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United States
Securities and Exchange Commission
 Washington, D.C. 20549
 Form 10-Q/A
 Amendment No. 1
  þ
    
    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the quarterly period ended March 31, 2011
 o
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the transition period from  to
 Commission file number 000-53507
 ATLAS RESOURCES PUBLIC 17-2008 (B) L.P.
  Delaware
    
    26-1466056(State or other jurisdiction of
    
    (I.R.S. Employerincorporation or organization)
    
    Identification No.)Westpointe Corporate Center One1550 Coraopolis Heights Rd. 2nd FloorMoon Township, PA
    
    15108(Address of principal executive offices)
    
    (zip code)
 (412) 262-2830
 þ o
 o o
  Large accelerated filer o
    
    Accelerated filer o
    
    Non-accelerated filer o
    
    Smaller reporting company þ
 o þ
 o þ




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##### 



ATLAS RESOURCES PUBLIC 17-2008 (B) L.P.
(A Delaware Limited Partnership)
INDEX TO QUARTERLY REPORT
ON FORM 10-Q/A
 PAGEPART I. FINANCIAL INFORMATIONItem 1: Financial StatementsBalance Sheets as of March 31, 2011 and December 31, 2010
    
    
    4Statements of Operations for the Three Months ended March 31, 2011 and 2010
    
    
    5Statement of Changes in Partners Capital for the Three Months ended March 31, 2011
    
    
    6Statements of Cash Flows for the Three Months ended March 31, 2011 and 2010
    
    
    7Notes to Financial Statements
    
    
    8-15Item 2: Managements Discussion and Analysis of Financial Condition and Results of Operations
    
    
    16-19Item 4: Controls and Procedures
    
    
    19PART II. OTHER INFORMATIONItem 1: Legal Proceedings
    
    
    20Item 6: Exhibits
    
    
    20SIGNATURES
    
    
    21CERTIFICATIONSExhibit 31.1Exhibit 31.2Exhibit 32.1Exhibit 32.2
   2




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Explanatory Note
 . Exhibits 31.1 and 31.2.
   3




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ATLAS RESOURCES PUBLIC 17-2008 (B) L.P.
 
 BALANCE SHEETS
 March 31,
    
    
    December 31,2011
    
    
    2010(Unaudited)ASSETSCurrent assets:Cash and cash equivalents
    
    $
    1,118,700
    
    
    $
    1,064,700Accounts receivable  affiliate
    
    
    5,541,000
    
    
    
    3,650,000Short-term hedge receivable due from affiliate
    
    
    
    
    
    
    3,100,700Total current assets
    
    
    6,659,700
    
    
    
    7,815,400Oil and gas properties, net
    
    
    42,060,400
    
    
    
    43,169,000Long-term hedge receivable due from affiliate
    
    
    
    
    
    
    3,032,100Long-term receivable due from affiliate
    
    
    2,198,100
    
    
    
    $
    50,918,200
    
    
    $
    54,016,500LIABILITIES AND PARTNERS CAPITALCurrent liabilities:Accrued liabilities
    
    $
    193,400
    
    
    $
    215,500Short-term hedge liability due to affiliate
    
    
    
    
    
    
    37,800Total current liabilities
    
    
    193,400
    
    
    
    253,300Asset retirement obligation
    
    
    6,783,300
    
    
    
    6,683,100Long-term hedge liability due to affiliate
    
    
    
    
    
    
    545,000Partners capital:Managing general partner
    
    
    14,929,400
    
    
    
    16,908,000Limited partners (23,644.10 units)
    
    
    26,808,700
    
    
    
    28,451,500Accumulated other comprehensive income
    
    
    2,203,400
    
    
    
    1,175,600Total partners capital
    
    
    43,941,500
    
    
    
    46,535,100$
    50,918,200
    
    
    $
    54,016,500
   4




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ATLAS RESOURCES PUBLIC 17-2008 (B) L.P.
 
 STATEMENTS OF OPERATIONS  (Unaudited)
 Three Months EndedMarch 31,2011
    
    
    2010REVENUESNatural gas, oil and liquid gas
    
    $
    3,273,200
    
    
    $
    6,060,400Interest income
    
    
    200
    
    
    
    400Total revenues
    
    
    3,273,400
    
    
    
    6,060,800COSTS AND EXPENSESProduction
    
    
    1,283,400
    
    
    
    2,021,900Depletion
    
    
    1,038,800
    
    
    
    3,845,900Accretion of asset retirement obligation
    
    
    100,200
    
    
    
    68,100General and administrative
    
    
    126,600
    
    
    
    139,000Total costs and expenses
    
    
    2,549,000
    
    
    
    6,074,900Net income (loss)
    
    $
    724,400
    
    
    $
    (14,100
    )Allocation of net income (loss):Managing general partner
    
    $
    327,800
    
    
    $
    569,300Limited partners
    
    $
    396,600
    
    
    $
    (583,400
    )Net income (loss) per limited partnership unit
    
    $
    17
    
    
    $
    (25
    )
   5




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##### Table of Contents



ATLAS RESOURCES PUBLIC 17-2008 (B) L.P.
 
 STATEMENT OF CHANGES IN PARTNERS CAPITAL  FOR THE THREE MONTHS ENDED
 March 31, 2011  (Unaudited)
 AccumulatedManaging
    
    
    
    
    
    
    OtherGeneral
    
    
    Limited
    
    
    ComprehensivePartner
    
    
    Partners
    
    
    Income
    
    
    TotalBalance at January 1, 2011
    
    $
    16,908,000
    
    
    $
    28,451,500
    
    
    $
    1,175,600
    
    
    $
    46,535,100Participation in revenues and expenses:Net production revenues
    
    
    621,100
    
    
    
    1,368,700
    
    
    
    
    
    
    
    1,989,800Interest income
    
    
    100
    
    
    
    100
    
    
    
    
    
    
    
    200Depletion
    
    
    (213,600
    )
    
    
    (825,200
    )
    
    
    
    
    
    
    (1,038,800
    )Accretion of asset retirement obligation
    
    
    (35,300
    )
    
    
    (64,900
    )
    
    
    
    
    
    
    (100,200
    )General and administrative expenses
    
    
    (44,500
    )
    
    
    (82,100
    )
    
    
    
    
    
    
    (126,600
    )Net income
    
    
    327,800
    
    
    
    396,600
    
    
    
    
    
    
    
    724,400Other comprehensive income
    
    
    
    
    
    
    
    
    
    
    1,027,800
    
    
    
    1,027,800Subordination
    
    
    (476,700
    )
    
    
    476,700
    
    
    
    
    
    
    
    Assets returned
    
    
    (9,800
    )
    
    
    
    
    
    
    
    
    
    
    (9,800
    )Distribution to partners
    
    
    (1,819,900
    )
    
    
    (2,516,100
    )
    
    
    
    
    
    
    (4,336,000
    )Balance at March 31, 2011
    
    $
    14,929,400
    
    
    $
    26,808,700
    
    
    $
    2,203,400
    
    
    $
    43,941,500
   6




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ATLAS RESOURCES PUBLIC 17-2008 (B) L.P.
 
 STATEMENTS OF CASH FLOWS
 (Unaudited)
 Three Months EndedMarch 31,2011
    
    
    2010Cash flows from operating activities:Net income (loss)
    
    $
    724,400
    
    
    $
    (14,100
    )Adjustments to reconcile net income (loss) to net cash provided by
operating activities:Depletion
    
    
    1,038,800
    
    
    
    3,845,900Non-cash loss on derivative value
    
    
    726,400
    
    
    
    390,200Accretion of asset retirement obligation
    
    
    100,200
    
    
    
    68,100Decrease in accounts receivable-affiliate
    
    
    479,300
    
    
    
    855,600(Decrease) increase in accrued liabilities
    
    
    (22,100
    )
    
    
    41,600Net cash provided by operating activities
    
    
    3,047,000
    
    
    
    5,187,300Cash flows from investing activities:Proceeds from sale of well
    
    
    60,000
    
    
    
    Net cash provided by investing activities
    
    
    60,000
    
    
    
    Cash flows from financing activities:Distributions to partners
    
    
    (3,053,000
    )
    
    
    (5,483,600
    )Net cash used in financing activities
    
    
    (3,053,000
    )
    
    
    (5,483,600
    )Net increase (decrease) in cash and cash equivalents
    
    
    54,000
    
    
    
    (296,300
    )Cash and cash equivalents at beginning of period
    
    
    1,064,700
    
    
    
    1,845,500Cash and cash equivalents at end of period
    
    $
    1,118,700
    
    
    $
    1,549,200Supplemental Schedule of non-cash operating, investing and financing activities:Assets (returned to) contributed by managing general partner:Tangible equipment
    
    $
    (15,200
    )
    
    $
    169,600Intangible drilling costs
    
    
    5,400
    
    
    
    89,300$
    (9,800
    )
    
    $
    258,900Distribution to managing general partner
    
    $
    1,283,000
    
    
    $
    
   7




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ATLAS RESOURCES PUBLIC 17-2008 (B) L.P.
 
 NOTES TO FINANCIAL STATEMENTS  March 31, 2011
 (Unaudited)
 NOTE 1  DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION
    NOTE 2  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
   Use of Estimates
   8




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ATLAS RESOURCES PUBLIC 17-2008 (B) L.P.
NOTES TO FINANCIAL STATEMENTS (Continued)
March 31, 2011
 (Unaudited)
 NOTE 2  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
 Use of Estimates (Continued)
  Accounts Receivable and Allowance for Possible Losses
  Oil and Gas Properties
   March 31,
    
    
    December 31,2011
    
    
    2010Proved properties:Leasehold interests
    
    $
    5,344,100
    
    
    $
    5,355,400Wells and related equipment
    
    
    302,165,000
    
    
    
    304,168,200307,509,100
    
    
    
    309,523,600Accumulated depletion
    
    
    (265,448,700
    )
    
    
    (266,354,600
    )$
    42,060,400
    
    
    $
    43,169,000
  9




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ATLAS RESOURCES PUBLIC 17-2008 (B) L.P.
NOTES TO FINANCIAL STATEMENTS (Continued)
March 31, 2011
(Unaudited)
 NOTE 2  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
 Impairment of Long-Lived Assets
    Working Interest
   10




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ATLAS RESOURCES PUBLIC 17-2008 (B) L.P.
NOTES TO FINANCIAL STATEMENTS (Continued)
March 31, 2011
(Unaudited)
 NOTE 2  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
 Revenue Recognition
   Recently Adopted Accounting Standards
  NOTE 3  ASSET RETIREMENT OBLIGATION
    11




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ATLAS RESOURCES PUBLIC 17-2008 (B) L.P.
NOTES TO FINANCIAL STATEMENTS (Continued)
March 31, 2011
(Unaudited)
 NOTE 3  ASSET RETIREMENT OBLIGATION (Continued)
  Three Months EndedMarch 31,2011
    
    
    2010Asset retirement obligation at beginning of period
    
    $
    6,683,100
    
    
    $
    4,536,000Accretion expense
    
    
    100,200
    
    
    
    68,100Asset retirement obligation at end of period
    
    $
    6,783,300
    
    
    $
    4,604,100
 NOTE 4  COMPREHENSIVE INCOME
  Three Months EndedMarch 31,2011
    
    
    2010Net income (loss)
    
    $
    724,400
    
    
    $
    (14,100
    )Other comprehensive income:Net unrealized gain
    
    
    1,798,100
    
    
    
    6,154,200Less: reclassification adjustment for gain realized in net income (loss)
    
    
    (770,300
    )
    
    
    (1,299,600
    )Total other comprehensive income
    
    
    1,027,800
    
    
    
    4,854,600Comprehensive income
    
    $
    1,752,200
    
    
    $
    4,840,500
 NOTE 5  DERIVATIVE INSTRUMENTS
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ATLAS RESOURCES PUBLIC 17-2008 (B) L.P.
NOTES TO FINANCIAL STATEMENTS (Continued)
March 31, 2011
(Unaudited)
 NOTE 5  DERIVATIVE INSTRUMENTS (Continued)
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ATLAS RESOURCES PUBLIC 17-2008 (B) L.P.
NOTES TO FINANCIAL STATEMENTS (Continued)
March 31, 2011
(Unaudited)
 NOTE 5  DERIVATIVE INSTRUMENTS (Continued)
  Fair Value of Derivative Instruments:
 Fair ValueBalance Sheet
    
    December 31,Derivatives in Cash Flow Hedging Relationships
    
    Location
    
    2010Derivative Commodity Contracts
    
    Current Assets
    
    $
    3,100,700Long-Term Assets
    
    
    3,032,1006,132,800Current liabilities
    
    
    (37,800
    )Long-term liabilities
    
    
    (545,000
    )(582,800
    )Total
    
    $
    5,550,000
 Effects of Derivative Instruments on Statements of Operations:
 Gain
    
    
    
    
    
    
    GainRecognized in OCI on Derivative
    
    
    
    
    
    
    Reclassified from OCI into Net IncomeDerivatives in
    
    Three Months Ended
    
    
    Location of Gain
    
    
    Three Months EndedCash Flow
    
    March 31,
    
    
    March 31,
    
    
    Reclassified from Accumulated
    
    
    March 31,
    
    
    March 31,Hedging Relationship
    
    2011
    
    
    2010
    
    
    OCI into Income
    
    
    2011
    
    
    2010Commodity contracts
    
    $
    1,798,100
    
    
    $
    6,154,200
    
    
    Natural gas and oil revenue
    
    $
    770,300
    
    
    $
    1,299,600
 NOTE 6  FAIR VALUE OF FINANCIAL INSTRUMENTS
  Level 1
 Level 2
 Level 3
 Assets and Liabilities Measured at Fair Value on a Recurring Basis
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ATLAS RESOURCES PUBLIC 17-2008 (B) L.P.
NOTES TO FINANCIAL STATEMENTS (Continued)
March 31, 2011
(Unaudited)
 NOTE 6  FAIR VALUE OF FINANCIAL INSTRUMENTS (Continued)
 Assets and Liabilities Measured at Fair Value on a Non-Recurring Basis
  NOTE 7  TRANSACTIONS WITH ATLAS RESOURCES, LLC AND ITS AFFILIATES
  
    
    Administrative costs which are included in general and administrative expenses in the
Partnerships statements of operations are payable at $75 per well per month.
Administrative costs incurred for the three months ended March 31, 2011 and 2010 were
$94,500 and $96,300, respectively.
 
    
    Monthly well supervision fees which are included in production expenses in the
Partnerships statements of operations are payable at $392 per well per month for
operating and maintaining the wells. Well supervision fees incurred for the three months
ended March 31, 2011 and 2010 were $493,700 and $484,000, respectively.
 
    
    Transportation fees which are included in production expenses in the Partnerships
statements of operations are generally payable at 13% of the natural gas sales price.
Transportation fees incurred for the three months ended March 31, 2011 and 2010 were
$484,200 and $794,700, respectively.
 
    
    Assets returned to the MGP which are disclosed on the Partnerships statements of
cash flows as a non-cash activity for the three months ended March 31, 2011 were $9,800.
Assets contributed from the MGP which are disclosed on the Partnerships statement of
cash flows as a non-cash activity for the three months ended March 31, 2010 were
$258,900.
  Subordination by Managing General Partner
   15




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ITEM 2.
    
    MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS (UNAUDITED)
 Forward-Looking Statements
 When used in this Form 10-Q , the words believes, anticipates, expects and similar
expressions are intended to identify forward-looking statements. These risks and uncertainties
could cause actual results to differ materially from the results stated or implied in this
document. 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-Q or to reflect the occurrence of unanticipated events.
  General
     16




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Results of Operations
  Three Months EndedMarch 312011
    
    
    2010Production revenues (in thousands):Gas
    
    $
    3,035
    
    
    $
    5,798Oil
    
    
    231
    
    
    
    251Liquid
    
    
    7
    
    
    
    11Total
    
    $
    3,273
    
    
    $
    6,060Production volumes:Gas (mcf/day) (1)
    
    
    6,740
    
    
    
    10,963Oil (bbls/day) (1)
    
    
    29
    
    
    
    43Liquid (bbl/day) (1)
    
    
    1
    
    
    
    3Total (mcfe/day) (1)
    
    
    6,920
    
    
    
    11,239Average sales prices: (2)Gas (per mcf) (1) (3)
    
    $
    6.20
    
    
    $
    6.25Oil (per bbl) (1) (4)
    
    $
    90.30
    
    
    $
    70.22Liquid (per bbl) (1)
    
    $
    53.31
    
    
    $
    47.80Average production costs:As a percent of revenues
    
    
    39
    %
    
    
    33
    %Per mcfe (1)
    
    $
    2.06
    
    
    $
    2.00Depletion per mcfe
    
    $
    1.67
    
    
    $
    3.81
 
 (1)
    
    Mcf represents thousand cubic feet, mcfe represents thousand cubic feet
equivalent, and bbls represents barrels. Bbls are converted to mcfe using the ratio
of six mcfs to one bbl. Liquid gallons are converted into bbls by a ratio of 42 gallons
per bbl.(2)
    
    Average sales prices represent accrual basis pricing after reversing the effect
of previously recognized gains resulting from prior period impairment charges.(3)
    
    Average gas prices are calculated by including in total revenue derivative gains
previously recognized into income and dividing by the total volume for the period.
Previously recognized derivative gains were $724,300 and $367,900 for the three months
ended March 31, 2011 and 2010, respectively. The derivative gains are included in other
comprehensive income and resulted from prior period impairment charges.(4)
    
    Average oil prices are calculated by including in total revenue derivative gains
previously recognized into income and dividing by the total volume for the period.
Previously recognized derivative gains were $2,100 and $22,300 for the three months
ended March 31, 2011 and 2010, respectively. The derivative gains are included in other
comprehensive income and resulted from prior period impairment charges.  17




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Natural Gas Revenues.
 Oil Revenues.
 Natural Gas Liquids Revenue
 Costs and Expenses.
   Liquidity and Capital Resources
     18




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Critical Accounting Policies
  Subordination by Managing General Partner
  
 ITEM 4.
    
    CONTROLS AND PROCEDURES
 Evaluation of Disclosure Controls and Procedures
   Changes in Internal Control over Financial Reporting
   19




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PART II OTHER INFORMATION
 
 ITEM 1.
    
    LEGAL PROCEEDINGS
   
 ITEM 6.
    
    EXHIBITS
 EXHIBIT INDEX
 Exhibit No.
    
    Description4.0
    
    
    Amended and Restated Certificate and Agreement of Limited Partnership for Public 17-2007 (B) L.P. (1)10.1
    
    
    Drilling and Operating Agreement for Atlas America Public 17-2007 (B) L.P. (1)31.1
    
    
    Certification Pursuant to Rule 13a-14/15(d)-1431.2
    
    
    Certification Pursuant to Rule 13a-14/15(d)-1432.1
    
    
    Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley
Act of 200232.2
    
    
    Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley
Act of 2002
 
 (1)
    
    Filed on June 27, 2007 in the Form S-1 Registration Statement dated June 27, 2007, File No. 000-53507  20




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SIGNATURES
   Atlas Resources, LLC, Managing General PartnerDate:  August 15, 2011
    By:
    /s/ Freddie M. KotekFreddie M. Kotek, Chairman of the Board of Directors,Chief Executive Officer
and President  Date: August 15, 2011
    By:
    /s/ Jeffrey C. SimmonsJeffrey C. Simmons, Executive Vice President  OperationsDate: August 15, 2011
    By:
    /s/ Sean P. McGrathSean P. McGrath, Chief Financial Officer  21