SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report Pursuant to Section 13 or 15(d) of
The Securities Act of 1934
Date of Report (Date of earliest event reported): January 18, 1996
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-B
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-C
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-D
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-E
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-F
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(Exact name of Registrant as specified in its Articles)
I-B: 0-14657 I-B: 73-1231998
I-C: 0-14658 I-C: 73-1252536
I-D: 0-15831 I-D: 73-1265223
I-E: 0-15832 I-E: 73-1270116
Oklahoma I-F: 0-15833 I-F: 73-1292669
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(State or other (Commission (I.R.S. Employer
jurisdiction of File No.) Identification)
incorporation or
organization)
Two West Second Street, Tulsa, Oklahoma 74103
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (918) 583-1791
ITEM 5: OTHER EVENTS
On November 23 and 25, 1994, Geodyne Resources, Inc.
("Resources"), PaineWebber Incorporated ("PaineWebber"), and certain
other parties were named as defendants in two related lawsuits
alleging misrepresentations made to induce investments in the
Registrants (the "Partnerships") and asserting causes of action for
common law fraud and deceit and unjust enrichment (Romine v.
PaineWebber, Inc. et al, Case No. 94-CIV-8558, U.S. District Court,
Southern District of New York and Romine v. PaineWebber, Inc., et al,
Case No. 94-132844, Supreme Court of the State of New York, County of
New York). The federal court case was later consolidated with other
similar actions (to which Resources is not a party) under the title In
Re: PaineWebber Limited Partnerships Litigation and was certified as a
class action on May 30, 1995 (the "PaineWebber Partnership Class
Action"). A class action notice was mailed on June 7, 1995 to all
members of the class. The PaineWebber Partnership Class Action also
alleges violations of 18 U.S.C. Section 1962(c) and the Securities
Exchange Act of 1934. Compensatory and punitive damages, interest,
and costs have been requested in both matters. PaineWebber has agreed
to indemnify Resources with respect to all claims asserted by the
plaintiff in the lawsuits pursuant to that certain Indemnification
Agreement dated November 24, 1992 by and between PaineWebber and
Samson Investment Company, the parent of Resources (the
"Indemnification Agreement"). The amended complaint in the
PaineWebber Partnership Class Action no longer asserts any claim
directly against Resources. As a result of the Indemnification
Agreement, Resources does not believe that it will be required to pay
any damages or expenses in this matter.
On January 18, 1996, PaineWebber issued a press release
indicating that it had reached an agreement to settle the pending
PaineWebber Partnership Class Action matter, along with a settlement
with the Securities and Exchange Commission (the "SEC") and an
agreement to settle with various state securities regulators. The
press release issued by PaineWebber, a copy of which is filed as
Exhibit 99.1 to this Form 8-K, indicates that the parties have agreed
to a class action settlement of $125 million and other non-cash
consideration; a SEC administrative order creating a capped $40
million fund; a civil penalty of $5 million leveled by the SEC; and
payments aggregating $5 million to state securities administrators.
The dollar amounts referred to in the press release apply to both the
Partnerships and other direct investment programs sold by PaineWebber.
As of the date of this Form 8-K, PaineWebber has not informed
management of the Partnerships of the portion of such settlement that
would be applicable to the Partnerships. Details of PaineWebber's
settlement, as applicable to the Partnerships, will be supplemented in
future filings made by the Partnerships with the SEC.
ITEM 7: EXHIBITS
99.1 Press Release issued by PaineWebber Group Inc. on January
18, 1996
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.
GEODYNE ENERGY INCOME LIMITED
PARTNERSHIP I-B
GEODYNE ENERGY INCOME LIMITED
PARTNERSHIP I-C
GEODYNE ENERGY INCOME LIMITED
PARTNERSHIP I-D
GEODYNE ENERGY INCOME LIMITED
PARTNERSHIP I-E
GEODYNE ENERGY INCOME LIMITED
PARTNERSHIP I-F
By: GEODYNE PROPERTIES, INC.
General Partner
DATE: February 20, 1996 //s// Dennis R. Neill
______________________________
Dennis R. Neill
Sr. Vice President
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EXHIBIT 99.1
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