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 September 30, 1997 Commission File Number: P-7: 0-20265 P-8: 0-20264 GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-7 GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-8 ------------------------------------------------------------------- (Exact name of Registrant as specified in its Articles) P-7: 73-1367186 Oklahoma P-8: 73-1378683 -------------------------------- --------------------------------- (State or other jurisdiction of (I.R.S. Employer Identification No.) incorporation or organization) Two West Second Street, Tulsa, Oklahoma 74103 ----------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (918) 583-1791 Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports) and (2) has been subject to the filing requirements for the past 90 days. Yes X No ---- ---- PART I. FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-7 BALANCE SHEETS (Unaudited) ASSETS September 30, December 31, 1997 1996 ------------ ----------- CURRENT ASSETS: Cash and cash equivalents $ 484,037 $ 643,415 Accounts receivable: Net Profits 138,963 364,612 ---------- ---------- Total current assets $ 623,000 $1,008,027 NET PROFITS INTERESTS, net, utilizing the successful efforts method 5,228,890 7,321,103 ---------- ---------- $5,851,890 $8,329,130 ========== ========== PARTNERS' CAPITAL (DEFICIT) PARTNERS' CAPITAL (DEFICIT): General Partner ($ 110,966) ($ 92,242) Limited Partners, issued and outstanding, 188,702 units 5,962,856 8,421,372 ---------- ---------- Total Partners' capital $5,851,890 $8,329,130 ---------- ---------- $5,851,890 $8,329,130 ========== ========== The accompanying condensed notes are an integral part of these financial statements. -2- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-7 STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996 (Unaudited) 1997 1996 -------- -------- REVENUES: Net Profits $568,622 $551,939 Interest income 5,908 4,556 (Loss) gain on sale of Net Profits Interests ( 576) 1,432 -------- -------- $573,954 $557,927 COSTS AND EXPENSES: Depletion of Net Profits Interests $246,992 $312,572 General and administrative (Note 2) 53,031 53,738 -------- -------- $300,023 $366,310 -------- -------- NET INCOME $273,931 $191,617 ======== ======== GENERAL PARTNER - NET INCOME $ 36,044 $ 21,856 ======== ======== LIMITED PARTNERS - NET INCOME $237,887 $169,761 ======== ======== NET INCOME per unit $ 1.26 $ .90 ======== ======== UNITS OUTSTANDING 188,702 188,702 ======== ======== The accompanying condensed notes are an integral part of these financial statements. -3- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-7 STATEMENTS OF OPERATIONS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996 (Unaudited) 1997 1996 ---------- ---------- REVENUES: Net Profits $1,698,511 $1,571,191 Interest income 16,213 9,296 Gain on sale of Net Profits Interests 101,931 92,496 ---------- ---------- $1,816,655 $1,672,983 COSTS AND EXPENSES: Depletion of Net Profits Interests $ 702,441 $ 951,048 Impairment provision 1,474,823 - General and administrative (Note 2) 175,429 171,267 ---------- ---------- $2,352,693 $1,122,315 ---------- ---------- NET INCOME (LOSS) ($ 536,038) $ 550,668 ========== ========== GENERAL PARTNER - NET INCOME $ 59,478 $ 65,111 ========== ========== LIMITED PARTNERS - NET INCOME (LOSS) ($ 595,516) $ 485,557 ========== ========== NET INCOME (LOSS) per unit ($ 3.16) $ 2.57 ========== ========== UNITS OUTSTANDING 188,702 188,702 ========== ========== The accompanying condensed notes are an integral part of these financial statements. -4- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-7 STATEMENTS OF CASH FLOWS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996 (Unaudited) 1997 1996 ------------ ----------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income (loss) ($ 536,038) $ 550,668 Adjustments to reconcile net income (loss) to net cash provided by operating activities: Depletion of Net Profits Interests 702,441 951,048 Impairment provision 1,474,823 - Gain on sale of Net Profits Interests ( 101,931) ( 92,496) (Increase) decrease in accounts receivable - Net Profits 225,649 ( 122,178) ---------- ---------- Net cash provided by operating activities $1,764,944 $1,287,042 CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 190,610) ($ 165,442) Proceeds from sale of Net Profits Interests 207,490 368,790 ---------- ---------- Net cash provided by investing activities $ 16,880 $ 203,348 CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($1,941,202) ($1,047,047) ---------- ---------- Net cash used by financing activities ($1,941,202) ($1,047,047) ---------- ---------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS ($ 159,378) $ 443,343 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 643,415 270,118 ---------- ---------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 484,037 $ 713,461 ========== ========== The accompanying condensed notes are an integral part of these financial statements. -5- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-8 BALANCE SHEETS (Unaudited) ASSETS September 30, December 31, 1997 1996 ------------- ----------- CURRENT ASSETS: Cash and cash equivalents $ 354,417 $ 488,063 Accounts receivable: General Partner (Note 2) 85 - Net Profits - 88,232 ---------- ---------- Total current assets $ 354,502 $ 576,295 NET PROFITS INTERESTS, net, utilizing the successful efforts method 2,658,836 4,151,147 ---------- ---------- $3,013,338 $4,727,442 ========== ========== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable $ 92,988 $ - ---------- ---------- Total current liabilities $ 92,988 $ - PARTNERS' CAPITAL (DEFICIT): General Partner ($ 66,343) ($ 54,315) Limited Partners, issued and outstanding, 116,168 units 2,986,693 4,781,757 ---------- ---------- Total Partners' capital $2,920,350 $4,727,442 ---------- ---------- $3,013,338 $4,727,442 ========== ========== The accompanying condensed notes are an integral part of these financial statements. -6- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-8 STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996 (Unaudited) 1997 1996 -------- -------- REVENUES: Net Profits $339,944 $339,114 Interest and other income 4,417 2,389 Loss on sale of Net Profits Interests ( 2,960) ( 14,432) -------- -------- $341,401 $327,071 COSTS AND EXPENSES: Depletion of Net Profits Interests $167,892 $194,261 General and administrative (Note 2) 32,651 33,097 -------- -------- $200,543 $227,358 -------- -------- NET INCOME $140,858 $ 99,713 ======== ======== GENERAL PARTNER - NET INCOME $ 22,016 $ 12,637 ======== ======== LIMITED PARTNERS - NET INCOME $118,842 $ 87,076 ======== ======== NET INCOME per unit $ 1.02 $ .75 ======== ======== UNITS OUTSTANDING 116,168 116,168 ======== ======== The accompanying condensed notes are an integral part of these financial statements. -7- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-8 STATEMENTS OF OPERATIONS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996 (Unaudited) 1997 1996 ---------- -------- REVENUES: Net Profits $1,093,247 $968,193 Interest and other income 12,675 5,223 Gain on sale of Net Profits Interests 50,139 15,707 ---------- -------- $1,156,061 $989,123 COSTS AND EXPENSES: Depletion of Net Profits Interests $ 484,279 $567,173 Impairment provision 1,052,542 - General and administrative (Note 2) 107,898 105,546 ---------- -------- $1,644,719 $672,719 ---------- -------- NET INCOME (LOSS) ($ 488,658) $316,404 ========== ======== GENERAL PARTNER - NET INCOME $ 36,406 $ 38,246 ========== ======== LIMITED PARTNERS - NET INCOME (LOSS) ($ 525,064) $278,158 ========== ======== NET INCOME (LOSS) per unit ($ 4.52) $ 2.39 ========== ======== UNITS OUTSTANDING 116,168 116,168 ========== ======== The accompanying condensed notes are an integral part of these financial statements. -8- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-8 STATEMENTS OF CASH FLOWS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996 (Unaudited) 1997 1996 ------------ ---------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income (loss) ($ 488,658) $316,404 Adjustments to reconcile net income (loss) to net cash provided by operating activities: Depletion of Net Profits Interests 484,279 567,173 Impairment provision 1,052,542 - Gain on sale of Net Profits Interests ( 50,139) ( 15,707) Increase in accounts receivable - General Partner ( 85) - (Increase) decrease in accounts receivable - Net Profits 88,232 ( 47,568) Increase in accounts payable 92,988 - ---------- -------- Net cash provided by operating activities $1,179,159 $820,302 CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 112,238) ($ 88,442) Proceeds from sale of Net Profits Interests 117,867 189,892 ---------- -------- Net cash provided by investing activities $ 5,629 $101,450 CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($1,318,434) ($709,620) ---------- -------- Net cash used by financing activities ($1,318,434) ($709,620) ---------- -------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS ($ 133,646) $212,132 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 488,063 208,319 ---------- -------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 354,417 $420,451 ========== ======== The accompanying condensed notes are an integral part of these financial statements. -9- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME PROGRAM II LIMITED PARTNERSHIPS CONDENSED NOTES TO THE FINANCIAL STATEMENTS SEPTEMBER 30, 1997 (Unaudited) 1. ACCOUNTING POLICIES ------------------- The balance sheets as of September 30, 1997, statements of operations for the three and nine months ended September 30, 1997 and 1996 and the statements of cash flows for the nine months ended September 30, 1997 and 1996 have been prepared by Geodyne Resources, Inc., the general partner (the "General Partner") of the Geodyne Institutional/Pension Energy Income Program II Limited Partnerships (individually, the "P-7 Partnership" or the "P-8 Partnership", as the case may be, or, collectively, the "Partnerships"), without audit. In the opinion of management the financial statements referred to above include all necessary adjustments, consisting of normal recurring adjustments, to present fairly the financial position at September 30, 1997, the results of operations for the three and nine months ended September 30, 1997 and 1996 and cash flows for the nine months ended September 30, 1997 and 1996. 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, 1996. The results of operations for the period ended September 30, 1997 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 the 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. NET PROFITS INTERESTS --------------------- The Partnerships follow the successful efforts method of accounting for their Net Profits Interests. Under the successful efforts method, the Partnerships capitalize all acquisition costs. Property acquisition costs include costs -10- incurred by the Partnerships or the General Partner to acquire a net profits interest or other non-operating interest in 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 Net Profits Interests in 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. 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. 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 Net Profits Interests 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 nine months ended September 30, 1997 pursuant to SFAS No. 121 as follows: Partnership Amount ----------- ------------ P-7 $1,474,823 P-8 1,052,542 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 -11- on an allocation of actual costs incurred by the General Partner. During the three months ended September 30, 1997 the following payments were made to the General Partner or its affiliates by the Partnerships: Direct General Administrative Partnership and Administrative Overhead ----------- ------------------ -------------- P-7 $3,372 $49,659 P-8 2,081 30,570 During the nine months ended September 30, 1997 the following payments were made to the General Partner or its affiliates by the Partnerships: Direct General Administrative Partnership and Administrative Overhead ----------- ------------------ -------------- P-7 $26,452 $148,977 P-8 16,188 91,710 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 receivable from the General Partner at September 30, 1997 for the P-8 Partnership represents proceeds due to such Partnership for the sale of Net Profits Interests during the third quarter of 1997. Subsequent to September 30, 1997 such receivable was collected by the P-8 Partnership. -12- 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, or otherwise indicated. GENERAL ------- The Partnerships were formed for the purpose of acquiring Net Profits Interests located in the continental United States. In general, each 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 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 underlying Working Interest. The net proceeds from the oil and gas operations are distributed to the Limited Partners and General Partner in accordance with the terms of the Partnerships' Partnership Agreements. LIQUIDITY AND CAPITAL RESOURCES ------------------------------- -13- 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-7 February 28, 1992 $18,870,200 P-8 February 28, 1992 11,616,800 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. The Partnerships have fully invested their capital contributions. Net proceeds from the Partnerships' Net Profits Interests less necessary operating capital are distributed to 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 September 30, 1997 and the net revenue generated from future operations will provide sufficient working capital to meet current and future obligations of the Partnerships. RESULTS OF OPERATIONS --------------------- 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. P-7 PARTNERSHIP THREE MONTHS ENDED SEPTEMBER 30, 1997 AS COMPARED TO THE THREE MONTHS ENDED SEPTEMBER 30, 1996. Three Months Ended September 30, -------------------------------- 1997 1996 -14- -------- -------- Net Profits $568,622 $551,939 Barrels produced 28,323 29,406 Mcf produced 183,750 202,442 Average price/Bbl $ 17.74 $ 21.38 Average price/Mcf $ 2.09 $ 1.68 As shown in the table above, Net Profits increased $16,683 (3.0%) for the three months ended September 30, 1997 as compared to the three months ended September 30, 1996. Of this increase, approximately $75,000 was related to an increase in the average price of gas sold and approximately $99,000 was related to a decrease in production expenses incurred by the owners of the Working Interests, which increase was partially offset by decreases of approximately $23,000 and $31,000, respectively, related to decreases in volumes of oil and gas sold and a decrease of approximately $103,000 related to a decrease in the average price of oil sold. Volumes of oil and gas sold decreased 1,083 barrels and 18,692 Mcf, respectively, for the three months ended September 30, 1997 as compared to the three months ended September 30, 1996. The decrease in production expenses resulted primarily from (i) a decrease in general repair and maintenance expenses incurred on one well during the three months ended September 30, 1997 as compared to the three months ended September 30, 1996 and (ii) decreases in volumes of oil and gas sold during the three months ended September 30, 1997 as compared to the three months ended September 30, 1996. Average oil prices decreased to $17.74 per barrel for the three months ended September 30, 1997 from $21.38 per barrel for the three months ended September 30, 1996. Average gas prices increased to $2.09 per Mcf for the three months ended September 30, 1997 from $1.68 per Mcf for the three months ended September 30, 1996. Depletion of Net Profits Interests decreased $65,580 (21.0%) for the three months ended September 30, 1997 as compared to the three months ended September 30, 1996. This decrease resulted primarily from (i) an upward revision in the estimate of remaining oil reserves at December 31, 1996 and (ii) decreases in the volumes of oil and gas sold during the three months ended September 30, 1997 as compared to the three months ended September 30, 1996. As a percentage of Net Profits, this expense decreased to 43.4% for the three months ended September 30, 1997 from 56.6% for the three months ended September 30, 1996. This percentage decrease was primarily due to the dollar decrease in Depletion of Net Profits Interests discussed above and the increase in the average price of gas sold during the three months ended September 30, 1997 as compared to the three months ended September 30, 1996. General and administrative expenses remained relatively constant for the three months ended September 30, 1997 as compared to the three months ended September 30, 1996. As a percentage of Net Profits, these expenses remained relatively constant at 9.3% for the three months ended September 30, 1997 and 9.7% for the three months ended September 30, 1996. -15- NINE MONTHS ENDED SEPTEMBER 30, 1997 AS COMPARED TO THE NINE MONTHS ENDED SEPTEMBER 30, 1996. Nine Months Ended September 30, ------------------------------- 1997 1996 ---------- ---------- Net Profits $1,698,511 $1,571,191 Barrels produced 91,838 99,986 Mcf produced 454,854 552,872 Average price/Bbl $ 19.77 $ 19.65 Average price/Mcf $ 2.18 $ 1.82 As shown in the table above, Net Profits increased $127,320 (8.1%) for the nine months ended September 30, 1997 as compared to the nine months ended September 30, 1996. Of this increase, approximately $9,000 and $164,000, respectively, were related to increases in the average prices of oil and gas sold and approximately $292,000 was related to a decrease in production expenses incurred by the owners of the Working Interests, which increase was partially offset by decreases of approximately $160,000 and $178,000, respectively, related to decreases in volumes of oil and gas sold. Volumes of oil and gas sold decreased 8,148 barrels and 98,018 Mcf, respectively, for the nine months ended September 30, 1997 as compared to the nine months ended September 30, 1996. The decrease in volumes of gas sold resulted primarily from (i) normal declines in production due to diminished gas reserves on two wells, (ii) negative prior period volume adjustments made by the operator on one well during the nine months ended September 30, 1997, (iii) positive prior period volume adjustments made by the operator on one well during the nine months ended September 30, 1996 and (iv) the shutting-in of one well during a portion of the nine months ended September 30, 1997 in order to improve the recovery of reserves. The decrease in production expenses resulted primarily from (i) a decrease in general repair and maintenance expenses incurred on one well during the nine months ended September 30, 1997 as compared to the nine months ended September 30, 1996 and (ii) decreases in volumes of oil and gas sold during the nine months ended September 30, 1997 as compared to the nine months ended September 30, 1996. Average oil and gas prices increased to $19.77 per barrel and $2.18 per Mcf, respectively, for the nine months ended September 30, 1997 from $19.65 per barrel and $1.82 per Mcf, respectively, for the nine months ended September 30, 1996. Depletion of Net Profits Interests decreased $248,607 (26.1%) for the nine months ended September 30, 1997 as compared to the nine months ended September 30, 1996. This decrease resulted primarily from (i) an upward revision in the estimate of remaining oil reserves at December 31, 1996 and (ii) decreases in volumes of oil and gas sold during the nine months ended September 30, 1997 as compared to the nine months ended September 30, 1996. As a percentage of Net Profits, this expense decreased to 41.4% for the nine months ended September 30, 1997 from 60.5% for the nine months -16- ended September 30, 1996. This percentage decrease was primarily due to the dollar decrease in Depletion of Net Profits Interests discussed above and the increases in the average prices of oil and gas sold during the nine months ended September 30, 1997 as compared to the nine months ended September 30, 1996. The P-7 Partnership recognized a non-cash charge against earnings of $1,474,823 during the nine months ended September 30, 1997. This impairment provision was necessary due to the unamortized costs of Net Profits Interests exceeding the undiscounted future net revenues from such Net Profits Interests, in accordance with the P-7 Partnership s adoption of SFAS No. 121. Of this amount, $686,260 was related to the decline in oil and gas prices used to determine the recoverability of oil and gas reserves at March 31, 1997 and $788,563 was related to impairment of unproved properties. No similar charge was necessary during 1996. General and administrative expenses remained relatively constant for the nine months ended September 30, 1997 as compared to the nine months ended September 30, 1996. As a percentage of Net Profits, these expenses remained relatively constant at 10.3% for the nine months ended September 30, 1997 and 10.9% for the nine months ended September 30, 1996. Cumulative cash distributions to the Limited Partners through September 30, 1997 were $9,215,916 or 48.84% of Limited Partners' capital contributions. P-8 PARTNERSHIP THREE MONTHS ENDED SEPTEMBER 30, 1997 AS COMPARED TO THE THREE MONTHS ENDED SEPTEMBER 30, 1996. Three Months Ended September 30, -------------------------------- 1997 1996 -------- -------- Net Profits $339,944 $339,114 Barrels produced 17,097 16,657 Mcf produced 122,272 142,883 Average price/Bbl $ 17.48 $ 21.35 Average price/Mcf $ 2.03 $ 1.67 As shown in the table above, Net Profits remained relatively constant for the three months ended September 30, 1997 as compared to the three months ended September 30, 1996. While the average price of gas and volumes of oil sold increased and production expenses incurred by the owners of the Working Interests decreased for the three months ended September 30, 1997 as compared to the three months ended -17- September 30, 1996, any resulting increase in oil and gas sales was offset by decreases in the average price of oil and volumes of gas sold during the same period. Volumes of oil sold increased 440 barrels, while volumes of gas sold decreased 20,611 Mcf for the three months ended September 30, 1997 as compared to the three months ended September 30, 1996. The decrease in production expenses resulted primarily from (i) a decrease in general repair and maintenance expenses incurred on one well during the three months ended September 30, 1997 as compared to the three months ended September 30, 1996 and (ii) a decrease in volumes of gas sold during the three months ended September 30, 1997 as compared to the three months ended September 30, 1996. Average oil prices decreased to $17.48 per barrel for the three months ended September 30, 1997 from $21.35 per barrel for the three months ended September 30, 1996. Average gas prices increased to $2.03 per Mcf for the three months ended September 30, 1997 from $1.67 per Mcf for the three months ended September 30, 1996. Depletion of Net Profits Interests decreased $26,369 (13.6%) for the three months ended September 30, 1997 as compared to the three months ended September 30, 1996. This decrease resulted primarily from (i) an upward revision in the estimate of remaining oil reserves at December 31, 1996 and (ii) decreases in the volumes of gas sold during the three months ended September 30, 1997 as compared to the three months ended September 30, 1996. As a percentage of Net Profits, this expense decreased to 49.4% for the three months ended September 30, 1997 from 57.3% for the three months ended September 30, 1996. This percentage decrease was primarily due to the dollar decrease in Depletion of Net Profits Interests discussed above and the increase in the average price of gas sold during the three months ended September 30, 1997 as compared to the three months ended September 30, 1996. General and administrative expenses remained relatively constant for the three months ended September 30, 1997 as compared to the three months ended September 30, 1996. As a percentage of Net Profits, these expenses remained relatively constant at 9.6% for the three months ended September 30, 1997 and 9.8% for the three months ended September 30, 1996. NINE MONTHS ENDED SEPTEMBER 30, 1997 AS COMPARED TO THE NINE MONTHS ENDED SEPTEMBER 30, 1996. Nine Months Ended September 30, ------------------------------- 1997 1996 ---------- -------- Net Profits $1,093,247 $968,193 Barrels produced 54,266 58,515 Mcf produced 322,991 357,877 Average price/Bbl $ 19.67 $ 19.62 Average price/Mcf $ 2.22 $ 1.90 As shown in the table above, Net Profits increased $125,054 (12.9%) for the nine months ended September 30, 1997 as -18- compared to the nine months ended September 30, 1996. Of this increase, approximately $103,000 was related to an increase in the average price of gas sold and approximately $169,000 was related to a decrease in production expenses incurred by the owners of the Working Interests, which increase was partially offset by decreases of approximately $83,000 and $66,000, respectively, related to decreases in volumes of oil and gas sold. Volumes of oil and gas sold decreased 4,249 barrels and 34,886 Mcf, respectively, for the nine months ended September 30, 1997 as compared to the nine months ended September 30, 1996. The decrease in production expenses resulted primarily from (i) a decrease in general repair and maintenance expenses incurred on one well during the nine months ended September 30, 1997 as compared to the nine months ended September 30, 1996 and (ii) decreases in volumes of oil and gas sold during the nine months ended September 30, 1997 as compared to the nine months ended September 30, 1996. Average oil and gas prices increased to $19.67 per barrel and $2.22 per Mcf, respectively, for the nine months ended September 30, 1997 from $19.62 per barrel and $1.90 per Mcf, respectively, for the nine months ended September 30, 1996. Depletion of Net Profits Interests decreased $82,894 (14.6%) for the nine months ended September 30, 1997 as compared to the nine months ended September 30, 1996. This decrease resulted primarily from (i) an upward revision in the estimate of remaining oil reserves at December 31, 1996 and (ii) decreases in volumes of oil and gas sold during the nine months ended September 30, 1997 as compared to the nine months ended September 30, 1996. As a percentage of Net Profits, this expense decreased to 44.3% for the nine months ended September 30, 1997 from 58.6% for the nine months ended September 30, 1996. This percentage decrease was primarily due to the dollar decrease in Depletion of Net Profits Interests discussed above and the increases in the average prices of oil and gas sold during the nine months ended September 30, 1997 as compared to the nine months ended September 30, 1997. The P-8 Partnership recognized a non-cash charge against earnings of $1,052,542 during the nine months ended September 30, 1997. This impairment provision was necessary due to the unamortized costs of Net Profits Interests exceeding the undiscounted future net revenues from such Net Profits Interests, in accordance with the P-8 Partnership's adoption of SFAS No. 121. Of this amount, $650,456 was related to the decline in oil and gas prices used to determine the recoverability of oil and gas reserves at March 31, 1997 and $402,077 was related to impairment of unproved properties. No similar charge was necessary during 1996. General and administrative expenses remained relatively constant for the nine months ended September 30, 1997 as compared to the nine months ended September 30, 1996. As a percentage of Net Profits, these expenses remained relatively constant at 9.9% for the nine months ended September 30, 1997 and 10.9% for the nine months ended September 30, 1996. -19- Cumulative cash distributions to the Limited Partners through September 30, 1997 were $5,665,583 or 48.77% of Limited Partners' capital contributions. -20- 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-7 Partnership's financial statements as of September 30, 1997 and for the nine months ended September 30, 1997, filed herewith. 27.2 Financial Data Schedule containing summary financial information extracted from the P-8 Partnership's financial statements as of September 30, 1997 and for the nine months ended September 30, 1997, filed herewith. All other exhibits are omitted as inapplicable. (b) Reports on Form 8-K: None. -21- 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 LIMITED PARTNERSHIP P-7 GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-8 (Registrant) By: GEODYNE RESOURCES, INC. General Partner Date: November 13, 1997 By: /s/Dennis R. Neill ------------------------------- (Signature) Dennis R. Neill President Date: November 13, 1997 By: /s/Patrick M. Hall ------------------------------- (Signature) Patrick M. Hall Principal Accounting Officer -22- INDEX TO EXHIBITS ----------------- NUMBER DESCRIPTION ------ ----------- 27.1 Financial Data Schedule containing summary financial information extracted from the Geodyne Institutional/Pension Energy Income Limited Partnership P-7's financial statements as of September 30, 1997 and for the nine months ended September 30, 1997, filed herewith. 27.2 Financial Data Schedule containing summary financial information extracted from the Geodyne Institutional/Pension Energy Income Limited Partnership P-8's financial statements as of September 30, 1997 and for the nine months ended September 30, 1997, filed herewith. All other exhibits are omitted as inapplicable.