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 June 30, 1998 Commission File Number: P-1: 0-17800 P-3: 0-18306 P-5: 0-18637 P-2: 0-17801 P-4: 0-18308 P-6: 0-18937 GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-1 LIMITED PARTNERSHIP GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-2 LIMITED PARTNERSHIP GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-3 GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-4 GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-5 GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-6 --------------------------------------------------------------------- (Exact name of Registrant as specified in its Articles) P-1 73-1330245 P-2 73-1330625 P-1 and P-2: P-3 73-1336573 Texas P-4 73-1341929 P-3 through P-6: P-5 73-1353774 Oklahoma P-6 73-1357375 ---------------------------- ------------------------------- (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 INSTITUTIONAL/PENSION ENERGY INCOME P-1 LIMITED PARTNERSHIP GEODYNE NPI PARTNERSHIP P-1 COMBINED BALANCE SHEETS (Unaudited) ASSETS June 30, December 31, 1998 1997 ----------- ------------ CURRENT ASSETS: Cash and cash equivalents $ 601,195 $ 503,622 Accounts receivable: Net Profits 132,556 164,644 ---------- ---------- Total current assets $ 733,751 $ 668,266 NET PROFITS INTERESTS, net, utilizing the successful efforts method 1,262,232 1,408,420 ---------- ---------- $1,995,983 $2,076,686 ========== ========== PARTNERS' CAPITAL (DEFICIT) PARTNERS' CAPITAL (DEFICIT): General Partner ($ 92,220) ($ 87,415) Limited Partners, issued and outstanding, 108,074 units 2,088,203 2,164,101 ---------- ---------- Total Partners' capital $1,995,983 $2,076,686 ---------- ---------- $1,995,983 $2,076,686 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. 2 GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-1 LIMITED PARTNERSHIP GEODYNE NPI PARTNERSHIP P-1 COMBINED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED JUNE 30, 1998 AND 1997 (Unaudited) 1998 1997 -------- -------- REVENUES: Net Profits $203,439 $317,208 Interest and other income 2,575 2,794 Gain on sale of Net Profits Interests 392,604 127,385 -------- -------- $598,618 $447,387 COSTS AND EXPENSES: Depletion of Net Profits Interests $ 54,113 $ 64,546 General and administrative (Note 2) 29,928 34,658 -------- -------- $ 84,041 $ 99,204 -------- -------- NET INCOME $514,577 $348,183 ======== ======== GENERAL PARTNER - NET INCOME $ 27,765 $ 19,852 ======== ======== LIMITED PARTNERS - NET INCOME $486,812 $328,331 ======== ======== NET INCOME per unit $ 4.50 $ 3.04 ======== ======== UNITS OUTSTANDING 108,074 108,074 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. 3 GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-1 LIMITED PARTNERSHIP GEODYNE NPI PARTNERSHIP P-1 COMBINED STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 1998 AND 1997 (Unaudited) 1998 1997 -------- ---------- REVENUES: Net Profits $422,567 $ 597,105 Interest and other income 6,225 5,056 Gain on sale of Net Profits Interests 475,798 127,385 -------- ---------- $904,590 $ 729,546 COSTS AND EXPENSES: Depletion of Net Profits Interests $113,848 $ 125,229 Impairment provision - 902,042 General and administrative (Note 2) 67,221 69,422 -------- ---------- $181,069 $1,096,693 -------- ---------- NET INCOME (LOSS) $723,521 ($ 367,147) ======== ========== GENERAL PARTNER - NET INCOME $ 40,419 $ 22,481 ======== ========== LIMITED PARTNERS - NET INCOME (LOSS) $683,102 ($ 389,628) ======== ========== NET INCOME (LOSS) per unit $ 6.32 ($ 3.61) ======== ========== UNITS OUTSTANDING 108,074 108,074 ======== ========== The accompanying condensed notes are an integral part of these combined financial statements. 4 GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-1 LIMITED PARTNERSHIP GEODYNE NPI PARTNERSHIP P-1 COMBINED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 1998 AND 1997 (Unaudited) 1998 1997 --------- ---------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income (loss) $723,521 ($367,147) Adjustments to reconcile net income (loss) to net cash provided by operating activities: Depletion of Net Profits Interests 113,848 125,229 Impairment provision - 902,042 Gain on sale of Net Profits Interests ( 475,798) ( 127,385) Decrease in accounts receivable - Net Profits 32,088 59,383 Increase in accounts receivable - General Partner - ( 2,306) -------- -------- Net cash provided by operating activities $393,659 $589,816 -------- -------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 11,147) ($ 13,262) Proceeds from sale of Net Profits Interests 519,285 180,853 -------- -------- Net cash provided by investing activities $508,138 $167,591 -------- -------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($804,224) ($606,249) -------- -------- Net cash used by financing activities ($804,224) ($606,249) -------- -------- NET INCREASE IN CASH AND CASH EQUIVALENTS $ 97,573 $151,158 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 503,622 293,296 -------- -------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $601,195 $444,454 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. 5 GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-2 LIMITED PARTNERSHIP GEODYNE NPI PARTNERSHIP P-2 COMBINED BALANCE SHEETS (Unaudited) ASSETS June 30, December 31, 1998 1997 ----------- ------------ CURRENT ASSETS: Cash and cash equivalents $ 418,892 $ 369,191 Accounts receivable: Net Profits 104,589 135,331 ---------- ---------- Total current assets $ 523,481 $ 504,522 NET PROFITS INTERESTS, net, utilizing the successful efforts method 1,004,553 1,182,230 ---------- ---------- $1,528,034 $1,686,752 ========== ========== PARTNERS' CAPITAL (DEFICIT) PARTNERS' CAPITAL (DEFICIT): General Partner ($ 79,959) ($ 72,438) Limited Partners, issued and outstanding, 90,094 units 1,607,993 1,759,190 ---------- ---------- Total Partners' capital $1,528,034 $1,686,752 ---------- ---------- $1,528,034 $1,686,752 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. 6 GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-2 LIMITED PARTNERSHIP GEODYNE NPI PARTNERSHIP P-2 COMBINED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED JUNE 30, 1998 AND 1997 (Unaudited) 1998 1997 ---------- --------- REVENUES: Net Profits $153,230 $178,224 Interest and other income 1,925 2,202 Gain on sale of Net Profits Interests 196,830 80,091 -------- -------- $351,985 $260,517 COSTS AND EXPENSES: Depletion of Net Profits Interests $ 41,700 $ 53,991 General and administrative (Note 2) 25,031 28,826 -------- -------- $ 66,731 $ 82,817 -------- -------- NET INCOME $285,254 $177,700 ======== ======== GENERAL PARTNER - NET INCOME $ 15,834 $ 10,935 ======== ======== LIMITED PARTNERS - NET INCOME $269,420 $166,765 ======== ======== NET INCOME per unit $ 2.99 $ 1.85 ======== ======== UNITS OUTSTANDING 90,094 90,094 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. 7 GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-2 LIMITED PARTNERSHIP GEODYNE NPI PARTNERSHIP P-2 COMBINED STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 1998 AND 1997 (Unaudited) 1998 1997 ---------- --------- REVENUES: Net Profits $321,188 $469,338 Interest and other income 4,647 3,910 Gain on sale of Net Profits Interests 255,015 80,091 -------- -------- $580,850 $553,339 COSTS AND EXPENSES: Depletion of Net Profits Interests $ 87,775 $104,979 Impairment provision - 727,893 General and administrative (Note 2) 56,147 57,719 -------- -------- $143,922 $890,591 -------- -------- NET INCOME (LOSS) $436,928 ($337,252) ======== ======== GENERAL PARTNER - NET INCOME $ 25,125 $ 16,257 ======== ======== LIMITED PARTNERS - NET INCOME (LOSS) $411,803 ($353,509) ======== ======== NET INCOME (LOSS) per unit $ 4.57 ($ 3.92) ======== ======== UNITS OUTSTANDING 90,094 90,094 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. 8 GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-2 LIMITED PARTNERSHIP GEODYNE NPI PARTNERSHIP P-2 COMBINED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 1998 AND 1997 (Unaudited) 1998 1997 --------- --------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income (loss) $436,928 ($337,252) Adjustments to reconcile net income (loss) to net cash provided by operating activities: Depletion of Net Profits Interests 87,775 104,979 Impairment provision - 727,893 Gain on sale of Net Profits Interests ( 255,015) ( 80,091) Decrease in accounts receivable - Net Profits 30,742 44,933 Decrease in accounts receivable - General Partner - 6,802 -------- -------- Net cash provided by operating activities $300,430 $467,264 -------- -------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 15,276) ($ 8,677) Proceeds from sale of Net Profits Interests 360,193 168,805 -------- -------- Net cash provided by investing activities $344,917 $160,128 -------- -------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($595,646) ($476,166) -------- -------- Net cash used by financing activities ($595,646) ($476,166) -------- -------- NET INCREASE IN CASH AND CASH EQUIVALENTS $ 49,701 $151,226 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 369,191 222,506 -------- -------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $418,892 $373,732 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. 9 GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-3 GEODYNE NPI PARTNERSHIP P-3 COMBINED BALANCE SHEETS (Unaudited) ASSETS June 30, December 31, 1998 1997 ----------- ------------ CURRENT ASSETS: Cash and cash equivalents $ 772,210 $ 685,628 Accounts receivable: Net Profits 197,418 254,470 ---------- ---------- Total current assets $ 969,628 $ 940,098 NET PROFITS INTERESTS, net, utilizing the successful efforts method 2,003,124 2,196,444 ---------- ---------- $2,972,752 $3,136,542 ========== ========== PARTNERS' CAPITAL (DEFICIT) PARTNERS' CAPITAL (DEFICIT): General Partner ($ 144,427) ($ 137,258) Limited Partners, issued and outstanding, 169,637 units 3,117,179 3,273,800 ---------- ---------- Total Partners' capital $2,972,752 $3,136,542 ---------- ---------- $2,972,752 $3,136,542 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. 10 GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-3 GEODYNE NPI PARTNERSHIP P-3 COMBINED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED JUNE 30, 1998 AND 1997 (Unaudited) 1998 1997 -------- --------- REVENUES: Net Profits $284,321 $338,563 Interest and other income 3,730 4,215 Gain on sale Net Profits Interests 497,106 142,486 -------- -------- $785,157 $485,264 COSTS AND EXPENSES: Depletion of Net Profits Interests $ 77,390 $100,187 General and administrative (Note 2) 47,130 54,254 -------- -------- $124,520 $154,441 -------- -------- NET INCOME $660,637 $330,823 ======== ======== GENERAL PARTNER - NET INCOME $ 35,941 $ 20,338 ======== ======== LIMITED PARTNERS - NET INCOME $624,696 $310,485 ======== ======== NET INCOME per unit $ 3.68 $ 1.83 ======== ======== UNITS OUTSTANDING 169,637 169,637 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. 11 GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-3 GEODYNE NPI PARTNERSHIP P-3 COMBINED STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 1998 AND 1997 (Unaudited) 1998 1997 ---------- ---------- REVENUES: Net Profits $ 597,661 $ 876,433 Interest and other income 8,872 7,461 Gain on sale Net Profits Interests 605,649 142,486 ---------- ---------- $1,212,182 $1,026,380 COSTS AND EXPENSES: Depletion of Net Profits Interests $ 162,849 $ 194,569 Impairment provision - 1,413,917 General and administrative (Note 2) 105,702 108,639 ---------- ---------- $ 268,551 $1,717,125 ---------- ---------- NET INCOME (LOSS) $ 943,631 ($ 690,745) ========== ========== GENERAL PARTNER - NET INCOME $ 53,252 $ 29,429 ========== ========== LIMITED PARTNERS - NET INCOME (LOSS) $ 890,379 ($ 720,174) ========== ========== NET INCOME (LOSS) per unit $ 5.25 ($ 4.25) ========== ========== UNITS OUTSTANDING 169,637 169,637 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. 12 GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-3 GEODYNE NPI PARTNERSHIP P-3 COMBINED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 1998 AND 1997 (Unaudited) 1998 1997 ----------- ---------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income (loss) $ 943,631 ($ 690,745) Adjustments to reconcile net income (loss) to net cash provided by operating activities: Depletion of Net Profits Interests 162,849 194,569 Impairment provision - 1,413,917 Gain on sale of Net Profits Interests ( 605,649) ( 142,486) Decrease in accounts receivable - Net Profits 57,052 82,287 Decrease in accounts receivable - General Partner - 13,568 ---------- ---------- Net cash provided by operating activities $ 557,883 $ 871,110 ---------- ---------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 29,131) ($ 15,966) Proceeds from sale of Net Profits Interests 665,251 327,690 ---------- ---------- Net cash provided by investing activities $ 636,120 $ 311,724 ---------- ---------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($1,107,421) ($ 885,178) ---------- ---------- Net cash used by financing activities ($1,107,421) ($ 885,178) ---------- ---------- NET INCREASE IN CASH AND CASH EQUIVALENTS $ 86,582 $ 297,656 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 685,628 415,354 ---------- ---------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 772,210 $ 713,010 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. 13 GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-4 GEODYNE NPI PARTNERSHIP P-4 COMBINED BALANCE SHEETS (Unaudited) ASSETS June 30, December 31, 1998 1997 ----------- ------------ CURRENT ASSETS: Cash and cash equivalents $ 173,407 $ 243,903 Accounts receivable: Net Profits 215,428 301,060 ---------- ---------- Total current assets $ 388,835 $ 544,963 NET PROFITS INTERESTS, net, utilizing the successful efforts method 1,153,343 1,282,329 ---------- ---------- $1,542,178 $1,827,292 ========== ========== PARTNERS' CAPITAL (DEFICIT) PARTNERS' CAPITAL (DEFICIT): General Partner ($ 100,454) ($ 94,799) Limited Partners, issued and outstanding, 126,306 units 1,642,632 1,922,091 ---------- ---------- Total Partners' capital $1,542,178 $1,827,292 ---------- ---------- $1,542,178 $1,827,292 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. 14 GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-4 GEODYNE NPI PARTNERSHIP P-4 COMBINED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED JUNE 30, 1998 AND 1997 (Unaudited) 1998 1997 --------- -------- REVENUES: Net Profits $178,254 $317,362 Interest and other income 2,296 3,920 Gain on sale of Net Profits Interests 8,004 4,760 -------- -------- $188,554 $326,042 COSTS AND EXPENSES: Depletion of Net Profits Interests $ 62,151 $111,787 General and administrative (Note 2) 35,086 40,382 -------- -------- $ 97,237 $152,169 -------- -------- NET INCOME $ 91,317 $173,873 ======== ======== GENERAL PARTNER - NET INCOME $ 6,937 $ 12,970 ======== ======== LIMITED PARTNERS - NET INCOME $ 84,380 $160,903 ======== ======== NET INCOME per unit $ .67 $ 1.27 ======== ======== UNITS OUTSTANDING 126,306 126,306 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. 15 GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-4 GEODYNE NPI PARTNERSHIP P-4 COMBINED STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 1998 AND 1997 (Unaudited) 1998 1997 --------- ---------- REVENUES: Net Profits $418,646 $ 724,735 Interest and other income 5,157 6,640 Gain (loss) on sale of Net Profits Interests 12,252 ( 5,494) -------- ---------- $436,055 $ 725,881 COSTS AND EXPENSES: Depletion of Net Profits Interests $131,544 $ 228,815 Impairment provision - 752,388 General and administrative (Note 2) 78,674 78,669 -------- ---------- $210,218 $1,059,872 -------- ---------- NET INCOME (LOSS) $225,837 ($ 333,991) ======== ========== GENERAL PARTNER - NET INCOME $ 16,296 $ 22,217 ======== ========== LIMITED PARTNERS - NET INCOME (LOSS) $209,541 ($ 356,208) ======== ========== NET INCOME (LOSS) per unit $ 1.66 ($ 2.82) ======== ========== UNITS OUTSTANDING 126,306 126,306 ======== ========== The accompanying condensed notes are an integral part of these combined financial statements. 16 GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-4 GEODYNE NPI PARTNERSHIP P-4 COMBINED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 1998 AND 1997 (Unaudited) 1998 1997 --------- ---------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income (loss) $225,837 ($333,991) Adjustments to reconcile net income (loss) to net cash provided by operating activities: Depletion of Net Profits Interests 131,544 228,815 Impairment provision - 752,388 (Gain) loss on sale of Net Profits Interests ( 12,252) 5,494 Decrease in accounts receivable - Net Profits 85,632 83,016 -------- -------- Net cash provided by operating activities $430,761 $735,722 -------- -------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 4,664) $ - Proceeds from sale of Net Profits Interests 14,358 239,418 -------- -------- Net cash provided by investing activities $ 9,694 $239,418 -------- -------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($510,951) ($788,079) -------- -------- Net cash used by financing activities ($510,951) ($788,079) -------- -------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS ($ 70,496) $187,061 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 243,903 345,876 -------- -------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $173,407 $532,937 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. 17 GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-5 GEODYNE NPI PARTNERSHIP P-5 COMBINED BALANCE SHEETS (Unaudited) ASSETS June 30, December 31, 1998 1997 ----------- ------------ CURRENT ASSETS: Cash and cash equivalents $ 371,007 $ 228,750 Accounts receivable: Net Profits 102,699 134,968 ---------- ---------- Total current assets $ 473,706 $ 363,718 NET PROFITS INTERESTS, net, utilizing the successful efforts method 1,151,964 1,257,789 ---------- ---------- $1,625,670 $1,621,507 ========== ========== PARTNERS' CAPITAL (DEFICIT) PARTNERS' CAPITAL (DEFICIT): General Partner ($ 78,279) ($ 74,683) Limited Partners, issued and outstanding, 118,449 units 1,703,949 1,696,190 ---------- ---------- Total Partners' capital $1,625,670 $1,621,507 ---------- ---------- $1,625,670 $1,621,507 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. 18 GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-5 GEODYNE NPI PARTNERSHIP P-5 COMBINED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED JUNE 30, 1998 AND 1997 (Unaudited) 1998 1997 --------- --------- REVENUES: Net Profits $182,110 $161,365 Interest and other income 2,770 2,759 Gain on sale of Net Profits Interests 203,390 54,195 -------- -------- $388,270 $218,319 COSTS AND EXPENSES: Depletion of Net Profits Interests $ 61,427 $ 66,428 General and administrative (Note 2) 32,771 37,896 -------- -------- $ 94,198 $104,324 -------- -------- NET INCOME $294,072 $113,995 ======== ======== GENERAL PARTNER - NET INCOME $ 17,022 $ 8,219 ======== ======== LIMITED PARTNERS - NET INCOME $277,050 $105,776 ======== ======== NET INCOME per unit $ 2.34 $ .89 ======== ======== UNITS OUTSTANDING 118,449 118,449 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. 19 GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-5 GEODYNE NPI PARTNERSHIP P-5 COMBINED STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 1998 AND 1997 (Unaudited) 1998 1997 --------- ---------- REVENUES: Net Profits $430,496 $ 502,680 Interest and other income 5,199 4,758 Gain on sale of Net Profits Interests 340,014 54,195 -------- ---------- $775,709 $ 561,633 COSTS AND EXPENSES: Depletion of Net Profits Interests $119,624 $ 151,942 Impairment provision - 1,018,068 General and administrative (Note 2) 73,681 76,477 -------- ---------- $193,305 $1,246,487 -------- ---------- NET INCOME (LOSS) $582,404 ($ 684,854) ======== ========== GENERAL PARTNER - NET INCOME $ 33,645 $ 12,320 ======== ========== LIMITED PARTNERS - NET INCOME (LOSS) $548,759 ($ 697,174) ======== ========== NET INCOME (LOSS) per unit $ 4.63 ($ 5.89) ======== ========== UNITS OUTSTANDING 118,449 118,449 ======== ========== The accompanying condensed notes are an integral part of these combined financial statements. 20 GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-5 GEODYNE NPI PARTNERSHIP P-5 COMBINED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 1998 AND 1997 (Unaudited) 1998 1997 --------- ---------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income (loss) $582,404 ($ 684,854) Adjustments to reconcile net income (loss) to net cash provided by operating activities: Depletion of Net Profits Interests 119,624 151,942 Impairment provision - 1,018,068 Gain on sale of Net Profits Interests ( 340,014) ( 54,195) Decrease in accounts receivable - Net Profits 32,269 127,508 -------- ---------- Net cash provided by operating activities $394,283 $ 558,469 -------- ---------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 36,915) $ - Proceeds from sale of Net Profits Interests 363,130 66,494 -------- ---------- Net cash provided by investing activities $326,215 $ 66,494 -------- ---------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($578,241) ($ 610,849) -------- ---------- Net cash used by financing activities ($578,241) ($ 610,849) -------- ---------- NET INCREASE IN CASH AND CASH EQUIVALENTS $142,257 $ 14,114 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 228,750 247,540 -------- ---------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $371,007 $ 261,654 ======== ========== The accompanying condensed notes are an integral part of these combined financial statements. 21 GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-6 GEODYNE NPI PARTNERSHIP P-6 COMBINED BALANCE SHEETS (Unaudited) ASSETS June 30, December 31, 1998 1997 ----------- ------------ CURRENT ASSETS: Cash and cash equivalents $ 310,808 $ 362,957 Accounts receivable: Net Profits 166,775 291,352 ---------- ---------- Total current assets $ 477,583 $ 654,309 NET PROFITS INTERESTS, net, utilizing the successful efforts method 2,289,654 2,457,809 ---------- ---------- $2,767,237 $3,112,118 ========== ========== PARTNERS' CAPITAL (DEFICIT) PARTNERS' CAPITAL (DEFICIT): General Partner ($ 104,861) ($ 96,514) Limited Partners, issued and outstanding, 143,041 units 2,872,098 3,208,632 ---------- ---------- Total Partners' capital $2,767,237 $3,112,118 ---------- ---------- $2,767,237 $3,112,118 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. 22 GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-6 GEODYNE NPI PARTNERSHIP P-6 COMBINED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED JUNE 30, 1998 AND 1997 (Unaudited) 1998 1997 -------- --------- REVENUES: Net Profits $279,345 $407,320 Interest and other income 3,418 5,272 Gain on sale of Net Profits Interests 68,179 21,938 -------- -------- $350,942 $434,530 COSTS AND EXPENSES: Depletion of Net Profits Interests $101,519 $173,910 General and administrative (Note 2) 39,872 45,041 -------- -------- $141,391 $218,951 -------- -------- NET INCOME $209,551 $215,579 ======== ======== GENERAL PARTNER - NET INCOME $ 14,367 $ 17,471 ======== ======== LIMITED PARTNERS - NET INCOME $195,184 $198,108 ======== ======== NET INCOME per unit $ 1.37 $ 1.39 ======== ======== UNITS OUTSTANDING 143,041 143,041 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. 23 GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-6 GEODYNE NPI PARTNERSHIP P-6 COMBINED STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 1998 AND 1997 (Unaudited) 1998 1997 -------- ---------- REVENUES: Net Profits $617,373 $ 951,960 Interest and other income 7,435 8,451 Gain on sale of Net Profits Interests 134,525 25,958 -------- ---------- $759,333 $ 986,369 COSTS AND EXPENSES: Depletion of Net Profits Interests $198,462 $ 326,518 Impairment provision - 898,584 General and administrative (Note 2) 89,258 92,690 -------- ---------- $287,720 $1,317,792 -------- ---------- NET INCOME (LOSS) $471,613 ($ 331,423) ======== ========== GENERAL PARTNER - NET INCOME $ 31,147 $ 32,010 ======== ========== LIMITED PARTNERS - NET INCOME (LOSS) $440,466 ($ 363,433) ======== ========== NET INCOME (LOSS) per unit $ 3.08 ($ 2.54) ======== ========== UNITS OUTSTANDING 143,041 143,041 ======== ========== The accompanying condensed notes are an integral part of these combined financial statements. 24 GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-6 GEODYNE NPI PARTNERSHIP P-6 COMBINED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 1998 AND 1997 (Unaudited) 1998 1997 --------- ----------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income (loss) $471,613 ($ 331,423) Adjustments to reconcile net income (loss) to net cash provided by operating activities: Depletion of Net Profits Interests 198,462 326,518 Impairment provision - 898,584 Gain on sale of Net Profits Interests ( 134,525) ( 25,958) Decrease in accounts receivable - Net Profits 124,577 183,504 Increase in accounts receivable - General Partner - ( 5,854) -------- ---------- Net cash provided by operating activities $660,127 $1,045,371 -------- ---------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 41,219) ($ 7,789) Proceeds from sale of Net Profits Interests 145,437 31,288 -------- ---------- Net cash provided by investing activities $104,218 $ 23,499 -------- ---------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($816,494) ($1,013,831) -------- ---------- Net cash used by financing activities ($816,494) ($1,013,831) -------- ---------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS ($ 52,149) $ 55,039 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 362,957 319,699 -------- ---------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $310,808 $ 374,738 ======== ========== The accompanying condensed notes are an integral part of these combined financial statements. 25 GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIPS CONDENSED NOTES TO THE COMBINED FINANCIAL STATEMENTS JUNE 30, 1998 (Unaudited) 1. ACCOUNTING POLICIES ------------------- The combined balance sheets as of June 30, 1998, combined statements of operations for the three and six months ended June 30, 1998 and 1997, and combined statements of cash flows for the six months ended June 30, 1998 and 1997 have been prepared by Geodyne Resources, Inc., the General Partner of the Geodyne Institutional/Pension Energy Limited Partnerships, without audit. Each limited partnership is a general partner in the related Geodyne NPI Partnership (the "NPI Partnerships") in which Geodyne Resources, Inc. serves as the managing partner. For the purposes of these financial statements, the general partner and managing partner are collectively referred to as the "General Partner" and the limited partnerships and NPI Partnerships are collectively referred to as the "Partnerships". 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 June 30, 1998, the combined results of operations for the three and six months ended June 30, 1998 and 1997, and the combined cash flows for the six months ended June 30, 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 June 30, 1998 are not necessarily indicative of the results to be expected for the full year. As used in these financial statements, the Partnerships' net profits and royalty interests in oil and gas sales are referred to as "Net Profits" and the Partnerships' net profits and royalty interests in oil and gas properties are referred to as "Net Profits Interests". The working interests from which Partnerships' Net Profits Interests are carved are referred to as "Working Interests". The Limited Partners' net income or loss per unit is based upon each $100 initial capital contribution. 26 NET PROFITS INTERESTS --------------------- The Partnerships follow the successful efforts method of accounting for their Net Profits Interests. Under the successful efforts method, the NPI Partnerships capitalize all acquisition costs. 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 NPI Partnership of Net Profits Interests 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. Impairment of Net Profits Interests is recognized based upon an individual property assessment. Depletion of the costs of Net Profits Interests is computed on the unit-of-production method. The Partnerships' calculation of depletion of its net Profits Interests includes estimated dismantlement and abandonment costs, net of estimated salvage value. The Partnerships do not directly bear capital costs. However, the Partnerships indirectly bear certain capital costs incurred by the owners of the Working Interests to the extent such capital costs are charged against the applicable oil and gas revenues in calculating the net profits payable to the Partnerships. For financial reporting purposes only, such capital costs are reported as capital expenditures in the Partnerships' Statements of Cash Flows. 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 six 27 months ended June 30, 1997 pursuant to SFAS No. 121 as follows: Partnership Amount ----------- ----------- P-1 $ 902,042 P-2 727,893 P-3 1,413,917 P-4 752,388 P-5 1,018,068 P-6 898,584 No such charge was recorded in the six months ended June 30, 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 June 30, 1998 the following payments were made to the General Partner or its affiliates by the Partnerships: Direct General Administrative Partnership and Administrative Overhead ----------- ------------------- --------------- P-1 $1,488 $28,440 P-2 1,322 23,709 P-3 2,490 44,640 P-4 1,846 33,240 P-5 1,601 31,170 P-6 2,231 37,641 During the six months ended June 30, 1998 the following payments were made to the General Partner or its affiliates by the Partnerships: Direct General Administrative Partnership and Administrative Overhead ----------- ------------------- --------------- P-1 $10,341 $56,880 P-2 8,729 47,418 P-3 16,422 89,280 P-4 12,194 66,480 P-5 11,341 62,340 P-6 13,976 75,282 28 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. 29 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 Partnerships. 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 Net Profits Interests in producing oil and gas properties located in the continental United States. In general, a Partnership acquired passive interests in producing properties and does not directly engage in development drilling or enhanced recovery projects. Therefore, the economic life of each limited partnership, and its related NPI Partnership, is limited to the period of time required to fully produce its acquired oil and gas reserves. A Net Profits Interest entitles the Partnerships to a portion of the oil and gas sales less operating and production expenses and development costs generated by the owner of the 30 underlying Working Interests. 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. 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 ----------- ------------------ --------------- P-1 October 25, 1988 $10,807,400 P-2 February 9, 1989 9,009,400 P-3 May 10, 1989 16,963,700 P-4 November 21, 1989 12,630,600 P-5 February 27, 1990 11,844,900 P-6 September 5, 1990 14,304,100 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 Partnerships' Net Profits Interests 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 June 30, 1998 and the net revenue generated from future operations will provide sufficient working capital to meet current and future obligations. 31 The Partnerships' Statements of Cash Flows for the six months ended June 30, 1998 include proceeds from the sale of Net Profits Interests during the six months ended June 30, 1998. These proceeds received during the first quarter were included in Partnerships' cash distributions paid during May 1998, and the proceeds received during the second quarter will be included in the Partnerships' cash distributions to be paid in August 1998. It is possible that the 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 Partnerships' remaining properties. This is primarily due to the fact that the properties sold generally bore a higher ratio of operating expenses as compared to reserves than the Partnerships' remaining properties. 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. Such spot market sales are generally short-term in nature and are dependent upon the obtaining of transportation services provided by pipelines. In addition, crude oil prices are at or near their lowest level in the past decade due primarily to the global surplus of crude oil. Management is unable to predict whether future oil and gas prices will (i) stabilize, (ii) increase, or (iii) decrease. 32 P-1 PARTNERSHIP THREE MONTHS ENDED JUNE 30, 1998 AS COMPARED TO THE THREE MONTHS ENDED JUNE 30, 1997. Three Months Ended June 30, --------------------------- 1998 1997 -------- -------- Net Profits $203,439 $317,208 Barrels produced 7,997 8,543 Mcf produced 72,268 91,125 Average price/Bbl $ 15.89 $ 18.23 Average price/Mcf $ 1.84 $ 2.48 As shown in the table above, Net Profits decreased $113,769 (35.9%) for the three months ended June 30, 1998 as compared to the three months ended June 30, 1997. Of this decrease, approximately $19,000 and $46,000, respectively, were related to decreases in the average prices of oil and gas sold and approximately $47,000 was related to a decrease in volumes of gas sold. Volumes of oil and gas sold decreased 546 barrels and 18,857 Mcf, respectively, for the three months ended June 30, 1998 as compared to the three months ended June 30, 1997. The decrease in volumes of gas sold resulted primarily from (i) the sale of several wells during 1997 and the six months ended June 30, 1998, (ii) normal declines in production due to diminished reserves on several significant wells during the three months ended June 30, 1998, and (iii) positive prior period volume adjustments made by a purchaser on two significant wells during the three months ended June 30, 1997. Average oil and gas prices decreased to $15.89 per barrel and $1.84 per Mcf, respectively, for the three months ended June 30, 1998 from $18.23 per barrel and $2.48 per Mcf, respectively, for the three months ended June 30, 1997. As discussed in Liquidity and Capital Resources above, the P-1 Partnership sold certain Net Profits Interests during the three months ended June 30, 1998 and recognized a $392,604 gain on such sales. Similar sales during the three months ended June 30, 1997 resulted in the P-1 Partnership recognizing similar gains totaling $127,385. 33 Depletion of Net Profits Interests decreased $10,433 (16.2%) for the three months ended June 30, 1998 as compared to the three months ended June 30, 1997. This decrease resulted primarily from the decrease in volumes of oil and gas sold during the three months ended June 30, 1998 as compared to the three months ended June 30, 1997. As a percentage of Net Profits, this expense increased to 26.6% for the three months ended June 30, 1998 from 20.3% for the three months ended June 30, 1997. This percentage increase was primarily due to the decreases in the average prices of oil and gas sold during the three months ended June 30, 1998 as compared to the three months ended June 30, 1997. General and administrative expenses decreased $4,730 (13.6%) for the three months ended June 30, 1998 as compared to the three months ended June 30, 1997. This decrease resulted primarily from a decrease in professional fees during the three months ended June 30, 1998 as compared to the three months ended June 30, 1997. As a percentage of Net Profits, these expenses increased to 14.7% for the three months ended June 30, 1998 from 10.9% for the three months ended June 30, 1997. This percentage increase was primarily due to the decrease in Net Profits discussed above. SIX MONTHS ENDED JUNE 30, 1998 AS COMPARED TO THE SIX MONTHS ENDED JUNE 30, 1997. Six Months Ended June 30, ------------------------- 1998 1997 -------- -------- Net Profits $422,567 $597,105 Barrels produced 14,957 17,127 Mcf produced 163,254 173,479 Average price/Bbl $ 15.08 $ 19.58 Average price/Mcf $ 1.96 $ 2.42 As shown in the table above, Net Profits decreased $174,538 (29.2%) for the six months ended June 30, 1998 as compared to the six months ended June 30, 1997. Of this decrease, approximately $67,000 and $75,000, respectively, were related to decreases in the average prices of oil and gas sold and approximately $42,000 and $25,000, respectively, were related to the decreases in volumes of oil and gas sold. These decreases were partially offset by an increase of approximately $35,000 related to a decrease in production expenses incurred by owners of the Working Interests. Volumes of oil and gas sold decreased 2,170 barrels and 10,225 Mcf, respectively, for the six months ended June 30, 1998 as compared to the six months ended June 30, 1997. The decrease in volumes of oil sold resulted primarily from the (i) sale of several wells during 1997 and the six months ended June 30, 1998 and (ii) normal declines in production due to diminished reserves on several significant wells 34 during the six months ended June 30, 1998. The decrease in volumes of gas sold resulted primarily from the (i) sale of several significant wells during 1997 and the six months ended June 30, 1998 and (ii) normal declines in production due to diminished reserves on several wells during the six months ended June 30, 1998, which decreases were partially offset by an increase that resulted from negative prior period volume adjustments made by a purchaser on one significant well during the six months ended June 30, 1997. The decrease in production expenses resulted primarily from (i) a decrease in lease operating expenses associated with the decreases in volumes of oil and gas sold during the six months ended June 30, 1998 as compared to the six months ended June 30, 1997 and (ii) a decrease in production taxes associated with the decrease in Net Profits discussed above. Average oil and gas prices decreased to $15.08 per barrel and $1.96 per Mcf, respectively, for the six months ended June 30, 1998 from $19.58 per barrel and $2.42 per Mcf, respectively, for the six months ended June 30, 1997. As discussed in Liquidity and Capital Resources above, the P-1 Partnership sold certain Net Profits Interests during the six months ended June 30, 1998 and recognized a $475,798 gain on such sales. Similar sales during the six months ended June 30, 1997 resulted in the P-1 Partnership recognizing similar gains totaling $127,385. Depletion of Net Profits Interests decreased $11,381 (9.1%) for the six months ended June 30, 1998 as compared to the six months ended June 30, 1997. As a percentage of Net Profits, this expense increased to 26.9% for the six months ended June 30, 1998 from 21.0% for the six months ended June 30, 1997. This percentage increase was primarily due to the decreases in the average prices of oil and gas sold during the six months ended June 30, 1998 as compared to the six months ended June 30, 1997. The P-1 Partnership recognized a non-cash charge against earnings of $902,042 during the six months ended June 30, 1997. Of this amount, $113,945 was related to the decline in oil and gas prices used to determine future cash flows from the P-1 Partnership's Net Profits Interests in proved oil and gas reserves at March 31, 1997 and $788,097 was related to the writing-off of Net Profits Interests in unproved properties. The General Partner determined that it was unlikely that these unproved properties would be developed due to the low oil and gas prices received over the prior several years and partnership agreement provisions which limit the P-1 Partnership's level of permissible indirect drilling activity through its affiliated programs. No similar charges were necessary during the six months ended June 30, 1998. 35 General and administrative expenses decreased $2,201 (3.2%) for the six months ended June 30, 1998 as compared to the six months ended June 30, 1997. As a percentage of Net Profits, these expenses increased to 15.9% for the six months ended June 30, 1998 from 11.6% for the six months ended June 30, 1997. This percentage increase was primarily due to the decrease in Net Profits discussed above. Cumulative cash distributions to the Limited Partners through June 30, 1998 were $10,772,558 or 99.68% of the Limited Partners' capital contributions. P-2 PARTNERSHIP THREE MONTHS ENDED JUNE 30, 1998 AS COMPARED TO THE THREE MONTHS ENDED JUNE 30, 1997. Three Months Ended June 30, --------------------------- 1998 1997 -------- -------- Net Profits $153,230 $178,224 Barrels produced 5,581 6,061 Mcf produced 59,874 78,104 Average price/Bbl $ 15.84 $ 18.25 Average price/Mcf $ 1.89 $ 1.56 As shown in the table above, Net Profits decreased $24,994 (14.0%) for the three months ended June 30, 1998 as compared to the three months ended June 30, 1997. Of this decrease, approximately $13,000 was related to a decrease in the average price of oil sold and approximately $9,000 and $28,000, respectively, were related to decreases in volumes of oil and gas sold. These decreases were partially offset by an increase of approximately $20,000 related to an increase in the average price of gas sold and an increase of approximately $6,000 related to decreases in production expenses incurred by the owners of the Working Interests. Volumes of oil and gas sold decreased 480 barrels and 18,230 Mcf, respectively, for the three months ended June 30, 1998 as compared to the three months ended June 30, 1997. The decrease in volumes of gas sold resulted primarily from (i) the sale of several wells during 1997 and the six months ended June 30, 1998, (ii) normal declines in production due to diminished reserves on several significant wells during the three months ended June 30, 1998, and (iii) positive prior period volume adjustments made by purchasers on two significant wells during the three months ended June 30, 1997. Average oil prices decreased to $15.84 per barrel for the three months ended June 30, 1998 from $18.25 per barrel for the three months ended June 30, 1997. Average gas prices increased to $1.89 per Mcf for the three months ended June 30, 1998 from $1.56 per Mcf for the three months ended June 30, 1997. 36 As discussed in Liquidity and Capital Resources above, the P-2 Partnership sold certain Net Profits Interests during the three months ended June 30, 1998 and recognized a $196,830 gain on such sales. Similar sales during the three months ended June 30, 1997 resulted in the P-2 Partnership recognizing similar gains totaling $80,091. Depletion of Net Profits Interests decreased $12,291 (22.8%) for the three months ended June 30, 1998 as compared to the three months ended June 30, 1997. This decrease resulted primarily from the decreases in volumes of oil and gas sold during the three months ended June 30, 1998 as compared to the three months ended June 30, 1997. As a percentage of Net Profits, this expense decreased to 27.2% for the three months ended June 30, 1998 from 30.3% for the three months ended June 30, 1997. This percentage decrease was primarily due to the increase in the average price of gas sold during the three months ended June 30, 1998 as compared to the three months ended June 30, 1997. General and administrative expenses decreased $3,795 (13.2%) for the three months ended June 30, 1998 as compared to the three months ended June 30, 1997. This decrease resulted primarily from a decrease in professional fees during the three months ended June 30, 1998 as compared to the three months ended June 30, 1997. As a percentage of Net Profits, these expenses remained relatively constant at 16.3% for the three months ended June 30, 1998 and 16.2% for the three months ended June 30, 1997. SIX MONTHS ENDED JUNE 30, 1998 AS COMPARED TO THE SIX MONTHS ENDED JUNE 30, 1997. Six Months Ended June 30, ------------------------- 1998 1997 -------- -------- Net Profits $321,188 $469,338 Barrels produced 10,522 12,143 Mcf produced 133,377 149,715 Average price/Bbl $ 15.04 $ 19.59 Average price/Mcf $ 1.98 $ 2.47 As shown in the table above, Net Profits decreased $148,150 (31.6%) for the six months ended June 30, 1998 as compared to the six months ended June 30, 1997. Of this decrease, approximately $48,000 and $65,000, respectively, were related to decreases in the average prices of oil and gas sold and approximately $32,000 and $40,000, respectively, were related to decreases in volumes of oil and gas sold. These decreases in Net Profits were partially offset by an increase of approximately $37,000 related to decreases in production expenses incurred by the owners of the Working Interests. Volumes of oil and gas sold decreased 1,621 37 barrels and 16,338 Mcf, respectively, for the six months ended June 30, 1998 as compared to the six months ended June 30, 1997. The decrease in volumes of oil sold resulted primarily from (i) the sale of several wells during 1997 and the six months ended June 30, 1998 and (ii) normal declines in production due to diminished reserves on several significant wells during the six months ended June 30, 1998. The decrease in volumes of gas sold resulted primarily from the (i) sale of several wells during 1997 and the six months ended June 30, 1998 and (ii) normal declines in production due to diminished reserves on several significant wells during the six months ended June 30, 1998, which decreases were partially offset by a negative prior period volume adjustment made by a purchaser on one significant well during the six months ended June 30, 1997. The decrease in production expenses resulted primarily from (i) a decrease in lease operating expenses associated with the decreases in volumes of oil and gas sold during the six months ended June 30, 1998 as compared to the six months ended June 30, 1997 and (ii) a decrease in production taxes associated with the decrease in Net Profits discussed above. Average oil and gas prices decreased to $15.04 per barrel and $1.98 per Mcf, respectively, for the six months ended June 30, 1998 from $19.59 per barrel and $2.47 per Mcf, respectively, for the six months ended June 30, 1997. As discussed in Liquidity and Capital Resources above, the P-2 Partnership sold certain Net Profits Interests during the six months ended June 30, 1998 and recognized a $255,015 gain on such sales. Similar sales during the six months ended June 30, 1997 resulted in the P-2 Partnership recognizing similar gains totaling $80,091. Depletion of Net Profits Interests decreased $17,204 (16.4%) for the six months ended June 30, 1998 as compared to the six months ended June 30, 1997. This decrease resulted primarily from the decreases in volumes of oil and gas sold during the six months ended June 30, 1998 as compared to the six months ended June 30, 1997. As a percentage of Net Profits, this expense increased to 27.3% for the six months ended June 30, 1998 from 22.4% for the six months ended June 30, 1997. This percentage increase was primarily due to the decreases in the average prices of oil and gas sold during the six months ended June 30, 1998 as compared to the six months ended June 30, 1997. 38 The P-2 Partnership recognized a non-cash charge against earnings of $727,893 during the six months ended June 30, 1997. Of this amount, $113,005 was related to the decline in oil and gas prices used to determine future cash flows from the P-2 Partnership's Net Profits Interests in proved oil and gas reserves at March 31, 1997 and $614,888 was related to the writing-off of Net Profits Interests in unproved properties. The General Partner determined that it was unlikely that these unproved properties would be developed due to the low oil and gas prices received over the prior several years and partnership agreement provisions which limit the P-2 Partnership's level of permissible indirect drilling activity through its affiliated programs. No similar charges were necessary during the six months ended June 30, 1998. General and administrative expenses decreased $1,572 (2.7%) for the six months ended June 30, 1998 as compared to the six months ended June 30, 1997. As a percentage of Net Profits, these expenses increased to 17.5% for the six months ended June 30, 1998 from 12.3% for the six months ended June 30, 1997. This percentage increase was primarily due to the decrease in Net Profits discussed above. Cumulative cash distributions to the Limited Partners through June 30, 1998 were $8,225,561 or 91.30% of the Limited Partners' capital contributions. P-3 PARTNERSHIP THREE MONTHS ENDED JUNE 30, 1998 AS COMPARED TO THE THREE MONTHS ENDED JUNE 30, 1997. Three Months Ended June 30, --------------------------- 1998 1997 -------- -------- Net Profits $284,321 $338,563 Barrels produced 10,316 11,179 Mcf produced 112,015 147,613 Average price/Bbl $ 15.84 $ 18.25 Average price/Mcf $ 1.89 $ 1.62 As shown in the table above, Net Profits decreased $54,242 (16.0%) for the three months ended June 30, 1998 as compared to the three months ended June 30, 1997. Of this decrease, approximately $25,000 was related to a decrease in the average price of oil sold and approximately $16,000 and $57,000, respectively, were related to decreases in volumes of oil and gas sold. These decreases were partially offset by an increase of approximately $30,000 related to an increase in the average price of gas sold and an increase of approximately $14,000 related to decreases in production expenses incurred by the owners of the Working Interests. 39 Volumes of oil and gas sold decreased 863 barrels and 35,598 Mcf, respectively, for the three months ended June 30, 1998 as compared to the three months ended June 30, 1997. The decrease in volumes of gas sold resulted primarily from (i) the sale of several wells during 1997 and the six months ended June 30, 1998, (ii) normal declines in production due to diminished reserves on several significant wells during the three months ended June 30, 1998, and (iii) positive prior period volume adjustments made by purchasers on two significant wells during the three months ended June 30, 1997. Average oil prices decreased to $15.84 per barrel for the three months ended June 30, 1998 from $18.25 per barrel for the three months ended June 30, 1997. Average gas prices increased to $1.89 per Mcf for the three months ended June 30, 1998 from $1.62 per Mcf for the three months ended June 30, 1997. As discussed in Liquidity and Capital Resources above, the P-3 Partnership sold certain Net Profits Interests during the three months ended June 30, 1998 and recognized a $497,106 gain on such sales. Similar sales during the three months ended June 30, 1997 resulted in the P-3 Partnership recognizing similar gains totaling $142,486. Depletion of Net Profits Interests decreased $22,797 (22.8%) for the three months ended June 30, 1998 as compared to the three months ended June 30, 1997. This decrease resulted primarily from the decreases in volumes of oil and gas sold during the three months ended June 30, 1998. As a percentage of Net Profits, this expense decreased to 27.2% for the three months ended June 30, 1998 from 29.6% for the three months ended June 30, 1997. This percentage decrease was primarily due to the increase in the average price of gas sold during the three months ended June 30, 1998 as compared to the three months ended June 30, 1997. General and administrative expenses decreased $7,124 (13.1%) for the three months ended June 30, 1998 as compared to the three months ended June 30, 1997. This decrease resulted primarily from a decrease in professional fees during the three months ended June 30, 1998 as compared to the three months ended June 30, 1997. As a percentage of Net Profits, these expenses remained relatively constant at 16.6% for the three months ended June 30, 1998 and 16.0% for the three months ended June 30, 1997. 40 SIX MONTHS ENDED JUNE 30, 1998 AS COMPARED TO THE SIX MONTHS ENDED JUNE 30, 1997. Six Months Ended June 30, ------------------------- 1998 1997 -------- -------- Net Profits $597,661 $876,433 Barrels produced 19,459 22,418 Mcf produced 249,200 282,427 Average price/Bbl $ 15.04 $ 19.60 Average price/Mcf $ 1.98 $ 2.47 As shown in the table above, Net Profits decreased $278,772 (31.8%) for the six months ended June 30, 1998 as compared to the six months ended June 30, 1997. Of this decrease, approximately $89,000 and $122,000, respectively, were related to decreases in the average prices of oil and gas sold and approximately $58,000 and $82,000, respectively, were related to decreases in volumes of oil and gas sold. These decreases were partially offset by an increase of approximately $73,000 related to decreases in production expenses incurred by the owners of the Working Interests. Volumes of oil and gas sold decreased 2,959 barrels and 33,227 Mcf, respectively, for the six months ended June 30, 1998 as compared to the six months ended June 30, 1997. The decrease in volumes of oil sold resulted primarily from (i) the sale of several wells during 1997 and the six months ended June 30, 1998 and (ii) normal declines in production due to diminished reserves on several significant wells during the six months ended June 30, 1998. The decreases in volumes of gas sold resulted primarily from (i) the sale of several wells during 1997 and the six months ended June 30, 1998 and (ii) normal declines in production due to diminished reserves on several significant wells during the six months ended June 30, 1998, which decreases were partially offset by an increase that resulted from negative prior period volume adjustments made by a purchaser on one significant well during the six months ended June 30, 1997. The decrease in production expenses resulted primarily from (i) a decrease in lease operating expenses associated with the decreases in volumes of oil and gas sold during the six months ended June 30, 1998 as compared to the six months ended June 30, 1997 and (ii) a decrease in production taxes associated with the decrease in Net Profits discussed above. Average oil and gas prices decreased to $15.04 per barrel and $1.98 per Mcf, respectively, for the six months ended June 30, 1998 from $19.60 per barrel and $2.47 per Mcf, respectively, for the six months ended June 30, 1997. 41 As discussed in Liquidity and Capital Resources above, the P-3 Partnership sold certain Net Profits Interests during the six months ended June 30, 1998 and recognized a $605,649 gain on such sales. Similar sales during the six months ended June 30, 1997 resulted in the P-3 Partnership recognizing similar gains totaling $142,486. Depletion of Net Profits Interests decreased $31,720 (16.3%) for the six months ended June 30, 1998 as compared to the six months ended June 30, 1997. This decrease resulted primarily from the decreases in volumes of oil and gas sold during the six months ended June 30, 1998 as compared to the six months ended June 30, 1997. As a percentage of Net Profits, this expense increased to 27.2% for the six months ended June 30, 1998 from 22.2% for the six months ended June 30, 1997. This percentage increase was primarily due to the decreases in the average prices of oil and gas sold during the six months ended June 30, 1998 as compared to the six months ended June 30, 1997. The P-3 Partnership recognized a non-cash charge against earnings of $1,413,917 during the six months ended June 30, 1997. Of this amount, $220,449 was related to the decline in oil and gas prices used to determine future cash flows from the P-3 Partnership's Net Profits Interests in proved oil and gas reserves at March 31, 1997 and $1,193,468 was related to the writing-off of Net Profits Interests in unproved properties. The General Partner determined that it was unlikely that these unproved properties would be developed due to the low oil and gas prices received over the prior several years and partnership agreement provisions which limit the P-3 Partnership's level of permissible indirect drilling activity through its affiliated programs. No similar charges were necessary during the six months ended June 30, 1998. General and administrative expenses decreased $2,937 (2.7%) for the six months ended June 30, 1998 as compared to the six months ended June 30, 1997. As a percentage of Net Profits, these expenses increased to 17.7% for the six months ended June 30, 1998 from 12.4% for the six months ended June 30, 1997. This percentage increase was primarily due to the decrease in Net Profits discussed above. Cumulative cash distributions to the Limited Partners through June 30, 1998 were $14,839,401 or 87.48% of the Limited Partners' capital contributions. 42 P-4 PARTNERSHIP THREE MONTHS ENDED JUNE 30, 1998 AS COMPARED TO THE THREE MONTHS ENDED JUNE 30, 1997. Three Months Ended June 30, --------------------------- 1998 1997 -------- -------- Net Profits $178,254 $317,362 Barrels produced 4,443 5,097 Mcf produced 93,251 136,684 Average price/Bbl $ 12.29 $ 18.90 Average price/Mcf $ 2.25 $ 2.36 As shown in the table above, Net Profits decreased $139,108 (43.8%) for the three months ended June 30, 1998 as compared to the three months ended June 30, 1997. Of this decrease, approximately $29,000 was related to a decrease in the average price of oil sold and approximately $102,000 was related to a decrease in volumes of gas sold, which decreases were partially offset by an increase of approximately $15,000 related to a decrease in production expenses incurred by the owners of the Working Interests. Volumes of oil and gas sold decreased 654 barrels and 43,433 Mcf, respectively, for the three months ended June 30, 1998 as compared to the three months ended June 30, 1997. The decrease in volumes of oil sold resulted primarily from normal declines in production due to diminished reserves on several significant wells during the three months ended June 30, 1998. The decrease in volumes of gas sold resulted primarily from (i) the sale of several wells during 1997 and the six months ended June 30,1998 and (ii) normal declines in production due to diminished reserves on several significant wells during the three months ended June 30, 1998. The decrease in production expenses resulted primarily from (i) a decrease in lease operating expenses associated with the decreases in volumes of oil and gas sold during the three months ended June 30, 1998 as compared to the three months ended June 30, 1997 and (ii) a decrease in production taxes associated with the decrease in Net Profits discussed above, which decreases were partially offset by an increase in ad valorem taxes during the three months ended June 30, 1998 as compared to the three months ended June 30, 1997. Average oil and gas prices decreased to $12.29 per barrel and $2.25 per Mcf, respectively, for the three months ended June 30, 1998 from $18.90 per barrel and $2.36 per Mcf, respectively, for the three months ended June 30, 1997. 43 Depletion of Net Profits Interests decreased $49,636 (44.4%) for the three months ended June 30, 1998 as compared to the three months ended June 30, 1997. This decrease resulted primarily from (i) the decreases in volumes of oil and gas sold during the three months ended June 30, 1998 as compared to the three months ended June 30, 1997 and (ii) upward revisions in the estimates of remaining oil and gas reserves at December 31, 1997. As a percentage of Net Profits, this expense remained relatively constant at 34.9% for the three months ended June 30, 1998 and 35.2% for the three months ended June 30, 1997. General and administrative expenses decreased $5,296 (13.1%) for the three months ended June 30, 1998 as compared to the three months ended June 30, 1997. This decrease resulted primarily from a decrease in professional fees during the three months ended June 30, 1998 as compared to the three months ended June 30, 1997. As a percentage of Net Profits, these expenses increased to 19.7% for the three months ended June 30, 1998 from 12.7% for the three months ended June 30, 1997. This percentage increase was primarily due to the decrease in Net Profits discussed above. SIX MONTHS ENDED JUNE 30, 1998 AS COMPARED TO THE SIX MONTHS ENDED JUNE 30, 1997. Six Months Ended June 30, ------------------------- 1998 1997 -------- -------- Net Profits $418,646 $724,735 Barrels produced 9,276 10,511 Mcf produced 198,128 279,299 Average price/Bbl $ 13.48 $ 20.36 Average price/Mcf $ 2.23 $ 2.55 As shown in the table above, Net Profits decreased $306,089 (42.2%) for the six months ended June 30, 1998 as compared to the six months ended June 30, 1997. Of this decrease, approximately $64,000 and $62,000, respectively, were related to decreases in the average prices of oil and gas sold and approximately $207,000 was related to a decrease in volumes of gas sold, which decreases were partially offset by an increase of approximately $52,000 related to a decrease in production expenses incurred by the owners of the Working Interests. Volumes of oil and gas sold decreased 1,235 barrels and 81,171 Mcf, respectively, for the six months ended June 30, 1998 as compared to the six months ended June 30, 1997. The decrease in volumes of oil sold resulted primarily from normal declines in production due to diminished reserves on several significant wells during the six months ended June 30, 1998. The decrease in volumes of gas sold resulted primarily from (i) the sale of 44 several wells during 1997 and the six months ended June 30, 1998 and (ii) normal declines in production due to diminished reserves on several significant wells during the six months ended June 30, 1998. The decrease in production expenses resulted primarily from (i) a decrease in lease operating expenses associated with the decreases in volumes of oil and gas sold during the six months ended June 30, 1998 as compared to the six months ended June 30, 1997 and (ii) a decrease in production taxes associated with the decrease in Net Profits discussed above. Average oil and gas prices decreased to $13.48 per barrel and $2.23 per Mcf, respectively, for the six months ended June 30, 1998 from $20.36 per barrel and $2.55 per Mcf, respectively, for the six months ended June 30, 1997. Depletion of Net Profits Interests decreased $97,271 (42.5%) for the six months ended June 30, 1998 as compared to the six months ended June 30, 1997. This decrease resulted primarily from (i) the decreases in volumes of oil and gas sold during the six months ended June 30, 1998 as compared to the six months ended June 30, 1997 and (ii) upward revisions in the estimates of remaining oil and gas reserves at December 31, 1997. As a percentage of Net Profits, this expense remained relatively constant at 31.4% for the six months ended June 30, 1998 and 31.6% for the six months ended June 30, 1997. The P-4 Partnership recognized a non-cash charge against earnings of $752,388 during the six months ended June 30, 1997. Of this amount, $84,059 was related to the decline in oil and gas prices used to determine future cash flows from the P-4 Partnership's Net Profits Interests in proved oil and gas reserves at March 31, 1997 and $668,329 was related to the writing-off of Net Profits Interests in unproved properties. The General Partner determined that it was unlikely that these unproved properties would be developed due to the low oil and gas prices received over the prior several years and partnership agreement provisions which limit the P-4 Partnership's level of permissible indirect drilling activity through its affiliated programs. No similar charges were necessary during the six months ended June 30, 1998. General and administrative expenses remained relatively constant for the six months ended June 30, 1998 and the six months ended June 30, 1997. As a percentage of Net Profits, these expenses increased to 18.8% for the six months ended June 30, 1998 from 10.9% for the six months ended June 30, 1997. This percentage increase was primarily due to the decrease in Net Profits discussed above. Cumulative cash distributions to the Limited Partners through June 30, 1998 were $11,894,945 or 94.18% of the Limited Partners' capital contributions. 45 P-5 PARTNERSHIP THREE MONTHS ENDED JUNE 30, 1998 AS COMPARED TO THE THREE MONTHS ENDED JUNE 30, 1997. Three Months Ended June 30, --------------------------- 1998 1997 -------- -------- Net Profits $182,110 $161,365 Barrels produced 1,605 1,918 Mcf produced 133,220 113,044 Average price/Bbl $ 12.26 $ 21.83 Average price/Mcf $ 1.68 $ 1.55 As shown in the table above, Net Profits increased $20,745 (12.9%) for the three months ended June 30, 1998 as compared to the three months ended June 30, 1997. Of this increase, approximately $31,000 was related to an increase in the volumes of gas sold and approximately $17,000 was related to an increase in the average price of gas sold. These increases in Net Profits were partially offset by decreases of approximately (i) $7,000 related to a decrease in the volumes of oil sold, (ii) $15,000 related to a decrease in the average price of oil sold, and (iii) $6,000 related to an increase in production expenses incurred by the owners of the Working Interests. Volumes of oil sold decreased 313 barrels while volumes of gas sold increased 20,176 Mcf for the three months ended June 30, 1998 as compared to the three months ended June 30, 1997. The decrease in volumes of oil sold resulted primarily from the sale of several wells during 1997 and normal declines in production due to diminished reserves on two significant wells during the three months ended June 30, 1998. The increase in volumes of gas sold resulted primarily from the successful recompletion of a well to a new zone during 1998 and a positive prior period volume adjustment made by the purchaser on one significant well during the three months ended June 30, 1998. The increase in production expenses resulted primarily from the increase in volumes of gas sold. Average oil prices decreased to $12.26 per barrel for the three months ended June 30, 1998 from $21.83 per barrel for the three months ended June 30, 1997. Average gas prices increased to $1.68 per Mcf for the three months ended June 30, 1998 from $1.55 per Mcf for the three months ended June 30, 1997. 46 As discussed in Liquidity and Capital Resources above, the P-5 Partnership sold certain Net Profits Interests during the three months ended June 30, 1998 and recognized a $203,390 gain on such sales. Similar sales during the three months ended June 30, 1997 resulted in the P-5 Partnership recognizing similar gains totaling $54,195. Depletion of Net Profits Interests decreased $5,001 (7.5%) for the three months ended June 30, 1998 as compared to the three months ended June 30, 1997. This decrease resulted primarily from upward revisions in the estimates of remaining oil and gas reserves at December 31, 1997, which decrease was partially offset by the increase in volumes of gas sold during the three months ended June 30, 1998 as compared to the three months ended June 30, 1997. As a percentage of Net Profits, this expense decreased to 33.7% for the three months ended June 30, 1998 from 41.2% for the three months ended June 30, 1997. This percentage decrease was primarily due to the increase in the average price of gas sold and the dollar decrease in Depletion of Net Profits Interests discussed above. General and administrative expenses decreased $5,125 (13.5%) for the three months ended June 30, 1998 as compared to the three months ended June 30, 1997. This decrease was primarily a result of a decrease in professional fees during the three months ended June 30, 1998 as compared to the three months ended June 30, 1997. As a percentage of Net Profits, these expenses decreased to 18.0% for the three months ended June 30, 1998 from 23.5% for the three months ended June 30, 1997. This percentage decrease was primarily due to the dollar decrease in general and administrative expenses and the increase in Net Profits discussed above. 47 SIX MONTHS ENDED JUNE 30, 1998 AS COMPARED TO THE SIX MONTHS ENDED JUNE 30, 1997. Six Months Ended June 30, ------------------------- 1998 1997 -------- -------- Net Profits $430,496 $502,680 Barrels produced 3,400 4,185 Mcf produced 257,793 259,781 Average price/Bbl $ 14.99 $ 21.27 Average price/Mcf $ 2.00 $ 2.14 As shown in the table above, Net Profits decreased $72,184 (14.4%) for the six months ended June 30, 1998 as compared to the six months ended June 30, 1997. Of this decrease, approximately $21,000 and $36,000, respectively, were related to decreases in the average prices of oil and gas sold and approximately $17,000 was related to a decrease in volumes of oil sold. Volumes of oil and gas sold decreased 785 barrels and 1,988 Mcf, respectively, for the six months ended June 30, 1998 as compared to the six months ended June 30, 1997. The decrease in volumes of oil sold resulted primarily from the sale of several wells during 1997 and the normal decline in production due to diminished oil reserves on three significant wells during the six months ended June 30, 1998. Average oil and gas prices decreased to $14.99 per barrel and $2.00 per Mcf, respectively, for the six months ended June 30, 1998 from $21.27 per barrel and $2.14 per Mcf, respectively, for the six months ended June 30, 1997. As discussed in Liquidity and Capital Resources above, the P-5 Partnership sold certain Net Profits Interests during the six months ended June 30, 1998 and recognized a $340,014 gain on such sales. Similar sales during the six months ended June 30, 1997 resulted in the P-5 Partnership recognizing similar gains totaling $54,195. Depletion of Net Profits Interests decreased $32,318 (21.3%) for the six months ended June 30, 1998 as compared to the six months ended June 30, 1997. This decrease resulted primarily from upward revisions in the estimates of remaining oil and gas reserves at December 31, 1997. As a percentage of Net Profits, this expense decreased to 27.8% for the six months ended June 30, 1998 from 30.2% for the six months ended June 30, 1997. This percentage decrease was primarily due to the dollar decrease in Depletion of Net Profits Interests discussed above. 48 The P-5 Partnership recognized a non-cash charge against earnings of $1,018,068 during the six months ended June 30, 1997. Of this amount, $122,458 was related to the decline in oil and gas prices used to determine future cash flows from the P-5 Partnership's Net Profits Interests in proved oil and gas reserves at March 31, 1997 and $895,610 was related to the writing-off of Net Profits Interests in unproved properties. The General Partner determined that it was unlikely that these unproved properties would be developed due to the low oil and gas prices received over the prior several years and partnership agreement provisions which limit the P-5 Partnership's level of permissible indirect drilling activity through its affiliated programs. No similar charges were necessary during the six months ended June 30, 1998. General and administrative expenses decreased $2,796 (3.7%) for the six months ended June 30, 1998 as compared to the six months ended June 30, 1997. As a percentage of Net Profits, these expenses increased to 17.1% for the six months ended June 30, 1998 from 15.2% for the six months ended June 30, 1997. Cumulative cash distributions to the Limited Partners through June 30, 1998 were $6,896,759 or 58.23% of the Limited Partners' capital contributions. P-6 PARTNERSHIP THREE MONTHS ENDED JUNE 30, 1998 AS COMPARED TO THE THREE MONTHS ENDED JUNE 30, 1997. Three Months Ended June 30, --------------------------- 1998 1997 -------- -------- Net Profits $279,345 $407,320 Barrels produced 3,236 4,516 Mcf produced 226,194 270,185 Average price/Bbl $ 11.89 $ 20.56 Average price/Mcf $ 1.78 $ 1.80 As shown in the table above, Net Profits decreased $127,975 (31.4%) for the three months ended June 30, 1998 as compared to the three months ended June 30, 1997. Of this decrease, approximately $26,000 and $79,000, respectively, were related to decreases in the volumes of oil and gas sold and approximately $28,000 was related to a decrease in the average price of oil sold. Volumes of oil and gas sold decreased 1,280 barrels and 43,991 Mcf, respectively, for the three months ended June 30, 1998 as compared to the three months ended June 30, 1997. The decreases in volumes of oil and gas sold resulted primarily from normal declines in production due to diminished reserves on several significant 49 wells during the three months ended June 30, 1998. Average oil prices decreased to $11.89 per barrel for the three months ended June 30, 1998 from $20.56 per barrel for the three months ended June 30, 1997. Average gas prices remained relatively constant at $1.78 per Mcf for the three months ended June 30, 1998 and $1.80 per Mcf for the three months ended June 30, 1997. As discussed in Liquidity and Capital Resources above, the P-6 Partnership sold certain Net Profits Interests during the three months ended June 30, 1998 and recognized a $68,179 gain on such sales. Similar sales during the three months ended June 30, 1997 resulted in the P-6 Partnership recognizing similar gains totaling $21,938. Depletion of Net Profits Interests decreased $72,391 (41.6%) for the three months ended June 30, 1998 as compared to the three months ended June 30, 1997. This decrease resulted primarily from (i) the decreases in volumes of oil and gas sold during the three months ended June 30, 1998 as compared to the three months ended June 30, 1997 and (ii) upward revisions in the estimates of remaining oil and gas reserves at December 31, 1997. As a percentage of Net Profits, this expense decreased to 36.3% for the three months ended June 30, 1998 from 42.7% for the three months ended June 30, 1997. This percentage decrease was primarily due to upward revisions in the estimates of remaining oil and gas reserves discussed above. General and administrative expenses decreased $5,169 (11.5%) for the three months ended June 30, 1998 as compared to the three months ended June 30, 1997. This decrease resulted primarily from a decrease in professional fees during the three months ended June 30, 1998 as compared to the three months ended June 30, 1997. As a percentage of Net Profits, these expenses increased to 14.3% for the three months ended June 30, 1998 from 11.1% for the three months ended June 30, 1997. This percentage increase was primarily due to the decrease in Net Profits discussed above. 50 SIX MONTHS ENDED JUNE 30, 1998 AS COMPARED TO THE SIX MONTHS ENDED JUNE 30, 1997. Six Months Ended June 30, ------------------------- 1998 1997 -------- -------- Net Profits $617,373 $951,960 Barrels produced 6,897 8,819 Mcf produced 438,770 505,235 Average price/Bbl $ 14.10 $ 20.89 Average price/Mcf $ 1.92 $ 2.30 As shown in the table above, Net Profits decreased $334,587 (35.1%) for the six months ended June 30, 1998 as compared to the six months ended June 30, 1997. Of this decrease, approximately $47,000 and $165,000, respectively, were related to decreases in the average prices of oil and gas sold and approximately $40,000 and $153,000, respectively, were related to decreases in volumes of oil and gas sold. These decreases in Net Profits were partially offset by an increase of approximately $70,000 related to decreases in production expenses incurred by the owners of the Working Interests. Volumes of oil and gas sold decreased 1,922 barrels and 66,465 Mcf, respectively, for the six months ended June 30, 1998 as compared to the six months ended June 30, 1997. The decreases in volumes of oil and gas sold resulted primarily from normal declines in production due to diminished reserves on several significant wells during the six months ended June 30, 1998. The decrease in production expenses resulted primarily from (i) a decrease in lease operating expenses associated with the decreases in volumes of oil and gas sold during the six months ended June 30, 1998 as compared to the six months ended June 30, 1997 and (ii) a decrease in production taxes associated with the decrease in Net Profits discussed above. Average oil and gas prices decreased to $14.10 per barrel and $1.92 per Mcf, respectively, for the six months ended June 30, 1998 from $20.89 per barrel and $2.30 per Mcf, respectively, for the six months ended June 30, 1997. As discussed in Liquidity and Capital Resources above, the P-6 Partnership sold certain Net Profits Interests during the six months ended June 30, 1998 and recognized a $134,525 gain on such sales. Similar sales during the six months ended June 30, 1997 resulted in the P-6 Partnership recognizing similar gains totaling $25,958. 51 Depletion of Net Profits Interests decreased $128,056 (39.2%) for the six months ended June 30, 1998 as compared to the six months ended June 30, 1997. This decrease resulted primarily from (i) the decreases in volumes of oil and gas sold during the six months ended June 30, 1998 as compared to the six months ended June 30, 1997 and (ii) upward revisions in the estimates of remaining oil and gas reserves at December 31, 1997. As a percentage of Net Profits, this expense decreased to 32.1% for the six months ended June 30, 1998 from 34.3% for the six months ended June 30, 1997. This percentage decrease was primarily due to the upward revisions in estimates of remaining reserves discussed above. The P-6 Partnership recognized a non-cash charge against earnings of $898,584 during the six months ended June 30, 1997. Of this amount, $444,990 was related to the decline in oil and gas prices used to determine future cash flows from the P-6 Partnership's Net Profits Interests in proved oil and gas reserves at March 31, 1997 and $453,594 was related to the writing-off of Net Profits Interests in unproved properties. The General Partner determined that it was unlikely that these unproved properties would be developed due to the low oil and gas prices received over the prior several years and partnership agreement provisions which limit the P-6 Partnership's level of permissible indirect drilling activity through its affiliated programs. No similar charges were necessary during the six months ended June 30, 1998. General and administrative expenses decreased $3,432 (3.7%) for the six months ended June 30, 1998 as compared to the six months ended June 30, 1997. As a percentage of Net Profits, these expenses increased to 14.5% for the six months ended June 30, 1998 from 9.7% for the six months ended June 30, 1997. This percentage increase was primarily due to the decrease in Net Profits discussed above. Cumulative cash distributions to the Limited Partners through June 30, 1998 were $9,225,248 or 64.49% of the Limited Partners' capital contributions. 52 PART II. OTHER INFORMATION ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K (a) Exhibits 27.1 Financial Data Schedule containing summary financial information extracted from the P-1 Partnership's financial statements as of June 30, 1998 and for the six months ended June 30, 1998, filed herewith. 27.2 Financial Data Schedule containing summary financial information extracted from the P-2 Partnership's financial statements as of June 30, 1998 and for the six months ended June 30, 1998, filed herewith. 27.3 Financial Data Schedule containing summary financial information extracted from the P-3 Partnership's financial statements as of June 30, 1998 and for the six months ended June 30, 1998, filed herewith. 27.4 Financial Data Schedule containing summary financial information extracted from the P-4 Partnership's financial statements as of June 30, 1998 and for the six months ended June 30, 1998, filed herewith. 27.5 Financial Data Schedule containing summary financial information extracted from the P-5 Partnership's financial statements as of June 30, 1998 and for the six months ended June 30, 1998, filed herewith. 27.6 Financial Data Schedule containing summary financial information extracted from the P-6 Partnership's financial statements as of June 30, 1998 and for the six months ended June 30, 1998, filed herewith. All other exhibits are omitted as inapplicable. (b) Reports on Form 8-K. None. 53 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 INSTITUTIONAL/PENSION ENERGY INCOME P-1 LIMITED PARTNERSHIP GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-2 LIMITED PARTNERSHIP GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-3 GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-4 GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-5 GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-6 (Registrant) BY: GEODYNE RESOURCES, INC. General Partner Date: August 13, 1998 By: /s/Dennis R. Neill -------------------------------- (Signature) Dennis R. Neill President Date: August 13, 1998 By: /s/Patrick M. Hall -------------------------------- (Signature) Patrick M. Hall Principal Accounting Officer 54 INDEX TO EXHIBITS NUMBER DESCRIPTION - ------ ----------- 27.1 Financial Data Schedule containing summary financial information extracted from the Geodyne Institutional/Pension Energy Income P-1 Limited Partnership's financial statements as of June 30, 1998 and for the six months ended June 30, 1998, filed herewith. 27.2 Financial Data Schedule containing summary financial information extracted from the Geodyne Institutional/Pension Energy Income P-2 Limited Partnership's financial statements as of June 30, 1998 and for the six months ended June 30, 1998, filed herewith. 27.3 Financial Data Schedule containing summary financial information extracted from the Geodyne Institutional/Pension Energy Income Limited Partnership P-3's financial statements as of June 30, 1998 and for the six months ended June 30, 1998, filed herewith. 27.4 Financial Data Schedule containing summary financial information extracted from the Geodyne Institutional/Pension Energy Income Limited Partnership P-4's financial statements as of June 30, 1998 and for the six months ended June 30, 1998, filed herewith. 27.5 Financial Data Schedule containing summary financial information extracted from the Geodyne Institutional/Pension Energy Income Limited Partnership P-5's financial statements as of June 30, 1998 and for the six months ended June 30, 1998, filed herewith. 27.6 Financial Data Schedule containing summary financial information extracted from the Geodyne Institutional/Pension Energy Income Limited Partnership P-6's financial statements as of June 30, 1998 and for the six months ended June 30, 1998, filed herewith. All other exhibits are omitted as inapplicable. 55