UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 


 

FORM 8-K/A

 


 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of report (Date of earliest event reported): August 1, 2006

 


 

SOUTHWESTERN ENERGY COMPANY

(Exact name of registrant as specified in its charter)

 


 

Delaware

(State or other jurisdiction of incorporation)

 

1 -08246   71-0205415
(Commission File Number)   (IRS Employer Identification No.)

 

2350 N. Sam Houston Pkwy. E., Suite 300,

Houston, Texas

  77032
(Address of principal executive offices)   (Zip Code)

 

(281) 618-4700

(Registrant's telephone number, including area code)

 

Not Applicable

(Former name or former address, if changed since last report)

 


 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

        o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

        o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

        o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

        o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 



EXPLANATORY NOTE: This Form 8-K/A is being filed in order to correct a single error on the cover page of the Report on Form 8-K of Southwestern Energy Company originally filed on August 1, 2006 and the contents of the report have not otherwise been modified or changed. This Form 8-K/A amends and replaces the original 8-K filing in its entirety.

 

Explanatory Note

The information in this report provided under Item 2.02, including Exhibit 99.1 and Exhibit 99.2 attached hereto, shall not be deemed to be "filed" for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that Section, and shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

 

SECTION 2.  Financial Information.

 

Item 2.02 Results of Operations and Financial Condition.

 

On August 1, 2006, Southwestern Energy Company issued two press releases providing an operational update ( Exhibit 99.1 ) and announcing the Company's financial results for the second quarter ended June 30, 2006 ( Exhibit 99.2 ), respectively.  A telephone conference call relating to the press releases will be held on August 2, 2006, as previously announced, and is broadly accessible to the public. The press releases are being furnished as Exhibit 99.1 and Exhibit 99.2.  

 

 

SECTION 9.  Financial Statements and Exhibits.

 

(d) Exhibits.

 

99.1

 

News release containing operational update dated August 1, 2006.

99.2

 

Press release announcing earnings dated August 1, 2006.

 

 


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 hereunto duly authorized.

 

    SOUTHWESTERN ENERGY COMPANY

Dated: August 3, 2006

 

By:

 

   /s/    GREG D. KERLEY       

   

Name:

 

Greg D. Kerley

   

Title:

 

Executive Vice President and

       

Chief Financial Officer


EXHIBIT INDEX

 

Exhibit
Number

 

Description

 

 

 

99.1

 

News release containing operational update dated August 1, 2006.

99.2

 

Press release announcing earnings dated August 1, 2006.

[SWNLOGO.GIF]





2350 N. Sam Houston Parkway East

Suite 300

Houston, Texas  77032

(281) 618-4700     Fax: (281) 618-4820

NEWS RELEASE


SOUTHWESTERN ENERGY PROVIDES OPERATIONAL UPDATE


Gross Production from Fayetteville Shale Play Rises to Approximately 50 MMcf

Per Day, Up From Approximately 20 MMcf Per Day at May 1, 2006


Houston, Texas – August 1, 2006...Southwestern Energy Company (NYSE: SWN) today announced that gross production from the company’s wells in the Fayetteville Shale has now reached approximately 50 MMcf per day, up from approximately 20 MMcf per day at May 1, 2006.  The increase was due to the combined effects of the increased pace of development as additional drilling rigs were placed in service and to improved fracture stimulation techniques. The company expects production from the Fayetteville Shale to continue to increase as the play is developed.


“Our activities in the Fayetteville Shale play are accelerating,” stated Harold M. Korell, President and Chief Executive Officer of Southwestern Energy.  “We are continuing to move up the learning curve and have seen marked improvements during the quarter in both our drilling and completion of our horizontal wells.  As a result, our production volumes from the Fayetteville Shale have increased dramatically.”


Southwestern invested a total of $344.2 million in its E&P program during the first half of 2006, compared to $179.6 million in the first half of 2005.  During the first six months of 2006, the company participated in 170 wells, 68 of which were successful, 98 were still in progress and 4 were dry at June 30, 2006. The company’s drilling program continues to be highly effective, with a 94% success rate through the first half of 2006.

Fayetteville Shale Play - In the first six months of 2006, Southwestern invested approximately $119.7 million in its Fayetteville Shale play, which includes $88.6 million to spud 86 wells, $17.0 million for leasehold and $14.1 million for seismic expenditures, office equipment and capitalized expenses.  Through July 31, 2006, Southwestern has drilled and completed a total of 105 wells in the Fayetteville Shale play, of which 54 are designated as horizontal wells.  The wells are located in 21 separate pilot areas located in 8 counties in Arkansas.  Of the 54 horizontal wells, 50 were currently producing.  Seventy-three wells were in the drilling or completion phase at July 31, including 42 wells which had been drilled through the vertical section with a smaller rig and will be re-entered with a larger rig capable of drilling the horizontal section.  The graph below provides gross production data from the Fayetteville Shale play which shows the effect of improved well performance and project acceleration:




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[GRAPH1.GIF]

 

During the second quarter, the company moved away from completing wells using nitrogen foam fracture stimulations in favor of larger slickwater and cross-linked gel stimulations, based upon the improved well performance experienced with those treatments.  Through July 31, the company had performed 29 slickwater or cross-linked gel fracture stimulation treatments on horizontal wells currently on production.  The average initial production test rate for these 29 wells was 1.7 MMcf per day, 20 of which had been on production for more than one month.  The average rate for these 20 wells after 30 days was 1.6 MMcf per day.  Current production information for the company’s slickwater and cross-linked wells are as follows:



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        AOGC Form 3 Highest Production    
        Production Production Rate at    
        Rate Rate July 31, 2006 Days on  
  Well Name Field County (Mcfpd) (Mcfpd) (Mcfpd) Production  
                 
1 McNew 4-2H Gravel Hill Conway 1183 1513 550 291  
2 McNew 5-2H Gravel Hill Conway 1018 1109 722 152  
3 Cassell 2-20H Scotland Van Buren 1804 1804 1149 128  
4 Boy Scouts 1-11H Cove Creek Faulkner 1254 1463 1048 123  
5 Lieblong 1-15H Cove Creek Faulkner 804 927 509 111  
6 Black 1-21H Scotland Van Buren 2034 2716 1522 107  
7 Edwards, J 2-36H Cove Creek Faulkner 1738 1910 1522 93  
8 Harmon 1-13H Cove Creek Faulkner 857 857 596 91  
9 Hildreth 2-36H Gravel Hill Conway 2234 2234 438 81 (1)
10 Anadarko 1-11H Gravel Hill Conway 3627 3913 2679 80  
11 Carr Trust 1-10H Gravel Hill Conway 1234 1706 787 75  
12 Evans 2-32H Gravel Hill Van Buren 1140 2879 2013 65  
13 Evans 1-32H Gravel Hill Van Buren 2560 2814 2359 62  
14 Anthony Trust 1-9H Gravel Hill Conway 2619 2619 1117 61  
15 McGee 2-35H Cove Creek Faulkner 2565 2565 999 52  
16 Bryant 2-12H Cove Creek Faulkner 2702 2814 1653 49  
17 Russell 1-33H Gravel Hill Van Buren 1145 2928 2572 40  
18 Grills 1-31H Gravel Hill Van Buren 1319 2010 1832 37  
19 Scroggins 2-14H Cove Creek Faulkner 1420 1424 1055 35  
20 Guinn 1-6H Gravel Hill Conway 1924 2568 2108 35  
21 Grills 2-31H Gravel Hill Van Buren 2734 3642 2500 26  
22 Guinn 2-6H Gravel Hill Conway 2344 2956 1935 26  
23 Carr Trust 2-10H X Gravel Hill Conway 1856 1856 1429 23  
24 Anthony Trust 2-9H Gravel Hill Conway 1274 1297 988 21  
25 Wallace 1-5H South Rainbow Conway 1718 1849 1849 12  
26 Anadarko 2-11H Gravel Hill Conway 988 988 960 7  
27 Brown 1-31H Cove Creek Van Buren 1140 1334 1328 6  
28 Wallace 2-5H South Rainbow Conway 1500 1500 1305 6  
29 Dowdy 1-25H Gravel Hill Van Buren 1143 1200 1200 3  
                 
  Averages     1720 2048 1404 65  
                 
  (1) Hildreth 2-36H was a longitudinally-fracture stimulated well with 3 stages stimulated.  

 

     

The company is currently expanding its gas gathering capacity in the Gravel Hill and Scotland Field areas.  As a result of the higher production rates from newer wells, increased gathering line pressure is temporarily restricting production from some older wells in the areas.


Costs of the company’s recently completed slickwater horizontal wells have averaged approximately $2.1 million per well.  Southwestern has been able to mitigate a portion of the rising service costs through the utilization of its surface hole drilling program and increased efficiencies from its new fit-for-purpose drilling rigs.  The company’s average horizontal well has a vertical depth of 3,200 feet and lateral length of 2,300 feet, and have taken 10 to 15 days to drill the horizontal section of the hole.  However, the company has recently experienced faster drill times and mobilization times with its new fit-for-purpose rigs.  For example, the company has recently completed the deepening and horizontal phase of drilling on 9 wells with its DDI #1 rig in an average of 11 days per well from “re-entry-to-re-entry.”  Another example is the recent mobilization of the company’s DDI #1 rig, which took a total of 31 hours from the time the rig move started from one well to the time it was ready to begin drilling on the next well.  This compares to a typical industry rig mobilization time of 4 to 5 days.

 

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Horizontal wells recently completed using improved fracture stimulation techniques are displaying shallower initial decline rates, potentially pointing toward higher estimated ultimate recoveries.  The graph below provides normalized average daily production data through July 31, 2006, for the company's horizontal wells using improved fracture stimulation techniques compared to typecurves from the company's reservoir simulation shale gas model.  As previously noted, the company is currently making modifications to its gathering system in the Gravel Hill and Scotland Field areas to better handle the increased production volumes.

 

[GRAPH2.GIF]


  

As of July 31, 2006, Southwestern had 10 drilling rigs running in its Fayetteville Shale play area, 8 of which are capable of drilling horizontal wells and 2 smaller rigs are being used to drill the vertical section of the horizontal wells.  The company expects 3 rigs to be delivered in August, and a total of 19 to 20 rigs drilling in the play by year-end 2006.  Of those, up to 16 rigs will be able to drill horizontal wells.


As previously announced, Southwestern expects to own and operate 15 drilling rigs by year-end 2006.  Five of these drilling rigs have already been delivered and 10 will be delivered over the remainder of the year.  Thirteen of the 15 drilling rigs are to be utilized in the company’s Fayetteville Shale play area, while the other 2 rigs will be deployed in East Texas.  


In the second quarter of 2006, the company extended the play approximately 20 miles to the east with the drilling of the Hefly #1-12-H well located in White County.  The Hefly well was drilled and logged approximately 360 feet of gross pay, which compares favorably to the company’s previously drilled pilot areas.  The Hefly well is expected to be completed in August.  

At July 31, 2006, the company held a total of approximately 883,000 net acres in the play area (including approximately 125,000 net acres held by conventional production).  By the

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end of 2006, Southwestern expects to have effectively tested a substantial portion of its Fayetteville Shale acreage.

In February 2006, Southwestern announced that it had tested gas production from two vertical wells in the deeper Moorefield and Chattanooga Shales in the play area.  Southwestern expects to begin drilling its first horizontal test of the Moorefield, the Carter #2-35-H well in its East Cutthroat pilot area, in August.  Southwestern currently holds approximately 130,000 net undeveloped acres that could be prospective in the Moorefield Shale.  The company is also continuing to evaluate the possible future development of the Chattanooga Shale with horizontal wells.


Conventional Arkoma Program - Southwestern invested approximately $39.5 million and spudded 34 wells in the first six months of 2006 in its conventional Arkoma Basin program.  The company currently has three rigs running in the conventional Arkoma Basin, all of which are drilling at its Ranger Anticline area in Yell and Logan Counties, Arkansas.  The company anticipates that it will have up to five rigs drilling at Ranger later this year and drill between 45 and 55 wells in 2006.


In the first quarter of 2006, Southwestern established production from the Borum sandstone in its Midway Prospect exploratory test, the USA #1-24.  An additional exploration test in the southern portion of its Midway acreage was drilled, the USA #1-4, and production tested at a rate of 1.8 MMcf per day.  The company expects this well, which it operates with a 60% working interest, to be on production in September.  Southwestern expects to drill a third exploration test on its Midway acreage in the third quarter, approximately 6 miles east of the USA #1-4 well.  The company holds approximately 19,000 gross acres in its Midway Prospect area.

 

East Texas - Southwestern invested approximately $113.6 million in East Texas and spudded 43 wells during the first six months of 2006.  Of these 43 wells, 38 were at its Overton Field and 5 were located in the company’s Angelina River Trend area.  The company currently has 4 rigs drilling at Overton with an additional rig in the Angelina River Trend.  In July, Southwestern released two third-party rigs that had been drilling at Overton, due to excessive day rates.  Southwestern expects a newly-contracted third-party rig to be delivered at Overton in August, and expects to bring two company-owned drilling rigs into East Texas by the end of 2006.  Due to the release of the two third-party rigs, the company now expects to drill a total of 68 wells at Overton in 2006, as compared to its original plan of drilling 83 wells. The company continues to maintain a 100% success rate at Overton after drilling over 290 wells since it acquired the field in 2000.  


The company continues to expand its leasehold position in East Texas at the Angelina River Trend in Nacogdoches County, Texas.  The company currently has approximately 45,000 gross acres in the area, compared to approximately 14,000 gross acres at December 31, 2005.  Through July 31, 2006, the company has drilled a total of 14 wells in the area, primarily targeting the Travis Peak interval.  The company plans to drill a total of 17 wells in the area in 2006.  


Permian Basin - During the second quarter, Southwestern completed its first well in the emerging Barnett Shale play in the Permian Basin of West Texas, where it holds

 

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approximately 50,000 net acres.  The State Street State #701 well located in the company’s Popeye Prospect is currently being tested.  If results are encouraging, the company will likely drill a horizontal test well in the area.  The Dela Minerals 3 State #701, the first well in the company’s deeper Coronado Prospect, is currently drilling at approximately 7,000 feet toward a total depth of 12,600 feet.  The company expects to reach total depth in the third quarter.


Southwestern Energy Company is an integrated natural gas company whose wholly-owned subsidiaries are engaged in oil and gas exploration and production, natural gas gathering, transmission, and marketing, and natural gas distribution.  Additional information on the company can be found on the Internet at http://www.swn.com .

 

Contacts:

Greg D. Kerley

Brad D. Sylvester, CFA

 

Executive Vice President

Manager, Investor Relations

 

and Chief Financial Officer

(281) 618-4897

 

(281) 618-4803

 


All statements, other than historical financial information, may be deemed to be forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements that address activities, outcomes and other matters that should or may occur in the future, including, without limitation, statements regarding the financial position, business strategy, production and reserve growth and other plans and objectives for the company’s future operations, are forward-looking statements. Although the company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results or developments may differ materially from those in the forward-looking statements. The company has no obligation and makes no undertaking to publicly update or revise any forward-looking statements. You should not place undue reliance on forward-looking statements. They are subject to known and unknown risks, uncertainties and other factors that may affect the company’s operations, markets, products, services and prices and cause its actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. In addition to any assumptions and other factors referred to specifically in connection with forward-looking statements, risks, uncertainties and factors that could cause the company’s actual results to differ materially from those indicated in any forward-looking statement include, but are not limited to: the timing and extent of changes in commodity prices for natural gas and oil; the timing and extent of the company’s success in discovering, developing, producing and estimating reserves; the extent to which the Fayetteville Shale play can replicate the results of other productive shale gas plays; the potential for significant variability in reservoir characteristics of the Fayetteville Shale over such a large acreage position; the extent of the company’s success in drilling and completing horizontal wells; the company’s ability to determine the most effective and economic fracture stimulation for the Fayetteville Shale formation; the company’s lack of experience owning and operating drilling rigs; the company’s ability to fund its planned capital expenditures; future property acquisition or divestiture activities; the effects of weather and regulation on the company’s gas distribution segment; increased competition; the impact of federal, state and local government regulation; the financial impact of

 

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accounting regulations and critical accounting policies; changing market conditions and prices (including regional basis differentials); the comparative cost of alternative fuels; conditions in capital markets and changes in interest rates; the availability of oil field personnel, services, drilling rigs and other equipment; and any other factors listed in the reports we have filed and may file with the Securities and Exchange Commission (SEC). For additional information with respect to certain of these and other factors, see reports filed by the company with the SEC. The company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.


# # #

[SWNLOGO.GIF]





2350 N. Sam Houston Parkway East

Suite 300

Houston, Texas  77032

(281) 618-4700     Fax: (281) 618-4820

NEWS RELEASE


SOUTHWESTERN ENERGY ANNOUNCES RECORD

SECOND QUARTER 2006 RESULTS


Houston, Texas – August 1, 2006...Southwestern Energy Company (NYSE: SWN) today announced financial and operating results for the second quarter of 2006. Highlights include:


·

Record earnings of $37.0 million, up 38% from the same period in 2005

·

Record net cash provided by operating activities before changes in operating assets and liabilities (a non-GAAP measure reconciled below) of $84.3 million, up 30% from the same period in 2005

·

Natural gas and crude oil production of 16.4 Bcfe, up 9% over the same period in 2005

·

Higher realized natural gas and crude oil prices, up 9% and 50%, respectively, over the same period in 2005


For the second quarter of 2006, Southwestern reported net income of $37.0 million, or $0.22 per diluted share, up from $26.8 million, or $0.18* per diluted share, for the same period in 2005. Net income for the second quarter of 2006 included an after-tax gain of $6.7 million ($0.04 per share) on the disposition of the company’s 25% interest in the NOARK Pipeline System, Limited Partnership, which was partially offset by a one-time adjustment of $1.8 million ($0.01 per share) to record additional deferred income tax expense as a result of recently enacted tax legislation by the state of Texas. Net cash provided by operating activities before changes in operating assets and liabilities (non-GAAP; see reconciliation below), was $84.3 million in the second quarter of 2006, up from $65.1 million the same period in 2005. During the second quarter, the effects on the company’s earnings of the higher commodity prices and increased production volumes were largely offset by increases in operating costs and expenses.


“During the second quarter, our development drilling programs in East Texas and the Arkoma Basin continued to deliver solid results and we made significant progress in our Fayetteville Shale play,” stated Harold M. Korell, President and Chief Executive Officer of Southwestern Energy. “In the Fayetteville Shale play, we increased the pace of our development drilling program as additional rigs were placed in service and we saw marked improvement in well performance resulting from improvements in our fracture stimulation practices. Our production volumes from the Fayetteville Shale have started to increase dramatically, with gross production from the play at approximately 50 million cubic feet of gas per day, as compared to approximately 20 million cubic feet of gas per day at May 1, 2006.



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“We set new records for net income and cash flow during the quarter, primarily due to higher production and higher realized commodity prices. We also saw increases in our per unit costs and expenses reflecting the significant ‘up-front’ investment we have made in equipment and personnel related to our Fayetteville Shale play.”


Net income for the six months ended June 30, 2006 was $95.4 million, or $0.56 per diluted share, up 61% from $59.4 million, or $0.40* per diluted share, for the same period in 2005. Net cash provided by operating activities before changes in operating assets and liabilities was $209.7 million for the first six months of 2006, up 51% from $138.7 million for the same period in 2005.


* Adjusted to reflect the company’s two-for-one stock split effected in November 2005.

 


Second Quarter 2006 Financial Results


E&P Segment - Operating income from the company’s E&P segment was $49.5 million for the three months ended June 30, 2006, up from $48.6 million for the same period in 2005. The increase in revenues due to higher realized natural gas and oil prices and increased production volumes was largely offset by increased operating costs and expenses.  


Southwestern’s natural gas and crude oil production totaled 16.4 Bcfe for the three months ended June 30, 2006, up 9% from 15.0 Bcfe in the second quarter of 2005.  The increase resulted primarily from increased production from the company’s Overton Field in East Texas and from the company’s Fayetteville Shale play.  Net production from the Fayetteville Shale was 1.8 Bcf in the second quarter of 2006, compared to 0.7 Bcf in the first quarter of 2006 and 0.4 Bcf in the second quarter of 2005. Curtailment issues, which were resolved during the quarter, lowered the company’s production during the second quarter of 2006 from the Overton Field by approximately 0.2 Bcfe. Additionally, in July Southwestern released two third-party rigs that had been drilling at Overton, due to excessive day rates. Southwestern expects a newly-contracted third-party rig to be delivered at Overton in August, and expects to bring two company-owned drilling rigs into East Texas by the end of 2006. Due to the release of the two third-party rigs, the company now expects to drill a total of 68 wells at Overton in 2006, as compared to its original plan of drilling 83 wells.


Southwestern’s average realized gas price was $6.23 per Mcf, including the effect of hedges, in the second quarter of 2006, compared to $5.71 per Mcf in the second quarter of 2005. The company’s commodity hedging activities increased its average gas price $0.07 per Mcf during the second quarter of 2006, compared to a decrease of $0.75 per Mcf in the second quarter of 2005. For calendar year 2006, the company has hedged approximately 70% to 75% of its expected gas production.


Assuming a NYMEX commodity price for the remainder of 2006 of $7.00 per Mcf of gas, the company expects the average price received for its gas production for the calendar year 2006 to be approximately $0.45 to $0.55 per Mcf below the NYMEX Henry Hub index price, including the impact of its basis hedges. Within this guidance, Southwestern is currently estimating that its market differentials for the third quarter of 2006 will be in the range of $0.30 to $0.40 per Mcf.

 


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Southwestern’s average realized oil price was $61.11 per barrel, including the effect of hedges, during the second quarter of 2006, compared to $40.81 per barrel in the second quarter of 2005. The company’s hedging activities lowered its average oil price $5.88 per barrel during the second quarter of 2006 and $9.27 per barrel during the same period in 2005. For calendar year 2006, the company has hedged approximately 15% to 20% of its expected crude oil production.


Lease operating expenses per Mcfe for the company’s E&P segment were $0.64 per Mcfe in the second quarter of 2006, compared to $0.43 per Mcfe in the same period in 2005, as a result of increases in gathering, compression and workover costs. The majority of the increases relate to the company’s Fayetteville Shale play.


General and administrative expenses per Mcfe were $0.60 during the second quarter of 2006, up from $0.39 for the same period in 2005, due primarily to increased compensation and other costs associated with the company’s increased staffing levels to meet the demands of the company’s expanding E&P operations, primarily related to developing the Fayetteville Shale play. Southwestern added 144 new employees during the second quarter of 2006, most of whom were hired in the company’s E&P segment.


Taxes other than income taxes per Mcfe were $0.39 during the second quarter of 2006, compared to $0.32 per Mcf for the same period in 2005. The company’s full cost pool amortization rate increased to $1.79 per Mcfe in the second quarter of 2006, compared to $1.38 per Mcfe for the same period in 2005, primarily due to increased finding and development costs. The timing and amount of production and reserve additions attributed to the company’s Fayetteville Shale play could have a material impact on the company’s per unit costs going forward.


Midstream Services - Operating income for the company’s midstream services segment, which is comprised of natural gas marketing and gathering activities, was $0.8 million for the three months ended June 30, 2006, compared to $0.9 million in the same period in 2005. The slight decrease in operating income was primarily due to increased staffing and operating costs associated with the company’s gathering activities in the Fayetteville Shale play, which was largely offset by increased margin on gas volumes marketed.


Natural Gas Distribution Segment - The company’s utility segment recorded a seasonal operating loss of $2.1 million for the three months ended June 30, 2006, compared to an operating loss of $2.4 million for the same period in 2005. The increase in operating income for this segment was due primarily to the effects of a $4.6 million annual rate increase effective October 31, 2005, partially offset by increased operating costs and expenses. Weather during the second quarter of 2006 was 50% warmer than normal and 48% warmer than the same period in 2005.


Transportation and Other - On May 2, 2006, the company sold its 25% partnership interest in the NOARK Pipeline System, Limited Partnership (NOARK) to Atlas Pipeline Partners, L.P. for $69.0 million. The company recorded a $10.9 million gain ($6.7 million after-tax) in other income related to the sale. As part of the transaction, the company assumed $39.0 million of debt obligations of NOARK Pipeline Finance, L.L.C., which the company previously guaranteed.

 


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First Six Months of 2006 Financial Results

 

E&P Segment - Operating income for the E&P segment was $130.3 million during the first six months of 2006, compared to $96.3 million during the first six months of 2005. The increase was primarily due to an 11% increase in production volumes combined with higher realized oil and gas prices.


Gas and oil production increased to 32.3 Bcfe for the six months ended June 30, 2006, as compared to 29.0 Bcfe for the first six months of 2005. The increase resulted primarily from the company’s increased production from the Overton Field in East Texas and increased production from the company’s Fayetteville Shale play. Net production from the Fayetteville Shale was 2.5 Bcf in the first half of 2006, compared to 0.5 Bcfe in the first half of 2005.


Southwestern’s average realized gas price was $7.03 per Mcf (including the effect of hedges) in the first six months of 2006 compared to $5.71 per Mcf in the first six months of 2005. The company’s hedging activities increased the average gas price realized during the first six months of 2006 by $0.16 per Mcf, compared to a decrease of $0.39 per Mcf during the same period of 2005. Southwestern’s average realized oil price was $58.91 per barrel for the first six months of 2006, compared to $39.42 per barrel during the first six months of 2005. The average realized oil prices for the first six months of 2006 and 2005 were reduced by $4.84 per barrel and $9.46 per barrel, respectively, due to the effects of the company’s hedging activities. Disregarding the impact of hedges, the average price received for the company’s gas production during the first half of 2006 was approximately $1.01 per Mcf lower than average NYMEX spot prices, compared to the average for the prior year period of approximately $0.40 per Mcf. This change was primarily due to widening locational market differentials that have occurred since the prior year period.


Lease operating expenses per Mcfe for the company’s E&P segment were $0.58 per Mcfe during the first six months of 2006, compared to $0.44 per Mcfe during the same period in 2005. The increase in lease operating expenses per Mcfe resulted from increases in gathering, compression and workover costs. The majority of the increases relate to the up-front equipment and personnel costs related to the company’s Fayetteville Shale play. Based on projected production, the company currently expects its unit operating costs for the remainder of 2006 to range between $0.65 and $0.70 per Mcfe.


General and administrative expenses per Mcfe were $0.57 during the first six months of 2006, compared to $0.39 per Mcfe in the same period in 2005, due to increased compensation and other costs associated with the company’s increased staffing levels to meet the demands of the company’s expanding E&P operations, primarily related to developing the Fayetteville Shale play. Southwestern added 244 new employees during the first half of 2006, most of which were hired in the company’s E&P segment, and expects to hire an additional 200 to 250 employees by year-end 2006. Approximately 250 to 275 of the total new hires during 2006 are expected to be employed by Southwestern’s drilling company. Southwestern currently expects its per unit G&A expense for the remainder of the year to range between $0.50 and $0.55 per Mcfe.


Taxes other than income taxes per Mcfe were $0.36 during the first six months of 2006, compared to $0.32 per Mcfe during the same period in 2005, primarily due to increased commodity prices. The company’s full cost pool amortization rate increased to $1.69 per Mcfe in the first six months of 2006, compared to $1.34 per Mcfe for the same period in

 

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2005, primarily due to increased finding and development costs. The company currently expects its full cost pool amortization rate to range between $1.80 and $1.90 per Mcfe for the remainder of the year. The company’s amortization rate can vary from this estimate due to changes in the level of oil and gas reserves, costs associated with developing reserves and changes in the levels of unevaluated costs. Additionally, Southwestern’s finding and development costs during 2006 are expected to be heavily impacted by the timing and amount of the company’s reserve bookings related to the Fayetteville Shale play.  


Midstream Services - Operating income for the company’s natural gas marketing activities was $1.9 million during the first six months of 2006, compared to $2.0 million in the same period in 2005. The slight decrease in operating income was primarily the result of increased staffing and operating costs associated with the company’s gathering activities in the Fayetteville Shale play, which was largely offset by increased margin on gas volumes marketed.


Natural Gas Distribution Segment - Operating income for Southwestern’s utility was $5.8 million during the first six months of 2006, up from $5.1 million during the first six months of 2005. The increase in operating income for this segment resulted primarily from the effects of a rate increase implemented in October 2005, partially offset by increased operating costs and expenses. Weather during the first six months of 2006 was 22% warmer than normal and 12% warmer than the same period in 2005.


Transportation and Other - The company recorded $0.9 million in pre-tax income from operations related to its investment in the NOARK Pipeline System Limited Partnership (NOARK) for the first six months of 2006, compared to $0.3 million for the comparable period of 2005. As noted previously, the company sold its interest in NOARK during the second quarter of 2006.


Southwestern Updates Guidance for 2006


Early in the year, the company experienced delays in rig deliveries in its Fayetteville Shale play. These delays, along with temporary curtailment issues and changes in the company’s current drilling plans in East Texas, have resulted in a slight decrease in Southwestern’s oil and gas production guidance for calendar year 2006 to 73.0 to 75.0 Bcfe, an increase of 20% to 23% over its 2005 production. Production guidance for the third and fourth quarters has been updated as indicated in the table below. Southwestern’s production guidance for calendar year 2006 is as follows:

 

 

  Actual Actual Estimated Estimated Estimated
  1st Quarter 2nd Quarter 3rd Quarter 4th Quarter Full-Year 2006
Estimated Production:          
Gas (Bcf) 14.8 15.4 18.0 - 18.9 20.8 - 21.8 69.0 - 70.9
Oil (MBbls) 177 170 165 - 170 145 - 155 657 - 672
Total Production (Bcfe) 15.9 16.4 19.0 - 20.0 21.7 - 22.7 73.0 - 75.0

 


The company also reaffirmed and updated its guidance on certain expense items, as follows:

 

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    Current
    Full Year 2006
    Projected
E&P Operating Expenses ($ per Mcfe)  
  Lease Operating Expenses $0.63 - $0.68
  Taxes, Other Than Income Taxes $0.30 - $0.35
  General & Administrative Expense $0.52 - $0.57
  Full Cost Pool Amortization Rate (1) $1.80 - $1.90
     
Other Operating Income and Expenses ($ in millions)  
  Utility Operating Income $5.5 - $6.5
  Midstream Operating Income $4.0 - $5.0
  Minority Interest Deduction $1.0 - $1.5
  Net Interest Expense $3.0 - $4.0
  Income Tax Rate (100% Deferred) 38.0%

 

 

 

 


(1)

The company’s full cost pool amortization rate can vary from this estimate due to changes in the level of oil and gas reserves, costs associated with developing reserves and changes in the levels of unevaluated costs.


Assuming NYMEX commodity prices of $7.00 per Mcf of gas and $70.00 per barrel of oil for the remainder of 2006, the company is targeting net income of $165 - $170 million and net cash provided by operating activities before changes in operating assets and liabilities (a non-GAAP measure; see “Explanation and Reconciliation of Non-GAAP Financial Measures” below) of $400 - $410 million in 2006. The company expects its operating income to approximate $260 - $265 million and its net income plus interest, income tax expense, depreciation, depletion and amortization (also known as EBITDA, a non-GAAP measure; see “Explanation and Reconciliation of Non-GAAP Financial Measures” below) to be approximately $410 - $420 million in 2006. The company has also provided an additional commodity price scenario and its corresponding estimated financial results for 2006 in the table below:

 

NYMEX

Commodity Prices

Net Income

Operating Income

Net

Cash Flow (1)

EBITDA (1)

$7.00 Gas

$70.00 Oil

$165 - $170

Million

$260 - $265

Million

$400 - $410

Million

$410 - $420

Million

$8.00 Gas

$70.00 Oil

$180 - $185

Million

$280 - $285

Million

$420 - $430

Million

$430 - $440

Million



(1)

Net cash flow, or net cash provided by operating activities before changes in operating assets and liabilities, and EBITDA are non-GAAP measures; see Explanation and Reconciliation of Non-GAAP Financial Measures below.


Explanation and Reconciliation of Non-GAAP Financial Measures


Net cash provided by operating activities before changes in operating assets and liabilities is presented because of its acceptance as an indicator of an oil and gas exploration and production company’s ability to internally fund exploration and development activities and to service or incur additional debt. The company has also included this information because changes in operating assets and liabilities relate to the timing of cash receipts and

 

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disbursements which the company may not control and may not relate to the period in which the operating activities occurred. Net cash provided by operating activities before changes in operating assets and liabilities should not be considered in isolation or as a substitute for net cash provided by operating activities prepared in accordance with generally accepted accounting principles. The table below reconciles net cash provided by operating activities before changes in operating assets and liabilities with net cash provided by operating activities as derived from the company's financial information.

 

 

3 Months Ended June 30,

6 Months Ended June 30,
 

2006

 

2005

2006

 

2005

 

(in thousands)

Net cash provided by operating activities before changes in operating assets and liabilities

$84,296    $65,065   

$209,665 

  $138,681 

Add back (deduct):

 

Change in operating assets and liabilities

1,386     (3,773)   

19,386 

  25,710  

Net cash provided by operating activities

$85,682    $61,292    $229,051    $164,391 


 

The reconciliation of the company’s forecasted net cash provided by operating activities before changes in operating assets and liabilities, as shown below, has assumed no changes in assets and liabilities. Forecasting changes in operating assets and liabilities would require unreasonable effort, would not be reliable and could be misleading.

 

2006 Guidance

NYMEX Commodity Price Assumptions

$7.00 Gas

$8.00 Gas

$70.00 Oil

$70.00 Oil

 

($ in millions)

Net cash provided by operating activities

$400 - $410

$420 - $430

Add back (deduct):

     Assumed change in operating assets and liabilities

 -

-

 Net cash provided by operating activities before

     changes in operating assets and liabilities

$400 - $410 $420 - $430


 

EBITDA is defined as net income plus interest, income tax expense, depreciation, depletion and amortization. Southwestern has included information concerning EBITDA because it is used by certain investors as a measure of the ability of a company to service or incur indebtedness and because it is a financial measure commonly used in the energy industry.  EBITDA should not be considered in isolation or as a substitute for net income, net cash provided by operating activities or other income or cash flow data prepared in accordance with generally accepted accounting principles or as a measure of the company's profitability or liquidity. EBITDA as defined above may not be comparable to similarly titled measures of other companies. Net income is a financial measure calculated and presented in accordance with generally accepted accounting principles. The table below reconciles 2006 forecasted EBITDA with 2006 forecasted net income.

 

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2006 Guidance

NYMEX Commodity Price Assumptions

$7.00 Gas

$8.00 Gas

$70.00 Oil

$70.00 Oil

 

($ in millions)

Net income

$165 - $170

$180 - $185

Add back:

     Provision for income taxes - deferred

101 - 104

110 - 113

     Interest expense

3 - 4

3 - 4

     Depreciation, depletion and amortization

140 - 145

140 - 145

EBITDA

$410 - $420 $430 - $440


 

Southwestern will host a teleconference call on Wednesday, August 2, 2006, at 10:00 a.m. Eastern to discuss the company’s second quarter 2006 financial and operating results. The toll-free number to call is 888-802-2266 and the reservation number is 7454797. The teleconference can also be heard “live” on the Internet at http://www.swn.com .


Southwestern Energy Company is an integrated natural gas company whose wholly-owned subsidiaries are engaged in oil and gas exploration and production, natural gas gathering, transmission, and marketing, and natural gas distribution. Additional information on the company can be found on the Internet at http://www.swn.com .

 

Contacts:

Greg D. Kerley

Brad D. Sylvester, CFA

 

Executive Vice President

Manager, Investor Relations

 

and Chief Financial Officer

(281) 618-4897

 

(281) 618-4803

 


All statements, other than historical financial information, may be deemed to be forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements that address activities, outcomes and other matters that should or may occur in the future, including, without limitation, statements regarding the financial position, business strategy, production and reserve growth and other plans and objectives for the company’s future operations, are forward-looking statements. Although the company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results or developments may differ materially from those in the forward-looking statements. The company has no obligation and makes no undertaking to publicly update or revise any forward-looking statements. You should not place undue reliance on forward-looking statements. They are subject to known and unknown risks, uncertainties and other factors that may affect the company’s operations, markets, products, services and prices and cause its actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. In addition to any assumptions and other factors referred to specifically in connection with forward-looking statements, risks, uncertainties and factors that could cause the company’s actual results to differ materially from those indicated in any forward-looking statement include, but are not limited to: the timing and extent of changes in commodity prices for natural gas and oil; the timing and extent of the company’s success in discovering, developing, producing and estimating reserves; the extent to which the Fayetteville Shale play can replicate the results of other productive shale gas plays; the

 

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potential for significant variability in reservoir characteristics of the Fayetteville Shale over such a large acreage position; the extent of the company’s success in drilling and completing horizontal wells; the company’s ability to determine the most effective and economic fracture stimulation for the Fayetteville Shale formation; the company’s lack of experience owning and operating drilling rigs; the company’s ability to fund its planned capital expenditures; future property acquisition or divestiture activities; the effects of weather and regulation on the company’s gas distribution segment; increased competition; the impact of federal, state and local government regulation; the financial impact of accounting regulations and critical accounting policies; changing market conditions and prices (including regional basis differentials); the comparative cost of alternative fuels; conditions in capital markets and changes in interest rates; the availability of oil field personnel, services, drilling rigs and other equipment; and any other factors listed in the reports we have filed and may file with the Securities and Exchange Commission (SEC). For additional information with respect to certain of these and other factors, see reports filed by the company with the SEC. The company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.



 

Financial Summary Follows

# # #



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  OPERATING STATISTICS (Unaudited)  

Page 1 of 5

  Southwestern Energy Company and Subsidiaries    
                   
 

Three Months

  Six Months
  Periods Ended June 30  

2006

 

2005

 

2006

 

2005

  Exploration & Production                
  Production                
    Gas production (MMcf)   15,404    13,940    30,240    26,959 
    Oil production (MBbls)   170    182    347    343 
    Total equivalent production (MMcfe)   16,426    15,032    32,322    29,019 
  Commodity Prices                
    Average realized gas price per Mcf   $6.23    $5.71    $7.03    $5.71 
    Average realized oil price per Bbl   $61.11    $40.81    $58.91    $39.42 
  Operating Expenses per Mcfe                
    Lease operating expenses   $0.64    $0.43    $0.58    $0.44 
    General & administrative expenses   $0.60    $0.39    $0.57    $0.39 
    Taxes, other than income taxes   $0.39    $0.32    $0.36    $0.32 
    Full cost pool amortization   $1.79    $1.38    $1.69    $1.34 
                   
  Marketing                
  Gas volumes marketed (MMcf)   16,644    15,021    30,413    29,386 
                   
  Gas Distribution                
  Deliveries (Bcf)                
 

Sales and end-use transportation

  3.6    3.8    11.9    13.0 
 

Number of customers at period end

  146,489    143,855    146,489    143,855 
 

Average sales rate per Mcf

  $12.34    $12.57    $12.93    $9.89 
 

Heating weather - degree days

  163    315    1,950    2,217 
                            - percent of normal   50%    98%    78%    90% 

 

  STATEMENTS OF OPERATIONS (Unaudited)

Page 2 of 5

  Southwestern Energy Company and Subsidiaries    
                     
     

Three Months

 

Six Months

  Periods Ended June 30  

2006

 

2005

 

2006

 

2005

 
   

(in thousands, except share/per share amounts)

  Operating Revenues                
 

Gas sales

  $     107,570    $    93,192    $     288,368    $    219,463   
 

Gas marketing

  34,051    30,203    65,016    54,750   
 

Oil sales

  10,409    7,428    20,444    13,539   
 

Gas transportation and other

  1,969    1,640    6,873    5,764   
      153,999    132,463    380,701    293,516   
  Operating Costs and Expenses                
 

Gas purchases - gas distribution

  3,464    5,078    48,820    38,901   
 

Gas purchases - midstream services

  31,733    28,932    60,160    52,130   
 

Operating expenses

  16,077    12,413    30,468    24,346   
 

General and administrative expenses

  15,238    10,308    29,791    20,611   
 

Depreciation, depletion and amortization

  31,950    23,009    60,053    43,256   
 

Taxes, other than income taxes

  7,243    5,542    13,311    10,865   
      105,705    85,282    242,603    190,109   
  Operating Income   48,294    47,181    138,098    103,407   
  Interest Expense                
 

Interest on long-term debt

  2,642    5,241    4,819    10,164   
 

Other interest charges

  317    358    643    668   
 

Interest capitalized

  (2,823)   (944)   (5,181)   (1,639)  
      136    4,655    281    9,193   
  Other Income   13,281    15    16,457    199   
 

Income Before Income Taxes and Minority Interest

  61,439    42,541    154,274    94,413   
  Minority Interest in Partnership   (114)   (315)   (405)   (408)  
  Income Before Income Taxes   61,325    42,226    153,869    94,005   
  Provision for Income Taxes - Deferred   24,321    15,412    58,470    34,570   
  Net Income   $         37,004     $      26,814    $         95,399     $      59,435   
  Earnings Per Share:                  
 

Basic

  $0.22    $0.18  (1) $0.57    $0.41  (1)
 

Diluted

  $0.22    $0.18  (1) $0.56    $0.40  (1)
 

Weighted Average Common Shares Outstanding:

         
 

Basic

  167,044,589    144,949,974  (1) 166,911,812    144,727,942  (1)
 

Diluted

  170,888,839    150,404,066  (1) 170,918,407    150,115,522  (1)

(1) Restated to reflect the two-for-one stock split effected on November 17, 2005.


 

  BALANCE SHEETS (Unaudited)

Page 3 of 5

  Southwestern Energy Company and Subsidiaries    
             
  June 30  

2006

 

2005

 
   

(in thousands)

  ASSETS          
             
  Current Assets   $    336,870    $    109,454 

  

  Investments   -     15,738   
 

Property, Plant and Equipment, at cost

  2,617,551    1,947,090   
 

Less: Accumulated depreciation, depletion and amortization

  933,556    820,277   
      1,683,995    1,126,813   
  Other Assets   23,552    17,470 

  

      $ 2,044,417    $ 1,269,475   
             
  LIABILITIES AND SHAREHOLDERS' EQUITY  
             
  Current Liabilities   $    214,640 

  

$    163,579 

 

  Long-Term Debt   137,200    328,100   
  Deferred Income Taxes   329,292    226,763   
 

Long-term Hedging Liability

  20,902 

    

32,309 

 

  Other Liabilities   29,307 

    

18,716 

 

  Commitments and Contingencies           
  Minority Interest in Partnership   11,604    12,074   
  Shareholders' Equity          
 

Common stock, $.01 par value in 2006, $.10 par value in 2005;

      authorized 540,000,000 shares in 2006 and 220,000,000 shares in 2005,

      issued 168,452,336 shares in 2006 and 148,902,336 (1) in 2005

  1,684    14,890 

(1)

  Additional paid-in capital   727,733    123,943  (1)
  Retained earnings   593,620    409,896   
 

Accumulated other comprehensive income (loss)

  (20,763)

   

(50,334)

 

 

Common stock in treasury, at cost, 287,956 shares at June 30, 2006

      and 1,929,630 (1) shares at June 30, 2005

  (802)   (5,374)  
 

Unamortized cost of restricted shares issued

      under stock incentive plan, 1,235,3 24 (1) shares at June 30, 2005

  -     (5,087)  
      1,301,472    487,934   
      $ 2,044,417    $ 1,269,475   

(1) 2005 restated to reflect a two-for-one stock split effected on November 17, 2005.


 

  STATEMENTS OF CASH FLOWS (Unaudited)

Page 4 of 5

  Southwestern Energy Company and Subsidiaries    
             
      Six Months
  Periods Ended June 30  

2006

 

2005

 
   

(in thousands)

  Cash Flows From Operating Activities      
  Net Income   $      95,399 

  

$      59,435   

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

 
 

Depreciation, depletion and amortization

  60,657    43,987   
 

Deferred income taxes

  58,470    34,570   
 

Unrealized (gain) loss on derivatives

  4,919    (531)  
 

Stock-based compensation expense

  2,018    1,277   
 

Gain on sale of investment in partnership

  (10,863)   -    
 

Equity in income of NOARK partnership

  (925)   (273)  
 

Minority interest in partnership

  (10)   216   
 

Change in operating assets and liabilities

  19,386    25,710   
  Net cash provided by operating activities   229,051    164,391   
           
  Cash Flows From Investing Activities        
 

Capital expenditures

  (357,195)   (176,981)  
 

Proceeds from sale of investment in partnership and other property

  69,065    1,040   
 

Other items

  (43)   (297)  
 

Net cash used in investing activities

  (288,173)   (176,238)  
           
 

Cash Flows From Financing Activities

       
 

Debt retirement

  (600)   -    
 

Payments on revolving long-term debt

  -     (179,100)  
 

Borrowings under revolving long-term debt

  -     182,200   
 

Debt issuance costs

  -     (1,180)  
 

Tax benefit for stock-based compensation

  6,397    -    
 

Change in bank drafts outstanding

  3,222    5,743   
 

Proceeds from exercise of common stock options

 

2,390 

 

3,694   
 

Net cash provided by financing activities

  11,409    11,357   
             
  Decrease in cash and cash equivalents   (47,713)   (490)  
  Cash and cash equivalents at beginning of year   223,705    1,235   
  Cash and cash equivalents at end of period   $           175,992    $           745   

 

  SEGMENT INFORMATION (Unaudited)  

Page 5 of 5

  Southwestern Energy Company and Subsidiaries      
                                   
     

Exploration & Production

 

Gas Distribution

 

Midstream Services & Other

 

Eliminations

 

Total

 
    (in thousands)  
  Quarter Ending June 30, 2006                              
                                   
  Revenues $ 106,309     $ 22,510     $ 103,572     $ (78,392)   $ 153,999    
   

Gas purchases

  -        11,624       99,852       (76,279)     35,197    
   

Operating expenses

  10,448       6,648       948       (1,967)     16,077    
   

General & administrative expenses

  9,810       4,045       1,529       (146)     15,238    
   

Depreciation, depletion & amortization

  30,186       1,569       195       -       31,950    
   

Taxes, other than income taxes

  6,364       716       163       -       7,243    
  Operating Income (Loss) $   49,501     $ (2,092)    $ 885     $ -   $ 48,294    
                                   
  Capital Investments (1) $ 189,309     $ 2,836     $ 14,986     $ -     $ 207,131    
 

 

                                   
  Quarter Ending June 30, 2005                              
                                   
  Revenues $ 87,040     $ 24,433     $ 92,414     $ (71,424)   $ 132,463    
   

Gas purchases

  -        14,237       91,031       (71,258)     34,010    
   

Operating expenses

  6,417       6,029       -        (33)     12,413    
   

General & administrative expenses

  5,899       4,169       373       (133)     10,308    
   

Depreciation, depletion & amortization

  21,286       1,688       35       -       23,009    
   

Taxes, other than income taxes

  4,839       671       32       -       5,542    
  Operating Income (Loss) 48,599     $ (2,361)    $ 943     $ -   $ 47,181    
                                   
  Capital Investments (1) $ 102,682   (2) $ 2,701     $ 439   (2) $ -     $ 105,822    
 

 

  Six Months Ending June 30, 2006                              
                                   
  Revenues $ 235,473     $ 100,845     $ 212,359     $ (167,976)   $ 380,701    
   

Gas purchases

  -        68,129       205,385       (164,534)     108,980    
   

Operating expenses

  18,883       13,039       1,693       (3,147)     30,468    
   

General & administrative expenses

  18,305       9,224       2,557       (295)     29,791    
   

Depreciation, depletion & amortization

  56,433       3,166       454       -       60,053    
   

Taxes, other than income taxes

  11,572       1,472       267       -       13,311    
  Operating Income $   130,280     $ 5,815     $ 2,003     $ -   $ 138,098    
                                   
  Capital Investments (1) $ 344,217     $ 6,331     $ 23,129     $ -     $ 373,677    
 

 

                                   
  Six Months Ending June 30, 2005                              
                                   
  Revenues $ 169,583     $ 87,184     $ 171,591     $ (134,842)   $ 293,516    
   

Gas purchases

  -        56,732       168,747       (134,448)     91,031    
   

Operating expenses

  12,714       11,758       -        (126)     24,346    
   

General & administrative expenses

  11,343       8,829       707       (268)     20,611    
   

Depreciation, depletion & amortization

  39,800       3,387       69       -       43,256    
   

Taxes, other than income taxes

  9,396       1,392       77       -       10,865    
  Operating Income 96,330     $ 5,086     $ 1,991     $ -   $ 103,407    
                                   
  Capital Investments (1) $ 179,628   (2) $ 4,783     $ 2,272   (2) $ -     $ 186,683    
 

 

 

(1)  Capital expenditures include $5.7 million and $15.3 million for the three- and six-month periods ended June 30, 2006, respectively, and $8.9 million and $10.6 million for the three- and six-month periods ended June 30, 2005, respectively, relating to the change in accrued expenditures between periods.

(2)  For the three- and six-month periods ended June 30, 2005, $0.4 million and $1.9 million, respectively, of capital expenditures relating to gas gathering activities previously included in the Exploration and Production segment are now included in the Midstream Services segment.