Attached files

file filename
EX-32.1 - CERTIFICATION OF CEO PURSUANT TO SECTION 906 - MEWBOURNE ENERGY PARTNERS 04-A LPdex321.htm
EX-32.2 - CERTIFICATION OF CFO PURSUANT TO SECTION 906 - MEWBOURNE ENERGY PARTNERS 04-A LPdex322.htm
EX-31.2 - CERTIFICATION OF CFO PURSUANT TO SECTION 302 - MEWBOURNE ENERGY PARTNERS 04-A LPdex312.htm
EX-31.1 - CERTIFICATION OF CEO PURSUANT TO SECTION 302 - MEWBOURNE ENERGY PARTNERS 04-A LPdex311.htm
Table of Contents

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 EXCHANGE ACT OF 1934

    For the quarterly period ended March 31, 2011

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. 333-113340

MEWBOURNE ENERGY PARTNERS 04-A, L.P.

 

Delaware                           20-0718858
(State or jurisdiction of incorporation or organization)       (I.R.S. Employer 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    

  

 

 

Not Applicable
(Former name, former address and former fiscal year, if changed since last report)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 of 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 has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes [  ]    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 in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer   [  ]    Accelerated filer   [  ]        
Non-accelerated filer   [  ]  (Do not check if a smaller reporting company)                  Smaller reporting company   [X]

Indicate by check mark if the registrant is a shell company (as defined in Rule 12b-2 of the Exchange

Act).    Yes [  ]    No [X]


Table of Contents

MEWBOURNE ENERGY PARTNERS 04-A, L.P.

INDEX

 

Part 1  -  Financial Information

     Page No.   

Item 1. Financial Statements

  

Condensed Balance Sheets -
March 31, 2011 (Unaudited) and December 31, 2010

     3   

Condensed Statements of Operations (Unaudited) -
For the three months ended March 31, 2011 and 2010

     4   

Condensed Statements of Cash Flows (Unaudited) -
For the three months ended March 31, 2011 and 2010

     5   

Condensed Statement of Changes In Partners’ Capital (Unaudited) -
For the three months ended March  31, 2011

     6   

Notes to Condensed Financial Statements

     7   

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

     9   

Item 3. Quantitative and Qualitative Disclosures about Market Risk

     11   

Item 4. Disclosure Controls and Procedures

     11   

Part II  -  Other Information

  

Item 1. Legal Proceedings

     12   

Item 6. Exhibits and Reports on Form 8-K

     12   

 

2


Table of Contents

MEWBOURNE ENERGY PARTNERS 04-A, L.P.

Part I - Financial Information

Item 1. Financial Statements

CONDENSED BALANCE SHEETS

March 31, 2011 and December 31, 2010

 

           March 31, 2011             December 31, 2010    
     (Unaudited)        

ASSETS

    

Cash

    $ 22,037         $ 421     

Accounts receivable, affiliate

     291,583          381,486     

Prepaid state taxes

     10,134          7,601     
                

Total current assets

     323,754          389,508     
                

Oil and gas properties at cost, full-cost method

     30,431,433          30,427,790     

Less accumulated depreciation, depletion and amortization

     (24,642,691)         (24,571,022)    
                
     5,788,742          5,856,768     
                

Total assets

    $ 6,112,496         $ 6,246,276     
                

LIABILITIES AND PARTNERS’ CAPITAL

    

Accounts payable, affiliate

    $ 71,486         $ 93,060     
                

Total current liabilities

     71,486          93,060     
                

Asset retirement obligation

     445,718          441,068     

Partners’ capital

     5,595,292          5,712,148     
                

Total liabilities and partners’ capital

    $ 6,112,496         $ 6,246,276     
                

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

 

3


Table of Contents

MEWBOURNE ENERGY PARTNERS 04-A, L.P.

CONDENSED STATEMENTS OF OPERATIONS

For the three months ended March 31, 2011 and 2010

(Unaudited)

 

    

Three Months Ended

 

March 31,

 
           2011                 2010        

Revenues and other income:

    

  Oil sales

   $ 59,006       $ 74,305    

  Gas sales

     452,565         723,667    

  Interest income

     4,467         23    
                

    Total revenues and other income

     516,038         797,995    
                

Expenses:

    

  Lease operating expense

     130,296         141,164    

  Production taxes

     37,192         59,292    

  Administrative and general expense

     24,088         33,904    

  Depreciation, depletion, and amortization

     71,669         97,921    

  Asset retirement obligation accretion

     4,650         4,387    
                

    Total expenses

     267,895         336,668    
                

Net income

   $ 248,143       $ 461,327    
                

Basic and diluted net income per partner interest
(30,000 interests outstanding)

   $ 8.27       $ 15.38    
                

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

 

4


Table of Contents

MEWBOURNE ENERGY PARTNERS 04-A, L.P.

CONDENSED STATEMENTS OF CASH FLOWS

For the three months ended March 31, 2011 and 2010

(Unaudited)

 

     Three Months Ended
March 31,
 
             2011                      2010          

Cash flows from operating activities:

     

Net income

     $ 248,143           $ 461,327     

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

     

Depreciation, depletion, and amortization

     71,669           97,921     

Asset retirement obligation accretion

     4,650           4,387     

Changes in operating assets and liabilities:

     

Accounts receivable, affiliate

     89,903           37,985     

Prepaid state taxes

     (2,533)          (7,459)    

Accounts payable, affiliate

     (21,574)          1,594     
                 

Net cash provided by operating activities

     390,258           595,755     
                 

Cash flows from investing activities:

     

Purchase and development of oil and gas properties

     (3,643)          (56,701)    
                 

Net cash used in investing activities

     (3,643)          (56,701)    
                 

Cash flows from financing activities:

     

Cash distributions to partners

     (364,999)          (479,999)    
                 

Net cash used in investing activities

     (364,999)          (479,999)    
                 

Net increase in cash

     21,616           59,055     

Cash, beginning of period

     421           19,143     
                 

Cash, end of period

     $ 22,037           $ 78,198     
                 

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

 

5


Table of Contents

MEWBOURNE ENERGY PARTNERS 04-A, L.P.

CONDENSED STATEMENT OF CHANGES IN PARTNERS’ CAPITAL

For the three months ended March 31, 2011

(Unaudited)

 

        Partners’ Capital     

Balance at December 31, 2010

     $ 5,712,148   

Cash distributions

     (364,999

Net income

     248,143   
        

Balance at March 31, 2011

     $ 5,595,292   
        

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

 

6


Table of Contents

MEWBOURNE ENERGY PARTNERS 04-A, L.P.

NOTES TO CONDENSED FINANCIAL STATEMENTS

(Unaudited)

 

1.     Description of Business

Mewbourne Energy Partners 04-A, L.P. (the “Registrant” or the “Partnership”), a Delaware limited partnership, is engaged primarily in oil and gas development and production in Texas, Oklahoma, and New Mexico, and was organized on January 27, 2004. The offering of limited and general partnership interests began June 10, 2004 as a part of an offering registered under the name Mewbourne Energy Partners 04-05 Drilling Program, (the “Program”), and concluded August 20, 2004, with total investor contributions of $30,000,000 originally being sold to 1,118 subscribers of which $27,235,000 were sold to 1,022 subscribers as general partner interests and $2,765,000 were sold to 96 subscribers as limited partner interests. During 2006, all general partner equity interests were converted to limited partner equity interests. In accordance with the laws of the State of Delaware, Mewbourne Development Corporation (“MD”), a Delaware Corporation, has been appointed as the Partnership’s managing general partner. MD has no significant equity interest in the Partnership.

 

2.     Summary of Significant Accounting Policies

Reference is hereby made to the Registrant’s Annual Report on Form 10-K for 2010, which contains a summary of significant accounting policies followed by the Partnership in the preparation of its financial statements. These policies are also followed in preparing the quarterly report included herein.

In the opinion of management, the accompanying unaudited financial statements contain all adjustments of a normal recurring nature necessary to present fairly our financial position, results of operations, cash flows and partners’ capital for the periods presented. The results of operations for the interim periods are not necessarily indicative of the final results expected for the full year.

 

3.     Accounting for Oil and Gas Producing Activities

The Partnership follows the full-cost method of accounting for its oil and gas activities. Under the full-cost method, all productive and non-productive 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 March 31, 2011 and 2010, all capitalized costs were subject to amortization. Proceeds from the sale or other disposition of properties are credited to the full cost pool. Gains and losses on the sale or other disposition of properties 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 a quarterly 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. There was no cost ceiling write-down at March 31, 2011.

 

7


Table of Contents
4.     Asset Retirement Obligations

The Partnership has recognized an estimated liability for future plugging and abandonment costs. The estimated liability is based on historical experience and estimated well life. The liability is discounted using the credit-adjusted risk-free rate. Revisions to the liability could occur due to changes in well ownership interests or well plugging and abandonment costs, or if federal or state regulators enact new well restoration requirements. The Partnership recognizes accretion expense in connection with the discounted liability over the remaining life of the well.

A reconciliation of the Partnership’s liability for well plugging and abandonment costs for the three months ended March 31, 2011 and the year ended December 31, 2010 is as follows:

 

         March 31, 2011              December 31, 2010      

Balance, beginning of period

     $     441,068          $     427,323    

Liabilities reduced due to revisions

             (3,523

Accretion expense

     4,650          17,268    
                 

Balance, end of period

     $     445,718          $     441,068    
                 

 

5.     Related Party Transactions

In accordance with the laws of the State of Delaware, Mewbourne Development Corporation (“MD”), a Delaware Corporation, has been appointed as the Partnership’s managing general partner. MD has no significant equity interest in the Partnership. 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.

In the ordinary course of business, MOC will incur certain costs that will be passed on to owners of the well for which the costs were incurred. The Partnership will receive their portion of these costs based upon their ownership in each well incurring the costs. These costs are referred to as operator charges and are standard and customary in the oil and gas industry. Operator charges include recovery of gas marketing costs, fixed rate overhead, supervision, pumping, and equipment furnished by the operator, some of which will be included in the full cost pool pursuant to Rule 4-10(c)(2) of Regulation S-X. 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 by MOC 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.

 

8


Table of Contents

The Partnership participates in oil and gas activities through the Program. The Partnership and MD are the parties to the Program, and the costs and revenues are allocated between them as follows:

 

         Partnership                  MD          

Revenues:

     

Proceeds from disposition of depreciable and depletable properties

     70%         30%   

All other revenues

     70%         30%   

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

     70%         30%   

 

(1) Pursuant to the Program, MD must contribute 100% of organization and offering costs and lease acquisition costs which should approximate 20% of total capital costs. To the extent that organization and offering costs and lease acquisition costs are less than 20% of total capital costs, MD is responsible for tangible drilling costs until its share of the Program’s total capital costs reaches approximately 20%. The Partnership’s financial statements reflect its respective proportionate interest in the Program.

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

Liquidity and Capital Resources

Mewbourne Energy Partners 04-A, L.P. was formed January 27, 2004. The offering of limited and general partnership interests began June 10, 2004 and concluded August 20, 2004, with total investor contributions of $30,000,000. During 2006, all general partner equity interests were converted to limited partner equity interests.

Future capital requirements and operations will be conducted with available funds generated from oil and gas activities. No bank borrowing is anticipated. The Partnership had net working capital of $252,268 at March 31, 2011.

During the three months ended March 31, 2011, the Partnership made cash distributions to the investor partners in the amount of $364,999 as compared to $479,999 for the three months ended March 31, 2010. The Partnership expects that cash distributions will continue during 2011 as additional oil and gas revenues are sufficient to produce cash flows from operations.

The sale of crude oil and natural gas produced by the Partnership will be affected by a number of factors that are beyond the Partnership’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 Partnership.

 

9


Table of Contents

Results of Operations

For the three months ended March 31, 2011 as compared to the three months ended March 31, 2010:

 

                 Three Months Ended  March 31,              
     2011      2010  

Oil sales

     $ 59,006          $ 74,305    

Barrels produced

     664          995    

Average price/bbl

     $ 88.86          $ 74.68    

Gas sales

     $ 452,565          $ 723,667    

Mcf produced

     102,220          136,055    

Average price/mcf

     $ 4.43          $ 5.32    

Oil and gas revenues. As shown in the above table, total oil and gas sales decreased by $286,401, a 35.9% decline, for the three months ended March 31, 2011 as compared to the three months ended March 31, 2010.

Of this decrease, $121,302 was due to a decrease in the average price of gas sold. The average price fell to $4.43 from $5.32 per mcf for the three months ended March 31, 2011 as compared to the three months ended March 31, 2010. Also, $29,414 and $149,800 were due to decreases in the volumes of oil and gas sold, respectively, by 331 bbls and 33,835 mcf. The decreases in volumes of oil and gas sold were primarily due to normal declines in production.

Those decreases were partially offset by an increase in revenue of $14,115 due to an increase in the average price of oil sold to $88.86 from $74.68 per bbl for the three months ended March 31, 2011 as compared to the three months ended March 31, 2010.

Lease operations. Lease operating expense during the three month period ended March 31, 2011 decreased to $130,296 from $141,164 due to fewer well repairs and workovers in the three month period ended March 31, 2011.

Production taxes. Production taxes during the three month period ended March 31, 2011 decreased to $37,192 from $59,292 for the three month period ended March 31, 2010 due to lower oil and gas revenue.

Administrative and general expense. Administrative and general expense decreased to $24,088 for the three month period ended March 31, 2011 from $33,904 for the three month period ended March 31, 2010 due to decreased administrative expenses allocable to the Partnership and lower general expense for reporting and legal costs.

Depreciation, depletion and amortization. Depreciation, depletion and amortization for the three month period ended March 31, 2011 decreased to $71,669 from $97,921 for the three month period ended March 31, 2010 due to the decreased production volumes for the three month period ended March 31, 2011.

 

10


Table of Contents

Item 3.  Quantitative and Qualitative Disclosures about Market Risk

 

1.     Interest Rate Risk

The Partnership Agreement allows borrowings from banks or other financial sources of up to 20% of the total capital contributions to the Partnership without investor approval. Should the Partnership elect to borrow monies for additional development activity on Partnership properties, it will be subject to the interest rate risk inherent in borrowing activities. Changes in interest rates could significantly affect the Partnership’s results of operations and the amount of net cash flow available for partner distributions. Also, to the extent that changes in interest rates affect general economic conditions, the Partnership will be affected by such changes.

 

2.     Commodity Price Risk

The Partnership does not expect to engage in commodity futures trading or hedging activities or enter into derivative financial instrument transactions for trading or other speculative purposes. The Partnership currently expects to sell a significant amount of its production from successful oil and gas wells on a month-to-month basis at market prices. Accordingly, the Partnership is at risk for the volatility in commodity prices inherent in the oil and gas industry, and the level of commodity prices will have a significant impact on the Partnership’s results of operations. For the three months ended March 31, 2011, a 10% change in the price received for natural gas production would have had an approximate $45,000 impact on revenue.

 

3.     Exchange Rate Risk

The Partnership currently has no income from foreign sources or operations in foreign countries that would subject it to currency exchange rate risk. The Partnership does not currently expect to purchase any prospects located outside of either the United States or United States coastal waters in the Gulf of Mexico.

Item 4.  Disclosure Controls and Procedures

MD maintains a system of controls and procedures designed to provide reasonable assurance as to the reliability of the financial statements and other disclosures included in this report, as well as to safeguard assets from unauthorized use or disposition. MD’s Chief Executive Officer and Chief Financial Officer have evaluated the effectiveness of the design and operation of its disclosure controls and procedures with the assistance and participation of other members of management. Based upon that evaluation, MD’s Chief Executive Officer and Chief Financial Officer concluded that its 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. Since MD’s December 31, 2010 annual report on internal control over financial reporting, and for the quarter ended March 31, 2011, there have been no changes in MD’s internal controls or in other factors which have materially affected, or are reasonably likely to materially affect, the internal controls over financial reporting.

 

11


Table of Contents

Part II – Other Information

Item 1.  Legal Proceedings

From time to time, the Registrant may be a party to certain legal actions and claims arising in the ordinary course of business. While the outcome of these events cannot be predicted with certainty, the Partnership does not expect these matters to have a material effect on its financial position or results of operations.

Item 6.  Exhibits and Reports on Form 8-K

 

(a)          Exhibits filed herewith.
         31.1          Certification of CEO Pursuant to Section 302 of Sarbanes-Oxley Act of 2002.
         31.2          Certification of CFO Pursuant to Section 302 of Sarbanes-Oxley Act of 2002.
         32.1          Certification of CEO Pursuant to Section 906 of Sarbanes-Oxley Act of 2002.
         32.2          Certification of CFO Pursuant to Section 906 of Sarbanes-Oxley Act of 2002.
(b)          Reports on Form 8-K
              None.

 

12


Table of Contents

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Partnership has duly caused this report to be signed on its behalf by the undersigned thereto duly authorized.

 

  Mewbourne Energy Partners 04-A, L.P.
  By:   Mewbourne Development Corporation
    Managing General Partner
Date:                 May 16, 2011    
  By:  

/s/ Alan Clark

    Alan Clark, Treasurer and Controller

 

13


Table of Contents

INDEX TO EXHIBITS

 

EXHIBIT
NUMBER

          

DESCRIPTION

31.1      Certification of CEO Pursuant to Section 302 of Sarbanes-Oxley Act of 2002.
31.2      Certification of CFO Pursuant to Section 302 of Sarbanes-Oxley Act of 2002.
32.1      Certification of CEO Pursuant to Section 906 of Sarbanes-Oxley Act of 2002.
32.2      Certification of CFO Pursuant to Section 906 of Sarbanes-Oxley Act of 2002.

 

14