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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the Quarter ended September 30, 2004
Commission File No. 0-18774
SPINDLETOP OIL & GAS CO.
(Exact name of registrant as specified in its charter)
Texas 75-2063001
(State or other jurisdiction (IRS Employer or ID #)
of incorporation or organization)
331 Melrose, Suite 102, Richardson, TX 75080
(Address of principal executive offices) (Zip Code)
(972) 644-2581
(Company's telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
NONE
Securities registered pursuant to Section 12(g) of the Act:
Common Stock par value $0.01 per share
(Title of Class)
Indicate by check mark whether the registrant is an accelerated filer (as
defined in Rule 12b-2 of the Exchange Act).
YES _______ NO __X____
Indicate by check mark whether the Company (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934
during the preceding 12 months (or for such shorter period that the Company
was required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
YES ___X___ NO _______
As of September 30, 2004, 7,677,471 shares of the Company's common stock were
issued and outstanding, and the aggregate market value of the voting stock
held by non-affiliates of the company as of that date is not determinable
since no significant public trading market has been established for the
Company's common stock.
SPINDLETOP OIL & GAS CO. AND SUBSIDIARIES
FORM 10-Q
SEPTEMBER 30, 2004
Index to Consolidated Financial Statements and Schedules
Page
Part I - Financial Information:
Item 1. - Financial Statements
Consolidated Balance Sheets
September 30, 2004 (Unaudited) and December 31, 2003 3-4
Consolidated Statements of Income or Loss (Unaudited)
Nine months ended September 30, 2004 and 2003
Three months ended September 30, 2004 and 2003 5
Consolidated Statements of Cash Flows (Unaudited)
Nine months ended September 30, 2004 and 2003 6
Notes to Consolidated Financial Statements 7
Item 2. - Management?s Discussion and Analysis of Financial
Condition and Results of Operations 9
Item 4. - Controls and Procedures 10
Part II - Other Information:
Item 6. - Exhibits
Part I - Financial Information
Item 1. - Financial Statements
SPINDLETOP OIL & GAS CO. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
As of
--------------------------
September 30 December 31
2004 2003
(Unaudited)
----------- -----------
ASSETS
Current Assets
Cash $ 3,994,000 $ 2,662,000
Accounts receivable, trade 269,000 565,000
Accounts receivable, other - 638,000
----------- -----------
Total Current Assets 4,263,000 3,865,000
----------- -----------
Property and Equipment, at cost
Oil and gas properties (full cost method) 5,031,000 4,460,000
Rental equipment 399,000 399,000
Gas gathering systems 346,000 145,000
Other property and equipment 102,000 85,000
----------- -----------
5,878,000 5,089,000
Accumulated depreciation and amortization (3,838,000) (3,561,000)
----------- -----------
Total Property and Equipment, net 2,040,000 1,528,000
----------- -----------
Other Assets 1,000 2,000
----------- -----------
Total Assets $ 6,304,000 $ 5,395,000
=========== ===========
The accompanying notes are an integral part of these statements.
SPINDLETOP OIL & GAS CO. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS - (Continued)
As of
--------------------------
September 30 December 31
2004 2003
(Unaudited)
----------- -----------
LIABILITIES AND SHAREHOLDERS? EQUITY
Current Liabilities
Accounts payable and accrued liabilities $ 891,000 $ 962,000
Income tax payable 110,000 278,000
Tax savings benefit payable 97,000 97,000
----------- -----------
Total current liabilities 1,098,000 1,337,000
----------- -----------
Deferred income tax payable 18,000 18,000
----------- -----------
Shareholders' Equity
Common stock, $.01 par value; 100,000,000
Shares authorized; 7,677,471 shares
issued and outstanding at September 30, 2004
and 7,677,471 shares issued and outstanding
at December 31, 2003. 111,668 shares of
Treasury Stock at September 30, 2004 and
103,334 shares at December 31, 2003.
77,000 77,000
Additional paid-in capital 806,000 796,000
Treasury Stock (45,000) (18,000)
Retained earnings 4,350,000 3,185,000
----------- -----------
Total Shareholders' Equity 5,188,000 4,040,000
----------- -----------
Total Liabilities and Shareholders? Equity $ 6,304,000 $ 5,395,000
=========== ===========
The accompanying notes are an integral part of these statements.
SPINDLETOP OIL & GAS CO. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME (LOSS)
(Unaudited)
Nine Months Ended Three Months Ended
---------------------- ----------------------
Sept 30 Sept 30 Sept 30 Sept 30
2004 2003 2004 2003
---------- ---------- ---------- ----------
Revenues
Oil and gas revenue $2,896,000 $2,368,000 $1,066,000 $1,066,000
Revenue from lease
Operation 106,000 61,000 38,000 24,000
Gas gathering, compression
and equipment rental 115,000 97,000 36,000 26,000
Interest income 73,000 84,000 25,000 30,000
Other 11,000 3,000 4,000 -
---------- ---------- ---------- ----------
Total Revenues 3,201,000 2,613,000 1,169,000 1,146,000
---------- ---------- ---------- ----------
Expenses
Lease operation 889,000 920,000 292,000 393,000
Pipeline and rental
Operations 23,000 21,000 5,000 5,000
Depreciation and
Amortization 277,000 166,000 103,000 34,000
General and administrative 563,000 367,000 244,000 115,000
Interest expense - 2,000 - -
---------- ---------- ---------- ----------
Total Expenses 1,752,000 1,476,000 644,000 547,000
---------- ---------- ---------- ----------
Net Income Before Tax 1,449,000 1,137,000 525,000 599,000
Current income tax provision 284,000 287,000 115,000 133,000
Deferred income tax provision - - - -
---------- ---------- ---------- ----------
284,000 287,000 115,000 133,000
---------- ---------- ---------- ----------
Net Income $1,165,000 $ 850,000 $ 410,000 $ 466,000
========== ========== ========== ==========
Earnings per share of
common stock
Basic $ 0.15 $ 0.11 $ 0.05 $ 0.06
========== ========== ========== ==========
Diluted $ 0.15 $ 0.11 $ 0.05 $ 0.06
========== ========== ========== ==========
Weighed average shares
Outstanding 7,677,471 7,627,471 7,677,471 7,670,623
========== ========== ========== ==========
Diluted shares outstanding 7,710,591 7,751,097 7,752,471 7,752,471
========== ========== ========== ==========
The accompanying notes are an integral part of these statements.
SPINDLETOP OIL & GAS CO AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
Nine Months Ended
--------------------------
September 30 September 30
2004 2003
----------- -----------
Cash Flows from Operating Activities
Net Income (Loss) $ 1,165,000 $ 850,000
Reconciliation of net income (loss)
to net cash provided by (used for)
Operating Activities
Depreciation and amortization 277,000 166,000
Amortization of note discount - (2,000)
Changes in accounts receivable, trade 296,000 (355,000)
Changes in accounts receivable, other 638,000 -
Changed in prepaid income taxes - 109,000
Changes in accounts payable (71,000) 387,000
Changes in current taxes payable (168,000) 177,000
Changes in other assets 1,000 (2,000)
----------- -----------
Net cash provided by (used for) operating
activities 2,138,000 1,330,000
----------- -----------
Cash flows from Investing Activities
Capitalized acquisition, exploration
and development costs (571,000) (520,000)
Purchase of gathering system/pipeline (201,000) -
Purchase of property and equipment (17,000) -
----------- -----------
Net cash provided by (used for) Investing
activities (789,000) (520,000)
----------- -----------
Cash Flows from Financing Activities
Reduction of notes payable to
related party - (40,000)
Purchase of 103,334 shares of treasury stock (27,000) -
Issuance of 70,000 shares of common stock 10,000 21,000
----------- -----------
Net cash provided by (used for) Financing
Activities (17,000) (19,000)
----------- -----------
Increase (decrease) in cash 1,332,000 791,000
Cash at beginning of period 2,662,000 2,046,000
----------- -----------
Cash at end of period $ 3,994,000 $ 2,837,000
=========== ===========
The accompanying notes are an integral part of these statements.
SPINDLETOP OIL & GAS CO. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1. BASIS OF PRESENTATION AND ORGANIZATION
The accompanying financial statements are presented in accordance with the
requirements of Form 10-Q and consequently do not include all of the
disclosures normally required by generally accepted accounting principles or
those normally made in the Company's annual Form 10-K filing. Accordingly,
the reader of this Form 10-Q may wish to refer to the Company's Form 10-K for
the year ended December 31, 2003 for further information.
The consolidated financial statements presented herein include the accounts
of Spindletop Oil & Gas Co., a Texas corporation ("the Company") and its
wholly owned subsidiaries, Prairie Pipeline Co., a Texas corporation and
Spindletop Drilling Company, a Texas Corporation. All significant
intercompany transactions and accounts have been eliminated.
In the opinion of management, the accompanying unaudited interim financial
statements contain all material adjustments, consisting only of normal
recurring adjustments necessary to present fairly the financial condition,
the results of operations and changes in cash flows of the Company and its
consolidated subsidiaries for the interim periods presented.
2. RECENT ACCOUNTING DEVELOPMENTS
In March 2004, the Emerging Issues Task Force ("EITF") reached a consensus
on EITF Issue No. 04-2, "Whether Mineral Rights are Tangible or Intangible
Assets and Related Issues" (previously addressed as Issue 03-O), that mineral
rights should be considered tangible assets for accounting purposes and
should be separately disclosed in the financial statements or footnotes.
The EITF acknowledged that this consensus requires an amendment to Statement
of Financial Accounting Standards ("SFAS") No. 141, "Business Combinations"
to remove mineral rights as an example of an intangible asset. The Financial
Accounting Standards Board ("FASB") has issued FASB Staff Position Nos.
FAS 141-1 and FAS 142-1, that amend SFAS Nos. 141 and 142, respectively, to
characterize mineral rights as tangible assets. The EITF is still considering
whether oil and gas drilling rights are subject to the classification and
disclosure provisions of SFAS No. 142 if they are determined to be intangible
assets. There has been no resolution of this issue as described in EITF Issue
No. 03-S, "Application of SFAS No. 142, Goodwill and Other Intangible Assets,
to Oil and Gas Companies."
The Company classifies the cost of oil and gas mineral rights as property and
equipment and believes this is consistent with oil and gas accounting and
industry practice. Although it appears unlikely based on the consensus
reached in EITF Issue No. 04-2, if the EITF were to determine that under EITF
Issue No. 03-S oil and gas mineral rights are intangible assets and are
subject to the applicable classification and disclosure provisions of SFAS
No.142, certain costs would need to be reclassified from property and
equipment to intangible assets on its consolidated balance sheets. These
amounts would represent oil and gas mineral rights. In addition, the
disclosures required by SFAS Nos. 141 and 142 would be made in the notes to
the consolidated financial statements. There would be no effect on the
consolidated statements of income or cash flows as the intangible assets
related to oil and gas mineral rights would continue to be amortized under
the full cost method of accounting.
3. ISSUANCE OF COMMON STOCK AND STOCK OPTIONS
Effective October 7, 2002, the board of directors of the Company authorized
the issuance of 25,000 shares of restricted common stock at a value of $0.30
per share, along with payment of cash, and an option to purchase an additional
75,000 shares of restricted common stock of the Company in consideration for
the purchase of certain oil and gas leases in North Texas. On April 28, 2004,
the options to purchase 75,000 shares of restricted common stock under the
stock option agreement were exercised, and 75,000 restricted shares of common
stock were issued for the option price of $0.30 per share. The Company issued
the 75,000 shares out of the Company's treasury stock, accounting for the
issuance using the first-in, first-out basis ("FIFO").
The above options were accounted for in 2002, using FASB Statement 123,
Accounting for Stock-Based Compensation, which had the effect of charging
The oil and gas properties account with $26,850, which will be amortized using
the full cost method of accounting.
On April 23, 2004, the Company purchased 83,334 shares of Treasury Stock for
a purchase price of $40,323 ($0.4839 per share). After the transactions
described in this footnote, the Company has 111,668 shares remaining in its
Treasury Stock account at a cost of $45,281.
4. EARNINGS PER SHARE
Earnings per share (?EPS?) are calculated in accordance with Statement of
Financial Accounting Standards No. 128, Earnings per Share (SFAS 128), which
was adopted in 1997 for all years presented. Basic EPS is computed by
dividing income available to common shareholders by the weighted average
number of common shares outstanding during the period. All calculations have
been adjusted for the effects of the stock split discussed in Note 2. The
adoption of SFAS 128 had no effect on previously reported EPS. Diluted EPS
is computed based on the weighted number of shares outstanding, plus the
additional common shares that would have been issued had the options
outstanding been exercised.
Item 2. - Management's Discussion and Analysis of
Financial Condition and Results of Operations
Forward-Looking Statements
Statements contained in this report regarding the Company's future financial
performance and operating results, business strategy, market prices, other
activities, and other statements including, in particular, statements about
plans and forecasts that are not historical facts are forward-looking
statements. Among these forward-looking statements are statements regarding
the Company's anticipated performance in 2004. Events may occur in the future
that the Company is unable to accurately predict, or over which it has no
control. You are cautioned not to place undue reliance on a forward-looking
statement. When considering forward-looking statements, keep in mind the
other cautionary statements in this Quarterly Report, and the risk factors
contained in the Company's Annual Report Form 10-K for the year ended
December 31, 2003.
Results of Operations
Nine months ended Sept 30, 2004 compared to nine months ended Sept 30, 2003
Total oil and gas revenues reported for the first nine months ended September
30, 2004 were $2,896,000, while total oil and gas revenues reported for the
same period in 2003 were $2,368,000, and increase of $528,000. Oil sales for
the period in 2004 were $632,000 compared to $511,000 for the same period in
2003, an increase of approximately $120,000. Average oil prices for
production sold in the first nine months of 2004 was $37.08 per bbl compared
to $26.88 per bbl for the first nine months of 2003. Gas sales in the first
nine months of 2004 were $2,264,000 compared to $1,857,000 for the same period
in 2003, an increase of approximately $407,000. Average gas prices for
production sold in the first nine months of 2004 was $5.32 per Mcf compared to
$5.22 per Mcf in 2003. The primary cause for the increase in production in
The first nine months of 2004 compared to 2003 are the Olex wells in the
Barnett Shale field which were not drilled and on production in 2003.
Lease operations expenses for the first nine months of 2004 is approximately
the same as for the same period in 2003.
The depletion and depreciation calculation for the first nine months of 2004
is higher than that calculated in 2003. The company has re-evaluated and
increased its proved oil and gas reserve quantities, but at the same time
increased the capitalized costs that are being amortized as well as increase
the provision for the amount of cost to develop proven but undeveloped
reserves. In addition, production is up for the first nine months of 2004
due to the added properties.
General and administrative costs for the first nine months of 2004 were up
approximately $196,000. Approximately $105,000 relates to increased
administrative activity involved with evaluation of potential property
purchases, and the resulting administrative and accounting work necessary
to process new acquisitions and the related increase in accounting staff.
In addition, the management fee charged by a related entity was increased
by $10,000 per month over that reported in the 1st half of 2003.
Three months ended Sept 30, 2004 compared to three months ended Sept 30, 2003
Total oil and gas revenues reported for the three months ended September 30,
2004 were $1,066,000, while total oil and gas revenues reported for the same
period in 2003 were $ 1,066,000. Oil sales for the period in 2004 were
$233,000 compared to $301,000 for the same period in 2003, a decrease of
approximately $68,000. Average oil prices for production sold in the third
quarter of 2004 was $41.09 per bbl compared to $28.31 per bbl for the third
quarter of 2003. Gas sales for the three months ended September 30, 2004 were
$832,000 compared to $764,000 for the same period in 2003, an increase of
approximately $68,000. Average gas prices for production sold in the third
quarter of 2004 was $5.57 per Mcf compared to $4.95 per Mcf in 2003.
In addition to price differences for natural gas and crude oil, production
for the third quarter of 2004 was higher than in 2003.
Lease operations in the third quarter of 2004 were approximately $30,000 less
than operating expenses incurred in the same period of 2003.
The depletion calculation for the third quarter of 2004 is higher than that
calculated in 2003. The company has re-evaluated and increased its proved oil
and gas reserve quantities, and at the same time increased the capitalized
costs that are being amortized. In addition, production is up for the third
quarter of 2004 due to the added properties.
Financial Condition and Liquidity
The Company's operating capital needs, as well as its capital spending program
are generally funded from cash flow generated by operations. Because future
cash flow is subject to a number of variables, such as the level of production
and the sales price of oil and natural gas, the Company can provide no
assurance that its operations will provide cash sufficient to maintain current
levels of capital spending. Accordingly, the Company may be required to seek
additional financing from third parties in order to fund its exploration and
development programs.
Newark, East Barnett Shale Gas Field, Ft. Worth Basin, Texas
The Company has set production casing to 8,706? to test the Barnett Shale
Formation on its Olex U.S. #3 well located in Denton County, Texas. The
Company plans to complete and place the well into production during the fourth
quarter of 2004. On the same lease, the Company has staked the location for
its Olex #4 well and plans to drill the well prior to year end. The Company
plans to drill additional Barnett Shale wells on its Ft. Worth Basin
properties in 2005.
Item 4. - Controls and Procedures
(a) As of the end of the period covered by this report, the Company carried
out an evaluation, under the supervision and with the participation of
the Company's management, including the Company's Acting Principal
Executive Officer and Acting Principal Financial Officer, of the
effectiveness of the design and operation of the Company's disclosure
controls and procedures pursuant to Exchange Act Rule 13a-14. Base upon
the evaluation, the Company's Acting Principal Executive Officer and
Acting Principal Financial Officer concluded that the Company's disclosure
controls and procedures are effective in timely alerting them to material
information relating to the Company (including its consolidated
subsidiaries) required to be included in the Company's periodic
SEC Filings.
(b) There have been no significant changes in the Company's internal controls
or in other factors that could significantly affect the Company's internal
controls subsequent to the date the Company carried out this evaluation,
including any corrective actions with regard to significant deficiencies
and material weaknesses.
Part II - Other Information
Item 6. - Exhibits
(a) Exhibits:
Exhibit
Number Description
31.1 Certification Pursuant to Rules 13a-14 and 15d-14
Under the Securities Exchange Act of 1934, filed
herewith.
31.2 Certification Pursuant to Rules 13a-14 and 15d-14
Under the Securities Exchange Act of 1934, filed
herewith.
32.1 Certificate Pursuant to 18 U.S.C. Section 1350,
filed herewith
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.
SPINDLETOP OIL & GAS CO.
(Registrant)
Date: November 15, 2004 By: /s/ Chris G. Mazzini
Chris G. Mazzini
President, Acting Principal
Executive Officer
Date: November 15, 2004 By: /s/ Michelle H. Mazzini
Michelle H. Mazzini
Secretary
Date: November 15, 2004 By: /s/ Robert E. Corbin
Robert E. Corbin
Controller, Acting Principal
Financial Officer
Exhibit 31.1
CERTIFICATION
I, Chris Mazzini, Acting Principal Executive Officer of Spindletop Oil and
Gas Co. ("the Company"), certify that:
I have reviewed this quarterly report on Form 10-Q of the Company;
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;
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;
The Company'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)) and internal control over
financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f))
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 Company and its
consolidated subsidiaries is made known to us by others within those
entities, particularly for the periods presented in this report;
b) Designed such internal control over financial reporting, or caused such
internal control over financial reporting to be designed under our
supervision, to provide reasonable assurance regarding the reliability
of financial reporting and the preparation of financial statements for
external purposes in accordance with generally accepted accounting
principals;
c) Evaluated the effectiveness of the Company'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 periods covered by this report based on such evaluation; and
d) Disclosed in this report any change in the Company's internal control
over financial reporting that occurred during the Company's most recent
fiscal quarter that has materially affected, or is reasonably likely to
materially affect, the registrant's internal control over financial
reporting; and
The Company'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 Company'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 Company's internal control
over financial reporting.
/s/ Chris G. Mazzini
Acting Principal Executive Officer
November 15, 2004
Exhibit 31.2
CERTIFICATION
I, Robert E. Corbin, Acting Principal Financial Officer of Spindletop Oil
and Gas Co. ("the Company"), certify that:
I have reviewed this quarterly report on Form 10-Q of the Company;
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;
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;
The Company'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)) and internal control over
financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f))
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 Company and its
consolidated subsidiaries is made known to us by others within those
entities, particularly for the periods presented in this report;
b) Designed such internal control over financial reporting, or caused such
internal control over financial reporting to be designed under our
supervision, to provide reasonable assurance regarding the reliability
of financial reporting and the preparation of financial statements for
external purposes in accordance with generally accepted accounting
principals;
c) Evaluated the effectiveness of the Company'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 periods covered by this report based on such evaluation; and
d) Disclosed in this report any change in the Company's internal control
over financial reporting that occurred during the Company's most recent
fiscal quarter that has materially affected, or is reasonably likely to
materially affect, the registrant's internal control over financial
reporting; and
The Company'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 Company'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 Company's internal control
over financial reporting.
/s/ Robert E. Corbin
Acting Principal Financial Officer
November 15, 2004
Exhibit 32.1
CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURUSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly Report of Spindletop Oil & Gas Co. ("the
Company") on Form 10-Q for the period ending September, 2004 as filed with
the Securities and Exchange Commission on the date hereof ("the Report"), We,
Chris G. Mazzini, President and Acting Principal Executive Officer and
Robert E. Corbin, Controller and Acting Principal Financial Officer of the
Company, hereby certify that to our knowledge:
(1) The Report fully complies with the requirements of Section 13(a) or 15(d)
of the Securities Exchange Act of 1934 (15 U.S.C. 78m or 78o(d)); and
(2) The information contained in the Report fairly presents, in all material
respects, the financial condition and results of operations of the Company.
Date: November 15, 2004 By: /s/ Chris G. Mazzini
Chris G. Mazzini
President, Acting Principal
Executive Officer
Date: November 15, 2004 By: /s/ Robert E. Corbin
Robert E. Corbin
Controller, Acting Principal
Financial Officer