-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Ph0f0Wd9KexIhDfGzon6oy7pOEo90vFMVMt+rFKlWowglYmvnpCXWn62FOxyK8As WctLMTTl88fHBa6fHqZWsA== 0000950116-03-003567.txt : 20030814 0000950116-03-003567.hdr.sgml : 20030814 20030814142254 ACCESSION NUMBER: 0000950116-03-003567 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 5 CONFORMED PERIOD OF REPORT: 20030630 FILED AS OF DATE: 20030814 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ATLAS ENERGY FOR NINETIES PUBLIC NO 8 LTD CENTRAL INDEX KEY: 0001088451 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 251836294 FILING VALUES: FORM TYPE: 10QSB SEC ACT: 1934 Act SEC FILE NUMBER: 333-82389 FILM NUMBER: 03846223 BUSINESS ADDRESS: STREET 1: 311 ROUSER RD CITY: MOON TOWNSHIP STATE: PA ZIP: 15108 BUSINESS PHONE: 4122622830 MAIL ADDRESS: STREET 1: 311 ROUSER RD CITY: MOON TOWNSHIP STATE: PA ZIP: 15108 10QSB 1 ten-qsb.txt 10QSB U.S. Securities and Exchange Commission Washington, D.C. 20549 Form 10-QSB (Mark One) [ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2003 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [No Fee Required] For the transition period from _______ to _______ Commission file number 333-82389 Atlas-Energy for the Nineties-Public #8 Ltd. (Name of small business issuer in its charter) Pennsylvania 25-1836294 - ------------------------------- ------------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 311 Rouser Road Moon Township, PA 15108 - ---------------------------------------- ---------- (Address of principal executive offices) (Zip code) Issuer's telephone number, including area code: (412) 262-2830 Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 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_____ ATLAS-ENERGY FOR THE NINETIES - PUBLIC #8 LTD. (A Pennsylvania Limited Partnership) INDEX TO QUARTERLY REPORT ON FORM 10QSB
PART I. FINANCIAL INFORMATION PAGE Item 1. Financial Statements Balance Sheets as of June 30, 2003 (Unaudited) and December 31, 2002 3 Statements of Operations for the Three Months and Six Months Ended June 30, 2003 and 2002 (Unaudited) 4 Statement of Partners' Capital Accounts for the Six Months Ended June 30, 2003 (Unaudited) 5 Statements of Cash Flows for the Six Months Ended June 30, 2003 and 2002 (Unaudited) 6 Notes to Financial Statements (Unaudited) 7-10 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 11-13 Item 3. Controls and Procedures 13 PART II. OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K 14 SIGNATURES 15 CERTIFICATIONS 15-18
2 PART I ITEM 1. FINANCIAL STATEMENTS ATLAS-ENERGY FOR THE NINETIES - PUBLIC #8 LTD. (A Pennsylvania Limited Partnership) BALANCE SHEETS
June 30, December 31, 2003 2002 ----------- ------------ (Unaudited) ASSETS Current Assets: Cash $ 123,000 $ 1,600 Accounts receivable - affiliate 150,200 119,500 ----------- ----------- Total current assets 273,200 121,100 Oil and gas properties (successful efforts) 12,801,800 12,573,800 Less accumulated depletion and depreciation (7,975,600) (7,704,400) ----------- ----------- 4,826,200 4,869,400 ----------- ----------- $ 5,099,400 $ 4,990,500 =========== =========== LIABILITIES AND PARTNERS' CAPITAL Current liabilities: Accrued liabilities $ 29,900 $ 18,600 Unrealized hedging losses 20,000 52,700 ----------- ----------- Total current liabilities 49,900 71,300 Asset retirement obligations 279,700 -- Partners' capital: Managing General Partner 587,700 593,200 Limited Partners (1,111 units) 4,202,100 4,378,700 Accumulated other comprehensive income (loss) (20,000) (52,700) ----------- ----------- 4,769,800 4,919,200 ----------- ----------- $ 5,099,400 $ 4,990,500 =========== ===========
The accompanying notes are an integral part of these financial statements 3 ATLAS-ENERGY FOR THE NINETIES - PUBLIC #8 LTD. (A Pennsylvania Limited Partnership) STATEMENTS OF OPERATIONS (Unaudited)
Three Months Ended Six Months Ended June 30, June 30, 2003 2002 2003 2002 -------- -------- -------- -------- REVENUES: Natural gas and oil sales $437,400 $237,600 $733,700 $570,400 Interest income 300 500 500 800 -------- -------- -------- -------- Total revenues 437,700 238,100 734,200 571,200 COST AND EXPENSES: Production expenses 64,400 72,400 134,000 154,300 Depletion and depreciation of oil and gas properties 138,400 157,600 279,400 373,300 General and administrative expenses 16,900 18,100 33,200 37,800 -------- -------- -------- -------- Total expenses 219,700 248,100 446,600 565,400 -------- -------- -------- -------- Net Income (loss) before cumulative effect of change in accounting principle 218,000 (10,000) 287,600 5,800 Cumulative effect of change in accounting principle - - (43,500) - -------- -------- -------- -------- Net Income (loss) $218,000 $(10,000) $244,100 $ 5,800 ======== ======== ======== ======== Allocation of net income (loss): Managing General Partner $ 86,800 $ 23,800 $118,200 $ 65,400 ======== ======== ======== ======== Limited Partners $131,200 $(33,800) $125,900 $(59,600) ======== ======== ======== ======== Net income (loss) per limited partnership unit: Before cumulative effect of change in accounting principle $ 118 $ (30) $ 141 $ (54) Cumulative effect of change in accounting principle - - (28) - -------- -------- -------- -------- Net Income (loss) per limited partnership unit $ 118 $ (30) $ 113 $ (54) ======== ======== ======== ========
The accompanying notes are an integral part of these financial statements 4 ATLAS-ENERGY FOR THE NINETIES - PUBLIC #8 LTD. (A Pennsylvania Limited Partnership) STATEMENT OF PARTNERS' CAPITAL ACCOUNTS SIX MONTHES ENDED JUNE 30, 2003 (Unaudited)
Accumulated Managing Other General Limited Comprehensive Partner Partners Income(loss) Total --------- ---------- ------------- ---------- Balance at January 1, 2003 $ 593,200 $4,378,700 $ (52,700) $4,919,200 Participation in revenue and expenses: Net production revenues 173,900 425,800 - 599,700 Interest income 200 300 - 500 Depletion and depreciation (33,700) (245,700) - (279,400) General and administrative (9600) (23,600) - (33,200) --------- ---------- --------- ---------- Net Income from operations 130,800 156,800 - 287,600 Cumulative effect of change in accounting principle (12,600) (30,900) - (43,500) --------- ---------- --------- ---------- Net Income 118,200 125,900 - 244,100 Cash flow hedge losses reclassified to gas sales - - 41,600 41,600 Change in fair value of cash flow hedges - - (8,900) (8,900) Distributions to Partners (123,700) (302,500) - (426,200) --------- ---------- --------- ---------- Balance at June 30, 2003 $ 587,700 $4,202,100 $(20,000) $4,769,800 ========= ========== ========= ==========
The accompanying notes are an integral part of these financial statements 5 ATLAS-ENERGY FOR THE NINETIES - PUBLIC #8 LTD. (A Pennsylvania Limited Partnership) STATEMENTS OF CASH FLOWS (Unaudited)
Six Months Ended June 30, 2003 2002 --------- --------- Cash flows from operating activities: Net income $ 244,100 $ 5,800 Adjustments to reconcile net income to net cash provided by operating activities: Depletion and depreciation 279,400 373,300 Cumulative effect of change in accounting principle 43,500 - (Increase) decrease in accounts receivable - affiliate (30,700) 144,300 Increase in accrued liabilities 11,300 - --------- --------- Net cash provided by operating activities 547,600 523,400 Cash flows from financing activities: Capital distributions (426,200) (480,400) --------- --------- Net cash used in financing activities (426,200) (480,400) --------- --------- Net increase in cash 121,400 43,000 Cash at beginning of period 1,600 19,700 --------- --------- Cash at end of period $ 123,000 $ 62,700 ========= =========
The accompanying notes are an integral part of these financial statements 6 ATLAS-ENERGY FOR THE NINETIES - PUBLIC #8 LTD. (A Pennsylvania Limited Partnership) NOTES TO FINANCIAL STATEMENTS June 30, 2003 NOTE 1 MANAGEMENT'S OPINION REGARDING INTERIM FINANCIAL STATEMENTS The financial statements of Atlas-Energy for The Nineties - Public #8 Ltd. (the Partnership) for the six months ended June 30, 2003 and 2002 are unaudited. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted in this Form 10-QSB pursuant to the rules and regulations of the Securities and Exchange Commission. However, in the opinion of management, these interim financial statements include all the necessary adjustments to fairly present the results of the interim periods presented. The unaudited interim financial statements should be read in conjunction with the audited financial statements included in the Partnership's Form 10-KSB for the year ended December 31, 2002. The results of operations for the six months ended June 30, 2003 may not necessarily be indicative of the results of operations for the year ending December 31, 2003. Certain reclassifications have been made to the financial statements for the three and six months ended June 30, 2002 to conform to the three and six months ended June 30, 2003 presentation. NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Fair Value of Financial Instruments For cash, receivables and payables, the carrying amounts approximate fair value because of the short maturity of these instruments. Asset Retirement Obligations-Change in Accounting Principle SFAS No. 143, "Accounting for Asset Retirement Obligations" ("SFAS 143") establishes requirements for accounting for the removal costs associated with asset retirements. The adoption of SFAS 143 on January 1, 2003 resulted in the recording of an additional $228,000 to oil and gas properties and equipment, representing the estimated future well plugging costs (as discounted to the present value at the dates the wells began operations). In addition, a corresponding retirement obligation liability of $271,500 was recorded (which includes accretion of that discounted value to January 1, 2003). The cumulative effect of change in accounting principle represents the accretion of the discounted plugging liability and the depletion of estimated future plugging costs, added to oil and gas properties from the date the wells began operations through January 1, 2003. A reconciliation of the Company's liability for plugging and abandonment costs for the six months ending June 30, 2003, is as follows (in thousands):
Asset retirement obligations at December 31, 2002 $ - Adoption of SFAS 143 272 Accretion expense 8 ---- Asset retirement obligations at June 30, 2003 $280 ====
Except for the item above, no other material retirement obligations associated with tangible long-lived assets have been determined. For the three and six months ended June 30, 2002, the pro forma effects of adopting SFAS 143 on January 1, 2002, would have increased net income $8,000 and $16,000 respectively, as the accretion of the discounted plugging liability was offset by a reduction in depletion expense, after consideration of expected equipment salvage values. The asset retirement obligation would have been $256,100 as of January 1, 2002. 7 ATLAS-ENERGY FOR THE NINETIES - PUBLIC #8 LTD. (A Pennsylvania Limited Partnership) NOTES TO FINANCIAL STATEMENTS (CONTINUED) NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) Supplemental Cash Flow Information The Partnership considers temporary investments with a maturity at the date of acquisition of 90 days or less to be cash equivalents. Additionally, no cash was paid for interest or income taxes for the three and six months ended June 30, 2003 and 2002. Recently Issued Financial Accounting Standards In April 2003, the Financial Accounting Standards Board ("FASB") issued SFAS No. 149 ("SFAS 149") "Amendment of Statement 133 on Derivative Instruments and Hedging Activates." SFAS 149 is effective for contracts entered into or modified after June 30, 2003 and amends and clarifies financial accounting and reporting for derivative instruments. The Partnership believes that adoption of SFAS 149 will not have a material effect on its financial position or results of operations. In November 2002, the FASB issued Interpretation 45, "Guarantor's Accounting and Disclosure Requirements for Guarantees, Including Indirect Guarantees of Indebtedness of Others" ("FIN 45"). FIN 45 clarifies the requirements for a guarantor's accounting for and disclosure of certain guarantees issued and outstanding and requires a guarantor to recognize, at the inception of a guarantee, a liability for the obligations it has undertaken. The initial measurement of that liability is the fair value of the guarantee at its inception. The initial recognition and measurement provisions are applicable on a prospective basis to guarantees issued or modified after December 31, 2002. The adoption of FIN 45 by the Partnership did not have a material effect on its consolidated financial position or results of operations. NOTE 3 - COMPREHENSIVE INCOME (LOSS) The following table presents comprehensive income for the periods indicated:
Three Months Ended Six Months Ended June 30, June 30, ---------------------- -------------------- 2003 2002 2003 2002 -------- --------- -------- -------- Net Income (loss) $218,000 $(10,000) $244,100 $ 5,800 Other comprehensive income (loss): Unrealized holding (losses) gains arising during the period 18,600 (19,400) (8,900) 26,300 Less: reclassification adjustment for losses realized in net income 13,800 3,600 41,600 5,600 -------- -------- -------- ------- Comprehensive income (loss) $250,400 $(25,800) $276,800 $37,700 ======== ======== ======== =======
8 ATLAS-ENERGY FOR THE NINETIES - PUBLIC #8 LTD. (A Pennsylvania Limited Partnership) NOTES TO FINANCIAL STATEMENTS (CONTINUED) NOTE 4 - TRANSACTIONS WITH ATLAS AND ITS AFFILIATES The Partnership has entered into the following significant transactions with Atlas Resources, Inc. (Atlas), the Managing General Partner, and its affiliates as provided under the Partnership agreement: o Administrative costs payable to Atlas at $75 per well per month. Administrative costs incurred for both the three and six months ended June 30, 2003 and 2002 were $ 12,000 and $24,000 respectively. o Monthly well supervision fees payable to Atlas at $275 per well per month for operating and maintaining the wells. Well supervision fees incurred for both the three and six months ended June 30, 2003 and 2002 were $ 37,000 and $73,000 respectively.. o Transportation fees paid to Atlas of $.29 per mcf. Transportation costs incurred for the three months ended June 30, 2003 and 2002 were $13,000 and $18,000 respectively, and $28,000 and $39,000 for the six months ended June 30, 2003 and 2002 respectively. o As managing general partner, Atlas performs all administrative and management functions for the Partnership including billing revenues and paying expenses. Accounts receivable - affiliate on the balance sheet represents the net production revenues due from Atlas. NOTE 5 - HEDGING ACTIVITIES The Partnership, through the Atlas' energy subsidiaries, enters into natural gas futures and option contracts to hedge the Partnership's exposure to changes in natural gas prices. At any point in time, such contracts may include regulated New York Mercantile Exchange ("NYMEX") futures and options contracts and non-regulated over-the-counter futures contracts with qualified counterparties. NYMEX contracts are generally settled with offsetting positions, but may be settled by the delivery of natural gas. Atlas formally documents all relationships between hedging instruments and the items being hedged, including the risk management objective and strategy for undertaking the hedging transactions. This includes matching the natural gas futures and options contracts to the hedged asset. Atlas assesses, both at the inception of the hedge and on an ongoing basis, whether the derivatives are highly effective in offsetting changes in fair value of hedged items. When it is determined that a derivative is not highly effective as a hedge or it has ceased to be a highly effective hedge, due to the loss of correlation between changes in gas reference prices under a hedging instrument and actual gas prices, the Partnership will discontinue hedge accounting for the derivative and further changes in fair value for the derivative will be recognized immediately into earnings. Gains or losses on these instruments are accumulated in other comprehensive income (loss) to the extent that these hedges are deemed to be highly effective as hedges, and are recognized in earnings in the period in which the hedged item is recognized in earnings. 9 ATLAS-ENERGY FOR THE NINETIES - PUBLIC #8 LTD. (A Pennsylvania Limited Partnership) NOTES TO FINANCIAL STATEMENTS (CONTINUED) NOTE 5 - HEDGING ACTIVITIES (CONTINUED) At June 30, 2003, the Partnership had a share in 67 open natural gas futures contracts related to natural gas sales covering 11,100 dekatherm ("Dth") (net to the Partnership) maturing through September 2003 at a combined average settlement price of $3.63 per Dth. The fair market value of these contracts is $40,000 and they qualify and have been designated as cash flow hedges, any gains or losses resulting from market price changes are deferred and recognized as a component of sales revenues in the month the gas is sold, unless the hedges are no longer "highly effective." Gains or losses on futures contracts are determined as the difference between the contract price and a reference price, generally prices on NYMEX. The Partnership's net unrealized loss related to open NYMEX contracts was approximately $20,000 at June 30, 2003 and $52,700 at December 31, 2002. The unrealized losses have been recorded as a liability in the Partnership's Balance Sheets and in Partner's Capital as a component of Accumulated Other Comprehensive Loss. The Partnership recognized a loss of $41,600 and $5,600 on settled contracts for the six months ended June 30, 2003 and 2002 respectively. The Partnership recognized no gains or losses during the six months ended June 30, 2003 for hedge ineffectiveness or as a result of the discontinuance of cash flow hedges. As of June 30, 2003, all of the deferred net losses on derivative instruments included in accumulated other comprehensive loss are expected to be reclassified to earnings during the next three months. Although hedging provides the Partnership some protection against falling prices, these activities could also reduce the potential benefits of price increases, depending upon the instrument. 10 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS AND RESULTS OF OPERATIONS (UNAUDITED) Forward-Looking Statements WHEN USED IN THIS FORM 10-QSB, THE WORDS "BELIEVES" "ANTICIPATES" "EXPECTS" AND SIMILAR EXPRESSIONS ARE INTENDED TO IDENTIFY FORWARD-LOOKING STATEMENTS. SUCH STATEMENTS ARE SUBJECT TO CERTAIN RISKS AND UNCERTAINTIES MORE PARTICULARLY DESCRIBED IN ITEM 1 OF OUR ANNUAL REPORT ON FORM 10-KSB. THESE RISKS AND UNCERTAINTIES COULD CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY. READERS ARE CAUTIONED NOT TO PLACE UNDUE RELIANCE ON THESE FORWARD-LOOKING STATEMENTS, WHICH SPEAK ONLY AS OF THE DATE HEREOF. WE UNDERTAKE NO OBLIGATION TO PUBLICLY RELEASE THE RESULTS OF ANY REVISIONS TO FORWARD-LOOKING STATEMENTS WHICH WE MAY MAKE TO REFLECT EVENTS OR CIRCUMSTANCES AFTER THE DATE OF THIS FORM 10-QBS OR TO REFLECT THE OCCURRENCE OF UNANTICIPATED EVENTS. Management's Discussion and Analysis should be read in conjunction with our Financial Statements and the notes to our Financial Statements. Results of Operations The following table, whose amounts are in thousands except sales prices and production cost data, sets forth information relating to revenues recognized and costs and expenses incurred, daily production volumes, average sales prices and production cost per equivalent unit during the periods indicated:
Three Months Six Months Ended Ended June 30, June 30, ------------------ ------------------ 2003 2002 2003 2002 ------ ----- ------ ----- Production revenues: Gas $ 437 $ 238 $ 731 $ 570 Oil 1 - 3 - Production volumes: Gas (thousands of cubic feet ("mcf")/day) 887 801 847 936 Oil (barrels ("bbls")/day) 1 - 1 - Average sales prices: Gas (per mcf) (1) $ 5.41 $3.26 $ 4.76 $3.37 Oil (per bbl) $26.78 $ - $30.53 $ - Average production costs: As a percent of sales 15% 30% 18% 27% (per mcf equivalent unit) $ .80 $ .99 $ .87 $ .91 (1) Our average sales price before the effects of hedging was: $ 5.58 $3.29 $ 5.03 $3.38
11 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS AND RESULTS OF OPERATIONS (UNAUDITED) - (Continued) Results of Operations - (Continued) Revenues. Our natural gas revenues were $437,000 and $731,000 for the three and six months ended June 30, 2003, an increase of $199,000 (84%) and 161,000 (28%) from the three and six months ended June 30, 2002 respectively. The increases were due to a greater average sales price we received for our natural gas of 66% and 41% for the three and six months ended June 30, 2003 as compared to the same periods from the prior year. Additionally our natural gas volumes produced increased 11% for the quarter ended June 30, 2003, but decreased 10% for the six months ended June 30, 2003. The $199,000 increase in gas revenue for the three months ended June 30, 2003 as compared to the prior year, same period consisted of $42,000 attributable to an increase in production volumes and $157,000 due to an increase in natural gas sales price. The $161,000 increase in natural gas revenue for the six months ended June 30, 2003 as compared to the prior year, same period consisted of a $237,000 increase attributable to an increases in natural gas sales prices, offset by a $76,000 decrease due to lower production volumes. Our revenues from our natural gas sales will be affected by changes in natural gas prices, which are driven by market conditions. The overall decrease in gas production volumes results primarily from the normal decline inherent in the life of a well. Expenses. Production expenses were $64,400 and $72,400 in the three months ended June 30, 2003 and 2002 and $134,000 and $154,300 for the six months ended June 30, 2003 and 2002, respectively. This decrease is primarily due to fewer charges for well parts, supplies and materials. These charges will fluctuate period to period as work is performed by the Managing General Partner to maximize potential production. Depletion and depreciation of oil and gas properties as a percentage of oil and gas revenues was 32% and 66% in the three months ended June 30, 2003 and 2002, and 38% and 65% for the six months ended June 30, 2003 and 2002, respectively. This percentage change is directly attributable to higher revenues and changes in our oil and gas reserve quantities, product prices and reductions in the depletable cost basis of oil and gas properties. General and administrative expenses for the three months ended June 30, 2003 and 2002 were $16,900 and $18,100, respectively. For the six months ended June 30, 2003 and 2002 these charges were $33,200 and $37,800 respectively. These expenses include legal and audit fees, as well as the monthly administrative fee charged by the managing general partner. Administrative fees will fluctuate month-to-month as they are only charged when a well is producing. Cumulative effect of change in accounting principle. During the quarter ended March 31, 2003, as required, we adopted SFAS No. 143, "Accounting for Asset Retirement Obligations" ("SFAS 143") which establishes requirements for accounting for the removal costs associated with asset retirements. The cumulative effect of change in accounting principle represents the depreciation and depletion on the additional cost basis recognized for asset retirements and the accretion of the discounted plugging liability from the date the wells began operations through January 1, 2003. Liquidity and Capital Resources. Cash provided by operating activities increased $24,200 in the six months ended June 30, 2003 compared to the six months ended June 30, 2002. The increase was primarily due to increases in the price we receive for our natural gas. No cash was either provided by or used for investing activities for the six months ended June 30, 2003 and 2002. We had no new material commitments to make capital expenditures during the periods and we do not expect any in the foreseeable future, except that our managing general partner may withhold funds for future plugging and abandonment costs. Any additional funds, if required, will be obtained from production revenues or borrowings from our managing general partner or its affiliates, which are not contractually committed to make loans to us. The amount that may be borrowed may not at any time exceed 5% of our total subscriptions, and no borrowings will be obtained from third parties. 12 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS AND RESULTS OF OPERATIONS (UNAUDITED) - (Continued) Results of Operations - (Continued) Cash used by financing activities decreased $54,200 during the six months ended June 30, 2003 compared to the six months ended June 30, 2002. The decrease is the result of lower distributions to partners. Critical Accounting Policies The discussion and analysis of our financial condition and results of operations are based upon our financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States of America. The preparation of these financial statements requires us to make estimates and judgments that affect the reported amounts of our assets, liabilities, revenues and cost and expenses, and related disclosure of contingent assets and liabilities. On an on-going basis, we evaluate our estimates, including those related to provision for possible losses, asset retirement obligations and certain accrued liabilities. We base our estimates on historical experience and on various other assumptions that we believe reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. For a detailed discussion on the application of policies critical to our business operations and other accounting policies, see Note 2 of the "Notes to Financial Statements" in our Annual Report on Form 10-KSB. ITEM 3. CONTROLS AND PROCEDURES Atlas' Chief Executive Officer and Chief Financial Officer have evaluated our disclosure controls and procedures (as defined in Exchange Act Rules 13a- 14(c) and 15d-14(c) within 90 days prior to the filing date of this report. Based upon this evaluation, these officers believe that our disclosure controls and procedures are effective. There were no significant changes in our internal controls or in other factors that could significantly affect these controls subsequent to the date of the last evaluation of our internal controls by our Chief Executive Officer and Chief Financial Officer. Exhibit 31.1, Certification of Freddie M. Kotek, Chief Executive Officer of the Managing General Partner to Rule 13a-14(a)/15d-14(a) certifications, filed herewith. Exhibit 31.2, Certification of Nancy J. McGurk, Chief Financial Officer of the Managing General Partner to Rule 13a-14(a)/15d-14(a) certifications, filed herewith. 13 PART II. OTHER INFORMATION ITEM 6. Exhibits and reports on Form 8-K We have not filed any reports on Form 8-K during the last quarter of the period covered by this report. EXHIBIT INDEX
Description Location ----------- -------- 4(a) Certificate of Limited Partnership for Atlas-Energy for the Nineties- Previously filed in the Public #8 Ltd. Form 10-KSB for the period ending December 31, 1999 4(b) Amended and Restated Certificate and Agreement of Limited Partnership Previously filed in the for Atlas-Energy for the Nineties-Public #8 Ltd. Form 10-KSB for the period ending December 31, 1999 10(a) Drilling and Operating Agreement with exhibits Previously filed in the Form 10-KSB for the period ending December 31, 1999 31.1 Certification pursuant to rule 13a-14(a)/15d-14(a) Certifications Page 16 31.2 Certification pursuant to rule 13a-14(a)/15d-14(a) Certifications Page 17 99.1 Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant Page 18 to Section 906 of the Sarbanes-Oxley Act of 2002 99.2 Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant Page 19 to Section 906 of the Sarbanes-Oxley Act of 2002
14 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Atlas-Energy for the Nineties-Public #8 Ltd. By: (Signature and Title): Atlas Resources, Inc., Managing General Partner By (Signature and Title): /s/ Freddie M. Kotek ---------------------------------------------- Freddie M. Kotek, Chairman of the Board of Directors, Chief Executive Officer and President Date: August 14, 2003 In accordance with the Exchange Act, this report has been signed by the following persons on behalf of the registrant and in the capacities and on the dates indicated. By (Signature and Title): /s/ Freddie M. Kotek ---------------------------------------------- Freddie M. Kotek, Chairman of the Board of Directors, Chief Executive Officer and President Date: August 14, 2003 By (Signature and Title): /s/ Nancy J. McGurk ---------------------------------------------- Nancy J. McGurk, Senior Vice-President, Chief Financial Officer and Chief Accounting Officer Date: August 14, 2003 15 EX-31 3 ex31-1.txt EXHIBIT 31.1 EXHIBIT 31.1 CERTIFICATION I, Freddie M. Kotek, certify that: 1. I have reviewed this quarterly report on Form 10-QSB of Atlas-Energy for the Nineties-Public #8 LTd..; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; 4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) [Omission in accordance with SEC Release Nos. 33-8238, 34-47986 and IC-26068 (June 5, 2003)] for the registrant and have: a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; b) [Omitted in accordance with SEC Release Nos. 33-8238, 34-47986 and IC-26068 (June 5, 2003)]; c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and 5. The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions): a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. Date: August 14, 2003 /s/ Freddie M. Kotek --------------------------- Name: Freddie M. Kotek Title: Chief Executive Officer of the Managing General Partner 16 EX-31 4 ex31-2.txt EXHIBIT 31.2 EXHIBIT 31.2 CERTIFICATION I, Nancy J. McGurk, certify that: 1. I have reviewed this quarterly report on Form 10-QSB of Atlas-Energy for the Nineties-Public #8 LTd.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; 4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) [Omission in accordance with SEC Release Nos. 33-8238, 34-47986 and IC-26068 (June 5, 2003)] for the registrant and have: a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; b) [Omitted in accordance with SEC Release Nos. 33-8238, 34-47986 and IC-26068 (June 5, 2003)]; c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and 5. The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions): a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. Date: August 14, 2003 /s/ Nancy J. McGurk ------------------------ Name: Nancy J. McGurk Title: Chief Financial Officer of the Managing General Partner 17 EX-99 5 ex99-1.txt EXHIBIT 99.1 EXHIBIT 99.1 CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of Atlas-Energy for the Nineties Public #8 Ltd. (the "Company") on Form 10-QSB for the period ending June 30, 2003 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Freddie M. Kotek, Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that: (1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934, and (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. /s/ Freddie M. Kotek Freddie M. Kotek ---------------------------------------------- Chief Executive Officer of the Managing General Partner August 14, 2003 18 EX-99 6 ex99-2.txt EXHIBIT 99.2 EXHIBIT 99.2 CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of Atlas-Energy for the Nineties Public #8 Ltd. (the "Company") on Form 10-QSB for the period ending June 30, 2003 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Nancy J. McGurk, Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that: (1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. /s/ Nancy J. McGurk ---------------------------------------------- Nancy J. McGurk Chief Financial Officer of the Managing General Partner August 14, 2003 19 -----END PRIVACY-ENHANCED MESSAGE-----