SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended March 31, 1995 Commission File Number: II-A: 0-16388 II-C: 0-16981 II-E: 0-17320 II-G: 0-17802 II-B: 0-16405 II-D: 0-16980 II-F: 0-17799 II-H: 0-18305 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-A GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-B GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-C GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-D GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-E GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-F GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-G GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-H ----------------------------------------------------- (Exact name of Registrant as specified in its Articles) II-A 73-1295505 II-B 73-1303341 II-C 73-1308986 II-D 73-1329761 II-E 73-1324751 II-F 73-1330632 II-G 73-1336572 Oklahoma II-H 73-1342476 ------------------------------ -------------------- (State or other jurisdiction (I.R.S. Employer Identification No.) of incorporation or organization) Two West Second Street, Tulsa, Oklahoma 74103 ------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (918) 583-1791 Indicate by check mark whether the Registrant (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 Registrant was required to file such reports) and (2) has been subject to the filing requirements for the past 90 days. Yes X No --- --- PART I. FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-A GEODYNE PRODUCTION PARTNERSHIP II-A COMBINED BALANCE SHEETS (Unaudited) ASSETS March 31, December 31, 1995 1994 ----------- ------------- CURRENT ASSETS: Cash and cash equivalents . . . . . $ 555,062 $ 793,694 Accounts receivable: Oil and gas sales, including $120,160 and $107,036 due from related parties (Note 2) 758,899 829,056 ----------- ----------- Total current assets . . . . . . $ 1,313,961 $ 1,622,750 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method . . . . . . 9,417,078 10,069,976 DEFERRED CHARGE . . . . . . . . . . . . 980,772 980,772 ----------- ----------- $11,711,811 $12,673,498 =========== =========== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable . . . . . . . . . . $ 122,497 $ 289,391 Gas imbalance payable . . . . . . . . 217,949 217,949 ----------- ----------- Total current liabilities . . . . $ 340,446 $ 507,340 ACCRUED LIABILITY . . . . . . . . . . . $ 398,669 $ 398,669 PARTNERS' CAPITAL (DEFICIT): General Partner and Managing Partner ($ 310,266)($ 297,741) Unit Holders, issued and outstanding, 484,283 units . . . . . . . . . . . 11,282,962 12,065,230 ----------- ----------- Total Partners' capital . . . . . $10,972,696 $11,767,489 ----------- ----------- $11,711,811 $12,673,498 =========== =========== The accompanying notes are an integral part of these combined financial statements. -2- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-A GEODYNE PRODUCTION PARTNERSHIP II-A COMBINED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED MARCH 31, 1995 AND 1994 (Unaudited) 1995 1994 ---------- ---------- REVENUES: Oil and gas sales, including $194,222 and $347,145 to related parties (Note 2) $1,246,893 $1,637,446 Interest income . . . . . . . . . . . 5,886 4,405 Gain on sale of oil and gas properties 8,085 2,922 ---------- ---------- $1,260,864 $1,644,773 COSTS AND EXPENSES: Lease operating . . . . . . . . . . . $ 475,793 $ 560,074 Production tax . . . . . . . . . . . 79,878 98,242 Depreciation, depletion, and amortiza- tion of oil and gas properties . . . 669,105 980,588 General and administrative . . . . . 141,881 167,819 ---------- ---------- $1,366,657 $1,806,723 ---------- ---------- NET LOSS . . . . . . . . . . . . . . ($ 105,793) ($ 161,950) ========== ========== GENERAL PARTNER AND MANAGING PARTNER - NET INCOME . . . . . . . . . . . .. $ 21,475 $ 31,126 ========== ========== UNIT HOLDERS - NET LOSS . . . . . . . ($ 127,268) ($ 193,076) ========== ========== NET LOSS per unit . . . . . . . . . . . ($ .26) ($ .40) ========== ========== UNITS OUTSTANDING . . . . . . . . . . . 484,283 484,283 ========== ========== The accompanying notes are an integral part of these combined financial statements. -3- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-A GEODYNE PRODUCTION PARTNERSHIP II-A COMBINED STATEMENTS OF CASH FLOWS FOR THE THREE MONTHS ENDED MARCH 31, 1995 AND 1994 (Unaudited) 1995 1994 ---------- ----------- CASH FLOWS FROM OPERATING ACTIVITIES: Net loss . . . . . . . . . . . . . . ($105,793) ($ 161,950) Adjustments to reconcile net loss to net cash provided by operating activi- ties: Depreciation, depletion, and amortization of oil and gas properties 669,105 980,588 Gain on sale of oil and gas properties ( 8,085) ( 2,922) Decrease in accounts receivable . . 70,157 8,081 Decrease in accounts payable . . . ( 166,894) ( 91,536) -------- ---------- Net cash provided by operating activities $458,490 $ 732,261 CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures . . . . . . . . ($ 25,005) ($ 82,219) Proceeds from sale of oil and gas properties 16,883 2,922 -------- ---------- Net cash used by investing activities ($ 8,122) ($ 79,297) CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions . . . . . . . . . ($689,000) ($ 685,000) -------- ---------- Net cash used by financing activities ($689,000) ($ 685,000) -------- ---------- NET DECREASE IN CASH AND CASH EQUIVALENTS ($238,632) ($ 32,036) CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 793,694 1,046,726 -------- ---------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $555,062 $1,014,690 ======== ========== The accompanying notes are an integral part of these combined financial statements. -4- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-B GEODYNE PRODUCTION PARTNERSHIP II-B COMBINED BALANCE SHEETS (Unaudited) ASSETS March 31, December 31, 1995 1994 ----------- ------------ CURRENT ASSETS: Cash and cash equivalents . . . . . $ 379,044 $ 623,450 Accounts receivable: Oil and gas sales, including $45,767 and $64,669 due from related parties (Note 2) 588,232 572,547 ---------- ---------- Total current assets . . . . . . $ 967,276 $1,195,997 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method . . . . 6,356,886 6,932,761 DEFERRED CHARGE . . . . . . . . . . . . 173,300 173,300 ---------- ---------- $7,497,462 $8,302,058 ========== ========== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable . . . . . . . . . . $ 111,540 $ 222,404 Gas imbalance payable . . . . . . . . 18,793 18,793 ---------- ---------- Total current liabilities . . . . $ 130,333 $ 241,197 ACCRUED LIABILITY . . . . . . . . . . . $ 369,296 $ 369,296 PARTNERS' CAPITAL (DEFICIT): General Partner and Managing Partner ($ 234,290) ($ 222,879) Unit Holders, issued and outstanding, 361,719 units . . . . . . . . . . . 7,232,123 7,914,444 ---------- ---------- Total Partners' capital . . . . . $6,997,833 $7,691,565 ---------- ---------- $7,497,462 $8,302,058 ========== ========== The accompanying notes are an integral part of these combined financial statements. -5- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-B GEODYNE PRODUCTION PARTNERSHIP II-B COMBINED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED MARCH 31, 1995 AND 1994 (Unaudited) 1995 1994 ----------- ------------ REVENUES: Oil and gas sales, including $80,613 and $215,314 to related parties (Note 2) $ 939,063 $1,266,994 Interest income . . . . . . . . . . . 4,412 2,582 Gain (Loss) on sale of oil and gas properties ( 20,485) 3,388 ---------- ---------- $ 922,990 $1,272,964 COSTS AND EXPENSES: Lease operating . . . . . . . . . . . $ 354,205 $ 376,597 Production tax . . . . . . . . . . . 54,963 76,563 Depreciation, depletion, and amortiza- tion of oil and gas properties . . . 580,632 779,586 General and administrative . . . . . 105,922 125,555 ---------- ---------- $1,095,722 $1,358,301 ---------- ---------- NET LOSS . . . . . . . . . . . . . . ($ 172,732)($ 85,337) ========== ========== GENERAL PARTNER AND MANAGING PARTNER - NET INCOME . . . . . . . . . . . . . $ 14,589 $ 26,917 ========== ========== UNIT HOLDERS - NET LOSS . . . . . . . . ($ 187,321)($ 112,254) ========== ========== NET LOSS per unit . . . . . . . . . . . ($ .52)($ .31) ========== ========== UNITS OUTSTANDING . . . . . . . . . . . 361,719 361,719 ========== ========== The accompanying notes are an integral part of these combined financial statements. -6- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-B GEODYNE PRODUCTION PARTNERSHIP II-B COMBINED STATEMENTS OF CASH FLOWS FOR THE THREE MONTHS ENDED MARCH 31, 1995 AND 1994 (Unaudited) 1995 1994 ---------- --------- CASH FLOWS FROM OPERATING ACTIVITIES: Net loss . . . . . . . . . . . . . . ($172,732) ($ 85,337) Adjustments to reconcile net loss to net cash provided by operating activities: Depreciation, depletion, and amortization of oil and gas properties . . . . 580,632 779,586 (Gain) Loss on sale of oil and gas properties . . . . . . . . . . . . 20,485 ( 3,388) (Increase) Decrease in accounts receivable . . . . . . . . . . . . ( 15,685) 40,364 Decrease in accounts payable . . . ( 110,864) ( 91,699) -------- -------- Net cash provided by operating activities $301,836 $639,526 CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures . . . . . . . . ($ 38,791) ($ 72,292) Proceeds from sale of oil and gas properties 13,549 3,388 -------- -------- Net cash used by investing activities ($ 25,242) ($ 68,904) CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions . . . . . . . . . ($521,000) ($500,000) -------- -------- Net cash used by financing activities ($521,000) ($500,000) -------- -------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS . . . . . . . . . . . . . ($244,406) $ 70,622 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 623,450 597,221 -------- -------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $379,044 $667,843 ======== ======== The accompanying notes are an integral part of these combined financial statements. -7- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-C GEODYNE PRODUCTION PARTNERSHIP II-C COMBINED BALANCE SHEETS (Unaudited) ASSETS March 31, December 31, 1995 1994 ---------- ------------ CURRENT ASSETS: Cash and cash equivalents . . . . . $ 223,933 $ 380,901 Accounts receivable: General Partner . . . . . . . . . . 3,640 - Oil and gas sales, including $29,203 and $41,709 due from related parties (Note 2) 252,709 288,238 ---------- ---------- Total current assets . . . . . . $ 480,282 $ 669,139 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method . . . . . . 3,146,034 3,411,988 DEFERRED CHARGE . . . . . . . . . . . . 210,793 210,793 ---------- ---------- $3,837,109 $4,291,920 ========== ========== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable . . . . . . . . . . $ 45,921 $ 56,341 Gas imbalance payable . . . . . . . . 42,677 104,939 ---------- ---------- Total current liabilities . . . . $ 88,598 $ 161,280 ACCRUED LIABILITY . . . . . . . . . . . $ 122,531 $ 122,531 PARTNERS' CAPITAL (DEFICIT): General Partner and Managing Partner ($ 92,560) ($ 84,153) Unit Holders, issued and outstanding, 154,621 units . . . . . . . . . . . 3,718,540 4,092,262 ---------- ---------- Total Partners' capital . . . . . $3,625,980 $4,008,109 ---------- ---------- $3,837,109 $4,291,920 ========== ========== The accompanying notes are an integral part of these combined financial statements. -8- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-C GEODYNE PRODUCTION PARTNERSHIP II-C COMBINED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED MARCH 31, 1995 AND 1994 (Unaudited) 1995 1994 ----------- ------------ REVENUES: Oil and gas sales, including $51,515 and $128,067 to related parties (Note 2) $432,457 $580,618 Interest income . . . . . . . . . . . 2,948 1,359 Gain on sale of oil and gas properties 8,980 258 -------- -------- $444,385 $582,235 COSTS AND EXPENSES: Lease operating . . . . . . . . . . . $150,453 $160,081 Production tax . . . . . . . . . . . 22,889 38,510 Depreciation, depletion, and amortization of oil and gas properties . . . . . 264,990 318,795 General and administrative . . . . . 46,182 54,611 -------- -------- $484,514 $571,997 -------- -------- NET INCOME (LOSS) . . . . . . . . . . ($ 40,129) $ 10,238 ======== ======== GENERAL PARTNER AND MANAGING PARTNER - NET INCOME . . . . . . . . . . . . . $ 8,593 $ 13,264 ======== ======== UNIT HOLDERS - NET LOSS . . . . . . . . ($ 48,722) ($ 3,026) ======== ======== NET LOSS per unit . . . . . . . . . . . ($ .32) ($ .02) ======== ======== UNITS OUTSTANDING . . . . . . . . . . . 154,621 154,621 ======== ======== The accompanying notes are an integral part of these combined financial statements. -9- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-C GEODYNE PRODUCTION PARTNERSHIP II-C COMBINED STATEMENTS OF CASH FLOWS FOR THE THREE MONTHS ENDED MARCH 31, 1995 AND 1994 (Unaudited) 1995 1994 ---------- ---------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income (loss) . . . . . . . . . . ($ 40,129) $ 10,238 Adjustments to reconcile net income (loss) to net cash provided by operating activities: Depreciation, depletion, and amortiza- tion of oil and gas properties . . . . 264,990 318,795 Gain on sale of oil and gas properties ( 8,980) ( 258) Decrease in accounts receivable . . 31,889 10,052 Decrease in accounts payable . . . ( 10,420) ( 17,069) Decrease in gas imbalance payable . ( 62,262) - -------- -------- Net cash provided by operating activities $175,088 $321,758 CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures . . . . . . . . ($ 3,950) ($ 30,698) Proceeds from sale of oil and gas properties 13,894 258 -------- -------- Net cash provided (used) by investing activities . . . . . . . . . . . . $ 9,944 ($ 30,440) CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions . . . . . . . . . ($342,000) ($231,000) -------- -------- Net cash used by financing activities ($342,000) ($231,000) -------- -------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS . . . . . . . . . . . . . ($156,968) $ 60,318 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 380,901 300,177 -------- -------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $223,933 $360,495 ======== ======== The accompanying notes are an integral part of these combined financial statements. -10- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-D GEODYNE PRODUCTION PARTNERSHIP II-D COMBINED BALANCE SHEETS (Unaudited) ASSETS March 31, December 31, 1995 1994 ---------- ------------- CURRENT ASSETS: Cash and cash equivalents . . . . . $ 420,753 $ 563,613 Accounts receivable: General Partner . . . . . . . . . . 5,884 - Oil and gas sales, including $112,096 and $121,780 due from related parties (Note 2) 582,628 697,345 ---------- ---------- Total current assets . . . . . . $1,009,265 $1,260,958 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method . . . . . . 6,632,892 7,261,978 DEFERRED CHARGE . . . . . . . . . . . . 1,048,947 1,048,947 ---------- ---------- $8,691,104 $9,571,883 ========== ========== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable . . . . . . . . . . $ 171,314 $ 195,236 Gas imbalance payable . . . . . . . . 98,771 208,023 ---------- ---------- Total current liabilities . . . . $ 270,085 $ 403,259 ACCRUED LIABILITY . . . . . . . . . . . $ 222,635 $ 222,635 PARTNERS' CAPITAL (DEFICIT): General Partner and Managing Partner ($ 122,781) ($ 111,528) Unit Holders, issued and outstanding, 314,878 units . . . . . . . . . . . 8,321,165 9,057,517 ---------- ---------- Total Partners' capital . . . . . $8,198,384 $8,945,989 ---------- ---------- $8,691,104 $9,571,883 ========== ========== The accompanying notes are an integral part of these combined financial statements. -11- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-D GEODYNE PRODUCTION PARTNERSHIP II-D COMBINED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED MARCH 31, 1995 AND 1994 (Unaudited) 1995 1994 ---------- ---------- REVENUES: Oil and gas sales, including $151,962 and $304,481 to related parties (Note 2) . . . . . . . . . . . . . . $1,063,337 $1,224,098 Interest income . . . . . . . . . . . 4,578 642 Gain on sale of oil and gas properties 9,291 - ---------- ---------- $1,077,206 $1,224,740 COSTS AND EXPENSES: Lease operating . . . . . . . . . . . $ 499,106 $ 426,079 Production tax . . . . . . . . . . . 62,734 89,173 Depreciation, depletion, and amortization of oil and gas properties . . . . . 633,173 640,841 General and administrative . . . . . 93,798 110,703 ---------- ---------- $1,288,811 $1,266,796 ---------- ---------- NET LOSS . . . . . . . . . . . . . . . ($ 211,605) ($ 42,056) ========== ========== GENERAL PARTNER AND MANAGING PARTNER - NET INCOME . . . . . . . . . . . . . $ 14,747 $ 23,531 ========== ========== UNIT HOLDERS - NET LOSS . . . . . . . . ($ 226,352) ($ 65,587) ========== ========== NET LOSS per unit . . . . . . . . . . . ($ .72) ($ .21) ========== ========== UNITS OUTSTANDING . . . . . . . . . . . 314,878 314,878 ========== ========== The accompanying notes are an integral part of these combined financial statements. -12- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-D GEODYNE PRODUCTION PARTNERSHIP II-D COMBINED STATEMENTS OF CASH FLOWS FOR THE THREE MONTHS ENDED MARCH 31, 1995 AND 1994 (Unaudited) 1995 1994 --------- ---------- CASH FLOWS FROM OPERATING ACTIVITIES: Net loss . . . . . . . . . . . . . . ($211,605) ($ 42,056) Adjustments to reconcile net loss to net cash provided by operating activities: Depreciation, depletion, and amortiza- tion of oil and gas properties . . 633,173 640,841 Gain on sale of oil and gas properties ( 9,291) - Decrease in accounts receivable . . 108,833 3,559 Decrease in accounts payable . . . ( 23,922) ( 12,826) Decrease in gas imbalance payable . ( 109,252) - -------- -------- Net cash provided by operating activities . . . . . . . . . . . . $387,936 $589,518 CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures . . . . . . . . ($ 12,702) ($ 22,340) Proceeds from sale of oil and gas properties . . . . . . . . . . . . 17,906 - -------- -------- Net cash provided (used) by investing activities . . . . . . . . . . . . . $ 5,204 ($ 22,340) CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions . . . . . . . . . ($536,000) ($482,000) -------- -------- Net cash used by financing activities ($536,000) ($482,000) -------- -------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS . . . . . . . . . . . . ($142,860) $ 85,178 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD . . . . . . . . . . . . . . . 563,613 147,215 -------- -------- CASH AND CASH EQUIVALENTS AT END OF PERIOD . . . . . . . . . . . . . . . . $420,753 $232,393 ======== ======== The accompanying notes are an integral part of these combined financial statements. -13- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-E GEODYNE PRODUCTION PARTNERSHIP II-E COMBINED BALANCE SHEETS (Unaudited) ASSETS March 31, December 31, 1995 1994 ----------- ------------ CURRENT ASSETS: Cash and cash equivalents . . . . . $ 177,495 $ 260,348 Accounts receivable: General Partner . . . . . . . . . . 2,200 - Oil and gas sales, including $80,901 and $90,940 due from related parties (Note 2). . . . . . . . . . . . . 325,248 355,365 ---------- ---------- Total current assets . . . . . . $ 504,943 $ 615,713 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method . . . . . . 6,586,152 7,062,612 DEFERRED CHARGE . . . . . . . . . . . . 438,881 438,881 ---------- ---------- $7,529,976 $8,117,206 ========== ========== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable . . . . . . . . . . $ 75,349 $ 97,077 Gas imbalance payable . . . . . . . . 18,076 41,780 ---------- ---------- Total current liabilities . . . . $ 93,425 $ 138,857 ACCRUED LIABILITY . . . . . . . . . . . $ 180,097 $ 180,097 PARTNERS' CAPITAL (DEFICIT): General Partner and Managing Partner ($ 112,183)($ 104,398) Unit Holders, issued and outstanding, 228,821 units . . . . . . . . . . . 7,368,637 7,902,650 ---------- ---------- Total Partners' capital . . . . . $7,256,454 $7,798,252 ---------- ---------- $7,529,976 $8,117,206 ========== ========== The accompanying notes are an integral part of these combined financial statements. -14- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-E GEODYNE PRODUCTION PARTNERSHIP II-E COMBINED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED MARCH 31, 1995 AND 1994 (Unaudited) 1995 1994 --------- ---------- REVENUES: Oil and gas sales, including $109,579 and $223,478 to related parties (Note 2) . . . . . . . . . . . . . . $551,228 $679,757 Interest income . . . . . . . . . . . 1,955 826 Gain on sale of oil and gas properties 15,034 622 -------- -------- $568,217 $681,205 COSTS AND EXPENSES: Lease operating . . . . . . . . . . . $250,676 $238,855 Production tax . . . . . . . . . . . 48,838 58,282 Depreciation, depletion, and amortiza- tion of oil and gas properties . . . 485,127 525,224 General and administrative . . . . . 67,374 80,215 -------- -------- $852,015 $902,576 -------- -------- NET LOSS . . . . . . . . . . . . . . . ($283,798) ($221,371) ======== ======== GENERAL PARTNER AND MANAGING PARTNER - NET INCOME . . . . . . . . . . . . . $ 5,215 $ 9,940 ======== ======== UNIT HOLDERS - NET LOSS . . . . . . . . ($289,013) ($231,311) ======== ======== NET LOSS per unit . . . . . . . . . . . ($ 1.26) ($ 1.01) ======== ======== UNITS OUTSTANDING . . . . . . . . . . . 228,821 228,821 ======== ======== The accompanying notes are an integral part of these combined financial statements. -15- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-E GEODYNE PRODUCTION PARTNERSHIP II-E COMBINED STATEMENTS OF CASH FLOWS FOR THE THREE MONTHS ENDED MARCH 31, 1995 AND 1994 (Unaudited) 1995 1994 ---------- ---------- CASH FLOWS FROM OPERATING ACTIVITIES: Net loss . . . . . . . . . . . . . . ($283,798) ($221,371) Adjustments to reconcile net loss to net cash provided by operating activi- ties: Depreciation, depletion, and amortiza- tion of oil and gas properties . . 485,127 525,224 Gain on sale of oil and gas properties ( 15,034) ( 622) (Increase) Decrease in accounts receivable . . . . . . . . . . . . . 27,917 ( 8,935) Decrease in accounts payable . . . ( 21,728) ( 31,925) Decrease in gas imbalance payable . ( 23,704) - -------- -------- Net cash provided by operating activities . . . . . . . . . . . . . $168,780 $262,371 CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures . . . . . . . . ($ 8,667) ($ 7,962) Proceeds from sale of oil and gas properties . . . . . . . . . . . . 15,034 622 -------- -------- Net cash provided (used) by investing activities . . . . . . . . . . . . $ 6,367 ($ 7,340) CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions . . . . . . . . . ($258,000) ($311,000) -------- -------- Net cash used by financing activities ($258,000) ($311,000) -------- -------- NET DECREASE IN CASH AND CASH EQUIVALENTS ($ 82,853) ( $ 55,969) CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD . . . . . . . . . . . . . . . 260,348 230,537 -------- -------- CASH AND CASH EQUIVALENTS AT END OF PERIOD. . . . . . . . . . . . . . . . . $177,495 $174,568 ======== ======== The accompanying notes are an integral part of these combined financial statements. -16- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-F GEODYNE PRODUCTION PARTNERSHIP II-F COMBINED BALANCE SHEETS (Unaudited) ASSETS March 31, December 31, 1995 1994 ----------- ------------ CURRENT ASSETS: Cash and cash equivalents . . . . . $ 246,610 $ 237,397 Accounts receivable: Oil and gas sales, including $57,888 and $61,777 due from related parties (Note 2). . . . . . . . . . . . . . 261,052 321,964 ---------- ---------- Total current assets . . . . . . $ 507,662 $ 559,361 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method . . . . . . 6,038,499 6,309,820 DEFERRED CHARGE . . . . . . . . . . . . 98,251 98,251 ---------- ---------- $6,644,412 $6,967,432 ========== ========== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable, General Partner . . $ 254 $ - Accounts payable . . . . . . . . . . 49,155 65,394 Gas imbalance payable . . . . . . . . 43,583 43,583 ---------- ---------- Total current liabilities . . . . $ 92,992 $ 108,977 ACCRUED LIABILITY . . . . . . . . . . . $ 40,102 $ 40,102 PARTNERS' CAPITAL (DEFICIT): General Partner and Managing Partner ($ 84,349) ($ 80,063) Unit Holders, issued and outstanding, 171,400 units . . . . . . . . . . . 6,595,667 6,898,416 ---------- ---------- Total Partners' capital . . . . . $6,511,318 $6,818,353 ---------- ---------- $6,644,412 $6,967,432 ========== ========== The accompanying notes are an integral part of these combined financial statements. -17- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-F GEODYNE PRODUCTION PARTNERSHIP II-F COMBINED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED MARCH 31, 1995 AND 1994 (Unaudited) 1995 1994 ---------- ---------- REVENUES: Oil and gas sales, including $90,514 and $213,077 to related parties (Note 2) $437,303 $663,295 Interest income . . . . . . . . . . . 1,923 1,976 Gain on sale of oil and gas properties 14,859 389 -------- -------- $454,085 $665,660 COSTS AND EXPENSES: Lease operating . . . . . . . . . . . $140,760 $153,637 Production tax . . . . . . . . . . . 35,743 66,665 Depreciation, depletion, and amortization of oil and gas properties . . . . . 260,387 428,551 General and administrative . . . . . 51,230 60,980 -------- -------- $488,120 $709,833 -------- -------- NET LOSS . . . . . . . . . . . . . . . ($ 34,035) ($ 44,173) ======== ======== GENERAL PARTNER AND MANAGING PARTNER - NET INCOME . . . . . . . . . . . . . $ 8,714 $ 14,933 ======== ======== UNIT HOLDERS - NET LOSS . . . . . . . ($ 42,749) ($ 59,106) ======== ======== NET LOSS per unit . . . . . . . . . . . ($ .25) ($ .34) ======== ======== UNITS OUTSTANDING . . . . . . . . . . . 171,400 171,400 ======== ======== The accompanying notes are an integral part of these combined financial statements. -18- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-F GEODYNE PRODUCTION PARTNERSHIP II-F COMBINED STATEMENTS OF CASH FLOWS FOR THE THREE MONTHS ENDED MARCH 31, 1995 AND 1994 (Unaudited) 1995 1994 --------- ---------- CASH FLOWS FROM OPERATING ACTIVITIES: Net loss . . . . . . . . . . . . . . ($ 34,035) ($ 44,173) Adjustments to reconcile net loss to net cash provided by operating activi- ties: Depreciation, depletion, and amortiza- tion of oil and gas properties . . 260,387 428,551 Gain on sale of oil and gas properties ( 14,859) ( 389) Decrease in accounts receivable . . 60,912 18,602 Decrease in accounts payable . . . ( 15,985) ( 15,516) -------- -------- Net cash provided by operating activi- ties . . . . . . . . . . . . . . . . $256,420 $387,075 CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures . . . . . . . . ($ 2,124) ($ 15,084) Proceeds from sale of oil and gas properties . . . . . . . . . . . . . 27,917 389 -------- -------- Net cash provided (used) by investing activities . . . . . . . . . . . . $ 25,793 ($ 14,695) CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions . . . . . . . . . ($273,000) ($527,000) -------- -------- Net cash used by financing activities ($273,000) ($527,000) -------- -------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS . . . . . . . . . . . . . $ 9,213 ($154,620) CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD . . . . . . . . . . . . . . . 237,397 544,727 -------- -------- CASH AND CASH EQUIVALENTS AT END OF PERIOD . . . . . . . . . . . . . . . . . $246,610 $390,107 ======== ======== The accompanying notes are an integral part of these combined financial statements. -19- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-G GEODYNE PRODUCTION PARTNERSHIP II-G COMBINED BALANCE SHEETS (Unaudited) ASSETS March 31, December 31, 1995 1994 ------------ ------------ CURRENT ASSETS: Cash and cash equivalents . . . . . $ 539,858 $ 492,117 Accounts receivable: Oil and gas sales, including $122,177 and $130,572 due from related parties (Note 2) . . . . . . . . . . . . . 562,596 687,939 ----------- ----------- Total current assets . . . . . . $ 1,102,454 $ 1,180,056 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method . . . . . . 13,470,085 14,057,651 DEFERRED CHARGE . . . . . . . . . . . . 219,078 219,078 ----------- ----------- $14,791,617 $15,456,785 =========== =========== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable, General Partner . . $ 531 $ - Accounts payable . . . . . . . . . . 111,595 139,970 Gas imbalance payable . . . . . . . . 94,414 94,414 ----------- ----------- Total current liabilities . . . . $ 206,540 $ 234,384 ACCRUED LIABILITY . . . . . . . . . . . $ 90,341 $ 90,341 PARTNERS' CAPITAL (DEFICIT): General Partner and Managing Partner ($ 189,763)($ 181,500) Unit Holders, issued and outstanding, 372,189 units . . . . . . . . . . . 14,684,499 15,313,560 ----------- ----------- Total Partners' capital . . . . . $14,494,736 $15,132,060 ----------- ----------- $14,791,617 $15,456,785 =========== =========== The accompanying notes are an integral part of these combined financial statements. -20- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-G GEODYNE PRODUCTION PARTNERSHIP II-G COMBINED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED MARCH 31, 1995 AND 1994 (Unaudited) 1995 1994 ----------- ----------- REVENUE: Oil and gas sales, including $191,115 and $452,215 to related parties (Note 2) . . . . . . . . . . . . . . $ 970,570 $1,417,567 Interest income . . . . . . . . . . . 4,062 4,078 Gain on sale of oil and gas properties 35,951 1,082 ---------- ---------- $1,010,583 $1,422,727 COSTS AND EXPENSES: Lease operating . . . . . . . . . . . $ 309,846 $ 339,525 Production tax . . . . . . . . . . . 81,178 142,166 Depreciation, depletion, and amortiza- tion of oil and gas properties . .. 567,571 948,028 General and administrative . . . . . 111,312 131,466 ---------- ---------- $1,069,907 $1,561,185 ---------- ---------- NET LOSS . . . . . . . . . . . . . . ($ 59,324) ($ 138,458) ========== ========== GENERAL PARTNER AND MANAGING PARTNER - NET INCOME . . . . . . . . . . . . $ 19,737 $ 30,998 ========== ========== UNIT HOLDERS - NET LOSS . . . . . . . ($ 79,061)($ 169,456) ========== ========== NET LOSS per unit . . . . . . . . . . . ($ .21)($ .46) ========== ========== UNITS OUTSTANDING . . . . . . . . . . . 372,189 372,189 ========== ========== The accompanying notes are an integral part of these combined financial statements. -21- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-G GEODYNE PRODUCTION PARTNERSHIP II-G COMBINED STATEMENTS OF CASH FLOWS FOR THE THREE MONTHS ENDED MARCH 31, 1995 AND 1994 (Unaudited) 1995 1994 ---------- ----------- CASH FLOWS FROM OPERATING ACTIVITIES: Net loss . . . . . . . . . . . . . . ($ 59,324)($ 138,458) Adjustments to reconcile net loss to net cash provided by operating activities: Depreciation, depletion, and amortization of oil and gas properties . . . . 567,571 948,028 Gain on sale of oil and gas properties ( 35,951) ( 1,082) Decrease in accounts receivable . . 125,343 32,391 Decrease in accounts payable . . . ( 27,844) ( 29,506) -------- ---------- Net cash provided by operating activities $569,795 $ 811,373 CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures . . . . . . . . ($ 4,557)($ 32,608) Proceeds from sale of oil and gas properties . . . . . . . . . . . . 60,503 1,082 -------- ---------- Net cash provided (used) by investing activities . . . . . . . . . . . . $ 55,946 ($ 31,526) CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions . . . . . . . . . ($578,000)($ 978,000) -------- ---------- Net cash used by financing activities ($578,000) ($ 978,000) -------- ---------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS . . . . . . . . . . . . . $ 47,741 ($ 198,153) CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD . . . . . . . . . . . . . . 492,117 1,066,534 -------- ---------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $539,858 $ 868,381 ======== ========== The accompanying notes are an integral part of these combined financial statements. -22- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-H GEODYNE PRODUCTION PARTNERSHIP II-H COMBINED BALANCE SHEETS (Unaudited) ASSETS March 31, December 31, 1995 1994 ----------- ------------ CURRENT ASSETS: Cash and cash equivalents . . . . . . $ 134,174 $ 124,102 Accounts receivable: Oil and gas sales, including $28,750 and $30,807 due from related parties (Note 2) . . . . . . . . . . . . . 137,014 166,834 ---------- ---------- Total current assets . . . . . . $ 271,188 $ 290,936 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method . . . . . . 3,296,257 3,449,374 DEFERRED CHARGE . . . . . . . . . . . . 49,839 49,839 ---------- ---------- $3,617,284 $3,790,149 ========== ========== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable, General Partner . . $ 123 $ - Accounts payable . . . . . . . . . . 25,156 33,996 Gas imbalance payable . . . . . . . . 18,690 18,690 ---------- ---------- Total current liabilities . . . . $ 43,969 $ 52,686 ACCRUED LIABILITY . . . . . . . . . . . $ 22,681 $ 22,681 PARTNERS' CAPITAL (DEFICIT): General Partner and Managing Partner ($ 44,372) ($ 42,167) Unit Holders, issued and outstanding, 91,711 units . . . . . . . . . . . 3,595,006 3,756,949 ---------- ---------- Total Partners' capital . . . . . $3,550,634 $3,714,782 ---------- ---------- $3,617,284 $3,790,149 ========== ========== The accompanying notes are an integral part of these combined financial statements. -23- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-H GEODYNE PRODUCTION PARTNERSHIP II-H COMBINED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED MARCH 31, 1995 AND 1994 (Unaudited) 1995 1994 --------- --------- REVENUES: Oil and gas sales, including $45,006 and $107,498 to related parties (Note 2) . . . . . . . . . . . . . . $237,311 $348,827 Interest income . . . . . . . . . . . 962 941 Gain on sale of oil and gas properties 8,250 368 -------- -------- $246,523 $350,136 COSTS AND EXPENSES: Lease operating . . . . . . . . . . . $ 73,253 $ 85,583 Production tax . . . . . . . . . . . 20,428 35,076 Depreciation, depletion, and amortiza- tion of oil and gas properties . . . 147,554 228,159 General and administrative . . . . . 27,436 33,083 -------- -------- $268,671 $381,901 -------- -------- NET LOSS . . . . . . . . . . . . . . . ($ 22,148) ($ 31,765) ======== ======== GENERAL PARTNER AND MANAGING PARTNER - NET INCOME . . . . . . . . . . . . . $ 4,795 $ 7,538 ======== ======== UNIT HOLDERS - NET LOSS . . . . . . . . ($ 26,943) ($ 39,303) ======== ======== NET LOSS per unit . . . . . . . . . . . ($ .29) ($ .43) ======== ======== UNITS OUTSTANDING . . . . . . . . . . . 91,711 91,711 ======== ======== The accompanying notes are an integral part of these combined financial statements. -24- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-H GEODYNE PRODUCTION PARTNERSHIP II-H COMBINED STATEMENTS OF CASH FLOWS FOR THE THREE MONTHS ENDED MARCH 31, 1995 AND 1994 (Unaudited) 1995 1994 ---------- ---------- CASH FLOWS FROM OPERATING ACTIVITIES: Net loss . . . . . . . . . . . . . . ($ 22,148) ($ 31,765) Adjustments to reconcile net loss to net cash provided by operating activities: Depreciation, depletion, and amortiza- tion of oil and gas properties . 147,554 228,159 Gain on sale of oil and gas properties ( 8,250) ( 368) Decrease in accounts receivable . . 29,820 7,380 Decrease in accounts payable . . . ( 8,717) ( 6,606) -------- -------- Net cash provided by operating activities . . . . . . . . . . . . . $138,259 $196,800 CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures . . . . . . . . ($ 1,106) ($ 8,008) Proceeds from sale of oil and gas properties . . . . . . . . . . . . . 14,919 368 -------- -------- Net cash provided (used) by investing activities . . . . . . . . . . . . $ 13,813 ($ 7,640) CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions . . . . . . . . . ($142,000) ($237,000) -------- -------- Net cash used by financing activities ($142,000) ($237,000) -------- -------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS . . . . . . . . . . . . $ 10,072 ($ 47,840) CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD . . . . . . . . . . . . . . 124,102 255,564 -------- -------- CASH AND CASH EQUIVALENTS AT END OF PERIOD . . . . . . . . . . . . . . . $134,174 $207,724 ======== ======== The accompanying notes are an integral part of these combined financial statements. -25- GEODYNE ENERGY INCOME II LIMITED PARTNERSHIPS CONDENSED NOTES TO THE COMBINED FINANCIAL STATEMENTS MARCH 31, 1995 (Unaudited) 1. ACCOUNTING POLICIES ------------------- The combined balance sheets as of March 31, 1995, combined statements of operations for the three months ended March 31, 1995 and 1994 and combined statements of cash flows for the three months ended March 31, 1995 and 1994 have been prepared by Geodyne Properties, Inc., ("Geodyne"), the General Partner of the Geodyne Energy Income II Limited Partnerships (collectively, the "Partnerships"), and are unaudited. In the opinion of management the financial statements referred to above include all necessary adjustments, consisting of normal recurring adjustments, to present fairly the combined financial position at March 31, 1995, the combined results of operations for the three months ended March 31, 1995 and 1994 and the combined cash flows for the three months ended March 31, 1995 and 1994. Information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted. The accompanying interim financial statements should be read in conjunction with the Partnerships' Annual Report on Form 10-K filed for the year ended December 31, 1994. The results of operations for the period ended March 31, 1995 are not necessarily indicative of the results to be expected for the full year. The Unit Holders' net income or loss per unit is based upon each $100 initial capital contribution. OIL AND GAS PROPERTIES ---------------------- The Partnerships follow the successful efforts method of accounting for their oil and gas properties. Under the successful efforts method, the Partnerships capitalize all property acquisition costs and development costs incurred in connection with the further development of oil and gas reserves. Property acquisition costs include costs incurred by the Partnerships or the General Partner to acquire producing properties, including related title insurance or examination costs, commissions, engineering, legal and accounting fees, and similar costs directly related to the acquisitions. The acquisition cost to the Partnerships of properties acquired by the General Partner is adjusted to reflect the net cash results of operations, including interest incurred to finance the acquisition, for the period of time the properties are held by the General Partner. Leasehold impairment is recognized based upon an individual property assessment and exploratory experience. Upon discovery of commercial reserves, leasehold costs are transferred to producing properties. -26- Depletion of the costs of producing oil and gas properties, amortization of related intangible drilling and development costs and depreciation of tangible lease and well equipment are computed on the unit-of-production method. When complete units of depreciable property are retired or sold, the asset cost and related accumulated depreciation are eliminated with any gain or loss reflected in income. When less than complete units of depreciable property are retired or sold, the difference between asset cost and salvage value is charged to accumulated depreciation. If net oil and gas properties recorded by a Partnership exceed the estimated undiscounted future net revenues of the properties, a provision to reduce the carrying value of oil and gas properties will be recorded for the excess amount. 2. TRANSACTIONS WITH RELATED PARTIES --------------------------------- The Partnerships' Partnership Agreements provide for reimbursement to the General Partner for all direct general and administrative expenses and for the general and administrative overhead applicable to the Partnerships based on an allocation of actual costs incurred by the General Partner. During the three months ended March 31, 1995 the following payments were made to the General Partner or its affiliates by the Partnerships: Direct General Administrative Partnership and Administrative Overhead ----------- ------------------ -------------- II-A $14,438 $127,443 II-B 10,732 95,190 II-C 5,494 40,688 II-D 10,935 82,863 II-E 7,159 60,215 II-F 6,126 45,104 II-G 13,368 97,944 II-H 3,301 24,135 An affiliated company is the operator of certain of the Partnerships' properties and its policy is to bill the Partnerships for all customary charges and cost reimbursements associated with its activities, together with any compressor rental, consulting, or other services provided. The Partnerships sell gas at market prices to Premier Gas Company ("Premier"), an affiliate of the General Partner, and Premier may then resell such gas to third parties at market prices. The following is a summary of these sales and the amount of the Partnerships' accrued oil and gas sales due from Premier as of March 31, 1995 and December 31, 1994: -27- Gas Sales Accrued Oil and Gas Sales -------------- ---------------------------------- 3 Months Ended As of As of March 31, 1995 March 31, 1995 December 31, 1994 -------------- ---------------------------------- II-A $194,222 $120,160 $107,036 II-B 80,613 45,767 64,669 II-C 51,515 29,203 41,709 II-D 151,962 112,096 121,780 II-E 109,579 80,901 90,940 II-F 90,514 57,888 61,777 II-G 191,115 122,177 130,572 II-H 45,006 28,750 30,807 -28- ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS GENERAL ------- The Partnerships were formed for the purpose of investing in the related Production Partnerships. The Production Partnerships are engaged in the business of acquiring and operating producing oil and gas properties located in the continental United States. In general, a Production Partnership acquired producing properties and did not engage in development drilling or enhanced recovery projects, except as an incidental part of the management of the producing properties acquired. Therefore, the economic life of each Partnership is limited to the period of time required to fully produce its acquired oil and gas reserves. The net proceeds from the oil and gas operations are distributed to the Unit Holders and General Partner in accordance with the terms of the Partnerships' Partnership Agreements. LIQUIDITY AND CAPITAL RESOURCES ------------------------------- The Partnerships began operations and investors were assigned their rights as Unit Holders, having made capital contributions in the amounts and on the dates set forth below: Unit Date of Holder Capital Partnership Activation Contributions ------------ ------------------ ---------------- II-A July 22, 1987 $48,428,300 II-B October 14, 1987 36,171,900 II-C January 14, 1988 15,462,100 II-D May 10, 1988 31,487,800 II-E September 27, 1988 22,882,100 II-F January 5, 1989 17,140,000 II-G April 10, 1989 37,218,900 II-H May 17, 1989 9,171,100 In general, the amount of funds available for acquisition of producing properties was equal to the capital contributions of the Unit Holders, less 15% for sales commissions and organization and management fees. All of the Partnerships have fully invested their capital contributions. Net proceeds from operations less necessary operating capital are distributed to Unit Holders on a quarterly basis. Revenues and net proceeds of a Partnership are largely dependent upon the volumes of oil and gas sold and the prices received for such oil and gas. Over the last several years, the domestic energy industry and the Partnerships have contended with volatile, but generally low, oil and gas prices. Over the last few years, the oil and gas market appears to have moved from periods of relative stability in supply and demand to excess supply and/or weakened demand. These trends have led to the volatility in pricing and demand noted over the past years. While the -29- General Partner cannot predict future pricing trends, it believes the working capital available as of March 31, 1995 and the net revenue generated from future operations will provide sufficient working capital to meet current and future obligations of the Partnerships. RESULTS OF OPERATIONS --------------------- An analysis of the change in net oil and gas operations (oil and gas sales, less lease operating expenses and production taxes), is presented in the tables within "Results of Operations". Generally, the Production Partnerships' operations during the three months ended March 31, 1995 reflected a decrease in production of oil and natural gas and a decrease in the average price of natural gas sold. Refer to "Liquidity and Capital Resources" above for a discussion of factors impacting prices and production volumes. II-A PARTNERSHIP THREE MONTHS ENDED MARCH 31, 1995 AS COMPARED TO THE THREE MONTHS ENDED MARCH 31, 1994. Three Months ended March 31, ---------------------------- 1995 1994 ---- ---- Oil and gas sales $1,246,893 $1,637,446 Direct operating expenses $ 555,671 $ 658,316 Barrels produced 34,094 37,140 Mcf produced 463,425 563,728 Average price/Bbl $ 16.18 $ 13.01 Average price/Mcf $ 1.50 $ 2.05 Total oil and gas sales decreased 23.9% for the three months ended March 31, 1995 as compared to the three months ended March 31, 1994. As shown in the above table, this decrease was primarily due to decreases in the volumes of oil and natural gas sold and a decrease in the average price of natural gas sold, partially offset by an increase in the average price of oil sold. Volumes of oil and natural gas sold decreased 3,046 barrels and 100,303 Mcf, respectively, for the three months ended March 31, 1995 as compared to the similar period in 1994. The decrease in volumes of natural gas sold resulted primarily from declines in production from existing properties. Natural gas prices decreased to an average of $1.50 per Mcf for the three months ended March 31, 1995 from an average of $2.05 per Mcf for the three months ended March 31, 1994. Oil prices increased to an average of $16.18 per barrel for the three months ended March 31, 1995 from an average of $13.01 per barrel for the three months ended March 31, 1994. Direct operating expenses (lease operating expenses and production taxes) decreased by $102,645 for the three months ended March 31, 1995 as compared to the similar period in 1994 primarily due to the decrease in the volumes of oil and natural gas sold. As a percentage of total revenues, these expenses increased to 44.1% for the three months ended March 31, 1995 compared to 40.0% for the three months ended March 31, 1994 primarily due to a decrease in the average price of natural gas sold. Depreciation, depletion, and amortization of oil and gas properties decreased $311,483 for the three months ended March 31, 1995 as compared to the similar period in 1994 primarily due to the decrease in volumes sold and upward revisions of previous reserve -30- estimates. As a percentage of total revenues, this expense decreased to 53.1% for the three months ended March 31, 1995 from 59.6% for the three months ended March 31, 1994. This decrease as a percentage of total revenues was primarily due to the upward revisions mentioned above, partially offset by the decrease in the average price of natural gas sold. General and administrative expenses decreased by $25,938 for the three months ended March 31, 1995 as compared to the similar period in 1994 primarily due to a decrease in audit and reserve study fees. As a percentage of total revenues, these expenses held relatively constant for the three months ended March 31, 1995 as compared to the three months ended March 31, 1994. Cumulative cash distributions to the Unit Holders through March 31, 1995 were $35,026,357 or 72.33% of Unit Holders' contributions. II-B PARTNERSHIP THREE MONTHS ENDED MARCH 31, 1995 AS COMPARED TO THE THREE MONTHS ENDED MARCH 31, 1994. Three Months ended March 31, --------------------------- 1995 1994 ---- ---- Oil and gas sales $939,063 $1,266,994 Direct operating expenses $409,168 $ 453,160 Barrels produced 25,070 27,795 Mcf produced 332,097 430,614 Average price/Bbl $ 16.12 $ 13.52 Average price/Mcf $ 1.61 $ 2.07 Total oil and gas sales decreased 25.9% for the three months ended March 31, 1995 as compared to the three months ended March 31, 1994. As shown in the above table, this decrease was primarily due to a decrease in the volumes of oil and natural gas sold and a decrease in the average price of natural gas sold, partially offset by an increase in the average price of oil sold. Volumes of oil and natural gas sold decreased 2,725 barrels and 98,517 Mcf, respectively, for the three months ended March 31, 1995 as compared to the similar period in 1994. The decrease in volumes of natural gas sold resulted primarily from declines in production from existing properties. Natural gas prices decreased to an average of $1.61 per Mcf for the three months ended March 31, 1995 from an average of $2.07 per Mcf for the three months ended March 31, 1994. Oil prices increased to an average of $16.12 per barrel for the three months ended March 31, 1995 from an average of $13.52 per barrel for the three months ended March 31, 1994. Direct operating expenses (lease operating expenses and production taxes) decreased by $43,992 for the three months ended March 31, 1995 as compared to the similar period in 1994 primarily due to the decrease in the volumes of oil and natural gas sold during the three months ended March 31, 1995, partially offset by the fixed nature of certain direct operating expenses during the three months ended March 31, 1995. As a percentage of total revenues, these expenses increased to 44.3% for the three months ended March 31, 1995 compared to 35.6% for the three months ended March 31, 1994 primarily due to the fixed nature of certain direct operating expenses and the decrease in the average price of natural gas sold. -31- Depreciation, depletion, and amortization of oil and gas properties decreased $198,954 for the three months ended March 31, 1995 as compared to the similar period in 1994 primarily due to the decrease in the volumes of oil and natural gas sold and upward revisions of previous reserve estimates. As a percentage of total revenues, these expenses remained relatively constant for the three months ended March 31, 1995 as compared to the three months ended March 31, 1994 due to the offsetting effects of the upward revisions mentioned above and the decrease in the average price of natural gas sold. General and administrative expenses decreased $19,633 for the three months ended March 31, 1995 as compared to the similar period in 1994 primarily due to a decrease in audit and reserve study fees. As a percentage of total revenues, these expenses remained relatively constant for the three months ended March 31, 1995 as compared to the three months ended March 31, 1994. Cumulative cash distributions to the Unit Holders through March 31, 1995 were $25,235,916 or 69.77% of Unit Holders' contributions. II-C PARTNERSHIP THREE MONTHS ENDED MARCH 31, 1995 AS COMPARED TO THE THREE MONTHS ENDED MARCH 31, 1994. Three Months ended March 31, ---------------------------- 1995 1994 ---- ---- Oil and gas sales $432,457 $580,618 Direct operating expenses $173,342 $198,591 Barrels produced 7,439 7,994 Mcf produced 196,633 237,524 Average price/Bbl $ 16.75 $ 13.91 Average price/Mcf $ 1.57 $ 1.98 Total oil and gas sales decreased 25.5% for the three months ended March 31, 1995 as compared to the three months ended March 31, 1994. As shown in the above table, this decrease was primarily due to a decrease in the volumes of oil and natural gas sold and a decrease in the average price of natural gas sold, partially offset by an increase in the average price of oil sold. Volumes of oil and natural gas sold decreased 555 barrels and 40,891 Mcf, respectively, for the three months ended March 31, 1995 as compared to the similar period in 1994. The decrease in volumes of natural gas sold resulted primarily from declines in production from existing properties. Natural gas prices decreased to an average of $1.57 per Mcf for the three months ended March 31, 1995 from an average of $1.98 per Mcf for the three months ended March 31, 1994. Oil prices increased to an average of $16.75 per barrel for the three months ended March 31, 1995 from an average of $13.91 per barrel for the three months ended March 31, 1994. -32- Direct operating expenses (lease operating expenses and production taxes) decreased by $25,249 for the three months ended March 31, 1995 as compared to the similar period in 1994 primarily due to the decrease in volumes sold during 1995. As a percentage of total revenues, these expenses increased to 39.0% for the three months ended March 31, 1995 from 34.1% for the three months ended March 31, 1994. The increase as a percentage of total revenues was primarily due to the decrease in the average price of natural gas sold. Depreciation, depletion, and amortization of oil and gas properties decreased $53,805 for the three months ended March 31, 1995 as compared to the similar period in 1994 primarily due to the decrease in the volumes of oil and natural gas sold. As a percentage of total revenues, this expense increased to 59.6% for the three months ended March 31, 1995 from 54.8% for the three months ended March 31, 1994. This increase as a percentage of total revenues was primarily due to the decrease in the average price of natural gas sold. General and administrative expenses decreased $8,429 for the three months ended March 31, 1995 as compared to the similar period in 1994 primarily due to a decrease in audit and reserve study fees. As a percentage of total revenues, these expenses remained relatively constant for the three months ended March 31, 1995 as compared to the three months ended March 31, 1994 primarily due to the decrease in the average price of natural gas sold. Cumulative cash distributions to the Unit Holders through March 31, 1995 were $10,692,686 or 69.15% of Unit Holders' contributions. II-D PARTNERSHIP THREE MONTHS ENDED MARCH 31, 1995 AS COMPARED TO THE THREE MONTHS ENDED MARCH 31, 1994. Three Months ended March 31, ----------------------------- 1995 1994 ---- ---- Oil and gas sales $1,063,337 $1,224,098 Direct operating expenses $ 561,840 $ 515,252 Barrels produced 22,186 21,537 Mcf produced 515,183 482,073 Average price/Bbl $ 16.14 $ 12.94 Average price/Mcf $ 1.37 $ 1.96 Total oil and gas sales decreased 13.1% for the three months ended March 31, 1995 as compared to the three months ended March 31, 1994. As shown in the above table, this decrease was primarily due to the decrease in the average price of natural gas sold, partially offset by an increase in the volumes of oil and natural gas sold and average price of oil sold. Volumes of oil and natural gas sold increased 649 barrels and 33,110 Mcf, respectively, for the three months ended March 31, 1995. Natural gas prices decreased to an average of $1.37 per Mcf for the three months ended March 31, 1995 from an average of $1.96 per Mcf for the three months ended March 31, -33- 1994. Oil prices increased to an average of $16.14 per barrel for the three months ended March 31, 1995 from an average of $12.94 per barrel for the three months ended March 31, 1994. Direct operating expenses (lease operating expenses and production taxes) increased by $46,588 for the three months ended March 31, 1995 as compared to the similar period in 1994 primarily due to the increase in oil and natural gas volumes sold and workovers performed on one of the II-D Partnership's more significant wells. As a percentage of total revenues, these expenses increased to 52.2% for the three months ended March 31, 1995 from 42.1% for the three months ended March 31, 1994. The increase in these expenses as a percentage of total revenues was primarily due to the decrease in the average price of natural gas sold. Depreciation, depletion, and amortization of oil and gas properties remained relatively constant for the three months ended March 31, 1995 as compared to the similar period in 1994. As a percentage of total revenues, this expense increased to 58.8% for the three months ended March 31, 1995 from 52.3% for the three months ended March 31, 1994. This increase as a percentage of total revenues was primarily due to the decrease in the average price of natural gas sold. General and administrative expenses decreased $16,905 for the three months ended March 31, 1995 as compared to the similar period in 1994 primarily due to a decrease in audit and reserve study fees. As a percentage of total revenues, these expenses remained relatively constant for the three months ended March 31, 1995 as compared to the three months ended March 31, 1994. Cumulative cash distributions to the Unit Holders through March 31, 1995 were $20,244,903 or 64.29% of Unit Holders' contributions. II-E PARTNERSHIP THREE MONTHS ENDED MARCH 31, 1995 AS COMPARED TO THE THREE MONTHS ENDED MARCH 31, 1994. Three Months ended March 31, ---------------------------- 1995 1994 ---- ---- Oil and gas sales $551,228 $679,757 Direct operating expenses $299,514 $297,137 Barrels produced 14,913 16,899 Mcf produced 216,917 232,789 Average price/Bbl $ 16.54 $ 13.25 Average price/Mcf $ 1.40 $ 1.96 Total oil and gas sales decreased 18.9% for the three months ended March 31, 1995 as compared to the three months ended March 31, 1994. As shown in the above table, this decrease was primarily due to a decrease in the volumes of oil and natural gas sold and a decrease in the average price of natural gas sold, partially offset by an increase in the average price of oil sold. Volumes of oil and natural gas sold decreased 1,986 barrels and 15,872 Mcf, respectively, for the three months ended March 31, 1995 as compared to the similar period in 1994. Natural gas prices decreased to an average of $1.40 per Mcf for the three months ended March 31, 1995 from an average of $1.96 per Mcf -34- for the three months ended March 31, 1994. Oil prices increased to an average of $16.54 per barrel for the three months ended March 31, 1995 from an average of $13.25 per barrel for the three months ended March 31, 1994. Direct operating expenses (lease operating expenses and production taxes) remained relatively constant for the three months ended March 31, 1995 as compared to the similar period in 1994. As a percentage of total revenues, these expenses increased to 52.7% for the three months ended March 31, 1995 from 43.6% for the three months ended March 31, 1994 primarily due to the decrease in the average price of natural gas sold. Depreciation, depletion, and amortization of oil and gas properties decreased $40,097 for the three months ended March 31, 1995 as compared to the similar period in 1994 primarily due to the decrease in oil and natural gas volumes sold mentioned above. As a percentage of total revenues, this expense increased to 85.4% for the three months ended March 31, 1995 from 77.1% for the three months ended March 31, 1994. This increase as a percentage of total revenues was primarily due to a decrease in the average price of natural gas sold. General and administrative expenses decreased by $12,841 for the three months ended March 31, 1995 as compared to the similar period in 1994 primarily due to a decrease in audit and reserve study fees. As a percentage of total revenues, these expenses remained relatively constant for the three months ended March 31, 1995 as compared to the three months ended March 31, 1994. Cumulative cash distributions to the Unit Holders through March 31, 1995 were $12,121,574 or 52.97% of Unit Holders' contributions. II-F PARTNERSHIP THREE MONTHS ENDED MARCH 31, 1995 AS COMPARED TO THE THREE MONTHS ENDED MARCH 31, 1994. Three Months ended March 31, ---------------------------- 1995 1994 ---- ---- Oil and gas sales $437,303 $663,295 Direct operating expenses $176,503 $220,302 Barrels produced 13,726 16,287 Mcf produced 166,819 238,836 Average price/Bbl $ 15.83 $ 12.96 Average price/Mcf $ 1.32 $ 1.89 Total oil and gas sales decreased 34.1% for the three months ended March 31, 1995 as compared to the three months ended March 31, 1994. As shown in the above table, this decrease was primarily due to the decrease in the volumes of oil and natural gas sold and average price of natural gas sold, partially offset by an increase in the average price of oil sold. Volumes of oil and natural gas sold decreased 2,561 barrels and 72,017 Mcf, respectively, for the three months ended March 31, 1995 as compared to the similar period in 1994. The decrease in the volumes of natural gas sold resulted primarily from prior period adjustments -35- on one of the II-F Partnership's more significant wells during the three months ended March 31, 1995. Natural gas prices decreased to an average of $1.32 per Mcf for the three months ended March 31, 1995 from an average of $1.89 per Mcf for the three months ended March 31, 1994. Oil prices increased to an average of $15.83 per barrel for the three months ended March 31, 1995 from an average of $12.96 per barrel for the three months ended March 31, 1994. Direct operating expenses (lease operating expenses and production taxes) decreased by $43,799 for the three months ended March 31, 1995 as compared to the similar period in 1994 primarily due to the decrease in oil and natural gas volumes sold. As a percentage of total revenues, these expenses increased to 38.9% for the three months ended March 31, 1995 from 33.1% for the three months ended March 31, 1994. This increase as a percentage of total revenues was primarily due to the decrease in the average price of natural gas sold. Depreciation, depletion, and amortization of oil and gas properties decreased $168,164 for the three months ended March 31, 1995 as compared to the similar period in 1994 primarily due to the decrease in oil and natural gas volumes sold and upward revisions of previous reserve estimates. As a percentage of total revenues, this expense decreased to 57.3% for the three months ended March 31, 1995 from 64.4% for the three months ended March 31, 1994. This decrease as a percentage of total revenues was primarily due to upward reserve revisions, partially offset by the decrease in the average price of natural gas sold. General and administrative expenses decreased $9,750 for the three months ended March 31, 1995 as compared to the similar period in 1994 primarily due to a decrease in audit and reserve study fees. As a percentage of total revenues, these expenses remained relatively constant for the three months ended March 31, 1995 as compared to the three months ended March 31, 1994. Cumulative cash distributions to the Unit Holders through March 31, 1995 were $10,802,051 or 63.02% of Unit Holders' contributions. II-G PARTNERSHIP THREE MONTHS ENDED MARCH 31, 1995 AS COMPARED TO THE THREE MONTHS ENDED MARCH 31, 1994. -36- Three Months ended March 31, ---------------------------- 1995 1994 ---- ---- Oil and gas sales $970,570 $1,417,567 Direct operating expenses $391,024 $ 481,691 Barrels produced 28,888 34,154 Mcf produced 377,710 514,187 Average price/Bbl $ 15.84 $ 12.96 Average price/Mcf $ 1.36 $ 1.90 Total oil and gas sales decreased 31.5% for the three months ended March 31, 1995 as compared to the three months ended March 31, 1994. As shown in the above table, this decrease was primarily due to decreases in the volumes of oil and natural gas sold and the average price of natural gas sold, partially offset by an increase in the average price of oil sold. Volumes of oil and natural gas sold decreased 5,266 barrels and 136,477 Mcf, respectively, for the three months ended March 31, 1995 as compared to the similar period in 1994. The decrease in the volumes of natural gas sold resulted primarily from prior period adjustments on one of the II-G Partnership's more significant wells during the three months ended March 31, 1995. Natural gas prices decreased to an average of $1.36 per Mcf for the three months ended March 31, 1995 from an average of $1.90 per Mcf for the three months ended March 31, 1994. Oil prices increased to an average of $15.84 per barrel for the three months ended March 31, 1995 from an average of $12.96 per barrel for the three months ended March 31, 1994. Direct operating expenses (lease operating expenses and production taxes) decreased by $90,667 for the three months ended March 31, 1995 as compared to the similar period in 1994 primarily due the decrease in the volumes of oil and natural gas sold during the three months ended March 31, 1995, partially offset by the fixed nature of certain direct operating expenses. As a percentage of total revenues, these expenses increased to 38.7% for the three months ended March 31, 1995 from 33.9% for the three months ended March 31, 1994. The increase in these expenses as a percentage of total revenues was primarily due to the decrease in the average price of natural gas sold and the fixed nature of certain direct operating expenses. Depreciation, depletion, and amortization of oil and gas properties decreased $380,457 for the three months ended March 31, 1995 as compared to the similar period in 1994 primarily due to the decrease in oil and natural gas volumes sold and upward revisions of a previous reserve estimate. As a percentage of total revenues, this expense decreased to 56.2% for the three months ended March 31, 1995 from 66.6% for the three months ended March 31, 1994. This decrease as a percentage of total revenues was primarily due to upward reserve revisions, partially offset by the decrease in the average price of natural gas sold. General and administrative expenses decreased by $20,154 for the three months ended March 31, 1995 as compared to the similar period in 1994 primarily due to a decrease in audit and reserve study fees. As a percentage of total revenues, these expenses remained relatively constant for the three months ended March 31, 1995 as compared to the three months ended March 31, 1994. -37- Cumulative cash distributions to the Unit Holders through March 31, 1995 were $21,937,371 or 58.94% of Unit Holders' contributions. II-H PARTNERSHIP THREE MONTHS ENDED MARCH 31, 1995 AS COMPARED TO THE THREE MONTHS ENDED MARCH 31, 1994. Three Months ended March 31, ----------------------------- 1995 1994 ---- ---- Oil and gas sales $237,311 $348,827 Direct operating expenses $ 93,681 $120,659 Barrels produced 6,713 7,970 Mcf produced 94,679 128,138 Average price/Bbl $ 15.85 $ 12.96 Average price/Mcf $ 1.38 $ 1.92 Total oil and gas sales decreased 32.0% for the three months ended March 31, 1995 as compared to the three months ended March 31, 1994. As shown in the above table, this decrease was primarily due to a decrease in the volumes of oil and natural gas sold and a decrease in the average price of natural gas sold, partially offset by an increase in the average price of oil sold. Volumes of oil and natural gas sold decreased 1,257 barrels and 33,459 Mcf, respectively, for the three months ended March 31, 1995 as compared to the similar period in 1994. The decrease in the volumes of natural gas sold resulted primarily from prior period adjustments on one of the II-H Partnership's more significant wells during the three months ended March 31, 1995. Natural gas prices decreased to an average of $1.38 per Mcf for the three months ended March 31, 1995 from an average of $1.92 per Mcf for the three months ended March 31, 1994. Oil prices increased to an average of $15.85 per barrel for the three months ended March 31, 1995 from an average of $12.96 per barrel for the three months ended March 31, 1994. Direct operating expenses (lease operating expenses and production taxes) decreased by $26,978 for the three months ended March 31, 1995 as compared to the similar period in 1994 primarily due to the decrease in the volumes of oil and natural gas sold. As a percentage of total revenues, these expenses increased to 38.0% for the three months ended March 31, 1995 from 34.5% for the three months ended March 31, 1994. The increase in these expenses as a percentage of total revenues was primarily due to the decrease in the average price of natural gas sold. Depreciation, depletion, and amortization of oil and gas properties decreased $80,605 for the three months ended March 31, 1995 as compared to the similar period in 1994 primarily due to the decrease in the volumes of oil and natural gas sold and several properties having been significantly depleted leaving a smaller basis to deplete. As a percentage of total revenues, this expense decreased to 59.9% for the three months ended March 31, 1995 from 65.2% for the three months ended March 31, 1994. This decrease as a percentage of total revenues was primarily due to several properties having been significantly depleted leaving a smaller basis to deplete, partially offset by the decrease in the average price of natural gas sold. General and administrative expenses decreased $5,647 for the three months ended March 31, 1995 as compared to the similar period in 1994 primarily due to a decrease in audit and reserve study fees. As -38- a percentage of total revenues, these expenses held relatively constant for the three months ended March 31, 1995 as compared to the three months ended March 31, 1994. Cumulative cash distributions to the Unit Holders through March 31, 1995 were $5,056,364 or 55.13% of Unit Holders' contributions. -39- PART II: OTHER INFORMATION ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K (a) Exhibits None (b) Reports on Form 8-K None -40- 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. GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-A GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-B GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-C GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-D GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-E GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-F GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-G GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-H (Registrant) By: GEODYNE PROPERTIES, INC. General Partner Date: August 31, 1995 By: /s/Dennis R. Neill ------------------------------ (Signature) Dennis R. Neill Senior Vice President and Director Date: August 31, 1995 By: /s/Drew S. Phillips ------------------------------ (Signature) Drew S. Phillips Vice President - Accounting Principal Accounting Officer -41-