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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, 2004

or

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

For the transition period from            to            

Commission File No. 333-85994

MEWBOURNE ENERGY PARTNERS 02-A, L.P.

     
Delaware   71-0871949

 
 
 
(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 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

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Mewbourne Energy Partners 02-A, L. P.

INDEX

         
    Page No.
       
       
    3  
    4  
    5  
    6  
    7  
    9  
    11  
       
    11  
    11  
 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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Mewbourne Energy Partners 02-A, L. P.

Part I - Financial Information

Item 1. Financial Statements

BALANCE SHEETS

March 31, 2004 and December 31, 2003
                 
    March 31,   December 31,
    2004
  2003
    (Unaudited)        
ASSETS
               
Cash and cash equivalents
  $ 42,100     $ 198  
Accounts receivable, affiliate
    922,040       886,994  
 
   
 
     
 
 
Total current assets
    964,140       887,192  
 
   
 
     
 
 
Oil and gas properties at cost, full cost method
    17,001,114       16,940,943  
Less accumulated depreciation, depletion and amortization
    (2,934,851 )     (2,467,382 )
 
   
 
     
 
 
 
    14,066,263       14,473,561  
 
   
 
     
 
 
Total assets
  $ 15,030,403     $ 15,360,753  
 
   
 
     
 
 
LIABILITIES AND PARTNERS’ CAPITAL
               
Accounts payable, affiliate
  $ 282,731     $ 299,774  
 
   
 
     
 
 
Asset retirement obligation plugging liability
    385,487       381,442  
 
   
 
     
 
 
Partners’ capital
               
General partners
          13,396,265  
Limited partners
    14,362,185       1,283,272  
 
   
 
     
 
 
Total partners’ capital
    14,362,185       14,679,537  
 
   
 
     
 
 
Total liabilities and partners’ capital
  $ 15,030,043     $ 15,360,753  
 
   
 
     
 
 

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

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Mewbourne Energy Partners 02-A, L. P.

STATEMENTS OF OPERATIONS

For the three months ended March 31, 2004 and 2003
(Unaudited)
                 
    Three Months Ended
    March 31,
    2004
  2003
Revenues and other income:
               
Oil and gas sales
  $ 1,498,046     $ 1,484,656  
Interest income
    272       6,392  
 
   
 
     
 
 
Total revenues and other income
    1,498,318       1,491,048  
 
   
 
     
 
 
Expenses:
               
Lease operating expense
    144,936       39,255  
Production taxes
    130,453       119,683  
Administrative and general expense
    53,856       12,340  
Depreciation, depletion and amortization
    467,469       429,912  
Asset retirement obligation accretion
    4,045       2,941  
 
   
 
     
 
 
Income before cumulative effect of accounting change
    697,559       886,917  
Cumulative effect of accounting change
          2,767  
 
   
 
     
 
 
Net income
  $ 697,559     $ 889,684  
 
   
 
     
 
 
Allocation of net income:
               
General partners
  $     $ 811,909  
 
   
 
     
 
 
Limited partners
  $ 697,559     $ 77,775  
 
   
 
     
 
 
Basic and diluted income per limited and general partner interest (16,072 interests outstanding) before cumulative effect of accounting change
  $ 43.40     $ 55.18  
 
   
 
     
 
 
Cumulative effect of accounting change
  $     $ 0.17  
 
   
 
     
 
 
Basic and diluted net income per limited and general partner interest (16,072 interests outstanding)
  $ 43.40     $ 55.35  
 
   
 
     
 
 

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

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Mewbourne Energy Partners 02-A, L. P.

STATEMENTS OF CASH FLOWS

For the three months ended March 31, 2004 and 2003
(Unaudited)
                 
    2004
  2003
Cash flows from operating activities:
               
Net income
  $ 697,559     $ 889,684  
Adjustment to reconcile net income to net cash provided by operating activities:
               
Cumulative effect of accounting change
          (2,767 )
Depreciation, depletion and amortization
    467,469       429,912  
Asset retirement obligation accretion
    4,045       2,941  
Changes in operating assets and liabilities:
               
Accounts receivables, affiliate
    (35,046 )     (964,144 )
Accounts payable, affiliate
    (17,043 )     78,534  
 
   
 
     
 
 
Net cash provided by operating activities
    1,116,984       434,160  
 
   
 
     
 
 
Cash flows from investing activities:
               
Additions to oil and gas properties
    (60,171 )     (5,147,794 )
Prepaid well costs
          3,208,170  
 
   
 
     
 
 
Net cash used in investing activities
    (60,171 )     (1,939,624 )
 
   
 
     
 
 
Cash flows from financing activities:
               
Cash distributions to partners
    (1,014,911 )     (400,000 )
 
   
 
     
 
 
Net cash used in financing activities
    (1,014,911 )     (400,000 )
 
   
 
     
 
 
Net increase (decrease) in cash and cash equivalents
    41,902       (1,905,464 )
Cash and cash equivalents, beginning of period
    198       4,052,370  
 
   
 
     
 
 
Cash and cash equivalents, end of period
  $ 42,100     $ 2,146,906  
 
   
 
     
 
 

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

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Mewbourne Energy Partners 02-A, L. P.

STATEMENT OF CHANGES IN PARTNERS’ CAPITAL

For the three months ended March 31, 2004
(Unaudited)
                         
    General   Limited    
    Partners
  Partners
  Total
Balance at December 31, 2003
  $ 13,396,265     $ 1,283,272     $ 14,679,537  
Conversion of general partner interests to limited partner interests
    (13,396,265 )     13,396,265        
Cash distributions
          (1,014,911 )     (1,014,911 )
Net income
          697,559       697,559  
 
   
 
     
 
     
 
 
Balance at March 31, 2004
  $     $ 14,362,185     $ 14,362,185  
 
   
 
     
 
     
 
 

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

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Mewbourne Energy Partners 02-A, L.P.

NOTES TO FINANCIAL STATEMENTS

(Unaudited)

1. Accounting Policies

Reference is hereby made to the Partnership’s Annual Report on Form 10-K for 2003, 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.

2. Accounting for Oil and Gas Producing Activities

Mewbourne Energy Partners 02-A, L.P., (the “Partnership”), a Delaware limited partnership formed on February 27, 2002, is engaged primarily in oil and gas development and production in Texas, Oklahoma, and New Mexico. The offering of limited and general partnership interests began June 26, 2002 as a part of an offering registered under the name Mewbourne Energy Partners 02-03 Drilling Programs and concluded October 10, 2002, with total investor contributions of $16,072,000. During the quarter ended March 31, 2004, all general partner interests were converted to limited partner interests and accordingly all partnership interests have been reflected in the accompanying financial statements as limited partner interests.

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 March 31, 2004 substantially all capitalized costs were subject to amortization, while at March 31, 2003, approximately $0.3 million of capitalized costs were excluded from amortization. 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 periodic 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.

3. Asset Retirement Obligations

On January 1, 2003, the Partnership adopted Statement of Financial Accounting Standard No. 143 (“FAS 143”), “Accounting for Asset Retirement Obligations.” This statement changes financial accounting and reporting obligations associated with the retirement and disposal of long-lived assets, including the Partnership’s oil and gas properties, and the associated asset retirement costs.

A liability for the estimated fair value of the future plugging and abandonment costs is recorded with a corresponding increase in the full cost pool at the time a new well is drilled. Depreciation expense associated with estimated plugging and abandonment costs is recognized in accordance with the full cost methodology.

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The Partnership estimates a liability for plugging and abandonment costs 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 plugging and abandonment costs or well useful lives, 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.

Upon adoption of FAS 143 on January 1, 2003, the Partnership recorded a discounted liability of $ 93,304, increased the net full cost pool by $ 96,071 and recognized a one-time cumulative effect adjustment of $(2,767). The increase in the net full cost pool included $9,918 for the reversal of accumulated depreciation related to the inclusion of estimated salvage value of equipment on the Partnership’s oil and gas properties. Prior to the adoption of FAS 143, the Partnership assumed salvage value approximated plugging and abandonment costs and as a result was not included in the full cost pool.

A reconciliation of the Partnership’s liability for well plugging and abandonment costs for the three months ended March 31, 2004 and the year ended December 31, 2003, is as follows:

                 
    2004
  2003
Balance, beginning of period
  $ 381,442     $ 93,304  
Liabilities incurred
          272,588  
Accretion expense
    4,045       15,550  
 
   
 
     
 
 
Balance, end of period
  $ 385,487     $ 381,442  
 
   
 
     
 
 

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

Liquidity and Capital Resources

Mewbourne Energy Partners 02-A, L.P. (the “Partnership”)was formed February 27, 2002. The offering of limited and general partnership interests began on June 26, 2002 and concluded on October 10, 2002, with investor partner contributions of $16,072,000. During the quarter ended March 31, 2004, all general partner interests were converted to limited partner interests and accordingly all partnership interests have been reflected in the accompanying financial statements as limited partner interests.

The Partnership has acquired interests in oil and gas prospects for the purpose of development drilling. At March 31, 2004, 39 wells had been drilled and were productive and 5 wells were drilled and abandoned.

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 $681,409 at March 31, 2004.

During the three months ended March 31, 2004, the Partnership made cash distributions to the investor partners in the amount of $1,014,911 as compared to $400,000 for the three months ended March 31, 2003. The Partnership expects that cash distributions will continue during 2004 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 which 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.

Results of Operations

Three months ended March 31, 2004 as compared to the three months ended March 31, 2003.

Oil and gas revenues. Oil and gas revenues during the three months ended March 31, 2004 totaled $1,498,046. Production volumes during the period were approximately 2,048 bbls of oil and 290,938 mcf of gas at corresponding average realized prices of $33.69 per bbl of oil and $4.91 per mcf of gas. Oil and gas revenues during the three months ended March 31, 2003 totaled $1,484,656. Production volumes during the period were approximately 669 bbls of oil and 245,927 mcf of gas at corresponding average realized prices of $31.96 per bbl of oil and $5.95 per mcf of gas. Oil and gas revenues increased primarily due to the increase in oil and gas production volumes offset by a decrease in the price of gas. The increased oil and gas production volumes were attributable to 10 additional wells being drilled and completed after March 31, 2003.

Interest Income. Interest income was $272 during the three month period ended March 31, 2004 as compared to $6,392 during the three months ended March 31, 2003. The decrease is primarily due to the decrease in funds available for investment.

Lease operations and production taxes. Lease operating expense during the period ended March 31, 2004 totaled $144,936 as compared to $39,255 for the period ended March 31, 2003. Production taxes during the period ended March 31, 2004 totaled $130,453 compared to $119,683 for the period ended March 31, 2003. Lease operating expense increased due to the increase in the number of wells producing in 2004. Production taxes increased due

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to increased oil and gas revenues in 2004.

Depreciation, depletion, and amortization. Depreciation, depletion, and amortization for the three month period ended March 31, 2004 totaled $467,469 compared to $429,912 for the three month period ended March 31, 2003. The increase was due to the increase in the capitalized costs available for depreciation, depletion, and amortization in 2004.

Administrative and general expense. Administrative and general expense for the three month period ended March 31, 2004 totaled $53,856 compared to $12,340 for the period ended March 31, 2003. The increase is primarily due to the increase in oil and gas revenues and the timing of the administrative and general charges.

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 (see Note 3). The estimated liability is based 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.

Upon adoption of FAS 143 on January 1, 2003, the Partnership recorded a discounted liability of $93,304, increased the net full cost pool by $96,071 and recognized a one-time cumulative effect adjustment of $(2,767). The increase in the net full cost pool included $9,918 for the reversal of accumulated depreciation related to the inclusion of estimated salvage value of equipment on the Partnership’s oil and gas properties. Prior to the adoption of FAS 143, the Partnership assumed salvage value approximated plugging and abandonment costs and as a result was not included in the full cost pool.

A reconciliation of the Partnership’s liability for well plugging and abandonment costs for the three months ended March 31, 2004 and the year ended December 31, 2003, is as follows:

                 
    2004
  2003
Balance, beginning of period
  $ 381,442     $ 93,304  
Liabilities incurred
          272,588  
Accretion expense
    4,045       15,550  
 
   
 
     
 
 
Balance, end of period
  $ 385,487     $ 381,442  
 
   
 
     
 
 

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Item 4. Disclosure 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 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.

Part II - Other Information

Item 1. Legal Proceedings

    None.

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

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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 02-A, L.P.
  By:   Mewbourne Development Corporation
      Managing General Partner
 
       
Date: May 14, 2004
  By:   /s/ Alan Clark
     
      Alan Clark, Treasurer

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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.

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