SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 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, 1998 Commission File Number: I-B: 0-14657 I-C: 0-14658 I-D: 0-15831 I-E: 0-15832 I-F: 0-15833 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 -------------------------------------------------------- (Exact name of Registrant as specified in its Articles) I-B 73-1231998 I-C 73-1252536 I-D 73-1265223 I-E 73-1270110 Oklahoma I-F 73-1292669 - ---------------------------- ------------------------------- (State or other jurisdiction (I.R.S. Employer Identification of incorporation or Number) 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 such filing requirements for the past 90 days. Yes X No ------ ------ 1 PART I. FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-B GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP I-B COMBINED BALANCE SHEETS (Unaudited) ASSETS March 31, December 31, 1998 1997 ------------ ------------ CURRENT ASSETS: Cash and cash equivalents $ 36,333 $ 77,028 Accounts receivable: Oil and gas sales 41,630 53,389 -------- -------- Total current assets $ 77,963 $130,417 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 316,725 327,137 DEFERRED CHARGE 99,262 99,262 -------- -------- $493,950 $556,816 ======== ======== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable $ 10,670 $ 9,366 Gas imbalance payable 3,116 3,116 -------- -------- Total current liabilities $ 13,786 $ 12,482 ACCRUED LIABILITY $ 22,520 $ 22,520 PARTNERS' CAPITAL (DEFICIT): General Partner ($104,531) ($103,542) Limited Partners, issued and outstanding, 11,958 units 562,175 625,356 -------- -------- Total Partners' capital $457,644 $521,814 -------- -------- $493,950 $556,816 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. 2 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-B GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP I-B COMBINED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED MARCH 31, 1998 AND 1997 (Unaudited) 1998 1997 --------- --------- REVENUES: Oil and gas sales $60,872 $82,442 Interest income 522 94 ------- ------- $61,394 $82,536 COST AND EXPENSES: Lease operating $15,821 $18,295 Production tax 3,322 5,482 Depreciation, depletion, and amortization of oil and gas properties 10,412 12,926 Impairment provision - 19,726 General and administrative (Note 2) 21,092 18,704 ------- ------- $50,647 $75,133 ------- ------- NET INCOME $10,747 $ 7,403 ======= ======= GENERAL PARTNER - NET INCOME $ 928 $ 1,672 ======= ======= LIMITED PARTNERS - NET INCOME $ 9,819 $ 5,731 ======= ======= NET INCOME per unit $ .82 $ .48 ======= ======= UNITS OUTSTANDING 11,958 11,958 ======= ======= The accompanying condensed notes are an integral part of these combined financial statements. 3 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-B GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP I-B COMBINED STATEMENTS OF CASH FLOWS FOR THE THREE MONTHS ENDED MARCH 31, 1998 AND 1997 (Unaudited) 1998 1997 --------- --------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $10,747 $ 7,403 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation, depletion, and amortization of oil and gas properties 10,412 12,926 Impairment provision - 19,726 Decrease in accounts receivable - oil and gas sales 11,759 18,152 Increase (decrease) in accounts payable 1,304 ( 8,568) ------- ------- Net cash provided by operating activities $34,222 $49,639 ------- ------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures $ - ($ 2,223) ------- ------- Net cash used by investing activities $ - ($ 2,223) ------- ------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($74,917) ($12,537) ------- ------- Net cash used by financing activities ($74,917) ($12,537) ------- ------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS ($40,695) $34,879 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 77,028 13,805 ------- ------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $36,333 $48,684 ======= ======= The accompanying condensed notes are an integral part of these combined financial statements. 4 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-C GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP I-C COMBINED BALANCE SHEETS (Unaudited) ASSETS March 31, December 31, 1998 1997 ----------- ------------ CURRENT ASSETS: Cash and cash equivalents $109,025 $141,699 Accounts receivable: Oil and gas sales 117,674 130,355 -------- -------- Total current assets $226,699 $272,054 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 327,356 334,734 DEFERRED CHARGE 110,943 110,943 -------- -------- $664,998 $717,731 ======== ======== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable $ 24,602 $ 22,321 -------- -------- Total current liabilities $ 24,602 $ 22,321 ACCRUED LIABILITY $ 18,103 $ 18,103 PARTNERS' CAPITAL (DEFICIT): General Partner ($ 90,652) ($ 89,189) Limited Partners, issued and outstanding, 8,885 units 712,945 766,496 -------- -------- Total Partners' capital $622,293 $677,307 -------- -------- $664,998 $717,731 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. 5 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-C GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP I-C COMBINED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED MARCH 31, 1998 AND 1997 (Unaudited) 1998 1997 ---------- ---------- REVENUES: Oil and gas sales $186,396 $265,567 Interest income 1,287 1,530 Gain on sale of oil and gas properties - 545 -------- -------- $187,683 $267,642 COST AND EXPENSES: Lease operating $ 47,061 $ 41,015 Production tax 10,337 15,651 Depreciation, depletion, and amortization of oil and gas properties 7,378 12,556 Impairment provision - 4,679 General and administrative (Note 2) 30,612 28,991 -------- -------- $ 95,388 $102,892 -------- -------- NET INCOME $ 92,295 $164,750 ======== ======== GENERAL PARTNER - NET INCOME $ 4,846 $ 8,850 ======== ======== LIMITED PARTNERS - NET INCOME $ 87,449 $155,900 ======== ======== NET INCOME per unit $ 9.84 $ 17.55 ======== ======== UNITS OUTSTANDING 8,885 8,885 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. 6 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-C GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP I-C COMBINED STATEMENTS OF CASH FLOWS FOR THE THREE MONTHS ENDED MARCH 31, 1998 AND 1997 (Unaudited) 1998 1997 ---------- --------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $ 92,295 $164,750 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation, depletion, and amortization of oil and gas properties 7,378 12,556 Impairment provision - 4,679 Gain on sale of oil and gas properties - ( 545) Decrease in accounts receivable - oil and gas sales 12,681 16,101 Decrease in accounts receivable - General Partner - 13,922 Increase (decrease) in accounts payable 2,281 ( 3,454) -------- -------- Net cash provided by operating activities $114,635 $208,009 -------- -------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures $ - ($ 10) Proceeds from sale of oil and gas properties - 1,000 -------- -------- Net cash provided by investing activities $ - $ 990 -------- -------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($147,309) ($228,995) -------- -------- Net cash used by financing activities ($147,309) ($228,995) -------- -------- NET DECREASE IN CASH AND CASH EQUIVALENTS ($ 32,674) ($ 19,996) CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 141,699 218,437 -------- -------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $109,025 $198,441 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. 7 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-D GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP I-D COMBINED BALANCE SHEETS (Unaudited) ASSETS March 31, December 31, 1998 1997 ----------- ------------ CURRENT ASSETS: Cash and cash equivalents $ 245,300 $ 274,109 Accounts receivable: Oil and gas sales 203,175 256,001 General Partner (Note 2) 155,421 - ---------- ---------- Total current assets $ 603,896 $ 530,110 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 697,992 714,156 DEFERRED CHARGE 104,793 104,793 ---------- ---------- $1,406,681 $1,349,059 ========== ========== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable $ 13,023 $ 31,310 Gas imbalance payable 39,971 39,971 ---------- ---------- Total current liabilities $ 52,994 $ 71,281 ACCRUED LIABILITY $ 14,345 $ 14,345 PARTNERS' CAPITAL (DEFICIT): General Partner ($ 10,761) ($ 27,560) Limited Partners, issued and outstanding, 7,195 units 1,350,103 1,290,993 ---------- ---------- Total Partners' capital $1,339,342 $1,263,433 ---------- ---------- $1,406,681 $1,349,059 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. 8 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-D GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP I-D COMBINED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED MARCH 31, 1998 AND 1997 (Unaudited) 1998 1997 --------- ---------- REVENUES: Oil and gas sales $293,660 $472,917 Interest income 2,781 2,644 Gain on sale of oil and gas properties 147,050 - -------- -------- $443,491 $475,561 COST AND EXPENSES: Lease operating $ 30,942 $ 29,241 Production tax 17,938 30,898 Depreciation, depletion, and amortization of oil and gas properties 15,885 31,713 Impairment provision - 61,790 General and administrative (Note 2) 25,883 24,487 -------- -------- $ 90,648 $178,129 -------- -------- NET INCOME $352,843 $297,432 ======== ======== GENERAL PARTNER - NET INCOME $ 54,733 $ 57,309 ======== ======== LIMITED PARTNERS - NET INCOME $298,110 $240,123 ======== ======== NET INCOME per unit $ 41.43 $ 33.37 ======== ======== UNITS OUTSTANDING 7,195 7,195 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. 9 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-D GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP I-D COMBINED STATEMENTS OF CASH FLOWS FOR THE THREE MONTHS ENDED MARCH 31, 1998 AND 1997 (Unaudited) 1998 1997 ---------- ---------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $352,843 $297,432 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation, depletion, and amortization of oil and gas properties 15,885 31,713 Impairment provision - 61,790 Gain on sale of oil and gas properties ( 147,050) - Decrease in accounts receivable - oil and gas sales 52,826 71,855 Increase in accounts receivable - General Partner ( 155,421) ( 395) Decrease in accounts payable ( 18,287) ( 3,228) -------- -------- Net cash provided by operating activities $100,796 $459,167 -------- -------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 11,572) $ - Proceeds from sale of oil and gas properties 158,901 427 -------- -------- Net cash provided by investing activities $147,329 $ 427 -------- -------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($276,934) ($381,353) -------- -------- Net cash used by financing activities ($276,934) ($381,353) -------- -------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS ($ 28,809) $ 78,241 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 274,109 344,951 -------- -------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $245,300 $423,192 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. 10 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-E GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP I-E COMBINED BALANCE SHEETS (Unaudited) ASSETS March 31, December 31, 1998 1997 ----------- ------------ CURRENT ASSETS: Cash and cash equivalents $ 830,726 $ 827,775 Accounts receivable: Oil and gas sales 683,048 994,354 General Partner (Note 2) 750,910 - Other - 69,917 ---------- ---------- Total current assets $2,264,684 $1,892,046 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 4,605,427 4,844,378 DEFERRED CHARGE 750,369 750,369 ---------- ---------- $7,620,480 $7,486,793 ========== ========== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable $ 87,740 $ 257,524 Gas imbalance payable 135,884 135,884 ---------- ---------- Total current liabilities $ 223,624 $ 393,408 ACCRUED LIABILITY $ 138,356 $ 138,356 PARTNERS' CAPITAL (DEFICIT): General Partner ($ 167,615) ($ 228,434) Limited Partners, issued and outstanding, 41,839 units 7,426,115 7,183,463 ---------- ---------- Total Partners' capital $7,258,500 $6,955,029 ---------- ---------- $7,620,480 $7,486,793 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. 11 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-E GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP I-E COMBINED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED MARCH 31, 1998 AND 1997 (Unaudited) 1998 1997 ---------- ---------- REVENUES: Oil and gas sales $1,065,375 $1,751,749 Interest income 9,379 7,879 Gain on sale of oil and gas properties 659,596 - ---------- ---------- $1,734,350 $1,759,628 COST AND EXPENSES: Lease operating $ 214,854 $ 258,330 Production tax 74,110 121,024 Depreciation, depletion, and amortization of oil and gas properties 153,008 197,693 Impairment provision - 291,690 General and administrative (Note 2) 150,418 142,338 ---------- ---------- $ 592,390 $1,011,075 ---------- ---------- NET INCOME $1,141,960 $ 748,553 ========== ========== GENERAL PARTNER - NET INCOME $ 191,308 $ 179,615 ========== ========== LIMITED PARTNERS - NET INCOME $ 950,652 $ 568,938 ========== ========== NET INCOME per unit $ 22.72 $ 13.60 ========== ========== UNITS OUTSTANDING 41,839 41,839 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. 12 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-E GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP I-E COMBINED STATEMENTS OF CASH FLOWS FOR THE THREE MONTHS ENDED MARCH 31, 1998 AND 1997 (Unaudited) 1998 1997 ----------- ---------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $1,141,960 $ 748,553 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation, depletion, and amortization of oil and gas properties 153,008 197,693 Impairment provision - 291,690 Gain on sale of oil and gas properties ( 659,596) - Decrease in accounts receivable - oil and gas sales 311,306 373,895 Increase in accounts receivable - General Partner ( 750,910) ( 1,270) Decrease in accounts receivable - other 69,917 - Decrease in accounts payable ( 169,784) ( 20,979) ---------- ---------- Net cash provided by operating activities $ 95,901 $1,589,582 ---------- ---------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 18,386) ($ 45,188) Proceeds from sale of oil and gas properties 763,925 1,332 ---------- ---------- Net cash provided (used) by investing activities $ 745,539 ($ 43,856) ---------- ---------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($ 838,489) ($1,019,302) ---------- ---------- Net cash used by financing activities ($ 838,489) ($1,019,302) ---------- ---------- NET INCREASE IN CASH AND CASH EQUIVALENTS $ 2,951 $ 526,424 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 827,775 894,887 ---------- ---------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 830,726 $1,421,311 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. 13 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-F GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP I-F COMBINED BALANCE SHEETS (Unaudited) ASSETS March 31, December 31, 1998 1997 ----------- ------------ CURRENT ASSETS: Cash and cash equivalents $ 291,873 $ 251,220 Accounts receivable: Oil and gas sales 229,782 307,734 General Partner (Note 2) 339,222 - Other - 48,942 ---------- ---------- Total current assets $ 860,877 $ 607,896 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 1,370,133 1,457,908 DEFERRED CHARGE 501,016 501,016 ---------- ---------- $2,732,026 $2,566,820 ========== ========== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable $ 37,555 $ 53,205 Gas imbalance payable 47,046 47,046 ---------- ---------- Total current liabilities $ 84,601 $ 100,251 ACCRUED LIABILITY $ 116,401 $ 116,401 PARTNERS' CAPITAL (DEFICIT): General Partner ($ 33,660) ($ 59,811) Limited Partners, issued and outstanding, 14,321 units 2,564,684 2,409,979 ---------- ---------- Total Partners' capital $2,531,024 $2,350,168 ---------- ---------- $2,732,026 $2,566,820 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. 14 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-F GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP I-F COMBINED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED MARCH 31, 1998 AND 1997 (Unaudited) 1998 1997 ---------- ---------- REVENUES: Oil and gas sales $366,302 $600,350 Interest income 3,174 2,877 Gain on sale of oil and gas properties 287,759 - -------- -------- $657,235 $603,227 COST AND EXPENSES: Lease operating $ 97,236 $128,475 Production tax 23,674 39,807 Depreciation, depletion, and amortization of oil and gas properties 48,379 63,311 Impairment provision - 114,631 General and administrative (Note 2) 51,473 48,711 -------- -------- $220,762 $394,935 -------- -------- NET INCOME $436,473 $208,292 ======== ======== GENERAL PARTNER - NET INCOME $ 71,768 $ 55,724 ======== ======== LIMITED PARTNERS - NET INCOME $364,705 $152,568 ======== ======== NET INCOME per unit $ 25.47 $ 10.65 ======== ======== UNITS OUTSTANDING 14,321 14,321 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. 15 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-F GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP I-F COMBINED STATEMENTS OF CASH FLOWS FOR THE THREE MONTHS ENDED MARCH 31, 1998 AND 1997 (Unaudited) 1998 1997 ---------- --------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $436,473 $208,292 Adjustments to reconcile net income to net cash provided (used) by operating activities: Depreciation, depletion, and amortization of oil and gas properties 48,379 63,311 Impairment provision - 114,631 Gain on sale of oil and gas properties ( 287,759) - Decrease in accounts receivable - oil and gas sales 77,952 134,288 Increase in accounts receivable - General Partner ( 339,222) ( 437) Decrease in accounts receivable - other 48,942 - Decrease in accounts payable ( 15,650) ( 2,977) -------- -------- Net cash provided (used) by operating activities ($ 30,885) $517,108 -------- -------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 17,334) ($ 14,221) Proceeds from sale of oil and gas properties 344,489 437 -------- -------- Net cash provided (used) by investing activities $327,155 ($ 13,784) -------- -------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($255,617) ($364,827) -------- -------- Net cash used by financing activities ($255,617) ($364,827) -------- -------- NET INCREASE IN CASH AND CASH EQUIVALENTS $ 40,653 $138,497 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 251,220 339,064 -------- -------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $291,873 $477,561 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. 16 GEODYNE ENERGY INCOME I LIMITED PARTNERSHIPS CONDENSED NOTES TO THE COMBINED FINANCIAL STATEMENTS MARCH 31, 1998 (Unaudited) 1. ACCOUNTING POLICIES ------------------- The combined balance sheets as of March 31, 1998, combined statements of operations for the three months ended March 31, 1998 and 1997, and combined statements of cash flows for the three months ended March 31, 1998 and 1997 have been prepared by Geodyne Resources, Inc., the General Partner of the limited partnerships, without audit. Each limited partnership is a general partner in the related Geodyne Energy Income Production Partnership in which Geodyne Resources, Inc. serves as the managing partner. Unless the context indicates otherwise, all references to a "Partnership" or the "Partnerships" are references to the limited partnership and its related production partnership, collectively, and all references to the "General Partner" are references to the general partner of the limited partnerships and the managing partner of the production partnerships, collectively. 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, 1998, the combined results of operations for the three months ended March 31, 1998 and 1997, and the combined cash flows for the three months ended March 31, 1998 and 1997. 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, 1997. The results of operations for the period ended March 31, 1998 are not necessarily indicative of the results to be expected for the full year. The Limited Partners' net income or loss per unit is based upon each $1,000 initial capital contribution. 17 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, plus an allocated portion, of the General Partner's property screening costs. 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 prior to their transfer to the Partnerships. During the three months ended March 31, 1998 capital expenditures incurred by the I-D, I-E, and I-F Partnerships totaled $11,572, $18,386, and $17,334, respectively. These expenditures resulted primarily from a recompletion attempt of the White Farms A No. 4 well located in Canadian County, Oklahoma. The I-D, I-E, and I-F Partnerships have a 4.4%, 15.9%, and 6.3% interest, respectively, in the White Farms A No. 4 well. 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. 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. The Partnerships' depletion, depreciation, and amortization includes estimated dismantlement and abandonment costs, net of estimated salvage value. 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. 18 Statement of Financial Accounting Standards ("SFAS") No. 121, "Accounting for the Impairment of Long Lived Assets and Assets Held for Disposal", requires successful efforts companies, like the Partnerships, to evaluate the recoverability of the carrying costs of their proved oil and gas properties at the lowest level for which there are identifiable cash flows that are largely independent of the cash flows of other groups of oil and gas properties. With respect to the Partnerships' oil and gas properties, this evaluation was performed for each field. SFAS No. 121, provides that if the unamortized costs of oil and gas properties for each field exceed the expected undiscounted future cash flows from such properties, the cost of the properties is written down to fair value, which is determined by using the discounted future cash flows from the properties. The Partnerships recorded a non-cash charge against earnings (impairment provision) during the three months ended March 31, 1997 pursuant to SFAS No. 121 as follows: Partnership Amount ----------- ----------- I-B $ 19,726 I-C 4,679 I-D 61,790 I-E 291,690 I-F 114,631 No such charge was recorded in the three months ended March 31, 1998. The risk that the Partnerships will be required to record such impairment provisions in the future increases when oil and gas prices are depressed. 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. During the three months ended March 31, 1998 the following payments were made to the General Partner or its affiliates by the Partnerships: Direct General Administrative Partnership and Administrative Overhead ----------- ------------------- --------------- I-B $ 9,779 $ 11,313 I-C 7,230 23,382 I-D 5,897 19,986 I-E 34,198 116,220 I-F 11,693 39,780 19 Affiliates of the Partnerships operate certain of the Partnerships' properties and their policy is to bill the Partnerships for all customary charges and cost reimbursements associated with their activities. The receivables from the General Partner at March 31, 1998 for the I-D, I-E and I-F Partnerships represent proceeds due to such Partnerships from the sale of oil and gas properties to third parties during the first quarter of 1998. Subsequent to March 31, 1998, such receivables were collected by the I-D, I-E and I-F Partnerships. 20 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS USE OF FORWARD-LOOKING STATEMENTS AND ESTIMATES - ----------------------------------------------- This Quarterly Report contains certain forward-looking statements. The words "anticipate", "believe", "expect", "plan", "intend", "estimate", "project", "could", "may" and similar expressions are intended to identify forward-looking statements. Such statements reflect management's current views with respect to future events and financial performance. This Quarterly Report also includes certain information, which is, or is based upon, estimates and assumptions. Such estimates and assumptions are management's efforts to accurately reflect the condition and operation of the Program. Use of forward-looking statements and estimates and assumptions involve risks and uncertainties which include, but are not limited to, the volatility of oil and gas prices, the uncertainty of reserve information, the operating risk associated with oil and gas properties (including the risk of personal injury, death, property damage, damage to the well or producing reservoir, environmental contamination, and other operating risks), the prospect of changing tax and regulatory laws, the availability and capacity of processing and transportation facilities, the general economic climate, the supply and price of foreign imports of oil and gas, the level of consumer product demand, and the price and availability of alternative fuels. Should one or more of these risks or uncertainties occur or should estimates or underlying assumptions prove incorrect, actual conditions or results may vary materially and adversely from those stated, anticipated, believed, estimated, and otherwise indicated. GENERAL - ------- The Partnerships are engaged in the business of acquiring and operating producing oil and gas properties located in the continental United States. In general, a 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, and its related Production 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 Limited Partners and the General Partner in accordance with the terms of the Partnerships' partnership agreements. 21 LIQUIDITY AND CAPITAL RESOURCES - ------------------------------- The Partnerships began operations and investors were assigned their rights as Limited Partners, having made capital contributions in the amounts and on the dates set forth below: Limited Date of Partner Capital Partnership Activation Contributions ----------- ------------------ --------------- I-B July 12, 1985 $11,957,700 I-C December 20, 1985 8,884,900 I-D March 4, 1986 7,194,700 I-E September 10, 1986 41,839,400 I-F December 16, 1986 14,320,900 In general, the amount of funds available for acquisition of producing properties was equal to the capital contributions of the Limited Partners, less 15% for sales commissions and organization and management fees. All of the Partnerships have fully invested their capital contributions. Net proceeds from the operations less necessary operating capital are distributed to the Limited Partners 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. While the General Partner cannot predict future pricing trends, it believes the working capital available as of March 31, 1998 and the net revenue generated from future operations will provide sufficient working capital to meet current and future obligations. The I-B Partnership's first quarter 1998 cash distribution includes proceeds from the sale of oil and gas properties to third parties during the fourth quarter of 1997. The I-D, I-E and I-F Partnerships' Statements of Cash Flows for the first quarter of 1998 include proceeds from the sale of oil and gas properties during the three months ended March 31, 1998. These proceeds will be reflected, as applicable, in the I-D, I-E and I-F Partnerships' cash distributions, if any, to be paid in May 1998. It is possible that the I-D, I-E and I-F Partnerships' repurchase values and future cash distributions could decline as a result of the disposition of these properties. On the other hand, the General Partner believes there will be beneficial operating efficiencies related to the I-D, I-E and I-F Partnerships' remaining properties. This is primarily due to the fact that the properties sold generally bore a higher 22 ratio of operating expenses as compared to reserves than the I-D, I-E and I-F Partnerships' remaining properties. The Partnerships will terminate on December 31, 1999 in accordance with their partnership agreements. However, the partnership agreements provide that the General Partner may extend the term of each Partnership for up to five periods of two years each. As of the date of this Quarterly Report, the General Partner has not determined whether to extend the term of any Partnership. RESULTS OF OPERATIONS - --------------------- GENERAL DISCUSSION The following general discussion should be read in conjunction with the analysis of results of operations provided below. The most important variable affecting the Partnerships' revenues is the prices received for the sale of oil and gas. Predicting future prices is very difficult. Substantially all of the Partnerships' gas reserves are being sold in the "spot market". Prices on the spot market are subject to wide seasonal and regional pricing fluctuations due to the highly competitive nature of the spot market. In addition, such spot market sales are generally short-term in nature and are dependent upon the obtaining of transportation services provided by pipelines. Management is unable to predict whether future oil and gas prices will (i) stabilize, (ii) increase, or (iii) decrease. I-B PARTNERSHIP THREE MONTHS ENDED MARCH 31, 1998 AS COMPARED TO THE THREE MONTHS ENDED MARCH 31, 1997. Three Months Ended March 31, ---------------------------- 1998 1997 -------- ------- Oil and gas sales $ 60,872 $82,442 Oil and gas production expenses $ 19,143 $23,777 Barrels produced 471 586 Mcf produced 24,338 30,953 Average price/Bbl $ 14.31 $ 21.07 Average price/Mcf $ 2.22 $ 2.26 As shown in the table above, total oil and gas sales decreased $21,570 (26.2%) for the three months ended March 31, 1998 as compared to the three months ended March 31, 1997. Of this decrease, approximately $2,000 and $15,000, respectively, were related to decreases in volumes of oil and gas sold and approximately $3,000 and $1,000, 23 respectively, were related to decreases in the average prices of oil and gas sold. Volumes of oil and gas sold decreased 115 barrels and 6,615 Mcf, respectively, for the three months ended March 31, 1998 as compared to the three months ended March 31, 1997. The decrease in volumes of oil sold resulted primarily from the sale of one significant well during 1997. The decrease in volumes of gas sold resulted primarily from (i) the sale of one significant well during 1997 and (ii) positive prior period volume adjustments made by the purchaser on several wells during the three months ended March 31, 1997. Average oil and gas prices decreased to $14.31 per barrel and $2.22 per Mcf, respectively, for the three months ended March 31, 1998 from $21.07 per barrel and $2.26 per Mcf, respectively, for the three months ended March 31, 1997. Oil and gas production expenses (including lease operating expenses and production taxes) decreased $4,634 (19.5%) for the three months ended March 31, 1998 as compared to the three months ended March 31, 1997. This decrease resulted primarily from (i) a decrease in production taxes associated with the decrease in oil and gas sales discussed above and (ii) the decreases in volumes of oil and gas sold during the three months ended March 31, 1998 as compared to the three months ended March 31, 1997. As a percentage of oil and gas sales, these expenses increased to 31.4% for the three months ended March 31, 1998 from 28.8% for the three months ended March 31, 1997. This percentage increase was primarily due to the decreases in the average prices of oil and gas sold during the three months ended March 31, 1998 as compared to the three months ended March 31, 1997. Depreciation, depletion, and amortization of oil and gas properties decreased $2,514 (19.4%) for the three months ended March 31, 1998 as compared to the three months ended March 31, 1997. This decrease resulted primarily from the decreases in volumes of oil and gas sold during the three months ended March 31, 1998 as compared to the three months ended March 31, 1997. As a percentage of oil and gas sales, this expense remained relatively constant at 17.1% for the three months ended March 31, 1998 and 15.7% for the three months ended March 31, 1997. The I-B Partnership recognized a non-cash charge against earnings of $19,726 during the three months ended March 31, 1997. Of this amount, $17,233 was related to a decline in oil and gas prices used to determine the recoverability of proved oil and gas reserves at March 31, 1997 and $2,493 was related to the writing off of unproved properties. These unproved properties were written off based on the General Partner's determination that it was unlikely that such properties would be developed due to the low oil and gas prices received over the prior several years and provisions in the I-B Partnership's partnership agreement which limit 24 the level of permissible drilling activity. No similar charge was necessary during the three months ended March 31, 1998. General and administrative expenses increased $2,388 (12.8%) for the three months ended March 31, 1998 as compared to the three months ended March 31, 1997. This increase resulted primarily from an increase in professional fees during the three months ended March 31, 1998 as compared to the three months ended March 31, 1997. As a percentage of oil and gas sales, these expenses increased to 34.6% for the three months ended March 31, 1998 from 22.7% for the three months ended March 31, 1997. This percentage increase was primarily due to the decrease in oil and gas sales discussed above. The Limited Partners have received cash distributions through March 31, 1998 totaling $6,617,527 or 55.34% of Limited Partners' capital contributions. I-C PARTNERSHIP THREE MONTHS ENDED MARCH 31, 1998 AS COMPARED TO THE THREE MONTHS ENDED MARCH 31, 1997. Three Months Ended March 31, ---------------------------- 1998 1997 -------- -------- Oil and gas sales $186,396 $265,567 Oil and gas production expenses $ 57,398 $ 56,666 Barrels produced 4,239 5,934 Mcf produced 40,637 49,040 Average price/Bbl $ 13.20 $ 20.97 Average price/Mcf $ 3.21 $ 2.88 As shown in the table above, total oil and gas sales decreased $79,171 (29.8%) for the three months ended March 31, 1998 as compared to the three months ended March 31, 1997. Of this decrease, approximately $36,000 and $24,000, respectively, were related to decreases in volumes of oil and gas sold and approximately $33,000 was related to a decrease in the average price of oil sold, which amounts were partially offset by an increase of approximately $13,000 related to an increase in the average price of gas sold. Volumes of oil and gas sold decreased 1,695 barrels and 8,403 Mcf, respectively, for the three months ended March 31, 1998 as compared to the three months ended March 31, 1997. The decrease in volumes of oil sold resulted primarily from (i) the sale of one significant well during 1997 and (ii) the decline in production on one significant well during the three months ended March 31, 1998. The decrease in volumes of gas sold resulted primarily from the decline in production on one significant well during the 25 three months ended March 31, 1998. Average oil prices decreased to $13.20 per barrel for the three months ended March 31, 1998 from $20.97 per barrel for the three months ended March 31, 1997. Average gas prices increased to $3.21 per Mcf for the three months ended March 31, 1998 from $2.88 per Mcf for the three months ended March 31, 1997. Oil and gas production expenses (including lease operating expenses and production taxes) increased $732 (1.3%) for the three months ended March 31, 1998 as compared to the three months ended March 31, 1997. As a percentage of oil and gas sales, these expenses increased to 30.8% for the three months ended March 31, 1998 from 21.3% for the three months ended March 31, 1997. This percentage increase was primarily due to the decrease in the average price of oil sold during the three months ended March 31, 1998 as compared to the three months ended March 31, 1997. Depreciation, depletion, and amortization of oil and gas properties decreased $5,178 (41.2%) for the three months ended March 31, 1998 as compared to the three months ended March 31, 1997. This decrease resulted primarily from (i) the decreases in volumes of oil and gas sold during the three months ended March 31, 1998 as compared to the three months ended March 31, 1997 and (ii) upward revisions in the estimates of remaining gas reserves at December 31, 1997. As a percentage of oil and gas sales, this expense remained relatively constant at 4.0% for the three months ended March 31, 1998 and 4.7% for the three months ended March 31, 1997. The I-C Partnership recognized a non-cash charge against earnings of $4,679 during the three months ended March 31, 1997 primarily related to a decline in oil and gas prices used to determine the recoverability of proved oil and gas reserves at March 31, 1997. No similar charge was necessary during the three months ended March 31, 1998. General and administrative expenses increased $1,621 (5.6%) for the three months ended March 31, 1998 as compared to the three months ended March 31, 1997. As a percentage of oil and gas sales, these expenses increased to 16.4% for the three months ended March 31, 1998 from 10.9% for the three months ended March 31, 1997. This percentage increase was primarily due to the decrease in oil and gas sales discussed above. The Limited Partners have received cash distributions through March 31, 1998 totaling $8,022,300 or 90.29% of Limited Partners' capital contributions. 26 I-D PARTNERSHIP THREE MONTHS ENDED MARCH 31, 1998 AS COMPARED TO THE THREE MONTHS ENDED MARCH 31, 1997. Three Months Ended March 31, ---------------------------- 1998 1997 -------- -------- Oil and gas sales $293,660 $472,917 Oil and gas production expenses $ 48,880 $ 60,139 Barrels produced 3,420 4,819 Mcf produced 110,042 133,717 Average price/Bbl $ 14.33 $ 22.71 Average price/Mcf $ 2.22 $ 2.72 As shown in the table above, total oil and gas sales decreased $179,257 (37.9%) for the three months ended March 31, 1998 as compared to the three months ended March 31, 1997. Of this decrease, approximately $32,000 and $64,000, respectively, were related to decreases in volumes of oil and gas sold and approximately $29,000 and $55,000, respectively, were related to decreases in the average prices of oil and gas sold. Volumes of oil and gas sold decreased 1,399 barrels and 23,675 Mcf, respectively, for the three months ended March 31, 1998 as compared to the three months ended March 31, 1997. The decrease in volumes of oil sold resulted primarily from the decline in production on one significant well during the three months ended March 31, 1998. The decrease in volumes of gas sold resulted primarily from (i) the decline in production on one significant well during the three months ended March 31, 1998 and (ii) a positive prior period volume adjustment made by the purchaser on one significant well during the three months ended March 31, 1997. Average oil and gas prices decreased to $14.33 per barrel and $2.22 per Mcf, respectively, for the three months ended March 31, 1998 from $22.71 per barrel and $2.72 per Mcf, respectively, for the three months ended March 31, 1997. Oil and gas production expenses (including lease operating expenses and production taxes) decreased $11,259 (18.7%) for the three months ended March 31, 1998 as compared to the three months ended March 31, 1997. This decrease resulted primarily from a decrease in production taxes associated with the decrease in oil and gas sales discussed above. As a percentage of oil and gas sales, these expenses increased to 16.6% for the three months ended March 31, 1998 from 12.7% for the three months ended March 31, 1997. This percentage increase was primarily due to the decreases in the average prices of oil and gas sold during the three months ended March 31, 1998 as compared to the three months ended March 31, 1997. 27 Depreciation, depletion, and amortization of oil and gas properties decreased $15,828 (49.9%) for the three months ended March 31, 1998 as compared to the three months ended March 31, 1997. This decrease resulted primarily from (i) the decreases in volumes of oil and gas sold during the three months ended March 31, 1998 as compared to the three months ended March 31, 1997 and (ii) upward revisions in the estimates of remaining oil and gas reserves at December 31, 1997. As a percentage of oil and gas sales, this expense decreased to 5.4% for the three months ended March 31, 1998 from to 6.7% for the three months ended March 31, 1997. This percentage decrease resulted primarily from the dollar decrease in depreciation, depletion, and amortization discussed above. The I-D Partnership recognized a non-cash charge against earnings of $61,790 during the three months ended March 31, 1997. Of this amount, $12,290 was related to a decline in oil and gas prices used to determine the recoverability of proved oil and gas reserves at March 31, 1997 and $49,500 was related to the writing off of unproved properties. These unproved properties were written off based on the General Partner's determination that it was unlikely that such properties would be developed due to the low oil and gas prices received over the prior several years and provisions in the I-D Partnership's partnership agreement which limit the level of permissible drilling activity. No similar charge was necessary during the three months ended March 31, 1998. General and administrative expenses increased $1,396 (5.7%) for the three months ended March 31, 1998 as compared to the three months ended March 31, 1997. As a percentage of oil and gas sales, these expenses increased to 8.8% for the three months ended March 31, 1998 from 5.2% for the three months ended March 31, 1997. This percentage increase was primarily due to the decrease in oil and gas sales discussed above. The Limited Partners have received cash distributions through March 31, 1998 totaling $13,153,175 or 182.82% of Limited Partners' capital contributions. 28 I-E PARTNERSHIP THREE MONTHS ENDED MARCH 31, 1998 AS COMPARED TO THE THREE MONTHS ENDED MARCH 31, 1997. Three Months Ended March 31, ---------------------------- 1998 1997 ---------- ---------- Oil and gas sales $1,065,375 $1,751,749 Oil and gas production expenses $ 288,964 $ 379,354 Barrels produced 15,983 18,942 Mcf produced 422,711 510,642 Average price/Bbl $ 14.95 $ 23.01 Average price/Mcf $ 1.95 $ 2.58 As shown in the table above, total oil and gas sales decreased $686,374 (39.2%) for the three months ended March 31, 1998 as compared to the three months ended March 31, 1997. Of this decrease, approximately $68,000 and $226,000, respectively, were related to decreases in volumes of oil and gas sold and approximately $129,000 and $263,000, respectively, were related to decreases in the average prices of oil and gas sold. Volumes of oil and gas sold decreased 2,959 barrels and 87,871 Mcf, respectively, for the three months ended March 31, 1998 as compared to the three months ended March 31, 1997. The decrease in volumes of oil sold resulted primarily from declines in production on two significant wells during the three months ended March 31, 1998. The decrease in volumes of gas sold resulted primarily from positive prior period volume adjustments made by the purchaser on two significant wells during the three months ended March 31, 1997. Average oil and gas prices decreased to $14.95 per barrel and $1.95 per Mcf, respectively, for the three months ended March 31, 1998 from $23.01 per barrel and $2.58 per Mcf, respectively, for the three months ended March 31, 1997. Oil and gas production expenses (including lease operating expenses and production taxes) decreased $90,390 (23.8%) for the three months ended March 31, 1998 as compared to the three months ended March 31, 1997. This decrease resulted primarily from (i) the decreases in volumes of oil and gas sold during the three months ended March 31, 1998 as compared to the three months ended March 31, 1997 and (ii) a decrease in production taxes associated with the decrease in oil and gas sales discussed above. As a percentage of oil and gas sales, these expenses increased to 27.1% for the three months ended March 31, 1998 from 21.7% for the three months ended March 31, 1997. This percentage increase was primarily due to the decreases in the average prices of oil and gas sold during the three months ended March 31, 1998 as compared to the three months ended March 31, 1997. 29 Depreciation, depletion, and amortization of oil and gas properties decreased $44,685 (22.6%) for the three months ended March 31, 1998 as compared to the three months ended March 31, 1997. This decrease resulted primarily from (i) the decreases in volumes of oil and gas sold during the three months ended March 31, 1998 as compared to the three months ended March 31, 1997 and (ii) upward revisions in the estimates of remaining gas reserves at December 31, 1997. As a percentage of oil and gas sales, this expense increased to 14.4% for the three months ended March 31, 1998 from 11.3% for the three months ended March 31, 1997. This percentage increase was primarily due to the decreases in the average prices of oil and gas sold during the three months ended March 31, 1998 as compared to the three months ended March 31, 1997. The I-E Partnership recognized a non-cash charge against earnings of $291,690 during the three months ended March 31, 1997. Of this amount, $59,728 was related to a decline in oil and gas prices used to determine the recoverability of proved oil and gas reserves at March 31, 1997 and $231,962 was related to the writing off of unproved properties. These unproved properties were written off based on the General Partner's determination that it was unlikely that such properties would be developed due to the low oil and gas prices received over the prior several years and provisions in the I-E Partnership's partnership agreement which limit the level of permissible drilling activity. No similar charge was necessary during the three months ended March 31, 1998. General and administrative expenses increased $8,080 (5.7%) for the three months ended March 31, 1998 as compared to the three months ended March 31, 1997. As a percentage of oil and gas sales, these expenses increased to 14.1% for the three months ended March 31, 1998 from 8.1% for the three months ended March 31, 1997. This percentage increase was primarily due to the decrease in oil and gas sales discussed above. The Limited Partners have received cash distributions through March 31, 1998 totaling $50,444,552 or 120.57% of Limited Partners' capital contributions. 30 I-F PARTNERSHIP THREE MONTHS ENDED MARCH 31, 1998 AS COMPARED TO THE THREE MONTHS ENDED MARCH 31, 1997. Three Months Ended March 31, ---------------------------- 1998 1997 -------- -------- Oil and gas sales $366,302 $600,350 Oil and gas production expenses $120,910 $168,282 Barrels produced 7,867 9,762 Mcf produced 113,169 145,659 Average price/Bbl $ 14.99 $ 23.09 Average price/Mcf $ 2.19 $ 2.57 As shown in the table above, total oil and gas sales decreased $234,048 (39.0%) for the three months ended March 31, 1998 as compared to the three months ended March 31, 1997. Of this decrease, approximately $44,000 and $83,000, respectively, were related to decreases in volumes of oil and gas sold and approximately $64,000 and $43,000, respectively, were related to decreases in the average prices of oil and gas sold. Volumes of oil and gas sold decreased 1,895 barrels and 32,490 Mcf, respectively, for the three months ended March 31, 1998 as compared to the three months ended March 31, 1997. The decrease in volumes of oil sold resulted primarily from declines in production on two significant wells during the three months ended March 31, 1998. The decrease in volumes of gas sold resulted primarily from positive prior period volume adjustments made by the purchaser on two significant wells during the three months ended March 31, 1997. Average oil and gas prices decreased to $14.99 per barrel and $2.19 per Mcf, respectively, for the three months ended March 31, 1998 from $23.09 per barrel and $2.57 per Mcf, respectively, for the three months ended March 31, 1997. Oil and gas production expenses (including lease operating expenses and production taxes) decreased $47,372 (28.2%) for the three months ended March 31, 1998 as compared to the three months ended March 31, 1997. This decrease resulted primarily from (i) the decreases in volumes of oil and gas sold during the three months ended March 31, 1998 as compared to the three months ended March 31, 1997 and (ii) a decrease in production taxes associated with the decrease in oil and gas sales discussed above. As a percentage of oil and gas sales, these expenses increased to 33.0% for the three months ended March 31, 1998 from 28.0% for the three months ended March 31, 1997. This percentage increase was primarily due to the decreases in the average prices of oil and gas sold during the three months ended March 31, 1998 as compared to the three months ended March 31, 1997. 31 Depreciation, depletion, and amortization of oil and gas properties decreased $14,932 (23.6%) for the three months ended March 31, 1998 as compared to the three months ended March 31, 1997. This decrease resulted primarily from (i) the decreases in volumes of oil and gas sold during the three months ended March 31, 1998 as compared to the three months ended March 31, 1997 and (ii) upward revisions in the estimates of remaining gas reserves at December 31, 1997. As a percentage of oil and gas sales, this expense increased to 13.2% for the three months ended March 31, 1998 from 10.5% for the three months ended March 31, 1997. This percentage increase was primarily due to the decreases in the average prices of oil and gas sold during the three months ended March 31, 1998 as compared to the three months ended March 31, 1997. The I-F Partnership recognized a non-cash charge against earnings of $114,631 during the three months ended March 31, 1997. Of this amount, $20,908 was related to a decline in oil and gas prices used to determine the recoverability of proved oil and gas reserves at March 31, 1997 and $93,723 was related to the writing off of unproved properties. These unproved properties were written off based on the General Partner's determination that it was unlikely that such properties would be developed due to the low oil and gas prices received over the prior several years and provisions in the I-F Partnership's partnership agreement which limit the level of permissible drilling activity. No similar charge was necessary during the three months ended March 31, 1998. General and administrative expenses increased $2,762 (5.7%) for the three months ended March 31, 1998 as compared to the three months ended March 31, 1997. As a percentage of oil and gas sales, these expenses increased to 14.1% for the three months ended March 31, 1998 from 8.1% for the three months ended March 31, 1997. This percentage increase was primarily due to the decrease in oil and gas sales discussed above. The Limited Partners have received cash distributions through March 31, 1998 totaling $16,972,664 or 118.52% of Limited Partners' capital contributions. 32 PART II. OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS As further described in the Partnerships' Annual Report on Form 10-K for the year ended December 31, 1997 (the "Form 10-K"), the Partnerships are included in the subject matter of a class action lawsuit entitled "In Re: PaineWebber Limited Partnerships' Litigation," Case No. 94-CIV-8558, U.S. District Court, Southern District of New York. In early 1996 PaineWebber Incorporated ("PaineWebber") reached settlements with the class action plaintiffs and the Securities and Exchange Commission (the "SEC") that resolved the above referenced litigation. As part of the class settlement, PaineWebber paid $125 million (the "Class Action Fund"), plus certain additional consideration to the class. PaineWebber also paid $40 million to a capped claims fund to be independently administered on behalf of the SEC (the "SEC Fund"). Both settlement funds (in the case of the Class Action Fund, net of court approved class counsel attorney's fees and disbursements) were to be allocated among eligible limited partners whose claims were approved by the respective Claims Administrators. In late March 1998, the Court awarded attorney's fees and disbursements to class counsel. On or about May 8, 1998, the Claims Administrator for the Class Action Fund mailed to eligible class members the cash component of their settlement benefits from the Class Action Fund. The General Partner has been advised that in late May 1998 the SEC Claims Administrator expects to mail to each eligible class member his or her claim determination with the preliminary settlement amount, if any, from the SEC Fund. With respect to the I-D, I-E, and I-F Partnerships, the settlement provided that limited partners in such Partnerships would not receive cash awards from either the Class Action Fund or the SEC Fund for the reason that plaintiff's counsel determined that these limited partners had not suffered any out of pocket loss. However, they may be eligible to share in the additional consideration agreed to in the settlement. A further description of the settlement is included within the Form 10-K referred to above. 33 ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K (a) Exhibits 27.1 Financial Data Schedule containing summary financial information extracted from the I-B Partnership's financial statements as of March 31, 1998 and for the three months ended March 31, 1998, filed herewith. 27.2 Financial Data Schedule containing summary financial information extracted from the I-C Partnership's financial statements as of March 31, 1998 and for the three months ended March 31, 1998, filed herewith. 27.3 Financial Data Schedule containing summary financial information extracted from the I-D Partnership's financial statements as of March 31, 1998 and for the three months ended March 31, 1998, filed herewith. 27.4 Financial Data Schedule containing summary financial information extracted from the I-E Partnership's financial statements as of March 31, 1998 and for the three months ended March 31, 1998, filed herewith. 27.5 Financial Data Schedule containing summary financial information extracted from the I-F Partnership's financial statements as of March 31, 1998 and for the three months ended March 31, 1998, filed herewith. All other exhibits are omitted as inapplicable. (b) Reports on Form 8-K. Current report on Form 8-K filed during the first quarter of 1998: Date of event: January 29, 1998 Date filed with SEC: January 30, 1998 Items included Item 5 - Other Events Item 7 - Exhibits 34 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 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 (Registrant) BY: GEODYNE RESOURCES, INC. General Partner Date: May 13, 1998 By: /s/Dennis R. Neill -------------------------------- (Signature) Dennis R. Neill President Date: May 13, 1998 By: /s/Patrick M. Hall -------------------------------- (Signature) Patrick M. Hall Principal Accounting Officer 35 INDEX TO EXHIBITS NUMBER DESCRIPTION - ------ ----------- 27.1 Financial Data Schedule containing summary financial information extracted from the Geodyne Energy Income Limited Partnership I-B's financial statements as of March 31, 1998 and for the three months ended March 31, 1998, filed herewith. 27.2 Financial Data Schedule containing summary financial information extracted from the Geodyne Energy Income Limited Partnership I-C's financial statements as of March 31, 1998 and for the three months ended March 31, 1998, filed herewith. 27.3 Financial Data Schedule containing summary financial information extracted from the Geodyne Energy Income Limited Partnership I-D's financial statements as of March 31, 1998 and for the three months ended March 31, 1998, filed herewith. 27.4 Financial Data Schedule containing summary financial information extracted from the Geodyne Energy Income Limited Partnership I-E's financial statements as of March 31, 1998 and for the three months ended March 31, 1998, filed herewith. 27.5 Financial Data Schedule containing summary financial information extracted from the Geodyne Energy Income Limited Partnership I-F's financial statements as of March 31, 1998 and for the three months ended March 31, 1998, filed herewith. All other exhibits are omitted as inapplicable. 36