenod, age 43 received a B.A. Degree in Art History from The University of Texas and a Masters of Business Administration Degree from Southern Methodist University. Since 1984 she has served as a Director and Assistant Secretary of both MD and MOC. Ms. Cuenod is the daughter of Curtis W. Mewbourne and is the sister of Ruth M. Buckley and Julie M. Greene. She is also the sister-in-law of J. Roe Buckley.

     Ruth Mewbourne Buckley, age 42 received a Bachelor of Science Degree in both Engineering and Geology from Vanderbilt University. Since 1987 she has served as a Director and Assistant Secretary of both MD and MOC. Ms. Buckley is the daughter of Curtis W. Mewbourne and is the sister of Dorothy M. Cuenod and Julie M. Greene. She is also the wife of J. Roe Buckley.

     Julie Mewbourne Greene, age 40 received a B.A. in Business Administration from the University of Oklahoma. Since 1988 she has served as a Director and Assistant Secretary of both MD and MOC. Prior to that time she was employed by Rauscher, Pierce, Refsnes, Inc. Ms. Greene is the daughter of Curtis W. Mewbourne and is the sister of Dorothy M. Cuenod and Ruth M. Buckley. She is also the sister-in-law of J. Roe Buckley.

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ITEM 11. Executive Compensation

The Registrant does not have any directors or officers. Management of the Registrant is vested in the managing general partner. None of the officers or directors of MD or MOC will receive remuneration directly from the Registrant, but will continue to be compensated by their present employers. The Registrant will reimburse MD and MOC and affiliates thereof for certain costs of overhead falling within the definition of Administrative Costs, including without limitation, salaries of the officers and employees of MD and MOC; provided that no portion of the salaries of the directors or of the executive officer of MOC or MD may be reimbursed as Administrative Costs.

ITEM 12. Security Ownership of Certain Beneficial Owners and Management

(a) Beneficial owners of more than five percent

             
    Name of   Amount & Nature   Percent
    Beneficial   of Beneficial   of
Title of Class
  Owner
  Owner
  Class
None   None   N/A   N/A

(b) Security ownership of management

The Registrant does not have any officers or directors. The managing general partner of the Registrant, MD, has the exclusive right and full authority to manage, control and administer the Registrant’s business. Under the Registrant’s Partnership Agreement, limited and general partners holding a majority of the outstanding limited and general partnership interests have the right to take certain actions, including the removal of the managing general partner. The Registrant is not aware of any current arrangement or activity that may lead to such removal.

ITEM 13. Certain Relationships and Related Transactions

Transactions with MD and its affiliates

Pursuant to the Registrant’s Partnership Agreement, the Registrant had the following related party transactions with MD and its affiliates during the period February 19, 2003 (date of inception) through December 31, 2003:

         
Administrative & general expense
       
Payment of well charges and
       
supervision charges in accordance
       
with standard industry operating
       
agreements
  $ 390,432  

The Registrant participates in oil and gas activities through a drilling program created by the Drilling Program Agreement (the “Program”). Pursuant to the Program, MD pays approximately 30% of the Program’s capital expenditures and approximately 40% of its operating and general and administrative expenses. The Registrant pays the remainder of the costs and expenses of the Program. In return, MD is allocated approximately 40% of the Program’s revenues.

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PART IV

ITEM 14. Principal Accountant Fees and Services

         
    For the Year Ended
    December 31, 2003
Audit
  $ 13,785  
Tax Fees
    4,756  
 
   
 
 
 
  $ 18,541  
 
   
 
 

The partnership has retained PricewaterhouseCoopers LLP as their independent auditors.

ITEM 15. Exhibits, Financial Statements, Financial Statement Schedules and Reports on Form 8-K.

(a)   1. Financial statements

The following are filed as part of this annual report:

Report of Independent Auditors

Balance sheet as of December 31, 2003

Statement of income for the period from February 19, 2003 (date of inception) through December 31, 2003

Statement of changes in partners’ capital for the period from February 19, 2003 (date of inception) through December 31, 2003

Statement of cash flows for the period from February 19, 2003 (date of inception) through December 31, 2003

Notes to financial statements

    2. Financial statement schedules

None.
All required information is in the financial statements or the notes thereto, or is not applicable or required.

    3. Exhibits

The exhibits listed on the accompanying index are filed or incorporated by reference as part of this annual report.

(b)   Reports on Form 8-K
    None.

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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, thereto duly authorized.

         
    Mewbourne Energy Partners 03-A, L.P.
 
       
  By:   Mewbourne Development Corporation
      Managing General Partner
 
       
  By:   /s/ Curtis W. Mewbourne
     
 
      Curtis W. Mewbourne
      President and Director
      (Principal Executive Officer)

     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 date indicated.

                 
/s/ Curtis W. Mewbourne
  President/Director   March 29, 2004

Curtis W. Mewbourne
               
 
               
/s/ J. Roe Buckley
  Vice President/Chief   March 29, 2004

J. Roe Buckley
  Financial Officer        
 
               
/s/ Alan Clark
  Treasurer   March 29, 2004

Alan Clark
               
 
               
/s/ Dorothy M. Cuenod
  Director   March 29, 2004

Dorothy M. Cuenod
               
 
               
/s/ Ruth M. Buckley
  Director   March 29, 2004

Ruth M. Buckley
               
 
               
/s/ Julie M. Greene
  Director   March 29, 2004

Julie M. Greene
               

Supplemental Information to be Furnished With Reports Filed Pursuant to Section 15(d) of the Act by Registrants Which Have Not Registered Securities Pursuant to Section 12 of the Act

No annual report or proxy material has been sent to the Registrant’s security holders.

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MEWBOURNE ENERGY PARTNERS 03-A, L. P.

FINANCIAL STATEMENTS

WITH REPORT OF INDEPENDENT AUDITORS

for the period from February 19, 2003

(date of inception)

through December 31, 2003

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Report of Independent Auditors

To the Partners of
Mewbourne Energy Partners 03-A, L.P.
and to the Board of Directors of
Mewbourne Development Corporation:

In our opinion, the accompanying balance sheet and the related statements of income, of changes in partners’ capital and of cash flows present fairly, in all material respects, the financial position of Mewbourne Energy Partners 03-A, L.P. at December 31, 2003, and the results of its operations and its cash flows for the period from February 19, 2003 (date of inception) through December 31, 2003, in conformity with accounting principles generally accepted in the United States of America. 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 audit. We conducted our audit in accordance with auditing standards generally accepted in the United States of America which 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, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

Dallas, Texas
March 29, 2004

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Mewbourne Energy Partners 03-A, L. P.

BALANCE SHEET
December 31, 2003

         
    2003
ASSETS
       
Cash and cash equivalents
  $ 5,551,936  
Accounts receivable, affiliate
    307,252  
 
   
 
 
Total current assets
    5,859,188  
 
   
 
 
Prepaid well cost
    4,128,424  
Oil and gas properties at cost, full cost method
    8,661,943  
Less accumulated depreciation, depletion and amortization
    ( 256,734 )
 
   
 
 
 
    8,405,209  
 
   
 
 
Total assets
  $ 18,392,821  
 
   
 
 
LIABILITIES AND PARTNERS’ CAPITAL
       
Accounts payable, affiliate
  $ 328,517  
 
   
 
 
Asset retirement obligation plugging liability
    145,139  
 
   
 
 
Commitments and contingencies, (see note 4)
    0  
 
   
 
 
Partners’ capital
       
General partners
    16,034,671  
Limited partners
    1,884,494  
 
   
 
 
Total partners’ capital
    17,919,165  
 
   
 
 
Total liabilities and partners’ capital
  $ 18,392,821  
 
   
 
 

The accompanying notes are an integral
part of the financial statements.

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Mewbourne Energy Partners 03-A, L. P.

STATEMENT OF INCOME
For the period from February 19, 2003 (date of inception)
through December 31, 2003

         
    2003
Revenues and other income:
       
Oil and gas sales
  $ 370,391  
Interest income
    49,791  
 
   
 
 
 
    420,182  
 
   
 
 
Expenses:
       
Lease operating expense
    22,525  
Production taxes
    27,668  
Administrative and general expense
    5,371  
Depreciation, depletion and amortization
    173,088  
Cost ceiling write-down
    83,646  
Asset retirement obligation accretion
    8,719  
 
   
 
 
 
    321,017  
 
   
 
 
Net income
  $ 99,165  
 
   
 
 
Allocation of net income:
       
General partners
  $ 88,736  
 
   
 
 
Limited partners
  $ 10,429  
 
   
 
 
Basic and diluted net income per limited and general partner interest (18,000 outstanding)
  $ 5.51  
 
   
 
 

The accompanying notes are an integral
part of the financial statements.

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Mewbourne Energy Partners 03-A, L. P.

STATEMENT OF CHANGES IN PARTNERS’ CAPITAL
For the period from February 19, 2003 (date of inception)
through December 31, 2003

                         
    General   Limited    
    Partners
  Partners
  Total
Balance at February 19, 2003 (date of inception)
  $ 0     $ 0     $ 0  
Contributions
    16,107,005       1,892,995       18,000,000  
Cash distributions
    (161,070 )     (18,930 )     (180,000 )
Net income
    88,736       10,429       99,165  
 
   
 
     
 
     
 
 
Balance at December 31, 2003
  $ 16,034,671     $ 1,884,494     $ 17,919,165  
 
   
 
     
 
     
 
 

The accompanying notes are an integral
part of the financial statements.

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Mewbourne Energy Partners 03-A, L. P.

STATEMENT OF CASH FLOWS
For the period from February 19, 2003 (date of inception)
through December 31, 2003

         
    2003
Cash flows from operating activities:
       
Net income
  $ 99,165  
Adjustment to reconcile net income to net cash provided by operating activities:
       
Depreciation depletion and amortization
    173,088  
Cost ceiling write-down
    83,646  
Asset retirement accretion
    8,719  
Changes in operating assets and liabilities:
       
Accounts receivable, affiliate
    (307,252 )
Accounts payable, affiliate
    328,517  
 
   
 
 
Net cash provided by operating activities
    385,883  
 
   
 
 
Cash flows from investing activities:
       
Purchase of oil and gas properties
    (8,525,523 )
Prepaid well cost
    (4,128,424 )
 
   
 
 
Net cash used in investing activities
    (12,653,947 )
 
   
 
 
Cash flows from financing activities:
       
Capital contributions from partners
    18,000,000  
Cash distributions
    (180,000 )
 
   
 
 
Net cash provided by financing activities
    17,820,000  
 
   
 
 
Net increase in cash
    5,551,936  
Cash and cash equivalents, beginning of period
    0  
 
   
 
 
Cash and cash equivalents, end of period
  $ 5,551,936  
 
   
 
 

The accompanying notes are an integral
part of the financial statements.

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MEWBOURNE ENERGY PARTNERS 03-A, L. P.
NOTES TO FINANCIAL STATEMENTS

1. Significant Accounting Policies:

    Accounting for Oil and Gas Producing Activities

Mewbourne Energy Partners 03-A, L.P., (the “Partnership”), a Delaware limited partnership engaged primarily in oil and gas development and production in Texas, Oklahoma, and New Mexico, was organized on February 19, 2003. The offering of limited and general partnership interests began May 16, 2003 as a part of an offering registered under the name Mewbourne Energy Partners 02-03 Drilling Programs, (the “Program”), and concluded July 9, 2003, with total investor contributions of $18,000,000 being sold to 710 subscribers of which $16,107,000 were sold to 644 subscribers as general partner interests and $1,893,000 were sold to 66 subscribers as limited partner interests.

The Program’s sole business is the development and production of oil and gas with a concentration on gas. Substantially all of the Program’s gas reserves are being sold regionally in the spot market. Due to the highly competitive nature of the spot market, prices are subject to wide seasonal and regional pricing fluctuations. In addition, such spot market sales are generally short-term in nature and are dependent upon obtaining transportation services provided by pipelines. The prices received for the Program’s oil and gas are subject to influences such as global consumption and supply trends.

The Partnership follows the full-cost method of accounting for its oil and gas activities. Under the full-cost method, all productive and nonproductive costs incurred in the acquisition, exploration and development of oil and gas properties are capitalized. Depreciation, depletion and amortization of oil and gas properties subject to amortization is computed on the units-of-production method based on the proved reserves underlying the oil and gas properties. At December 31, 2003, approximately $475,392 of capitalized costs were excluded from amortization. The excluded costs were development costs incurred in 2003 on wells in progress. These costs will be subject to amortization in 2003. Proceeds from the sale or other disposition of properties are credited to the full cost pool. Gains and losses are not recognized unless such adjustments would significantly alter the relationship between capitalized costs and the proved oil and gas reserves. Capitalized costs are subject to an annual ceiling test that limits such costs to the aggregate of the present value of future net cash flows of proved reserves and the lower of cost or fair value of unproved properties. A cost ceiling write-down of $83,646 was recorded for the year ended December 31, 2003.

Significant estimates inherent in the partnership’s financial statements include the estimate of oil and gas reserves as reported in the footnotes to the financial statements. Changes in oil and gas prices, changes in production estimates and the success or failure of future development activities could have a significant effect on reserve estimates. The reserve estimates directly impact the computation of depreciation, depletion and amortization, and the ceiling test for the Registrants oil and gas properties.

The preparation of financial statements in conformity with generally accepted accounting principles 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 the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

     Cash and cash equivalents

The Partnership considers all highly liquid investments, those with original maturities of three months or less at the date of acquisition, to be cash equivalents.

The Partnership maintains all its cash in one financial institution.

     Asset Retirement Obligation

In accordance with FAS 143, the Partnership has recognized an estimated liability for future oil and gas well plugging and abandonment costs. The estimated liability is based

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on historical experience and estimated well lives. The liability is discounted using the credit-adjusted risk-free rate. Revisions to the liability could occur due to changes in well plugging and abandonment costs or well useful lives, or if federal or state regulators enact new well restoration requirements.

A reconciliation of the Partnership’s liability for well plugging and abandonment costs for the period from February 19, 2003 (date of inception) to December 31, 2003, is as follows:

         
Balance upon adoption at February 19, 2003
  $ 0  
Liabilities incurred
    136,420  
Accretion expense
    8,719  
 
   
 
 
Balance at December 31, 2003
  $ 145,139  
 
   
 
 

     Oil and Gas Sales

The Program’s oil and condensate production is sold, title passed, and revenue recognized at or near the Program’s wells under short-term purchase contracts at prevailing prices in accordance with arrangements which are customary in the oil industry. Sales of gas applicable to the Program’s interest are recorded as revenue when the gas is metered and title transferred pursuant to the gas sales contracts covering the Program’s interest in gas reserves. The Partnership uses the sales method to recognize oil and gas revenue whereby revenue is recognized for the amount of production taken regardless of the amount for which the Partnership is entitled based on its working interest ownership. As of December 31, 2003, no material gas imbalances between the Partnership and other working interest owners existed.

     Income Taxes

The Partnership is treated as a partnership for income tax purposes, and as a result, income of the Partnership is reported on the tax returns of the partners and no recognition is given to income taxes in the financial statements.

2. Organization and Related Party Transactions:

The Partnership was organized on February 19, 2003. Mewbourne Development Corporation (MD) is managing general partner and Mewbourne Oil Company (MOC) is operator of oil and gas properties owned by the Partnership. Mewbourne Holdings, Inc. is the parent of both MD and MOC. Substantially all transactions are with MD and MOC.

Reimbursement to MOC for supervision and other operator charges totaled $389,778 for the period February 19, 2003 (date of inception) through December 31, 2003. Services and operator charges are billed in accordance with the program and partnership agreements.

In general, during any particular calendar year the total amount of administrative expenses allocated to the Partnership shall not exceed the greater of (a) 3.5% of the Partnership’s gross revenue from the sale of oil and natural gas production during each year (calculated without any deduction for operating costs or other costs and expenses) or (b) the sum of $50,000 plus .25% of the capital contributions of limited and general partners. Under this arrangement, there were $654 allocated to the Partnership during the period ended December 31, 2003.

The Partnership participates in oil and gas activities through an income tax partnership, the Program. The Partnership and MD are parties to the Program agreement. The costs and revenues of the Program are allocated to MD and the Partnership as follows:

                 
    Partnership
  MD
Revenues:
               
Proceeds from disposition of depreciable and depletable properties
    60 %     40 %
All other revenues
    60 %     40 %
Costs and expenses:
               
Organization and offering costs (1)
    0 %     100 %
Lease acquisition costs (1)
    0 %     100 %

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    Partnership   MD
Tangible and intangible drilling costs (1)
    100 %     0 %
Operating costs, reporting and legal expenses, general and administrative expenses and all other costs
    60 %     40 %

(1) As noted above, pursuant to the Program, MD must contribute 100% of organization and offering costs and lease acquisition costs which will approximate 30% of total capital costs. To the extent that organization and offeri