Competitive Factors ------------------- The petroleum industry is volatile and highly competitive. Earnings from oil and gas production are primarily dependent upon prices of crude oil and natural gas. The costs and prices of crude oil, natural gas and refined products have fluctuated substantially in recent years, often in a divergent fashion. Competition exists in every aspect of oil and gas operations, including the acquisition, exploration, discovery and development of new oil and gas reserves, as well as purchasing, gathering, transporting, refining and marketing of crude oil, natural gas and petroleum products. Many companies and individuals are engaged in the oil and gas business in both the U.S. and foreign markets. Many such companies are very large and well established with substantial capabilities and long earnings records. The Company has, and will continue, to encounter strong competition in acquiring oil and gas leases, licenses and concessions from these and other companies. In most instances the Company is not able to compete with these other more adequately capitalized companies in meeting price, exploration and bonding requirements established by the land owners or foreign governments. The Company has, however, had success in acquiring more adequately capitalized partners with whom it has joined to acquire properties and conduct operations thereon leading to the discovery of commercial quantities of oil and gas. The acquisition, exploration, development, production and sale of oil and gas interests are subject to many factors which are outside the Company's control. These factors include worldwide and United States economic conditions, oil import and export quotas, availability of drilling rigs and pipelines, weather conditions, supply and price of other fuels, and the regulation of production, transportation and marketing by both domestic and foreign governmental agencies. Foreign Governmental preferences for major international oil companies over small independent companies may also have an adverse effect on the Company's ability to compete with such major companies, even if it otherwise has the capital to do so. Environmental Regulations ------------------------- On a worldwide basis, environmental laws and regulations vary greatly. In the United States compliance with State and Federal laws may require significant capital expenditure and will effect decisions regarding acquisition of certain properties, methods of production and distribution of the oil and gas and the Company's earning potential from any property. The managing partner of the PPL 56 Joint Venture has not informed the Partners in the Joint Venture of any environmental laws, rules or regulations established by Papua New Guinea that might be expected to have any unusual or adverse impact upon the operations of the Joint Venture or the production of oil and gas from its license interests. Governmental Regulations ------------------------ 1. United States ---------------- In the United States, the production of oil and gas is subject to regulation by the various state regulatory authorities. In general, these regulatory authorities are empowered to make and enforce regulations to prevent waste of oil and gas, and to fix allowable production rates for oil and gas within the limits of maximum rates of production and reasonable market demands for oil and gas. In addition, the Company will be required to comply with spacing and other conservation rules of the various states within which the Company owns oil and gas leases upon which exploration activities are conducted. Also, with respect to United States leases, the Company will be required to comply with requirements established for exploration and development by the United States Geological Survey and the Bureau of Land Management. Natural gas production and prices are regulated by the Federal Energy Regulatory Commission and are subject to the Natural Gas Policy Act. New natural gas, some onshore gas production and interstate gas were deregulated effective January 1, 1985. The Company will also be subjected to varying taxes that are or may be established on producers of oil and gas relating to prices received in excess of certain established norms. 2. Papua New Guinea ------------------- The managing partners of the Joint Venture Groups have not informed the Partners in the Joint Venture of any production limits, pricing procedures or other laws, rules or regulations established by Papua New Guinea that might be expected to have any unusual or adverse impact upon the operations of the Joint Venture or the production of oil and gas from its concession. Personnel --------- The Company has one full time employee, that being its President, Robert A. Doak, Jr. The Company has retained the services of outside parties for legal, accounting, drafting, geological, and lease acquisition services to the extent that it has been able to afford such expenses. Item 2. Description of Properties. Offices ------- The Company rents its offices at 616 Central, N.W., Albuquerque, New Mexico 87102, under a month-to-month lease at a monthly rental of $546. The suite consists of approximately 728 sq. feet, which Management believes will be adequate for the Company's need for the foreseeable future. Approximately one half of the space is sub-let to another party for a monthly rent of $245. Productive Wells and Acreage ---------------------------- The following table reflects the approximate total gross and net productive oil and gas wells and approximate total gross and net developed acreage at December 31, 1997: Productive Wells Oil Wells Gas Wells Gross (1) Net (2) Gross (1) Net (2) ------ ------ ------ ------ Colorado -- -- 3 .3125 PNG (Unit) 5 .044 -- -- ------ ------ ------ ------ Totals 5 .044 3 .3125 ====== ====== ====== ====== Developed Acreage Gross Net ------ ------ Colorado 240 30 PNG 2,000 50 ________ (1) Gross well or acres is a well or acre in which a working interest is owned. Not included are wells in Billings County, North Dakota, in which the Company holds overriding royalty interest aggregating less than one percent. (2) A net well or acre is deemed to exist when the sum or the fractional ownership working interests in gross wells or acres equal one. As a working interest holder, the Company, along with other working interest holders, pay 100% of production costs. Oil and Gas Properties ---------------------- Capitalized costs related to the Company's oil and gas activities as of December 31, 1997 were as follows: Oil and Gas Properties $ 3,986,918 Mineral Interests 50,683 ----------- $ 4,037,601 =========== In 1984, the Company acquired a 2-1/2% interest in the Petroleum Prospecting License #56 in Papua, New Guinea. In 1991 and 1992, three wells were completed and shut in pending availability of gathering system, pipeline and processing facilities. In 1996, the license was reissued as one production license (PDL#3) and two new exploration licenses (PPL 189 and PPL 190). Also during 1996, the Government exercised its option to acquire a 22 % interest in PDL#3 and repaid certain of the Company's costs in that portion of the license. As a result of the election and the inclusion of the PDL in a unitized program with the Main Gobe Oil Field, the Company's interest in the fields became a net 0.8718%. The Company's share of costs in the Venture has been loaned to the Company by its partners, including interest at 8%, to be repaid from the proceeds of production. accordingly, the Company has recorded the liability to its partners and the related asset at December 31, 1997, in the amount of $3,889,971. 1997 Production --------------- Avg. Sales Avg. Lifting Oil (Bbls) Price (Bbl) Costs (Bbl) ------ ----------- ----------- 122 $18.00 $6.30 Gas (MCF) Price (MCF) Costs (MCF) ------ ----------- ----------- 32,938 $ 1.01 $0.45 Drilling Activities ------------------- Productive Dry ------------- ------------- Gross Net Gross Net ----- ----- ----- ----- Exploratory Wells: 1996 -- -- 1 .025 1997 -- -- -- -- ----- ----- ----- ----- Totals -- -- 1 .025 ===== ===== ===== ===== Development Wells: 1996 -- -- -- -- 1997 -- -- -- -- ----- ----- ----- ----- Totals -- -- -- -- ===== ===== ===== ===== Undeveloped Properties ---------------------- (1) At December 31, 1997, the Company held approximately the following gross and net undeveloped oil and gas acreage: Leases Gross Acres Net Acres (1) ------ ----------- ------------- Colorado Mineral Interests 2,494 2,072 PNG PDL #3 23,000 437 PNG PPL 189 480,000 24,245 PNG PPL 190 460,000 17,309 PNG PPL 203 276,000 13,800 --------- ------ Totals 1,241,494 57,863 ========= ====== __________ Computed using the Company's net revenue interest. Net Acres include working interests and overriding royalty interests. Reserves -------- The Company has not filed any reports containing oil or gas reserves estimates with any Federal or foreign government or authority or agency within the past 12 months. The Company has not prepared or had prepared for it any reserve reports related to the properties discussed herein except those that are included with this Report. Item 3. Legal Proceedings. Insofar as is known to the Company's management, there are no legal proceedings now pending, threatened, or contemplated, or unsatisfied judgments outstanding which have not been provided for in any court or agency to which the Company or any of its officers or directors, in such capacity, are or may be a party, except as discussed below. In 1987, the Company's former independent auditors, Arthur Andersen obtained a judgment against the Company for unpaid audit fees in the amount of approximately $6,000. This judgment remains outstanding at the date of this Report. Item 4. Submission of Matters to a Vote of Securities Holders. No matters were submitted to a vote of shareholders during the fourth quarter quarter of the Company's fiscal year. PART II Item 5. Market for Common Equity and Related Stockholder Matters. The Company's common stock is traded over-the-counter. Prior to November 1983, the Company's common stock was traded on the Bulletin Board system under the symbol MWEX. Since that time, the Company's common stock has been listed by the National Daily Quotation Bureau, Inc. in its Pink Sheets and the OTC Bulletin Board. The high and low bid prices during each quarter of 1996 and 1997 are as follows Bid Prices Bid Prices ---------- ---------- High Low High Low ---- --- ---- --- March 31, 1996 .07 .0625 March 31, 1997 .03 .02 June 30, 1996 .0625 .03125 June 30, 1997 .025 .025 September 30, 1996 .0625 .03125 September 30, 1997 .075 .025 December 31, 1996 .0625 .03 December 31, 1997 .10 .055 There were approximately 2,000 holders of the Company's common stock on March 15, 1998. The Company has never paid dividends on its common stock. Item 6. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION Plan of Operations ------------------ During the year ended December 31, 1997, oil and gas sales were $41,912, compared to $24,129 during the same period in the prior year. Increases in such revenues are expected to increase significantly upon production being established from PDL#3, which is expected to commence in April, 1998. All of the Company's revenue from that license will be devoted to repaying the Company's debts to its partners for its share of the costs of establishing the production, which at December 31, 1997, were approximately $3,889,871. Management anticipates that the Company's share of the production from this license initially will be approximately 200 barrels per day. As the development of the license continues, Management anticipates that the production from the license will increase as will the Company's share of the revenue from the production. At the time production commences from the property, the Company will be obligated to pay its share of all costs incurred on any license in which it holds an interest. The Company owns interests in the following licenses: a) The three oil wells in which the Company has an interest have been included in Petroleum Development License #3 (PDL#3). As stated earlier, these oil wells and certain other lands included within PDL#3 have been unitized with Chevron Oil Company's existing PDL to the north. The two new PDLs will be developed into the Southeast Gobe Oil and Main Gobe Fields. First production is scheduled for mid-April, 1998. The Company's interest in the unitized PDLs, after exercise by the government of its right to acquire a 22 1/2% interest in the fields, is a net 0.8718% interest which will result in the anticipated initial production discussed above. The Company's expenses in this unit is to be carried until production is sold. T |